Table of Contents

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________________________________________________________________________________________________ 
Form 10-Q
____________________________________________________ 
_________________________________________________________ 
ý☒QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2017
March 31, 2022
¨☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission file number 001-32373
_____________________________________________________________________________________________________________ 
LAS VEGAS SANDS CORP.
(Exact name of registration as specified in its charter)
____________________________________________________ 
_________________________________________________________ 
Nevada27-0099920
(State or other jurisdiction of

incorporation or organization)
(I.R.S. Employer

Identification No.)
3355 Las Vegas Boulevard South3883 Howard Hughes Parkway, Suite 550
Las Vegas, NevadaNevada8910989169
(Address of principal executive offices)(Zip Code)
(702) 414-1000923-9000
(Registrant'sRegistrant’s telephone number, including area code)
 ___________________________________________________________________________________________________________________________________________
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock ($0.001 par value)LVSNew York Stock Exchange
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  ý☒    No  ¨☐
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  ý☒    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“large accelerated filer," "accelerated” “accelerated filer," "smaller” “smaller reporting company,"” and "emerging“emerging growth company"company” in Rule 12b-2 of the Exchange Act.
Large Accelerated Filer☒Accelerated Filer☐
Non-accelerated Filer☐Smaller Reporting Company☐
Large accelerated filerEmerging Growth Companyý☐Accelerated filer¨
Non-accelerated filer
¨ (Do not check if a smaller reporting company)
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  ý☒
Indicate the number of shares outstanding of each of the Registrant'sRegistrant’s classes of common stock, as of the latest practicable date.
ClassOutstanding at November 1, 2017April 26, 2022
Common Stock ($0.001 par value)790,480,010764,109,163 shares



Table of Contents
LAS VEGAS SANDS CORP. AND SUBSIDIARIES
Table of Contents
 
PART I
FINANCIAL INFORMATION
Item 1.
PART I
FINANCIAL INFORMATION
Item 1.
Financial Statements (unaudited)
3
Condensed Consolidated Balance Sheets at September 30, 2017March 31, 2022 and December 31, 20162021
3
Condensed Consolidated Statements of Operations for the Three MonthsEnded March 31, 2022and Nine Months Ended September 30, 2017 and 20162021
4
Condensed Consolidated Statements of Comprehensive Income(Loss) for the ThreeMonths Ended March 31, 2022 and Nine Months Ended September 30, 2017 and 20162021
5
Condensed Consolidated Statements of Equity for the Nine Three Months Ended September 30, 2017March 31, 2022 and 20162021
6
Condensed Consolidated Statements of Cash Flows for the NineThree Months Ended September 30, 2017March 31, 2022 and 20162021
7
Notes to Condensed Consolidated Financial Statements
98
Item 2.
Management'sManagement’s Discussion and Analysis of Financial Condition and Results of Operations
2527
Item 3.
Quantitative and Qualitative Disclosures about Market Risk
4946
Item 4.
Controls and Procedures
4946
PART II
OTHER INFORMATION
Item 1.
Legal Proceedings
5148
Item 1A.
Risk Factors
5148
Item 2.6.
Unregistered Sales of Equity Securities and Use of ProceedsExhibits
5149
Item 6.
Exhibits
52
Signatures
5350

2


Table of Contents
PART 1I FINANCIAL INFORMATION
ITEM 1— FINANCIAL STATEMENTS

LAS VEGAS SANDS CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
 September 30,
2017		 December 31,
2016
 
(In millions, except par value)
(Unaudited)
ASSETS
Current assets:   
Cash and cash equivalents$2,001
 $2,128
Restricted cash and cash equivalents11
 10
Accounts receivable, net637
 776
Inventories45
 46
Prepaid expenses and other142
 138
Total current assets2,836
 3,098
Property and equipment, net15,498
 15,903
Leasehold interests in land, net1,234
 1,210
Intangible assets, net93
 103
Other assets, net147
 155
Total assets$19,808
 $20,469
LIABILITIES AND EQUITY
Current liabilities:   
Accounts payable$141
 $128
Construction payables165
 384
Other accrued liabilities1,992
 1,935
Income taxes payable229
 192
Current maturities of long-term debt134
 167
Total current liabilities2,661
 2,806
Other long-term liabilities136
 126
Deferred income taxes229
 200
Deferred amounts related to mall sale transactions408
 413
Long-term debt9,483
 9,428
Total liabilities12,917
 12,973
Commitments and contingencies (Note 6)
 
Equity:   
Common stock, $0.001 par value, 1,000 shares authorized, 831 and 830 shares issued, 790 and 795 shares outstanding1
 1
Treasury stock, at cost, 41 and 35 shares(2,743) (2,443)
Capital in excess of par value6,569
 6,516
Accumulated other comprehensive loss(13) (119)
Retained earnings2,082
 2,222
Total Las Vegas Sands Corp. stockholders' equity5,896
 6,177
Noncontrolling interests995
 1,319
Total equity6,891
 7,496
Total liabilities and equity$19,808
 $20,469
The accompanying notes are an integral part of these condensed consolidated financial statements.


LAS VEGAS SANDS CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
 Three Months Ended 
 September 30,		 Nine Months Ended 
 September 30,
 2017 2016 2017 2016
 
(In millions, except per share data)
(Unaudited)
Revenues:       
Casino$2,511
 $2,307
 $7,379
 $6,406
Rooms411
 402
 1,194
 1,123
Food and beverage198
 184
 610
 559
Mall160
 147
 476
 422
Convention, retail and other128
 141
 400
 389
 3,408

3,181
 10,059
 8,899
Less — promotional allowances(209) (212) (613) (564)
Net revenues3,199
 2,969
 9,446
 8,335
Operating expenses:       
Casino1,342
 1,198
 3,968
 3,531
Rooms74
 67
 216
 197
Food and beverage109
 101
 329
 306
Mall18
 16
 52
 44
Convention, retail and other69
 66
 200
 184
Provision for doubtful accounts23
 51
 77
 139
General and administrative358
 330
 1,050
 931
Corporate51
 39
 136
 208
Pre-opening1
 86
 7
 128
Development3
 3
 8
 7
Depreciation and amortization265
 277
 913
 792
Amortization of leasehold interests in land9
 10
 28
 29
Loss on disposal or impairment of assets21
 5
 27
 15
 2,343
 2,249
 7,011
 6,511
Operating income856
 720
 2,435
 1,824
Other income (expense):       
Interest income4
 2
 11
 6
Interest expense, net of amounts capitalized(83) (65) (240) (198)
Other income (expense)(19) 21
 (80) (33)
Loss on modification or early retirement of debt—
 (3) (5) (3)
Income before income taxes758
 675
 2,121
 1,596
Income tax expense(73) (69) (220) (187)
Net income685
 606
 1,901
 1,409
Net income attributable to noncontrolling interests(115) (93) (306) (248)
Net income attributable to Las Vegas Sands Corp.$570
 $513
 $1,595
 $1,161
Earnings per share:       
Basic$0.72
 $0.65
 $2.01
 $1.46
Diluted$0.72
 $0.65
 $2.01
 $1.46
Weighted average shares outstanding:       
Basic791
 795
 792
 795
Diluted792
 795
 793
 795
Dividends declared per common share$0.73
 $0.72
 $2.19
 $2.16
The accompanying notes are an integral part of these condensed consolidated financial statements.


LAS VEGAS SANDS CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 Three Months Ended 
 September 30,		 Nine Months Ended 
 September 30,
 2017 2016 2017 2016
 
(In millions)
(Unaudited)
Net income$685
 $606
 $1,901
 $1,409
Currency translation adjustment, before and after tax33
 (25) 98
 62
Total comprehensive income718
 581
 1,999
 1,471
Comprehensive income attributable to noncontrolling interests(115) (93) (298) (247)
Comprehensive income attributable to Las Vegas Sands Corp.$603
 $488
 $1,701
 $1,224
March 31,
2022		December 31,
2021
(In millions, except par value)
(Unaudited)
ASSETS
Current assets:
Cash and cash equivalents$6,430 $1,854 
Restricted cash and cash equivalents16 16 
Accounts receivable, net of provision for credit losses of $234 and $232147 202 
Inventories23 22 
Prepaid expenses and other109 113 
Current assets of discontinued operations held for sale— 3,303 
Total current assets6,725 5,510 
Loan receivable1,200 — 
Property and equipment, net11,709 11,850 
Deferred income taxes, net186 297 
Leasehold interests in land, net2,152 2,166 
Intangible assets, net19 19 
Other assets, net256 217 
Total assets$22,247 $20,059 
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable$69 $77 
Construction payables245 227 
Other accrued liabilities1,091 1,334 
Income taxes payable662 32 
Current maturities of long-term debt72 74 
Current liabilities of discontinued operations held for sale— 821 
Total current liabilities2,139 2,565 
Other long-term liabilities362 352 
Deferred income taxes164 173 
Long-term debt14,905 14,721 
Total liabilities17,570 17,811 
Commitments and contingencies (Note 10)00
Equity:
Preferred stock, $0.001 par value, 50 shares authorized, zero shares issued and outstanding— — 
Common stock, $0.001 par value, 1,000 shares authorized, 833 shares issued, 764 shares outstanding1 1 
Treasury stock, at cost, 69 shares(4,481)(4,481)
Capital in excess of par value6,656 6,646 
Accumulated other comprehensive loss(29)(22)
Retained earnings (deficit)2,382 (148)
Total Las Vegas Sands Corp. stockholders’ equity4,529 1,996 
Noncontrolling interests148 252 
Total equity4,677 2,248 
Total liabilities and equity$22,247 $20,059 
The accompanying notes are an integral part of these condensed consolidated financial statements.


3


Table of Contents
LAS VEGAS SANDS CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY 
 Las Vegas Sands Corp. Stockholders' Equity    
 
Common
Stock
 Treasury
Stock		 
Capital in
Excess of
Par Value
 
Accumulated
Other
Comprehensive
Loss
 
Retained
Earnings
 
Noncontrolling
Interests
 Total
 
(In millions)
(Unaudited)
Balance at January 1, 2016$1
 $(2,443) $6,485
 $(66) $2,840
 $1,601
 $8,418
Net income—
 —
 —
 —
 1,161
 248
 1,409
Currency translation adjustment—
 —
 —
 63
 —
 (1) 62
Exercise of stock options—
 —
 4
 —
 —
 1
 5
Tax shortfall from stock-based compensation—
 —
 (8) —
 —
 —
 (8)
Conversion of equity awards to liability awards—
 —
 (1) —
 —
 —
 (1)
Stock-based compensation—
 —
 24
 —
 —
 4
 28
Dividends declared—
 —
 —
 —
 (1,716) (630) (2,346)
Balance at September 30, 2016$1
 $(2,443) $6,504
 $(3) $2,285
 $1,223
 $7,567
Balance at January 1, 2017$1
 $(2,443) $6,516
 $(119) $2,222
 $1,319
 $7,496
Cumulative effect adjustment from change in accounting principle—
 —
 3
 —
 (2) (1) —
Net income—
 —
 —
 —
 1,595
 306
 1,901
Currency translation adjustment—
 —
 —
 106
 —
 (8) 98
Exercise of stock options—
 —
 28
 —
 —
 4
 32
Stock-based compensation—
 —
 22
 —
 —
 4
 26
Repurchase of common stock—
 (300) —
 —
 —
 —
 (300)
Dividends declared—
 —
 —
 —
 (1,733) (629) (2,362)
Balance at September 30, 2017$1
 $(2,743) $6,569
 $(13) $2,082
 $995
 $6,891
OPERATIONS
Three Months Ended
March 31,
20222021
(In millions, except per share data)
(Unaudited)
Revenues:
Casino$627 $865 
Rooms95 96 
Food and beverage53 56 
Mall149 156 
Convention, retail and other19 23 
Net revenues943 1,196 
Operating expenses:
Casino468 578 
Rooms43 42 
Food and beverage65 71 
Mall18 15 
Convention, retail and other22 22 
Provision for credit losses4 4 
General and administrative218 225 
Corporate59 49 
Pre-opening4 5 
Development60 9 
Depreciation and amortization264 255 
Amortization of leasehold interests in land14 14 
Loss on disposal or impairment of assets6 3 
1,245 1,292 
Operating loss(302)(96)
Other income (expense):
Interest income4 1 
Interest expense, net of amounts capitalized(156)(154)
Other expense(22)(17)
Loss from continuing operations before income taxes(476)(266)
Income tax expense(2)(14)
Net loss from continuing operations(478)(280)
Discontinued operations:
Income (loss) from operations of discontinued operations, net of tax46 (62)
Gain on disposal of discontinued operations, net of tax2,861 — 
Income (loss) from discontinued operations, net of tax2,907 (62)
Net income (loss)2,429 (342)
Net loss attributable to noncontrolling interests from continuing operations101 64 
Net income (loss) attributable to Las Vegas Sands Corp.$2,530 $(278)
Earnings (loss) per share - basic:
Loss from continuing operations$(0.49)$(0.28)
Income (loss) from discontinued operations, net of income taxes3.80 (0.08)
Net income (loss) attributable to Las Vegas Sands Corp.$3.31 $(0.36)
Earnings (loss) per share - diluted:
Loss from continuing operations$(0.49)$(0.28)
Income (loss) from discontinued operations, net of income taxes3.80 (0.08)
Net income (loss) attributable to Las Vegas Sands Corp.$3.31 $(0.36)
Weighted average shares outstanding:
Basic764 764 
Diluted764 764 
The accompanying notes are an integral part of these condensed consolidated financial statements.


4


Table of Contents
LAS VEGAS SANDS CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 Nine Months Ended 
 September 30,
 2017 2016
 
(In millions)
(Unaudited)
Cash flows from operating activities:   
Net income$1,901
 $1,409
Adjustments to reconcile net income to net cash generated from operating activities:   
Depreciation and amortization913
 792
Amortization of leasehold interests in land28
 29
Amortization of deferred financing costs and original issue discount31
 33
Amortization of deferred gain on and rent from mall sale transactions(3) (3)
Loss on modification or early retirement of debt5
 2
Loss on disposal or impairment of assets27
 15
Stock-based compensation expense26
 28
Provision for doubtful accounts77
 139
Foreign exchange loss38
 20
Deferred income taxes21
 24
Changes in operating assets and liabilities:   
Accounts receivable76
 280
Other assets(4) (22)
Accounts payable11
 12
Other liabilities75
 73
Net cash generated from operating activities3,222
 2,831
Cash flows from investing activities:   
Change in restricted cash and cash equivalents(1) (1)
Capital expenditures(592) (1,103)
Proceeds from disposal of property and equipment2
 4
Acquisition of intangible assets—
 (47)
Net cash used in investing activities(591) (1,147)
Cash flows from financing activities:   
Proceeds from exercise of stock options32
 5
Repurchase of common stock(300) —
Dividends paid(2,362) (2,348)
Proceeds from long-term debt (Note 3)654
 2,260
Repayments of long-term debt (Note 3)(828) (1,963)
Payments of financing costs(5) (31)
Net cash used in financing activities(2,809) (2,077)
Effect of exchange rate on cash51
 4
Decrease in cash and cash equivalents(127) (389)
Cash and cash equivalents at beginning of period2,128
 2,179
Cash and cash equivalents at end of period$2,001
 $1,790



LAS VEGAS SANDS CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
 Nine Months Ended 
 September 30,
 2017 2016
 (In millions)
(Unaudited)
Supplemental disclosure of cash flow information:   
Cash payments for interest, net of amounts capitalized$198
 $154
Cash payments for taxes, net of refunds$202
 $194
Change in construction payables$(219) $136
Non-cash investing and financing activities:   
Change in dividends payable included in other accrued liabilities$—
 $(2)
Property and equipment acquired under capital lease$—
 $6
Conversion of equity awards to liability awards$—
 $1

COMPREHENSIVE INCOME (LOSS)
Three Months Ended
March 31,
20222021
(In millions)
(Unaudited)
Net income (loss)$2,429 $(342)
Currency translation adjustment(4)(42)
Cash flow hedge fair value adjustment(6)— 
Total comprehensive income (loss)2,419 (384)
Comprehensive loss attributable to noncontrolling interests104 66 
Comprehensive income (loss) attributable to Las Vegas Sands Corp.$2,523 $(318)
The accompanying notes are an integral part of these condensed consolidated financial statements.



5

Table of Contents
LAS VEGAS SANDS CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY
Las Vegas Sands Corp. Stockholders’ Equity  
Common
Stock		Treasury
Stock		Capital in
Excess of
Par Value		Accumulated
Other
Comprehensive
Income (Loss)		Retained
Earnings (Deficit)		Noncontrolling
Interests		Total
(In millions)
(Unaudited)
Balance at January 1, 2021$1 $(4,481)$6,611 $29 $813 $565 $3,538 
Net loss— — — — (278)(64)(342)
Currency translation adjustment— — — (40)— (2)(42)
Exercise of stock options— — 15 — — 4 19 
Stock-based compensation— — 3 — — 1 4 
Balance at March 31, 2021$1 $(4,481)$6,629 $(11)$535 $504 $3,177 
Balance at January 1, 2022$1 $(4,481)$6,646 $(22)$(148)$252 $2,248 
Net income (loss)— — — — 2,530 (101)2,429 
Currency translation adjustment— — — (3)— (1)(4)
Cash flow hedge fair value adjustment— — — (4)— (2)(6)
Stock-based compensation— — 10 — — — 10 
Balance at March 31, 2022$1 $(4,481)$6,656 $(29)$2,382 $148 $4,677 
The accompanying notes are an integral part of these condensed consolidated financial statements.
6

Table of Contents
LAS VEGAS SANDS CORP. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
Three Months Ended
March 31,
20222021
(In millions)
(Unaudited)
Cash flows from operating activities from continuing operations:
Net loss from continuing operations$(478)$(280)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization264 255 
Amortization of leasehold interests in land14 14 
Amortization of deferred financing costs and original issue discount14 12 
Change in fair value of derivative asset/liability1 — 
(Gain) loss on disposal or impairment of assets5 (3)
Stock-based compensation expense10 4 
Provision for credit losses4 4 
Foreign exchange loss22 16 
Deferred income taxes(31)(16)
Changes in operating assets and liabilities:
Accounts receivable50 40 
Other assets8 (11)
Accounts payable(8)(19)
Other liabilities(375)(204)
Net cash used in operating activities from continuing operations(500)(188)
Cash flows from investing activities from continuing operations:
Capital expenditures(137)(291)
Proceeds from disposal of property and equipment3 3 
Acquisition of intangible assets and other(12)— 
Net cash used in investing activities from continuing operations(146)(288)
Cash flows from financing activities from continuing operations:
Proceeds from exercise of stock options— 19 
Proceeds from long-term debt (Note 4)201 505 
Repayments of long-term debt (Note 4)(17)(18)
Payments of financing costs(9)(8)
Transactions with discontinued operations4,998 (18)
Net cash generated from financing activities from continuing operations5,173 480 
Cash flows from discontinued operations:
Net cash generated from (used in) operating activities140 (5)
Net cash generated from (used in) investing activities4,858 (17)
Net cash provided (to) by continuing operations and (used in) financing activities(4,998)18 
Net cash used in discontinued operations— (4)
Effect of exchange rate on cash, cash equivalents and restricted cash(6)(12)
Increase (decrease) in cash, cash equivalents and restricted cash4,521 (12)
Cash, cash equivalents and restricted cash at beginning of period1,925 2,137 
Cash, cash equivalents and restricted cash at end of period6,446 2,125 
Less: cash, cash equivalents and restricted cash at end of period for discontinued operations— (35)
Cash, cash equivalents and restricted cash at end of period for continuing operations$6,446 $2,090 
Supplemental disclosure of cash flow information from continuing operations:
Cash payments for interest, net of amounts capitalized$226 $240 
Cash payments for taxes, net of refunds$10 $75 
Change in construction payables$18 $(119)
The accompanying notes are an integral part of these condensed consolidated financial statements.
7



LAS VEGAS SANDS CORP. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)

Note 1 — Organization and Business of Company
The accompanying condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Annual Report on Form 10-K of Las Vegas Sands Corp. ("LVSC"(“LVSC”), a Nevada corporation, and its subsidiaries (collectively the "Company"“Company”) for the year ended December 31, 2016,2021, and have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included in the financial statements prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"(“GAAP”) have been condensed or omitted pursuant to such rules and regulations; however, the Company believes that the disclosures herein are adequate to make the information presented not misleading. In the opinion of management, all adjustments and normal recurring accruals considered necessary for a fair statement of the results for the interim period have been included. The interim results reflected in the unaudited condensed consolidated financial statements are not necessarily indicative of expected results for the full year. The Company's common stock is traded
COVID-19 Pandemic Update
In early January 2020, an outbreak of a respiratory illness caused by a novel coronavirus (“COVID-19”) was identified and the disease spread rapidly across the world causing the World Health Organization to declare the outbreak of a pandemic on March 12, 2020 (the “COVID-19 Pandemic”). Governments around the New York Stock Exchange underworld mandated actions to contain the symbol "LVS."
The ordinary sharesspread of the Company's subsidiary, Sands China Ltd. ("SCL,"virus that included stay-at-home orders, quarantines, capacity limits, closures of non-essential businesses, including entertainment activities, and significant restrictions on travel. The government actions varied based upon a number of factors, including the indirect ownerextent and operatorseverity of the majority of the Company's operations inCOVID-19 Pandemic within their respective countries and jurisdictions.
Macao
Visitation to the Macao Special Administrative Region ("Macao"(“Macao”) of the People'sPeople’s Republic of China), are listedChina (“China”) has remained substantially below pre-COVID-19 levels as a result of various government policies limiting or discouraging travel. During February 2022, vaccination requirements for arrivals from certain destinations were tightened. As of the date of this report, other than people from mainland China who in general may enter Macao without quarantine subject to them holding the appropriate travel documents, a negative COVID-19 test result issued within a specified time period and a green health-code, there remains in place a complete ban on entry or a need to undergo various quarantine requirements depending on the person’s residency and recent travel history. The Main BoardCompany’s operations in Macao will continue to be impacted and subject to changes in the government policies of The Stock Exchange ofMacao, China, Hong Kong Limited ("SEHK"). and other jurisdictions in Asia addressing travel and public health measures associated with COVID-19.
Various health safeguards implemented by the Macao government remain in place, including mandatory mask protection, limitation on the number of seats per table game, slot machine spacing and temperature checks. Management is currently unable to determine when the remaining measures will be eased or cease to be necessary.
As of the date of this report, most businesses are allowed to remain open, subject to social distancing and health code checking requirements as designated by the Macao government. In January 2022, the Macao government commenced the roll out of a non-mandatory contact tracing QR code function at a range of businesses including government buildings, restaurants, hotels and other public venues.
As with prior periods, in support of the Macao government’s initiatives to fight the COVID-19 Pandemic, the Company provided one tower at the Sheraton Grand Macao to the Macao government to house individuals who returned to Macao for quarantine purposes at various times.
The shares were not,Company’s Macao gaming operations remained open during the three months ended March 31, 2022. Guest visitation to the properties, however, has been adversely affected during the three months ended March 31, 2022 due to outbreaks in Hong Kong in late January and will not be, registered underearly February 2022 and in Guangdong province in March 2022, resulting in tighter travel restrictions. Operating hours at restaurants across the Securities ActCompany’s Macao properties are continuously being adjusted in line with fluctuations in guest visitation. The majority of 1933, as amended, and may not be offered or soldretail outlets in the U.S. absent a registration under the Securities Act of 1933, as amended, or an applicable exception from such registration requirements. The Company currently owns 70.1% of SCL.
The Company has entered into various joint venture agreements with independent third parties, which have been consolidated based on accounting standards for variable interest entities. As of September 30, 2017 and December 31, 2016, the Company's consolidated joint ventures had total assets of $80 million and $79 million, respectively, and total liabilities of $194 million and $173 million, respectively. The Company's joint ventures had intercompany liabilities of $193 million and $171 million as of September 30, 2017 and December 31, 2016, respectively.
Development Projects
As the Company's integrated resorts mature, the Company continues to reinvest in its portfolio of properties to maintain the high quality products and remain competitive in the markets in which it operates. The Company is constantly evaluating opportunities to improve its product offerings, such as refreshing its meeting and convention facilities, suites and rooms, retail malls, restaurant and nightlife mix and its gaming areas, as well as other anticipated revenue generating additions to the Company's integrated resorts.
Macao
The Plaza Casino and Four Seasons Hotel Macao
In October 2017, the Company announced that The Plaza Casino and Four Seasons Hotel Macao will feature an additional 295 new suites in a separate tower, The Four Seasons Macao Hotel Tower Suites. The Company has completed the structural work of the tower and plans to commence build out of the suites in 2018. The Company expects the project to be completed in 2019.
Sands Cotai Central
In October 2017, the Company announced that it will renovate, expand and rebrand the Sands Cotai Central into a new destination integrated resort, The Londoner Macao. The Londoner Macao will feature new attractions and features from London, including some of London’s most recognizable landmarks, an expanded retail mall and the St. Regis Macao Tower Suites, offering approximately 350 luxurious new suites. The project will commence in 2018 and be phased to minimize disruption during the property’s peak periods. The Company expects the project to be completed in 2020.

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Company’s various shopping malls are open with reduced operating hours. The timing and manner in which these areas will return to full operation are currently unknown.
Capital Financing OverviewThe Company’s ferry operations between Macao and Hong Kong remain suspended. The timing and manner in which the Company’s ferry operations will be able to resume are currently unknown.
The Company’s operations in Macao have been significantly impacted by the reduced visitation to Macao. The Macao government announced total visitation from mainland China to Macao increased approximately 9.9% and decreased 76.9% during the three months ended March 31, 2022, as compared to the same period in 2021 and 2019 (pre-pandemic), respectively. The Macao government also announced gross gaming revenue decreased approximately24.8% and 76.7% during the three months ended March 31, 2022, as compared to the same period in 2021 and 2019, respectively.
Singapore
In Singapore, Vaccinated Travel Lanes (“VTLs”) were introduced for a number of key source markets in November and December of 2021 for vaccinated visitors with a negative COVID-19 test. Due to the emergence of the Omicron variant, however, new ticket sales for the VTLs were suspended on December 23, 2021 through January 20, 2022. The VTL program was terminated on March 31, 2022, and the Vaccination Travel Framework (“VTF”) was launched on April 1, 2022, to facilitate the resumption of travel for all travelers, including short-term visitors. Under the VTF, all fully vaccinated travelers and non-fully vaccinated children aged 12 and below are permitted to enter Singapore, without entry approvals or taking VTL transport. Operations at Marina Bay Sands will continue to be impacted and subject to changes in the government policies of Singapore and other jurisdictions in Asia addressing travel and public health measures associated with COVID-19.
Under the VTF program, all countries or regions will be classified under a “general travel” or “restricted” category, and individual travelers will be assigned border measures based on their vaccination status. This allows all fully vaccinated travelers from any country or region to enter Singapore quarantine-free, as long as they have not visited any countries or regions listed as a restricted category in the past seven days. There are currently no countries or regions on the restricted category list; however, this government policy may be adjusted in line with any developments to the local and global COVID-19 situation.
Visitation to Marina Bay Sands continues to be impacted by the effects of the COVID-19 Pandemic. The Singapore Tourism Board (“STB”) announced for the three months ended March 31, 2022, total visitation to Singapore increased from approximately 69,000 to 246,000, or 258.2%, as compared to the same period in 2021, while visitation decreased 94.8%, when compared to the same period in 2019.
Summary
The disruptions arising from the COVID-19 Pandemic continued to have a significant adverse impact on the Company’s financial condition and operations during the three months ended March 31, 2022. The duration and intensity of this global health situation and related disruptions are uncertain. Given the dynamic nature of these circumstances, the impact on the Company’s consolidated results of operations, cash flows and financial condition in 2022 will be material, but cannot be reasonably estimated at this time as it is unknown when the impact of the COVID-19 Pandemic will end, when or how quickly the current travel and operational restrictions will be modified or cease to be necessary and the resulting impact on the Company’s business and the willingness of tourism patrons to spend on travel and entertainment and business patrons to spend on MICE.
While each of the Company’s properties were open with some operating at reduced levels due to lower visitation and required safety measures in place during the three months ended March 31, 2022, the current economic and regulatory environment on a global basis and in each of the Company’s jurisdictions continues to evolve. The Company cannot predict the manner in which governments will react as the global and regional impact of the COVID-19 Pandemic changes over time, which could significantly alter the Company’s current operations.
The Company funds its development projects primarily through borrowings under its credit facilitieshas a strong balance sheet and operating cash flows.
The Company held unrestrictedsufficient liquidity in place, including total cash and cash equivalents of $2.0 billion andbalance, excluding restricted cash and cash equivalents, of $11$6.43 billion and access to $1.50 billion, $1.54 billion and $438 million of available borrowing capacity from the LVSC Revolving Facility, 2018 SCL
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Revolving Facility and the 2012 Singapore Revolving Facility, respectively, as of September 30, 2017.March 31, 2022. The Company believes it is able to support continuing operations, complete the major construction projects that are underway and respond to the current COVID-19 Pandemic challenges. The Company has taken various mitigating measures to manage through the current environment, including a cost and capital expenditure reduction program to minimize cash outflow for non-essential items.
Macao Subconcession
Gaming in Macao is administered by the government through concession agreements awarded to three different concessionaires and three subconcessionaires, of which Venetian Macau Limited (“VML,” a subsidiary of Sands China Ltd.) is one. These concession agreements expire on handJune 26, 2022. If VML’s subconcession is not extended or renewed, VML may be prohibited from conducting gaming operations in Macao, and VML could cease to generate revenues from the gaming operations when the subconcession agreement expires on June 26, 2022. In addition, all of VML’s casino premises and gaming-related equipment could be automatically transferred to the Macao government without any compensation to VML.
On January 18, 2022, the Macao Legislative Assembly published a draft bill entitled Amendment to Law No. 16/2001 to amend Macao’s gaming law (the “Gaming Law”). Certain changes to the Gaming Law set out in the draft bill include a reduction in the term of future gaming concessions to ten (10) years; authorization of up to six (6) gaming concession contracts; an increase in the minimum capital contribution of concessionaires to 5 billion patacas (approximately $620 million at exchange rates in effect on March 31, 2022); an increase in the percentage of the share capital of the concessionaire that must be held by the local managing director to 15%; a requirement that casinos be located in real estate owned by the concessionaire; and a prohibition of revenue sharing arrangements between gaming promoters and concessionaires.
On March 3, 2022, the Macao government announced its intention to extend the term of Macao’s six concession and subconcession contracts from June 26, 2022 until December 31, 2022 in order to ensure sufficient time to complete the amendment to the Gaming Law and conduct a public tender for the awarding of new gaming concessions. The Macao government invited VML to submit a formal request for an extension along with a commitment to pay up to 47 million patacas (approximately $6 million at exchange rates in effect on March 31, 2022) and provide a bank guarantee to secure the fulfillment of VML’s payment obligations towards its employees should VML be unsuccessful in tendering for a new concession contract after its subconcession expires. VML submitted its request for an extension on March 14, 2022. The extension of VML’s subconcession is subject to approval by the Macao government, as well as entering into a subconcession amendment contract with Galaxy Casino Company Limited.
The Company is actively monitoring developments with respect to the Gaming Law amendment and concession renewal process and continues to believe it will be successful in extending the term of its subconcession and/or obtaining a new gaming concession when its current subconcession expires; however, it is possible the Macao government could further change or interpret the associated gaming laws in a manner that could negatively impact the Company.
Under the Company’s Sands China Ltd. (“SCL”) senior notes indentures, upon the occurrence of any event resulting from any change in the Gaming Law (as defined in the indentures) or any action by the gaming authority after which none of SCL or any of its subsidiaries own or manage casino or gaming areas or operate casino games of fortune and chance in Macao in substantially the same manner as they were owning or managing casino or gaming areas or operating casino games as at the issue date of the senior notes, for a period of 30 consecutive days or more, and such event has a material adverse effect on the financial condition, business, properties or results of operations of SCL and its subsidiaries, taken as a whole, each holder of the SCL senior notes would have the right to require the Company to repurchase all or any part of such holder’s SCL senior notes at par, plus any accrued and unpaid interest (the “Investor Put Option”).
Additionally, under the 2018 SCL Credit Facility, the events that trigger an Investor Put Option under the SCL senior notes (as described above) would be an event of default, which may result in commitments being immediately
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cancelled, in whole or in part, and the related outstanding balances and accrued interest, if any, becoming immediately due and payable.
The subconcession not being extended or renewed and the potential impact if holders of the notes and the agent under the 2018 SCL Credit Facility have the ability to, and make the election to, accelerate the repayment of the Company’s debt would have a material adverse effect on the Company’s business, financial condition, results of operations and cash flow generated from operations will be sufficientflows. The Company intends to maintain compliance withfollow the financial covenants of its credit facilities. process for a concession renewal once the process and requirements are announced by the Macao government.
Marina Bay Sands Gaming License
In the normal course of its activities,April 2022, the Company will continue to evaluate its capital structure and opportunities for enhancements thereof. In March 2017,paid 72 million Singapore dollars ("SGD," approximately $53 million at exchange rates in effect at the Company entered into an agreement to amend its U.S. credit facility, which refinanced the term loans in an aggregate amount of $2.18 billion, extended the maturitytime of the term loanstransaction) to March 29, 2024, removed the requirementSingapore Casino Regulatory Authority as part of the process to prepay outstanding revolving loans and/or permanently reduce revolving commitmentsrenew its gaming license at Marina Bay Sands, which will now expire in certain circumstances and lowered the applicable margin credit spread for borrowings under the term loans (see "— Note 3 — Long-Term Debt — 2013 U.S. Credit Facility").April 2025.
Recent Accounting Pronouncements
In May 2014,The Company’s management has evaluated all of the recently issued, but not yet effective, accounting standards that have been issued or proposed by the Financial Accounting Standards Boards ("FASB"Board (“FASB”) issued an accounting standard update (as subsequently amended) on revenue recognition that will be applied to all contracts with customers. The update requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects what it expects in exchange forother standards-setting bodies through the goods or services. It also requires more detailed disclosures to enable usersfiling date of these financial statements to understandand does not believe the nature, amount, timing and uncertaintyfuture adoption of revenue and cash flows arising from contracts with customers. The guidance will be required to be applied on a retrospective basis, using one of two methodologies, and will be effective for fiscal years beginning after December 15, 2017. The Company plans to adopt the new standard on January 1, 2018, on a full retrospective basis. The Company continues to assess the impact the new standardany such pronouncements will have a material effect on the Company'sCompany’s financial condition,position, results of operations and cash flows and related disclosures. Upon adoption, management expects the standard to change the presentation of, and accounting for, complimentary revenues and promotional allowances currently presented in the statements of operations in accordance with current industry standards. It is anticipated a majority of total promotional allowances will be netted against casino revenue and expenses will be allocated among the respective categories in a different manner. Management also anticipates a change in the mannerflows.
Note 2 — Discontinued Operations
On February 23, 2022, the Company assigns valuecompleted the previously announced sale of its Las Vegas real property and operations (the “Closing”), including The Venetian Resort Las Vegas and the Sands Expo and Convention Center (collectively referred to accrued customer benefits relatedas the “Las Vegas Operations”), to its frequent players programs. The resulting liability will be recorded usingVICI Properties L.P. (“PropCo”) and Pioneer OpCo, LLC (“OpCo”) for an aggregate purchase price of approximately $6.25 billion (the “Las Vegas Sale”). Under the retail value of such benefits less estimated breakage and will be offset against casino revenue. When the benefits are redeemed, revenue will be recognized in the resulting categoryterms of the goods or services provided. The adoption of this guidance is not expected to have a material impact on the Company's financial condition or results of operations.
In March 2016, the FASB issued an accounting standard update to simplify several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, classification in the statement of cash flows and electing an accounting policy to either estimate the number of forfeitures or account for forfeitures when they occur. The Company adopted this guidance effective January 1, 2017, and as a result, excess tax benefits or deficienciesagreements related to the exercise or vestingLas Vegas Sale, OpCo acquired subsidiaries that hold the operating assets and liabilities of share-based awards are now reflectedthe Las Vegas Operations for approximately $1.05 billion in cash, subject to certain post-closing adjustments, and $1.20 billion in seller financing in the form of a six-year term loan credit and security agreement (the “Seller Financing Loan Agreement”) and PropCo acquired subsidiaries that hold the real estate and real estate-related assets of the Las Vegas Operations for approximately $4.0 billion in cash.
Upon closing, the Company received approximately $5.05 billion in cash proceeds, before transaction costs and working capital adjustments of $80 million, and recognized a gain on disposal of $3.61 billion, before income tax expense of $750 million, during the three months ended March 31, 2022.
As there is no continuing involvement between the Company and the Las Vegas Operations, the Company accounted for the transaction as a sale of a business. The Company concluded the Las Vegas Operations met the criteria for held for sale and discontinued operations beginning in the first quarter of 2021. As a result, the Las Vegas Operations is presented in the accompanying condensed consolidated statements of operations and cash flows as a component of income tax expense, whereas previously they were recognized in stockholders' equity when realized. As a resultdiscontinued operation for all periods presented. The Company reported the operating results and cash flows related to the Las Vegas Operations through February 22, 2022. Current and non-current assets and liabilities of the prior guidance that required that deferred tax assets are not recognized for net operating loss carryforwards or credit carryforwards resulting from windfall tax benefits, the Company had windfall tax benefits of $379 millionLas Vegas Operations as of December 31, 2016, that were not reflected2021, are presented in deferred tax assets. With the adoption of the new accounting standard, the Company recorded these deferred tax assets, but established a full valuation allowance against those deferred tax assets based on the determination that it was "more-likely-than-not" that those deferred tax assets would not be realized. The accompanying condensed consolidated statements of cash flows present excess tax benefitsbalance sheets as an operating activity on a retrospective basis. The reclassification of the prior period had an immaterial impact oncurrent assets and liabilities held for sale.
Unless otherwise noted, amounts and disclosures throughout these Notes to Consolidated Financial Statements relate to the Company's cash flows from operatingcontinuing operations.
Contingent Lease Support Agreement
On February 23, 2022, in connection with the Closing, the Company and financing activities. TheOpCo entered into a post-closing contingent lease support agreement (the “Contingent Lease Support Agreement”) pursuant to which, among other things, the Company has electedmay be required to account for forfeitures as they occur rather than account for forfeitures based upon an estimated rate. This change in accounting policy was adopted on a modified retrospective basis and resulted in a $2 million cumulative effect adjustmentmake certain payments (“Support Payments”) to retained earnings.

OpCo.
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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
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Reclassification
Certain amountsThe Support Payments are payable on a monthly basis following the Closing through the year ending December 31, 2023, based upon the performance of the Las Vegas Operations relative to certain agreed upon target metrics and subject to quarterly and annual adjustments. The target metrics are measured against a benchmark annual EBITDAR (as defined in the condensed consolidatedContingent Lease Support Agreement) of the Las Vegas Operations equal to $426 million for the period beginning on the date of the Closing and ending December 31, 2022 and $500 million for the period beginning January 1, 2023 and ending December 31, 2023. The Company’s payment obligations are subject to an annual cap equal to $213 million for the annual period beginning on the date of the Closing and ending December 31, 2022 and $250 million for the annual period beginning January 1, 2023 and ending December 31, 2023. Each monthly Support Payment is subject to a prorated cap based on the annual cap. No Support Payments were made for the period post-Closing through March 31, 2022.
Seller Financing Loan Agreement
At the Closing, the Company, as lender, OpCo, as borrower, the parent company of OpCo (“Holdings”) and certain subsidiaries of OpCo as guarantors party thereto (collectively, and with Holdings, the “Guarantors” and, together with OpCo in its capacity as borrower, the “Loan Parties”), entered into the Seller Financing Loan Agreement. Refer to “Note 3 — Loan Receivable” for further information.
The following table represents summarized balance sheet asinformation of December 31, 2016,assets and the condensed consolidated statement of cash flows for the nine months ended September 30, 2016, have been reclassified to be consistent with the current year presentation. The reclassification had no impact on the Company's financial condition, results of operations or cash flows.
Note 2 — Property and Equipment, Net
Property and equipment consistsliabilities of the following:discontinued operation:
December 31,
2021
(In millions)
Cash and cash equivalents$55 
Accounts receivable, net of provision for credit losses of $58126 
Inventories9 
Prepaid expenses and other23 
Property and equipment, net2,864 
Other assets, net226 
Total held for sale assets in the balance sheet$3,303 
Accounts payable$24 
Construction payables8 
Other accrued liabilities318 
Long-term debt2 
Deferred amounts related to mall sale transactions338 
Other long-term liabilities131 
Total held for sale liabilities in the balance sheet$821 


12
 September 30,
2017		 December 31,
2016
 (In millions)
Land and improvements$659
 $626
Building and improvements17,598
 17,478
Furniture, fixtures, equipment and leasehold improvements3,890
 3,720
Transportation455
 454
Construction in progress1,141
 1,094
 23,743
 23,372
Less — accumulated depreciation and amortization(8,245) (7,469)
 $15,498
 $15,903

Construction in progress consists of the following:
 September 30,
2017		 December 31,
2016
 (In millions)
The Plaza Macao and Four Seasons Hotel Macao$441
 $430
Sands Cotai Central292
 286
Other408
 378
 $1,141
 $1,094
The $408 million in other construction in progress as of September 30, 2017, consists primarily of construction of a high-rise residential condominium tower (the "Las Vegas Condo Tower") and various projects at The Venetian Macao.
During the nine months ended September 30, 2017 and the three and nine months ended September 30, 2016, the Company capitalized $1 million, $12 million and $33 million, respectively, of interest expense. During the three and nine months ended September 30, 2017 and the three and nine months ended September 30, 2016, the Company capitalized approximately $6 million, $18 million, $8 million and $22 million, respectively, of internal costs, consisting primarily of compensation expense for individuals directly involved with the development and construction of property.
During the three months ended September 30, 2017, the Company completed an evaluation of the estimated useful lives of its property and equipment. The timing of this review was based on a combination of factors accumulating over time that provided the Company with updated information to make a better estimate on the economic lives of certain property and equipment. These factors included (1) the accumulation of historical asset replacement data at the Company's operating properties, which reflects the actual length of time the Company uses certain property and equipment, (2) the stabilization of the operating, regulatory and competitive environment in each jurisdiction the Company operates in, which includes meeting the final land concession government imposed deadlines for the Company's Macao properties on the Cotai Strip, (3) transitioning to more predictable renovation cycles at the Company's operating properties and (4) consideration of the estimated useful lives assigned to buildings of the Company's peers in the gaming and hospitality industry. Based on these factors, as well as the anticipated use and condition of the assets

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LAS VEGAS SANDS CORP. AND SUBSIDIARIES
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The following table represents summarized income statement information of discontinued operations:
evaluated,
Period Ended
February 22,
2022(1)
Three Months Ended
March 31,
2021
(In millions)
Revenues:
Casino$61 $53 
Rooms78 45 
Food and beverage43 24 
Convention, retail and other46 17 
Net revenues228 139 
Resort operations expenses107 111 
Provision for credit losses3 — 
General and administrative55 75 
Depreciation and amortization— 25 
Loss on disposal or impairment of assets— 2 
Operating income (loss)63 (74)
Interest expense(2)(3)
Other expense(3)(1)
Income (loss) from operations of discontinued operations58 (78)
Gain on disposal of discontinued operations3,611 — 
Income (loss) from discontinued operations, before income tax3,669 (78)
Income tax (expense) benefit(762)16 
Net income (loss) from discontinued operations presented in the statement of operations$2,907 $(62)
Adjusted Property EBITDA$63 $(47)
__________________________
(1)    Includes the Company determined that changes toLas Vegas Operations financial results for the useful lives of certain propertyperiod from January 1, 2022 through February 22, 2022.
For the 53-day period ended February 22, 2022 and equipment were appropriate. As a result, the Company revised the estimated useful lives of its buildings, building improvements and land improvements from a range of 15 to 40 years to 10 to 50 years and certain other furniture, fixtures and equipment from 3 to 6 years to 5 to 10 years to better reflect the estimated periods during which these assets are expected to remain in service.
This change in estimated useful lives was accounted for as a change in accounting estimate effective July 1, 2017. The impact of this change for the three and nine months ended September 30, 2017,March 31, 2021, the Company’s Las Vegas Operations were classified as a discontinued operation held for sale. The Company applied the intraperiod tax allocation rules to allocate the provision for income taxes between continuing operations and discontinued operations using the “with and without” approach. The Company calculated income tax expense from all financial statement components (continuing and discontinued operations), the “with” computation, and compared that to the income tax expense attributable to continuing operations, the “without” computation. The difference between the “with” and “without” computations was allocated to discontinued operations.
The Company’s effective income tax rate from discontinued operations was 20.8% for the 53-day period ended February 22, 2022. This compares to a (20.5)% effective income tax rate from discontinued operations for the three months ended March 31, 2021, which reflects the application of the “with and without” approach consistent with intraperiod tax allocation rules. The income tax on discontinued operations reflects a 21% corporate income tax rate on the Company’s Las Vegas Operations. The cash income tax expense as if the discontinued operations was a decrease in depreciationstandalone enterprise and amortization expense and an increase in operatinga separate taxpayer is $803 million. The Company files a U.S. consolidated income of $51 million, and an increase in net income of $46 million, or earnings per share of $0.06 on a basic and diluted basis.
Note 3 — Long-Term Debt
Long-term debt consiststax return inclusive of the following:
 September 30,
2017		 December 31,
2016
 (In millions)
Corporate and U.S. Related(1):
   
2013 U.S. Credit Facility — Extended Term B (net of unamortized original issue discount and deferred financing costs of $11)$2,155
 $—
2013 U.S. Credit Facility — Term B (net of unamortized original issue discount and deferred financing costs of $13)—
 2,170
2013 U.S. Credit Facility — Extended Revolving—
 36
Airplane Financings—
 56
HVAC Equipment Lease13
 14
Macao Related(1):
   
2016 VML Credit Facility — Term (net of unamortized deferred financing costs of $59 and $69, respectively)4,041
 4,049
2016 VML Credit Facility — Non-Extended Term (net of unamortized deferred financing costs of $3 and $4, respectively)252
 266
Other6
 8
Singapore Related(1):
   
2012 Singapore Credit Facility — Term (net of unamortized deferred financing costs of $35 and $44, respectively)3,150
 2,996
 9,617
 9,595
Less — current maturities(134) (167)
Total long-term debt$9,483
 $9,428
____________________
(1)Unamortized deferred financing costs of $27 million and $35 million as of September 30, 2017 and December 31, 2016, respectively, related to the U.S., Macao and Singapore revolving credit facilities are included in other assets, net in the accompanying condensed consolidated balance sheets.

2013discontinued operations which allows the income from discontinued operations to utilize net operating loss carryforwards and operating losses from continuing operations, U.S. Credit Facility
Duringforeign tax credits and charitable contribution carryforwards. As of March 2017,31, 2022, the Company entered into an agreement (the "Amendment Agreement") to amend the existing 2013recorded a U.S. Credit Facility to, among other things, refinance the term loans (by waycash tax payable of continuing or replacing existing term loans) in an aggregate amount of $2.18 billion (the "2013 Extended U.S. Term B Facility") and to lower the applicable margin credit spread for adjusted Eurodollar rate term loans from 2.25% to 2.00% per annum and for alternative base rate term loans from 1.25% to 1.00% per annum (the interest rate was set at 3.2% as of September 30, 2017). Additionally, the Amendment Agreement removed the requirement to prepay outstanding revolving loans and/or permanently reduce revolving commitments in certain circumstances and extended the maturity date$615 million inclusive of the term loans fromgain on sale of the Las Vegas Operations, which is due in quarterly installments on April 18, June 15, September 15, and December 19, 2020 to March 29, 2024. The 2013 Extended U.S. Term B Facility is subject to quarterly

15, 2022.
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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)

Note 3 — Loan Receivable
amortizationSeller Financing Loan Agreement
At the Closing, the Company and the Loan Parties entered into the Seller Financing Loan Agreement. The Seller Financing Loan Agreement provides for a six-year senior secured term loan facility in an aggregate principal amount of $1.20 billion (the “Seller Loan”) at the date of the Closing. The Seller Loan is guaranteed by the Guarantors and secured by a first-priority lien on substantially all of the Loan Parties’ assets (subject to customary exceptions and limitations), including a leasehold mortgage from OpCo over certain real estate that was sold to PropCo at the Closing and leased by OpCo.
The Seller Loan will bear interest at a rate equal to 1.50% per annum for the calendar years ending December 31, 2022 and 2023, and 4.25% per annum for each calendar year thereafter, subject to an increase of 1.00% per annum for any interest OpCo elects to pay by increasing the principal amount of the Seller Loan prior to January 1, 2024, and an increase of 1.50% per annum for any such election during the calendar year ending December 31, 2024. Any interest to be paid after December 31, 2024, will be paid in cash.
The Seller Financing Loan Agreement contains certain customary representations and warranties and covenants, subject to customary exceptions and thresholds. The Seller Financing Loan Agreement’s negative covenants restrict the ability of the Loan Parties and their subsidiaries to, among other things, (i) incur debt, (ii) create certain liens on their assets, (iii) dispose of their assets, (iv) make investments or restricted payments, including dividends, (v) merge, liquidate, dissolve, change their business or consolidate with other entities and (vi) enter into affiliate transactions.
The Seller Financing Loan Agreement also contains customary events of $5 million,default, including payment defaults, cross defaults to material debt, bankruptcy and insolvency, breaches of covenants and inaccuracy of representations and warranties, subject to customary grace periods. Upon an event of default, the Company may declare any then-outstanding amounts due and payable and exercise other customary remedies available to a secured lender.
Loan receivables are carried at the outstanding principal amount. A provision for credit loss on loan receivables is established when, based on current information and events, it is probable that the Company will be unable to collect all amounts due according to the contractual terms of the loan agreement. The Company determines this by considering several factors, including the credit risk and current financial condition of the borrower, the borrower’s ability to pay current obligations, historical trends, and economic and market conditions. The Company performs a credit quality assessment on the loan receivable on a quarterly basis and reviews the need for an allowance under Accounting Standards Update No. 2016-13. The Company evaluates the extent and impact of any credit deterioration that could affect the performance and the value of the secured property, as well as the financial and operating capability of the borrower. The Company also evaluates and considers the overall economic environment, casino and hospitality industry and geographic sub-market in which beganthe secured property is located. Based on the Company’s assessment of the credit quality of the loan receivable, the Company believes it will collect all contractual amounts due under the loan. Accordingly, no provision for credit losses on the loan receivable was established as of March 31, 2017, followed by a balloon payment2022.
Interest income is recorded on an accrual basis at the stated interest rate and is recorded in interest income in the accompanying condensed consolidated statements of $2.03operations.
The carrying value of the loan receivable is $1.20 billion dueas of March 31, 2022, which approximates fair value. Interest income recognized on March 29, 2024. The Company recorded a $5the loan was $2 million loss on modification of debt during the ninethree months ended September 30, 2017,March 31, 2022.

14



LAS VEGAS SANDS CORP. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)
Note 4 — Long-Term Debt
Long-term debt consists of the following:
March 31,
2022		December 31,
2021
(In millions)
Corporate and U.S. Related(1):
3.200% Senior Notes due 2024 (net of unamortized original issue discount and deferred financing costs of $8)$1,742 $1,742 
2.900% Senior Notes due 2025 (net of unamortized original issue discount and deferred financing costs of $3)497 497 
3.500% Senior Notes due 2026 (net of unamortized original issue discount and deferred financing costs of $8)992 992 
3.900% Senior Notes due 2029 (net of unamortized original issue discount and deferred financing costs of $7)743 743 
Macao Related(1):
5.125% Senior Notes due 2025 (net of unamortized original issue discount and deferred financing costs of $8 and $9, respectively)1,792 1,791 
3.800% Senior Notes due 2026 (net of unamortized original issue discount and deferred financing costs of $6)794 794 
2.300% Senior Notes due 2027 (net of unamortized original issue discount and deferred financing costs of $7)693 693 
5.400% Senior Notes due 2028 (net of unamortized original issue discount and deferred financing costs of $15)1,885 1,885 
2.850% Senior Notes due 2029 (net of unamortized original issue discount and deferred financing costs of $7)643 643 
4.375% Senior Notes due 2030 (net of unamortized original issue discount and deferred financing costs of $9)691 691 
3.250% Senior Notes due 2031 (net of unamortized original issue discount and deferred financing costs of $6)594 594 
2018 SCL Credit Facility — Revolving950 753 
Other(2)
24 27 
Singapore Related(1):
2012 Singapore Credit Facility — Term (net of unamortized deferred financing costs of $41 and $43, respectively)2,889 2,902 
2012 Singapore Credit Facility — Delayed Draw Term (net of unamortized deferred financing costs of $1)45 45 
Other(2)
3 3 
14,977 14,795 
Less — current maturities(72)(74)
Total long-term debt$14,905 $14,721 
____________________
(1)Unamortized deferred financing costs of $83 million and $81 million as of March 31, 2022 and December 31, 2021, respectively, related to the Company’s revolving credit facilities and the undrawn portion of the Singapore Delayed Draw Term Facility are included in connection withother assets, net, in the Amendment Agreement.accompanying condensed consolidated balance sheets.
(2)Includes finance leases related to Macao and Singapore of $21 million and $1 million as of March 31, 2022, respectively, and $24 million and $1 million as of December 31, 2021, respectively.

15



LAS VEGAS SANDS CORP. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)
LVSC Revolving Facility
As of September 30, 2017,March 31, 2022, the Company had $1.15$1.50 billion of available borrowing capacity under the 2013 Extended U.S.LVSC Revolving Facility, net of outstanding letters of credit.
Airplane FinancingsSCL Senior Notes
In March 2017,On February 16, 2022, Standard & Poor’s downgraded the credit rating for the Company repaidand SCL to BB+. As a result of the downgrade, the coupon on each series of the outstanding $56SCL Senior Notes will increase by 0.25% per annum, with such increase becoming effective on the first interest payment date after February 16, 2022. This will result in an increase of $9 million balancein interest expense for the year ended December 31, 2022 and $18 million for each year thereafter through 2024, at which time this will decrease as the SCL Senior Notes are repaid based on each of their set maturity dates.
2018 SCL Credit Facility
During the three months ended March 31, 2022, SCL drew down $19 million and 1.42 billion Hong Kong dollars (“HKD,” approximately $182 million at exchange rates in effect on March 31, 2022) under the Airplane Financings.
2016 VML Credit Facilityfacility for general corporate purposes.
As of September 30, 2017, the CompanyMarch 31, 2022, SCL had $1.99$1.54 billion of available borrowing capacity under the 2016 VML2018 SCL Revolving Facility.Facility comprised of HKD commitments of HKD 10.90 billion (approximately $1.39 billion at exchange rates in effect on March 31, 2022) and U.S. dollar commitments of $147 million.
2012 Singapore Credit Facility
As of September 30, 2017, the CompanyMarch 31, 2022, Marina Bay Sands Pte. Ltd. (“MBS”) had 495SGD 593 million Singapore dollars ("SGD," approximately $364(approximately $438 million at exchange rates in effect on September 30, 2017)March 31, 2022) of available borrowing capacity under the 2012 Singapore Revolving Facility, net of outstanding letters of credit.credit, primarily consisting of a banker’s guarantee for SGD153 million (approximately $113 million at exchange rates in effect on March 31, 2022) pursuant to a development agreement.
On February 9, 2022, MBS entered into the Fourth Amendment and Restatement Agreement (the “Fourth Amendment Agreement”) with DBS Bank Ltd., as agent and security trustee. The Fourth Amendment Agreement amended and restated the facility agreement, dated as of June 25, 2012 (as amended, the “Existing Facility Agreement”). Pursuant to the Fourth Amendment Agreement, the Existing Facility Agreement was amended to update the terms therein that provide for a transition away from the Swap Offer Rate (“SOR”) as a benchmark interest rate and the replacement of SOR by a replacement benchmark interest rate or mechanism.
Under the Fourth Amendment Agreement, outstanding loans bear interest at the Singapore Overnight Rate Average (“SORA”) with a credit spread adjustment of 0.19% per annum, plus an applicable margin ranging from 1.15% to 1.85% per annum, based on MBS’s consolidated leverage ratio (estimated interest rate set at approximately 2.3% as of March 31, 2022).
During 2021, the Company amended its 2012 Singapore Credit Facility, which, among other things, extended to March 31, 2022, the deadline for delivering the construction cost estimate and the construction schedule for the MBS Expansion Project. The Company is in the process of reviewing the budget and timing of the MBS expansion based on the impact of the COVID-19 Pandemic and other factors. As a result, the construction cost estimate and construction schedule were not delivered to the lenders by the March 31, 2022 deadline. As of March 31, 2022, there is SGD 3.69 billion (approximately $2.73 billion at exchange rates in effect on March 31, 2022) left of total borrowing capacity, which is only available to be drawn under the Singapore Delayed Draw Term Facility after the construction cost estimate and construction schedule for the MBS Expansion Project are delivered to lenders. The Company does not anticipate material spend related to the MBS Expansion Project prior to the delivery of these items to the lenders.
16



LAS VEGAS SANDS CORP. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)
Debt Covenant Compliance
As of September 30, 2017,March 31, 2022, management believes the Company was in compliance with all debt covenants. The Company amended its credit facilities to, among other things, waive the Company’s requirement to comply with certain financial covenant ratios through December 31, 2022 for LVSC and MBS and January 1, 2023 for SCL, which include a maximum leverage ratio or net debt to trailing twelve-months adjusted earnings before interest, income taxes, depreciation and amortization, calculated in accordance with the respective credit agreement, of 4.0x, 4.0x and 4.5x under the LVSC Revolving Facility, 2018 SCL Credit Facility and 2012 Singapore Credit Facility, respectively. The Company’s compliance with its financial covenants for periods beyond December 31, 2022 for MBS and LVSC and January 1, 2023 for SCL, could be affected by certain factors beyond the Company’s control, such as the impact of the COVID-19 Pandemic, including current travel and border restrictions continuing in the future. The Company will pursue additional waivers to meet the required financial covenant ratios for periods beyond the current covenant waiver periods, if deemed necessary.
Cash Flows from Financing Activities
Cash flows from financing activities related to long-term debt and capitalfinance lease obligations are as follows:
 Nine Months Ended 
 September 30,
 2017 2016
 (In millions)
Proceeds from 2016 VML Credit Facility$649
 $1,000
Proceeds from 2013 U.S. Credit Facility5
 260
Proceeds from 2011 VML Credit Facility—
 1,000
 $654
 $2,260
Repayments on 2016 VML Credit Facility$(662) $(1,000)
Repayments on 2013 U.S. Credit Facility(57) (907)
Repayments on 2012 Singapore Credit Facility(50) (50)
Repayments on Airplane Financings(56) (3)
Repayments on HVAC Equipment Lease and Other Long-Term Debt(3) (3)
 $(828) $(1,963)
Three Months Ended
March 31,
20222021
(In millions)
Proceeds from 2018 SCL Credit Facility$201 $505 
$201 $505 
Repayments on 2012 Singapore Credit Facility$(16)$(16)
Repayments on Other Long-Term Debt(1)(2)
$(17)$(18)
Fair Value of Long-Term Debt
The estimated fair value of the Company'sCompany’s long-term debt as of September 30, 2017March 31, 2022 and December 31, 2016,2021, was approximately $9.57$14.35 billion and $9.58$15.06 billion, respectively, compared to its carryingcontractual value of $9.71$15.08 billion and $9.70$14.90 billion, respectively. The estimated fair value of the Company'sCompany’s long-term debt is based on levelrecent trades, if available, and indicative pricing from market information (level 2 inputs (quoted pricesinputs).
Note 5 — Accounts Receivable, Net and Customer Contract Related Liabilities
Accounts Receivable and Provision for Credit Losses
Accounts receivable is comprised of casino, hotel, mall and other receivables, which do not bear interest and are recorded at amortized cost. The Company extends credit to approved casino patrons following background checks and investigations of creditworthiness. Business or economic conditions, the legal enforceability of gaming debts, foreign currency control measures or other significant events in markets thatforeign countries could affect the collectability of receivables from patrons in these countries.
Accounts receivable primarily consists of casino receivables. Other than casino receivables, there is no other concentration of credit risk with respect to accounts receivable. The Company believes the concentration of its credit risk in casino receivables is mitigated substantially by its credit evaluation process, credit policies, credit control and collection procedures, and also believes there are no concentrations of credit risk for which a provision has not active).been established. Although management believes the provision is adequate, it is possible the estimated amount of cash collections with respect to accounts receivable could change.

The Company maintains a provision for expected credit losses on casino, hotel and mall receivables and regularly evaluates the balances. The Company applies standard reserve percentages to aged account balances, which are grouped based on shared credit risk characteristics and days past due. The reserve percentages are based
13
17








LAS VEGAS SANDS CORP. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)

on estimated loss rates supported by historical observed default rates over the expected life of the receivable and are adjusted for forward-looking information. The Company also specifically analyzes the collectability of each account with a balance over a specified dollar amount, based upon the age of the account, the patron's financial condition, collection history and any other known information and adjusts the aforementioned reserve with the results from the individual reserve analysis. The Company also monitors regional and global economic conditions and forecasts, which include the impact of the COVID-19 Pandemic, in its evaluation of the adequacy of the recorded reserves. Account balances are written off against the provision when the Company believes it is probable the receivable will not be recovered.
Note 4 — EquityAccounts receivable, net, consists of the following:
March 31,
2022		December 31,
2021
(In millions)
Casino$313 $313 
Rooms9 13 
Mall30 91 
Other29 17 
381 434 
Less - provision for credit losses(234)(232)
$147 $202 
The following table shows the movement in the provision for credit losses recognized for accounts receivable:
20222021
(In millions)
Balance at January 1$232 $255 
Current period provision for credit losses4 4 
Write-offs(2)(15)
Exchange rate impact— (2)
Balance at March 31$234 $242 
Customer Contract Related Liabilities
The Company provides numerous products and Earnings Per Shareservices to its patrons. There is often a timing difference between the cash payment by the patrons and recognition of revenue for each of the associated performance obligations. The Company has the following main types of liabilities associated with contracts with customers: (1) outstanding chip liability, (2) loyalty program liability and (3) customer deposits and other deferred revenue for gaming and non-gaming products and services yet to be provided.
Common StockThe following table summarizes the liability activity related to contracts with customers:
Dividends
Outstanding Chip LiabilityLoyalty Program Liability
Customer Deposits and Other Deferred Revenue(1)
202220212022202120222021
(In millions)
Balance at January 1$74 $197 $61 $62 $618 $633 
Balance at March 3157 153 63 62 587 610 
Increase (decrease)$(17)$(44)$2 $— $(31)$(23)
On____________________
(1)Of this amount, $145 million as of March 31 June 30 and September 29, 2017, the Company paid a dividendJanuary 1, 2022 and $152 million as of $0.73 per common share as part of a regular cash dividend program. During the nine months ended September 30, 2017, the Company recorded $1.73 billion as a distribution against retained earnings (of which $946 million related to the Principal Stockholder and his family and the remaining $787 million related to all other shareholders).
On March 31 June 30 and September 30, 2016, the Company paid a dividend of $0.72 per common share as part of a regular cash dividend program. During the nine months ended September 30, 2016, the Company recorded $1.72 billion as a distribution against retained earnings (of which $933 million relatedJanuary 1, 2021, relate to the Principal Stockholder and his family and the remaining $784 million related to all other shareholders).
In October 2017, the Company's Board of Directors declared a quarterly dividend of $0.73 per common share (a total estimated to be approximately$577 million) to be paidmall deposits that are accounted for based on December 29, 2017, to shareholders of record on December 21, 2017.
In October 2017, the Company announced that its Board of Directors increased the dividend for the 2018 calendar year to $3.00 per common share, or $0.75 per common share per quarter.
Repurchase Program
In October 2014, the Company's Board of Directors authorized the repurchase of $2.0 billion of its outstanding common stock, which expired in October 2016. In November 2016, the Company's Board of Directors authorized the repurchase of $1.56 billion of its outstanding common stock, which expires in November 2018. Repurchases of the Company's common stock are made at the Company's discretion in accordance with applicable federal securities laws in the open market or otherwise. The timing and actual number of shares to be repurchased in the future will depend on a variety of factors, including the Company's financial position, earnings, legal requirements, other investment opportunities and market conditions. During the nine months ended September 30, 2017, the Company repurchased 5,107,237 shares of its common stock for $300 million (including commissions) under the current program. During the nine months ended September 30, 2016, no shares were repurchased under the previous program. All share repurchases of the Company's common stock have been recorded as treasury stock.
Noncontrolling Interests
On February 24 and June 23, 2017, SCL paid a dividend of 0.99 Hong Kong dollars ("HKD") and HKD 1.00 per share, respectively, to SCL shareholders (a total of $2.07 billion, of which the Company retained $1.45 billion during the nine months ended September 30, 2017). On February 26 and June 24, 2016, SCL paid a dividend of HKD 0.99 and HKD 1.00 per share, respectively, to SCL shareholders (a total of $2.07 billion, of which the Company retained $1.45 billion during the nine months ended September 30, 2016).
During the nine months ended September 30, 2017 and 2016, the Company distributed $10 million and $11 million, respectively, to certain of its noncontrolling interests.

lease terms usually greater than one year.
14
18







LAS VEGAS SANDS CORP. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)

Note 6 — Other Accrued Liabilities
Other accrued liabilities consist of the following:

March 31,
2022		December 31,
2021
(In millions)
Customer deposits$454 $470 
Payroll and related164 253 
Taxes and licenses103 143 
Accrued interest payable73 157 
Outstanding chip liability57 74 
Other accruals240 237 
$1,091 $1,334 
Note 7 — Earnings (Loss) Per Share
The weighted average number of common and common equivalent shares used in the calculation of basic and diluted earnings (loss) per share consisted of the following:
Three Months Ended
March 31,
20222021
(In millions)
Weighted-average common shares outstanding (used in the calculation of basic earnings (loss) per share)764 764 
Potential dilution from stock options and restricted stock and stock units— — 
Weighted-average common and common equivalent shares (used in the calculation of diluted earnings (loss) per share)764 764 
Antidilutive stock options excluded from the calculation of diluted earnings per share15 3 
 Three Months Ended 
 September 30,		 Nine Months Ended 
 September 30,
 2017 2016 2017 2016
 (In millions)
Weighted-average common shares outstanding (used in the calculation of basic earnings per share)791
 795
 792
 795
Potential dilution from stock options and restricted stock and stock units1
 —
 1
 —
Weighted-average common and common equivalent shares (used in the calculation of diluted earnings per share)792
 795
 793
 795
Antidilutive stock options excluded from the calculation of diluted earnings per share6
 7
 7
 7
Accumulated Other Comprehensive Loss
As of September 30, 2017 and December 31, 2016, accumulated other comprehensive loss consisted solely of foreign currency translation adjustments.
Note 58 — Fair Value MeasurementsIncome Taxes
The Company’s effective income tax rate from continuing operations was 0.4% for the three months ended March 31, 2022, compared to 5.3% for the three months ended March 31, 2021. The effective income tax rate for the three months ended March 31, 2022, reflects a 17% statutory tax rate on the Company’s Singapore operations and a 21% corporate income tax rate on its domestic operations. The Company's operations in Macao are subject to a 12% statutory income tax rate, but in connection with the 35% gaming tax, the Company’s subsidiaries in Macao and its peers receive an income tax exemption on gaming operations through June 26, 2022. During the three months ended March 31, 2021, the Company currently usesrecorded a valuation allowance of $20 million related to certain U.S. foreign currency forward contracts as effective economic hedgestax credits, which it no longer expects to manage a portion of its foreign currency exposure. Foreign currency forward contracts involveutilize due to lower forecasted U.S. taxable income in years following the purchase and sale of a designated currency at an agreed upon rate for settlement on a specified date. The aggregate notional value of these foreign currency contracts was $144 million and $427 million as of September 30, 2017 and December 31, 2016, respectively. As these derivatives have not been designated and/or do not qualify for hedge accounting, the changes in fair value are recognized as other income (expense) in the accompanying condensed consolidated statements of operations.
The following table provides the assets and liabilities carried at fair value:Las Vegas Operations.
   Fair Value Measurements Using:
 
Total Carrying
Value
 
Quoted Market
Prices in Active
Markets (Level 1)
 
Significant Other
Observable
Inputs (Level 2)
 
Significant
Unobservable
Inputs (Level 3)
 (In millions)
As of September 30, 2017       
Assets       
Cash equivalents(1)
$694
 $694
 $—
 $—
Liabilities       
Forward contracts(2)
$4
 $—
 $4
 $—
As of December 31, 2016       
Assets       
Cash equivalents(1)
$931
 $931
 $—
 $—
Forward contracts(2)
$12
 $—
 $12
 $—
____________________
(1)The Company has short-term investments classified as cash equivalents as the original maturities are less than 90 days.

19

15






LAS VEGAS SANDS CORP. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)

Note 9 — Leases
(2)As of September 30, 2017 and December 31, 2016, the Company had 8 and 18 foreign currency forward contracts, respectively, with fair values based on recently reported market transactions of forward rates. Assets were included in prepaid expenses and other and liabilities were included in other accrued liabilities in the accompanying condensed consolidated balance sheets. During the nine months ended September 30, 2017 and the three and nine months ended September 30, 2016, the Company recorded in other income (expense) a $16 million loss, $10 million gain and $18 million loss, respectively, related to the change in fair value of the forward contracts.
Lessor
Lease revenue for the Company’s mall operations consists of the following:

Three months ended March 31,
20222021
(In millions)
Minimum rents$124 $131 
Overage rents14 17 
Rent concessions(1)
(12)(20)
Other(2)
— 6 
Total overage rents, rent concessions and other2 3 
$126 $134 
___________________
(1)Rent concessions were provided for the periods presented to tenants as a result of the COVID-19 Pandemic and the impact on mall operations.
(2)Amount related to a grant provided by the Singapore government to lessors to support small and medium enterprises impacted by the COVID-19 Pandemic in connection with their rent obligations.
Note 610 — Commitments and Contingencies
Litigation
The Company is involved in other litigation in addition to those noted below, arising in the normal course of business. Management has made certain estimates for potential litigation costs based upon consultation with legal counsel and has accrued a nominal amount for such costs as of September 30, 2017.counsel. Actual results could differ from these estimates; however, in the opinion of management, such litigation and claims will not have a material effect on the Company'sCompany’s financial condition, results of operations and cash flows.
Round Square CompanyAsian American Entertainment Corporation, Limited v. Las Vegas Sands Corp.Venetian Macau Limited, et al.
On October 15, 2004, Richard Suen and Round Square CompanyFebruary 5, 2007, Asian American Entertainment Corporation, Limited ("Roundsquare"(“AAEC” or “Plaintiff”) filed an actionbrought a claim (the “Prior Action”) in the U.S. District Court for the District of Nevada (the “U.S. District Court”) against LVSC, Las Vegas Sands, Inc. ("LVSI"(now known as Las Vegas Sands, LLC (“LVSLLC”)), Sheldon G. AdelsonVenetian Casino Resort, LLC (“VCR”) and Venetian Venture Development, LLC, which are subsidiaries of the Company, and William P. Weidner inand David Friedman, who are former executives of the District Court of Clark County, Nevada (the "District Court"), asserting aCompany. The Prior Action sought damages based on an alleged breach of an alleged agreement to payagreements entered into between AAEC and the aforementioned defendants for their joint presentation of a success fee of $5 million and 2.0% of the net profit from the Company's Macao resort operationsbid in response to the plaintiffs as well as other related claims. In March 2005, LVSC was dismissed as a party without prejudice based on a stipulation to do so betweenpublic tender held by the parties. Pursuant to an order filed March 16, 2006, plaintiffs' fraud claims set forth in the first amended complaint were dismissed with prejudice against all defendants. The order also dismissed with prejudice the first amended complaint against defendants Sheldon G. Adelson and William P. Weidner. On May 24, 2008, the jury returned a verdictMacao government for the plaintiffs inaward of gaming concessions at the amountend of $44 million. On June 30, 2008, a judgment was entered in this matter in the amount of $59 million (including pre-judgment interest).2001. The Company appealed the verdict to the Nevada Supreme Court. On November 17, 2010, the Nevada Supreme Court reversed the judgment and remanded the case to the District Court for a new trial. In its decision reversing the monetary judgment against the Company, the Nevada Supreme Court also made several other rulings, including overturning the pre-trial dismissal of the plaintiffs' breach of contract claim and deciding several evidentiary matters, some of which confirmed and some of which overturned rulings made by the District Court. On February 27, 2012, the District Court set a date of March 25, 2013, for the new trial. On June 22, 2012, the defendants filed a request to add experts and plaintiffs filed a motion seeking additional financial data as part of their discovery. The District Court granted both requests. The retrial began on March 27 and on May 14, 2013, the jury returned a verdict in favor of Roundsquare in the amount of $70 million. On May 28, 2013, a judgment was entered in the matter in the amount of $102 million (including pre-judgment interest). On June 7, 2013, the Company filed a motion with the District Court requesting that the judgment be set aside as a matter of law or in the alternative that a new trial be granted. On July 30, 2013, the District Court denied the Company's motion. On October 17, 2013, theU.S. District Court entered an order granting plaintiff's request for certain costs and fees associateddismissing the Prior Action on April 16, 2010.
On January 19, 2012, AAEC filed another claim (the “Macao Action”) with the litigationMacao Judicial Court against VML, LVS (Nevada) International Holdings, Inc. (“LVS (Nevada)”), LVSLLC and VCR (collectively, the “Defendants”). The claim was for 3.0 billionpatacas (approximately $372 million at exchange rates in effect on March 31, 2022). The Macao Action alleges a breach of agreements entered into between AAEC and LVS (Nevada), LVSLLC and VCR (collectively, the amount“U.S. Defendants”) for their joint presentation of approximately $1 million.a bid in response to the public tender held by the Macao government for the award of gaming concessions at the end of 2001. On December 6, 2013,July 4, 2012, the CompanyDefendants filed a notice of appeal oftheir defense to the jury verdictMacao Action with the Nevada Supreme Court. The Company filed its opening appellate brief withMacao Judicial Court and amended the Nevada Supreme Courtdefense on June 16, 2014. January 4, 2013.
On August 19,March 24, 2014, the Nevada SupremeMacao Judicial Court issued an order granting plaintiffs additional time until September 15, 2014, to file their answering brief. On September 15, 2014, Roundsquare filed a requestdecision holding that AAEC’s claim against VML is unfounded and that VML be removed as a party to the Nevada Supreme Court to file a brief exceedingproceedings, and the maximum number of words, which was granted. On October 10, 2014, Roundsquare filed its answering brief. On January 12, 2015, the defendants filed their reply brief. On January 27, 2015, Roundsquare filed its reply brief. The Nevada Supreme Court set oral argument for December 17, 2015, before a panel of justices only to reset it for January 26, 2016, en banc. Oral arguments were presented to the Nevada Supreme Court as scheduled. On March 11, 2016, the Nevada Supreme Court issued an order affirming the judgment of liability, but reversing the damages award and remanding for a new trial on damages. On March 29, 2016, Roundsquare filed a petition for

claim should proceed exclusively
16
20







LAS VEGAS SANDS CORP. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)

against the U.S. Defendants. On May 8, 2014, AAEC lodged an appeal against that decision and the appeal is currently pending.
rehearing.On June 5, 2015, the U.S. Defendants applied to the Macao Judicial Court to dismiss the claims against them as res judicata based on the dismissal of the Prior Action. On March 16, 2016, the Macao Judicial Court dismissed the defense of res judicata. An appeal against that decision was lodged by U.S. Defendants on April 7, 2016. As of the end of December 2016, all appeals (including VML’s dismissal and the res judicata appeals) were being transferred to the Macao Second Instance Court. On May 11, 2017, the Macao Second Instance Court notified the parties of its decision of refusal to deal with the appeals at the present time. The Nevada SupremeMacao Second Instance Court ordered an answerthe court file be transferred back to the Macao Judicial Court. Evidence gathering by the Company,Macao Judicial Court commenced by letters rogatory, which was completed on March 14, 2019, and the Company filed on May 4, 2016. trial of this matter was scheduled for September 2019.
On May 12, 2016, Roundsquare filedJuly 15, 2019, AAEC submitted a motion for leaverequest to file a reply brief in supportthe Macao Judicial Court to increase the amount of its petitionclaim to 96.45 billion patacas (approximately $11.96 billion at exchange rates in effect on March 31, 2022), allegedly representing lost profits from 2004 to 2018, and reserving its right to claim for rehearing,lost profits up to 2022 in due course at the enforcement stage. On September 4, 2019, the Macao Judicial Court allowed AAEC’s request to increase the amount of its claim. On September 17, 2019, the U.S. Defendants appealed the decision granting AAEC’s request and on May 19, 2016,that appeal is currently pending.
On September 2, 2019, the Company filed an oppositionU.S. Defendants moved to that motion.revoke the legal aid granted to AAEC, which excuses AAEC from paying its share of court costs. On June 24, 2016,September 4, 2019, the Nevada SupremeMacao Judicial Court issued an order granting Roundsquare's petition for rehearing and submitting the appeal for decision on rehearing without further briefing or oral argument. On July 22, 2016, the Nevada Supreme Court once again ordered a new trial as to plaintiff Roundsquaredeferred ruling on the issueU.S. Defendants’ motion regarding legal aid until the entry of quantum merit damages. A pre-trial hearing was set in Districtfinal judgment. The U.S. Defendants appealed that deferral on September 17, 2019. On September 26, 2019, the Macao Judicial Court forrejected that appeal on procedural grounds. The U.S. Defendants requested clarification of that order on October 29, 2019. By order dated December 12, 2016. At4, 2019, the December 12, 2016 hearing, the DistrictMacao Judicial Court indicated thatstated it would allow a scopereconsider the U.S. Defendants’ motion to revoke legal aid and, as part of trialthat reconsideration, it would reanalyze portions of the record, seek an opinion from the Macao Public Prosecutor regarding the propriety of legal aid and additional discovery into areas the Company opposed as inconsistentconsult with the Nevada Supreme Court's remand. The District Court issued a written order on the scope of retrialtrial court overseeing AAEC’s separate litigation against Galaxy Entertainment Group Ltd., Galaxy Entertainment Group S.A. and discovery dated December 15, 2016. On January 5, 2017, the Company moved for a stay of proceedings in the District Court, pending the Nevada Supreme Court's resolutiontwo of the Company's petition for writ of mandamus or prohibition, which was filed on January 13, 2017. On February 13, 2017, the DistrictU.S. Defendants’ former executives, individually. The Macao Judicial Court denied the motion to stay proceedingsrevoke legal aid on January 14, 2020.
On June 18, 2020, the U.S. Defendants moved to reschedule the trial, which had been scheduled to begin on September 16, 2020, due to travel disruptions and other extraordinary circumstances resulting from the ongoing COVID-19 Pandemic. The Macao Judicial Court granted that motion and rescheduled the trial to begin on FebruaryJune 16, 2017,2021. On April 16, 2021, the Nevada SupremeU.S. Defendants again moved to reschedule the trial because continued travel disruptions resulting from the pandemic prevented the representatives of the U.S. Defendants and certain witnesses from attending the trial as scheduled. Plaintiff opposed that motion on April 29, 2021. The Macao Judicial Court denied the writ.U.S. Defendants’ motion on May 28, 2021, concluding that, under Macao law, it lacked the power to reschedule the trial absent agreement of the parties. The U.S. Defendants appealed that ruling on June 16, 2021, and that appeal is currently pending.
The trial began as scheduled on June 16, 2021. The Macao Judicial Court heard testimony on June 16, 17, 23, and July 1. By order dated June 17, 2021, the Macao Judicial Court scheduled additional trial dates during September, October and December 2021 to hear witnesses who are currently subject to COVID-19 travel restrictions that prevent or severely limit their ability to enter Macao. That order also provided a procedure for the parties to request written testimony from witnesses who are presently engagednot able to travel to Macao on those dates. On June 28, 2021, the U.S. Defendants sought clarification of certain aspects of that ruling concerning procedures for written testimony and appealed aspects of that ruling setting limits on written testimony, imposing a deadline for in-person testimony, and rejecting the U.S. Defendants’ request to have witnesses testify via video conference. On July 9, 2021, the Macao Judicial Court issued an order clarifying the procedure for written testimony. The U.S. Defendants’ appeal on the remainder of the Macao Judicial Court’s June 17, 2021 order is currently pending.
On July 10, 2021, the U.S. Defendants were notified of an invoice for supplemental court fees totaling 93 million patacas (approximately $12 million at exchange rates in document discovery.effect on March 31, 2022) based on Plaintiff’s
21



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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
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July 15, 2019 amendment of its claim amount. By motion dated July 20, 2021, the U.S. Defendants moved the Macao Judicial Court for an order withdrawing that invoice on the grounds that it was procedurally improper and conflicted with rights guaranteed in Macao’s Basic Law. The Company has accrued a nominal amountMacao Judicial Court denied that motion by order dated September 11, 2021. The U.S. Defendants appealed that order on September 23, 2021, and that appeal is currently pending. By order dated September 29, 2021, the Macao Judicial Court ordered that the invoice for estimated costssupplemental court fees be stayed pending resolution of that appeal.
On September 6, 2021, Plaintiff notified the Macao Judicial Court that it would not be bringing any additional witnesses to testify in-person on the scheduled hearing dates. In submissions dated September 6 and September 20, 2021, the U.S. Defendants notified the Macao Judicial Court that certain witnesses were unable to attend the September hearing dates due to ongoing travel restrictions related to this legal matter asthe COVID-19 Pandemic. By orders dated September 11 and September 23, 2021, the Macao Judicial Court cancelled the various hearing dates scheduled in September.
The Macao Judicial Court heard additional testimony on October 8, 11, and 15, and December 14 and 15, 2021. Certain witnesses who were not able to enter Macao due to ongoing COVID-19 travel restrictions presented testimony in writing. On December 15, 2021, the U.S. Defendants sought to initiate a proceeding to impeach the testimony of September 30, 2017.certain witnesses offered by Plaintiff, and the Macao Judicial Court admitted that incident and ordered Plaintiff to produce its shareholder registry. By notice dated December 16, 2021, Plaintiff appealed the order to produce its shareholder registry, and that appeal is currently pending.
From December 17, 2021 to January 19, 2022, Plaintiff submitted additional documents to the court file and disclosed written reports from two purported experts, who calculated Plaintiff’s damages at 57.88 billion patacas and 62.29 billion patacas (approximately $7.18 billion and $7.73 billion, respectively, at exchange rates in effect on March 31, 2022). In response, the eventU.S. Defendants moved to exclude those materials or, in the alternative, to require additional testimony from relevant witnesses. By order dated January 19, 2022, the Macao Judicial Court denied the U.S. Defendants’ motion and ruled that the Company's assumptions usedmaterials could be included in the court file with the probative value of their contents to evaluate this matter changebe determined by the Court.
Plaintiff presented its factual summation on January 21, 2022. On January 26, 2022, the U.S. Defendants presented their factual summation, and Plaintiff and the U.S. Defendants presented rebuttal summations. The Macao Judicial Court announced its proposed findings on disputed facts at a February 15, 2022 hearing. The Plaintiff filed its brief on points of law with the Macao Judicial Court on March 1, 2022, and the U.S. Defendants filed their brief on points of law on March 10, 2022. On April 28, 2022, the Macao Judicial Court entered a judgment for the U.S. Defendants. The Macao Judicial Court also held that Plaintiff litigated certain aspects of its case in future periods, it may be required to record an additional liability for an adverse outcome.bad faith.
Frank J. Fosbre, Jr.The Daniels Family 2001 Revocable Trust v. Las Vegas Sands Corp., Sheldon G. Adelson and William P. WeidnerLVSC, et al.
On May 24, 2010, Frank J. Fosbre, Jr.October 22, 2020, The Daniels Family 2001 Revocable Trust, a putative purchaser of the Company’s shares, filed a purported class action complaint in the U.S. District Court against LVSC, Sheldon G. Adelson and William P. Weidner.Patrick Dumont. The complaint allegedasserts violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”) and alleges that LVSC through the individual defendants, disseminated or approvedmade materially false information,or misleading statements, or failed to disclose material facts, from February 27, 2016 through press releases, investor conference callsSeptember 15, 2020, with respect to its operations at the Marina Bay Sands, its compliance with Singapore laws and other means from August 1, 2007 through November 6, 2008. The complaint sought, among other relief, class certification, compensatory damagesregulations, and attorneys' feesits disclosure controls and costs.procedures. On July 21, 2010, Wendell and Shirley Combs filed a purported class action complaint in the U.S. District Court, against LVSC, Sheldon G. Adelson and William P. Weidner. The complaint alleged that LVSC, through the individual defendants, disseminated or approved materially false information, or failed to disclose material facts, through press releases, investor conference calls and other means from June 13, 2007 through November 11, 2008. The complaint, which was substantially similar to the Fosbre complaint, discussed above, sought, among other relief, class certification, compensatory damages and attorneys' fees and costs. On August 31, 2010,January 5, 2021, the U.S. District Court entered an order consolidating the Fosbreappointing Carl S. Ciaccio and Combs cases, and appointedDonald M. DeSalvo as lead plaintiffs and lead counsel. As such, the Fosbre and Combs cases are reported as one consolidated matter.(“Lead Plaintiffs”). On November 1, 2010,March 8, 2021, Lead Plaintiffs filed a purported class action amended complaint was filed in the consolidated action against LVSC, Sheldon G. Adelson, Patrick Dumont, and William P. Weidner. The amended complaint alleges that LVSC,Robert G. Goldstein, alleging similar violations of Sections 10(b) and 20(a) of the Exchange Act over the same time period of February 27, 2016 through September 15, 2020. On March 22, 2021, the individual defendants, disseminated or approved materially false and misleading information, or failedU.S. District Court granted Lead Plaintiffs’ motion to disclose material facts, through press releases, investor conference calls and other means from August 2, 2007 through November 6, 2008. The amended complaint seeks, among other relief, class certification, compensatory damages and attorneys' fees and costs.substitute Dr. Miriam Adelson, in her capacity as the Special Administrator for the estate of Sheldon G. Adelson, for Sheldon G. Adelson as a defendant in this action. On January 10, 2011,May 7, 2021, the defendants filed a motion to dismiss the amended complaint, which, on August 24, 2011, was granted in part, and denied in part, with the dismissal of certain allegations. On November 7, 2011, the defendantscomplaint. Lead Plaintiffs filed their answer to the allegations remaining in the amended complaint. On July 11, 2012, the U.S. District Court issued an order allowing defendants' Motion for Partial Reconsideration of the U.S. District Court's order dated August 24, 2011, striking additional portions of the plaintiffs' complaint and reducing the class period to a period of February 4 to November 6, 2008. On August 7, 2012, the plaintiffs filed a purported class action second amended complaint (the "Second Amended Complaint") seeking to expand their allegations back to a time period of 2007 (having previously been cut back to 2008 by the U.S. District Court) essentially alleging very similar matters that had been previously stricken by the U.S. District Court. On October 16, 2012, the defendants filed a new motion to dismiss the Second Amended Complaint. The plaintiffs respondedopposition to the motion to dismiss on November 1, 2012,July 6, 2021, and the defendants filed their reply on November 12, 2012.August 5, 2021. On November 20, 2012,March 28, 2022, the U.S. District Court granted a stay of discovery underentered an order dismissing the Private Securities Litigation Reform Act pending a decision on the new motion to dismiss and therefore, the discovery process was suspended. On April 16, 2013, the case was reassigned to a new judge. On July 30, 2013, theamended complaint in its entirety. The U.S. District Court hearddismissed certain claims with prejudice but granted Lead Plaintiffs leave to amend the motioncomplaint with respect to dismiss and took the matter under advisement.other claims by April 18, 2022. On November 7, 2013, the judge granted in part and denied in part defendants' motions to dismiss. On December 13, 2013, the defendantsApril 8, 2022, Lead Plaintiffs filed their answer to the

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LAS VEGAS SANDS CORP. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)

SecondMotion for Reconsideration and to Extend Time to File the Amended Complaint. Discovery in the matter resumed. On January 8, 2014, plaintiffs filed a motion to expand the certified class period, which was granted byComplaint, requesting the U.S. District Court on June 15, 2015. Fact discovery closed on July 31, 2015,reconsider certain aspects of its March 28, 2022 order, and expert discovery closed on December 18, 2015. On January 22, 2016,to extend the deadline for Lead Plaintiffs to file an amended complaint. The defendants filed motions for summary judgment. Plaintiffs filed an opposition to the motions for summary judgment on March 11, 2016. Defendants filed their replies in support of summary judgmentmotion on April 8, 2016. Summary judgment in favor of the defendants was entered on January 4, 2017. The plaintiffs filed a notice of appeal on February 2, 2017, and their opening brief in support of their appeal on July 14, 2017. Defendants filed their answering briefs in opposition to the appeal on October 13, 2017. The Company intends to defend this matter vigorously.
Benyamin Kohanim v. Adelson, et al.
On March 9, 2011, Benyamin Kohanim filed a shareholder derivative action (the "Kohanim action") on behalf of the Company in the District Court against Sheldon G. Adelson, Jason N. Ader, Irwin Chafetz, Charles D. Forman, George P. Koo, Michael A. Leven, Jeffrey H. Schwartz and Irwin A. Siegel, the members of the Board of Directors at the time. The complaint alleges, among other things, breach of fiduciary duties in failing to properly implement, oversee and maintain internal controls to ensure compliance with the Foreign Corrupt Practices Act. The complaint seeks to recover for the Company unspecified damages, including restitution and disgorgement of profits, and also seeks to recover attorneys' fees, costs and related expenses for the plaintiff.22, 2022. On April 18, 2011, Ira J. Gaines, Sunshine Wire and Cable Defined Benefit Pension Plan Trust dated 1/1/92 and Peachtree Mortgage Ltd.2022, Lead Plaintiffs filed a shareholder derivative action (the "Gaines action") on behalf of the Company in the District Court against Sheldon G. Adelson, Jason N. Ader, Irwin Chafetz, Charles D. Forman, George P. Koo, Michael A. Leven, Jeffrey H. Schwartz and Irwin A. Siegel, the members of the Board of Directors at the time. The complaint raises substantially similar claims as alleged in the Kohanim action. The complaint seeks to recover for the Company unspecified damages, and also seeks to recover attorneys' fees, costs and related expenses for the plaintiffs. The Kohanim and Gaines actions have been consolidated and are reported as one consolidated matter. On July 25, 2011, the plaintiffs filed a first verifiedsecond amended consolidated complaint. The plaintiffs have twice agreed to stay the proceedings. A 120-day stay was entered by the District Court in October 2011. It was extended for another 90 days in February 2012 and expired in May 2012. The parties agreed to an extension of the May 2012 deadline that expired on October 30, 2012. The defendants filed a motion to dismiss on November 1, 2012, based on the fact that the plaintiffs have suffered no damages. On January 23, 2013, the District Court denied the motion to dismiss in part, deferred the remainder of the motion to dismiss and stayed the proceedings until July 22, 2013. The District Court granted several successive stays since that time, but lifted the stay on April 25, 2017, following an in-chambers status check. On July 20, 2017, the District Court ordered counsel of record for all parties to appear for an August 10, 2017 status check. The District Court subsequently ordered the parties to submit supplemental briefing on the pending motion to dismiss and a hearing on that motion is scheduled for November 9, 2017. This consolidated action is in a preliminary stage and management has determined that based on proceedings to date, it is currently unable to determine the probability of the outcome of this matter or the range of reasonably possible loss, if any. The Company intends to defend this matter vigorously.
Nasser Moradi, et al.Turesky v. Sheldon G. Adelson, et al.
On April 1, 2011, Nasser Moradi, Richard Buckman, Douglas Tomlinson and Matt AbbedutoDecember 28, 2020, Andrew Turesky filed a putative shareholder derivative action (the "Moradi action"), as amended on April 15, 2011, on behalf of the Company in the U.S. District Court, against Sheldon G. Adelson, Jason N. Ader,Patrick Dumont, Robert G. Goldstein, Irwin Chafetz, Micheline Chau, Charles D. Forman, Steven L. Gerard, George P. Koo, MichaelJamieson, Charles A. Leven, Jeffrey H. SchwartzKoppelman, Lewis Kramer and Irwin A. Siegel, the membersDavid F. Levi, all of whom are current or former directors and/or officers of LVSC. The complaint asserts claims for breach of fiduciary duty, unjust enrichment, waste of corporate assets, abuse of control, gross mismanagement, violations of Sections 10(b), 14(a) and 20(a) of the Board of Directors at the time. The complaint raises substantially similar claims as alleged in the KohanimExchange Act and Gaines actions. The complaint seeks to recover for the Company unspecified damages, including exemplary damagescontribution under Sections 10(b) and restitution, and also seeks to recover attorneys' fees, costs and related expenses for the plaintiffs. On April 18, 2011, the Louisiana Municipal Police Employees Retirement System filed a shareholder derivative action (the "LAMPERS action") on behalf21D of the Company inExchange Act. On February 24, 2021, the U.S. District Court against Sheldon G. Adelson, Jason N. Ader, Irwin Chafetz, Charles D. Forman, George P. Koo, Michael A. Leven, Jeffrey H. Schwartz and Irwin A. Siegel,entered an order granting the membersparties’ stipulation to stay this action in light of the Board of Directors atDaniels Family 2001 Revocable Trust putative securities class action (the “Securities Action”). Subject to the time, and Wing T. Chao, a former memberterms of the Boardparties’ stipulation, this action is stayed until 30 days after the final resolution of Directors. The complaint raises substantially similar claims as alleged in the Kohanim, Moradi and Gaines actions. The complaint seeks to recover for the Company unspecified damages,

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)

and also seeks to recover attorneys' fees, costs and related expenses for the plaintiff. On April 22, 2011, John Zaremba filed a shareholder derivative action (the "Zaremba action") on behalf of the Company in the U.S. District Court, against Sheldon G. Adelson, Jason N. Ader, Irwin Chafetz, Charles D. Forman, George P. Koo, Michael A. Leven, Jeffrey H. Schwartz and Irwin A. Siegel, the members of the Board of Directors at the time, and Wing T. Chao, a former member of the Board of Directors. The complaint raises substantially similar claims as alleged in the Kohanim, Moradi, Gaines and LAMPERS actions. The complaint seeks to recover for the Company unspecified damages, including restitution, disgorgement of profits and injunctive relief, and also seeks to recover attorneys' fees, costs and related expenses for the plaintiff. On August 25, 2011, the U.S. District Court consolidated the Moradi, LAMPERS and Zaremba actions and such actions are reported as one consolidated matter. On November 17, 2011, the defendants filed a motion to dismiss or alternatively to stayin the federal action due to the parallel District Court action described above.Securities Action. On May 25, 2012, the case was transferred to a new judge. On August 27, 2012,March 11, 2021, the U.S. District Court granted the plaintiff’s motion to stay pending a further update ofsubstitute Dr. Miriam Adelson, in her capacity as the Special Litigation Committee due on October 30, 2012. On October 30, 2012,Administrator for the defendants filed the update asking the judge to determine whether to continue the stay until January 31, 2013, or to address motions to dismiss. On November 7, 2012, the U.S. District Court denied defendants requestestate of Sheldon G. Adelson, for an extension of the stay but asked the parties to brief the motion to dismiss. On November 21, 2012, defendants filed their motion to dismiss. On December 21, 2012, plaintiffs filed their opposition and on January 18, 2013, defendants filed their reply. On May 31, 2013, the case was reassigned toSheldon G. Adelson as a new judge. On April 11, 2014, the judge denied the motion to dismiss without prejudice and ordered the case stayed pending the outcome of the District Court actiondefendant in Kohanim described above. Pursuant to a series of court orders, the parties have filed a number of status reports during the pendency of the stay, including most recently on June 16, 2017.This consolidatedthis action. This action is in a preliminary stage and management has determined that based on proceedings to date, it is currently unable to determine the probability of the outcome of this matter or the range of reasonably possible loss, if any. The Company intends to defend this matter vigorously.
Asian American Entertainment Corporation, Limited v.
Note 11 — Segment Information
The Company’s principal operating and developmental activities occur in two geographic areas: Macao and Singapore. The Company reviews the results of operations and construction and development activities for each of its operating segments: The Venetian Macau Limited, et al.
On January 19, 2012, Asian American Entertainment Corporation, Limited ("AAEC") filed a claim (the "Macao action") withMacao; The Londoner Macao; The Parisian Macao; The Plaza Macao and Four Seasons Macao; Sands Macao; and Marina Bay Sands. The Company has included Ferry Operations and Other (comprised primarily of the Macao Judicial Court (Tribunal Judicial de Base) against VML, LVS (Nevada) International Holdings, Inc. ("LVS (Nevada)"),Company’s ferry operations and various other operations that are ancillary to its properties in Macao) and Corporate and Other to reconcile to the condensed consolidated results of operations and financial condition. The operations that comprised the Company’s former Las Vegas Sands, LLC ("LVSLLC")Operating Properties reportable business segment were classified as a discontinued operation and VCR (collectively, the "Defendants"). The claim is for 3.0 billion patacas (approximately $373 million at exchange rates in effect on September 30, 2017) as compensation for damages resulting from the alleged breach of agreements entered into between AAEC and LVS (Nevada), LVSLLC and VCR (collectively, the "U.S. Defendants") for their joint presentation of a bid in response to the public tender held by the Macao governmentinformation below for the award of gaming concessions at the end of 2001. On July 4, 2012, the Defendants filed their defense to the Macao action with the Macao Judicial Court. AAEC then filed a reply that included several amendments to the original claim, although the amount of the claim was not amended. On January 4, 2013, the Defendants filed an amended defense to the amended claim with the Macao Judicial Court. On September 23, 2013, the U.S. Defendants filed a motion with the Macao Second Instance Court, seeking recognitionthree months ended March 31, 2022 and enforcement of the U.S. Court of Appeals ruling in the Prior Action, referred to below, given on April 10, 2009, which partially dismissed AAEC's claims against the U.S. Defendants.
On March 24, 2014, the Macao Judicial Court issued a Decision (Despacho Seneador) holding that AAEC's claim against VML is unfounded and that VML be removed as a party to the proceedings, and that the claim should proceed exclusively against the U.S. Defendants. On May 8, 2014, AAEC lodged an appeal against that decision. The Macao Judicial Court further held that the existence of the pending application for recognition and enforcement of the U.S. Court of Appeals ruling before the Macao Second Instance Court did not justify a stay of the proceedings against the U.S. Defendants at the present time, although in principle an application for a stay of the proceedings against the U.S. Defendants could be reviewed after the Macao Second Instance Court had issued its decision. On June 25, 2014, the Macao Second Instance Court delivered a decision, which gave formal recognition to and allowed enforcement in Macao of the judgment of the U.S. Court of Appeals, dismissing AAEC's claims against the U.S. Defendants.
AAEC appealed against the recognition decision to the Macao Court of Final Appeal, which, on May 6, 2015, dismissed the appeal and held the U.S. judgment to be final and have preclusive effect. The Macao Court of Final Appeal's decision became final on May 21, 2015. On June 5, 2015, the U.S. Defendants applied to the Macao Judicial

2021, excludes these results.
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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)

The Company’s segment information as of March 31, 2022 and December 31, 2021, and for the three months ended March 31, 2022 and 2021 is as follows:
Court to dismiss the claims against them as res judicata. AAEC filed its response to that application on June 30, 2015. The U.S. Defendants filed their reply on July 23, 2015. On September 14, 2015, the Macao Judicial Court admitted two further legal opinions from Portuguese
CasinoRoomsFood and BeverageMallConvention, Retail and OtherNet Revenues
(In millions)
Three Months Ended March 31, 2022
Macao:
The Venetian Macao$157 $16 $6 $44 $4 $227 
The Londoner Macao79 19 8 14 1 121 
The Parisian Macao51 11 3 8 1 74 
The Plaza Macao and Four Seasons Macao55 9 4 34 — 102 
Sands Macao17 2 1 — — 20 
Ferry Operations and Other— — — — 7 7 
359 57 22 100 13 551 
Marina Bay Sands268 38 31 49 13 399 
Intercompany royalties— — — — 22 22 
Intercompany eliminations(1)
— — — — (29)(29)
Total net revenues$627 $95 $53 $149 $19 $943 
Three Months Ended March 31, 2021
Macao:
The Venetian Macao$266 $19 $6 $46 $3 $340 
The Londoner Macao91 19 7 14 6 137 
The Parisian Macao59 12 5 10 1 87 
The Plaza Macao and Four Seasons Macao115 11 4 39 1 170 
Sands Macao31 3 1 — — 35 
Ferry Operations and Other— — — — 8 8 
562 64 23 109 19 777 
Marina Bay Sands303 32 33 47 11 426 
Intercompany royalties— — — — 25 25 
Intercompany eliminations(1)
— — — — (32)(32)
Total net revenues$865 $96 $56 $156 $23 $1,196 
____________________
(1)Intercompany eliminations include royalties and U.S. law experts. On March 16, 2016, the Macao Judicial Court dismissed the defense of res judicata. An appeal against that decision was lodged on April 7, 2016, together with a request that the appeal be heard immediately. By a decision dated April 13, 2016, the Macao Judicial Court accepted that the appeal be heard immediately. Legal arguments were submitted May 23, 2016. AAEC replied to the legal arguments on or about July 14, 2016, which was three days late, upon payment of a penalty. The U.S. Defendants submitted a response on September 20, 2016. On December 13, 2016, the Macao Judicial Court confirmed its earlier decision not to stay the proceedings pending appeal. As of the end of December 2016, all appeals (including VML's dismissal and the res judicata appeals) were being transferred to the Macao Second Instance Court. On May 11, 2017, the Macao Second Instance Court notified the parties of its decision of refusal to deal with the appeals at the present time. The Macao Second Instance Court ordered that the court file be transferred back to the Macao Judicial Court. Evidence gathering by the Macao Judicial Court has commenced by letters rogatory. On June 30, 2017, the Macao Judicial Court sent letters rogatory to the Public Prosecutor's office, for onward transmission to relevant authorities in the U.S. and Hong Kong.other intercompany services.
On March 25, 2015, application was made by the U.S. Defendants to the Macao Judicial Court to revoke the legal aid granted to AAEC, accompanied by a request for evidence taking from AAEC, relating to the fees and expenses that they incurred and paid in the U.S. subsequent action referred to below. The Macao Public Prosecutor has opposed the action on the ground of lack of evidence that AAEC's financial position has improved. No decision has been issued in respect to that application up to the present time. A complaint against AAEC's Macao lawyer arising from certain conduct in relation to recent U.S. proceedings was submitted to the Macao Lawyer's Association on October 19, 2015. A letter dated February 26, 2016, has been received from the Conselho Superior de Advocacia of the Macao Bar Association advising that disciplinary proceedings have commenced. A further letter dated April 5, 2016, was received from the Conselho Superior de Advocacia requesting confirmation that the signatories of the complaint were acting within their corporate authority. By a letter dated April 14, 2016, such confirmation has been provided. On September 28, 2016, the Conselho Superior de Advocacia invited comments on the defense, which had been lodged by AAEC's Macao lawyer.
On July 9, 2014, the plaintiff filed another action in the U.S. District Court against LVSC, LVSLLC, VCR (collectively, the "LVSC entities"), Sheldon G. Adelson, William P. Weidner, David Friedman and Does 1-50 for declaratory judgment, equitable accounting, misappropriation of trade secrets, breach of confidence and conversion based on a theory of copyright law. The claim is for $5.0 billion. On November 4, 2014, plaintiff finally effected notice on the LVSC entities, which was followed by a motion to dismiss by the LVSC entities on November 10, 2014. Plaintiff failed to timely respond and on December 2, 2014, the LVSC entities moved for immediate dismissal and sanctions against plaintiff and his counsel for bringing a frivolous lawsuit. On December 19, 2014, plaintiff filed an incomplete and untimely response, which was followed by plaintiff's December 27, 2014 notice of withdrawal of the lawsuit and the LVSC entities' December 29, 2014, reply in favor of sanctions and dismissal with prejudice. On August 31, 2015, the judge dismissed the U.S. action and the LVSC entities' sanctions motion. The Macao action is in a preliminary stage and management has determined that based on proceedings to date, it is currently unable to determine the probability of the outcome of this matter or the range of reasonably possible loss, if any. The Company intends to defend this matter vigorously.
As previously disclosed by the Company, on February 5, 2007, AAEC brought a similar claim (the "Prior Action") in the U.S. District Court, against LVSI (now known as LVSLLC), VCR and Venetian Venture Development, LLC, which are subsidiaries of the Company, and William P. Weidner and David Friedman, who are former executives of the Company. The U.S. District Court entered an order on April 16, 2010, dismissing the Prior Action. On April 20, 2012, LVSLLC, VCR and LVS (Nevada) filed an injunctive action (the "Nevada Action") against AAEC in the U.S. District Court seeking to enjoin AAEC from proceeding with the Macao Action based on AAEC's filing, and the U.S. District Court's dismissal, of the Prior Action. On June 14, 2012, the U.S. District Court issued an order that denied the motions requesting the Nevada Action, thereby effectively dismissing the Nevada Action.


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LAS VEGAS SANDS CORP. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)

Three Months Ended
March 31,
20222021
(In millions)
Intersegment Revenues
Macao:
The Venetian Macao$2 $1 
Ferry Operations and Other5 5 
7 6 
Marina Bay Sands— 1 
Intercompany royalties22 25 
Total intersegment revenues$29 $32 
Note 7 — Segment Information
The Company's principal operating
Three Months Ended
March 31,
20222021
(In millions)
Adjusted Property EBITDA
Macao:
The Venetian Macao$19 $82 
The Londoner Macao(33)(23)
The Parisian Macao(11)(8)
The Plaza Macao and Four Seasons Macao32 70 
Sands Macao(17)(18)
Ferry Operations and Other(1)(3)
(11)100 
Marina Bay Sands121 144 
Consolidated adjusted property EBITDA(1)
110 244 
Other Operating Costs and Expenses
Stock-based compensation(2)
(5)(5)
Corporate(59)(49)
Pre-opening(4)(5)
Development(60)(9)
Depreciation and amortization(264)(255)
Amortization of leasehold interests in land(14)(14)
Loss on disposal or impairment of assets(6)(3)
Operating loss(302)(96)
Other Non-Operating Costs and Expenses
Interest income4 1 
Interest expense, net of amounts capitalized(156)(154)
Other expense(22)(17)
Income tax expense(2)(14)
Net loss from continuing operations$(478)$(280)
____________________
(1)Consolidated adjusted property EBITDA, which is a non-GAAP financial measure, is net income (loss) from continuing operations before stock-based compensation expense, corporate expense, pre-opening expense, development expense, depreciation and developmental activities occuramortization, amortization of leasehold interests in three geographic areas: Macao, Singaporeland, gain or loss on disposal or impairment of assets, interest, other income or expense, gain or loss on modification or early retirement of debt and the U.S. The Company reviews the results of operations for each of its operating segments: The Venetian Macao; Sands Cotai Central; The Parisian Macao, which opened in September 2016; The Plaza Macao and Four Seasons Hotel Macao; Sands Macao; Marina Bay Sands; Las Vegas Operating Properties; and Sands Bethlehem. The Company also reviews construction and development activities for each of its primary projects under development, in addition to its reportable segments noted above, which include the renovation, expansion and rebranding of Sands Cotai Central and the Four Seasons Macao Hotel Tower Suites in Macao, and our Las Vegas Condo Tower (which construction currently is suspended) in the United States. The Company has included Ferry Operations and Other (comprised primarily of the Company's ferry operations and various other operations that are ancillary to its properties in Macao) to reconcile to condensed consolidated results of operations and financial condition. The Company has included Corporate and Other (which includes the Las Vegas Condo Tower and corporate activities of the Company) to reconcile to condensed consolidated financial condition. The Company's segment information as of September 30, 2017 and December 31, 2016, and for the three and nine months ended September 30, 2017 and 2016, is as follows:income taxes.
25
 Three Months Ended 
 September 30,		 Nine Months Ended 
 September 30,
 2017 2016 2017 2016
 (In millions)
Net Revenues       
Macao:       
The Venetian Macao$718
 $773
 $2,146
 $2,188
Sands Cotai Central474
 518
 1,386
 1,521
The Parisian Macao418
 69
 1,097
 69
The Plaza Macao and Four Seasons Hotel Macao147
 161
 427
 434
Sands Macao143
 167
 486
 527
Ferry Operations and Other44
 46
 130
 126
 1,944
 1,734
 5,672
 4,865
Marina Bay Sands793
 762
 2,329
 2,076
United States:       
Las Vegas Operating Properties378
 384
 1,196
 1,125
Sands Bethlehem148
 147
 437
 432
 526
 531
 1,633
 1,557
Intersegment eliminations(64) (58) (188) (163)
Total net revenues$3,199
 $2,969
 $9,446
 $8,335

 Three Months Ended 
 September 30,		 Nine Months Ended 
 September 30,
 2017 2016 2017 2016
 (In millions)
Intersegment Revenues       
Macao:       
The Venetian Macao$1
 $2
 $4
 $5
Ferry Operations and Other10
 10
 30
 29
 11
 12
 34
 34
Marina Bay Sands2
 2
 6
 6
Las Vegas Operating Properties51
 44
 148
 123
Total intersegment revenues$64
 $58
 $188
 $163


21






LAS VEGAS SANDS CORP. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)

 Three Months Ended 
 September 30,		 Nine Months Ended 
 September 30,
 2017 2016 2017 2016
 (In millions)
Adjusted Property EBITDA       
Macao:       
The Venetian Macao$263
 $315
 $808
 $827
Sands Cotai Central155
 176
 431
 484
The Parisian Macao135
 19
 323
 19
The Plaza Macao and Four Seasons Hotel Macao52
 62
 162
 154
Sands Macao41
 46
 134
 125
Ferry Operations and Other6
 10
 18
 25
 652
 628
 1,876
 1,634
Marina Bay Sands442
 391
 1,299
 1,023
United States:       
Las Vegas Operating Properties76
 86
 277
 245
Sands Bethlehem40
 37
 113
 113
 116
 123
 390
 358
Consolidated adjusted property EBITDA(1)
1,210
 1,142
 3,565
 3,015
Other Operating Costs and Expenses       
Stock-based compensation(4) (2) (11) (12)
Corporate(51) (39) (136) (208)
Pre-opening(1) (86) (7) (128)
Development(3) (3) (8) (7)
Depreciation and amortization(265) (277) (913) (792)
Amortization of leasehold interests in land(9) (10) (28) (29)
Loss on disposal or impairment of assets(21) (5) (27) (15)
Operating income856
 720
 2,435
 1,824
Other Non-Operating Costs and Expenses       
Interest income4
 2
 11
 6
Interest expense, net of amounts capitalized(83) (65) (240) (198)
Other income (expense)(19) 21
 (80) (33)
Loss on modification or early retirement of debt—
 (3) (5) (3)
Income tax expense(73) (69) (220) (187)
Net income$685
 $606
 $1,901
 $1,409
____________________
(1)Consolidated adjusted property EBITDA, which is a non-GAAP financial measure, is net income before stock-based compensation expense, corporate expense, pre-opening expense, development expense, depreciation and amortization, amortization of leasehold interests in land, gain or loss on disposal or impairment of assets, interest, other income or expense, gain or loss on modification or early retirement of debt and income taxes. Consolidated adjusted property EBITDA is a supplemental non-GAAP financial measure used by management, as well as industry analysts, to evaluate operations and operating performance. In particular, management utilizes consolidated adjusted property EBITDA to compare the operating profitability of its operations with those of its competitors, as well as a basis for determining certain incentive compensation. Integrated resort companies have historically reported adjusted property EBITDA as a supplemental performance measure to GAAP financial measures. In order to view the operations of their properties on a more stand-alone basis, integrated resort companies, including Las Vegas Sands Corp., have historically excluded certain expenses that do not relate to the management of specific properties, such as pre-opening expense, development expense and corporate expense, from their adjusted property EBITDA calculations. Consolidated adjusted property EBITDA should not be interpreted as an alternative to income from operations (as an indicator of operating performance) or to cash flows from operations (as a measure of liquidity), in each case, as determined in accordance with GAAP. The Company has significant uses of cash flow, including capital expenditures, dividend payments, interest payments and debt principal repayments, which are not reflected in consolidated adjusted property EBITDA.

22





LAS VEGAS SANDS CORP. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)

Consolidated adjusted property EBITDA is a supplemental non-GAAP financial measure used by management, as well as industry analysts, to evaluate operations and operating performance. In particular, management utilizes consolidated adjusted property EBITDA to compare the operating profitability of its operations with those of its competitors, as well as a basis for determining certain incentive compensation. Integrated Resort companies have historically reported adjusted property EBITDA as a supplemental performance measure to GAAP financial measures. In order to view the operations of their properties on a more stand-alone basis, Integrated Resort companies, including Las Vegas Sands Corp., have historically excluded certain expenses that do not relate to the management of specific properties, such as pre-opening expense, development expense and corporate expense, from their adjusted property EBITDA calculations. Consolidated adjusted property EBITDA should not be interpreted as an alternative to income from operations (as an indicator of operating performance) or to cash flows from operations (as a measure of liquidity), in each case, as determined in accordance with GAAP. The Company has significant uses of cash flow, including capital expenditures, dividend payments, interest payments, debt principal repayments and income taxes, which are not reflected in consolidated adjusted property EBITDA. Not all companies calculate adjusted property EBITDA in the same manner. As a result, consolidated adjusted property EBITDA as presented by the Company may not be directly comparable to similarly titled measures presented by other companies.
(2)During the three months ended March 31, 2022 and 2021, the Company recorded stock-based compensation expense of $14 million and $7 million, respectively, of which $9 million and $2 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations.
Three Months Ended
March 31,
20222021
(In millions)
Capital Expenditures
Corporate and Other$3 $— 
Macao:
The Venetian Macao14 22 
The Londoner Macao67 238 
The Parisian Macao— 1 
The Plaza Macao and Four Seasons Macao2 5 
Sands Macao1 2 
84 268 
Marina Bay Sands50 23 
Total capital expenditures$137 $291 
March 31,
2022		December 31,
2021
(In millions)
Total Assets
Corporate and Other$7,257 $1,357 
Macao:
The Venetian Macao1,935 2,087 
The Londoner Macao4,410 4,494 
The Parisian Macao1,907 1,962 
The Plaza Macao and Four Seasons Macao1,073 1,145 
Sands Macao225 253 
Ferry Operations and Other142 132 
9,692 10,073 
Marina Bay Sands5,298 5,326 
Total assets$22,247 $16,756 
26

 Nine Months Ended 
 September 30,
 2017 2016
 (In millions)
Capital Expenditures   
Corporate and Other$5
 $6
Macao:   
The Venetian Macao113
 50
Sands Cotai Central58
 97
The Parisian Macao149
 798
The Plaza Macao and Four Seasons Hotel Macao19
 9
Sands Macao6
 13
Ferry Operations and Other4
 3
 349
 970
Marina Bay Sands137
 50
United States:   
Las Vegas Operating Properties86
 57
Sands Bethlehem15
 20
 101
 77
Total capital expenditures$592
 $1,103
 September 30,
2017		 December 31,
2016
 (In millions)
Total Assets   
Corporate and Other$463
 $465
Macao:   
The Venetian Macao2,173
 2,642
Sands Cotai Central3,722
 4,152
The Parisian Macao2,523
 2,711
The Plaza Macao and Four Seasons Hotel Macao928
 966
Sands Macao300
 316
Ferry Operations and Other271
 281
 9,917
 11,068
Marina Bay Sands4,988
 5,031
United States:   
Las Vegas Operating Properties3,749
 3,214
Sands Bethlehem691
 691
 4,440
 3,905
Total assets$19,808
 $20,469

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LAS VEGAS SANDS CORP. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
(UNAUDITED)

 September 30,
2017		 December 31,
2016
 (In millions)
Total Long-Lived Assets(1)
   
Corporate and Other$251
 $264
Macao:   
The Venetian Macao1,705
 1,726
Sands Cotai Central3,532
 3,720
The Parisian Macao2,400
 2,572
The Plaza Macao and Four Seasons Hotel Macao859
 874
Sands Macao225
 245
Ferry Operations and Other149
 157
 8,870
 9,294
Marina Bay Sands4,294
 4,192
United States:   
Las Vegas Operating Properties2,773
 2,815
Sands Bethlehem544
 548
 3,317
 3,363
Total long-lived assets$16,732
 $17,113
 ____________________
(1)Long-lived assets include property and equipment, net of accumulated depreciation and amortization, and leasehold interests in land, net of accumulated amortization.



LAS VEGAS SANDS CORP. AND SUBSIDIARIES
ITEM 2 — MANAGEMENT'SMANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion should be read in conjunction with, and is qualified in its entirety by, the condensed consolidated financial statements and the notes thereto, and other financial information included in this Form 10-Q. Certain statements in this "Management's“Management’s Discussion and Analysis of Financial Condition and Results of Operations"Operations” are forward-looking statements. See "—Special“Special Note Regarding Forward-Looking Statements."”
Operations
Generally, weWe view each of our integrated resortIntegrated Resort properties as an operating segment. Our operating segments in the Macao Special Administrative Region ("Macao") of the People's Republic of China consist of The Venetian Macao; Sands Cotai Central;The Londoner Macao; The Parisian Macao, which opened on September 13, 2016;Macao; The Plaza Macao and Four Seasons Hotel Macao; and the Sands Macao. Our operating segment in Singapore is the Marina Bay Sands. Our operating segments in
On February 23, 2022, we closed the U.S. consistsale of theour Las Vegas Operating Properties, which includesreal property and operations including The Venetian Resort Las Vegas The Palazzo and the Sands Expo Center;and Convention Center (the “Las Vegas Operations”). At closing, we received approximately $5.05 billion in cash proceeds, before transaction costs and working capital adjustments of $80 million, and recognized a gain on disposal of $3.61 billion, before income tax expense of $750 million, during the three months ended March 31, 2022.
COVID-19 Pandemic Update
In early January 2020, an outbreak of a respiratory illness caused by a novel coronavirus (“COVID-19”) was identified and the disease has since spread rapidly across the world causing the World Health Organization to declare the outbreak of a pandemic on March 12, 2020 (the “COVID-19 Pandemic”). Governments around the world mandated actions to contain the spread of the virus that included stay-at-home orders, quarantines, capacity limits, closures of non-essential businesses and significant restrictions on travel. The government actions varied based upon a number of factors, including the extent and severity of the COVID-19 Pandemic within their respective countries and jurisdictions.
Visitation to the Macao Special Administrative Region (“Macao”) of the People’s Republic of China (“China”) has remained substantially below pre-COVID-19 levels as a result of various government policies limiting or discouraging travel. During February 2022, vaccination requirements for arrivals from certain destinations were tightened. As of the date of this report, other than people from mainland China who in general may enter Macao without quarantine subject to them holding the appropriate travel documents, a negative COVID-19 test result issued within a specified time period and a green health-code, there remains in place a complete ban on entry or a need to undergo various quarantine requirements depending on the person’s residency and recent travel history.Our operations in Macao will continue to be impacted and subject to changes in the government policies of Macao, China, Hong Kong and other jurisdictions in Asia addressing travel and public health measures associated with COVID-19.
Various health safeguards implemented by the Macao government remain in place, including mandatory mask protection, limitation on the number of seats per table game, slot machine spacing and temperature checks. Management is currently unable to determine when the remaining measures will be eased or cease to be necessary.
As of the date of this report, most businesses are allowed to remain open, subject to social distancing and health code checking requirements as designated by the Macao government. In January 2022, the Macao government commenced the roll out of a non-mandatory contact tracing QR code function at a range of businesses including government buildings, restaurants, hotels and other public venues.
As with prior periods, in support of the Macao government’s initiatives to fight the COVID-19 Pandemic, we provided one tower at the Sheraton Grand Macao to the Macao government to house individuals who returned to Macao for quarantine purposes at various times.
Our Macao gaming operations remained open during the three months ended March 31, 2022. Guest visitation to the properties, however, has been adversely affected during the three months ended March 31, 2022 due to outbreaks in Hong Kong in late January and early February 2022 and in Guangdong province in March 2022,
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resulting in tighter travel restrictions. Operating hours at restaurants across our Macao properties are continuously being adjusted in line with fluctuations in guest visitation. The majority of retail outlets in our various shopping malls are open with reduced operating hours. The timing and manner in which these areas will return to full operation are currently unknown.
Our ferry operations between Macao and Hong Kong remain suspended. The timing and manner in which our ferry operations will be able to resume are currently unknown.
Our Macao operations have been significantly impacted by the reduced visitation to Macao. The Macao government announced total visitation from mainland China to Macao increased approximately 9.9% and decreased 76.9% during the three months ended March 31, 2022, as compared to the same period in 2021 and 2019 (pre-pandemic), respectively. The Macao government also announced gross gaming revenue decreased approximately 24.8% and 76.7% during the three months ended March 31, 2022, as compared to the same period in 2021 and 2019, respectively.
In Singapore, Vaccinated Travel Lanes (“VTLs”) were introduced for a number of key source markets in November and December of 2021 for vaccinated visitors with a negative COVID-19 test. Due to the emergence of the Omicron variant, however, new ticket sales for the VTLs were suspended on December 23, 2021 through January 20, 2022. The VTL program was terminated on March 31, 2022, and the Vaccination Travel Framework (“VTF”) was launched on April 1, 2022, to facilitate the resumption of travel for all travelers, including short-term visitors. Under the VTF, all fully vaccinated travelers and non-fully vaccinated children aged 12 and below are permitted to enter Singapore, without entry approvals or taking VTL transport. Operations at Marina Bay Sands Bethlehem.will continue to be impacted and subject to changes in the government policies of Singapore and other jurisdictions in Asia addressing travel and public health measures associated with COVID-19.
Under the VTF program, all countries or regions will be classified under a “general travel” or “restricted” category, and individual travelers will be assigned border measures based on their vaccination status. This allows all fully vaccinated travelers from any country or region to enter Singapore quarantine-free, as long as they have not visited any countries or regions listed as a restricted category in the past seven days. There are currently no countries or regions on the restricted category list; however, this government policy may be adjusted in line with any developments to the local and global COVID-19 situation.
Visitation to Marina Bay Sands continues to be impacted by the effects of the COVID-19 Pandemic. The Singapore Tourism Board (“STB”) announced for the three months ended March 31, 2022, total visitation to Singapore increased from approximately 69,000 to 246,000, or 258.2%, as compared to the same period in 2021, while visitation decreased 94.8%, when compared to the same period in 2019.
At our Macao properties and Marina Bay Sands, we are adhering to social distancing requirements, which include reduced seating at table games and a decreased number of active slot machines on the casino floor compared to pre-COVID-19 levels. Additionally, there is uncertainty whether the impact of the COVID-19 Pandemic on operations will continue in future periods. If our Integrated Resorts are not permitted to resume normal operations, travel restrictions such as those related to inbound travel from other countries are not modified or eliminated, there is a resumption of the suspension of the China Individual Visit Scheme, or the global response to contain the COVID-19 Pandemic escalates or is unsuccessful, our operations, cash flows and financial condition will be further materially impacted.
While our Macao and Singapore properties were open and operating at reduced levels due to lower visitation and required safety measures in place as described above during the three months ended March 31, 2022, the current economic and regulatory environment on a global basis and in each of our jurisdictions continues to evolve. We cannot predict the manner in which governments will react as the global and regional impact of the COVID-19 Pandemic changes over time, which could significantly alter our current operations.
We have a strong balance sheet and sufficient liquidity in place, including total cash and cash equivalents balance, excluding restricted cash and cash equivalents, of $6.43 billion and access to $1.50 billion, $1.54 billionand $438 million of available borrowing capacity from our LVSC Revolving Facility, 2018 SCL Revolving Facility and 2012 Singapore Revolving Facility, respectively, as of March 31, 2022. We believe we are able to support continuing operations, complete the major construction projects that are underway and respond to the current COVID-19 Pandemic challenges. We have taken various mitigating measures to manage through the current
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environment, including a cost and capital expenditure reduction program to minimize cash outflow for non-essential items.
Macao Subconcession
Gaming in Macao is administered by the government through concession agreements awarded to three different concessionaires and three subconcessionaires, of which Venetian Macau Limited (“VML,” a subsidiary of Sands China Ltd.) is one. These concession agreements expire on June 26, 2022. If VML’s subconcession is not extended or renewed, VML may be prohibited from conducting gaming operations in Macao, and VML could cease to generate revenues from the gaming operations when the subconcession agreement expires on June 26, 2022. In addition, all of VML’s casino premises and gaming-related equipment could be automatically transferred to the Macao government without any compensation to VML.
On January 18, 2022, the Macao Legislative Assembly published a draft bill entitled Amendment to Law No. 16/2001 to amend Macao’s gaming law (the “Gaming Law”). Certain changes to the Gaming Law set out in the draft bill include a reduction in the term of future gaming concessions to ten (10) years; authorization of up to six (6) gaming concession contracts; an increase in the minimum capital contribution of concessionaires to 5 billion patacas (approximately $620 million at exchange rates in effect on March 31, 2022); an increase in the percentage of the share capital of the concessionaire that must be held by the local managing director to 15%; a requirement that casinos be located in real estate owned by the concessionaire; and a prohibition of revenue sharing arrangements between gaming promoters and concessionaires.
On March 3, 2022, the Macao government announced its intention to extend the term of Macao’s six concession and subconcession contracts from June 26, 2022 until December 31, 2022 in order to ensure sufficient time to complete the amendment to the Gaming Law and conduct a public tender for the awarding of new gaming concessions. The Macao government invited VML to submit a formal request for an extension along with a commitment to pay the Macao government up to 47 million patacas (approximately $6 million at exchange rates in effect on March 31, 2022) and provide a bank guarantee to secure the fulfillment of VML’s payment obligations towards its employees should VML be unsuccessful in tendering for a new concession contract after its subconcession expires. VML submitted its request for an extension on March 14, 2022. The extension of VML’s subconcession is subject to approval by the Macao government as well as entering into a subconcession amendment contract with Galaxy Casino Company Limited.
We are actively monitoring developments with respect to the Macao government’s Gaming Law amendment and concession renewal process and we continue to believe we will be successful in extending the term of our subconcession and/or obtaining a new gaming concession when our current subconcession expires; however, it is possible the Macao government could further change or interpret the associated gaming laws in a manner that could negatively impact us.
Under our Sands China Ltd. (“SCL”) senior notes indentures (as defined below), upon the occurrence of any event resulting from any change in the Gaming Law (as defined in the indentures) or any action by the gaming authority after which none of SCL or any of its subsidiaries own or manage casino or gaming areas or operate casino games of fortune and chance in Macao in substantially the same manner as they were owning or managing casino or gaming areas or operating casino games as at the issue date of the senior notes, for a period of 30 consecutive days or more, and such event has a material adverse effect on the financial condition, business, properties or results of operations of SCL and its subsidiaries, taken as a whole, each holder of the SCL senior notes would have the right to require us to repurchase all or any part of such holder’s SCL senior notes at par, plus any accrued and unpaid interest (the “Investor Put Option”).
Additionally, under the 2018 SCL Credit Facility, the events that trigger an Investor Put Option under the SCL senior notes (as described above) would be an event of default, which may result in commitments being immediately cancelled, in whole or in part, and the related outstanding balances and accrued interest, if any, becoming immediately due and payable.
The subconcession not being extended or renewed and the potential impact if holders of the notes and the agent have the ability to, and make the election to, accelerate the repayment of our debt would have a material adverse effect on our business, financial condition, results of operations and cash flows. We intend to follow the process for a concession renewal once the process and requirements are announced by the Macao government.
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Marina Bay Sands Gaming License
In April 2022, we paid 72 million Singapore dollars ("SGD," approximately $53 million at exchange rates in effect at the time of the transaction) to the Singapore Casino Regulatory Authority as part of the process to renew its gaming license at Marina Bay Sands, which will now expire in April 2025.
Critical Accounting Policies and Estimates
The preparation of our condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires our management to make estimates and judgments that affect the reported amounts of assets and liabilities, revenues and expenses, and related disclosures of contingent assets and liabilities. These estimates and judgments are based on historical information, information currently available to us and on various other assumptions management believes to be reasonable under the circumstances. Actual results could vary from those estimates and we may change our estimates and assumptions in future evaluations. Changes in these estimates and assumptions may have a material effect on our financial condition and results of operations. We believe these critical accounting policies affect our more significant judgments and estimates used in the preparation of our condensed consolidated financial statements. For a discussion of our significant accounting policies and estimates, please refer to "Management's“Management’s Discussion and Analysis of Financial Condition and Results of Operations"Operations” presented in our 20162021 Annual Report on Form 10-K filed on February 24, 2017.4, 2022.
With the exception of the change in the useful lives of certain property and equipment (see "Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 2 — Property and Equipment, Net"), thereThere were no newly identified significant accounting estimates during the ninethree months ended September 30, 2017,March 31, 2022, nor were there any material changes to the critical accounting policies and estimates discussed in our 20162021 Annual Report.
Recent Accounting Pronouncements
See related disclosure at "Item“Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 1 — Organization and Business of Company — Recent Accounting Pronouncements."”
Summary Financial Results
The following table summarizes our results of operations:
  Three Months Ended September 30, Nine Months Ended September 30,
  2017 2016 
Percent
Change
 2017 2016 
Percent
Change
  (Dollars in millions)
Net revenues $3,199
 $2,969
 7.7% $9,446
 $8,335
 13.3%
Operating expenses 2,343
 2,249
 4.2% 7,011
 6,511
 7.7%
Operating income 856
 720
 18.9% 2,435
 1,824
 33.5%
Income before income taxes 758
 675
 12.3% 2,121
 1,596
 32.9%
Net income 685
 606
 13.0% 1,901
 1,409
 34.9%
Net income attributable to Las Vegas Sands Corp. 570
 513
 11.1% 1,595
 1,161
 37.4%


The increase in operating income was due to The Parisian Macao, which opened in September 2016, stronger results at Marina Bay Sands in Singapore and the impact of the change in useful lives of certain property and equipment. The increase in net income and net income attributable to Las Vegas Sands Corp. reflected the increase in operating income, partially offset by increases in net income attributable to noncontrolling interests, other expense, interest expense and income tax expense, as further described below.
Operating Results
Key Operating Revenue Measurements
Operating revenues at The Venetian Macao, Sands Cotai Central,The Londoner Macao, The Parisian Macao, The Plaza Macao and Four Seasons Hotel Macao, Marina Bay Sands and our Las Vegas Operating Properties, areprior to its sale on February 23, 2022, were dependent upon the volume of customerspatrons who stay at the hotel, which affects the price that can be charged for hotel rooms and our gaming volume. Operating revenues at Sands Macao and Sands Bethlehem are principally driven by casino customersthe volume of gaming patrons who visit the propertiesproperty on a daily basis.
Management utilizes the following volume and pricing measures in order to evaluate past performance and assist in forecasting future revenues. The various volume measurements indicate our ability to attract patrons to our Integrated Resorts. In casino operations, win and hold percentages indicate the amount of revenue to be expected based on volume. In hotel operations, average daily rate and revenue per available room indicate the demand for rooms and our ability to capture that demand. In mall operations, base rent per square foot indicates our ability to attract and maintain profitable tenants for our leasable space.
The following are the key measurements we use to evaluate operating revenues:
Casino revenue measurements for Macao and Singapore: Macao and Singapore table games are segregated into two groups: Rolling Chip play (composed of VIP players) and Non-Rolling Chip play (mostly non-VIP players). The volume measurement for Rolling Chip play is non-negotiable gaming chips wagered and lost. The volume measurement for Non-Rolling Chip play is table games drop ("drop"(“drop”), which is net markers issued (credit instruments), cash deposited in the table drop boxes and gaming chips purchased and exchanged at the cage. Rolling Chip and Non-Rolling Chip volume measurements are not comparable as they are two distinct measures of volume. The amounts wagered and lost for Rolling Chip play are substantially higher than the amounts dropped for Non-Rolling Chip play. Slot handle, ("handle"), also a volume measurement, is the gross amount wagered for the period cited.
We view Rolling Chip win as a percentage of Rolling Chip volume, Non-Rolling Chip win as a percentage of drop and slot hold (amount won by the casino) as a percentage of slot handle. Win or hold percentage represents the percentage of Rolling Chip volume, Non-Rolling Chip drop or slot handle that is won by the casino and recorded as casino revenue. BeginningOur win and hold percentages are calculated before discounts, commissions, deferring revenue associated with the three months ended March 31, 2017, we revised the expected range for our Macao operations dueloyalty programs and allocating casino revenues related to the Rolling Chip win percentage experience over the last several years.goods and services provided to patrons on a complimentary basis. Our Rolling Chip table games are expected to produce a win percentage (calculated before discounts and commissions) is expectedof 3.15% to be 3.0% to 3.3%3.45% in Macao and 2.7% to 3.0% in Singapore, and our Non-Rolling Chip table games have produced a trailing 12-month win percentage (calculated before discounts) of 24.7%26.8%, 20.1%21.7%, 19.3%22.7%, 21.8%23.8%, 19.4%18.2% and 28.5%14.8% at The Venetian Macao, Sands Cotai Central,The Londoner Macao, The Parisian Macao, The Plaza Macao and Four Seasons Hotel Macao, Sands Macao and Marina Bay Sands, respectively. Our slot machines have produced a trailing 12-month hold percentage (calculated before slot club cash incentives) of 5.0%, 3.9%3.7%, 3.7%, 7.1%3.2%, 3.4%5.9%, 3.0% and 4.4%4.2% at The Venetian Macao, Sands Cotai Central,The Londoner Macao, The Parisian Macao, The Plaza Macao and Four Seasons Hotel Macao, Sands
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Macao and Marina Bay Sands, respectively. Actual win and hold percentages may vary from our expected win percentage and the trailing 12-month win and hold percentages. Generally, slot machine play is conducted on a cash basis. In Macao and Singapore, 14.9%11.0% and 34.9%7.3%, respectively, of our table games play was conducted on a credit basis for the ninethree months ended September 30, 2017.March 31, 2022.
Casino revenue measurements for the U.S.:The volume measurements in the U.S. arewere slot handle, as previously described, and table games drop, which iswas the total amount of cash and net markers issued that are(credit instruments) deposited in the table drop box. We view table games win as a percentage of drop and slot hold as a percentage of slot handle. BeginningOur win and hold percentages were calculated before discounts, commissions, deferring revenue associated with the three months ended March 31, 2017, we revised the expected range for our Las Vegas Operating Properties dueloyalty programs and allocating casino revenues related to the win percentage experienced over the last several years.goods and services provided to patrons on a complimentary basis. Based upon our mix of table games, our table games arewere expected to produce a win percentage (calculated before discounts) of 18% to 26% for Baccarat and 16% to 24% for non-Baccarat. Table games at Sands Bethlehem have produced a trailing 12-month win percentage of 20.0%. Our slot machines have produced a trailing 12-month hold percentage (calculated before slot club cash incentives) of 8.0% and 6.6% at our Las Vegas Operating Properties and at Sands Bethlehem, respectively.8.5%. Actual win and hold percentages may vary from our expected win percentage and the trailing 12-month win and hold percentages. Similar to Macao and Singapore, slot machine play iswas generally conducted on a cash basis. Approximately 59.2% of our table games play at our Las Vegas Operating Properties, for the nine months ended September 30, 2017, was conducted on a credit basis, while our table games play in Pennsylvania is primarily conducted on a cash basis.


Hotel revenue measurements: Performance indicators used are occupancy rate (a volume indicator), which is the average percentage of available hotel rooms occupied during a period and average daily room rate ("(“ADR,"” a price indicator), which is the average price of occupied rooms per day. Available rooms exclude those rooms unavailable for occupancy during the period due to renovation, development or other requirements.requirements (such as government mandated closure, lodging for team members and usage by the Macao government for quarantine measures). The calculations of the occupancy rate and ADR include the impact of rooms provided on a complimentary basis. Complimentary room rates are determined based on an analysis of retail (or cash) room rates by type of customer and room product to ensure the complimentary room rates are consistent with retail rates. Revenue per available room ("RevPAR"(“RevPAR”) represents a summary of hotel ADR and occupancy. Because not all available rooms are occupied, ADR is normally higher than RevPAR. Reserved rooms where the guests do not show up for their stay and lose their deposit, or where guests check out early, may be resoldre-sold to walk-in guests. These rooms are considered to be occupied twice for statistical purposes due to obtaining the original deposit and the walk-in guest revenue. In cases where a significant number of rooms are resold, occupancy rates may be in excess of 100% and RevPAR may be higher than the ADR.
Mall revenue measurements: Occupancy, base rent per square foot and tenant sales per square foot are used as performance indicators. Occupancy represents gross leasable occupied area ("GLOA"(“GLOA”) divided by gross leasable area ("GLA"(“GLA”) at the end of the reporting period. GLOA is the sum of: (1) tenant occupied space under lease and (2) tenants no longer occupying space, but paying rent. GLA does not include space that is currently under development or not on the market for lease. Base rent per square foot is the weighted average base or minimum rent charge in effect at the end of the reporting period for all tenants that would qualify to be included in occupancy. Tenant sales per square foot is the sum of reported comparable sales for the trailing 12 months divided by the comparable square footage for the same period. Only tenants that have been open for a minimum of 12 months are included in the tenant sales per square foot calculation.
Three Months Ended September 30, 2017March 31, 2022 Compared to the Three Months Ended September 30, 2016March 31, 2021
Summary Financial Results
Our financial results were adversely impacted as a result of decreased visitation at our properties due to the COVID-19 Pandemic, as tighter border restrictions were introduced as a result of increased positive COVID-19 cases in the surrounding regions. See “COVID-19 Pandemic” for further information. Net revenues for the three months ended March 31, 2022, were $943 million, compared to $1.20 billion for the three months ended March 31, 2021. Operating loss was $302 million for the three months ended March 31, 2022, compared to $96 million for the three months ended March 31, 2021. Net loss from continuing operations was $478 million for the three months ended March 31, 2022, compared to $280 million for the three months ended March 31, 2021.
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Operating Revenues
Our net revenues consisted of the following:
Three Months Ended March 31,
Three Months Ended September 30,20222021Percent
Change
2017 2016 
Percent
Change
(Dollars in millions)(Dollars in millions)
Casino$2,511
 $2,307
 8.8%Casino$627 $865 (27.5)%
Rooms411
 402
 2.2%Rooms95 96 (1.0)%
Food and beverage198
 184
 7.6%Food and beverage53 56 (5.4)%
Mall160
 147
 8.8%Mall149 156 (4.5)%
Convention, retail and other128
 141
 (9.2)%Convention, retail and other19 23 (17.4)%
3,408
 3,181
 7.1%
Less — promotional allowances(209) (212) 1.4%
Total net revenues$3,199
 $2,969
 7.7%Total net revenues$943 $1,196 (21.2)%
Consolidated net revenues were $3.20$943 million for the three months ended March 31, 2022, a decrease of $253 million compared to $1.20 billion for the three months ended September 30, 2017, an increase of $230 million compared to $2.97 billion for the three months ended September 30, 2016.March 31, 2021. The increase was primarilydecrease is due to increases of $349 million at The Parisian Macao, which opened in September 2016, and $31 million at Marina Bay Sands, primarily due to increased casino revenues, partially offset by a $137$227 million decrease at our Macao properties (excludingoperations, and a $26 million decrease at Marina Bay Sands. The Parisian Macao), driven bydecrease at our Macao operations was due to decreased visitation compared to the three months ended March 31, 2021, as tighter border restrictions were introduced in late January and increased over the course of the first quarter as a result of increased positive COVID-19 cases in the region. The $26 million decrease at Marina Bay Sands was primarily due to lower local visitation.
Net casino revenues.


Casino revenues increased $204decreased$238 million compared to the three months ended September 30, 2016.March 31, 2021. The increasechange was due to increases of $321 million at The Parisian Macao and $37 million at Marina Bay Sands, driven primarily by an increase in Rolling Chip volume. This increase was partially offset by a $145$203 million decrease at our Macao operations due to lower visitation across our properties (excluding The Parisian Macao), driven primarily byresulting in decreased table games and slot volumes. Casino revenues at Marina Bay Sands decreased $35 million due to a decrease in Rolling Chip win percentage.percentage and slot handle, driven by a decrease in local patron play. The following table summarizes the results of our casino activity:
Three Months Ended March 31,
 20222021Change
 (Dollars in millions)
Macao Operations:
The Venetian Macao
Total net casino revenues$157 $266 (41.0)%
Non-Rolling Chip drop$636 $908 (30.0)%
Non-Rolling Chip win percentage24.9 %27.4 %(2.5)pts
Rolling Chip volume$720 $1,231 (41.5)%
Rolling Chip win percentage3.25 %4.43 %(1.18)pts
Slot handle$423 $462 (8.4)%
Slot hold percentage3.0 %4.0 %(1.0)pts
The Londoner Macao
Total net casino revenues$79 $91 (13.2)%
Non-Rolling Chip drop$354 $408 (13.2)%
Non-Rolling Chip win percentage22.2 %21.7 %0.5 pts
Rolling Chip volume$369 $523 (29.4)%
Rolling Chip win percentage4.72 %3.71 %1.01 pts
Slot handle$232 $197 17.8 %
Slot hold percentage3.1 %3.9 %(0.8)pts
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Three Months Ended March 31,
Three Months Ended September 30, 20222021Change
2017 2016 Change
(Dollars in millions) (Dollars in millions)
Macao Operations:    
The Venetian Macao    
Total casino revenues$617
 $670
 (7.9)%
The Parisian MacaoThe Parisian Macao
Total net casino revenuesTotal net casino revenues$51 $59 (13.6)%
Non-Rolling Chip drop$1,892
 $1,714
 10.4%Non-Rolling Chip drop$180 $300 (40.0)%
Non-Rolling Chip win percentage22.8% 25.6% (2.8) ptsNon-Rolling Chip win percentage25.5 %23.0 %2.5 pts
Rolling Chip volume$6,898
 $6,868
 0.4%Rolling Chip volume$160 $114 40.4 %
Rolling Chip win percentage3.28% 3.75% (0.47) ptsRolling Chip win percentage7.95 %(3.01)%10.96 pts
Slot handle$718
 $958
 (25.1)%Slot handle$123 $223 (44.8)%
Slot hold percentage5.1% 4.7% 0.4 ptsSlot hold percentage3.3 %3.4 %(0.1)pts
Sands Cotai Central    
Total casino revenues$390
 $443
 (12.0)%
Non-Rolling Chip drop$1,442
 $1,557
 (7.4)%
Non-Rolling Chip win percentage20.4% 20.2% 0.2 pts
Rolling Chip volume$2,846
 $2,817
 1.0%
Rolling Chip win percentage2.66% 4.16% (1.50) pts
Slot handle$1,182
 $1,477
 (20.0)%
Slot hold percentage4.4% 3.6% 0.8 pts
The Parisian Macao    
Total casino revenues$379
 $58
 553.4%
Non-Rolling Chip drop$1,001
 $190
 426.8%
Non-Rolling Chip win percentage20.9% 19.9% 1.0 pts
Rolling Chip volume$6,948
 $748
 828.9%
Rolling Chip win percentage3.11% 3.01% 0.10 pts
Slot handle$927
 $171
 442.1%
Slot hold percentage3.1% 5.2% (2.1) pts
The Plaza Macao and Four Seasons Hotel Macao    
Total casino revenues$109
 $124
 (12.1)%
The Plaza Macao and Four Seasons MacaoThe Plaza Macao and Four Seasons Macao
Total net casino revenuesTotal net casino revenues$55 $115 (52.2)%
Non-Rolling Chip drop$297
 $270
 10.0%Non-Rolling Chip drop$215 $256 (16.0)%
Non-Rolling Chip win percentage23.1% 23.8% (0.7) ptsNon-Rolling Chip win percentage25.9 %24.1 %1.8 pts
Rolling Chip volume$3,132
 $2,007
 56.1%Rolling Chip volume$574 $1,436 (60.0)%
Rolling Chip win percentage2.23% 3.67% (1.44) ptsRolling Chip win percentage3.29 %5.93 %(2.64)pts
Slot handle$117
 $113
 3.5%Slot handle$9 $4 125.0 %
Slot hold percentage6.6% 5.5% 1.1 ptsSlot hold percentage8.7 %10.8 %(2.1)pts
Sands Macao    Sands Macao
Total casino revenues$138
 $162
 (14.8)%
Total net casino revenuesTotal net casino revenues$17 $31 (45.2)%
Non-Rolling Chip drop$603
 $671
 (10.1)%Non-Rolling Chip drop$77 $122 (36.9)%
Non-Rolling Chip win percentage18.7% 19.3% (0.6) ptsNon-Rolling Chip win percentage19.4 %15.1 %4.3 pts
Rolling Chip volume$680
 $1,416
 (52.0)%Rolling Chip volume$80 $484 (83.5)%
Rolling Chip win percentage1.13% 2.03% (0.90) ptsRolling Chip win percentage2.83 %4.34 %(1.51)pts
Slot handle$602
 $665
 (9.5)%Slot handle$124 $158 (21.5)%
Slot hold percentage3.4% 3.3% 0.1 ptsSlot hold percentage3.3 %3.4 %(0.1)pts
Singapore Operations:    Singapore Operations:
Marina Bay Sands    Marina Bay Sands
Total casino revenues$629
 $592
 6.3%
Total net casino revenuesTotal net casino revenues$268 $303 (11.6)%
Non-Rolling Chip drop$943
 $985
 (4.3)%Non-Rolling Chip drop$795 $674 18.0 %
Non-Rolling Chip win percentage28.4% 28.8% (0.4) ptsNon-Rolling Chip win percentage17.7 %19.1 %(1.4)pts
Rolling Chip volume$9,443
 $7,258
 30.1%Rolling Chip volume$1,899 $1,512 25.6 %
Rolling Chip win percentage3.29% 3.25% 0.04 ptsRolling Chip win percentage3.30 %5.59 %(2.29)pts
Slot handle$3,658
 $3,457
 5.8%Slot handle$3,282 $3,745 (12.4)%
Slot hold percentage4.2% 4.5% (0.3) ptsSlot hold percentage4.1 %4.2 %(0.1)pts
U.S. Operations:U.S. Operations:
Las Vegas Operating Properties(1)
Las Vegas Operating Properties(1)
Total net casino revenuesTotal net casino revenues$61 $53 15.1 %
Table games dropTable games drop$257 $335 (23.3)%
Table games win percentageTable games win percentage13.6 %9.3 %4.3 pts
Slot handleSlot handle$599 $625 (4.2)%
Slot hold percentageSlot hold percentage8.2 %8.1 %0.1 pts

__________________________

 Three Months Ended September 30,
 2017 2016 Change
 (Dollars in millions)
U.S. Operations:     
Las Vegas Operating Properties     
Total casino revenues$111
 $122
 (9.0)%
Table games drop$401
 $431
 (7.0)%
Table games win percentage17.1% 20.0% (2.9) pts
Slot handle$658
 $634
 3.8%
Slot hold percentage8.1% 8.2% (0.1) pts
Sands Bethlehem     
Total casino revenues$138
 $136
 1.5%
Table games drop$293
 $284
 3.2%
Table games win percentage20.1% 19.6% 0.5 pts
Slot handle$1,210
 $1,169
 3.5%
Slot hold percentage6.5% 6.7% (0.2) pts
(1)    The Las Vegas Operating Properties are classified as a discontinued operation. We completed the sale on February 23, 2022. Financial results are for the period through February 22, 2022.
In our experience, average win percentages remain fairly consistent when measured over extended periods of time with a significant volume of wagers, but can vary considerably within shorter time periods as a result of the statistical variances that are associated with games of chance in which large amounts are wagered.

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Table of Contents
Room revenues increased $9decreased $1 million compared to the three months ended September 30, 2016.March 31, 2021. The increasedecrease was primarily due to a $29 million increase at The Parisian Macao, partially offset by a $16 million decrease at Marina Bay Sands,decreased occupancy rates and decreased RevPAR driven by a decrease in ADR. During the three months ended September 30, 2017, there were approximately 8%, 7%, 6% and 3% fewer rooms availablelower visitation at The Venetianour Macao Marina Bay Sands, The Plaza Macao and Four Seasons Hotel Macao, and our Las Vegas Operating Properties, respectively,operations compared to the three months ended September 30, 2016.March 31, 2021. The following table summarizes the results of our room activity:
 Three Months Ended March 31,
 20222021Change
 (Room revenues in millions)
Macao Operations:
The Venetian Macao
Total room revenues$16 $19 (15.8)%
Occupancy rate42.7 %47.2 %(4.5)pts
Average daily room rate (ADR)$153 $157 (2.5)%
Revenue per available room (RevPAR)$65 $74 (12.2)%
The Londoner Macao
Total room revenues$19 $19 — %
Occupancy rate28.0 %35.5 %(7.5)pts
Average daily room rate (ADR)$154 $173 (11.0)%
Revenue per available room (RevPAR)$43 $61 (29.5)%
The Parisian Macao
Total room revenues$11 $12 (8.3)%
Occupancy rate41.3 %46.7 %(5.4)pts
Average daily room rate (ADR)$119 $118 0.8 %
Revenue per available room (RevPAR)$49 $55 (10.9)%
The Plaza Macao and Four Seasons Macao
Total room revenues$9 $11 (18.2)%
Occupancy rate35.8 %43.7 %(7.9)pts
Average daily room rate (ADR)$440 $432 1.9 %
Revenue per available room (RevPAR)$157 $189 (16.9)%
Sands Macao
Total room revenues$2 $3 (33.3)%
Occupancy rate57.1 %71.5 %(14.4)pts
Average daily room rate (ADR)$137 $138 (0.7)%
Revenue per available room (RevPAR)$78 $99 (21.2)%
Singapore Operations:
Marina Bay Sands(1)
Total room revenues$38 $32 18.8 %
Occupancy rate83.8 %63.0 %20.8 pts
Average daily room rate (ADR)$257 $228 12.7 %
Revenue per available room (RevPAR)$215 $143 50.3 %
U.S. Operations:
Las Vegas Operating Properties(2)
Total room revenues$78 $45 73.3 %
Occupancy rate84.6 %42.6 %42.0 pts
Average daily room rate (ADR)$247 $185 33.5 %
Revenue per available room (RevPAR)$209 $79 164.6 %
__________________________
(1)    During the three months ended March 31, 2022, approximately 500 rooms were under construction for renovation purposes.
(2)    The Las Vegas Operating Properties are classified as a discontinued operation. We completed the sale on February 23, 2022. Financial results are for the period through February 22, 2022.
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Table of Contents
 Three Months Ended September 30,
 2017 2016 Change
 (Room revenues in millions)
Macao Operations:     
The Venetian Macao     
Total room revenues$45
 $47
 (4.3)%
Occupancy rate90.7% 93.2% (2.5) pts
Average daily room rate (ADR)$224
 $209
 7.2%
Revenue per available room (RevPAR)$203
 $195
 4.1%
Sands Cotai Central     
Total room revenues$79
 $73
 8.2%
Occupancy rate93.0% 89.2% 3.8 pts
Average daily room rate (ADR)$148
 $145
 2.1%
Revenue per available room (RevPAR)$138
 $129
 7.0%
The Parisian Macao     
Total room revenues$35
 $6
 483.3%
Occupancy rate94.1% 87.5% 6.6 pts
Average daily room rate (ADR)$144
 $138
 4.3%
Revenue per available room (RevPAR)$136
 $121
 12.4%
The Plaza Macao and Four Seasons Hotel Macao     
Total room revenues$9
 $9
 —
Occupancy rate80.8% 80.8% —
Average daily room rate (ADR)$335
 $345
 (2.9)%
Revenue per available room (RevPAR)$271
 $279
 (2.9)%
Sands Macao     
Total room revenues$5
 $5
 —
Occupancy rate95.7% 97.9% (2.2) pts
Average daily room rate (ADR)$191
 $190
 0.5%
Revenue per available room (RevPAR)$183
 $186
 (1.6)%
Singapore Operations:     
Marina Bay Sands     
Total room revenues$93
 $109
 (14.7)%
Occupancy rate96.6% 98.3% (1.7) pts
Average daily room rate (ADR)$445
 $475
 (6.3)%
Revenue per available room (RevPAR)$430
 $467
 (7.9)%
U.S. Operations:     
Las Vegas Operating Properties     
Total room revenues$141
 $149
 (5.4)%
Occupancy rate97.0% 96.5% 0.5 pts
Average daily room rate (ADR)$232
 $240
 (3.3)%
Revenue per available room (RevPAR)$225
 $232
 (3.0)%
Sands Bethlehem     
Total room revenues$4
 $4
 —
Occupancy rate96.1% 97.2% (1.1) pts
Average daily room rate (ADR)$164
 $164
 —
Revenue per available room (RevPAR)$158
 $160
 (1.3)%


MallFood and beverage revenues increased $13decreased $3 million compared to the three months ended September 30, 2016.March 31, 2021. The increasedecrease was due to an $11decreased business volume at food and beverage outlets as compared to the three months ended March 31, 2021.
Mall revenues decreased$7 million increase atcompared to the Shoppes at Parisian. three months ended March 31, 2021. The decrease was primarily due to decreases of $7 million and $3 million in minimum rents and turnover rent, respectively, partially offset by a $2 million decrease in rent concessions granted to our mall tenants in Macao and Singapore compared to the three months ended March 31, 2021.
For further information related to the financial performance of our malls, see "— Additional“Additional Information Regarding our Retail Mall Operations."” The following table summarizes the results of our mall activity:malls on the Cotai Strip in Macao and in Singapore:
Three Months Ended March 31,
Three Months Ended September 30, 20222021Change
2017 2016 Change
(Mall revenues in millions) (Mall revenues in millions)
Macao Operations:    Macao Operations:
Shoppes at Venetian    Shoppes at Venetian
Total mall revenues$55
 $52
 5.8%Total mall revenues$44 $46 (4.3)%
Mall gross leasable area (in square feet)785,973
 781,304
 0.6%Mall gross leasable area (in square feet)814,720 812,936 0.2 %
Occupancy97.3% 97.1% 0.2 ptsOccupancy77.6 %79.9 %(2.3)pts
Base rent per square foot$244
 $237
 3.0%Base rent per square foot$298 $301 (1.0)%
Tenant sales per square foot$1,357
 $1,359
 (0.1)%
Shoppes at Cotai Central(1)
    
Tenant sales per square foot(1)
Tenant sales per square foot(1)
$1,328 $940 41.3 %
Shoppes at Londoner(2)
Shoppes at Londoner(2)
Total mall revenues$15
 $15
 —Total mall revenues$14 $14 — %
Mall gross leasable area (in square feet)425,581
 407,102
 4.5%Mall gross leasable area (in square feet)555,806 515,958 7.7 %
Occupancy93.0% 98.2% (5.2) ptsOccupancy56.7 %81.0 %(24.3)pts
Base rent per square foot$113
 $130
 (13.1)%Base rent per square foot$141 $102 38.2 %
Tenant sales per square foot$711
 $868
 (18.1)%
Tenant sales per square foot(1)
Tenant sales per square foot(1)
$1,528 $576 165.3 %
Shoppes at Parisian(2)
    
Total mall revenues$16
 $5
 220.0%Total mall revenues$8 $10 (20.0)%
Mall gross leasable area (in square feet)299,125
 299,458
 (0.1)%Mall gross leasable area (in square feet)296,322 296,145 0.1 %
Occupancy92.5% 92.6% (0.1) ptsOccupancy73.3 %79.8 %(6.5)pts
Base rent per square foot$223
 $222
 0.5%Base rent per square foot$135 $151 (10.6)%
Tenant sales per square foot$531
 —
 N/M
Tenant sales per square foot(1)
Tenant sales per square foot(1)
$586 $422 38.9 %
Shoppes at Four Seasons    Shoppes at Four Seasons
Total mall revenues$31
 $31
 —Total mall revenues$34 $39 (12.8)%
Mall gross leasable area (in square feet)258,392
 259,410
 (0.4)%Mall gross leasable area (in square feet)244,208 244,104 — %
Occupancy100.0% 97.3% 2.7 ptsOccupancy94.3 %94.0 %0.3 pts
Base rent per square foot$453
 $458
 (1.1)%Base rent per square foot$549 $543 1.1 %
Tenant sales per square foot$3,247
 $2,971
 9.3%
Tenant sales per square foot(1)
Tenant sales per square foot(1)
$6,159 $3,665 68.0 %
Singapore Operations:    Singapore Operations:
The Shoppes at Marina Bay Sands    The Shoppes at Marina Bay Sands
Total mall revenues$42
 $43
 (2.3)%Total mall revenues$49 $47 4.3 %
Mall gross leasable area (in square feet)606,946
 618,649
 (1.9)%Mall gross leasable area (in square feet)622,242 620,297 0.3 %
Occupancy97.2% 97.2% —Occupancy98.9 %98.9 %— pts
Base rent per square foot$243
 $236
 3.0%Base rent per square foot$282 $264 6.8 %
Tenant sales per square foot(1)$1,506
 $1,396
 7.9%$1,748 $1,048 66.8 %
U.S. Operations:    
The Outlets at Sands Bethlehem    
Total mall revenues$1
 $1
 —
Mall gross leasable area (in square feet)151,044
 151,029
 N/M
Occupancy95.9% 90.4% 5.5 pts
Base rent per square foot$20
 $21
 (4.8)%
Tenant sales per square foot$346
 $357
 (3.1)%
__________________________
N/M - Not MeaningfulNote:    This table excludes the results of our mall operations at Sands Macao. As a result of the COVID-19 Pandemic, tenants were provided rent concessions during the three months ended March 31, 2022 and 2021. Base rent per square foot presented above excludes the impact of these rent concessions.
(1)The Shoppes at Cotai Central will feature up to approximately 600,000 square feet of gross leasable area upon completion of all phases of Sands Cotai Central's
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(1)    Tenant sales per square foot is the sum of reported comparable sales for the trailing 12 months divided by the comparable square footage for the same period.
(2)    The Shoppes at Londoner will feature more than 600,000 square feet of gross leasable area upon completion of all phases of the renovation rebranding and expansion to The Londoner Macao.
(2)The Shoppes at Parisian opened in September 2016.


Convention, retail and other revenues decreased $13 million compared to the three months ended September 30, 2016. The decrease is primarily driven by decreases of $6 million in entertainment revenues at The Venetian Macao, $4 million in convention revenues at our Las Vegas Operating Properties and $3 million in our passenger ferry service operations in Macao.
Operating Expenses
Our operating expenses consisted of the following:
Three Months Ended March 31,
Three Months Ended September 30, 20222021Percent
Change
2017 2016 
Percent
Change
(Dollars in millions) (Dollars in millions)
Casino$1,342
 $1,198
 12.0%Casino$468 $578 (19.0)%
Rooms74
 67
 10.4%Rooms43 42 2.4 %
Food and beverage109
 101
 7.9%Food and beverage65 71 (8.5)%
Mall18
 16
 12.5%Mall18 15 20.0 %
Convention, retail and other69
 66
 4.5%Convention, retail and other22 22 — %
Provision for doubtful accounts23
 51
 (54.9)%
Provision for credit lossesProvision for credit losses4 4 — %
General and administrative358
 330
 8.5%General and administrative218 225 (3.1)%
Corporate51
 39
 30.8%Corporate59 49 20.4 %
Pre-opening1
 86
 (98.8)%Pre-opening4 5 (20.0)%
Development3
 3
 —%Development60 9 566.7 %
Depreciation and amortization265
 277
 (4.3)%Depreciation and amortization264 255 3.5 %
Amortization of leasehold interests in land9
 10
 (10.0)%Amortization of leasehold interests in land14 14 — %
Loss on disposal or impairment of assets21
 5
 320.0%Loss on disposal or impairment of assets6 3 100.0 %
Total operating expenses$2,343
 $2,249
 4.2%Total operating expenses$1,245 $1,292 (3.6)%
Operating expenses were $2.34$1.25 billion for the three months ended September 30, 2017, an increaseMarch 31, 2022, a decrease of $94$47 million compared to $2.25$1.29 billion for the three months ended September 30, 2016. TheMarch 31, 2021, primarily driven by a $110 million decrease in casino expenses, due to a decrease in gaming taxes as a result of decreased gaming revenues, partially offset by a $51 million increase in operating expenses was driven by the opening of The Parisian Macaodevelopment and $10 million increase in September 2016.corporate expenses.
Casino expenses increased $144decreased $110 million compared to the three months ended September 30, 2016.March 31, 2021. The increasedecrease was primarily driven byattributable to a $197$97 million increase at The Parisian Macao, partially offset by decreases of $27 million and $19 million at Sands Cotai Central and Sands Macao, respectively, driven by a decrease in gaming taxes due to decreased casino revenues.revenues, as previously described.
The provision for doubtful accounts was $23 million for the three months ended September 30, 2017, compared to $51 million for the three months ended September 30, 2016. The decrease primarily resulted from increased collections of previously reserved customer balances during the three months ended September 30, 2017, as compared to the prior year period. The amount of this provision can vary over short periods of time because of factors specific to the customers who owe us money from gaming activities. We believe that the amount of our provision for doubtful accounts in the future will depend upon the state of the economy, our credit standards, our risk assessmentsFood and the judgment of our employees responsible for granting credit.
General and administrativebeverage expenses increased $28decreased $6 million compared to the three months ended September 30, 2016.March 31, 2021. The increasedecrease was primarily driven by a $25due to decreases of $4 million increaseand $2 million at The Parisian Macao.Marina Bay Sands and at our Macao properties, respectively.
CorporateGeneral and administrative expenses increased $12decreased $7 million compared to the three months ended September 30, 2016.March 31, 2021, due primarily to decreases of $5 million and $2 million at our Macao properties and Marina Bay Sands, respectively. The increase wasdecreases were primarily driven by decreased marketing and property operations costs.
Corporate expenses increased $10 million compared to the three months ended March 31, 2021, primarily due to payroll-relatedincreases of $6 million in payroll and related costs, $3 million in information technology costs related to new systems implementation and a charitable donation committed to assist the Macao community with long-term relief, recovery$1 million in travel and rebuilding efforts due to Typhoon Hato.related costs.
Pre-opening expense representsexpenses represent personnel and other costs incurred prior to the opening of new ventures, which are expensed as incurred. Pre-opening
Development expenses decreased $85increased $51 million compared to the three months ended September 30, 2016. The decrease was primarily due to pre-opening activities at The Parisian Macao, which opened in September 2016. Development expensesMarch 31, 2021, and include the costs associated with the Company'sour evaluation and pursuit of new business opportunities, whichprimarily in Florida and Texas, as well as digital gaming related efforts. Development costs are also expensed as incurred.
Depreciation and amortization expense decreased $12Loss on disposal or impairment of assets increased $3 million compared to the three months ended September 30, 2016.March 31, 2021. The decrease waslosses incurred for the three months ended March 31, 2022 were primarily driven by a $51due to asset disposals related to aircraft parts of $4 million decrease resulting from a change inand asset disposal and demolition costs, primarily at The Londoner Macao, Venetian
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Macao and Sands Macao. The losses incurred for the estimated usefulthree months ended March 31, 2021, were primarily due to asset disposal and demolition costs at The Londoner Macao.

Segment Adjusted Property EBITDA

lives of certain property and equipmentThe following table summarizes information related to our segments (see "Item“Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 2 — Property and Equipment, Net"), partially offset by a $38 million increase at The Parisian Macao.
The loss on disposal of assets of $21 million for the three months ended September 30, 2017, primarily related to dispositions at our Macao operations due to property damages caused by Typhoon Hato.
Adjusted Property EBITDA
The following table summarizes information related to our segments (see "Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 711 — Segment Information"Information” for discussion of our operating segments and a reconciliation of consolidated adjusted property EBITDA to net income).loss from continuing operations):
Three Months Ended March 31,
20222021Percent
Change
(Dollars in millions)
Macao:
The Venetian Macao$19 $82 (76.8)%
The Londoner Macao(33)(23)43.5 %
The Parisian Macao(11)(8)37.5 %
The Plaza Macao and Four Seasons Macao32 70 (54.3)%
Sands Macao(17)(18)(5.6)%
Ferry Operations and Other(1)(3)(66.7)%
(11)100 (111.0)%
Marina Bay Sands121 144 (16.0)%
Consolidated adjusted property EBITDA(1)
$110 $244 (54.9)%
Las Vegas Operating Properties(2)
$63 $(47)(234.0)%
__________________________
(1)    Consolidated adjusted property EBITDA, which is a non-GAAP financial measure, is used by management as the primary measure of the operating performance of our segments. Consolidated adjusted property EBITDA is net income (loss) from continuing operations before stock-based compensation expense, corporate expense, pre-opening expense, development expense, depreciation and amortization, amortization of leasehold interests in land, gain or loss on disposal or impairment of assets, interest, other income or expense, gain or loss on modification or early retirement of debt and income taxes. Consolidated adjusted property EBITDA is a supplemental non-GAAP financial measure used by management, as well as industry analysts, to evaluate operations and operating performance. In particular, management utilizes consolidated adjusted property EBITDA to compare the operating profitability of its operations with those of its competitors, as well as a basis for determining certain incentive compensation. Integrated resortResort companies have historically reported adjusted property EBITDA as a supplemental performance measure to GAAP financial measures. In order to view the operations of their properties on a more stand-alone basis, integrated resortIntegrated Resort companies, including Las Vegas Sands Corp., have historically excluded certain expenses that do not relate to the management of specific properties, such as pre-opening expense, development expense and corporate expense, from their adjusted property EBITDA calculations. Consolidated adjusted property EBITDA should not be interpreted as an alternative to income from operations (as an indicator of operating performance) or to cash flows from operations (as a measure of liquidity), in each case, as determined in accordance with GAAP. We have significant uses of cash flow, including capital expenditures, dividend payments, interest payments, and debt principal repayments and income taxes, which are not reflected in consolidated adjusted property EBITDA. Not all companies calculate adjusted property EBITDA in the same manner. As a result, our presentation of consolidated adjusted property EBITDA may not be directly comparable to similarly titled measures presented by other companies.
 Three Months Ended September 30,
 2017 2016 
Percent
Change
 (Dollars in millions)
Macao:     
The Venetian Macao$263
 $315
 (16.5)%
Sands Cotai Central155
 176
 (11.9)%
The Parisian Macao135
 19
 610.5%
The Plaza Macao and Four Seasons Hotel Macao52
 62
 (16.1)%
Sands Macao41
 46
 (10.9)%
Ferry Operations and Other6
 10
 (40.0)%
 652
 628
 3.8%
Marina Bay Sands442
 391
 13.0%
United States:     
Las Vegas Operating Properties76
 86
 (11.6)%
Sands Bethlehem40
 37
 8.1%
 116
 123
 (5.7)%
Consolidated adjusted property EBITDA$1,210
 $1,142
 6.0%
(2)The Las Vegas Operating Properties are classified as a discontinued operation. We completed the sale on February 23, 2022. Financial results are for the period through February 22, 2022.
Adjusted property EBITDA at our Macao operations increased $24decreased $111 million compared towith the three months ended September 30, 2016. The increase wasMarch 31, 2021, primarily due to a $116 million increase at The Parisian Macao, which openeddecreases in September 2016. This increase was partially offsetcasino, room, food and beverage and mall revenues driven by an $88 million decreasedecreased visitation at our Macao properties (excluding The Parisian Macao), mainly due to decreased casino operations, driven by a lower Rolling Chip win percentage.


properties.
Adjusted property EBITDA at Marina Bay Sands increased $51decreased $23 million compared to the three months ended September 30, 2016. As previously described, the increase wasMarch 31, 2021, primarily due to increaseda decrease in casino revenues, driven by an increase in Rolling Chip volume.revenue due to lower local patron play.
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Discontinued Operations
Adjusted property EBITDA at our Las Vegas Operating Properties decreased $10increased $110 million compared to the three months ended September 30, 2016. The decrease wasMarch 31, 2021, primarily due to decreased casino revenues,increased room and food and beverage revenue driven by a decrease in table games drop and lower win percentage.increased visitation to the property as the Las Vegas Operating Properties operated under pre-pandemic guidelines as compared to the three months ended March 31, 2021, when property operations were subject to capacity limits.
Interest Expense
The following table summarizes information related to interest expense:
Three Months Ended March 31,
Three Months Ended September 30,20222021
2017 2016
(Dollars in millions)(Dollars in millions)
Interest cost (which includes the amortization of deferred financing costs and original issue discount)$80
 $72
Add — imputed interest on deferred proceeds from sale of The Shoppes at The Palazzo4
 4
Interest costInterest cost$157 $158 
Less — capitalized interest(1) (11)Less — capitalized interest(1)(4)
Interest expense, net$83
 $65
Interest expense, net$156 $154 
Cash paid for interest$70
 $63
Weighted average total debt balance$10,074
 $10,055
Weighted average total debt balance$14,953 $14,340 
Weighted average interest rate3.2% 2.9%Weighted average interest rate4.2 %4.4 %
Interest cost increased $8decreased $1 million compared to the three months ended March 31, 2021, primarily resulting from a decrease in our weighted average interest rate from 4.4% to 4.2% during the three months ended March 31, 2022. The decrease in interest cost was primarily due to the issuance of the 2.30%, 2.85% and 3.25% SCL Senior Notes in September 30, 2016, resulting primarily from2021, which carry a lower interest rate than the 4.60% SCL Senior Notes extinguished in September 2021. This was partially offset by an increase in our weighted average interest rate. Capitalized interest decreased $10 million compared to the three months ended September 30, 2016,total debt balance primarily due to draws on the opening of The Parisian Macao in September 2016.SCL Revolving Facility during the year ended December 31, 2021.
Other Factors EffectingAffecting Earnings
Other expense was $19$22 million for the three months ended September 30, 2017,March 31, 2022, compared to other income of $21$17 million for the three months ended September 30, 2016. Other expense during the three months ended September 30, 2017, wasMarch 31, 2021. The change is primarily attributable to a depreciation of the U.S. dollar versus the Singapore dollar during the period. This resulted in $19$5 million of foreign currency transaction losses driven by Singapore dollar denominated intercompanythe U.S. dollar-denominated debt reported in U.S. dollars.held by SCL.
Our effective income tax rateexpense was 9.6%$2 million on a loss before income taxes of $476 million for the three months ended September 30, 2017, comparedMarch 31, 2022, resulting in a 0.4% effective income tax rate. This compares to 10.2%a 5.3% effective income tax rate for the three months ended September 30, 2016.March 31, 2021. The decrease in the effective income tax rate relates primarily to the valuation allowances recorded duringbenefit for the three months ended September 30, 2016, as we determined that certain deferred tax assets were no longer "more-likely than-not" realizable. The effective income tax rates reflectMarch 31, 2022, reflects a 17% statutory tax rate on our Singapore operations and a zero percent21% corporate income tax on our domestic operations. Our operations in Macao are subject to a 12% statutory income tax rate, onbut in connection with the 35% gaming tax, our subsidiaries in Macao gaming operations due to ourand their peers receive an income tax exemption in Macao, effectiveon gaming operations through the end of 2018. We have recorded a valuation allowance related to certain deferred tax assets generated by operations in the U.S. and certain foreign jurisdictions; however, to the extent that the financial results of these operations improve and it becomes "more-likely-than-not" that these deferred tax assets, or a portion thereof, are realizable, we will reduce the valuation allowances in the period such determination is made, as appropriate.June 26, 2022.
The net incomeloss attributable to our noncontrolling interests was $115$101 million for the three months ended September 30, 2017,March 31, 2022, compared to $93$64 million for the three months ended September 30, 2016.March 31, 2021. These amounts are primarily related to the noncontrolling interest of Sands China Ltd. ("SCL").


Nine Months Ended September 30, 2017 Compared to the Nine Months Ended September 30, 2016
Operating Revenues
Our net revenues consisted of the following:
 Nine Months Ended September 30,
 2017 2016 
Percent
Change
 (Dollars in millions)
Casino$7,379
 $6,406
 15.2%
Rooms1,194
 1,123
 6.3%
Food and beverage610
 559
 9.1%
Mall476
 422
 12.8%
Convention, retail and other400
 389
 2.8%
 10,059
 8,899
 13.0%
Less — promotional allowances(613) (564) (8.7)%
Total net revenues$9,446
 $8,335
 13.3%
Consolidated net revenues were $9.45 billion for the nine months ended September 30, 2017, an increase of $1.11 billion compared to $8.34 billion for the nine months ended September 30, 2016. The increase was primarily due to increases of $1.03 billion at The Parisian Macao, which opened in September 2016, and $253 million at Marina Bay Sands, primarily due to increased casino revenues.
Casino revenues increased $973 million compared to the nine months ended September 30, 2016. The increase was due to increases of $922 million at The Parisian Macao and $267 million at Marina Bay Sands, driven by increases in Rolling Chip win percentage and volume, partially offset by a $154 million decrease at Sands Cotai Central, driven by a decrease in Non-Rolling Chip drop, as well as decreases in Rolling Chip win percentage and volume. The following table summarizes the results of our casino activity:
 Nine Months Ended September 30,
 2017 2016 Change
 (Dollars in millions)
Macao Operations:     
The Venetian Macao     
Total casino revenues$1,849
 $1,893
 (2.3)%
Non-Rolling Chip drop$5,315
 $5,141
 3.4%
Non-Rolling Chip win percentage24.6% 25.2% (0.6) pts
Rolling Chip volume$18,218
 $21,963
 (17.1)%
Rolling Chip win percentage3.61% 3.23% 0.38 pts
Slot handle$2,052
 $3,007
 (31.8)%
Slot hold percentage5.2% 4.6% 0.6 pts
Sands Cotai Central     
Total casino revenues$1,153
 $1,307
 (11.8)%
Non-Rolling Chip drop$4,278
 $4,571
 (6.4)%
Non-Rolling Chip win percentage20.5% 20.5% —
Rolling Chip volume$8,267
 $9,502
 (13.0)%
Rolling Chip win percentage2.92% 3.52% (0.60) pts
Slot handle$3,509
 $4,521
 (22.4)%
Slot hold percentage4.1% 3.6% 0.5 pts
The Parisian Macao     
Total casino revenues$980
 $58
 N/M
Non-Rolling Chip drop$2,957
 $190
 N/M
Non-Rolling Chip win percentage19.6% 19.9% (0.3) pts
Rolling Chip volume$14,430
 $748
 N/M
Rolling Chip win percentage3.24% 3.01% 0.23 pts
Slot handle$2,716
 $171
 N/M
Slot hold percentage3.4% 5.2% (1.8) pts


 Nine Months Ended September 30,
 2017 2016 Change
 (Dollars in millions)
The Plaza Macao and Four Seasons Hotel Macao     
Total casino revenues$317
 $324
 (2.2)%
Non-Rolling Chip drop$894
 $800
 11.8%
Non-Rolling Chip win percentage23.1% 23.3% (0.2) pts
Rolling Chip volume$7,379
 $6,511
 13.3%
Rolling Chip win percentage2.48% 3.05% (0.57) pts
Slot handle$311
 $306
 1.6%
Slot hold percentage7.1% 5.9% 1.2 pts
Sands Macao     
Total casino revenues$471
 $512
 (8.0)%
Non-Rolling Chip drop$1,842
 $2,021
 (8.9)%
Non-Rolling Chip win percentage19.2% 18.1% 1.1 pts
Rolling Chip volume$3,561
 $5,610
 (36.5)%
Rolling Chip win percentage2.65% 2.64% 0.01 pts
Slot handle$1,811
 $1,990
 (9.0)%
Slot hold percentage3.3% 3.3% —
Singapore Operations:     
Marina Bay Sands     
Total casino revenues$1,869
 $1,602
 16.7%
Non-Rolling Chip drop$2,821
 $2,927
 (3.6)%
Non-Rolling Chip win percentage28.6% 28.7% (0.1) pts
Rolling Chip volume$27,068
 $23,630
 14.5%
Rolling Chip win percentage3.40% 2.58% 0.82 pts
Slot handle$10,481
 $10,058
 4.2%
Slot hold percentage4.3% 4.5% (0.2) pts
U.S. Operations:     
Las Vegas Operating Properties     
Total casino revenues$332
 $308
 7.8%
Table games drop$1,186
 $1,289
 (8.0)%
Table games win percentage18.5% 15.7% 2.8 pts
Slot handle$1,867
 $1,882
 (0.8)%
Slot hold percentage8.0% 8.0% —
Sands Bethlehem     
Total casino revenues$408
 $402
 1.5%
Table games drop$838
 $853
 (1.8)%
Table games win percentage20.3% 19.3% 1.0 pts
Slot handle$3,550
 $3,367
 5.4%
Slot hold percentage6.6% 6.9% (0.3) pts
 ____________________
N/M - Not Meaningful
In our experience, average win percentages remain fairly consistent when measured over extended periods of time with a significant volume of wagers, but can vary considerably within shorter time periods as a result of the statistical variances that are associated with games of chance in which large amounts are wagered.



Room revenues increased $71 million compared to the nine months ended September 30, 2016. The increase is primarily due to a $90 million increase at The Parisian Macao, partially offset by a $14 million decrease at Marina Bay Sands, driven by a decrease in available rooms. During the nine months ended September 30, 2017, there were approximately 16%, 12%, 6% and 2% fewer rooms available at The Plaza Macao and Four Seasons Hotel Macao, The Venetian Macao, Marina Bay Sands and our Las Vegas Operating Properties, respectively, compared to the nine months ended September 30, 2016. The following table summarizes the results of our room activity:
 Nine Months Ended September 30,
 2017 2016 Change
 (Room revenues in millions)
Macao Operations:     
The Venetian Macao     
Total room revenues$130
 $138
 (5.8)%
Occupancy rate90.0% 83.7% 6.3 pts
Average daily room rate$214
 $215
 (0.5)%
Revenue per available room$193
 $180
 7.2%
Sands Cotai Central     
Total room revenues$210
 $204
 2.9%
Occupancy rate84.6% 80.9% 3.7 pts
Average daily room rate$147
 $149
 (1.3)%
Revenue per available room$124
 $121
 2.5%
The Parisian Macao     
Total room revenues$96
 $6
 N/M
Occupancy rate87.9% 87.5% 0.4 pts
Average daily room rate$140
 $138
 1.4%
Revenue per available room$123
 $121
 1.7%
The Plaza Macao and Four Seasons Hotel Macao     
Total room revenues$25
 $26
 (3.8)%
Occupancy rate80.4% 73.0% 7.4 pts
Average daily room rate$352
 $348
 1.1%
Revenue per available room$283
 $254
 11.4%
Sands Macao     
Total room revenues$15
 $15
 —
Occupancy rate97.4% 96.6% 0.8 pts
Average daily room rate$192
 $200
 (4.0)%
Revenue per available room$187
 $193
 (3.1)%
Singapore Operations:     
Marina Bay Sands     
Total room revenues$267
 $281
 (5.0)%
Occupancy rate95.9% 97.6% (1.7) pts
Average daily room rate$426
 $415
 2.7%
Revenue per available room$409
 $405
 1.0%
U.S. Operations:     
Las Vegas Operating Properties     
Total room revenues$440
 $442
 (0.5)%
Occupancy rate94.7% 94.5% 0.2 pts
Average daily room rate$248
 $244
 1.6%
Revenue per available room$235
 $230
 2.2%
Sands Bethlehem     
Total room revenues$11
 $11
 —
Occupancy rate93.4% 94.9% (1.5) pts
Average daily room rate$161
 $159
 1.3%
Revenue per available room$151
 $151
 —
 ____________________
N/M - Not Meaningful


Mall revenues increased $54 million compared to the nine months ended September 30, 2016. The increase was primarily due to increases of $45 million at the Shoppes at Parisian and $9 million at the Shoppes at Venetian, driven by an increase in base rents. For further information related to the financial performance of our malls, see "— Additional Information Regarding our Retail Mall Operations." The following table summarizes the results of our mall activity:
 
Nine Months Ended September 30,(1)
 2017 2016 Change
 (Mall revenues in millions)
Macao Operations:     
Shoppes at Venetian     
Total mall revenues$161
 $152
 5.9%
Mall gross leasable area (in square feet)785,973
 781,304
 0.6%
Occupancy97.3% 97.1% 0.2 pts
Base rent per square foot$244
 $237
 3.0%
Tenant sales per square foot$1,357
 $1,359
 (0.1)%
Shoppes at Cotai Central(2)
     
Total mall revenues$48
 $46
 4.3%
Mall gross leasable area (in square feet)425,581
 407,102
 4.5%
Occupancy93.0% 98.2% (5.2) pts
Base rent per square foot$113
 $130
 (13.1)%
Tenant sales per square foot$711
 $868
 (18.1)%
Shoppes at Parisian(3)
     
Total mall revenues$50
 $5
 900.0%
Mall gross leasable area (in square feet)299,125
 299,458
 (0.1)%
Occupancy92.5% 92.6% (0.1) pts
Base rent per square foot$223
 $222
 0.5%
Tenant sales per square foot$531
 —
 N/M
Shoppes at Four Seasons     
Total mall revenues$94
 $94
 —
Mall gross leasable area (in square feet)258,392
 259,410
 (0.4)%
Occupancy100.0% 97.3% 2.7 pts
Base rent per square foot$453
 $458
 (1.1)%
Tenant sales per square foot$3,247
 $2,971
 9.3%
Singapore Operations:     
The Shoppes at Marina Bay Sands     
Total mall revenues$120
 $122
 (1.6)%
Mall gross leasable area (in square feet)606,946
 618,649
 (1.9)%
Occupancy97.2% 97.2% —
Base rent per square foot$243
 $236
 3.0%
Tenant sales per square foot$1,506
 $1,396
 7.9%
U.S. Operations:     
The Outlets at Sands Bethlehem     
Total mall revenues$3
 $3
 —
Mall gross leasable area (in square feet)151,044
 151,029
 N/M
Occupancy95.9% 90.4% 5.5 pts
Base rent per square foot$20
 $21
 (4.8)%
Tenant sales per square foot$346
 $357
 (3.1)%
__________________________
N/M - Not Meaningful
(1)As GLA, occupancy, base rent per square foot and tenant sales per square foot are calculated as of September 30, 2017 and 2016, they are identical to the summary presented herein for the three months ended September 30, 2017 and 2016, respectively.
(2)The Shoppes at Cotai Central will feature up to approximately 600,000 square feet of gross leasable area upon completion of all phases of Sands Cotai Central's renovation, rebranding and expansion to The Londoner Macao.
(3)The Shoppes at Parisian opened in September 2016.


Operating Expenses
Our operating expenses consisted of the following:
 Nine Months Ended September 30,
 2017 2016 
Percent
Change
 (Dollars in millions)
Casino$3,968
 $3,531
 12.4%
Rooms216
 197
 9.6%
Food and beverage329
 306
 7.5%
Mall52
 44
 18.2%
Convention, retail and other200
 184
 8.7%
Provision for doubtful accounts77
 139
 (44.6)%
General and administrative1,050
 931
 12.8%
Corporate136
 208
 (34.6)%
Pre-opening7
 128
 (94.5)%
Development8
 7
 14.3%
Depreciation and amortization913
 792
 15.3%
Amortization of leasehold interests in land28
 29
 (3.4)%
Loss on disposal or impairment of assets27
 15
 80.0%
Total operating expenses$7,011
 $6,511
 7.7%
Operating expenses were $7.01 billion for the nine months ended September 30, 2017, an increase of $500 million compared to $6.51 billion for the nine months ended September 30, 2016. The increase in operating expenses was driven by the opening of The Parisian Macao.
Casino expenses increased $437 million compared to the nine months ended September 30, 2016. The increase was primarily attributable to a $589 million increase at The Parisian Macao, partially offset by decreases of $92 million, $48 million and $30 million at Sands Cotai Central, Sands Macao and The Venetian Macao, respectively, driven by a decrease in gaming taxes due to decreased casino revenues.
The provision for doubtful accounts was $77 million for the nine months ended September 30, 2017, compared to $139 million for the nine months ended September 30, 2016. The decrease resulted from increased collections of previously reserved customer balances during the nine months ended September 30, 2017, as compared to the prior year period, and continuing improvement in the quality of casino credit currently being extended. The amount of this provision can vary over short periods of time because of factors specific to the customers who owe us money from gaming activities at any given time. We believe that the amount of our provision for doubtful accounts in the future will depend upon the state of the economy, our credit standards, our risk assessments and the judgment of our employees responsible for granting credit.
General and administrative expenses increased $119 million compared to the nine months ended September 30, 2016. The increase was primarily due to increases of $91 million at The Parisian Macao, and $18 million and $9 million at our Las Vegas Operating Properties and The Venetian Macao, respectively, driven by an increase in marketing and advertising efforts.
Corporate expenses decreased $72 million compared to the nine months ended September 30, 2016. The decrease was primarily due to nonrecurring legal costs incurred during the nine months ended September 30, 2016.
Pre-opening expense represents personnel and other costs incurred prior to the opening of new ventures, which are expensed as incurred. Pre-opening expenses decreased $121 million compared to the nine months ended September 30, 2016. The decrease was primarily due to pre-opening activities at The Parisian Macao, which opened in September 2016. Development expenses include the costs associated with the Company's evaluation and pursuit of new business opportunities, which are also expensed as incurred.
Depreciation and amortization expense increased $121 million compared to the nine months ended September 30, 2016. The increase was primarily attributable to a $150 million increase at The Parisian Macao, partially offset by a $51 million decrease resulting from a change in the estimated useful lives of certain property and equipment (see "Item


1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 2 — Property and Equipment, Net").
The loss on disposal of assets of $27 million for the nine months ended September 30, 2017, primarily related to dispositions at our Macao operations due to property damages caused by Typhoon Hato.
Adjusted Property EBITDA
The following table summarizes information related to our segments (see "Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 7 — Segment Information" for discussion of our operating segments and a reconciliation of consolidated adjusted property EBITDA to net income):
 Nine Months Ended September 30,
 2017 2016 
Percent
Change
 (Dollars in millions)
Macao:     
The Venetian Macao$808
 $827
 (2.3)%
Sands Cotai Central431
 484
 (11.0)%
The Parisian Macao323
 19
 N/M
The Plaza Macao and Four Seasons Hotel Macao162
 154
 5.2%
Sands Macao134
 125
 7.2%
Ferry Operations and Other18
 25
 (28.0)%
 1,876
 1,634
 14.8%
Marina Bay Sands1,299
 1,023
 27.0%
United States:     
Las Vegas Operating Properties277
 245
 13.1%
Sands Bethlehem113
 113
 —%
 390
 358
 8.9%
Consolidated adjusted property EBITDA$3,565
 $3,015
 18.2%
 ____________________
N/M - Not Meaningful
Adjusted property EBITDA at our Macao operations increased $242 million compared to the nine months ended September 30, 2016. The increase was primarily attributable to a $304 million increase at The Parisian Macao. This increase was partially offset by a $55 million decrease at our Macao properties (excluding The Parisian Macao), mainly due to decreased casino operations, driven by a decrease in Rolling Chip volume.
Adjusted property EBITDA at Marina Bay Sands increased $276 million compared to the nine months ended September 30, 2016. As previously described, the increase was primarily due to increased casino revenues, driven by increases in Rolling Chip win percentage and volume.
Adjusted property EBITDA at our Las Vegas Operating Properties increased $32 million compared to the nine months ended September 30, 2016. The increase was primarily due to a $43 million increase in net revenues (excluding intersegment royalty revenue), driven by increased casino revenue.


Interest Expense
The following table summarizes information related to interest expense:
 Nine Months Ended September 30,
 2017 2016
 (Dollars in millions)
Interest cost (which includes the amortization of deferred financing costs and original issue discounts)$230
 $219
Add — imputed interest on deferred proceeds from sale of The Shoppes at The Palazzo11
 11
Less — capitalized interest(1) (32)
Interest expense, net$240
 $198
Cash paid for interest$199
 $186
Weighted average total debt balance$9,970
 $9,740
Weighted average interest rate3.1% 3.0%
Interest cost increased $11 million compared to the nine months ended September 30, 2016, resulting primarily from an increase in our weighted average total debt balance. Capitalized interest decreased $31 million compared to the nine months ended September 30, 2016, primarily due to the opening of The Parisian Macao in September 2016.
Other Factors Effecting Earnings
Other expense was $80 million for the nine months ended September 30, 2017, compared to $33 million for the nine months ended September 30, 2016. Other expense during the nine months ended September 30, 2017, was primarily attributable to a depreciation of the U.S. dollar versus the Singapore dollar during the period. This resulted in $65 million of foreign currency transaction losses, driven by Singapore dollar denominated intercompany debt reported in U.S. dollars, and a $16 million fair value adjustment on our Singapore forward contracts.
Our effective income tax rate was 10.4% for the nine months ended September 30, 2017, compared to 11.7% for the nine months ended September 30, 2016. The decrease in the effective income tax rate relates primarily to the valuation allowances recorded during the nine months ended September 30, 2016, as we determined that certain deferred tax assets were no longer "more-likely-than-not" realizable. The effective income tax rates reflect a 17% statutory tax rate on our Singapore operations and a zero percent tax rate on our Macao gaming operations due to our income tax exemption in Macao, effective through the end of 2018. We have recorded a valuation allowance related to certain deferred tax assets generated by operations in the U.S. and certain foreign jurisdictions; however, to the extent that the financial results of these operations improve and it becomes "more-likely-than-not" that these deferred tax assets, or a portion thereof, are realizable, we will reduce the valuation allowances in the period such determination is made, as appropriate.
The net income attributable to our noncontrolling interests was $306 million for the nine months ended September 30, 2017, compared to $248 million for the nine months ended September 30, 2016. These amounts are primarily related to the noncontrolling interest of SCL.
Additional Information Regarding our Retail Mall Operations
We own and operate retail malls at our integrated resortsIntegrated Resorts at The Venetian Macao, Sands Cotai Central, The Plaza Macao and Four Seasons HotelMacao, The Londoner Macao, The Parisian Macao and Marina Bay Sands and Sands Bethlehem.Sands. Management believes that being in the retail mall business and, specifically, owning some of the largest retail properties in Asia will provide meaningful value for us, particularly as the retail market in Asia continues to grow.
Our malls are designed to complement our other unique amenities and service offerings provided by our integrated resorts.Integrated Resorts. Our strategy is to seek out desirable tenants that appeal to our customerspatrons and provide a wide variety of shopping options. We generate our mall revenues primarily from leases with tenants through minimum base rents, overage rents, and reimbursements for common area maintenance ("CAM"(“CAM”) and other expenditures.

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Table of Contents
The following tables summarize the results of our mall operations on the Cotai Strip and at Marina Bay Sands for the three and nine months ended September 30, 2017March 31, 2022 and 2016:2021:
 
Shoppes at
Venetian
 
Shoppes at
Four
Seasons
 
Shoppes at
Cotai
Central
 
Shoppes at
Parisian(1)
 
The Shoppes 
at Marina
Bay Sands
 
The Outlets 
at Sands
Bethlehem(2)
 Total
 (In millions)
For the three months ended September 30, 2017             
Mall revenues:             
Minimum rents(3)
$45
 $28
 $9
 $13
 $31
 $—
 $126
Overage rents2
 1
 1
 —
 5
 1
 10
CAM, levies and direct recoveries8
 2
 5
 3
 6
 —
 24
Total mall revenues55
 31
 15
 16
 42
 1
 160
Mall operating expenses:             
Common area maintenance4
 1
 1
 2
 4
 —
 12
Marketing and other direct operating expenses2
 1
 1
 1
 1
 —
 6
Mall operating expenses6
 2
 2
 3
 5
 —
 18
Property taxes(4)
—
 —
 —
 —
 1
 —
 1
Provision for doubtful accounts—
 —
 —
 1
 —
 —
 1
Mall-related expenses(5)
$6
 $2
 $2
 $4
 $6
 $—
 $20
For the three months ended September 30, 2016             
Mall revenues:             
Minimum rents(3)
$42
 $29
 $11
 $2
 $31
 $—
 $115
Overage rents2
 —
 1
 —
 5
 1
 9
CAM, levies and direct recoveries8
 2
 3
 3
 7
 —
 23
Total mall revenues52
 31
 15
 5
 43
 1
 147
Mall operating expenses:             
Common area maintenance4
 1
 2
 1
 4
 —
 12
Marketing and other direct operating expenses1
 1
 —
 —
 2
 —
 4
Mall operating expenses5
 2
 2
 1
 6
 —
 16
Property taxes(4)
—
 —
 —
 —
 1
 1
 2
Provision for doubtful accounts—
 —
 —
 —
 1
 —
 1
Mall-related expenses(5)
$5
 $2
 $2
 $1
 $8
 $1
 $19


Shoppes at
Venetian		Shoppes at
Four
Seasons		Shoppes at
Londoner		Shoppes at
Parisian		The Shoppes at Marina
Bay Sands
Shoppes at
Venetian
 
Shoppes at
Four
Seasons
 
Shoppes at
Cotai
Central
 
Shoppes at
Parisian(1)
 
The Shoppes 
at Marina
Bay Sands
 
The Outlets 
at Sands
Bethlehem(2)
 Total
For the nine months ended September 30, 2017             
(In millions)
For the three months ended March 31, 2022For the three months ended March 31, 2022
Mall revenues:             Mall revenues:
Minimum rents(3)
$132
 $85
 $30
 $41
 $92
 $1
 $381
Minimum rents(1)
Minimum rents(1)
$44 $30 $7 $6 $37 
Overage rents5
 2
 2
 —
 10
 2
 21
Overage rents1 1 4 1 7 
Rent concessions(2)
Rent concessions(2)
(8)— (1)(1)(2)
Total overage rents, rent concessions and otherTotal overage rents, rent concessions and other(7)1 3 — 5 
CAM, levies and direct recoveries24
 7
 16
 9
 18
 —
 74
CAM, levies and direct recoveries7 3 4 2 7 
Total mall revenues161
 94
 48
 50
 120
 3
 476
Total mall revenues44 34 14 8 49 
Mall operating expenses:             Mall operating expenses:
Common area maintenance11
 4
 4
 5
 11
 1
 36
Common area maintenance3 1 1 1 4 
Marketing and other direct operating expenses5
 2
 2
 3
 4
 —
 16
Marketing and other direct operating expenses2 2 1 1 1 
Mall operating expenses16
 6
 6
 8
 15
 1
 52
Mall operating expenses5 3 2 2 5 
Property taxes(4)
—
 —
 —
 —
 3
 1
 4
Property taxes(4)
— — — — 1 
Provision for doubtful accounts—
 —
 1
 1
 —
 —
 2
Mall-related expenses(5)
$16
 $6
 $7
 $9
 $18
 $2
 $58
Mall-related expenses(5)
$5 $3 $2 $2 $6 
For the nine months ended September 30, 2016             
For the three months ended March 31, 2021For the three months ended March 31, 2021
Mall revenues:             Mall revenues:
Minimum rents(3)
$125
 $86
 $34
 $2
 $92
 $1
 $340
Minimum rents(1)
Minimum rents(1)
$46 $31 $8 $9 $37 
Overage rents4
 1
 2
 —
 10
 2
 19
Overage rents2 6 4 1 4 
Rent concessions(2)
Rent concessions(2)
(9)— (2)(2)(6)
Other(3)
Other(3)
— — — — 6 
Total overage rents and rent concessionsTotal overage rents and rent concessions(7)6 2 (1)4 
CAM, levies and direct recoveries23
 7
 10
 3
 20
 —
 63
CAM, levies and direct recoveries7 2 4 2 6 
Total mall revenues152
 94
 46
 5
 122
 3
 422
Total mall revenues46 39 14 10 47 
Mall operating expenses:             Mall operating expenses:
Common area maintenance12
 4
 5
 1
 12
 —
 34
Common area maintenance3 1 1 1 4 
Marketing and other direct operating expenses3
 1
 1
 —
 4
 1
 10
Marketing and other direct operating expenses1 1 1 — 2 
Mall operating expenses15
 5
 6
 1
 16
 1
 44
Mall operating expenses4 2 2 1 6 
Property taxes(4)
—
 —
 —
 —
 3
 1
 4
Property taxes(4)
1 — — — 2 
Provision for doubtful accounts1
 —
 —
 —
 3
 —
 4
Recovery of credit lossesRecovery of credit losses(1)— — — — 
Mall-related expenses(5)
$16
 $5
 $6
 $1
 $22
 $2
 $52
Mall-related expenses(5)
$4 $2 $2 $1 $8 
____________________
(1)The Shoppes at Parisian opened in September 2016.
(2)Revenues from CAM, levies and direct recoveries are included in minimum rents for The Outlets at Sands Bethlehem.
(3)Minimum rents include base rents and straight-line adjustments of base rents.
(4)Commercial property that generates rental income is exempt from property tax for the first six years for newly constructed buildings in Cotai. Each property is also eligible to obtain an additional six-year exemption, provided certain qualifications are met. To date, The Venetian Macao and The Plaza Macao and Four Seasons Hotel Macao have obtained a second exemption, extending the property tax exemption to the end of July 2019 and the end of July 2020, respectively. Under the initial exemption, The Parisian Macao is tax exempt until the end of July 2022 and Sands Cotai Central has a distinct exemption for each hotel tower, which have varying expiration dates that range from the end of March 2018 to the end of November 2021. The Company is currently working on obtaining the second exemption for The Parisian Macao and Sands Cotai Central.
(5)Mall-related expenses consist of CAM, marketing fees and other direct operating expenses, property taxes and provision for doubtful accounts, but excludes depreciation and amortization and general and administrative costs.
Note:    These tables exclude the results of our mall operations at Sands Macao.
(1)Minimum rents include base rents and straight-line adjustments of base rents.
(2)Rent concessions were provided to tenants as a result of the COVID-19 Pandemic and the impact on mall operations.
(3)The amount for Marina Bay Sands of $6 million related to a grant provided by the Singapore government to lessors to support small and medium enterprises impacted by the COVID-19 Pandemic in connection with their rent obligations.
(4)Commercial property that generates rental income is exempt from property tax for the first six years for newly constructed buildings in Cotai. If the property also qualifies for Tourism Utility Status, the property tax exemption can be extended to twelve years with effect from opening of the property. To date, The Venetian Macao, The Plaza Macao and Four Seasons Macao, The Londoner Macao and The Parisian Macao have obtained an extended exemption. The exemption for The Venetian Macao and The Plaza Macao and Four Seasons Macao expired in August 2019 and August 2020, respectively, and the exemption for The Londoner Macao and The Parisian Macao will be expiring in December 2027 and September 2028, respectively.
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Table of Contents
(5)Mall-related expenses consist of CAM, marketing fees and other direct operating expenses, property taxes and provision for credit losses, but excludes depreciation and amortization and general and administrative costs.
It is common in the mall operating industry for companies to disclose mall net operating income ("NOI"(“NOI”) as a useful supplemental measure of a mall'small’s operating performance. Because NOI excludes general and administrative expenses, interest expense, impairment losses, depreciation and amortization, gains and losses from property dispositions, allocations to noncontrolling interests and provision for income taxes, it provides a performance measure that, when compared year over year, reflects the revenues and expenses directly associated with owning and operating commercial real estate properties and the impact on operations from trends in occupancy rates, rental rates and operating costs.


In the tables above, we believe that taking total mall revenues less mall-related expenses provides an operating performance measure for our malls. Other mall operating companies may use different methodologies for deriving mall-related expenses. As such, this calculation may not be comparable to the NOI of other mall operating companies.
Development Projects
As our integrated resorts mature, we continue to reinvest in our portfolio of properties to maintain our high quality products and remain competitive in the markets in which we operate. We are constantly evaluatingregularly evaluate opportunities to improve our product offerings, such as refreshing our meeting and convention facilities, suites and rooms, retail malls, restaurant and nightlife mix and our gaming areas, as well as other anticipated revenue generatingrevenue-generating additions to our integrated resorts.Integrated Resorts.
Macao
The Plaza CasinoLondoner Macao is the result of our renovation, expansion and Four Seasons Hotel Macao
In October 2017, we announced that The Plaza Casino and Four Seasons Hotel Macao will feature an additional 295 new suites in a separate tower, The Four Seasons Macao Hotel Tower Suites. We have completed the structural workrebranding of the tower and plan to commence build out of the suites in 2018. We expect the project to be completed in 2019.
Sands Cotai Central
In October 2017, we announced that we will renovate, expand and rebrand the Sands Cotai Central, into a new destination integrated resort, The Londoner Macao.which included the addition of extensive thematic elements both externally and internally. The Londoner Macao will featurepresents a range of new attractions and features, from London, including some of London’s most recognizable landmarks, an expanded retail mallsuch as the Houses of Parliament and the St. RegisElizabeth Tower (commonly known as "Big Ben"), and interactive guest experiences. The Integrated Resort features The Londoner Macao TowerHotel with 594 London-themed suites, including 14 exclusive Suites offeringby David Beckham, and Londoner Court with approximately 350 luxurious new370 luxury suites. The project will commence in 2018We anticipate the Londoner Arena, expansion of the Shoppes at Londoner and be phased to minimize disruption during the property’s peak periods. We expect the projectother amenities to be completed before the end of 2022.
We anticipate the total costs associated with The Londoner Macao development project described above and the completed The Grand Suites at Four Seasons to be approximately $2.20 billion, of which $2.06 billion was spent as of March 31, 2022. We expect to fund our developments through a combination of cash on hand, borrowings from the 2018 SCL Credit Facility and surplus from operating cash flows.
Singapore
In April 2019, our wholly owned subsidiary, Marina Bay Sands Pte. Ltd. (“MBS”) and the Singapore Tourism Board (the “STB”) entered into a development agreement (the “Second Development Agreement”) pursuant to which MBS has agreed to construct a development, which will include a hotel tower with approximately 1,000 rooms and suites, a rooftop attraction, convention and meeting facilities and a state-of-the-art live entertainment arena with approximately 15,000 seats (the “MBS Expansion Project”). The Second Development Agreement provides for a total project cost of approximately SGD 4.50 billion (approximately $3.33 billion at exchange rates in 2020.effect on March 31, 2022), which investment must be completed within eight years from the effective date of the agreement. On March 30, 2022, MBS and the STB entered into a letter agreement (the “Letter Agreement”) that amends the Second Development Agreement. The Letter Agreement extended the deadline for MBS to commence construction, as defined in the Second Development Agreement, by one year to April 8, 2023. The amount of the total project cost will be finalized as we complete design and development and begin construction. We amended our 2012 Singapore Credit Facility to provide for the financing of the development and construction costs, fees and other expenses related to the MBS Expansion Project pursuant to the Second Development Agreement. On September 7, 2021, we amended the 2012 Singapore Credit Facility, which, among other things, extended the deadline for delivering the construction cost estimate and the construction schedule for the MBS Expansion Project to March 31, 2022. We are in the process of reviewing the budget and timing of the MBS expansion based on the impact of the COVID-19 Pandemic and other factors. As a result, the construction cost estimate and construction schedule were not delivered to the lenders by the extended deadline, and we will not be permitted to make further draws on the Singapore Delayed Draw Term Facility until these items are delivered. We do not anticipate material spend related to the MBS Expansion Project prior to the delivery of these items to lenders.
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Table of Contents
We also began the approximately $1.0 billion renovation of Marina Bay Sands, which is expected to introduce world-class suites and substantially upgrade the overall guest experience for premium customers. This project is in addition to our previously announced plans for the MBS Expansion Project.
Other
We continue to evaluate additional development projects in each of our markets and pursue new development opportunities globally.
Liquidity and Capital Resources
Cash Flows — Summary
Our cash flows consisted of the following:
 Nine Months Ended September 30,
 2017 2016
 (In millions)
Net cash generated from operating activities$3,222
 $2,831
Cash flows from investing activities:   
Change in restricted cash and cash equivalents(1) (1)
Capital expenditures(592) (1,103)
Proceeds from disposal of property and equipment2
 4
Acquisition of intangible assets—
 (47)
Net cash used in investing activities(591) (1,147)
Cash flows from financing activities:   
Proceeds from exercise of stock options32
 5
Repurchase of common stock(300) —
Dividends paid(2,362) (2,348)
Proceeds from long-term debt654
 2,260
Repayments on long-term debt(828) (1,963)
Payments of financing costs(5) (31)
Net cash used in financing activities(2,809) (2,077)
Effect of exchange rate on cash51
 4
Decrease in cash and cash equivalents(127) (389)
Cash and cash equivalents at beginning of period2,128
 2,179
Cash and cash equivalents at end of period$2,001
 $1,790


Three Months Ended March 31,
20222021
(In millions)
Net cash used in operating activities from continuing operations$(500)$(188)
Cash flows from investing activities from continuing operations:
Capital expenditures(137)(291)
Proceeds from disposal of property and equipment3 3 
Acquisition of intangible assets and other(12)— 
Net cash used in investing activities from continuing operations(146)(288)
Cash flows from financing activities from continuing operations:
Proceeds from exercise of stock options— 19 
Proceeds from long-term debt201 505 
Repayments on long-term debt(17)(18)
Payments of financing costs(9)(8)
Transactions with discontinued operations4,998 (18)
Net cash generated from financing activities from continuing operations5,173 480 
Net cash used in discontinued operations— (4)
Effect of exchange rate on cash, cash equivalents and restricted cash(6)(12)
Increase (decrease) in cash, cash equivalents and restricted cash4,521 (12)
Cash, cash equivalents and restricted cash at beginning of period1,925 2,137 
Cash, cash equivalents and restricted cash at end of period6,446 2,125 
Less: cash, cash equivalents and restricted cash at end of period for discontinued operations— (35)
Cash, cash equivalents and restricted cash at end of period from continuing operations$6,446 $2,090 
Cash Flows — Operating Activities
Table games play at our properties is conducted on a cash and credit basis, while slot machine play is primarily conducted on a cash basis. Our rooms, food and beverage and other non-gaming revenues are conducted primarily on a cash basis or as a trade receivable, resulting in operating cash flows being generally affected by changes in operating income and accounts receivable. Net cash generated fromused in operating activities for the ninethree months ended September 30, 2017, increased $391March 31, 2022, was $500 million compared to $188 million for the ninethree months ended September 30, 2016. The increase wasMarch 31, 2021, primarily attributable toresulting from an increase in net income, partially offsetoperating loss as our properties in Macao were affected by travel restrictions related to the level of contribution ofCOVID-19 Pandemic. Additionally, our net working capital accounts, driven byrequirements increased during the change in accounts receivable.three months ended March 31, 2022.
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Table of Contents
Cash Flows — Investing Activities
Capital expenditures for the ninethree months ended September 30, 2017,March 31, 2022, totaled $592$137 million. Included in this amount was $84 million including $349for construction and development activities in Macao, which consisted of $67 million for The Londoner Macao, $14 million for The Venetian Macao, $2 million for The Plaza Macao and Four Seasons Macao and $1 million for Sands Macao. Additionally, this amount included $50 million at Marina Bay Sands in Singapore and $3 million for corporate and other.
Capital expenditures for the three months ended March 31, 2021, totaled $291 million. Included in this amount was $268 million for construction and development activities in Macao, which consisted primarily of $149$238 million for The ParisianLondoner Macao, $113$22 million for The Venetian Macao and $58$5 million for Sands Cotai Central; $137The Plaza Macao and Four Seasons Macao. Additionally, this amount included $23 million at Marina Bay Sands; and $86 million at our Las Vegas Operating Properties.
Capital expenditures for the nine months ended September 30, 2016, totaled $1.10 billion, including $970 million for construction and development activitiesSands in Macao, which consisted primarily of $798 million for The Parisian Macao and $97 million for Sands Cotai Central; $57 million at our Las Vegas Operating Properties; and $50 million in Singapore. Additionally, during the nine months ended September 30, 2016, we paid 66 million Singapore dollars ("SGD," approximately $47 million at exchange rates in effect at the time of the transaction) to renew our Singapore gaming license for a three-year term.
Cash Flows — Financing Activities
Net cash flows used ingenerated from financing activities were $2.81$5.17 billion for the ninethree months ended September 30, 2017,March 31, 2022, which was primarily attributable to $2.36 billion in dividend payments, $300the net proceeds received from the sale of the Las Vegas Operating Properties of $4.98 billion. Additionally, $201 million was received from the drawdown of our SCL revolving facility. These items were partially offset by $17 million in common stock repurchases and $174 million of net repayments on our various credit facilities.long-term debt and $9 million in deferred offering costs relating to obtaining LVSC Revolving Facility lender consents to consummate the Las Vegas Sale.
Net cash flows used ingenerated from financing activities were $2.08 billion$480 million for the ninethree months ended September 30, 2016,March 31, 2021, which was primarily attributable to $2.34the proceeds of $505 millionreceived from the drawdown of our SCL revolving facility.
Cash Flows — Discontinued Operations
Cash flows for discontinued operations for the three months ended March 31, 2022, were primarily attributable to $4.98 billion in dividend payments, partially offset by $297 million of net proceeds received from our various credit facilities.the sale of the Las Vegas Operating Properties, which were transferred to continuing operations.
Capital Financing Overview
We fund our development projects primarily through borrowings from our credit facilities (see, "Part I — Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 3 — Long-Term Debt")debt instruments and operating cash flows.
On February 23, 2022, we closed the sale of our Las Vegas Operations. At closing, we received approximately $5.05 billion in cash proceeds, before transaction costs and income taxes. The estimated net proceeds of approximately $4.36 billion, after preliminary working capital adjustments, transaction costs and the payment of income taxes throughout 2022, will be used for incremental liquidity and general corporate purposes, which may include capital expenditures and development activities. In connection with the closing of the sale we may be required to make certain payments (“Support Payments”) to OpCo. The Support Payments are payable on a monthly basis following the closing through the year ending December 31, 2023, based upon the performance of the Las Vegas Operations relative to certain agreed upon target metrics and subject to quarterly and annual adjustments. Our payment obligations are subject to an annual cap equal to $213 million for the annual period beginning on the date of closing and ending December 31, 2022 and $250 million for the annual period beginning January 1, 2023 and ending December 31, 2023. No Support Payments were made for the period post-close through March 31, 2022 and we do not anticipate making these payments.
Our U.S., MacaoSCL and Singapore credit facilities, as amended, contain various financial covenants. The U.S. credit facility requires our Las Vegas operations to comply with a financial covenant at the end of each quarter to the extent that any revolving loans or certain letters of credit are outstanding. This financial covenant requires our Las Vegas operations to maintaincovenants, which include maintaining a maximum leverage ratio ofor net debt, as defined, to trailing twelve-month adjusted earnings before interest, income taxes, depreciation and amortization, as defined ("Adjusted EBITDA"). Thedefined. In September 2021, LVSC extended the amendment, pursuant to which lenders, among other things, removed LVSC’s requirement to maintain a maximum leverage ratio as of the last day of the fiscal quarter, through and including December 31, 2022. In July 2021, SCL extended the waiver and amendment request letter, pursuant to which lenders, among other things, waived SCL’s requirement to ensure the leverage ratio does not exceed 4.0x and the interest coverage ratio is 5.5x for all quarterly periodsgreater than 2.50x, through maturity. We can electJanuary 1, 2023. In September 2021, MBS extended the amendment letter, pursuant to contribute cash on hand to our Las Vegas operations on a bi-quarterly basis; such contributions having the effect of increasing Adjusted EBITDA during the applicable quarter for purposes of calculating compliance with the maximum leverage ratio. Our Macao credit facility requires our Macao operationswhich MBS will not have to comply with similarthe leverage or interest coverage covenants as of the last day of the fiscal quarter, through and including December 31, 2022. Our compliance with our financial covenants for periods beyond December 31, 2022 could be affected by certain factors beyond our control, such as the impact of the COVID-19 Pandemic, including maintaining
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current travel and border restrictions continuing in the future. We will pursue additional waivers to meet the required financial covenant ratios, which include a maximum leverage ratio of debt to Adjusted EBITDA. The maximum leverage ratio is 3.5x for all quarterly periods through maturity. Our Singapore credit facility requires our Marina Bay Sands operations to comply with similar financial covenants, including maintaining a maximum leverage ratio of debt to Adjusted EBITDA. The maximum leverage ratio is 3.5x for the quarterly periods ending September 30, 2017 through September 30, 2019,4.0x, 4.0x and then decreases to, and remains at, 3.0x for all quarterly periods thereafter through maturity. As of September 30, 2017,4.5x under our U.S., Macao and Singapore leverage ratios, as defined percredit facilities, respectively, for periods beyond December 31, 2022 for LVSC and MBS and January 1, 2023 for SCL, if deemed necessary. We believe we will be successful in obtaining the respective credit facility agreements, were 0.5x, 1.8x and 2.0x, respectively, comparedadditional waivers, although no assurance can be provided that such waivers will be granted, which could negatively impact our ability to the maximum leverage ratios allowed of 5.5x, 3.5x and 3.5x, respectively. If we are unable to maintainbe in compliance with the financialour debt covenants under these credit facilities, we would be in default under the respective credit facilities. for periods beyond December 31, 2022 for LVSC and MBS and January 1, 2023 for SCL.
Any defaults under theseour debt agreements would allow the lenders, in each case, to exercise their rights and remedies as defined under their respective agreements. If the lenders were to exercise their rights to accelerate the due dates of the indebtedness outstanding, there can be no assurance that we would be able to repay or refinance any amounts that may


become due and payable under such agreements, which could force us to restructure or alter our operations or debt obligations.
We held unrestricted cash and cash equivalents of approximately $2.0$6.43 billion and restricted cash and cash equivalents of approximately $11$16 million as of September 30, 2017, ofMarch 31, 2022, which approximately $1.04 billion$895 million of the unrestricted amount is held by non-U.S. subsidiaries. Of the $1.04 billion,$895 million, approximately $857$587 million is available to be repatriated to the U.S. with minimaland we do not expect withholding taxes owed on such amounts dueor other foreign income taxes to apply should these earnings be distributed in the significant foreign taxes we paid, which would ultimately generate U.S. foreign tax credits if cash is repatriated.form of dividends or otherwise. The remaining unrestricted amounts held by non-U.S. subsidiaries are not available for repatriation primarily due to dividend requirements to third partythird-party public shareholdersstockholders in the case of funds being repatriated from SCL.
We believe the cash on hand and cash flow generated from operations, as well as the $3.51$3.48 billion available for borrowing under our U.S., MacaoSCL and Singapore revolving credit facilities, net of outstanding letters of credit, and SGD 3.69 billion (approximately $2.73 billion at exchange rates in effect on March 31, 2022) under our Singapore Delayed Draw Term Facility as of September 30, 2017,March 31, 2022 (only available for draws after the construction cost estimate and construction schedule for the MBS Expansion Project have been delivered to the lenders), will be sufficient to maintain compliance with the financial covenants of our credit facilities and fund our working capital needs, committed and planned capital expenditures, development opportunities and debt obligations and dividend commitments.obligations. In the normal course of our activities, we will continue to evaluate ourglobal capital structure andmarkets to consider future opportunities for enhancements thereof.
In March 2017, we entered into an agreement to amendof our U.S. credit facility, which refinanced the term loans in an aggregate amount of $2.18 billion, extended the maturity of the term loans to March 2024, removed the requirement to prepay outstanding revolving loans and/or permanently reduce revolving commitments in certain circumstances and lowered the applicable margin credit spread for borrowings under the term loans (see "Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 3 — Long-Term Debt — 2013 U.S. Credit Facility").capital structure. During the ninethree months ended September 30, 2017, we had net repayments of $36March 31, 2022, SCL drew down $19 million on our 2013 U.S. Extended Revolving Facility.
On February 24 and June 23, 2017, SCL paid a dividend of 0.99 Hong Kong dollars ("HKD") and HKD 1.00 per share, respectively, to SCL shareholders (a total of $2.071.42 billion of which we retained $1.45 billion during the nine months ended September 30, 2017). On(approximately $182 million at exchange rates in effect on March 31, June 30 and September 30, 2017, we paid a dividend of $0.73 per common share as part of a regular cash2022) under this facility for general corporate purposes.
We have suspended our quarterly dividend program beginning in April 2020, and recorded $1.73 billion as a distribution against retained earnings (of which $946 million related to our Principal Stockholder's family and the remaining $787 million related to all other shareholders) during the nine months ended September 30, 2017. In October 2017, the Company's Board of Directors declared a quarterlySCL suspended its dividend of $0.73 per common share (a total estimated to be approximately $577 million) to be paid on December 29, 2017, to shareholders of record on December 21, 2017. In October 2017, we announced that our Board of Directors increased thepayments after paying its interim dividend for the 2018 calendar year to $3.00 per common share, or $0.75 per common share per quarter.2019 on February 21, 2020.
In November 2016, our Board of Directors authorized the repurchase of $1.56 billion of our outstanding common stock, which expires in November 2018. During the nine months ended September 30, 2017, we repurchased 5,107,237 shares of our common stock for $300 million (including commissions) under this program. All share repurchases of our common stock are recorded as treasury stock. As of September 30, 2017,We believe we have remaining authorizationa strong balance sheet and sufficient liquidity in place, including access to repurchase $1.26 billion ofavailable borrowing capacity under our outstanding common shares. Repurchases ofcredit facilities. We also believe we are well positioned to support our common stockcontinuing operations, complete the major construction projects in Macao and Singapore that are made at our discretion in accordance with applicable federal securities laws inunderway and respond to the open market or otherwise. The timingcurrent COVID-19 Pandemic challenges. We have taken various mitigating measures to manage through the current environment, including a cost and actual number of sharescapital expenditure reduction program to be repurchased in the future will depend on a variety of factors, including our financial position, earnings, legal requirements, other investment opportunities and market conditions.minimize cash outflow for non-essential items.
Aggregate Indebtedness and Other Known Contractual Obligations
As of September 30, 2017,March 31, 2022, there had been no material changes to our aggregated indebtedness and other known contractual obligations which are set forth in the table includedpreviously reported in our Annual Report on Form 10-K for the year ended December 31, 2016,2021, with the exception of the following:
amendment and extension of our 2013 U.S.$201 million draw on the 2018 SCL Revolving Credit Facility (see "Item 1 — Financial Statements —and the 0.25% per annum increase in fixed interest on the SCL Senior Notes due to Condensed Consolidated Financial Statements — Note 3 — Long-Term Debt — 2013 U.S. Credit Facility"); and
net repayments of $36 milliona downgraded credit rating from Standard & Poor’s; the increase being effective on our 2013 U.S. Extended Revolving Facility (which would have matured in December 2018 with no interim amortization).


Restrictions on Distributions
We are a parent company with limited business operations. Our main asset is the stock and membership interests of our subsidiaries. The debt instruments of our U.S., Macao and Singapore subsidiaries contain certain restrictions that, among other things, limitfirst payment date after the ability of certain subsidiaries to incur additional indebtedness, issue disqualified stock or equity interests, pay dividends or make other distributions, repurchase equity interests or certain indebtedness, create certain liens, enter into certain transactions with affiliates, enter into certain mergers or consolidations or sell our assets of our company without prior approvaldate of the lenders or noteholders.downgrade. This will result in an increase of $9 million in interest expense for the year ended December 31, 2022 and $18 million for each year thereafter through 2024, at which time this will decrease as the SCL Senior Notes are repaid based on each of their set maturity dates.
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Special Note Regarding Forward-Looking Statements
This report contains forward-looking statements that are made pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include the discussions of our business strategies and expectations concerning future operations, margins, profitability, liquidity and capital resources. In addition, in certain portions included in this report, the words: "anticipates," "believes," "estimates," "seeks," "expects," "plans," "intends"“anticipates,” “believes,” “estimates,” “seeks,” “expects,” “plans,” “intends” and similar expressions, as they relate to our companyCompany or management, are intended to identify forward-looking statements. Although we believe that these forward-looking statements are reasonable, we cannot assure you that any forward-looking statements will prove to be correct. These forward-looking statements involve known and unknown risks, uncertainties and other factors beyond our control, which may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by these forward-looking statements. These factors include, among others, the risks associated with:
•the uncertainty of the extent, duration and effects of the COVID-19 Pandemic and the response of governments and other third parties, including government-mandated property closures, increased operational regulatory requirements or travel restrictions, on our business, results of operations, cash flows, liquidity and development prospects;
•our ability to maintain our gaming license and subconcession in Macao and Singapore, including the extension of our subconcession in Macao that expires on June 26, 2022 and the grant of any new concession in Macao;
•our ability to invest in future growth opportunities;
•the ability to execute our previously announced capital expenditure programs in both Macao and Singapore, and produce future returns;
•legal proceedings, judgments or settlements that may be instituted in connection with the Las Vegas Sale;
•general economic and business conditions in the U.S. and internationally, which may impact levels of disposable income, consumer spending, group meeting business, pricing of hotel rooms and retail and mall tenant sales;
•disruptions or reductions in travel and our operations due to natural or man-made disasters, pandemics, epidemics or outbreaks of infectious or contagious diseases, political instability, civil unrest, terrorist activity or war;
•the uncertainty of consumer behavior related to discretionary spending and vacationing at casino-resortsour Integrated Resorts in Macao Singapore, Las Vegas and Bethlehem, Pennsylvania;Singapore;
•the extensive regulations to which we are subject and the costs of compliance or failure to comply with such regulations;
•new developments, construction projects and ventures, including our Cotai Strip developments and MBS Expansion Project;
•regulatory policies in China or other countries in which our patrons reside, or where we have operations, including visa restrictions limiting the number of visits or the length of stay for visitors from China to Macao, restrictions on foreign currency exchange or importation of currency, and the judicial enforcement of gaming debts;
•our leverage, debt service and debt covenant compliance, including the pledge of certain of our assets (other than our equity interests in our subsidiaries) as security for our indebtedness and ability to refinance our debt obligations as they come due or to obtain sufficient funding for our planned, or any future, development projects;
•fluctuations in currency exchange rates and interest rates;
•increased competition for labor and materials due to planned construction projects in Macao and Singapore and quota limits on the hiring of foreign workers;
our ability to obtain required visas and work permits for management and employees from outside countries to work in Macao, and
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•our ability to compete for thelimited management and labor resources in Macao and Singapore, and policies of those governments may also affect our ability to employ imported managers and employees with the skills required to perform the services we offer at our properties;or labor from other countries;
new developments, construction projects and ventures;
regulatory policies in mainland China or other countries in which our customers reside, or where we have operations, including visa restrictions limiting the number of visits or the length of stay for visitors from mainland China to Macao, restrictions on foreign currency exchange or importation of currency, and the judicial enforcement of gaming debts;
•our dependence upon properties primarily in Macao Singapore and Las VegasSingapore for all of our cash flow;flow and the ability of our subsidiaries to make distribution payments to us;
•the passage of new legislation and receipt of governmental approvals for our operations in Macao and Singapore and other jurisdictions where we are planning to operate;
•our insurance coverage, including the risk that we have not obtained sufficient coverage may not be ableadequate to obtain sufficient coveragecover all possible losses that our properties could suffer and our insurance costs may increase in the future, or will only be able to obtain additional coverage at significantly increased rates;future;
disruptions or reductions in travel, as well as disruptions in our operations, due to natural or man-made disasters, outbreaks of infectious diseases, terrorist activity or war;


•our ability to collect gaming receivables from our credit players;
•the collectability of our outstanding loans receivable;
•our relationship with gaming promoters in Macao;
•our dependence on chance and theoretical win rates;
•fraud and cheating;
•our ability to establish and protect our IPintellectual property rights;
•conflicts of interest that arise because certain of our directors and officers are also directors and officers of SCL;
•government regulation of the casino industry (as well as new laws and regulations and changes to existing laws and regulations), including gaming license regulation, the requirement for certain beneficial owners of our securities to be found suitable by gaming authorities, the legalization of gaming in other jurisdictions and regulation of gaming on the Internet;internet;
•increased competition in Macao, and Las Vegas, including recent and upcoming increases in hotel rooms, meeting and convention space, retail space, potential additional gaming licenses and online gaming;
•the popularity of Macao Singapore and Las VegasSingapore as convention and trade show destinations;
•new taxes, changes to existing tax rates or proposed changes in tax legislation;
our ability to maintain our gaming licenses, certificate and subconcession in Macao, Singapore, Las Vegas and Bethlehem, Pennsylvania;
•the continued services of our key management and personnel;officers;
•any potential conflict between the interests of our Principal StockholderStockholders and us;
the ability of our subsidiaries to make distribution payments to us;
•labor actions and other labor problems;
•our failure to maintain the integrity of our customerinformation and information systems or companycomply with applicable privacy and data including against past or future cybersecurity attacks,security requirements and any litigation or disruption toregulations could harm our operations resulting from such loss of data integrity;reputation and adversely affect our business;
•the completion of infrastructure projects in Macao;
our relationship with GGP or any successor owner of the Grand Canal Shoppes;•potential negative impacts from environmental, social and governance and sustainability matters; and
•the outcome of any ongoing and future litigation.
All future written and verbal forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by the cautionary statements contained or referred to in this section. New risks and uncertainties arise from time to time, and it is impossible for us to predict these events or how they may affect us. Readers are cautioned not to place undue reliance on these forward-looking statements. We assume no obligation to update any forward-looking statements after the date of this report as a result of new information, future events or developments, except as required by federal securities laws.
Investors and others should note that we announce material financial information using our investor relations website (http:(https://investor.sands.com)investor.sands.com), our company website, SEC filings, investor events, news and earnings releases, public conference calls and webcasts. We use these channels to communicate with our investors and the public about our company, our products and services, and other issues.
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In addition, we post certain information regarding SCL, a subsidiary of Las Vegas Sands Corp. with ordinary shares listed on The Stock Exchange of Hong Kong Limited, from time to time on our company website and our investor relations website. It is possible that the information we post regarding SCL could be deemed to be material information.
The contents of these websites are not intended to be incorporated by reference into this Quarterly Report on Form 10-Q or in any other report or document we file, and any reference to these websites are intended to be inactive textual references only.


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. Our primary exposureexposures to market risk isare interest rate risk associated with our variable rate long-term debt and foreign currency exchange rate risk associated with our operations outside the United States, which we may manage through the use of interest rate swaps, futures, options, caps, forward contracts and similar instruments. We do not hold or issue financial instruments for trading purposes and do not enter into derivative transactions that would be considered speculative positions. Our derivative financial instruments currently consist primarily of foreign currency forward contracts, none of which have been designated as hedging instruments for accounting purposes.
To manage exposure to counterparty credit risk in foreign currency forward contracts, we enter into agreements with highly rated institutions that can be expected to fully perform under the terms of such agreements. Frequently, these institutions are also members of the bank group providing our credit facilities, which management believes further minimizes the risk of nonperformance.
As of September 30, 2017,March 31, 2022, the estimated fair value of our long-term debt was approximately $9.57$14.35 billion, compared to its carryingcontractual value of $9.71$15.08 billion. The estimated fair value of our long-term debt is based on levelrecent trades, if available, and indicative pricing from market information (level 2 inputs (quoted prices in markets that are not active)inputs). As our long-term debt obligations are primarily variable-rate debt, aA hypothetical 100 basis point change in LIBOR, HIBOR and SOR is not expected to have a material impact onmarket rates would cause the fair value of our long-term debt. Based on variable-rate debt levels as of September 30, 2017, ato change by $452 million. A hypothetical 100 basis point change in LIBOR, HIBORLondon Inter-Bank Offered Rate (“LIBOR”), Hong Kong Inter-Bank Offered Rate (“HIBOR”) and SOR for the duration of a yearSingapore Overnight Rate Average (“SORA”) would cause our annual interest cost on our long-term debt to change by approximately $98$39 million.
Foreign currency transaction losses were $65$20 million for the ninethree months ended September 30, 2017,March 31, 2022, primarily due to U.S. dollar denominated debt issued by SCL and Singapore dollar denominated intercompany debt reported in U.S. dollars and U.S. dollar denominated intercompany debt held in Macao.dollars. We may be vulnerable to changes in the U.S. dollar/SGD and U.S. dollar/pataca exchange rates. Based on balances as of September 30, 2017,March 31, 2022, a hypothetical10% strengthening or weakening of the U.S. dollar against the dollar/SGD (excluding the impact of foreign currency forward contracts)exchange rate would cause a foreign currency transaction gain of approximately $105 million or a loss of approximately $129$22 million, and a hypothetical 100 basis point change in1% weakening of the U.S. dollar/pataca exchange rate would cause a foreign currency transaction gain/loss of approximately $15 million.$53 million (net of the impact from the foreign currency swap agreements). The pataca is pegged to the Hong Kong dollar and the Hong Kong dollar is pegged to the U.S. dollar (within a narrow range). We maintain a significant amount of our operating funds in the same currencies in which we have obligations thereby reducing our exposure to currency fluctuations.
We manage a portion of our exposure to currency fluctuations with foreign currency forward contracts. As of September 30, 2017, we had eight foreign currency forward contracts with a total notional value of $144 million, contract expirations through December 2017 and a total liability fair value of $4 million. As of September 30, 2017, a hypothetical unfavorable 10% change in the U.S. dollar/SGD exchange rate would cause an increase in our unrealized loss by approximately $14 million.
See also "Liquidity and Capital Resources."
ITEM 4 —CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
Disclosure controls and procedures are designed to ensure that information required to be disclosed in the reports that the Company files or submits under the Securities Exchange Act of 1934 is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission'sCommission’s rules and forms and that such information is accumulated and communicated to the Company'sCompany’s management, including its principal executive officer and principal financial officer, as appropriate, to allow for timely decisions regarding required disclosure. The Company'sCompany’s Chief Executive Officer and its Chief Financial Officer have evaluated the disclosure controls and procedures (as defined in the Securities Exchange Act of 1934 Rules 13a-15(e) and 15d-15(e)) of the Company as of September 30, 2017,March 31, 2022, and have concluded that they are effective at the reasonable assurance level.
It should be noted that any system of controls, however well designed and operated, can provide only reasonable, and not absolute, assurance that the objectives of the system are met. In addition, the design of any control system is based in part upon certain assumptions about the likelihood of future events. Because of these and other inherent


limitations of control systems, there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions, regardless of how remote.
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Changes in Internal Control over Financial Reporting
There were no changes in the Company'sCompany’s internal control over financial reporting that occurred during the fiscal quarter covered by this Quarterly Report on Form 10-Q that had a material effect, or waswere reasonably likely to have a material effect, on the Company'sCompany’s internal control over financial reporting.

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PART II OTHER INFORMATION
ITEM 1 —LEGAL PROCEEDINGS
The Company is party to litigation matters and claims related to its operations. For more information, see the Company'sCompany’s Annual Report on Form 10-K for the year ended December 31, 2016, Quarterly Reports on Form 10-Q for the quarterly periods ended March 312021, and June 30, 2017, and "Part“Part I — Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 610 — Commitments and Contingencies"Contingencies” of this Quarterly Report on Form 10-Q.
ITEM 1A —RISK FACTORS
There have been no material changes fromIn addition to the risk factors previously disclosed in the Company'sCompany’s Annual Report on Form 10-K for the year ended December 31, 2016.2021, the following risk factor was identified:
Our loans receivable are subject to certain risks, which could materially adversely affect our financial position, results of operations and cash flows.
ITEM 2 —UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
The following table provides information about share repurchases made byIn connection with closing of the Las Vegas sale, the Company entered into a seller financing loan agreement, which provides for a six-year senior secured term loan in an aggregate principal amount of its common stock during$1.20 billion. If this loan were to become impaired and could not be collected, our financial position, results of operations and cash flows could be materially adversely affected for the quarter ended September 30, 2017:amount of uncollected, or deemed uncollectible, principal and interest.
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Period
Total
Number of
Shares
Purchased
 
Weighted
Average
Price Paid
per Share
 
Total Number
of Shares
Purchased as
Part of a Publicly
Announced Program
 
Approximate
Dollar Value of
Shares that May
Yet Be Purchased
Under the Program
(in millions)(1)
July 1, 2017 — July 31, 2017—
 $—
 —
 $1,335
August 1, 2017 — August 31, 2017—
 $—
 —
 $1,335
September 1, 2017 — September 30, 20171,173,500
 $63.90
 1,173,500
 $1,260
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__________________________ITEM 6 — EXHIBITS
List of Exhibits
(1)In November 2016, the Company's Board of Directors authorized the repurchase of $1.56 billion of its outstanding common stock, which expires on November 2, 2018. All repurchases under the stock repurchase program are made from time to time at the Company's discretion in accordance with applicable federal securities laws in the open market or otherwise. All share repurchases of the Company's common stock have been recorded as treasury stock.


ITEM 6 —EXHIBITS
List of Exhibits
Exhibit No.Description of Document
10.1+10.1
Amended & Restated EmploymentFourth Amendment and Restatement Agreement, among Las Vegas Sands Corp., Las Vegas Sands, LLC and Sheldon G. Adelson, effectivedated as of January 1, 2017February 9, 2022, among Marina Bay Sands Pte. Ltd., as borrower, and DBS Bank Ltd., as agent and security trustee (incorporated by reference from Exhibit 10.1 to the Company's Current ReportCompany’s current report on Form 8-K (File No. 001-32373) filed on September 7, 2017)February 14, 2022).
31.110.2*
Post-Closing Contingent Lease Support Agreement, dated as of February 23, 2022, by and among Las Vegas Sands Corp. and Pioneer OpCo, LLC.
10.3*
Term Loan Credit and Security Agreement, dated as of February 23, 2022, by and among Pioneer HoldCo, LLC, Pioneer OpCo, LLC as Borrower, the Guarantors party thereto, and Las Vegas Sands Corp.
10.4*
Letter Agreement, dated as of March 29, 2022, by and between Marina Bay Sands Pte. Ltd., and Singapore Tourism Board.
31.1
Certification of the Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2
Certification of the Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1++
Certification of Chief Executive Officer of Las Vegas Sands Corp. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2++
Certification of Chief Financial Officer of Las Vegas Sands Corp. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS101XBRL Instance DocumentThe following financial information from the Company’s Quarterly Report on Form 10-Q for the three months ended March 31, 2022, formatted in Inline Extensible Business Reporting Language (“iXBRL”): (i) Condensed Consolidated Balance Sheets as of March 31, 2022 and December 31, 2021, (ii) Condensed Consolidated Statements of Operations for the three months ended March 31, 2022 and 2021, (iii) Condensed Consolidated Statements of Comprehensive Loss for the three months ended March 31, 2022 and 2021, (iv) Condensed Consolidated Statements of Equity for the three months ended March 31, 2022 and 2021, (v) Condensed Consolidated Statements of Cash Flows for the three months ended March 31, 2022 and 2021, and (vi) Notes to Condensed Consolidated Financial Statements.
101.SCH104Cover Page Interactive Data File - the cover page XBRL Taxonomy Extension Schema Document
101.CALtags are embedded within the Inline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFXBRL Taxonomy Extension Definition Linkbase Document
101.LABXBRL Taxonomy Extension Label Linkbase Document
101.PREXBRL Taxonomy Extension Presentation Linkbase Documentdocument
____________________
+Denotes a management contract or compensatory plan or arrangement.
++This exhibit will not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section. Such exhibit shall not be deemed incorporated into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.

*    Certain schedules to this Exhibit have been omitted in accordance with Item 601(a)(5) of Regulation S-K.

+    This exhibit will not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liability of that section. Such exhibit shall not be deemed incorporated into any filing under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended.




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LAS VEGAS SANDS CORP.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this quarterly report on Form 10-Q to be signed on its behalf by the undersigned thereunto duly authorized.
LAS VEGAS SANDS CORP.
April 29, 2022LAS VEGAS SANDS CORP.By:
/S/ ROBERT G. GOLDSTEIN
November 3, 2017By:/s/ SheldonRobert G. Adelson
Sheldon G. Adelson
Goldstein
Chairman of the Board and
Chief Executive Officer
(Principal Executive Officer)
April 29, 2022By:
/S/RANDY HYZAK
November 3, 2017By:/s/ Patrick Dumont
Patrick Dumont
Randy Hyzak
Executive Vice President and Chief Financial Officer

(Principal Financial Officer)

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