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, 2022~~March 31, 2023


☐			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 ~~November 1, 2022~~May 2, 2023
Common stock, par value $0.01						~~113,313,591~~113,797,866

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, 2022~~March 3 1 , 202 3 (unaudited) and December 31, ~~2021~~20 2 2	3
	Condensed Consolidated Statements of Operations (unaudited) - Three ~~and Nine~~ Months Ended ~~September 30, 2022~~March 3 1 , 202 3 and ~~2021~~202 2	4
	Condensed Consolidated Statements of Comprehensive Income (Loss ) (unaudited) - Three ~~and Nine~~ Months Ended ~~September 30, 2022~~March 31 , 202 3 and ~~2021~~202 2	5
	Condensed Consolidated Statements of Stockholders’ Deficit (unaudited) - Three ~~and Nine~~ Months Ended ~~September 30, 2022~~March 3 1 , 202 3 and ~~2021~~202 2	6
	Condensed Consolidated Statements of Cash Flows (unaudited) - ~~Nine Months Ended September 30, 2022~~M arch 3 1 , 202 3 and ~~2021~~202 2	87
	Notes to Condensed Consolidated Financial Statements (unaudited)	98
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	2524
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	4740
Item 4.	Controls and Procedures	4841

Part II.	Other Information
Item 1.	Legal Proceedings	4942
Item 1A.	Risk Factors	4942
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	4942
Item 3.	Default Upon Senior Securities	4942
Item 4.	Mine Safety Disclosures	4942
Item 5.	Other Information	4942
Item 6.	Exhibits	5043
Signature		5144

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, 2022		December 31, 2021			March 31, 2023		December 31, 2022
		(unaudited)					(unaudited)
ASSETS	ASSETS					ASSETS
Current assets:	Current assets:					Current assets:
Cash and cash equivalents	Cash and cash equivalents	$	1,943,505	$	2,522,530	Cash and cash equivalents	$	3,843,528	$	3,650,440
Restricted cash	Restricted cash	5,036		4,896		Restricted cash	5,655		4,819
Accounts receivable, net of allowance for credit losses of $81,208 and $111,319		210,032		199,463
Accounts receivable, net of allowance for credit losses of $57,136 and $78,842						Accounts receivable, net of allowance for credit losses of $57,136 and $78,842	227,332		216,033
Inventories	Inventories	68,310		69,967		Inventories	69,182		70,094
Prepaid expenses and other	Prepaid expenses and other	96,524		79,061		Prepaid expenses and other	107,583		88,201
Total current assets	Total current assets	2,323,407		2,875,917		Total current assets	4,253,280		4,029,587
Property and equipment, net	Property and equipment, net	8,498,814		8,765,308		Property and equipment, net	6,826,026		6,896,060
Restricted cash	Restricted cash	154,125		3,641		Restricted cash	89,784		127,731
Goodwill and intangible assets, net	Goodwill and intangible assets, net	250,901		307,578		Goodwill and intangible assets, net	451,739		245,253
Operating lease assets	Operating lease assets	347,902		371,365		Operating lease assets	1,849,556		1,853,164
Other assets	Other assets	204,196		207,017		Other assets	253,636		263,305
Total assets	Total assets	$	11,779,345	$	12,530,826	Total assets	$	13,724,021	$	13,415,100
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	$	139,154	$	170,542	Accounts and construction payables	$	183,183	$	197,474
Customer deposits	Customer deposits	436,198		436,388		Customer deposits	490,848		506,148
Gaming taxes payable	Gaming taxes payable	34,038		73,173		Gaming taxes payable	118,335		44,967
Accrued compensation and benefits	Accrued compensation and benefits	171,383		206,225		Accrued compensation and benefits	126,171		187,160
Accrued interest	Accrued interest	145,268		132,877		Accrued interest	128,553		135,630
Current portion of long-term debt	Current portion of long-term debt	546,078		50,000		Current portion of long-term debt	143,162		547,543
Other accrued liabilities	Other accrued liabilities	162,917		218,675		Other accrued liabilities	180,663		192,501
Total current liabilities	Total current liabilities	1,635,036		1,287,880		Total current liabilities	1,370,915		1,811,423
Long-term debt	Long-term debt	11,570,438		11,884,546		Long-term debt	12,106,970		11,569,316
Long-term operating lease liabilities	Long-term operating lease liabilities	108,094		115,187		Long-term operating lease liabilities	1,627,518		1,615,157
Other long-term liabilities	Other long-term liabilities	62,740		79,428		Other long-term liabilities	234,988		59,569
Total liabilities	Total liabilities	13,376,308		13,367,041		Total liabilities	15,340,391		15,055,465
Commitments and contingencies (Note 16)	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; 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		(1,614,997)		(1,436,373)
Common stock, par value $0.01; 400,000,000 shares authorized; 132,801,971 and 132,256,185 shares issued; 113,808,044 and 113,369,439 shares outstanding, respectively						Common stock, par value $0.01; 400,000,000 shares authorized; 132,801,971 and 132,256,185 shares issued; 113,808,044 and 113,369,439 shares outstanding, respectively	1,328		1,323
Treasury stock, at cost; 18,993,927 and 18,886,746 shares, respectively						Treasury stock, at cost; 18,993,927 and 18,886,746 shares, respectively	(1,634,706)		(1,623,872)
Additional paid-in capital	Additional paid-in capital	3,584,357		3,502,715		Additional paid-in capital	3,604,945		3,583,923
Accumulated other comprehensive income		10,388		6,004
Accumulated other comprehensive income (loss)						Accumulated other comprehensive income (loss)	10,475		(404)
Accumulated deficit	Accumulated deficit	(2,744,222)		(2,288,078)		Accumulated deficit	(2,699,476)		(2,711,808)
Total Wynn Resorts, Limited stockholders' deficit	Total Wynn Resorts, Limited stockholders' deficit	(763,153)		(214,418)		Total Wynn Resorts, Limited stockholders' deficit	(717,434)		(750,838)
Noncontrolling interests	Noncontrolling interests	(833,810)		(621,797)		Noncontrolling interests	(898,936)		(889,527)
Total stockholders' deficit	Total stockholders' deficit	(1,596,963)		(836,215)		Total stockholders' deficit	(1,616,370)		(1,640,365)
Total liabilities and stockholders' deficit	Total liabilities and stockholders' deficit	$	11,779,345	$	12,530,826	Total liabilities and stockholders' deficit	$	13,724,021	$	13,415,100

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 March 31,
		2022		2021		2022		2021			2023		2022
Operating revenues:	Operating revenues:									Operating revenues:
Casino	Casino	$	359,876	$	496,264	$	1,209,323	$	1,615,228	Casino	$	766,992	$	489,862
Rooms	Rooms	197,212		173,817		568,886		387,772		Rooms	272,529		170,376
Food and beverage	Food and beverage	224,730		217,501		628,566		435,152		Food and beverage	232,611		174,020
Entertainment, retail and other	Entertainment, retail and other	107,904		107,062		345,113		283,287		Entertainment, retail and other	151,547		119,076
Total operating revenues	Total operating revenues	889,722		994,644		2,751,888		2,721,439		Total operating revenues	1,423,679		953,334
Operating expenses:	Operating expenses:									Operating expenses:
Casino	Casino	239,901		315,316		808,044		1,048,897		Casino	473,385		324,079
Rooms	Rooms	67,689		52,100		191,474		136,187		Rooms	72,702		58,715
Food and beverage	Food and beverage	185,388		163,655		517,515		354,709		Food and beverage	180,619		146,656
Entertainment, retail and other	Entertainment, retail and other	72,964		156,490		236,853		310,871		Entertainment, retail and other	92,482		88,904
General and administrative	General and administrative	201,275		197,350		598,433		574,669		General and administrative	259,772		196,780
Provision for credit losses	Provision for credit losses	(8,186)		(347)		(11,331)		7,461		Provision for credit losses	(544)		342
Pre-opening	Pre-opening	6,447		1,333		13,396		5,455		Pre-opening	4,478		2,447
Depreciation and amortization	Depreciation and amortization	172,502		177,110		520,026		545,538		Depreciation and amortization	168,812		184,556
Property charges and other	Property charges and other	4,733		15,301		77,362		26,569		Property charges and other	2,458		45,720
Total operating expenses	Total operating expenses	942,713		1,078,308		2,951,772		3,010,356		Total operating expenses	1,254,164		1,048,199
Operating loss		(52,991)		(83,664)		(199,884)		(288,917)
Operating income (loss)										Operating income (loss)	169,515		(94,865)
Other income (expense):	Other income (expense):									Other income (expense):
Interest income	Interest income	6,892		507		10,863		2,131		Interest income	40,193		1,280
Interest expense, net of amounts capitalized	Interest expense, net of amounts capitalized	(165,277)		(150,325)		(472,265)		(453,601)		Interest expense, net of amounts capitalized	(187,740)		(152,158)
Change in derivatives fair value	Change in derivatives fair value	5,839		1,176		14,801		6,557		Change in derivatives fair value	23,046		7,400
Loss on extinguishment of debt		—		(738)		—		(2,060)
Loss on debt financing transactions										Loss on debt financing transactions	(12,236)		—
Other	Other	(864)		(11,784)		(26,090)		(17,324)		Other	(30,614)		(15,127)
Other income (expense), net	Other income (expense), net	(153,410)		(161,164)		(472,691)		(464,297)		Other income (expense), net	(167,351)		(158,605)
Loss before income taxes		(206,401)		(244,828)		(672,575)		(753,214)
Income (loss) before income taxes										Income (loss) before income taxes	2,164		(253,470)
Provision for income taxes	Provision for income taxes	(1,390)		(1,155)		(3,248)		(2,345)		Provision for income taxes	(1,018)		(1,140)
Net loss		(207,791)		(245,983)		(675,823)		(755,559)
Net income (loss)										Net income (loss)	1,146		(254,610)
Less: net loss attributable to noncontrolling interests	Less: net loss attributable to noncontrolling interests	64,899		79,734		219,556		176,963		Less: net loss attributable to noncontrolling interests	11,186		71,286
Net loss attributable to Wynn Resorts, Limited		$	(142,892)	$	(166,249)	$	(456,267)	$	(578,596)
Basic and diluted net loss per common share:
Net loss attributable to Wynn Resorts, Limited:
Net income (loss) attributable to Wynn Resorts, Limited										Net income (loss) attributable to Wynn Resorts, Limited	$	12,332	$	(183,324)
Basic and diluted net income (loss) per common share:										Basic and diluted net income (loss) per common share:
Net income (loss) attributable to Wynn Resorts, Limited:										Net income (loss) attributable to Wynn Resorts, Limited:
Basic	Basic	$	(1.27)	$	(1.45)	$	(4.00)	$	(5.10)	Basic	$	0.11	$	(1.59)
Diluted	Diluted	$	(1.27)	$	(1.45)	$	(4.00)	$	(5.10)	Diluted	$	(0.02)	$	(1.59)
Weighted average common shares outstanding:	Weighted average common shares outstanding:									Weighted average common shares outstanding:
Basic	Basic	112,709		114,655		114,061		113,420		Basic	112,753		115,030
Diluted	Diluted	112,709		114,655		114,061		113,420		Diluted	113,116		115,030

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~~INCOME (LOSS)

(in thousands)

(unaudited)


		Three Months Ended September 30,				Nine Months Ended September 30,					Three Months Ended March 31,
		2022		2021		2022		2021			2023		2022
Net loss		$	(207,791)	$	(245,983)	$	(675,823)	$	(755,559)
Net income (loss)										Net income (loss)	$	1,146	$	(254,610)
Other comprehensive income (loss):	Other comprehensive income (loss):									Other comprehensive income (loss):
Foreign currency translation adjustments, before and after tax	Foreign currency translation adjustments, before and after tax	732		(2,863)		6,213		879		Foreign currency translation adjustments, before and after tax	15,163		4,597
Total comprehensive loss		(207,059)		(248,846)		(669,610)		(754,680)
Total comprehensive income (loss)										Total comprehensive income (loss)	16,309		(250,013)
Less: comprehensive loss attributable to noncontrolling interests	Less: comprehensive loss attributable to noncontrolling interests	64,726		80,423		217,727		176,599		Less: comprehensive loss attributable to noncontrolling interests	6,902		69,986
Comprehensive loss attributable to Wynn Resorts, Limited		$	(142,333)	$	(168,423)	$	(451,883)	$	(578,081)
Comprehensive income (loss) attributable to Wynn Resorts, Limited										Comprehensive income (loss) attributable to Wynn Resorts, Limited	$	23,211	$	(180,027)

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' DEFICIT

(in thousands, except share data)

(unaudited)


		For the Three Months Ended September 30, 2022																		For the Three Months Ended March 31, 2023
		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' 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, 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		—	—		—		—		—		(142,892)		(142,892)		(64,899)		(207,791)
Balances, January 1, 2023																			Balances, January 1, 2023	113,369,439	$	1,323	$	(1,623,872)	$	3,583,923	$	(404)	$	(2,711,808)	$	(750,838)	$	(889,527)	$	(1,640,365)
Net income (loss)																			Net income (loss)	—	—		—		—		—		12,332		12,332		(11,186)		1,146
Currency translation adjustment	Currency translation adjustment	—	—		—		—		559		—		559		173		732		Currency translation adjustment	—	—		—		—		10,879		—		10,879		4,284		15,163
Issuance of restricted stock	Issuance of restricted stock	166,424	1		—		(1)		—		—		—		—		—		Issuance of restricted stock	520,773	5		—		6,634		—		—		6,639		—		6,639
Cancellation of restricted stock	Cancellation of restricted stock	(3,674)	—		—		—		—		—		—		—		—		Cancellation of restricted stock	(6,380)	—		—		—		—		—		—		—		—
Shares repurchased by the Company and held as treasury shares	Shares repurchased by the Company and held as treasury shares	(497,062)	—		(29,319)		—		—		—		(29,319)		—		(29,319)		Shares repurchased by the Company and held as treasury shares	(107,181)	—		(10,834)		—		—		—		(10,834)		—		(10,834)
Distribution to noncontrolling interest	Distribution to noncontrolling interest	—	—		—		—		—		—		—		(4,982)		(4,982)		Distribution to noncontrolling interest	—	—		—		—		—		—		—		(4,502)		(4,502)
Subsidiary equity issuance		—	—		—		1,627		—		—		1,627		(1,627)		—
Transactions with subsidiary minority shareholders																			Transactions with subsidiary minority shareholders	6,109	—		—		(754)		—		—		(754)		754		—
Stock-based compensation	Stock-based compensation	—	—		—		16,233		—		1		16,234		2,417		18,651		Stock-based compensation	25,284	—		—		15,142		—		—		15,142		1,241		16,383
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)
Balances, March 31, 2023																			Balances, March 31, 2023	113,808,044	$	1,328	$	(1,634,706)	$	3,604,945	$	10,475	$	(2,699,476)	$	(717,434)	$	(898,936)	$	(1,616,370)

For the Three Months Ended September 30, 2021
Common stock
Shares
outstanding Par
value Treasury
stock Additional
paid-in
capital Accumulated
other
comprehensive
income Accumulated deficit Total Wynn Resorts, Ltd.
stockholders'
equity (deficit) Noncontrolling
interests Total
stockholders'
deficit
Balances, 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 — — — — — (166,249) (166,249) (79,734) (245,983)
Currency translation adjustment — — — — (2,174) — (2,174) (689) (2,863)
Issuance of restricted stock 48,435 1 — (1) — — — — —
Cancellation of restricted stock (5,224) — — — — 22 22 4 26
Shares repurchased by the Company and held as treasury shares (68,376) — (6,441) — — — (6,441) — (6,441)
Distribution to noncontrolling interest — — — — — — — (5,364) (5,364)
Stock-based compensation — — — 18,852 — — 18,852 3,023 21,875
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' DEFICIT~~

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

~~(unaudited)~~

For the Nine Months Ended September 30, 2022
Common stock
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, 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 — — — — — (456,267) (456,267) (219,556) (675,823)
Currency translation adjustment — — — — 4,384 — 4,384 1,829 6,213
Issuance of restricted stock 763,660 8 — 9,280 — — 9,288 — 9,288
Cancellation of restricted stock (86,174) (1) — 1 — — — — —
Shares repurchased by the Company and held as treasury shares (3,019,099) — (178,624) — — — (178,624) — (178,624)
Distribution to noncontrolling interest — — — — — — — (21,505) (21,505)
Contribution from noncontrolling interest — — — 48,559 — — 48,559 1,474 50,033
Subsidiary equity issuance — — — (15,123) — — (15,123) 18,019 2,896
Stock-based compensation — — — 38,925 — 123 39,048 7,726 46,774
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, 2021																		For the Three Months Ended March 31, 2022
		Common stock																		Common stock
		Shares outstanding	Par value		Treasury stock		Additional paid-in capital		Accumulated other comprehensive income		Accumulated deficit		Total Wynn Resorts, Ltd. stockholders' equity (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	—	—		—		—		—		(183,324)		(183,324)		(71,286)		(254,610)
Currency translation adjustment	Currency translation adjustment	—	—		—		—		515		—		515		364		879		Currency translation adjustment	—	—		—		—		3,297		—		3,297		1,300		4,597
Issuance of common stock, net of $17.7 million underwriter discounts, commissions and other 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	419,198	5		—		9,283		—		—		9,288		—		9,288
Cancellation of restricted stock	Cancellation of restricted stock	(24,758)	—		—		—		—		121		121		19		140		Cancellation of restricted stock	(79,095)	(1)		—		1		—		—		—		—		—
Shares repurchased by the Company and held as treasury shares	Shares repurchased by the Company and held as treasury shares	(108,166)	—		(11,004)		—		—		—		(11,004)		—		(11,004)		Shares repurchased by the Company and held as treasury shares	(137,085)	—		(11,667)		—		—		—		(11,667)		—		(11,667)
Distribution to noncontrolling interest	Distribution to noncontrolling interest	—	—		—		—		—		—		—		(11,843)		(11,843)		Distribution to noncontrolling interest	—	—		—		—		—		—		—		(9,279)		(9,279)
Subsidiary equity issuance		—	—		—		(20,211)		—		—		(20,211)		25,371		5,160
Contribution from noncontrolling interest																			Contribution from noncontrolling interest	—	—		—		48,559		—		—		48,559		1,474		50,033
Stock-based compensation	Stock-based compensation	—	—		—		60,136		—		—		60,136		8,651		68,787		Stock-based compensation	—	—		—		11,108		—		117		11,225		3,369		14,594
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, March 31, 2022																			Balances, March 31, 2022	115,917,961	$	1,318	$	(1,448,040)	$	3,571,666	$	9,301	$	(2,471,285)	$	(337,040)	$	(696,219)	$	(1,033,259)

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

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(in thousands)

(unaudited)


		Nine Months Ended September 30,					Three Months Ended March 31,
		2022		2021			2023		2022
Cash flows from operating activities:	Cash flows from operating activities:					Cash flows from operating activities:
Net loss		$	(675,823)	$	(755,559)
Adjustments to reconcile net loss to net cash used in operating activities:
Net income (loss)						Net income (loss)	$	1,146	$	(254,610)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:						Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	Depreciation and amortization	520,026		545,538		Depreciation and amortization	168,812		184,556
Deferred income taxes	Deferred income taxes	1,188		(527)		Deferred income taxes	(162)		415
Stock-based compensation expense	Stock-based compensation expense	48,569		75,033		Stock-based compensation expense	14,710		13,900
Amortization of debt issuance costs	Amortization of debt issuance costs	21,859		19,891		Amortization of debt issuance costs	8,763		7,203
Loss on extinguishment of debt		—		2,060
Loss on debt financing transactions						Loss on debt financing transactions	12,236		—
Provision for credit losses	Provision for credit losses	(11,331)		7,461		Provision for credit losses	(544)		342
Change in derivatives fair value	Change in derivatives fair value	(14,801)		(6,557)		Change in derivatives fair value	(23,046)		(7,400)
Property charges and other	Property charges and other	103,452		43,893		Property charges and other	33,072		60,847
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	341		(29,729)		Receivables, net	(11,048)		11,868
Inventories, prepaid expenses and other	Inventories, prepaid expenses and other	(7,199)		(38,377)		Inventories, prepaid expenses and other	(7,288)		(4,284)
Customer deposits	Customer deposits	1,731		(178,959)		Customer deposits	(13,316)		(11,435)
Accounts payable and accrued expenses	Accounts payable and accrued expenses	(141,050)		99,000		Accounts payable and accrued expenses	(13,844)		(118,787)
Net cash used in operating activities		(153,038)		(216,832)
Net cash provided by (used in) operating activities						Net cash provided by (used in) operating activities	169,491		(117,385)
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	(273,251)		(213,088)		Capital expenditures, net of construction payables and retention	(124,466)		(96,343)
Purchase of intangible and other assets	Purchase of intangible and other assets	(10,919)		(19,741)		Purchase of intangible and other assets	(7,741)		(901)
Proceeds from sale of assets and other	Proceeds from sale of assets and other	485		3,689		Proceeds from sale of assets and other	257		29
Net cash used in investing activities	Net cash used in investing activities	(283,685)		(229,140)		Net cash used in investing activities	(131,950)		(97,215)
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	211,435		1,141,026		Proceeds from issuance of long-term debt	1,200,000		—
Repayments of long-term debt	Repayments of long-term debt	(37,500)		(2,477,690)		Repayments of long-term debt	(1,018,973)		(12,500)
Proceeds from issuance of Wynn Resorts, Limited common stock		—		841,896
Repurchase of common stock	Repurchase of common stock	(178,624)		(11,004)		Repurchase of common stock	(10,834)		(11,667)
Proceeds from issuance of subsidiary common stock		2,895		4,662
Proceeds from sale of additional interest in joint venture		50,033		—
Proceeds from sale of noncontrolling interest in subsidiary						Proceeds from sale of noncontrolling interest in subsidiary	—		50,033
Distribution to noncontrolling interest	Distribution to noncontrolling interest	(21,505)		(11,843)		Distribution to noncontrolling interest	(4,502)		(9,279)
Dividends paid	Dividends paid	(1,316)		(932)		Dividends paid	(175)		(1,163)
Finance lease payments	Finance lease payments	(12,812)		(11,709)		Finance lease payments	(5,410)		(4,443)
Payments for financing costs	Payments for financing costs	(3,165)		(29,975)		Payments for financing costs	(31,330)		(109)
Net cash provided by (used in) financing activities		9,441		(555,569)
Other						Other	(7,773)		—
Net cash provided by financing activities						Net cash provided by financing activities	121,003		10,872
Effect of exchange rate on cash, cash equivalents and restricted cash	Effect of exchange rate on cash, cash equivalents and restricted cash	(1,119)		(1,689)		Effect of exchange rate on cash, cash equivalents and restricted cash	(2,567)		(925)
Cash, cash equivalents and restricted cash:	Cash, cash equivalents and restricted cash:					Cash, cash equivalents and restricted cash:
Decrease in cash, cash equivalents and restricted cash		(428,401)		(1,003,230)
Increase (decrease) in cash, cash equivalents and restricted cash						Increase (decrease) in cash, cash equivalents and restricted cash	155,977		(204,653)
Balance, beginning of period	Balance, beginning of period	2,531,067		3,486,384		Balance, beginning of period	3,782,990		2,531,067
Balance, end of period	Balance, end of period	$	2,102,666	$	2,483,154	Balance, end of period	$	3,938,967	$	2,326,414

Supplemental cash flow disclosures:
Cash paid for interest, net of amounts capitalized		$	437,760	$	426,462
Liability settled with shares of common stock		$	9,287	$	6,272
Accounts and construction payables related to property and equipment		$	27,603	$	70,844
Other liabilities related to intangible assets		$	4,163	$	12,335
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 ("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. In Everett, Massachusetts, the Company ~~owns 100% of and~~ operates Encore Boston Harbor, an integrated resort. The Company also holds an approximately ~~85%~~97% interest in, and consolidates, Wynn Interactive Ltd. ("Wynn Interactive"), through which it operates online sports betting, gaming, and social casino businesses.

~~Recent Developments Related to COVID-19~~

~~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. Although there have been periods during which certain restrictions and conditions were eased by the Macau government to allow for greater visitation and quarantine-free travel to Macau, adverse and evolving conditions created by and in response to the COVID-19 pandemic may cause these restrictions and conditions to be reintroduced. For example, in response to an outbreak in Macau 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 closure and the limiting of 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 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 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.

~~Liquidity~~

The COVID-19 pandemic has materially impacted and is likely to continue to materially impact our business, financial condition and results of operations. As of 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 continuing impact of the COVID-19 pandemic and related economic disruptions.

~~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.

~~Table of Contents~~

~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

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

~~(unaudited)~~

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 40 of the Macau gaming law and Clause 43 of the concession agreement, to revert to the Macau government relevant gaming equipment and gaming areas at Wynn Macau and Wynn Palace, without compensation and free of encumbrance upon the expiration of the concession agreement term, as amended by the Concession Extension Agreement.

Under the indentures governing the Company’s $4.7 billion aggregate principal amount of WML Senior Notes and the facility agreement governing the WM Cayman II Revolver, upon the occurrence of any event after which the Company does not own or manage casino or gaming areas or operate casino games of 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").

In June 2022, the Macau government published amendments to the Macau 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 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 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 replaced by a new gaming concession agreement beyond December 31, 2022. 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 its concession agreement or obtain a new gaming concession agreement, an election by the WML Senior 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 business, financial condition, results of operations, and cash flows.

Note 2 - Basis of Presentation and Significant Accounting Policies

Basis of Presentation

The accompanying condensed consolidated financial statements have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission ("SEC"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles ("GAAP") have been condensed or omitted pursuant to such rules and regulations, although the Company believes that the disclosures herein are adequate to make the information presented not misleading. In the opinion of management, the accompanying condensed consolidated financial statements reflect all adjustments, which are of a normal recurring nature, necessary to a fair presentation of the results for the interim periods presented. The results for the three ~~and nine~~ months ended ~~September 30, 2022~~March 31, 2023 are not necessarily indicative of results to be expected for any other interim period or the full fiscal year ending December 31, ~~2022.~~2023. 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, ~~2021.~~2022.

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 17, "Retail Joint Venture." All significant intercompany accounts and transactions have been eliminated.

~~Table of Contents~~

~~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~~and intangible assets, ~~and their estimated useful lives,~~valuations of derivatives, 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 ~~$105.2~~$310.4 million and ~~$188.7~~$176.9 million for the three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021, respectively, and $388.4 million and $637.9 million for the nine months ended September 30, 2022 and 2021,~~ respectively.

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Recently Issued Accounting Standards

~~In March 2020,~~The Company’s management has evaluated the ~~FASB~~recently issued, ~~ASU No. 2020-04, "Reference Rate Reform (Topic 848): Facilitation~~but not yet effective, accounting standards that have been issued or proposed by the Financial Accounting Standards Board or other standards-setting bodies through the filing date of these financial statements and does not believe the ~~Effects~~future adoption 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 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 must be adopted no later than December 1, 2022 with early adoption permitted. We plan to apply this guidance to applicable contracts and instruments if, and when, they are modified. Adoption of the new guidance is not expected toany such pronouncements will have a material effect on the ~~Company's consolidated~~Company’s financial ~~statements.~~position, results of operations and cash flows.

Note 3 - Cash, Cash Equivalents and Restricted Cash

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


		September 30, 2022		December 31, 2021			March 31, 2023		December 31, 2022
Cash and cash equivalents:	Cash and cash equivalents:					Cash and cash equivalents:
Cash (1)	Cash (1)	$	1,239,629	$	2,021,553	Cash (1)	$	1,275,360	$	1,699,583
Cash equivalents (2)	Cash equivalents (2)	703,876		500,977		Cash equivalents (2)	2,568,168		1,950,857
Total cash and cash equivalents	Total cash and cash equivalents	1,943,505		2,522,530		Total cash and cash equivalents	3,843,528		3,650,440
Restricted cash (3)	Restricted cash (3)	159,161		8,537		Restricted cash (3)	95,439		132,550
Total cash, cash equivalents and restricted cash	Total cash, cash equivalents and restricted cash	$	2,102,666	$	2,531,067	Total cash, cash equivalents and restricted cash	$	3,938,967	$	3,782,990
(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 and cash held in a trust in accordance with WML's share award plan, and as of March 31, 2023 and December 31, 2022 includes $86.6 million and $124.5 million, respectively, in the form of a first demand bank guarantee in favor of the Macau government to support Wynn Resorts (Macau) S.A.'s legal and contractual obligations through the term of the Gaming Concession Contract (as defined in Note 6, "Goodwill and Intangible Assets, net").						(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, and as of March 31, 2023 and December 31, 2022 includes $86.6 million and $124.5 million, respectively, in the form of a first demand bank guarantee in favor of the Macau government to support Wynn Resorts (Macau) S.A.'s legal and contractual obligations through the term of the Gaming Concession Contract (as defined in Note 6, "Goodwill and Intangible Assets, net").

The following table presents the supplemental cash flow disclosures of the Company (in thousands):


	Three Months Ended March 31,
	2023		2022
Cash paid for interest, net of amounts capitalized	$	181,667	$	133,637
Liability settled with shares of common stock	$	6,639	$	9,287
Accounts and construction payables related to property and equipment	$	42,911	$	49,996
Other liabilities related to intangible assets (1)	$	203,926	$	5,501
Financing costs included in accounts payable and other liabilities	$	1,804	$	—
Finance lease liabilities arising from obtaining finance lease assets	$	400	$	1,119

(1) For the three months ended March 31, 2023, includes $199.6 million related to the Macau gaming premium in connection with the Gaming Concession Contract. See Note 6, "Goodwill and Intangible Assets, net" for further information.

~~Table of Contents~~

~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

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

~~(unaudited)~~

Note 4 - Receivables, net

Accounts Receivable and Credit Risk

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


		September 30, 2022		December 31, 2021			March 31, 2023		December 31, 2022
Casino	Casino	$	186,037	$	199,030	Casino	$	151,781	$	171,893
Hotel	Hotel	34,606		36,749		Hotel	38,514		35,654
Other	Other	70,597		75,003		Other	94,173		87,328
		291,240		310,782			284,468		294,875
Less: allowance for credit losses	Less: allowance for credit losses	(81,208)		(111,319)		Less: allowance for credit losses	(57,136)		(78,842)
		$	210,032	$	199,463		$	227,332	$	216,033

As of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, approximately ~~65.6%~~63.2% and ~~70.3%~~57.6%, 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.

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

The Company’s allowance for casino credit losses was ~~41.7%~~35.2% and ~~53.7%~~43.2% of gross casino receivables as of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, 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 periods presented (in thousands):


		September 30,					March 31,
		2022		2021			2023		2022
Balance at beginning of year	Balance at beginning of year	$	111,319	$	100,329	Balance at beginning of year	$	78,842	$	111,319
Provision for credit losses	Provision for credit losses	(11,331)		7,461		Provision for credit losses	(544)		342
Write-offs	Write-offs	(22,507)		(14,022)		Write-offs	(22,220)		(11,720)
Recoveries of receivables previously written off	Recoveries of receivables previously written off	4,103		736		Recoveries of receivables previously written off	1,294		378
Effect of exchange rate	Effect of exchange rate	(376)		(195)		Effect of exchange rate	(236)		(218)
Balance at end of period	Balance at end of period	$	81,208	$	94,309	Balance at end of period	$	57,136	$	100,101

Note 5 - Property and Equipment, net

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


		September 30, 2022		December 31, 2021			March 31, 2023		December 31, 2022
Buildings and improvements	Buildings and improvements	$	9,833,144	$	9,785,514	Buildings and improvements	$	8,332,529	$	8,363,427
Land and improvements	Land and improvements	1,297,539		1,278,010		Land and improvements	1,231,484		1,195,717
Furniture, fixtures and equipment	Furniture, fixtures and equipment	3,111,425		3,067,793		Furniture, fixtures and equipment	3,176,160		3,165,659
Airplanes	Airplanes	110,623		110,623		Airplanes	110,623		110,623
Construction in progress	Construction in progress	224,521		250,378		Construction in progress	141,924		112,034
		14,577,252		14,492,318			12,992,720		12,947,460
Less: accumulated depreciation	Less: accumulated depreciation	(6,078,438)		(5,727,010)		Less: accumulated depreciation	(6,166,694)		(6,051,400)
		$	8,498,814	$	8,765,308		$	6,826,026	$	6,896,060

As of March 31, 2023 and December 31, 2022, construction in progress consisted primarily of costs capitalized for various capital enhancements at the Company's properties.

Depreciation expense for the three months ended March 31, 2023 and 2022 was $154.1 million and $176.3 million, respectively.

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

As of September 30, 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, 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, which was placed in service during the second quarter of 2022.

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

~~Encore Boston Harbor Real Estate Sale and Leaseback~~

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

~~Table of Contents~~

~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

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

~~(unaudited)~~

Note 6 - Goodwill and Intangible Assets, net

The following table shows the movement in the Company's goodwill and intangible assets balances that occurred during the periods presented (in thousands):


		September 30, 2022		December 31, 2021			March 31, 2023		December 31, 2022
Finite-lived intangible assets:	Finite-lived intangible assets:					Finite-lived intangible assets:
Macau gaming concession	Macau gaming concession	$	5,964	$	42,300	Macau gaming concession	$	208,296	$	48,304
Less: accumulated amortization	Less: accumulated amortization	(2,982)		(41,114)		Less: accumulated amortization	(5,207)		(48,304)
		2,982		1,186			203,089		—

Massachusetts gaming license	Massachusetts gaming license	117,700		117,700		Massachusetts gaming license	117,700		117,700
Less: accumulated amortization	Less: accumulated amortization	(25,676)		(19,791)		Less: accumulated amortization	(29,600)		(27,638)
		92,024		97,909			88,100		90,062

Other finite-lived intangible assets	Other finite-lived intangible assets	63,717		76,317		Other finite-lived intangible assets	72,802		65,194
Less: accumulated amortization	Less: accumulated amortization	(6,738)		(5,969)		Less: accumulated amortization	(11,169)		(8,920)
		56,979		70,348			61,633		56,274

Total finite-lived intangible assets	Total finite-lived intangible assets	151,985		169,443		Total finite-lived intangible assets	352,822		146,336

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

Goodwill:	Goodwill:					Goodwill:
Balance at beginning of year	Balance at beginning of year	129,738		144,095		Balance at beginning of year	90,520		129,738
Foreign currency translation	Foreign currency translation	(1,458)		(4,103)		Foreign currency translation	—		(1,457)
Impairment	Impairment	(37,761)		(10,254)		Impairment	—		(37,761)
Balance at end of period	Balance at end of period	90,519		129,738		Balance at end of period	90,520		90,520

Total goodwill and intangible assets, net	Total goodwill and intangible assets, net	$	250,901	$	307,578	Total goodwill and intangible assets, net	$	451,739	$	245,253

~~The finite-lived intangible asset pertaining to the Company's original~~ Macau Gaming Concession

In December 2022, Wynn Resorts (Macau) S.A. ("Wynn Macau SA"), an indirect subsidiary of Wynn Resorts, Limited, entered into a definitive 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 June 23, 2022, a~~contract (the "Gaming Concession ~~Extension Agreement was entered into between~~Contract") with the Macau ~~Government and WRM,~~government, pursuant to which ~~the~~Wynn Macau SA was granted a 10-year gaming concession ~~of WRM has been extended from June 26, 2022 to~~commencing on January 1, 2023 and expiring on December 31, 2032, to operate games of chance at Wynn Palace and Wynn Macau. Under the terms of the Gaming Concession Contract, Wynn Macau SA is required to pay the Macau government an annual gaming premium consisting of a fixed and a variable portion. The fixed portion of the premium is composed of an annual amount equal to MOP30.0 million (approximately $3.7 million). The variable portion is composed of an annual amount equal to MOP300,000 (approximately $37 thousand) per gaming table located in special gaming halls reserved exclusively to particular games or players, MOP150,000 (approximately $19 thousand) per gaming table that is not reserved exclusively to particular games or players, and MOP1,000 (approximately $124) per gaming machine, including slot machines, operated by Wynn Macau SA.

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

In December 2022, in ~~exchange for~~accordance with the requirements of the Macau Gaming Law, Wynn Macau SA and Palo Real Estate Company Limited ("Palo"), a ~~payment~~subsidiary of Wynn Macau SA, entered into agreements (collectively, the "Property Transfer Agreements") with the Macau government, pursuant to which Wynn Macau SA and Palo transferred the casino areas and gaming equipment of the Company's Macau Operations to the Macau government ~~equivalent~~without compensation on December 31, 2022, and the Macau government agreed to ~~$6.0 million.~~transfer such casino areas and gaming equipment back to Wynn Macau SA as of January 1, 2023, for its use in the operation of games of chance at Wynn Macau and Wynn Palace as permitted under the Gaming Concession Contract through December 31, 2032. As the Company expects to continue to operate the casino areas and gaming equipment at its Macau Operations in the same manner as under the previous concession, obtain substantially all of the economic benefits, and bear all of the risks arising from the use of these assets, the Company will continue to recognize the casino areas and gaming equipment as property and equipment over their remaining estimated useful lives. In exchange for the use of such assets, Wynn Macau SA has agreed to make annual payments to the Macau government of MOP53.1 million (approximately $6.6 million) during each of the years ending December 31, 2023, 2024, and 2025, and an annual payment of MOP177.0 million (approximately $21.9 million) during each of the remaining years of the term of the Gaming Concession Contract through December 31, 2032, subject to adjustment in each year based on the average price index in Macau. Pursuant to the Gaming Concession Contract, Wynn Macau SA will revert to the Macau government the casino areas and gaming equipment, without compensation and free of encumbrance upon the rescission or termination of the gaming concession on December 31, 2032.

On January 1, 2023, the Company recognized an intangible asset and financial liability of MOP1.68 billion (approximately $208.3 million), representing the right to operate games of chance at Wynn Palace and Wynn Macau and the unconditional obligation to make payments under the Gaming Concession Contract. This intangible asset comprises the contractually obligated annual payments of fixed and variable premiums, as well as fees associated with the above-described Property Transfer Agreements. The contractually obligated annual variable premium payments associated with the intangible asset was determined using the total number of gaming tables and gaming machines that Wynn Macau SA is currently approved to operate by the Macau government. In the accompanying condensed consolidated balance sheets, the noncurrent portion of the financial liability is included in "Other long-term liabilities" and the current portion is included in "Other accrued liabilities." The intangible asset is being amortized on a straight-line basis over the 10-year term of the Gaming Concession Contract. The Company expects that amortization of the Macau ~~gaming concession~~Gaming Concession will be ~~$3.0~~$15.6 million ~~for~~in 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, $7.8nine months ending December 31, 2023, and $20.8 million each year from ~~2023 through 2033, and $3.8 million in 2034.~~2024 to 2032.

~~During the three months ended June 30, 2022, as a result of management's decision to cease the operations of Betbull Limited ("BetBull"), a subsidiary of~~ Wynn Interactive ~~the Company impaired its trademark and customer list totaling $10.3 million and impaired the remaining balance of goodwill related to the BetBull reporting unit totaling $7.5 million.~~Goodwill

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

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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			March 31, 2023		December 31, 2022
Macau Related:	Macau Related:					Macau Related:
WM Cayman II Revolver, due 2025 (1)	WM Cayman II Revolver, due 2025 (1)	$	1,492,465	$	1,287,766	WM Cayman II Revolver, due 2025 (1)	$	1,492,495	$	1,500,473
WML 4 7/8% Senior Notes, due 2024	WML 4 7/8% Senior Notes, due 2024	600,000		600,000		WML 4 7/8% Senior Notes, due 2024	600,000		600,000
WML 5 1/2% Senior Notes, due 2026	WML 5 1/2% Senior Notes, due 2026	1,000,000		1,000,000		WML 5 1/2% Senior Notes, due 2026	1,000,000		1,000,000
WML 5 1/2% Senior Notes, due 2027	WML 5 1/2% Senior Notes, due 2027	750,000		750,000		WML 5 1/2% Senior Notes, due 2027	750,000		750,000
WML 5 5/8% Senior Notes, due 2028	WML 5 5/8% Senior Notes, due 2028	1,350,000		1,350,000		WML 5 5/8% Senior Notes, due 2028	1,350,000		1,350,000
WML 5 1/8% Senior Notes, due 2029	WML 5 1/8% Senior Notes, due 2029	1,000,000		1,000,000		WML 5 1/8% Senior Notes, due 2029	1,000,000		1,000,000
WML 4 1/2% Convertible Bonds, due 2029 (2)						WML 4 1/2% Convertible Bonds, due 2029 (2)	600,000		—

U.S. and Corporate Related:	U.S. and Corporate Related:					U.S. and Corporate Related:
WRF Credit Facilities (2):
WRF Credit Facilities (3):						WRF Credit Facilities (3):
WRF Term Loan, due 2024	WRF Term Loan, due 2024	850,000		887,500		WRF Term Loan, due 2024	825,000		837,500
WLV 4 1/4% Senior Notes, due 2023	WLV 4 1/4% Senior Notes, due 2023	500,000		500,000		WLV 4 1/4% Senior Notes, due 2023	—		500,000
WLV 5 1/2% Senior Notes, due 2025	WLV 5 1/2% Senior Notes, due 2025	1,780,000		1,780,000		WLV 5 1/2% Senior Notes, due 2025	1,780,000		1,780,000
WLV 5 1/4% Senior Notes, due 2027	WLV 5 1/4% Senior Notes, due 2027	880,000		880,000		WLV 5 1/4% Senior Notes, due 2027	880,000		880,000
WRF 7 3/4% Senior Notes, due 2025	WRF 7 3/4% Senior Notes, due 2025	600,000		600,000		WRF 7 3/4% Senior Notes, due 2025	93,527		600,000
WRF 5 1/8% Senior Notes, due 2029	WRF 5 1/8% Senior Notes, due 2029	750,000		750,000		WRF 5 1/8% Senior Notes, due 2029	750,000		750,000
Retail Term Loan, due 2025 (3)		615,000		615,000
WRF 7 1/8% Senior Notes, due 2031						WRF 7 1/8% Senior Notes, due 2031	600,000		—
Retail Term Loan, due 2025 (4)						Retail Term Loan, due 2025 (4)	615,000		615,000
		12,167,465		12,000,266			12,336,022		12,162,973
WML Convertible Bond Conversion Option Derivative						WML Convertible Bond Conversion Option Derivative	98,582		—
Less: Unamortized debt issuance costs and original issue discounts and premium, net	Less: Unamortized debt issuance costs and original issue discounts and premium, net	(50,949)		(65,720)		Less: Unamortized debt issuance costs and original issue discounts and premium, net	(184,472)		(46,114)
		12,116,516		11,934,546			12,250,132		12,116,859
Less: Current portion of long-term debt	Less: Current portion of long-term debt	(546,078)		(50,000)		Less: Current portion of long-term debt	(143,162)		(547,543)
Total long-term debt, net of current portion	Total long-term debt, net of current portion	$	11,570,438	$	11,884,546	Total long-term debt, net of current portion	$	12,106,970	$	11,569,316

(1) The borrowings under the WM Cayman II Revolver bear interest at LIBOR or HIBOR plus a margin of 1.875% to 2.875% per annum based on WM Cayman II’s leverage ratio on a consolidated basis, subject to a floor on the 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 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,~~March 31, 2023, the weighted average interest rate was approximately ~~5.51%~~6.39%. As of ~~September 30, 2022,~~March 31, 2023, the WM Cayman II Revolver was fully drawn.

(2) As of March 31, 2023, the net carrying amount of the WML Convertible Bonds was $466.4 million, with unamortized debt discount and debt issuance costs of $133.6 million.

(3) The WRF Credit Facilities bear interest at a rate of LIBOR plus 1.75% per year. As of ~~September 30, 2022,~~March 31, 2023, the weighted average interest rate was approximately ~~4.87%~~6.60%. Additionally, as of ~~September 30, 2022,~~March 31, 2023, the available borrowing capacity under the WRF Revolver was ~~$835.6~~$837.0 million, net of ~~$14.4~~$13.0 million in outstanding letters of credit.

~~(3)~~(4) The Retail Term Loan bears interest at a rate of LIBOR plus 1.70% per year. As of ~~September 30, 2022,~~March 31, 2023, the interest rate was ~~4.26%~~5.45%.

~~WM Cayman II Revolver Amendment~~WML 4 1/2% Convertible Bonds, due 2029

On ~~May 5, 2022, WM Cayman II~~March 7, 2023, WML completed an offering (the "Offering") of $600 million 4.50% convertible bonds due 2029 (the "WML Convertible Bonds"). The WML Convertible Bonds are constituted by a trust deed dated March 7, 2023 (the "Trust Deed"), between WML and DB Trustees (Hong Kong) Limited, as trustee. WML, DB Trustees (Hong Kong) Limited, as trustee, and Deutsche Bank Trust Company Americas entered into an agency agreement, appointing Deutsche Bank Trust Company Americas as the principal paying agent, principal conversion agent, transfer agent and registrar in relation to the WML Convertible Bonds. The net proceeds from the Offering, after deduction of commissions and other related expenses, were $585.9 million. WML intends to use the net proceeds for general corporate purposes.

The WML Convertible Bonds bear interest on their outstanding principal amount from and including March 7, 2023 at the rate of 4.50% per annum, payable semi-annually in arrears on March 7 and September 7 of each year. At any time on or after

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

April 17, 2023, the WML Convertible Bonds are convertible at the option of the holder thereof into fully paid ordinary shares of WML, each with a nominal value of HK$0.001 per share ("Ordinary Shares"), at the initial conversion price of approximately HK$10.24 (equivalent to approximately $1.30) per share, subject to and upon compliance with the terms and conditions of the WML Convertible Bonds (the "Terms and Conditions," and such right, the "Conversion Right"). The conversion price is at the fixed exchange rate of HK$7.8497 per $1.00, subject to standard adjustments for certain dilutive events as described in the Terms and Conditions. WML has the option upon conversion by a bondholder to pay an amount of cash equivalent described in the Terms and Conditions in order to satisfy such Conversion Right in whole or in part.

Holders of the WML Convertible Bonds have the option to require WML to redeem all or some only of such holder’s WML Convertible Bonds (i) on March 7, 2027 at their principal amount together with interest accrued but unpaid to, but excluding, the date fixed for redemption; or (ii) on the Relevant Event Redemption Date (as defined in the Terms and Conditions) at their principal amount together with interest accrued but unpaid to, but excluding, such date, following the occurrence of (a) when the Ordinary Shares cease to be listed or admitted to trading or are suspended from trading for a period equal to or exceeding 10 consecutive trading days on the Stock Exchange of Hong Kong Limited, or if applicable, the alternative stock exchange, (b) when there is a Change of Control (as defined in the Terms and Conditions), or (c) when less than 25% of WML’s total number of issued Ordinary Shares are held by the public (as interpreted under Rule 8.24 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited).

The WML Convertible Bonds may also be redeemed at the option of WML under certain circumstances specified in the Terms and Conditions, in whole, but not in part, at any time after March 7, 2027, but prior to March 7, 2029, upon giving notice to the bondholders in accordance with the Terms and Conditions. The WML Convertible Bonds constitute direct, unsubordinated, unconditional and, subject to the Terms and Conditions, unsecured obligations of WML and rank pari passu and without any preference or priority among themselves. The Ordinary Shares to be issued upon exercise of Conversion Right will be fully-paid and will in all respects rank pari passu with the fully-paid Ordinary Shares in issue on the relevant registration date set forth in the Terms and Conditions.

The Trust Deed contains covenants limiting WML's and all of its subsidiaries' ability to, among other things, create, permit to subsist or arise or have outstanding any mortgage, charge, pledge, lien or other encumbrance or certain security interest; consolidate or merge with or into another company; and sell, assign, transfer, convey or otherwise dispose of all or substantially all of its and its ~~lenders agreed~~subsidiaries’ properties or assets, with certain exceptions. The Trust Deed also contains customary events of default.

The Company determined that the conversion feature contained within the WML Convertible Bonds is required to ~~waive certain financial covenants~~be bifurcated from the debt host contract and accounted for as a free-standing derivative (the "WML Convertible Bond Conversion Option Derivative"). In accordance with applicable accounting standards, the WML Convertible Bond Conversion Option Derivative will be recorded at fair value each reporting period, with changes recognized in the ~~facility agreement~~statement of operations. For more information, see "Note 8 - WML Convertible Bond Conversion Option Derivative." As a result, the Company recognized a debt discount of $123.5 million within Long-term debt, representing the estimated fair value of the holders' conversion option upon completion of the Offering. The debt discount will be amortized to interest expense over the term of the WML Convertible Bonds using the effective interest method. As of March 31, 2023, the estimated fair value of the WML Convertible Bond Conversion Option Derivative was a liability of $98.6 million, recorded within Long-term debt within the accompanying Condensed Consolidated Balance Sheet.

WRF Senior Notes

On February 16, 2023, Wynn Resorts Finance, LLC ("WRF") and its subsidiary Wynn Resorts Capital Corp. (together with WRF, the "WRF Issuers"), each an indirect wholly owned subsidiary of the Company, issued $600.0 million aggregate principal amount of 7 1/8% Senior Notes due 2031 (the "2031 WRF Senior Notes") pursuant to an indenture among the WRF Issuers, the guarantors party thereto, and U.S. Bank Trust Company, National Association, as trustee, in a private offering. The 2031 WRF Senior Notes were issued at par, for proceeds of $596.2 million, net of $3.8 million of related fees and expenses. Also on February 16, 2023, the WRF Issuers completed a cash tender offer for any and all of the outstanding principal amount of the 7 3/4% Senior Notes due 2025 (the "2025 WRF Senior Notes") and accepted for purchase valid tenders with respect to $506.4 million principal amount and paid a tender premium of $12.4 million to the holders of such tendered 2025 WRF Senior Notes. The Company used a portion of the net proceeds from the issuance of the 2031 WRF Senior Notes to purchase such tendered 2025 WRF Senior Notes and to pay the tender premium and related fees and expenses. In connection with the issuance of the 2031 WRF Senior Notes and purchase of the tendered 2025 WRF Senior Notes, we recognized a loss on debt financing

Table of Contents

WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

transactions of $8.4 million within the accompanying Condensed Consolidated Statement of Operations, and we recorded debt issuance costs of $11.4 million within the accompanying Condensed Consolidated Balance Sheet.

In April 2023, WRF repurchased all of the outstanding 2025 WRF Senior Notes using the remaining net proceeds from the issuance of the 2031 WRF Senior Notes and cash held by WRF, at a price equal to 101.938% of the principal amount plus accrued interest under the ~~WM Cayman II Revolver in respect~~terms of its indenture.

WLV 4 1/4% Senior Notes, due 2023

In March 2023, the Company repurchased all of its outstanding Wynn Las Vegas 4 1/4% Senior Notes due 2023, representing an aggregate principal amount of $500.0 million, using cash held by WRF, at a price equal to 100% of the ~~relevant periods ending~~principal amount plus accrued interest under the terms of its indenture. The Company recognized a loss on ~~the following applicable test dates: (a) June 30, 2022; (b) September 30, 2022; (c) December 31, 2022; and (d) March 31, 2023; and to provide for a floor on the interest rate margin~~early extinguishment of ~~2.625% per annum through June 30, 2023.~~ ~~WML, as guarantor, may be subject to certain restrictions on payments~~debt of ~~dividends or distributions to its shareholders, unless certain financial criteria have been satisfied through the facility agreement.~~$1.0 million.

Debt Covenant Compliance

As of ~~September 30, 2022,~~March 31, 2023, management believes the Company was in compliance with all debt covenants.

Fair Value of Long-Term Debt

The estimated fair value of the Company's long-term debt as of March 31, 2023 and December 31, 2022, was approximately $11.67 billion and $11.23 billion, respectively, compared to its carrying value, excluding debt issuance costs and original issue discount and premium, of $12.34 billion and $12.16 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 - WML Convertible Bond Conversion Option Derivative

An embedded derivative is a feature contained within a contract that affects some or all of the cash flows or the value of other exchanges required by the contract in a manner similar to a derivative instrument. Embedded derivatives are required to be bifurcated and accounted for separately from the host contract and carried at fair value when: (a) the embedded derivative possesses economic characteristics that are not clearly and closely related to the economic characteristics of the host contract; and (b) a separate, freestanding instrument with the same terms would qualify as a derivative instrument. The Company determined that the conversion feature contained within the WML Convertible Bonds is not indexed to WML's equity and, as such, is required to be bifurcated from the debt host contract and accounted for as a free-standing derivative. In accordance with applicable accounting standards, the WML Convertible Bond Conversion Option Derivative will be recorded at fair value each reporting period, with changes recognized in the statement of operations.

The Company used a binomial lattice model in order to estimate the fair value of the embedded derivative in the WML Convertible Bonds. Inherent in a binomial options pricing model are unobservable (Level 3) inputs and assumptions related to expected share-price volatility, risk-free interest rate, expected term, and dividend yield. The Company estimates the volatility of shares of WML common stock based on historical volatility that matches the expected remaining term to maturity of the WML Convertible Bonds. The risk-free interest rate is based on the Hong Kong and United States benchmark yield curves on the valuation date for a maturity similar to the expected remaining term of the WML Convertible Bonds. The expected life of the WML Convertible Bonds is assumed to be equivalent to their remaining term to maturity. The dividend yield is based on the historical WML dividend rate over the last several years.

The following table sets forth the inputs to the lattice models that were used to value the embedded derivatives:


	March 31, 2023			March 2, 2023 (Pricing date)
WML stock price	HK$	7.74		HK$	8.08
Estimated volatility	25.2		%	26.0		%
Risk-free interest rate	3.5		%	4.2		%
Expected term (years)	5.9			6.0
Dividend yield	0.0		%	0.0		%

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

~~Fair Value~~In connection with the completion of ~~Long-Term Debt~~

the Offering on March 7, 2023, the Company recognized a debt discount and a corresponding liability for the embedded derivative, based on an estimated fair value of $123.5 million. The debt discount will be amortized to interest expense over the term of the WML Convertible Bonds using the effective interest method. As of March 31, 2023, the estimated fair value of the ~~Company's long-term~~embedded derivative was a liability of $98.6 million, recorded within Long-term debt as of September 30, 2022 and December 31, 2021, was approximately $10.37 billion and $11.72 billion, respectively, compared to its carrying value, excluding debt issuance costs and original issue discount and premium, of $12.17 billion and $12.00 billion, respectively. The estimatedwithin the accompanying Condensed Consolidated Balance Sheet. In connection with the change in fair value, the Company recorded a $24.9 million gain within Change in derivatives fair value in the accompanying Condensed Consolidated Statement of Operations for the ~~Company's long-term debt is based on recent trades, if available, and indicative pricing from market information (Level 2 inputs).~~three months ended March 31, 2023.

Note 89 - 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~~Dividends

On ~~February 11, 2021,~~May 9, 2023, the Company ~~completed~~announced a ~~registered public offering~~cash dividend of ~~7,475,000 newly issued shares of its common stock, par value $0.01~~$0.25 per share, ~~at a price~~payable on June 6, 2023 to stockholders of ~~$115.00 per share for proceeds~~record as of $841.9 million, net of $17.7 million in underwriting discounts and commissions. The Company used the net proceeds from this equity offering for general corporate purposes, including the repayment of debt.May 23, 2023.

Noncontrolling Interests

Retail Joint Venture

During the ~~nine~~three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021,~~ the Retail Joint Venture made aggregate distributions of approximately ~~$21.5~~$4.5 million and ~~$11.8~~$9.3 million, respectively, to its non-controlling interest holder. For more information on the Retail Joint Venture, see Note 17, "Retail Joint ~~Venture".~~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~~three months ended ~~September~~March 31, 2022.

WML Securities Lending Agreement

In connection with the WML Convertible Bonds Offering, WM Cayman Holdings I Limited ("WM Cayman I"), a wholly owned subsidiary of the Company and holder of our approximately 72% ownership interest in WML, entered into a stock borrowing and lending agreement with Goldman Sachs International (the "WML Stock Borrower") on March 2, 2023 (as amended on March 30, ~~2022~~2023, the "Securities Lending Agreement"), pursuant to which WM Cayman I has agreed to lend to the WML Stock Borrower up to 459,774,985 of its ordinary share holdings in WML, upon and subject to the terms and conditions in the Securities Lending Agreement. WM Cayman I may, at its sole discretion, terminate any stock loan by giving the WML Stock Borrower no less than five business days' notice. The Securities Lending Agreement terminates on the date on which the WML Convertible Bonds have been redeemed, or converted in full, whichever is the earlier. On March 6, 2023, the WML Stock Borrower borrowed 459,774,985 ordinary shares of WML under the Securities Lending Agreement and on April 3, 2023 returned 280,000,000 of such shares to WM Cayman I. As of the date of this report, the WML Stock Borrower held 179,774,985 WML shares under the Securities Lending Agreement.

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

Note 910 - 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, 2022		Quoted Market Prices in Active Markets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)			March 31, 2023		Quoted Market Prices in Active Markets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)
Assets:	Assets:									Assets:
Cash equivalents	Cash equivalents	$	703,875	$	—	$	703,875	$	—	Cash equivalents	$	2,568,168	$	496,277	$	2,071,891	$	—
Restricted cash	Restricted cash	$	159,161	$	7,096	$	152,065	$	—	Restricted cash	$	95,439	$	7,745	$	87,694	$	—
Interest rate collar	Interest rate collar	$	9,254	$	—	$	9,254	$	—	Interest rate collar	$	8,555	$	—	$	8,555	$	—

Liabilities:										Liabilities:
WML Convertible Bond Conversion Option Derivative (see Note 8)										WML Convertible Bond Conversion Option Derivative (see Note 8)	$	98,582	$	—	$	—	$	98,582

				Fair Value Measurements Using:									Fair Value Measurements Using:
		December 31, 2021		Quoted Market Prices in Active Markets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)			December 31, 2022		Quoted Market Prices in Active Markets (Level 1)		Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)
Assets:	Assets:									Assets:
Cash equivalents	Cash equivalents	$	500,977	$	—	$	500,977	$	—	Cash equivalents	$	1,950,857	$	490,683	$	1,460,174	$	—
Restricted cash	Restricted cash	$	8,537	$	6,950	$	1,587	$	—	Restricted cash	$	132,550	$	6,891	$	125,659	$	—

Liabilities:
Interest rate collar	Interest rate collar	$	5,548	$	—	$	5,548	$	—	Interest rate collar	$	10,408	$	—	$	10,408	$	—

Note 1011 - Customer Contract Liabilities

In providing goods and services to its customers, there is often a timing difference between the Company receiving cash and the Company recording revenue for providing services or holding events.

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


		September 30, 2022		December 31, 2021		Increase / (decrease)		September 30, 2021		December 31, 2020		Increase / (decrease)			March 31, 2023		December 31, 2022		Increase / (decrease)		March 31, 2022		December 31, 2021		Increase / (decrease)
Casino outstanding chips and front money deposits (1)	Casino outstanding chips and front money deposits (1)	$	327,004	$	352,830	$	(25,826)	$	380,442	$	596,463	$	(216,021)	Casino outstanding chips and front money deposits (1)	$	376,911	$	390,531	$	(13,620)	$	335,426	$	352,830	$	(17,404)
Advance room deposits and ticket sales (2)	Advance room deposits and ticket sales (2)	76,256		55,438		20,818		62,993		29,224		33,769		Advance room deposits and ticket sales (2)	80,419		85,019		(4,600)		60,150		55,438		4,712
Other gaming-related liabilities (3)	Other gaming-related liabilities (3)	30,610		26,515		4,095		21,217		7,882		13,335		Other gaming-related liabilities (3)	33,452		31,265		2,187		25,745		26,515		(770)
Loyalty program and related liabilities (4)	Loyalty program and related liabilities (4)	38,323		34,695		3,628		33,440		22,736		10,704		Loyalty program and related liabilities (4)	37,524		35,083		2,441		37,355		34,695		2,660
		$	472,193	$	469,478	$	2,715	$	498,092	$	656,305	$	(158,213)		$	528,306	$	541,898	$	(13,592)	$	458,676	$	469,478	$	(10,802)

(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 1112 - 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,
2022 2021 2022 2021
Casino $ 3,857 $ 3,423 $ 8,835 $ 11,000
Rooms 415 351 816 1,260
Food and beverage 774 737 1,547 2,709
Entertainment, retail and other 3,064 7,071 8,238 16,292
General and administrative 11,964 13,998 29,133 43,772
Total stock-based compensation expense 20,074 25,580 48,569 75,033
Total stock-based compensation capitalized 894 2,242 2,351 4,271
Total stock-based compensation costs $ 20,968 $ 27,822 $ 50,920 $ 79,304


	Three Months Ended March 31,
	2023		2022
Casino	$	477	$	2,255
Rooms	206		187
Food and beverage	409		362
Entertainment, retail and other	2,633		3,895
General and administrative	10,985		7,201
Total stock-based compensation expense	14,710		13,900
Total stock-based compensation capitalized	766		679
Total stock-based compensation costs	$	15,476	$	14,579

Note 1213 - Income Taxes

The Company recorded an income tax expense of ~~$1.4~~$1.0 million and ~~$1.2~~$1.1 million for the three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021, respectively and an income tax expense of $3.2 million and $2.3 million for the nine months ended September 30, 2022 and 2021,~~ respectively. Income tax expense in ~~2022~~2023 primarily ~~related~~relates to ~~changes in~~ U.S. ~~deferred taxes.~~operating profits. Income tax expense in ~~2021~~2022 primarily related to the Macau dividend tax agreement that provides for an annual payment as complementary tax otherwise due by stockholders of WRM.

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

The Company records valuation allowances on certain of its U.S. and foreign deferred tax assets. The Company continues to rely solely on the reversal of net taxable temporary differences in assessing a need for a valuation allowance.

In April 2020, 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, WRM received an extension of the exemption from the Complementary Tax on casino gaming profits through December 31, 2022.

For the three and nine months ended September 30, 2022 and 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 1314 - Earnings Per Share

Basic earnings per share ("EPS") is computed by dividing net ~~loss~~income (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~~income (loss) attributable to Wynn Resorts, adjusted for the potential dilutive impact assuming that the conversion of the WML Convertible Bonds occurred as of the date of their issuance under the if-converted method, 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 March 31,
		2022		2021		2022		2021			2023		2022
Numerator:	Numerator:									Numerator:
Net loss attributable to Wynn Resorts, Limited		$	(142,892)	$	(166,249)	$	(456,267)	$	(578,596)
Net income (loss) attributable to Wynn Resorts, Limited - basic										Net income (loss) attributable to Wynn Resorts, Limited - basic	$	12,332	$	(183,324)
Effect of dilutive securities of Wynn Resorts, Limited subsidiaries:										Effect of dilutive securities of Wynn Resorts, Limited subsidiaries:
Assumed conversion of WML Convertible Bonds										Assumed conversion of WML Convertible Bonds	(14,566)		—
Net loss attributable to Wynn Resorts, Limited - diluted										Net loss attributable to Wynn Resorts, Limited - diluted	$	(2,234)	$	(183,324)

Denominator:	Denominator:									Denominator:
Weighted average common shares outstanding	Weighted average common shares outstanding	112,709		114,655		114,061		113,420		Weighted average common shares outstanding	112,753		115,030
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	363		—
Weighted average common and common equivalent shares outstanding	Weighted average common and common equivalent shares outstanding	112,709		114,655		114,061		113,420		Weighted average common and common equivalent shares outstanding	113,116		115,030

Net loss attributable to Wynn Resorts, Limited per common share, basic		$	(1.27)	$	(1.45)	$	(4.00)	$	(5.10)
Net income (loss) attributable to Wynn Resorts, Limited per common share, basic										Net income (loss) attributable to Wynn Resorts, Limited per common share, basic	$	0.11	$	(1.59)
Net loss attributable to Wynn Resorts, Limited per common share, diluted	Net loss attributable to Wynn Resorts, Limited per common share, diluted	$	(1.27)	$	(1.45)	$	(4.00)	$	(5.10)	Net loss attributable to Wynn Resorts, Limited per common share, diluted	$	(0.02)	$	(1.59)

Anti-dilutive stock options, nonvested, and performance nonvested shares excluded from the calculation of diluted net income per share	Anti-dilutive stock options, nonvested, and performance nonvested shares excluded from the calculation of diluted net income per share	1,087		954		1,087		954		Anti-dilutive stock options, nonvested, and performance nonvested shares excluded from the calculation of diluted net income per share	38		825

Note 1415 - 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,					Three Months Ended March 31,
		2022		2021		2022		2021			2023		2022
Minimum rental income	Minimum rental income	$	31,962	$	27,719	$	93,796	$	75,676	Minimum rental income	$	33,838	$	24,601
Contingent rental income	Contingent rental income	10,689		19,349		45,404		75,464		Contingent rental income	28,764		20,623
Total rental income	Total rental income	$	42,651	$	47,068	$	139,200	$	151,140	Total rental income	$	62,602	$	45,224

~~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 16 - 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.

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~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

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

~~(unaudited)~~

Macau Litigation Related to Dore

~~WRM~~Wynn Macau SA has been named as a defendant in lawsuits filed in the Macau Court of First Instance by individuals who claim to be investors in, or persons with credit in accounts maintained by, Dore Entertainment Company Limited ("Dore"), an independent, Macau registered and licensed company that operated a gaming promoter business at Wynn Macau. In connection with the alleged 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

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

lawsuits are that ~~WRM,~~Wynn Macau SA, as a gaming concessionaire, should be held responsible for Dore’s conduct on the basis that ~~WRM~~Wynn Macau SA is responsible for the supervision of Dore’s activities at Wynn Macau that resulted in the purported losses.

The Company believes these cases are without merit and unfounded and intends to vigorously defend against the remaining claims pleaded against ~~WRM~~Wynn Macau SA in these lawsuits. The Company has made estimates for potential litigation costs based upon its assessment of the likely outcome and has recorded provisions for such amounts in the accompanying condensed consolidated financial statements. No assurances can be provided as to the outcome of the pending Dore cases, and actual results may differ from these estimates.

Securities Class 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.~~current CEO Craig Billings and the individual directors, and allowing other claims to proceed against the Company and several of the Company's former executive officers, including ~~Mr.~~Matt. Maddox, Stephen A. Wynn, Kimmarie Sinatra, and Steven Cootey. On March 2, 2023, the court granted the plaintiffs' motion for class certification and appointed lead counsel. The parties are now proceeding with discovery.

The defendants in this action intend to vigorously defend against the claims pleaded against ~~them.~~them and believe that the claims are without merit. This action is in the preliminary stages and ~~management~~the Company 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 possible loss, if any.

Federal Investigation

From time to time, the Company receives regulatory inquiries about compliance with anti-money laundering laws. The Company received requests for information from the U.S. Attorney’s Office for the Southern District of California relating to its anti-money laundering policies and procedures, and beginning in 2020 received 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 17 - Retail Joint Venture

As of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, the Retail Joint Venture had total assets of ~~$103.6~~$102.2 million and ~~$98.0~~$102.9 million, respectively, and total liabilities of ~~$620.1~~$621.6 million and ~~$624.4~~$620.9 million, respectively. As of ~~September 30, 2022~~March 31, 2023 and December 31, ~~2021,~~2022, the Retail Joint Venture's liabilities included long-term debt of ~~$613.3~~$613.6 million and ~~$612.9~~$613.5 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 18 - Segment Information

The Company has identified its reportable segments based 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.

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WYNN RESORTS, LIMITED AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (continued)

(unaudited)

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

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


	Three Months Ended March 31,
	2023		2022
Operating revenues
Macau Operations:
Wynn Palace
Casino	$	270,687	$	114,413
Rooms	46,910		13,831
Food and beverage	23,553		11,443
Entertainment, retail and other (1)	28,213		23,638
	369,363		163,325
Wynn Macau
Casino	176,383		102,430
Rooms	21,971		9,390
Food and beverage	14,302		8,386
Entertainment, retail and other (1)	18,070		14,894
	230,726		135,100
Total Macau Operations	600,089		298,425

Las Vegas Operations:
Casino	154,530		124,271
Rooms	185,109		131,466
Food and beverage	172,483		136,029
Entertainment, retail and other (1)	74,642		49,420
Total Las Vegas Operations	586,764		441,186

Encore Boston Harbor:
Casino	165,392		148,748
Rooms	18,539		15,689
Food and beverage	22,273		18,162
Entertainment, retail and other (1)	10,102		8,197
Total Encore Boston Harbor	216,306		190,796

Wynn Interactive:
Entertainment, retail and other	20,520		22,927
Total Wynn Interactive	20,520		22,927

Total operating revenues	$	1,423,679	$	953,334

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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,
2022 2021 2022 2021
Operating revenues
Macau Operations:
Wynn Palace
Casino $ 45,361 $ 134,064 $ 186,968 $ 532,040
Rooms 6,974 15,639 27,813 53,534
Food and beverage 5,727 10,952 24,027 36,429
Entertainment, retail and other (1)
17,186 20,668 58,416 67,017
75,248 181,323 297,224 689,020
Wynn Macau
Casino 22,832 98,264 165,221 379,610
Rooms 4,395 10,896 18,547 39,025
Food and beverage 4,261 7,628 17,878 23,620
Entertainment, retail and other (1)
8,880 13,874 32,405 52,086
40,368 130,662 234,051 494,341
            Total Macau Operations 115,616 311,985 531,275 1,183,361
Las Vegas Operations:
Casino 134,314 112,575 393,930 305,253
Rooms 162,125 132,704 460,707 266,250
Food and beverage 193,733 180,455 526,389 333,390
Entertainment, retail and other (1)
54,217 50,269 165,618 104,892
             Total Las Vegas Operations 544,389 476,003 1,546,644 1,009,785
Encore Boston Harbor:
Casino 157,369 151,361 463,204 398,325
Rooms 23,718 14,578 61,819 28,963
Food and beverage 21,009 18,466 60,272 41,713
Entertainment, retail and other (1)
9,687 7,809 27,438 18,544
            Total Encore Boston Harbor 211,783 192,214 612,733 487,545
Wynn Interactive:
Entertainment, retail and other 17,934 14,442 61,236 40,748
           Total Wynn Interactive 17,934 14,442 61,236 40,748
Total operating revenues $ 889,722 $ 994,644 $ 2,751,888 $ 2,721,439


	Three Months Ended March 31,
	2023		2022
Adjusted Property EBITDAR (2)
Macau Operations:
Wynn Palace	$	111,058	$	(864)
Wynn Macau	44,745		(4,682)
Total Macau Operations	155,803		(5,546)
Las Vegas Operations	231,597		159,378
Encore Boston Harbor	63,414		55,250
Wynn Interactive	(21,068)		(31,501)
Total	429,746		177,581
Other operating expenses
Pre-opening	4,478		2,447
Depreciation and amortization	168,812		184,556
Property charges and other	2,458		45,720
Corporate expenses and other	34,490		25,823
Stock-based compensation	14,710		13,900
Triple-net operating lease expense	35,283		—
Total other operating expenses	260,231		272,446
Operating income (loss)	169,515		(94,865)
Other non-operating income and expenses
Interest income	40,193		1,280
Interest expense, net of amounts capitalized	(187,740)		(152,158)
Change in derivatives fair value	23,046		7,400
Loss on debt financing transactions	(12,236)		—
Other	(30,614)		(15,127)
Total other non-operating income and expenses	(167,351)		(158,605)
Income (loss) before income taxes	2,164		(253,470)
Provision for income taxes	(1,018)		(1,140)
Net income (loss)	1,146		(254,610)
Net loss attributable to noncontrolling interests	11,186		71,286
Net income (loss) attributable to Wynn Resorts, Limited	$	12,332	$	(183,324)

(1) Includes lease revenue accounted for under lease accounting guidance. For more information on leases, see Note 15, "Leases."

(2) "Adjusted Property EBITDAR" is net income (loss) before interest, income taxes, depreciation and amortization, pre-opening expenses, property charges and other, triple-net operating lease rent expense related to Encore Boston Harbor, 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 debt financing transactions, and other non-operating income and expenses. Adjusted Property EBITDAR 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 EBITDAR as a measure of the operating performance of its segments and to compare the operating performance of its properties with those of its competitors, as well as a basis for determining certain incentive compensation. The Company also presents Adjusted Property EBITDAR 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 EBITDAR 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 EBITDAR 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 EBITDAR should not be considered as an alternative to operating income (loss) as an indicator of 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 EBITDAR does not include depreciation or interest expense and therefore does not reflect current or future capital expenditures or the cost of capital. The Company has significant uses of cash flows, including capital expenditures, triple-net operating lease rent expense related to Encore Boston Harbor, debt principal repayments, income taxes and other non-recurring charges, which are not reflected in Adjusted Property EBITDAR. Also, the Company's calculation of Adjusted Property EBITDAR may be different from the calculation methods used by other companies and, therefore, comparability may be limited.

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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,
2022 2021 2022 2021
Adjusted Property EBITDA (2)
   Macau Operations:
Wynn Palace $ (21,808) $ 12,112 $ (72,622) $ 93,036
Wynn Macau (43,806) (1,939) (88,878) 28,703
              Total Macau Operations (65,614) 10,173 (161,500) 121,739
    Las Vegas Operations 195,760 183,416 581,844 344,719
    Encore Boston Harbor 61,136 64,565 180,132 141,844
    Wynn Interactive (17,748) (103,593) (70,202) (187,961)
Total 173,534 154,561 530,274 420,341
Other operating expenses
Pre-opening 6,447 1,333 13,396 5,455
Depreciation and amortization 172,502 177,110 520,026 545,538
Property charges and other 4,733 15,301 77,362 26,569
Corporate expenses and other 22,769 18,901 70,805 56,663
Stock-based compensation 20,074 25,580 48,569 75,033
Total other operating expenses 226,525 238,225 730,158 709,258
Operating loss (52,991) (83,664) (199,884) (288,917)
Other non-operating income and expenses
Interest income 6,892 507 10,863 2,131
Interest expense, net of amounts capitalized (165,277) (150,325) (472,265) (453,601)
Change in derivatives fair value 5,839 1,176 14,801 6,557
Loss on extinguishment of debt — (738) — (2,060)
Other (864) (11,784) (26,090) (17,324)
Total other non-operating income and expenses (153,410) (161,164) (472,691) (464,297)
Loss before income taxes (206,401) (244,828) (672,575) (753,214)
Provision for income taxes (1,390) (1,155) (3,248) (2,345)
Net loss (207,791) (245,983) (675,823) (755,559)
Net loss attributable to noncontrolling interests 64,899 79,734 219,556 176,963
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. The Company also 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 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 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 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. 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, 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.


	March 31, 2023		December 31, 2022
Assets
Macau Operations:
Wynn Palace	$	2,953,650	$	2,884,073
Wynn Macau	1,519,359		1,430,051
Other Macau	870,550		268,017
Total Macau Operations	5,343,559		4,582,141
Las Vegas Operations	3,135,452		3,168,597
Encore Boston Harbor	2,057,577		2,080,424
Wynn Interactive	199,396		213,837
Corporate and other	2,988,037		3,370,101
Total	$	13,724,021	$	13,415,100

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~~WYNN RESORTS, LIMITED AND SUBSIDIARIES~~

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

~~(unaudited)~~

September 30, 2022 December 31, 2021
Assets
Macau Operations:
Wynn Palace $ 2,946,199 $ 3,122,424
Wynn Macau 739,488 1,032,521
Other Macau 1,054,392 1,173,913
Total Macau Operations 4,740,079 5,328,858
Las Vegas Operations 3,154,964 3,063,897
Encore Boston Harbor 2,088,418 2,193,117
Wynn Interactive 248,871 287,805
Corporate and other 1,547,013 1,657,149
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~~Annual Report on Form 10-K for the year ended December 31, ~~2021.~~2022. 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~~2022 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, mass shootings, riots, demonstrations, extreme weather patterns or natural disasters, military conflicts, civil unrest, and any future security alerts and/or terrorist attacks;

•~~doing~~extensive regulation of our business ~~in foreign locations such as Macau;~~and the cost of compliance or failure to comply with applicable laws and regulations;

•pending or future investigations, litigation and other disputes;

•our dependence on key managers and employees;

•the deterioration of the macroeconomic environment, including an economic downturn or recession or worsening geopolitical tensions that could reduce discretionary consumer spending;

•our ability to maintain our ~~customer relationships~~gaming licenses and ~~collect~~concessions and ~~enforce~~comply with applicable gaming ~~receivables;~~law;

•international relations, national security policies, anticorruption campaigns and other geopolitical events, which may impact the number of visitors to our properties and the amount of money they are willing to spend;

•public perception of our resorts and the level of service we provide;

•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~~maintain our customer relationships and ~~approvals);~~collect and enforce gaming receivables;

•win rates for our gaming operations;

•construction and regulatory risks ~~(including disputes~~associated with our current and ~~defaults by contractors and subcontractors;~~future 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;~~projects;

•any violations by us of the anti-money laundering laws or Foreign Corrupt Practices Act;

•our compliance with environmental requirements and potential cleanup responsibility and liability as an owner or operator of property;

•adverse incidents or adverse publicity concerning our resorts or our corporate responsibilities;

•changes in and compliance with the gaming laws or ~~regulations;~~regulations in the various jurisdictions in which we operate;

•changes in ~~federal, foreign, or state~~ tax laws or regulations related to taxation, including changes in the ~~administration~~rates of ~~such laws;~~taxation;

•~~continued~~our collection and use of personal data and our level of compliance with ~~all provisions in our debt agreements;~~

•~~conditions precedent to funding under our~~applicable governmental regulations, credit ~~facilities;~~

•~~leverage~~card industry standards and ~~debt service (including sensitivity to fluctuations in interest rates);~~other applicable data security standards;

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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;

•labor actions and other labor problems;

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

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•risks specifically associated with our Macau Operations;

•the level of our indebtedness and our ability to meet our debt service obligations (including sensitivity to fluctuations in interest rates); and

•continued compliance with the covenants in our debt agreements

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~~our concessionaire Wynn Resorts (Macau) S.A. ("Wynn Macau SA") operates two integrated resorts in the Macau Special Administrative Region ("Macau") of the People's Republic of China ("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. In Everett, Massachusetts, we ~~own 100% of and~~ operate Encore Boston Harbor, an integrated resort. We also hold an approximately ~~85%~~97% interest in, and consolidate, Wynn Interactive Ltd. ("Wynn Interactive"), through which we operate ~~online~~WynnBet, our digital sports betting and casino gaming ~~and social casino businesses.~~

~~Recent Developments Related to COVID-19~~

~~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. Although there have been periods during which certain restrictions and conditions were eased by the Macau government to allow for greater visitation and quarantine-free travel to Macau, adverse and evolving conditions created by and in response to the COVID-19 pandemic may cause these restrictions and conditions to be reintroduced. For example, in response to an outbreak in Macau 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 closure and the limiting of 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 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 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 our future results of operations, cash flows, or financial condition.

~~Macau Gaming Concession~~

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40 of the Macau gaming law and Clause 43 of the concession agreement, to revert to the Macau government relevant gaming equipment and gaming areas at Wynn Macau and Wynn Palace, without compensation and free of encumbrance upon the expiration of the concession agreement term, as amended by the Concession Extension Agreement.

Under the indentures governing our $4.7 billion aggregate principal amount of WML Senior Notes and the facility agreement governing the WM Cayman II Revolver, upon the occurrence of any event after which we do not own or manage casino or gaming areas or operate casino games of fortune and chance in Macau in substantially the same manner and scope as of the issue date of the respective senior notes or the date of the facility agreement, for a period of 10 consecutive days or more in the case of the WML Senior Notes or a period of 30 consecutive days or more in the case of the WM Cayman II Revolver, and such event has a material adverse effect on the financial condition, business, properties or results of operations of WML and its subsidiaries, taken as a whole, holders of the WML Senior Notes can require us to repurchase all or any part of the WML Senior Notes at par, plus any accrued and unpaid interest (the "Special Put Option"), and any amounts owed under the WM Cayman II Revolver may become immediately due and payable (the "Property Mandatory Prepayment Event").

In June 2022, the Macau government published amendments to the Macau 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 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 other games in casinos. On September 13, 2022, WRM submitted its tender to the Macau government. At this time we believe that our concession agreement will be further extended, renewed or replaced by a new gaming concession agreement beyond December 31, 2022. 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 our concession agreement or obtain a new gaming concession agreement, an election by the WML Senior Notes holders to exercise the Special Put Option and the triggering of the Property Mandatory Prepayment Event would have a material adverse effect on our business, financial condition, results of operations, and cash flows.business.

Key Operating Measures

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

•Table drop in mass market for our Macau Operations is the amount of cash that is deposited in a gaming table's drop box plus cash chips purchased at the casino cage.

•Table drop for our Las Vegas Operations is the amount of cash and net markers issued that are deposited in a gaming table's drop box.

•Table drop for Encore Boston Harbor is the amount of cash and gross markers issued that are deposited in a gaming table's drop box.

•Rolling chips are non-negotiable identifiable chips that are used to track turnover for purposes of calculating incentives within our Macau Operations' VIP program.

•Turnover is the sum of all losing rolling chip wagers within our Macau Operations' VIP program.

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

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

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•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.

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•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 3.1% to 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~~first quarter ~~2022~~2023 results

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


		Three Months Ended September 30,							Nine Months Ended September 30,								Three Months Ended March 31,
		2022		2021		Increase/ (Decrease)		Percent Change	2022		2021		Increase/ (Decrease)		Percent Change		2023		2022		Increase/ (Decrease)		Percent Change
Operating revenues	Operating revenues	$	889,722	$	994,644	$	(104,922)	(10.5)	$	2,751,888	$	2,721,439	$	30,449	1.1	Operating revenues	$	1,423,679	$	953,334	$	470,345	49.3
Net loss attributable to Wynn Resorts, Limited		(142,892)		(166,249)		23,357		14.0	(456,267)		(578,596)		122,329		21.1
Net income (loss) attributable to Wynn Resorts, Limited																Net income (loss) attributable to Wynn Resorts, Limited	12,332		(183,324)		195,656		NM
Diluted net loss per share	Diluted net loss per share	(1.27)		(1.45)		0.18		12.4	(4.00)		(5.10)		1.10		21.6	Diluted net loss per share	(0.02)		(1.59)		1.57		NM
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 18, "Segment Information," for a reconciliation of Adjusted Property EBITDA to net loss attributable to Wynn Resorts, Limited.~~NM - Not meaningful.

The ~~decrease~~increase in operating revenues for the three months ended ~~September 30, 2022~~March 31, 2023 was primarily driven by ~~decreases~~increases of ~~$106.1~~$206.0 million, $145.6 million, $95.6 million, and ~~$90.3~~$25.5 million from Wynn Palace, ~~and~~our Las Vegas Operations, Wynn Macau, and Encore Boston Harbor, respectively, resulting from ~~a decrease~~an increase in gaming volumes, ~~due to the 12-day closure~~hotel occupancy, and covers at restaurants. The results of our ~~casino operations in~~ Macau ~~in July, as well as other~~Operations for the three months ended March 31, 2022 were negatively impacted by certain travel-related restrictions and conditions, including COVID-19 testing and other mitigation procedures, related to the COVID-19 pandemic. ~~The decrease~~Over the course of December 2022 and January 2023, Macau authorities relaxed or eliminated most COVID-19 related protective measures. Since then, and as of the date of this report, there are no remaining entry restrictions or mandatory quarantine requirements 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, resulting from increased gaming volumes as well as increases in hotel occupancy and covers at restaurants.place for travelers to Macau.

The ~~decrease~~increase in net ~~loss~~income attributable to Wynn Resorts, Limited for the three months ended ~~September 30, 2022~~March 31, 2023 was primarily related to increased operating revenues at our Macau Operations, our Las Vegas Operations, and Encore Boston Harbor, ~~respectively,~~ partially offset by increased operating expenses associated with higher business ~~volumes at our Las Vegas Operations and Encore Boston Harbor.~~volumes.

~~The increase in Adjusted Property EBITDA~~

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Financial results for the three months ended ~~September 30, 2022 was primarily driven by increased~~March 31, 2023 compared to the three months ended March 31, 2022.

Operating revenues

The following table presents our operating revenues ~~at our Las Vegas Operations~~(dollars in thousands):


	Three Months Ended March 31,
	2023		2022		Increase/ (Decrease)		Percent Change
Operating revenues
Macau Operations:
Wynn Palace	$	369,363	$	163,325	$	206,038	126.2
Wynn Macau	230,726		135,100		95,626		70.8
Total Macau Operations	600,089		298,425		301,664		101.1
Las Vegas Operations	586,764		441,186		145,578		33.0
Encore Boston Harbor	216,306		190,796		25,510		13.4
Wynn Interactive	20,520		22,927		(2,407)		(10.5)
	$	1,423,679	$	953,334	$	470,345	49.3

The following table presents casino and ~~Wynn Interactive, respectively, offset by a decrease~~non-casino operating revenues (dollars in thousands):


	Three Months Ended March 31,
	2023		2022		Increase/ (Decrease)		Percent Change
Operating revenues
Casino revenues	$	766,992	$	489,862	$	277,130	56.6
Non-casino revenues:
Rooms	272,529		170,376		102,153		60.0
Food and beverage	232,611		174,020		58,591		33.7
Entertainment, retail and other	151,547		119,076		32,471		27.3
Total non-casino revenues	656,687		463,472		193,215		41.7
	$	1,423,679	$	953,334	$	470,345	49.3

Casino revenues for the three months ended March 31, 2023 were 53.9% of operating revenues, compared to 51.4% for the same period of 2022. Non-casino revenues for the three months ended March 31, 2023 were 46.1% of operating revenues, compared to 48.6% for the same period of 2022.

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Casino revenues

Casino revenues increased primarily due to higher gaming volumes at ~~Wynn Palace~~our Macau Operations following the discontinuation of pandemic-related travel restrictions in Macau in late 2022 and ~~Wynn Macau, respectively, primarily due to certain travel-related restrictions~~early 2023. The table below sets forth our casino revenues 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.associated key operating measures (dollars in thousands, except for win per unit per day):


	Three Months Ended March 31,
	2023			2022			Increase/ (Decrease)		Percent Change
Macau Operations:
Wynn Palace:
Total casino revenues	$	270,687		$	114,413		$	156,274	136.6
VIP:
Average number of table games	50			67			(17)		(25.4)
VIP turnover	$	2,293,358		$	965,555		$	1,327,803	137.5
VIP table games win	$	62,448		$	19,753		$	42,695	216.1
VIP win as a % of turnover	2.72		%	2.05		%	0.67
Table games win per unit per day	$	13,868		$	3,280		$	10,588	322.8
Mass market:
Average number of table games	237			234			3		1.3
Table drop	$	1,181,998		$	531,859		$	650,139	122.2
Table games win	$	260,865		$	111,175		$	149,690	134.6
Table games win %	22.1		%	20.9		%	1.2
Table games win per unit per day	$	12,246		$	5,282		$	6,964	131.8
Average number of slot machines	587			670			(83)		(12.4)
Slot machine handle	$	546,598		$	250,930		$	295,668	117.8
Slot machine win	$	25,425		$	12,649		$	12,776	101.0
Slot machine win per unit per day	$	481		$	210		$	271	129.0
Wynn Macau:
Total casino revenues	$	176,383		$	102,430		$	73,953	72.2
VIP:
Average number of table games	52			35			17		48.6
VIP turnover	$	1,144,224		$	887,051		$	257,173	29.0
VIP table games win	$	30,751		$	34,029		$	(3,278)	(9.6)
VIP win as a % of turnover	2.69		%	3.84		%	(1.15)
Table games win per unit per day	$	6,586		$	10,823		$	(4,237)	(39.1)
Mass market:
Average number of table games	217			248			(31)		(12.5)
Table drop	$	989,988		$	469,138		$	520,850	111.0
Table games win	$	168,426		$	82,259		$	86,167	104.8
Table games win %	17.0		%	17.5		%	(0.5)
Table games win per unit per day	$	8,642		$	3,680		$	4,962	134.8
Average number of slot machines	531			585			(54)		(9.2)
Slot machine handle	$	469,769		$	283,539		$	186,230	65.7
Slot machine win	$	16,296		$	10,611		$	5,685	53.6
Slot machine win per unit per day	$	341		$	201		$	140	69.7
Poker rake	$	3,936		$	—		$	3,936	NM

Table of Contents

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


	Three Months Ended March 31,
	2023			2022			Increase/ (Decrease)		Percent Change
Las Vegas Operations:
Total casino revenues	$	154,530		$	124,271		$	30,259	24.3
Average number of table games	232			228			4		1.8
Table drop	$	600,746		$	547,916		$	52,830	9.6
Table games win	$	146,010		$	129,164		$	16,846	13.0
Table games win %	24.3		%	23.6		%	0.7
Table games win per unit per day	$	6,994		$	6,300		$	694	11.0
Average number of slot machines	1,668			1,728			(60)		(3.5)
Slot machine handle	$	1,572,735		$	1,177,985		$	394,750	33.5
Slot machine win	$	106,788		$	80,831		$	25,957	32.1
Slot machine win per unit per day	$	711		$	520		$	191	36.7
Poker rake	$	4,114		$	3,861		$	253	6.6
Encore Boston Harbor:
Total casino revenues	$	165,392		$	148,748		$	16,644	11.2
Average number of table games	199			184			15		8.2
Table drop	$	366,041		$	346,195		$	19,846	5.7
Table games win	$	79,544		$	76,792		$	2,752	3.6
Table games win %	21.7		%	22.2		%	(0.5)
Table games win per unit per day	$	4,452		$	4,637		$	(185)	(4.0)
Average number of slot machines	2,518			2,776			(258)		(9.3)
Slot machine handle	$	1,296,427		$	1,183,314		$	113,113	9.6
Slot machine win	$	104,073		$	95,296		$	8,777	9.2
Slot machine win per unit per day	$	459		$	381		$	78	20.5
Poker rake	$	5,682		$	784		$	4,898	624.7

NM - Not meaningful.

~~Operating revenues~~

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

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 (dollars in thousands):~~

Three Months Ended September 30,
2022 2021 Increase/ (Decrease) Percent Change
Operating revenues
Casino revenues $ 359,876 $ 496,264 $ (136,388) (27.5)
Non-casino revenues:
          Rooms 197,212 173,817 23,395 13.5
          Food and beverage 224,730 217,501 7,229 3.3
          Entertainment, retail and other 107,904 107,062 842 0.8
            Total non-casino revenues 529,846 498,380 31,466 6.3
$ 889,722 $ 994,644 $ (104,922) (10.5)

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

~~Casino revenues~~

~~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,
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)
Non-casino revenues

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


	Three Months Ended March 31,
	2023			2022			Increase/ (Decrease)		Percent Change
Macau Operations:
Wynn Palace:
Total room revenues (dollars in thousands)	$	46,910		$	13,831		$	33,079	239.2
Occupancy	88.1		%	47.2		%	40.9
ADR	$	321		$	180		$	141	78.3
REVPAR	$	282		$	85		$	197	231.8
Wynn Macau:
Total room revenues (dollars in thousands)	$	21,971		$	9,390		$	12,581	134.0
Occupancy	90.9		%	49.8		%	41.1
ADR	$	242		$	188		$	54	28.7
REVPAR	$	220		$	94		$	126	134.0
Las Vegas Operations:
Total room revenues (dollars in thousands)	$	185,109		$	131,466		$	53,643	40.8
Occupancy	88.8		%	76.9		%	11.9
ADR	$	493		$	432		$	61	14.1
REVPAR	$	438		$	333		$	105	31.5
Encore Boston Harbor:
Total room revenues (dollars in thousands)	$	18,539		$	15,689		$	2,850	18.2
Occupancy	90.0		%	80.5		%	9.5
ADR	$	343		$	324		$	19	5.9
REVPAR	$	309		$	261		$	48	18.4

Room revenues increased $102.2 million, primarily due to higher occupancy and ADR at our Macau Operations and our Las Vegas Operations.

Food and beverage revenues increased $58.6 million, primarily due to increased restaurant covers at our Las Vegas Operations.

Entertainment, retail and other revenues increased $32.5 million, primarily due to increased convention support services, revenues from our owned and leased retail outlets, and entertainment venue sales at our Las Vegas Operations.

Table of Contents

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
Operating expenses

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


	Three Months Ended March 31,
	2023		2022		Increase/ (Decrease)		Percent Change
Operating expenses:
Casino	$	473,385	$	324,079	$	149,306	46.1
Rooms	72,702		58,715		13,987		23.8
Food and beverage	180,619		146,656		33,963		23.2
Entertainment, retail and other	92,482		88,904		3,578		4.0
General and administrative	259,772		196,780		62,992		32.0
Provision for credit losses	(544)		342		(886)		NM
Pre-opening	4,478		2,447		2,031		83.0
Depreciation and amortization	168,812		184,556		(15,744)		(8.5)
Property charges and other	2,458		45,720		(43,262)		(94.6)
Total operating expenses	$	1,254,164	$	1,048,199	$	205,965	19.6

NM - Not meaningful.

~~(1) On January 25, 2021,~~

Total operating expenses increased $206.0 million compared to the three months ended March 31, 2022, primarily due to increased operating costs associated with higher business volumes at each of our properties, partially offset by decreased depreciation and amortization and property charges and other expenses.

Casino expenses increased $91.9 million, $40.4 million, $7.6 million, and $9.5 million at Wynn Palace, Wynn Macau, our Las Vegas Operations, and Encore Boston Harbor, ~~restored 24-hour~~respectively. These increases were primarily due to increased operating costs, including gaming tax expense, driven by the increase in 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.~~revenues.

Room expenses increased $9.1 million and $2.1 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 $24.9 million and $4.3 million at our Las Vegas Operations and Encore Boston Harbor, respectively. These increases were primarily a result of increased operating costs related to an increase in food and beverage revenues at our Las Vegas Operations and Encore Boston Harbor.

Entertainment, retail and other expenses increased $17.3 million at our Las Vegas operations, primarily due to higher operating costs associated with live and theatrical entertainment, partially offset by a decrease of $14.1 million at Wynn Interactive, primarily due to decreased marketing costs.

General and administrative expenses increased primarily due to increases of $35.3 million and $14.6 million at Encore Boston Harbor and our Las Vegas Operations, respectively. These increases were attributable to triple-net operating lease expense at Encore Boston Harbor following the sale-leaseback transaction in December 2022, and increases in payroll and other general and administrative expenses at our Las Vegas Operations required to support higher business volumes during the three months ended March 31, 2023. In addition, corporate and other general and administrative expenses increased $12.1 million, primarily due to increased development costs.

For the three months ended March 31, 2023, pre-opening expenses totaled $4.5 million, which primarily related to the launch of Wynn Interactive operations in Massachusetts. For the three months ended March 31, 2022, pre-opening expenses totaled $2.4 million, which primarily related to reconfiguring the theater space at Wynn Las Vegas.

Depreciation and amortization decreased $15.7 million, primarily due to the derecognition of certain real estate assets in connection with the Encore Boston Harbor sale-leaseback transaction in December 2022.

Property charges and other expenses for the three months ended March 31, 2023 consisted primarily of asset abandonments of $2.2 million at Wynn Palace. Our property charges and other expenses for the quarter ended March 31, 2022 consisted primarily of impairment of goodwill of $30.3 million at Wynn Interactive, asset abandonments of $1.0 million and

Table of Contents

~~Non-casino revenues~~

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

Three Months Ended September 30,
2022 2021 Increase/ (Decrease) Percent Change
Macau Operations:
Wynn Palace:
Total room revenues (dollars in thousands) $ 6,974 $ 15,639 $ (8,665) (55.4)
Occupancy 28.1 % 51.9 % (23.8)
ADR $ 145 $ 187 $ (42) (22.5)
REVPAR $ 41 $ 97 $ (56) (57.7)
Wynn Macau:
Total room revenues (dollars in thousands) $ 4,395 $ 10,896 $ (6,501) (59.7)
Occupancy 31.4 % 51.3 % (19.9)
ADR $ 137 $ 211 $ (74) (35.1)
REVPAR $ 43 $ 108 $ (65) (60.2)
Las Vegas Operations:
Total room revenues (dollars in thousands) $ 162,125 $ 132,705 $ 29,420 22.2
Occupancy 88.8 % 83.0 % 5.8
ADR $ 426 $ 392 $ 34 8.7
REVPAR $ 378 $ 326 $ 52 16.0
Encore Boston Harbor (1):
Total room revenues (dollars in thousands) $ 23,718 $ 14,578 $ 9,140 62.7
Occupancy 97.0 % 87.8 % 9.2
ADR $ 398 $ 351 $ 47 13.4
REVPAR $ 386 $ 308 $ 78 25.3

(1) Encore Boston Harbor room statistics have been computed based on 69 days of operation in the three months ended September 30, 2021, 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.~~

~~Table of Contents~~

~~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$2.1 million at our Las Vegas Operations and ~~Encore Boston Harbor,~~Wynn Interactive, respectively, ~~primarily due to increased operating costs, including gaming tax expense, driven by the increase in casino revenues.~~

~~Room~~and contract termination 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~~$9.6 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

~~Table of Contents~~

~~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.

~~Table of Contents~~

~~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.

~~Table of Contents~~

~~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)

~~Table of Contents~~

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.

~~Table of Contents~~

~~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.~~

~~Table of Contents~~

~~Operating expenses~~

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

Nine Months Ended September 30,
2022 2021 Increase/ (Decrease) Percent Change
Operating expenses:
Casino $ 808,044 $ 1,048,897 $ (240,853) (23.0)
Rooms 191,474 136,187 55,287 40.6
Food and beverage 517,515 354,709 162,806 45.9
Entertainment, retail and other 236,853 310,871 (74,018) (23.8)
General and administrative 598,433 574,669 23,764 4.1
Provision for credit losses (11,331) 7,461 (18,792) NM
Pre-opening 13,396 5,455 7,941 145.6
Depreciation and amortization 520,026 545,538 (25,512) (4.7)
Property charges and other 77,362 26,569 50,793 191.2
Total operating expenses $ 2,951,772 $ 3,010,356 $ (58,584) (1.9)

~~NM - Not meaningful.~~

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

Casino expenses decreased $192.8 million and $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 a result of higher operating costs related to the increase in occupancy.

Food and beverage expenses increased $154.7 million and $16.9 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 $105.6 million at Wynn Interactive, primarily due to decreased marketing costs, partially offset by an increase of $32.7 million at our Las Vegas operations, primarily due to higher operating costs associated with increased levels of business.

General and administrative expenses increased primarily due to increases of $33.6 million and $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 $13.9 million and $13.2 million, at Wynn Palace and Wynn Macau, respectively, due to decreased payroll and operating costs attributable to lower business volumes.

The provision for credit losses decreased $7.6 million, $6.0 million, and $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, 2022, pre-opening expenses totaled $13.4 million, which primarily related to reconfiguring the theater space at Wynn Las Vegas to host an all-new, exclusive theatrical production, ~~Awakening, which~~

~~Table of Contents~~

~~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 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.

Interest expense, net of capitalized interest,

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

Nine 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 $ 472,265 $ 453,601 $ 18,664 4.1
Weighted average total debt balance $ 12,106,968 $ 12,257,424
Weighted average interest rate 5.20 % 4.93 %

~~Interest costs~~ increased $35.6 million primarily due to an increase in the weighted average total debt balance and an increase in the weighted average interest ~~rate.~~rate to 5.95% for the three months ended March 31, 2023, from 5.05% for the three months ended March 31, 2022.

~~Other non-operating~~We recorded interest income of $40.2 million for the three months ended March 31, 2023, primarily related to interest earned on cash and ~~expenses~~cash equivalents held at financial institutions.

We incurred a foreign currency remeasurement loss of ~~$26.1~~$30.6 million and ~~$17.3~~$15.1 million for the ~~nine~~three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 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 ~~$14.8~~$23.0 million and ~~$6.6~~$7.4 million for the ~~nine~~three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021,~~ respectively, from change in derivatives fair value. The change in derivatives fair value for the three months ended March 31, 2023 included a gain of $24.9 million recorded in relation to the conversion feature of the WML Convertible Bonds.

We recorded a ~~$2.1~~$12.2 million loss on ~~extinguishment of~~ debt financing transactions for the ~~nine~~three months ended ~~September 30, 2021~~March 31, 2023, primarily related to the ~~partial prepayment~~issuance of the ~~Wynn Macau Term Loan~~ 2031 WRF Senior Notesand the ~~prepayment~~repurchase of the ~~Wynn Macau Credit Facilities.~~tendered 2025 WRF Senior Notes.

Income taxes

We recorded an income tax expense of ~~$3.2~~$1.0 million and ~~$2.3~~$1.1 million for the ~~nine~~three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021,~~ respectively. Income tax expense in ~~2022~~2023 primarily ~~related~~relates to ~~changes in~~ U.S. ~~deferred taxes.~~operating profits. Income tax expense in ~~2021~~2022 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 ~~$219.6~~$11.2 million and ~~$177.0~~$71.3 million for the ~~nine~~three months ended ~~September 30,~~March 31, 2023 and 2022, ~~and 2021,~~ respectively. These amounts are primarily related to the noncontrolling interests' share of net loss from WML.

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~~Adjusted Property EBITDA~~Segment Information

WeAs further described in Item 1—"Notes to Condensed Consolidated Financial Statements," Note 18, "Segment Information," we use Adjusted Property ~~EBITDA~~EBITDAR to manage the operating results of our segments. Adjusted Property ~~EBITDA~~EBITDAR is net ~~loss~~income (loss) before interest, income taxes, depreciation and amortization, pre-opening expenses, property charges and other, triple-net operating lease rent expense related to Encore Boston Harbor, 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 financing transactions, and other non-operating income and expenses. ~~We use~~ Adjusted Property ~~EBITDA to manage the operating results of our segments. Adjusted Property EBITDA~~EBITDAR 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~~EBITDAR 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~~EBITDAR 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~~EBITDAR 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~~EBITDAR 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~~EBITDAR should not be considered as an alternative to operating income (loss) 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 ~~loss,~~income (loss), Adjusted Property ~~EBITDA~~EBITDAR 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, triple-net operating lease rent expense related to Encore Boston Harbor, interest payments, debt principal repayments, income taxes and other non-recurring charges, which are not reflected in Adjusted Property ~~EBITDA.~~EBITDAR. Also, our calculation of Adjusted Property ~~EBITDA~~EBITDAR may be different from the calculation methods used by other companies and, therefore, comparability may be limited.

The following table summarizes Adjusted Property ~~EBITDA~~EBITDAR (dollars in thousands) for Wynn Palace, Wynn Macau, Las Vegas Operations, Encore Boston Harbor, and Wynn Interactive as reviewed by management and summarized in Item 1—"Notes to Condensed Consolidated Financial Statements," Note 18, "Segment Information." That footnote also presents a reconciliation of Adjusted Property ~~EBITDA~~EBITDAR to net ~~loss~~income (loss) attributable to Wynn Resorts, Limited.


		Three Months Ended September 30,							Nine Months Ended September 30,								Three Months Ended March 31,
		2022		2021		Increase/ (Decrease)		Percent Change	2022		2021		Increase/ (Decrease)		Percent Change		2023		2022		Increase/ (Decrease)		Percent Change
Wynn Palace	Wynn Palace	$	(21,808)	$	12,112	$	(33,920)	NM	$	(72,622)	$	93,036	$	(165,658)	NM	Wynn Palace	$	111,058	$	(864)	$	111,922	NM
Wynn Macau	Wynn Macau	(43,806)		(1,939)		(41,867)		NM	(88,878)		28,703		(117,581)		NM	Wynn Macau	44,745		(4,682)		49,427		NM
Las Vegas Operations	Las Vegas Operations	195,760		183,416		12,344		6.7	581,844		344,719		237,125		68.8	Las Vegas Operations	231,597		159,378		72,219		45.3
Encore Boston Harbor	Encore Boston Harbor	61,136		64,565		(3,429)		(5.3)	180,132		141,844		38,288		27.0	Encore Boston Harbor	63,414		55,250		8,164		14.8
Wynn Interactive	Wynn Interactive	(17,748)		(103,593)		85,845		82.9	(70,202)		(187,961)		117,759		62.7	Wynn Interactive	(21,068)		(31,501)		10,433		33.1

NM - Not meaningful.

Adjusted Property ~~EBITDA~~EBITDAR at Wynn Palace and Wynn Macau ~~decreased $33.9~~increased $111.9 million and ~~$41.9~~$49.4 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,~~March 31, 2023, 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, 2022,~~ primarily due to an increase in operating revenues, partially offset by an increase in operating expenses. In December 2022 and early January 2023, the Macau government relaxed or eliminated most of COVID-19 related protective measures, which resulted in increased business volumes at our Macau Operations for the three months ended March 31, 2023. Our Macau Operations for the three months ended March 31, 2022 were negatively impacted by certain travel-related restrictions and conditions related to the COVID-19 pandemic.

Adjusted Property ~~EBITDA~~EBITDAR at ~~Encore Boston Harbor decreased $3.4~~our Las Vegas Operations increased $72.2 million for the three months ended ~~September 30, 2022,~~March 31, 2023, primarily due to an increase in ~~operating expenses,~~revenues from casino, hotel, and food and beverage operations, partially offset by ~~an increase in~~increased operating ~~revenues.~~ expenses.

Adjusted Property ~~EBITDA~~EBITDAR at Encore Boston Harbor increased ~~$38.3~~$8.2 million for the ~~nine~~three months ended ~~September 30, 2022,~~March 31, 2023, primarily due to an increase in ~~operating~~ revenues from casino operations, partially offset by ~~an increase in operating expenses.~~

~~Adjusted Property EBITDA at Wynn Interactive increased $85.8 million and $117.8 million for the three and nine months ended September 30, 2022, primarily due to~~ increased operating ~~revenues due to the continued expansion and ramp up of operations and decreased marketing and promotional~~ expenses.

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Adjusted Property EBITDAR at Wynn Interactive increased $10.4 million for the three months ended March 31, 2023, primarily due to a decrease in marketing and promotional expenses, depreciation and amortization, and property charges and other expenses.

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,					Three Months Ended March 31,
Cash Flows - Summary	Cash Flows - Summary	2022		2021		Cash Flows - Summary	2023		2022
Cash flows from operating activities	Cash flows from operating activities	$	(153,038)	$	(216,832)	Cash flows from operating activities	$	169,491	$	(117,385)

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	(273,251)		(213,088)		Capital expenditures, net of construction payables and retention	(124,466)		(96,343)
Purchase of intangible and other assets	Purchase of intangible and other assets	(10,919)		(19,741)		Purchase of intangible and other assets	(7,741)		(901)
Proceeds from sale of assets and other	Proceeds from sale of assets and other	485		3,689		Proceeds from sale of assets and other	257		29
Net cash used in investing activities	Net cash used in investing activities	(283,685)		(229,140)		Net cash used in investing activities	(131,950)		(97,215)

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	211,435		1,141,026		Proceeds from issuance of long-term debt	1,200,000		—
Repayments of long-term debt	Repayments of long-term debt	(37,500)		(2,477,690)		Repayments of long-term debt	(1,018,973)		(12,500)
Proceeds from issuance of Wynn Resorts, Limited common stock		—		841,896
Repurchase of common stock	Repurchase of common stock	(178,624)		(11,004)		Repurchase of common stock	(10,834)		(11,667)
Proceeds from issuance of subsidiary common stock		2,895		4,662
Proceeds from sale of additional interest in joint venture		50,033		—
Proceeds from sale of noncontrolling interest in subsidiary						Proceeds from sale of noncontrolling interest in subsidiary	—		50,033
Distribution to noncontrolling interest	Distribution to noncontrolling interest	(21,505)		(11,843)		Distribution to noncontrolling interest	(4,502)		(9,279)
Dividends paid	Dividends paid	(1,316)		(932)		Dividends paid	(175)		(1,163)
Finance lease payments	Finance lease payments	(12,812)		(11,709)		Finance lease payments	(5,410)		(4,443)
Payments for financing costs	Payments for financing costs	(3,165)		(29,975)		Payments for financing costs	(31,330)		(109)
Net cash provided by (used in) financing activities		9,441		(555,569)
Other						Other	(7,773)		—
Net cash provided by financing activities						Net cash provided by financing activities	121,003		10,872

Effect of exchange rate on cash, cash equivalents and restricted cash	Effect of exchange rate on cash, cash equivalents and restricted cash	(1,119)		(1,689)		Effect of exchange rate on cash, cash equivalents and restricted cash	(2,567)		(925)
Decrease in cash, cash equivalents and restricted cash		$	(428,401)	$	(1,003,230)
Increase (decrease) in cash, cash equivalents and restricted cash						Increase (decrease) in cash, cash equivalents and restricted cash	$	155,977	$	(204,653)

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 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~~three months ended ~~September 30, 2022,~~March 31, 2023, the ~~decrease~~increase in ~~net~~ cash ~~used in~~flows from operating activities was primarily due to increased revenues from our Macau Operations, our Las Vegas Operations, and Encore Boston Harbor, which was partially offset by ~~decreases~~an increase in ~~revenues from Wynn Palace and Wynn Macau.~~operating expenses associated with higher business volumes. During the ~~nine~~three months ended ~~September 30, 2021,~~March 31, 2022, the decrease in net cash used in operating activities was primarily due to increased operating revenues, partially offset by an increase in operating ~~expenses and changes in working capital accounts.~~expenses.

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.

~~Table of Contents~~

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, 2022, we repurchased 2,873,431 shares of our common stock for approximately $166.4 million. We also borrowed $211.4 million 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 Company to the Retail Joint Venture and~~ ~~used cash of $21.5 million for distributions to noncontrolling interest holders of the Retail Joint Venture.~~

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.

~~Capital Resources~~

The COVID-19 pandemic has materially impacted and is likely to continue to materially impact, our business, financial condition and results of operations. While we believe our 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 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.

The following table summarizes our unrestricted cash and cash equivalents and available revolver borrowing capacity, excluding capacity under intercompany loan agreements, as of September 30, 2022 (in thousands):

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 Macau, Limited and subsidiaries.~~

~~Wynn Macau, Limited and subsidiaries~~. WML generates cash from our Macau Operations and may utilize proceeds from the WM Cayman II Revolver and its intercompany revolving loan facility with Wynn Resorts, Limited to fund 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, and to service our WML Senior Notes and WM Cayman II Revolver. WML paid no dividends during 2021 or the nine months ended September 30, 2022.

The borrowings under the WM Cayman II Revolver bear interest at LIBOR or HIBOR plus a margin of 2.625% per annum until June 30, 2022, the date from which the margin will be 1.875% to 2.875% per annum based on WM Cayman II’s leverage ratio on a consolidated basis, 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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During the three months ended March 31, 2023, we incurred capital expenditures of $38.5 million at our Las Vegas Operations, $30.1 million at Encore Boston Harbor, $6.4 million at Wynn Palace, and $3.0 million at Wynn Macau primarily related to maintenance capital expenditures, and $46.5 million at Corporate and other primarily related to future development projects.

During the three months ended March 31, 2022, we incurred capital expenditures of $67.8 million at our Las Vegas Operations primarily related to the Wynn Las Vegas room remodel, and $7.5 million at Encore Boston Harbor, $13.1 million at Wynn Palace, and $4.2 million at Wynn Macau, each primarily related to maintenance capital expenditures.

Financing Activities

During the three months ended March 31, 2023, the cash flows from financing activities was primarily due to the following debt issuances and repayments (in thousands):


	Proceeds from issuance		Repayments
WRF 7 1/8% Senior Notes, due 2031	$	600,000	$	—
WML 4 1/2% Convertible Bonds, due 2029	600,000		—
WRF 7 3/4% Senior Notes, due 2025	—		506,473
Wynn Las Vegas 4 1/4% Senior Notes, due 2023	—		500,000
WRF Term Loan, due 2024	—		12,500
Total	$	1,200,000	$	1,018,973

In addition, during the three months ended March 31, 2023, we paid $31.3 million for financing costs related to the financing activities above.

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

Capital Resources

The following table summarizes our unrestricted cash and cash equivalents and available revolver borrowing capacity presented by significant financing entity as of March 31, 2023 (in thousands):


	Total Cash and Cash Equivalents		Revolver Borrowing Capacity
Wynn Macau, Limited and subsidiaries	$	1,613,207	$	—
Wynn Resorts Finance, LLC (1)	1,851,777		836,985
Wynn Resorts, Limited and other	378,544		—
Total	$	3,843,528	$	836,985

(1) Excluding Wynn Macau, Limited and subsidiaries.

Wynn Macau, Limited and subsidiaries. WML generates cash from our Macau Operations. We expect to use this cash to fund working capital and capital expenditure requirements at WML and our Macau Operations, and to service our WML Senior Notes, WM Cayman II Revolver, and WML Convertible Bonds. WML paid no dividends during 2022 or the three months ended March 31, 2023.

The borrowings under the WM Cayman II Revolver bear interest at LIBOR or HIBOR plus a margin of 2.625% per annum until June 30, 2023, the date from which the margin will be 1.875% to 2.875% per annum based on WM Cayman II’s leverage ratio on a consolidated basis. The final maturity of all outstanding loans under the Revolving Facility is September 16, 2025.

On May 5, 2022, WM Cayman II and its lenders agreed to waive certain financial covenants in the facility agreement under the WM Cayman II Revolver in respect of the relevant periods ending on the following applicable test dates: (a) June 30,

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2022; (b) September 30, 2022; (c) December 31, 2022; and (d) March 31, 2023; and to provide for a floor on the interest rate margin of 2.625% per annum through June 30, 2023. WML, as guarantor, may be subject to certain restrictions on payments of dividends or distributions to its shareholders, unless certain financial criteria have been satisfied through the facility agreement.

On March 7, 2023, WML completed an offering (the "Offering") of $600.0 million 4.50% convertible bonds due 2029 (the "WML Convertible Bonds"). The WML Convertible Bonds are constituted by a trust deed dated March 7, 2023 (the "Trust Deed"). The net proceeds from the Offering, after deduction of commission and other related expenses, were $585.9 million. WML intends to use the proceeds for general corporate purposes. The WML Convertible Bonds bear interest on their outstanding principal amount from and including March 7, 2023 at the rate of 4.50% per annum.

The WML Convertible Bonds are convertible at the option of the holder thereof into fully paid ordinary shares of WML, at the initial conversion price of approximately HK$10.24 (equivalent to approximately $1.30) per share, subject to and upon compliance with the terms and conditions of the WML Convertible Bonds (the "Terms and Conditions," and such right, the "Conversion Right"). The conversion price is at the fixed rate of HK$7.8497 (equivalent to US$1.00), subject to standard adjustments for certain dilutive events as described in the Terms and Conditions. WML has the option, in its sole discretion, to pay to the relevant bondholder an amount of cash equivalent in order to satisfy the Conversion Right in whole or in part.

The holders of the WML Convertible Bonds have the option to require WML to redeem all or some only of such holder’s Bonds (i) on March 7, 2027 at their principal amount together with interest accrued but unpaid to (but excluding) the date fixed for redemption; or (ii) on the Relevant Event Redemption Date (as defined in the Terms and Conditions) at their principal amount together with interest accrued but unpaid to, but excluding such date, following the occurrence of (a) when the Ordinary Shares cease to be listed or admitted to trading or are suspended from trading for a period equal to or exceeding 10 consecutive trading days on the Stock Exchange of Hong Kong Limited, or if applicable, the alternative stock exchange, (b) when there is a Change of Control (as defined in the Terms and Conditions), or (c) when less than 25% of WML’s total number of issued Ordinary Shares are held by the public (as interpreted under Rule 8.24 of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited). The WML Convertible Bonds may also be redeemed at the option of WML in whole, but not in part, at any time after March 7, 2027, but prior to March 7, 2029, upon giving notice to the bondholders in accordance with the Terms and Conditions, under certain circumstances specified in the Trust Deed.

If our portion of our cash and cash equivalents were repatriated to the U.S. on ~~September 30, 2022,~~March 31, 2023, 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,~~ and 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. 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.

On February 16, 2023, WRF and its subsidiary Wynn Resorts Capital Corp. (together with WRF, the “WRF Issuers”) issued $600.0 million aggregate principal amount of 7 1/8% Senior Notes due 2031 (the "2031 WRF Senior Notes") in a private offering. The 2031 WRF Senior Notes were issued at par, for proceeds of $596.2 million, net of $3.8 million of related fees and expenses. Also on February 16, 2023, WRF completed a cash tender offer for any and all of the outstanding principal amount of the 2025 WRF Senior Notes, and accepted for purchase valid tenders with respect to $506.4 million and paid a tender premium of $12.4 million. We used a portion of the net proceeds from the offering of the 2031 WRF Senior Notes to purchase such tendered 2025 WRF Senior Notes and to pay related fees and expenses, and intend to use the remaining net proceeds for general corporate purposes. In ~~June 2022,~~April 2023, we repurchased the remaining outstanding 2025 WRF Senior Notes using the remaining net proceeds from the issuance of the 2031 WRF Senior Notes and cash held by WRF, at a price equal to 101.938% of the principal amount plus accrued interest under the terms of its indenture.

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In March 2023, we repurchased all of the outstanding Wynn Las Vegas ~~completed its hotel room remodel for total project costs~~4.25% Senior Notes due 2023 of ~~approximately $215 million.~~

~~In October 2022, Wynn Las Vegas completed its theater reconfiguration for total project costs of approximately $110~~$500.0 million ~~inclusive of approximately $25 million of remaining project costs. The specially redesigned theater was custom designed~~using cash held by WRF, at a price equal 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 Encore Boston Harbor. Upon closing~~100% of the ~~related transactions, currently expected to take place in~~principal amount plus accrued interest under the ~~fourth quarter~~terms of 2022, subject to regulatory approvals and customary closing conditions, we expect to receive cash consideration of approximately $1.7 billion in exchange for the sale of such real estate assets to an unrelated third party, and to concurrently enter into a lease agreement whereby the Company will lease such real estate assets for the purpose of continuing to operate the Encore Boston Harbor property. The lease agreement provides for an initial annual minimum rent of $100.0 million for an initial term of 30 years, subject to certain annual rent escalations and renewal provisions. We expect to use the cash proceeds from the sale of the real estate assets for general corporate purposes, which may include the repayment of certain debt obligations.their indenture.

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 (including intellectual property license) 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%. Fees payable by Wynn Macau SA to Wynn Resorts, Limited under its intellectual property license agreement are capped at $75.2 million for the year ended December 31, 2023. We expect to use ~~this~~ cash held by Wynn Resorts, Limited and other to service our Retail Term Loan, to pay dividends, to fund ~~working capital needs of our subsidiaries,~~future development projects, and for general corporate purposes.

Wynn Resorts, Limited has resumed its quarterly dividend program, with a cash dividend of $0.25 per share declared on May 9, 2023, payable on June 6, 2023 to stockholders of record as of May 23, 2023.

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 16, "Commitments and Contingencies."

In April 2016, our Board of Directors has authorized an equity repurchase program of up to ~~$1.0~~$1.00 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 of 1934, as amended (the "Exchange Act"). ~~We repurchased 2,873,431~~During the three months ended March 31, 2023, we did not repurchase any 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~~ under this equity repurchase ~~program during the nine months ended September 30, 2022.~~program. As of ~~September 30, 2022,~~March 31, 2023, we had ~~$633.7~~$628.8 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.

Contractual Commitments

During the three months ended March 31, 2023, except as described below, there have been no material changes to the contractual obligations previously reported in our Annual Report on Form 10-K for the year ended December 31, 2022.

During the three months ended March 31, 2023, our fixed interest rate long-term debt obligations increased by a net amount of $193.5 million, as a result of $1.20 billion in long-term debt issuances, net of $1.01 billion in debt repayments. Additionally, our annual fixed interest payments are expected to increase $15.6 million in 2023, $30.5 million in 2024, $58.3 million in 2025, $69.8 million in each of 2026 and 2027, and $166.2 million thereafter, primarily as a result of the issuance of the WRF 2031 Senior Notes and the WML Convertible Bonds and the repurchase of the tendered 2025 WRF Senior Notes and the 2023 Wynn Las Vegas Senior Notes, each as described above.

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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, ~~2021. There~~2022. Except as described below, there have been no significant changes to these policies for the ~~nine~~three months ended ~~September 30, 2022.~~March 31, 2023:

WML Convertible Bond Conversion Option Derivative

On March 7, 2023, WML completed the Offering of the WML Convertible Bonds. The Company determined that the conversion feature contained within the WML Convertible Bonds is not indexed to WML's equity and, as such, is required to be bifurcated from the debt host contract and accounted for as a free-standing derivative (the "WML Convertible Bonds Conversion Option Derivative"). In accordance with applicable accounting standards, the WML Convertible Bond Conversion Option Derivative will be recorded at fair value each reporting period, with changes recognized in the statement of operations.

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" of Part I in this Quarterly Report on Form 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, 2022,~~March 31, 2023, approximately ~~76%~~24% of our long-term debt was based on ~~fixed~~variable rates. Based on our outstanding borrowings as of ~~September 30, 2022,~~March 31, 2023, an assumed 100 basis point ~~change~~increase and decrease in the applicable variable rates would have caused our annual interest expense to change by ~~$29.6 million.~~$23.2 million and $23.7 million, respectively.

In order to mitigate exposure to interest rate fluctuations on the Retail Term Loan, the Company entered into 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 the debt issued by WML is denominated in U.S. dollars.

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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

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as of ~~September 30, 2022,~~March 31, 2023, 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~~$44.8 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 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 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 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 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, ~~2021.~~2022. There were no material changes to those risk factors during the ~~nine~~three months ended ~~September 30, 2022.~~March 31, 2023.

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

Issuer Purchases of Equity Securities

~~The following table summarizes the~~There were no share repurchases made by the Company under its publicly announced equity ~~repurchase~~prepurchase 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~~March 31, 2023. As 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~~March 31, 2023, 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~~$628.8 million in repurchase authority remaining 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 three months ended ~~September 30, 2022,~~March 31, 2023, which were not part of the Company's publicly announced equity repurchase 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


For the Month Ended	Number of Shares Repurchased	Weighted Average Price Paid Per Share		Approximate Dollar Value of Repurchased Shares (in thousands)
January 31, 2023	80,655	$	97.82	$	7,889
February 28, 2023	8,311	$	105.82	$	879
March 31, 2023	18,215	$	113.36	$	2,065

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.)
4.1						Indenture, dated as of February 16, 2023, by and among Wynn Resorts Finance, LLC, and Wynn Resorts Capital Corp., as joint and several obligors and the Guarantors named therein and U.S. Bank National Association, as trustee. (Incorporated by reference from the Current Report on Form 8-K filed by the Registrant on February 16, 2023.)
4.2						Trust Deed, dated as of March 7, 2023, by and between Wynn Macau, Limited and DB Trustees (Hong Kong) Limited, as trustee, relating to convertible bonds due 2029 convertible into ordinary shares of Wynn Macau, Limited (Incorporated by reference from the Current Report on Form 8-K filed by the Registrant on Ma rch 7 , 202 3 .)
4.3						Agency Agreement, dated as of March 7, 2023, by and between Wynn Macau, Limited, DB Trustees (Hong Kong) Limited, as trustee, and Deutsche Bank Trust Company Americas, as p rincipal p aying a gent, principal conversion agent, transfer agent and registrar, relating to convertible bonds due 2029 convertible into ordinary shares of Wynn Macau, Limited (Incorporated by reference from the Current Report on Form 8-K filed by the Registrant on March 7, 2023.)
*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 18 U.S.C. Section 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, 2022~~March 31, 2023 and December 31, ~~2021;~~2022; (ii) the Condensed Consolidated Statements of Operations for the three ~~and nine~~ months ended ~~September 30, 2022~~March 31, 2023 and ~~2021;~~2022; (iii) the Condensed Consolidated Statements of Comprehensive ~~Loss~~Income (Loss) for the three ~~and nine~~ months ended ~~September 30, 2022~~March 31, 2023 and ~~2021;~~2022; (iv) the Condensed Consolidated Statements of Stockholders' Deficit for the three ~~and nine~~ months ended ~~September 30, 2022~~March 31, 2023 and ~~2021;~~2022; (v) the Condensed Consolidated Statements of Cash Flows for the ~~nine~~three months ended ~~September 30, 2022~~March 31, 2023 and ~~2021;~~2022; 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~~May 9, ~~2022~~2023

By:

/s/ Julie Cameron-Doe

Julie Cameron-Doe

Chief Financial Officer

(Principal Financial and Accounting Officer)

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