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 September 30, ~~2021~~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 ~~October 26, 2021~~November 1, 2022
Common stock, par value $0.01						~~115,657,896~~113,313,591

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES

FORM 10-Q

INDEX


Part I.	Financial Information
Item 1.	Financial Statements
	Condensed Consolidated Balance Sheets - September 30, ~~2021~~2022 (unaudited) and December 31, ~~2020~~2021	3
	Condensed Consolidated Statements of Operations (unaudited) - Three and Nine Months Ended September 30, ~~2021~~2022 and ~~2020~~2021	4
	Condensed Consolidated Statements of Comprehensive Loss (unaudited) - Three and Nine Months Ended September 30, ~~2021~~2022 and ~~2020~~2021	5
	Condensed Consolidated Statements of Stockholders’ ~~Equity (Deficit)~~Deficit (unaudited) - Three and Nine Months Ended September 30, ~~2021~~2022 and ~~2020~~2021	6
	Condensed Consolidated Statements of Cash Flows (unaudited) - Nine Months Ended September 30, ~~2021~~2022 and ~~2020~~2021	8
	Notes to Condensed Consolidated Financial Statements (unaudited)	9
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	25
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	4847
Item 4.	Controls and Procedures	4948

Part II.	Other Information
Item 1.	Legal Proceedings	5049
Item 1A.	Risk Factors	5049
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	5049
Item 3.	Default Upon Senior Securities	49
Item 4.	Mine Safety Disclosures	49
Item 5.	Other Information	5049
Item 6.	Exhibits	5150
Signature		5251

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)


		September 30, 2021		December 31, 2020			September 30, 2022		December 31, 2021
		(unaudited)					(unaudited)
ASSETS	ASSETS					ASSETS
Current assets:	Current assets:					Current assets:
Cash and cash equivalents	Cash and cash equivalents	$	2,475,757	$	3,482,032	Cash and cash equivalents	$	1,943,505	$	2,522,530
Restricted cash	Restricted cash	3,618		—		Restricted cash	5,036		4,896
Accounts receivable, net of allowance for credit losses of $94,309 and $100,329		221,933		200,158
Accounts receivable, net of allowance for credit losses of $81,208 and $111,319						Accounts receivable, net of allowance for credit losses of $81,208 and $111,319	210,032		199,463
Inventories	Inventories	64,043		66,285		Inventories	68,310		69,967
Prepaid expenses and other	Prepaid expenses and other	90,535		64,672		Prepaid expenses and other	96,524		79,061
Total current assets	Total current assets	2,855,886		3,813,147		Total current assets	2,323,407		2,875,917
Property and equipment, net	Property and equipment, net	8,859,157		9,196,644		Property and equipment, net	8,498,814		8,765,308
Restricted cash	Restricted cash	3,779		4,352		Restricted cash	154,125		3,641
Goodwill and intangible assets, net	Goodwill and intangible assets, net	286,124		278,195		Goodwill and intangible assets, net	250,901		307,578
Operating lease assets	Operating lease assets	378,344		398,594		Operating lease assets	347,902		371,365
Other assets	Other assets	224,405		178,615		Other assets	204,196		207,017
Total assets	Total assets	$	12,607,695	$	13,869,547	Total assets	$	11,779,345	$	12,530,826
LIABILITIES AND STOCKHOLDERS' DEFICIT	LIABILITIES AND STOCKHOLDERS' DEFICIT					LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:	Current liabilities:					Current liabilities:
Accounts and construction payables	Accounts and construction payables	$	154,663	$	148,478	Accounts and construction payables	$	139,154	$	170,542
Customer deposits	Customer deposits	466,004		646,856		Customer deposits	436,198		436,388
Gaming taxes payable	Gaming taxes payable	51,908		66,346		Gaming taxes payable	34,038		73,173
Accrued compensation and benefits	Accrued compensation and benefits	180,504		126,846		Accrued compensation and benefits	171,383		206,225
Accrued interest	Accrued interest	143,341		136,421		Accrued interest	145,268		132,877
Current portion of long-term debt	Current portion of long-term debt	50,000		596,408		Current portion of long-term debt	546,078		50,000
Other accrued liabilities	Other accrued liabilities	240,172		159,533		Other accrued liabilities	162,917		218,675
Total current liabilities	Total current liabilities	1,286,592		1,880,888		Total current liabilities	1,635,036		1,287,880
Long-term debt	Long-term debt	11,693,785		12,469,362		Long-term debt	11,570,438		11,884,546
Long-term operating lease liabilities	Long-term operating lease liabilities	117,156		123,124		Long-term operating lease liabilities	108,094		115,187
Other long-term liabilities	Other long-term liabilities	102,751		133,490		Other long-term liabilities	62,740		79,428
Total liabilities	Total liabilities	13,200,284		14,606,864		Total liabilities	13,376,308		13,367,041
Commitments and contingencies (Note 15)		0		0
Commitments and contingencies (Note 16)						Commitments and contingencies (Note 16)
Stockholders' deficit:	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	—		—		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; 131,361,484 and 123,482,836 shares issued; 115,658,818 and 107,888,336 shares outstanding, respectively		1,314		1,235
Treasury stock, at cost; 15,702,666 and 15,594,500 shares, respectively		(1,433,535)		(1,422,531)
Common stock, par value $0.01; 400,000,000 shares authorized; 132,127,292 and 131,449,806 shares issued; 113,373,330 and 115,714,943 shares outstanding, respectively						Common stock, par value $0.01; 400,000,000 shares authorized; 132,127,292 and 131,449,806 shares issued; 113,373,330 and 115,714,943 shares outstanding, respectively	1,321		1,314
Treasury stock, at cost; 18,753,871 and 15,734,863 shares, respectively						Treasury stock, at cost; 18,753,871 and 15,734,863 shares, respectively	(1,614,997)		(1,436,373)
Additional paid-in capital	Additional paid-in capital	3,485,759		2,598,115		Additional paid-in capital	3,584,357		3,502,715
Accumulated other comprehensive income	Accumulated other comprehensive income	4,119		3,604		Accumulated other comprehensive income	10,388		6,004
Accumulated deficit	Accumulated deficit	(2,110,895)		(1,532,420)		Accumulated deficit	(2,744,222)		(2,288,078)
Total Wynn Resorts, Limited stockholders' deficit	Total Wynn Resorts, Limited stockholders' deficit	(53,238)		(351,997)		Total Wynn Resorts, Limited stockholders' deficit	(763,153)		(214,418)
Noncontrolling interests	Noncontrolling interests	(539,351)		(385,320)		Noncontrolling interests	(833,810)		(621,797)
Total stockholders' deficit	Total stockholders' deficit	(592,589)		(737,317)		Total stockholders' deficit	(1,596,963)		(836,215)
Total liabilities and stockholders' deficit	Total liabilities and stockholders' deficit	$	12,607,695	$	13,869,547	Total liabilities and stockholders' deficit	$	11,779,345	$	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 September 30,				Nine Months Ended September 30,					Three Months Ended September 30,				Nine Months Ended September 30,
		2021		2020		2021		2020			2022		2021		2022		2021
Operating revenues:	Operating revenues:									Operating revenues:
Casino	Casino	$	496,264	$	201,872	$	1,615,228	$	782,074	Casino	$	359,876	$	496,264	$	1,209,323	$	1,615,228
Rooms	Rooms	173,817		61,144		387,772		231,240		Rooms	197,212		173,817		568,886		387,772
Food and beverage	Food and beverage	217,501		76,586		435,152		250,007		Food and beverage	224,730		217,501		628,566		435,152
Entertainment, retail and other	Entertainment, retail and other	107,062		30,850		283,287		146,545		Entertainment, retail and other	107,904		107,062		345,113		283,287
Total operating revenues	Total operating revenues	994,644		370,452		2,721,439		1,409,866		Total operating revenues	889,722		994,644		2,751,888		2,721,439
Operating expenses:	Operating expenses:									Operating expenses:
Casino	Casino	315,316��		160,861		1,048,897		734,689		Casino	239,901		315,316		808,044		1,048,897
Rooms	Rooms	52,100		35,940		136,187		139,787		Rooms	67,689		52,100		191,474		136,187
Food and beverage	Food and beverage	163,655		76,536		354,709		314,335		Food and beverage	185,388		163,655		517,515		354,709
Entertainment, retail and other	Entertainment, retail and other	156,490		13,370		310,871		75,823		Entertainment, retail and other	72,964		156,490		236,853		310,871
General and administrative	General and administrative	197,350		160,896		574,669		547,305		General and administrative	201,275		197,350		598,433		574,669
Provision for credit losses	Provision for credit losses	(347)		11,588		7,461		60,548		Provision for credit losses	(8,186)		(347)		(11,331)		7,461
Pre-opening	Pre-opening	1,333		877		5,455		5,614		Pre-opening	6,447		1,333		13,396		5,455
Depreciation and amortization	Depreciation and amortization	177,110		183,486		545,538		541,498		Depreciation and amortization	172,502		177,110		520,026		545,538
Property charges and other	Property charges and other	15,301		9,905		26,569		43,701		Property charges and other	4,733		15,301		77,362		26,569
Total operating expenses	Total operating expenses	1,078,308		653,459		3,010,356		2,463,300		Total operating expenses	942,713		1,078,308		2,951,772		3,010,356
Operating loss	Operating loss	(83,664)		(283,007)		(288,917)		(1,053,434)		Operating loss	(52,991)		(83,664)		(199,884)		(288,917)
Other income (expense):	Other income (expense):									Other income (expense):
Interest income	Interest income	507		2,033		2,131		13,969		Interest income	6,892		507		10,863		2,131
Interest expense, net of amounts capitalized	Interest expense, net of amounts capitalized	(150,325)		(145,142)		(453,601)		(407,187)		Interest expense, net of amounts capitalized	(165,277)		(150,325)		(472,265)		(453,601)
Change in derivatives fair value	Change in derivatives fair value	1,176		4,675		6,557		(14,279)		Change in derivatives fair value	5,839		1,176		14,801		6,557
Loss on extinguishment of debt	Loss on extinguishment of debt	(738)		(3,139)		(2,060)		(4,601)		Loss on extinguishment of debt	—		(738)		—		(2,060)
Other	Other	(11,784)		412		(17,324)		12,980		Other	(864)		(11,784)		(26,090)		(17,324)
Other income (expense), net	Other income (expense), net	(161,164)		(141,161)		(464,297)		(399,118)		Other income (expense), net	(153,410)		(161,164)		(472,691)		(464,297)
Loss before income taxes	Loss before income taxes	(244,828)		(424,168)		(753,214)		(1,452,552)		Loss before income taxes	(206,401)		(244,828)		(672,575)		(753,214)
Provision for income taxes	Provision for income taxes	(1,155)		(407,365)		(2,345)		(564,103)		Provision for income taxes	(1,390)		(1,155)		(3,248)		(2,345)
Net loss	Net loss	(245,983)		(831,533)		(755,559)		(2,016,655)		Net loss	(207,791)		(245,983)		(675,823)		(755,559)
Less: net loss attributable to noncontrolling interests	Less: net loss attributable to noncontrolling interests	79,734		73,391		176,963		218,912		Less: net loss attributable to noncontrolling interests	64,899		79,734		219,556		176,963
Net loss attributable to Wynn Resorts, Limited	Net loss attributable to Wynn Resorts, Limited	$	(166,249)	$	(758,142)	$	(578,596)	$	(1,797,743)	Net loss attributable to Wynn Resorts, Limited	$	(142,892)	$	(166,249)	$	(456,267)	$	(578,596)
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	$	(1.45)	$	(7.10)	$	(5.10)	$	(16.85)	Basic	$	(1.27)	$	(1.45)	$	(4.00)	$	(5.10)
Diluted	Diluted	$	(1.45)	$	(7.10)	$	(5.10)	$	(16.85)	Diluted	$	(1.27)	$	(1.45)	$	(4.00)	$	(5.10)
Weighted average common shares outstanding:	Weighted average common shares outstanding:									Weighted average common shares outstanding:
Basic	Basic	114,655		106,783		113,420		106,720		Basic	112,709		114,655		114,061		113,420
Diluted	Diluted	114,655		106,783		113,420		106,720		Diluted	112,709		114,655		114,061		113,420
Dividends declared per common share		$	—	$	—	$	—	$	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 September 30,				Nine Months Ended September 30,					Three Months Ended September 30,				Nine Months Ended September 30,
		2021		2020		2021		2020			2022		2021		2022		2021
Net loss	Net loss	$	(245,983)	$	(831,533)	$	(755,559)	$	(2,016,655)	Net loss	$	(207,791)	$	(245,983)	$	(675,823)	$	(755,559)
Other comprehensive (loss) income:
Other comprehensive income (loss):										Other comprehensive income (loss):
Foreign currency translation adjustments, before and after tax	Foreign currency translation adjustments, before and after tax	(2,863)		14		879		1,082		Foreign currency translation adjustments, before and after tax	732		(2,863)		6,213		879
Total comprehensive loss	Total comprehensive loss	(248,846)		(831,519)		(754,680)		(2,015,573)		Total comprehensive loss	(207,059)		(248,846)		(669,610)		(754,680)
Less: comprehensive loss attributable to noncontrolling interests	Less: comprehensive loss attributable to noncontrolling interests	80,423		73,387		176,599		218,611		Less: comprehensive loss attributable to noncontrolling interests	64,726		80,423		217,727		176,599
Comprehensive loss attributable to Wynn Resorts, Limited	Comprehensive loss attributable to Wynn Resorts, Limited	$	(168,423)	$	(758,132)	$	(578,081)	$	(1,796,962)	Comprehensive loss attributable to Wynn Resorts, Limited	$	(142,333)	$	(168,423)	$	(451,883)	$	(578,081)

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 September 30, 2021																		For the Three Months Ended September 30, 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 (deficit)		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, July 1, 2021		115,683,983	$	1,313	$	(1,427,094)	$	3,466,908	$	6,293	$	(1,944,668)	$	102,752	$	(456,591)	$	(353,839)
Balances, July 1, 2022																			Balances, July 1, 2022	113,707,642	$	1,320	$	(1,585,678)	$	3,566,498	$	9,829	$	(2,601,331)	$	(609,362)	$	(764,892)	$	(1,374,254)
Net loss	Net loss	—	—		—		—		—		(166,249)		(166,249)		(79,734)		(245,983)		Net loss	—	—		—		—		—		(142,892)		(142,892)		(64,899)		(207,791)
Currency translation adjustment	Currency translation adjustment	—	—		—		—		(2,174)		—		(2,174)		(689)		(2,863)		Currency translation adjustment	—	—		—		—		559		—		559		173		732
Issuance of restricted stock	Issuance of restricted stock	48,435	1		—		(1)		—		—		—		—		—		Issuance of restricted stock	166,424	1		—		(1)		—		—		—		—		—
Cancellation of restricted stock	Cancellation of restricted stock	(5,224)	—		—		—		—		22		22		4		26		Cancellation of restricted stock	(3,674)	—		—		—		—		—		—		—		—
Shares repurchased by the Company and held as treasury shares	Shares repurchased by the Company and held as treasury shares	(68,376)	—		(6,441)		—		—		—		(6,441)		—		(6,441)		Shares repurchased by the Company and held as treasury shares	(497,062)	—		(29,319)		—		—		—		(29,319)		—		(29,319)
Distribution to noncontrolling interest	Distribution to noncontrolling interest	—	—		—		—		—		—		—		(5,364)		(5,364)		Distribution to noncontrolling interest	—	—		—		—		—		—		—		(4,982)		(4,982)
Subsidiary equity issuance																			Subsidiary equity issuance	—	—		—		1,627		—		—		1,627		(1,627)		—
Stock-based compensation	Stock-based compensation	—	—		—		18,852		—		—		18,852		3,023		21,875		Stock-based compensation	—	—		—		16,233		—		1		16,234		2,417		18,651
Balances, September 30, 2021		115,658,818	$	1,314	$	(1,433,535)	$	3,485,759	$	4,119	$	(2,110,895)	$	(53,238)	$	(539,351)	$	(592,589)
Balances, September 30, 2022																			Balances, September 30, 2022	113,373,330	$	1,321	$	(1,614,997)	$	3,584,357	$	10,388	$	(2,744,222)	$	(763,153)	$	(833,810)	$	(1,596,963)


		For the Three Months Ended September 30, 2020																		For the Three Months Ended September 30, 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 (deficit)		Noncontrolling interests		Total stockholders' equity (deficit)			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, July 1, 2020		107,869,865	$	1,234	$	(1,419,435)	$	2,543,718	$	(908)	$	(505,090)	$	619,519	$	(345,321)	$	274,198
Balances, July 1, 2021																			Balances, July 1, 2021	115,683,983	$	1,313	$	(1,427,094)	$	3,466,908	$	6,293	$	(1,944,668)	$	102,752	$	(456,591)	$	(353,839)
Net loss	Net loss	—	—		—		—		—		(758,142)		(758,142)		(73,391)		(831,533)		Net loss	—	—		—		—		—		(166,249)		(166,249)		(79,734)		(245,983)
Currency translation adjustment	Currency translation adjustment	—	—		—		—		10		—		10		4		14		Currency translation adjustment	—	—		—		—		(2,174)		—		(2,174)		(689)		(2,863)
Issuance of restricted stock	Issuance of restricted stock	182,087	2		—		(3)		—		—		(1)		—		(1)		Issuance of restricted stock	48,435	1		—		(1)		—		—		—		—		—
Cancellation of restricted stock	Cancellation of restricted stock	(164,633)	(2)		—		2		—		—		—		—		—		Cancellation of restricted stock	(5,224)	—		—		—		—		22		22		4		26
Shares repurchased by the Company and held as treasury shares	Shares repurchased by the Company and held as treasury shares	(15,021)	—		(1,100)		—		—		—		(1,100)		—		(1,100)		Shares repurchased by the Company and held as treasury shares	(68,376)	—		(6,441)		—		—		—		(6,441)		—		(6,441)
Cash dividends declared		—	—		—		—		—		285		285		15		300
Distribution to noncontrolling interest	Distribution to noncontrolling interest	—	—		—		—		—		—		—		(998)		(998)		Distribution to noncontrolling interest	—	—		—		—		—		—		—		(5,364)		(5,364)
Stock-based compensation	Stock-based compensation	—	—		—		10,726		—		—		10,726		1,763		12,489		Stock-based compensation	—	—		—		18,852		—		—		18,852		3,023		21,875
Balances, September 30, 2020		107,872,298	$	1,234	$	(1,420,535)	$	2,554,443	$	(898)	$	(1,262,947)	$	(128,703)	$	(417,928)	$	(546,631)
Balances, September 30, 2021																			Balances, September 30, 2021	115,658,818	$	1,314	$	(1,433,535)	$	3,485,759	$	4,119	$	(2,110,895)	$	(53,238)	$	(539,351)	$	(592,589)

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) (continued)~~DEFICIT

(in thousands, except share data)

(unaudited)


		For the Nine Months Ended September 30, 2021																		For the Nine Months Ended September 30, 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 (deficit)		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, 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)
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	—	—		—		—		—		(578,596)		(578,596)		(176,963)		(755,559)		Net loss	—	—		—		—		—		(456,267)		(456,267)		(219,556)		(675,823)
Currency translation adjustment	Currency translation adjustment	—	—		—		—		515		—		515		364		879		Currency translation adjustment	—	—		—		—		4,384		—		4,384		1,829		6,213
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	Issuance of restricted stock	428,406	4		—		5,898		—		—		5,902		370		6,272		Issuance of restricted stock	763,660	8		—		9,280		—		—		9,288		—		9,288
Cancellation of restricted stock	Cancellation of restricted stock	(24,758)	—		—		—		—		121		121		19		140		Cancellation of restricted stock	(86,174)	(1)		—		1		—		—		—		—		—
Shares repurchased by the Company and held as treasury shares	Shares repurchased by the Company and held as treasury shares	(108,166)	—		(11,004)		—		—		—		(11,004)		—		(11,004)		Shares repurchased by the Company and held as treasury shares	(3,019,099)	—		(178,624)		—		—		—		(178,624)		—		(178,624)
Distribution to noncontrolling interest	Distribution to noncontrolling interest	—	—		—		—		—		—		—		(11,843)		(11,843)		Distribution to noncontrolling interest	—	—		—		—		—		—		—		(21,505)		(21,505)
Contribution from noncontrolling interest																			Contribution from noncontrolling interest	—	—		—		48,559		—		—		48,559		1,474		50,033
Subsidiary equity issuance	Subsidiary equity issuance	—	—		—		(20,211)		—		—		(20,211)		25,371		5,160		Subsidiary equity issuance	—	—		—		(15,123)		—		—		(15,123)		18,019		2,896
Stock-based compensation	Stock-based compensation	—	—		—		60,136		—		—		60,136		8,651		68,787		Stock-based compensation	—	—		—		38,925		—		123		39,048		7,726		46,774
Balances, September 30, 2021		115,658,818	$	1,314	$	(1,433,535)	$	3,485,759	$	4,119	$	(2,110,895)	$	(53,238)	$	(539,351)	$	(592,589)
Balances, September 30, 2022																			Balances, September 30, 2022	113,373,330	$	1,321	$	(1,614,997)	$	3,584,357	$	10,388	$	(2,744,222)	$	(763,153)	$	(833,810)	$	(1,596,963)


		For the Nine Months Ended September 30, 2020																		For the Nine Months Ended September 30, 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 (deficit)		Noncontrolling interests		Total stockholders' equity (deficit)			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, 2020		107,363,943	$	1,228	$	(1,410,998)	$	2,512,676	$	(1,679)	$	641,818	$	1,743,045	$	(201,573)	$	1,541,472
Balances, January 1, 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	—	—		—		—		—		(1,797,743)		(1,797,743)		(218,912)		(2,016,655)		Net loss	—	—		—		—		—		(578,596)		(578,596)		(176,963)		(755,559)
Currency translation adjustment	Currency translation adjustment	—	—		—		—		781		—		781		301		1,082		Currency translation adjustment	—	—		—		—		515		—		515		364		879
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		—		841,821		—		—		841,896		—		841,896
Issuance of restricted stock	Issuance of restricted stock	843,102	8		—		6,700		—		—		6,708		818		7,526		Issuance of restricted stock	428,406	4		—		5,898		—		—		5,902		370		6,272
Cancellation of restricted stock	Cancellation of restricted stock	(237,680)	(2)		—		2		—		—		—		—		—		Cancellation of restricted stock	(24,758)	—		—		—		—		121		121		19		140
Shares repurchased by the Company and held as treasury shares	Shares repurchased by the Company and held as treasury shares	(97,067)	—		(9,537)		—		—		—		(9,537)		141		(9,396)		Shares repurchased by the Company and held as treasury shares	(108,166)	—		(11,004)		—		—		—		(11,004)		—		(11,004)
Cash dividends declared		—	—		—		—		—		(107,022)		(107,022)		45		(106,977)
Distribution to noncontrolling interest	Distribution to noncontrolling interest	—	—		—		—		—		—		—		(1,996)		(1,996)		Distribution to noncontrolling interest	—	—		—		—		—		—		—		(11,843)		(11,843)
Subsidiary equity issuance																			Subsidiary equity issuance	—	—		—		(20,211)		—		—		(20,211)		25,371		5,160
Stock-based compensation	Stock-based compensation	—	—		—		35,065		—		—		35,065		3,248		38,313		Stock-based compensation	—	—		—		60,136		—		—		60,136		8,651		68,787
Balances, September 30, 2020		107,872,298	$	1,234	$	(1,420,535)	$	2,554,443	$	(898)	$	(1,262,947)	$	(128,703)	$	(417,928)	$	(546,631)
Balances, September 30, 2021																			Balances, September 30, 2021	115,658,818	$	1,314	$	(1,433,535)	$	3,485,759	$	4,119	$	(2,110,895)	$	(53,238)	$	(539,351)	$	(592,589)

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 CASH FLOWS

(in thousands)

(unaudited)


		Nine Months Ended September 30,					Nine Months Ended September 30,
		2021		2020			2022		2021
Cash flows from operating activities:	Cash flows from operating activities:					Cash flows from operating activities:
Net loss	Net loss	$	(755,559)	$	(2,016,655)	Net loss	$	(675,823)	$	(755,559)
Adjustments to reconcile net loss to net cash used in operating activities:	Adjustments to reconcile net loss to net cash used in operating activities:					Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	Depreciation and amortization	545,538		541,498		Depreciation and amortization	520,026		545,538
Deferred income taxes	Deferred income taxes	(527)		562,262		Deferred income taxes	1,188		(527)
Stock-based compensation expense	Stock-based compensation expense	75,033		40,501		Stock-based compensation expense	48,569		75,033
Amortization of debt issuance costs	Amortization of debt issuance costs	19,891		21,770		Amortization of debt issuance costs	21,859		19,891
Loss on extinguishment of debt	Loss on extinguishment of debt	2,060		4,601		Loss on extinguishment of debt	—		2,060
Provision for credit losses	Provision for credit losses	7,461		60,548		Provision for credit losses	(11,331)		7,461
Change in derivatives fair value	Change in derivatives fair value	(6,557)		14,279		Change in derivatives fair value	(14,801)		(6,557)
Property charges and other	Property charges and other	43,893		30,721		Property charges and other	103,452		43,893
Increase (decrease) in cash from changes in:	Increase (decrease) in cash from changes in:					Increase (decrease) in cash from changes in:
Receivables, net	Receivables, net	(29,729)		105,879		Receivables, net	341		(29,729)
Inventories, prepaid expenses and other	Inventories, prepaid expenses and other	(38,377)		15,923		Inventories, prepaid expenses and other	(7,199)		(38,377)
Customer deposits	Customer deposits	(178,959)		45,852		Customer deposits	1,731		(178,959)
Accounts payable and accrued expenses	Accounts payable and accrued expenses	99,000		(208,258)		Accounts payable and accrued expenses	(141,050)		99,000
Net cash used in operating activities	Net cash used in operating activities	(216,832)		(781,079)		Net cash used in operating activities	(153,038)		(216,832)
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	(213,088)		(261,093)		Capital expenditures, net of construction payables and retention	(273,251)		(213,088)
Purchase of intangible and other assets	Purchase of intangible and other assets	(19,741)		—		Purchase of intangible and other assets	(10,919)		(19,741)
Proceeds from sale of assets and other	Proceeds from sale of assets and other	3,689		3,733		Proceeds from sale of assets and other	485		3,689
Net cash used in investing activities	Net cash used in investing activities	(229,140)		(257,360)		Net cash used in investing activities	(283,685)		(229,140)
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	1,141,026		3,919,377		Proceeds from issuance of long-term debt	211,435		1,141,026
Repayments of long-term debt	Repayments of long-term debt	(2,477,690)		(1,540,609)		Repayments of long-term debt	(37,500)		(2,477,690)
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	—		841,896
Repurchase of common stock	Repurchase of common stock	(11,004)		(9,537)		Repurchase of common stock	(178,624)		(11,004)
Proceeds from issuance of subsidiary common stock						Proceeds from issuance of subsidiary common stock	2,895		4,662
Proceeds from sale of additional interest in joint venture						Proceeds from sale of additional interest in joint venture	50,033		—
Distribution to noncontrolling interest						Distribution to noncontrolling interest	(21,505)		(11,843)
Dividends paid						Dividends paid	(1,316)		(932)
Finance lease payments	Finance lease payments	(11,709)		(2,194)		Finance lease payments	(12,812)		(11,709)
Proceeds from exercise of stock options		—		70
Dividends paid		(932)		(108,282)
Distribution to noncontrolling interest		(11,843)		(1,996)
Proceeds from issuance of subsidiary common stock		4,662		—
Payments for debt financing costs		(29,975)		(20,350)
Net cash (used in) provided by financing activities		(555,569)		2,236,479
Payments for financing costs						Payments for financing costs	(3,165)		(29,975)
Net cash provided by (used in) financing activities						Net cash provided by (used in) financing activities	9,441		(555,569)
Effect of exchange rate on cash, cash equivalents and restricted cash	Effect of exchange rate on cash, cash equivalents and restricted cash	(1,689)		3,412		Effect of exchange rate on cash, cash equivalents and restricted cash	(1,119)		(1,689)
Cash, cash equivalents and restricted cash:	Cash, cash equivalents and restricted cash:					Cash, cash equivalents and restricted cash:
(Decrease) increase in cash, cash equivalents and restricted cash		(1,003,230)		1,201,452
Decrease in cash, cash equivalents and restricted cash						Decrease in cash, cash equivalents and restricted cash	(428,401)		(1,003,230)
Balance, beginning of period	Balance, beginning of period	3,486,384		2,358,292		Balance, beginning of period	2,531,067		3,486,384
Balance, end of period	Balance, end of period	$	2,483,154	$	3,559,744	Balance, end of period	$	2,102,666	$	2,483,154

Supplemental cash flow disclosures:	Supplemental cash flow disclosures:					Supplemental cash flow disclosures:
Cash paid for interest, net of amounts capitalized	Cash paid for interest, net of amounts capitalized	$	426,462	$	313,696	Cash paid for interest, net of amounts capitalized	$	437,760	$	426,462
Liability settled with shares of common stock	Liability settled with shares of common stock	$	6,272	$	6,720	Liability settled with shares of common stock	$	9,287	$	6,272
Accounts and construction payables related to property and equipment	Accounts and construction payables related to property and equipment	$	70,844	$	85,585	Accounts and construction payables related to property and equipment	$	27,603	$	70,844
Other liabilities related to intangible assets	Other liabilities related to intangible assets	$	12,335	$	12,880	Other liabilities related to intangible assets	$	4,163	$	12,335
Finance lease liabilities arising from obtaining finance lease assets	Finance lease liabilities arising from obtaining finance lease assets	$	7,423	$	42,432	Finance lease liabilities arising from obtaining finance lease assets	$	4,778	$	7,423

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

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

Note 1 - Organization

Organization

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

In the Macau Special Administrative Region ("Macau") of the People's Republic of China ("~~Macau"~~PRC"), the Company owns approximately 72% of Wynn Macau, Limited ("WML"), which includes the operations of the Wynn Palace and Wynn Macau resorts. The Company refers to Wynn Palace and Wynn Macau as its Macau Operations. In Las Vegas, Nevada, the Company operates and, with the exception of certain retail space, owns 100% of Wynn Las Vegas. Additionally, the Company is a 50.1% owner and managing member of a joint venture that owns and leases certain retail space at Wynn Las Vegas (the "Retail Joint Venture"). The Company refers to Wynn Las Vegas, Encore, an expansion at Wynn Las Vegas, and the Retail Joint Venture as its Las Vegas Operations. ~~On June 23, 2019,~~In Everett, Massachusetts, the Company ~~opened~~owns 100% of and operates Encore Boston Harbor, an integrated ~~resort~~resort. The Company also holds an approximately 85% interest in, ~~Everett, Massachusetts, that is owned 100% by the Company. In October 2020,~~and consolidates, Wynn Interactive Ltd. ("Wynn Interactive") ~~was formed~~, through ~~the merger of the Company's U.S.~~which it operates online sports betting, ~~and~~ gaming, ~~business,~~and social casino business, and Wynn Resorts' strategic partner, BetBull Limited ("BetBull"). Wynn Resorts holds an approximately 74% interest in, and consolidates, Wynn Interactive. The results of Wynn Interactive's operations are presented within Corporate and other in the accompanying condensed consolidated financial statements, except where otherwise noted.businesses.

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 each has 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, or when travel restrictions may be fully lifted thereafter.

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, and mandatory quarantine, 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 ~~some~~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. Given the~~adverse and evolving conditions created by and in response to the COVID-19 pandemic ~~measures that have been lifted~~ may cause these restrictions and conditions to be ~~reintroduced if there are adverse developments~~reintroduced. For example, in ~~the COVID-19 situation~~response to an outbreak in Macau ~~and other regions with access to~~which initially commenced in mid-June 2022, the Macau government extended its COVID-19 containment measures, which included the closures of gaming operations in full as of July 11, 2022, and the ~~Company is currently unable to determine when protective measures~~closure and the ~~suspension~~limiting of ~~certain offerings~~the opening hours and/or operational capacity of various areas and facilities in Macau. On July 23, 2022, gaming operations at Wynn Palace and Wynn Macau resumed on a limited basis. Certain travel-related restrictions and conditions, which continue to reduce visitation and impact our financial results, remain in effect at ~~our Macau Operations will be lifted.~~the present time. 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~~containment measures, management cannot predict whether future closures, in full or in part, will occur in our properties, and cannot reasonably estimate the impact to the Company's future results of operations, cash flows, or financial condition.

~~Las Vegas Operations and Encore Boston Harbor~~Liquidity

~~In response~~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 September 30, 2022, the Company had total cash and cash equivalents, excluding restricted cash, of $1.94 billion, and $835.6 million of available borrowing capacity under the WRF Revolver. As of September 30, 2022, the WM Cayman II Revolver was fully drawn. 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 for the foreseeable future. Given the Company's liquidity position as of September 30, 2022, the Company believes it will be able to support continuing operations and respond to the COVID-19 outbreak, the Company’s Las Vegas Operations and Encore Boston Harbor 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. Over the coursecontinuing impact of the ~~nine months ended September 30, 2021,~~COVID-19 pandemic and related economic disruptions.

Macau Gaming Concession

On June 23, 2022, Wynn Resorts (Macau) S.A. ("WRM") and the ~~Company's Las Vegas Operations and Encore Boston Harbor have each incrementally resumed full operations, including reopening~~Macau government entered into a concession extension agreement (the "Concession Extension Agreement"), pursuant to which the expiration date of WRM's gaming ~~areas~~concession was extended from June 26, 2022 to ~~100% of capacity and restoring seven-day-per-week hotel operations,~~December 31, 2022. Under the Concession Extension Agreement, WRM paid the Macau government MOP47.0 million (approximately $6.0 million) as ~~permitted by governmental authorities~~a contract premium for the extension, and in ~~response to increased customer demand. Given~~September 2022 provided a first demand bank guarantee of MOP1,210.0 million (approximately $149.7 million) in favor of the Macau government for securing the fulfillment of its labor liabilities upon the expiration of the Concession Extension Agreement.

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

~~evolving conditions created by~~In order to enable WRM to fulfill the relevant requirements to become eligible to obtain a concession extension, each of WRM and ~~in response~~Palo Real Estate Company Limited ("Palo") (the land concessionaires of Wynn Macau and Wynn Palace, respectively) entered into a letter of undertaking, pursuant to ~~the COVID-19 pandemic, measures that have been lifted may be reintroduced if there are adverse developments in the COVID-19 situation,~~which each of WRM and ~~management cannot reasonably estimate the impact of such developments~~Palo has undertaken, pursuant to ~~the Company's future results of operations, cash flows, or financial condition.~~

~~Liquidity~~

As of September 30, 2021, the Company had total cash and cash equivalents, excluding restricted cash, of $2.48 billion, and had access to $834.2 million of available borrowing capacity from the WRF Revolving Facility and $413.1 million of available borrowing capacity from the WM Cayman II Revolver (as defined and discussed further in Note 7, "Long-Term Debt"). The Company has suspended its dividend program. Given the Company's liquidity position as of September 30, 2021, the Company believes it is able to support continuing operations and respond to the current COVID-19 pandemic challenges.

~~Macau Gaming Concession~~

~~The term~~Article 40 of the ~~Company's~~Macau gaming law and Clause 43 of the 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 transferredto revert to the Macau government relevant gaming equipment and gaming areas at Wynn Macau and Wynn Palace, without compensation ~~on that date~~ and free of encumbrance upon the ~~Company will cease to generate gaming revenues from its Macau Operations. In addition, under~~expiration of the concession agreement term, as amended by the Concession Extension Agreement.

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

~~The Company is monitoring developments with respect~~In June 2022, the Macau government published amendments to the Macau ~~government's~~gaming law approved by the Macau Legislative Assembly. These amendments include, for example, the awarding of up to six gaming concessions with a term up to ten years with a maximum three-year extension possible, and an increase in the minimum capital requirement applicable to concession ~~renewal~~holders to MOP5.0 billion (approximately $625.0 million), an increase in the percentage of the share capital of the concessionaire that must be held by the local managing director to 15% from 10% and a prohibition on revenue sharing arrangements between gaming promoters and concession holders. On July 27, 2022, the Macau government officially launched the public tender process for the awarding of concessions for the operation of games of chance or ~~extension process, and at~~other games in casinos. On September 13, 2022, WRM submitted its tender to the Macau government. At this time the Company believes that its concession agreement will be further extended, renewed or ~~extended~~replaced by a new gaming concession agreement beyond ~~June 26,~~December 31, 2022. ~~The failure~~However, it is possible the Macau government could further change or interpret the associated gaming laws in a manner that could negatively impact the Company.

If the Company is unable to further extend or renew ~~the Company's~~its concession agreement or obtain a new gaming concession ~~and the resulting ability of~~agreement, an election by the WML Senior ~~Note~~Notes 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~~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. Closing of the proposed business combination is subject to approval by Austerlitz I's stockholders, gaming regulatory approval and other customary closing conditions.

Note 2 - Basis of Presentation and Significant Accounting Policies

Basis of Presentation

The accompanying condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles ("GAAP") have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures herein

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~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

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

~~(unaudited)~~

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 nine months ended September 30, ~~2021~~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,~~17, "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.

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

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.

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 ~~$188.7~~$105.2 million and ~~$66.1~~$188.7 million for the three months ended September 30, ~~2021~~2022 and ~~2020,~~2021, respectively, and ~~$637.9~~$388.4 million and ~~$332.5~~$637.9 million for the nine months ended September 30, ~~2021~~2022 and ~~2020,~~2021, respectively.

Recently Issued Accounting Standards

In March 2020, the FASB issued ASU No. 2020-04, "Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting" ("ASU 2020-04"). ASU 2020-04 provides optional expedients and exceptions for applying 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~~We plan to apply this guidance to applicable contracts and instruments if, and when, they are modified. Adoption of the new guidance ~~will~~is not expected to have a material effect on ~~its~~the Company's 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):


		September 30, 2021		December 31, 2020			September 30, 2022		December 31, 2021
Cash and cash equivalents:	Cash and cash equivalents:					Cash and cash equivalents:
Cash (1)	Cash (1)	$	2,054,901	$	2,501,452	Cash (1)	$	1,239,629	$	2,021,553
Cash equivalents (2)	Cash equivalents (2)	420,856		980,580		Cash equivalents (2)	703,876		500,977
Total cash and cash equivalents	Total cash and cash equivalents	2,475,757		3,482,032		Total cash and cash equivalents	1,943,505		2,522,530
Restricted cash (3)	Restricted cash (3)	7,397		4,352		Restricted cash (3)	159,161		8,537
Total cash, cash equivalents and restricted cash	Total cash, cash equivalents and restricted cash	$	2,483,154	$	3,486,384	Total cash, cash equivalents and restricted cash	$	2,102,666	$	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, cash held in a trust in accordance with WML's share award plan, and as of September 30, 2022 includes $149.7 million in the form of a bank guarantee in favor of the Macau government for securing the fulfillment of its labor liabilities upon the expiration of the Concession Extension Agreement.						(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, cash held in a trust in accordance with WML's share award plan, and as of September 30, 2022 includes $149.7 million in the form of a bank guarantee in favor of the Macau government for securing the fulfillment of its labor liabilities upon the expiration of the Concession Extension Agreement.

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Note 4 - Receivables, net

Accounts Receivable and Credit Risk

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


		September 30, 2021		December 31, 2020			September 30, 2022		December 31, 2021
Casino	Casino	$	217,788	$	207,823	Casino	$	186,037	$	199,030
Hotel	Hotel	23,593		7,075		Hotel	34,606		36,749
Other	Other	74,861		85,589		Other	70,597		75,003
		316,242		300,487			291,240		310,782
Less: allowance for credit losses	Less: allowance for credit losses	(94,309)		(100,329)		Less: allowance for credit losses	(81,208)		(111,319)
		$	221,933	$	200,158		$	210,032	$	199,463

As of September 30, ~~2021~~2022 and December 31, ~~2020,~~2021, approximately ~~72.8%~~65.6% 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.

The Company’s allowance for casino credit losses was ~~42.2%~~41.7% and ~~47.2%~~53.7% of gross casino receivables as of September 30, ~~2021~~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):


							September 30,
		September 30, 2021		September 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	7,461		60,548		Provision for credit losses	(11,331)		7,461
Write-offs	Write-offs	(14,022)		(1,233)		Write-offs	(22,507)		(14,022)
Recoveries of receivables previously written off	Recoveries of receivables previously written off	736		228		Recoveries of receivables previously written off	4,103		736
Effect of exchange rate	Effect of exchange rate	(195)		129		Effect of exchange rate	(376)		(195)
Balance at end of period	Balance at end of period	$	94,309	$	98,989	Balance at end of period	$	81,208	$	94,309

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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):


		September 30, 2021		December 31, 2020			September 30, 2022		December 31, 2021
Buildings and improvements	Buildings and improvements	$	9,794,863	$	9,758,846	Buildings and improvements	$	9,833,144	$	9,785,514
Land and improvements	Land and improvements	1,277,046		1,265,510		Land and improvements	1,297,539		1,278,010
Furniture, fixtures and equipment	Furniture, fixtures and equipment	3,099,055		3,093,481		Furniture, fixtures and equipment	3,111,425		3,067,793
Airplanes	Airplanes	110,623		110,623		Airplanes	110,623		110,623
Construction in progress	Construction in progress	194,912		136,390		Construction in progress	224,521		250,378
		14,476,499		14,364,850			14,577,252		14,492,318
Less: accumulated depreciation	Less: accumulated depreciation	(5,617,342)		(5,168,206)		Less: accumulated depreciation	(6,078,438)		(5,727,010)
		$	8,859,157	$	9,196,644		$	8,498,814	$	8,765,308

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

As of September 30, ~~2021 and~~2022, construction in progress consisted primarily of costs capitalized for various capital enhancements at the Company's properties, including reconfiguring the theater space at Wynn Las Vegas to host an all-new, exclusive theatrical production, Awakening, which premiered in November 2022. As of 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.~~remodel, which was placed in service during the second quarter of 2022.

Depreciation expense for the three months ended September 30, 2022 and 2021 ~~and 2020~~ was ~~$169.7~~$161.7 million and ~~$177.3~~$169.7 million, respectively, and depreciation expense for the nine months ended September 30, 2022 and 2021 ~~and 2020~~ was ~~$523.6~~$492.1 million and ~~$522.4~~$523.6 million, respectively.

~~Note 6 - Goodwill~~Encore Boston Harbor Real Estate Sale and Leaseback

~~The following table shows~~On February 14, 2022, Wynn MA, LLC, the ~~movement~~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 is currently expected to take place in the ~~Company's goodwill balance that occurred during~~fourth quarter of 2022 subject to the ~~nine-month period (in thousands):~~



~~Balance as of January 1, 2021~~	$	~~144,094~~
~~Foreign currency translation~~	~~(4,167)~~
~~Balance as of September 30, 2021~~	$	~~139,927~~

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.

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Note 76 - ~~Long-Term Debt~~Goodwill and Intangible Assets, net

~~Long-term debt consisted of~~The following table shows the ~~following~~movement in the Company's goodwill and intangible assets balances that occurred during the periods presented (in thousands):

September 30,
2021 December 31,
2020
Macau Related:
Wynn Macau Credit Facilities (1):
Wynn Macau Term Loan, due 2022 $ — $ 1,268,106
Wynn Macau Revolver, due 2022 — 407,443
WM Cayman II Revolver, due 2025 (2)
1,089,143 —
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 (3):
WRF Term Loan, due 2024 900,000 937,500
WRF Revolver, due 2024 — 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 (4)
615,000 615,000
11,814,143 13,154,049
Less: Unamortized debt issuance costs and original issue discounts and premium, net (70,358) (88,279)
11,743,785 13,065,770
Less: Current portion of long-term debt (50,000) (596,408)
Total long-term debt, net of current portion $ 11,693,785 $ 12,469,362

~~(1) In September 2021, the Company prepaid the aggregate amount of $1.26 billion of borrowings outstanding under Wynn Macau Credit Facilities.~~

(2) 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 $226.5 million and $862.6 million 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 September 30, 2021, the weighted average interest rate was approximately 2.69%. As of September 30, 2021, the available borrowing capacity under the WM Cayman II Revolver was $413.1 million.

(3) The WRF Credit Facilities bear interest at a rate of LIBOR plus 1.75% per year. As of September 30, 2021, the weighted average interest rate was approximately 1.84%. Additionally, as of September 30, 2021, the available borrowing capacity under the WRF Revolver was $834.2 million, net of $15.8 million in outstanding letters of credit.

~~(4) The Retail Term Loan bears interest at a rate of LIBOR plus 1.70% per year. As of September 30, 2021, the effective interest rate was 2.70%.~~


	September 30, 2022		December 31, 2021
Finite-lived intangible assets:
Macau gaming concession	$	5,964	$	42,300
Less: accumulated amortization	(2,982)		(41,114)
	2,982		1,186

Massachusetts gaming license	117,700		117,700
Less: accumulated amortization	(25,676)		(19,791)
	92,024		97,909

Other finite-lived intangible assets	63,717		76,317
Less: accumulated amortization	(6,738)		(5,969)
	56,979		70,348

Total finite-lived intangible assets	151,985		169,443

Indefinite-lived intangible assets:
Water rights and other	8,397		8,397
Total indefinite-lived intangible assets	8,397		8,397

Goodwill:
Balance at beginning of year	129,738		144,095
Foreign currency translation	(1,458)		(4,103)
Impairment	(37,761)		(10,254)
Balance at end of period	90,519		129,738

Total goodwill and intangible assets, net	$	250,901	$	307,578

~~WM Cayman II Revolver~~

The finite-lived intangible asset pertaining to the Company's original Macau gaming concession was acquired in 2004 and was amortized over the 20 year life of the original concession, which expired on June 26, 2022. On ~~September 16, 2021, WM Cayman Holdings Limited II, an indirect wholly owned subsidiary of WML, as borrower ("WM Cayman II") and WML as guarantor, each an indirect subsidiary of Wynn Resorts,~~June 23, 2022, a Concession Extension Agreement was entered into ~~a facility agreement with, among others, Bank of China Limited,~~between the Macau ~~Branch as agent~~Government and ~~a syndicate of lenders (the "Facility Agreement"),~~WRM, pursuant to which the ~~lenders~~gaming concession of WRM has been extended from June 26, 2022 to December 31, 2022, in exchange for a payment to the Macau government equivalent to $6.0 million. The Company expects that amortization of the Macau gaming concession will ~~make available~~be $3.0 million for the fourth quarter of 2022.

The Massachusetts gaming license is a finite-lived intangible asset that is being amortized over the 15 year life of the license. The Company expects that amortization of the Massachusetts gaming license will be $2.0 million for the fourth quarter of 2022, $7.8 million each year from 2023 through 2033, and $3.8 million in ~~an aggregate amount~~2034.

During the three months ended June 30, 2022, as a result of ~~$1.50 billion equivalent revolving unsecured credit facility consisting~~management's decision to cease the operations of ~~one tranche in an amount~~Betbull Limited ("BetBull"), a subsidiary of ~~$312.5~~Wynn Interactive, the Company impaired its trademark and customer list totaling $10.3 million and ~~one tranche in an amount~~impaired the remaining balance of ~~HK$9.26 billion (approximately $1.19 billion)~~goodwill related to ~~WM Cayman II (the "WM Cayman II Revolver"). WM Cayman II has~~ the ~~ability to upsize the total WM Cayman II Revolver by an additional $1.00 billion equivalent under the Facility Agreement and related agreements upon the satisfaction of various conditions.~~BetBull reporting unit totaling $7.5 million.

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

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

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. Impairment of goodwill and intangible assets 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):


	September 30, 2022		December 31, 2021
Macau Related:
WM Cayman II Revolver, due 2025 (1)	$	1,492,465	$	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	850,000		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
	12,167,465		12,000,266
Less: Unamortized debt issuance costs and original issue discounts and premium, net	(50,949)		(65,720)
	12,116,516		11,934,546
Less: Current portion of long-term debt	(546,078)		(50,000)
Total long-term debt, net of current portion	$	11,570,438	$	11,884,546

(1) The ~~final maturity of all outstanding loans~~borrowings under the WM Cayman II Revolver ~~is September 16, 2025 (or if September 16, 2025 is not~~bear interest at LIBOR or HIBOR plus a ~~business day,~~margin of 1.875% to 2.875% per annum based on WM Cayman II’s leverage ratio on a consolidated basis, subject to a floor on the ~~next business day in the relevant calendar month), by which time any outstanding borrowings from~~interest rate margin of 2.625% per annum through June 30, 2023. Approximately $312.5 million and $1.18 billion of the WM Cayman II Revolver ~~must be repaid.~~bears interest at a rate of LIBOR plus 2.875% per year and HIBOR plus 2.875% per year, respectively. As of September 30, 2022, the weighted average interest rate was approximately 5.51%. As of September 30, 2022, the WM Cayman II Revolver was fully drawn.

(2) The WRF Credit Facilities bear interest at a rate of LIBOR plus 1.75% per year. As of September 30, 2022, the weighted average interest rate was approximately 4.87%. Additionally, as of September 30, 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 September 30, 2022, the interest rate was 4.26%.

~~Borrowings of $1.09 billion~~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 ~~along with $200.0 million of cash, were used to facilitate the prepayment~~in respect of the ~~outstanding $1.26 billion of borrowings under~~relevant periods ending on the ~~Wynn Macau Credit Facilities,~~following applicable test dates: (a) June 30, 2022; (b) September 30, 2022; (c) December 31, 2022; and (d) March 31, 2023; and to ~~pay related fees and expenses totaling $29.1 million,~~provide for a floor on the interest rate margin of ~~which $28.5 million was recorded~~2.625% per annum through June 30, 2023. WML, as ~~debt issuance costs within~~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 Condensed Consolidated Balance Sheet. The Company recognized this transaction primarily as a modification of existing debt with the related unamortized debt issuance costs reallocated to the WM Cayman II Revolver. For those components of debt that were deemed extinguished, the Company recognized a loss on extinguishment of debt of $0.7 million.

facility agreement.

The Facility Agreement contains representations, warranties, covenants and events of default customary for similar financings. The Facility Agreement also contains certain mandatory prepayment provisions relating to the loss or termination of the Company's gaming operations or concession contracts in Macau.

Debt Covenant Compliance

As of September 30, ~~2021,~~2022, management believes the Company was in compliance with all debt covenants.

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Fair Value of Long-Term Debt

The estimated fair value of the Company's long-term debt as of September 30, ~~2021~~2022 and December 31, ~~2020,~~2021, was approximately ~~$11.68~~$10.37 billion and ~~$13.35~~$11.72 billion, respectively, compared to its carrying value, excluding debt issuance costs and original issue discount and premium, of ~~$11.81~~$12.17 billion and ~~$13.15~~$12.00 billion, respectively. The estimated fair value of the Company's long-term debt is based on recent trades, if available, and indicative pricing from market information (Level 2 inputs).

Note 8 - Stockholders' Deficit

Equity Repurchase Program

In April 2016, the Company's Board of Directors authorized an equity repurchase program of up to $1.0 billion, which may include repurchases by the Company of its common stock from time to time through open market purchases, privately negotiated transactions, and under plans complying with Rules 10b5-1 and 10b-18 under the Securities Exchange Act of 1934, as amended. During the three and nine months ended September 30, 2022, the Company repurchased 491,503 and 2,873,431 shares of its common stock, respectively, at average prices of $58.95 and $57.91 per share, respectively, for an aggregate cost of $29.0 million and $166.4 million, respectively, under the equity repurchase program. Any shares repurchased pursuant to the equity repurchase program are held as treasury shares. During the three and nine months ended September 30, 2021, no repurchases were made under the equity repurchase program. As of September 30, 2022, the Company had $633.7 million in repurchase authority remaining under the program.

Equity Offering

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

~~Dividends~~

~~During~~purposes, including the ~~first quarter~~repayment of ~~2020, the Company paid a cash dividend of $1.00 per share, and recorded $107.5 million as a reduction of retained earnings from cash dividends declared.~~

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

Noncontrolling Interests

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.Retail Joint Venture

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 no dividends during 2020 orDuring the nine months ended September 30, ~~2021.~~2022 and 2021, the Retail Joint Venture made aggregate distributions of approximately $21.5 million and $11.8 million, respectively, to its non-controlling interest holder. For more information on the Retail Joint Venture, see Note 17, "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 additional 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 nine months ended September 30, 2022.

1516

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

During the nine months ended September 30, 2021 and 2020, the Retail Joint Venture made aggregate distributions of approximately $11.8 million and $2.0 million, respectively, to its noncontrolling interest holder. For more information on the Retail Joint Venture, see Note 16, "Retail Joint Venture".

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:
		September 30, 2021		Quoted Market Prices in Active Markets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		September 30, 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	$	420,856	$	—	$	420,856	—	Cash equivalents	$	703,875	$	—	$	703,875	$	—
Restricted cash	Restricted cash	$	7,397	$	5,672	$	1,725	—	Restricted cash	$	159,161	$	7,096	$	152,065	$	—

Liabilities:
Interest rate collar	Interest rate collar	$	10,351	—		$	10,351	—	Interest rate collar	$	9,254	$	—	$	9,254	$	—

				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	—	Cash equivalents	$	500,977	$	—	$	500,977	$	—
Restricted cash	Restricted cash	$	4,352	$	2,054	$	2,298	—	Restricted cash	$	8,537	$	6,950	$	1,587	$	—

Liabilities:	Liabilities:								Liabilities:
Interest rate collar	Interest rate collar	$	16,908	—		$	16,908	—	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.

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~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

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

~~(unaudited)~~

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


		September 30, 2021		December 31, 2020		Increase / (decrease)		September 30, 2020		December 31, 2019		Increase / (decrease)			September 30, 2022		December 31, 2021		Increase / (decrease)		September 30, 2021		December 31, 2020		Increase / (decrease)
Casino outstanding chips and front money deposits (1)	Casino outstanding chips and front money deposits (1)	$	380,442	$	596,463	$	(216,021)	$	836,370	$	769,053	$	67,317	Casino outstanding chips and front money deposits (1)	$	327,004	$	352,830	$	(25,826)	$	380,442	$	596,463	$	(216,021)
Advance room deposits and ticket sales (2)	Advance room deposits and ticket sales (2)	62,993		29,224		33,769		28,885		49,834		(20,949)		Advance room deposits and ticket sales (2)	76,256		55,438		20,818		62,993		29,224		33,769
Other gaming-related liabilities (3)	Other gaming-related liabilities (3)	21,217		7,882		13,335		6,212		13,970		(7,758)		Other gaming-related liabilities (3)	30,610		26,515		4,095		21,217		7,882		13,335
Loyalty program and related liabilities (4)	Loyalty program and related liabilities (4)	33,440		22,736		10,704		23,362		21,148		2,214		Loyalty program and related liabilities (4)	38,323		34,695		3,628		33,440		22,736		10,704
		$	498,092	$	656,305	$	(158,213)	$	894,829	$	854,005	$	40,824		$	472,193	$	469,478	$	2,715	$	498,092	$	656,305	$	(158,213)

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

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

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

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

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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 September 30,				Nine Months Ended September 30,					Three months ended September 30,				Nine months ended September 30,
		2021		2020		2021		2020			2022		2021		2022		2021
Casino ~~(1)~~	Casino ~~(1)~~	$	3,423	$	2,496	$	11,000	$	4,796	Casino ~~(1)~~	$	3,857	$	3,423	$	8,835	$	11,000
Rooms	Rooms	351		403		1,260		1,098		Rooms	415		351		816		1,260
Food and beverage	Food and beverage	737		868		2,709		2,171		Food and beverage	774		737		1,547		2,709
Entertainment, retail and other ~~(2)~~	Entertainment, retail and other ~~(2)~~	7,071		102		16,292		259		Entertainment, retail and other ~~(2)~~	3,064		7,071		8,238		16,292
General and administrative ~~(3)~~	General and administrative ~~(3)~~	13,998		6,184		43,772		32,177		General and administrative ~~(3)~~	11,964		13,998		29,133		43,772
Total stock-based compensation expense	Total stock-based compensation expense	25,580		10,053		75,033		40,501		Total stock-based compensation expense	20,074		25,580		48,569		75,033
Total stock-based compensation capitalized	Total stock-based compensation capitalized	2,242		659		4,271		1,362		Total stock-based compensation capitalized	894		2,242		2,351		4,271
Total stock-based compensation costs	Total stock-based compensation costs	$	27,822	$	10,712	$	79,304	$	41,863	Total stock-based compensation costs	$	20,968	$	27,822	$	50,920	$	79,304

(1) For the nine months ended September 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 nine months ended September 30, 2021, reflects compensation cost of $2.7 million recognized in connection with the vesting of restricted stock performance awards.~~

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

Note 12 - Income Taxes

The Company recorded an income tax expense of ~~$1.2~~$1.4 million and ~~$407.4~~$1.2 million for the three months ended September 30, ~~2021~~2022 and ~~2020,~~2021, respectively and an income tax expense of ~~$2.3~~$3.2 million and ~~$564.1~~$2.3 million for the nine months ended September 30, 2022 and 2021, ~~and 2020,~~ respectively. ~~The 2021 income~~Income tax expense in 2022 primarily related to ~~an increase~~changes in ~~valuation allowance for~~ U.S. deferred taxes. Income tax ~~assets and~~expense in 2021 primarily related to the Macau dividend tax agreement that provides for an annual payment ~~of MOP 12.8 million (approximately $1.6 million)~~ as complementary tax otherwise due by stockholders of ~~Wynn Macau SA. The~~ ~~2020~~ ~~income tax expense primarily related to the increase in the valuation allowance for U.S. foreign tax credits.~~WRM.

In March 2021, the Company received an extension of its Macau dividend tax agreement, providing for a payment of ~~MOP 12.8~~MOP12.8 million (approximately $1.6 million) for 2021 and ~~MOP 6.3~~MOP6.3 million (approximately $0.8 million) for the period ~~ending~~ended June 26, ~~2022, the expiration date of the gaming concession agreement.~~

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~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

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

~~(unaudited)~~

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 September 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. In September 2022, ~~the expiration date~~WRM received an extension of the exemption from the Complementary Tax on casino gaming ~~concession agreement.~~profits through December 31, 2022.

For the three and nine months ended September 30, ~~2021~~2022 and ~~2020,~~2021, the Company did not have any casino gaming profits exempt from the Macau Complementary Tax. The Company's non-gaming profits remain subject to the Macau Complementary Tax and its casino winnings remain subject to the Macau special gaming tax and other levies in accordance with its gaming concession agreement.

In March 2021, the Financial Services Bureau concluded its review of the 2017 and 2018 Macau income tax returns of Palo Real Estate Company Limited, a subsidiary of WRM, with no changes. In January 2022, the Financial Services Bureau issued final tax assessments for WRM for the year 2017 and 2018, and no additional tax was due. In October 2022, the Financial Services Bureau issued final tax assessments for Palo’s 2019 and 2020 Macau Complementary Tax returns, and no additional tax was due.

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.

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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 September 30,				Nine Months Ended September 30,					Three months ended September 30,				Nine months ended September 30,
		2021		2020		2021		2020			2022		2021		2022		2021
Numerator:	Numerator:									Numerator:
Net loss attributable to Wynn Resorts, Limited	Net loss attributable to Wynn Resorts, Limited	$	(166,249)	$	(758,142)	$	(578,596)	$	(1,797,743)	Net loss attributable to Wynn Resorts, Limited	$	(142,892)	$	(166,249)	$	(456,267)	$	(578,596)

Denominator:	Denominator:									Denominator:
Weighted average common shares outstanding	Weighted average common shares outstanding	114,655		106,783		113,420		106,720		Weighted average common shares outstanding	112,709		114,655		114,061		113,420
Potential dilutive effect of stock options, nonvested, and performance nonvested shares	Potential dilutive effect of stock options, nonvested, and performance nonvested shares	—		—		—		—		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	114,655		106,783		113,420		106,720		Weighted average common and common equivalent shares outstanding	112,709		114,655		114,061		113,420

Net loss attributable to Wynn Resorts, Limited per common share, basic	Net loss attributable to Wynn Resorts, Limited per common share, basic	$	(1.45)	$	(7.10)	$	(5.10)	$	(16.85)	Net loss attributable to Wynn Resorts, Limited per common share, basic	$	(1.27)	$	(1.45)	$	(4.00)	$	(5.10)
Net loss attributable to Wynn Resorts, Limited per common share, diluted	Net loss attributable to Wynn Resorts, Limited per common share, diluted	$	(1.45)	$	(7.10)	$	(5.10)	$	(16.85)	Net loss attributable to Wynn Resorts, Limited per common share, diluted	$	(1.27)	$	(1.45)	$	(4.00)	$	(5.10)

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	954		1,104		954		1,104		Anti-dilutive stock options, nonvested, and performance nonvested shares excluded from the calculation of diluted net income per share	1,087		954		1,087		954

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~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

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

~~(unaudited)~~

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
September 30, Nine Months Ended
September 30,
2021 2020 2021 2020
Minimum rental income (1)
$ 27,719 $ (2,430) $ 75,676 $ 57,293
Contingent rental income 19,349 15,280 75,464 23,798
Total rental income $ 47,068 $ 12,850 $ 151,140 $ 81,091

~~(1) For the three and nine months ended September 30, 2020, reflects the impact of rent concessions provided to tenants.~~


	Three months ended September 30,				Nine months ended September 30,
	2022		2021		2022		2021
Minimum rental income	$	31,962	$	27,719	$	93,796	$	75,676
Contingent rental income	10,689		19,349		45,404		75,464
Total rental income	$	42,651	$	47,068	$	139,200	$	151,140

Note 15 - Related Party Transactions

Home Purchase

In 2022, Linda Chen, President and Executive Director of WRM exercised an option to purchase a home provided by the Company for her use for no consideration, as provided by the terms of her employment agreement. Based on a third-party appraisal as of the date of option exercise, the estimated fair value of the home is $6.4 million. The home purchase closed during the third quarter of 2022.

Note 1516 - 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 Related Actions~~

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, filed a complaint against the MGC and its gaming commissioners in Suffolk Superior Court in Boston, Massachusetts (the "Revere Action"). Mohegan Sun ("Mohegan"), the other applicant for the Boston area license, joined the lawsuit and challenged the MGC's award of the Boston area license. On December 3, 2015, the court granted the MGC's motion to dismiss the claims asserted in the Revere Action and the court dismissed all claims except Mohegan's claim alleging procedural error by the MGC in granting the license to Wynn MA. The 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 filed in the Eighth Judicial District Court of Clark County, Nevada were consolidated as~~ ~~In re Wynn Resorts, Ltd. Derivative Litigation~~ ~~("State Derivative Case").~~

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Macau Litigation Related to Dore

~~On June 3, 2019,~~WRM has been named as a ~~separate stockholder derivative action was~~defendant in lawsuits filed in the ~~Eighth Judicial District~~Macau Court of ~~Clark County, Nevada alleging substantially similar causes of action as the State Derivative Case~~First Instance by individuals who claim to be investors in, or persons with ~~the additional allegation~~credit in accounts maintained by, Dore Entertainment Company Limited ("Dore"), an independent, Macau registered and licensed company that ~~various of the Company's attorneys committed professional malpractice, and certain current and former executives also breached fiduciary duties and aided and abetted the breach of fiduciary duties, in~~operated a gaming promoter business at Wynn Macau. 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.~~purported losses.

~~On November 27, 2019,~~The Company believes these cases are without merit and unfounded and intends to vigorously defend against the ~~State Derivative Case parties agreed to terms of a settlement agreement.~~remaining claims pleaded against WRM in these lawsuits. 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~~Company has made estimates for potential litigation costs based upon its assessment of the ~~only appeal, the settlement agreement became effective~~likely outcome 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~~recorded provisions for ~~the nine months ended September 30, 2020.~~

~~In 2018, several actions filed~~such amounts in the ~~United States District Court, District of Nevada were~~accompanying condensed consolidated financial statements. No assurances can be provided as ~~In re Wynn Resorts, Ltd. Derivative Litigation~~ ~~("Federal Derivative Case"), which also claim corporate waste and violation of Section 14(a)~~to the outcome of the ~~Exchange Act. In June 2018, the Company filed a motion to dismiss~~pending Dore cases, and a motion to stay pending resolution of the Securities Action (described below). On March 29, 2019, the Court granted the Company's request for a stay. On March 25, 2020, the parties stipulated to dismiss the Federal Derivative Case given the approved settlement in the State Derivative Case.

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

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~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

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

~~(unaudited)~~

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 1617 - Retail Joint Venture

As of September 30, ~~2021~~2022 and December 31, ~~2020,~~2021, the Retail Joint Venture had total assets of ~~$98.2~~$103.6 million and ~~$96.3~~$98.0 million, respectively, and total liabilities of ~~$626.6~~$620.1 million and ~~$633.5~~$624.4 million, respectively. As of September 30, ~~2021~~2022 and December 31, ~~2020,~~2021, the Retail Joint Venture's liabilities included long-term debt of ~~$612.8~~$613.3 million and ~~$612.3~~$612.9 million, respectively, net of debt issuance costs, related to the outstanding borrowings under the Retail Term Loan.

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Note 1718 - 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.

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 and have been aggregated as one reportable segment ("~~resort; (ii) Wynn ~~Macau"). Wynn Palace is presented as a separate reportable segment and is combined with Wynn Macau for geographical presentation. Other Macau primarily represents~~Palace; (iii) Las Vegas Operations, representing the ~~assets for the Company's Macau holding company.~~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~~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 ~~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.~~into Macau Operations.

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

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

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


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended September 30,				Nine Months Ended September 30,
		2021		2020		2021		2020			2022		2021		2022		2021
Operating revenues	Operating revenues									Operating revenues
Macau Operations:	Macau Operations:									Macau Operations:
Wynn Palace	Wynn Palace									Wynn Palace
Casino	Casino	$	134,064	$	12,301	$	532,040	$	208,449	Casino	$	45,361	$	134,064	$	186,968	$	532,040
Rooms	Rooms	15,639		4,506		53,534		26,647		Rooms	6,974		15,639		27,813		53,534
Food and beverage	Food and beverage	10,952		6,856		36,429		24,385		Food and beverage	5,727		10,952		24,027		36,429
Entertainment, retail and other (1)	Entertainment, retail and other (1)	20,668		(7,962)		67,017		24,451		Entertainment, retail and other (1)	17,186		20,668		58,416		67,017
		181,323		15,701		689,020		283,932			75,248		181,323		297,224		689,020
Wynn Macau	Wynn Macau									Wynn Macau
Casino	Casino	98,264		27,154		379,610		213,758		Casino	22,832		98,264		165,221		379,610
Rooms	Rooms	10,896		4,938		39,025		23,480		Rooms	4,395		10,896		18,547		39,025
Food and beverage	Food and beverage	7,628		5,606		23,620		18,821		Food and beverage	4,261		7,628		17,878		23,620
Entertainment, retail and other (1)	Entertainment, retail and other (1)	13,874		13,670		52,086		36,686		Entertainment, retail and other (1)	8,880		13,874		32,405		52,086
		130,662		51,368		494,341		292,745			40,368		130,662		234,051		494,341
Total Macau Operations	Total Macau Operations	311,985		67,069		1,183,361		576,677		Total Macau Operations	115,616		311,985		531,275		1,183,361

Las Vegas Operations:	Las Vegas Operations:									Las Vegas Operations:
Casino	Casino	112,575		65,694		305,253		161,354		Casino	134,314		112,575		393,930		305,253
Rooms	Rooms	132,704		44,961		266,250		163,419		Rooms	162,125		132,704		460,707		266,250
Food and beverage	Food and beverage	180,455		55,043		333,390		177,114		Food and beverage	193,733		180,455		526,389		333,390
Entertainment, retail and other (1)	Entertainment, retail and other (1)	50,269		20,999		104,892		73,520		Entertainment, retail and other (1)	54,217		50,269		165,618		104,892
Total Las Vegas Operations	Total Las Vegas Operations	476,003		186,697		1,009,785		575,407		Total Las Vegas Operations	544,389		476,003		1,546,644		1,009,785

Encore Boston Harbor:	Encore Boston Harbor:									Encore Boston Harbor:
Casino	Casino	151,361		96,723		398,325		198,513		Casino	157,369		151,361		463,204		398,325
Rooms	Rooms	14,578		6,739		28,963		17,694		Rooms	23,718		14,578		61,819		28,963
Food and beverage	Food and beverage	18,466		9,081		41,713		29,687		Food and beverage	21,009		18,466		60,272		41,713
Entertainment, retail and other (1)	Entertainment, retail and other (1)	7,809		4,143		18,544		11,888		Entertainment, retail and other (1)	9,687		7,809		27,438		18,544
Total Encore Boston Harbor	Total Encore Boston Harbor	192,214		116,686		487,545		257,782		Total Encore Boston Harbor	211,783		192,214		612,733		487,545

Corporate and other:
Wynn Interactive:										Wynn Interactive:
Entertainment, retail and other	Entertainment, retail and other	14,442		—		40,748		—		Entertainment, retail and other	17,934		14,442		61,236		40,748
Total Corporate and other		14,442		—		40,748		—
Total Wynn Interactive										Total Wynn Interactive	17,934		14,442		61,236		40,748

Total operating revenues	Total operating revenues	$	994,644	$	370,452	$	2,721,439	$	1,409,866	Total operating revenues	$	889,722	$	994,644	$	2,751,888	$	2,721,439

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)


		Three Months Ended September 30,				Nine Months Ended September 30,					Three months ended September 30,				Nine months ended September 30,
		2021		2020		2021		2020			2022		2021		2022		2021
Adjusted Property EBITDA (2)	Adjusted Property EBITDA (2)									Adjusted Property EBITDA (2)
Macau Operations:	Macau Operations:									Macau Operations:
Wynn Palace	Wynn Palace	$	12,112	$	(77,647)	$	93,036	$	(178,379)	Wynn Palace	$	(21,808)	$	12,112	$	(72,622)	$	93,036
Wynn Macau	Wynn Macau	(1,939)		(34,457)		28,703		(97,895)		Wynn Macau	(43,806)		(1,939)		(88,878)		28,703
Total Macau Operations	Total Macau Operations	10,173		(112,104)		121,739		(276,274)		Total Macau Operations	(65,614)		10,173		(161,500)		121,739
Las Vegas Operations	Las Vegas Operations	183,416		20,258		344,719		(77,383)		Las Vegas Operations	195,760		183,416		581,844		344,719
Encore Boston Harbor	Encore Boston Harbor	64,565		25,986		141,844		(40,429)		Encore Boston Harbor	61,136		64,565		180,132		141,844
Corporate and other		(103,593)		—		(187,961)		—
Wynn Interactive										Wynn Interactive	(17,748)		(103,593)		(70,202)		(187,961)
Total	Total	154,561		(65,860)		420,341		(394,086)		Total	173,534		154,561		530,274		420,341
Other operating expenses	Other operating expenses									Other operating expenses
Pre-opening	Pre-opening	1,333		877		5,455		5,614		Pre-opening	6,447		1,333		13,396		5,455
Depreciation and amortization	Depreciation and amortization	177,110		183,486		545,538		541,498		Depreciation and amortization	172,502		177,110		520,026		545,538
Property charges and other	Property charges and other	15,301		9,905		26,569		43,701		Property charges and other	4,733		15,301		77,362		26,569
Corporate expenses and other ~~(3)~~	Corporate expenses and other ~~(3)~~	18,901		12,826		56,663		28,034		Corporate expenses and other ~~(3)~~	22,769		18,901		70,805		56,663
Stock-based compensation	Stock-based compensation	25,580		10,053		75,033		40,501		Stock-based compensation	20,074		25,580		48,569		75,033
Total other operating expenses	Total other operating expenses	238,225		217,147		709,258		659,348		Total other operating expenses	226,525		238,225		730,158		709,258
Operating loss	Operating loss	(83,664)		(283,007)		(288,917)		(1,053,434)		Operating loss	(52,991)		(83,664)		(199,884)		(288,917)
Other non-operating income and expenses	Other non-operating income and expenses									Other non-operating income and expenses
Interest income	Interest income	507		2,033		2,131		13,969		Interest income	6,892		507		10,863		2,131
Interest expense, net of amounts capitalized	Interest expense, net of amounts capitalized	(150,325)		(145,142)		(453,601)		(407,187)		Interest expense, net of amounts capitalized	(165,277)		(150,325)		(472,265)		(453,601)
Change in derivatives fair value	Change in derivatives fair value	1,176		4,675		6,557		(14,279)		Change in derivatives fair value	5,839		1,176		14,801		6,557
Loss on extinguishment of debt	Loss on extinguishment of debt	(738)		(3,139)		(2,060)		(4,601)		Loss on extinguishment of debt	—		(738)		—		(2,060)
Other	Other	(11,784)		412		(17,324)		12,980		Other	(864)		(11,784)		(26,090)		(17,324)
Total other non-operating income and expenses	Total other non-operating income and expenses	(161,164)		(141,161)		(464,297)		(399,118)		Total other non-operating income and expenses	(153,410)		(161,164)		(472,691)		(464,297)
Loss before income taxes	Loss before income taxes	(244,828)		(424,168)		(753,214)		(1,452,552)		Loss before income taxes	(206,401)		(244,828)		(672,575)		(753,214)
Provision for income taxes	Provision for income taxes	(1,155)		(407,365)		(2,345)		(564,103)		Provision for income taxes	(1,390)		(1,155)		(3,248)		(2,345)
Net loss	Net loss	(245,983)		(831,533)		(755,559)		(2,016,655)		Net loss	(207,791)		(245,983)		(675,823)		(755,559)
Net loss attributable to noncontrolling interests	Net loss attributable to noncontrolling interests	79,734		73,391		176,963		218,912		Net loss attributable to noncontrolling interests	64,899		79,734		219,556		176,963
Net loss attributable to Wynn Resorts, Limited	Net loss attributable to Wynn Resorts, Limited	$	(166,249)	$	(758,142)	$	(578,596)	$	(1,797,743)	Net loss attributable to Wynn Resorts, Limited	$	(142,892)	$	(166,249)	$	(456,267)	$	(578,596)

(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 nine months ended September 30, 2020, included $30.2 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)


		September 30, 2021		December 31, 2020			September 30, 2022		December 31, 2021
Assets	Assets					Assets
Macau Operations:	Macau Operations:					Macau Operations:
Wynn Palace	Wynn Palace	$	3,178,848	$	3,393,790	Wynn Palace	$	2,946,199	$	3,122,424
Wynn Macau	Wynn Macau	905,443		1,202,709		Wynn Macau	739,488		1,032,521
Other Macau	Other Macau	1,240,994		2,026,098		Other Macau	1,054,392		1,173,913
Total Macau Operations	Total Macau Operations	5,325,285		6,622,597		Total Macau Operations	4,740,079		5,328,858
Las Vegas Operations	Las Vegas Operations	3,038,127		2,992,870		Las Vegas Operations	3,154,964		3,063,897
Encore Boston Harbor	Encore Boston Harbor	2,236,837		2,300,016		Encore Boston Harbor	2,088,418		2,193,117
Wynn Interactive						Wynn Interactive	248,871		287,805
Corporate and other	Corporate and other	2,007,446		1,954,064		Corporate and other	1,547,013		1,657,149
Total	Total	$	12,607,695	$	13,869,547	Total	$	11,779,345	$	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 unaudited condensed consolidated financial statements and the notes thereto included elsewhere in this Form 10-Q and the audited 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 "Forward-Looking Statements."

Forward-Looking Statements

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

Forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from those we express in these forward-looking statements, including the risks and uncertainties in Item 1A — "Risk Factors" of our Annual Report on Form 10-K for the year ended December 31, 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 December 31, 2022 and the 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 operate Encore Boston Harbor, an integrated ~~resort~~resort. We also hold an approximately 85% interest in, ~~Everett, Massachusetts. In October 2020,~~and consolidate, Wynn Interactive Ltd. ("Wynn Interactive") ~~was formed~~, through ~~the merger of our U.S.~~which we operate online sports betting, ~~and~~ gaming, ~~business,~~and social casino business, and our strategic partner, BetBull Limited ("BetBull"). Wynn Resorts holds an approximately 74% interest in, and consolidates, Wynn Interactive. The results of Wynn Interactive are presented within Corporate and other.businesses.

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, or when travel restrictions may be fully lifted thereafter.

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, and mandatory quarantine, 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 nine months ended September 30, 2021 compared to the same period in 2020. Total visitation decreased 75.6% compared to the same period in 2019. Given theadverse and evolving conditions created by and in response to the COVID-19 pandemic ~~measures that have been lifted~~ may cause these restrictions and conditions to be ~~reintroduced if there are adverse developments~~reintroduced. For example, in ~~the COVID-19 situation~~response to an outbreak in Macau ~~and other regions with access to~~which initially commenced in mid-June 2022, the Macau government extended its COVID-19 containment measures, which included the closures of gaming operations in full as of July 11, 2022, and the ~~Company is currently unable to determine when protective measures~~closure and the ~~suspension~~limiting of ~~certain offerings~~the opening hours and/or operational capacity of various areas and facilities in Macau. On July 23, 2022, gaming operations at Wynn Palace and Wynn Macau resumed on a limited basis. Certain travel-related restrictions and conditions, which continue to reduce visitation and impact our financial results, remain in effect at ~~our Macau Operations will be lifted.~~the present time. 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~~containment measures, management cannot predict whether future closures, in full or in part, will occur in our properties, and cannot reasonably estimate the impact to ~~the Company's~~our future results of operations, cash flows, or financial condition.

Macau Gaming Concession

On June 23, 2022, Wynn Resorts (Macau) S.A. ("WRM") and the Macau government entered into a concession extension agreement (the "Concession Extension Agreement"), pursuant to which the expiration date of WRM's gaming concession was extended from June 26, 2022 to December 31, 2022. Under the Concession Extension Agreement, WRM paid the Macau government MOP47.0 million (approximately $6.0 million) as a contract premium for the extension, and in September 2022 provided a first demand bank guarantee of MOP1,210.0 million (approximately $149.7 million) in favor of the Macau government for securing the fulfillment of its labor liabilities upon the expiration of the Concession Extension Agreement.

In order to enable WRM to fulfill the relevant requirements to become eligible to obtain a concession extension, each of WRM and Palo Real Estate Company Limited ("Palo") (the land concessionaires of Wynn Macau and Wynn Palace, respectively) entered into a letter of undertaking, pursuant to which each of WRM and Palo has undertaken, pursuant to Article

2526

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~~Las Vegas Operations and Encore Boston Harbor~~

In response to the COVID-19 outbreak, the Company’s Las Vegas Operations and Encore Boston Harbor 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. Over the course40 of the ~~nine months ended September 30, 2021, the Company's Las Vegas Operations~~Macau gaming law and Encore Boston Harbor have each incrementally resumed full operations, including reopening gaming areas to 100% of capacity and restoring seven-day-per-week hotel operations, as permitted by governmental authorities and in response to increased customer demand. 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, and management cannot reasonably estimate the impact of such developments to the Company's future results of operations, cash flows, or financial condition.

~~Macau Gaming Concession~~

~~The term~~Clause 43 of the ~~Company's~~ 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 transferredto revert to the Macau government relevant gaming equipment and gaming areas at Wynn Macau and Wynn Palace, without compensation ~~on that date~~ and free of encumbrance upon the ~~Company will cease to generate gaming revenues from its Macau Operations. In addition, under~~expiration of the concession agreement term, as amended by the Concession Extension Agreement.

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 ~~the Company does~~we do not own or manage casino or gaming areas or operate casino games of fortune and chance in Macau in substantially the same manner and scope as of the issue date of the respective senior notes or the date of the facility agreement, for a period of 10 consecutive days or more in the case of the WML Senior Notes or a period of 30 consecutive days or more in the case of the WM Cayman II Revolver, and such event has a material adverse effect on the financial condition, business, properties or results of operations of WML and its subsidiaries, taken as a whole, holders of the WML Senior Notes can require ~~the Company~~us to repurchase all or any part of the WML Senior Notes at par, plus any accrued and unpaid interest (the "Special Put Option"), and any amounts owed under the WM Cayman II Revolver may become immediately due and payable (the "Property Mandatory Prepayment Event").

~~The Company is monitoring developments with respect~~In June 2022, the Macau government published amendments to the Macau ~~government's~~gaming law approved by the Macau Legislative Assembly. These amendments include, for example, the awarding of up to six gaming concessions with a term up to ten years with a maximum three-year extension possible, and an increase in the minimum capital requirement applicable to concession ~~renewal~~holders to MOP5.0 billion (approximately $625.0 million), an increase in the percentage of the share capital of the concessionaire that must be held by the local managing director to 15% from 10% and a prohibition on revenue sharing arrangements between gaming promoters and concession holders. On July 27, 2022, the Macau government officially launched the public tender process for the awarding of concessions for the operation of games of chance or ~~extension process, and at~~other games in casinos. On September 13, 2022, WRM submitted its tender to the Macau government. At this time ~~believes~~we believe that ~~its~~our concession agreement will be further extended, renewed or ~~extended~~replaced by a new gaming concession agreement beyond ~~June 26,~~December 31, 2022. ~~The failure~~However, it is possible the Macau government could further change or interpret the associated gaming laws in a manner that could negatively impact the Company.

If we are unable to further extend or renew ~~the Company's~~our concession agreement or obtain a new gaming concession ~~and the resulting ability of~~agreement, an election by the WML Senior ~~Note~~Notes 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.

•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.

~~Table of Contents~~

•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.

Table of Contents

•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.

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 typically 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%; however, reduced gaming volumes as a result of COVID-19 containment measures implemented in Macau may cause volatility in our Macau Operations’ VIP win percentages.

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 third quarter ~~2021~~2022 results

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

Three Months Ended
September 30, Nine Months Ended
September 30,
2021 2020 Increase/ (Decrease) Percent Change 2021 2020 Increase/ (Decrease) Percent Change
Operating revenues $ 994,644 $ 370,452 $ 624,192 168.5 $ 2,721,439 $ 1,409,866 $ 1,311,573 93.0
Net loss attributable to Wynn Resorts, Limited (166,249) (758,142) 591,893 78.1 (578,596) (1,797,743) 1,219,147 67.8
Diluted net loss per share (1.45) (7.10) 5.65 79.6 (5.10) (16.85) 11.75 69.7
Adjusted Property EBITDA (1)
154,561 (65,860) 220,421 NM 420,341 (394,086) 814,427 NM

~~NM - Not meaningful.~~


	Three Months Ended September 30,							Nine Months Ended September 30,
	2022		2021		Increase/ (Decrease)		Percent Change	2022		2021		Increase/ (Decrease)		Percent Change
Operating revenues	$	889,722	$	994,644	$	(104,922)	(10.5)	$	2,751,888	$	2,721,439	$	30,449	1.1
Net loss attributable to Wynn Resorts, Limited	(142,892)		(166,249)		23,357		14.0	(456,267)		(578,596)		122,329		21.1
Diluted net loss per share	(1.27)		(1.45)		0.18		12.4	(4.00)		(5.10)		1.10		21.6
Adjusted Property EBITDA (1)	173,534		154,561		18,973		12.3	530,274		420,341		109,933		26.2

(1) See Item 1—"Financial Statements," Note ~~17,~~18, "Segment Information," for a reconciliation of Adjusted Property EBITDA to net loss attributable to Wynn Resorts, Limited.

The ~~increase~~decrease in operating revenues for the three months ended September 30, ~~2021~~2022 was primarily driven by ~~increases~~decreases of ~~$165.6 million, $79.3 million, $289.3~~$106.1 million and ~~$75.5~~$90.3 million from Wynn Palace and Wynn Macau, respectively, resulting from a decrease in gaming volumes due to the 12-day closure of our casino operations in Macau in July, as well as other travel-related restrictions and conditions, including COVID-19 testing and other procedures related to the COVID-19 pandemic. The decrease in operating revenues was partially offset by increases in operating revenues of $68.4 million and $19.6 million at our Las Vegas Operations and Encore Boston Harbor, respectively, ~~as a result of~~resulting from increased gaming volumes ~~across our properties~~ as well as ~~an increase~~increases in hotel occupancy and covers at ~~our Las Vegas Operations.~~restaurants.

The decrease in net loss attributable to Wynn Resorts, Limited for the three months ended September 30, ~~2021~~2022 was primarily related to increased operating revenues at our ~~integrated resort properties,~~Las Vegas Operations and Encore Boston Harbor, respectively, partially offset by increased operating ~~expenses.~~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 September 30, ~~2021~~2022 was primarily driven by increased operating revenues at our ~~integrated resort properties. Adjusted Property EBITDA increased $89.8 million, $32.5 million, $163.2 million, and $38.6 million at Wynn Palace, Wynn Macau, our~~ Las Vegas Operations and ~~Encore Boston Harbor,~~Wynn Interactive, respectively, and decreased $103.6 million at Corporate and other. In addition, Adjusted Property EBITDA for the third quarter of 2021 includes the reversal of $8.6 million and $8.1 million of previously accrued operating expensesoffset by a decrease in gaming volumes at Wynn Palace and Wynn Macau, respectively, ~~recorded in relation~~primarily due to ~~a change in estimate.~~

certain travel-related restrictions and conditions, including COVID-19 testing and other procedures related to the COVID-19 pandemic. Adjusted Property EBITDA increased $12.3 million and $85.8 million at our Las Vegas Operations and Wynn Interactive, respectively and decreased $33.9 million, $41.9 million, and $3.4 million at Wynn Palace, Wynn Macau, and Encore Boston Harbor, respectively.

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Financial results for the three months ended September 30, ~~2021~~2022 compared to the three months ended September 30, ~~2020.~~2021.

Operating revenues

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

Three Months Ended September 30,
2021 2020 Increase/ (Decrease) Percent
Change
Operating revenues
   Macau Operations:
Wynn Palace $ 181,323 $ 15,701 $ 165,622 1,054.9
Wynn Macau 130,662 51,368 79,294 154.4
   Total Macau Operations 311,985 67,069 244,916 365.2
   Las Vegas Operations 476,003 186,697 289,306 155.0
   Encore Boston Harbor 192,214 116,686 75,528 64.7
   Corporate and other 14,442 — 14,442 NM
$ 994,644 $ 370,452 $ 624,192 168.5

~~NM - Not meaningful.~~


	Three Months Ended September 30,
	2022		2021		Increase/ (Decrease)		Percent Change
Operating revenues
Macau Operations:
Wynn Palace	$	75,248	$	181,323	$	(106,075)	(58.5)
Wynn Macau	40,368		130,662		(90,294)		(69.1)
Total Macau Operations	115,616		311,985		(196,369)		(62.9)
Las Vegas Operations	544,389		476,003		68,386		14.4
Encore Boston Harbor	211,783		192,214		19,569		10.2
Wynn Interactive	17,934		14,442		3,492		24.2
	$	889,722	$	994,644	$	(104,922)	(10.5)

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


		Three Months Ended September 30,								Three Months Ended September 30,
		2021		2020		Increase/ (Decrease)		Percent Change		2022		2021		Increase/ (Decrease)		Percent Change
Operating revenues	Operating revenues								Operating revenues
Casino revenues	Casino revenues	$	496,264	$	201,872	$	294,392	145.8	Casino revenues	$	359,876	$	496,264	$	(136,388)	(27.5)
Non-casino revenues:	Non-casino revenues:								Non-casino revenues:
Rooms	Rooms	173,817		61,144		112,673		184.3	Rooms	197,212		173,817		23,395		13.5
Food and beverage	Food and beverage	217,501		76,586		140,915		184.0	Food and beverage	224,730		217,501		7,229		3.3
Entertainment, retail and other	Entertainment, retail and other	107,062		30,850		76,212		247.0	Entertainment, retail and other	107,904		107,062		842		0.8
Total non-casino revenues	Total non-casino revenues	498,380		168,580		329,800		195.6	Total non-casino revenues	529,846		498,380		31,466		6.3
		$	994,644	$	370,452	$	624,192	168.5		$	889,722	$	994,644	$	(104,922)	(10.5)

Casino revenues for the three months ended September 30, ~~2021~~2022 were ~~49.9%~~40.4% of operating revenues, compared to ~~54.5%~~49.9% for the same period of ~~2020.~~2021. Non-casino revenues for the three months ended September 30, ~~2021~~2022 were ~~50.1%~~59.6% of operating revenues, compared to ~~45.5%~~50.1% for the same period of ~~2020.~~2021.

Casino revenues

Casino revenues ~~increased~~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, 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 was closed to the public from March 15, 2020 until July 10, 2020.Harbor.

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

~~Table of Contents~~

Three Months Ended September 30,
2021 2020 Increase/
(Decrease) Percent
Change
Macau Operations:
Wynn Palace:
Total casino revenues $ 134,064 $ 12,301 $ 121,763 989.9
VIP:
Average number of table games 89 102 (13) (12.7)
VIP turnover $ 1,234,733 $ 311,676 $ 923,057 296.2
VIP table games win $ 54,943 $ 3,244 $ 51,699 1,593.7
VIP win as a % of turnover 4.45 % 1.04 % 3.41
Table games win per unit per day $ 6,691 $ 347 $ 6,344 1,828.2
Mass market:
Average number of table games 231 223 8 3.6
Table drop $ 508,779 $ 86,347 $ 422,432 489.2
Table games win $ 110,820 $ 19,015 $ 91,805 482.8
Table games win % 21.8 % 22.0 % (0.2)
Table games win per unit per day $ 5,223 $ 929 $ 4,294 462.2
Average number of slot machines 712 569 143 25.1
Slot machine handle $ 327,017 $ 78,580 $ 248,437 316.2
Slot machine win $ 11,538 $ 3,995 $ 7,543 188.8
Slot machine win per unit per day $ 176 $ 76 $ 100 131.6
Wynn Macau:
Total casino revenues $ 98,264 $ 27,154 $ 71,110 261.9
VIP:
Average number of table games 75 91 (16) (17.6)
VIP turnover $ 1,335,694 $ 498,519 $ 837,175 167.9
VIP table games win $ 32,602 $ 19,679 $ 12,923 65.7
VIP win as a % of turnover 2.44 % 3.95 % (1.51)
Table games win per unit per day $ 4,704 $ 2,351 $ 2,353 100.1
Mass market:
Average number of table games 238 240 (2) (0.8)
Table drop $ 441,899 $ 133,006 $ 308,893 232.2
Table games win $ 87,132 $ 24,898 $ 62,234 250.0
Table games win % 19.7 % 18.7 % 1.0
Table games win per unit per day $ 3,972 $ 1,128 $ 2,844 252.1
Average number of slot machines 574 472 102 21.6
Slot machine handle $ 200,543 $ 87,988 $ 112,555 127.9
Slot machine win $ 9,142 $ 3,072 $ 6,070 197.6
Slot machine win per unit per day $ 173 $ 71 $ 102 143.7

Table of Contents

Three Months Ended September 30,
2021 2020 Increase/
(Decrease) Percent
Change
Las Vegas Operations:
Total casino revenues $ 112,575 $ 65,694 $ 46,881 71.4
Average number of table games 224 223 1 0.4
Table drop $ 507,188 $ 324,939 $ 182,249 56.1
Table games win $ 110,265 $ 65,611 $ 44,654 68.1
Table games win % 21.7 % 20.2 % 1.5
Table games win per unit per day $ 5,354 $ 3,191 $ 2,163 67.8
Average number of slot machines 1,746 1,738 8 0.5
Slot machine handle $ 1,156,858 $ 739,291 $ 417,567 56.5
Slot machine win $ 80,303 $ 48,267 $ 32,036 66.4
Slot machine win per unit per day $ 500 $ 302 $ 198 65.6
Poker rake $ 2,910 $ 10 $ 2,900 NM
Encore Boston Harbor:
Total casino revenues $ 151,361 96,723 $ 54,638 56.5
Average number of table games 181 186 (5) (2.7)
Table drop $ 350,145 $ 217,797 $ 132,348 60.8
Table games win $ 74,818 $ 47,528 $ 27,290 57.4
Table games win % 21.4 % 21.8 % (0.4)
Table games win per unit per day $ 4,498 $ 3,079 $ 1,419 46.1
Average number of slot machines 2,734 1,877 857 45.7
Slot machine handle $ 1,196,299 $ 813,435 $ 382,864 47.1
Slot machine win $ 98,816 $ 63,458 $ 35,358 55.7
Slot machine win per unit per day $ 393 $ 407 $ (14) (3.4)

~~NM - Not meaningful.~~

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.


	Three Months Ended September 30,
	2022			2021			Increase/ (Decrease)		Percent Change
Macau Operations:
Wynn Palace:
Total casino revenues	$	45,361		$	134,064		$	(88,703)	(66.2)
VIP:
Average number of table games	49			89			(40)		(44.9)
VIP turnover	$	283,744		$	1,234,733		$	(950,989)	(77.0)
VIP table games win	$	9,271		$	54,943		$	(45,672)	(83.1)
VIP win as a % of turnover	3.27		%	4.45		%	(1.18)
Table games win per unit per day	$	2,381		$	6,691		$	(4,310)	(64.4)
Mass market:
Average number of table games	212			231			(19)		(8.2)
Table drop	$	197,066		$	508,779		$	(311,713)	(61.3)
Table games win	$	42,449		$	110,820		$	(68,371)	(61.7)
Table games win %	21.5		%	21.8		%	(0.3)
Table games win per unit per day	$	2,501		$	5,223		$	(2,722)	(52.1)
Average number of slot machines	607			712			(105)		(14.7)
Slot machine handle	$	121,522		$	327,017		$	(205,495)	(62.8)
Slot machine win	$	5,418		$	11,538		$	(6,120)	(53.0)
Slot machine win per unit per day	$	112		$	176		$	(64)	(36.4)
Wynn Macau:
Total casino revenues	$	22,832		$	98,264		$	(75,432)	(76.8)
VIP:
Average number of table games	39			75			(36)		(48.0)
VIP turnover	$	152,872		$	1,335,694		$	(1,182,822)	(88.6)
VIP table games win	$	2,389		$	32,602		$	(30,213)	(92.7)
VIP win as a % of turnover	1.56		%	2.44		%	(0.88)
Table games win per unit per day	$	771		$	4,704		$	(3,933)	(83.6)
Mass market:
Average number of table games	230			238			(8)		(3.4)
Table drop	$	167,539		$	441,899		$	(274,360)	(62.1)
Table games win	$	22,232		$	87,132		$	(64,900)	(74.5)
Table games win %	13.3		%	19.7		%	(6.4)
Table games win per unit per day	$	1,211		$	3,972		$	(2,761)	(69.5)
Average number of slot machines	641			574			67		11.7
Slot machine handle	$	193,680		$	200,543		$	(6,863)	(3.4)
Slot machine win	$	6,961		$	9,142		$	(2,181)	(23.9)
Slot machine win per unit per day	$	136		$	173		$	(37)	(21.4)

Table of Contents

~~Non-casino revenues~~

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

Three Months Ended September 30,
2021 2020 Increase/
(Decrease) Percent Change
Macau Operations:
Wynn Palace:
Total room revenues (dollars in thousands) $ 15,639 $ 4,506 $ 11,133 247.1
Occupancy 51.9 % 11.6 % 40.3
ADR $ 187 $ 225 $ (38) (16.9)
REVPAR $ 97 $ 26 $ 71 273.1
Wynn Macau:
Total room revenues (dollars in thousands) $ 10,896 $ 4,938 $ 5,958 120.7
Occupancy 51.3 % 16.6 % 34.7
ADR $ 211 $ 291 $ (80) (27.5)
REVPAR $ 108 $ 48 $ 60 125.0
Las Vegas Operations:
Total room revenues (dollars in thousands) $ 132,705 $ 44,961 $ 87,744 195.2
Occupancy 83.0 % 39.2 % 43.8
ADR $ 392 $ 269 $ 123 45.7
REVPAR $ 326 $ 105 $ 221 210.5
Encore Boston Harbor (1):
Total room revenues (dollars in thousands) $ 14,578 $ 6,739 $ 7,839 116.3
Occupancy 87.8 % 72.7 % 15.1
ADR $ 351 $ 294 $ 57 19.4
REVPAR $ 308 $ 214 $ 94 43.9

(1) Encore Boston Harbor room statistics have been computed based on 69 days and 47 days of operation in the three months ended September 30, 2021 and 2020, respectively, representing the number of nights hotel rooms were offered for sale to the public.

Room revenues increased $112.7 million, primarily due to higher occupancy at our Las Vegas Operations, our Macau Operations and Encore Boston Harbor. The hotel tower at Encore Boston Harbor was closed in connection 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 $140.9 million, primarily driven by increased covers at our Las Vegas Operations and our Macau Operations.~~

~~Entertainment, retail and other revenues increased $76.2 million, primarily due to an increase in visitation at our Las Vegas Operations and our Macau Operations.~~

~~Table of Contents~~

~~Operating expenses~~

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

Three Months Ended September 30,
2021 2020 Increase/ (Decrease) Percent Change
Operating expenses:
Casino $ 315,316 $ 160,861 $ 154,455 96.0
Rooms 52,100 35,940 16,160 45.0
Food and beverage 163,655 76,536 87,119 113.8
Entertainment, retail and other 156,490 13,370 143,120 1,070.5
General and administrative 197,350 160,896 36,454 22.7
Provision for credit losses (347) 11,588 (11,935) (103.0)
Pre-opening 1,333 877 456 52.0
Depreciation and amortization 177,110 183,486 (6,376) (3.5)
Property charges and other 15,301 9,905 5,396 54.5
Total operating expenses $ 1,078,308 $ 653,459 $ 424,849 65.0

Total operating expenses increased $424.8 million compared to the third quarter of 2020, primarily due to increased casino, room, food and beverage, entertainment, retail and other, and general and administrative expenses associated with increased levels of business as our properties recover from the effects of the COVID-19 pandemic, partially offset by decreased provision for credit losses.

Casino expenses increased $69.7 million, $39.3 million, $20.0 million, and $25.4 million at Wynn Palace, Wynn Macau, our Las Vegas Operations, and Encore Boston Harbor, respectively. These increases were primarily due to increased gaming tax expense driven by the increase in casino revenues at each property.

Room expenses increased $13.5 million and $2.2 million at our Las Vegas Operations and Wynn Palace. These increases were primarily a result of higher operating costs related to the increase in occupancy.

Food and beverage expenses increased $76.1 million and $7.4 million at our Las Vegas Operations and Encore Boston Harbor, respectively. The 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.

~~Entertainment, retail and other expenses increased primarily due to marketing expenses incurred by Wynn Interactive.~~

General and administrative expenses increased primarily due to increases of $7.5 million, $6.1 million, $5.4 million, and $5.3 million at Wynn Palace, Wynn Macau, our Las Vegas Operations, and Encore Boston Harbor, respectively. These increases were primarily attributable to increased payroll, operating costs, and general and administrative expenses.

Provision for credit losses decreased $8.8 million and $3.1 million at Wynn Palace and our Las Vegas Operations, 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 September 30, 2021 consisted primarily of advocacy-related expenses of $12.5 million at Wynn Interactive. Our property charges and other expenses for the quarter ended September 30, 2020 consisted primarily of asset abandonments of $6.2 million and $1.1 million at Encore Boston Harbor and our Las Vegas Operations, respectively.

~~Table of Contents~~

~~Interest expense, net of capitalized interest~~

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

Three Months Ended September 30,
2021 2020 Increase/ (Decrease) Percent
Change
Interest expense
Interest cost, including amortization of debt issuance costs and original issue discount and premium $ 150,325 $ 145,142 $ 5,183 3.6
Weighted average total debt balance $ 12,044,272 $ 13,110,457
Weighted average interest rate 4.99 % 4.42 %

~~Interest costs increased primarily due to an increase in the weighted average interest rate.~~

~~Other non-operating income and expenses~~

We incurred a foreign currency remeasurement loss of $11.8 million and a gain of $0.4 million for the three months ended September 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 $1.2 million and $4.7 million for the three months ended September 30, 2021 and 2020, respectively, from change in derivatives fair value.~~

We recorded a $0.7 million loss on extinguishment of debt for the three months ended September 30, 2021 related to the prepayment of the Wynn Macau Credit Facilities. We recorded a $3.1 million loss on extinguishment of debt for the three months ended September 30, 2020 related to the partial prepayment of the Wynn Macau Term Loan.

~~Income taxes~~

We recorded an income tax expense of $1.2 million and $407.4 million for the three months ended September 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, U.S. loss carryforwards and other U.S. deferred tax assets.

~~Net loss attributable to noncontrolling interests~~

Net loss attributable to noncontrolling interests was $79.7 million and $73.4 million for the three months ended September 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 nine months ended September 30, 2021 compared to the nine months ended September 30, 2020.~~

~~Operating revenues~~

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

Nine Months Ended September 30,
2021 2020 Increase/ (Decrease) Percent Change
Operating revenues
Macau Operations:
Wynn Palace $ 689,020 $ 283,932 $ 405,088 142.7
Wynn Macau 494,341 292,745 201,596 68.9
Total Macau Operations 1,183,361 576,677 606,684 105.2
Las Vegas Operations 1,009,785 575,407 434,378 75.5
Encore Boston Harbor 487,545 257,782 229,763 89.1
Corporate and other 40,748 — 40,748 NM
$ 2,721,439 $ 1,409,866 $ 1,311,573 93.0


	Three Months Ended September 30,
	2022			2021			Increase/ (Decrease)		Percent Change
Las Vegas Operations:
Total casino revenues	$	134,314		$	112,575		$	21,739	19.3
Average number of table games	237			224			13		5.8
Table drop	$	570,419		$	507,188		$	63,231	12.5
Table games win	$	118,263		$	110,265		$	7,998	7.3
Table games win %	20.7		%	21.7		%	(1.0)
Table games win per unit per day	$	5,420		$	5,354		$	66	1.2
Average number of slot machines	1,693			1,746			(53)		(3.0)
Slot machine handle	$	1,522,512		$	1,156,858		$	365,654	31.6
Slot machine win	$	107,575		$	80,303		$	27,272	34.0
Slot machine win per unit per day	$	691		$	500		$	191	38.2
Poker rake	$	3,848		$	2,910		$	938	32.2
Encore Boston Harbor (1):
Total casino revenues	$	157,369		$	151,361		$	6,008	4.0
Average number of table games	188			181			7		3.9
Table drop	$	364,844		$	350,145		$	14,699	4.2
Table games win	$	76,970		$	74,818		$	2,152	2.9
Table games win %	21.1		%	21.4		%	(0.3)
Table games win per unit per day	$	4,448		$	4,498		$	(50)	(1.1)
Average number of slot machines	2,706			2,734			(28)		(1.0)
Slot machine handle	$	1,288,250		$	1,196,299		$	91,951	7.7
Slot machine win	$	104,122		$	98,816		$	5,306	5.4
Slot machine win per unit per day	$	418		$	393		$	25	6.4
Poker rake	$	2,554		$	—		$	2,554	NM

NM - Not meaningful.

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

Nine Months Ended September 30,
2021 2020 Increase/ (Decrease) Percent Change
Operating revenues
Casino revenues $ 1,615,228 $ 782,074 $ 833,154 106.5
Non-casino revenues:
          Rooms 387,772 231,240 156,532 67.7
          Food and beverage 435,152 250,007 185,145 74.1
          Entertainment, retail and other 283,287 146,545 136,742 93.3
             Total non-casino revenues 1,106,211 627,792 478,419 76.2
$ 2,721,439 $ 1,409,866 $ 1,311,573 93.0

Casino revenues for the nine months ended September 30, 2021 were 59.4% of operating revenues, compared to 55.5% for the same period of 2020. Non-casino revenues for the nine months ended September 30, 2021 were 40.6% of operating revenues, compared to 44.5% for the same period of 2020.

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~~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 VIP table games win and 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 was closed to the public from March 15, 2020 until July 10, 2020. Our casino operations in Macau were closed for a 15-day period in February 2020. The table below sets forth our casino revenues and associated key operating measures (dollars in thousands, except for win per unit per day):

Nine Months Ended September 30,
2021 2020 Increase/(Decrease) Percent
Change
Macau Operations (1):
Wynn Palace:
Total casino revenues $ 532,040 $ 208,449 $ 323,591 155.2
VIP:
Average number of table games 96 97 (1) (1.0)
VIP turnover $ 5,246,296 $ 6,823,955 $ (1,577,659) (23.1)
VIP table games win $ 222,968 $ 113,007 $ 109,961 97.3
VIP win as a % of turnover 4.25 % 1.66 % 2.59
Table games win per unit per day $ 8,548 $ 4,458 $ 4,090 91.7
Mass market:
Average number of table games 227 209 18 8.6
Table drop $ 1,823,792 $ 583,599 $ 1,240,193 212.5
Table games win $ 406,016 $ 156,897 $ 249,119 158.8
Table games win % 22.3 % 26.9 % (4.6)
Table games win per unit per day $ 6,555 $ 2,889 $ 3,666 126.9
Average number of slot machines 708 586 122 20.8
Slot machine handle $ 1,107,058 $ 542,708 $ 564,350 104.0
Slot machine win $ 44,553 $ 24,796 $ 19,757 79.7
Slot machine win per unit per day $ 230 $ 163 $ 67 41.1
Wynn Macau:
Total casino revenues $ 379,610 $ 213,758 $ 165,852 77.6
VIP:
Average number of table games 83 88 (5) (5.7)
VIP turnover $ 4,629,987 $ 4,069,809 $ 560,178 13.8
VIP table games win $ 130,624 $ 130,143 $ 481 0.4
VIP win as a % of turnover 2.82 % 3.20 % (0.38)
Table games win per unit per day $ 5,745 $ 5,692 $ 53 0.9
Mass market:
Average number of table games 239 219 20 9.1
Table drop $ 1,703,189 $ 752,058 $ 951,131 126.5
Table games win $ 321,236 $ 146,231 $ 175,005 119.7
Table games win % 18.9 % 19.4 % (0.5)
Table games win per unit per day $ 4,914 $ 2,564 $ 2,350 91.7
Average number of slot machines 583 509 74 14.5
Slot machine handle $ 802,337 $ 516,537 $ 285,800 55.3
Slot machine win $ 28,573 $ 18,993 $ 9,580 50.4
Slot machine win per unit per day $ 179 $ 144 $ 35 24.3
Poker rake $ — $ 2,083 $ (2,083) (100.0)

~~Table of Contents~~

Nine Months Ended September 30,
2021 2020 Increase/(Decrease) Percent
Change
Las Vegas Operations (2):
Total casino revenues $ 305,253 $ 161,354 $ 143,899 89.2
Average number of table games 205 228 (23) (10.1)
Table drop $ 1,258,733 $ 830,745 $ 427,988 51.5
Table games win $ 285,939 $ 166,196 $ 119,743 72.0
Table games win % 22.7 % 20.0 % 2.7
Table games win per unit per day $ 5,117 $ 3,711 $ 1,406 37.9
Average number of slot machines 1,670 1,751 (81) (4.6)
Slot machine handle $ 3,063,267 $ 1,650,517 $ 1,412,750 85.6
Slot machine win $ 209,682 $ 112,464 $ 97,218 86.4
Slot machine win per unit per day $ 460 $ 328 $ 132 40.2
Poker rake $ 8,704 $ 2,185 $ 6,519 298.4
Encore Boston Harbor (3):
Total casino revenues $ 398,325 $ 198,513 $ 199,812 100.7
Average number of table games 192 174 18 10.3
Table drop $ 890,777 $ 493,428 $ 397,349 80.5
Table games win $ 189,070 $ 104,814 $ 84,256 80.4
Table games win % 21.2 % 21.2 % —
Table games win per unit per day $ 3,613 $ 3,839 $ (226) (5.9)
Average number of slot machines 2,268 2,330 (62) (2.7)
Slot machine handle $ 3,204,272 $ 1,581,174 $ 1,623,098 102.7
Slot machine win $ 263,197 $ 122,906 $ 140,291 114.1
Slot machine win per unit per day $ 425 $ 336 $ 89 26.5
Poker rake $ — $ 5,105 $ (5,105) (100.0)

In response to the initial outbreak of COVID-19 in early 2020, each of our properties was subject to partial or full closure for varying lengths of time during 2020, and each has since reopened with certain COVID-19 specific protective measures in place.

(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. The property reopened its hotel tower to seven days per week as of September 1, 2021.

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Non-casino revenues

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


		Nine Months Ended September 30,										Three Months Ended September 30,
		2021			2020			Increase/(Decrease)		Percent Change		2022			2021			Increase/ (Decrease)		Percent Change
Macau Operations:	Macau Operations:										Macau Operations:
Wynn Palace:
Wynn Palace:											Wynn Palace:
Total room revenues (dollars in thousands)	Total room revenues (dollars in thousands)	$	53,534		$	26,647		$	26,887	100.9	Total room revenues (dollars in thousands)	$	6,974		$	15,639		$	(8,665)	(55.4)
Occupancy	Occupancy	61.1		%	19.3		%	41.8			Occupancy	28.1		%	51.9		%	(23.8)
ADR	ADR	$	181		$	283		$	(102)	(36.0)	ADR	$	145		$	187		$	(42)	(22.5)
REVPAR	REVPAR	$	111		$	54		$	57	105.6	REVPAR	$	41		$	97		$	(56)	(57.7)
Wynn Macau:	Wynn Macau:										Wynn Macau:
Total room revenues (dollars in thousands)	Total room revenues (dollars in thousands)	$	39,025		$	23,480		$	15,545	66.2	Total room revenues (dollars in thousands)	$	4,395		$	10,896		$	(6,501)	(59.7)
Occupancy	Occupancy	60.0		%	24.4		%	35.6			Occupancy	31.4		%	51.3		%	(19.9)
ADR	ADR	$	217		$	316		$	(99)	(31.3)	ADR	$	137		$	211		$	(74)	(35.1)
REVPAR	REVPAR	$	130		$	77		$	53	68.8	REVPAR	$	43		$	108		$	(65)	(60.2)
Las Vegas Operations (1):
Las Vegas Operations:											Las Vegas Operations:
Total room revenues (dollars in thousands)	Total room revenues (dollars in thousands)	$	266,250		$	163,419		$	102,831	62.9	Total room revenues (dollars in thousands)	$	162,125		$	132,705		$	29,420	22.2
Occupancy	Occupancy	63.4		%	55.8		%	7.6			Occupancy	88.8		%	83.0		%	5.8
ADR	ADR	$	360		$	323		$	37	11.5	ADR	$	426		$	392		$	34	8.7
REVPAR	REVPAR	$	228		$	180		$	48	26.7	REVPAR	$	378		$	326		$	52	16.0
Encore Boston Harbor (2) (3):
Encore Boston Harbor (1):											Encore Boston Harbor (1):
Total room revenues (dollars in thousands)	Total room revenues (dollars in thousands)	$	28,964		$	17,694		$	11,270	63.7	Total room revenues (dollars in thousands)	$	23,718		$	14,578		$	9,140	62.7
Occupancy	Occupancy	84.1		%	74.6		%	9.5			Occupancy	97.0		%	87.8		%	9.2
ADR	ADR	$	320		$	293		$	27	9.2	ADR	$	398		$	351		$	47	13.4
REVPAR	REVPAR	$	269		$	218		$	51	23.4	REVPAR	$	386		$	308		$	78	25.3

(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 ~~158 days and 121~~69 days of operation in the ~~nine~~three months ended September 30, 2021, ~~and 2020, respectively,~~ representing the number of nights hotel rooms were offered for sale to the public.

Room revenues increased $23.4 million, primarily due to higher occupancy and ADR at our Las Vegas Operations and Encore Boston Harbor.

Food and beverage revenues increased $7.2 million, primarily due to increased restaurant covers at our Las Vegas Operations.

Entertainment, retail and other revenues increased $0.8 million, primarily due to an increase in visitation to our Las Vegas Operations.

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Operating expenses

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


	Three Months Ended September 30,
	2022		2021		Increase/ (Decrease)		Percent Change
Operating expenses:
Casino	$	239,901	$	315,316	$	(75,415)	(23.9)
Rooms	67,689		52,100		15,589		29.9
Food and beverage	185,388		163,655		21,733		13.3
Entertainment, retail and other	72,964		156,490		(83,526)		(53.4)
General and administrative	201,275		197,350		3,925		2.0
Provision for credit losses	(8,186)		(347)		(7,839)		2,259.1
Pre-opening	6,447		1,333		5,114		383.6
Depreciation and amortization	172,502		177,110		(4,608)		(2.6)
Property charges and other	4,733		15,301		(10,568)		(69.1)
Total operating expenses	$	942,713	$	1,078,308	$	(135,595)	(12.6)

Total operating expenses decreased $135.6 million compared to the three months ended September 30, 2021, primarily due to decreased casino, entertainment, retail and other, provision for credit losses, and property charges and other expenses, partially offset by increased room, food and beverage, and pre-opening expenses.

Casino expenses decreased $51.5 million and $39.9 million at Wynn Palace and Wynn Macau, respectively. These decreases were primarily due to reductions in gaming tax expense driven by the declines in casino revenues at each of Wynn Palace and Wynn Macau, resulting from the effects of the COVID-19 pandemic, partially offset by increased casino expenses of $10.1 million and $5.8 million at our Las Vegas Operations and Encore Boston Harbor, respectively, primarily due to increased operating costs, including gaming tax expense, driven by the increase in casino revenues.

Room expenses increased $9.2 million and $7.4 million at our Las Vegas Operations and Encore Boston Harbor, respectively. These increases were primarily a result of higher operating costs related to the increase in occupancy.

Food and beverage expenses increased $22.3 million and $3.7 million at our Las Vegas Operations and Encore Boston Harbor, respectively. These increases were primarily a result of higher operating costs related to the increase in food and beverage revenues as well as higher nightlife entertainment costs associated with increased business volumes at our Las Vegas Operations' nightlife venues.

Entertainment, retail and other expenses decreased $86.4 million at Wynn Interactive, primarily due to decreased marketing costs, partially offset by an increase of $7.1 million at our Las Vegas operations, due to higher operating costs associated with increased levels of business.

Provision for credit losses decreased $5.2 million, $1.4 million, and $0.9 million at Wynn Palace, our Las Vegas Operations, and Wynn Macau, respectively. These 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 three months ended September 30, 2022, pre-opening expenses totaled $6.4 million, which primarily related to reconfiguring the theater space at Wynn Las Vegas to host an all-new, exclusive theatrical production, Awakening, which premiered in November 2022. For the three months ended September 30, 2021, pre-opening expenses totaled $1.3 million, which primarily related to restaurant remodels at our Las Vegas Operations.

Depreciation and amortization decreased $7.7 million at Wynn Palace, primarily due to certain furniture, fixture and equipment assets reaching the end of their useful lives in the first quarter of 2022.

Property charges and other expenses for the quarter ended September 30, 2022 consisted primarily of asset abandonments of $2.0 million and $1.0 million at Wynn Palace and our Las Vegas Operations, respectively, and other contingency expenses

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of $1.9 million at Wynn Macau. Property charges and other expenses for the quarter ended September 30, 2021 consisted primarily of advocacy-related expenses of $12.5 million at Wynn Interactive.

Interest expense, net of capitalized interest

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


	Three Months Ended September 30,
		2022			2021			Increase/ (Decrease)		Percent Change
Interest expense
Interest cost, including amortization of debt issuance costs and original issue discount and premium		$	165,277		$	150,325		$	14,952	9.9

Weighted average total debt balance		$	12,222,392		$	12,044,272
Weighted average interest rate		5.41		%	4.99		%

Interest costs increased primarily due to an increase in the weighted average interest rate.

Other non-operating income and expenses

We incurred a foreign currency remeasurement loss of $0.9 million and $11.8 million for the three months ended September 30, 2022 and 2021, respectively. The impact of the exchange rate fluctuation of the 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 primarily drove the variability between periods.

We recorded a gain of $5.8 million and $1.2 million for the three months ended September 30, 2022 and 2021, respectively, from change in derivatives fair value.

Income taxes

We recorded an income tax expense of $1.4 million and $1.2 million for the three months ended September 30, 2022 and 2021, respectively. Income tax expense in 2022 primarily related to changes in U.S. deferred taxes. Income tax expense in 2021 primarily related to the Macau dividend tax agreement that provides for an annual payment as complementary tax otherwise due by stockholders of WRM.

Net loss attributable to noncontrolling interests

Net loss attributable to noncontrolling interests was $64.9 million and $79.7 million for the three months ended September 30, 2022 and 2021, respectively. These amounts are primarily related to the noncontrolling interests' share of net loss attributable to WML.

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Financial results for the nine months ended September 30, 2022 compared to the nine months ended September 30, 2021.

Operating revenues

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


	Nine Months Ended September 30,
	2022		2021		Increase/ (Decrease)		Percent Change
Operating revenues
Macau Operations:
Wynn Palace	$	297,224	$	689,020	$	(391,796)	(56.9)
Wynn Macau	234,051		494,341		(260,290)		(52.7)
Total Macau Operations	531,275		1,183,361		(652,086)		(55.1)
Las Vegas Operations	1,546,644		1,009,785		536,859		53.2
Encore Boston Harbor	612,733		487,545		125,188		25.7
Wynn Interactive	61,236		40,748		20,488		50.3
	$	2,751,888	$	2,721,439	$	30,449	1.1

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


	Nine Months Ended September 30,
	2022		2021		Increase/ (Decrease)		Percent Change
Operating revenues
Casino revenues	$	1,209,323	$	1,615,228	$	(405,905)	(25.1)
Non-casino revenues:
Rooms	568,886		387,772		181,114		46.7
Food and beverage	628,566		435,152		193,414		44.4
Entertainment, retail and other	345,113		283,287		61,826		21.8
Total non-casino revenues	1,542,565		1,106,211		436,354		39.4
	$	2,751,888	$	2,721,439	$	30,449	1.1

Casino revenues for the nine months ended September 30, 2022 were 43.9% of operating revenues, compared to 59.4% for the same period of 2021. Non-casino revenues for the nine months ended September 30, 2022 were 56.1% of operating revenues, compared to 40.6% for the same period of 2021.

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


	Nine Months Ended September 30,
	2022			2021			Increase/ (Decrease)		Percent Change
Macau Operations:
Wynn Palace:
Total casino revenues	$	186,968		$	532,040		$	(345,072)	(64.9)
VIP:
Average number of table games	54			96			(42)		(43.8)
VIP turnover	$	1,593,761		$	5,246,296		$	(3,652,535)	(69.6)
VIP table games win	$	22,353		$	222,968		$	(200,615)	(90.0)
VIP win as a % of turnover	1.40		%	4.25		%	(2.85)
Table games win per unit per day	$	1,587		$	8,548		$	(6,961)	(81.4)
Mass market:
Average number of table games	226			227			(1)		(0.4)
Table drop	$	939,474		$	1,823,792		$	(884,318)	(48.5)
Table games win	$	195,205		$	406,016		$	(210,811)	(51.9)
Table games win %	20.8		%	22.3		%	(1.5)
Table games win per unit per day	$	3,305		$	6,555		$	(3,250)	(49.6)
Average number of slot machines	638			708			(70)		(9.9)
Slot machine handle	$	502,856		$	1,107,058		$	(604,202)	(54.6)
Slot machine win	$	22,989		$	44,553		$	(21,564)	(48.4)
Slot machine win per unit per day	$	138		$	230		$	(92)	(40.0)
Wynn Macau:
Total casino revenues	$	165,221		$	379,610		$	(214,389)	(56.5)
VIP:
Average number of table games	38			83			(45)		(54.2)
VIP turnover	$	1,341,567		$	4,629,987		$	(3,288,420)	(71.0)
VIP table games win	$	50,864		$	130,624		$	(79,760)	(61.1)
VIP win as a % of turnover	3.79		%	2.82		%	0.97
Table games win per unit per day	$	5,164		$	5,745		$	(581)	(10.1)
Mass market:
Average number of table games	242			239			3		1.3
Table drop	$	852,832		$	1,703,189		$	(850,357)	(49.9)
Table games win	$	135,074		$	321,236		$	(186,162)	(58.0)
Table games win %	15.8		%	18.9		%	(3.1)
Table games win per unit per day	$	2,140		$	4,914		$	(2,774)	(56.5)
Average number of slot machines	630			583			47		8.1
Slot machine handle	$	676,531		$	802,337		$	(125,806)	(15.7)
Slot machine win	$	23,902		$	28,573		$	(4,671)	(16.3)
Slot machine win per unit per day	$	145		$	179		$	(34)	(19.0)

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	Nine Months Ended September 30,
	2022			2021			Increase/ (Decrease)		Percent Change
Las Vegas Operations (1):
Total casino revenues	$	393,930		$	305,253		$	88,677	29.1
Average number of table games	234			205			29		14.1
Table drop	$	1,683,317		$	1,258,733		$	424,584	33.7
Table games win	$	386,306		$	285,939		$	100,367	35.1
Table games win %	22.9		%	22.7		%	0.2
Table games win per unit per day	$	6,047		$	5,117		$	930	18.2
Average number of slot machines	1,711			1,670			41		2.5
Slot machine handle	$	4,026,675		$	3,063,267		$	963,408	31.5
Slot machine win	$	278,250		$	209,682		$	68,568	32.7
Slot machine win per unit per day	$	596		$	460		$	136	29.6
Poker rake	$	12,729		$	8,704		$	4,025	46.2
Encore Boston Harbor (2):
Total casino revenues	$	463,204		$	398,325		$	64,879	16.3
Average number of table games	185			192			(7)		(3.6)
Table drop	$	1,077,261		$	890,777		$	186,484	20.9
Table games win	$	234,024		$	189,070		$	44,954	23.8
Table games win %	21.7		%	21.2		%	0.5
Table games win per unit per day	$	4,624		$	3,613		$	1,011	28.0
Average number of slot machines	2,754			2,268			486		21.4
Slot machine handle	$	3,703,990		$	3,204,272		$	499,718	15.6
Slot machine win	$	298,842		$	263,197		$	35,645	13.5
Slot machine win per unit per day	$	397		$	425		$	(28)	(6.6)
Poker rake	$	4,580		$	—		$	4,580	NM

NM - Not meaningful.

(1) 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. On April 8, 2021, Encore at Wynn Las Vegas resumed full operations.

(2) On January 25, 2021, Encore Boston Harbor restored 24-hour casino operations and reopened its hotel tower on a Thursday through Sunday weekly schedule. The property reopened its hotel tower to seven days per week as of September 1, 2021.

Room revenues increased $156.5 million, primarily due to higher occupancy at our properties 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 $185.1 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 $136.7 million, primarily due to an increase in visitation to our Macau Operations and our Las Vegas Operations as a result of ongoing recovery from the effects of COVID-19.

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Non-casino revenues

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


	Nine Months Ended September 30,
	2022			2021			Increase/ (Decrease)		Percent Change
Macau Operations:
Wynn Palace:
Total room revenues (dollars in thousands)	$	27,813		$	53,534		$	(25,721)	(48.0)
Occupancy	34.4		%	61.1		%	(26.7)
ADR	$	160		$	181		$	(21)	(11.6)
REVPAR	$	55		$	111		$	(56)	(50.5)
Wynn Macau:
Total room revenues (dollars in thousands)	$	18,547		$	39,025		$	(20,478)	(52.5)
Occupancy	37.4		%	60.0		%	(22.6)
ADR	$	163		$	217		$	(54)	(24.9)
REVPAR	$	61		$	130		$	(69)	(53.1)
Las Vegas Operations:
Total room revenues (dollars in thousands)	$	460,707		$	266,250		$	194,457	73.0
Occupancy	85.5		%	63.4		%	22.1
ADR	$	440		$	360		$	80	22.2
REVPAR	$	376		$	228		$	148	64.9
Encore Boston Harbor (1):
Total room revenues (dollars in thousands)	$	61,819		$	28,963		$	32,856	113.4
Occupancy	90.6		%	84.1		%	6.5
ADR	$	374		$	320		$	54	16.9
REVPAR	$	339		$	269		$	70	26.0

(1) Encore Boston Harbor room statistics have been computed based on 158 days of operation in the nine months ended September 30, 2021, representing the number of nights hotel rooms were offered for sale to the public. The property reopened its hotel tower to seven days per week as of September 1, 2021.

Room revenues increased $181.1 million, primarily due to higher occupancy and ADR at our Las Vegas Operations and Encore Boston Harbor.

Food and beverage revenues increased $193.4 million, primarily due to increased restaurant covers and nightlife revenues at our Las Vegas Operations.

Entertainment, retail and other revenues increased $61.8 million, primarily due to an increase in visitation to our Las Vegas Operations.

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Operating expenses

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


		Nine Months Ended September 30,								Nine Months Ended September 30,
		2021		2020		Increase/ (Decrease)		Percent Change		2022		2021		Increase/ (Decrease)		Percent Change
Operating expenses:	Operating expenses:								Operating expenses:
Casino	Casino	$	1,048,897	$	734,689	$	314,208	42.8	Casino	$	808,044	$	1,048,897	$	(240,853)	(23.0)
Rooms	Rooms	136,187		139,787		(3,600)		(2.6)	Rooms	191,474		136,187		55,287		40.6
Food and beverage	Food and beverage	354,709		314,335		40,374		12.8	Food and beverage	517,515		354,709		162,806		45.9
Entertainment, retail and other	Entertainment, retail and other	310,871		75,823		235,048		310.0	Entertainment, retail and other	236,853		310,871		(74,018)		(23.8)
General and administrative	General and administrative	574,669		547,305		27,364		5.0	General and administrative	598,433		574,669		23,764		4.1
Provision for credit losses	Provision for credit losses	7,461		60,548		(53,087)		(87.7)	Provision for credit losses	(11,331)		7,461		(18,792)		NM
Pre-opening	Pre-opening	5,455		5,614		(159)		(2.8)	Pre-opening	13,396		5,455		7,941		145.6
Depreciation and amortization	Depreciation and amortization	545,538		541,498		4,040		0.7	Depreciation and amortization	520,026		545,538		(25,512)		(4.7)
Property charges and other	Property charges and other	26,569		43,701		(17,132)		(39.2)	Property charges and other	77,362		26,569		50,793		191.2
Total operating expenses	Total operating expenses	$	3,010,356	$	2,463,300	$	547,056	22.2	Total operating expenses	$	2,951,772	$	3,010,356	$	(58,584)	(1.9)

NM - Not meaningful.

Total operating expenses ~~increased $547.1~~decreased $58.6 million compared to the nine months ended September 30, ~~2020,~~2021, primarily due to ~~increased~~decreased casino, ~~food and beverage,~~ entertainment, retail and other, provision for credit losses, and ~~general~~depreciation and ~~administrative~~amortization expenses, partially offset by ~~decreased provision for credit losses~~increased room, food and beverage, general and administrative, pre-opening, and property charges and other expenses.

Casino expenses ~~increased $157.1 million, $84.2 million, $17.4~~decreased $192.8 million and ~~$55.4~~$124.2 million at Wynn Palace and Wynn Macau, respectively. These decreases were primarily due to reductions in gaming tax expense driven by the declines in casino revenues at each of Wynn Palace and Wynn Macau, resulting from the effects of the COVID-19 pandemic, partially offset by increased casino expenses of $40.6 million and $35.6 million at our Las Vegas Operations and Encore Boston Harbor, respectively primarily due to increased operating costs, including gaming tax expense, driven by the increase in casino revenues.

Room expenses increased $43.7 million and $16.1 million at our Las Vegas Operations and Encore Boston Harbor, respectively. These increases were primarily ~~due~~a result of higher operating costs related to ~~increased gaming tax expense driven by~~ the increase in ~~casino revenues at each property.~~

~~Room expenses decreased $4.8 million at Encore Boston Harbor. The decrease was primarily a result of lower payroll and operating costs.~~occupancy.

Food and beverage expenses increased ~~$47.1~~$154.7 million and $16.9 million at our Las Vegas ~~Operations. The increase was~~Operations and Encore Boston Harbor, respectively. These increases were primarily a result of higher operating costs related to the increase in food and beverage revenues as well as higher nightlife entertainment ~~costs.~~costs associated with increased business volumes at our Las Vegas Operations' nightlife venues.

Entertainment, retail and other expenses ~~increased~~decreased $105.6 million at Wynn Interactive, primarily due to decreased marketing ~~expenses incurred by Wynn Interactive. The increase was~~costs, partially offset by ~~a decrease in entertainment, retail and other expenses~~an increase of ~~$7.9~~$32.7 million at our Las Vegas ~~Operations~~operations, primarily ~~as a result~~due to higher operating costs associated with increased levels of ~~lower operating costs.~~business.

General and administrative expenses increased primarily due to ~~an increase in corporate~~increases of $33.6 million and ~~other~~$13.8 million at our Las Vegas Operations and Encore Boston Harbor, respectively. These increases were attributable to increased payroll, operating costs, and general and administrative expenses required to support higher business volumes, partially offset by decreased general and administrative expenses of ~~$36.3~~$13.9 million ~~primarily~~and $13.2 million, at Wynn Palace and Wynn Macau, respectively, due to ~~a credit of $30.2 million for the net proceeds of a derivative action settlement recognized during the nine months ended September 30, 2020. In addition, general~~decreased payroll and ~~administrative expenses increased $7.0 million at Encore Boston Harbor primarily due~~operating costs attributable to ~~the closure of our operations from March 15, 2020 until July 10, 2020.~~lower business volumes.

The provision for credit losses decreased ~~$23.5~~$7.6 million, ~~$24.0~~$6.0 million, and ~~$3.4~~$5.4 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 nine months ended September 30, ~~2021 and 2020,~~2022, pre-opening expenses totaled ~~$5.5 million and $5.6~~$13.4 million, which primarily related to ~~restaurant remodels~~reconfiguring the theater space at ~~our~~Wynn Las Vegas ~~Operations.~~

~~Depreciation and amortization increased $5.9 million at Encore Boston Harbor primary due~~ to ~~equipment placed in service during the nine months ended September 30, 2021.~~

host an all-new, exclusive theatrical production,
Awakening, which

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~~Our property~~premiered in November 2022. For the nine months ended September 30, 2021, pre-opening expenses totaled $5.5 million, which primarily related to restaurant remodels at our Las Vegas Operations.

Depreciation and amortization decreased $38.7 million at Wynn Palace primarily due to certain furniture, fixture and equipment assets reaching the end of their useful lives in the first quarter of 2022.

Property charges and other expenses for the nine months ended September 30, 2022 consisted primarily of impairment of goodwill and other finite-lived intangible assets of $37.8 million and $10.3 million, respectively, $7.1 million of restructuring costs related to Wynn Interactive's BetBull operations, as well as other contract termination expenses of $10.7 million and asset abandonments of $2.1 million related to Wynn Interactive, and other contingency expenses of $6.8 million at Wynn Macau. Property charges and other expenses for the nine months ended September 30, 2021 consisted primarily of ~~advocacy- related~~advocacy-related expenses of $12.5 million at Wynn Interactive and asset abandonments of $4.3 million and $4.1 million at our Las Vegas Operations and Wynn Palace, respectively. Our property charges and other expenses for the nine months ended September 30, 2020 consisted primarily of asset disposals and abandonments of $23.4 million and $9.7 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):


		Nine Months Ended September 30,										Nine Months Ended September 30,
		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	$	453,601		$	408,439		$	45,162	11.1	Interest cost, including amortization of debt issuance costs and original issue discount and premium	$	472,265		$	453,601		$	18,664	4.1
Capitalized interest		—			(1,252)			(1,252)		(100.0)
		$	453,601		$	407,187		$	46,414	11.4

Weighted average total debt balance	Weighted average total debt balance	$	12,257,424		$	12,050,631					Weighted average total debt balance	$	12,106,968		$	12,257,424
Weighted average interest rate	Weighted average interest rate	4.93		%	4.51		%				Weighted average interest rate	5.20		%	4.93		%

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 ~~$17.3~~$26.1 million and ~~a gain of $13.0~~$17.3 million for the nine months ended September 30, ~~2021~~2022 and ~~2020,~~2021, 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 ~~$6.6~~$14.8 million and ~~a loss of $14.3~~$6.6 million for the nine months ended September 30, ~~2021~~2022 and ~~2020,~~2021, respectively, from change in derivatives fair value.

We recorded a $2.1 million loss on extinguishment of debt for the nine months ended September 30, 2021 related to the partial prepayment of the Wynn Macau Term Loan and the prepayment of the Wynn Macau Credit Facilities. ~~We recorded a $4.6 million loss on extinguishment of debt for the nine months ended September 30, 2020 primarily related to the partial prepayment of the Wynn Macau Term Loan.~~

Income taxes

We recorded an income tax expense of ~~$2.3~~$3.2 million and ~~$564.1~~$2.3 million for the nine months ended September 30, 2022 and 2021, ~~and 2020,~~ respectively. ~~The 2021 income~~Income tax expense in 2022 primarily related to ~~an increase~~changes in ~~valuation allowance for~~ U.S. deferred taxes. Income tax ~~assets and~~expense in 2021 primarily related to the Macau dividend tax agreement that provides for an annual payment ~~of MOP 12.8 million (approximately $1.6 million)~~ as complementary tax otherwise due by stockholders of ~~Wynn Macau SA. The 2020 income tax expense primarily related to the increase in the valuation allowances for U.S foreign tax credits, U.S. loss carryforwards and other U.S. deferred tax assets.~~WRM.

Net loss attributable to noncontrolling interests

Net loss attributable to noncontrolling interests was ~~$177.0~~$219.6 million and ~~$218.9~~$177.0 million for the nine months ended September 30, ~~2021~~2022 and ~~2020,~~2021, respectively. These amounts are primarily related to the noncontrolling interests' share of net loss from 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 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~~(dollars in thousands) for Wynn Palace, Wynn Macau, Las Vegas Operations, ~~and~~ Encore Boston Harbor, and Wynn Interactive as reviewed by management and summarized in Item 1—"Notes to Condensed Consolidated Financial Statements," Note ~~17,~~18, "Segment Information." That footnote also presents a reconciliation of Adjusted Property EBITDA to net loss attributable to Wynn Resorts, Limited.


		Three Months Ended September 30,							Nine Months Ended September 30,								Three Months Ended September 30,							Nine Months Ended September 30,
		2021		2020		Increase/ (Decrease)		Percent Change	2021		2020		Increase/ (Decrease)		Percent Change		2022		2021		Increase/ (Decrease)		Percent Change	2022		2021		Increase/ (Decrease)		Percent Change
Wynn Palace	Wynn Palace	$	12,112	$	(77,647)	$	89,759	NM	$	93,036	$	(178,379)	$	271,415	NM	Wynn Palace	$	(21,808)	$	12,112	$	(33,920)	NM	$	(72,622)	$	93,036	$	(165,658)	NM
Wynn Macau	Wynn Macau	(1,939)		(34,457)		32,518		94.4	28,703		(97,895)		126,598		NM	Wynn Macau	(43,806)		(1,939)		(41,867)		NM	(88,878)		28,703		(117,581)		NM
Las Vegas Operations	Las Vegas Operations	183,416		20,258		163,158		805.4	344,719		(77,383)		422,102		NM	Las Vegas Operations	195,760		183,416		12,344		6.7	581,844		344,719		237,125		68.8
Encore Boston Harbor	Encore Boston Harbor	64,565		25,986		38,579		148.5	141,844		(40,429)		182,273		NM	Encore Boston Harbor	61,136		64,565		(3,429)		(5.3)	180,132		141,844		38,288		27.0
Corporate and other		(103,593)		—		(103,593)		NM	(187,961)		—		(187,961)		NM
Wynn Interactive																Wynn Interactive	(17,748)		(103,593)		85,845		82.9	(70,202)		(187,961)		117,759		62.7

NM - Not meaningful.

Adjusted Property EBITDA at Wynn Palace ~~increased $89.8~~and Wynn Macau decreased $33.9 million and ~~$271.4~~$41.9 million for the three months ended September 30, 2022 and $165.7 million and $117.6 million for the nine months ended September 30, 2022, respectively, primarily due to a decrease in operating revenues, partially offset by a decrease in operating expenses. Our Macau Operations for the three and nine months ended September 30, 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 $12.3 million and $237.1 million for the three and nine months ended September 30, ~~2021, respectively,~~2022, primarily due to an increase in operating revenues, partially offset by an increase in operating expenses. ~~Our casino operations at Wynn Palace were closed for a 15-day period in February 2020.~~

Adjusted Property EBITDA at ~~Wynn Macau increased $32.5 million and $126.6~~Encore Boston Harbor decreased $3.4 million for the three ~~and~~months ended September 30, 2022, primarily due to an increase in operating expenses, partially offset by an increase in operating revenues. Adjusted Property EBITDA at Encore Boston Harbor increased $38.3 million for the nine months ended September 30, ~~2021, respectively,~~2022, primarily due to an increase in operating revenues, partially offset by an increase in operating expenses. ~~Our casino operations at Wynn Macau were closed for a 15-day period in February 2020.~~

Adjusted Property EBITDA at ~~our Las Vegas Operations~~Wynn Interactive increased ~~$163.2~~$85.8 million and ~~$422.1~~$117.8 million for the three and nine months ended September 30, ~~2021, respectively,~~2022, primarily due to ~~an increase in~~increased operating revenues ~~partially offset by an increase in operating expenses. Our Las Vegas Operations closed~~due to the ~~public on March 17, 2020,~~continued expansion and ~~reopened on June 4, 2020 on a reduced basis.~~

~~Adjusted Property EBITDA at Encore Boston Harbor increased $38.6 million~~ramp up of operations and ~~$182.3 million for the three~~decreased marketing and ~~nine months ended September 30, 2021, respectively, primarily due to an increase in operating revenues, partially offset by an increase in operating~~promotional expenses. ~~Encore Boston Harbor closed to the public on March 15, 2020 and reopened on July 10, 2020 on a reduced basis.~~

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Adjusted Property EBITDA at Corporate and other was $(103.6) million and $(188.0) million for the three and nine months ended September 30, 2021, respectively, primarily due to ramp up of 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):


		Nine Months Ended September 30,					Nine Months Ended September 30,
Cash Flows - Summary	Cash Flows - Summary	2021		2020		Cash Flows - Summary	2022		2021
Cash flows from operating activities	Cash flows from operating activities	$	(216,832)	$	(781,079)	Cash flows from operating activities	$	(153,038)	$	(216,832)

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	(213,088)		(261,093)		Capital expenditures, net of construction payables and retention	(273,251)		(213,088)
Purchase of intangible and other assets	Purchase of intangible and other assets	(19,741)		—		Purchase of intangible and other assets	(10,919)		(19,741)
Proceeds from sale of assets and other	Proceeds from sale of assets and other	3,689		3,733		Proceeds from sale of assets and other	485		3,689
Net cash used in investing activities	Net cash used in investing activities	(229,140)		(257,360)		Net cash used in investing activities	(283,685)		(229,140)

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	1,141,026		3,919,377		Proceeds from issuance of long-term debt	211,435		1,141,026
Repayments of long-term debt	Repayments of long-term debt	(2,477,690)		(1,540,609)		Repayments of long-term debt	(37,500)		(2,477,690)
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	—		841,896
Repurchase of common stock	Repurchase of common stock	(11,004)		(9,537)		Repurchase of common stock	(178,624)		(11,004)
Proceeds from issuance of subsidiary common stock						Proceeds from issuance of subsidiary common stock	2,895		4,662
Proceeds from sale of additional interest in joint venture						Proceeds from sale of additional interest in joint venture	50,033		—
Distribution to noncontrolling interest						Distribution to noncontrolling interest	(21,505)		(11,843)
Dividends paid						Dividends paid	(1,316)		(932)
Finance lease payments	Finance lease payments	(11,709)		(2,194)		Finance lease payments	(12,812)		(11,709)
Proceeds from exercise of stock options		—		70
Dividends paid		(932)		(108,282)
Distribution to noncontrolling interest		(11,843)		(1,996)
Proceeds from issuance of subsidiary common stock		4,662		—
Payments for debt financing costs		(29,975)		(20,350)
Net cash (used in) provided by financing activities		(555,569)		2,236,479
Payments for financing costs						Payments for financing costs	(3,165)		(29,975)
Net cash provided by (used in) financing activities						Net cash provided by (used in) financing activities	9,441		(555,569)

Effect of exchange rate on cash, cash equivalents and restricted cash	Effect of exchange rate on cash, cash equivalents and restricted cash	(1,689)		3,412		Effect of exchange rate on cash, cash equivalents and restricted cash	(1,119)		(1,689)
(Decrease) increase in cash, cash equivalents and restricted cash		$	(1,003,230)	$	1,201,452
Decrease in cash, cash equivalents and restricted cash						Decrease in cash, cash equivalents and restricted cash	$	(428,401)	$	(1,003,230)

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 nine months ended September 30, 2022, the decrease in net cash used in operating activities was primarily due to increased revenues from our Las Vegas Operations and Encore Boston Harbor, which was partially offset by decreases in revenues from Wynn Palace and Wynn Macau. During the nine months ended September 30, 2021, 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 changes in working capital accounts. ~~During the nine months ended September 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 and maintenance capital expenditures associated with maintaining and continually refining our world-class integrated resort properties.

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During the nine months ended September 30, 2022, we incurred capital expenditures of $214.1 million at our Las Vegas Operations primarily related to the Wynn Las Vegas room remodel and theater reconfiguration, and $14.7 million at Encore Boston Harbor, $27.9 million at Wynn Palace, and $9.6 million at Wynn Macau primarily related to maintenance capital expenditures.

During the nine months ended September 30, 2021, we incurred capital expenditures of $118.7 million at our Las Vegas Operations primarily related to the Wynn Las Vegas room remodel, and $33.4 million at Encore Boston Harbor, $24.4 million at Wynn Palace, and $18.3 million at Wynn Macau primarily related to maintenance capital expenditures.

Financing Activities

During the nine months ended September 30, ~~2020,~~2022, we ~~incurred capital expenditures~~repurchased 2,873,431 shares of ~~$56.2~~our common stock for approximately $166.4 million. We also borrowed $211.4 million ~~at Encore Boston Harbor primarily~~under the WM Cayman II Revolver and made quarterly amortization payments under the WRF Term Loan totaling $37.5 million. In addition, 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 ~~payment~~Company to the Retail Joint Venture and used cash of ~~construction retention and other payables related to its construction, $81.5 million at our Las Vegas Operations for restaurant remodels and maintenance capital expenditures, $41.3~~$21.5 million for ~~the construction~~distributions to noncontrolling interest holders of the ~~additional meeting and convention space at Wynn Las Vegas, and $38.5 million and $42.1 million at Wynn Palace and Wynn Macau, respectively, primarily related to maintenance capital expenditures.~~

Retail Joint Venture.

~~Financing Activities~~

During the nine months ended September 30, 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. We also paid $464.7 million of outstanding principal owed under the Wynn Macau Term Loan and prepaid the outstanding $1.26 billion of borrowings under the Wynn Macau Credit Facilities along with related financing costs, using proceeds from the borrowing of $1.09 billion under the WM Cayman II Revolver along with $200.0 million of cash. In addition, we made quarterly amortization payments under the WRF Term Loan totaling $37.5 million.

During the nine months ended September 30, 2020, we issued $1.0 billion aggregate principal amount of WML 5 1/2% Senior Notes due 2026, issued $600.0 million aggregate principal amount of WML 5 5/8% Senior Notes due 2028, issued $600.0 million aggregate principal amount of WRF 7 3/4% Senior Notes due 2025, borrowed $400.0 million, net of amounts repaid, under the Wynn Macau Revolver, borrowed $816.0 million under the WRF Revolver, paid $1.0 billion of outstanding principal owed under the Wynn Macau Term Loan, and made quarterly amortization payments under the WRF Term Loan totaling $37.5 million. In addition, we used cash of $108.3 million for the payment of dividends.

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, excluding capacity under ~~the Company~~intercompany loan agreements, as of September 30, ~~2021~~2022 (in thousands):

Total Cash and Cash Equivalents Revolver Borrowing Capacity
Wynn Resorts (Macau) S.A. and subsidiaries $ 184,546 $ —
Wynn Macau, Limited and subsidiaries (1)
1,203,074 413,130
Wynn Resorts Finance, LLC (2)
327,438 834,195
Wynn Resorts, Limited and other 760,700 —
Total $ 2,475,758 $ 1,247,325


	Total Cash and Cash Equivalents		Revolver Borrowing Capacity
Wynn Macau, Limited and subsidiaries	$	997,110	$	—
Wynn Resorts Finance, LLC (1)	486,483		835,600
Wynn Resorts, Limited and other	459,912		—
Total	$	1,943,505	$	835,600

(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 may utilize proceeds from the WM Cayman II Revolver ~~(discussed further below)~~and its intercompany revolving loan facility with Wynn Resorts, Limited to fund ~~short term~~ working capital requirements as needed. In July 2022, we drew $211.4 million on the WM Cayman II Revolver for general corporate purposes.We expect to use this cash to fund working capital and capital expenditure requirements at WML and our Macau ~~Operations. In addition, we may use this cash~~Operations, and to ~~make distributions to WML.~~service our WML Senior Notes and WM Cayman II Revolver. WML paid no dividends during 2021 or the nine months ended September 30, 2022.

~~In January 2021, Wynn Macau SA prepaid approximately $412.5 million of the term loan outstanding~~The borrowings under the ~~Wynn Macau Credit Facilities using proceeds~~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 ~~WML senior notes issuances.~~which the margin will be 1.875% to 2.875% per annum based on WM Cayman II’s leverage ratio on a consolidated basis, subject to a floor on the interest rate margin of 2.625% per annum through June 30, 2023. The final maturity of all outstanding loans under the Revolving Facility is September 16, 2025.

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~~In September 2021, borrowings of $1.09 billion~~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 ~~along with $200.0 million of cash, were used to facilitate the prepayment~~in respect of the ~~outstanding $1.26 billion of borrowings under~~relevant periods ending on the ~~Wynn Macau Credit Facilities~~following applicable test dates: (a) June 30, 2022; (b) September 30, 2022; (c) December 31, 2022; and (d) March 31, 2023; and to ~~pay related fees and expenses.~~

~~The Company is currently designing~~provide for a floor on 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 primarily generates cash through distributions from Wynn Macau SA and utilizes available borrowing capacity under the WM Cayman II Revolver as needed. We expect to use this 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.

On September 16, 2021, WM Cayman Holdings Limited II ("WM Cayman II"), an indirect wholly owned subsidiary of WML, entered into an unsecured revolving credit facility agreement (the “Facility Agreement”) in an aggregate principal amount of $1.50 billion consisting of one tranche in an amount of $312.5 million and one tranche in an amount of HK$9.26 billion (approximately $1.19 billion). WM Cayman II has the ability to upsize the total revolving credit facility by an additional $1.00 billion equivalent under the Facility Agreement and related agreements upon the satisfaction of various conditions.

~~The borrowings under the WM Cayman II Revolver bear~~ interest ~~at LIBOR or HIBOR plus a~~rate margin of ~~1.875% to 2.875%~~2.625% per annum ~~based~~through June 30, 2023. WML, as guarantor, may be subject to certain restrictions on ~~WM Cayman II’s leverage ratio on a consolidated basis. The final maturity~~payments of ~~all outstanding loans under~~dividends or distributions to its shareholders, unless certain financial criteria have been satisfied through the ~~Revolving Facility is September 16, 2025.~~

facility agreement.

WML paid no dividends during 2020 or the nine months ended September 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 September 30, ~~2021,~~2022, 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.

In June 2022, Wynn Las Vegas ~~is currently undergoing~~completed its ~~planned~~hotel room remodel ~~which we temporarily postponed during 2020. We expect to incur between~~for total project costs of approximately $215 million.

In October 2022, Wynn Las Vegas completed its theater reconfiguration for total project costs of approximately $110 million, ~~and $130~~inclusive of approximately $25 million of remaining project ~~costs~~costs. The specially redesigned theater was custom designed to host an all-new, exclusive theatrical production, Awakening, which premiered in November 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 ~~this remodel, which~~Encore Boston Harbor. Upon closing of the related transactions, currently expected to take place in the fourth quarter of 2022, subject to regulatory approvals and customary closing conditions, we expect to ~~complete during~~receive cash consideration of approximately $1.7 billion in exchange for the ~~second quarter~~sale of ~~2022.~~

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 ~~Company repaid $716.0~~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 ~~outstanding borrowings under the WRF Revolver in February 2021, using~~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,~~our subsidiaries, and for general corporate purposes.

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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.

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. Closing of the proposed business combination is 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,~~16, "Commitments and Contingencies."

~~Our~~In April 2016, 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. As~~Act of ~~September 30, 2021, we had $800.1~~1934, as amended (the "Exchange Act"). We repurchased 2,873,431 shares of our common stock at an average price of

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$57.91 per share, for an aggregate cost of $166.4 million ~~in repurchase authority remaining~~ under ~~the program. We did not repurchase shares under the~~this equity repurchase program during the nine months ended September 30, ~~2021.~~2022. As of September 30, 2022, we had $633.7 million in repurchase authority remaining under the program.

We have in the past repurchased, and in the future, we may periodically consider repurchasing our outstanding notes for cash.

The amount of any shares and/or 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.

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 September 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 nine months ended September 30, ~~2021.~~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."~~

~~Table~~Policies" of ~~Contents~~

~~Forward-Looking Statements~~

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

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

•~~extensive regulation of our business and the cost of compliance or failure to comply with applicable laws and regulations;~~

•~~pending or future claims and legal proceedings, regulatory or enforcement actions or probity investigations;~~

•~~our ability to maintain our gaming licenses and concessions, 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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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.10-Q.

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 September 30, ~~2021,~~2022, approximately ~~78%~~76% of our long-term debt was based on fixed rates. Based on our outstanding borrowings as of September 30, ~~2021,~~2022, an assumed 100 basis point change in the applicable variable rates would ~~cause~~have caused our annual interest expense to change by ~~$20.4~~$29.6 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 September 30, 2021, an assumed 1% change in the U.S. dollar/Hong Kong dollar exchange rate would cause a foreign currency transaction gain/loss of $37.7 million.~~

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as of September 30, 2022, an assumed 1% change in the U.S. dollar/Hong Kong dollar exchange rate would cause a foreign currency transaction gain/loss of $43.0 million.

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,~~16, "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 nine months ended September 30, ~~2021.~~2022.

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

Issuer Purchases of Equity Securities

The following table summarizes the share repurchases made by the Company under its publicly announced equity repurchase program during the three months ended September 30, 2022:


For the Month Ended	Number of Shares Repurchased	Weighted Average Price Paid Per Share		Shares Repurchased as Part of a Publicly Announced Program	Approximate Dollar Value Remaining Under the Program (in thousands) (1)
July 31, 2022	—	$	—	—	$	662,713
August 31, 2022	—	$	—	—	$	662,713
September 30, 2022	491,503	$	58.95	491,503	$	633,739

(1) In April 2016, the Company's Board of Directors authorized an equity repurchase program of up to $1.0 billion of our common stock. Repurchases may be made at the discretion of the Company from time to time on the open market or in privately negotiated transactions. The Company is not obligated to make any repurchases, and the repurchase program may be discontinued at any time. Any shares acquired are available for general corporate purposes. Any shares repurchased during the periods presented are held as treasury shares.

As of September 30, 2022, we had $633.7 million in repurchase authority under the equity repurchase program.

The following table summarizes the shares we repurchased in satisfaction of employee tax withholding obligations on vested restricted stock during the ~~quarter ended September 30, 2021:~~

For the Month Ended Number of Shares Repurchased Weighted Average Price Paid Per Share Approximate Dollar Value of Repurchased Shares
(in thousands)
July 31, 2021 12,417 $ 100.83 $ 1,252,049
August 31, 2021 54,378 $ 92.45 $ 5,027,142
September 30, 2021 1,581 $ 102.42 $ 161,926

~~None of the foregoing repurchases that occurred during the~~ three months ended September 30, ~~2021~~2022, which were not part of the Company's publicly announced equity repurchase ~~program. As of September 30, 2021, we had $800.1 million in repurchase authority under the program.~~program:


For the Month Ended	Number of Shares Repurchased	Weighted Average Price Paid Per Share		Approximate Dollar Value of Repurchased Shares (in thousands)
July 31, 2022	1,411	$	57.22	$	81
August 31, 2022	3,691	$	64.18	$	237
September 30, 2022	457	$	59.18	$	27

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						Facility Agreement, dated as of September 16, 2021, by and 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.
*10.2						~~Transition Agreement, dated November 9, 2021, by and between Wynn Resorts, Limited and Matt Maddox.~~
*10.3						~~Employment Agreement, dated November 9, 2021, by and between Wynn Resorts, Limited and Craig S. Billings.~~
*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 1918 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 September 30, ~~2021~~2022 and December 31, ~~2020;~~2021; (ii) the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, ~~2021~~2022 and ~~2020;~~2021; (iii) the Condensed Consolidated Statements of Comprehensive Loss for the three and nine months ended September 30, ~~2021~~2022 and ~~2020;~~2021; (iv) the Condensed Consolidated Statements of Stockholders' ~~Equity (Deficit)~~Deficit for the three and nine months ended September 30, ~~2021~~2022 and ~~2020;~~2021; (v) the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, ~~2021~~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: November 9, ~~2021~~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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	Total Cash and Cash Equivalents		Revolver Borrowing Capacity
Wynn Resorts (Macau) S.A. and subsidiaries	$	184,546	$	—
Wynn Macau, Limited and subsidiaries (1)	1,203,074		413,130
Wynn Resorts Finance, LLC (2)	327,438		834,195
Wynn Resorts, Limited and other	760,700		—
Total	$	2,475,758	$	1,247,325