Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

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Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The following discussion should be read in conjunction with, and is qualified in its entirety by, the unaudited condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q and the audited consolidated financial statements appearing in our Annual Report on Form 10-K for the year ended December 31, 2023. Unless the context otherwise requires, all references herein to the "Company," "we," "us," or "our," or similar terms, refer to Wynn Resorts, Limited, a Nevada corporation, and its consolidated subsidiaries. This discussion and analysis contains forward-looking statements. Please refer to the section below entitled "Forward-Looking Statements."

Forward-Looking Statements

We make forward-looking statements in this Quarterly Report on Form 10-Q based upon the beliefs and assumptions of our management and on information currently available to us. Forward-looking statements include, but are not limited to, information about our business strategy, development activities, competition and possible or assumed future results of operations, throughout this report and are often preceded by, followed by or include the words "may," "will," "should," "would," "could," "believe," "expect," "anticipate," "estimate," "intend," "plan," "continue" or the negative of these terms or similar expressions.

Forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from those we express in these forward-looking statements, including the risks and uncertainties in Item 1A — "Risk Factors" of our Annual Report on Form 10-K for the year ended December 31, 2023 and other factors we describe from time to time in our periodic filings with the Securities and Exchange Commission ("SEC"), such as:

extensive regulation of our business and the cost of compliance or failure to comply with applicable laws and regulations;
pending or future investigations, litigation and other disputes;
our dependence on key managers and employees;
our ability to maintain our gaming licenses and concessions and comply with applicable gaming law;
international relations, national security policies, anticorruption campaigns and other geopolitical events, which may impact the number of visitors to our properties and the amount of money they are willing to spend;
disruptions caused by, and the impact on regional demand for casino resorts and inbound tourism and the travel and leisure industry more generally from, events outside of our control, including an outbreak of an infectious disease (such as the COVID-19 pandemic), public incidents of violence, mass shootings, riots, demonstrations, extreme weather patterns or natural disasters, military conflicts, civil unrest, and any future security alerts or terrorist attacks;
public perception of our resorts and the level of service we provide;
our dependence on a limited number of resorts and locations for all of our cash flow and our subsidiaries' ability to pay us dividends and distributions;
competition in the casino/hotel and resort industries and actions taken by our competitors, including new development and construction activities of competitors;
our ability to maintain our customer relationships and collect and enforce gaming receivables;
win rates for our gaming operations;
construction and regulatory risks associated with our current and future construction projects or co-investments in such projects;
any violations by us of various anti-money laundering laws or the Foreign Corrupt Practices Act;
our compliance with environmental requirements and potential cleanup responsibility and liability as an owner or operator of property;
adverse incidents or adverse publicity concerning our resorts or our corporate responsibilities;
changes in and compliance with the gaming laws or regulations in the various jurisdictions in which we operate;
changes in tax laws or regulations related to taxation, including changes in the rates of taxation;
our collection and use of personal data and our level of compliance with applicable governmental regulations, credit card industry standards and other applicable data security standards;
cybersecurity risk, including cyber and physical security breaches, system failure, computer viruses, and negligent or intentional misuse by customers, company employees, or employees of third-party vendors;
our ability to protect our intellectual property rights;
labor actions and other labor problems;
our current and future insurance coverage levels;
risks specifically associated with our Macau Operations;
the level of our indebtedness and our ability to meet our debt service obligations (including sensitivity to fluctuations in interest rates); and
continued compliance with the covenants in our debt agreements.

Further information on potential factors that could affect our business, financial condition, results of operations and cash flows are included elsewhere in this report and our other filings with the SEC. You should not place undue reliance on any forward-looking statements, which are based only on information available to us at the time this statement is made. We undertake no obligation to update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.

Overview

We are a designer, developer, and operator of integrated resorts featuring luxury hotel rooms, high-end retail space, an array of dining and entertainment options, meeting and convention facilities, and gaming, all supported by an unparalleled focus on our guests, our people, and our community. Through our approximately 72% ownership of Wynn Macau, Limited ("WML"), our concessionaire Wynn Resorts (Macau) S.A. ("Wynn Macau SA") operates two integrated resorts in the Macau Special Administrative Region of the People's Republic of China ("Macau"), Wynn Palace and Wynn Macau (collectively, our "Macau Operations"). In Las Vegas, Nevada, we operate and, with the exception of certain retail space, own 100% of Wynn Las Vegas. We are a 50.1% owner and managing member of a joint venture that owns and leases certain retail space at Wynn Las Vegas (the "Retail Joint Venture"). We refer to Wynn Las Vegas, Encore, an expansion at Wynn Las Vegas, and the Retail Joint Venture as our Las Vegas Operations. In Everett, Massachusetts, we operate Encore Boston Harbor, an integrated resort. The results of Wynn Interactive Ltd. ("Wynn Interactive") are included in Corporate and other.

The Company has a 40% equity interest in Island 3 AMI FZ-LLC ("Island 3"), an unconsolidated affiliate, which is constructing an integrated resort property ("Wynn Al Marjan Island") in Ras Al Khaimah, United Arab Emirates.

Key Operating Measures

Certain key operating measures specific to the gaming industry are included in our discussion of our operational performance for the periods for which the Condensed Consolidated Statements of Operations are presented. These key operating measures are presented as supplemental disclosures because management and/or certain investors use these measures to better understand period-over-period fluctuations in our casino and hotel operating revenues. These key operating measures are defined below:

Table drop in mass market for our Macau Operations is the amount of cash that is deposited in a gaming table's drop box plus cash chips purchased at the casino cage.
Table drop for our Las Vegas Operations is the amount of cash and net markers issued that are deposited in a gaming table's drop box.
Table drop for Encore Boston Harbor is the amount of cash and gross markers issued that are deposited in a gaming table's drop box.
Rolling chips are non-negotiable identifiable chips that are used to track turnover for purposes of calculating incentives within our Macau Operations' VIP program.
Turnover is the sum of all losing rolling chip wagers within our Macau Operations' VIP program.
Table games win is the amount of table drop or turnover that is retained and recorded as casino revenues. Table games win is before discounts, commissions and the allocation of casino revenues to rooms, food and beverage and other revenues for services provided to casino customers on a complimentary basis. Table games win does not include poker rake.
Slot machine win is the amount of handle (representing the total amount wagered) that is retained by us and is recorded as casino revenues. Slot machine win is after adjustment for progressive accruals and free play, but before discounts and the allocation of casino revenues to rooms, food and beverage and other revenues for services provided to casino customers on a complimentary basis.
Poker rake is the portion of cash wagered by patrons in our poker rooms that is retained by the casino as a service fee, after adjustment for progressive accruals, but before the allocation of casino revenues to rooms,

food and beverage and other revenues for services provided to casino customers on a complimentary basis. Poker tables are not included in our measure of average number of table games.

Average daily rate ("ADR") is calculated by dividing total room revenues, including complimentaries (less service charges, if any), by total rooms occupied.
Revenue per available room ("REVPAR") is calculated by dividing total room revenues, including complimentaries (less service charges, if any), by total rooms available.
Occupancy is calculated by dividing total occupied rooms, including complimentary rooms, by the total rooms available.

Below is a discussion of the methodologies used to calculate win percentages at our resorts.

In our mass market operations in Macau, customers may purchase cash chips at either the gaming tables or at the casino cage. The measurements from our VIP and mass market operations are not comparable as the measurement method used in our mass market operations tracks the initial purchase of chips at the table and at the casino cage, while the measurement method from our VIP operations tracks the sum of all losing wagers. Accordingly, the base measurement from the VIP operations is much larger than the base measurement from the mass market operations. As a result, the expected win percentage with the same amount of gaming win is lower in the VIP operations when compared to the mass market operations.

In our VIP operations in Macau, customers primarily purchase rolling chips from the casino cage and can only use them to make wagers. Winning wagers are paid in cash chips. The loss of the rolling chips in the VIP operations is recorded as turnover and provides a base for calculating VIP win percentage. It is customary in Macau to measure VIP play using this rolling chip method. We typically expect our win as a percentage of turnover from these operations to be within the range of 3.1% to 3.4%.

In Las Vegas, customers purchase chips at the gaming tables in exchange for cash and markers. Customers may then redeem markers at the gaming tables or at the casino cage. The cash and markers, net of redemptions, used to purchase chips are deposited in the gaming table's drop box. This is the base of measurement that we use for calculating win percentage. Each type of table game has its own theoretical win percentage. Our expected table games win percentage is 22% to 26%.

At Encore Boston Harbor, customers purchase chips at the gaming tables in exchange for cash and markers. Customers may then redeem markers only at the casino cage. The cash and gross markers used to purchase chips are deposited in the gaming table's drop box. This is the base of measurement that we use for calculating win percentage. Each type of table game has its own theoretical win percentage. Our expected table games win percentage is 18% to 22%.

Results of Operations

Summary of third quarter 2024 results

The following table summarizes our financial results for the periods presented (dollars in thousands, except per share data):


	Three Months Ended September 30,							Nine Months Ended September 30,
	2024		2023		Increase/ (Decrease)		Percent Change	2024		2023		Increase/ (Decrease)		Percent Change
Operating revenues	$	1,693,323	$	1,671,936	$	21,387	1.3	$	5,289,164	$	4,691,437	$	597,727	12.7
Net income (loss) attributable to Wynn Resorts, Limited	(32,053)		(116,678)		84,625		72.5	224,106		838		223,268		NM
Diluted net income (loss) per share	(0.29)		(1.03)		0.74		71.8	2.02		0.01		2.01		NM

NM - Not meaningful.

The increase in operating revenues for the three months ended September 30, 2024 was primarily driven by an increase of $56.9 million from Wynn Macau as a result of higher gaming volumes, partially offset by a decrease in operating revenues at Wynn Interactive of $22.5 million following the closure of Wynn Interactive's digital sports betting and casino gaming

business, and a decrease in operating revenues at our Las Vegas Operations of $11.8 million primarily due to lower table games win.

The decrease in net loss attributable to Wynn Resorts, Limited for the three months ended September 30, 2024 was primarily due to a decrease in operating expenses in connection with the closure of Wynn Interactive's digital sports betting and casino gaming business. The decrease in net loss attributable to Wynn Resorts, Limited for the three months ended September 30, 2024 was partially offset by $130.0 million of forfeitures pursuant to the NPA, as described in Note 15, "Commitments and Contingencies" of Item 1—"Notes to Condensed Consolidated Financial Statements."

Financial results for the three months ended September 30, 2024 compared to the three months ended September 30, 2023.

Operating revenues

The following table presents our operating revenues (dollars in thousands):


	Three Months Ended September 30,
	2024		2023		Increase/ (Decrease)		Percent Change
Operating revenues
Macau Operations:
Wynn Palace	$	519,790	$	524,773	$	(4,983)	(0.9)
Wynn Macau	351,957		295,016		56,941		19.3
Total Macau Operations	871,747		819,789		51,958		6.3
Las Vegas Operations	607,172		618,966		(11,794)		(1.9)
Encore Boston Harbor	214,121		210,403		3,718		1.8
Corporate and other	283		22,778		(22,495)		(98.8)
	$	1,693,323	$	1,671,936	$	21,387	1.3

The following table presents our casino and non-casino operating revenues (dollars in thousands):


	Three Months Ended September 30,
	2024		2023		Increase/ (Decrease)		Percent Change
Operating revenues
Casino revenues	$	1,018,754	$	972,453	$	46,301	4.8
Non-casino revenues:
Rooms	284,765		289,338		(4,573)		(1.6)
Food and beverage	262,597		267,432		(4,835)		(1.8)
Entertainment, retail and other	127,207		142,713		(15,506)		(10.9)
Total non-casino revenues	674,569		699,483		(24,914)		(3.6)
	$	1,693,323	$	1,671,936	$	21,387	1.3

Casino revenues for the three months ended September 30, 2024 were 60.2% of operating revenues, compared to 58.2% for the same period of 2023. Non-casino revenues for the three months ended September 30, 2024 were 39.8% of operating revenues, compared to 41.8% for the same period of 2023.

Casino revenues

Casino revenues increased primarily due to higher gaming volumes at Wynn Macau, which was partially offset by a decrease in casino revenues from our Las Vegas Operations primarily due to lower gaming volumes.

The table below sets forth our casino revenues and associated key operating measures (dollars in thousands, except for win per unit per day):


	Three Months Ended September 30,
	2024			2023			Increase/ (Decrease)		Percent Change
Macau Operations:
Wynn Palace:
Total casino revenues	$	418,043		$	418,043		$	—	—
VIP:
Average number of table games	57			58			(1)		(1.7)
VIP turnover	$	3,199,140		$	2,866,469		$	332,671	11.6
VIP table games win	$	97,312		$	98,014		$	(702)	(0.7)
VIP win as a % of turnover	3.04		%	3.42		%	(0.38)
Table games win per unit per day	$	18,614		$	18,386		$	228	1.2
Mass market:
Average number of table games	247			244			3		1.2
Table drop	$	1,694,575		$	1,725,845		$	(31,270)	(1.8)
Table games win	$	404,307		$	402,285		$	2,022	0.5
Table games win %	23.9		%	23.3		%	0.6
Table games win per unit per day	$	17,801		$	17,913		$	(112)	(0.6)
Average number of slot machines	596			563			33		5.9
Slot machine handle	$	577,289		$	634,121		$	(56,832)	(9.0)
Slot machine win	$	27,230		$	22,228		$	5,002	22.5
Slot machine win per unit per day	$	497		$	429		$	68	15.9

Wynn Macau:
Total casino revenues	$	296,781		$	230,294		$	66,487	28.9
VIP:
Average number of table games	30			36			(6)		(16.7)
VIP turnover	$	1,201,516		$	1,192,610		$	8,906	0.7
VIP table games win	$	43,326		$	41,995		$	1,331	3.2
VIP win as a % of turnover	3.61		%	3.52		%	0.09
Table games win per unit per day	$	15,692		$	12,638		$	3,054	24.2
Mass market:
Average number of table games	222			217			5		2.3
Table drop	$	1,515,462		$	1,384,258		$	131,204	9.5
Table games win	$	280,044		$	228,323		$	51,721	22.7
Table games win %	18.5		%	16.5		%	2.0
Table games win per unit per day	$	13,713		$	11,423		$	2,290	20.0
Average number of slot machines	621			500			121		24.2
Slot machine handle	$	815,319		$	570,122		$	245,197	43.0
Slot machine win	$	24,434		$	16,143		$	8,291	51.4
Slot machine win per unit per day	$	428		$	351		$	77	21.9
Poker rake	$	3,205		$	4,494		$	(1,289)	(28.7)


	Three Months Ended September 30,
	2024			2023			Increase/ (Decrease)		Percent Change
Las Vegas Operations:
Total casino revenues	$	145,186		$	168,130		$	(22,944)	(13.6)
Average number of table games	235			234			1		0.4
Table drop	$	580,800		$	607,610		$	(26,810)	(4.4)
Table games win	$	135,230		$	157,873		$	(22,643)	(14.3)
Table games win %	23.3		%	26.0		%	(2.7)
Table games win per unit per day	$	6,256		$	7,340		$	(1,084)	(14.8)
Average number of slot machines	1,620			1,631			(11)		(0.7)
Slot machine handle	$	1,695,799		$	1,638,274		$	57,525	3.5
Slot machine win	$	112,771		$	115,738		$	(2,967)	(2.6)
Slot machine win per unit per day	$	757		$	771		$	(14)	(1.8)
Poker rake	$	4,629		$	5,669		$	(1,040)	(18.3)
Encore Boston Harbor:
Total casino revenues	$	158,744		$	155,986		$	2,758	1.8
Average number of table games	179			191			(12)		(6.3)
Table drop	$	347,082		$	343,686		$	3,396	1.0
Table games win	$	74,048		$	71,555		$	2,493	3.5
Table games win %	21.3		%	20.8		%	0.5
Table games win per unit per day	$	4,507		$	4,079		$	428	10.5
Average number of slot machines	2,611			2,561			50		2.0
Slot machine handle	$	1,378,066		$	1,336,724		$	41,342	3.1
Slot machine win	$	105,550		$	105,330		$	220	0.2
Slot machine win per unit per day	$	439		$	447		$	(8)	(1.8)
Poker rake	$	5,334		$	5,224		$	110	2.1

Non-casino revenues

The table below sets forth our room revenues and associated key operating measures:


	Three Months Ended September 30,
	2024			2023			Increase/ (Decrease)		Percent Change
Macau Operations:
Wynn Palace:
Total room revenues (dollars in thousands)	$	49,145		$	54,309		$	(5,164)	(9.5)
Occupancy	98.3		%	96.9		%	1.4
ADR	$	295		$	342		$	(47)	(13.7)
REVPAR	$	289		$	331		$	(42)	(12.7)
Wynn Macau:
Total room revenues (dollars in thousands)	$	23,755		$	31,673		$	(7,918)	(25.0)
Occupancy	98.9		%	98.7		%	0.2
ADR	$	233		$	327		$	(94)	(28.7)
REVPAR	$	230		$	323		$	(93)	(28.8)
Las Vegas Operations:
Total room revenues (dollars in thousands)	$	187,123		$	178,518		$	8,605	4.8
Occupancy	89.0		%	90.0		%	(1.0)
ADR	$	495		$	463		$	32	6.9
REVPAR	$	441		$	417		$	24	5.8
Encore Boston Harbor:
Total room revenues (dollars in thousands)	$	24,742		$	24,838		$	(96)	(0.4)
Occupancy	96.9		%	96.0		%	0.9
ADR	$	426		$	421		$	5	1.2
REVPAR	$	412		$	405		$	7	1.7

Room revenues decreased $4.6 million, primarily due to lower ADR at our Macau Operations, which was partially offset by higher ADR at our Las Vegas Operations.

Food and beverage revenues decreased $4.8 million, primarily due to a $11.3 million decrease in food and beverage revenues at our Las Vegas Operations as a result of decreased restaurant covers, partially offset by a $5.3 million increase at Wynn Palace from increased restaurant covers and average check amounts.

Entertainment, retail and other revenues decreased $15.5 million, primarily due to a decrease in operating revenues at Wynn Interactive.

Operating expenses

The table below presents operating expenses (dollars in thousands):


	Three Months Ended September 30,
	2024		2023		Increase/ (Decrease)		Percent Change
Operating expenses:
Casino	$	617,469	$	577,733	$	39,736	6.9
Rooms	83,376		77,790		5,586		7.2
Food and beverage	220,187		220,835		(648)		(0.3)
Entertainment, retail and other	56,184		82,554		(26,370)		(31.9)
General and administrative	271,829		268,445		3,384		1.3
Provision for credit losses	1,836		870		966		111.0
Pre-opening	2,457		867		1,590		183.4
Depreciation and amortization	156,273		171,969		(15,696)		(9.1)
Impairment of goodwill and intangible assets	—		93,990		(93,990)		(100.0)
Property charges and other	150,475		114,288		36,187		31.7
Total operating expenses	$	1,560,086	$	1,609,341	$	(49,255)	(3.1)

The decrease in total operating expenses was primarily due to goodwill and intangible asset impairments recognized in the three months ended September 30, 2023 in connection with the closure of Wynn Interactive's digital sports betting and casino gaming business, as well as decreased entertainment, retail and other expenses related to Wynn Interactive's operations during the three months ended September 30, 2024.

Casino expenses increased $29.9 million and $8.2 million at Wynn Macau and Wynn Palace, respectively. These increases resulted from higher operating costs, including $26.3 million and $3.3 million in incremental gaming tax expense at Wynn Macau and Wynn Palace, respectively, driven by an increase in casino revenues.

Room expenses increased $3.4 million at our Las Vegas Operations as a result of higher operating costs, commensurate with the increase in room revenues.

Entertainment, retail and other expenses decreased $27.3 million at Corporate and other as a result of decreased operating costs related to Wynn Interactive.

Depreciation and amortization decreased $18.3 million at Encore Boston Harbor as result of certain furniture, fixtures and equipment assets being fully depreciated five years after the opening of the property in June of 2019.

During the three months ended September 30, 2023, the Company recognized impairment of goodwill and other finite-lived intangible assets of $72.1 million and $21.9 million, respectively, as a result of our decision to close Wynn Interactive's digital sports betting and casino gaming business.

Property charges and other expenses for the three months ended September 30, 2024 consisted primarily of $130.0 million of forfeitures pursuant to the NPA and the Company's $9.4 million contribution towards a legal settlement. Property charges and other expenses for the three months ended September 30, 2024 also included $12.5 million of contract termination and other costs related to the closure of Wynn Interactive's digital sports betting and casino gaming business.

Property charges and other expenses for the three months ended September 30, 2023 consisted primarily of contract termination and other expenses of $97.7 million, as a result of our decision to close Wynn Interactive's digital sports betting and casino gaming business. Property charges and other expenses for the three months ended September 30, 2023 also included other contract terminations and asset abandonments of $9.1 million, $3.4 million, and $1.3 million at Wynn Palace, Wynn Macau, and our Las Vegas Operations, respectively.

Other non-operating income and expenses

Interest expense, net of capitalized interest, decreased $20.6 million due to a decrease in the weighted average debt balance, from $12.33 billion for the three months ended September 30, 2023, to $11.40 billion for the three months ended September 30, 2024, and a decrease in the weighted average interest rate, from 6.18% for the three months ended September 30, 2023, to 5.67% for the three months ended September 30, 2024.

We recorded interest income of $30.7 million and $46.5 million in the three months ended September 30, 2024 and 2023, respectively, primarily related to interest earned on cash and cash equivalents held at financial institutions.

We incurred a foreign currency remeasurement gain of $21.3 million and $3.9 million for the three months ended September 30, 2024 and 2023, respectively. The impact of the exchange rate fluctuation of the Macau pataca, in relation to the U.S. dollar, on the remeasurements of U.S. dollar denominated debt and other obligations from our Macau-related entities drove the variability between periods.

We recorded a loss of $5.5 million and $50.6 million for the three months ended September 30, 2024 and 2023, respectively, from change in derivatives fair value, primarily related to the conversion feature of the WML Convertible Bonds.

We recorded a $0.1 million loss on debt financing transactions in the three months ended September 30, 2024 related to the WRF Credit Facility Agreement Amendment. During the three months ended September 30, 2023, we recorded a $2.9 million gain on debt financing transactions related to the repurchase of the tendered 2025 WRF Senior Notes.

Income taxes

We recorded an income tax expense of $17.1 million and a benefit $2.7 million for the three months ended September 30, 2024 and 2023, respectively. The income tax expense for the three months ended September 30, 2024 primarily relates to U.S. based operating profits as well as an increase in non-deductible expenses. The income tax benefit for the three months ended September 30, 2023 primarily related to operating profits.

Net income (loss) attributable to noncontrolling interests

We recognized net income attributable to noncontrolling interests and net loss attributable to noncontrolling interests of $26.6 million and $3.9 million for the three months ended September 30, 2024 and 2023, respectively. These amounts are primarily related to the noncontrolling interests' share of net income or loss attributable to WML.

Financial results for the nine months ended September 30, 2024 compared to the nine months ended September 30, 2023.

Operating revenues

The following table presents our operating revenues (dollars in thousands):


	Nine Months Ended September 30,
	2024		2023		Increase/ (Decrease)		Percent Change
Operating revenues
Macau Operations:
Wynn Palace	$	1,654,740	$	1,362,486	$	292,254	21.5
Wynn Macau	1,100,970		827,335		273,635		33.1
Total Macau Operations	2,755,710		2,189,821		565,889		25.8
Las Vegas Operations	1,872,374		1,783,802		88,572		5.0
Encore Boston Harbor	644,513		648,641		(4,128)		(0.6)
Corporate and other	16,567		69,173		(52,606)		(76.0)
	$	5,289,164	$	4,691,437	$	597,727	12.7

The following table presents our casino and non-casino operating revenues (dollars in thousands):


	Nine Months Ended September 30,
	2024		2023		Increase/ (Decrease)		Percent Change
Operating revenues
Casino revenues	$	3,149,166	$	2,652,444	$	496,722	18.7
Non-casino revenues:
Rooms	916,700		838,372		78,328		9.3
Food and beverage	810,939		757,079		53,860		7.1
Entertainment, retail and other	412,359		443,542		(31,183)		(7.0)
Total non-casino revenues	2,139,998		2,038,993		101,005		5.0
	$	5,289,164	$	4,691,437	$	597,727	12.7

Casino revenues for the nine months ended September 30, 2024 were 59.5% of operating revenues, compared to 56.5% for the same period of 2023. Non-casino revenues for the nine months ended September 30, 2024 were 40.5% of operating revenues, compared to 43.5% for the same period of 2023.

Casino revenues

Casino revenues increased primarily due to higher gaming volumes at our Macau Operations which benefited from growing tourism in Macau during the nine months ended September 30, 2024.

The table below sets forth our casino revenues and associated key operating measures (dollars in thousands, except for win per unit per day):


	Nine Months Ended September 30,
	2024			2023			Increase/ (Decrease)		Percent Change
Macau Operations:
Wynn Palace:
Total casino revenues	$	1,336,788		$	1,054,007		$	282,781	26.8
VIP:
Average number of table games	58			55			3		5.5
VIP turnover	$	9,930,241		$	8,202,165		$	1,728,076	21.1
VIP table games win	$	342,024		$	289,492		$	52,532	18.1
VIP win as a % of turnover	3.44		%	3.53		%	(0.09)
Table games win per unit per day	$	21,677		$	19,233		$	2,444	12.7
Mass market:
Average number of table games	245			240			5		2.1
Table drop	$	5,215,019		$	4,414,990		$	800,029	18.1
Table games win	$	1,251,039		$	968,967		$	282,072	29.1
Table games win %	24.0		%	21.9		%	2.1
Table games win per unit per day	$	18,620		$	14,763		$	3,857	26.1
Average number of slot machines	592			579			13		2.2
Slot machine handle	$	1,815,623		$	1,760,345		$	55,278	3.1
Slot machine win	$	83,790		$	75,236		$	8,554	11.4
Slot machine win per unit per day	$	517		$	476		$	41	8.6
Poker rake	$	736		$	—		$	736	NM
Wynn Macau:
Total casino revenues	$	923,851		$	649,627		$	274,224	42.2
VIP:
Average number of table games	30			45			(15)		(33.3)
VIP turnover	$	3,955,277		$	3,727,106		$	228,171	6.1
VIP table games win	$	122,705		$	130,574		$	(7,869)	(6.0)
VIP win as a % of turnover	3.10		%	3.50		%	(0.40)
Table games win per unit per day	$	14,988		$	10,569		$	4,419	41.8
Mass market:
Average number of table games	222			214			8		3.7
Table drop	$	4,801,533		$	3,597,557		$	1,203,976	33.5
Table games win	$	887,194		$	613,154		$	274,040	44.7
Table games win %	18.5		%	17.0		%	1.5
Table games win per unit per day	$	14,599		$	10,485		$	4,114	39.2
Average number of slot machines	607			521			86		16.5
Slot machine handle	$	2,347,521		$	1,559,698		$	787,823	50.5
Slot machine win	$	76,604		$	47,892		$	28,712	60.0
Slot machine win per unit per day	$	461		$	337		$	124	36.8
Poker rake	$	11,831		$	13,807		$	(1,976)	(14.3)


	Nine Months Ended September 30,
	2024			2023			Increase/ (Decrease)		Percent Change
Las Vegas Operations:
Total casino revenues	$	410,023		$	460,606		$	(50,583)	(11.0)
Average number of table games	234			233			1		0.4
Table drop	$	1,721,435		$	1,768,057		$	(46,622)	(2.6)
Table games win	$	409,336		$	431,896		$	(22,560)	(5.2)
Table games win %	23.8		%	24.4		%	(0.6)
Table games win per unit per day	$	6,380		$	6,777		$	(397)	(5.9)
Average number of slot machines	1,612			1,650			(38)		(2.3)
Slot machine handle	$	4,840,241		$	4,733,534		$	106,707	2.3
Slot machine win	$	322,544		$	325,883		$	(3,339)	(1.0)
Slot machine win per unit per day	$	730		$	723		$	7	1.0
Poker rake	$	16,652		$	16,243		$	409	2.5
Encore Boston Harbor:
Total casino revenues	$	478,504		$	488,204		$	(9,700)	(2.0)
Average number of table games	182			193			(11)		(5.7)
Table drop	$	1,072,750		$	1,064,092		$	8,658	0.8
Table games win	$	227,496		$	230,170		$	(2,674)	(1.2)
Table games win %	21.2		%	21.6		%	(0.4)
Table games win per unit per day	$	4,553		$	4,368		$	185	4.2
Average number of slot machines	2,612			2,547			65		2.6
Slot machine handle	$	4,201,520		$	3,933,388		$	268,132	6.8
Slot machine win	$	315,773		$	316,129		$	(356)	(0.1)
Slot machine win per unit per day	$	441		$	455		$	(14)	(3.1)
Poker rake	$	16,422		$	16,116		$	306	1.9

NM - Not meaningful.

Non-casino revenues

The table below sets forth our room revenues and associated key operating measures:


	Nine Months Ended September 30,
	2024			2023			Increase/ (Decrease)		Percent Change
Macau Operations:
Wynn Palace:
Total room revenues (dollars in thousands)	$	153,287		$	151,311		$	1,976	1.3
Occupancy	98.7		%	93.8		%	4.9
ADR	$	315		$	327		$	(12)	(3.7)
REVPAR	$	311		$	307		$	4	1.3
Wynn Macau:
Total room revenues (dollars in thousands)	$	76,116		$	79,774		$	(3,658)	(4.6)
Occupancy	99.2		%	95.5		%	3.7
ADR	$	251		$	281		$	(30)	(10.7)
REVPAR	$	249		$	268		$	(19)	(7.1)
Las Vegas Operations:
Total room revenues (dollars in thousands)	$	617,071		541,392			$	75,679	14.0
Occupancy	89.3		%	89.8		%	(0.5)
ADR	$	541		$	473		$	68	14.4
REVPAR	$	483		$	424		$	59	13.9
Encore Boston Harbor:
Total room revenues (dollars in thousands)	$	70,226		$	65,895		$	4,331	6.6
Occupancy	94.4		%	92.9		%	1.5
ADR	$	410		$	389		$	21	5.4
REVPAR	$	387		$	362		$	25	6.9

Room revenues increased $78.3 million, primarily due to higher ADR at our Las Vegas Operations.

Food and beverage revenues increased $53.9 million, primarily due to increased restaurant covers and average check amounts at our Las Vegas Operations and our Macau Operations.

Entertainment, retail and other revenues decreased $31.2 million, primarily due to a decrease in operating revenues at Wynn Interactive.

Operating expenses

The table below presents operating expenses (dollars in thousands):


	Nine Months Ended September 30,
	2024		2023		Increase/ (Decrease)		Percent Change
Operating expenses:
Casino	$	1,907,426	$	1,594,761	$	312,665	19.6
Rooms	245,991		224,275		21,716		9.7
Food and beverage	647,351		605,376		41,975		6.9
Entertainment, retail and other	190,137		261,035		(70,898)		(27.2)
General and administrative	808,172		785,538		22,634		2.9
Provision for credit losses	4,352		(6,314)		10,666		NM
Pre-opening	6,050		6,822		(772)		(11.3)
Depreciation and amortization	507,611		510,743		(3,132)		(0.6)
Impairment of goodwill and intangible assets	—		94,490		(94,490)		(100.0)
Property charges and other	206,238		132,265		73,973		55.9
Total operating expenses	$	4,523,328	$	4,208,991	$	314,337	7.5

NM - Not meaningful.

The increase in total operating expenses was primarily due to increased operating costs associated with higher business volumes at our properties, partially offset by decreased operating expenses related to Wynn Interactive following the closure of Wynn Interactive's digital sports betting and casino gaming business.

Casino expenses increased $162.9 million and $135.7 million at Wynn Palace and Wynn Macau, respectively. These increases resulted from higher operating costs, including increases of $141.8 million and $121.9 million in incremental gaming tax expense at Wynn Palace and Wynn Macau, respectively, driven by the increase in casino revenues.

Room expenses increased $17.7 million at our Las Vegas Operations as a result of higher operating costs, commensurate with the increase in room revenues.

Food and beverage expenses increased $23.8 million and $17.2 million at our Las Vegas Operations and our Macau Operations, respectively, as a result of higher operating costs related to increases in food and beverage revenues.

Entertainment, retail and other expenses decreased $94.0 million at Corporate and other as a result of decreased operating costs related to Wynn Interactive. This decrease is partially offset by an increase of $24.4 million at our Las Vegas Operations primarily due to increased costs from entertainment venue and convention-related revenue.

During the nine months ended September 30, 2023, the Company recognized impairment of goodwill and other finite-lived intangible assets of $72.1 million and $22.4 million, respectively, as a result of our decision to close Wynn Interactive's online sports betting and casino gaming business.

Property charges and other expenses for the nine months ended September 30, 2024 consisted primarily of $130.0 million of forfeitures pursuant to the NPA and the Company's $9.4 million contribution towards a legal settlement. Property charges and other expenses for the nine months ended September 30, 2024 also included $12.6 million of asset abandonments at Wynn Palace, $61.5 million of expensed project costs related to a discontinued development project at Corporate and other and $16.8 million of contract termination and other costs related to Wynn Interactive, partially offset by a gain of $24.6 million related to the sale of certain Wynn Interactive assets.

Property charges and other expenses for the nine months ended September 30, 2023 consisted primarily of contract termination and other expenses of $97.7 million, as a result of our decision to close Wynn Interactive's digital sports betting and casino gaming business. Property charges and other expenses for the nine months ended September 30, 2023 also included other contract terminations of $9.6 million at Wynn Macau, and asset abandonments of $12.2 million and $8.0 million at Wynn Palace and our Las Vegas Operations, respectively.

Other non-operating income and expenses

Interest expense, net of capitalized interest, decreased $41.6 million primarily due to a decrease in the weighted average debt balance, from $12.48 billion for the nine months ended September 30, 2023, to $11.58 billion for the nine months ended September 30, 2024.

We recorded interest income of $105.8 million and $130.9 million in the nine months ended September 30, 2024 and 2023, respectively, primarily related to interest earned on cash and cash equivalents held at financial institutions.

We incurred a foreign currency remeasurement gain of $25.3 million and a loss of $19.8 million for the nine months ended September 30, 2024 and 2023, respectively. The impact of the exchange rate fluctuation of the Macau pataca, in relation to the U.S. dollar, on the remeasurements of U.S. dollar denominated debt and other obligations from our Macau-related entities primarily drove the variability between periods.

We recorded a loss of $7.9 million from changes in derivatives fair value for the nine months ended September 30, 2024, primarily related to the interest rate collar on the Retail Term Loan. We recorded a loss of $3.3 million from changes in derivatives fair value for the nine months ended September 30, 2023, primarily related to the conversion feature of the WML Convertible Bonds.

We recorded a $1.7 million loss on debt financing transactions for the nine months ended September 30, 2024, primarily related to the issuance of the 2031 Add-On WRF Senior Notes and the repurchase of the tendered 2025 WLV Senior Notes. We recorded a $12.7 million loss on debt financing transactions for the nine months ended September 30, 2023, primarily related to the issuance of the 2031 WRF Senior Notes and the repurchase of the early tendered 2025 WRF Senior Notes.

Income taxes

We recorded income tax expense of $45.1 million and $2.6 million for the nine months ended September 30, 2024 and 2023, respectively. Income tax expense in 2024 primarily relates to U.S.-based operating profits as well as an increase in non-deductible expenses. Income tax expense in 2023 primarily related to operating profits.

Net income attributable to noncontrolling interests

Net income attributable to noncontrolling interests was $93.3 million and $7.6 million for the nine months ended September 30, 2024 and 2023, respectively. These amounts are primarily related to the noncontrolling interests' share of net income from WML.

Segment Information

As further described in Item 1—"Notes to Condensed Consolidated Financial Statements," Note 17, "Segment Information," we use Adjusted Property EBITDAR to manage the operating results of our segments. Adjusted Property EBITDAR is net income (loss) before interest, income taxes, depreciation and amortization, pre-opening expenses, property charges and other expenses, triple-net operating lease rent expense related to Encore Boston Harbor, management and license fees, corporate expenses and other expenses (including intercompany golf course, meeting and convention, and water rights leases), stock-based compensation, change in derivatives fair value, loss (gain) on debt financing transactions, and other non-operating income and expenses. Adjusted Property EBITDAR is presented exclusively as a supplemental disclosure because management believes that it is widely used to measure the performance, and as a basis for valuation, of gaming companies. Management uses Adjusted Property EBITDAR as a measure of the operating performance of its segments and to compare the operating performance of its properties with those of its competitors, as well as a basis for determining certain incentive compensation. We also present Adjusted Property EBITDAR because it is used by some investors to measure a company's ability to incur and service debt, make capital expenditures and meet working capital requirements. Gaming companies have historically reported EBITDAR as a supplement to GAAP. In order to view the operations of their casinos on a more stand-alone basis, gaming companies, including us, have historically excluded from their EBITDAR calculations pre-opening expenses, property charges, corporate expenses and stock-based compensation, that do not relate to the management of specific casino properties. However, Adjusted Property EBITDAR should not be considered as an alternative to operating income as an indicator of our performance, as an alternative to cash flows from operating activities as a measure of liquidity, or as an alternative to any other measure determined in accordance with GAAP. Unlike net income, Adjusted Property EBITDAR does not include depreciation or interest expense and therefore does not reflect current or future capital expenditures or the cost of capital. We have significant uses of cash flows, including capital expenditures, triple-net operating lease rent expense related to Encore Boston Harbor, interest payments, debt principal repayments, income taxes and other non-recurring charges, which are not reflected in Adjusted Property EBITDAR. Also, our calculation of Adjusted Property EBITDAR may be different from the calculation methods used by other companies and, therefore, comparability may be limited.

The following table summarizes Adjusted Property EBITDAR (dollars in thousands) for Wynn Palace, Wynn Macau, Las Vegas Operations, Encore Boston Harbor, and Corporate and other as reviewed by management and summarized in Item 1—"Notes to Condensed Consolidated Financial Statements," Note 17, "Segment Information." That footnote also presents a reconciliation of Adjusted Property EBITDAR to net income (loss) attributable to Wynn Resorts, Limited.


	Three Months Ended September 30,							Nine Months Ended September 30,
	2024		2023		Increase/ (Decrease)		Percent Change	2024		2023		Increase/ (Decrease)		Percent Change
Wynn Palace	$	162,283	$	177,048	$	(14,765)	(8.3)	$	549,112	$	444,713	$	104,399	23.5
Wynn Macau	100,594		77,939		22,655		29.1	333,691		212,274		121,417		57.2
Las Vegas Operations	202,720		219,740		(17,020)		(7.7)	679,315		675,458		3,857		0.6
Encore Boston Harbor	63,018		60,498		2,520		4.2	188,284		193,016		(4,732)		(2.5)
Corporate and other	(938)		(4,864)		3,926		NM	(4,535)		(40,896)		36,361		NM

NM - Not meaningful.

Adjusted Property EBITDAR at Wynn Macau increased $22.7 million for the three months ended September 30, 2024 primarily due to an increase in casino revenues of $66.5 million, partially offset by an increase in operating expenses. Adjusted Property EBITDAR at Wynn Palace decreased $14.8 million for the three months ended September 30, 2024, primarily due to decreases in non-casino revenues of $5.0 million coupled with an increase of $8.2 million in casino expenses, inclusive of gaming taxes.

Adjusted Property EBITDAR at Wynn Palace and Wynn Macau increased $104.4 million and $121.4 million, respectively, for the nine months ended September 30, 2024, primarily due to an increase in operating revenues of $292.3 million and $273.6 million, respectively, partially offset by an increase in operating expenses.

Adjusted Property EBITDAR at our Las Vegas Operations decreased $17.0 million for the three months ended September 30, 2024 primarily due to decreases in casino revenues of $22.9 million which was primarily attributable to lower table games win. Adjusted Property EBITDAR at our Las Vegas Operations increased $3.9 million for the nine months ended September 30, 2024, primarily due to an increase in non-casino revenues of $139.2 million, partially offset by a decrease in casino revenues of $50.6 million and increases in operating expenses.

Adjusted Property EBITDAR at Encore Boston Harbor increased $2.5 million for the three months ended September 30, 2024, primarily due to an increase in operating revenues of $3.7 million, partially offset by an increase in operating expenses. Adjusted Property EBITDAR at Encore Boston Harbor decreased $4.7 million for the nine months ended September 30, 2024, primarily due to a decrease in operating revenues of $4.1 million.

Adjusted Property EBITDAR at Corporate and other increased $3.9 million and $36.4 million for the three and nine months ended September 30, 2024, respectively, primarily due to a decrease in marketing and promotional expense of $5.7 million and $32.0 million, respectively, related to Wynn Interactive following our decision, announced in August 2023, to close Wynn Interactive's digital sports betting and casino gaming business.

Refer to the discussions above regarding the specific details of our results of operations.

Liquidity and Capital Resources

Our cash flows were as follows (in thousands):


	Nine Months Ended September 30,
Cash Flows - Summary	2024		2023
Cash flows from operating activities	$	947,175	$	806,550

Cash flows from investing activities:
Capital expenditures, net of construction payables and retention	(292,690)		(329,428)
Investment in unconsolidated affiliates	(454,980)		(52,270)
Purchase of investments	—		(786,519)
Proceeds from maturity of investments	850,000		—
Purchase of intangible and other assets	(2,615)		(10,651)
Proceeds from sale of assets and other	26,797		490
Net cash provided by (used in) investing activities	126,512		(1,178,378)

Cash flows from financing activities:
Proceeds from issuance of long-term debt	1,283,794		1,200,000
Repayments of long-term debt	(1,251,210)		(1,522,812)
Repurchase of common stock	(198,249)		(71,019)
Proceeds from exercise of stock options	1,017		1,965
Distribution to noncontrolling interest	(10,601)		(15,929)
Dividends paid	(112,045)		(56,720)
Finance lease payments	(14,498)		(14,407)
Payments for financing costs	(31,459)		(41,160)
Other	(4,486)		(7,773)
Net cash used in financing activities	(337,737)		(527,855)

Effect of exchange rate on cash, cash equivalents and restricted cash	3,351		(3,721)
Increase (decrease) in cash, cash equivalents and restricted cash	$	739,301	$	(903,404)

Operating Activities

Our operating cash flows primarily consist of operating income (excluding depreciation and amortization and other non-cash charges), interest paid and earned, and changes in working capital accounts such as receivables, inventories, prepaid expenses, and payables. Our table games play is a mix of cash play and credit play, while our slot machine play is conducted primarily on a cash basis. A significant portion of our table games revenue is attributable to the play of a limited number of premium customers who gamble on credit. The ability to collect these gaming receivables may impact our operating cash flow for the period. Our rooms, food and beverage, and entertainment, retail and other revenue is conducted on a cash and credit basis. Accordingly, operating cash flows will be impacted by changes in operating income and accounts receivable, net.

During the nine months ended September 30, 2024, the increase in cash flows from operating activities was primarily due to increased revenues from our Macau Operations and our Las Vegas Operations, which was partially offset by an increase in operating expenses associated with higher business volumes. During the nine months ended September 30, 2023, the increase in cash flows from operating activities was primarily due to increased revenues from our Macau Operations and our Las Vegas Operations, which was partially offset by an increase in operating expenses associated with higher business volumes.

Investing Activities

Our investing activities primarily consist of project capital expenditures and maintenance capital expenditures associated with maintaining and continually refining our world-class integrated resort properties.

During the nine months ended September 30, 2024, we incurred capital expenditures of $106.0 million at our Las Vegas Operations, $72.1 million at Wynn Palace, $38.8 million at Wynn Macau, and $27.5 million at Encore Boston Harbor primarily related to maintenance capital expenditures, and $48.4 million at Corporate and other primarily related to future development projects. In addition, during the nine months ended September 30, 2024, we invested $455.0 million, including $442.7 million of cash contributions, in the joint venture that is constructing Wynn Al Marjan Island, and received proceeds of $300.0 million and $550.0 million upon the maturity of our investments in debt securities and fixed deposits, respectively.

During the nine months ended September 30, 2023, we incurred capital expenditures of $137.7 million at our Las Vegas Operations, $56.5 million at Encore Boston Harbor, $38.1 million at Wynn Palace, and $18.8 million at Wynn Macau primarily related to maintenance capital expenditures, and $78.4 million at Corporate and other primarily related to future development projects. In addition, during the nine months ended September 30, 2023, we purchased $786.5 million in investments, comprised of United States treasury bills and fixed deposits maturing in less than one year.

Financing Activities

The below table presents proceeds from the issuance, repayments, and repurchases of the specified debt instruments during the nine months ended September 30, 2024 (in thousands):


	Proceeds from issuance		Repayments and repurchases
WRF 6 1/4% Senior Notes, due 2033	$	800,000	$	—
WRF 7 1/8% Senior Notes, due 2031	412,000		—
WM Cayman II Revolver, due 2028	—		351,787
WLV 5 1/2% Senior Notes, due 2025	—		796,691
WRF Term Loan, due 2027	71,794		102,732
Total	$	1,283,794	$	1,251,210

In addition, during the nine months ended September 30, 2024, we repurchased 2,206,113 shares of our common stock under our equity repurchase program for an aggregate cost of $185.7 million. We also made dividend payments of $112.0 million, paid $31.5 million for financing costs related to the financing activities above and used cash of $10.6 million for distributions to noncontrolling interest holders of the Retail Joint Venture.

The below table presents proceeds from the issuance, repayments, and repurchases of the specified debt instruments during the nine months ended September 30, 2023 (in thousands):


	Proceeds from issuance		Repayments and repurchases
WRF 7 1/8% Senior Notes, due 2031	$	600,000	$	—
WML 4 1/2% Convertible Bonds, due 2029	600,000		—
WRF 7 3/4% Senior Notes, due 2025	—		600,000
WLV 4 1/4% Senior Notes, due 2023	—		500,000
WLV 5 1/2% Senior Notes, due 2025	—		399,999
WRF Term Loan, due 2024	—		22,813
Total	$	1,200,000	$	1,522,812

In addition, during the nine months ended September 30, 2023, we repurchased 596,948 shares of our common stock under our equity repurchase program for an aggregate cost of $56.2 million. We also made dividend payments of $56.7 million, paid $41.2 million for financing costs related to the financing activities above and used cash of $15.9 million for distributions to noncontrolling interest holders of the Retail Joint Venture.

Capital Resources

The following table summarizes our unrestricted cash and cash equivalents and available revolver borrowing capacity, presented by significant financing entity as of September 30, 2024 (in thousands):


	Total Cash and Cash Equivalents		Revolver Borrowing Capacity
Wynn Macau, Limited and subsidiaries	$	1,339,495	$	353,562
Wynn Resorts Finance, LLC (1)	464,113		735,306
Wynn Resorts, Limited and other	603,681		—
Total	$	2,407,289	$	1,088,868

(1) Excluding Wynn Macau, Limited and subsidiaries.

In addition to the cash and cash equivalents and available revolver borrowing capacity presented above, as of September 30, 2024, we also held restricted cash of $605.9 million and $600.0 million at WRF and WML, respectively, in trust accounts for the October 2024 repurchase or payment of the Wynn Las Vegas 5 1/2% Senior Notes due 2025 and WML 4 7/8% Senior Notes due 2024, as discussed below.

Wynn Macau, Limited and subsidiaries. WML generates cash from our Macau Operations and may utilize proceeds from the WM Cayman II Revolver as needed. We expect to use this cash to service our WML Senior Notes, WM Cayman II Revolver, and WML Convertible Bonds, to pay dividends to shareholders of WML (of which we own approximately 72%), and to fund working capital and capital expenditure requirements at WML and our Macau Operations.

WML is a holding company and, as a result, its ability to pay dividends to WRF is dependent on WML receiving distributions from its subsidiaries. WML, as guarantor under the WM Cayman II Revolver facility agreement, may be subject to certain restrictions on payments of dividends or distributions to its shareholders, unless certain financial criteria have been satisfied. The WM Cayman II Revolver facility agreement contains representations, warranties, covenants and events of default customary for similar financings, including, but not limited to, restrictions on indebtedness to be incurred by WM Cayman II or its subsidiaries.

In May 2024, the WML Board of Directors announced an amendment to WML's dividend policy, pursuant to which the WML Board of Directors will meet semiannually to consider the declaration of dividends, and may also meet at any time during the year as the WML Board of Directors deems fit to consider the declaration of special dividends. On June 19, 2024, WML paid a cash dividend of HK$0.075 per share for a total U.S. dollar equivalent of approximately $50.4 million in respect of the year ended December 31, 2023. Our share of this dividend was $36.0 million. On September 12, 2024, WML paid a cash dividend of HK$0.075 per share for a total U.S. dollar equivalent of approximately $50.5 million in respect of the six months ended June 30, 2024. Our share of this dividend was $36.1 million.

In September 2024, WM Cayman II and WML entered into an amendment agreement to its existing facility agreement to extend the maturity date of the outstanding loans under the existing facility agreement for three years to September 2028.

In October 2024, we repaid the $600.0 million aggregate principal amount of WML's 4 7/8% Senior Notes due 2024 on their stated maturity date using short-term restricted cash held at WML.

If our portion of cash available for repatriation was repatriated on September 30, 2024, it would be subject to minimal U.S. taxes.

Wynn Resorts Finance, LLC and subsidiaries. Wynn Resorts Finance, LLC ("WRF" or "Wynn Resorts Finance") generates cash from distributions from its subsidiaries, which include our Macau Operations, Wynn Las Vegas, and Encore Boston Harbor, and capital contributions from Wynn Resorts, as required. In addition, WRF may utilize its available revolving borrowing capacity as needed. We expect to use this cash to service our WRF Credit Facilities, the WRF Senior Notes, and the Wynn Las Vegas Senior Notes, and to fund working capital and capital expenditure requirements as needed.

WRF is a holding company and, as a result, its ability to pay dividends to Wynn Resorts is dependent on WRF receiving distributions from its subsidiaries. The WRF Credit Agreement contains customary negative and financial covenants, including, but not limited to, covenants that restrict WRF's ability to pay dividends or distributions and incur additional indebtedness.

In February 2024, WRF issued an additional $400.0 million aggregate principal amount of 7 1/8% Senior Notes due 2031 (the "2031 WRF Add-On Senior Notes") in a private offering. The 2031 WRF Add-On Senior Notes were issued at a price equal to 103.0% of the principal amount, for net proceeds of approximately $409.5 million.

In February and March 2024, we repurchased $800.0 million aggregate principal amount of our 5 1/2% Senior Notes due 2025 (the "2025 WLV Senior Notes"), which consisted of i) $681.0 million aggregate principal amount of validly tendered notes repurchased at a price equal to 97.2% of the principal amount, plus accrued interest and an early tender premium of $20.3 million, and ii) $119.0 million aggregate principal amount of notes repurchased on a pro-rata basis at a price equal of 100% of the principal amount plus accrued interest under the terms of its indenture. Included in the $119.0 million repurchase was $3.3 million aggregate principal amount of 2025 WLV Senior Notes held by Wynn Resorts. We used the net proceeds from the 2031 WRF Add-On Senior Notes and cash held by WRF to purchase such validly tendered 2025 WLV Senior Notes and to pay the early tender premium and related fees and expenses.

In September 2024, WRF and certain of its subsidiaries entered into an amendment (the "WRF Credit Agreement Amendment") to its existing credit agreement (the "WRF Credit Agreement"). The WRF Credit Agreement Amendment amends the WRF Credit Agreement to (i) extend the stated maturity date for lenders electing to extend their revolving commitments in an amount equal to approximately $68.7 million from September 20, 2024 to September 20, 2027, and (ii) extend the stated maturity date for lenders electing to extend their term loan commitments in an amount equal to approximately $71.8 million from September 20, 2024 to September 20, 2027.

Also in September 2024, WRF issued $800 million aggregate principal amount of 6 1/4% Senior Notes due 2033 (the "2033 WRF Senior Notes") in a private offering exempt from the registration requirements of the Securities Act of 1933, as amended. The 2033 WRF Senior Notes were issued at par, for net proceeds of $795.0 million. A portion of the proceeds from the offering of the 2033 WRF Senior Notes was classified as short-term restricted cash as of September 30, 2024 within the Condensed Consolidated Balance Sheet and was used in October 2024 to repurchase the remaining outstanding $600.0 million aggregate principal amount of WLV 5.500% Senior Notes due 2025 at a price equal to 100.0% of the principal amount, plus accrued interest. Included in the $600.0 million repurchase was $16.7 million aggregate principal amount of 2025 WLV Senior Notes held by Wynn Resorts.

Wynn Resorts, Limited and other subsidiaries. Wynn Resorts, Limited is a holding company and, as a result, our ability to pay dividends is dependent on our ability to obtain funds and our subsidiaries' ability to provide funds to us. Wynn Resorts, Limited and other primarily generates cash from royalty (including intellectual property license) and management agreements with our resorts, dividends and distributions from our subsidiaries, and the operations of the Retail Joint Venture of which we own 50.1%. Fees payable by Wynn Macau SA to Wynn Resorts, Limited under its intellectual property license agreement are capped at $140.0 million for the year ending December 31, 2024. We expect to use cash held by Wynn Resorts, Limited and other to service our Retail Term Loan, to fund working capital needs of our subsidiaries, pay dividends, make required capital contributions to the entity which owns the Wynn Al Marjan Island development, and for general corporate purposes.

During the three months ended June 30, 2024, the Company determined not to proceed with its planned phased development project adjacent to Encore Boston Harbor, and expensed $61.5 million of costs, including $4.7 million of internally allocated overhead, that had been previously capitalized.

During the third quarter of 2024, the Company contributed $18.2 million of cash into Island 3, bringing our life-to-date cash contributions to $532.6 million. The cash contributed in the quarter was used primarily to fund our pro rata portion of the purchase of approximately 155 acres of land underlying the Wynn Al Marjan Island integrated resort development site, including the remaining 70 acres of land on Island 3 for potential future development (the "Marjan Land Bank"). We estimate our remaining 40% pro-rata share of the required equity for the construction of the Wynn Al Marjan Island integrated resort is between $800 million and $875 million, inclusive of capitalized interest, fees, and certain improvements on the Island. Wynn Al Marjan Island is currently expected to open in 2027.

The Company paid a cash dividend of $0.25 per share in each of the quarters ended March 31, 2024, June 30, 2024, and September 30, 2024 and recorded $28.0 million in each of the quarters ended March 31, 2024 and June 30, 2024 and $27.7 million in the quarter ended September 30, 2024, against accumulated deficit. On November 4, 2024, the Company's Board of Directors declared a cash dividend of $0.25 per share on its common stock, payable on November 27, 2024 to stockholders of record as of November 15, 2024.

In October 2024, we amended the retail term loan agreement to, among other things, extend the scheduled maturity date to July 2027 and provide for an interest rate adjustment. We also made a principal repayment of the term loan in the amount of $15.0 million.

Other Factors Affecting Liquidity

We may refinance all or a portion of our indebtedness on or before maturity. We cannot assure you that we will be able to refinance any of the indebtedness on acceptable terms or at all.

Legal proceedings in which we are involved also may impact our liquidity. No assurance can be provided as to the outcome of such proceedings. In addition, litigation inherently involves significant costs. For information regarding legal proceedings, see Note 15, "Commitments and Contingencies."

In April 2016, our Board of Directors authorized an equity repurchase program of up to $1.00 billion. Under the equity repurchase program, we may repurchase the Company's outstanding shares from time to time through open market purchases, in privately negotiated transactions, and under plans complying with Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended (the "Exchange Act"). As of September 30, 2024, we had $247.7 million in repurchase authority remaining under the program.

On November 1, 2024, the Company’s Board of Directors authorized the Company to repurchase a total of up to $1.0 billion of the Company’s outstanding shares of common stock, increasing the previously available repurchase authorization by approximately $766 million. The equity repurchase program authorizes discretionary repurchases by the Company from time to time through open market purchases, including pursuant to plans designed to comply with Rule 10b5-1 under the Securities Exchange Act of 1934, as amended, privately negotiated transactions, accelerated share repurchases, or block trades, subject to market conditions, applicable legal requirements and other factors. The repurchase authorization has no expiration date, and the equity repurchase program may be suspended, discontinued or accelerated at any time.

We have in the past repurchased, and in the future, we may periodically consider repurchasing our outstanding notes for cash. The amount of any shares and/or notes to be repurchased, as well as the timing of any repurchases, will be based on business, market and other conditions and factors, including price, contractual requirements or consents, and capital availability.

New business developments or other unforeseen events may occur, resulting in the need to raise additional funds. We continue to explore opportunities to develop additional gaming or related businesses in domestic and international markets. There can be no assurances regarding the business prospects with respect to any other opportunity. Any new development may require us to obtain additional financing. We may decide to conduct any such development through Wynn Resorts, Limited or through subsidiaries separate from the Las Vegas, Boston or Macau-related entities.

Contractual Commitments

Except as described below, there have been no material changes to the contractual obligations previously reported in our Annual Report on Form 10-K for the year ended December 31, 2023.

As a result of the financing transactions described in our discussion of capital resources above, our long-term debt obligations decreased by $55.8 million in 2024 and $3.49 billion in 2025 and increased by $3.8 million in 2026, $662.3 million in 2027, $1.15 billion in 2028, and $1.20 billion thereafter. Our annual fixed interest payments are expected to decrease $12.8 million in 2024 and increase $65.8 million in 2025, $78.5 million in each of 2026, 2027, and 2028, and $271.0 million thereafter and our annual variable interest payments are expected to decrease $34.6 million in 2024 and increase $15.7 million in 2025, $110.2 million in 2026, $95.3 million in 2027, and $53.6 million in 2028.

Critical Accounting Policies and Estimates

A description of our critical accounting policies is included in Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2023. There have been no significant changes to these policies for the nine months ended September 30, 2024.

Recently Adopted Accounting Standards and Accounting Standards Issued But Not Yet Adopted

See related disclosure in Note 2, "Basis of Presentation and Significant Accounting Policies" of Part I in this Quarterly Report on Form 10-Q.

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