Item 15. Exhibits, Financial Statement Schedules
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Item 15. Exhibits, Financial Statement Schedules
(a)1. The following consolidated financial statements of the Company are filed as part of this report under Item 8—"Financial Statements and Supplementary Data."
| • | Reports of Independent Registered Public Accounting Firm |
| • | Consolidated Balance Sheets as of December 31, 2016 and 2015 |
| • | Consolidated Statements of Income for the years ended December 31, 2016, 2015 and 2014 |
| • | Consolidated Statements of Comprehensive Income for the years ended December 31, 2016, 2015 and 2014 |
| • | Consolidated Statements of Stockholders' Equity for the years ended December 31, 2016, 2015 and 2014 |
| • | Consolidated Statements of Cash Flows for the years ended December 31, 2016, 2015 and 2014 |
| • | Notes to Consolidated Financial Statements |
(a)2. Financial Statement Schedule filed in Part IV of this report:
| • | Schedule II—Valuation and Qualifying Accounts |
We have omitted all other financial statement schedules because they are not required or are not applicable, or the required information is shown in the consolidated financial statements or notes to the consolidated financial statements.
SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS
(in thousands)
| Description | Balance at Beginning of Year | Provisions for Doubtful Accounts | Write-offs, Net of Recoveries | Balance at End of Year | |||||||||
| Allowance for doubtful accounts: | |||||||||||||
| 2016 | $ | 67,057 | 8,203 | (20,518 | ) | $ | 54,742 | ||||||
| 2015 | $ | 74,678 | 11,115 | (18,736 | ) | $ | 67,057 | ||||||
| 2014 | $ | 73,991 | 3,906 | (3,219 | ) | $ | 74,678 | ||||||
| Description | Balance at Beginning of Year | Additions | Deductions | Balance at End of Year | |||||||||
| Deferred income tax asset valuation allowance: | |||||||||||||
| 2016 | $ | 3,330,878 | 32,130 | (76,285 | ) | $ | 3,286,723 | ||||||
| 2015 | $ | 3,296,789 | 52,759 | (18,670 | ) | $ | 3,330,878 | ||||||
| 2014 | $ | 2,587,025 | 745,112 | (35,348 | ) | $ | 3,296,789 |
(a)3. Exhibits
Exhibits that are not filed herewith have been previously filed with the SEC and are incorporated herein by reference.
| Incorporated by Reference | ||||
| Exhibit No. | Description | Form | Filing Date | |
| 3.1 | Third Amended and Restated Articles of Incorporation of the Registrant. | 10-Q | 5/8/2015 | |
| 3.2 | Eighth Amended and Restated Bylaws of the Registrant. | 10-Q | 11/6/2015 | |
| 4.1 | Specimen certificate for shares of Common Stock, $0.01 par value per share of the Registrant. | S-1 | 10/7/2002 | |
| 4.4 | Indenture, dated as of March 12, 2012, by and among Wynn Las Vegas, LLC, Wynn Las Vegas Capital Corp., the Guarantors named therein and U.S. Bank National Association, as trustee. | 8-K | 3/13/2012 | |
| 4.5 | Indenture, dated as of May 22, 2013, by and among Wynn Las Vegas, LLC, Wynn Las Vegas Capital Corp., the Guarantors named therein and U.S. Bank National Association, as trustee. | 8-K | 5/22/2013 | |
| 4.6 | Indenture, dated as of February 18, 2015, by and among Wynn Las Vegas, LLC, Wynn Las Vegas Capital Corp., the Guarantors named therein and U.S. Bank National Association, as trustee. | 8-K | 2/18/2015 | |
| 4.7 | Supplemental Indenture, dated as of February 18, 2015, to Indenture, dated as of March 12, 2012, by and among Wynn Las Vegas, LLC, Wynn Las Vegas Capital Corp., the Guarantors named therein and U.S. Bank National Association, as trustee. | 10-K | 3/2/2015 | |
| 4.8 | Supplemental Indenture, dated as of February 18, 2015, to Indenture, dated as of May 22, 2013, by and among Wynn Las Vegas, LLC, Wynn Las Vegas Capital Corp., the Guarantors named therein and U.S. Bank National Association, as trustee. | 10-K | 3/2/2015 | |
| +10.1.1.0 | Employment Agreement, dated as of October 4, 2002, by and between Wynn Resorts, Limited and Stephen A. Wynn. | S-1 | 10/7/2002 | |
| +10.1.1.1 | First Amendment to Employment Agreement, dated as of August 6, 2004, by and between Stephen A. Wynn and Wynn Resorts, Limited. | 10-Q | 11/4/2004 | |
| +10.1.1.2 | Second Amendment to Employment Agreement between Wynn Resorts, Limited and Stephen A. Wynn dated January 31, 2007. | 10-K | 3/1/2007 | |
| +10.1.1.3 | Third Amendment to Employment Agreement, dated as of September 11, 2008, between Wynn Resorts, Limited and Stephen A. Wynn. | 8-K | 9/15/2008 | |
| +10.1.1.4 | Fourth Amendment to Employment Agreement, dated as of December 31, 2008, between Wynn Resorts, Limited and Stephen A. Wynn. | 10-K | 3/2/2009 | |
| +10.1.1.5 | Amendment to Employment Agreement, dated as of February 16, 2009, by and between Wynn Resorts, Limited and Stephen A. Wynn. | 10-Q | 5/11/2009 | |
| +10.1.1.6 | Sixth Amendment to Employment Agreement, dated as of February 24, 2011, between Wynn Resorts, Limited and Stephen A. Wynn. | 8-K | 2/28/2011 | |
| +10.1.1.7 | Seventh Amendment to Employment Agreement, dated as of January 15, 2015, between Wynn Resorts, Limited and Stephen A. Wynn. | 10-K | 3/2/2015 | |
| +10.1.2.0 | Employment Agreement, dated as of November 18, 2013, by and between Wynn Resorts, Limited and Matt Maddox. | 10-K | 2/28/2014 | |
| +10.1.3.1 | Employment Agreement, dated as of April 24, 2007, by and between Wynn Resorts, Limited and Kim Sinatra. | 10-K | 3/1/2010 | |
| +10.1.3.2 | First Amendment to Employment Agreement, dated as of December 31, 2008, by and between Wynn Resorts, Limited and Kim Sinatra. | 10-K | 3/1/2010 | |
| +10.1.3.3 | Amendment to Employment Agreement, dated as of February 12, 2009, by and between Wynn Resorts, Limited and Kim Sinatra. | 10-K | 3/1/2010 | |
| +10.1.3.4 | Second Amendment to Employment Agreement, dated as of November 30, 2009, by and between Wynn Resorts, Limited and Kim Sinatra. | 10-K | 3/1/2010 | |
| +10.1.3.5 | Third Amendment to Employment Agreement, dated as of May 5, 2014, by and between Wynn Resorts, Limited and Kim Sinatra. | 10-Q | 8/8/2014 | |
| +10.1.3.6 | Fourth Amendment to Employment Agreement, dated as of April 27, 2015, by and between Wynn Resorts, Limited and Kim Sinatra. | 10-Q | 8/7/2015 | |
| +10.1.4.0 | Employment Agreement, dated as of August 31, 2005, by and between Wynn Resorts, Limited and John Strzemp. | 10-K | 2/28/2014 |
| +10.1.4.1 | First Amendment to Employment Agreement, dated as of March 26, 2008, by and between Wynn Resorts, Limited and John Strzemp. | 10-K | 2/28/2014 | |
| +10.1.4.2 | Second Amendment to Employment Agreement, dated as of December 31, 2008, by and between Wynn Resorts, Limited and John Strzemp. | 10-K | 2/28/2014 | |
| +10.1.4.3 | Amendment to Employment Agreement, dated as of February 12, 2009, by and between Wynn Resorts, Limited and John Strzemp. | 10-K | 2/28/2014 | |
| +10.1.4.4 | Fourth Amendment to Employment Agreement, dated as of March 23, 2009, by and between Wynn Resorts, Limited and John Strzemp. | 10-K | 2/28/2014 | |
| +10.1.4.5 | Fifth Amendment to Employment Agreement, dated as of February 25, 2013, by and between Wynn Resorts, Limited and John Strzemp. | 10-K | 2/28/2014 | |
| +10.1.4.6 | Sixth Amendment to Employment Agreement, dated as of September 10, 2013, by and between Wynn Resorts, Limited and John Strzemp. | 10-K | 2/28/2014 | |
| +10.1.5.0 | Employment Agreement, dated as of November 7, 2013, by and between Wynn Resorts, Limited and Stephen Cootey. | 10-Q | 8/8/2014 | |
| +10.1.5.1 | First Amendment to Employment Agreement, dated as of January 6, 2014, by and between Wynn Resorts, Limited and Stephen Cootey. | 10-Q | 8/8/2014 | |
| +10.1.5.2 | Second Amendment to Employment Agreement, dated as of February 24, 2015, by and between Wynn Resorts, Limited and Stephen Cootey. | 10-K | 3/2/2015 | |
| +10.2.0 | 2014 Omnibus Incentive Plan effective May 16, 2014. | S-8 | 5/20/2014 | |
| +10.2.1 | Amended and Restated 2014 Omnibus Incentive Plan, dated January 1, 2017. | 10-K | * | |
| 10.3.1.0 | Amended and Restated Stockholder Agreement, dated January 6, 2010, by and among Stephen A. Wynn, Elaine P. Wynn and Aruze USA, Inc. | 8-K | 1/6/2010 | |
| 10.3.1.1 | Waiver and Consent, dated November 24, 2010, by and among Aruze USA, Inc., Stephen A. Wynn and Elaine P. Wynn. | 8-K | 11/26/2010 | |
| 10.3.1.2 | Waiver and Consent, dated December 15, 2010, by and among Aruze USA, Inc., Stephen A. Wynn and Elaine P. Wynn. | 8-K | 12/15/2010 | |
| 10.3.2.0 | Amended and Restated Shareholders Agreement, dated as of September 16, 2004, by and among Wynn Resorts (Macau), Ltd., Wong Chi Seng and Wynn Resorts (Macau), S.A. | 10-Q | 11/4/2004 | |
| 10.4.1.0 | Concession Contract for the Operation of Games of Chance or Other Games in Casinos in the Macau Special Administrative Region, dated June 24, 2002, between the Macau Special Administrative Region and Wynn Resorts (Macau), S.A. (English translation of Portuguese version of Concession Agreement). | S-1 | 8/20/2002 | |
| 10.4.1.1 | Concession Contract for Operating Casino Gaming or Other Forms of Gaming in the Macao Special Administrative Region, dated June 24, 2002, between the Macau Special Administrative Region and Wynn Resorts (Macau), S.A. (English translation of Chinese version of Concession Agreement). | S-1 | 9/18/2002 | |
| 10.4.1.2 | Unofficial English translation of Land Concession Contract between the Macau Special Administrative Region and Wynn Resorts (Macau), S.A. | 10-Q | 8/3/2004 | |
| 10.4.1.3 | Land Concession Contract, published on May 2, 2012, by and among Palo Real Estate Company Limited, Wynn Resorts (Macau), S.A. and the Macau Special Administrative Region of the People's Republic of China (translated to English from traditional Chinese and Portuguese). | 8-K | 5/2/2012 | |
| 10.5.1.0 | Surname Rights Agreement, dated as of August 6, 2004, by and between Stephen A. Wynn and Wynn Resorts Holdings, LLC. | 10-Q | 11/4/2004 | |
| 10.5.1.1 | Rights of Publicity License, dated as of August 6, 2004, by and between Stephen A. Wynn and Wynn Resorts Holdings, LLC. | 10-Q | 11/4/2004 | |
| 10.5.1.2 | Trademark Assignment, dated as of August 6, 2004, by and between Stephen A. Wynn and Wynn Resorts Holdings, LLC. | 10-Q | 11/4/2004 | |
| 10.5.2.0 | Intellectual Property License Agreement, dated as of December 14, 2004, by and among Wynn Resorts Holdings, Wynn Resorts, Limited and Wynn Las Vegas, LLC. | 10-K | 3/15/2005 | |
| 10.5.2.1 | Intellectual Property License Agreement, dated as of September 19, 2009, by and among Wynn Resorts Holdings, LLC, Wynn Resorts, Limited and Wynn Macau, Limited. | 10-K | 3/2/2015 | |
| 10.5.2.2 | Amended and Restated Intellectual Property License Agreement, dated as of September 19, 2009, by and among Wynn Resorts Holdings, LLC, Wynn Resorts, Limited and Wynn Resorts (Macau), S.A. | 10-K | 3/2/2015 |
| 10.5.2.3 | 2015 Intellectual Property License Agreement, dated as of February 26, 2015, by and between Wynn Resorts Holdings, LLC, Wynn Resorts, Limited and Wynn Las Vegas, LLC. | 10-Q | 5/8/2015 | |
| 10.5.2.4 | 2014 Intellectual Property License Agreement, dated as of November 20, 2014, by and between Wynn Resorts Holdings, LLC, Wynn Resorts, Limited and Wynn MA, LLC. | 10-K | 2/29/2016 | |
| 10.6.1.0 | Common Terms Agreement, dated as of September 14, 2004, by and among Wynn Resorts (Macau), S.A., certain financial institutions as Hotel Facility Lenders, Project Facility Lenders and Revolving Credit Facility Lenders, Deutsche Bank AG, Hong Kong Branch and Société Générale Asia Limited as Global Coordinating Lead Arrangers and Société Générale Asia Limited as Hotel Facility Agent, Project Facility Agent, Intercreditor Agent and Security Agent. | 10-Q | 11/4/2004 | |
| 10.6.1.1 | Common Terms Agreement Amendment Agreement, dated as of September 14, 2005, between Wynn Resorts (Macau), S.A. as the Company, Certain Financial Institutions as Hotel Facility Lenders, Project Facility Lenders, Revolving Credit Facility Lenders and Hedging Counterparties, Banc of America Securities Asia Limited, Deutsche Bank AG, Hong Kong Branch and Société Générale Asia Limited as Global Coordinating Lead Arrangers, Société Générale Asia Limited as Hotel Facility Agent and Project Facility Agent, Société Générale Asia Limited as Intercreditor Agent, and Société Générale, Hong Kong Branch as Security Agent. | 10-Q | 11/8/2005 | |
| 10.6.1.2 | Common Terms Agreement Second Amendment Agreement, dated June 27, 2007, by and among Wynn Resorts (Macau), S.A., certain financial institutions as Hotel Facility Lenders, Project Facility Lenders, and Revolving Credit Facility Lenders and Hedging Counterparties, Banc of America Securities Asia Limited, Deutsche Bank A.G. Hong Kong Branch, and Société Générale Asia Limited as Global Lead Arrangers and Société Générale Asia Limited as Hotel Facility Agent and Project Facility Agent, Société Générale Hong Kong Branch as Revolving Credit Facility Agent, Société Générale Hong Kong Branch as Intercreditor Agent, and Société Générale Hong Kong Branch as Security Agent. | 10-Q | 8/9/2007 | |
| 10.6.1.3 | Common Terms Agreement Third Amendment Agreement, dated September 8, 2009, between, among others, Wynn Resorts (Macau), S.A. as the company and Société Générale, Hong Kong Branch as security agent. | 10-K | 3/1/2010 | |
| 10.6.1.4 | Common Terms Agreement Fourth Amendment Agreement, dated as of July 31, 2012, between, among others, Wynn Resorts (Macau), S.A. as the company and Bank of China Limited Macau Branch as security agent. | 10-Q | 11/9/2012 | |
| 10.6.1.5 | Common Terms Agreement Fifth Amendment Agreement, dated September 30, 2015, between, among others, Wynn Resorts (Macau), S.A. as the company and Bank of China Limited Macau Branch as security agent. | 10-Q | 11/6/2015 | |
| 10.6.2.0 | Hotel Facility Agreement, dated as of September 14, 2004, by and among Wynn Resorts (Macau), S.A., Société Générale Asia Limited as Hotel Facility Agent and the several Hotel Facility Lenders named therein. | 10-Q | 11/4/2004 | |
| 10.6.2.1 | Hotel Facility Agreement Amendment Agreement, dated as of September 14, 2005, between Wynn Resorts (Macau), S.A. as Company, Société Générale Asia Limited, as Hotel Facility Agent and certain financial institutions as Hotel Facility Lenders. | 10-Q | 11/8/2005 | |
| 10.6.2.2 | Hotel Facility Agreement Second Amendment Agreement, dated June 27, 2007, by and among Wynn Resorts (Macau), S.A., Société Générale Asia Limited as Hotel Facility Agent, and certain financial institutions as Hotel Facility Lenders. | 10-Q | 8/9/2007 | |
| 10.6.2.3 | Hotel Facility Agreement Third Amendment Agreement, dated July 31, 2012, by and among Wynn Resorts, (Macau), S.A., Bank of China Limited Macau Branch, and certain financial institutions as Hotel Facility Lenders. | 10-Q | 11/9/2012 | |
| 10.6.2.4 | Hotel Facility Agreement Fourth Amendment Agreement, dated September 30, 2015, by and among Wynn Resorts (Macau), S.A. and Bank of China Limited Macau Branch as Hotel Facility Agent and Hotel Facility Lender. | 10-Q | 11/6/2015 | |
| 10.6.3.0 | Project Facility Agreement, dated as of September 14, 2004, by and among Wynn Resorts (Macau), S.A., Société Générale Asia Limited as Project Facility Agent and the several Project Facility Lenders named therein. | 10-Q | 11/4/2004 | |
| 10.6.3.1 | Project Facility Agreement Amendment Agreement, dated as of September 14, 2005, between Wynn Resorts (Macau), S.A. as Company, Societe Generale Asia Limited, as Project Facility Agent and certain financial institutions as Project Facility Lenders. | 10-Q | 11/8/2005 |
| 10.6.3.2 | Project Facility Agreement, Second Amendment Agreement, dated as of June 27, 2007, by and among Wynn Resorts (Macau), S.A., Société Générale Asia Limited as Project Facility Agent, and certain financial institutions as Project Facility Lenders. | 10-Q | 8/9/2007 | |
| 10.6.4.0 | Revolving Credit Facility Agreement, dated as of September 14, 2004, by and among Wynn Resorts (Macau), S.A. and the several Revolving Credit Facility Lenders named therein. | 10-Q | 11/4/2004 | |
| 10.6.4.1 | Revolving Credit Facility Agreement Amendment Agreement, dated as of September 14, 2005, between Wynn Resorts (Macau), S.A. as Company and certain financial institutions as Revolving Credit Facility Lenders. | 10-Q | 11/8/2005 | |
| 10.6.4.2 | Revolving Credit Facility Second Amendment Agreement, dated as of June 27, 2007, by and among Wynn Resorts (Macau), S.A. and Societe Generale, Hong Kong Branch as Revolving Credit Facility Agent and certain financial institutions as revolving credit facility lenders. | 10-Q | 11/6/2015 | |
| 10.6.4.3 | Revolving Credit Facility Agreement, dated as of July 31, 2012, by and among Wynn Resorts (Macau), S.A., Bank of China, Limited Macau Branch, and several Revolving Credit Facility Lenders named therein. | 10-Q | 11/9/2012 | |
| 10.6.4.4 | Revolving Credit Facility Agreement Amendment Agreement, dated as of September 30, 2015, by and among Wynn Resorts (Macau), S.A. and Bank of China Limited Macau Branch as Revolving Credit Facility Agent and Revolving Credit Facility Lender. | 10-Q | 11/6/2015 | |
| 10.6.5.0 | Deed of Appointment and Priority, dated as of September 14, 2004, among Wynn Resorts (Macau), S.A., certain financial institutions as Original First Ranking Lenders, Banco Nacional Ultramarino, S.A. as Second Ranking Finance Party, Wynn Group Asia, Inc. as Third Ranking Finance Party, Société Générale, Hong Kong Branch as Security Agent, Société Générale Asia Limited as Intercreditor Agent and Hotel Facility Agent and Project Facility Agent, and others. | 10-Q | 11/4/2004 | |
| 10.6.5.1 | Deed of Appointment and Priority Deed of Amendment, dated as of September 14, 2005, between Wynn Resorts (Macau), S.A., certain financial institutions as Original First Ranking Lenders, Certain Financial Institutions as Original Hedging Counterparties, Banco Nacional Ultramarino, S.A. as Second Ranking Finance Party, Wynn Group Asia, Inc. as Third Ranking Finance Party, Société Générale Asia Limited as Security Agent, Société Générale Asia Limited as Intercreditor Agent, Société Générale Asia Limited as Hotel Facility Agent and Project Facility Agent, and others. | 10-Q | 11/8/2005 | |
| 10.6.6 | Floating Charge (unofficial English Translation), dated as of September 14, 2004, between Wynn Resorts (Macau), S.A. and Société Générale, Hong Kong Branch as the Security Agent. | 10-Q | 11/4/2004 | |
| 10.6.7 | Debenture, dated as of September 14, 2004, between Wynn Resorts (Macau), S.A. and Société Générale, Hong Kong Branch as the Security Agent. | 10-Q | 11/4/2004 | |
| 10.6.8.0 | Wynn Resorts Support Agreement, dated as of September 14, 2004, between Wynn Resorts, Limited, Wynn Resorts (Macau), S.A. and Société Générale, Hong Kong Branch as the Security Agent. | 10-Q | 11/4/2004 | |
| 10.6.8.1 | Wynn Resorts Support Agreement Deed of Amendment, dated as of September 14, 2005, between Wynn Resorts, Limited, Wynn Resorts (Macau), S.A. and Société Générale, Hong Kong Branch as the Security Agent. | 10-Q | 11/8/2005 | |
| 10.6.9 | Wynn Pledgors' Guarantee, dated as of September 14, 2004, between Wynn Group Asia, Inc., Wynn Resorts International, Ltd., Wynn Resorts (Macau) Holdings, Ltd., and Wynn Resorts (Macau), Ltd. as Guarantors; and Société Générale, Hong Kong Branch as the Security Agent. | 10-Q | 11/4/2004 | |
| 10.6.10 | Bank Guarantee Reimbursement Agreement, dated as of September 14, 2004, between Wynn Resorts (Macau), S.A. and Banco Nacional Ultramarino. | 10-Q | 11/4/2004 | |
| 10.6.11 | Sponsors' Subordination Deed, dated as of September 14, 2004, between Wynn Resorts (Macau), S.A., Wynn Group Asia, Inc., Wynn Resorts International, Ltd., Wynn Resorts (Macau) Holdings, Ltd. and Wynn Resorts (Macau), Ltd. as the Wynn Companies and Société Générale, Hong Kong Branch as the Security Agent. | 10-Q | 11/4/2004 | |
| 10.7.0 | Amended and Restated Master Disbursement Agreement, dated as of October 25, 2007, by and among Wynn Las Vegas, LLC, Deutsche Bank Trust Company Americas, as the initial Bank Agent, and Deutsche Bank Trust Company Americas, as the initial Disbursement Agent. | 8-K | 10/31/2007 |
| 10.7.1 | First Amendment to Amended and Restated Master Disbursement Agreement, dated as of October 31, 2007, by and among Wynn Las Vegas, LLC, Deutsche Bank Trust Company Americas, as the initial Bank Agent, and Deutsche Bank Trust Company Americas, as the initial Disbursement Agent. | 8-K | 11/1/2007 | |
| 10.7.2 | Second Amendment to Amended and Restated Master Disbursement Agreement, dated as of November 6, 2007, by and among Wynn Las Vegas, LLC, Deutsche Bank Trust Company Americas, as the Bank Agent, and Deutsche Bank Trust Company Americas, as the Disbursement Agent. | 8-K | 11/13/2007 | |
| 10.7.3 | Third Amendment to Amended and Restated Master Disbursement Agreement, dated as of October 19, 2009, by and among Wynn Las Vegas, LLC, Deutsche Bank Trust Company Americas, as the Bank Agent, and Deutsche Bank Trust Company Americas, as the Disbursement Agent. | 8-K | 10/20/2009 | |
| 10.7.4 | Fourth Amendment to Amended and Restated Master Disbursement Agreement, dated as of April 28, 2010, by and among Wynn Las Vegas, LLC, Deutsche Bank Trust Company Americas, as the Bank Agent, and Deutsche Bank Trust Company Americas, as the Disbursement Agent. | 8-K | 4/28/2010 | |
| 10.7.5 | Fifth Amendment to the Amended and Restated Master Disbursement Agreement, dated as of August 4, 2010, by and among Wynn Las Vegas, LLC, Deutsche Bank Trust Company Americas, as the Bank Agent, and Deutsche Bank Trust Company Americas, as the Disbursement Agent. | 10-K | 3/1/2013 | |
| 10.7.6 | Sixth Amendment to Amended and Restated Master Disbursement Agreement, dated as of March 12, 2012, by and among Wynn Las Vegas, LLC, Deutsche Bank Trust Company Americas, as the Bank Agent, and Deutsche Bank Trust Company Americas, as the Disbursement Agent. | 8-K | 3/13/2012 | |
| 10.8.1 | 2013 Second Amended and Restated Agreement of Lease, dated as of November 7, 2013, by and between Wynn Las Vegas, LLC and Stephen A. Wynn. | 8-K | 11/14/2013 | |
| 10.8.2 | First Amendment to 2013 Second Amended and Restated Agreement of Lease, dated as of February 25, 2015, by and between Wynn Las Vegas, LLC and Stephen A. Wynn. | 10-K | 3/2/2015 | |
| 10.8.3 | Third Amended and Restated Agreement of Lease, dated as of December 1, 2016, by and between Wynn Las Vegas, LLC and Stephen A. Wynn. | 10-K | * | |
| 10.8.4 | Sixth Amended and Restated Art Rental and Licensing Agreement, dated as of July 1, 2012, between Stephen A. Wynn, as lessor, Wynn Las Vegas, LLC, as lessee. | 10-Q | 11/9/2012 | |
| 10.9.1.0 | Aircraft Time Sharing Agreement, dated as of January 15, 2015, by and between Wynn Resorts, Limited and Stephen A. Wynn. | 10-K | 3/2/2015 | |
| 10.9.2.0 | Aircraft Purchase Option Agreement, dated as of January 3, 2013, between Wynn Resorts, Limited and Stephen A. Wynn. | 10-K | 3/1/2013 | |
| 10.10.0 | Form of Indemnity Agreement. | S-1 | 9/18/2002 | |
| 10.11.0 | Corporate Allocation Agreement, dated as of September 19, 2009, by Wynn Macau, Limited and Wynn Resorts, Limited. | 10-K | 3/2/2015 | |
| 10.11.1 | Amended and Restated Corporate Allocation Agreement, dated as of September 19, 2009, by Wynn Resorts (Macau), S.A., and Wynn Resorts, Limited. | 10-K | 3/2/2015 | |
| 10.11.2 | Management Fee and Corporate Allocation Agreement, dated as of February 26, 2015, by and between Wynn Las Vegas, LLC and Wynn Resorts, Limited. | 10-K | 3/2/2015 | |
| 10.11.3 | Management Fee and Corporate Allocation Agreement, dated as of November 20, 2014, by and among Wynn MA, LLC and Wynn Resorts, Limited. | 10-K | 2/29/2016 | |
| 10.11.4 | Promissory Note, dated as of February 18, 2012, made by Wynn Resorts, Limited to Aruze USA, Inc. | 8-K | 2/21/2012 | |
| 10.11.5 | Registration Rights Agreement, dated as of March 12, 2012, by and among Wynn Las Vegas, LLC, Wynn Las Vegas Capital Corp, Wynn Show Performers, LLC, Wynn Golf, LLC, Las Vegas Jet, LLC, World Travel, LLC, Wynn Sunrise, LLC, Kevyn, LLC, Deutsche Bank Securities Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated and J.P. Morgan Securities LLC. | 8-K | 3/13/2012 |
| 10.12.0 | Credit Agreement, dated as of November 20, 2014, by and among Wynn America, LLC, as borrower, Wynn Las Vegas Holdings, LLC, Everett Property, LLC and Wynn MA, LLC, as guarantors, Deutsche Bank AG New York Branch, as administrative agent and collateral agent, Deutsche Bank Securities Inc., Merrill Lynch, Pierce, Fenner & Smith Incorporated, Credit Agricole Corporate and Investment Bank, Fifth Third Bank, SunTrust Robinson Humphrey, Inc., The Bank of Nova Scotia, BNP Paribas Securities Corp., Sumitomo Mitsui Banking Corporation and UBS Securities LLC, as joint lead arrangers and joint bookrunners, Morgan Stanley Senior Funding, Inc. and Bank of China, Los Angeles Branch, as arrangers, and Merrill Lynch, Pierce, Fenner & Smith Incorporated, as documentation agent, and the other lenders party thereto. | 10-K | 3/2/2015 | |
| 10.12.1 | First Amendment to Credit Agreement, dated as of November 5, 2015, by and among Wynn America, LLC, as borrower, the Guarantors named therein, Deutsche Bank AG New York Branch, as administrative agent on behalf of the several banks and other financial institutions or entities from time to time party to Wynn America, LLC's Credit Agreement, dated as of November 20, 2014. | 10-Q | 11/6/2015 | |
| 10.12.2 | Second Amendment to Credit Agreement, dated as of December 21, 2015, by and among Wynn America, LLC, as borrower, the Guarantors named therein, Deutsche Bank AG New York Branch, as administrative agent on behalf of the several banks and other financial institutions or entities from time to time party to Wynn America, LLC's Credit Agreement, dated as of November 20, 2014. | 10-K | 2/29/2016 | |
| 10.12.3 | Third Amendment to Credit Agreement, dated as of June 21, 2016, by and among Wynn America, LLC, as borrower, the Guarantors named therein, Deutsche Bank AG New York Branch, as administrative agent on behalf of the several banks and other financial institutions or entities from time to time party to Wynn America, LLC's Credit Agreement, dated as of November 20, 2014. | 10-Q | 8/9/2016 | |
| 10.12.4 | Fourth Amendment to Credit Agreement, dated as of July 1, 2016, by and among Wynn America, LLC, as borrower, the Guarantors named therein, Deutsche Bank AG New York Branch, as administrative agent on behalf of the several banks and other financial institutions or entities from time to time party to Wynn America, LLC's Credit Agreement, dated as of November 20, 2014. | 10-Q | 8/9/2016 | |
| 10.12.5 | Completion Guaranty, dated as of November 20, 2014, by and between Wynn Resorts, Limited, and Deutsche Bank AG New York Branch, as administrative agent. | 10-K | 3/2/2015 | |
| 10.12.6 | Security Agreement, dated as of November 20, 2014, by and among Wynn America, LLC, Wynn Las Vegas Holdings, LLC, Everett Property, LLC and Wynn MA, LLC, as pledgors, and Deutsche Bank AG New York Branch, as collateral agent. | 10-K | 3/2/2015 | |
| 21.1 | Subsidiaries of the Registrant. | 10-K | * | |
| 23.1 | Consent of Ernst & Young LLP, Independent Registered Accounting Firm. | 10-K | * | |
| 31.1 | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | 10-K | * | |
| 31.2 | Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. | 10-K | * | |
| 32.1 | Certification of CEO and CFO pursuant to 18 U.S.C. Section 1350. | 10-K | * | |
| 101 | The following financial information from the Company's Annual Report on Form 10-K for the year ended December 31, 2015, filed with the SEC on February 24, 2017 formatted in Extensible Business Reporting Language (XBRL): (i) the Consolidated Balance Sheets as of December 31, 2016 and December 31 2015, (ii) the Consolidated Statements of Income for the years ended December 31, 2016, 2015 and 2014, (iii) the Consolidated Statements of Cash Flows for the years ended December 31, 2016, 2015 and 2014, (iv) the Consolidated Statements of Stockholders' Equity as of December 31, 2016, 2015 and 2014, (v) the Consolidated Statements of Comprehensive Income for the years ended December 31, 2016, 2015 and 2014 and (vi) Notes to Consolidated Financial Statements. | 10-K | * |
| * | Filed herein |
| + | Denotes management contract or compensatory plan or arrangement. |
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
| WYNN RESORTS, LIMITED | |||
| Dated: February 24, 2017 | By: | /s/ Stephen A. Wynn | |
| Stephen A. Wynn | |||
| Chairman of the Board and Chief Executive Officer (Principal Executive Officer) |
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on the dates indicated.
| Signature | Title | Date | ||
| /s/ Stephen A. Wynn | Chairman of the Board and Chief Executive Officer (Principal Executive Officer) | February 24, 2017 | ||
| Stephen A. Wynn | ||||
| /s/ John J. Hagenbuch | Director | February 24, 2017 | ||
| John J. Hagenbuch | ||||
| /s/ Dr. Ray R. Irani | Director | February 24, 2017 | ||
| Dr. Ray R. Irani | ||||
| /s/ Jay L. Johnson | Director | February 24, 2017 | ||
| Jay L. Johnson | ||||
| /s/ Robert J. Miller | Director | February 24, 2017 | ||
| Robert J. Miller | ||||
| /s/ Patricia Mulroy | Director | February 24, 2017 | ||
| Patricia Mulroy | ||||
| /s/ Clark T. Randt, Jr. | Director | February 24, 2017 | ||
| Clark T. Randt, Jr. | ||||
| /s/ Alvin V. Shoemaker | Director | February 24, 2017 | ||
| Alvin V. Shoemaker | ||||
| /s/ J. Edward Virtue | Director | February 24, 2017 | ||
| J. Edward Virtue | ||||
| /s/ D. Boone Wayson | Director | February 24, 2017 | ||
| D. Boone Wayson | ||||
| /s/ Stephen Cootey | Chief Financial Officer and Treasurer (Principal Financial and Accounting Officer) | February 24, 2017 | ||
| Stephen Cootey |
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