|
x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
¨
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
N
EVADA
|
|
46-0484987
|
(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer
Identification No.)
|
|
Title of each class
|
|
Trading Symbol(s)
|
|
Name of each exchange on which registered
|
Common stock
|
|
WYNN
|
|
Nasdaq Global Select Market
|
Large accelerated filer
|
|
x
|
|
Accelerated filer
|
|
¨
|
Non-accelerated filer
|
|
¨
|
|
Smaller reporting company
|
|
¨
|
|
|
|
|
Emerging growth company
|
|
¨
|
Class
|
|
Outstanding at April 30, 2019
|
Common stock, $0.01 par value
|
|
107,661,737
|
Part I.
|
Financial Information
|
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
|
|
Part II.
|
Other Information
|
|
|
2
|
|
|
March 31,
2019 |
|
December 31,
2018 |
||||
|
(unaudited)
|
|
|
||||
ASSETS
|
|||||||
Current assets:
|
|
|
|
||||
Cash and cash equivalents
|
$
|
1,822,891
|
|
|
$
|
2,215,001
|
|
Receivables, net
|
259,804
|
|
|
276,644
|
|
||
Inventories
|
67,373
|
|
|
66,627
|
|
||
Prepaid expenses and other
|
91,759
|
|
|
83,104
|
|
||
Total current assets
|
2,241,827
|
|
|
2,641,376
|
|
||
Property and equipment, net
|
9,361,912
|
|
|
9,385,920
|
|
||
Restricted cash
|
3,902
|
|
|
4,322
|
|
||
Intangible assets, net
|
133,837
|
|
|
222,506
|
|
||
Operating lease assets
|
444,092
|
|
|
—
|
|
||
Deferred income taxes, net
|
736,528
|
|
|
736,452
|
|
||
Other assets
|
239,129
|
|
|
225,693
|
|
||
Total assets
|
$
|
13,161,227
|
|
|
$
|
13,216,269
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|||||||
Current liabilities:
|
|
|
|
||||
Accounts and construction payables
|
$
|
345,527
|
|
|
$
|
321,796
|
|
Customer deposits
|
916,090
|
|
|
955,450
|
|
||
Gaming taxes payable
|
226,454
|
|
|
247,341
|
|
||
Accrued compensation and benefits
|
126,521
|
|
|
163,966
|
|
||
Accrued interest
|
75,839
|
|
|
61,595
|
|
||
Current portion of long-term debt
|
36,470
|
|
|
11,960
|
|
||
Other accrued liabilities
|
151,029
|
|
|
119,955
|
|
||
Total current liabilities
|
1,877,930
|
|
|
1,882,063
|
|
||
Long-term debt
|
9,133,562
|
|
|
9,411,140
|
|
||
Long-term operating lease liabilities
|
140,461
|
|
|
—
|
|
||
Other long-term liabilities
|
94,031
|
|
|
108,277
|
|
||
Total liabilities
|
11,245,984
|
|
|
11,401,480
|
|
||
Commitments and contingencies (Note 14)
|
|
|
|
||||
Stockholders' equity:
|
|
|
|
||||
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; 122,588,826 and 122,115,585 shares issued; 107,660,449 and 107,232,026 shares outstanding, respectively
|
1,226
|
|
|
1,221
|
|
||
Treasury stock, at cost; 14,928,377 and 14,883,559 shares, respectively
|
(1,349,413
|
)
|
|
(1,344,012
|
)
|
||
Additional paid-in capital
|
2,483,026
|
|
|
2,457,079
|
|
||
Accumulated other comprehensive loss
|
(2,591
|
)
|
|
(1,950
|
)
|
||
Retained earnings
|
945,972
|
|
|
921,785
|
|
||
Total Wynn Resorts, Limited stockholders' equity
|
2,078,220
|
|
|
2,034,123
|
|
||
Noncontrolling interests
|
(162,977
|
)
|
|
(219,334
|
)
|
||
Total stockholders' equity
|
1,915,243
|
|
|
1,814,789
|
|
||
Total liabilities and stockholders' equity
|
$
|
13,161,227
|
|
|
$
|
13,216,269
|
|
|
3
|
|
|
Three Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Operating revenues:
|
|
|
|
||||
Casino
|
$
|
1,185,101
|
|
|
$
|
1,242,139
|
|
Rooms
|
191,270
|
|
|
190,310
|
|
||
Food and beverage
|
173,219
|
|
|
172,222
|
|
||
Entertainment, retail and other
|
101,956
|
|
|
110,907
|
|
||
Total operating revenues
|
1,651,546
|
|
|
1,715,578
|
|
||
Operating expenses:
|
|
|
|
||||
Casino
|
750,071
|
|
|
764,401
|
|
||
Rooms
|
63,706
|
|
|
63,197
|
|
||
Food and beverage
|
148,761
|
|
|
137,658
|
|
||
Entertainment, retail and other
|
44,044
|
|
|
48,030
|
|
||
General and administrative
|
217,322
|
|
|
169,585
|
|
||
Litigation settlement
|
—
|
|
|
463,557
|
|
||
Provision for doubtful accounts
|
5,422
|
|
|
691
|
|
||
Pre-opening
|
27,713
|
|
|
10,345
|
|
||
Depreciation and amortization
|
136,557
|
|
|
136,357
|
|
||
Property charges and other
|
2,774
|
|
|
3,051
|
|
||
Total operating expenses
|
1,396,370
|
|
|
1,796,872
|
|
||
Operating income (loss)
|
255,176
|
|
|
(81,294
|
)
|
||
Other income (expense):
|
|
|
|
||||
Interest income
|
7,287
|
|
|
7,220
|
|
||
Interest expense, net of amounts capitalized
|
(93,180
|
)
|
|
(98,227
|
)
|
||
Change in derivatives fair value
|
(1,509
|
)
|
|
—
|
|
||
Change in Redemption Note fair value
|
—
|
|
|
(69,331
|
)
|
||
Gain on extinguishment of debt
|
—
|
|
|
2,329
|
|
||
Other
|
(6,358
|
)
|
|
(9,220
|
)
|
||
Other income (expense), net
|
(93,760
|
)
|
|
(167,229
|
)
|
||
Income (loss) before income taxes
|
161,416
|
|
|
(248,523
|
)
|
||
Benefit (provision) for income taxes
|
(1,685
|
)
|
|
111,045
|
|
||
Net income (loss)
|
159,731
|
|
|
(137,478
|
)
|
||
Less: net income attributable to noncontrolling interests
|
(54,859
|
)
|
|
(66,829
|
)
|
||
Net income (loss) attributable to Wynn Resorts, Limited
|
$
|
104,872
|
|
|
$
|
(204,307
|
)
|
Basic and diluted net income (loss) per common share:
|
|
|
|
||||
Net income (loss) attributable to Wynn Resorts, Limited:
|
|
|
|
||||
Basic
|
$
|
0.98
|
|
|
$
|
(1.99
|
)
|
Diluted
|
$
|
0.98
|
|
|
$
|
(1.99
|
)
|
Weighted average common shares outstanding:
|
|
|
|
||||
Basic
|
106,792
|
|
|
102,570
|
|
||
Diluted
|
107,073
|
|
|
102,570
|
|
||
Dividends declared per common share
|
$
|
0.75
|
|
|
$
|
0.50
|
|
|
4
|
|
|
Three Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Net income (loss)
|
$
|
159,731
|
|
|
$
|
(137,478
|
)
|
Other comprehensive income (loss):
|
|
|
|
||||
Foreign currency translation adjustments, before and after tax
|
(888
|
)
|
|
(1,831
|
)
|
||
Change in net unrealized loss on investment securities, before and after tax
|
—
|
|
|
1,292
|
|
||
Redemption Note credit risk adjustment, net of tax of $2,735
|
—
|
|
|
9,211
|
|
||
Total comprehensive income (loss)
|
158,843
|
|
|
(128,806
|
)
|
||
Less: comprehensive income attributable to noncontrolling interests
|
(54,612
|
)
|
|
(66,319
|
)
|
||
Comprehensive income (loss) attributable to Wynn Resorts, Limited
|
$
|
104,231
|
|
|
$
|
(195,125
|
)
|
|
5
|
|
|
Common stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
|
Shares
outstanding
|
|
Par
value
|
|
Treasury
stock
|
|
Additional
paid-in
capital
|
|
Accumulated
other
comprehensive
loss
|
|
Retained earnings
|
|
Total Wynn Resorts, Ltd.
stockholders' equity |
|
Noncontrolling
interests
|
|
Total
stockholders' equity |
|||||||||||||||||
Balances, January 1, 2019
|
107,232,026
|
|
|
$
|
1,221
|
|
|
$
|
(1,344,012
|
)
|
|
$
|
2,457,079
|
|
|
$
|
(1,950
|
)
|
|
$
|
921,785
|
|
|
$
|
2,034,123
|
|
|
$
|
(219,334
|
)
|
|
$
|
1,814,789
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
104,872
|
|
|
104,872
|
|
|
54,859
|
|
|
159,731
|
|
||||||||
Currency translation adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(641
|
)
|
|
—
|
|
|
(641
|
)
|
|
(247
|
)
|
|
(888
|
)
|
||||||||
Exercise of stock options
|
77,690
|
|
|
1
|
|
|
—
|
|
|
4,063
|
|
|
—
|
|
|
—
|
|
|
4,064
|
|
|
—
|
|
|
4,064
|
|
||||||||
Issuance of restricted stock
|
396,596
|
|
|
4
|
|
|
—
|
|
|
14,344
|
|
|
—
|
|
|
—
|
|
|
14,348
|
|
|
785
|
|
|
15,133
|
|
||||||||
Cancellation of restricted stock
|
(1,045
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Shares repurchased by the Company and held as treasury shares
|
(44,818
|
)
|
|
—
|
|
|
(5,401
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(5,401
|
)
|
|
—
|
|
|
(5,401
|
)
|
||||||||
Cash dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(80,685
|
)
|
|
(80,685
|
)
|
|
17
|
|
|
(80,668
|
)
|
||||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
7,540
|
|
|
—
|
|
|
—
|
|
|
7,540
|
|
|
943
|
|
|
8,483
|
|
||||||||
Balances, March 31, 2019
|
107,660,449
|
|
|
$
|
1,226
|
|
|
$
|
(1,349,413
|
)
|
|
$
|
2,483,026
|
|
|
$
|
(2,591
|
)
|
|
$
|
945,972
|
|
|
$
|
2,078,220
|
|
|
$
|
(162,977
|
)
|
|
$
|
1,915,243
|
|
|
Common stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||||||||
|
Shares
outstanding
|
|
Par
value
|
|
Treasury
stock
|
|
Additional
paid-in
capital
|
|
Accumulated
other
comprehensive
loss
|
|
Retained earnings
|
|
Total Wynn Resorts, Ltd.
stockholders' equity |
|
Noncontrolling
interests
|
|
Total
stockholders' equity |
|||||||||||||||||
Balances, January 1, 2018
|
103,005,866
|
|
|
$
|
1,164
|
|
|
$
|
(1,184,468
|
)
|
|
$
|
1,497,928
|
|
|
$
|
(1,845
|
)
|
|
$
|
635,067
|
|
|
$
|
947,846
|
|
|
$
|
130,504
|
|
|
$
|
1,078,350
|
|
Cumulative effect, change in accounting for credit risk, net of tax of $2,735
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(9,211
|
)
|
|
9,211
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Net loss
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(204,307
|
)
|
|
(204,307
|
)
|
|
66,829
|
|
|
(137,478
|
)
|
||||||||
Currency translation adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,321
|
)
|
|
—
|
|
|
(1,321
|
)
|
|
(510
|
)
|
|
(1,831
|
)
|
||||||||
Change in net unrealized loss on investment securities
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,292
|
|
|
—
|
|
|
1,292
|
|
|
—
|
|
|
1,292
|
|
||||||||
Redemption Note settlement
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,211
|
|
|
—
|
|
|
9,211
|
|
|
—
|
|
|
9,211
|
|
||||||||
Exercise of stock options
|
68,590
|
|
|
1
|
|
|
—
|
|
|
4,827
|
|
|
—
|
|
|
—
|
|
|
4,828
|
|
|
—
|
|
|
4,828
|
|
||||||||
Issuance of restricted stock
|
135,667
|
|
|
1
|
|
|
—
|
|
|
1,298
|
|
|
—
|
|
|
—
|
|
|
1,299
|
|
|
501
|
|
|
1,800
|
|
||||||||
Cancellation of restricted stock
|
(5,048
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||||
Shares repurchased by the Company and held as treasury shares
|
(3,030
|
)
|
|
—
|
|
|
(499
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(499
|
)
|
|
—
|
|
|
(499
|
)
|
||||||||
Cash dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(51,448
|
)
|
|
(51,448
|
)
|
|
(138,321
|
)
|
|
(189,769
|
)
|
||||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
—
|
|
|
4,661
|
|
|
—
|
|
|
—
|
|
|
4,661
|
|
|
823
|
|
|
5,484
|
|
||||||||
Balances, March 31, 2018
|
103,202,045
|
|
|
$
|
1,166
|
|
|
$
|
(1,184,967
|
)
|
|
$
|
1,508,714
|
|
|
$
|
(1,874
|
)
|
|
$
|
388,523
|
|
|
$
|
711,562
|
|
|
$
|
59,826
|
|
|
$
|
771,388
|
|
|
6
|
|
|
Three Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Cash flows from operating activities:
|
|
|
|
||||
Net income (loss)
|
$
|
159,731
|
|
|
$
|
(137,478
|
)
|
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
|
|
|
|
||||
Depreciation and amortization
|
136,557
|
|
|
136,357
|
|
||
Deferred income taxes
|
(76
|
)
|
|
(110,173
|
)
|
||
Stock-based compensation expense
|
10,338
|
|
|
7,304
|
|
||
Amortization of debt issuance costs
|
7,594
|
|
|
9,361
|
|
||
Loss on extinguishment of debt
|
—
|
|
|
2,166
|
|
||
Provision for doubtful accounts
|
5,422
|
|
|
691
|
|
||
Change in derivatives fair value
|
1,509
|
|
|
—
|
|
||
Change in Redemption Note fair value
|
—
|
|
|
69,331
|
|
||
Property charges and other
|
9,133
|
|
|
16,613
|
|
||
Increase (decrease) in cash from changes in:
|
|
|
|
||||
Receivables, net
|
11,088
|
|
|
(5,169
|
)
|
||
Inventories, prepaid expenses and other
|
(13,939
|
)
|
|
(7,492
|
)
|
||
Customer deposits
|
(37,398
|
)
|
|
(9,134
|
)
|
||
Accounts payable and accrued expenses
|
(26,101
|
)
|
|
(26,023
|
)
|
||
Net cash provided by (used in) operating activities
|
263,858
|
|
|
(53,646
|
)
|
||
Cash flows from investing activities:
|
|
|
|
||||
Capital expenditures, net of construction payables and retention
|
(310,279
|
)
|
|
(514,536
|
)
|
||
Purchase of intangible and other assets
|
(1,000
|
)
|
|
(32,040
|
)
|
||
Proceeds from the sale or maturity of investment securities
|
—
|
|
|
227,668
|
|
||
Purchase of investment securities
|
—
|
|
|
(89,298
|
)
|
||
Proceeds from sale of assets
|
404
|
|
|
93
|
|
||
Net cash used in investing activities
|
(310,875
|
)
|
|
(408,113
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Proceeds from issuance of long-term debt
|
250,000
|
|
|
1,673,605
|
|
||
Repayments of long-term debt
|
(500,503
|
)
|
|
(1,977,045
|
)
|
||
Proceeds from note receivable from sale of ownership interest in subsidiary
|
—
|
|
|
75,000
|
|
||
Repurchase of common stock
|
(5,401
|
)
|
|
(499
|
)
|
||
Proceeds from exercise of stock options
|
4,064
|
|
|
4,828
|
|
||
Dividends paid
|
(80,773
|
)
|
|
(51,456
|
)
|
||
Payments for financing costs
|
(10,496
|
)
|
|
(31,680
|
)
|
||
Net cash used in financing activities
|
(343,109
|
)
|
|
(307,247
|
)
|
||
Effect of exchange rate on cash, cash equivalents and restricted cash
|
(2,404
|
)
|
|
(3,949
|
)
|
||
Cash, cash equivalents and restricted cash:
|
|
|
|
||||
Decrease in cash, cash equivalents and restricted cash
|
(392,530
|
)
|
|
(772,955
|
)
|
||
Balance, beginning of period
|
2,219,323
|
|
|
2,806,634
|
|
||
Balance, end of period
|
$
|
1,826,793
|
|
|
$
|
2,033,679
|
|
|
|
|
|
||||
Supplemental cash flow disclosures:
|
|
|
|
||||
Cash paid for interest, net of amounts capitalized
|
$
|
71,343
|
|
|
$
|
111,618
|
|
Capitalized stock-based compensation
|
$
|
64
|
|
|
$
|
—
|
|
Accounts and construction payables related to property and equipment
|
$
|
226,829
|
|
|
$
|
179,037
|
|
Dividends payable on unvested restricted stock included in other accrued liabilities
|
$
|
3,495
|
|
|
$
|
2,455
|
|
Dividends payable to noncontrolling interests
|
$
|
—
|
|
|
$
|
138,337
|
|
|
7
|
|
|
8
|
|
|
9
|
|
•
|
The Company recognized operating lease assets and liabilities of
$154.1 million
, which represented the discounted future minimum lease payments of all existing leases on the initial application date.
|
•
|
The net carrying amount of a definite-lived intangible asset, which related to a leasehold interest in land and totaled
$88.1 million
, was reclassified to operating lease assets.
|
•
|
Leasehold interests in land, net, which totaled
$206.9 million
, were reclassified to operating lease assets from property and equipment, net.
|
•
|
Certain other initial direct cost assets, prepaid lease assets, and deferred rent accrued liabilities were reclassified to operating lease assets.
|
|
March 31,
2019 |
|
December 31,
2018 |
||||
Cash and cash equivalents:
|
|
|
|
||||
Cash
(1)
|
$
|
1,310,594
|
|
|
$
|
1,455,744
|
|
Cash equivalents
(2)
|
512,297
|
|
|
759,257
|
|
||
Total cash and cash equivalents
|
1,822,891
|
|
|
2,215,001
|
|
||
Restricted cash
(3)
|
3,902
|
|
|
4,322
|
|
||
Total cash, cash equivalents and restricted cash
|
$
|
1,826,793
|
|
|
$
|
2,219,323
|
|
|
10
|
|
|
March 31,
2019 |
|
December 31,
2018 |
||||
Casino
|
$
|
214,302
|
|
|
$
|
229,594
|
|
Hotel
|
23,402
|
|
|
22,086
|
|
||
Other
|
57,194
|
|
|
57,658
|
|
||
|
294,898
|
|
|
309,338
|
|
||
Less: allowance for doubtful accounts
|
(35,094
|
)
|
|
(32,694
|
)
|
||
|
$
|
259,804
|
|
|
$
|
276,644
|
|
|
March 31,
2019 |
|
December 31,
2018 |
||||
Buildings and improvements
|
$
|
7,706,597
|
|
|
$
|
7,707,467
|
|
Land and improvements
|
1,150,606
|
|
|
1,141,032
|
|
||
Furniture, fixtures and equipment
|
2,308,063
|
|
|
2,288,370
|
|
||
Leasehold interests in land
|
—
|
|
|
313,516
|
|
||
Airplanes
|
110,623
|
|
|
110,623
|
|
||
Construction in progress
|
2,189,446
|
|
|
1,912,801
|
|
||
|
13,465,335
|
|
|
13,473,809
|
|
||
Less: accumulated depreciation
|
(4,103,423
|
)
|
|
(4,087,889
|
)
|
||
|
$
|
9,361,912
|
|
|
$
|
9,385,920
|
|
|
11
|
|
|
March 31,
2019 |
|
December 31,
2018 |
||||
Macau Related:
|
|
|
|
||||
Wynn Macau Credit Facilities:
|
|
|
|
||||
Senior Term Loan Facility, due 2022
(1)
|
$
|
2,294,680
|
|
|
$
|
2,296,999
|
|
Senior Revolving Credit Facility, due 2022
(2)
|
124,659
|
|
|
623,921
|
|
||
4 7/8% Senior Notes, due 2024
|
600,000
|
|
|
600,000
|
|
||
5 1/2% Senior Notes, due 2027
|
750,000
|
|
|
750,000
|
|
||
|
|
|
|
||||
U.S. and Corporate Related:
|
|
|
|
||||
Wynn America Credit Facilities
(3)
:
|
|
|
|
||||
Senior Term Loan Facility, due 2021
|
993,040
|
|
|
994,780
|
|
||
4 1/4% Senior Notes, due 2023
|
500,000
|
|
|
500,000
|
|
||
5 1/2% Senior Notes, due 2025
|
1,780,000
|
|
|
1,780,000
|
|
||
5 1/4% Senior Notes, due 2027
|
880,000
|
|
|
880,000
|
|
||
Retail Term Loan, due 2025
(4)
|
615,000
|
|
|
615,000
|
|
||
Wynn Resorts Term Loan, due 2024
(5)
|
750,000
|
|
|
500,000
|
|
||
|
9,287,379
|
|
|
9,540,700
|
|
||
Less: Unamortized debt issuance costs and original issue discounts and premium, net
|
(117,347
|
)
|
|
(117,600
|
)
|
||
|
9,170,032
|
|
|
9,423,100
|
|
||
Less: Current portion of long-term debt
|
(36,470
|
)
|
|
(11,960
|
)
|
||
Total long-term debt, net of current portion
|
$
|
9,133,562
|
|
|
$
|
9,411,140
|
|
|
12
|
|
|
13
|
|
|
Foreign
currency translation |
|
Accumulated
other comprehensive loss |
||||
January 1, 2019
|
$
|
(1,950
|
)
|
|
$
|
(1,950
|
)
|
Change in net unrealized loss
|
(641
|
)
|
|
(641
|
)
|
||
Other comprehensive loss
|
(641
|
)
|
|
(641
|
)
|
||
March 31, 2019
|
$
|
(2,591
|
)
|
|
$
|
(2,591
|
)
|
|
Foreign
currency translation |
|
Unrealized
loss on investment securities |
|
Redemption Note
|
|
Accumulated
other comprehensive loss |
||||||||
January 1, 2018
|
$
|
(553
|
)
|
|
$
|
(1,292
|
)
|
|
$
|
—
|
|
|
$
|
(1,845
|
)
|
Cumulative credit risk adjustment
(1)
|
—
|
|
|
—
|
|
|
(9,211
|
)
|
|
(9,211
|
)
|
||||
Change in net unrealized loss
|
(1,321
|
)
|
|
(1,339
|
)
|
|
7,690
|
|
|
5,030
|
|
||||
Amounts reclassified to net loss
(2)
|
—
|
|
|
2,631
|
|
|
1,521
|
|
|
4,152
|
|
||||
Other comprehensive income (loss)
|
(1,321
|
)
|
|
1,292
|
|
|
9,211
|
|
|
9,182
|
|
||||
March 31, 2018
|
$
|
(1,874
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(1,874
|
)
|
|
14
|
|
|
|
|
Fair Value Measurements Using:
|
|||||||||||
|
March 31,
2019 |
|
Quoted
Market Prices in Active Markets (Level 1) |
|
Other
Observable Inputs (Level 2) |
|
Unobservable
Inputs (Level 3) |
|||||||
Assets:
|
|
|
|
|
|
|
|
|||||||
Cash equivalents
|
$
|
512,297
|
|
|
—
|
|
|
$
|
512,297
|
|
|
—
|
|
|
Restricted cash
|
$
|
3,902
|
|
|
$
|
2,023
|
|
|
$
|
1,879
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|||||||
Liabilities:
|
|
|
|
|
|
|
|
|||||||
Interest rate collar
|
$
|
2,128
|
|
|
—
|
|
|
$
|
2,128
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|||||||
|
|
|
Fair Value Measurements Using:
|
|||||||||||
|
December 31,
2018 |
|
Quoted
Market Prices in Active Markets (Level 1) |
|
Other
Observable Inputs (Level 2) |
|
Unobservable
Inputs (Level 3) |
|||||||
Assets:
|
|
|
|
|
|
|
|
|||||||
Cash equivalents
|
$
|
759,257
|
|
|
—
|
|
|
$
|
759,257
|
|
|
—
|
|
|
Restricted cash
|
$
|
4,322
|
|
|
$
|
2,015
|
|
|
$
|
2,307
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|||||||
Liabilities:
|
|
|
|
|
|
|
|
|||||||
Interest rate collar
|
$
|
619
|
|
|
—
|
|
|
$
|
619
|
|
|
—
|
|
|
15
|
|
Three months ended March 31, 2019
|
|
Macau Operations
|
|
Las Vegas Operations
|
|
Total
|
||||||
Casino
|
|
$
|
1,073,417
|
|
|
$
|
111,684
|
|
|
$
|
1,185,101
|
|
Rooms
|
|
72,181
|
|
|
119,089
|
|
|
191,270
|
|
|||
Food and beverage
|
|
49,600
|
|
|
123,619
|
|
|
173,219
|
|
|||
Entertainment, retail and other
(1)
|
|
55,315
|
|
|
46,641
|
|
|
101,956
|
|
|||
Total operating revenues
|
|
$
|
1,250,513
|
|
|
$
|
401,033
|
|
|
$
|
1,651,546
|
|
|
|
|
|
|
|
|
||||||
Three months ended March 31, 2018
|
|
|
|
|
|
|
||||||
Casino
|
|
$
|
1,107,495
|
|
|
$
|
134,644
|
|
|
$
|
1,242,139
|
|
Rooms
|
|
68,853
|
|
|
121,457
|
|
|
190,310
|
|
|||
Food and beverage
|
|
46,385
|
|
|
125,837
|
|
|
172,222
|
|
|||
Entertainment, retail and other
(1)
|
|
61,354
|
|
|
49,553
|
|
|
110,907
|
|
|||
Total operating revenues
|
|
$
|
1,284,087
|
|
|
$
|
431,491
|
|
|
$
|
1,715,578
|
|
|
March 31, 2019
|
|
December 31, 2018
|
|
Increase (decrease)
|
|
March 31, 2018
|
|
December 31, 2017
|
|
Increase (decrease)
|
||||||||||||
Casino outstanding chips and front money deposits
(1)
|
$
|
863,160
|
|
|
$
|
905,561
|
|
|
$
|
(42,401
|
)
|
|
$
|
983,538
|
|
|
$
|
991,957
|
|
|
$
|
(8,419
|
)
|
Advance room deposits and ticket sales
(2)
|
47,128
|
|
|
42,197
|
|
|
4,931
|
|
|
45,229
|
|
|
48,065
|
|
|
(2,836
|
)
|
||||||
Other gaming-related liabilities
(3)
|
7,904
|
|
|
12,694
|
|
|
(4,790
|
)
|
|
9,393
|
|
|
12,765
|
|
|
(3,372
|
)
|
||||||
Loyalty program and related liabilities
(4)
|
16,504
|
|
|
18,148
|
|
|
(1,644
|
)
|
|
20,455
|
|
|
18,421
|
|
|
2,034
|
|
||||||
|
$
|
934,696
|
|
|
$
|
978,600
|
|
|
$
|
(43,904
|
)
|
|
$
|
1,058,615
|
|
|
$
|
1,071,208
|
|
|
$
|
(12,593
|
)
|
|
16
|
|
|
Three Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Casino
|
$
|
2,584
|
|
|
$
|
1,819
|
|
Rooms
|
218
|
|
|
127
|
|
||
Food and beverage
|
332
|
|
|
378
|
|
||
Entertainment, retail and other
|
44
|
|
|
43
|
|
||
General and administrative
|
6,830
|
|
|
4,937
|
|
||
Pre-opening
|
330
|
|
|
—
|
|
||
Total stock-based compensation expense
|
10,338
|
|
|
7,304
|
|
||
Total stock-based compensation capitalized
|
64
|
|
|
—
|
|
||
Total stock-based compensation costs
|
$
|
10,402
|
|
|
$
|
7,304
|
|
|
17
|
|
|
Three Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Numerator:
|
|
|
|
||||
Net income (loss) attributable to Wynn Resorts, Limited
|
$
|
104,872
|
|
|
$
|
(204,307
|
)
|
|
|
|
|
||||
Denominator:
|
|
|
|
||||
Weighted average common shares outstanding
|
106,792
|
|
|
102,570
|
|
||
Potential dilutive effect of stock options and restricted stock
|
281
|
|
|
—
|
|
||
Weighted average common and common equivalent shares outstanding
|
107,073
|
|
|
102,570
|
|
||
|
|
|
|
||||
Net income (loss) attributable to Wynn Resorts, Limited per common share, basic
|
$
|
0.98
|
|
|
$
|
(1.99
|
)
|
Net income (loss) attributable to Wynn Resorts, Limited per common share, diluted
|
$
|
0.98
|
|
|
$
|
(1.99
|
)
|
|
|
|
|
||||
Anti-dilutive stock options and restricted stock excluded from the calculation of diluted net income (loss) per share
|
355
|
|
|
1,139
|
|
|
Balance Sheet Classification
|
|
March 31, 2019
|
||
Assets
|
|
|
|
||
Operating leases
|
Operating lease assets
|
|
$
|
444,092
|
|
Finance lease
|
Property and equipment, net - Land
|
|
$
|
21,708
|
|
|
|
|
|
||
Current liabilities
|
|
|
|
||
Operating leases
|
Other accrued liabilities
|
|
$
|
18,191
|
|
|
|
|
|
||
Non-current liabilities
|
|
|
|
||
Operating leases
|
Long-term operating lease liabilities
|
|
$
|
140,461
|
|
Finance lease
|
Other long-term liabilities
|
|
$
|
16,554
|
|
|
18
|
|
|
Three months ended March 31, 2019
|
||
Lease cost:
|
|
||
Operating lease cost
|
$
|
8,076
|
|
Short-term lease cost
|
4,868
|
|
|
Amortization of leasehold interests in land
|
3,129
|
|
|
Variable lease cost
|
1,114
|
|
|
Finance lease interest cost
|
256
|
|
|
Total lease cost
|
$
|
17,443
|
|
|
|
||
Supplemental cash flow disclosures:
|
|
||
Operating lease liabilities arising from obtaining operating lease assets
|
$
|
9,270
|
|
Cash paid for amounts included in the measurement of lease liabilities:
|
|
||
Cash used in operating activities - Operating leases
|
$
|
6,770
|
|
Cash used in operating activities - Finance leases
|
$
|
247
|
|
|
|
||
Other information:
|
|
||
Weighted-average remaining lease term - Operating leases
|
38.8 years
|
|
|
Weighted-average remaining lease term - Finance leases
|
46.4 years
|
|
|
|
|
||
Weighted-average discount rate - Operating leases
|
6.5
|
%
|
|
Weighted-average discount rate - Finance leases
|
6.2
|
%
|
|
Operating Leases
|
|
Finance Leases
|
||||
Period
|
|
|
|
||||
Nine months ended December 31, 2019
|
$
|
21,652
|
|
|
$
|
742
|
|
Year ended December 31, 2020
|
20,192
|
|
|
989
|
|
||
Year ended December 31, 2021
|
16,752
|
|
|
989
|
|
||
Year ended December 31, 2022
|
15,660
|
|
|
989
|
|
||
Year ended December 31, 2023
|
15,016
|
|
|
989
|
|
||
Thereafter
|
467,935
|
|
|
66,742
|
|
||
Total undiscounted cash flows
|
$
|
557,207
|
|
|
$
|
71,440
|
|
Present value
|
|
|
|
||||
Short-term lease liabilities
|
$
|
18,191
|
|
|
$
|
—
|
|
Long-term lease liabilities
|
140,461
|
|
|
16,554
|
|
||
Total lease liabilities
|
$
|
158,652
|
|
|
$
|
16,554
|
|
Interest on lease liabilities
|
$
|
398,555
|
|
|
$
|
54,886
|
|
|
19
|
|
|
Three Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Minimum rental income
|
$
|
32,708
|
|
|
$
|
31,528
|
|
Contingent rental income
|
14,971
|
|
|
15,905
|
|
||
Total rental income
|
$
|
47,679
|
|
|
$
|
47,433
|
|
|
Operating Leases
|
||
Period
|
|
||
Nine months ended December 31, 2019
|
$
|
100,845
|
|
Year ended December 31, 2020
|
134,406
|
|
|
Year ended December 31, 2021
|
72,342
|
|
|
Year ended December 31, 2022
|
50,999
|
|
|
Year ended December 31, 2023
|
33,684
|
|
|
Thereafter
|
96,857
|
|
|
Total future minimum rentals
|
$
|
489,133
|
|
|
20
|
|
|
21
|
|
|
22
|
|
|
23
|
|
|
24
|
|
|
Three Months Ended March 31,
|
||||||
|
2019
|
|
2018
|
||||
Operating revenues
|
|
|
|
||||
Macau Operations:
|
|
|
|
||||
Wynn Palace
|
$
|
726,622
|
|
|
$
|
665,846
|
|
Wynn Macau
|
523,891
|
|
|
618,241
|
|
||
Total Macau Operations
|
1,250,513
|
|
|
1,284,087
|
|
||
Las Vegas Operations
|
401,033
|
|
|
431,491
|
|
||
Total
|
$
|
1,651,546
|
|
|
$
|
1,715,578
|
|
Adjusted Property EBITDA
(1)
|
|
|
|
||||
Macau Operations:
|
|
|
|
||||
Wynn Palace
|
$
|
222,586
|
|
|
$
|
211,911
|
|
Wynn Macau
|
163,889
|
|
|
209,822
|
|
||
Total Macau Operations
|
386,475
|
|
|
421,733
|
|
||
Las Vegas Operations
|
108,302
|
|
|
142,596
|
|
||
Total
|
494,777
|
|
|
564,329
|
|
||
Other operating expenses
|
|
|
|
||||
Litigation settlement
|
—
|
|
|
463,557
|
|
||
Pre-opening
|
27,713
|
|
|
10,345
|
|
||
Depreciation and amortization
|
136,557
|
|
|
136,357
|
|
||
Property charges and other
|
2,774
|
|
|
3,051
|
|
||
Corporate expenses and other
|
62,549
|
|
|
25,009
|
|
||
Stock-based compensation
(2)
|
10,008
|
|
|
7,304
|
|
||
Total other operating expenses
|
239,601
|
|
|
645,623
|
|
||
Operating income (loss)
|
255,176
|
|
|
(81,294
|
)
|
||
Other non-operating income and expenses
|
|
|
|
||||
Interest income
|
7,287
|
|
|
7,220
|
|
||
Interest expense, net of amounts capitalized
|
(93,180
|
)
|
|
(98,227
|
)
|
||
Change in derivatives fair value
|
(1,509
|
)
|
|
—
|
|
||
Change in Redemption Note fair value
|
—
|
|
|
(69,331
|
)
|
||
Gain on extinguishment of debt
|
—
|
|
|
2,329
|
|
||
Other
|
(6,358
|
)
|
|
(9,220
|
)
|
||
Total other non-operating income and expenses
|
(93,760
|
)
|
|
(167,229
|
)
|
||
Income before income taxes
|
161,416
|
|
|
(248,523
|
)
|
||
Benefit (provision) for income taxes
|
(1,685
|
)
|
|
111,045
|
|
||
Net income (loss)
|
159,731
|
|
|
(137,478
|
)
|
||
Net income attributable to noncontrolling interests
|
(54,859
|
)
|
|
(66,829
|
)
|
||
Net income (loss) attributable to Wynn Resorts, Limited
|
$
|
104,872
|
|
|
$
|
(204,307
|
)
|
(1)
|
"Adjusted Property EBITDA" is net income (loss) before interest, income taxes, depreciation and amortization, litigation settlement expense, pre-opening expenses, property charges and other, management and license fees, corporate expenses and other, stock-based compensation, gain on extinguishment of debt, change in derivatives fair value, change in Redemption Note fair value and other non-operating income and expenses. Adjusted Property EBITDA 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 EBITDA 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 EBITDA because it is used by some investors as a way to measure a company's ability to incur and service debt, make capital expenditures and meet working capital requirements. Gaming companies have historically reported EBITDA 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 EBITDA calculations pre-
|
|
25
|
|
(2)
|
Excludes
$0.3 million
included in pre-opening expenses for the three months ended
March 31, 2019
.
|
|
March 31,
2019 |
|
December 31,
2018 |
||||
Assets
|
|
|
|
||||
Macau Operations:
|
|
|
|
||||
Wynn Palace
|
$
|
3,847,889
|
|
|
$
|
3,858,904
|
|
Wynn Macau
|
1,588,194
|
|
|
1,903,921
|
|
||
Other Macau
|
67,983
|
|
|
68,487
|
|
||
Total Macau Operations
|
5,504,066
|
|
|
5,831,312
|
|
||
Las Vegas Operations
|
2,966,222
|
|
|
2,792,508
|
|
||
Encore Boston Harbor
|
2,111,095
|
|
|
1,865,286
|
|
||
Corporate and other
|
2,579,844
|
|
|
2,727,163
|
|
||
Total
|
$
|
13,161,227
|
|
|
$
|
13,216,269
|
|
|
26
|
|
•
|
Approximately 424,000 square feet of casino space, offering 24-hour gaming and a full range of games with 326 table games and 1,135 slot machines, private gaming salons and sky casinos;
|
•
|
A luxury hotel with a total of 1,706 guest rooms, suites and villas;
|
•
|
14 food and beverage outlets;
|
•
|
Approximately 106,000 square feet of high-end, brand-name retail space;
|
•
|
Approximately 37,000 square feet of meeting and convention space;
|
•
|
Recreation and leisure facilities, including a gondola ride, health club, spa, salon and pool; and
|
•
|
Public attractions including a performance lake, floral art displays and fine art displays.
|
•
|
Approximately 272,000 square feet of casino space, offering 24-hour gaming and a full range of games with 328 table games and 865 slot machines, private gaming salons, sky casinos and a poker pit;
|
•
|
Two luxury hotel towers with a total of 1,008 guest rooms and suites;
|
•
|
12 food and beverage outlets;
|
•
|
Approximately 59,000 square feet of high-end, brand-name retail space;
|
•
|
Approximately 31,000 square feet of meeting and convention space;
|
•
|
Recreation and leisure facilities, including two health clubs, spas, a salon and a pool; and
|
•
|
A rotunda show featuring a Chinese zodiac-inspired ceiling along with gold "prosperity tree" and "dragon of fortune" attractions.
|
|
27
|
|
•
|
Approximately 194,000 square feet of casino space, offering 24-hour gaming and a full range of games with 233 table games and 1,804 slot machines, private gaming salons, a sky casino, a poker room, and a race and sports book;
|
•
|
Two luxury hotel towers with a total of 4,748 guest rooms, suites and villas;
|
•
|
33 food and beverage outlets;
|
•
|
Approximately 160,000 square feet of high-end, brand-name retail space (the majority of which is owned and operated by the Retail Joint Venture);
|
•
|
Approximately 290,000 square feet of meeting and convention space;
|
•
|
Three nightclubs and a beach club;
|
•
|
Recreation and leisure facilities, including swimming pools, private cabanas, two full service spas and salons, and a wedding chapel; and
|
•
|
A specially designed theater presenting "Le Rêve—The Dream," a water-based theatrical production and a theater presenting entertainment productions and various headliner entertainment acts.
|
|
28
|
|
•
|
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.
|
•
|
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.
|
•
|
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.
|
•
|
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.
|
|
29
|
|
|
Three Months Ended March 31,
|
|
|
|||||||||||
|
2019
|
|
2018
|
|
Increase/ (Decrease)
|
|
Percent Change
|
|||||||
Operating revenues
|
$
|
1,651,546
|
|
|
$
|
1,715,578
|
|
|
$
|
(64,032
|
)
|
|
(3.7
|
)
|
Net income (loss) attributable to Wynn Resorts, Limited
|
104,872
|
|
|
(204,307
|
)
|
|
309,179
|
|
|
151.3
|
|
|||
Diluted net income (loss) per share
|
0.98
|
|
|
(1.99
|
)
|
|
2.97
|
|
|
149.2
|
|
|||
Adjusted Property EBITDA
(1)
|
494,777
|
|
|
564,329
|
|
|
(69,552
|
)
|
|
(12.3
|
)
|
|
Three Months Ended March 31,
|
|
|
|
|
|||||||||
|
2019
|
|
2018
|
|
Increase/ (Decrease)
|
|
Percent
Change
|
|||||||
Operating revenues
|
|
|
|
|
|
|
|
|||||||
Macau Operations:
|
|
|
|
|
|
|
|
|||||||
Wynn Palace
|
$
|
726,622
|
|
|
$
|
665,846
|
|
|
$
|
60,776
|
|
|
9.1
|
|
Wynn Macau
|
523,891
|
|
|
618,241
|
|
|
(94,350
|
)
|
|
(15.3
|
)
|
|||
Total Macau Operations
|
1,250,513
|
|
|
1,284,087
|
|
|
(33,574
|
)
|
|
(2.6
|
)
|
|||
Las Vegas Operations
|
401,033
|
|
|
431,491
|
|
|
(30,458
|
)
|
|
(7.1
|
)
|
|||
|
$
|
1,651,546
|
|
|
$
|
1,715,578
|
|
|
$
|
(64,032
|
)
|
|
(3.7
|
)
|
|
Three Months Ended March 31,
|
|
|
|
|
|||||||||
|
2019
|
|
2018
|
|
Increase/ (Decrease)
|
|
Percent
Change
|
|||||||
Operating revenues
|
|
|
|
|
|
|
|
|||||||
Casino revenues
|
$
|
1,185,101
|
|
|
$
|
1,242,139
|
|
|
$
|
(57,038
|
)
|
|
(4.6
|
)
|
Non-casino revenues:
|
|
|
|
|
|
|
|
|
||||||
Rooms
|
191,270
|
|
|
190,310
|
|
|
960
|
|
|
0.5
|
|
|||
Food and beverage
|
173,219
|
|
|
172,222
|
|
|
997
|
|
|
0.6
|
|
|||
Entertainment, retail and other
|
101,956
|
|
|
110,907
|
|
|
(8,951
|
)
|
|
(8.1
|
)
|
|||
Total non-casino revenues
|
466,445
|
|
|
473,439
|
|
|
(6,994
|
)
|
|
(1.5
|
)
|
|||
|
$
|
1,651,546
|
|
|
$
|
1,715,578
|
|
|
$
|
(64,032
|
)
|
|
(3.7
|
)
|
|
30
|
|
|
Three Months Ended March 31,
|
|
|
|
|
|||||||||
|
2019
|
|
2018
|
|
Increase/
(Decrease)
|
|
Percent
Change
|
|||||||
Macau Operations:
|
|
|
|
|
|
|
|
|||||||
Wynn Palace:
|
|
|
|
|
|
|
|
|||||||
Total casino revenues
|
$
|
623,175
|
|
|
$
|
568,460
|
|
|
$
|
54,715
|
|
|
9.6
|
|
VIP:
|
|
|
|
|
|
|
|
|||||||
Average number of table games
|
111
|
|
|
115
|
|
|
(4
|
)
|
|
(3.5
|
)
|
|||
VIP turnover
|
$
|
12,627,262
|
|
|
$
|
15,385,833
|
|
|
$
|
(2,758,571
|
)
|
|
(17.9
|
)
|
VIP table games win
|
$
|
493,184
|
|
|
$
|
399,891
|
|
|
$
|
93,293
|
|
|
23.3
|
|
VIP win as a % of turnover
|
3.91
|
%
|
|
2.60
|
%
|
|
1.31
|
|
|
|
||||
Table games win per unit per day
|
$
|
49,156
|
|
|
$
|
38,533
|
|
|
$
|
10,623
|
|
|
27.6
|
|
Mass market:
|
|
|
|
|
|
|
|
|||||||
Average number of table games
|
211
|
|
|
211
|
|
|
—
|
|
|
—
|
|
|||
Table drop
|
$
|
1,303,924
|
|
|
$
|
1,217,201
|
|
|
$
|
86,723
|
|
|
7.1
|
|
Table games win
|
$
|
315,469
|
|
|
$
|
310,159
|
|
|
$
|
5,310
|
|
|
1.7
|
|
Table games win %
|
24.2
|
%
|
|
25.5
|
%
|
|
(1.3
|
)
|
|
|
||||
Table games win per unit per day
|
$
|
16,646
|
|
|
$
|
16,341
|
|
|
$
|
305
|
|
|
1.9
|
|
Average number of slot machines
|
1,091
|
|
|
1,062
|
|
|
29
|
|
|
2.7
|
|
|||
Slot machine handle
|
$
|
975,048
|
|
|
$
|
1,058,096
|
|
|
$
|
(83,048
|
)
|
|
(7.8
|
)
|
Slot machine win
|
$
|
51,401
|
|
|
$
|
55,785
|
|
|
$
|
(4,384
|
)
|
|
(7.9
|
)
|
Slot machine win per unit per day
|
$
|
524
|
|
|
$
|
584
|
|
|
$
|
(60
|
)
|
|
(10.3
|
)
|
Wynn Macau:
|
|
|
|
|
|
|
|
|||||||
Total casino revenues
|
$
|
450,242
|
|
|
$
|
539,035
|
|
|
$
|
(88,793
|
)
|
|
(16.5
|
)
|
VIP:
|
|
|
|
|
|
|
|
|||||||
Average number of table games
|
113
|
|
|
114
|
|
|
(1
|
)
|
|
(0.9
|
)
|
|||
VIP turnover
|
$
|
10,194,031
|
|
|
$
|
17,087,455
|
|
|
$
|
(6,893,424
|
)
|
|
(40.3
|
)
|
VIP table games win
|
$
|
295,298
|
|
|
$
|
445,189
|
|
|
$
|
(149,891
|
)
|
|
(33.7
|
)
|
VIP win as a % of turnover
|
2.90
|
%
|
|
2.61
|
%
|
|
0.29
|
|
|
|
||||
Table games win per unit per day
|
$
|
29,099
|
|
|
$
|
43,531
|
|
|
$
|
(14,432
|
)
|
|
(33.2
|
)
|
Mass market:
|
|
|
|
|
|
|
|
|||||||
Average number of table games
|
206
|
|
|
203
|
|
|
3
|
|
|
1.5
|
|
|||
Table drop
|
$
|
1,351,693
|
|
|
$
|
1,322,815
|
|
|
$
|
28,878
|
|
|
2.2
|
|
Table games win
|
$
|
264,542
|
|
|
$
|
256,481
|
|
|
$
|
8,061
|
|
|
3.1
|
|
Table games win %
|
19.6
|
%
|
|
19.4
|
%
|
|
0.2
|
|
|
|
||||
Table games win per unit per day
|
$
|
14,283
|
|
|
$
|
14,042
|
|
|
$
|
241
|
|
|
1.7
|
|
Average number of slot machines
|
826
|
|
|
939
|
|
|
(113
|
)
|
|
(12.0
|
)
|
|||
Slot machine handle
|
$
|
794,367
|
|
|
$
|
1,002,819
|
|
|
$
|
(208,452
|
)
|
|
(20.8
|
)
|
Slot machine win
|
$
|
37,894
|
|
|
$
|
41,765
|
|
|
$
|
(3,871
|
)
|
|
(9.3
|
)
|
Slot machine win per unit per day
|
$
|
510
|
|
|
$
|
494
|
|
|
$
|
16
|
|
|
3.2
|
|
|
31
|
|
|
Three Months Ended March 31,
|
|
|
|
|
|||||||||
|
2019
|
|
2018
|
|
Increase/
(Decrease) |
|
Percent
Change |
|||||||
Las Vegas Operations:
|
|
|
|
|
|
|
|
|||||||
Total casino revenues
|
$
|
111,684
|
|
|
$
|
134,644
|
|
|
$
|
(22,960
|
)
|
|
(17.1
|
)
|
Average number of table games
|
238
|
|
|
238
|
|
|
—
|
|
|
—
|
|
|||
Table drop
|
$
|
404,073
|
|
|
$
|
536,581
|
|
|
$
|
(132,508
|
)
|
|
(24.7
|
)
|
Table games win
|
$
|
111,370
|
|
|
$
|
154,433
|
|
|
$
|
(43,063
|
)
|
|
(27.9
|
)
|
Table games win %
|
27.6
|
%
|
|
28.8
|
%
|
|
(1.2
|
)
|
|
|
||||
Table games win per unit per day
|
$
|
5,198
|
|
|
$
|
7,212
|
|
|
$
|
(2,014
|
)
|
|
(27.9
|
)
|
Average number of slot machines
|
1,807
|
|
|
1,829
|
|
|
(22
|
)
|
|
(1.2
|
)
|
|||
Slot machine handle
|
$
|
789,310
|
|
|
$
|
744,133
|
|
|
$
|
45,177
|
|
|
6.1
|
|
Slot machine win
|
$
|
54,544
|
|
|
$
|
49,264
|
|
|
$
|
5,280
|
|
|
10.7
|
|
Slot machine win per unit per day
|
$
|
335
|
|
|
$
|
299
|
|
|
$
|
36
|
|
|
12.2
|
|
|
Three Months Ended March 31,
|
|
|
|
|
|||||||||
|
2019
|
|
2018
|
|
Increase/
(Decrease) |
|
Percent Change
|
|||||||
Macau Operations:
|
|
|
|
|
|
|
|
|||||||
Wynn Palace
:
|
|
|
|
|
|
|
|
|||||||
Total room revenues (dollars in thousands)
|
$
|
43,314
|
|
|
$
|
40,441
|
|
|
$
|
2,873
|
|
|
7.1
|
|
Occupancy
|
97.2
|
%
|
|
96.8
|
%
|
|
0.4
|
|
|
|
||||
ADR
|
$
|
271
|
|
|
$
|
252
|
|
|
$
|
19
|
|
|
7.7
|
|
REVPAR
|
$
|
264
|
|
|
$
|
244
|
|
|
$
|
20
|
|
|
8.2
|
|
Wynn Macau:
|
|
|
|
|
|
|
|
|||||||
Total room revenues (dollars in thousands)
|
$
|
28,867
|
|
|
$
|
28,412
|
|
|
$
|
455
|
|
|
1.6
|
|
Occupancy
|
99.3
|
%
|
|
99.0
|
%
|
|
0.3
|
|
|
|
||||
ADR
|
$
|
290
|
|
|
$
|
291
|
|
|
$
|
(1
|
)
|
|
(0.4
|
)
|
REVPAR
|
$
|
288
|
|
|
$
|
288
|
|
|
$
|
—
|
|
|
—
|
|
Las Vegas Operations:
|
|
|
|
|
|
|
|
|||||||
Total room revenues (dollars in thousands)
|
$
|
119,089
|
|
|
$
|
121,457
|
|
|
$
|
(2,368
|
)
|
|
(1.9
|
)
|
Occupancy
|
82.6
|
%
|
|
83.9
|
%
|
|
(1.3
|
)
|
|
|
||||
ADR
|
$
|
338
|
|
|
$
|
340
|
|
|
$
|
(2
|
)
|
|
(0.6
|
)
|
REVPAR
|
$
|
279
|
|
|
$
|
285
|
|
|
$
|
(6
|
)
|
|
(2.1
|
)
|
|
32
|
|
|
Three Months Ended March 31,
|
|
|
|
|
|||||||||
|
2019
|
|
2018
|
|
Increase / (Decrease)
|
|
Percent Change
|
|||||||
Operating expenses:
|
|
|
|
|
|
|
|
|||||||
Casino
|
$
|
750,071
|
|
|
$
|
764,401
|
|
|
$
|
(14,330
|
)
|
|
(1.9
|
)
|
Rooms
|
63,706
|
|
|
63,197
|
|
|
509
|
|
|
0.8
|
|
|||
Food and beverage
|
148,761
|
|
|
137,658
|
|
|
11,103
|
|
|
8.1
|
|
|||
Entertainment, retail and other
|
44,044
|
|
|
48,030
|
|
|
(3,986
|
)
|
|
(8.3
|
)
|
|||
General and administrative
|
217,322
|
|
|
169,585
|
|
|
47,737
|
|
|
28.1
|
|
|||
Litigation settlement
|
—
|
|
|
463,557
|
|
|
(463,557
|
)
|
|
(100.0
|
)
|
|||
Provision for doubtful accounts
|
5,422
|
|
|
691
|
|
|
4,731
|
|
|
684.7
|
|
|||
Pre-opening
|
27,713
|
|
|
10,345
|
|
|
17,368
|
|
|
167.9
|
|
|||
Depreciation and amortization
|
136,557
|
|
|
136,357
|
|
|
200
|
|
|
0.1
|
|
|||
Property charges and other
|
2,774
|
|
|
3,051
|
|
|
(277
|
)
|
|
(9.1
|
)
|
|||
Total operating expenses
|
$
|
1,396,370
|
|
|
$
|
1,796,872
|
|
|
$
|
(400,502
|
)
|
|
(22.3
|
)
|
|
33
|
|
|
Three Months Ended March 31,
|
|
|
|
|
|||||||||
|
2019
|
|
2018
|
|
Increase/ (Decrease)
|
|
Percent
Change
|
|||||||
Interest expense
|
|
|
|
|
|
|
|
|||||||
Interest cost, including amortization of debt issuance costs and original issue discount and premium
|
$
|
115,898
|
|
|
$
|
107,071
|
|
|
$
|
8,827
|
|
|
8.2
|
|
Capitalized interest
|
(22,718
|
)
|
|
(8,844
|
)
|
|
(13,874
|
)
|
|
156.9
|
|
|||
|
$
|
93,180
|
|
|
$
|
98,227
|
|
|
$
|
(5,047
|
)
|
|
(5.1
|
)
|
|
|
|
|
|
|
|
|
|||||||
Weighted average total debt balance
|
$
|
9,214,600
|
|
|
$
|
9,674,007
|
|
|
|
|
|
|||
Weighted average interest rate
|
5.02
|
%
|
|
4.42
|
%
|
|
|
|
|
|
34
|
|
|
Three Months Ended March 31,
|
|
|
|
|
|||||||||
|
2019
|
|
2018
|
|
Increase/ (Decrease)
|
|
Percent Change
|
|||||||
Wynn Palace
|
$
|
222,586
|
|
|
$
|
211,911
|
|
|
$
|
10,675
|
|
|
5.0
|
|
Wynn Macau
|
163,889
|
|
|
209,822
|
|
|
(45,933
|
)
|
|
(21.9
|
)
|
|||
Las Vegas Operations
|
108,302
|
|
|
142,596
|
|
|
(34,294
|
)
|
|
(24.0
|
)
|
|
35
|
|
|
Three Months Ended March 31,
|
||||||
Cash Flows - Summary
|
2019
|
|
2018
|
||||
Net cash provided by (used in) operating activities
|
$
|
263,858
|
|
|
$
|
(53,646
|
)
|
Net cash used in investing activities:
|
|
|
|
||||
Capital expenditures, net of construction payables and retention
|
(310,279
|
)
|
|
(514,536
|
)
|
||
Purchase of intangible and other assets
|
(1,000
|
)
|
|
(32,040
|
)
|
||
Proceeds from the sale or maturity of investment securities
|
—
|
|
|
227,668
|
|
||
Purchase of investment securities
|
—
|
|
|
(89,298
|
)
|
||
Proceeds from sale of assets
|
404
|
|
|
93
|
|
||
Net cash used in investing activities
|
(310,875
|
)
|
|
(408,113
|
)
|
||
|
|
|
|
||||
Net cash used in financing activities
|
|
|
|
||||
Proceeds from issuance of long-term debt
|
250,000
|
|
|
1,673,605
|
|
||
Repayments of long-term debt
|
(500,503
|
)
|
|
(1,977,045
|
)
|
||
Proceeds from note receivable from sale of ownership interest in subsidiary
|
—
|
|
|
75,000
|
|
||
Repurchase of common stock
|
(5,401
|
)
|
|
(499
|
)
|
||
Proceeds from exercise of stock options
|
4,064
|
|
|
4,828
|
|
||
Dividends paid
|
(80,773
|
)
|
|
(51,456
|
)
|
||
Payments for financing costs
|
(10,496
|
)
|
|
(31,680
|
)
|
||
Net cash used in financing activities
|
(343,109
|
)
|
|
(307,247
|
)
|
||
|
|
|
|
||||
Effect of exchange rate on cash, cash equivalents and restricted cash
|
(2,404
|
)
|
|
(3,949
|
)
|
||
Decrease in cash, cash equivalents and restricted cash
|
$
|
(392,530
|
)
|
|
$
|
(772,955
|
)
|
|
36
|
|
|
Total Cash and Cash Equivalents
|
|
Revolver Borrowing Capacity
|
||||
Wynn Macau, Limited
|
$
|
899,760
|
|
|
$
|
622,298
|
|
Wynn America, LLC
|
155,604
|
|
|
357,250
|
|
||
Wynn Resorts, Limited and other
|
767,527
|
|
|
—
|
|
||
Total cash and cash equivalents
|
$
|
1,822,891
|
|
|
$
|
979,548
|
|
|
37
|
|
|
38
|
|
•
|
controversy and litigation related to Stephen A. Wynn and his separation from the Company;
|
•
|
extensive regulation of our business (including the Chinese government's ongoing anti-corruption campaign) and the cost of compliance or failure to comply with applicable laws and regulations;
|
•
|
pending or future claims and legal proceedings, regulatory or enforcement actions or probity investigations;
|
•
|
our ability to maintain our gaming licenses and concessions;
|
•
|
our dependence on key employees;
|
•
|
general global political and economic conditions, in the U.S. and China, which may impact levels of travel, leisure and consumer spending;
|
•
|
restrictions or conditions on visitation by citizens of mainland China to Macau;
|
•
|
the impact on the travel and leisure industry from factors such as an outbreak of an infectious disease, extreme weather patterns or natural disasters, military conflicts and any future security alerts and/or terrorist attacks;
|
•
|
doing business in foreign locations such as Macau;
|
•
|
our ability to maintain our customer relationships and collect and enforce gaming receivables;
|
•
|
our relationships with Macau gaming promoters;
|
•
|
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;
|
•
|
factors affecting the development and success of new gaming and resort properties (including limited labor resources, government labor and gaming policies and transportation infrastructure in Macau; and cost increases, environmental regulation, and our ability to secure necessary permits and approvals in Everett, Massachusetts);
|
•
|
construction risks (including disputes with and defaults by contractors and subcontractors; construction, equipment or staffing problems; shortages of materials or skilled labor; environment, health and safety issues; and unanticipated cost increases);
|
•
|
legalization of gaming in other jurisdictions;
|
•
|
any violations by us of the anti-money laundering laws or Foreign Corrupt Practices Act;
|
•
|
changes in gaming laws or regulations;
|
•
|
changes in federal, foreign, or state tax laws or the administration of such laws;
|
•
|
potential violations of law by Mr. Kazuo Okada, a former stockholder of ours;
|
•
|
continued compliance with all provisions in our debt agreements;
|
•
|
conditions precedent to funding under our credit facilities;
|
•
|
leverage and debt service (including sensitivity to fluctuations in interest rates);
|
•
|
cybersecurity risk, including misappropriation of customer information or other breaches of information security;
|
•
|
our ability to protect our intellectual property rights; and
|
•
|
our current and future insurance coverage levels.
|
|
39
|
|
|
40
|
|
|
41
|
|
|
42
|
|
(a)
|
Exhibits
|
Exhibit
No.
|
|
Description
|
3.1
|
|
|
3.2
|
|
|
*10.1
|
|
|
*31.1
|
|
|
*31.2
|
|
|
*32
|
|
|
*101
|
|
The following financial information from the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2019, filed with the SEC on May 2, 2019 formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Consolidated Balance Sheets as of March 31, 2019 and December 31, 2018, (ii) the Condensed Consolidated Statements of Operations for the three months ended March 31, 2019 and 2018, (iii) the Condensed Consolidated Statements of Comprehensive Income (Loss) for the three months ended March 31, 2019 and 2018, (iv) the Condensed Consolidated Statements of Stockholders' Equity as of March 31, 2019 and 2018, (v) the Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2019 and 2018, and (vi) Notes to Condensed Consolidated Financial Statements.
|
|
|
*
|
Filed herein
|
|
43
|
|
|
|
|
|
WYNN RESORTS, LIMITED
|
|
|
|
||
Dated: May 9, 2019
|
|
By:
|
|
/s/ Craig S. Billings
|
|
|
Craig S. Billings
|
||
|
|
Chief Financial Officer and Treasurer
|
||
|
|
(Principal Financial and Accounting Officer)
|
|
44
|
|
Installment Payment Date
|
Principal Amount
|
March 31, 2019
|
$1,875,000
|
June 30, 2019
|
$1,875,000
|
September 30, 2019
|
$1,875,000
|
December 31, 2019
|
$1,875,000
|
March 31, 2020
|
$1,875,000
|
June 30, 2020
|
$1,875,000
|
September 30, 2020
|
$1,875,000
|
December 31, 2020
|
$1,875,000
|
March 31, 2021
|
$1,875,000
|
June 30, 2021
|
$1,875,000
|
September 30, 2021
|
$1,875,000
|
December 31, 2021
|
$1,875,000
|
March 31, 2022
|
$1,875,000
|
June 30, 2022
|
$1,875,000
|
September 30, 2022
|
$1,875,000
|
December 31, 2022
|
$1,875,000
|
March 31, 2023
|
$1,875,000
|
June 30, 2023
|
$1,875,000
|
September 30, 2023
|
$1,875,000
|
December 31, 2023
|
$1,875,000
|
March 31, 2024
|
$1,875,000
|
June 30, 2024
|
$1,875,000
|
September 30, 2024
|
$1,875,000
|
Term Facility Maturity Date
|
$706,875,000
|
Name of Incremental Term Facility Lender
|
Amount
|
|
|
Deutsche Bank AG New York Branch
|
|
$250,000,000
|
|
|
Total: $250,000,000
|
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Wynn Resorts, Limited;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
/s/ Matt Maddox
|
|
Matt Maddox
|
|
Director, Chief Executive Officer and President
|
|
(Principal Executive Officer)
|
1.
|
I have reviewed this Quarterly Report on Form 10-Q of Wynn Resorts, Limited;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
a.
|
Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
b.
|
Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
c.
|
Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
d.
|
Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions):
|
a.
|
All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
b.
|
Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
|
/s/ Craig S. Billings
|
|
Craig S. Billings
|
|
Chief Financial Officer and Treasurer
|
|
(Principal Financial and Accounting Officer)
|
1.
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2.
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.
|
/s/ Matt Maddox
|
|
||
Name:
|
|
Matt Maddox
|
|
Title:
|
|
Director, Chief Executive Officer and President
|
|
|
|
(Principal Executive Officer)
|
|
Date:
|
|
May 9, 2019
|
|
/s/ Craig S. Billings
|
|
||
Name:
|
|
Craig S. Billings
|
|
Title:
|
|
Chief Financial Officer and Treasurer
|
|
|
|
(Principal Financial and Accounting Officer)
|
|
Date:
|
|
May 9, 2019
|
|