ý
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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¨
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
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Nevada
|
|
27-0099920
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(State or other jurisdiction of
incorporation or organization)
|
|
(I.R.S. Employer
Identification No.)
|
Large accelerated filer
|
|
ý
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Accelerated filer
|
|
¨
|
|
|
|
|
|||
Non-accelerated filer
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¨
(Do not check if a smaller reporting company)
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|
Smaller reporting company
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¨
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Class
|
|
Outstanding at May 4, 2016
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Common Stock ($0.001 par value)
|
|
794,718,776 shares
|
|
|
|
|
|
|
Item 1.
|
||
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||
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||
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||
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||
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||
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Item 2.
|
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Item 3.
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Item 4.
|
||
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Item 1.
|
||
Item 1A.
|
||
Item 2.
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Item 6.
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||
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Three Months Ended
March 31, |
||||||
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2016
|
|
2015
|
||||
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(In thousands, except share and per share data)
(Unaudited)
|
||||||
Revenues:
|
|
|
|
||||
Casino
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$
|
2,082,196
|
|
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$
|
2,376,688
|
|
Rooms
|
366,300
|
|
|
371,413
|
|
||
Food and beverage
|
187,567
|
|
|
189,411
|
|
||
Mall
|
134,931
|
|
|
127,814
|
|
||
Convention, retail and other
|
123,552
|
|
|
134,137
|
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||
|
2,894,546
|
|
|
3,199,463
|
|
||
Less — promotional allowances
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(178,306
|
)
|
|
(187,841
|
)
|
||
Net revenues
|
2,716,240
|
|
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3,011,622
|
|
||
Operating expenses:
|
|
|
|
||||
Casino
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1,218,928
|
|
|
1,334,829
|
|
||
Rooms
|
65,350
|
|
|
65,791
|
|
||
Food and beverage
|
102,296
|
|
|
99,247
|
|
||
Mall
|
14,481
|
|
|
15,137
|
|
||
Convention, retail and other
|
58,533
|
|
|
68,257
|
|
||
Provision for doubtful accounts
|
45,397
|
|
|
57,350
|
|
||
General and administrative
|
299,200
|
|
|
324,478
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|
||
Corporate
|
46,628
|
|
|
45,223
|
|
||
Pre-opening
|
8,609
|
|
|
9,579
|
|
||
Development
|
2,377
|
|
|
1,533
|
|
||
Depreciation and amortization
|
259,876
|
|
|
253,922
|
|
||
Amortization of leasehold interests in land
|
9,547
|
|
|
9,838
|
|
||
(Gain) loss on disposal of assets
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(612
|
)
|
|
15,323
|
|
||
|
2,130,610
|
|
|
2,300,507
|
|
||
Operating income
|
585,630
|
|
|
711,115
|
|
||
Other income (expense):
|
|
|
|
||||
Interest income
|
2,027
|
|
|
6,378
|
|
||
Interest expense, net of amounts capitalized
|
(68,648
|
)
|
|
(66,255
|
)
|
||
Other income (expense)
|
(47,071
|
)
|
|
15,465
|
|
||
Income before income taxes
|
471,938
|
|
|
666,703
|
|
||
Income tax expense
|
(63,025
|
)
|
|
(55,665
|
)
|
||
Net income
|
408,913
|
|
|
611,038
|
|
||
Net income attributable to noncontrolling interests
|
(88,746
|
)
|
|
(99,115
|
)
|
||
Net income attributable to Las Vegas Sands Corp.
|
$
|
320,167
|
|
|
$
|
511,923
|
|
Earnings per share:
|
|
|
|
||||
Basic
|
$
|
0.40
|
|
|
$
|
0.64
|
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Diluted
|
$
|
0.40
|
|
|
$
|
0.64
|
|
Weighted average shares outstanding:
|
|
|
|
||||
Basic
|
794,488,858
|
|
|
797,935,314
|
|
||
Diluted
|
795,032,018
|
|
|
798,877,040
|
|
||
Dividends declared per common share
|
$
|
0.72
|
|
|
$
|
0.65
|
|
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Three Months Ended
March 31, |
||||||
|
|
2016
|
|
2015
|
||||
|
(In thousands)
(Unaudited)
|
|||||||
Net income
|
|
$
|
408,913
|
|
|
$
|
611,038
|
|
Currency translation adjustment, before and after tax
|
|
57,485
|
|
|
(82,299
|
)
|
||
Total comprehensive income
|
|
466,398
|
|
|
528,739
|
|
||
Comprehensive income attributable to noncontrolling interests
|
|
(87,540
|
)
|
|
(99,613
|
)
|
||
Comprehensive income attributable to Las Vegas Sands Corp.
|
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$
|
378,858
|
|
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$
|
429,126
|
|
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Las Vegas Sands Corp. Stockholders’ Equity
|
|
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||||||||||||||||||||||
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Common
Stock
|
|
Treasury
Stock |
|
Capital in
Excess of
Par Value
|
|
Accumulated
Other
Comprehensive
Income (Loss)
|
|
Retained
Earnings
|
|
Noncontrolling
Interests
|
|
Total
|
||||||||||||||
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(In thousands)
(Unaudited)
|
||||||||||||||||||||||||||
Balance at January 1, 2015
|
$
|
829
|
|
|
$
|
(2,237,952
|
)
|
|
$
|
6,428,762
|
|
|
$
|
76,101
|
|
|
$
|
2,945,846
|
|
|
$
|
1,806,996
|
|
|
$
|
9,020,582
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
511,923
|
|
|
99,115
|
|
|
611,038
|
|
|||||||
Currency translation adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
(82,797
|
)
|
|
—
|
|
|
498
|
|
|
(82,299
|
)
|
|||||||
Exercise of stock options
|
1
|
|
|
—
|
|
|
5,024
|
|
|
—
|
|
|
—
|
|
|
1,113
|
|
|
6,138
|
|
|||||||
Tax benefit from stock-based compensation
|
—
|
|
|
—
|
|
|
3,927
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
3,927
|
|
|||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
11,540
|
|
|
—
|
|
|
—
|
|
|
833
|
|
|
12,373
|
|
|||||||
Dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(519,141
|
)
|
|
(308,083
|
)
|
|
(827,224
|
)
|
|||||||
Distributions to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,652
|
)
|
|
(3,652
|
)
|
|||||||
Balance at March 31, 2015
|
$
|
830
|
|
|
$
|
(2,237,952
|
)
|
|
$
|
6,449,253
|
|
|
$
|
(6,696
|
)
|
|
$
|
2,938,628
|
|
|
$
|
1,596,820
|
|
|
$
|
8,740,883
|
|
Balance at January 1, 2016
|
$
|
830
|
|
|
$
|
(2,443,036
|
)
|
|
$
|
6,484,843
|
|
|
$
|
(66,283
|
)
|
|
$
|
2,840,387
|
|
|
$
|
1,601,246
|
|
|
$
|
8,417,987
|
|
Net income
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
320,167
|
|
|
88,746
|
|
|
408,913
|
|
|||||||
Currency translation adjustment
|
—
|
|
|
—
|
|
|
—
|
|
|
58,691
|
|
|
—
|
|
|
(1,206
|
)
|
|
57,485
|
|
|||||||
Exercise of stock options
|
—
|
|
|
—
|
|
|
881
|
|
|
—
|
|
|
—
|
|
|
598
|
|
|
1,479
|
|
|||||||
Tax shortfall from stock-based compensation
|
—
|
|
|
—
|
|
|
(225
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(225
|
)
|
|||||||
Conversion of equity awards to liability awards
|
—
|
|
|
—
|
|
|
(771
|
)
|
|
—
|
|
|
—
|
|
|
(328
|
)
|
|
(1,099
|
)
|
|||||||
Stock-based compensation
|
—
|
|
|
—
|
|
|
11,741
|
|
|
—
|
|
|
—
|
|
|
1,499
|
|
|
13,240
|
|
|||||||
Dividends declared
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(572,237
|
)
|
|
(308,138
|
)
|
|
(880,375
|
)
|
|||||||
Distributions to noncontrolling interests
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(3,428
|
)
|
|
(3,428
|
)
|
|||||||
Balance at March 31, 2016
|
$
|
830
|
|
|
$
|
(2,443,036
|
)
|
|
$
|
6,496,469
|
|
|
$
|
(7,592
|
)
|
|
$
|
2,588,317
|
|
|
$
|
1,378,989
|
|
|
$
|
8,013,977
|
|
|
Three Months Ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
|
(In thousands)
(Unaudited)
|
||||||
Cash flows from operating activities:
|
|
|
|
||||
Net income
|
$
|
408,913
|
|
|
$
|
611,038
|
|
Adjustments to reconcile net income to net cash generated from operating activities:
|
|
|
|
||||
Depreciation and amortization
|
259,876
|
|
|
253,922
|
|
||
Amortization of leasehold interests in land
|
9,547
|
|
|
9,838
|
|
||
Amortization of deferred financing costs and original issue discount
|
11,077
|
|
|
10,739
|
|
||
Amortization of deferred gain on and rent from mall sale transactions
|
(1,080
|
)
|
|
(1,080
|
)
|
||
Non-cash change in deferred proceeds from sale of The Shoppes at The Palazzo
|
26
|
|
|
141
|
|
||
(Gain) loss on disposal of assets
|
(612
|
)
|
|
15,323
|
|
||
Stock-based compensation expense
|
13,123
|
|
|
12,201
|
|
||
Provision for doubtful accounts
|
45,397
|
|
|
57,350
|
|
||
Foreign exchange (gain) loss
|
9,882
|
|
|
(12,366
|
)
|
||
Excess tax benefits from stock-based compensation
|
(11
|
)
|
|
(4,335
|
)
|
||
Deferred income taxes
|
14,225
|
|
|
(10,040
|
)
|
||
Changes in operating assets and liabilities:
|
|
|
|
||||
Accounts receivable
|
154,843
|
|
|
20,321
|
|
||
Inventories
|
(401
|
)
|
|
(650
|
)
|
||
Prepaid expenses and other
|
(3,474
|
)
|
|
272
|
|
||
Leasehold interests in land
|
—
|
|
|
(1,065
|
)
|
||
Accounts payable
|
(1,067
|
)
|
|
(18,156
|
)
|
||
Accrued interest payable
|
(368
|
)
|
|
712
|
|
||
Income taxes payable
|
18,705
|
|
|
58,509
|
|
||
Other accrued liabilities
|
(139,657
|
)
|
|
(268,379
|
)
|
||
Net cash generated from operating activities
|
798,944
|
|
|
734,295
|
|
||
Cash flows from investing activities:
|
|
|
|
||||
Change in restricted cash and cash equivalents
|
(9,360
|
)
|
|
(332
|
)
|
||
Capital expenditures
|
(343,570
|
)
|
|
(367,336
|
)
|
||
Proceeds from disposal of property and equipment
|
2,175
|
|
|
417
|
|
||
Net cash used in investing activities
|
(350,755
|
)
|
|
(367,251
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Proceeds from exercise of stock options
|
1,479
|
|
|
6,138
|
|
||
Excess tax benefits from stock-based compensation
|
11
|
|
|
4,335
|
|
||
Dividends paid
|
(880,430
|
)
|
|
(826,960
|
)
|
||
Distributions to noncontrolling interests
|
(3,428
|
)
|
|
(3,652
|
)
|
||
Proceeds from long-term debt (Note 3)
|
350,247
|
|
|
—
|
|
||
Repayments of long-term debt (Note 3)
|
(418,656
|
)
|
|
(624,950
|
)
|
||
Net cash used in financing activities
|
(950,777
|
)
|
|
(1,445,089
|
)
|
||
Effect of exchange rate on cash
|
18,741
|
|
|
(21,809
|
)
|
||
Decrease in cash and cash equivalents
|
(483,847
|
)
|
|
(1,099,854
|
)
|
||
Cash and cash equivalents at beginning of period
|
2,179,490
|
|
|
3,506,319
|
|
||
Cash and cash equivalents at end of period
|
$
|
1,695,643
|
|
|
$
|
2,406,465
|
|
|
Three Months Ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
|
(In thousands)
(Unaudited) |
||||||
Supplemental disclosure of cash flow information:
|
|
|
|
||||
Cash payments for interest, net of amounts capitalized
|
$
|
54,139
|
|
|
$
|
51,285
|
|
Cash payments for taxes, net of refunds
|
$
|
31,316
|
|
|
$
|
6,410
|
|
Change in construction payables
|
$
|
(20,055
|
)
|
|
$
|
(19,499
|
)
|
Non-cash investing and financing activities:
|
|
|
|
||||
Capitalized stock-based compensation costs
|
$
|
117
|
|
|
$
|
172
|
|
Change in dividends payable on unvested restricted stock and stock units included in other accrued liabilities
|
$
|
(55
|
)
|
|
$
|
264
|
|
Property and equipment acquired under capital lease
|
$
|
645
|
|
|
$
|
—
|
|
Conversion of equity awards to liability awards
|
$
|
1,099
|
|
|
$
|
—
|
|
|
March 31,
2016 |
|
December 31,
2015 |
||||
Land and improvements
|
$
|
559,478
|
|
|
$
|
556,947
|
|
Building and improvements
|
15,463,427
|
|
|
15,308,791
|
|
||
Furniture, fixtures, equipment and leasehold improvements
|
3,339,241
|
|
|
3,281,161
|
|
||
Transportation
|
456,969
|
|
|
456,942
|
|
||
Construction in progress
|
2,870,711
|
|
|
2,633,340
|
|
||
|
22,689,826
|
|
|
22,237,181
|
|
||
Less — accumulated depreciation and amortization
|
(6,780,066
|
)
|
|
(6,505,543
|
)
|
||
|
$
|
15,909,760
|
|
|
$
|
15,731,638
|
|
|
March 31,
2016 |
|
December 31,
2015 |
||||
The Parisian Macao
|
$
|
1,827,580
|
|
|
$
|
1,588,474
|
|
Four Seasons Macao (principally the Four Seasons Apartments)
|
422,713
|
|
|
424,273
|
|
||
Sands Cotai Central
|
272,240
|
|
|
270,472
|
|
||
Other
|
348,178
|
|
|
350,121
|
|
||
|
$
|
2,870,711
|
|
|
$
|
2,633,340
|
|
|
March 31,
2016 |
|
December 31,
2015 |
||||
Corporate and U.S. Related:
|
|
|
|
||||
2013 U.S. Credit Facility — Term B (net of unamortized original issue discount and deferred financing costs of $15,290 and $16,102, respectively)
|
$
|
2,184,085
|
|
|
$
|
2,188,898
|
|
2013 U.S. Credit Facility — Revolving
(1)
|
235,000
|
|
|
630,000
|
|
||
Airplane Financings (net of unamortized deferred financing costs of $51 and $65, respectively)
|
59,012
|
|
|
59,918
|
|
||
HVAC Equipment Lease
|
14,794
|
|
|
15,155
|
|
||
Other
|
111
|
|
|
140
|
|
||
Macao Related:
|
|
|
|
||||
2011 VML Credit Facility — Extended Term (net of unamortized deferred financing costs of $43,753 and $46,943, respectively)
|
2,344,656
|
|
|
2,342,608
|
|
||
2011 VML Credit Facility — Accordion Term (net of unamortized deferred financing costs of $9,610 and $10,147, respectively)
|
989,742
|
|
|
989,792
|
|
||
2011 VML Credit Facility — Extended Revolving
(1)
|
350,226
|
|
|
—
|
|
||
Other
|
4,494
|
|
|
4,353
|
|
||
Singapore Related:
|
|
|
|
||||
2012 Singapore Credit Facility — Term (net of unamortized deferred financing costs of $57,083 and $58,743, respectively)
|
3,205,123
|
|
|
3,113,184
|
|
||
|
9,387,243
|
|
|
9,344,048
|
|
||
Less — current maturities
|
(152,020
|
)
|
|
(95,367
|
)
|
||
Total long-term debt
|
$
|
9,235,223
|
|
|
$
|
9,248,681
|
|
(1)
|
Unamortized deferred financing costs of
$43.0 million
and
$45.7 million
as of March 31, 2016 and December 31, 2015, respectively, related to the U.S., Macao and Singapore revolving credit facilities are included in other assets, net in the accompanying condensed consolidated balance sheets.
|
|
Three Months Ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
Proceeds from 2011 VML Credit Facility
|
$
|
350,247
|
|
|
$
|
—
|
|
Repayments on 2013 U.S. Credit Facility
|
$
|
(400,625
|
)
|
|
$
|
(165,625
|
)
|
Repayments on 2011 VML Credit Facility
|
—
|
|
|
(440,416
|
)
|
||
Repayments on 2012 Singapore Credit Facility
|
(16,215
|
)
|
|
(17,082
|
)
|
||
Repayments on Airplane Financings
|
(922
|
)
|
|
(922
|
)
|
||
Repayments on HVAC Equipment Lease and Other Long-Term Debt
|
(894
|
)
|
|
(905
|
)
|
||
|
$
|
(418,656
|
)
|
|
$
|
(624,950
|
)
|
|
|
Three Months Ended
March 31, |
||||
|
|
2016
|
|
2015
|
||
Weighted-average common shares outstanding (used in the calculation of basic earnings per share)
|
|
794,488,858
|
|
|
797,935,314
|
|
Potential dilution from stock options and restricted stock and stock units
|
|
543,160
|
|
|
941,726
|
|
Weighted-average common and common equivalent shares (used in the calculation of diluted earnings per share)
|
|
795,032,018
|
|
|
798,877,040
|
|
Antidilutive stock options excluded from the calculation of diluted earnings per share
|
|
6,685,342
|
|
|
5,925,307
|
|
|
Three Months Ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
Compensation expense:
|
|
|
|
||||
Stock options
|
$
|
8,316
|
|
|
$
|
8,995
|
|
Restricted stock and stock units
|
5,378
|
|
|
3,206
|
|
||
|
$
|
13,694
|
|
|
$
|
12,201
|
|
Compensation cost capitalized as part of property and equipment
|
$
|
117
|
|
|
$
|
172
|
|
LVSC 2004 Plan:
|
|
|
|
||||
Stock options granted
|
1,112
|
|
|
308
|
|
||
Weighted average grant date fair value
|
$
|
8.52
|
|
|
$
|
12.35
|
|
Restricted stock granted
|
44
|
|
|
22
|
|
||
Weighted average grant date fair value
|
$
|
40.87
|
|
|
$
|
55.41
|
|
Restricted stock units granted
|
—
|
|
|
—
|
|
||
Weighted average grant date fair value
|
$
|
—
|
|
|
$
|
—
|
|
SCL Equity Plan:
|
|
|
|
||||
Stock options granted
|
17,429
|
|
|
648
|
|
||
Weighted average grant date fair value
|
$
|
0.73
|
|
|
$
|
1.06
|
|
Restricted stock units granted
|
—
|
|
|
119
|
|
||
Weighted average grant date fair value
|
$
|
—
|
|
|
$
|
4.90
|
|
|
|
Three Months Ended
March 31, |
||||
|
|
2016
|
|
2015
|
||
LVSC 2004 Plan:
|
|
|
|
|
||
Weighted average volatility
|
|
35.3
|
%
|
|
38.0
|
%
|
Expected term (in years)
|
|
5.8
|
|
|
5.8
|
|
Risk-free rate
|
|
1.5
|
%
|
|
1.3
|
%
|
Expected dividends
|
|
6.0
|
%
|
|
4.7
|
%
|
SCL Equity Plan:
|
|
|
|
|
||
Weighted average volatility
|
|
40.9
|
%
|
|
44.6
|
%
|
Expected term (in years)
|
|
4.4
|
|
|
4.0
|
|
Risk-free rate
|
|
1.3
|
%
|
|
1.0
|
%
|
Expected dividends
|
|
5.5
|
%
|
|
5.5
|
%
|
|
|
|
Fair Value Measurements Using:
|
||||||||||||
|
Total Carrying
Value
|
|
Quoted Market
Prices in Active
Markets (Level 1)
|
|
Significant Other
Observable
Inputs (Level 2)
|
|
Significant
Unobservable
Inputs (Level 3)
|
||||||||
As of March 31, 2016
|
|
|
|
|
|
|
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Cash equivalents
(1)
|
$
|
612,291
|
|
|
$
|
612,291
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Interest rate caps
(2)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
Forward contracts
(3)
|
$
|
32,865
|
|
|
$
|
—
|
|
|
$
|
32,865
|
|
|
$
|
—
|
|
As of December 31, 2015
|
|
|
|
|
|
|
|
||||||||
Assets
|
|
|
|
|
|
|
|
||||||||
Cash equivalents
(1)
|
$
|
905,276
|
|
|
$
|
905,276
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Forward contracts
(3)
|
$
|
4,197
|
|
|
$
|
—
|
|
|
$
|
4,197
|
|
|
$
|
—
|
|
Interest rate caps
(2)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(1)
|
The Company has short-term investments classified as cash equivalents as the original maturities are less than 90 days.
|
(2)
|
As of
March 31, 2016
and
December 31, 2015
, the Company had
one
interest rate cap agreement with a nominal aggregate fair value based on recently reported market transactions of interest rates, which was recorded in prepaid expenses and other in the accompanying condensed consolidated balance sheets.
|
(3)
|
As of
March 31, 2016
and
December 31, 2015
, the Company had
22
and
19
foreign currency forward contracts, respectively, with fair values based on recently reported market transactions of forward rates. Assets were included in prepaid expenses and other and liabilities were included in other accrued liabilities in the accompanying condensed consolidated balance sheets. For the
three
months ended
March 31, 2016
, the Company recorded a
$35.8 million
loss related to the change in fair value of the forward contracts. The Company did not have forward contracts during the
three
months ended
March 31, 2015
.
|
•
|
do not have a material impact on the financial statements of the Company;
|
•
|
do not warrant any restatement of the Company’s past financial statements; and
|
•
|
do not represent a material weakness in the Company’s internal controls over financial reporting as of
March 31, 2016
.
|
|
|
Three Months Ended
March 31, |
||||||
|
|
2016
|
|
2015
|
||||
Net Revenues
|
|
|
|
|
||||
Macao:
|
|
|
|
|
||||
The Venetian Macao
|
|
$
|
748,954
|
|
|
$
|
787,191
|
|
Sands Cotai Central
|
|
530,280
|
|
|
571,764
|
|
||
Four Seasons Macao
|
|
148,266
|
|
|
161,251
|
|
||
Sands Macao
|
|
175,091
|
|
|
225,371
|
|
||
Other Asia
|
|
38,589
|
|
|
35,479
|
|
||
|
|
1,641,180
|
|
|
1,781,056
|
|
||
Marina Bay Sands
|
|
603,653
|
|
|
784,816
|
|
||
United States:
|
|
|
|
|
||||
Las Vegas Operating Properties
|
|
384,876
|
|
|
376,383
|
|
||
Sands Bethlehem
|
|
138,668
|
|
|
127,699
|
|
||
|
|
523,544
|
|
|
504,082
|
|
||
Intersegment eliminations
|
|
(52,137
|
)
|
|
(58,332
|
)
|
||
Total net revenues
|
|
$
|
2,716,240
|
|
|
$
|
3,011,622
|
|
|
|
Three Months Ended
March 31, |
||||||
|
|
2016
|
|
2015
|
||||
Intersegment Revenues
|
|
|
|
|
||||
Macao:
|
|
|
|
|
||||
The Venetian Macao
|
|
$
|
1,682
|
|
|
$
|
1,493
|
|
Sands Cotai Central
|
|
112
|
|
|
78
|
|
||
Other Asia
|
|
9,218
|
|
|
10,212
|
|
||
|
|
11,012
|
|
|
11,783
|
|
||
Marina Bay Sands
|
|
2,161
|
|
|
2,799
|
|
||
Las Vegas Operating Properties
|
|
38,964
|
|
|
43,750
|
|
||
Total intersegment revenues
|
|
$
|
52,137
|
|
|
$
|
58,332
|
|
|
|
Three Months Ended
March 31, |
||||||
|
|
2016
|
|
2015
|
||||
Adjusted Property EBITDA
(1)
|
|
|
|
|
||||
Macao:
|
|
|
|
|
||||
The Venetian Macao
|
|
$
|
267,806
|
|
|
$
|
269,942
|
|
Sands Cotai Central
|
|
163,466
|
|
|
155,910
|
|
||
Four Seasons Macao
|
|
48,186
|
|
|
44,472
|
|
||
Sands Macao
|
|
30,971
|
|
|
57,378
|
|
||
Other Asia
|
|
7,660
|
|
|
3,532
|
|
||
|
|
518,089
|
|
|
531,234
|
|
||
Marina Bay Sands
|
|
274,872
|
|
|
415,272
|
|
||
United States:
|
|
|
|
|
||||
Las Vegas Operating Properties
|
|
86,898
|
|
|
74,109
|
|
||
Sands Bethlehem
|
|
37,725
|
|
|
29,893
|
|
||
|
|
124,623
|
|
|
104,002
|
|
||
Total adjusted property EBITDA
|
|
917,584
|
|
|
1,050,508
|
|
||
Other Operating Costs and Expenses
|
|
|
|
|
||||
Stock-based compensation
|
|
(5,529
|
)
|
|
(3,975
|
)
|
||
Corporate
|
|
(46,628
|
)
|
|
(45,223
|
)
|
||
Pre-opening
|
|
(8,609
|
)
|
|
(9,579
|
)
|
||
Development
|
|
(2,377
|
)
|
|
(1,533
|
)
|
||
Depreciation and amortization
|
|
(259,876
|
)
|
|
(253,922
|
)
|
||
Amortization of leasehold interests in land
|
|
(9,547
|
)
|
|
(9,838
|
)
|
||
Gain (loss) on disposal of assets
|
|
612
|
|
|
(15,323
|
)
|
||
Operating income
|
|
$
|
585,630
|
|
|
$
|
711,115
|
|
(1)
|
Adjusted property EBITDA is operating income before intersegment royalty fees, stock-based compensation expense, corporate expense, pre-opening expense, development expense, depreciation and amortization, amortization of leasehold interests in land, gain or loss on disposal of assets and loss on modification or early retirement of debt. Adjusted property EBITDA is a supplemental non-GAAP financial measure used by management, as well as industry analysts, to evaluate operations and operating performance. In particular, management utilizes adjusted property EBITDA to compare the operating profitability of its casinos with those of its competitors, as well as a basis for determining certain incentive compensation. The Company is also presenting 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.
|
|
Three Months Ended
March 31, |
||||||
|
2016
|
|
2015
|
||||
Capital Expenditures
|
|
|
|
||||
Corporate and Other
|
$
|
838
|
|
|
$
|
2,691
|
|
Macao:
|
|
|
|
||||
The Venetian Macao
|
12,755
|
|
|
24,055
|
|
||
Sands Cotai Central
|
40,195
|
|
|
123,416
|
|
||
Four Seasons Macao
|
2,346
|
|
|
5,295
|
|
||
Sands Macao
|
3,256
|
|
|
9,594
|
|
||
Other Asia
|
1,228
|
|
|
592
|
|
||
The Parisian Macao
|
247,476
|
|
|
163,549
|
|
||
|
307,256
|
|
|
326,501
|
|
||
Marina Bay Sands
|
13,058
|
|
|
23,465
|
|
||
United States:
|
|
|
|
||||
Las Vegas Operating Properties
|
16,200
|
|
|
11,578
|
|
||
Sands Bethlehem
|
6,218
|
|
|
3,101
|
|
||
|
22,418
|
|
|
14,679
|
|
||
Total capital expenditures
|
$
|
343,570
|
|
|
$
|
367,336
|
|
|
March 31,
2016 |
|
December 31,
2015 |
||||
Total Assets
|
|
|
|
||||
Corporate and Other
|
$
|
643,565
|
|
|
$
|
463,272
|
|
Macao:
|
|
|
|
||||
The Venetian Macao
|
2,290,606
|
|
|
2,949,533
|
|
||
Sands Cotai Central
|
4,312,412
|
|
|
4,393,716
|
|
||
Four Seasons Macao
|
1,021,271
|
|
|
1,038,573
|
|
||
Sands Macao
|
329,945
|
|
|
373,113
|
|
||
Other Asia
|
272,675
|
|
|
288,178
|
|
||
The Parisian Macao
|
1,897,528
|
|
|
1,648,562
|
|
||
Other Development Projects
|
76
|
|
|
82
|
|
||
|
10,124,513
|
|
|
10,691,757
|
|
||
Marina Bay Sands
|
5,531,925
|
|
|
5,497,556
|
|
||
United States:
|
|
|
|
||||
Las Vegas Operating Properties
|
3,397,569
|
|
|
3,517,816
|
|
||
Sands Bethlehem
|
687,337
|
|
|
693,056
|
|
||
|
4,084,906
|
|
|
4,210,872
|
|
||
Total assets
|
$
|
20,384,909
|
|
|
$
|
20,863,457
|
|
|
March 31,
2016 |
|
December 31,
2015 |
||||
Total Long-Lived Assets
|
|
|
|
||||
Corporate and Other
|
$
|
328,485
|
|
|
$
|
334,540
|
|
Macao:
|
|
|
|
||||
The Venetian Macao
|
1,761,748
|
|
|
1,795,042
|
|
||
Sands Cotai Central
|
3,883,482
|
|
|
3,943,966
|
|
||
Four Seasons Macao
|
893,297
|
|
|
903,649
|
|
||
Sands Macao
|
259,655
|
|
|
266,399
|
|
||
Other Asia
|
165,030
|
|
|
167,540
|
|
||
The Parisian Macao
|
1,892,871
|
|
|
1,645,881
|
|
||
|
8,856,083
|
|
|
8,722,477
|
|
||
Marina Bay Sands
|
4,572,721
|
|
|
4,476,064
|
|
||
United States:
|
|
|
|
||||
Las Vegas Operating Properties
|
2,882,244
|
|
|
2,909,294
|
|
||
Sands Bethlehem
|
550,035
|
|
|
551,395
|
|
||
|
3,432,279
|
|
|
3,460,689
|
|
||
Total long-lived assets
|
$
|
17,189,568
|
|
|
$
|
16,993,770
|
|
•
|
At The Venetian Macao, approximately
83.4%
and
81.8%
, respectively, was derived from gaming activities, with the remainder derived from mall, room, food and beverage and other non-gaming sources.
|
•
|
At Sands Cotai Central, a
pproximately
80.3%
and
80.4%
, respectively, was derived from gaming activities, with the remainder derived primarily from room and food and beverage operations.
|
•
|
At Four Seasons Macao, a
pproximately
70.3%
and
72.3%
, respectively, was derived from gaming activities, with the remainder derived primarily from mall, room and food and beverage operations.
|
•
|
At Sands Macao, a
pproximately
92.2%
and
92.7%
, respectively, was derived from gaming activities, with the remainder derived primarily from food and beverage operations.
|
•
|
At Marina Bay Sands, a
pproximately
69.9%
and
75.8%
, respectively, was derived from gaming activities, with the remainder derived from room, food and beverage, mall and other non-gaming sources.
|
•
|
At our Las Vegas Operating Properties, a
pproximately
74.6%
and
72.0%
, respectively, was derived from room, food and beverage and other non-gaming sources, with the remainder derived from gaming activities. The percentage of non-gaming revenue reflects the integrated resort’s emphasis on the group convention and trade show business.
|
•
|
At Sands Bethlehem, a
pproximately
89.1%
and
88.3%
, respectively, was derived from gaming activities, with the remainder derived primarily from food and beverage and other non-gaming sources.
|
|
|
Three Months Ended March 31,
|
|||||||||
|
|
2016
|
|
2015
|
|
Percent
Change
|
|||||
|
|
(Dollars in thousands)
|
|||||||||
Net revenues
|
|
$
|
2,716,240
|
|
|
$
|
3,011,622
|
|
|
(9.8
|
)%
|
Operating expenses
|
|
2,130,610
|
|
|
2,300,507
|
|
|
(7.4
|
)%
|
||
Operating income
|
|
585,630
|
|
|
711,115
|
|
|
(17.6
|
)%
|
||
Income before income taxes
|
|
471,938
|
|
|
666,703
|
|
|
(29.2
|
)%
|
||
Net income
|
|
408,913
|
|
|
611,038
|
|
|
(33.1
|
)%
|
||
Net income attributable to Las Vegas Sands Corp.
|
|
320,167
|
|
|
511,923
|
|
|
(37.5
|
)%
|
|
Percent of Net Revenues
|
||||
|
Three Months Ended March 31,
|
||||
|
2016
|
|
2015
|
||
Operating expenses
|
78.4
|
%
|
|
76.4
|
%
|
Operating income
|
21.6
|
%
|
|
23.6
|
%
|
Income before income taxes
|
17.4
|
%
|
|
22.1
|
%
|
Net income
|
15.1
|
%
|
|
20.3
|
%
|
Net income attributable to Las Vegas Sands Corp.
|
11.8
|
%
|
|
17.0
|
%
|
|
Three Months Ended March 31,
|
|||||||||
|
2016
|
|
2015
|
|
Percent
Change
|
|||||
|
(Dollars in thousands)
|
|||||||||
Casino
|
$
|
2,082,196
|
|
|
$
|
2,376,688
|
|
|
(12.4
|
)%
|
Rooms
|
366,300
|
|
|
371,413
|
|
|
(1.4
|
)%
|
||
Food and beverage
|
187,567
|
|
|
189,411
|
|
|
(1.0
|
)%
|
||
Mall
|
134,931
|
|
|
127,814
|
|
|
5.6
|
%
|
||
Convention, retail and other
|
123,552
|
|
|
134,137
|
|
|
(7.9
|
)%
|
||
|
2,894,546
|
|
|
3,199,463
|
|
|
(9.5
|
)%
|
||
Less — promotional allowances
|
(178,306
|
)
|
|
(187,841
|
)
|
|
5.1
|
%
|
||
Total net revenues
|
$
|
2,716,240
|
|
|
$
|
3,011,622
|
|
|
(9.8
|
)%
|
|
Three Months Ended March 31,
|
|||||||||
|
2016
|
|
2015
|
|
Change
|
|||||
|
(Dollars in thousands)
|
|||||||||
Macao Operations:
|
|
|
|
|
|
|||||
The Venetian Macao
|
|
|
|
|
|
|||||
Total casino revenues
|
$
|
654,929
|
|
|
$
|
676,914
|
|
|
(3.2)%
|
|
Non-Rolling Chip drop
|
$
|
1,770,100
|
|
|
$
|
1,868,018
|
|
|
(5.2)%
|
|
Non-Rolling Chip win percentage
|
25.1
|
%
|
|
25.0
|
%
|
|
0.1 pts
|
|
||
Rolling Chip volume
|
$
|
8,226,010
|
|
|
$
|
8,518,038
|
|
|
(3.4)%
|
|
Rolling Chip win percentage
|
3.21
|
%
|
|
2.83
|
%
|
|
0.38 pts
|
|
||
Slot handle
|
$
|
1,069,989
|
|
|
$
|
1,062,476
|
|
|
0.7%
|
|
Slot hold percentage
|
4.4
|
%
|
|
4.9
|
%
|
|
(0.5) pts
|
|
||
Sands Cotai Central
|
|
|
|
|
|
|||||
Total casino revenues
|
$
|
459,031
|
|
|
$
|
493,023
|
|
|
(6.9)%
|
|
Non-Rolling Chip drop
|
$
|
1,504,047
|
|
|
$
|
1,645,066
|
|
|
(8.6)%
|
|
Non-Rolling Chip win percentage
|
20.9
|
%
|
|
20.8
|
%
|
|
0.1 pts
|
|
||
Rolling Chip volume
|
$
|
3,603,356
|
|
|
$
|
6,082,952
|
|
|
(40.8)%
|
|
Rolling Chip win percentage
|
3.92
|
%
|
|
2.76
|
%
|
|
1.16 pts
|
|
||
Slot handle
|
$
|
1,559,058
|
|
|
$
|
1,643,766
|
|
|
(5.2)%
|
|
Slot hold percentage
|
3.5
|
%
|
|
3.2
|
%
|
|
0.3 pts
|
|
||
Four Seasons Macao
|
|
|
|
|
|
|||||
Total casino revenues
|
$
|
111,190
|
|
|
$
|
125,397
|
|
|
(11.3)%
|
|
Non-Rolling Chip drop
|
$
|
300,114
|
|
|
$
|
228,964
|
|
|
31.1%
|
|
Non-Rolling Chip win percentage
|
19.1
|
%
|
|
23.1
|
%
|
|
(4.0) pts
|
|
||
Rolling Chip volume
|
$
|
2,621,484
|
|
|
$
|
3,962,573
|
|
|
(33.8)%
|
|
Rolling Chip win percentage
|
3.22
|
%
|
|
2.81
|
%
|
|
0.41 pts
|
|
||
Slot handle
|
$
|
90,168
|
|
|
$
|
133,923
|
|
|
(32.7)%
|
|
Slot hold percentage
|
6.8
|
%
|
|
4.8
|
%
|
|
2.0 pts
|
|
||
Sands Macao
|
|
|
|
|
|
|||||
Total casino revenues
|
$
|
169,523
|
|
|
$
|
218,821
|
|
|
(22.5)%
|
|
Non-Rolling Chip drop
|
$
|
699,864
|
|
|
$
|
789,909
|
|
|
(11.4)%
|
|
Non-Rolling Chip win percentage
|
16.9
|
%
|
|
19.1
|
%
|
|
(2.2) pts
|
|
||
Rolling Chip volume
|
$
|
2,241,016
|
|
|
$
|
2,526,188
|
|
|
(11.3)%
|
|
Rolling Chip win percentage
|
2.45
|
%
|
|
2.86
|
%
|
|
(0.41) pts
|
|
||
Slot handle
|
$
|
657,733
|
|
|
$
|
707,077
|
|
|
(7.0)%
|
|
Slot hold percentage
|
3.3
|
%
|
|
3.5
|
%
|
|
(0.2) pts
|
|
||
Singapore Operations:
|
|
|
|
|
|
|||||
Marina Bay Sands
|
|
|
|
|
|
|||||
Total casino revenues
|
$
|
453,116
|
|
|
$
|
631,928
|
|
|
(28.3)%
|
|
Non-Rolling Chip drop
|
$
|
1,006,505
|
|
|
$
|
1,108,749
|
|
|
(9.2)%
|
|
Non-Rolling Chip win percentage
|
29.1
|
%
|
|
25.3
|
%
|
|
3.8 pts
|
|
||
Rolling Chip volume
|
$
|
9,632,109
|
|
|
$
|
10,089,956
|
|
|
(4.5)%
|
|
Rolling Chip win percentage
|
1.42
|
%
|
|
3.41
|
%
|
|
(1.99) pts
|
|
||
Slot handle
|
$
|
3,355,403
|
|
|
$
|
3,084,269
|
|
|
8.8%
|
|
Slot hold percentage
|
4.3
|
%
|
|
4.6
|
%
|
|
(0.3) pts
|
|
||
U.S. Operations:
|
|
|
|
|
|
|||||
Las Vegas Operating Properties
|
|
|
|
|
|
|||||
Total casino revenues
|
$
|
104,356
|
|
|
$
|
111,787
|
|
|
(6.6)%
|
|
Table games drop
|
$
|
483,520
|
|
|
$
|
533,053
|
|
|
(9.3)%
|
|
Table games win percentage
|
15.9
|
%
|
|
16.6
|
%
|
|
(0.7) pts
|
|
||
Slot handle
|
$
|
586,459
|
|
|
$
|
578,548
|
|
|
1.4%
|
|
Slot hold percentage
|
8.1
|
%
|
|
7.6
|
%
|
|
0.5 pts
|
|
||
Sands Bethlehem
|
|
|
|
|
|
|||||
Total casino revenues
|
$
|
130,051
|
|
|
$
|
118,818
|
|
|
9.5%
|
|
Table games drop
|
$
|
281,003
|
|
|
$
|
263,415
|
|
|
6.7%
|
|
Table games win percentage
|
19.8
|
%
|
|
17.3
|
%
|
|
2.5 pts
|
|
||
Slot handle
|
$
|
1,081,887
|
|
|
$
|
1,005,167
|
|
|
7.6%
|
|
Slot hold percentage
|
7.0
|
%
|
|
7.1
|
%
|
|
(0.1) pts
|
|
|
Three Months Ended March 31,
|
|||||||||
|
2016
|
|
2015
|
|
Change
|
|||||
|
(Room revenues in thousands)
|
|||||||||
Macao Operations:
|
|
|
|
|
|
|||||
The Venetian Macao
|
|
|
|
|
|
|||||
Total room revenues
|
$
|
46,150
|
|
|
$
|
59,601
|
|
|
(22.6)%
|
|
Occupancy rate
|
77.7
|
%
|
|
85.8
|
%
|
|
(8.1) pts
|
|
||
Average daily room rate
|
$
|
226
|
|
|
$
|
270
|
|
|
(16.3)%
|
|
Revenue per available room
|
$
|
176
|
|
|
$
|
232
|
|
|
(24.1)%
|
|
Sands Cotai Central
|
|
|
|
|
|
|||||
Total room revenues
|
$
|
66,614
|
|
|
$
|
71,932
|
|
|
(7.4)%
|
|
Occupancy rate
|
77.1
|
%
|
|
81.5
|
%
|
|
(4.4) pts
|
|
||
Average daily room rate
|
$
|
155
|
|
|
$
|
173
|
|
|
(10.4)%
|
|
Revenue per available room
|
$
|
119
|
|
|
$
|
141
|
|
|
(15.6)%
|
|
Four Seasons Macao
|
|
|
|
|
|
|||||
Total room revenues
|
$
|
8,447
|
|
|
$
|
10,675
|
|
|
(20.9)%
|
|
Occupancy rate
|
69.0
|
%
|
|
77.0
|
%
|
|
(8.0) pts
|
|
||
Average daily room rate
|
$
|
358
|
|
|
$
|
410
|
|
|
(12.7)%
|
|
Revenue per available room
|
$
|
247
|
|
|
$
|
316
|
|
|
(21.8)%
|
|
Sands Macao
|
|
|
|
|
|
|||||
Total room revenues
|
$
|
5,181
|
|
|
$
|
5,615
|
|
|
(7.7)%
|
|
Occupancy rate
|
95.8
|
%
|
|
98.4
|
%
|
|
(2.6) pts
|
|
||
Average daily room rate
|
$
|
207
|
|
|
$
|
226
|
|
|
(8.4)%
|
|
Revenue per available room
|
$
|
198
|
|
|
$
|
222
|
|
|
(10.8)%
|
|
Singapore Operations:
|
|
|
|
|
|
|||||
Marina Bay Sands
|
|
|
|
|
|
|||||
Total room revenues
|
$
|
88,910
|
|
|
$
|
89,614
|
|
|
(0.8)%
|
|
Occupancy rate
|
97.9
|
%
|
|
94.8
|
%
|
|
3.1 pts
|
|
||
Average daily room rate
|
$
|
394
|
|
|
$
|
414
|
|
|
(4.8)%
|
|
Revenue per available room
|
$
|
386
|
|
|
$
|
393
|
|
|
(1.8)%
|
|
U.S. Operations:
|
|
|
|
|
|
|||||
Las Vegas Operating Properties
|
|
|
|
|
|
|||||
Total room revenues
|
$
|
147,553
|
|
|
$
|
130,557
|
|
|
13.0%
|
|
Occupancy rate
|
92.1
|
%
|
|
86.2
|
%
|
|
5.9 pts
|
|
||
Average daily room rate
|
$
|
251
|
|
|
$
|
244
|
|
|
2.9%
|
|
Revenue per available room
|
$
|
231
|
|
|
$
|
210
|
|
|
10.0%
|
|
Sands Bethlehem
|
|
|
|
|
|
|||||
Total room revenues
|
$
|
3,445
|
|
|
$
|
3,419
|
|
|
0.8%
|
|
Occupancy rate
|
90.7
|
%
|
|
84.5
|
%
|
|
6.2 pts
|
|
||
Average daily room rate
|
$
|
153
|
|
|
$
|
149
|
|
|
2.7%
|
|
Revenue per available room
|
$
|
138
|
|
|
$
|
126
|
|
|
9.5%
|
|
|
Three Months Ended March 31,
|
|||||||||
|
2016
|
|
2015
|
|
Change
|
|||||
|
(Mall revenues in thousands)
|
|||||||||
Macao Operations:
|
|
|
|
|
|
|||||
Shoppes at Venetian
|
|
|
|
|
|
|||||
Total mall revenues
|
$
|
48,724
|
|
|
$
|
44,215
|
|
|
10.2%
|
|
Mall gross leasable area (in square feet)
|
780,834
|
|
|
780,754
|
|
|
—
|
|
||
Occupancy
|
97.5
|
%
|
|
96.6
|
%
|
|
0.9 pts
|
|
||
Base rent per square foot
|
$
|
227
|
|
|
$
|
209
|
|
|
8.6%
|
|
Tenant sales per square foot
|
$
|
1,428
|
|
|
$
|
1,636
|
|
|
(12.7)%
|
|
Shoppes at Cotai Central
(1)
|
|
|
|
|
|
|||||
Total mall revenues
|
$
|
15,291
|
|
|
$
|
13,402
|
|
|
14.1%
|
|
Mall gross leasable area (in square feet)
|
331,444
|
|
|
331,327
|
|
|
—
|
|
||
Occupancy
|
96.0
|
%
|
|
98.0
|
%
|
|
(2.0) pts
|
|
||
Base rent per square foot
|
$
|
158
|
|
|
$
|
137
|
|
|
15.3%
|
|
Tenant sales per square foot
|
$
|
872
|
|
|
$
|
1,407
|
|
|
(38.0)%
|
|
Shoppes at Four Seasons
|
|
|
|
|
|
|||||
Total mall revenues
|
$
|
31,314
|
|
|
$
|
29,746
|
|
|
5.3%
|
|
Mall gross leasable area (in square feet)
|
260,570
|
|
|
257,467
|
|
|
1.2%
|
|
||
Occupancy
|
99.0
|
%
|
|
100.0
|
%
|
|
(1.0) pts
|
|
||
Base rent per square foot
|
$
|
451
|
|
|
$
|
418
|
|
|
7.9%
|
|
Tenant sales per square foot
|
$
|
3,128
|
|
|
$
|
5,246
|
|
|
(40.4)%
|
|
Singapore Operations:
|
|
|
|
|
|
|||||
The Shoppes at Marina Bay Sands
|
|
|
|
|
|
|||||
Total mall revenues
|
$
|
38,971
|
|
|
$
|
39,819
|
|
|
(2.1)%
|
|
Mall gross leasable area (in square feet)
|
644,719
|
|
|
644,203
|
|
|
0.1%
|
|
||
Occupancy
|
96.2
|
%
|
|
95.6
|
%
|
|
0.6 pts
|
|
||
Base rent per square foot
|
$
|
214
|
|
|
$
|
214
|
|
|
—
|
|
Tenant sales per square foot
|
$
|
1,334
|
|
|
$
|
1,409
|
|
|
(5.3)%
|
|
U.S. Operations:
|
|
|
|
|
|
|||||
The Outlets at Sands Bethlehem
|
|
|
|
|
|
|||||
Total mall revenues
|
$
|
631
|
|
|
$
|
632
|
|
|
(0.2)%
|
|
Mall gross leasable area (in square feet)
|
151,029
|
|
|
151,029
|
|
|
—
|
|
||
Occupancy
|
93.3
|
%
|
|
94.3
|
%
|
|
(1.0) pts
|
|
||
Base rent per square foot
|
$
|
22
|
|
|
$
|
21
|
|
|
4.8%
|
|
Tenant sales per square foot
|
$
|
357
|
|
|
$
|
369
|
|
|
(3.3)%
|
|
(1)
|
At completion, the Shoppes at Cotai Central will feature up to 600,000 square feet of gross leasable area.
|
|
Three Months Ended March 31,
|
|||||||||
|
2016
|
|
2015
|
|
Percent
Change
|
|||||
|
(Dollars in thousands)
|
|||||||||
Casino
|
$
|
1,218,928
|
|
|
$
|
1,334,829
|
|
|
(8.7
|
)%
|
Rooms
|
65,350
|
|
|
65,791
|
|
|
(0.7
|
)%
|
||
Food and beverage
|
102,296
|
|
|
99,247
|
|
|
3.1
|
%
|
||
Mall
|
14,481
|
|
|
15,137
|
|
|
(4.3
|
)%
|
||
Convention, retail and other
|
58,533
|
|
|
68,257
|
|
|
(14.2
|
)%
|
||
Provision for doubtful accounts
|
45,397
|
|
|
57,350
|
|
|
(20.8
|
)%
|
||
General and administrative
|
299,200
|
|
|
324,478
|
|
|
(7.8
|
)%
|
||
Corporate
|
46,628
|
|
|
45,223
|
|
|
3.1
|
%
|
||
Pre-opening
|
8,609
|
|
|
9,579
|
|
|
(10.1
|
)%
|
||
Development
|
2,377
|
|
|
1,533
|
|
|
55.1
|
%
|
||
Depreciation and amortization
|
259,876
|
|
|
253,922
|
|
|
2.3
|
%
|
||
Amortization of leasehold interests in land
|
9,547
|
|
|
9,838
|
|
|
(3.0
|
)%
|
||
(Gain) loss on disposal of assets
|
(612
|
)
|
|
15,323
|
|
|
(104.0
|
)%
|
||
Total operating expenses
|
$
|
2,130,610
|
|
|
$
|
2,300,507
|
|
|
(7.4
|
)%
|
|
Three Months Ended March 31,
|
|||||||||
|
2016
|
|
2015
|
|
Percent
Change
|
|||||
|
(Dollars in thousands)
|
|||||||||
Macao:
|
|
|
|
|
|
|||||
The Venetian Macao
|
$
|
267,806
|
|
|
$
|
269,942
|
|
|
(0.8
|
)%
|
Sands Cotai Central
|
163,466
|
|
|
155,910
|
|
|
4.8
|
%
|
||
Four Seasons Macao
|
48,186
|
|
|
44,472
|
|
|
8.4
|
%
|
||
Sands Macao
|
30,971
|
|
|
57,378
|
|
|
(46.0
|
)%
|
||
Other Asia
|
7,660
|
|
|
3,532
|
|
|
116.9
|
%
|
||
|
518,089
|
|
|
531,234
|
|
|
(2.5
|
)%
|
||
Marina Bay Sands
|
274,872
|
|
|
415,272
|
|
|
(33.8
|
)%
|
||
United States:
|
|
|
|
|
|
|||||
Las Vegas Operating Properties
|
86,898
|
|
|
74,109
|
|
|
17.3
|
%
|
||
Sands Bethlehem
|
37,725
|
|
|
29,893
|
|
|
26.2
|
%
|
||
|
124,623
|
|
|
104,002
|
|
|
19.8
|
%
|
||
Total adjusted property EBITDA
|
$
|
917,584
|
|
|
$
|
1,050,508
|
|
|
(12.7
|
)%
|
|
Three Months Ended March 31,
|
||||||
|
2016
|
|
2015
|
||||
|
(Dollars in thousands)
|
||||||
Interest cost (which includes the amortization of deferred financing costs and
original issue discount)
|
$
|
74,680
|
|
|
$
|
66,614
|
|
Add — imputed interest on deferred proceeds from sale of The Shoppes at The
Palazzo
|
3,793
|
|
|
3,798
|
|
||
Less — capitalized interest
|
(9,825
|
)
|
|
(4,157
|
)
|
||
Interest expense, net
|
$
|
68,648
|
|
|
$
|
66,255
|
|
Cash paid for interest
|
$
|
63,964
|
|
|
$
|
55,442
|
|
Weighted average total debt balance
|
$
|
9,604,922
|
|
|
$
|
9,842,433
|
|
Weighted average interest rate
|
3.1
|
%
|
|
2.7
|
%
|
|
Shoppes at
Venetian
|
|
Shoppes at
Four Seasons
|
|
Shoppes at
Cotai Central
|
|
The Shoppes
at Marina Bay
Sands
|
|
The Outlets
at Sands
Bethlehem
(1)
|
|
Total
|
||||||||||||
For the three months ended March 31, 2016
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Mall revenues:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Minimum rents
(2)
|
$
|
40,693
|
|
|
$
|
28,559
|
|
|
$
|
11,744
|
|
|
$
|
29,686
|
|
|
$
|
410
|
|
|
$
|
111,092
|
|
Overage rents
|
504
|
|
|
270
|
|
|
330
|
|
|
2,255
|
|
|
221
|
|
|
3,580
|
|
||||||
CAM, levies and direct recoveries
|
7,527
|
|
|
2,485
|
|
|
3,217
|
|
|
7,030
|
|
|
—
|
|
|
20,259
|
|
||||||
Total mall revenues
|
48,724
|
|
|
31,314
|
|
|
15,291
|
|
|
38,971
|
|
|
631
|
|
|
134,931
|
|
||||||
Mall operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Common area maintenance
|
3,623
|
|
|
1,343
|
|
|
1,468
|
|
|
4,190
|
|
|
221
|
|
|
10,845
|
|
||||||
Marketing and other direct operating expenses
|
1,368
|
|
|
598
|
|
|
406
|
|
|
1,128
|
|
|
136
|
|
|
3,636
|
|
||||||
Mall operating expenses
|
4,991
|
|
|
1,941
|
|
|
1,874
|
|
|
5,318
|
|
|
357
|
|
|
14,481
|
|
||||||
Property taxes
(3)
|
—
|
|
|
—
|
|
|
—
|
|
|
1,085
|
|
|
329
|
|
|
1,414
|
|
||||||
Provision for doubtful accounts
|
316
|
|
|
—
|
|
|
53
|
|
|
102
|
|
|
11
|
|
|
482
|
|
||||||
Mall-related expenses
(4)
|
$
|
5,307
|
|
|
$
|
1,941
|
|
|
$
|
1,927
|
|
|
$
|
6,505
|
|
|
$
|
697
|
|
|
$
|
16,377
|
|
For the three months ended March 31, 2015
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Mall revenues:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Minimum rents
(2)
|
$
|
36,172
|
|
|
$
|
27,373
|
|
|
$
|
9,847
|
|
|
$
|
30,297
|
|
|
$
|
478
|
|
|
$
|
104,167
|
|
Overage rents
|
1,071
|
|
|
158
|
|
|
401
|
|
|
2,612
|
|
|
154
|
|
|
4,396
|
|
||||||
CAM, levies and direct recoveries
|
6,972
|
|
|
2,215
|
|
|
3,154
|
|
|
6,910
|
|
|
—
|
|
|
19,251
|
|
||||||
Total mall revenues
|
44,215
|
|
|
29,746
|
|
|
13,402
|
|
|
39,819
|
|
|
632
|
|
|
127,814
|
|
||||||
Mall operating expenses:
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Common area maintenance
|
3,649
|
|
|
1,336
|
|
|
1,525
|
|
|
6,034
|
|
|
293
|
|
|
12,837
|
|
||||||
Marketing and other direct operating expenses
|
1,362
|
|
|
248
|
|
|
644
|
|
|
(55
|
)
|
|
101
|
|
|
2,300
|
|
||||||
Mall operating expenses
|
5,011
|
|
|
1,584
|
|
|
2,169
|
|
|
5,979
|
|
|
394
|
|
|
15,137
|
|
||||||
Property taxes
(3)
|
—
|
|
|
—
|
|
|
—
|
|
|
1,097
|
|
|
323
|
|
|
1,420
|
|
||||||
Provision for (recovery of) doubtful accounts
|
2
|
|
|
(86
|
)
|
|
106
|
|
|
(16
|
)
|
|
—
|
|
|
6
|
|
||||||
Mall-related expenses
(4)
|
$
|
5,013
|
|
|
$
|
1,498
|
|
|
$
|
2,275
|
|
|
$
|
7,060
|
|
|
$
|
717
|
|
|
$
|
16,563
|
|
(1)
|
Revenues from CAM, levies and direct recoveries are included in minimum rents for The Outlets at Sands Bethlehem.
|
(2)
|
Minimum rents include base rents and straight-line adjustments of base rents.
|
(3)
|
Commercial property that generates rental income is exempt from property tax for the first six years for newly constructed buildings in Cotai. Each property is also eligible to obtain an additional six-year exemption, provided certain qualifications are met. To date, The Venetian Macao and the Four Seasons Macao have obtained the second exemption, extending the property tax exemption to August 2019 and August 2020, respectively.
|
(4)
|
Mall-related expenses consist of CAM, marketing fees and other direct operating expenses, property taxes and provision for (recovery of) doubtful accounts, but excludes depreciation and amortization and general and administrative costs.
|
|
Three Months Ended March 31,
|
||||||
|
2016
|
|
2015
|
||||
|
(In thousands)
|
||||||
Net cash generated from operating activities
|
$
|
798,944
|
|
|
$
|
734,295
|
|
Cash flows from investing activities:
|
|
|
|
||||
Change in restricted cash and cash equivalents
|
(9,360
|
)
|
|
(332
|
)
|
||
Capital expenditures
|
(343,570
|
)
|
|
(367,336
|
)
|
||
Proceeds from disposal of property and equipment
|
2,175
|
|
|
417
|
|
||
Net cash used in investing activities
|
(350,755
|
)
|
|
(367,251
|
)
|
||
Cash flows from financing activities:
|
|
|
|
||||
Proceeds from exercise of stock options
|
1,479
|
|
|
6,138
|
|
||
Excess tax benefits from stock-based compensation
|
11
|
|
|
4,335
|
|
||
Dividends paid
|
(880,430
|
)
|
|
(826,960
|
)
|
||
Distributions to noncontrolling interests
|
(3,428
|
)
|
|
(3,652
|
)
|
||
Proceeds from long-term debt
|
350,247
|
|
|
—
|
|
||
Repayments on long-term debt
|
(418,656
|
)
|
|
(624,950
|
)
|
||
Net cash used in financing activities
|
(950,777
|
)
|
|
(1,445,089
|
)
|
||
Effect of exchange rate on cash
|
18,741
|
|
|
(21,809
|
)
|
||
Decrease in cash and cash equivalents
|
$
|
(483,847
|
)
|
|
$
|
(1,099,854
|
)
|
•
|
proceeds of $350.2 million on our Extended 2011 VML Revolving Facility (which would have matured in March 2020 with no interim amortization); and
|
•
|
repayments of $395.0 million on our 2013 U.S. Revolving Facility (which would have matured in December 2018 with no interim amortization).
|
•
|
general economic and business conditions in the U.S. and internationally, which may impact levels of disposable income, consumer spending, group meeting business, pricing of hotel rooms and retail and mall sales;
|
•
|
the uncertainty of consumer behavior related to discretionary spending and vacationing at casino-resorts in Macao, Singapore, Las Vegas and Bethlehem, Pennsylvania;
|
•
|
disruptions in the global financing markets and our ability to obtain sufficient funding for our current and future developments;
|
•
|
the extensive regulations to which we are subject to and the costs of compliance or failure to comply with such regulations;
|
•
|
our leverage, debt service and debt covenant compliance, including the pledge of our assets (other than our equity interests in our subsidiaries) as security for our indebtedness and ability to refinance our debt obligations as they come due;
|
•
|
increased competition for labor and materials due to other planned construction projects in Macao and quota limits on the hiring of foreign workers;
|
•
|
our ability to obtain required visas and work permits for management and employees from outside countries to work in Macao, and our ability to compete for the managers and employees with the skills required to perform the services we offer at our properties;
|
•
|
new developments, construction projects and ventures, including our Cotai Strip developments;
|
•
|
our ability to meet certain development deadlines;
|
•
|
regulatory policies in mainland China or other countries in which our customers reside, or where we have operations, including visa restrictions limiting the number of visits or the length of stay for visitors from mainland China to Macao, restrictions on foreign currency exchange or importation of currency, and the judicial enforcement of gaming debts;
|
•
|
our dependence upon properties primarily in Macao, Singapore and Las Vegas for all of our cash flow;
|
•
|
the passage of new legislation and receipt of governmental approvals for our proposed developments in Macao and other jurisdictions where we are planning to operate;
|
•
|
our insurance coverage, including the risk that we have not obtained sufficient coverage, may not be able to obtain sufficient coverage in the future, or will only be able to obtain additional coverage at significantly increased rates;
|
•
|
disruptions or reductions in travel, as well as disruptions in our operations, due to natural or man-made disasters, outbreaks of infectious diseases, terrorist activity or war;
|
•
|
our ability to collect gaming receivables from our credit players;
|
•
|
our relationship with gaming promoters in Macao;
|
•
|
changes in currency exchange rates;
|
•
|
our dependence on chance and theoretical win rates;
|
•
|
fraud and cheating;
|
•
|
our ability to establish and protect our IP rights;
|
•
|
conflicts of interest that arise because certain of our directors and officers are also directors of SCL;
|
•
|
government regulation of the casino industry (as well as new laws and regulations and changes to existing laws and regulations), including gaming license regulation, the requirement for certain beneficial owners of our securities to be found suitable by gaming authorities, the legalization of gaming in other jurisdictions and regulation of gaming on the Internet;
|
•
|
increased competition in Macao and Las Vegas, including recent and upcoming increases in hotel rooms, meeting and convention space, retail space, potential additional gaming licenses and online gaming;
|
•
|
the popularity of Macao, Singapore and Las Vegas as convention and trade show destinations;
|
•
|
new taxes, changes to existing tax rates or proposed changes in tax legislation;
|
•
|
our ability to maintain our gaming licenses, certificate and subconcession in Macao, Singapore, Las Vegas and Bethlehem, Pennsylvania;
|
•
|
the continued services of our key management and personnel;
|
•
|
any potential conflict between the interests of our Principal Stockholder and us;
|
•
|
the ability of our subsidiaries to make distribution payments to us;
|
•
|
labor actions and other labor problems;
|
•
|
our failure to maintain the integrity of our customer or company data, including against past or future cybersecurity attacks, and any litigation or disruption to our operations resulting from such loss of data integrity;
|
•
|
the completion of infrastructure projects in Macao;
|
•
|
our relationship with GGP or any successor owner of the Grand Canal Shoppes; and
|
•
|
the outcome of any ongoing and future litigation.
|
|
2017
|
|
2018
|
|
2019
|
|
2020
|
|
2021
|
|
Thereafter
|
|
Total
|
|
Fair
Value
(1)
|
||||||||||||||||
|
(Dollars in millions)
|
||||||||||||||||||||||||||||||
LIABILITIES
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Long-term debt
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Variable rate
|
$
|
148.8
|
|
|
$
|
328.6
|
|
|
$
|
1,205.1
|
|
|
$
|
3,791.5
|
|
|
$
|
4,019.6
|
|
|
$
|
—
|
|
|
$
|
9,493.6
|
|
|
$
|
9,287.2
|
|
Average interest rate
(2)
|
2.4
|
%
|
|
2.1
|
%
|
|
2.1
|
%
|
|
2.1
|
%
|
|
2.8
|
%
|
|
—
|
%
|
|
2.4
|
%
|
|
|
|||||||||
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||||
Cap agreements
(3)
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
(1)
|
The estimated fair values are based on level 2 inputs (quoted prices in markets that are not active).
|
(2)
|
Based upon contractual interest rates for current LIBOR, HIBOR and SOR for variable-rate indebtedness. Based on variable rate debt levels as of
March 31, 2016
, an assumed 100 basis point change in LIBOR, HIBOR and SOR would cause our annual interest cost to change by approximately $92.8 million.
|
(3)
|
As of
March 31, 2016
, we had
one
interest rate cap agreement with a nominal aggregate fair value based on recently reported market transactions of interest rates.
|
Period
|
Total
Number of
Shares
Purchased
|
|
Weighted
Average
Price Paid
per Share
|
|
Total Number
of Shares
Purchased as
Part of a Publicly
Announced Program
|
|
Approximate
Dollar Value of
Shares that May
Yet Be Purchased
Under the Program
(in thousands)
(1)
|
||||||
January 1, 2016 — January 31, 2016
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
1,559,983
|
|
February 1, 2016 — February 29, 2016
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
1,559,983
|
|
March 1, 2016 — March 31, 2016
|
—
|
|
|
$
|
—
|
|
|
—
|
|
|
$
|
1,559,983
|
|
(1)
|
In October 2014, the Company's Board of Directors authorized the repurchase of
$2.0 billion
of its outstanding common stock, which expires on October 9, 2016. All repurchases under the stock repurchase program are made from time to time at the Company’s discretion in accordance with applicable federal securities laws. All share repurchases of the Company’s common stock have been recorded as treasury stock.
|
Exhibit No.
|
|
Description of Document
|
10.1+
|
|
Terms of Continued Employment, dated February 18, 2016, among Las Vegas Sands Corp., Las Vegas Sands, LLC and Ira H. Raphaelson.
|
10.2+
|
|
Terms of Continued Employment, dated March 28 2016, among Las Vegas Sands Corp., Las Vegas Sands, LLC and Patrick Dumont.
|
31.1
|
|
Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
31.2
|
|
Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
32.1++
|
|
Certification of Chief Executive Officer of Las Vegas Sands Corp. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
32.2++
|
|
Certification of Chief Financial Officer of Las Vegas Sands Corp. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
101.INS
|
|
XBRL Instance Document
|
101.SCH
|
|
XBRL Taxonomy Extension Schema Document
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase Document
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase Document
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase Document
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase Document
|
+
|
Denotes a management contract or compensatory plan or arrangement.
|
++
|
This exhibit will not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section. Such exhibit shall not be deemed incorporated into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.
|
|
LAS VEGAS SANDS CORP.
|
||
|
|
|
|
May 6, 2016
|
By:
|
|
/s/ Sheldon G. Adelson
|
|
|
|
Sheldon G. Adelson
Chairman of the Board and
Chief Executive Officer |
|
|
|
|
May 6, 2016
|
By:
|
|
/s/ Patrick Dumont
|
|
|
|
Patrick Dumont
Chief Financial Officer
|
37,500
Options
|
December 31, 2016
|
|
37,500
Options
|
December 31, 2017
|
|
37,500
Options
|
December 31, 2018
|
|
37,500
Options
|
December 31, 2019
|
Very truly yours, | ||||
LAS VEGAS SANDS CORP. | ||||
By:
|
/s/ Sheldon G. Adelson
|
|||
|
Name:
|
Sheldon G. Adelson
|
||
Title:
|
Chairman of the Board and | |||
|
Chief Executive Officer |
LAS VEGAS SANDS CORP. | ||||
By:
|
/s/ Sheldon G. Adelson
|
|||
|
Name:
|
Sheldon G. Adelson
|
||
Title:
|
Chairman of the Board and | |||
|
Treasurer |
/s/ Ira H. Raphaelson
|
|
|
Ira H. Raphaelson
|
|
|
|
|
|
Dated: | 18 February 16 |
—
|
For purposes of this Exhibit D , “ Company ” means Las Vegas Sands Corp., a Nevada corporation, and any successor thereto. |
—
|
“ Change in Control ” shall be deemed to occur as defined in the Company’s Equity Plan. |
—
|
“ Exchange Act ” means the Securities Exchange Act of 1934, as amended. |
—
|
“ Fair Market Value ” on a given date means (i) if the Stock is listed on a national securities exchange, the closing sale price reported as having occurred on the primary exchange with which the Stock is listed and traded on such date, or, if there is no such sale on that date, then on the last preceding date on which such a sale was reported; (ii) if the Stock is not listed on any national securities exchange but is quoted in an inter-dealer quotation system on a last sale basis, the average between the closing bid price and ask price reported on such date, or, if there is no such sale on that date, then on the last preceding date on which a sale was reported; or (iii) if the Stock is not listed on a national securities exchange or quoted in an inter-dealer quotation system on a last sale basis, the amount determined by the Committee to be the fair market value on such date based upon a good faith attempt to value the Stock accurately and computed in accordance with applicable regulations of the Internal Revenue Service. |
—
|
“ Related Party ” means (i) any spouse, child, stepchild, sibling or descendant of Adelson, (ii) any estate of Adelson or any person described in clause (i), (iii) any person who receives a beneficial interest in the Company or any Subsidiary from any estate described in clause (ii) to the extent of such interest, (iv) any executor, personal administrator or trustee who hold such beneficial interest in the Company or any Subsidiary for the benefit of, or as fiduciary for, any person under clauses (i), (ii) or (iii) to the extent of such interest, (v) any corporation, trust or similar entity owned or controlled by Adelson or any person referred to in clause (i), (ii), (iii) or (iv) or for the benefit of any person referred to in clause (i), or (vi) the spouse or issue of one or more of the persons described in clause (i). |
—
|
“ Stock ” means the Common Stock or such other authorized shares of stock of the Company as the Committee may from time to time authorize for use under the Plan. |
|
EXECUTIVE
|
|
|
|
|
|
Ira H. Raphaelson
|
|
[Sands Logo]
|
Execution Version
|
75,000
Options
|
December 31, 2016
|
75,000
Options
|
December 31, 2017
|
75,000
Options
|
December 31, 2018
|
75,000
Options
|
December 31, 2019
|
350,000
Options
|
December 31, 2020
|
Very truly yours, | |||
LAS VEGAS SANDS CORP. | |||
|
By:
|
/s/ Sheldon G. Adelson | |
Name: Sheldon G. Adelson | |||
Title: Chairman of the Board and
Chief Executive Officer
|
|||
LAS VEGAS SANDS, LLC | |||
|
By:
|
/s/ Sheldon G. Adelson | |
Name: Sheldon G. Adelson | |||
Title: Chairman of the Board and
Treasurer
|
|||
/s/ Patrick Dumont |
|
|
|
Patrick Dumont |
|
|
|
Date:
|
3/28/2016 |
|
|
|
|
|
|
|
— | For purposes of this Exhibit A , “ Company ” means Las Vegas Sands Corp., a Nevada corporation, and any successor thereto. |
— | “ Change in Control ” shall be deemed to occur as defined in the Company’s Equity Plan. |
— | “ Exchange Act ” means the Securities Exchange Act of 1934, as amended. |
— | “ Fair Market Value ” on a given date means (i) if the Stock is listed on a national securities exchange, the closing sale price reported as having occurred on the primary exchange with which the Stock is listed and traded on such date, or, if there is no such sale on that date, then on the last preceding date on which such a sale was reported; (ii) if the Stock is not listed on any national securities exchange but is quoted in an inter-dealer quotation system on a last sale basis, the average between the closing bid price and ask price reported on such date, or, if there is no such sale on that date, then on the last preceding date on which a sale was reported; or (iii) if the Stock is not listed on a national securities exchange or quoted in an inter-dealer quotation system on a last sale basis, the amount determined by the Committee to be the fair market value on such date based upon a good faith attempt to value the Stock accurately and computed in accordance with applicable regulations of the Internal Revenue Service. |
— | “ Related Party ” means (i) any spouse, child, stepchild, sibling or descendant of Adelson, (ii) any estate of Adelson or any person described in clause (i), (iii) any person who receives a beneficial interest in the Company or any Subsidiary from any estate described in clause (ii) to the extent of such interest, (iv) any executor, personal administrator or trustee who hold such beneficial interest in the Company or any Subsidiary for the benefit of, or as fiduciary for, any person under clauses (i), (ii) or (iii) to the extent of such interest, (v) any corporation, trust or similar entity owned or controlled by Adelson or any person referred to in clause (i), (ii), (iii) or (iv) or for the benefit of any person referred to in clause (i), or (vi) the spouse or issue of one or more of the persons described in clause (i). |
— | “ Stock ” means the Common Stock or such other authorized shares of stock of the Company as the Committee may from time to time authorize for use under the Plan. |
EXECUTIVE | |||
|
|
||
Patrick Dumont | |||
Date:
|
May 6, 2016
|
By:
|
|
/s/ Sheldon G. Adelson
|
|
|
|
|
Sheldon G. Adelson
Chief Executive Officer
|
Date:
|
May 6, 2016
|
By:
|
|
/s/ Patrick Dumont
|
|
|
|
|
Patrick Dumont
Chief Financial Officer
|
Date:
|
May 6, 2016
|
By:
|
|
/s/ Sheldon G. Adelson
|
|
|
|
|
Sheldon G. Adelson
Chief Executive Officer
|
Date:
|
May 6, 2016
|
By:
|
|
/s/ Patrick Dumont
|
|
|
|
|
Patrick Dumont
Chief Financial Officer
|