UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 31, 20212022
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from                   to                 
Commission File No. 000-50028
 WYNN RESORTS, LIMITED
(Exact name of registrant as specified in its charter)
Nevada46-0484987
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
3131 Las Vegas Boulevard South - Las Vegas, Nevada 89109
(Address of principal executive offices) (Zip Code)
(702) 770-7555
(Registrant's telephone number, including area code)
N/A
(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock, par value $0.01WYNNNasdaq Global Select Market

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days:    Yes     No  
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).    Yes      No  
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filer
Non-accelerated filerSmaller reporting company
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes     No
Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date.
ClassOutstanding at April 30, 2021May 3, 2022
Common stock, par value $0.01  115,658,123115,964,950



Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES
FORM 10-Q
INDEX
Part I.Financial Information
Part II.Other Information

2

Table of Contents

Part I. FINANCIAL INFORMATION
Item 1. Financial Statements
WYNN RESORTS, LIMITED AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands, except share data)

March 31,
2021
December 31,
2020
March 31, 2022December 31, 2021
(unaudited)(unaudited)
ASSETSASSETSASSETS
Current assets:Current assets:Current assets:
Cash and cash equivalentsCash and cash equivalents$2,890,407 $3,482,032 Cash and cash equivalents$2,317,352 $2,522,530 
Restricted cashRestricted cash2,813 Restricted cash5,735 4,896 
Accounts receivable, net of allowance for credit losses of $102,412 and $100,329215,337 200,158 
Accounts receivable, net of allowance for credit losses of $100,101 and $111,319Accounts receivable, net of allowance for credit losses of $100,101 and $111,319187,007 199,463 
InventoriesInventories65,252 66,285 Inventories72,244 69,967 
Prepaid expenses and otherPrepaid expenses and other75,957 64,672 Prepaid expenses and other83,269 79,061 
Total current assetsTotal current assets3,249,766 3,813,147 Total current assets2,665,607 2,875,917 
Property and equipment, netProperty and equipment, net9,050,178 9,196,644 Property and equipment, net8,670,727 8,765,308 
Restricted cashRestricted cash4,051 4,352 Restricted cash3,327 3,641 
Goodwill and intangible assets, netGoodwill and intangible assets, net287,836 278,195 Goodwill and intangible assets, net272,292 307,578 
Operating lease assetsOperating lease assets390,601 398,594 Operating lease assets363,891 371,365 
Other assetsOther assets184,479 178,615 Other assets203,466 207,017 
Total assetsTotal assets$13,166,911 $13,869,547 Total assets$12,179,310 $12,530,826 
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
LIABILITIES AND STOCKHOLDERS' DEFICITLIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:Current liabilities:Current liabilities:
Accounts and construction payablesAccounts and construction payables$133,212 $148,478 Accounts and construction payables$164,934 $170,542 
Customer depositsCustomer deposits514,199 646,856 Customer deposits423,859 436,388 
Gaming taxes payableGaming taxes payable64,711 66,346 Gaming taxes payable40,306 73,173 
Accrued compensation and benefitsAccrued compensation and benefits126,830 126,846 Accrued compensation and benefits142,490 206,225 
Accrued interestAccrued interest143,686 136,421 Accrued interest144,110 132,877 
Current portion of long-term debtCurrent portion of long-term debt198,465 596,408 Current portion of long-term debt50,000 50,000 
Other accrued liabilitiesOther accrued liabilities188,779 159,533 Other accrued liabilities188,547 218,675 
Total current liabilitiesTotal current liabilities1,369,882 1,880,888 Total current liabilities1,154,246 1,287,880 
Long-term debtLong-term debt11,755,169 12,469,362 Long-term debt11,872,894 11,884,546 
Long-term operating lease liabilitiesLong-term operating lease liabilities120,950 123,124 Long-term operating lease liabilities113,321 115,187 
Other long-term liabilitiesOther long-term liabilities123,849 133,490 Other long-term liabilities72,108 79,428 
Total liabilitiesTotal liabilities13,369,850 14,606,864 Total liabilities13,212,569 13,367,041 
Commitments and contingencies (Note 15)Commitments and contingencies (Note 15)00Commitments and contingencies (Note 15)00
Stockholders' equity (deficit):
Preferred stock, par value $0.01; 40,000,000 shares authorized; 0 shares issued and outstanding
Common stock, par value $0.01; 400,000,000 shares authorized; 131,280,022 and 123,482,836 shares issued; 115,647,328 and 107,888,336 shares outstanding, respectively1,313 1,235 
Treasury stock, at cost; 15,632,694 and 15,594,500 shares, respectively(1,426,887)(1,422,531)
Stockholders' deficit:Stockholders' deficit:
Preferred stock, par value $0.01; 40,000,000 shares authorized; zero shares issued and outstandingPreferred 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; 131,789,909 and 131,449,806 shares issued; 115,917,961 and 115,714,943 shares outstanding, respectivelyCommon stock, par value $0.01; 400,000,000 shares authorized; 131,789,909 and 131,449,806 shares issued; 115,917,961 and 115,714,943 shares outstanding, respectively1,318 1,314 
Treasury stock, at cost; 15,871,948 and 15,734,863 shares, respectivelyTreasury stock, at cost; 15,871,948 and 15,734,863 shares, respectively(1,448,040)(1,436,373)
Additional paid-in capitalAdditional paid-in capital3,466,073 2,598,115 Additional paid-in capital3,571,666 3,502,715 
Accumulated other comprehensive incomeAccumulated other comprehensive income6,501 3,604 Accumulated other comprehensive income9,301 6,004 
Accumulated deficitAccumulated deficit(1,813,317)(1,532,420)Accumulated deficit(2,471,285)(2,288,078)
Total Wynn Resorts, Limited stockholders' equity (deficit)233,683 (351,997)
Total Wynn Resorts, Limited stockholders' deficitTotal Wynn Resorts, Limited stockholders' deficit(337,040)(214,418)
Noncontrolling interestsNoncontrolling interests(436,622)(385,320)Noncontrolling interests(696,219)(621,797)
Total stockholders' deficitTotal stockholders' deficit(202,939)(737,317)Total stockholders' deficit(1,033,259)(836,215)
Total liabilities and stockholders' deficitTotal liabilities and stockholders' deficit$13,166,911 $13,869,547 Total liabilities and stockholders' deficit$12,179,310 $12,530,826 

The accompanying notes are an integral part of these condensed consolidated financial statements.
3

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share data)
(unaudited)

Three Months Ended March 31, Three Months Ended March 31,
20212020 20222021
Operating revenues:Operating revenues:Operating revenues:
CasinoCasino$516,218 $570,789 Casino$489,862 $516,218 
RoomsRooms76,190 152,681 Rooms170,376 76,190 
Food and beverageFood and beverage68,509 149,414 Food and beverage174,020 68,509 
Entertainment, retail and otherEntertainment, retail and other64,866 80,832 Entertainment, retail and other119,076 75,765 
Total operating revenuesTotal operating revenues725,783 953,716 Total operating revenues953,334 736,682 
Operating expenses:Operating expenses:Operating expenses:
CasinoCasino351,966 442,690 Casino324,079 351,966 
RoomsRooms33,535 73,480 Rooms58,715 33,535 
Food and beverageFood and beverage73,948 175,910 Food and beverage146,656 73,948 
Entertainment, retail and otherEntertainment, retail and other62,560 45,580 Entertainment, retail and other88,904 73,459 
General and administrativeGeneral and administrative179,774 234,328 General and administrative196,780 179,774 
Provision for credit lossesProvision for credit losses7,367 20,613 Provision for credit losses342 7,367 
Pre-openingPre-opening1,627 2,551 Pre-opening2,447 1,627 
Depreciation and amortizationDepreciation and amortization185,121 178,746 Depreciation and amortization184,556 185,121 
Property charges and otherProperty charges and other5,617 27,229 Property charges and other45,720 5,617 
Total operating expensesTotal operating expenses901,515 1,201,127 Total operating expenses1,048,199 912,414 
Operating lossOperating loss(175,732)(247,411)Operating loss(94,865)(175,732)
Other income (expense):Other income (expense):Other income (expense):
Interest incomeInterest income904 7,953 Interest income1,280 904 
Interest expense, net of amounts capitalizedInterest expense, net of amounts capitalized(152,852)(128,827)Interest expense, net of amounts capitalized(152,158)(152,852)
Change in derivatives fair valueChange in derivatives fair value4,409 (15,660)Change in derivatives fair value7,400 4,409 
Loss on extinguishment of debtLoss on extinguishment of debt(1,322)(843)Loss on extinguishment of debt— (1,322)
OtherOther(11,093)10,335 Other(15,127)(11,093)
Other income (expense), netOther income (expense), net(159,954)(127,042)Other income (expense), net(158,605)(159,954)
Loss before income taxesLoss before income taxes(335,686)(374,453)Loss before income taxes(253,470)(335,686)
Provision for income taxesProvision for income taxes(493)(75,800)Provision for income taxes(1,140)(493)
Net lossNet loss(336,179)(450,253)Net loss(254,610)(336,179)
Less: net loss attributable to noncontrolling interestsLess: net loss attributable to noncontrolling interests55,201 48,216 Less: net loss attributable to noncontrolling interests71,286 55,201 
Net loss attributable to Wynn Resorts, LimitedNet loss attributable to Wynn Resorts, Limited$(280,978)$(402,037)Net loss attributable to Wynn Resorts, Limited$(183,324)$(280,978)
Basic and diluted net loss per common share:Basic and diluted net loss per common share:Basic and diluted net loss per common share:
Net loss attributable to Wynn Resorts, Limited:Net loss attributable to Wynn Resorts, Limited:Net loss attributable to Wynn Resorts, Limited:
BasicBasic$(2.53)$(3.77)Basic$(1.59)$(2.53)
DilutedDiluted$(2.53)$(3.77)Diluted$(1.59)$(2.53)
Weighted average common shares outstanding:Weighted average common shares outstanding:Weighted average common shares outstanding:
BasicBasic111,020 106,663 Basic115,030 111,020 
DilutedDiluted111,020 106,663 Diluted115,030 111,020 
Dividends declared per common share$$1.00 

The accompanying notes are an integral part of these condensed consolidated financial statements.
4

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
(in thousands)
(unaudited)
 Three Months Ended March 31,
 20212020
Net loss$(336,179)$(450,253)
Other comprehensive income:
Foreign currency translation adjustments, before and after tax4,032 1,015 
Total comprehensive loss(332,147)(449,238)
Less: comprehensive loss attributable to noncontrolling interests54,066 47,933 
Comprehensive loss attributable to Wynn Resorts, Limited$(278,081)$(401,305)
 Three Months Ended March 31,
 20222021
Net loss$(254,610)$(336,179)
Other comprehensive income:
Foreign currency translation adjustments, before and after tax4,597 4,032 
Total comprehensive loss(250,013)(332,147)
Less: comprehensive loss attributable to noncontrolling interests69,986 54,066 
Comprehensive loss attributable to Wynn Resorts, Limited$(180,027)$(278,081)

The accompanying notes are an integral part of these condensed consolidated financial statements.
5

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT)DEFICIT
(in thousands, except share data)
(unaudited)

For the Three Months Ended March 31, 2021For the Three Months Ended March 31, 2022
Common stockCommon stock
Shares
outstanding
Par
value
Treasury
stock
Additional
paid-in
capital
Accumulated
other
comprehensive
income
Accumulated deficitTotal Wynn Resorts, Ltd.
stockholders'
equity (deficit)
Noncontrolling
interests
Total
stockholders'
 deficit
Shares
outstanding
Par
value
Treasury
stock
Additional
paid-in
capital
Accumulated
other
comprehensive
income
Accumulated deficitTotal Wynn Resorts, Ltd.
stockholders'
deficit
Noncontrolling
interests
Total
stockholders'
 deficit
Balances, January 1, 2021107,888,336 $1,235 $(1,422,531)$2,598,115 $3,604 $(1,532,420)$(351,997)$(385,320)$(737,317)
Balances, January 1, 2022Balances, January 1, 2022115,714,943 $1,314 $(1,436,373)$3,502,715 $6,004 $(2,288,078)$(214,418)$(621,797)$(836,215)
Net lossNet loss— — — — — (280,978)(280,978)(55,201)(336,179)Net loss— — — — — (183,324)(183,324)(71,286)(254,610)
Currency translation adjustmentCurrency translation adjustment— — — — 2,897 — 2,897 1,135 4,032 Currency translation adjustment— — — — 3,297 — 3,297 1,300 4,597 
Issuance of common stock, net of $17.7 million underwriter discounts, commissions and other expenses7,475,000 75 — 841,824 — — 841,899 — 841,899 
Issuance of restricted stockIssuance of restricted stock335,285 — 5,899 — — 5,902 370 6,272 Issuance of restricted stock419,198 — 9,283 — — 9,288 — 9,288 
Cancellation of restricted stockCancellation of restricted stock(13,099)— — — — — — Cancellation of restricted stock(79,095)(1)— — — — — — 
Shares repurchased by the Company and held as treasury sharesShares repurchased by the Company and held as treasury shares(38,194)— (4,356)— — — (4,356)— (4,356)Shares repurchased by the Company and held as treasury shares(137,085)— (11,667)— — — (11,667)— (11,667)
Cash dividends declared— — — — — 81 81 90 
Distribution to noncontrolling interestDistribution to noncontrolling interest— — — — — — — (9,279)(9,279)
Contribution from noncontrolling interestContribution from noncontrolling interest— — — 48,559 — — 48,559 1,474 50,033 
Stock-based compensationStock-based compensation— — — 20,235 — — 20,235 2,385 22,620 Stock-based compensation— — — 11,108 — 117 11,225 3,369 14,594 
Balances, March 31, 2021115,647,328 $1,313 $(1,426,887)$3,466,073 $6,501 $(1,813,317)$233,683 $(436,622)$(202,939)
Balances, March 31, 2022Balances, March 31, 2022115,917,961 $1,318 $(1,448,040)$3,571,666 $9,301 $(2,471,285)$(337,040)$(696,219)$(1,033,259)


For the Three Months Ended March 31, 2020For the Three Months Ended March 31, 2021
Common stockCommon stock
Shares
outstanding
Par
value
Treasury
stock
Additional
paid-in
capital
Accumulated
other
comprehensive
loss
Retained earningsTotal Wynn Resorts, Ltd.
stockholders'
equity
Noncontrolling
interests
Total
stockholders'
equity
Shares
outstanding
Par
value
Treasury
stock
Additional
paid-in
capital
Accumulated
other
comprehensive
income
Accumulated deficitTotal Wynn Resorts, Ltd.
stockholders'
equity (deficit)
Noncontrolling
interests
Total
stockholders'
deficit
Balances, January 1, 2020107,363,943 $1,228 $(1,410,998)$2,512,676 $(1,679)$641,818 $1,743,045 $(201,573)$1,541,472 
Balances, January 1, 2021Balances, January 1, 2021107,888,336 $1,235 $(1,422,531)$2,598,115 $3,604 $(1,532,420)$(351,997)$(385,320)$(737,317)
Net lossNet loss— — — — — (402,037)(402,037)(48,216)(450,253)Net loss— — — — — (280,978)(280,978)(55,201)(336,179)
Currency translation adjustmentCurrency translation adjustment— — — — 732 — 732 283 1,015 Currency translation adjustment— — — — 2,897 — 2,897 1,135 4,032 
Issuance of common stock, net of $17.7 million underwriter discounts, commissions and other expensesIssuance of common stock, net of $17.7 million underwriter discounts, commissions and other expenses7,475,000 75 — 841,824 — — 841,899 — 841,899 
Issuance of restricted stockIssuance of restricted stock620,745 — 6,086 — — 6,092 629 6,721 Issuance of restricted stock335,285 — 5,899 — — 5,902 370 6,272 
Cancellation of restricted stockCancellation of restricted stock(55,570)— — — — — — Cancellation of restricted stock(13,099)— — — — — — — — 
Shares repurchased by the Company and held as treasury sharesShares repurchased by the Company and held as treasury shares(44,955)— (5,527)— — — (5,527)— (5,527)Shares repurchased by the Company and held as treasury shares(38,194)— (4,356)— — — (4,356)— (4,356)
Cash dividends declaredCash dividends declared— — — — — (107,515)(107,515)14 (107,501)Cash dividends declared— — — — — 81 81 90 
Distribution to noncontrolling interest— — — — — — — (998)(998)
Stock-based compensationStock-based compensation— — — 7,300 — — 7,300 251 7,551 Stock-based compensation— — — 20,235 — — 20,235 2,385 22,620 
Balances, March 31, 2020107,884,163 $1,234 $(1,416,525)$2,526,062 $(947)$132,266 $1,242,090 $(249,610)$992,480 
Balances, March 31, 2021Balances, March 31, 2021115,647,328 $1,313 $(1,426,887)$3,466,073 $6,501 $(1,813,317)$233,683 $(436,622)$(202,939)

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





6

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
(unaudited)

 Three Months Ended March 31,
 20212020
Cash flows from operating activities:
Net loss$(336,179)$(450,253)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization185,121 178,746 
Deferred income taxes293 74,860 
Stock-based compensation expense24,346 9,364 
Amortization of debt issuance costs6,652 6,944 
Loss on extinguishment of debt1,322 843 
Provision for credit losses7,367 20,613 
Change in derivatives fair value(4,409)15,660 
Property charges and other16,710 16,894 
Increase (decrease) in cash from changes in:
Receivables, net(22,947)(56,284)
Inventories, prepaid expenses and other(21,411)5,135 
Customer deposits(131,336)71,736 
Accounts payable and accrued expenses20,565 (70,758)
Net cash used in operating activities(253,906)(176,500)
Cash flows from investing activities:
Capital expenditures, net of construction payables and retention(40,270)(139,316)
Purchase of intangible and other assets(8,500)
Proceeds from sale of assets and other134 2,162 
Net cash used in investing activities(48,636)(137,154)
Cash flows from financing activities:
Proceeds from issuance of long-term debt50,084 1,469,028 
Repayments of long-term debt(1,166,737)(515,194)
Proceeds from issuance of common stock841,899 
Repurchase of common stock(4,356)(5,527)
Finance lease payment(3,881)(37)
Proceeds from exercise of stock options70 
Dividends paid(295)(107,426)
Distribution to noncontrolling interest(998)
Payments for financing costs(2,154)(1,919)
Net cash (used in) provided by financing activities(285,440)837,997 
Effect of exchange rate on cash, cash equivalents and restricted cash(1,131)3,266 
Cash, cash equivalents and restricted cash:
(Decrease) increase in cash, cash equivalents and restricted cash(589,113)527,609 
Balance, beginning of period3,486,384 2,358,292 
Balance, end of period$2,897,271 $2,885,901 
Supplemental cash flow disclosures:
Cash paid for interest, net of amounts capitalized$138,823 $88,438 
Liability settled with shares of common stock$6,272 $6,720 
Accounts and construction payables related to property and equipment$57,463 $127,895 
Other liabilities related to intangible assets$13,748 $13,853 
Finance lease liabilities arising from obtaining finance lease assets$7,423 $

 Three Months Ended March 31,
 20222021
Cash flows from operating activities:
Net loss$(254,610)$(336,179)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization184,556 185,121 
Deferred income taxes415 293 
Stock-based compensation expense13,900 24,346 
Amortization of debt issuance costs7,203 6,652 
Loss on extinguishment of debt— 1,322 
Provision for credit losses342 7,367 
Change in derivatives fair value(7,400)(4,409)
Property charges and other60,847 16,710 
Increase (decrease) in cash from changes in:
Receivables, net11,868 (22,947)
Inventories, prepaid expenses and other(4,284)(21,411)
Customer deposits(11,435)(131,336)
Accounts payable and accrued expenses(118,787)20,565 
Net cash used in operating activities(117,385)(253,906)
Cash flows from investing activities:
Capital expenditures, net of construction payables and retention(96,343)(40,270)
Purchase of intangible and other assets(901)(8,500)
Proceeds from sale of assets and other29 134 
Net cash used in investing activities(97,215)(48,636)
Cash flows from financing activities:
Proceeds from issuance of long-term debt— 50,084 
Repayments of long-term debt(12,500)(1,166,737)
Proceeds from issuance of Wynn Resorts, Limited common stock— 841,899 
Repurchase of common stock(11,667)(4,356)
Finance lease payments(4,443)(3,881)
Distribution to noncontrolling interest(9,279)— 
Contribution from noncontrolling interest50,033 — 
Dividends paid(1,163)(295)
Payments for debt financing costs(109)(2,154)
Net cash provided by (used in) financing activities10,872 (285,440)
Effect of exchange rate on cash, cash equivalents and restricted cash(925)(1,131)
Cash, cash equivalents and restricted cash:
Decrease in cash, cash equivalents and restricted cash(204,653)(589,113)
Balance, beginning of period2,531,067 3,486,384 
Balance, end of period$2,326,414 $2,897,271 
Supplemental cash flow disclosures:
Cash paid for interest, net of amounts capitalized$133,637 $138,823 
Liability settled with shares of common stock$9,287 $6,272 
Accounts and construction payables related to property and equipment$49,996 $57,463 
Other liabilities related to intangible assets$5,501 $13,748 
Finance lease liabilities arising from obtaining finance lease assets$1,119 $7,423 
The accompanying notes are an integral part of these condensed consolidated financial statements.
7

Table of Contents
WYNN RESORTS, LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
 
Note 1 - Organization

Organization

Wynn Resorts, Limited, a Nevada corporation (together with its subsidiaries, "Wynn Resorts" or the "Company"), is a designer, developer, and operator of integrated resorts featuring luxury hotel rooms, high-end retail space, an array of dining and entertainment options, meeting and convention facilities, and gaming.

In the Macau Special Administrative Region ("Macau") of the People's Republic of China ("Macau"PRC"), the Company owns approximately 72% of Wynn Macau, Limited ("WML"), which includes the operations of the Wynn Palace and Wynn Macau resorts. The Company refers to Wynn Palace and Wynn Macau as its Macau Operations. In Las Vegas, Nevada, the Company operates and, with the exception of certain retail space, owns 100% of Wynn Las Vegas. Additionally, the Company is a 50.1% owner and managing member of a joint venture that owns and leases certain retail space at Wynn Las Vegas (the "Retail Joint Venture"). The Company refers to Wynn Las Vegas, Encore, an expansion at Wynn Las Vegas, and the Retail Joint Venture as its Las Vegas Operations. On June 23, 2019,In Everett, Massachusetts, the Company openedowns 100% of and operates Encore Boston Harbor, an integrated resort in Everett, Massachusetts, that is owned 100% by the Company. In October 2020, Wynn Interactive Ltd. ("Wynn Interactive") was formed through the merger of the Company's U.S. online sports betting and gaming business, social casino business, and Wynn Resorts' strategic partner, BetBull Limited ("BetBull"). Following the merger and subsequent transactions, Wynn Resortsresort. The Company also holds an approximately 74% interest in, and consolidates, Wynn Interactive. The results of its operations are presented within CorporateInteractive Ltd. ("Wynn Interactive"), through which it operates online sports betting and othergaming businesses in the accompanying condensed consolidated financial statements, except where otherwise noted.United States and the United Kingdom, as well as a social casino business.

Recent Developments Related to COVID-19

Since the outbreak of COVID-19 in early 2020, steps have been taken by various countries, including those in which the Company operates, to advise citizens to avoid non-essential travel, to restrict inbound international travel, to implement closures of non-essential operations, and to implement quarantines and lockdowns to contain the spread of the virus. As part of the immediate response to the initial outbreak of COVID-19, each of the Company's properties was subject to partial or full closure for varying lengths of time during 2020, and have all since reopened with certain COVID-19 specific protective measures, such as limiting the number of seats per table game, slot machine spacing, temperature checks, mask protection, and suspension of certain entertainment and nightlife offerings. Several vaccines have been granted authorization in numerous countries and are being rolled out to citizens based on availability and priority of need. There can be no assurance as to when a sufficient number of individuals will be vaccinated, permitting travel restrictions to be fully lifted.

Macau Operations

Visitation to Macau has fallen significantly since the outbreak of COVID-19, driven by the strong deterrent effect of the COVID-19 pandemic on travel and social activities, quarantine measures put in place in Macau and elsewhere, travel and entry restrictions and conditions in Macau, the PRC, Hong Kong and Taiwan involving COVID-19 testing, among other things, and the suspension or reduced accessibility of transportation to and from Macau. Beginning in June 2020Although there have been periods during which certain restrictions and conditions havewere eased by the Macau government to allow for greater visitation to Macau as certain regions recover from the COVID-19 pandemic. Quarantine-free travel, subject to COVID-19 safeguards such as testing and the usual visa requirements, has been reintroduced between Macau and most areas and cities within the PRC, and in September 2020, PRC authorities fully resumed the IVS exit visa program, which permits individual PRC citizens from nearly 50 PRC cities toquarantine-free travel to Macau, for tourism purposes.adverse conditions and evolving conditions created by and in response to the COVID-19 pandemic may cause these restrictions and conditions to be reintroduced. The Company is currently unable to determine when protective measures and the suspension of certain offerings in effect at our Macau Operations will be lifted. Given the uncertainty around the extent and timing of the potential future spread or mitigation of COVID-19 and around the imposition or relaxation of protective measures, management cannot reasonably estimate the impact to the Company's future results of operations, cash flows, or financial condition.

Las Vegas Operations and Encore Boston HarborLiquidity

The Company’s Las Vegas OperationsCOVID-19 pandemic has materially impacted and Encore Boston Harboris likely to continue to materially impact our business, financial condition and results of operations. As of March 31, 2022, the Company had total cash and cash equivalents, excluding restricted cash, of $2.32 billion, and had access to $835.6 million of available borrowing capacity from the WRF Revolver and $211.9 million of available borrowing capacity from the WM Cayman II Revolver. As a result of the negative impact the COVID-19 pandemic has had, and will likely continue to have, each implemented certain COVID-19 specific protective measures, suchon our operating income, the Company has suspended its dividend program for the foreseeable future. Given the Company's liquidity position as limitingof March 31, 2022, the number of seats per table game, slot machine spacing, temperature checks, mask protection, and suspension of certain entertainment and nightlife offerings. On April 8, 2021, Encore at Wynn Las Vegas resumed full operations, having previously adjusted its operating schedule to five days/four nights each week due to reduced customer demand levels beginning on October 19, 2020. On April 13, 2021, the Governor of Nevada announced that the statewide social distancing mandateCompany believes it will be removedable to support continuing operations and decisionsrespond to the continuing impact of the COVID-19 pandemic and related economic disruptions.

Macau Gaming Concession

The term of the Company's gaming concession agreement with the Macau government ends on social distancingJune 26, 2022. If the term of this concession agreement is not extended, renewed or replaced by a new gaming concession, all of the Company's gaming operations and related equipment in Macau will be returnedautomatically transferred to local authority by May 1, with a goalthe Macau government without compensation on that date and the Company will cease to have all Nevada counties open to 100% capacity by June 1. The Nevada Gaming Control Board will continue to maintain authority overgenerate gaming revenues from its Macau Operations. In addition, under the indentures governing the Company’s $4.7 billion aggregate principal amount of WML Senior Notes and the facility agreement governing the WM Cayman II Revolver, upon the occurrence of any event after which the Company does not own or manage casino or gaming areas or operate casino games of licensed propertiesfortune and chance in Nevada. On May 3, 2021,Macau in substantially the Gaming Control Board announced that, effective immediately,same manner and scope as of the Company's Las Vegas Operations are permitted to reopen all gaming areas to 100%issue date of capacity, with no continuing table gamethe respective senior notes or slot machine spacing restrictions. At Encore Boston Harbor, on January 25, 2021,the date of the facility agreement, for a period of 10 consecutive days or more
8

Table of Contents
WYNN RESORTS, LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
(unaudited)
limitationsin the case of the WML Senior Notes or a period of 30 consecutive days or more in the case of the WM Cayman II Revolver, and such event has a material adverse effect on operating hours that had been in place since November 2020 were lifted,the financial condition, business, properties or results of operations of WML and its subsidiaries, taken as a whole, holders of the property restored certain operationsWML Senior Notes can require the Company to repurchase all or any part of the WML Senior Notes at par, plus any accrued and reopened its hotel tower on a Thursday through Sunday weekly schedule. On April 27, 2021,unpaid interest (the “Special Put Option”), and any amounts owed under the Governor of Massachusetts announced a phased plan for further reopeningWM Cayman II Revolver may become immediately due and increased capacity over the next several months. Effective August 1, 2021, subject to public health and vaccination data, all industry restrictions will be lifted and capacity limits will increase to 100%payable (the “Property Mandatory Prepayment Event”).

Summary

In January 2022, the Macau government published a draft of its proposed revisions to the gaming law which is currently under review by the Macau Legislative Assembly. On March 3, 2022, the Macau government announced its intention to extend the term of Macau’s six gaming concession and subconcession contracts until December 31, 2022 in order to ensure sufficient time to complete the amendment to the Macau gaming law and to conduct a public tender for the awarding of new gaming concessions contracts. The COVID-19 pandemic has hadMacau government invited Wynn Resorts (Macau) S.A. ("WRM") to submit a formal request for an extension along with a commitment to pay the Macau government approximately 47.0 million Macau pataca (MOP) (approximately $5.8 million) and provided a bank guarantee to secure the fulfillment of WRM’s payment obligations towards its employees should WRM be unsuccessful in tendering for a new concession contract after its concession expires. WRM submitted a request for an extension of its concession agreement on March 11, 2022, which is subject to approval by the Macau government. The Company is monitoring developments with respect to the Macau government’s concession extension and renewal process, and at this time believes that its concession agreement will continuebe extended and renewed beyond June 26, 2022. If the Company is unable to extend or renew its concession agreement or obtain a new gaming concession agreement, and an election by the WML Senior Note holders to exercise the Special Put Option and the triggering of the Property Mandatory Prepayment Event would have ana material adverse effect on the Company's results of operations. Notwithstanding the easing of certain COVID-19 protective measures by authorities throughout the world, certain travel restrictions, quarantine measures, testing requirements, and capacity limitations remain in effect, and the Company is currently unable to determine when protective measures and the suspension of certain offerings in effect at our Macau Operations, Las Vegas Operations, and Encore Boston Harbor will be lifted. Given the uncertainty around the extent and timing of the potential future spread or mitigation of COVID-19 and around the imposition or relaxation of protective measures, management cannot reasonably estimate the impact to the Company's futurebusiness, financial condition, results of operations, and cash flows, or financial condition.flows.

As of March 31, 2021, the Company had total cash and cash equivalents, excluding restricted cash, of $2.89 billion, and had access to $833.9 million of available borrowing capacity from the WRF Revolving Facility and $293.0 million of available borrowing capacity from the Wynn Macau Revolving Facility. The Company has suspended its dividend program. Given the Company's liquidity position at March 31, 2021, the Company believes it is able to support continuing operations and respond to the current COVID-19 pandemic challenges.

Business Combination Agreement

On May 10, 2021, Wynn Interactive entered into a business combination agreement (the "Business Combination Agreement") with Austerlitz Acquisition Corporation I, a Cayman Islands exempted company ("Austerlitz I") and Wave Merger Sub Limited, an exempted company limited by shares incorporated in Bermuda and a direct, wholly owned subsidiary of Austerlitz I ("Merger Sub"). The Business Combination Agreement provides for, among other things, the consummation of the following transactions: (i) Austerlitz I will transfer by way of continuation from the Cayman Islands to Bermuda and change its name to "Wynn Interactive, Limited"; and (ii) Merger Sub will merge with and into Wynn Interactive (the "Merger"), with Wynn Interactive being the surviving company of the Merger and direct, wholly owned subsidiary of Austerlitz I. Upon closing of the transaction, assuming no share redemptions by the public stockholders of Austerlitz I, the Company is expected to retain an approximately 58% equity interest (and approximately 72% voting interest) in Wynn Interactive. The proposed business combination is expected to close by the end of 2021, subject to approval by Austerlitz I's stockholders, gaming regulatory approval and other customary closing conditions.

Note 2 -    Basis of Presentation and Significant Accounting Policies

Basis of Presentation

The accompanying condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles ("GAAP") have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures herein are adequate to make the information presented not misleading. In the opinion of management, the accompanying condensed consolidated financial statements reflect all adjustments, which are of a normal recurring nature, necessary to a fair presentation of the results for the interim periods presented. The results for the three months ended March 31, 20212022 are not necessarily indicative of results to be expected for any other interim period or the full fiscal year.year ending December 31, 2022. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto in the Company's Annual Report on Form 10-K for the year ended December 31, 2020.2021. 

Principles of Consolidation

The accompanying condensed consolidated financial statements include the accounts of the Company, its majority-owned subsidiaries and entities the Company identifies as variable interest entities ("VIEs") of which the Company is determined to be the primary beneficiary. For information on the Company's VIEs, see Note 16, "Retail Joint Venture." All significant intercompany accounts and transactions have been eliminated. Certain amounts in the condensed consolidated financial statements for the first quarter of 2021 have been reclassified to be consistent with the current quarter presentation. These reclassifications had no effect on the previously reported net loss or operating loss.

Use of Estimates

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

9

Table of Contents
WYNN RESORTS, LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
(unaudited)

Accounts Receivable

Accounts receivable, including casino and hotel receivables, are typically non-interest bearing and are recorded at amortized cost. Casino receivables primarily consist of credit issued to patrons in the form of markers and advances paid to gaming promoters. The Company issues credit based on factors such as level of play and financial resources, following background and credit checks. The casino credit extended by the Company is generally unsecured and due on demand. Gaming promoter advances are settled shortly after each month end.

An estimated allowance for credit losses is maintained to reduce the Company's receivables to their carrying amount, which reflects the net amount the Company expects to collect. The allowance estimate reflects specific review of customer accounts and outstanding gaming promoter accounts taking into consideration the amount owed, the age of the account, the customer's financial condition, management's experience with historical and current collection trends, current economic and business conditions, and management's expectations of future economic and business conditions and forecasts. Accounts are written off when management deems them to be uncollectible. Recoveries of accounts previously written off are recorded when received.

Gaming Taxes

The Company is subject to taxes based on gross gaming revenues in the jurisdictions in which it operates, subject to applicable jurisdictional adjustments. These gaming taxes are recorded as casino expenses in the accompanying Condensed Consolidated Statements of Operations. These taxes totaled $212.0$176.9 million and $254.0$212.0 million for the three months ended March 31, 20212022 and 2020,2021, respectively.

Recently Issued Accounting Standards

In March 2020, the FASB issued ASU No. 2020-04, "Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting" ("ASU 2020-04"). ASU 2020-04 provides optional expedients and exceptions for applying generally accepted accounting principlesGAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. In response to the concerns about structural risks of interbank offered rates and, particularly, the risk ofplanned cessation of the London Interbank Offered Rate (referred to as "LIBOR"), regulators in several jurisdictions around the world have undertaken reference rate reform initiatives to identify alternative reference rates that are more observable or transaction-based and less susceptible to manipulation. ASU 2020-04 also provides companies with optional guidance to ease the potential accounting burden associated with transitioning away from reference rates that are expected to be discontinued. ASU 2020-04 canmust be adopted no later than December 1, 2022 with early adoption permitted. The Company is currently assessing the impact the adoption of the new guidance will have on its consolidated financial statements.

Note 3 -    Cash, Cash Equivalents and Restricted Cash

Cash, cash equivalents and restricted cash consisted of the following (in thousands):
March 31,
2021
December 31,
2020
Cash and cash equivalents:
   Cash (1)
$2,476,330 $2,501,452 
   Cash equivalents (2)
414,077 980,580 
     Total cash and cash equivalents2,890,407 3,482,032 
Restricted cash (3)
6,864 4,352 
Total cash, cash equivalents and restricted cash$2,897,271 $3,486,384 
(1) Cash consists of cash on hand and bank deposits.
(2) Cash equivalents consist of bank time deposits and money market funds.
(3) Restricted cash consists of cash subject to certain contractual restrictions, cash collateral associated with obligations and cash held in a trust in accordance with WML's share award plan.
March 31, 2022December 31, 2021
Cash and cash equivalents:
   Cash (1)
$1,765,903 $2,021,553 
   Cash equivalents (2)
551,449 500,977 
     Total cash and cash equivalents2,317,352 2,522,530 
Restricted cash (3)
9,062 8,537 
Total cash, cash equivalents and restricted cash$2,326,414 $2,531,067 
(1) Cash consists of cash on hand and bank deposits.
(2) Cash equivalents consist of bank time deposits and money market funds.
(3) Restricted cash consists of cash subject to certain contractual restrictions, cash collateral associated with obligations and cash held in a trust in accordance with WML's share award plan.

10

Table of Contents
WYNN RESORTS, LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
(unaudited)
Note 4 -    Receivables, net

Accounts Receivable and Credit Risk

Receivables, net consisted of the following (in thousands):
March 31,
2021
December 31,
2020
Casino$232,763 $207,823 
Hotel7,312 7,075 
Other77,674 85,589 
317,749 300,487 
Less: allowance for credit losses(102,412)(100,329)
$215,337 $200,158 
March 31, 2022December 31, 2021
Casino$191,884 $199,030 
Hotel29,545 36,749 
Other65,679 75,003 
287,108 310,782 
Less: allowance for credit losses(100,101)(111,319)
$187,007 $199,463 

As of March 31, 20212022 and December 31, 2020,2021, approximately 75.8%70.2% and 77.3%70.3%, respectively, of the Company's markers were due from customers residing outside the United States, primarily in Asia. Business or economic conditions or other significant events in the countries in which the Company's customers reside could affect the collectability of such receivables.

10

Table of Contents
WYNN RESORTS, LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
(unaudited)
The Company’s allowance for casino credit losses was 43.0%50.0% and 47.2%53.7% of gross casino receivables as of March 31, 20212022 and December 31, 2020,2021, respectively. Although the Company believes that its allowance is adequate, it is possible the estimated amounts of cash collections with respect to receivables could change. The Company’s allowance for credit losses from its hotel and other receivables is not material.

The following table shows the movement in the Company's allowance for credit losses recognized for receivables that occurred during the periodperiods presented (in thousands): 
March 31,
2021
March 31,
2020
Balance at beginning of year$100,329 $39,317 
   Provision for credit losses7,367 20,613 
   Write-offs(5,653)(70)
   Recoveries of receivables previously written off501 
   Effect of exchange rate(132)111 
Balance at end of period$102,412 $59,971 

March 31,
20222021
Balance at beginning of year$111,319 $100,329 
   Provision for credit losses342 7,367 
   Write-offs(11,720)(5,653)
   Recoveries of receivables previously written off378 501 
   Effect of exchange rate(218)(132)
Balance at end of period$100,101 $102,412 

Note 5 -    Property and Equipment, net

Property and equipment, net consisted of the following (in thousands):
March 31,
2021
December 31,
2020
Buildings and improvements$9,747,927 $9,758,846 
Land and improvements1,265,598 1,265,510 
Furniture, fixtures and equipment3,107,077 3,093,481 
Airplanes110,623 110,623 
Construction in progress155,586 136,390 
14,386,811 14,364,850 
Less: accumulated depreciation(5,336,633)(5,168,206)
$9,050,178 $9,196,644 

March 31, 2022December 31, 2021
Buildings and improvements$9,768,023 $9,785,514 
Land and improvements1,281,292 1,278,010 
Furniture, fixtures and equipment3,016,722 3,067,793 
Airplanes110,623 110,623 
Construction in progress323,439 250,378 
14,500,099 14,492,318 
Less: accumulated depreciation(5,829,372)(5,727,010)
$8,670,727 $8,765,308 

As of March 31, 20212022 and December 31, 2020,2021, construction in progress consisted primarily of costs capitalized for various capital enhancements at the Company's properties.properties, including the Wynn Las Vegas room remodel.

Depreciation expense for the three months ended March 31, 2022 and 2021 was $176.3 million and $177.7 million, respectively.

Encore Boston Harbor Real Estate Sale and Leaseback

On February 14, 2022, Wynn MA, LLC, the owner and operator of Encore Boston Harbor and an indirect, wholly owned subsidiary of WRL (“Wynn MA”), entered into a sale-leaseback arrangement with respect to certain real estate assets related to Encore Boston Harbor. Upon closing of the related transactions, which are currently expected to take place in the fourth quarter of 2022 subject to the receipt of required regulatory approvals and customary closing conditions, the Company expects to receive cash consideration of approximately $1.7 billion in exchange for the sale of such real estate assets to an unrelated third party, and to concurrently enter into a master lease agreement whereby Wynn MA and certain of its affiliates will lease such real estate assets for the purpose of continuing to operate the Encore Boston Harbor property. The master lease agreement provides for an initial annual rent of $100.0 million for a term of 30 years with one 30-year renewal option, subject to certain annual rent escalations. The Company expects to use the cash proceeds from the sale of the real estate assets for general corporate purposes, which may include the repayment of certain debt obligations.

11

Table of Contents
WYNN RESORTS, LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
(unaudited)
Depreciation expense for the three months ended March 31, 2021 and 2020 was $177.7 million and $172.3 million, respectively.

Note 6 -    Goodwill

The following table shows the movement in the Company's goodwill balance that occurred during the three-month periodperiods presented (in thousands): 
March 31,
2021
Balance at beginning of period$144,095
  Acquisitions
  Foreign currency translation1,312 
Balance at end of period$145,407
March 31,
20222021
Balance at beginning of year$129,738 $144,095 
  Foreign currency translation(961)1,312 
  Impairment(30,250)— 
Balance at end of period$98,527 $145,407 

TheDuring the three months ended March 31, 2022, as a result of changes in forecasts and other industry-specific factors, the Company identified interim indicators of impairment related to the goodwill assigned to the reporting units comprising Wynn Interactive. After revisiting the estimated fair value of those reporting units based on a combination of the income and market approaches, the Company recognized goodwillimpairment of $121.0$30.3 million, which is recorded in 2020 in connection with the acquisition of Betbull. Goodwill is included in CorporateProperty charges and other in the accompanying Condensed Consolidated Statements of Operations.

Note 7 -    Long-Term Debt

Long-term debt consisted of the following (in thousands):
March 31, 2022December 31, 2021
Macau Related:
WM Cayman II Revolver, due 2025 (1)
$1,283,922 $1,287,766 
WML 4 7/8% Senior Notes, due 2024600,000 600,000 
WML 5 1/2% Senior Notes, due 20261,000,000 1,000,000 
WML 5 1/2% Senior Notes, due 2027750,000 750,000 
WML 5 5/8% Senior Notes, due 20281,350,000 1,350,000 
WML 5 1/8% Senior Notes, due 20291,000,000 1,000,000 
U.S. and Corporate Related:
WRF Credit Facilities (2):
WRF Term Loan, due 2024875,000 887,500 
WLV 4 1/4% Senior Notes, due 2023500,000 500,000 
WLV 5 1/2% Senior Notes, due 20251,780,000 1,780,000 
WLV 5 1/4% Senior Notes, due 2027880,000 880,000 
WRF 7 3/4% Senior Notes, due 2025600,000 600,000 
WRF 5 1/8% Senior Notes, due 2029750,000 750,000 
Retail Term Loan, due 2025 (3)
615,000 615,000 
11,983,922 12,000,266 
Less: Unamortized debt issuance costs and original issue discounts and premium, net(61,028)(65,720)
11,922,894 11,934,546 
Less: Current portion of long-term debt(50,000)(50,000)
Total long-term debt, net of current portion$11,872,894 $11,884,546 
(1) The borrowings under the WM Cayman II Revolver bear interest at LIBOR or HIBOR plus a margin of 1.875% to 2.875% per annum based on WM Cayman II’s leverage ratio on a consolidated basis. Approximately $268.2 million and $1.02 billion of the WM Cayman II Revolver bears interest at a rate of LIBOR plus 2.625% per year and HIBOR plus 2.625% per year, respectively. As of March 31, 2022, the weighted average interest rate was approximately 2.96%. As of March 31, 2022, the available borrowing capacity under the WM Cayman II Revolver was $211.9 million.
(2) The WRF Credit Facilities bear interest at a rate of LIBOR plus 1.75% per year. As of March 31, 2022, the weighted average interest rate was approximately 2.21%. Additionally, as of March 31, 2021 and December2022, the available borrowing capacity under the WRF Revolver was $835.6 million, net of $14.4 million in outstanding letters of credit.
(3) The Retail Term Loan bears interest at a rate of LIBOR plus 1.70% per year. As of March 31, 2020.

2022, the effective interest rate was 2.70%.
12

Table of Contents
WYNN RESORTS, LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
(unaudited)
Note 7 -    Long-Term DebtWM Cayman II Revolver Amendment

Long-term debt consistedOn May 5, 2022, WM Cayman II and its lenders agreed to waive certain financial covenants in the facility agreement under the WM Cayman II Revolver in respect of the relevant periods ending on the following (in thousands):
March 31,
2021
December 31,
2020
Macau Related:
Wynn Macau Credit Facilities (1):
Wynn Macau Term Loan, due 2022 (2)
$828,460 $1,268,106 
Wynn Macau Revolver, due 2022 (3)
457,005 407,443 
WML 4 7/8% Senior Notes, due 2024600,000 600,000 
WML 5 1/2% Senior Notes, due 20261,000,000 1,000,000 
WML 5 1/2% Senior Notes, due 2027750,000 750,000 
WML 5 5/8% Senior Notes, due 20281,350,000 1,350,000 
WML 5 1/8% Senior Notes, due 20291,000,000 1,000,000 
U.S. and Corporate Related:
WRF Credit Facilities (4):
WRF Term Loan, due 2024925,000 937,500 
WRF Revolver, due 2024716,000 
WLV 4 1/4% Senior Notes, due 2023500,000 500,000 
WLV 5 1/2% Senior Notes, due 20251,780,000 1,780,000 
WLV 5 1/4% Senior Notes, due 2027880,000 880,000 
WRF 7 3/4% Senior Notes, due 2025600,000 600,000 
WRF 5 1/8% Senior Notes, due 2029750,000 750,000 
Retail Term Loan, due 2025 (5)
615,000 615,000 
12,035,465 13,154,049 
Less: Unamortized debt issuance costs and original issue discounts and premium, net(81,831)(88,279)
11,953,634 13,065,770 
Less: Current portion of long-term debt(198,465)(596,408)
Total long-term debt, net of current portion$11,755,169 $12,469,362 

(1) The borrowings underapplicable test dates: (a) June 30, 2022; (b) September 30, 2022; (c) December 31, 2022; and (d) March 31, 2023; and to provide for a floor on the Wynn Macau Credit Facilities bear interest at LIBOR or HIBOR plus arate margin of 1.50% to 2.25%2.625% per annum basedthrough June 30, 2023. WML, as guarantor, may be subject to certain restrictions on Wynn Resorts Macau S.A.’s leverage ratio.
(2) Approximately $469.2 million and $359.3 millionpayments of dividends or distributions to its shareholders, unless certain financial criteria have been satisfied through the Wynn Macau Term Loan bears interest at a rate of LIBOR plus 2.25% per year and HIBOR plus 2.25% per year, respectively. As of March 31, 2021, the weighted average interest rate was approximately 2.37%. In January 2021, the Company prepaid $412.5 million of the Wynn Macau Term Loan.
(3) Approximately $260.2 million and $196.8 million of the Wynn Macau Revolver bears interest at a rate of LIBOR plus 2.25% per year and HIBOR plus 2.25% per year, respectively. As of March 31, 2021, the weighted average interest rate was approximately 2.38%. As of March 31, 2021, the available borrowing capacity under the Wynn Macau Revolver was $293.0 million.
(4) The WRF Credit Facilities bear interest at a rate of LIBOR plus 1.75% per year. As of March 31, 2021, the weighted average interest rate was approximately 1.86%. Additionally, as of March 31, 2021, the available borrowing capacity under the WRF Revolver was $833.9 million, net of $16.1 million in outstanding letters of credit.
(5) The Retail Term Loan bears interest at a rate of LIBOR plus 1.70% per year. As of March 31, 2021, the effective interest rate was 2.70%.facility agreement.

Debt Covenant Compliance

As of March 31, 2021,2022, management believes the Company was in compliance with all debt covenants.






13

Table of Contents
WYNN RESORTS, LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
(unaudited)
Fair Value of Long-Term Debt

The estimated fair value of the Company's long-term debt as of March 31, 20212022 and December 31, 2020,2021, was approximately $12.31$11.34 billion and $13.35$11.72 billion, respectively, compared to its carrying value, excluding debt issuance costs and original issue discount and premium, of $12.04$11.98 billion and $13.15$12.00 billion, respectively. The estimated fair value of the Company's long-term debt is based on recent trades, if available, and indicative pricing from market information (Level 2 inputs).

Note 8 - Stockholders' Equity (Deficit)Deficit

Equity Offering

On February 11, 2021, the Company completed a registered public offering of 7,475,000 newly issued shares of its common stock, par value $0.01 per share, at a price of $115.00 per share for proceeds of $841.9 million, net of $17.7 million in underwriting discounts commissions, and other expenses.commissions. The Company used $716.0 million of the net proceeds from thethis equity offering to repay the outstanding borrowings under the WRF Revolver, and intends to use the remaining net proceeds for general corporate purposes.

Dividends

Duringpurposes, including the first quarterrepayment of 2020, the Company paid a cash dividend of $1.00 per share, and recorded $107.5 million as a reduction of retained earnings from cash dividends declared.

On May 6, 2020, the Company announced that it had suspended its quarterly dividend program due to the financial impact of the COVID-19 pandemic.debt.

Noncontrolling Interests

The WML board of directors concluded not to recommend the payment of a dividend with respect to either of the years ended December 31, 2020 or 2019 due to the financial impact of the COVID-19 pandemic. As such, WML paid 0 dividends during 2020 orRetail Joint Venture

During the three months ended March 31, 2021.

2022, the Retail Joint Venture made aggregate distributions of approximately $9.3 million to its non-controlling interest holder. During the three months ended March 31, 2021, the Retail Joint Venture did 0tnot make any distribution to its non-controlling interest holder. During the three months ended March 31, 2020, the Retail Joint Venture made aggregate distributions of approximately $1.0 million to its non-controlling interest holder. For more information on the Retail Joint Venture, see Note 16, "Retail Joint Venture".

During the three months ended March 31, 2022, in exchange for cash consideration of $50.0 million, the Company sold to Crown Acquisitions Inc. ("Crown") a 49.9% interest in certain retail space contributed by the Company to the Retail Joint Venture. In connection with this transaction, the Company recorded $48.6 million of additional paid-in capital and $1.5 million of noncontrolling interest, within Contribution from noncontrolling interest in the accompanying Condensed Consolidated Statement of Stockholders' Deficit for the three months ended March 31, 2022.

1413

Table of Contents
WYNN RESORTS, LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
(unaudited)
Note 9 -    Fair Value Measurements

The following tables present assets and liabilities carried at fair value (in thousands): 
Fair Value Measurements Using:
March 31,
2021
Quoted
Market
Prices in
Active
Markets
(Level 1)
Other
Observable
Inputs
(Level 2)
Unobservable
Inputs
(Level 3)
Assets:
Cash equivalents$414,077 $50,000 $364,077 
Restricted cash$6,864 $4,867 $1,997 
Liabilities:
Interest rate collar$12,499 $12,499 
Fair Value Measurements Using:
December 31,
2020
Quoted
Market
Prices in
Active
Markets
(Level 1)
Other
Observable
Inputs
(Level 2)
Unobservable
Inputs
(Level 3)
Assets:
Cash equivalents$980,580 $504,980 $475,600 
Restricted cash$4,352 $2,054 $2,298 
Liabilities:
Interest rate collar$16,908 $16,908 

Fair Value Measurements Using:
March 31, 2022Quoted
Market
Prices in
Active Markets
(Level 1)
Other
Observable
Inputs
(Level 2)
Unobservable
Inputs
(Level 3)
Assets:
Cash equivalents$551,449 $— $551,449 $— 
Restricted cash$9,062 $7,789 $1,273 $— 
Interest rate collar$2,670 $— $2,670 $— 
Liabilities:
Interest rate collar$817 $— $817 $— 
Fair Value Measurements Using:
December 31, 2021Quoted
Market
Prices in
Active Markets
(Level 1)
Other
Observable
Inputs
(Level 2)
Unobservable
Inputs
(Level 3)
Assets:
Cash equivalents$500,977 $— $500,977 $— 
Restricted cash$8,537 $6,950 $1,587 $— 
Liabilities:
Interest rate collar$5,548 $— $5,548 $— 

Note 10 - Customer Contract Liabilities

In providing goods and services to its customers, there is often a timing difference between the Company receiving cash and the Company recording revenue for providing services or holding events.
The Company's primary liabilities associated with customer contracts are as follows (in thousands):
March 31, 2021December 31, 2020Increase (decrease)March 31, 2020December 31, 2019Increase (decrease)March 31, 2022December 31, 2021Increase / (decrease)March 31, 2021December 31, 2020Increase / (decrease)
Casino outstanding chips and front money deposits (1)
Casino outstanding chips and front money deposits (1)
$461,343 $596,463 $(135,120)$857,233 $769,053 $88,180 
Casino outstanding chips and front money deposits (1)
$335,426 $352,830 $(17,404)$461,343 $596,463 $(135,120)
Advance room deposits and ticket sales (2)
Advance room deposits and ticket sales (2)
40,062 29,224 10,838 29,293 49,834 (20,541)
Advance room deposits and ticket sales (2)
60,150 55,438 4,712 40,062 29,224 10,838 
Other gaming-related liabilities (3)
Other gaming-related liabilities (3)
9,608 7,882 1,726 5,485 13,970 (8,485)
Other gaming-related liabilities (3)
25,745 26,515 (770)9,608 7,882 1,726 
Loyalty program and related liabilities (4)
Loyalty program and related liabilities (4)
24,967 22,736 2,231 20,397 21,148 (751)
Loyalty program and related liabilities (4)
37,355 34,695 2,660 24,967 22,736 2,231 
$535,980 $656,305 $(120,325)$912,408 $854,005 $58,403 $458,676 $469,478 $(10,802)$535,980 $656,305 $(120,325)
(1) Casino outstanding chips generally represent amounts owed to gaming promoters and customers for chips in their possession, and casino front money deposits represent funds deposited by customers before gaming play occurs. These amounts are included in customer deposits on the Condensed Consolidated Balance Sheets and may be recognized as revenue or redeemed for cash in the future. As of March 31, 2022 and December 31, 2021, the Company had no agreements in place with gaming promoters.
(2) Advance room deposits and ticket sales represent cash received in advance for goods or services to be provided in the future. These amounts are included in customer deposits on the Condensed Consolidated Balance Sheets and will be recognized as revenue when the goods or services are provided or the events are held. Decreases in this balance generally represent the recognition of revenue and increases in the balance represent additional deposits made by customers. The deposits are expected to primarily be recognized as revenue within one year.
(3) Other gaming-related liabilities generally represent unpaid wagers primarily in the form of unredeemed slot, race and sportsbook tickets or wagers for future sporting events. The amounts are included in other accrued liabilities on the Condensed Consolidated Balance Sheets.
(4) Loyalty program and related liabilities represent the deferral of revenue until the loyalty points or other complimentaries are redeemed. The amounts are included in other accrued liabilities on the Condensed Consolidated Balance Sheets and are expected to be recognized as revenue within one year of being earned by customers.
1514

Table of Contents
WYNN RESORTS, LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
(unaudited)

Note 11 - Stock-Based Compensation

The total compensation cost for stock-based compensation plans was recorded as follows (in thousands):
 Three Months Ended March 31,
 20212020
Casino (1)
$3,891 $(896)
Rooms506 349 
Food and beverage1,150 637 
Entertainment, retail and other4,300 73 
General and administrative14,499 9,201 
Total stock-based compensation expense24,346 9,364 
Total stock-based compensation capitalized905 217 
Total stock-based compensation costs$25,251 $9,581 

(1) For the three months ended March 31, 2020, reflects the reversal of $3.3 million of compensation cost previously recognized for awards forfeited in connection with the departure of an employee.
 Three Months Ended March 31,
 20222021
Casino$2,255 $3,891 
Rooms187 506 
Food and beverage362 1,150 
Entertainment, retail and other3,895 4,300 
General and administrative7,201 14,499 
Total stock-based compensation expense13,900 24,346 
Total stock-based compensation capitalized679 905 
Total stock-based compensation costs$14,579 $25,251 

Note 12 - Income Taxes

The Company recorded an income tax expense of $0.5$1.1 million and $75.8$0.5 million for the three months ended March 31, 2022 and 2021, and 2020, respectively. IThe 2021 incomencome tax expense in both periods primarily related to the Macau dividend tax agreement that provides for an annual payment of MOP 12.8 million (approximately $1.6 million) as complementary tax otherwise due by stockholders of Wynn Macau SA. The 2020 income tax expense primarily related to the increase in the valuation allowance for U.S. foreign tax credits.WRM.

In March 2021, the Company received an extension of its Macau dividend tax agreement, providing for a payment of MOP 12.8 million (approximately $1.6 million) for 2021 and MOP 6.3 million (approximately $0.8 million) for the period ending June 26, 2022, the expiration date of the gaming concession agreement.2022.

The Company records valuation allowances on certain of its U.S. and foreign deferred tax assets. During the third quarter of 2020, the Company concluded it could no longer rely on forecasted future taxable income in assessing a valuation allowance on its deferred tax assets. This conclusion was reached due to cumulative operating losses incurred by the Company and tax legislation that reduced future sources of taxable income. As of March 31, 2021, theThe Company continues to rely solely on the reversal of net taxable temporary differences in assessing a need for a valuation allowance.

In April 2020, Wynn Macau SAWRM received an extension of the exemption from Macau’s 12% Complementary Tax on casino gaming profits earned from January 1, 2021 to June 26, 2022, the expiration date of the gaming concession agreement.2022.

For the three months ended March 31, 20212022 and 2020,2021, the Company did not have any casino gaming profits exempt from the Macau Complementary Tax. The Company's non-gaming profits remain subject to the Macau Complementary Tax and its casino winnings remain subject to the Macau special gaming tax and other levies in accordance with its gaming concession agreement.

In March 2021, the Financial Services Bureau concluded its review of the 2017 and 2018 Macau income tax returns of Palo Real Estate Company Limited, a subsidiary of WRM, with no changes.

In January 2022, the Financial Services Bureau issued final tax assessments for WRM for the year 2017 and 2018. While no additional tax was due, adjustments were made to WRM's tax loss carryforwards.

Note 13 - Earnings Per Share

Basic earnings per share ("EPS") is computed by dividing net loss attributable to Wynn Resorts by the weighted average number of common shares outstanding during the period. Diluted EPS is computed by dividing net loss attributable to Wynn Resorts by the weighted average number of common shares outstanding during the period increased to include the number of additional shares of common stock that would have been outstanding if the potential dilutive securities had been issued, to the extent such impact is not anti-dilutive. Potentially dilutive securities include outstanding stock options and unvested restricted stock.

1615

Table of Contents
WYNN RESORTS, LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
(unaudited)
The weighted average number of common and common equivalent shares used in the calculation of basic and diluted EPS consisted of the following (in thousands, except per share amounts): 
Three Months Ended March 31,
20212020
Numerator:
Net loss attributable to Wynn Resorts, Limited$(280,978)$(402,037)
Denominator:
Weighted average common shares outstanding111,020 106,663 
Potential dilutive effect of stock options, nonvested, and performance nonvested shares
Weighted average common and common equivalent shares outstanding111,020 106,663 
Net loss attributable to Wynn Resorts, Limited per common share, basic$(2.53)$(3.77)
Net loss attributable to Wynn Resorts, Limited per common share, diluted$(2.53)$(3.77)
Anti-dilutive stock options, nonvested, and performance nonvested shares excluded from the calculation of diluted net income per share1,235 1,209 

Three Months Ended March 31,
20222021
Numerator:
Net loss attributable to Wynn Resorts, Limited$(183,324)$(280,978)
Denominator:
Weighted average common shares outstanding115,030 111,020 
Potential dilutive effect of stock options, nonvested, and performance nonvested shares— — 
Weighted average common and common equivalent shares outstanding115,030 111,020 
Net loss attributable to Wynn Resorts, Limited per common share, basic$(1.59)$(2.53)
Net loss attributable to Wynn Resorts, Limited per common share, diluted$(1.59)$(2.53)
Anti-dilutive stock options, nonvested, and performance nonvested shares excluded from the calculation of diluted net income per share825 1,235 

Note 14 - Leases
Lessor Arrangements

The following table presents the minimum and contingent operating lease income for the periods presented (in thousands):
Three Months Ended March 31,
20212020
Minimum rental income$22,738 $31,650 
Contingent rental income26,006 6,679 
Total rental income$48,744 $38,329 

Three Months Ended March 31,
20222021
Minimum rental income$24,601 $22,738 
Contingent rental income20,623 26,006 
Total rental income$45,224 $48,744 

Note 15 - Commitments and Contingencies

Litigation

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

Massachusetts Gaming LicenseMacau Litigation Related Actionsto Dore

On September 17, 2014,WRM has been named as a defendant in lawsuits filed in the Massachusetts Gaming Commission ("MGC"Macau Court of First Instance by individuals who claim to be investors in or persons with credit in accounts maintained by Dore Entertainment Company Limited (“Dore”) designated, an independent, Macau registered and licensed company that operated a gaming promoter business at Wynn MAMacau. In connection with the award winneralleged theft, embezzlement, fraud and/or other crime(s) perpetrated by a former employee of Dore (the “Dore Incident”), the plaintiffs of the Greater Boston (Region A)lawsuits allege that Dore failed to honor withdrawal of funds deposited with Dore as investments or gaming license (the "Boston area license"). On November 7, 2014,deposits that allegedly resulted in certain losses for these individuals. The principal allegations common to the lawsuits are that WRM, as a gaming license became effective.concessionaire, should be held responsible for Dore’s conduct on the basis that WRM is responsible for the supervision of Dore’s activities at Wynn Macau that resulted in the purported losses.

Revere Action

On October 16, 2014, the City of Revere, the host community to the unsuccessful bidder for the Boston area license, the International Brotherhood of Electrical Workers, Local 103, and several individuals, filed a complaint against the MGC and its gaming commissioners in Suffolk Superior Court in Boston, Massachusetts (the "Revere Action"). Mohegan Sun ("Mohegan"), the other applicant for the Boston area license, joined the lawsuit and challenged the MGC's award of the Boston area license. On December 3, 2015, the court granted the MGC's motion to dismiss the claims asserted in the Revere Action and the court dismissed all claims except Mohegan's claim alleging procedural error by the MGC in granting the license to Wynn MA. The
1716

Table of Contents
WYNN RESORTS, LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
(unaudited)
plaintiffs appealed. After multiple appeals and cross appeals, only two claims remained: (1) individual plaintiffs' claim for violationOn November 19, 2021, the Macau Court of Final Appeal issued a final ruling (the “Ruling”) with respect to one such lawsuit that WRM was held jointly liable to a plaintiff. Pursuant to the open meeting laws; and (2) Mohegan's claim for procedural error. On July 12, 2019, the Suffolk Superior Court granted the MGC's motion for summary judgment and dismissed the open meeting law claim, leaving only Mohegan's procedural claim for procedural error.Ruling, WRM was required to pay approximately $1.2 million, inclusive of accumulated interest, to such plaintiff.

On August 2, 2019, Mohegan filed a motionThe Company believes most remaining cases are without merit and unfounded and intends to file a second amended complaint, to add newvigorously defend against the remaining claims relatedpleaded against WRM in these lawsuits. The Company has made estimates for potential litigation costs based upon its assessment of the likely outcome and has recorded provisions for such amounts in the accompanying condensed consolidated financial statements. No assurances can be provided as to the MGC's allegedly inadequate 2013 investigation. On October 15, 2019, the court granted Mohegan's motion to amend and allowed it to file a second amended intervenor's complaint.

Wynn MA is not a party to and is not named in the Revere Action.

Derivative Litigation

A number of stockholder derivative actions were filed in state and federal court located in Clark County, Nevada against certain current and former membersoutcome of the Company's Board of Directorspending Dore cases, and in some cases, the Company's current and former officers. Each of the complaints alleged, among other things, breach of fiduciary duties in failing to detect, prevent and remedy alleged inappropriate personal conduct by Stephen A. Wynn in the workplace.

The actions filed in the Eighth Judicial District Court of Clark County, Nevada were consolidated as In re Wynn Resorts, Ltd. Derivative Litigation ("State Derivative Case").

On June 3, 2019, a separate stockholder derivative action was filed in the Eighth Judicial District Court of Clark County, Nevada alleging substantially similar causes of action as the State Derivative Case with the additional allegation that various of the Company's attorneys committed professional malpractice, and certain current and former executives also breached fiduciary duties and aided and abetted the breach of fiduciary duties, in connection with the alleged inappropriate personal conduct by Stephen A. Wynn in the workplace. This case was consolidated in September 2019 into the State Derivative Case.

On November 27, 2019, the State Derivative Case parties agreed to terms of a settlement agreement. The court approved the settlement agreement on February 12, 2020, and entered a written order approving the settlement on March 10, 2020. Following the Nevada Supreme Court’s dismissal of the only appeal, the settlement agreement became effective and final. Following the dismissal, the Company received net proceeds of $30.2 million, which has been recognized as a reduction of general and administrative expense within the Condensed Consolidated Statements of Operations for the nine months ended September 30, 2020.

In 2018, several actions filed in the United States District Court, District of Nevada were consolidated as In re Wynn Resorts, Ltd. Derivative Litigation ("Federal Derivative Case"), which also claim corporate waste and violation of Section 14(a) of the Exchange Act. In June 2018, the Company filed a motion to dismiss and a motion to stay pending resolution of the Securities Action (described below). On March 29, 2019, the Court granted the Company's request for a stay. On March 25, 2020, the parties stipulated to dismiss the Federal Derivative Case given the approved settlement in the State Derivative Case.

On March 25, 2019, a separate stockholder derivative action was filed in the United States District Court, District of Nevada alleging similar causes of action as the Federal Derivative Case with the additional allegation that the Board of Directors improperly refused the stockholder's demand to commence litigation against the officers and directors of the Company. On April 30, 2020, the Company filed a motion for summary judgment, seeking dismissal of the claims given the approved settlement in the State Derivative Case. On January 12, 2021, the court granted the Company’s motion for summary judgment of this action and denied the stockholder’s request to vacate the parties' stipulation to dismiss the Federal Derivative Case. On February 11, 2021, the stockholder filed a notice of appeal to the United States Court of Appeals for the Ninth Circuit.

Each of the actions sought to recover for the Company unspecified damages, including restitution and disgorgement of profits, and also sought to recover attorneys' fees, costs and related expenses for the plaintiff.actual results may differ from these estimates.

Securities Action

On February 20, 2018, a putative securities class action was filed against the Company and certain current and former officers of the Company in the United States District Court, Southern District of New York (which was subsequently transferred to the United States District Court, District of Nevada) by John V. Ferris and Joann M. Ferris on behalf of all persons who purchased the Company's common stock between February 28, 2014 and January 25, 2018. The complaint alleges,
18

Table of Contents
WYNN RESORTS, LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
(unaudited)
among other things, certain violations of federal securities laws and seeks to recover unspecified damages as well as attorneys' fees, costs and related expenses for the plaintiffs. On April 15, 2019, the Company filed a motion to dismiss, which the court granted on May 27, 2020, with leave to amend. On July 1, 2020, the plaintiffs filed an amended complaint. On August 14, 2020, the Company filed a motion to dismiss the amended complaint. On July 28, 2021, the court granted in part, and denied in part, the Company's motion to dismiss the amended complaint, which is pending decision fromdismissing certain of plaintiffs' claims, including all claims against Mr. Billings and the court.individual directors, and allowing other claims to proceed against the Company and several of the Company's former executive officers, including Mr. Maddox, Stephen A. Wynn, Kimmarie Sinatra, and Steven Cootey.

The defendants in these actions willthis action intend to vigorously defend against the claims pleaded against them. These actions areThis action is in the preliminary stages and management has determined that based on proceedings to date, it is currently unable to determine the probability of the outcome of these actions or reasonably estimate the range of reasonably possible loss, if any.

Federal Investigation

From time to time, the Company receives regulatory inquiries about compliance with anti-money laundering laws. The Company received requests for information from the U.S. Attorney’s Office for the Southern District of California relating to its anti-money laundering policies and procedures, and beginning in the first half of 2020 received twoseveral grand jury subpoenas regarding various transactions at Wynn Las Vegas relating to certain patrons and agents who reside or operate in foreign jurisdictions. The Company continues to cooperate with the U.S. Attorney’sAttorney's Office in its investigation, which remains ongoing. Because no charges or claims have been brought, the Company is unable to predict the outcome of the investigation, the extent of the materiality of the outcome, or reasonably estimate the possible range of loss, if any, which could be associated with the resolution of any possible charges or claims that may be brought against the Company.

Note 16 - Retail Joint Venture

As of March 31, 20212022 and December 31, 2020,2021, the Retail Joint Venture had total assets of $103.9$95.3 million and $96.3$98.0 million, respectively, and total liabilities of $629.7$619.2 million and $633.5$624.4 million, respectively. As of March 31, 20212022 and December 31, 2020,2021, the Retail Joint Venture's liabilities included long-term debt of $612.5$613.0 million and $612.3$612.9 million, respectively, net of debt issuance costs, related to the outstanding borrowings under the Retail Term Loan.

Note 17 - Segment Information

The Company reviews the results of operations for each ofhas identified its operating segments, and identifies reportable segments based uponon factors such as geography, regulatory environment, the information reviewed by its chief operating decision maker, and the Company's organizational and management reporting structure. Wynn Macau and Encore, an expansion at Wynn Macau, are managed as a single integrated resort and have been aggregated as one reportable segment ("Wynn Macau"). Wynn Palace is presented as a separate reportable segment and is combined with Wynn Macau for geographical presentation. Other Macau primarily represents the assets for the Company's Macau holding company. Wynn Las Vegas, Encore, an expansion at Wynn Las Vegas, and the Retail Joint Venture are managed as a single integrated resort and have been aggregated as one reportable segment ("Las Vegas Operations"). Encore Boston Harbor is presented as one reportable segment.

1917

Table of Contents
WYNN RESORTS, LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
(unaudited)
The Company has identified the following reportable segments: (i) Wynn Macau, representing the aggregate of Wynn Macau and Encore, an expansion at Wynn Macau, which are managed as a single integrated resort; (ii) Wynn Palace; (iii) Las Vegas Operations, representing the aggregate of Wynn Las Vegas, Encore, an expansion at Wynn Las Vegas, and the Retail Joint Venture, which are managed as a single integrated resort; (iv) Encore Boston Harbor; and (v) Wynn Interactive. For geographical reporting purposes, Wynn Macau, Wynn Palace, and Other Macau (which represents the assets of the Company's Macau holding company and other ancillary entities) have been aggregated into Macau Operations.

The following tables present the Company's segment information (in thousands):
Three Months Ended March 31,
20212020
Operating revenues
Macau Operations:
Wynn Palace
Casino$185,909 $207,576 
Rooms17,012 19,710 
Food and beverage11,672 13,298 
Entertainment, retail and other (1)
22,733 18,929 
237,326 259,513 
Wynn Macau
Casino138,927 190,128 
Rooms14,702 15,911 
Food and beverage7,433 9,531 
Entertainment, retail and other (1)
18,589 13,919 
179,651 229,489 
            Total Macau Operations416,977 489,002 
Las Vegas Operations:
Casino79,903 71,295 
Rooms39,761 106,105 
Food and beverage40,077 105,979 
Entertainment, retail and other (1)
18,975 40,445 
             Total Las Vegas Operations178,716 323,824 
Encore Boston Harbor:
Casino111,479 101,790 
Rooms4,715 10,955 
Food and beverage9,327 20,606 
Entertainment, retail and other (1)
4,569 7,539 
            Total Encore Boston Harbor130,090 140,890 
Total operating revenues$725,783 $953,716 

Three Months Ended March 31,
20222021
Operating revenues
Macau Operations:
Wynn Palace
Casino$114,413 $185,909 
Rooms13,831 17,012 
Food and beverage11,443 11,672 
Entertainment, retail and other (1)
23,638 22,733 
163,325 237,326 
Wynn Macau
Casino102,430 138,927 
Rooms9,390 14,702 
Food and beverage8,386 7,433 
Entertainment, retail and other (1)
14,894 18,589 
135,100 179,651 
            Total Macau Operations298,425 416,977 
Las Vegas Operations:
Casino124,271 79,903 
Rooms131,466 39,761 
Food and beverage136,029 40,077 
Entertainment, retail and other (1)
49,420 18,975 
             Total Las Vegas Operations441,186 178,716 
Encore Boston Harbor:
Casino148,748 111,479 
Rooms15,689 4,715 
Food and beverage18,162 9,327 
Entertainment, retail and other (1)
8,197 4,569 
            Total Encore Boston Harbor190,796 130,090 
Wynn Interactive:
Entertainment, retail and other22,927 10,899 
           Total Wynn Interactive22,927 10,899 
Total operating revenues$953,334 $736,682 
2018

Table of Contents
WYNN RESORTS, LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
(unaudited)
Three Months Ended March 31,Three Months Ended March 31,
2021202020222021
Adjusted Property EBITDA (2)
Adjusted Property EBITDA (2)
Adjusted Property EBITDA (2)
Macau Operations: Macau Operations: Macau Operations:
Wynn PalaceWynn Palace$27,369 $10,176 Wynn Palace$(864)$27,369 
Wynn MacauWynn Macau16,556 19,208 Wynn Macau(4,682)16,556 
Total Macau Operations Total Macau Operations43,925 29,384  Total Macau Operations(5,546)43,925 
Las Vegas Operations (3)
Las Vegas Operations (3)
28,081 (22,077)
Las Vegas Operations (3)
159,378 28,081 
Encore Boston Harbor (4)
Encore Boston Harbor (4)
30,363 (12,636)
Encore Boston Harbor (4)
55,250 30,363 
Corporate and other(43,469)
Wynn Interactive Wynn Interactive(31,501)(43,469)
TotalTotal58,900 (5,329)Total177,581 58,900 
Other operating expensesOther operating expensesOther operating expenses
Pre-openingPre-opening1,627 2,551 Pre-opening2,447 1,627 
Depreciation and amortizationDepreciation and amortization185,121 178,746 Depreciation and amortization184,556 185,121 
Property charges and otherProperty charges and other5,617 27,229 Property charges and other45,720 5,617 
Corporate expenses and otherCorporate expenses and other17,921 24,192 Corporate expenses and other25,823 17,921 
Stock-based compensationStock-based compensation24,346 9,364 Stock-based compensation13,900 24,346 
Total other operating expensesTotal other operating expenses234,632 242,082 Total other operating expenses272,446 234,632 
Operating lossOperating loss(175,732)(247,411)Operating loss(94,865)(175,732)
Other non-operating income and expensesOther non-operating income and expensesOther non-operating income and expenses
Interest incomeInterest income904 7,953 Interest income1,280 904 
Interest expense, net of amounts capitalizedInterest expense, net of amounts capitalized(152,852)(128,827)Interest expense, net of amounts capitalized(152,158)(152,852)
Change in derivatives fair valueChange in derivatives fair value4,409 (15,660)Change in derivatives fair value7,400 4,409 
Loss on extinguishment of debtLoss on extinguishment of debt(1,322)(843)Loss on extinguishment of debt— (1,322)
OtherOther(11,093)10,335 Other(15,127)(11,093)
Total other non-operating income and expensesTotal other non-operating income and expenses(159,954)(127,042)Total other non-operating income and expenses(158,605)(159,954)
Loss before income taxesLoss before income taxes(335,686)(374,453)Loss before income taxes(253,470)(335,686)
Provision for income taxesProvision for income taxes(493)(75,800)Provision for income taxes(1,140)(493)
Net lossNet loss(336,179)(450,253)Net loss(254,610)(336,179)
Net loss attributable to noncontrolling interestsNet loss attributable to noncontrolling interests55,201 48,216 Net loss attributable to noncontrolling interests71,286 55,201 
Net loss attributable to Wynn Resorts, LimitedNet loss attributable to Wynn Resorts, Limited$(280,978)$(402,037)Net loss attributable to Wynn Resorts, Limited$(183,324)$(280,978)
(1) Includes lease revenue accounted for under lease accounting guidance. For more information on leases, see Note 14, "Leases".
(2) "Adjusted Property EBITDA" is net loss before interest, income taxes, depreciation and amortization, pre-opening expenses, property charges and other, management and license fees, corporate expenses and other (including intercompany golf course, meeting and convention, and water rights leases), stock-based compensation, change in derivatives fair value, loss on extinguishment of debt, and other non-operating income and expenses. The Company uses Adjusted Property EBITDA to manage the operating results of its segments. 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. WeThe Company also presentpresents Adjusted Property EBITDA because it is used by some investors to measure a company's ability to incur and service debt, make capital expenditures and meet working capital requirements. Gaming companies have historically reported 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 preopeningpre-opening expenses, property charges, corporate expenses and stock-based compensation, that do not relate to the management of specific casino properties. However, Adjusted Property EBITDA should not be considered as an alternative to operating income as an indicator of ourthe Company's performance, as an alternative to cash flows from operating activities as a measure of liquidity, or as an alternative to any other measure determined in accordance with GAAP. Unlike net income,loss, Adjusted Property EBITDA does not include depreciation or interest expense and therefore does not reflect current or future capital expenditures or the cost of capital. We haveThe Company has significant uses of cash flows, including capital expenditures, interest payments, debt principal repayments, income taxes and other non-recurring charges, which are not reflected in Adjusted Property EBITDA. Also, ourthe Company's calculation of Adjusted Property EBITDA may be different from the calculation methods used by other companies and, therefore, comparability may be limited.
(3) For the three months ended March 31, 2020, includes $56.4 million of expense accrued during the quarter related to the Company's commitment to pay salary, tips, and benefits continuation for all of its U.S. employees for the period from April 1 through May 15, 2020.
(4) For the three months ended March 31, 2020, includes $19.3 million of expense accrued during the quarter related to the Company's commitment to pay salary, tips, and benefits continuation for all of its U.S. employees for the period from April 1 through May 15, 2020.


2119

Table of Contents
WYNN RESORTS, LIMITED AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)
(unaudited)
March 31,
2021
December 31,
2020
March 31, 2022December 31, 2021
AssetsAssetsAssets
Macau Operations:Macau Operations:Macau Operations:
Wynn PalaceWynn Palace$3,310,394 $3,393,790 Wynn Palace$3,053,611 $3,122,424 
Wynn MacauWynn Macau1,054,456 1,202,709 Wynn Macau894,110 1,032,521 
Other MacauOther Macau1,537,208 2,026,098 Other Macau1,096,243 1,173,913 
Total Macau Operations Total Macau Operations5,902,058 6,622,597  Total Macau Operations5,043,964 5,328,858 
Las Vegas OperationsLas Vegas Operations2,993,182 2,992,870 Las Vegas Operations3,084,201 3,063,897 
Encore Boston HarborEncore Boston Harbor2,276,657 2,300,016 Encore Boston Harbor2,147,869 2,193,117 
Wynn InteractiveWynn Interactive238,829 287,805 
Corporate and otherCorporate and other1,995,014 1,954,064 Corporate and other1,664,447 1,657,149 
TotalTotal$13,166,911 $13,869,547 Total$12,179,310 $12,530,826 


2220

Table of Contents

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

The following discussion should be read in conjunction with, and is qualified in its entirety by, the condensed consolidated financial statements and the notes thereto included elsewhere in this Form 10-Q and the consolidated financial statements appearing in our annual report on Form 10-K for the year ended December 31, 2020.2021. Unless the context otherwise requires, all references herein to the "Company," "we," "us," or "our," or similar terms, refer to Wynn Resorts, Limited, a Nevada corporation, and its consolidated subsidiaries. This discussion and analysis contains forward-looking statements. Please refer to the section below entitled "Special Note Regarding "Forward-Looking Statements."

Forward-Looking Statements.Statements

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

Forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from those we express in these forward-looking statements, including the risks and uncertainties in Item 1A — "Risk Factors" of our Annual Report on Form 10-K for the year ended December 31, 2021 and other factors we describe from time to time in our periodic filings with the Securities and Exchange Commission ("SEC"), such as:

extensive regulation of our business and the cost of compliance or failure to comply with applicable laws and regulations;
pending or future claims and legal proceedings, regulatory or enforcement actions or probity investigations;
our ability to maintain our gaming licenses and concessions, including the renewal or extension of the concession in Macau that expires on June 26, 2022 and the proposed amendments to the Macau gaming law;
our dependence on key employees;
general global political and economic conditions, in the U.S. and China (including the Chinese government's ongoing anti-corruption campaign), which may impact levels of travel, leisure, and consumer spending;
restrictions or conditions on visitation by citizens of PRC and other regions to Macau;
the impact on the travel and leisure industry from factors such as an outbreak of an infectious disease, including the COVID-19 pandemic, public incidents of violence, riots, demonstrations, extreme weather patterns or natural disasters, military conflicts, civil unrest, 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 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 (such as limited labor resources, government labor and gaming policies, transportation infrastructure, supply chain disruptions, cost increases, environmental regulation, and our ability to secure necessary permits and approvals);
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 and growth of gaming in other jurisdictions;
any violations by us of the anti-money laundering laws or Foreign Corrupt Practices Act;
adverse incidents or adverse publicity concerning our resorts or our corporate responsibilities;
changes in gaming laws or regulations;
changes in federal, foreign, or state tax laws or the administration of such laws;
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);
21

Table of Contents

cybersecurity risk, including cyber and physical security breaches, system failure, computer viruses, and negligent or intentional misuse by customers, company employees, or employees of third-party vendors;
our ability to protect our intellectual property rights; and
our current and future insurance coverage levels.

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

Overview

We are a designer, developer, and operator of integrated resorts featuring luxury hotel rooms, high-end retail space, an array of dining and entertainment options, meeting and convention facilities, and gaming, all supported by an unparalleled focus on our guests, our people, and our community. Through our approximately 72% ownership of WML,Wynn Macau, Limited ("WML"), we operate two integrated resorts in the Macau Special Administrative Region ("Macau") of the People's Republic of China ("Macau"PRC"), Wynn Palace and Wynn Macau (collectively, our "Macau Operations"). In Las Vegas, Nevada, we operate and, with the exception of certain retail space, own 100% of Wynn Las Vegas. Additionally, we are a 50.1% owner and managing member of a joint venture that owns and leases certain retail space at Wynn Las Vegas which we also(the "Retail Joint Venture"). We refer to Wynn Las Vegas, Encore, an expansion at Wynn Las Vegas, and the Retail Joint Venture as our Las Vegas Operations. On June 23, 2019,In Everett, Massachusetts, we openedown 100% of and operates Encore Boston Harbor, an integrated resort in Everett, Massachusetts. In October 2020, Wynn Interactive Ltd. ("Wynn Interactive") was formed through the merger of our U.S. online sports betting and gaming business, social casino business, and our strategic partner, BetBull Limited ("BetBull"). Following the merger and subsequent transactions, Wynn Resorts holdsresort. We also hold an approximately 74% interest in, and consolidates, Wynn Interactive. The results ofconsolidate, Wynn Interactive are presented within CorporateLtd. ("Wynn Interactive"), through which we operate online sports betting and other.gaming businesses in the United States and the United Kingdom, as well as a social casino business.

Recent Developments Related to COVID-19

Since the outbreak of COVID-19 in early 2020, steps have been taken by various countries, including those in which the Company operates, to advise citizens to avoid non-essential travel, to restrict inbound international travel, to implement closures of non-essential operations, and to implement quarantines and lockdowns to contain the spread of the virus. As part of the immediate response to the initial outbreak of COVID-19, each of the Company's properties was subject to partial or full closure for varying lengths of time during 2020, and have all since reopened with certain COVID-19 specific protective measures, such as limiting the number of seats per table game, slot machine spacing, temperature checks, mask protection, and suspension of certain entertainment and nightlife offerings. Several vaccines have been granted authorization in numerous countries and are being rolled out to citizens based on availability and priority of need. There can be no assurance as to when a sufficient number of individuals will be vaccinated, permitting travel restrictions to be fully lifted.

Macau Operations

Visitation to Macau has fallen significantly since the outbreak of COVID-19, driven by the strong deterrent effect of the COVID-19 pandemic on travel and social activities, quarantine measures put in place in Macau and elsewhere, travel and entry restrictions and conditions in Macau, the PRC, Hong Kong and Taiwan involving COVID-19 testing, among other things, and the suspension or reduced accessibility of transportation to and from Macau. Beginning in June 2020Although there have been periods during which certain restrictions and conditions havewere eased by the Macau government to allow for greater visitation to Macau as certain regions recover from the COVID-19 pandemic. Quarantine-free travel, subject to COVID-19 safeguards such as testing and the usual visa requirements, has been reintroduced between Macau and most areas and cities within the PRC, and in September 2020, PRC authorities fully resumed the IVS exit visa program, which permits individual PRC citizens from nearly 50 PRC cities toquarantine-free travel to Macau, for tourism purposes. Total visitation from PRC to Macau decreased by 31.7% in the quarter ended March 31, 2021, compared with the quarter ended March 31, 2020.

Given theadverse conditions and evolving conditions created by and in response to the COVID-19 pandemic measures that have been lifted may cause these restrictions and conditions to be reintroduced if therereintroduced. We are adverse developments in the COVID-19 situation in Macau and other regions with access to Macau.







23

Table of Contents


Las Vegas Operations and Encore Boston Harbor

The Company’s Las Vegas Operations and Encore Boston Harbor have each implemented certain COVID-19 specific protective measures, such as limiting the number of seats per table game, slot machine spacing, temperature checks, mask protection, and suspension of certain entertainment and nightlife offerings. On April 8, 2021, Encore at Wynn Las Vegas resumed full operations, having previously adjusted its operating schedule to five days/four nights each week due to reduced customer demand levels beginning on October 19, 2020. On April 13, 2021, the Governor of Nevada announced that the statewide social distancing mandate will be removed and decisions on social distancing will be returned to local authority by May 1, 2021, with a goal to have all Nevada counties open to 100% capacity by June 1, 2021. The Gaming Control Board will continue to maintain authority over gaming areas of licensed properties in Nevada. On May 3, 2021, the Gaming Control Board announced that, effective immediately, the Company's Las Vegas Operations are permitted to reopen all gaming areas to 100% of capacity, with no continuing table game or slot machine spacing restrictions. At Encore Boston Harbor, on January 25, 2021, limitations on operating hours that had been in place since November 2020 were lifted, and the property restored certain operations and reopened its hotel tower on a Thursday through Sunday weekly schedule.

The COVID-19 pandemic has had and will continue to have an adverse effect on the Company's results of operations. Notwithstanding the easing of certain COVID-19 protective measures by authorities throughout the world, certain travel restrictions, quarantine measures, testing requirements, and capacity limitations remain in effect, and the Company is currently unable to determine when protective measures and the suspension of certain offerings in effect at our Macau Operations Las Vegas Operations, and Encore Boston Harbor will be lifted. Given the uncertainty around the extent and timing of the potential future spread or mitigation of COVID-19 and around the imposition or relaxation of protective measures, management cannot reasonably estimate the impact to the Company'sour future results of operations, cash flows, or financial condition.

Macau Gaming Concession

The term of our gaming concession agreement with the Macau government ends on June 26, 2022. If the term of this concession agreement is not extended, renewed, or replaced by a new gaming concession, all of our gaming operations and related equipment in Macau will be automatically transferred to the Macau government without compensation on that date and we will cease to generate gaming revenues from its Macau Operations. In addition, under the indentures governing our $4.7 billion aggregate principal amount of WML Senior Notes and the facility agreement governing the WM Cayman II Revolver, upon the occurrence of any event after which we do not own or manage casino or gaming areas or operate casino games of fortune and chance in Macau in substantially the same manner and scope as of the issue date of the respective senior notes or the date of the facility agreement, for a period of 10 consecutive days or more in the case of the WML Senior Notes or a period of 30 consecutive days or more in the case of the WM Cayman II Revolver, and such event has a material adverse effect on the financial condition, business, properties or results of operations of WML and its subsidiaries, taken as a whole, holders of the WML Senior Notes can require us to repurchase all or any part of the WML Senior Notes at par, plus any accrued and unpaid interest (the “Special Put Option”), and any amounts owed under the WM Cayman II Revolver may become immediately due and payable (the “Property Mandatory Prepayment Event”).

22

Table of Contents

In January 2022, the Macau government published a draft of its proposed revisions to the gaming law which is currently under review by the Macau Legislative Assembly. On March 3, 2022, the Macau government announced its intention to extend the term of Macau’s six gaming concession and subconcession contracts until December 31, 2022 in order to ensure sufficient time to complete the amendment to the Macau gaming law and to conduct a public tender for the awarding of new gaming concessions contracts. The Macau government invited Wynn Resorts (Macau) S.A. ("WRM") to submit a formal request for an extension along with a commitment to pay the Macau government approximately 47.0 million Macau pataca (MOP) (approximately $5.8 million) and provided a bank guarantee to secure the fulfillment of WRM’s payment obligations towards its employees should WRM be unsuccessful in tendering for a new concession contract after its concession expires. WRM submitted a request for an extension of its concession agreement on March 11, 2022, which is subject to approval by the Macau government. We are monitoring developments with respect to the Macau government’s concession extension and renewal process, and at this time believe that our concession agreement will be extended and renewed beyond June 26, 2022. If we are unable to extend or renew our concession agreement or obtain a new gaming concession agreement, and an election by the WML Senior Note holders to exercise the Special Put Option and the triggering of the Property Mandatory Prepayment Event would have a material adverse effect on our business, financial condition, results of operations, and cash flows.

Key Operating Measures

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

Table drop in mass market for our Macau Operations is the amount of cash that is deposited in a gaming table's drop box plus cash chips purchased at the casino cage.
Table drop for our Las Vegas Operations is the amount of cash and net markers issued that are deposited in a gaming table's drop box.
Table drop for Encore Boston Harbor is the amount of cash and gross markers issued that are deposited in a gaming table's drop box.
Rolling chips are non-negotiable identifiable chips that are used to track turnover for purposes of calculating incentives within our Macau Operations' VIP program.
Turnover is the sum of all losing rolling chip wagers within our Macau Operations' VIP program.
Table games win is the amount of table drop or turnover that is retained and recorded as casino revenues. Table games win is before discounts, commissions and the allocation of casino revenues to rooms, food and beverage and other revenues for services provided to casino customers on a complimentary basis. Table games win does not include poker rake.
Slot machine win is the amount of handle (representing the total amount wagered) that is retained by us and is recorded as casino revenues. Slot machine win is after adjustment for progressive accruals and free play, but before discounts and the allocation of casino revenues to rooms, food and beverage and other revenues for services provided to casino customers on a complimentary basis.
Poker rake is the portion of cash wagered by patrons in our poker rooms that is retained by the casino as a service fee, after adjustment for progressive accruals, but before the allocation of casino revenues to rooms, food and beverage and other revenues for services provided to casino customers on a complimentary basis. Poker tables are not included in our measure of average number of table games.
Average daily rate ("ADR") is calculated by dividing total room revenues, including complimentaries (less service charges, if any), by total rooms occupied.
Revenue per available room ("REVPAR") is calculated by dividing total room revenues, including complimentaries (less service charges, if any), by total rooms available.
24

Table of Contents

Occupancy is calculated by dividing total occupied rooms, including complimentary rooms, by the total rooms available.

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

23

Table of Contents

In our VIP operations in Macau, customers primarily purchase rolling chips from the casino cage and can only use them to make wagers. Winning wagers are paid in cash chips. The loss of the rolling chips in the VIP operations is recorded as turnover and provides a base for calculating VIP win percentage. It is customary in Macau to measure VIP play using this rolling chip method. We expect our win as a percentage of turnover from these operations to be within the range of 2.7%3.1% to 3.0%3.4%.

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

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

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

24

Table of Contents


Results of Operations

Summary of first quarter 20212022 results

The following table summarizes our financial results for the periods presented (in(dollars in thousands, except per share data):
Three Months Ended March 31,
20212020Increase/ (Decrease)Percent Change
Operating revenues$725,783 $953,716 $(227,933)(23.9)
Net loss attributable to Wynn Resorts, Limited(280,978)(402,037)121,059 30.1 
Diluted net loss per share(2.53)(3.77)1.24 32.9 
Adjusted Property EBITDA (1)
58,900 (5,329)64,229 NM

Three Months Ended March 31,
20222021Increase/ (Decrease)Percent Change
Operating revenues$953,334 $736,682 $216,652 29.4 
Net loss attributable to Wynn Resorts, Limited(183,324)(280,978)97,654 34.8 
Diluted net loss per share(1.59)(2.53)0.94 37.2 
Adjusted Property EBITDA (1)
177,581 58,900 118,681 201.5 
(1) See Item 1—"Financial Statements," Note 17, "Segment Information," for a reconciliation of Adjusted Property EBITDA to net loss attributable to Wynn Resorts, Limited.
NM - Not meaningful.

The decreaseincrease in operating revenues for the three months ended March 31, 20212022 was primarily driven by decreasesincreases of $22.2 million, $49.8 million, $145.1$262.5 million and $10.8$60.7 million from Wynn Palace, Wynn Macau, our Las Vegas Operations and Encore Boston Harbor, respectively. These decreases were precipitated by the continued adverse effectsrespectively, as a result of the COVID-19 pandemic, including travel restrictionsincreased gaming volumes as well as increases in hotel occupancy, and capacity limitationscovers at our Macau Operations,restaurants. The results of our Las Vegas Operations and Encore Boston Harbor.Harbor for the three months ended March 31, 2021 were impacted by certain COVID-19 pandemic related protective measures and operating schedule modifications, which were no longer in effect during the three months ended March 31, 2022. The increase in operating revenues was partially offset by a decrease in operating revenues of $74.0 million and $44.6 million at Wynn Palace and Wynn Macau, respectively, resulting from decreased gaming volumes due to certain travel-related restrictions and conditions, including COVID-19 testing and other procedures related to the COVID-19 pandemic.

The decrease in net loss attributable to Wynn Resorts, Limited for the three months ended March 31, 20212022 was primarily related to decreasedincreased operating revenues at our Las Vegas Operations and Encore Boston Harbor, respectively, partially offset by increased operating expenses associated with higher business volumes at our Las Vegas Operations and Encore Boston Harbor.

The increase in Adjusted Property EBITDA for the three months ended March 31, 2022 was primarily driven by increased operating revenues at our Las Vegas Operations and Encore Boston Harbor, respectively, partially offset by an increase in operating expenses at our integrated resort properties. In addition, net loss attributable toLas Vegas Operations and Encore Boston Harbor, respectively. Adjusted Property EBITDA increased $131.3 million, $24.9 million, and $12.0 million at our Las Vegas Operations, Encore Boston Harbor, and Wynn Resorts, Limited for the first quarter of 2020 included the impact of $75.7Interactive, respectively, and decreased $28.2 million of expense related to our commitment to pay salary, tips, and benefits continuation for all of our U.S. employees for the period from April 1 through May 15, 2020.$21.2 million at Wynn Palace and Wynn Macau, respectively.

25

Table of Contents

The increase in Adjusted Property EBITDA for the three months ended March 31, 2021 was primarily driven by decreased operating expenses at our integrated resort properties. Adjusted Property EBITDA increased $17.2 million, $50.2 million, and $43.0 million at Wynn Palace, our Las Vegas Operations, and Encore Boston Harbor, respectively, and decreased $2.7 million at Wynn Macau and $43.5 million at Corporate and other, respectively. In addition, Adjusted Property EBITDA for the first quarter of 2020 included the impact of $75.7 million of expense related to our commitment to pay salary, tips, and benefits continuation for all of our U.S. employees for the period from April 1 through May 15, 2020.

Financial results for the three months ended March 31, 20212022 compared to the three months ended March 31, 2020.2021.

Operating revenues

The following table presents our operating revenues (in(dollars in thousands):
 Three Months Ended March 31,
 20212020Increase/ (Decrease)Percent
Change
Operating revenues
   Macau Operations:
Wynn Palace$237,326 $259,513 $(22,187)(8.5)
Wynn Macau179,651 229,489 (49,838)(21.7)
   Total Macau Operations416,977 489,002 (72,025)(14.7)
   Las Vegas Operations178,716 323,824 (145,108)(44.8)
   Encore Boston Harbor130,090 140,890 (10,800)(7.7)
$725,783 $953,716 $(227,933)(23.9)

NM - Not meaningful.
 Three Months Ended March 31,
 20222021Increase/ (Decrease)Percent
Change
Operating revenues
   Macau Operations:
Wynn Palace$163,325 $237,326 $(74,001)(31.2)
Wynn Macau135,100 179,651 (44,551)(24.8)
   Total Macau Operations298,425 416,977 (118,552)(28.4)
   Las Vegas Operations441,186 178,716 262,470 146.9 
   Encore Boston Harbor190,796 130,090 60,706 46.7 
   Wynn Interactive22,927 10,899 12,028 110.4 
$953,334 $736,682 $216,652 29.4 

The following table presents our casino and non-casino operating revenues (in(dollars in thousands):
 Three Months Ended March 31,
 20212020Increase/ (Decrease)Percent
Change
Operating revenues
Casino revenues$516,218 $570,789 $(54,571)(9.6)
Non-casino revenues:
          Rooms76,190 152,681 (76,491)(50.1)
          Food and beverage68,509 149,414 (80,905)(54.1)
          Entertainment, retail and other64,866 80,832 (15,966)(19.8)
            Total non-casino revenues209,565 382,927 (173,362)(45.3)
$725,783 $953,716 $(227,933)(23.9)

 Three Months Ended March 31,
 20222021Increase/ (Decrease)Percent
Change
Operating revenues
Casino revenues$489,862 $516,218 $(26,356)(5.1)
Non-casino revenues:
          Rooms170,376 76,190 94,186 123.6 
          Food and beverage174,020 68,509 105,511 154.0 
          Entertainment, retail and other119,076 75,765 43,311 57.2 
            Total non-casino revenues463,472 220,464 243,008 110.2 
$953,334 $736,682 $216,652 29.4 

Casino revenues for the three months ended March 31, 20212022 were 71.1%51.4% of operating revenues, compared to 59.8%70.1% for the same period of 2020.2021. Non-casino revenues for the three months ended March 31, 20212022 were 28.9%48.6% of operating revenues, compared to 40.2%29.9% for the same period of 2020.2021.

Casino revenues

Casino revenues decreased primarily due to decreased VIP turnover and table games win and mass market table drop and table games win at our Macau Operations, partially offset by increased table drop, table games win and slot machine win at our Las Vegas Operations and Encore Boston Harbor, respectively.

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

26

Table of Contents

Casino revenues

Casino revenues decreased primarily due to decreased VIP turnover and VIP table games win at our Macau Operations, partially offset by increased slot machine win at our Las Vegas Operations and Encore Boston Harbor. The table below sets forth our casino revenues and associated key operating measures (dollars in thousands, except for win per unit per day):
Three Months Ended March 31, Three Months Ended March 31,
20212020Increase/
(Decrease)
Percent
Change
20222021Increase/
(Decrease)
Percent
Change
Macau Operations (1):
Macau Operations:Macau Operations:
Wynn Palace: Wynn Palace: Wynn Palace:
Total casino revenuesTotal casino revenues$185,909 $207,576 $(21,667)(10.4)Total casino revenues$114,413 $185,909 $(71,496)(38.5)
VIP:VIP:VIP:
Average number of table gamesAverage number of table games103 89 14 15.7 Average number of table games67 103 (36)(35.0)
VIP turnoverVIP turnover$2,200,182 $4,792,454 $(2,592,272)(54.1)VIP turnover$965,555 $2,200,182 $(1,234,627)(56.1)
VIP table games winVIP table games win$96,456 $139,569 $(43,113)(30.9)VIP table games win$19,753 $96,456 $(76,703)(79.5)
VIP win as a % of turnoverVIP win as a % of turnover4.38 %2.91 %1.47 VIP win as a % of turnover2.05 %4.38 %(2.33)
Table games win per unit per dayTable games win per unit per day$10,375 $20,257 $(9,882)(48.8)Table games win per unit per day$3,280 $10,375 $(7,095)(68.4)
Mass market:Mass market:Mass market:
Average number of table gamesAverage number of table games222 179 43 24.0 Average number of table games234 222 12 5.4 
Table dropTable drop$607,518 $475,223 $132,295 27.8 Table drop$531,859 $607,518 $(75,659)(12.5)
Table games winTable games win$131,649 $130,714 $935 0.7 Table games win$111,175 $131,649 $(20,474)(15.6)
Table games win %Table games win %21.7 %27.5 %(5.8)Table games win %20.9 %21.7 %(0.8)
Table games win per unit per dayTable games win per unit per day$6,596 $9,507 $(2,911)(30.6)Table games win per unit per day$5,282 $6,596 $(1,314)(19.9)
Average number of slot machinesAverage number of slot machines687 733 (46)(6.3)Average number of slot machines670 687 (17)(2.5)
Slot machine handleSlot machine handle$358,772 $424,714 $(65,942)(15.5)Slot machine handle$250,930 $358,772 $(107,842)(30.1)
Slot machine winSlot machine win$14,243 $18,405 $(4,162)(22.6)Slot machine win$12,649 $14,243 $(1,594)(11.2)
Slot machine win per unit per daySlot machine win per unit per day$230 $326 $(96)(29.4)Slot machine win per unit per day$210 $230 $(20)(8.7)
Wynn Macau: Wynn Macau: Wynn Macau:
Total casino revenuesTotal casino revenues$138,927 $190,128 $(51,201)(26.9)Total casino revenues$102,430 $138,927 $(36,497)(26.3)
VIP:VIP:VIP:
Average number of table gamesAverage number of table games90 81 11.1 Average number of table games35 90 (55)(61.1)
VIP turnoverVIP turnover$1,804,382 $2,964,146 $(1,159,764)(39.1)VIP turnover$887,051 $1,804,382 $(917,331)(50.8)
VIP table games winVIP table games win$58,635 $122,625 $(63,990)(52.2)VIP table games win$34,029 $58,635 $(24,606)(42.0)
VIP win as a % of turnoverVIP win as a % of turnover3.25 %4.14 %(0.89)VIP win as a % of turnover3.84 %3.25 %0.59 
Table games win per unit per dayTable games win per unit per day$7,239 $19,702 $(12,463)(63.3)Table games win per unit per day$10,823 $7,239 $3,584 49.5 
Mass market:Mass market:Mass market:
Average number of table gamesAverage number of table games240 183 57 31.1 Average number of table games248 240 3.3 
Table dropTable drop$590,890 $578,235 $12,655 2.2 Table drop$469,138 $590,890 $(121,752)(20.6)
Table games winTable games win$105,183 $117,941 $(12,758)(10.8)Table games win$82,259 $105,183 $(22,924)(21.8)
Table games win %Table games win %17.8 %20.4 %(2.6)Table games win %17.5 %17.8 %(0.3)
Table games win per unit per dayTable games win per unit per day$4,871 $8,372 $(3,501)(41.8)Table games win per unit per day$3,680 $4,871 $(1,191)(24.5)
Average number of slot machinesAverage number of slot machines569 634 (65)(10.3)Average number of slot machines585 569 16 2.8 
Slot machine handleSlot machine handle$301,271 $366,537 $(65,266)(17.8)Slot machine handle$283,539 $301,271 $(17,732)(5.9)
Slot machine winSlot machine win$10,208 $13,295 $(3,087)(23.2)Slot machine win$10,611 $10,208 $403 3.9 
Slot machine win per unit per daySlot machine win per unit per day$199 $272 $(73)(26.8)Slot machine win per unit per day$201 $199 $1.0 
Poker rake$— $2,083 $(2,083)(100.0)

27

Table of Contents

 Three Months Ended March 31,
 20212020Increase/
(Decrease)
Percent
Change
Las Vegas Operations (2):
Total casino revenues$79,903 $71,295 $8,608 12.1 
Average number of table games172 237 (65)(27.4)
Table drop$324,531 $414,933 $(90,402)(21.8)
Table games win$76,653 $82,666 $(6,013)(7.3)
Table games win %23.6 %19.9 %3.7 
Table games win per unit per day$4,957 $4,530 $427 9.4 
Average number of slot machines1,547 1,766 (219)(12.4)
Slot machine handle$791,260 $664,834 $126,426 19.0 
Slot machine win$50,489 $46,674 $3,815 8.2 
Slot machine win per unit per day$363 $343 $20 5.8 
Poker rake$1,867 $2,175 $(308)(14.2)
Encore Boston Harbor (3):
Total casino revenues$111,479 $101,790 $9,689 9.5 
Average number of table games199 160 39 24.4 
Table drop$234,562 $275,631 $(41,069)(14.9)
Table games win$49,377 $57,286 $(7,909)(13.8)
Table games win %21.1 %20.8 %0.3 
Table games win per unit per day$2,752 $4,826 $(2,074)(43.0)
Average number of slot machines1,889 2,837 (948)(33.4)
Slot machine handle$913,795 $767,739 $146,056 19.0 
Slot machine win$74,820 $59,448 $15,372 25.9 
Slot machine win per unit per day$440 $283 $157 55.5 
Poker rake$— $5,105 $(5,105)(100.0)
In response to the initial outbreak of COVID-19 in early 2020, each of our properties was subject to partial or full closure for varying lengths of time during 2020, and each has since reopened with certain COVID-19 specific protective measures in place.
 Three Months Ended March 31,
 20222021Increase/
(Decrease)
Percent
Change
Las Vegas Operations (1):
Total casino revenues$124,271 $79,903 $44,368 55.5 
Average number of table games228 172 56 32.6 
Table drop$547,916 $324,531 $223,385 68.8 
Table games win$129,164 $76,653 $52,511 68.5 
Table games win %23.6 %23.6 %— 
Table games win per unit per day$6,300 $4,957 $1,343 27.1 
Average number of slot machines1,728 1,547 181 11.7 
Slot machine handle$1,177,985 $791,260 $386,725 48.9 
Slot machine win$80,831 $50,489 $30,342 60.1 
Slot machine win per unit per day$520 $363 $157 43.3 
Poker rake$3,861 $1,867 $1,994 106.8 
Encore Boston Harbor (2):
Total casino revenues$148,748 $111,479 $37,269 33.4 
Average number of table games184 199 (15)(7.5)
Table drop$346,195 $234,562 $111,633 47.6 
Table games win$76,792 $49,377 $27,415 55.5 
Table games win %22.2 %21.1 %1.1 
Table games win per unit per day$4,637 $2,752 $1,885 68.5 
Average number of slot machines2,776 1,889 887 47.0 
Slot machine handle$1,183,314 $913,795 $269,519 29.5 
Slot machine win$95,296 $74,820 $20,476 27.4 
Slot machine win per unit per day$381 $440 $(59)(13.4)
(1) Our casino operations in Macau were closed for a 15-day period in February 2020 and resumed operations on a reduced basis on February 20, 2020.
(2) Our Las Vegas Operations closed on March 17, 2020 and reopened on June 4, 2020. On October 19, 2020, Encore at Wynn Las Vegas adjusted its operating schedule to five days/four nights each week due to reduced customer demand levels. This adjusted operating schedule remained in effect through the first quarter of 2021, and on April 8, 2021, Encore at Wynn Las Vegas resumed full operations.
(3) Encore Boston Harbor closed on March 15, 2020 and reopened on July 10, 2020. In addition, on November 6, 2020, Encore Boston Harbor temporarily suspended hotel operations and overnight casino operations pursuant to a state directive limiting the operating hours of certain businesses, including restaurants and casinos.(2) On January 25, 2021, the limitations on operating hours were lifted, and Encore Boston Harbor restored 24-hour casino operations and reopened its hotel tower on a Thursday through Sunday weekly schedule. The property reopened its hotel tower to seven days per week as of September 1, 2021.


28

Table of Contents

Non-casino revenues

The table below sets forth our room revenues and associated key operating measures:
Three Months Ended March 31,Three Months Ended March 31,
20212020Increase/
(Decrease)
Percent Change20222021Increase/
(Decrease)
Percent Change
Macau Operations:Macau Operations:Macau Operations:
Wynn Palace:
Wynn Palace:
Wynn Palace:
Total room revenues (dollars in thousands)Total room revenues (dollars in thousands)$17,012 $19,710 $(2,698)(13.7)Total room revenues (dollars in thousands)$13,831 $17,012 $(3,181)(18.7)
OccupancyOccupancy60.4 %41.6 %18.8 Occupancy47.2 %60.4 %(13.2)
ADRADR$178 $294 $(116)(39.5)ADR$180 $178 $1.1 
REVPARREVPAR$108 $122 $(14)(11.5)REVPAR$85 $108 $(23)(21.3)
Wynn Macau: Wynn Macau: Wynn Macau:
Total room revenues (dollars in thousands)Total room revenues (dollars in thousands)$14,702 $15,911 $(1,209)(7.6)Total room revenues (dollars in thousands)$9,390 $14,702 $(5,312)(36.1)
OccupancyOccupancy60.8 %49.2 %11.6 Occupancy49.8 %60.8 %(11.0)
ADRADR$242 $321 $(79)(24.6)ADR$188 $242 $(54)(22.3)
REVPARREVPAR$147 $158 $(11)(7.0)REVPAR$94 $147 $(53)(36.1)
Las Vegas Operations (1):
Las Vegas Operations:Las Vegas Operations:
Total room revenues (dollars in thousands)Total room revenues (dollars in thousands)$39,761 $106,105 $(66,344)(62.5)Total room revenues (dollars in thousands)$131,466 $39,761 $91,705 230.6 
OccupancyOccupancy35.3 %80.1 %(44.8)Occupancy76.9 %35.3 %41.6 
ADRADR$331 $374 $(43)(11.5)ADR$432 $331 $101 30.5 
REVPARREVPAR$117 $299 $(182)(60.9)REVPAR$333 $117 $216 184.6 
Encore Boston Harbor (2)(3):
Encore Boston Harbor (1):
Encore Boston Harbor (1):
Total room revenues (dollars in thousands)Total room revenues (dollars in thousands)$4,715 $10,955 $(6,240)(57.0)Total room revenues (dollars in thousands)$15,689 $4,715 $10,974 232.7 
OccupancyOccupancy71.0 %75.8 %(4.8)Occupancy80.5 %71.0 %9.5 
ADRADR$276 $292 $(16)(5.5)ADR$324 $276 $48 17.4 
REVPARREVPAR$196 $222 $(26)(11.7)REVPAR$261 $196 $65 33.2 
(1) Wynn Las Vegas closed on March 17, 2020 and reopened on June 4, 2020.
(2) Encore Boston Harbor closed on March 15, 2020 and reopened on July 10, 2020.
(3) Encore Boston Harbor room statistics have been computed based on 36 days of operation in three months ended March 31, 2021, and 74 days of operation in three months ended March 31, 2020, representing the number of nights hotel rooms were offered for sale to the public.

Room revenues decreased $76.5increased $94.2 million, primarily due to lowerhigher occupancy and ADR at our Las Vegas Operations and Encore Boston Harbor. Encore at Wynn Las Vegas operated on a limited basis with midweek closures throughout the first quarter of 2021 before fully reopening April 8, 2021.Harbor, respectively. The hotel tower at Encore Boston Harbor was closed pursuant to a COVID-19 related state directive from November 6, 2020 through January 25, 2021, when it restored certain operations and reopened its hotel tower on a Thursday through Sunday weekly schedule. Encore Boston Harbor reopened its hotel tower to seven days per week as of September 1, 2021.

Food and beverage revenues decreased $80.9increased $105.5 million, primarily due to decreasedincreased covers at our restaurants and the suspension ofan increase in nightlife offeringsrevenues at our Las Vegas Operations as a result of ongoing recovery from the adverse effects of the COVID-19 pandemic.COVID-19.

Entertainment, retail and other revenues decreased $16.0increased $43.3 million, primarily due to the closure of the Le Reve show atan increase in visitation to our Las Vegas Operations resultingas a result of ongoing recovery from the adverse effects of COVID-19 and an increase of $12.0 million in revenues at Wynn Interactive primarily due to the COVID-19 pandemic.continued expansion and ramp up of its operations.









29

Table of Contents

Operating expenses

The table below presents operating expenses (in(dollars in thousands):
 Three Months Ended March 31,
 20212020Increase/ (Decrease)Percent Change
Operating expenses:
Casino$351,966 $442,690 $(90,724)(20.5)
Rooms33,535 73,480 (39,945)(54.4)
Food and beverage73,948 175,910 (101,962)(58.0)
Entertainment, retail and other62,560 45,580 16,980 37.3 
General and administrative179,774 234,328 (54,554)(23.3)
Provision for credit losses7,367 20,613 (13,246)(64.3)
Pre-opening1,627 2,551 (924)(36.2)
Depreciation and amortization185,121 178,746 6,375 3.6 
Property charges and other5,617 27,229 (21,612)(79.4)
Total operating expenses$901,515 $1,201,127 $(299,612)(24.9)

 Three Months Ended March 31,
 20222021Increase/ (Decrease)Percent Change
Operating expenses:
Casino$324,079 $351,966 $(27,887)(7.9)
Rooms58,715 33,535 25,180 75.1 
Food and beverage146,656 73,948 72,708 98.3 
Entertainment, retail and other88,904 73,459 15,445 21.0 
General and administrative196,780 179,774 17,006 9.5 
  Provision for credit losses342 7,367 (7,025)(95.4)
Pre-opening2,447 1,627 820 50.4 
Depreciation and amortization184,556 185,121 (565)(0.3)
Property charges and other45,720 5,617 40,103 714.0 
Total operating expenses$1,048,199 $912,414 $135,785 14.9 

Total operating expenses decreased $299.6increased $135.8 million compared to the first quarter of 2020,three months ended March 31, 2021, primarily due to decreased expenses related to the impact of the COVID-19 pandemic on our resorts, partially offset by increased room, food and beverage, entertainment, retail and other, general and administrative expenses, and depreciationproperty charges and amortizationother, partially offset by decreased casino and provision for credit losses expenses. Operating expenses for the first quarter of 2020 included $75.7 million of expense related to our commitment to pay salary, tips, and benefits continuation for all of our U.S. employees for the period from April 1 through May 15, 2020, which we accrued during the first quarter of 2020.
Casino expenses decreased $20.0 million, $29.9 million, $24.7$42.4 million and $16.1$22.9 million at Wynn Palace and Wynn Macau, our Las Vegas Operations, and Encore Boston Harbor, respectively. These decreases were primarily due to reductions in gaming tax expense commensurate with the declines in casino revenues at each of Wynn Palace and Wynn Macau, resulting from the effects of the COVID-19 pandemic, as well as lower payrollpartially offset by increased casino expenses of $19.9 million and operating costs. Casino expenses for the first quarter of 2020 included expense of $7.9$17.5 million from Encore Boston Harbor and $12.8 million fromat our Las Vegas Operations relatedand Encore Boston Harbor, respectively, primarily due to our commitment to pay salary, tips, and benefits continuation for all of our U.S. employees forincreased gaming tax expense driven by the period from April 1 through May 15, 2020, which we accrued during the first quarter of 2020.increase in casino revenues.
Room expenses decreased $29.6increased $21.1 million and $6.8$4.5 million at our Las Vegas Operations and Encore Boston Harbor, respectively. The decreasesThese increases were primarily a result of lowerhigher operating costs related to the declinesincrease in occupancyoccupancy.
Food and beverage expenses increased $64.7 million and $6.5 million at our Las Vegas Operations and Encore Boston Harbor, resulting from the effects of the COVID-19 pandemic. Room expenses for the first quarter of 2020 included expense of $1.5 million from Encore Boston Harbor and $8.3 million from our Las Vegas Operations related to our commitment to pay salary, tips, and benefits continuation for all of our U.S. employees for the period from April 1 through May 15, 2020, which we accrued during the first quarter of 2020.
Food and beverage expenses decreased $75.0 million, $4.5 million, $3.6 million, and $18.8 million at our Las Vegas Operations, Wynn Palace, Wynn Macau, and Encore Boston Harbor, respectively. The decreasesThese increases were primarily a result of lowerhigher operating costs related to the declinesincrease in food and beverage revenues at each property as well as lowerhigher nightlife entertainment costs at our Las Vegas Operations resulting from the effects of the COVID-19 pandemic. Food and beverage expenses for the first quarter of 2020 included expense of $20.8 million from our Las Vegas Operations and $4.8 million from Encore Boston Harbor related to our commitment to pay salary, tips, and benefits continuation for all of our U.S. employees for the period from April 1 through May 15, 2020, which we accrued during the first quarter of 2020.costs.
Entertainment, retail and other expenses increased $14.5 million at our Las Vegas operations. The increase was primarily a result of higher operating costs related to an increase in visitation.
General and administrative expenses increased primarily due to marketing expenses incurred at Corporateincreases of $12.5 million and other. The increase was partially offset by a decrease in entertainment, retail and other expenses of $25.6$5.8 million at our Las Vegas Operations primarily as a result of lower operating costs related to the declines in entertainment, retail and other revenues resulting from the effects of the COVID-19 pandemic. Entertainment, retail and other expenses for the first quarter of 2020 included expense of $4.1 million from our Las Vegas Operations and $0.7 million from Encore Boston Harbor, related to our commitment to pay salary, tips, and benefits continuation for all of our U.S. employees for the period from April 1 through May 15, 2020, which we accrued during the first quarter of 2020.
30

Table of Contents

General and administrative expenses decreased $9.0 million, $6.0 million, $27.4 million, $9.1 million, and $3.1 million at Wynn Palace, Wynn Macau, our Las Vegas Operations, Encore Boston Harbor, and Corporate and other, respectively. These decreasesincreases were primarily attributable to decreasedincreased payroll, operating costs, and general and administrative expenses as a result of the COVID-19 pandemic. General and administrative expenses for the first quarter of 2020 included expense of $10.2 million from our Las Vegas Operations and $4.4 million from Encore Boston Harbor relatedrequired to our commitment to pay salary, tips, and benefits continuation for all of our U.S. employees for the period from April 1 through May 15, 2020, which we accrued during the first quarter of 2020.support higher business volumes.
Provision for credit losses decreased primarily due to a decrease of $11.6$3.0 million, $2.4 million, and $1.5 million at Wynn Palace, our Las Vegas Operations.Operations, and Wynn Macau, respectively. The decrease wasdecreases were primarily due to the impact of historical collection patterns and expectations of current and future collection trends, as well as the specific review of customer accounts, on our estimated credit loss for the respective periods.
Our property charges and other expenses for the quarter ended March 31, 2022 consisted primarily of impairment of goodwill of $30.3 million at Wynn Interactive, asset abandonments of $1.0 million and $2.1 million at our Las Vegas Operations and Wynn Interactive, respectively, and contract termination expenses of $9.6 million at Wynn Interactive. Our property charges and other expenses for the quarter ended March 31, 2021 consisted primarily of asset abandonments of $2.1 million and $2.2 million at our Las Vegas Operations and Wynn Palace, respectively. Our property charges and other expenses for the quarter ended March 31, 2020 consisted primarily of asset abandonments and retirements of $22.2 million and $1.4 million at Wynn Palace and Wynn Macau, respectively.


30

Table of Contents

Interest expense, net of capitalized interest

The following table summarizes information related to interest expense (dollars in thousands):
 Three Months Ended March 31,
 20212020Increase/ (Decrease)Percent
Change
Interest expense
Interest cost, including amortization of debt issuance costs and original issue discount and premium$152,852 $130,079 $22,773 17.5 
Capitalized interest— (1,252)(1,252)(100.0)
$152,852 $128,827 $24,025 18.6 
Weighted average total debt balance$12,628,361 $10,850,355 
Weighted average interest rate4.84 %4.80 %

 Three Months Ended March 31,
 20222021Increase/ (Decrease)Percent
Change
Interest expense
Interest cost, including amortization of debt issuance costs and original issue discount and premium$152,158 $152,852 $(694)(0.5)
Weighted average total debt balance$12,057,742 $12,628,361 
Weighted average interest rate5.05 %4.84 %

Interest costs increaseddecreased primarily due to an increasea decrease in the weighted average debt balance. Capitalized interest decreased due to the completion of the meeting and convention expansion in February 2020.

Other non-operating income and expenses

We incurred a foreign currency remeasurement loss of $11.1$15.1 million and a gain of $10.3$11.1 million for the three months ended March 31, 20212022 and 2020,2021, respectively. The impact of the exchange rate fluctuation of the Macau pataca,MOP, in relation to the U.S. dollar, on the remeasurements of U.S. dollar denominated debt and other obligations from our Macau-related entities drove the variability between periods.

We recorded a gain of $4.4$7.4 million and a loss of $15.7$4.4 million for the three months ended March 31, 20212022 and 2020,2021, respectively, from change in derivatives fair value.

We recorded a $1.3 million loss on extinguishment of debt for the three months ended March 31, 2021 related to the partial prepayment of the Wynn Macau Term Loan.

Income taxes

We recorded an income tax expense of $0.5$1.1 million and $75.8$0.5 million for the three months ended March 31, 20212022 and 2020,2021, respectively. The 2021 income tax expense primarily related to the Macau dividend tax agreement that provides for an annual payment of MOP 12.8 million (approximately $1.6 million) as complementary tax otherwise due by stockholders of Wynn Macau SA. The 2020 income tax expense primarily related to the increase in the valuation allowances for U.S foreign tax credits.
31

Table of ContentsWRM.

Net loss attributable to noncontrolling interests

Net loss attributable to noncontrolling interests was $55.2$71.3 million and $48.2$55.2 million for the three months ended March 31, 20212022 and 2020,2021, respectively. These amounts are primarily related to the noncontrolling interests' share of net loss fromattributable to WML.

Adjusted Property EBITDA

We use Adjusted Property EBITDA to manage the operating results of our segments. Adjusted Property EBITDA is net loss before interest, income taxes, depreciation and amortization, pre-opening expenses, property charges and other, management and license fees, corporate expenses and other (including intercompany golf course, meeting and convention, and water rights leases), stock-based compensation, change in derivatives fair value, loss on extinguishment of debt, and other non-operating income and expenses. We use Adjusted Property EBITDA to manage the operating results of our segments. 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. We also present Adjusted Property EBITDA because it is used by some investors to measure a company's ability to incur and service debt, make capital expenditures and meet working capital requirements. Gaming companies have historically reported 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
31

Table of Contents

historically excluded from their EBITDA calculations preopening expenses, property charges, corporate expenses and stock-based compensation, that do not relate to the management of specific casino properties. However, Adjusted Property EBITDA should not be considered as an alternative to operating income as an indicator of our performance, as an alternative to cash flows from operating activities as a measure of liquidity, or as an alternative to any other measure determined in accordance with GAAP. Unlike net income,loss, Adjusted Property EBITDA does not include depreciation or interest expense and therefore does not reflect current or future capital expenditures or the cost of capital. We have significant uses of cash flows, including capital expenditures, interest payments, debt principal repayments, income taxes and other non-recurring charges, which are not reflected in Adjusted Property EBITDA. Also, our calculation of Adjusted Property EBITDA may be different from the calculation methods used by other companies and, therefore, comparability may be limited.
The following table summarizes Adjusted Property EBITDA (in(dollar in thousands) for Wynn Palace, Wynn Macau, Las Vegas Operations, and Encore Boston Harbor as reviewed by management and summarized in Item 1—"Notes to Condensed Consolidated Financial Statements," Note 17, "Segment Information." That footnote also presents a reconciliation of Adjusted Property EBITDA to net loss attributable to Wynn Resorts, Limited.

 Three Months Ended March 31,
 20212020Increase/ (Decrease)Percent Change
Wynn Palace$27,369 $10,176 $17,193 169.0 
Wynn Macau16,556 19,208 (2,652)(13.8)
Las Vegas Operations28,081 (22,077)50,158 (227.2)
Encore Boston Harbor30,363 (12,636)42,999 (340.3)
Corporate and other(43,469)— (43,469)NM
NM - Not meaningful.
 Three Months Ended March 31,
 20222021Increase/ (Decrease)Percent Change
Wynn Palace$(864)$27,369 $(28,233)(103.2)
Wynn Macau(4,682)16,556 (21,238)(128.3)
Las Vegas Operations159,378 28,081 131,297 467.6 
Encore Boston Harbor55,250 30,363 24,887 82.0 
Wynn Interactive(31,501)(43,469)11,968 27.5 

Adjusted Property EBITDA at Wynn Palace increased $17.2and Wynn Macau decreased $28.2 million and $21.2 million for the three months ended March 31, 20212022, respectively, primarily duedue to a decrease in operating expenses.
Adjusted Property EBITDA at Wynn Macau decreased $2.7 million for the three months ended March 31, 2021 primarily due to decreased VIP turnover and VIP table games win, which offset a decrease in operating expenses.revenues, partially offset by a decrease in operating expenses. Our Macau Operations for the first quarter of 2022 continued to be negatively impacted by certain travel-related restrictions and conditions, including COVID-19 testing and other procedures related to the COVID-19 pandemic.
Adjusted Property EBITDA at our Las Vegas Operations increased $50.2$131.3 million for the three months ended March 31, 2022, primarily due to an increase in operating revenues, partially offset by an increase in operating expenses. Our Las Vegas Operations for the first quarter of 2021 were negatively impacted by the limitation or suspension of certain offerings and certain capacity limitations related to the COVID-19 pandemic.
Adjusted Property EBITDA at Encore Boston Harbor increased $24.9 million for the three months ended March 31, 2022, primarily due to an increase in operating revenues, partially offset by an increase in operating expenses. Operating revenue at Encore Boston Harbor for the first quarter of 2021 was negatively impacted by the limitation or suspension of certain offerings and certain capacity limitations related to the COVID-19 pandemic.
Adjusted Property EBITDA at Wynn Interactive was $(31.5) million for the three months ended March 31, 2022, primarily due to increased marketing and promotional expenses incurred in connection with the launch of its operations in New York and Louisiana, offset by increased operating revenues due to the continued expansion and ramp up of operations. Adjusted Property EBITDA at Wynn Interactive was $(43.5) million for the three months ended March 31, 2021, primarily due to a decrease in operating expenses. Adjusted Property EBITDA for our Las Vegas Operations for the first quarterramp up of 2020 included the impact of $56.4 million of expense related to our commitment to pay salary, tips, and benefits continuation for all of our U.S. employees for the period from April 1 through May 15, 2020.
Adjusted Property EBITDA at Encore Boston Harbor increased $43.0 million for the three months ended March 31, 2021, primarily due to a decrease in operating expenses. Adjusted Property EBITDA for Encore Boston Harbor for the first quarter of
32

Table of Contents

2020 included the impact of $19.3 million of expense related to our commitment to pay salary, tips, and benefits continuation for all of our U.S. employees for the period from April 1 through May 15, 2020.Wynn Interactive operations.
Refer to the discussions above regarding the specific details of our results of operations.
3332

Table of Contents

Liquidity and Capital Resources

Our cash flows were as follows (in thousands):
Three Months Ended March 31,
Cash Flows - Summary20212020
Net cash used in operating activities$(253,906)$(176,500)
Net cash used in investing activities:
Capital expenditures, net of construction payables and retention(40,270)(139,316)
Purchase of intangible and other assets(8,500)— 
Proceeds from sale of assets and other134 2,162 
Net cash used in investing activities(48,636)(137,154)
Net cash (used in) provided by financing activities:
Proceeds from issuance of long-term debt50,084 1,469,028 
Repayments of long-term debt(1,166,737)(515,194)
Proceeds from issuance of common stock841,899 — 
Repurchase of common stock(4,356)(5,527)
Finance lease payment(3,881)(37)
Proceeds from exercise of stock options— 70 
Dividends paid(295)(107,426)
Distribution to noncontrolling interest— (998)
Payments for financing costs(2,154)(1,919)
Net cash (used in) provided by financing activities(285,440)837,997 
Effect of exchange rate on cash, cash equivalents and restricted cash(1,131)3,266 
(Decrease) increase in cash, cash equivalents and restricted cash$(589,113)$527,609 
Three Months Ended March 31,
Cash Flows - Summary20222021
Cash flows from operating activities$(117,385)$(253,906)
Cash flows from investing activities:
Capital expenditures, net of construction payables and retention(96,343)(40,270)
Purchase of intangible and other assets(901)(8,500)
Proceeds from sale of assets and other29 134 
Net cash used in investing activities(97,215)(48,636)
Cash flows from financing activities:
Proceeds from issuance of long-term debt— 50,084 
Repayments of long-term debt(12,500)(1,166,737)
Proceeds from issuance of Wynn Resorts, Limited common stock— 841,899 
Repurchase of common stock(11,667)(4,356)
Finance lease payments(4,443)(3,881)
Distribution to noncontrolling interest(9,279)— 
Contribution from noncontrolling interest50,033 — 
Dividends paid(1,163)(295)
Payments for debt financing costs(109)(2,154)
Net cash provided by (used in) financing activities10,872 (285,440)
Effect of exchange rate on cash, cash equivalents and restricted cash(925)(1,131)
Decrease in cash, cash equivalents and restricted cash$(204,653)$(589,113)

Operating Activities

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

During the three months ended March 31, 2022, the decrease in net cash used in operating activities was primarily due to increased operating revenues, partially offset by an increase in operating expenses. During the three months ended March 31, 2021, the increase in net cash used in operating activities was primarily due to changes in working capital accounts. During the three months ended March 31, 2020, the decrease in net cash provided by operations was primarily due to the adverse effects of the COVID-19 pandemic on the results of our operations for the three months ended March 31, 2020.

Investing Activities

Our investing activities primarily consist of project capital expenditures such as the construction of the meeting and convention expansion at Wynn Las Vegas, which opened in February 2020, as well as maintenance capital expenditures associated with maintaining and continually refining our world-class integrated resort properties. In light of

During the unprecedented COVID-19 pandemic and our focus on safeguarding the Company's operations and the well-being of our employees,three months ended March 31, 2022, we temporarily postponed major projectincurred capital expenditures for 2020.of $67.8 million at our Las Vegas Operations primarily related to the Wynn Las Vegas room remodel, and $7.5 million at Encore Boston Harbor, $13.1 million at Wynn Palace, and $4.2 million at Wynn Macau, each primarily related to maintenance capital expenditures.
3433

Table of Contents

During the three months ended March 31, 2021, we incurred capital expenditures of $19.8 million at our Las Vegas Operations, and $6.3 million at Encore Boston Harbor, $7.4 million at Wynn Palace, and $4.8 million at Wynn Macau, primarily related to maintenance capital expenditures.

During the three months ended March 31, 2020, we incurred capital expenditures of $43.6 million at Encore Boston Harbor primarily for the payment of construction retention and other payables related to its construction, $37.0 million at our Las Vegas Operations for restaurant remodels and maintenance capital expenditures, $12.2 million for the construction of the additional meeting and convention space at Wynn Las Vegas, and $17.5 million and $26.6 million at Wynn Palace and Wynn Macau, respectively,each primarily related to maintenance capital expenditures.

Financing Activities

During the three months ended March 31, 2022, we received a $50.0 million contribution from a noncontrolling interest holder in exchange for a 49.9% interest in certain retail space contributed by the Company to the Retail Joint Venture. In addition, we made a $12.5 million quarterly amortization payment under the WRF Term Loan Facility.

During the three months ended March 31, 2021, we received proceeds of $841.9 million from our February 2021 equity offering and used $716.0 million of the proceeds from the equity offering to repay the outstanding borrowings under the WRF Revolver. In addition, we borrowed $50.1 million under the Wynn Macau Revolver, paidmade a $438.6 million prepayment of outstanding principal owed under the Wynn Macau Term Loan, and made a $12.5 million quarterly amortization payment under the WRF Term Loan.

During the three months ended March 31, 2020, we borrowed $325.8 million, net of amounts repaid, under the Wynn Macau Revolver, borrowed $791.0 million under the WRF Revolver, prepaid $150.2 million of outstanding principal owed under the Wynn Macau Term Loan, and made a $12.5 million quarterly amortization payment under the WRF Term Loan. In addition, we used cash of $107.4 million for the payment of dividends.

Capital Resources

The COVID-19 pandemic has materially impacted and willis likely to continue to materially impact, materially, our business, financial condition and results of operations. While we believe our strong liquidity positionunrestricted cash, cash flows from operations and revolver borrowing capacity will enable us to fund our current obligations for the foreseeable future, COVID-19 has resulted in significant disruption,disruptions to our operations and to the U.S. and other global economies, which has had and will likely continue to have a negative impact on our operating income and could have a negative impact on our ability to access capital in the future. We continue to monitor the rapidly evolving situation and guidance from international and domestic authorities.

The following table summarizes our unrestricted cash and cash equivalents and available revolver borrowing capacity under the Company as of March 31, 20212022 (in thousands):
Total Cash and Cash EquivalentsRevolver Borrowing Capacity
Wynn Resorts (Macau) S.A. and subsidiaries$273,124 $293,031 
Wynn Macau, Limited and subsidiaries (1)
1,529,751 — 
Wynn Resorts Finance, LLC (2)
248,425 833,894 
Wynn Resorts, Limited and other839,107 — 
Total cash and cash equivalents$2,890,407 $1,126,925 
Total Cash and Cash EquivalentsRevolver Borrowing Capacity
Wynn Macau, Limited and subsidiaries$1,287,256 $211,906 
Wynn Resorts Finance, LLC (1)
388,532 835,600 
Wynn Resorts, Limited and other641,564 — 
Total$2,317,352 $1,047,506 
(1) Excluding Wynn Resorts (Macau) S.A. and subsidiaries.
(2) Excluding Wynn Macau, Limited and subsidiaries.

Wynn Resorts (Macau) S.A.Macau, Limited and subsidiaries.subsidiaries Wynn Resorts (Macau) S.A. ("Wynn Macau SA"). WML generates cash from our Macau Operations and utilizes its revolvermay utilize proceeds from the WM Cayman II Revolver to fund short term working capital requirements as needed. We expect to use this cash to service our existing Wynn Macau Credit Facilities, make distributions to WML, and fund working capital and capital expenditure requirements at WML and our Macau Operations.Operations, and to service our WML Senior Notes and WM Cayman II Revolver. WML paid no dividends during 2021 or the first quarter of 2022.

The Wynn Macau Credit Facilities contain customary negative and financial covenants, including, but not limitedborrowings under the WM Cayman II Revolver bear interest at LIBOR or HIBOR plus a margin of 2.625% per annum until June 30, 2022, the date from which the margin will be 1.875% to 2.875% per annum based on WM Cayman II’s leverage ratio and interest coverage ratio tests (as defined inon a consolidated basis. The final maturity of all outstanding loans under the Wynn Macau Credit Facilities) that could restrict its ability to make distributions to WML and incur additional indebtedness. Wynn Macau SARevolving Facility is required to maintain a leverage ratio of not greater than 4.00 to 1 and an interest coverage ratio of not less than 2.00 to 1. Wynn Macau SA complied with these ratios for the three months ended March 31, 2021.September 16, 2025.

In January 2021, Wynn Macau SA prepaid approximately $412.5 millionOn May 5, 2022, WM Cayman II and its lenders agreed to waive certain financial covenants in the facility agreement under the WM Cayman II Revolver in respect of the term loan outstanding underrelevant periods ending on the Wynn Macau Credit Facilities using proceeds from following applicable test dates: (a) June 30, 2022; (b) September 30, 2022; (c) December 31, 2022; and (d) March 31, 2023; and to provide for a floor on the interest rate margin of 2.625% per annum through June 30, 2023. WML senior notes issuances., as guarantor, may be subject to certain restrictions on payments of dividends or distributions to its shareholders, unless certain financial criteria have been satisfied through the facility agreement.

If our portion of our cash and cash equivalents were repatriated to the U.S. on March 31, 2022, it would be subject to minimal U.S. taxes in the year of repatriation.

3534

Table of Contents

The Company is currently designing the second phase of Wynn Palace. We do not expect to incur significant capital expenditures related to the construction of this project in 2021.

Wynn Macau, Limited and subsidiaries. Wynn Macau, Limited ("WML") primarily generates cash through distributions from Wynn Macau SA. We expect to use WML's cash to service our existing WML Notes, pay dividends to shareholders of WML (of which we own approximately 72%), and fund working capital requirements at WML.

WML paid no dividends during 2020 or the first quarter of 2021. The WML board of directors will be continuously monitoring the situation and market conditions in Macau and Greater China and may consider a special dividend in the future when such conditions have stabilized.

If our portion of our cash and cash equivalents were repatriated to the U.S. on March 31, 2021, it would be subject to minimal U.S. taxes in the year of repatriation.

Wynn Resorts Finance, LLC and subsidiaries. Wynn Resorts Finance, LLC ("WRF" or "Wynn Resorts Finance") generates cash from distributions from its subsidiaries, which include our Macau Operations, Wynn Las Vegas, and Encore Boston Harbor, and capital contributions from Wynn Resorts, as required. In addition, WRF may utilize its available revolving borrowing capacity as needed. We expect to use this cash to service our WRF Credit Facilities, the WRF Senior Notes due 2025, the WRF Senior Notes due 2029, WRF Notes, and WLVthe Wynn Las Vegas (WLV) Senior Notes, and to fund working capital and capital expenditure requirements as needed.

WRF is a holding company and, as a result, its ability to pay dividends to Wynn Resorts is dependent on WRF receiving distributions from its subsidiaries, which include WML, Wynn Las Vegas, LLC, and Wynn MA, LLC (the owner and operator of Encore Boston Harbor).MA. The WRF Credit Agreement contains customary negative and financial covenants, including, but not limited to, covenants that restrict WRF's ability to pay dividends or distributions and incur additional indebtedness.

In 2021, Wynn Las Vegas will proceed withis currently undergoing its planned room remodel, which we temporarily postponed during 2020. We expect to incur between $170$50 million and $180$60 million of remaining project costs related to this remodel, which we expect to complete beforeduring the endsecond quarter of 2021.2022.

We are currently reconfiguring the former Le Reve theater space at Wynn Las Vegas. The Company repaid $716.0specially redesigned theater will host an all-new, exclusive theatrical production. We expect to incur between $55 million and $65 million of remaining project costs related to the outstanding borrowings underreconfigured theater and theatrical production, which we anticipate will open during the WRF Revolverthird quarter of 2022.

As previously discussed, on February 15, 2022, we announced our entry into a sale-leaseback arrangement with respect to certain real estate assets related to Encore Boston Harbor. Upon closing of the related transactions, currently expected to take place in February 2021, usingthe fourth quarter of 2022, subject to regulatory approvals and customary closing conditions, we expect to receive cash consideration of approximately $1.7 billion in exchange for the sale of such real estate assets to an unrelated third party, and to concurrently enter into a lease agreement whereby the Company will lease such real estate assets for the purpose of continuing to operate the Encore Boston Harbor property. The lease agreement provides for an initial annual minimum rent of $100.0 million for an initial term of 30 years, subject to certain annual rent escalations and renewal provisions. We expect to use the cash proceeds from the February 2021 equity offering described below.sale of the real estate assets for general corporate purposes, which may include the repayment of certain debt obligations.

Wynn Resorts, Limited and other subsidiaries. Wynn Resorts, Limited is a holding company and, as a result, our ability to pay dividends is dependent on our ability to obtain funds and our subsidiaries' ability to provide funds to us. Wynn Resorts, Limited and other primarily generates cash from royalty and management agreements with our resorts, dividends and distributions from our subsidiaries, and the operations of the Retail Joint Venture of which we own 50.1%. We expect to use this cash to service our Retail Term Loan, to fund working capital needs of Wynn Interactive, and for general corporate purposes.

On February 11, 2021, the Company completed a registered public offering of 7,475,000 newly issued shares of its common stock, par value $0.01 per share, at a price of $115.00 per share for proceeds of $841.9 million, net of $17.7 million in underwriting discounts, commissions and other expenses. The Company used $716.0 million of the net proceeds from this equity offering to repay the outstanding borrowings under the WRF revolver in February 2021, and intends to use the remaining net proceeds for general corporate purposes.

Other Factors Affecting Liquidity

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

Legal proceedings in which we are involved also may impact our liquidity. No assurance can be provided as to the outcome of such proceedings. In addition, litigation inherently involves significant costs. For information regarding legal proceedings, see Item 1—"Notes to Condensed Consolidated Financial Statements," Note 15, "Commitments and Contingencies."

Our Board of Directors has authorized an equity repurchase program of up to $1.0 billion. Under the equity repurchase program, we may repurchase the Company's outstanding shares from time to time through open market purchases, in privately
36

Table of Contents

negotiated transactions, and under plans complying with Rules 10b5-1 and 10b-18 under the Securities Exchange Act.Act of 1934, as amended (the "Exchange Act"). As of March 31, 2021,2022, we had $800.1 million in repurchase authority remaining under the program. We did not repurchase shares under the repurchase program during the three months ended March 31, 2022.

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

35

Table of Contents

New business developments or other unforeseen events, including related to COVID-19, may occur, resulting in the need to raise additional funds. We continue to explore opportunities to develop additional gaming or related businesses in domestic and international markets. There can be no assurances regarding the business prospects with respect to any other opportunity. Any new development may require us to obtain additional financing. We may decide to conduct any such development through Wynn Resorts, Limited or through subsidiaries separate from the Las Vegas, Boston or Macau-related entities.

Off-Balance Sheet Arrangements

We have not entered into any transactions with special purpose entities nor do we engage in any derivatives except for an interest rate collar associated with our Retail Term Loan. We do not have any retained or contingent interest in assets transferred to an unconsolidated entity. As of March 31, 2021, we had outstanding letters of credit totaling $16.1 million.

Critical Accounting Policies and Estimates

A description of our critical accounting policies is included in Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2020.2021. There have been no significant changes to these policies for the three months ended March March��31, 2021.2022.

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

See related disclosure in Item 1—"Notes to Condensed Consolidated Financial Statements," Note 2, "Basis of Presentation and Significant Accounting Policies."

Forward-Looking Statements

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

Forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from those we express in these forward-looking statements, including the risks and uncertainties in Item 1A — "Risk Factors" of our Annual Report on Form 10-K for the year ended December 31, 2020 and other factors we describe from time to time in our periodic filings with the Securities and Exchange Commission ("SEC"), such as:

extensive regulation of our business and the cost of compliance or failure to comply with applicable laws and regulations;
pending or future 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 (including the Chinese government's ongoing anti-corruption campaign), which may impact levels of travel, leisure, and consumer spending;
restrictions or conditions on visitation by citizens of PRC to Macau;
the impact on the travel and leisure industry from factors such as an outbreak of an infectious disease, public incidents of violence, riots, demonstrations, extreme weather patterns or natural disasters, military conflicts, civil unrest, 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;
37

Table of Contents

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 and growth of gaming in other jurisdictions;
any violations by us of the anti-money laundering laws or Foreign Corrupt Practices Act;
adverse incidents or adverse publicity concerning our resorts or our corporate responsibilities;
changes in gaming laws or regulations;
changes in federal, foreign, or state tax laws or the administration of such laws;
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 cyber and physical security breaches, system failure, computer viruses, and negligent or intentional misuse by customers, company employees, or employees of third-party vendors;
our ability to protect our intellectual property rights; and
our current and future insurance coverage levels.

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

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Market risk is the risk of loss arising from adverse changes in market rates and prices, such as interest rates, foreign currency exchange rates and commodity prices.

Interest Rate Risks

One of our primary exposures to market risk is interest rate risk associated with our debt facilities that bear interest based on floating rates. We attempt to manage interest rate risk by managing the mix of long-term fixed rate borrowings and variable rate borrowings, supplemented by hedging activities as believed by us to be appropriate. We cannot assure you that these risk management strategies will have the desired effect, and interest rate fluctuations could have a negative impact on our results of operations.

Interest Rate Sensitivity

As of March 31, 2021,2022, approximately 77% of our long-term debt was based on fixed rates. Based on our borrowings as of March 31, 2021,2022, an assumed 100 basis point change in the variable rates would cause our annual interest expense to change by $22.8$23.0 million.

In order to mitigate exposure to interest rate fluctuations on the Retail Term Loan, the Company entered into a five yearan interest rate collar with a notional value of $615.0 million. The interest rate collar establishes a range whereby the Company will pay the counterparty if one-month LIBOR falls below the established floor rate of 1.00%, and the counterparty will pay the Company if one-month LIBOR exceeds the ceiling rate of 3.75%.

Foreign Currency Risks

We expect most of the revenues and expenses for any casino that we operate in Macau will be denominated in Hong Kong dollars or Macau patacas; however, a significant portion of our Wynn Macau, Limitedthe debt issued by WML is denominated in U.S. dollars.
38

Table of Contents

Fluctuations in the exchange rates resulting in weakening of the Macau pataca or the Hong Kong dollar in relation to the U.S. dollar could have materially adverse effects on our results, financial condition and ability to service debt. Based on our balances as of March 31, 2021,2022, an assumed 1% change in the U.S. dollar/Hong Kong dollar exchange rate would cause a foreign currency transaction gain/loss of $38.9$39.6 million.

36

Table of Contents

Item 4. Controls and Procedures

Disclosure Controls and Procedures

The Company's management, with the participation of the Company's Chief Executive Officer ("CEO") and Chief Financial Officer ("CFO"), has evaluated the effectiveness of the Company's disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) as of the end of the period covered by this report. In designing and evaluating the disclosure controls and procedures, management recognized that any controls and procedures, no matter how well designed and operated, can only provide reasonable assurance of achieving the desired control objectives and management is required to apply its judgment in evaluating the cost-benefit relationship of possible controls and procedures. Based on such evaluation, the Company's CEO and CFO have concluded that, as of the period covered by this report, the Company's disclosure controls and procedures were effective, at the reasonable assurance level, in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submitsfurnishes under the Exchange Act and were effective in ensuring that information required to be disclosed by the Company in the reports that it files or submitsfurnishes under the Exchange Act is accumulated and communicated to the Company's management, including the Company's CEO and CFO, as appropriate to allow timely decisions regarding required disclosure.

Management's Report onChanges in Internal Control Over Financial Reporting

There were no changes in our internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the quarter to which this report relates that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
3937

Table of Contents

Part II. OTHER INFORMATION

Item 1. Legal Proceedings

We are occasionally party to lawsuits. As with all litigation, no assurance can be provided as to the outcome of such matters and we note that litigation inherently involves significant costs. For information regarding the Company's legal proceedings see Item 1—"Notes to Condensed Consolidated Financial Statements," Note 15, "Commitments and Contingencies" of Part I in this Quarterly Report on Form 10-Q.

Item 1A. Risk Factors

A description of our risk factors can be found in Item 1A, Part I of our Annual Report on Form 10-K for the year ended December 31, 2020.2021. There were no material changes to those risk factors during the three months ended March 31, 2021.2022.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

The following table summarizes the share repurchasesshares we repurchased in satisfaction of employee tax withholding obligations on vestedupon the vesting of restricted stock during the quarterthree months ended March 31, 2021:2022:
For the Month EndedNumber of Shares RepurchasedWeighted Average Price Paid Per ShareApproximate Dollar Value of Repurchased Shares
(in thousands)
January 31, 202131,270 $110.01 $3,440 
February 28, 20214,410 $132.49 $584 
March 31, 20212,514 $131.98 $332 
For the Month EndedNumber of Shares RepurchasedWeighted Average Price Paid Per ShareApproximate Dollar Value of Repurchased Shares
(in thousands)
January 31, 2022113,708 $85.50 $9,722 
February 28, 20227,080 $86.85 $615 
March 31, 202216,297 $81.64 $1,330 

None of the foregoing repurchases that occurred during the three months ended March 31, 20212022 were part of the Company's publicly announced repurchase program. As of March 31, 2021,2022, we had $800.1 million in repurchase authority under the program.

Item 3. Default Upon Senior Securities.

None.

Item 4. Mine Safety Disclosures

Not applicable.

Item 5. Other Information

None.
4038

Table of Contents

Item 6. Exhibits
(a)Exhibits
Exhibit
No.
Description
3.1
3.2
.*10.3.2
*10.7.4.1
*31.1
*31.2
*32
101The following material from Wynn Resorts, Limited's Quarterly Report on Form 10-Q, formatted in Inline XBRL (Inline Extensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets as of March 31, 20212022 and December 31, 2020;2021; (ii) the Condensed Consolidated Statements of Operations for the three months ended March 31, 20212022 and 2020;2021; (iii) the Condensed Consolidated Statements of Comprehensive Loss for the three months ended March 31, 20212022 and 2020;2021; (iv) the Condensed Consolidated Statements of Stockholders' Equity (Deficit)Deficit for the three months ended March 31, 20212022 and 2020;2021; (v) the Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 20212022 and 2020;2021; and (vi) Notes to Condensed Consolidated Financial Statements. The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
104Cover Page Interactive Data File - The cover page XBRL tags are embedded within the Inline XBRL document.
 
Wynn Resorts, Limited agrees to furnish to the U.S. Securities and Exchange Commission, upon request, a copy of each agreement with respect to long-term debt not filed herewith in reliance upon the exemption from filing applicable to any series of debt which does not exceed 10% of the total consolidated assets of the company.
*     Filed herewith.



4139

Table of Contents

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
 WYNN RESORTS, LIMITED
Dated: May 10, 20212022 By:/s/ Craig S. BillingsJulie Cameron-Doe
 Craig S. BillingsJulie Cameron-Doe
 President and Chief Financial Officer
 (Principal Financial and Accounting Officer)

4240