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 ~~June 30, 2021~~March 31, 2022


☐			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)


Nevada						46-0484987
(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 class

Trading Symbol(s)

Name of each exchange on which registered

Common stock, par value $0.01

WYNN

Nasdaq 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 filer

☒

Accelerated filer

☐

Non-accelerated filer

☐

Smaller 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.


Class						Outstanding at ~~July 27, 2021~~May 3, 2022
Common stock, par value $0.01						~~115,671,633~~115,964,950

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES

FORM 10-Q

INDEX


Part I.	Financial Information
Item 1.	Financial Statements
	Condensed Consolidated Balance Sheets - ~~June~~ 3 0 ~~, 2021~~March 31, 2022 (unaudited) and December 31, ~~2020~~2021	3
	Condensed Consolidated Statements of Operations (unaudited) - Three ~~and Six~~ Months Ended ~~June~~ 3 0 ,March 31, 2022 and 2021 ~~and 2020~~	4
	Condensed Consolidated Statements of Comprehensive Loss (unaudited) - Three ~~and Six~~ Months Ended ~~June~~ 3 0 ,March 31, 2022 and 2021 ~~and 2020~~	5
	Condensed Consolidated Statements of Stockholders’ ~~Equity (Deficit)~~Deficit (unaudited) - Three ~~and Six~~ Months Ended ~~June~~ 3 0 ,March 31, 2022 and 2021 ~~and 2020~~	6
	Condensed Consolidated Statements of Cash Flows (unaudited) - ~~Six~~ Three Months Ended ~~June~~ 3 0 ,March 31, 2022 and 2021 ~~and 2020~~	87
	Notes to Condensed Consolidated Financial Statements (unaudited)	98
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	2521
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	4836
Item 4.	Controls and Procedures	4837

Part II.	Other Information
Item 1.	Legal Proceedings	4938
Item 1A.	Risk Factors	4938
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	4938
Item 3 .	Default Upon Senior Securities	38
Item 4.	Mine Safety Disclosures	38
Item 5.	Other Information	4938
Item 6.	Exhibits	5039
Signature		5140

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)


		June 30, 2021		December 31, 2020			March 31, 2022		December 31, 2021
		(unaudited)					(unaudited)
ASSETS	ASSETS					ASSETS
Current assets:	Current assets:					Current assets:
Cash and cash equivalents	Cash and cash equivalents	$	2,802,716	$	3,482,032	Cash and cash equivalents	$	2,317,352	$	2,522,530
Restricted cash	Restricted cash	2,577		0		Restricted cash	5,735		4,896
Accounts receivable, net of allowance for credit losses of $98,043 and $100,329		245,959		200,158
Accounts receivable, net of allowance for credit losses of $100,101 and $111,319						Accounts receivable, net of allowance for credit losses of $100,101 and $111,319	187,007		199,463
Inventories	Inventories	66,100		66,285		Inventories	72,244		69,967
Prepaid expenses and other	Prepaid expenses and other	97,737		64,672		Prepaid expenses and other	83,269		79,061
Total current assets	Total current assets	3,215,089		3,813,147		Total current assets	2,665,607		2,875,917
Property and equipment, net	Property and equipment, net	8,925,386		9,196,644		Property and equipment, net	8,670,727		8,765,308
Restricted cash	Restricted cash	3,792		4,352		Restricted cash	3,327		3,641
Goodwill and intangible assets, net	Goodwill and intangible assets, net	291,510		278,195		Goodwill and intangible assets, net	272,292		307,578
Operating lease assets	Operating lease assets	386,501		398,594		Operating lease assets	363,891		371,365
Other assets	Other assets	200,387		178,615		Other assets	203,466		207,017
Total assets	Total assets	$	13,022,665	$	13,869,547	Total assets	$	12,179,310	$	12,530,826
LIABILITIES AND STOCKHOLDERS' EQUITY (DEFICIT)
LIABILITIES AND STOCKHOLDERS' DEFICIT						LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:	Current liabilities:					Current liabilities:
Accounts and construction payables	Accounts and construction payables	$	168,143	$	148,478	Accounts and construction payables	$	164,934	$	170,542
Customer deposits	Customer deposits	501,652		646,856		Customer deposits	423,859		436,388
Gaming taxes payable	Gaming taxes payable	60,617		66,346		Gaming taxes payable	40,306		73,173
Accrued compensation and benefits	Accrued compensation and benefits	163,169		126,846		Accrued compensation and benefits	142,490		206,225
Accrued interest	Accrued interest	132,220		136,421		Accrued interest	144,110		132,877
Current portion of long-term debt	Current portion of long-term debt	1,308,353		596,408		Current portion of long-term debt	50,000		50,000
Other accrued liabilities	Other accrued liabilities	204,148		159,533		Other accrued liabilities	188,547		218,675
Total current liabilities	Total current liabilities	2,538,302		1,880,888		Total current liabilities	1,154,246		1,287,880
Long-term debt	Long-term debt	10,612,560		12,469,362		Long-term debt	11,872,894		11,884,546
Long-term operating lease liabilities	Long-term operating lease liabilities	119,471		123,124		Long-term operating lease liabilities	113,321		115,187
Other long-term liabilities	Other long-term liabilities	106,171		133,490		Other long-term liabilities	72,108		79,428
Total liabilities	Total liabilities	13,376,504		14,606,864		Total liabilities	13,212,569		13,367,041
Commitments and contingencies (Note 15)	Commitments and contingencies (Note 15)	0		0		Commitments and contingencies (Note 15)	0		0
Stockholders' equity (deficit):
Preferred stock, par value $0.01; 40,000,000 shares authorized; 0 shares issued and outstanding		0		0
Common stock, par value $0.01; 400,000,000 shares authorized; 131,318,273 and 123,482,836 shares issued; 115,683,983 and 107,888,336 shares outstanding, respectively		1,313		1,235
Treasury stock, at cost; 15,634,290 and 15,594,500 shares, respectively		(1,427,094)		(1,422,531)
Stockholders' deficit:						Stockholders' deficit:
Preferred stock, par value $0.01; 40,000,000 shares authorized; zero shares issued and outstanding						Preferred stock, par value $0.01; 40,000,000 shares authorized; zero shares issued and outstanding	—		—
Common stock, par value $0.01; 400,000,000 shares authorized; 131,789,909 and 131,449,806 shares issued; 115,917,961 and 115,714,943 shares outstanding, respectively						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, respectively	1,318		1,314
Treasury stock, at cost; 15,871,948 and 15,734,863 shares, respectively						Treasury stock, at cost; 15,871,948 and 15,734,863 shares, respectively	(1,448,040)		(1,436,373)
Additional paid-in capital	Additional paid-in capital	3,466,908		2,598,115		Additional paid-in capital	3,571,666		3,502,715
Accumulated other comprehensive income	Accumulated other comprehensive income	6,293		3,604		Accumulated other comprehensive income	9,301		6,004
Accumulated deficit	Accumulated deficit	(1,944,668)		(1,532,420)		Accumulated deficit	(2,471,285)		(2,288,078)
Total Wynn Resorts, Limited stockholders' equity (deficit)		102,752		(351,997)
Total Wynn Resorts, Limited stockholders' deficit						Total Wynn Resorts, Limited stockholders' deficit	(337,040)		(214,418)
Noncontrolling interests	Noncontrolling interests	(456,591)		(385,320)		Noncontrolling interests	(696,219)		(621,797)
Total stockholders' deficit	Total stockholders' deficit	(353,839)		(737,317)		Total stockholders' deficit	(1,033,259)		(836,215)
Total liabilities and stockholders' deficit	Total liabilities and stockholders' deficit	$	13,022,665	$	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.

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(in thousands, except per share data)

(unaudited)


		Three Months Ended June 30,				Six Months Ended June 30,					Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
Operating revenues:	Operating revenues:									Operating revenues:
Casino	Casino	$	602,746	$	9,413	$	1,118,964	$	580,202	Casino	$	489,862	$	516,218
Rooms	Rooms	137,765		17,415		213,955		170,096		Rooms	170,376		76,190
Food and beverage	Food and beverage	149,142		24,007		217,651		173,421		Food and beverage	174,020		68,509
Entertainment, retail and other	Entertainment, retail and other	100,460		34,863		176,225		115,695		Entertainment, retail and other	119,076		75,765
Total operating revenues	Total operating revenues	990,113		85,698		1,726,795		1,039,414		Total operating revenues	953,334		736,682
Operating expenses:	Operating expenses:									Operating expenses:
Casino	Casino	381,615		131,138		733,581		573,828		Casino	324,079		351,966
Rooms	Rooms	50,552		30,367		84,087		103,847		Rooms	58,715		33,535
Food and beverage	Food and beverage	117,106		61,889		191,054		237,799		Food and beverage	146,656		73,948
Entertainment, retail and other	Entertainment, retail and other	80,922		16,873		154,381		62,453		Entertainment, retail and other	88,904		73,459
General and administrative	General and administrative	197,545		152,081		377,319		386,409		General and administrative	196,780		179,774
Provision for credit losses	Provision for credit losses	441		28,347		7,808		48,960		Provision for credit losses	342		7,367
Pre-opening	Pre-opening	2,495		2,186		4,122		4,737		Pre-opening	2,447		1,627
Depreciation and amortization	Depreciation and amortization	183,307		179,266		368,428		358,012		Depreciation and amortization	184,556		185,121
Property charges and other	Property charges and other	5,651		6,567		11,268		33,796		Property charges and other	45,720		5,617
Total operating expenses	Total operating expenses	1,019,634		608,714		1,932,048		1,809,841		Total operating expenses	1,048,199		912,414
Operating loss	Operating loss	(29,521)		(523,016)		(205,253)		(770,427)		Operating loss	(94,865)		(175,732)
Other income (expense):	Other income (expense):									Other income (expense):
Interest income	Interest income	720		3,983		1,624		11,936		Interest income	1,280		904
Interest expense, net of amounts capitalized	Interest expense, net of amounts capitalized	(150,424)		(133,218)		(303,276)		(262,045)		Interest expense, net of amounts capitalized	(152,158)		(152,852)
Change in derivatives fair value	Change in derivatives fair value	972		(3,294)		5,381		(18,954)		Change in derivatives fair value	7,400		4,409
Loss on extinguishment of debt	Loss on extinguishment of debt	0		(619)		(1,322)		(1,462)		Loss on extinguishment of debt	—		(1,322)
Other	Other	5,553		2,233		(5,540)		12,568		Other	(15,127)		(11,093)
Other income (expense), net	Other income (expense), net	(143,179)		(130,915)		(303,133)		(257,957)		Other income (expense), net	(158,605)		(159,954)
Loss before income taxes	Loss before income taxes	(172,700)		(653,931)		(508,386)		(1,028,384)		Loss before income taxes	(253,470)		(335,686)
Provision for income taxes	Provision for income taxes	(697)		(80,938)		(1,190)		(156,738)		Provision for income taxes	(1,140)		(493)
Net loss	Net loss	(173,397)		(734,869)		(509,576)		(1,185,122)		Net loss	(254,610)		(336,179)
Less: net loss attributable to noncontrolling interests	Less: net loss attributable to noncontrolling interests	42,028		97,305		97,229		145,521		Less: net loss attributable to noncontrolling interests	71,286		55,201
Net loss attributable to Wynn Resorts, Limited	Net loss attributable to Wynn Resorts, Limited	$	(131,369)	$	(637,564)	$	(412,347)	$	(1,039,601)	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:
Basic	Basic	$	(1.15)	$	(5.97)	$	(3.66)	$	(9.74)	Basic	$	(1.59)	$	(2.53)
Diluted	Diluted	$	(1.15)	$	(5.97)	$	(3.66)	$	(9.74)	Diluted	$	(1.59)	$	(2.53)
Weighted average common shares outstanding:	Weighted average common shares outstanding:									Weighted average common shares outstanding:
Basic	Basic	114,545		106,713		112,792		106,688		Basic	115,030		111,020
Diluted	Diluted	114,545		106,713		112,792		106,688		Diluted	115,030		111,020
Dividends declared per common share		$	0	$	0	$	0	$	1.00

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

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(in thousands)

(unaudited)


		Three Months Ended June 30,				Six Months Ended June 30,					Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
Net loss	Net loss	$	(173,397)	$	(734,869)	$	(509,576)	$	(1,185,122)	Net loss	$	(254,610)	$	(336,179)
Other comprehensive (loss) income:
Other comprehensive income:										Other comprehensive income:
Foreign currency translation adjustments, before and after tax	Foreign currency translation adjustments, before and after tax	(290)		53		3,742		1,068		Foreign currency translation adjustments, before and after tax	4,597		4,032
Total comprehensive loss	Total comprehensive loss	(173,687)		(734,816)		(505,834)		(1,184,054)		Total comprehensive loss	(250,013)		(332,147)
Less: comprehensive loss attributable to noncontrolling interests	Less: comprehensive loss attributable to noncontrolling interests	42,110		97,291		96,176		145,224		Less: comprehensive loss attributable to noncontrolling interests	69,986		54,066
Comprehensive loss attributable to Wynn Resorts, Limited	Comprehensive loss attributable to Wynn Resorts, Limited	$	(131,577)	$	(637,525)	$	(409,658)	$	(1,038,830)	Comprehensive loss attributable to Wynn Resorts, Limited	$	(180,027)	$	(278,081)

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

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 June 30, 2021																		For the Three Months Ended March 31, 2022
		Common stock																		Common stock
		Shares outstanding	Par value		Treasury stock		Additional paid-in capital		Accumulated other comprehensive income		Accumulated deficit		Total Wynn Resorts, Ltd. stockholders' equity		Noncontrolling interests		Total stockholders' deficit			Shares outstanding	Par value		Treasury stock		Additional paid-in capital		Accumulated other comprehensive income		Accumulated deficit		Total Wynn Resorts, Ltd. stockholders' deficit		Noncontrolling interests		Total stockholders' deficit
Balances, April 1, 2021		115,647,328	$	1,313	$	(1,426,887)	$	3,466,073	$	6,501	$	(1,813,317)	$	233,683	$	(436,622)	$	(202,939)
Balances, January 1, 2022																			Balances, January 1, 2022	115,714,943	$	1,314	$	(1,436,373)	$	3,502,715	$	6,004	$	(2,288,078)	$	(214,418)	$	(621,797)	$	(836,215)
Net loss	Net loss	—	—		—		—		—		(131,369)		(131,369)		(42,028)		(173,397)		Net loss	—	—		—		—		—		(183,324)		(183,324)		(71,286)		(254,610)
Currency translation adjustment	Currency translation adjustment	—	—		—		—		(208)		—		(208)		(82)		(290)		Currency translation adjustment	—	—		—		—		3,297		—		3,297		1,300		4,597
Issuance of restricted stock	Issuance of restricted stock	44,686	—		—		—		—		—		—		—		—		Issuance of restricted stock	419,198	5		—		9,283		—		—		9,288		—		9,288
Cancellation of restricted stock	Cancellation of restricted stock	(6,435)	0		—		—		—		18		18		6		24		Cancellation of restricted stock	(79,095)	(1)		—		1		—		—		—		—		—
Shares repurchased by the Company and held as treasury shares	Shares repurchased by the Company and held as treasury shares	(1,596)	—		(207)		—		—		—		(207)		—		(207)		Shares repurchased by the Company and held as treasury shares	(137,085)	—		(11,667)		—		—		—		(11,667)		—		(11,667)
Distribution to noncontrolling interest	Distribution to noncontrolling interest	—	—		—		—		—		—		—		(6,479)		(6,479)		Distribution to noncontrolling interest	—	—		—		—		—		—		—		(9,279)		(9,279)
Subsidiary equity issuance		—	—		—		(20,211)		—		—		(20,211)		25,371		5,160
Contribution from noncontrolling interest																			Contribution from noncontrolling interest	—	—		—		48,559		—		—		48,559		1,474		50,033
Stock-based compensation	Stock-based compensation	—	—		—		21,046		—		—		21,046		3,243		24,289		Stock-based compensation	—	—		—		11,108		—		117		11,225		3,369		14,594
Balances, June 30, 2021		115,683,983	$	1,313	$	(1,427,094)	$	3,466,908	$	6,293	$	(1,944,668)	$	102,752	$	(456,591)	$	(353,839)
Balances, March 31, 2022																			Balances, March 31, 2022	115,917,961	$	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 June 30, 2020																		For the Three Months Ended March 31, 2021
		Common stock																		Common stock
		Shares outstanding	Par value		Treasury stock		Additional paid-in capital		Accumulated other comprehensive loss		Retained earnings (accumulated deficit)		Total 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 deficit		Total Wynn Resorts, Ltd. stockholders' equity (deficit)		Noncontrolling interests		Total stockholders' deficit
Balances, April 1, 2020		107,884,163	$	1,234	$	(1,416,525)	$	2,526,062	$	(947)	$	132,266	$	1,242,090	$	(249,610)	$	992,480
Balances, January 1, 2021																			Balances, January 1, 2021	107,888,336	$	1,235	$	(1,422,531)	$	2,598,115	$	3,604	$	(1,532,420)	$	(351,997)	$	(385,320)	$	(737,317)
Net loss	Net loss	—	—		—		—		—		(637,564)		(637,564)		(97,305)		(734,869)		Net loss	—	—		—		—		—		(280,978)		(280,978)		(55,201)		(336,179)
Currency translation adjustment	Currency translation adjustment	—	—		—		—		39		—		39		14		53		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 expenses																			Issuance of common stock, net of $17.7 million underwriter discounts, commissions and other expenses	7,475,000	75		—		841,824		—		—		841,899		—		841,899
Issuance of restricted stock	Issuance of restricted stock	40,270	0		—		617		—		—		617		189		806		Issuance of restricted stock	335,285	3		—		5,899		—		—		5,902		370		6,272
Cancellation of restricted stock	Cancellation of restricted stock	(17,477)	—		—		—		—		—		—		—		—		Cancellation of restricted stock	(13,099)	—		—		—		—		—		—		—		—
Shares repurchased by the Company and held as treasury shares	Shares repurchased by the Company and held as treasury shares	(37,091)	—		(2,910)		—		—		—		(2,910)		141		(2,769)		Shares repurchased by the Company and held as treasury shares	(38,194)	—		(4,356)		—		—		—		(4,356)		—		(4,356)
Cash dividends declared	Cash dividends declared	—	—		—		—		—		208		208		16		224		Cash dividends declared	—	—		—		—		—		81		81		9		90
Stock-based compensation	Stock-based compensation	—	—		—		17,039		—		—		17,039		1,234		18,273		Stock-based compensation	—	—		—		20,235		—		—		20,235		2,385		22,620
Balances, June 30, 2020		107,869,865	$	1,234	$	(1,419,435)	$	2,543,718	$	(908)	$	(505,090)	$	619,519	$	(345,321)	$	274,198
Balances, March 31, 2021																			Balances, March 31, 2021	115,647,328	$	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.

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~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

~~CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) (continued)~~

~~(in thousands, except share data)~~

~~(unaudited)~~

For the Six Months Ended June 30, 2021
Common stock
Shares
outstanding Par
value Treasury
stock Additional
paid-in
capital Accumulated
other
comprehensive
income Accumulated deficit Total Wynn Resorts, Ltd.
stockholders'
equity (deficit) Noncontrolling
interests Total
stockholders'
deficit
Balances, January 1, 2021 107,888,336 $ 1,235 $ (1,422,531) $ 2,598,115 $ 3,604 $ (1,532,420) $ (351,997) $ (385,320) $ (737,317)
Net loss — — — — — (412,347) (412,347) (97,229) (509,576)
Currency translation adjustment — — — — 2,689 — 2,689 1,053 3,742
Issuance of common stock, net of $17.7 million underwriter discounts, commissions and other expenses 7,475,000 75 — 841,821 — — 841,896 — 841,896
Issuance of restricted stock 379,971 3 — 5,899 — — 5,902 370 6,272
Cancellation of restricted stock (19,534) 0 — — — 99 99 15 114
Shares repurchased by the Company and held as treasury shares (39,790) — (4,563) — — — (4,563) 0 (4,563)
Distribution to noncontrolling interest — — — — — — — (6,479) (6,479)
Subsidiary equity issuance — — — (20,211) — — (20,211) 25,371 5,160
Stock-based compensation — — — 41,284 — — 41,284 5,628 46,912
Balances, June 30, 2021 115,683,983 $ 1,313 $ (1,427,094) $ 3,466,908 $ 6,293 $ (1,944,668) $ 102,752 $ (456,591) $ (353,839)

For the Six Months Ended June 30, 2020
Common stock
Shares
outstanding Par
value Treasury
stock Additional
paid-in
capital Accumulated
other
comprehensive
loss Retained earnings (accumulated deficit) Total Wynn Resorts, Ltd.
stockholders'
equity Noncontrolling
interests Total
stockholders'
equity
Balances, January 1, 2020 107,363,943 $ 1,228 $ (1,410,998) $ 2,512,676 $ (1,679) $ 641,818 $ 1,743,045 $ (201,573) $ 1,541,472
Net loss — — — — — (1,039,601) (1,039,601) (145,521) (1,185,122)
Currency translation adjustment — — — — 771 — 771 297 1,068
Issuance of restricted stock 661,015 6 — 6,703 — — 6,709 818 7,527
Cancellation of restricted stock (73,047) — — — — — — — —
Shares repurchased by the Company and held as treasury shares (82,046) — (8,437) — — — (8,437) 141 (8,296)
Cash dividends declared — — — — — (107,307) (107,307) 30 (107,277)
Distribution to noncontrolling interest — — — — — — — (998) (998)
Stock-based compensation — — — 24,339 — — 24,339 1,485 25,824
Balances, June 30, 2020 107,869,865 $ 1,234 $ (1,419,435) $ 2,543,718 $ (908) $ (505,090) $ 619,519 $ (345,321) $ 274,198

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

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)

Six Months Ended June 30,
2021 2020
Cash flows from operating activities:
Net loss $ (509,576) $ (1,185,122)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization 368,428 358,012
Deferred income taxes (767) 155,316
Stock-based compensation expense 49,453 30,448
Amortization of debt issuance costs 13,241 14,155
Loss on extinguishment of debt 1,322 1,462
Provision for credit losses 7,808 48,960
Change in derivatives fair value (5,381) 18,954
Property charges and other 16,808 21,228
Increase (decrease) in cash from changes in:
Receivables, net (53,799) (39)
Inventories, prepaid expenses and other (35,819) 15,579
Customer deposits (144,407) 111,967
Accounts payable and accrued expenses 65,882 (198,907)
Net cash used in operating activities (226,807) (607,987)
Cash flows from investing activities:
Capital expenditures, net of construction payables and retention (110,045) (191,682)
Purchase of intangible and other assets (15,741) 0
Proceeds from sale of assets and other 3,502 3,733
Net cash used in investing activities (122,284) (187,949)
Cash flows from financing activities:
Proceeds from issuance of long-term debt 50,058 2,894,134
Repayments of long-term debt (1,205,099) (527,535)
Proceeds from issuance of Wynn Resorts, Limited common stock 841,896 0
Repurchase of common stock (4,563) (8,437)
Finance lease payments (7,784) (74)
Proceeds from exercise of stock options 0 70
Dividends paid (388) (108,074)
Distribution to noncontrolling interest (6,479) (998)
Proceeds from issuance of subsidiary common stock 4,662 0
Payments for financing costs (2,152) (13,196)
Net cash (used in) provided by financing activities (329,849) 2,235,890
Effect of exchange rate on cash, cash equivalents and restricted cash 1,641 4,341
Cash, cash equivalents and restricted cash:
(Decrease) increase in cash, cash equivalents and restricted cash (677,299) 1,444,295
Balance, beginning of period 3,486,384 2,358,292
Balance, end of period $ 2,809,085 $ 3,802,587
Supplemental cash flow disclosures:
Cash paid for interest, net of amounts capitalized $ 294,011 $ 238,044
Liability settled with shares of common stock $ 6,272 $ 6,720
Accounts and construction payables related to property and equipment $ 66,701 $ 127,674
Other liabilities related to intangible assets $ 13,796 $ 14,088
Finance lease liabilities arising from obtaining finance lease assets $ 7,423 $ 0


	Three Months Ended March 31,
	2022		2021
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 amortization	184,556		185,121
Deferred income taxes	415		293
Stock-based compensation expense	13,900		24,346
Amortization of debt issuance costs	7,203		6,652
Loss on extinguishment of debt	—		1,322
Provision for credit losses	342		7,367
Change in derivatives fair value	(7,400)		(4,409)
Property charges and other	60,847		16,710
Increase (decrease) in cash from changes in:
Receivables, net	11,868		(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 other	29		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 interest	50,033		—
Dividends paid	(1,163)		(295)
Payments for debt financing costs	(109)		(2,154)
Net cash provided by (used in) financing activities	10,872		(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 period	2,531,067		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.

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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 ~~opened~~owns 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"). Wynn Resortsresort. The Company also holds an approximately 74% interest in, and consolidates, Wynn ~~Interactive. The results of~~ Interactive Ltd. ("Wynn ~~Interactive's operations are presented within Corporate~~Interactive"), through which it operates online sports betting and ~~other~~gaming 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. 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 2020~~Although there have been periods during which certain restrictions and conditions ~~have~~were 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. On August 3, 2021,~~adverse conditions and evolving conditions created by and in response to ~~a risk of a community outbreak, the government of Macau has announced enhanced measures including tighter border control and strict mandatory COVID-19 testing requirements.~~

~~Las Vegas Operations and Encore Boston Harbor~~

The Company’s Las Vegas Operations and Encore Boston Harbor had 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. On May 3, 2021, the Company's Las Vegas Operations were permitted by the Nevada Gaming Control Board to reopen all gaming areas to 100% of capacity, with no continuing table game or slot machine spacing restrictions. On July 27, 2021, the Governor of Nevada issued an emergency directive, in accordance with new recommendations from the Centers for Disease Control, re-imposing mask protection requirements in all public indoor areas effective July 30, 2021. 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 schedule. On April 27, 2021, the Governor of Massachusetts announced a phased plan for further reopening and on May 28, 2021 signed an

~~Table of Contents~~

~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~(unaudited)~~

~~executive order rescinding~~ the COVID-19 ~~related~~pandemic may cause these restrictions and ~~limitations on businesses as of May 29, 2021.~~conditions to be reintroduced. The ~~property continues to operate its hotel tower Thursday through Sunday.~~

~~Summary~~

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 at our Macau Operations, and 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.

Liquidity

The COVID-19 pandemic has materially impacted and is likely to continue to materially impact our business, financial condition and results of operations. As of ~~June 30, 2021,~~March 31, 2022, the Company had total cash and cash equivalents, excluding restricted cash, of ~~$2.80~~$2.32 billion, and had access to ~~$834.2~~$835.6 million of available borrowing capacity from the WRF ~~Revolving Facility~~Revolver and ~~$293.2~~$211.9 million of available borrowing capacity from the ~~Wynn Macau Revolving Facility. The~~WM Cayman II Revolver. As a result of the negative impact the COVID-19 pandemic has had, and will likely continue to have, on our operating income, the Company has suspended its dividend ~~program.~~program for the foreseeable future. Given the Company's liquidity position ~~at June 30, 2021,~~as of March 31, 2022, the Company believes it iswill be able to support continuing operations and respond to the ~~current~~continuing impact of the COVID-19 pandemic ~~challenges.~~and related economic disruptions.

Macau Gaming Concession

The term of the Company's gaming concession agreement with the Macau government ends on June 26, 2022. If the term of this concession agreement is not extended, or renewed or ~~is not~~ replaced by a new gaming concession, all of the Company's gaming operations and related equipment in Macau will be automatically transferred to the Macau government without compensation on that date and the Company will cease to generate gaming revenues from its Macau Operations. In addition, under the indentures governing the ~~Company's~~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 ~~none of WML or any of its subsidiaries~~the Company does not own or manage casino or gaming areas or operate casino games of fortune and chance in Macau in substantially the same manner ~~as they are owning or managing casino or gaming areas or operating casino games~~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

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

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 the Company to repurchase all or any part of the WML Senior Notes at par, plus any accrued and unpaid interest (the ~~"Special~~“Special Put ~~Option"~~Option”), and any amounts owed under the WM Cayman II Revolver may become immediately due and payable (the “Property Mandatory Prepayment Event”).

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 ~~has publicly commented that it~~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 ~~studying~~subject to approval by the ~~process by which concessions and subconcessions may be renewed, extended or issued.~~Macau government. The Company is monitoring developments with respect to the Macau ~~government's~~government’s concession extension and renewal ~~or extension~~ process, and at this time believes that its concession agreement will be extended and renewed ~~or extended~~ beyond June 26, 2022. ~~The failure~~If the Company is unable to extend or renew ~~the Company's~~its concession agreement or obtain a new gaming concession agreement, and ~~the resulting ability of~~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 the Company's business, financial condition, results of operations, and cash flows.

~~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.

~~Table of Contents~~

~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~(unaudited)~~

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 ~~and six~~ months ended ~~June 30, 2021~~March 31, 2022 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.

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Gaming Taxes

The Company is subject to taxes based on gross gaming revenues in the jurisdictions in which it operates, subject to applicable jurisdictional adjustments. These gaming taxes are recorded as casino expenses in the accompanying Condensed Consolidated Statements of Operations. These taxes totaled ~~$234.2~~$176.9 million and ~~$12.5~~$212.0 million for the three months ended ~~June 30,~~March 31, 2022 and 2021, ~~and 2020, respectively, and $449.2 million and $266.4 million for the six months ended June 30, 2021 and 2020,~~ 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 GAAP 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 of~~planned 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 ~~can~~must 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.

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~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~(unaudited)~~

Note 3 - Cash, Cash Equivalents and Restricted Cash

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


		June 30, 2021		December 31, 2020			March 31, 2022		December 31, 2021
Cash and cash equivalents:	Cash and cash equivalents:					Cash and cash equivalents:
Cash (1)	Cash (1)	$	2,437,127	$	2,501,452	Cash (1)	$	1,765,903	$	2,021,553
Cash equivalents (2)	Cash equivalents (2)	365,589		980,580		Cash equivalents (2)	551,449		500,977
Total cash and cash equivalents	Total cash and cash equivalents	2,802,716		3,482,032		Total cash and cash equivalents	2,317,352		2,522,530
Restricted cash (3)	Restricted cash (3)	6,369		4,352		Restricted cash (3)	9,062		8,537
Total cash, cash equivalents and restricted cash	Total cash, cash equivalents and restricted cash	$	2,809,085	$	3,486,384	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.	(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.					(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.

Note 4 - Receivables, net

Accounts Receivable and Credit Risk

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


		June 30, 2021		December 31, 2020			March 31, 2022		December 31, 2021
Casino	Casino	$	243,489	$	207,823	Casino	$	191,884	$	199,030
Hotel	Hotel	15,039		7,075		Hotel	29,545		36,749
Other	Other	85,474		85,589		Other	65,679		75,003
		344,002		300,487			287,108		310,782
Less: allowance for credit losses	Less: allowance for credit losses	(98,043)		(100,329)		Less: allowance for credit losses	(100,101)		(111,319)
		$	245,959	$	200,158		$	187,007	$	199,463

As of ~~June 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, approximately ~~68.7%~~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.

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

The Company’s allowance for casino credit losses was ~~39.3%~~50.0% and ~~47.2%~~53.7% of gross casino receivables as of ~~June 30, 2021~~March 31, 2022 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 ~~period~~periods presented (in thousands):


							March 31,
		June 30, 2021		June 30, 2020			2022		2021
Balance at beginning of year	Balance at beginning of year	$	100,329	$	39,317	Balance at beginning of year	$	111,319	$	100,329
Provision for credit losses	Provision for credit losses	7,808		48,960		Provision for credit losses	342		7,367
Write-offs	Write-offs	(10,490)		(144)		Write-offs	(11,720)		(5,653)
Recoveries of receivables previously written off	Recoveries of receivables previously written off	462		60		Recoveries of receivables previously written off	378		501
Effect of exchange rate	Effect of exchange rate	(66)		126		Effect of exchange rate	(218)		(132)
Balance at end of period	Balance at end of period	$	98,043	$	88,319	Balance at end of period	$	100,101	$	102,412

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~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~(unaudited)~~

Note 5 - Property and Equipment, net

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


		June 30, 2021		December 31, 2020			March 31, 2022		December 31, 2021
Buildings and improvements	Buildings and improvements	$	9,745,976	$	9,758,846	Buildings and improvements	$	9,768,023	$	9,785,514
Land and improvements	Land and improvements	1,276,442		1,265,510		Land and improvements	1,281,292		1,278,010
Furniture, fixtures and equipment	Furniture, fixtures and equipment	3,105,343		3,093,481		Furniture, fixtures and equipment	3,016,722		3,067,793
Airplanes	Airplanes	110,623		110,623		Airplanes	110,623		110,623
Construction in progress	Construction in progress	181,264		136,390		Construction in progress	323,439		250,378
		14,419,648		14,364,850			14,500,099		14,492,318
Less: accumulated depreciation	Less: accumulated depreciation	(5,494,262)		(5,168,206)		Less: accumulated depreciation	(5,829,372)		(5,727,010)
		$	8,925,386	$	9,196,644		$	8,670,727	$	8,765,308

As of ~~June 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, construction in progress consisted primarily of costs capitalized for various capital enhancements at the Company's properties, including the Wynn Las Vegas room remodel.

Depreciation expense for the three months ended ~~June 30,~~March 31, 2022 and 2021 ~~and 2020~~ was ~~$176.1~~$176.3 million and ~~$172.8 million, respectively, and depreciation expense for the six months ended June 30, 2021 and 2020 was $353.9 million and $345.1~~$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.

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Note 6 - Goodwill

The following table shows the movement in the Company's goodwill balance that occurred during the ~~six-month period~~periods presented (in thousands):


	March 31,
	2022		2021
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

During 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 impairment of $30.3 million, which is recorded in Property 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, 2022		December 31, 2021
Macau Related:
WM Cayman II Revolver, due 2025 (1)	$	1,283,922	$	1,287,766
WML 4 7/8% Senior Notes, due 2024	600,000		600,000
WML 5 1/2% Senior Notes, due 2026	1,000,000		1,000,000
WML 5 1/2% Senior Notes, due 2027	750,000		750,000
WML 5 5/8% Senior Notes, due 2028	1,350,000		1,350,000
WML 5 1/8% Senior Notes, due 2029	1,000,000		1,000,000

U.S. and Corporate Related:
WRF Credit Facilities (2):
WRF Term Loan, due 2024	875,000		887,500
WLV 4 1/4% Senior Notes, due 2023	500,000		500,000
WLV 5 1/2% Senior Notes, due 2025	1,780,000		1,780,000
WLV 5 1/4% Senior Notes, due 2027	880,000		880,000
WRF 7 3/4% Senior Notes, due 2025	600,000		600,000
WRF 5 1/8% Senior Notes, due 2029	750,000		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, 2022, 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, 2022, the effective interest rate was 2.70%.

~~Balance as of January 1, 2021~~

~~144,095~~

~~Foreign currency translation~~

~~1,084~~

~~Balance as of June 30, 2021~~

~~145,179~~

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

WM Cayman II Revolver Amendment

On 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 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, 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.

Debt Covenant Compliance

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

Fair Value of Long-Term Debt

The estimated fair value of the Company's long-term debt as of March 31, 2022 and December 31, 2021, was approximately $11.34 billion and $11.72 billion, respectively, compared to its carrying value, excluding debt issuance costs and original issue discount and premium, of $11.98 billion and $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' 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 and commissions. The Company used the net proceeds from this equity offering for general corporate purposes, including the repayment of debt.

Noncontrolling Interests

Retail Joint Venture

During the three months ended March 31, 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 not make any distributions 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.

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

~~Note 7 - Long-Term Debt~~

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

June 30,
2021 December 31,
2020
Macau Related:
Wynn Macau Credit Facilities (1):
Wynn Macau Term Loan, due 2022 (2)
$ 802,898 $ 1,268,106
Wynn Macau Revolver, due 2022 (3)
457,290 407,443
WML 4 7/8% Senior Notes, due 2024 600,000 600,000
WML 5 1/2% Senior Notes, due 2026 1,000,000 1,000,000
WML 5 1/2% Senior Notes, due 2027 750,000 750,000
WML 5 5/8% Senior Notes, due 2028 1,350,000 1,350,000
WML 5 1/8% Senior Notes, due 2029 1,000,000 1,000,000
U.S. and Corporate Related:
WRF Credit Facilities (4):
WRF Term Loan, due 2024 912,500 937,500
WRF Revolver, due 2024 0 716,000
WLV 4 1/4% Senior Notes, due 2023 500,000 500,000
WLV 5 1/2% Senior Notes, due 2025 1,780,000 1,780,000
WLV 5 1/4% Senior Notes, due 2027 880,000 880,000
WRF 7 3/4% Senior Notes, due 2025 600,000 600,000
WRF 5 1/8% Senior Notes, due 2029 750,000 750,000
Retail Term Loan, due 2025 (5)
615,000 615,000
11,997,688 13,154,049
Less: Unamortized debt issuance costs and original issue discounts and premium, net (76,775) (88,279)
11,920,913 13,065,770
Less: Current portion of long-term debt (1,308,353) (596,408)
Total long-term debt, net of current portion $ 10,612,560 $ 12,469,362

~~(1) The borrowings under the Wynn Macau Credit Facilities bear interest at LIBOR or HIBOR plus a margin of 1.50% to 2.25% per annum based on Wynn Resorts Macau S.A.’s leverage ratio.~~

(2) Approximately $454.4 million and $348.5 million of 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 June 30, 2021, the weighted average interest rate was approximately 2.35%. In January 2021, the Company prepaid $412.5 million of the Wynn Macau Term Loan.

(3) Approximately $260.2 million and $197.1 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 June 30, 2021, the weighted average interest rate was approximately 2.34%. As of June 30, 2021, the available borrowing capacity under the Wynn Macau Revolver was $293.2 million.

(4) The WRF Credit Facilities bear interest at a rate of LIBOR plus 1.75% per year. As of June 30, 2021, the weighted average interest rate was approximately 1.86%. Additionally, as of June 30, 2021, the available borrowing capacity under the WRF Revolver was $834.2 million, net of $15.8 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 June 30, 2021, the effective interest rate was 2.70%.~~

~~Wynn Macau Credit Facilities Refinancing Commitment~~

In August 2021, a subsidiary of WML received lender commitments for a senior unsecured revolving credit facility in an aggregate principal amount of up to $1.50 billion with a final maturity four years from inception. The Company expects to enter into the facility during the third quarter of 2021, and to use a portion of the net proceeds from borrowings under the new facility to facilitate the repayment of the outstanding $1.26 billion of borrowings under the existing Wynn Macau Credit Facilities at closing.

~~Table of Contents~~

~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~(unaudited)~~

~~Debt Covenant Compliance~~

~~As of June 30, 2021, management believes the Company was in compliance with all debt covenants.~~

~~Fair Value of Long-Term Debt~~

The estimated fair value of the Company's long-term debt as of June 30, 2021 and December 31, 2020, was approximately $12.41 billion and $13.35 billion, respectively, compared to its carrying value, excluding debt issuance costs and original issue discount and premium, of $12.00 billion and $13.15 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)~~

~~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. The Company used $716.0 million of the proceeds from the equity offering to repay the then outstanding borrowings under the WRF Revolver, and intends to use the remaining net proceeds for general corporate purposes.

~~Dividends~~

~~During the first quarter 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.~~

~~Noncontrolling Interests~~

On April 16, 2021, Wynn Interactive issued a pre-emptive rights notice to its shareholders in connection with the proposed creation and issuance of new Class A shares. Upon the consummation of the share issuance in May 2021, Wynn Interactive issued 3,229 new Class A shares to noncontrolling interest holders in exchange for aggregate proceeds of $4.7 million.

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 or the six months ended June 30, 2021.

During the six months ended June 30, 2021 and 2020, the Retail Joint Venture made aggregate distributions of approximately $6.48 million and $1.0 million, respectively, to its noncontrolling interest holder. For more information on the Retail Joint Venture, see Note 16, "Retail Joint Venture".

~~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:								Fair Value Measurements Using:
		June 30, 2021		Quoted Market Prices in Active Markets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		March 31, 2022		Quoted Market Prices in Active Markets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)
Assets:	Assets:								Assets:
Cash equivalents	Cash equivalents	$	365,589	$	0	$	365,589	0	Cash equivalents	$	551,449	$	—	$	551,449	$	—
Restricted cash	Restricted cash	$	6,369	$	4,631	$	1,738	0	Restricted cash	$	9,062	$	7,789	$	1,273	$	—
Interest rate collar									Interest rate collar	$	2,670	$	—	$	2,670	$	—

Liabilities:	Liabilities:								Liabilities:
Interest rate collar	Interest rate collar	$	11,527	0		$	11,527	0	Interest rate collar	$	817	$	—	$	817	$	—

				Fair Value Measurements Using:								Fair Value Measurements Using:
		December 31, 2020		Quoted Market Prices in Active Markets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		December 31, 2021		Quoted Market Prices in Active Markets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)
Assets:	Assets:								Assets:
Cash equivalents	Cash equivalents	$	980,580	$	504,980	$	475,600	0	Cash equivalents	$	500,977	$	—	$	500,977	$	—
Restricted cash	Restricted cash	$	4,352	$	2,054	$	2,298	0	Restricted cash	$	8,537	$	6,950	$	1,587	$	—

Liabilities:	Liabilities:								Liabilities:
Interest rate collar	Interest rate collar	$	16,908	0		$	16,908	0	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):


		June 30, 2021		December 31, 2020		Increase (decrease)		June 30, 2020		December 31, 2019		Increase (decrease)			March 31, 2022		December 31, 2021		Increase / (decrease)		March 31, 2021		December 31, 2020		Increase / (decrease)
Casino outstanding chips and front money deposits (1)	Casino outstanding chips and front money deposits (1)	$	431,536	$	596,463	$	(164,927)	$	904,792	$	769,053	$	135,739	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)	56,208		29,224		26,984		28,874		49,834		(20,960)		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)	10,333		7,882		2,451		5,592		13,970		(8,378)		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)	29,260		22,736		6,524		21,566		21,148		418		Loyalty program and related liabilities (4)	37,355		34,695		2,660		24,967		22,736		2,231
		$	527,337	$	656,305	$	(128,968)	$	960,824	$	854,005	$	106,819		$	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.

1614

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 June 30, Six Months Ended June 30,
2021 2020 2021 2020
Casino (1)
$ 3,686 $ 3,196 $ 7,577 $ 2,300
Rooms 403 346 909 695
Food and beverage 822 666 1,972 1,303
Entertainment, retail and other (2)
4,921 84 9,221 157
General and administrative (3)
15,275 16,792 29,774 25,993
Total stock-based compensation expense 25,107 21,084 49,453 30,448
Total stock-based compensation capitalized 1,124 486 2,029 703
Total stock-based compensation costs $ 26,231 $ 21,570 $ 51,482 $ 31,151

~~(1) For the six months ended June 30, 2020, reflects the reversal of $3.3 million of compensation cost previously recognized for awards forfeited in connection with the departure of an employee.~~

(2) For the three and six months ended June 30, 2021, reflects compensation cost of $1.4 million and $2.7 million, respectively, recognized in connection with the vesting of restricted stock performance awards.

~~(3) For the three and six months ended June 30, 2020, reflects compensation cost of $4.4 million recognized in connection with the vesting of restricted stock performance awards.~~


	Three Months Ended March 31,
	2022		2021
Casino	$	2,255	$	3,891
Rooms	187		506
Food and beverage	362		1,150
Entertainment, retail and other	3,895		4,300
General and administrative	7,201		14,499
Total stock-based compensation expense	13,900		24,346
Total stock-based compensation capitalized	679		905
Total stock-based compensation costs	$	14,579	$	25,251

Note 12 - Income Taxes

The Company recorded an income tax expense of ~~$0.7~~$1.1 million and ~~$80.9~~$0.5 million for the three months ended ~~June 30,~~March 31, 2022 and 2021, ~~and 2020, respectively and an income~~respectively. Income tax expense ~~of $1.2 million and $156.7 million for the six months ended June 30, 2021 and 2020, respectively.~~ ~~The 2021 income tax expense~~in both periods primarily related ~~to an increase in valuation allowance for U.S deferred tax assets and~~ 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 June 30, 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 SA~~WRM 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 ~~and six~~ months ended ~~June 30,~~March 31, 2022 and 2021, ~~and 2020,~~ 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.

~~Table of Contents~~

~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~(unaudited)~~

Note 13 - Earnings Per Share

Basic earnings per share ("EPS") is computed by dividing net 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.

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 June 30,				Six Months Ended June 30,					Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
Numerator:	Numerator:									Numerator:
Net loss attributable to Wynn Resorts, Limited	Net loss attributable to Wynn Resorts, Limited	$	(131,369)	$	(637,564)	$	(412,347)	$	(1,039,601)	Net loss attributable to Wynn Resorts, Limited	$	(183,324)	$	(280,978)

Denominator:	Denominator:									Denominator:
Weighted average common shares outstanding	Weighted average common shares outstanding	114,545		106,713		112,792		106,688		Weighted average common shares outstanding	115,030		111,020
Potential dilutive effect of stock options, nonvested, and performance nonvested shares	Potential dilutive effect of stock options, nonvested, and performance nonvested shares	0		0		0		0		Potential dilutive effect of stock options, nonvested, and performance nonvested shares	—		—
Weighted average common and common equivalent shares outstanding	Weighted average common and common equivalent shares outstanding	114,545		106,713		112,792		106,688		Weighted average common and common equivalent shares outstanding	115,030		111,020

Net loss attributable to Wynn Resorts, Limited per common share, basic	Net loss attributable to Wynn Resorts, Limited per common share, basic	$	(1.15)	$	(5.97)	$	(3.66)	$	(9.74)	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	Net loss attributable to Wynn Resorts, Limited per common share, diluted	$	(1.15)	$	(5.97)	$	(3.66)	$	(9.74)	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 share	Anti-dilutive stock options, nonvested, and performance nonvested shares excluded from the calculation of diluted net income per share	1,129		1,127		1,129		1,127		Anti-dilutive stock options, nonvested, and performance nonvested shares excluded from the calculation of diluted net income per share	825		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 June 30,				Six Months Ended June 30,					Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
Minimum rental income	Minimum rental income	$	25,218	$	28,073	$	47,957	$	59,723	Minimum rental income	$	24,601	$	22,738
Contingent rental income	Contingent rental income	30,110		1,839		56,115		8,519		Contingent rental income	20,623		26,006
Total rental income	Total rental income	$	55,328	$	29,912	$	104,072	$	68,242	Total rental income	$	45,224	$	48,744

~~Table of Contents~~

~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~(unaudited)~~

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 License~~Macau Litigation Related ~~Actions~~to Dore

On September 17, 2014, the Massachusetts Gaming Commission ("MGC") designated Wynn MA the award winner of the Greater Boston (Region A) gaming license (the "Boston area license"). On November 7, 2014, the gaming license became effective.

~~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, filedWRM has been named as a ~~complaint against the MGC and its gaming commissioners~~defendant 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 plaintiffs appealed. After multiple appeals and cross appeals, only two claims remained: (1) individual plaintiffs' claim for violation of 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.

On August 2, 2019, Mohegan filed a motion to file a second amended complaint, to add new claims related 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 members of the Company's Board of Directors 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~~lawsuits filed in the ~~Eighth Judicial District~~Macau Court of ~~Clark County, Nevada were consolidated as~~ ~~In re~~First Instance by individuals who claim to be investors in or persons with credit in accounts maintained by Dore Entertainment Company Limited (“Dore”), an independent, Macau registered and licensed company that operated a gaming promoter business at 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, inMacau. In connection with the alleged ~~inappropriate personal~~theft, embezzlement, fraud and/or other crime(s) perpetrated by a former employee of Dore (the “Dore Incident”), the plaintiffs of the lawsuits allege that Dore failed to honor withdrawal of funds deposited with Dore as investments or gaming deposits that allegedly resulted in certain losses for these individuals. The principal allegations common to the lawsuits are that WRM, as a gaming concessionaire, should be held responsible for Dore’s conduct ~~by Stephen A.~~on the basis that WRM is responsible for the supervision of Dore’s activities at Wynn Macau that resulted 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 three and six months ended June 30, 2020.purported losses.

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

~~In 2018, several actions filed in~~On November 19, 2021, the ~~United States District~~Macau Court ~~District~~ of ~~Nevada were consolidated as~~ ~~In re Wynn Resorts, Ltd. Derivative Litigation~~ ~~("Federal Derivative Case"~~Final Appeal issued a final ruling (the “Ruling”)~~, which also claim corporate waste and violation~~ with respect to one such lawsuit that WRM was held jointly liable to a plaintiff. Pursuant to the Ruling, WRM was required to pay approximately $1.2 million, inclusive of ~~Section 14(a) of the Exchange Act. In June 2018, the Company filed a motion~~accumulated interest, 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.such plaintiff.

~~On March 25, 2019, a separate stockholder derivative action was filed~~The Company believes most remaining cases are without merit and unfounded and intends to vigorously defend against the remaining claims pleaded 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 ~~United States District Court, District of Nevada alleging similar causes of action~~accompanying condensed consolidated financial statements. No assurances can be provided as to 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~~outcome 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 actionpending Dore cases, 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. On May 12, 2021, the parties stipulated to dismiss the appeal.

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, 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, dismissing certain of plaintiffs' claims, including all claims against Mr. Billings and the individual directors, and allowing other claims to proceed against the Company and several of the Company's ~~current and~~ former executive officers, including Mr. Maddox, Stephen A. Wynn, Kimmarie Sinatra, and Steven Cootey.

The defendants in ~~these actions will~~this action intend to vigorously defend against the claims pleaded against them. ~~These actions are~~This 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 ~~two~~several 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'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 ~~June 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the Retail Joint Venture had total assets of ~~$101.2~~$95.3 million and ~~$96.3~~$98.0 million, respectively, and total liabilities of ~~$629.1~~$619.2 million and ~~$633.5~~$624.4 million, respectively. As of ~~June 30, 2021~~March 31, 2022 and December 31, ~~2020,~~2021, the Retail Joint Venture's liabilities included long-term debt of ~~$612.6~~$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.

~~Table of Contents~~

~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~(unaudited)~~

Note 17 - Segment Information

The Company ~~reviews the results of operations for each of~~has identified its ~~operating segments, and identifies~~ reportable segments based ~~upon~~on 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. The results of Wynn Interactive are presented within Corporate and other.

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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 June 30,				Six Months Ended June 30,					Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
Operating revenues	Operating revenues									Operating revenues
Macau Operations:	Macau Operations:									Macau Operations:
Wynn Palace	Wynn Palace									Wynn Palace
Casino	Casino	$	212,067	$	(11,428)	$	397,976	$	196,148	Casino	$	114,413	$	185,909
Rooms	Rooms	20,883		2,431		37,895		22,141		Rooms	13,831		17,012
Food and beverage	Food and beverage	13,805		4,231		25,477		17,529		Food and beverage	11,443		11,672
Entertainment, retail and other (1)	Entertainment, retail and other (1)	23,616		13,484		46,349		32,413		Entertainment, retail and other (1)	23,638		22,733
		270,371		8,718		507,697		268,231			163,325		237,326
Wynn Macau	Wynn Macau									Wynn Macau
Casino	Casino	142,419		(3,524)		281,346		186,604		Casino	102,430		138,927
Rooms	Rooms	13,427		2,631		28,129		18,542		Rooms	9,390		14,702
Food and beverage	Food and beverage	8,559		3,684		15,992		13,215		Food and beverage	8,386		7,433
Entertainment, retail and other (1)	Entertainment, retail and other (1)	19,623		9,097		38,212		23,016		Entertainment, retail and other (1)	14,894		18,589
		184,028		11,888		363,679		241,377			135,100		179,651
Total Macau Operations	Total Macau Operations	454,399		20,606		871,376		509,608		Total Macau Operations	298,425		416,977

Las Vegas Operations:	Las Vegas Operations:									Las Vegas Operations:
Casino	Casino	112,775		24,365		192,678		95,660		Casino	124,271		79,903
Rooms	Rooms	93,785		12,353		133,546		118,458		Rooms	131,466		39,761
Food and beverage	Food and beverage	112,858		16,092		152,935		122,071		Food and beverage	136,029		40,077
Entertainment, retail and other (1)	Entertainment, retail and other (1)	35,648		12,076		54,623		52,521		Entertainment, retail and other (1)	49,420		18,975
Total Las Vegas Operations	Total Las Vegas Operations	355,066		64,886		533,782		388,710		Total Las Vegas Operations	441,186		178,716

Encore Boston Harbor:	Encore Boston Harbor:									Encore Boston Harbor:
Casino	Casino	135,485		0		246,964		101,790		Casino	148,748		111,479
Rooms	Rooms	9,670		0		14,385		10,955		Rooms	15,689		4,715
Food and beverage	Food and beverage	13,920		0		23,247		20,606		Food and beverage	18,162		9,327
Entertainment, retail and other (1)	Entertainment, retail and other (1)	6,166		206		10,735		7,745		Entertainment, retail and other (1)	8,197		4,569
Total Encore Boston Harbor	Total Encore Boston Harbor	165,241		206		295,331		141,096		Total Encore Boston Harbor	190,796		130,090

Corporate and other:
Wynn Interactive:										Wynn Interactive:
Entertainment, retail and other	Entertainment, retail and other	15,407		0		26,306		0		Entertainment, retail and other	22,927		10,899
Total Corporate and other		15,407		0		26,306		0
Total Wynn Interactive										Total Wynn Interactive	22,927		10,899

Total operating revenues	Total operating revenues	$	990,113	$	85,698	$	1,726,795	$	1,039,414	Total operating revenues	$	953,334	$	736,682

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)


		Three Months Ended June 30,				Six Months Ended June 30,					Three Months Ended March 31,
		2021		2020		2021		2020			2022		2021
Adjusted Property EBITDA (2)	Adjusted Property EBITDA (2)									Adjusted Property EBITDA (2)
Macau Operations:	Macau Operations:									Macau Operations:
Wynn Palace	Wynn Palace	$	53,555	$	(110,908)	$	80,924	$	(100,732)	Wynn Palace	$	(864)	$	27,369
Wynn Macau	Wynn Macau	14,086		(82,646)		30,642		(63,438)		Wynn Macau	(4,682)		16,556
Total Macau Operations	Total Macau Operations	67,641		(193,554)		111,566		(164,170)		Total Macau Operations	(5,546)		43,925
Las Vegas Operations ~~(3)~~	Las Vegas Operations ~~(3)~~	133,222		(75,564)		161,303		(97,641)		Las Vegas Operations ~~(3)~~	159,378		28,081
Encore Boston Harbor ~~(4)~~	Encore Boston Harbor ~~(4)~~	46,916		(53,779)		77,279		(66,415)		Encore Boston Harbor ~~(4)~~	55,250		30,363
Corporate and other		(40,899)		0		(84,368)		0
Wynn Interactive										Wynn Interactive	(31,501)		(43,469)
Total	Total	206,880		(322,897)		265,780		(328,226)		Total	177,581		58,900
Other operating expenses	Other operating expenses									Other operating expenses
Pre-opening	Pre-opening	2,495		2,186		4,122		4,737		Pre-opening	2,447		1,627
Depreciation and amortization	Depreciation and amortization	183,307		179,266		368,428		358,012		Depreciation and amortization	184,556		185,121
Property charges and other	Property charges and other	5,651		6,567		11,268		33,796		Property charges and other	45,720		5,617
Corporate expenses and other ~~(5)~~	Corporate expenses and other ~~(5)~~	19,841		(8,984)		37,762		15,208		Corporate expenses and other ~~(5)~~	25,823		17,921
Stock-based compensation	Stock-based compensation	25,107		21,084		49,453		30,448		Stock-based compensation	13,900		24,346
Total other operating expenses	Total other operating expenses	236,401		200,119		471,033		442,201		Total other operating expenses	272,446		234,632
Operating loss	Operating loss	(29,521)		(523,016)		(205,253)		(770,427)		Operating loss	(94,865)		(175,732)
Other non-operating income and expenses	Other non-operating income and expenses									Other non-operating income and expenses
Interest income	Interest income	720		3,983		1,624		11,936		Interest income	1,280		904
Interest expense, net of amounts capitalized	Interest expense, net of amounts capitalized	(150,424)		(133,218)		(303,276)		(262,045)		Interest expense, net of amounts capitalized	(152,158)		(152,852)
Change in derivatives fair value	Change in derivatives fair value	972		(3,294)		5,381		(18,954)		Change in derivatives fair value	7,400		4,409
Loss on extinguishment of debt	Loss on extinguishment of debt	0		(619)		(1,322)		(1,462)		Loss on extinguishment of debt	—		(1,322)
Other	Other	5,553		2,233		(5,540)		12,568		Other	(15,127)		(11,093)
Total other non-operating income and expenses	Total other non-operating income and expenses	(143,179)		(130,915)		(303,133)		(257,957)		Total other non-operating income and expenses	(158,605)		(159,954)
Loss before income taxes	Loss before income taxes	(172,700)		(653,931)		(508,386)		(1,028,384)		Loss before income taxes	(253,470)		(335,686)
Provision for income taxes	Provision for income taxes	(697)		(80,938)		(1,190)		(156,738)		Provision for income taxes	(1,140)		(493)
Net loss	Net loss	(173,397)		(734,869)		(509,576)		(1,185,122)		Net loss	(254,610)		(336,179)
Net loss attributable to noncontrolling interests	Net loss attributable to noncontrolling interests	42,028		97,305		97,229		145,521		Net loss attributable to noncontrolling interests	71,286		55,201
Net loss attributable to Wynn Resorts, Limited	Net loss attributable to Wynn Resorts, Limited	$	(131,369)	$	(637,564)	$	(412,347)	$	(1,039,601)	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 ~~present~~presents 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 ~~preopening~~pre-opening expenses, property charges, corporate expenses and stock-based compensation, that do not relate to the management of specific casino properties. However, Adjusted Property EBITDA should not be considered as an alternative to operating income as an indicator of ~~our~~the Company's performance, as an alternative to cash flows from operating activities as a measure of liquidity, or as an alternative to any other measure determined in accordance with GAAP. Unlike net ~~income,~~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~~The 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, ~~our~~the 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 June 30, 2020, excluded $56.4 million of expense accrued during the first quarter of 2020 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 June 30, 2020, excluded $19.3 million of expense accrued during the first quarter of 2020 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.

~~(5) For the three and six months ended June 30, 2020, included $27.7 million net gain recorded in relation to a derivative litigation settlement.~~

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~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

~~NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)~~

~~(unaudited)~~

June 30,
2021 December 31,
2020
Assets
Macau Operations:
Wynn Palace $ 3,255,389 $ 3,393,790
Wynn Macau 1,013,148 1,202,709
Other Macau 1,475,563 2,026,098
Total Macau Operations 5,744,100 6,622,597
Las Vegas Operations 3,017,361 2,992,870
Encore Boston Harbor 2,257,729 2,300,016
Corporate and other 2,003,475 1,954,064
Total $ 13,022,665 $ 13,869,547

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)


	March 31, 2022		December 31, 2021
Assets
Macau Operations:
Wynn Palace	$	3,053,611	$	3,122,424
Wynn Macau	894,110		1,032,521
Other Macau	1,096,243		1,173,913
Total Macau Operations	5,043,964		5,328,858
Las Vegas Operations	3,084,201		3,063,897
Encore Boston Harbor	2,147,869		2,193,117
Wynn Interactive	238,829		287,805
Corporate and other	1,664,447		1,657,149
Total	$	12,179,310	$	12,530,826

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

The following discussion should be read in conjunction with, and is qualified in its entirety by, the 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);

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•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 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 (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 ~~opened~~own 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"). Wynn Resorts holdsresort. We also hold an approximately 74% interest in, and ~~consolidates, Wynn Interactive. The results of~~consolidate, Wynn Interactive ~~are presented within Corporate~~Ltd. ("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. 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 2020~~Although there have been periods during which certain restrictions and conditions ~~have~~were 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 increased meaningfully in the six months ended June 30, 2021 compared to the same period in 2020. Total visitation decreased 75.1% compared to the same period in 2019. On August 3, 2021, in response to a risk of a community outbreak, the government of Macau has announced enhanced measures including tighter border controladverse conditions and ~~strict mandatory COVID-19 testing requirements.~~

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

~~Las Vegas Operations and Encore Boston Harbor~~

~~Table of Contents~~

resumed full operations. On May 3, 2021, the Company's Las Vegas Operations were permitted by the Nevada Gaming Control Board to reopen all gaming areas to 100% of capacity, with no continuing table game or slot machine spacing restrictions. On July 27, 2021, the Governor of Nevada issued an emergency directive, in accordance with new recommendations from the Centers for Disease Control, re-imposing mask protection requirements in all public indoor areas effective July 30, 2021. 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 schedule. On April 27, 2021, the Governor of Massachusetts announced a phased plan for further reopening and on May 28, 2021 signed an executive order rescinding the COVID-relatedcause these restrictions and ~~limitations on businesses as of May 29, 2021. The property continues~~conditions to ~~operate its hotel tower Thursday through Sunday.~~

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 at our Macau Operations, and the Company isbe reintroduced. We are 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~~our future results of operations, cash flows, or financial condition.

Macau Gaming Concession

The term of ~~the Company's~~our gaming concession agreement with the Macau government ends on June 26, 2022. If the term of this concession agreement is not extended, or renewed, or ~~is not~~ replaced by a new gaming concession, all of ~~the Company's~~our gaming operations and related equipment in Macau will be automatically transferred to the Macau government without compensation on that date and ~~the Company~~we will cease to generate gaming revenues from its Macau Operations. In addition, under the indentures governing ~~the Company's~~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 ~~none of WML or any of its subsidiaries~~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 ~~as they are owning or managing casino or gaming areas or operating casino games~~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 ~~the Company~~us to repurchase all or any part of the WML Senior Notes at par, plus any accrued and unpaid interest (the ~~"Special~~“Special Put ~~Option"~~Option”), and any amounts owed under the WM Cayman II Revolver may become immediately due and payable (the “Property Mandatory Prepayment Event”).

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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 ~~has publicly commented that it~~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 ~~studying~~subject to approval by the ~~process by which concessions and subconcessions may be renewed, extended or issued. The Company is~~Macau government. We are monitoring developments with respect to the Macau ~~government's~~government’s concession extension and renewal ~~or extension~~ process, and at this time ~~believes~~believe that ~~its~~our concession agreement will be extended and renewed ~~or extended~~ beyond June 26, 2022. ~~The failure~~If we are unable to extend or renew ~~the Company's~~our concession agreement or obtain a new gaming concession agreement, and ~~the resulting ability of~~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 ~~the Company's~~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.

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•Table games win is the amount of table drop or turnover that is retained and recorded as casino revenues. Table games win is before discounts, commissions and the allocation of casino revenues to rooms, food and beverage and other revenues for services provided to casino customers on a complimentary basis. Table games win does not include poker rake.

•Slot machine win is the amount of handle (representing the total amount wagered) that is retained by us and is recorded as casino revenues. Slot machine win is after adjustment for progressive accruals and free play, but before discounts and the allocation of casino revenues to rooms, food and beverage and other revenues for services provided to casino customers on a complimentary basis.

•Poker rake is the portion of cash wagered by patrons in our poker rooms that is retained by the casino as a service fee, after adjustment for progressive accruals, but before the allocation of casino revenues to rooms, food and beverage and other revenues for services provided to casino customers on a complimentary basis. Poker tables are not included in our measure of average number of table games.

•Average daily rate ("ADR") is calculated by dividing total room revenues, including complimentaries (less service charges, if any), by total rooms occupied.

•Revenue per available room ("REVPAR") is calculated by dividing total room revenues, including complimentaries (less service charges, if any), by total rooms available.

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

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

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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%.

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Results of Operations

Summary of first quarter 2022 results

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


	Three Months Ended March 31,
	2022		2021		Increase/ (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.

The increase in operating revenues for the three months ended March 31, 2022 was primarily driven by increases of $262.5 million and $60.7 million from our Las Vegas Operations and Encore Boston Harbor, respectively, as a result of increased gaming volumes as well as increases in hotel occupancy, and covers at restaurants. The results of our Las Vegas Operations and Encore Boston 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, 2022 was primarily related to increased 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 Las 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 Interactive, respectively, and decreased $28.2 million and $21.2 million at Wynn Palace and Wynn Macau, respectively.

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Financial results for the three months ended March 31, 2022 compared to the three months ended March 31, 2021.

Operating revenues

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


	Three Months Ended March 31,
	2022		2021		Increase/ (Decrease)		Percent Change
Operating revenues
Macau Operations:
Wynn Palace	$	163,325	$	237,326	$	(74,001)	(31.2)
Wynn Macau	135,100		179,651		(44,551)		(24.8)
Total Macau Operations	298,425		416,977		(118,552)		(28.4)
Las Vegas Operations	441,186		178,716		262,470		146.9
Encore Boston Harbor	190,796		130,090		60,706		46.7
Wynn Interactive	22,927		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 (dollars in thousands):


	Three Months Ended March 31,
	2022		2021		Increase/ (Decrease)		Percent Change
Operating revenues
Casino revenues	$	489,862	$	516,218	$	(26,356)	(5.1)
Non-casino revenues:
Rooms	170,376		76,190		94,186		123.6
Food and beverage	174,020		68,509		105,511		154.0
Entertainment, retail and other	119,076		75,765		43,311		57.2
Total non-casino revenues	463,472		220,464		243,008		110.2
	$	953,334	$	736,682	$	216,652	29.4

Casino revenues for the three months ended March 31, 2022 were 51.4% of operating revenues, compared to 70.1% for the same period of 2021. Non-casino revenues for the three months ended March 31, 2022 were 48.6% of operating revenues, compared to 29.9% for the same period of 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):

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	Three Months Ended March 31,
	2022			2021			Increase/ (Decrease)		Percent Change
Macau Operations:
Wynn Palace:
Total casino revenues	$	114,413		$	185,909		$	(71,496)	(38.5)
VIP:
Average number of table games	67			103			(36)		(35.0)
VIP turnover	$	965,555		$	2,200,182		$	(1,234,627)	(56.1)
VIP table games win	$	19,753		$	96,456		$	(76,703)	(79.5)
VIP win as a % of turnover	2.05		%	4.38		%	(2.33)
Table games win per unit per day	$	3,280		$	10,375		$	(7,095)	(68.4)
Mass market:
Average number of table games	234			222			12		5.4
Table drop	$	531,859		$	607,518		$	(75,659)	(12.5)
Table games win	$	111,175		$	131,649		$	(20,474)	(15.6)
Table games win %	20.9		%	21.7		%	(0.8)
Table games win per unit per day	$	5,282		$	6,596		$	(1,314)	(19.9)
Average number of slot machines	670			687			(17)		(2.5)
Slot machine handle	$	250,930		$	358,772		$	(107,842)	(30.1)
Slot machine win	$	12,649		$	14,243		$	(1,594)	(11.2)
Slot machine win per unit per day	$	210		$	230		$	(20)	(8.7)
Wynn Macau:
Total casino revenues	$	102,430		$	138,927		$	(36,497)	(26.3)
VIP:
Average number of table games	35			90			(55)		(61.1)
VIP turnover	$	887,051		$	1,804,382		$	(917,331)	(50.8)
VIP table games win	$	34,029		$	58,635		$	(24,606)	(42.0)
VIP win as a % of turnover	3.84		%	3.25		%	0.59
Table games win per unit per day	$	10,823		$	7,239		$	3,584	49.5
Mass market:
Average number of table games	248			240			8		3.3
Table drop	$	469,138		$	590,890		$	(121,752)	(20.6)
Table games win	$	82,259		$	105,183		$	(22,924)	(21.8)
Table games win %	17.5		%	17.8		%	(0.3)
Table games win per unit per day	$	3,680		$	4,871		$	(1,191)	(24.5)
Average number of slot machines	585			569			16		2.8
Slot machine handle	$	283,539		$	301,271		$	(17,732)	(5.9)
Slot machine win	$	10,611		$	10,208		$	403	3.9
Slot machine win per unit per day	$	201		$	199		$	2	1.0

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~~Results of Operations~~

~~Summary of second quarter 2021 results~~

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

Three Months Ended June 30, Six Months Ended June 30,
2021 2020 Increase/ (Decrease) Percent Change 2021 2020 Increase/ (Decrease) Percent Change
Operating revenues $ 990,113 $ 85,698 $ 904,415 1,055.4 $ 1,726,795 $ 1,039,414 $ 687,381 66.1
Net loss attributable to Wynn Resorts, Limited (131,369) (637,564) 506,195 79.4 (412,347) (1,039,601) 627,254 60.3
Diluted net loss per share (1.15) (5.97) 4.82 80.7 (3.66) (9.74) 6.08 62.4
Adjusted Property EBITDA (1)
206,880 (322,897) 529,777 NM 265,780 (328,226) 594,006 NM

~~NM - Not meaningful.~~


	Three Months Ended March 31,
	2022			2021			Increase/ (Decrease)		Percent Change
Las Vegas Operations (1):
Total casino revenues	$	124,271		$	79,903		$	44,368	55.5
Average number of table games	228			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 machines	1,728			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 games	184			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 machines	2,776			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) ~~See Item 1—"Financial Statements," Note 17, "Segment Information," for a reconciliation of Adjusted Property EBITDA to net loss attributable to~~On October 19, 2020, Encore at Wynn ~~Resorts, Limited.~~

The increase in operating revenues for the three months ended June 30, 2021 was primarily driven by increases of $261.7 million, $172.1 million, $290.2 million, and $165.0 million from Wynn Palace, Wynn Macau, our Las Vegas ~~Operations, and Encore Boston Harbor, respectively, as a result of ongoing recovery from the effects of COVID-19.~~

~~The decrease~~adjusted its operating schedule to five days/four nights each week due to reduced customer demand levels. This adjusted operating schedule remained in net loss attributable to Wynn Resorts, Limited for the three months ended June 30, 2021 was primarily related to increased operating revenues at our integrated resort properties, partially offset by increased operating expenses. In addition, net loss attributable to Wynn Resorts, Limited for the second quarter of 2020 excluded 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 1effect through ~~May 15, 2020, which we accrued during~~ the first quarter of ~~2020.~~

~~The increase in Adjusted Property EBITDA for the three months ended June 30,~~ 2021, ~~was primarily driven by increased operating revenues at our integrated resort properties. Adjusted Property EBITDA increased $164.5 million, $96.7 million, $208.8 million,~~ and ~~$100.7 million~~on April 8, 2021, Encore at Wynn ~~Palace, Wynn Macau, our~~ Las Vegas ~~Operations, and~~resumed full operations.

(2) On January 25, 2021, Encore Boston Harbor ~~respectively,~~restored 24-hour casino operations and ~~decreased $40.9 million at Corporate and other. In addition, Adjusted Property EBITDA for the second quarter~~reopened its hotel tower on a Thursday through Sunday weekly schedule. The property reopened its hotel tower to seven days per week as of ~~2020 excluded 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~~September 1, ~~through May 15, 2020, which we accrued during the first quarter of 2020.~~2021.

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~~Financial results for the three months ended June 30, 2021 compared to the three months ended June 30, 2020.~~

~~Operating~~Non-casino revenues

The ~~following~~ table ~~presents~~below sets forth our room revenues and associated key operating ~~revenues (in thousands):~~measures:


	Three Months Ended March 31,
	2022			2021			Increase/ (Decrease)		Percent Change
Macau Operations:
Wynn Palace:
Total room revenues (dollars in thousands)	$	13,831		$	17,012		$	(3,181)	(18.7)
Occupancy	47.2		%	60.4		%	(13.2)
ADR	$	180		$	178		$	2	1.1
REVPAR	$	85		$	108		$	(23)	(21.3)
Wynn Macau:
Total room revenues (dollars in thousands)	$	9,390		$	14,702		$	(5,312)	(36.1)
Occupancy	49.8		%	60.8		%	(11.0)
ADR	$	188		$	242		$	(54)	(22.3)
REVPAR	$	94		$	147		$	(53)	(36.1)
Las Vegas Operations:
Total room revenues (dollars in thousands)	$	131,466		$	39,761		$	91,705	230.6
Occupancy	76.9		%	35.3		%	41.6
ADR	$	432		$	331		$	101	30.5
REVPAR	$	333		$	117		$	216	184.6
Encore Boston Harbor (1):
Total room revenues (dollars in thousands)	$	15,689		$	4,715		$	10,974	232.7
Occupancy	80.5		%	71.0		%	9.5
ADR	$	324		$	276		$	48	17.4
REVPAR	$	261		$	196		$	65	33.2

(1) Encore Boston Harbor room statistics have been computed based on 36 days of operation in three months ended March 31, 2021, representing the number of nights hotel rooms were offered for sale to the public.

Three Months Ended June 30,
2021 2020 Increase/ (Decrease) Percent
Change
Operating revenues
   Macau Operations:
Wynn Palace $ 270,371 $ 8,718 $ 261,653 3,001.3
Wynn Macau 184,028 11,888 172,140 1,448.0
   Total Macau Operations 454,399 20,606 433,793 2,105.2
   Las Vegas Operations 355,066 64,886 290,180 447.2
   Encore Boston Harbor 165,241 206 165,035 NM
   Corporate and other 15,407 — 15,407 NM
$ 990,113 $ 85,698 $ 904,415 1,055.4

~~NM - Not meaningful.~~

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

Three Months Ended June 30,
2021 2020 Increase/ (Decrease) Percent
Change
Operating revenues
Casino revenues $ 602,746 $ 9,413 $ 593,333 6,303.3
Non-casino revenues:
          Rooms 137,765 17,415 120,350 691.1
          Food and beverage 149,142 24,007 125,135 521.2
          Entertainment, retail and other 100,460 34,863 65,597 188.2
            Total non-casino revenues 387,367 76,285 311,082 407.8
$ 990,113 $ 85,698 $ 904,415 1,055.4

Casino revenues for the three months ended June 30, 2021 were 60.9% of operating revenues, compared to 11.0% for the same period of 2020. Non-casino revenues for the three months ended June 30, 2021 were 39.1% of operating revenues, compared to 89.0% for the same period of 2020.

~~Casino revenues~~

~~Casino revenues~~ increased $94.2 million, primarily due to ~~increased table drop, table games win~~higher occupancy and ~~slot machine win~~ADR at our Las Vegas Operations and ~~increased VIP turnover and table games win and mass market table drop, table games win and slot machine win at our Macau Operations.~~Encore Boston Harbor, respectively. The ~~table games win and slot machine win~~hotel tower at Encore Boston Harbor was ~~$64.9~~closed pursuant to a COVID-19 related state directive from November 6, 2020 through January 25, 2021, when it 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 increased $105.5 million, primarily due to increased covers at our restaurants and ~~$89.6 million for the three months ended June 30, 2021, respectively. Our~~an increase in nightlife revenues at our Las Vegas Operations ~~were closed~~as a result of ongoing recovery from the effects of COVID-19.

Entertainment, retail and other revenues increased $43.3 million, primarily due to an increase in visitation to our Las Vegas Operations as a result of ongoing recovery from the effects of COVID-19 and an increase of $12.0 million in revenues at Wynn Interactive primarily due to the ~~public from March 17, 2020 until June 4, 2020. Encore Boston Harbor closed to the public on March 15, 2020,~~continued expansion and ~~remained closed through the second quarter~~ramp up of ~~2020.~~its operations.

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~~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 June 30,
2021 2020 Increase/
(Decrease) Percent
Change
Macau Operations:
Wynn Palace:
Total casino revenues $ 212,067 $ (11,428) $ 223,495 NM
VIP:
Average number of table games 94 100 (6) (6.0)
VIP turnover $ 1,811,381 $ 1,719,825 $ 91,556 5.3
VIP table games win $ 71,570 $ (29,806) $ 101,376 NM
VIP win as a % of turnover 3.95 % (1.73) % 5.68
Table games win per unit per day $ 8,346 $ (3,276) $ 11,622 NM
Mass market:
Average number of table games 228 221 7 3.2
Table drop $ 707,494 $ 22,029 $ 685,465 3,111.6
Table games win $ 163,547 $ 7,168 $ 156,379 2,181.6
Table games win % 23.1 % 32.5 % (9.4)
Table games win per unit per day $ 7,877 $ 357 $ 7,520 2,106.4
Average number of slot machines 726 480 246 51.3
Slot machine handle $ 421,269 $ 39,415 $ 381,854 968.8
Slot machine win $ 18,772 $ 2,395 $ 16,377 683.8
Slot machine win per unit per day $ 284 $ 55 $ 229 416.4
Wynn Macau:
Total casino revenues $ 142,419 $ (3,524) $ 145,943 NM
VIP:
Average number of table games 85 91 (6) (6.6)
VIP turnover $ 1,489,912 $ 607,144 $ 882,768 145.4
VIP table games win $ 39,388 $ (12,161) $ 51,549 NM
VIP win as a % of turnover 2.64 % (2.00) % 4.64
Table games win per unit per day $ 5,111 $ (1,471) $ 6,582 NM
Mass market:
Average number of table games 240 229 11 4.8
Table drop $ 670,400 $ 40,817 $ 629,583 1,542.5
Table games win $ 128,921 $ 3,391 $ 125,530 3,701.9
Table games win % 19.2 % 8.3 % 10.9
Table games win per unit per day $ 5,903 $ 163 $ 5,740 3,521.5
Average number of slot machines 607 440 167 38.0
Slot machine handle $ 300,523 $ 62,011 $ 238,512 384.6
Slot machine win $ 9,223 $ 2,626 $ 6,597 251.2
Slot machine win per unit per day $ 167 $ 66 $ 101 153.0

~~NM - Not meaningful.~~

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Three Months Ended June 30,
2021 2020 Increase/
(Decrease) Percent
Change
Las Vegas Operations (1):
Total casino revenues $ 112,775 $ 24,365 $ 88,410 362.9
Average number of table games 218 221 (3) (1.4)
Table drop $ 427,014 $ 90,873 $ 336,141 369.9
Table games win $ 99,021 $ 17,918 $ 81,103 452.6
Table games win % 23.2 % 19.7 % 3.5
Table games win per unit per day $ 4,997 $ 2,998 $ 1,999 66.7
Average number of slot machines 1,715 1,752 (37) (2.1)
Slot machine handle $ 1,115,149 $ 246,393 $ 868,756 352.6
Slot machine win $ 78,890 $ 17,523 $ 61,367 350.2
Slot machine win per unit per day $ 506 $ 371 $ 135 36.4
Poker rake $ 3,927 $ — $ 3,927 100.0
Encore Boston Harbor (2):
Total casino revenues $ 135,485
Average number of table games 195
Table drop $ 306,070
Table games win $ 64,874
Table games win % 21.2 %
Table games win per unit per day $ 3,654
Average number of slot machines 2,171
Slot machine handle $ 1,094,178
Slot machine win $ 89,560
Slot machine win per unit per day $ 453

Note: 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.

(1) 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.

(2) Encore Boston Harbor casino revenues and associated key operating measures for the second quarter of 2020 have been omitted from the table. As a result of the COVID-19 pandemic, our operations at Encore Boston Harbor were closed throughout the second quarter in 2020.

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~~Non-casino revenues~~

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

Three Months Ended June 30,
2021 2020 Increase/
(Decrease) Percent Change
Macau Operations:
Wynn Palace:
Total room revenues (dollars in thousands) $ 20,883 $ 2,431 $ 18,452 759.0
Occupancy 70.6 % 4.4 % 66.2
ADR $ 180 $ 339 $ (159) (46.9)
REVPAR $ 127 $ 15 $ 112 746.7
Wynn Macau:
Total room revenues (dollars in thousands) $ 13,427 $ 2,631 $ 10,796 410.3
Occupancy 68.0 % 7.5 % 60.5
ADR $ 198 $ 342 $ (144) (42.1)
REVPAR $ 135 $ 25 $ 110 440.0
Las Vegas Operations (1):
Total room revenues (dollars in thousands) $ 93,785 $ 12,353 $ 81,432 659.2
Occupancy 67.2 % 43.7 % 23.5
ADR $ 333 $ 226 $ 107 47.3
REVPAR $ 224 $ 99 $ 125 126.3
Encore Boston Harbor (2)(3):
Total room revenues (dollars in thousands) $ 9,670
Occupancy 87.8 %
ADR $ 304
REVPAR $ 267

~~(1) Wynn Las Vegas closed on March 17, 2020 and reopened on June 4, 2020.~~

(2) Encore Boston Harbor room revenues and associated key operating measures for the second quarter of 2020 have been omitted from the table. As a result of the COVID-19 pandemic, our operations at Encore Boston Harbor were closed throughout the second quarter in 2020.

(3) Encore Boston Harbor room statistics have been computed based on 53 days of operation in three months ended June 30, 2021, representing the number of nights hotel rooms were offered for sale to the public.

Room revenues increased $120.4 million, primarily due to higher occupancy at our Las Vegas Operations and our Macau Operations. 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. Room revenues from Encore Boston Harbor were $9.7 million. The hotel tower at Encore Boston Harbor was closed pursuant to a 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.

Food and beverage revenues increased $125.1 million, primarily driven by increased covers at our Las Vegas Operations and our Macau Operations. Food and beverage revenues from Encore Boston Harbor were $13.9 million.

Entertainment, retail and other revenues increased $65.6 million, primarily due to an increase in visitation at our Las Vegas Operations and our Macau Operations. Entertainment, retail and other revenues from Encore Boston Harbor were $6.2 million.

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Operating expenses

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


		Three Months Ended June 30,								Three Months Ended March 31,
		2021		2020		Increase/ (Decrease)		Percent Change		2022		2021		Increase/ (Decrease)		Percent Change
Operating expenses:	Operating expenses:								Operating expenses:
Casino	Casino	$	381,615	$	131,138	$	250,477	191.0	Casino	$	324,079	$	351,966	$	(27,887)	(7.9)
Rooms	Rooms	50,552		30,367		20,185		66.5	Rooms	58,715		33,535		25,180		75.1
Food and beverage	Food and beverage	117,106		61,889		55,217		89.2	Food and beverage	146,656		73,948		72,708		98.3
Entertainment, retail and other	Entertainment, retail and other	80,922		16,873		64,049		379.6	Entertainment, retail and other	88,904		73,459		15,445		21.0
General and administrative	General and administrative	197,545		152,081		45,464		29.9	General and administrative	196,780		179,774		17,006		9.5
Provision for credit losses	Provision for credit losses	441		28,347		(27,906)		(98.4)	Provision for credit losses	342		7,367		(7,025)		(95.4)
Pre-opening	Pre-opening	2,495		2,186		309		14.1	Pre-opening	2,447		1,627		820		50.4
Depreciation and amortization	Depreciation and amortization	183,307		179,266		4,041		2.3	Depreciation and amortization	184,556		185,121		(565)		(0.3)
Property charges and other	Property charges and other	5,651		6,567		(916)		(13.9)	Property charges and other	45,720		5,617		40,103		714.0
Total operating expenses	Total operating expenses	$	1,019,634	$	608,714	$	410,920	67.5	Total operating expenses	$	1,048,199	$	912,414	$	135,785	14.9

Total operating expenses increased ~~$410.9~~$135.8 million compared to the ~~second quarter of 2020,~~three months ended March 31, 2021, primarily due to increased ~~casino,~~ room, food and beverage, entertainment, retail and other, ~~and~~ general and administrative expenses, ~~associated~~and property charges and other, partially offset by decreased casino and provision for credit losses expenses.

Casino expenses decreased $42.4 million and $22.9 million at Wynn Palace and Wynn Macau, respectively. These decreases were primarily due to reductions in gaming tax expense commensurate with ~~increased levels~~the declines in casino revenues at each of ~~business as our properties recover~~Wynn Palace and Wynn Macau, resulting from the effects of the COVID-19 pandemic, partially offset by ~~decreased provision for credit losses. Operating~~increased casino expenses ~~for the second quarter~~ of 2020 excluded $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 increased $107.5 million, $74.8 million, $22.1~~$19.9 million and ~~$46.1~~$17.5 million at ~~Wynn Palace, Wynn Macau,~~ our Las Vegas Operations and Encore Boston Harbor, ~~respectively. These increases were~~respectively, primarily due to increased gaming tax expense ~~commensurate with~~driven by the increase in casino revenues at each property. Casino expenses for the second quarter of 2020 excluded expense of $7.9 million from Encore Boston Harbor and $12.8 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.revenues.

Room expenses increased ~~$14.5~~$21.1 million and ~~$2.7~~$4.5 million at our Las Vegas Operations and Encore Boston Harbor, respectively. ~~The~~These increases were primarily a result of higher operating costs related to the increase in occupancy at our Las Vegas Operations and Encore Boston Harbor. Room expenses for the second quarter of 2020 excluded 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.occupancy.

Food and beverage expenses increased ~~$46.0~~$64.7 million and ~~$4.4~~$6.5 million at our Las Vegas Operations and Encore Boston Harbor, respectively. ~~The~~These increases were primarily a result of higher operating costs related to the increase in food and beverage revenues ~~at each property~~ as well as higher nightlife entertainment costs at our Las Vegas Operations. Food and beverage expenses for the second quarter of 2020 excluded 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 ~~primarily due to marketing expenses incurred by Wynn Interactive. Entertainment, retail and other expenses for the second quarter of 2020 excluded expense of $4.1~~$14.5 million ~~from~~at our Las Vegas ~~Operations and $0.7 million from Encore Boston Harbor~~operations. The increase was primarily a result of higher operating costs 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.~~an increase in visitation.

General and administrative expenses increased primarily due to increases of ~~$10.8~~$12.5 million and ~~$5.1~~$5.8 million at ~~Encore Boston Harbor and~~ our Las Vegas Operations and Encore Boston Harbor, respectively. These increases were primarily attributable to increased payroll, operating costs, and general and administrative ~~expenses. In addition, corporate and other general and administrative~~ expenses

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~~increased $27.3 million, primarily due~~ required to a credit of $27.7 million for the net proceeds of a derivative action settlement recognized during the three months ended June 30, 2020. General and administrative expenses for the second quarter of 2020 excluded expense of $10.2 million from our Las Vegas Operations and $4.4 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.support higher business volumes.

Provision for credit losses decreased ~~$14.8~~$3.0 million, $2.4 million, and ~~$8.8~~$1.5 million at Wynn Palace, ~~and~~ our Las Vegas Operations, and Wynn Macau, respectively. The decreases 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 ~~June 30, 2021~~March 31, 2022 consisted primarily of impairment of goodwill of $30.3 million at Wynn Interactive, asset ~~disposals,~~ abandonments ~~and retirements~~ of ~~$1.4 million, $1.2~~$1.0 million and ~~$1.0~~$2.1 million at our Las Vegas Operations ~~Wynn Macau,~~ and Wynn ~~Palace, respectively.~~Interactive, respectively, and contract termination expenses of $9.6 million at Wynn Interactive. Our property charges and other expenses for the quarter ended ~~June 30, 2020~~March 31, 2021 consisted primarily of asset ~~disposals,~~ abandonments ~~and retirements~~ of ~~$3.6~~$2.1 million and ~~$1.0~~$2.2 million at ~~Encore Boston Harbor~~our Las Vegas Operations and Wynn Palace, respectively.

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Interest expense, net of capitalized interest

The following table summarizes information related to interest expense (dollars in thousands):


		Three Months Ended June 30,											Three Months Ended March 31,
			2021			2020			Increase/ (Decrease)		Percent Change			2022			2021			Increase/ (Decrease)		Percent Change
Interest expense	Interest expense											Interest expense
Interest cost, including amortization of debt issuance costs and original issue discount and premium	Interest cost, including amortization of debt issuance costs and original issue discount and premium		$	150,424		$	133,218		$	17,206	12.9	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	Weighted average total debt balance		$	12,105,755		$	12,143,644					Weighted average total debt balance		$	12,057,742		$	12,628,361
Weighted average interest rate	Weighted average interest rate		4.97		%	4.38		%				Weighted average interest rate		5.05		%	4.84		%

Interest costs ~~increased~~decreased primarily due to ~~an increase~~a decrease in the weighted average ~~interest rate.~~debt balance.

Other non-operating income and expenses

We incurred a foreign currency remeasurement ~~gain~~loss of ~~$5.6~~$15.1 million and ~~$2.2~~$11.1 million for the three months ended ~~June 30,~~March 31, 2022 and 2021, ~~and 2020,~~ 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 ~~$1.0~~$7.4 million and ~~a loss of $3.3~~$4.4 million for the three months ended ~~June 30,~~March 31, 2022 and 2021, ~~and 2020, respectively, from change in derivatives fair value.~~

~~Income taxes~~

We recorded an income tax expense of $0.7 million and $80.9 million for the three months ended June 30, 2021 and 2020, respectively. The 2021 income tax expense primarily related to an increase in valuation allowance for U.S. deferred tax assets and 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 and U.S. loss carryforwards.

~~Net loss attributable to noncontrolling interests~~

Net loss attributable to noncontrolling interests was $42.0 million and $97.3 million for the three months ended June 30, 2021 and 2020, respectively. These amounts are primarily related to the noncontrolling interests' share of net loss from WML.

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~~Financial results for the six months ended June 30, 2021 compared to the six months ended June 30, 2020.~~

~~Operating revenues~~

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

Six Months Ended June 30,
2021 2020 Increase/ (Decrease) Percent Change
Operating revenues
Macau Operations:
Wynn Palace $ 507,697 $ 268,231 $ 239,466 89.3
Wynn Macau 363,679 241,377 122,302 50.7
Total Macau Operations 871,376 509,608 361,768 71.0
Las Vegas Operations 533,782 388,710 145,072 37.3
Encore Boston Harbor 295,331 141,096 154,235 109.3
Corporate and other 26,306 — 26,306 NM
$ 1,726,795 $ 1,039,414 $ 687,381 66.1

~~NM - Not meaningful.~~

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

Six Months Ended June 30,
2021 2020 Increase/ (Decrease) Percent Change
Operating revenues
Casino revenues $ 1,118,964 $ 580,202 $ 538,762 92.9
Non-casino revenues:
          Rooms 213,955 170,096 43,859 25.8
          Food and beverage 217,651 173,421 44,230 25.5
          Entertainment, retail and other 176,225 115,695 60,530 52.3
             Total non-casino revenues 607,831 459,212 148,619 32.4
$ 1,726,795 $ 1,039,414 $ 687,381 66.1

Casino revenues for the six months ended June 30, 2021 were 64.8% of operating revenues, compared to 55.8% for the same period of 2020. Non-casino revenues for the six months ended June 30, 2021 were 35.2% of operating revenues, compared to 44.2% for the same period of 2020.

~~Table of Contents~~

~~Casino revenues~~

Casino revenues increased primarily due to increased table drop, table games win and slot machine win at our Las Vegas Operations and Encore Boston Harbor, respectively, and increased mass market table drop and table games win at our Macau Operations. Our Las Vegas Operations were closed to the public from March 17, 2020 until June 4, 2020. Encore Boston Harbor closed to the public on March 15, 2020, and remained closed through the second quarter. The table below sets forth our casino revenues and associated key operating measures (dollars in thousands, except for win per unit per day):

Six Months Ended June 30,
2021 2020 Increase/(Decrease) Percent
Change
Macau Operations (1):
Wynn Palace:
Total casino revenues $ 397,976 $ 196,148 $ 201,828 102.9
VIP:
Average number of table games 99 95 4 4.2
VIP turnover $ 4,011,563 $ 6,512,279 $ (2,500,716) (38.4)
VIP table games win $ 168,026 $ 109,763 $ 58,263 53.1
VIP win as a % of turnover 4.19 % 1.69 % 2.50
Table games win per unit per day $ 9,402 $ 6,865 $ 2,537 37.0
Mass market:
Average number of table games 225 201 24 11.9
Table drop $ 1,315,012 $ 497,252 $ 817,760 164.5
Table games win $ 295,196 $ 137,882 $ 157,314 114.1
Table games win % 22.4 % 27.7 % (5.3)
Table games win per unit per day $ 7,249 $ 4,075 $ 3,174 77.9
Average number of slot machines 707 596 111 18.6
Slot machine handle $ 780,041 $ 464,129 $ 315,912 68.1
Slot machine win $ 33,015 $ 20,800 $ 12,215 58.7
Slot machine win per unit per day $ 258 $ 208 $ 50 24.0
Wynn Macau:
Total casino revenues $ 281,346 $ 186,604 $ 94,742 50.8
VIP:
Average number of table games 87 86 1 1.2
VIP turnover $ 3,294,294 $ 3,571,290 $ (276,996) (7.8)
VIP table games win $ 98,022 $ 110,464 $ (12,442) (11.3)
VIP win as a % of turnover 2.98 % 3.09 % (0.11)
Table games win per unit per day $ 6,201 $ 7,623 $ (1,422) (18.7)
Mass market:
Average number of table games 240 208 32 15.4
Table drop $ 1,261,290 $ 619,052 $ 642,238 103.7
Table games win $ 234,104 $ 121,333 $ 112,771 92.9
Table games win % 18.6 % 19.6 % (1.0)
Table games win per unit per day $ 5,390 $ 3,472 $ 1,918 55.2
Average number of slot machines 588 529 59 11.2
Slot machine handle $ 601,794 $ 428,549 $ 173,245 40.4
Slot machine win $ 19,431 $ 15,921 $ 3,510 22.0
Slot machine win per unit per day $ 183 $ 179 $ 4 2.2
Poker rake $ — $ 2,083 $ (2,083) (100.0)

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Six Months Ended June 30,
2021 2020 Increase/(Decrease) Percent
Change
Las Vegas Operations (2):
Total casino revenues $ 192,678 $ 95,660 $ 97,018 101.4
Average number of table games 195 233 (38) (16.3)
Table drop $ 751,545 $ 505,806 $ 245,739 48.6
Table games win $ 175,674 $ 100,584 $ 75,090 74.7
Table games win % 23.4 % 19.9 % 3.5
Table games win per unit per day $ 4,979 $ 4,152 $ 827 19.9
Average number of slot machines 1,631 1,762 (131) (7.4)
Slot machine handle $ 1,906,409 $ 911,226 $ 995,183 109.2
Slot machine win $ 129,379 $ 64,197 $ 65,182 101.5
Slot machine win per unit per day $ 438 $ 350 $ 88 25.1
Poker rake $ 5,794 $ 2,175 $ 3,619 166.4
Encore Boston Harbor (3):
Total casino revenues $ 246,964 $ 101,790 $ 145,174 142.6
Average number of table games 197 160 37 23.1
Table drop $ 540,632 $ 275,631 $ 265,001 96.1
Table games win $ 114,251 $ 57,286 $ 56,965 99.4
Table games win % 21.1 % 20.8 % 0.3
Table games win per unit per day $ 3,201 $ 4,826 $ (1,625) (33.7)
Average number of slot machines 2,031 2,837 (806) (28.4)
Slot machine handle $ 2,007,973 $ 767,739 $ 1,240,234 161.5
Slot machine win $ 164,380 $ 59,448 $ 104,932 176.5
Slot machine win per unit per day $ 447 $ 283 $ 164 58.0
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.

~~(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. 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.

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~~Non-casino revenues~~

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

Six Months Ended June 30,
2021 2020 Increase/(Decrease) Percent Change
Macau Operations:
Wynn Palace:
Total room revenues (dollars in thousands) $ 37,895 $ 22,141 $ 15,754 71.2
Occupancy 65.6 % 23.5 % 42.1
ADR $ 179 $ 298 $ (119) (39.9)
REVPAR $ 118 $ 70 $ 48 68.6
Wynn Macau:
Total room revenues (dollars in thousands) $ 28,129 $ 18,542 $ 9,587 51.7
Occupancy 64.4 % 28.4 % 36.0
ADR $ 219 $ 324 $ (105) (32.4)
REVPAR $ 141 $ 92 $ 49 53.3
Las Vegas Operations (1):
Total room revenues (dollars in thousands) $ 133,546 $ 118,458 $ 15,088 12.7
Occupancy 52.9 % 70.6 % (17.7)
ADR $ 332 $ 350 $ (18) (5.1)
REVPAR $ 176 $ 247 $ (71) (28.7)
Encore Boston Harbor (2) (3):
Total room revenues (dollars in thousands) $ 14,385 $ 10,955 $ 3,430 31.3
Occupancy 81.1 % 75.8 % 5.3
ADR $ 294 $ 292 $ 2 0.7
REVPAR $ 238 $ 222 $ 16 7.2

~~(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 89 days of operation in six months ended June 30, 2021 and 74 days of operation in six months ended June 30, 2020, representing the number of nights hotel rooms were offered for sale to the public.

Room revenues increased $43.9 million, primarily due to higher occupancy at our Macau Operations and the closure of our Las Vegas Operations from March 17, 2020 until June 4, 2020, resulting from the adverse effects of the COVID-19 pandemic.

Food and beverage revenues increased $44.2 million, primarily due to increased covers at our restaurants and an increase in nightlife offerings at our Las Vegas Operations as a result of ongoing recovery from the effects of COVID-19.

~~Entertainment, retail and other revenues increased $60.5 million, primarily due to an increase in visitation to our Macau Operations as a result of ongoing recovery from the effects of COVID-19.~~

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~~Operating expenses~~

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

Six Months Ended June 30,
2021 2020 Increase/ (Decrease) Percent Change
Operating expenses:
Casino $ 733,581 $ 573,828 $ 159,753 27.8
Rooms 84,087 103,847 (19,760) (19.0)
Food and beverage 191,054 237,799 (46,745) (19.7)
Entertainment, retail and other 154,381 62,453 91,928 147.2
General and administrative 377,319 386,409 (9,090) (2.4)
Provision for credit losses 7,808 48,960 (41,152) (84.1)
Pre-opening 4,122 4,737 (615) (13.0)
Depreciation and amortization 368,428 358,012 10,416 2.9
Property charges and other 11,268 33,796 (22,528) (66.7)
Total operating expenses $ 1,932,048 $ 1,809,841 $ 122,207 6.8

Total operating expenses increased $122.2 million compared to the six months ended June 30, 2020, primarily due to increased casino and entertainment, retail and other expenses, partially offset by decreased room, food and beverage, provision for credit losses, and property charges and other expenses.

Casino expenses increased $87.5 million, $44.9 million, and $30.0 million at Wynn Palace, Wynn Macau, and Encore Boston Harbor, respectively, and decreased $2.6 million at our Las Vegas Operations. These increases were primarily due to increased gaming tax expense commensurate with the increase in casino revenues at each property, partially offset by lower payroll and operating costs at our Las Vegas Operations.

~~Room expenses decreased $15.1 million and $4.0 million at our Las Vegas Operations and Encore Boston Harbor, respectively. The decreases were primarily a result of lower payroll and operating costs.~~

Food and beverage expenses decreased $29.1 million and $14.4 million at our Las Vegas Operations and Encore Boston Harbor, respectively. The decreases were primarily a result of lower payroll and operating costs.

Entertainment, retail and other expenses increased primarily due to marketing expenses incurred by Wynn Interactive. The increase was partially offset by a decrease in entertainment, retail and other expenses of $22.5 million at our Las Vegas Operations primarily as a result of lower operating costs.

General and administrative expenses decreased primarily due to decreases of $8.3 million, $4.4 million, and $22.2 million at Wynn Palace, Wynn Macau, and our Las Vegas Operations, respectively. These decreases were primarily attributable to decreased payroll, operating costs, and general and administrative expenses as a result of the COVID-19 pandemic. These decreases were partially offset by an increase in corporate and other general and administrative expenses of $24.1 million, primarily due to a credit of $27.7 million for the net proceeds of a derivative action settlement recognized during the three months ended June 30, 2020.

The provision for credit losses decreased $20.4 million, $15.2 million, and $3.5 million at our Las Vegas Operations, Wynn Palace, and Wynn Macau, respectively. The decreases 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.

For the six months ended June 30, 2021, pre-opening expenses totaled $4.1 million, which primarily related to restaurant remodels at our Las Vegas Operations. For the six months ended June 30, 2020, pre-opening expenses totaled $4.7 million, which primarily related to restaurant remodels at our Las Vegas Operations and the meeting and convention expansion at Wynn Las Vegas, which opened in February 2020.

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Depreciation and amortization increased primarily due to increased depreciation and amortization expense incurred at Corporate and other and an increase in depreciation expense of $4.5 million at Encore Boston Harbor associated with equipment placed in service during the six months ended June 30, 2021.

Our property charges and other expenses for the six months ended June 30, 2021 consisted primarily of asset abandonments of $3.5 million and $3.2 million at our Las Vegas Operations and Wynn Palace, respectively. Our property charges and other expenses for the six months ended June 30, 2020 consisted primarily of asset disposals, abandonments and retirements of $23.3 million and $3.9 million at Wynn Palace and Encore Boston Harbor, respectively.

~~Interest expense, net of capitalized interest~~

~~The following table summarizes information related to interest expense (dollars in thousands):~~

Six Months Ended June 30,
2021 2020 Increase/ (Decrease) Percent Change
Interest expense
Interest cost, including amortization of debt issuance costs and original issue discount and premium $ 303,276 $ 263,297 $ 39,979 15.2
Capitalized interest — (1,252) (1,252) (100.0)
$ 303,276 $ 262,045 $ 41,231 15.7
Weighted average total debt balance $ 12,365,615 $ 11,496,999
Weighted average interest rate 4.90 % 4.57 %

Interest costs increased primarily due to an increase in the weighted average debt balance and the weighted average interest rate. 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 $5.5 million and a gain of $12.6 million for the six months ended June 30, 2021 and 2020, respectively. The impact of the exchange rate fluctuation of the Macau pataca, in relation to the U.S. dollar, on the remeasurements of U.S. dollar denominated debt and other obligations from our Macau-related entities drove the variability between periods.

~~We recorded a gain of $5.4 million and a loss of $19.0 million for the six months ended June 30, 2021 and 2020,~~ respectively, from change in derivatives fair value.

We recorded a $1.3 million loss on extinguishment of debt for the ~~six~~three months ended ~~June 30,~~March 31, 2021 ~~related to the partial prepayment of the Wynn Macau Term Loan. We recorded a $1.5 million loss on extinguishment of debt for the six months ended June 30, 2020 primarily~~ related to the partial prepayment of the Wynn Macau Term Loan.

Income taxes

We recorded an income tax expense of ~~$1.2~~$1.1 million and ~~$156.7~~$0.5 million for the ~~six~~three months ended ~~June 30,~~March 31, 2022 and 2021, ~~and 2020,~~ respectively. The ~~2021~~ income tax expense primarily related to ~~an increase in valuation allowance for U.S. deferred tax assets and~~ 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 and U.S. loss carryforwards.~~WRM.

Net loss attributable to noncontrolling interests

Net loss attributable to noncontrolling interests was ~~$97.2~~$71.3 million and ~~$145.5~~$55.2 million for the ~~six~~three months ended ~~June 30,~~March 31, 2022 and 2021, ~~and 2020,~~ respectively. These amounts are primarily related to the noncontrolling interests' share of net loss ~~from~~attributable to WML.

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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

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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 June 30, Six Months Ended June 30,
2021 2020 Increase/ (Decrease) Percent Change 2021 2020 Increase/ (Decrease) Percent Change
Wynn Palace $ 53,555 $ (110,908) $ 164,463 NM $ 80,924 $ (100,732) $ 181,656 NM
Wynn Macau 14,086 (82,646) 96,732 NM 30,642 (63,438) 94,080 NM
Las Vegas Operations 133,222 (75,564) 208,786 NM 161,303 (97,641) 258,944 NM
Encore Boston Harbor 46,916 (53,779) 100,695 NM 77,279 (66,415) 143,694 NM
Corporate and other (40,899) — (40,899) NM (84,368) — (84,368) NM

~~NM - Not meaningful.~~


	Three Months Ended March 31,
	2022		2021		Increase/ (Decrease)		Percent Change
Wynn Palace	$	(864)	$	27,369	$	(28,233)	(103.2)
Wynn Macau	(4,682)		16,556		(21,238)		(128.3)
Las Vegas Operations	159,378		28,081		131,297		467.6
Encore Boston Harbor	55,250		30,363		24,887		82.0
Wynn Interactive	(31,501)		(43,469)		11,968		27.5

Adjusted Property EBITDA at Wynn Palace ~~increased $164.5~~and Wynn Macau decreased $28.2 million and ~~$181.7~~$21.2 million for the three ~~and six~~ months ended ~~June 30, 2021,~~March 31, 2022, respectively, primarily due to a decrease in operating 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 $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 ~~Wynn Macau~~Encore Boston Harbor increased ~~$96.7 million and $94.1~~$24.9 million for the three ~~and six~~ months ended ~~June 30, 2021, respectively,~~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 ~~our Las Vegas Operations increased $208.8~~Wynn Interactive was $(31.5) million for the three months ended ~~June 30,~~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 ~~an increase in operating revenues, partially offset by an increase in operating expenses. Adjusted Property EBITDA at our Las Vegas Operations increased $258.9 million for~~ the six months ended June 30, 2021, primarily due to an increase in operating revenues and a decrease in operating expenses. Our Las Vegas Operations closed to the public on March 17, 2020, and reopened on June 4, 2020 on a reduced basis. Adjusted Property EBITDA for our Las Vegas Operations for the second quarterramp up of 2020 excluded 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, which we accrued during the first quarter of 2020.

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Adjusted Property EBITDA at Encore Boston Harbor increased $100.7 million and $143.7 million for the three and six months ended June 30, 2021, respectively, primarily due to an increase in operating revenues, partially offset by an increase in operating expenses. Encore Boston Harbor closed to the public on March 15, 2020, and remained closed through the second quarter of 2020. Adjusted Property EBITDA for Encore Boston Harbor for the second quarter of 2020 excluded 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, which we accrued during the first quarter of 2020.Wynn Interactive operations.

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

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Liquidity and Capital Resources

Our cash flows were as follows (in thousands):


		Six Months Ended June 30,					Three Months Ended March 31,
Cash Flows - Summary	Cash Flows - Summary	2021		2020		Cash Flows - Summary	2022		2021
Cash flows from operating activities	Cash flows from operating activities	$	(226,807)	$	(607,987)	Cash flows from operating activities	$	(117,385)	$	(253,906)

Cash flows from investing activities:	Cash flows from investing activities:					Cash flows from investing activities:
Capital expenditures, net of construction payables and retention	Capital expenditures, net of construction payables and retention	(110,045)		(191,682)		Capital expenditures, net of construction payables and retention	(96,343)		(40,270)
Purchase of intangible and other assets	Purchase of intangible and other assets	(15,741)		—		Purchase of intangible and other assets	(901)		(8,500)
Proceeds from sale of assets and other	Proceeds from sale of assets and other	3,502		3,733		Proceeds from sale of assets and other	29		134
Net cash used in investing activities	Net cash used in investing activities	(122,284)		(187,949)		Net cash used in investing activities	(97,215)		(48,636)

Cash flows from financing activities:	Cash flows from financing activities:					Cash flows from financing activities:
Proceeds from issuance of long-term debt	Proceeds from issuance of long-term debt	50,058		2,894,134		Proceeds from issuance of long-term debt	—		50,084
Repayments of long-term debt	Repayments of long-term debt	(1,205,099)		(527,535)		Repayments of long-term debt	(12,500)		(1,166,737)
Proceeds from issuance of Wynn Resorts, Limited common stock	Proceeds from issuance of Wynn Resorts, Limited common stock	841,896		—		Proceeds from issuance of Wynn Resorts, Limited common stock	—		841,899
Repurchase of common stock	Repurchase of common stock	(4,563)		(8,437)		Repurchase of common stock	(11,667)		(4,356)
Finance lease payments	Finance lease payments	(7,784)		(74)		Finance lease payments	(4,443)		(3,881)
Proceeds from exercise of stock options		—		70
Distribution to noncontrolling interest						Distribution to noncontrolling interest	(9,279)		—
Contribution from noncontrolling interest						Contribution from noncontrolling interest	50,033		—
Dividends paid	Dividends paid	(388)		(108,074)		Dividends paid	(1,163)		(295)
Distribution to noncontrolling interest		(6,479)		(998)
Proceeds from issuance of subsidiary common stock		4,662		—
Payments for financing costs		(2,152)		(13,196)
Net cash (used in) provided by financing activities		(329,849)		2,235,890
Payments for debt financing costs						Payments for debt financing costs	(109)		(2,154)
Net cash provided by (used in) financing activities						Net cash provided by (used in) financing activities	10,872		(285,440)

Effect of exchange rate on cash, cash equivalents and restricted cash	Effect of exchange rate on cash, cash equivalents and restricted cash	1,641		4,341		Effect of exchange rate on cash, cash equivalents and restricted cash	(925)		(1,131)
(Decrease) increase in cash, cash equivalents and restricted cash		$	(677,299)	$	1,444,295
Decrease in cash, cash equivalents and restricted cash						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 ~~six~~three months ended ~~June 30, 2021,~~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 and~~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 six months ended June 30, 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.~~

Investing Activities

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

During the ~~construction~~three months ended March 31, 2022, we incurred capital expenditures of $67.8 million at our Las Vegas Operations primarily related to the ~~meeting and convention expansion at~~ Wynn Las Vegas ~~which opened in February 2020, as well as~~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~~expenditures.

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associated with maintaining and continually refining our world-class integrated resort properties. In light of the unprecedented COVID-19 pandemic and our focus on safeguarding the Company's operations and the well-being of our employees, we temporarily postponed major project capital expenditures for 2020.

During the ~~six~~three months ended ~~June 30,~~March 31, 2021, we incurred capital expenditures of ~~$54.6~~$19.8 million at our Las Vegas Operations, ~~primarily related to the Wynn Las Vegas room remodel,~~ and ~~$17.9~~$6.3 million at Encore Boston Harbor, ~~$13.6~~$7.4 million at Wynn Palace, and ~~$9.8~~$4.8 million at Wynn Macau, ~~primarily related to maintenance capital expenditures.~~

During the six months ended June 30, 2020, we incurred capital expenditures of $48.1 million at Encore Boston Harbor primarily for the payment of construction retention and other payables related to its construction, $57.5 million at our Las Vegas Operations for restaurant remodels and maintenance capital expenditures, $23.1 million for the construction of the additional meeting and convention space at Wynn Las Vegas, and $27.5 million and $32.5 million at Wynn Palace and Wynn Macau, respectively,each primarily related to maintenance capital expenditures.

Financing Activities

During the ~~six~~three months ended ~~June 30,~~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, ~~paid $464.7~~made a $438.6 million prepayment of outstanding principal owed under the Wynn Macau Term Loan, and made a $12.5 million quarterly amortization ~~payments~~payment under the WRF Term ~~Loan totaling $25.0 million.~~

During the six months ended June 30, 2020, we issued $750.0 million aggregate principal amount of WML 5 1/2% Senior Notes due 2026, issued $600.0 million aggregate principal amount of WRF 7 3/4% Senior Notes due 2025, borrowed $376.0 million, net of amounts repaid, under the Wynn Macau Revolver, borrowed $816.0 million under the WRF Revolver, prepaid $150.2 million of outstanding principal owed under the Wynn Macau Term Loan, and made quarterly amortization payments under the WRF Term Loan totaling $25.0 million. In addition, we used cash of $108.1 million for the payment of dividends.Loan.

Capital Resources

The COVID-19 pandemic has materially impacted and ~~will~~is likely to continue to materially impact, ~~materially,~~ our business, financial condition and results of operations. While we believe our ~~strong liquidity position~~unrestricted 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 ~~June 30, 2021~~March 31, 2022 (in thousands):

Total Cash and Cash Equivalents Revolver Borrowing Capacity
Wynn Resorts (Macau) S.A. and subsidiaries $ 253,025 $ 293,211
Wynn Macau, Limited and subsidiaries (1)
1,469,212 —
Wynn Resorts Finance, LLC (2)
272,277 834,195
Wynn Resorts, Limited and other 808,202 —
Total $ 2,802,716 $ 1,127,406


	Total Cash and Cash Equivalents		Revolver 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 other	641,564		—
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 revolver~~may 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~~borrowings 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 on a consolidated basis. The final maturity of all outstanding loans under the Revolving Facility is September 16, 2025.

On May 5, 2022, WM Cayman II and its lenders agreed to waive certain financial covenants ~~including, but not limited to, leverage ratio and interest coverage ratio tests (as defined~~ in the ~~Wynn Macau Credit Facilities) that could restrict~~facility agreement under the WM Cayman II Revolver in respect of the relevant periods ending on the 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, as guarantor, may be subject to certain restrictions on payments of dividends or distributions to its ~~ability~~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.

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make distributions to WML and incur additional indebtedness. Wynn Macau SA 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 June 30, 2021.

~~In January 2021, Wynn Macau SA prepaid approximately $412.5 million of the term loan outstanding under the Wynn Macau Credit Facilities using proceeds from WML senior notes issuances.~~

~~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 Senior 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 six months ended June 30, 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 June 30, 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 ~~WLV~~the 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.

Wynn Las Vegas is currently undergoing its planned room remodel, which we temporarily postponed during 2020. We expect to incur between ~~$150~~$50 million and ~~$170~~$60 million of remaining project costs related to this remodel, which we expect to complete during the ~~first~~second quarter of 2022.

We are currently reconfiguring the former Le Reve theater space at Wynn Las Vegas. The ~~Company repaid $716.0~~specially 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 under~~reconfigured theater and theatrical production, which we anticipate will open during the ~~WRF Revolver~~third 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, using~~the 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.

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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 approximately 58% equity interest (and approximately 72% voting interest) in Wynn Interactive. We expect the assets of the combined business to include approximately $634.0 million of net cash currently held by Austerlitz I. 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.

Other Factors Affecting Liquidity

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

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

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 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 ~~June 30, 2021,~~March 31, 2022, we had $800.1 million in repurchase authority remaining under the program. We did not repurchase shares under the repurchase program during the ~~six~~three months ended ~~June 30, 2021.~~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.

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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 June 30, 2021, we had outstanding letters of credit totaling $15.8 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 ~~six~~three months ended ~~June 30, 2021.~~March��31, 2022.

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

See related disclosure in Note 2, "Basis of Presentation and Significant Accounting Policies."

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~~Forward-Looking Statements~~

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, including the renewal or extension of the concession in Macau that expires on June 26, 2022;~~

•~~our dependence on key employees;~~

•~~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;~~

•~~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);

•~~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);~~

•~~our ability to protect our intellectual property rights; and~~

•~~our current and future insurance coverage levels.~~

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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 ~~June 30, 2021,~~March 31, 2022, approximately 77% of our long-term debt was based on fixed rates. Based on our borrowings as of ~~June 30, 2021,~~March 31, 2022, an assumed 100 basis point change in the variable rates would cause our annual interest expense to change by ~~$22.3~~$23.0 million.

In order to mitigate exposure to interest rate fluctuations on the Retail Term Loan, the Company entered into ~~a five year~~an 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, Limited~~the debt issued by WML is denominated in U.S. dollars. 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 ~~June 30, 2021,~~March 31, 2022, an assumed 1% change in the U.S. dollar/Hong Kong dollar exchange rate would cause a foreign currency transaction gain/loss of ~~$39.8~~$39.6 million.

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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 ~~submits~~furnishes 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 ~~submits~~furnishes 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.

Changes 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.

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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 ~~six~~three months ended ~~June 30, 2021.~~March 31, 2022.

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

Issuer Purchases of Equity Securities

The following table summarizes ~~the share repurchases~~shares we repurchased in satisfaction of employee tax withholding obligations ~~on vested~~upon the vesting of restricted stock during the ~~quarter~~three months ended ~~June 30, 2021:~~March 31, 2022:

For the Month Ended Number of Shares Repurchased Weighted Average Price Paid Per Share Approximate Dollar Value of Repurchased Shares
(in thousands)
April 30, 2021 369 $ 127.81 $ 47,160
May 31, 2021 459 $ 127.78 $ 58,651
June 30, 2021 768 $ 132.06 $ 101,426


For the Month Ended	Number of Shares Repurchased	Weighted Average Price Paid Per Share		Approximate Dollar Value of Repurchased Shares (in thousands)
January 31, 2022	113,708	$	85.50	$	9,722
February 28, 2022	7,080	$	86.85	$	615
March 31, 2022	16,297	$	81.64	$	1,330

None of the foregoing repurchases that occurred during the three months ended ~~June 30, 2021~~March 31, 2022 were part of the Company's publicly announced repurchase program. As of ~~June 30, 2021,~~March 31, 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.

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Item 6. Exhibits

(a)Exhibits


Exhibit No.						Description
3.1						Third Amended and Restated Articles of Incorporation of the Registrant. (Incorporated by reference from the Quarterly Report on Form 10-Q filed by the Registrant on May 8, 2015.)
3.2						Ninth Amended and Restated Bylaws of the Registrant. (Incorporated by reference from the Annual Report on Form 10-K filed by the Registrant on February 28, 2020.)
~~10.1~~*10.3.2						~~Fourth Amended~~Amendment to the Facility Agreement, dated as of May 5, 2022, by and ~~Restated~~among WM Cayman Holdings Limited II, as borrower, Wynn Macau, Limited, as guarantor, and Bank of China Limited, Macau Branch, as agent and a syndicate of lenders.
*10.7.4.1						First Amendment to Employment Agreement, dated as of ~~May 24, 2021,~~April 13, 2022, by and between Wynn Resorts, Limited and ~~Craig S. Billings. (Incorporated by reference from the Current Report on Form 8-K filed by the Registrant on May 28, 2021.)~~Julie Cameron-Doe.
*31.1						Certification of Chief Executive Officer of Periodic Report Pursuant to Rule 13a – 14(a) and Rule 15d – 14(a).
*31.2						Certification of Chief Financial Officer of Periodic Report Pursuant to Rule 13a – 14(a) and Rule 15d – 14(a).
*32						Certification of CEO and CFO Pursuant to 191 8 U.S.C. Section ~~1350.~~1350 (furnished herewith).
101						The 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 ~~June 30, 2021~~March 31, 2022 and December 31, ~~2020;~~2021; (ii) the Condensed Consolidated Statements of Operations for the three ~~and six~~ months ended ~~June 30, 2021~~March 31, 2022 and ~~2020;~~2021; (iii) the Condensed Consolidated Statements of Comprehensive Loss for the three ~~and six~~ months ended ~~June 30, 2021~~March 31, 2022 and ~~2020;~~2021; (iv) the Condensed Consolidated Statements of Stockholders' ~~Equity (Deficit)~~Deficit for the three ~~and six~~ months ended ~~June 30, 2021~~March 31, 2022 and ~~2020;~~2021; (v) the Condensed Consolidated Statements of Cash Flows for the ~~six~~three months ended ~~June 30, 2021~~March 31, 2022 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.
104						Cover 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.

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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: ~~August 6, 2021~~May 10, 2022

By:

/s/ ~~Craig S. Billings~~Julie Cameron-Doe

~~Craig S. Billings~~Julie Cameron-Doe

Chief Financial Officer

(Principal Financial and Accounting Officer)

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	For the Six Months Ended June 30, 2021
	Common stock
	Shares outstanding	Par value		Treasury stock		Additional paid-in capital		Accumulated other comprehensive income		Accumulated deficit		Total Wynn Resorts, Ltd. stockholders' equity (deficit)		Noncontrolling interests		Total stockholders' deficit
Balances, January 1, 2021	107,888,336	$	1,235	$	(1,422,531)	$	2,598,115	$	3,604	$	(1,532,420)	$	(351,997)	$	(385,320)	$	(737,317)
Net loss	—	—		—		—		—		(412,347)		(412,347)		(97,229)		(509,576)
Currency translation adjustment	—	—		—		—		2,689		—		2,689		1,053		3,742
Issuance of common stock, net of $17.7 million underwriter discounts, commissions and other expenses	7,475,000	75		—		841,821		—		—		841,896		—		841,896
Issuance of restricted stock	379,971	3		—		5,899		—		—		5,902		370		6,272
Cancellation of restricted stock	(19,534)	0		—		—		—		99		99		15		114
Shares repurchased by the Company and held as treasury shares	(39,790)	—		(4,563)		—		—		—		(4,563)		0		(4,563)
Distribution to noncontrolling interest	—	—		—		—		—		—		—		(6,479)		(6,479)
Subsidiary equity issuance	—	—		—		(20,211)		—		—		(20,211)		25,371		5,160
Stock-based compensation	—	—		—		41,284		—		—		41,284		5,628		46,912
Balances, June 30, 2021	115,683,983	$	1,313	$	(1,427,094)	$	3,466,908	$	6,293	$	(1,944,668)	$	102,752	$	(456,591)	$	(353,839)


	For the Six Months Ended June 30, 2020
	Common stock
	Shares outstanding	Par value		Treasury stock		Additional paid-in capital		Accumulated other comprehensive loss		Retained earnings (accumulated deficit)		Total Wynn Resorts, Ltd. stockholders' equity		Noncontrolling interests		Total stockholders' equity
Balances, January 1, 2020	107,363,943	$	1,228	$	(1,410,998)	$	2,512,676	$	(1,679)	$	641,818	$	1,743,045	$	(201,573)	$	1,541,472
Net loss	—	—		—		—		—		(1,039,601)		(1,039,601)		(145,521)		(1,185,122)
Currency translation adjustment	—	—		—		—		771		—		771		297		1,068
Issuance of restricted stock	661,015	6		—		6,703		—		—		6,709		818		7,527
Cancellation of restricted stock	(73,047)	—		—		—		—		—		—		—		—
Shares repurchased by the Company and held as treasury shares	(82,046)	—		(8,437)		—		—		—		(8,437)		141		(8,296)
Cash dividends declared	—	—		—		—		—		(107,307)		(107,307)		30		(107,277)
Distribution to noncontrolling interest	—	—		—		—		—		—		—		(998)		(998)
Stock-based compensation	—	—		—		24,339		—		—		24,339		1,485		25,824
Balances, June 30, 2020	107,869,865	$	1,234	$	(1,419,435)	$	2,543,718	$	(908)	$	(505,090)	$	619,519	$	(345,321)	$	274,198


	Total Cash and Cash Equivalents		Revolver Borrowing Capacity
Wynn Resorts (Macau) S.A. and subsidiaries	$	253,025	$	293,211
Wynn Macau, Limited and subsidiaries (1)	1,469,212		—
Wynn Resorts Finance, LLC (2)	272,277		834,195
Wynn Resorts, Limited and other	808,202		—
Total	$	2,802,716	$	1,127,406