Item 1. Financial Statements

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Item 1. Financial Statements

WYNN RESORTS, LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(in thousands, except share data)

March 31, 2025December 31, 2024
(unaudited)
ASSETS
Current assets:
Cash and cash equivalents$2,070,086$2,426,155
Accounts receivable, net of allowance for credit losses of $40,623 and $37,694, respectively334,004324,016
Inventories80,64775,783
Prepaid expenses and other109,71195,725
Total current assets2,594,4482,921,679
Property and equipment, net6,546,4346,521,283
Restricted cash95,39095,638
Goodwill and intangible assets, net265,233273,062
Operating lease assets1,792,2131,797,276
Deferred income taxes, net498,542507,716
Investments in unconsolidated affiliates706,378648,217
Other assets225,406213,092
Total assets$12,724,044$12,977,963
LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
Accounts and construction payables$223,662$205,146
Customer deposits491,306508,651
Gaming taxes payable188,599171,983
Accrued compensation and benefits156,260229,305
Accrued interest107,870132,510
Current portion of long-term debt1,039,94241,250
Other accrued liabilities189,156250,689
Total current liabilities2,396,7951,539,534
Long-term debt9,513,15710,500,484
Long-term operating lease liabilities1,631,3001,623,890
Other long-term liabilities284,713282,658
Total liabilities13,825,96513,946,566
Commitments and contingencies (Note 15)
Stockholders' deficit:
Preferred stock, par value $0.01; 40,000,000 shares authorized; zero shares issued and outstanding——
Common stock, par value $0.01; 400,000,000 shares authorized; 134,136,743 and 133,584,126 shares issued; 105,869,624 and 107,821,567 shares outstanding, respectively1,3411,336
Treasury stock, at cost; 28,267,119 and 25,762,599 shares, respectively(2,455,134)(2,241,607)
Additional paid-in capital3,727,0193,698,800
Accumulated other comprehensive loss(3,073)(5,700)
Accumulated deficit(1,630,831)(1,676,990)
Total Wynn Resorts, Limited stockholders' deficit(360,678)(224,161)
Noncontrolling interests(741,243)(744,442)
Total stockholders' deficit(1,101,921)(968,603)
Total liabilities and stockholders' deficit$12,724,044$12,977,963

The accompanying notes are an integral part of these condensed consolidated financial statements.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

(in thousands, except per share data)

(unaudited)

Three Months Ended March 31,
20252024
Operating revenues:
Casino$1,040,430$1,121,466
Rooms274,521327,414
Food and beverage249,879266,938
Entertainment, retail and other135,567147,091
Total operating revenues1,700,3971,862,909
Operating expenses:
Casino634,833675,439
Rooms84,09782,077
Food and beverage200,667205,821
Entertainment, retail and other62,18671,012
General and administrative275,689271,616
Provision for credit losses1,39687
Pre-opening5,2872,035
Depreciation and amortization155,421174,933
Property charges and other12,23216,948
Total operating expenses1,431,8081,499,968
Operating income268,589362,941
Other income (expense):
Interest income19,35940,172
Interest expense, net of amounts capitalized(157,608)(182,404)
Change in derivatives fair value(29,539)(17,914)
Loss on debt financing transactions—(1,561)
Other(8,374)(4,722)
Other income (expense), net(176,162)(166,429)
Income before income taxes92,427196,512
Provision for income taxes(11,022)(20,014)
Net income81,405176,498
Less: net income attributable to noncontrolling interests(8,658)(32,282)
Net income attributable to Wynn Resorts, Limited$72,747$144,216
Basic and diluted net income per common share:
Net income attributable to Wynn Resorts, Limited:
Basic$0.69$1.30
Diluted$0.69$1.30
Weighted average common shares outstanding:
Basic105,492111,023
Diluted105,730111,333

The accompanying notes are an integral part of these condensed consolidated financial statements.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(in thousands)

(unaudited)

Three Months Ended March 31,
20252024
Net income$81,405$176,498
Other comprehensive income:
Foreign currency translation adjustments, before and after tax3,6301,989
Total comprehensive income85,035178,487
Less: comprehensive income attributable to noncontrolling interests(9,661)(32,847)
Comprehensive income attributable to Wynn Resorts, Limited$75,374$145,640

The accompanying notes are an integral part of these condensed consolidated financial statements.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' DEFICIT

(in thousands, except share data)

(unaudited)

For the three months ended March 31, 2025
Common stock
Shares outstandingPar valueTreasury stockAdditional paid-in capitalAccumulated other comprehensive lossAccumulated deficitTotal Wynn Resorts, Ltd. stockholders' deficitNoncontrolling interestsTotal stockholders' deficit
Balances, January 1, 2025107,821,567$1,336$(2,241,607)$3,698,800$(5,700)$(1,676,990)$(224,161)$(744,442)$(968,603)
Net income—————72,74772,7478,65881,405
Currency translation adjustment————2,627—2,6271,0033,630
Issuance of restricted stock560,9065—7,917——7,922—7,922
Cancellation of restricted stock(8,289)————————
Shares repurchased by the Company and held as treasury shares(2,504,560)—(213,527)———(213,527)—(213,527)
Cash dividends declared—————(26,588)(26,588)—(26,588)
Distribution to noncontrolling interest———————(6,286)(6,286)
Transactions with subsidiary minority shareholders———1,558——1,558(1,558)—
Stock-based compensation———18,744——18,7441,38220,126
Balances, March 31, 2025105,869,624$1,341$(2,455,134)$3,727,019$(3,073)$(1,630,831)$(360,678)$(741,243)$(1,101,921)
For the three months ended March 31, 2024
Common stock
Shares outstandingPar valueTreasury stockAdditional paid-in capitalAccumulated other comprehensive incomeAccumulated deficitTotal Wynn Resorts, Ltd. stockholders' deficitNoncontrolling interestsTotal stockholders' deficit
Balances, January 1, 2024111,737,245$1,330$(1,836,326)$3,647,161$3,406$(2,066,953)$(251,382)$(849,552)$(1,100,934)
Net income—————144,216144,21632,282176,498
Currency translation adjustment————1,424—1,4245651,989
Exercise of stock options17,285——1,017——1,017—1,017
Issuance of restricted stock439,6685—8,010——8,015—8,015
Cancellation of restricted stock(4,214)————————
Shares repurchased by the Company and held as treasury shares(118,835)—(12,846)———(12,846)—(12,846)
Cash dividends declared—————(28,018)(28,018)—(28,018)
Distribution to noncontrolling interest———————(5,996)(5,996)
Transactions with subsidiary minority shareholders———(11,873)——(11,873)11,873—
Stock-based compensation———12,494——12,4941,40113,895
Balances, March 31, 2024112,071,149$1,335$(1,849,172)$3,656,809$4,830$(1,950,755)$(136,953)$(809,427)$(946,380)

The accompanying notes are an integral part of these condensed consolidated financial statements.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

Three Months Ended March 31,
20252024
Cash flows from operating activities:
Net income$81,405$176,498
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization155,421174,933
Deferred income taxes9,17416,774
Stock-based compensation expense19,40014,369
Amortization of debt issuance costs10,11010,350
Loss on debt financing transactions—1,561
Provision for credit losses1,39687
Change in derivatives fair value29,53917,914
Property charges and other17,68319,261
Increase (decrease) in cash from changes in:
Receivables, net(11,681)44,352
Inventories, prepaid expenses and other(18,861)(21,728)
Customer deposits(16,184)(53,147)
Accounts payable and accrued expenses(143,628)(86,130)
Net cash provided by operating activities133,774315,094
Cash flows from investing activities:
Capital expenditures, net of construction payables and retention(159,931)(97,702)
Investments in unconsolidated affiliates(61,484)(69,928)
Purchase of intangible and other assets(300)(15)
Proceeds from sale of assets and other204226
Net cash used in investing activities(221,511)(167,419)
Cash flows from financing activities:
Proceeds from issuance of long-term debt—412,000
Repayments of long-term debt(10,313)(956,666)
Repurchase of common stock(212,048)(11,374)
Proceeds from exercise of stock options—1,017
Distribution to noncontrolling interest(6,286)(5,996)
Dividends paid(26,793)(27,959)
Finance lease payments(6,348)(5,056)
Payments for financing costs—(5,843)
Other(5,163)(4,486)
Net cash used in financing activities(266,951)(604,363)
Effect of exchange rate on cash, cash equivalents and restricted cash(1,629)(2,375)
Cash, cash equivalents and restricted cash:
Decrease in cash, cash equivalents and restricted cash(356,317)(459,063)
Balance, beginning of period2,521,7932,969,412
Balance, end of period$2,165,476$2,510,349

The accompanying notes are an integral part of these condensed consolidated financial statements.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

Note 1 - Organization

Wynn Resorts, Limited, a Nevada corporation (together with its subsidiaries, "Wynn Resorts" or the "Company"), is 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.

In the Macau Special Administrative Region of the People's Republic of China ("Macau"), the Company owns approximately 72% of Wynn Macau, Limited ("WML"), which includes the operations of the Wynn Palace and Wynn Macau resorts. The Company refers to Wynn Palace and Wynn Macau as its Macau Operations. In Las Vegas, Nevada, the Company operates and, with the exception of certain retail space, owns 100% of Wynn Las Vegas. Additionally, the Company is 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"). The Company refers to Wynn Las Vegas, Encore, an expansion at Wynn Las Vegas, and the Retail Joint Venture as its Las Vegas Operations. In Everett, Massachusetts, the Company operates Encore Boston Harbor, an integrated resort.

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, currently expected to open in 2027.

Note 2 - Basis of Presentation and Significant Accounting Policies

Basis of Presentation

The accompanying condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles ("GAAP") have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures herein are adequate to make the information presented not misleading. In the opinion of management, the accompanying condensed consolidated financial statements reflect all adjustments, which are of a normal recurring nature, necessary to a fair presentation of the results for the interim periods presented. The results for the three months ended March 31, 2025 are not necessarily indicative of results to be expected for any other interim period or the full fiscal year ending December 31, 2025. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto in the Company's Annual Report on Form 10-K for the year ended December 31, 2024.

Principles of Consolidation

The accompanying condensed consolidated financial statements include the accounts of the Company, its majority-owned subsidiaries, and entities the Company identifies as variable interest entities ("VIEs") of which the Company is determined to be the primary beneficiary. For information on the Company's VIEs, see Note 16, "Retail Joint Venture." If the entity does not qualify for consolidation and the Company has significant influence over the operating and financial decisions of the entity, the Company accounts for the entity under the equity method. All significant intercompany accounts and transactions have been eliminated. Certain amounts in the condensed consolidated balance sheet as of December 31, 2024 have been reclassified to be consistent with the current period presentation. These reclassifications had no effect on previously reported total assets, total liabilities, and total stockholders' deficit.

Use of Estimates

The preparation of condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates and assumptions reflected in the financial statements relate to and include, but are not limited to, inputs into the Company's estimated allowance for deferred tax assets and credit losses, estimates regarding the useful lives and recoverability of long-lived and intangible assets, and valuations of derivatives.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Gaming Taxes

The Company is subject to taxes based on gross gaming revenues in the jurisdictions in which it operates, subject to applicable jurisdictional adjustments. These gaming taxes are recorded as casino expenses in the accompanying Condensed Consolidated Statements of Income. These taxes totaled $440.7 million and $488.8 million for the three months ended March 31, 2025 and 2024, respectively.

Investments in Unconsolidated Affiliates

The Company accounts for its investment in Island 3, an unconsolidated affiliate which is constructing Wynn Al Marjan Island, using the equity method. Under the equity method, the investment's carrying value is adjusted for the Company’s share of the investee's earnings and losses, capital contributions to and distributions from Island 3, and capitalization of interest cost incurred by the Company during the investee's initial development period. The Company recognized an equity-method loss of $3.3 million and $1.5 million for the three months ended March 31, 2025 and 2024, respectively, in Pre-opening expense within the Condensed Consolidated Statements of Income.

Recently Issued Accounting Standards

The Company’s management has evaluated all of the recently issued, but not yet effective, accounting standards that have been issued or proposed by the Financial Accounting Standards Board ("FASB") or other standard-setting bodies through the filing date of these financial statements and does not believe the future adoption of any such pronouncements will have a material effect on the Company’s financial position, results of operations and cash flows.

Note 3 - Cash, Cash Equivalents and Restricted Cash

Cash, cash equivalents and restricted cash consisted of the following (in thousands):

March 31, 2025December 31, 2024
Cash and cash equivalents:
Cash (1)$1,294,316$1,639,151
Cash equivalents (2)775,770787,004
Total cash and cash equivalents2,070,0862,426,155
Restricted cash (3)95,39095,638
Total cash, cash equivalents and restricted cash$2,165,476$2,521,793
(1) Cash consists of cash on hand and bank deposits. (2) Cash equivalents consist of bank time deposits and money market funds. (3) Restricted cash consists of cash subject to certain contractual restrictions, cash collateral associated with obligations and cash held in trusts in accordance with WML's share award plans, and as of March 31, 2025 and December 31, 2024 included $87.4 million and $87.5 million, respectively, in the form of a first demand bank guarantee in favor of the Macau government to support the legal and contractual obligations of Wynn Resorts (Macau) S.A. ("Wynn Macau SA") through the term of Wynn Macau SA's gaming concession contract.

The following table presents the supplemental cash flow disclosures of the Company (in thousands):

Three Months Ended March 31,
20252024
Cash paid for interest, net of amounts capitalized$177,005$183,812
Liability settled with shares of common stock$7,922$8,015
Accounts and construction payables related to property and equipment$85,748$58,096
Finance lease liabilities arising from obtaining finance lease assets$39,345$3,333

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Note 4 - Receivables, net

Accounts Receivable and Credit Risk

Receivables, net consisted of the following (in thousands):

March 31, 2025December 31, 2024
Casino$228,723$236,642
Hotel45,81945,996
Other100,08579,072
374,627361,710
Less: allowance for credit losses(40,623)(37,694)
$334,004$324,016

As of March 31, 2025 and December 31, 2024, approximately 72.5% and 70.9%, respectively, of the Company's markers were due from customers residing outside the United States, primarily in Asia. Business or economic conditions or other significant events in the countries in which the Company's customers reside could affect the collectability of such receivables.

The Company’s allowance for casino credit losses was 16.7% and 14.7% of gross casino receivables as of March 31, 2025 and December 31, 2024, respectively. Although the Company believes that its allowance is adequate, it is possible the estimated amounts of cash collections with respect to receivables could change. The Company’s allowance for credit losses from its hotel and other receivables is not material.

The following table shows the movement in the Company's allowance for credit losses recognized for receivables that occurred during the periods presented (in thousands):

March 31,
20252024
Balance at beginning of year$37,694$40,075
Provision for credit losses1,39687
Write-offs(2,161)(2,519)
Recoveries of receivables previously written off3,7222,987
Effect of exchange rate(28)(8)
Balance at end of period$40,623$40,622

Note 5 - Property and Equipment, net

Property and equipment, net consisted of the following (in thousands):

March 31, 2025December 31, 2024
Buildings and improvements$8,533,318$8,547,922
Land and improvements1,211,4651,210,455
Furniture, fixtures and equipment3,474,5383,424,361
Airplanes110,623110,623
Construction in progress369,205287,436
13,699,14913,580,797
Less: accumulated depreciation(7,152,715)(7,059,514)
$6,546,434$6,521,283

As of March 31, 2025 and December 31, 2024, construction in progress consisted primarily of costs capitalized for various capital enhancements at the Company's properties.

Depreciation expense for the three months ended March 31, 2025 and 2024 was $142.6 million and $158.1 million, respectively.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Note 6 - Long-Term Debt

Long-term debt consisted of the following (in thousands):

March 31, 2025December 31, 2024
Macau Related:
WM Cayman II Revolver, due 2028 (1)$1,150,017$1,151,874
WML 5 1/2% Senior Notes, due 20261,000,0001,000,000
WML 5 1/2% Senior Notes, due 2027750,000750,000
WML 5 5/8% Senior Notes, due 20281,350,0001,350,000
WML 5 1/8% Senior Notes, due 20291,000,0001,000,000
WML 4 1/2% Convertible Bonds, due 2029 (2)600,000600,000
U.S. and Corporate Related:
WRF Credit Facilities (3):
WRF Term Loan, due 2027752,813763,125
WLV 5 1/4% Senior Notes, due 2027880,000880,000
WRF 5 1/8% Senior Notes, due 2029750,000750,000
WRF 7 1/8% Senior Notes, due 20311,000,0001,000,000
WRF 6 1/4% Senior Notes, due 2033800,000800,000
Retail Term Loan, due 2027 (4)600,000600,000
10,632,83010,644,999
WML Convertible Bond Conversion Option Derivative48,98233,007
Less: Unamortized debt issuance costs and original issue discounts and premium, net(128,713)(136,272)
10,553,09910,541,734
Less: Current portion of long-term debt(1,039,942)(41,250)
Total long-term debt, net of current portion$9,513,157$10,500,484

(1) As of March 31, 2025, the borrowings under the WM Cayman II Revolver bear interest at the term secured overnight financing rate ("Term SOFR") plus a credit adjustment spread of 0.10% or the Hong Kong Interbank Offered Rate ("HIBOR"), in each case plus a margin of 1.875% to 2.875% per annum based on WM Cayman II’s leverage ratio on a consolidated basis. Approximately $239.1 million and $911.0 million of the WM Cayman II Revolver bears interest at a rate of Term SOFR plus 1.975% per year and HIBOR plus 1.875% per year, respectively. As of March 31, 2025, the weighted average interest rate was approximately 5.76%. As of March 31, 2025, the available borrowing capacity under the WM Cayman II Revolver was $353.3 million.

(2) As of March 31, 2025, the net carrying amount of the WML Convertible Bonds was $503.5 million, with unamortized debt discount and debt issuance costs of $96.5 million. The Company recorded contractual interest expense of $6.8 million and $6.8 million and amortization of discounts and issuance costs of $5.0 million and $4.6 million during the three months ended March 31, 2025 and 2024, respectively.

(3) The WRF Credit Facilities bear interest at a rate of Term SOFR plus 1.75% per year. As of March 31, 2025, the weighted average interest rate was approximately 6.17%. Additionally, as of March 31, 2025, the available borrowing capacity under the WRF Revolver was $735.3 million, net of $14.7 million in outstanding letters of credit.

(4) The Retail Term Loan bears interest at a rate of adjusted daily simple secured overnight financing rate ("SOFR") plus 2.15% per year. As of March 31, 2025, the effective interest rate was 5.54%.

Debt Covenant Compliance

As of March 31, 2025, management believes the Company was in compliance with all debt covenants.

Fair Value of Long-Term Debt

The estimated fair value of the Company's long-term debt as of March 31, 2025 and December 31, 2024 was approximately $10.45 billion and $10.46 billion, respectively, compared to its carrying value, excluding debt issuance costs and original issue discount and premium, of $10.63 billion and $10.64 billion, respectively. The estimated fair value of the Company's long-term debt is based on recent trades, if available, and indicative pricing from market information (Level 2 inputs).

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Note 7 - Derivative Instruments

WML Convertible Bond Conversion Option

The conversion feature contained within the WML Convertible Bonds (the "WML Convertible Bond Conversion Option Derivative") is not indexed to WML's equity and, as such, is required to be bifurcated from the debt host contract and accounted for as a free-standing derivative, reported at fair value as of the end of each reporting period, with changes recognized in the Condensed Consolidated Statements of Income. The following table sets forth the inputs to the lattice models that were used to value the WML Convertible Bond Conversion Option Derivative:

March 31, 2025December 31, 2024
WML stock priceHK$5.57HK$5.39
Estimated volatility36.4%31.2%
Risk-free interest rate3.3%3.6%
Expected term (years)3.94.2
Dividend yield (1)0.0%0.0%

(1) Dividend yield is assumed to be zero in the lattice model used to value the WML Convertible Bond Conversion Option Derivative, due to a dividend protection feature in the WML Convertible Bond Agreement.

As of March 31, 2025 and December 31, 2024, the estimated fair value of the embedded derivative was a liability of $49.0 million and $33.0 million, respectively, recorded in Long-term debt in the accompanying Condensed Consolidated Balance Sheets. In connection with the change in fair value, the Company recorded a loss of $16.0 million and $16.3 million within Change in derivatives fair value in the accompanying Condensed Consolidated Statements of Income for the three months ended March 31, 2025 and 2024, respectively.

Foreign Currency Swaps

In March 2025, the Company entered into three foreign currency swap agreements (the "Foreign Currency Swaps") with the objective of managing foreign currency exchange rate risk associated with the U.S. dollar denominated 2026 WML 5 1/2% Senior Notes, 2027 WML 5 1/2% Senior Notes, and 2028 WML 5 5/8% Senior Notes. The Foreign Currency Swaps exchange predetermined amounts of Hong Kong dollars for U.S. dollars at a contractual spot rate, have notional amounts of $800.0 million, $750.0 million, and $1.35 billion, and mature in January 2026, October 2027, and August 2028, respectively.

As of March 31, 2025, the total fair value of the Foreign Currency Swaps was a liability of $9.3 million, of which $0.7 million was recorded in Other accrued liabilities and $8.6 million was recorded in Other long-term liabilities in the accompanying Condensed Consolidated Balance Sheets. The fair values of the Foreign Currency Swaps were estimated based on recent trades, if available, and indicative pricing from market information (Level 2 inputs). Changes in the fair values of the Foreign Currency Swaps are recorded in earnings, as these instruments are not designated as hedges. In connection with the change in fair value, the Company recorded a loss of $9.3 million within Change in derivatives fair value in the accompanying Condensed Consolidated Statements of Income for the three months ended March 31, 2025.

Note 8 - Stockholders' Deficit

Equity Repurchase Program

In November 2024, the Company’s Board of Directors authorized an increase in the amount of the Company's outstanding shares of common stock available for repurchase under the previously available repurchase authorization to $1.00 billion. 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.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

During the three months ended March 31, 2025, the Company repurchased 2,360,194 shares of its common stock at an average price of $84.76 per share for an aggregate cost of $200.0 million under the equity repurchase program. As of March 31, 2025, the Company had $613.0 million in repurchase authority remaining under the program.

Dividends

The Company paid a cash dividend of $0.25 per share on its common stock during each of the three month periods ended March 31, 2025 and 2024 and recorded $26.6 million and $28.0 million against accumulated deficit, respectively.

On May 6, 2025, the Company's Board of Directors declared a cash dividend of $0.25 per share on its common stock, payable on May 30, 2025 to stockholders of record as of May 16, 2025.

Noncontrolling Interests

Wynn Macau, Limited

The WML Board of Directors has recommended the payment of a final dividend for the year ended December 31, 2024 of HK$0.185 per share on its common stock payable on June 11, 2025 to stockholders of record as of June 2, 2025. The payment of the final dividend is conditional upon shareholder approval at WML's 2025 Annual General Meeting to be held on May 23, 2025.

WML Securities Lending Agreement

In connection with the offering of the WML Convertible Bonds, WM Cayman Holdings I Limited ("WM Cayman I"), a wholly owned subsidiary of the Company and holder of our approximate 72% ownership interest in WML, entered into a stock borrowing and lending agreement with Goldman Sachs International (the "WML Stock Borrower") in March 2023 (the "Securities Lending Agreement"), pursuant to which WM Cayman I has agreed to lend to the WML Stock Borrower up to 459,774,985 of its ordinary share holdings in WML, upon and subject to the terms and conditions in the Securities Lending Agreement. WM Cayman I may, at its sole discretion, terminate any stock loan by giving the WML Stock Borrower no less than five business days' notice. The Securities Lending Agreement terminates on the date on which the WML Convertible Bonds have been redeemed, or converted in full, whichever is the earlier. As of the date of this report, the WML Stock Borrower held 179,774,985 WML shares under the Securities Lending Agreement.

Retail Joint Venture

During the three months ended March 31, 2025 and 2024, the Retail Joint Venture made aggregate distributions of approximately $6.3 million and $6.0 million, respectively, to its non-controlling interest holder. For more information on the Retail Joint Venture, see Note 16, "Retail Joint Venture."

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Note 9 - Fair Value Measurements

The following tables present assets and liabilities carried at fair value (in thousands):

Fair Value Measurements Using:
March 31, 2025Quoted Market Prices in Active Markets (Level 1)Other Observable Inputs (Level 2)Unobservable Inputs (Level 3)
Assets:
Cash equivalents$775,770$—$775,770$—
Restricted cash$95,390$6,487$88,903$—
Interest rate swap$3,283$—$3,283$—
Liabilities:
WML Convertible Bond Conversion Option Derivative (see Note 7)$48,982$—$—$48,982
Foreign Currency Swaps (see Note 7)$9,329$—$9,329$—
Fair Value Measurements Using:
December 31, 2024Quoted Market Prices in Active Markets (Level 1)Other Observable Inputs (Level 2)Unobservable Inputs (Level 3)
Assets:
Cash equivalents$787,004$—$787,004$—
Restricted cash$95,638$6,434$89,204$—
Interest rate swap$7,510$—$7,510$—
Liabilities:
WML Convertible Bond Conversion Option Derivative (see Note 7)$33,007$—$—$33,007

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Note 10 - Customer Contract Liabilities

In providing goods and services to its customers, there is often a timing difference between the Company receiving cash and the Company recording revenue for providing services or holding events.

The Company's primary liabilities associated with customer contracts are as follows (in thousands):

March 31, 2025December 31, 2024Increase / (decrease)March 31, 2024December 31, 2023Increase / (decrease)
Casino outstanding chips and front money deposits (1)$392,825$409,928$(17,103)$393,603$433,269$(39,666)
Advance room deposits and ticket sales (2)80,64584,460(3,815)82,09789,640(7,543)
Other gaming-related liabilities (3)12,25915,458(3,199)20,52624,964(4,438)
Loyalty program and related liabilities (4)29,66329,48917428,74731,106(2,359)
$515,392$539,335$(23,943)$524,973$578,979$(54,006)

(1) Casino outstanding chips generally represent amounts owed to gaming promoters and customers for chips in their possession, and casino front money deposits represent funds deposited by customers before gaming play occurs. These amounts are included in customer deposits on the Condensed Consolidated Balance Sheets and may be recognized as revenue or redeemed for cash in the future.

(2) Advance room deposits and ticket sales represent cash received in advance for goods or services to be provided in the future. These amounts are included in customer deposits on the Condensed Consolidated Balance Sheets and will be recognized as revenue when the goods or services are provided or the events are held. Decreases in this balance generally represent the recognition of revenue and increases in the balance represent additional deposits made by customers. The deposits are expected to primarily be recognized as revenue within one year.

(3) Other gaming-related liabilities generally represent unpaid wagers primarily in the form of unredeemed slot, race and sportsbook tickets or wagers for future sporting events. The amounts are included in other accrued liabilities on the Condensed Consolidated Balance Sheets.

(4) Loyalty program and related liabilities represent the deferral of revenue until the loyalty points or other complimentaries are redeemed. The amounts are included in other accrued liabilities on the Condensed Consolidated Balance Sheets and are expected to be recognized as revenue within one year of being earned by customers.

Note 11 - Stock-Based Compensation

The total compensation cost for stock-based compensation plans was recorded as follows (in thousands):

Three Months Ended March 31,
20252024
Casino$908$675
Rooms254228
Food and beverage787412
Entertainment, retail and other139746
General and administrative17,31212,308
Total stock-based compensation expense19,40014,369
Total stock-based compensation capitalized1,3821,302
Total stock-based compensation costs$20,782$15,671

Note 12 - Income Taxes

The Company recorded an income tax expense of $11.0 million and $20.0 million for the three months ended March 31, 2025 and 2024, respectively, primarily related to its U.S.-based operating profits.

The difference between the statutory tax rate of 21% and the effective tax rate of 11.9% is due to the exemption from Macau’s 12% Complementary Tax on casino gaming profits earned by Wynn Macau SA.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Note 13 - Earnings Per Share

Basic earnings per share ("EPS") is computed by dividing net income attributable to Wynn Resorts by the weighted average number of common shares outstanding during the period. Diluted EPS is computed by dividing net income attributable to Wynn Resorts, adjusted for the potential dilutive impact assuming that the conversion of the WML Convertible Bonds occurred at the later of the date of issuance or beginning of the period presented under the if-converted method, by the weighted average number of common shares outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if the potential dilutive securities had been issued, to the extent such impact is not anti-dilutive. Other potentially dilutive securities include outstanding stock options and unvested restricted stock.

The weighted average number of common and common equivalent shares used in the calculation of basic and diluted EPS consisted of the following (in thousands, except per share amounts):

Three Months Ended March 31,
20252024
Numerator:
Net income attributable to Wynn Resorts, Limited - basic$72,747$144,216
Effect of dilutive securities of Wynn Resorts, Limited subsidiaries:
Assumed conversion of WML Convertible Bonds (1)——
Net income attributable to Wynn Resorts, Limited - diluted$72,747$144,216
Denominator:
Weighted average common shares outstanding105,492111,023
Potential dilutive effect of stock options, nonvested, and performance nonvested shares238310
Weighted average common and common equivalent shares outstanding105,730111,333
Net income attributable to Wynn Resorts, Limited per common share, basic$0.69$1.30
Net income attributable to Wynn Resorts, Limited per common share, diluted$0.69$1.30
Anti-dilutive stock options, nonvested, and performance nonvested shares excluded from the calculation of diluted net income per share548281

(1) The assumed conversion of the WML Convertible Bonds had an anti-dilutive impact for the three months ended March 31, 2025 and 2024.

Note 14 - Leases

Lessor Arrangements

The following table presents the minimum and contingent operating lease income for the periods presented (in thousands):

Three Months Ended March 31,
20252024
Minimum rental income$36,460$34,170
Contingent rental income15,06720,639
Total rental income$51,527$54,809

Note 15 - Commitments and Contingencies

Litigation

The Company and its affiliates are involved in litigation arising in the normal course of business. In the opinion of management, such litigation is not expected to have a material effect on the Company's financial condition, results of operations, and cash flows.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Wynn Al Marjan Island Funding Commitment

In connection with the construction of Wynn Al Marjan Island, the Company is required to contribute capital to Island 3 to fund 40% of the project design and development costs in exchange for a pro-rata share of equity in Island 3. During the three months ended March 31, 2025, the Company contributed $51.2 million of cash into Island 3, bringing our life-to-date cash contributions to $682.9 million. The Company's remaining 40% pro-rata share of the required equity for the construction of Wynn Al Marjan Island is estimated to be between $650 million and $725 million inclusive of capitalized interest, fees, and certain improvements on the Island.

Al Marjan Facility Completion Guarantee

In February 2025, Wynn Al Marjan Island FZ-LLC (the "Borrower"), a wholly-owned subsidiary of Island 3, an unconsolidated affiliate, entered into a facility agreement with a syndicate of lenders (the "Al Marjan Facility Agreement") which provides the Borrower with a $2.4 billion (or equivalent in local currency) delayed draw secured term loan facility to finance the development of Wynn Al Marjan Island (the "Al Marjan Facility").

The Company is not a party to the Al Marjan Facility Agreement, but as a condition precedent to the Al Marjan Facility being made available to the Borrower, the Company and the government of Ras Al Khaimah, acting through the Investment and Development Office of Ras Al Khaimah (collectively the "Al Marjan Guarantors"), entered into a guarantee (the "Completion Guarantee") in favor of First Abu Dhabi Bank PJSC, as security agent for itself (the "Security Agent") and the other secured parties (collectively, the "Secured Parties") under the Al Marjan Facility Agreement.

Under the terms of the Completion Guarantee, the Al Marjan Guarantors, irrevocably and unconditionally jointly and severally, (a) have guaranteed to each Secured Party punctual performance by the Borrower of certain of its obligations under the Al Marjan Facility Agreement, and (b) have undertaken with each Secured Party: (i) to provide, within 10 business days upon receiving written demand by the Security Agent, (A) sufficient funds to ensure that practical completion of the project (as provided in the Al Marjan Facility Agreement) takes place no later than June 30, 2028 and (B) to fund amounts equal to any project cost overruns, to the extent the Borrower fails to fund such overruns; and (ii) to pay, whenever the Borrower does not pay, interest, commitment fees and other finance costs payable under the Al Marjan Facility Agreement as well as scheduled payments under any interest rate hedging agreement.

In addition, upon the occurrence of certain specified events of default, change of control events or credit rating downgrades under the Al Marjan Facility Agreement or the occurrence of certain commercial gaming license related events (including, among others, the loss of the commercial gaming license permitting the Borrower to conduct commercial gaming at the project and as further provided in the Al Marjan Facility Agreement), the Al Marjan Guarantors, irrevocably and unconditionally jointly and severally, have undertaken to pay, to the extent the Borrower does not pay, all then outstanding principal, interest, hedging liabilities and any and all other amounts and expenses then due and payable under the Al Marjan Facility Agreement and related agreements, within 10 business days upon receiving written demand by the Security Agent (or, in respect of the occurrence of certain commercial gaming license related events, if later, on the date falling 180 days following the occurrence of such event).

The guarantees and undertakings provided by the Al Marjan Guarantors under the Completion Guarantee terminate on the earlier of: (1) the date on which all secured liabilities under the Al Marjan Facility Agreement have been paid in full, and (2) the date of practical completion of the project.

Note 16 - Retail Joint Venture

As of March 31, 2025 and December 31, 2024, the Retail Joint Venture had total assets of $96.4 million and $100.3 million, respectively, and total liabilities of $605.4 million and $605.8 million, respectively. As of March 31, 2025 and December 31, 2024, the Retail Joint Venture's liabilities included long-term debt of $597.6 million and $597.3 million, respectively, net of debt issuance costs, related to the outstanding borrowings under the Retail Term Loan.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Note 17 - Segment Information

The Company has identified its reportable segments based on factors such as geography, regulatory environment, the Company's organizational and management reporting structure and the information reviewed by its chief operating decision maker, the Company's Chief Executive Officer. The primary profitability measure used by the Company's CEO to review segment operating results and allocate resources is Adjusted Property EBITDAR.

The Company has identified the following reportable segments: (i) Wynn Macau, representing the aggregate of Wynn Macau and Encore, an expansion at Wynn Macau, which are managed as a single integrated resort; (ii) Wynn Palace; (iii) Las Vegas Operations, representing the aggregate of Wynn Las Vegas, Encore, an expansion at Wynn Las Vegas, and the Retail Joint Venture, which are managed as a single integrated resort; and (iv) Encore Boston Harbor. For geographical reporting purposes, Wynn Macau, Wynn Palace, and Other Macau (which represents the assets of the Company's Macau holding company and other ancillary entities) have been aggregated into Macau Operations.

The following tables present the Company's segment information (in thousands):

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Three Months Ended March 31, 2025
Wynn PalaceWynn MacauLas Vegas OperationsEncore Boston HarborCorporate and OtherTotal
Operating revenues
Casino$444,508$275,550$160,993$159,379$—$1,040,430
Rooms36,61523,297195,86818,741—274,521
Food and beverage31,73818,792179,44219,907—249,879
Entertainment, retail and other(1)23,06812,32188,98211,196—135,567
Total operating revenues535,929329,960625,285209,223—1,700,397
Cost of revenue(2)137,75299,708383,316105,754—
Gaming taxes(3)236,292140,05318,60846,015—
Adjusted Property EBITDAR**(4)**$161,885$90,199$223,361$57,454$—$532,899
Other operating expenses
Pre-opening5,287
Depreciation and amortization155,421
Property charges and other12,232
Corporate expense and other36,581
Stock-based compensation19,400
Triple-net operating lease expense35,389
Total other operating expenses264,310
Operating income268,589
Other non-operating income and expenses
Interest income19,359
Interest expense, net of amounts capitalized(157,608)
Change in derivatives fair value(29,539)
Other(8,374)
Total other non-operating income and expenses(176,162)
Income before income taxes92,427
Provision for income taxes(11,022)
Net income81,405
Net income attributable to noncontrolling interests(8,658)
Net income attributable to Wynn Resorts, Limited$72,747

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Three Months Ended March 31, 2024
Wynn PalaceWynn MacauLas Vegas OperationsEncore Boston HarborCorporate and OtherTotal
Operating revenues
Casino$473,781$346,353$135,163$166,169$—$1,121,466
Rooms53,93628,619224,07620,783—327,414
Food and beverage32,07021,019193,61020,239—266,938
Entertainment, retail and other(1)27,11415,75383,69910,5939,932147,091
Total operating revenues586,901411,744636,548217,7849,9321,862,909
Cost of revenue(2)135,507103,706372,316105,9099,962
Gaming taxes(3)249,024170,85217,97048,7402,388
Adjusted Property EBITDAR**(4)**$202,370$137,186$246,262$63,135$(2,418)$646,535
Other operating expenses
Pre-opening2,035
Depreciation and amortization174,933
Property charges and other16,948
Corporate expense and other39,905
Stock-based compensation14,369
Triple-net operating lease expense35,404
Total other operating expenses283,594
Operating income362,941
Other non-operating income and expenses
Interest income40,172
Interest expense, net of amounts capitalized(182,404)
Change in derivatives fair value(17,914)
Loss on debt financing transactions(1,561)
Other(4,722)
Total other non-operating income and expenses(166,429)
Income before income taxes196,512
Provision for income taxes(20,014)
Net income176,498
Net income attributable to noncontrolling interests(32,282)
Net income attributable to Wynn Resorts, Limited$144,216

(1) Includes lease revenue accounted for under lease accounting guidance. For more information on leases, see Note 14, "Leases."

(2) Primarily comprised of payroll, cost of goods sold, marketing, promotional, facilities, taxes and licenses (excluding gaming taxes) and other operating expenses.

(3) For Las Vegas Operations, includes table and slot license fees.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

(4) "Adjusted Property EBITDAR" is net income 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 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. The Company also presents 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 the Company's 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. The Company has 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, the Company's calculation of Adjusted Property EBITDAR may be different from the calculation methods used by other companies and, therefore, comparability may be limited.

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Three Months Ended March 31,
20252024
Capital expenditures
Macau Operations:
Wynn Palace$50,109$29,465
Wynn Macau15,48017,345
Total Macau Operations65,58946,810
Las Vegas Operations56,15024,724
Encore Boston Harbor4,68511,785
Corporate and other33,50714,383
Total$159,931$97,702
March 31, 2025December 31, 2024
Assets
Macau Operations:
Wynn Palace$2,819,349$2,813,190
Wynn Macau1,399,3081,412,795
Other Macau807,672778,928
Total Macau Operations5,026,3295,004,913
Las Vegas Operations3,148,6553,157,399
Encore Boston Harbor1,972,4451,980,420
Corporate and other2,576,6152,835,231
Total$12,724,044$12,977,963

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