

Item 1.			~~PART I~~ ~~FINANCIAL INFORMATION~~

~~Item 1.~~	Financial Statements (unaudited)	3
			Condensed Consolidated Balance Sheets at ~~September~~June 30, ~~2017~~2023 and December 31, ~~2016~~2022	3
			Condensed Consolidated Statements of Operations for the Three and ~~Nine~~Six Months Ended ~~September~~June 30, ~~2017~~2023 and ~~2016~~2022	4
			Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and ~~Nine~~Six Months Ended ~~September~~June 30, ~~2017~~2023 and ~~2016~~2022	5
			Condensed Consolidated Statements of Equity for the ~~Nine~~Three and Six Months Ended ~~September~~June 30, ~~2017~~2023 and ~~2016~~2022	6
			Condensed Consolidated Statements of Cash Flows for the ~~Nine~~Six Months Ended ~~September~~June 30, ~~2017~~2023 and ~~2016~~2022	7
			Notes to Condensed Consolidated Financial Statements	98
			Note 1 — Organization and Business of Company	8

			Note 2 — Accounts Receivable, Net and Customer Contract Related Liabilities	9

			Note 3 — Goo dwill and Intangible Assets, Net	11

			Note 4 — Long-Term Debt	13
			Note 5 — Equity and Earnings (Loss) Per Share	16
			Note 6 — Income Taxes	16
			Note 7 — Leases	16
			Note 8 — Commitments and Contingencies	18
			Note 9 — Segment Information	20
Item 2.			~~Management's~~Management’s Discussion and Analysis of Financial Condition and Results of Operations	25
Item 3.			Quantitative and Qualitative Disclosures about Market Risk	4953
Item 4.			Controls and Procedures	4953

			PART II OTHER INFORMATION

Item 1.			Legal Proceedings	5154
~~Item 1A.~~	~~Risk Factors~~	51
~~Item 2.~~	~~Unregistered Sales of Equity Securities and Use of Proceeds~~	51
~~Item 6.~~	~~Exhibits~~	52
~~Signatures~~Item 1A.			53Risk Factors	54

Item 5.			Other Information	54
Item 6.			Exhibits	55
Signatures				56

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 equivalents 11
10
Accounts receivable, net 637
776
Inventories 45
46
Prepaid expenses and other 142
138
Total current assets 2,836
3,098
Property and equipment, net 15,498
15,903
Leasehold interests in land, net 1,234
1,210
Intangible assets, net 93
103
Other assets, net 147
155
Total assets $ 19,808
$ 20,469
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable $ 141
$ 128
Construction payables 165
384
Other accrued liabilities 1,992
1,935
Income taxes payable 229
192
Current maturities of long-term debt 134
167
Total current liabilities 2,661
2,806
Other long-term liabilities 136
126
Deferred income taxes 229
200
Deferred amounts related to mall sale transactions 408
413
Long-term debt 9,483
9,428
Total liabilities 12,917
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 outstanding 1
1
Treasury stock, at cost, 41 and 35 shares (2,743 ) (2,443 )
Capital in excess of par value 6,569
6,516
Accumulated other comprehensive loss (13 ) (119 )
Retained earnings 2,082
2,222
Total Las Vegas Sands Corp. stockholders' equity 5,896
6,177
Noncontrolling interests 995
1,319
Total equity 6,891
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
Rooms 411
402
1,194
1,123
Food and beverage 198
184
610
559
Mall 160
147
476
422
Convention, retail and other 128
141
400
389
3,408

3,181
10,059
8,899
Less — promotional allowances (209 ) (212 ) (613 ) (564 )
Net revenues 3,199
2,969
9,446
8,335
Operating expenses:
Casino 1,342
1,198
3,968
3,531
Rooms 74
67
216
197
Food and beverage 109
101
329
306
Mall 18
16
52
44
Convention, retail and other 69
66
200
184
Provision for doubtful accounts 23
51
77
139
General and administrative 358
330
1,050
931
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
2,343
2,249
7,011
6,511
Operating income 856
720
2,435
1,824
Other income (expense):
Interest income 4
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 taxes 758
675
2,121
1,596
Income tax expense (73 ) (69 ) (220 ) (187 )
Net income 685
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:
Basic 791
795
792
795
Diluted 792
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 tax 33
(25 ) 98
62
Total comprehensive income 718
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


	June 30, 2023		December 31, 2022

	(In millions, except par value) (Unaudited)
ASSETS
Current assets:
Cash and cash equivalents	$	5,768	$	6,311


Accounts receivable, net of provision for credit losses of $203 and $217	336		267
Inventories	32		28
Prepaid expenses and other	154		138
Total current assets	6,290		6,744
Loan receivable	1,179		1,165
Property and equipment, net	11,591		11,451
Restricted cash	124		125
Deferred income taxes, net	136		131
Leasehold interests in land, net	2,075		2,128
Goodwill and intangible assets, net	631		64
Other assets, net	244		231
Total assets	$	22,270	$	22,039
LIABILITIES AND EQUITY
Current liabilities:
Accounts payable	$	135	$	89
Construction payables	179		189
Other accrued liabilities	1,719		1,458
Income taxes payable	171		135
Current maturities of long-term debt	71		2,031

Total current liabilities	2,275		3,902
Other long-term liabilities	842		382
Deferred income taxes	145		152

Long-term debt	14,849		13,947
Total liabilities	18,111		18,383
Commitments and contingencies (Note 8)
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 outstanding	1		1
Treasury stock, at cost, 69 shares	(4,481)		(4,481)
Capital in excess of par value	6,708		6,684
Accumulated other comprehensive loss	(41)		(7)
Retained earnings	2,143		1,684
Total Las Vegas Sands Corp. stockholders’ equity	4,330		3,881
Noncontrolling interests	(171)		(225)
Total equity	4,159		3,656
Total liabilities and equity	$	22,270	$	22,039

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

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 June 30,				Six Months Ended June 30,
	2023		2022		2023		2022

	(In millions, except per share data) (Unaudited)
Revenues:
Casino	$	1,862	$	709	$	3,403	$	1,336
Rooms	296		97		539		192
Food and beverage	143		63		267		116
Mall	172		148		334		297
Convention, retail and other	69		28		119		47
Net revenues	2,542		1,045		4,662		1,988
Operating expenses:
Casino	1,034		445		1,908		913
Rooms	71		41		127		84
Food and beverage	117		73		221		138
Mall	21		19		42		37
Convention, retail and other	50		24		89		46
Provision for (recovery of) credit losses	5		2		(1)		6
General and administrative	279		238		530		456
Corporate	60		55		117		114
Pre-opening	8		3		10		7
Development	54		22		96		82
Depreciation and amortization	288		256		562		520
Amortization of leasehold interests in land	14		14		28		28
Loss on disposal or impairment of assets	4		—		18		6
	2,005		1,192		3,747		2,437
Operating income (loss)	537		(147)		915		(449)
Other income (expense):
Interest income	76		14		146		18
Interest expense, net of amounts capitalized	(210)		(162)		(428)		(318)
Other income (expense)	14		(9)		(21)		(31)

Income (loss) from continuing operations before income taxes	417		(304)		612		(780)
Income tax expense	(49)		(110)		(99)		(112)
Net income (loss) from continuing operations	368		(414)		513		(892)
Discontinued operations:
Income from operations of discontinued operations, net of tax	—		—		—		46
Gain on disposal of discontinued operations, net of tax	—		—		—		2,861
Adjustment to gain on disposal of discontinued operations, net of tax	—		(3)		—		(3)
Income (loss) from discontinued operations, net of tax	—		(3)		—		2,904
Net income (loss)	368		(417)		513		2,012
Net (income) loss attributable to noncontrolling interests from continuing operations	(56)		127		(54)		228
Net income (loss) attributable to Las Vegas Sands Corp.	$	312	$	(290)	$	459	$	2,240
Earnings (loss) per share - basic:
Income (loss) from continuing operations	$	0.41	$	(0.38)	$	0.60	$	(0.87)
Income from discontinued operations, net of tax	—		—		—		3.80
Net income (loss) attributable to Las Vegas Sands Corp.	$	0.41	$	(0.38)	$	0.60	$	2.93
Earnings (loss) per share - diluted:
Income (loss) from continuing operations	$	0.41	$	(0.38)	$	0.60	$	(0.87)
Income from discontinued operations, net of tax	—		—		—		3.80
Net income (loss) attributable to Las Vegas Sands Corp.	$	0.41	$	(0.38)	$	0.60	$	2.93
Weighted average shares outstanding:
Basic	764		764		764		764
Diluted	767		764		767		764

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

Table of Contents

LAS VEGAS SANDS CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF ~~CASH FLOWS~~COMPREHENSIVE INCOME (LOSS)

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 amortization 913
792
Amortization of leasehold interests in land 28
29
Amortization of deferred financing costs and original issue discount 31
33
Amortization of deferred gain on and rent from mall sale transactions (3 ) (3 )
Loss on modification or early retirement of debt 5
2
Loss on disposal or impairment of assets 27
15
Stock-based compensation expense 26
28
Provision for doubtful accounts 77
139
Foreign exchange loss 38
20
Deferred income taxes 21
24
Changes in operating assets and liabilities:
Accounts receivable 76
280
Other assets (4 ) (22 )
Accounts payable 11
12
Other liabilities 75
73
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 equipment 2
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 options 32
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 cash 51
4
Decrease in cash and cash equivalents (127 ) (389 )
Cash and cash equivalents at beginning of period 2,128
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


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022

	(In millions) (Unaudited)
Net income (loss)	$	368	$	(417)	$	513	$	2,012
Currency translation adjustment	(52)		(61)		(29)		(65)
Cash flow hedge fair value adjustment	(1)		6		(6)		—
Total comprehensive income (loss)	315		(472)		478		1,947
Comprehensive (income) loss attributable to noncontrolling interests	(55)		125		(53)		229
Comprehensive income (loss) attributable to Las Vegas Sands Corp.	$	260	$	(347)	$	425	$	2,176

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

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 March 31, 2022	$	1	$	(4,481)	$	6,656	$	(29)	$	2,382	$	148	$	4,677
Net loss	—		—		—		—		(290)		(127)		(417)
Currency translation adjustment	—		—		—		(61)		—		—		(61)
Cash flow hedge fair value adjustment	—		—		—		4		—		2		6

Stock-based compensation	—		—		10		—		—		1		11
Tax withholding on vesting of equity awards	—		—		(1)		—		—		—		(1)



Balance at June 30, 2022	$	1	$	(4,481)	$	6,665	$	(86)	$	2,092	$	24	$	4,215

Balance at January 1, 2022	$	1	$	(4,481)	$	6,646	$	(22)	$	(148)	$	252	$	2,248
Net income (loss)	—		—		—		—		2,240		(228)		2,012
Currency translation adjustment	—		—		—		(64)		—		(1)		(65)



Stock-based compensation	—		—		20		—		—		1		21
Tax withholding on vesting of equity awards	—		—		(1)		—		—		—		(1)




Balance at June 30, 2022	$	1	$	(4,481)	$	6,665	$	(86)	$	2,092	$	24	$	4,215

Balance at March 31, 2023	$	1	$	(4,481)	$	6,694	$	11	$	1,831	$	(227)	$	3,829
Net income	—		—		—		—		312		56		368
Currency translation adjustment	—		—		—		(51)		—		(1)		(52)
Cash flow hedge fair value adjustment	—		—		—		(1)		—		—		(1)
Exercise of stock options	—		—		3		—		—		—		3

Stock-based compensation	—		—		11		—		—		1		12




Balance at June 30, 2023	$	1	$	(4,481)	$	6,708	$	(41)	$	2,143	$	(171)	$	4,159

Balance at January 1, 2023	$	1	$	(4,481)	$	6,684	$	(7)	$	1,684	$	(225)	$	3,656
Net income	—		—		—		—		459		54		513
Currency translation adjustment	—		—		—		(29)		—		—		(29)
Cash flow hedge fair value adjustment	—		—		—		(5)		—		(1)		(6)
Exercise of stock options	—		—		3		—		—		—		3

Stock-based compensation	—		—		22		—		—		1		23
Tax withholding on vesting of equity awards	—		—		(1)		—		—		—		(1)



Balance at June 30, 2023	$	1	$	(4,481)	$	6,708	$	(41)	$	2,143	$	(171)	$	4,159

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

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LAS VEGAS SANDS CORP. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS


	Six Months Ended June 30,
	2023		2022

	(In millions) (Unaudited)
Cash flows from operating activities from continuing operations:
Net income (loss) from continuing operations	$	513	$	(892)
Adjustments to reconcile net income (loss) to net cash generated from (used in) operating activities:
Depreciation and amortization	562		520
Amortization of leasehold interests in land	28		28
Amortization of deferred financing costs and original issue discount	31		28

Change in fair value of derivative asset/liability	(3)		(1)
Paid-in-kind interest income	(14)		—

Loss on disposal or impairment of assets	8		5
Stock-based compensation expense	22		20
Provision for (recovery of) credit losses	(1)		6
Foreign exchange loss	24		31
Deferred income taxes	(10)		(47)

Changes in operating assets and liabilities:
Accounts receivable	(71)		35
Other assets	(34)		6

Accounts payable	46		(1)
Other liabilities	281		(428)

Net cash generated from (used in) operating activities from continuing operations	1,382		(690)
Cash flows from investing activities from continuing operations:

Capital expenditures	(362)		(335)
Proceeds from disposal of property and equipment	—		6
Acquisition of intangible assets and other	(239)		(103)
Net cash used in investing activities from continuing operations	(601)		(432)
Cash flows from financing activities from continuing operations:
Proceeds from exercise of stock options	3		—

Tax withholding on vesting of equity awards	(1)		(1)


Proceeds from long-term debt	—		700
Repayments of long-term debt	(1,287)		(35)
Payments of financing costs	(1)		(9)

Other	(21)		—
Transactions with discontinued operations	—		5,032

Net cash generated from (used in) financing activities from continuing operations	(1,307)		5,687
Cash flows from discontinued operations:
Net cash generated from operating activities	—		149
Net cash generated from investing activities	—		4,883
Net cash used in financing activities	—		(5,032)
Net cash provided to (used in) discontinued operations	—		—
Effect of exchange rate on cash, cash equivalents and restricted cash and cash equivalents	(18)		(22)
Increase (decrease) in cash, cash equivalents and restricted cash and cash equivalents	(544)		4,543
Cash, cash equivalents and restricted cash and cash equivalents at beginning of period	6,436		1,925


Cash, cash equivalents and restricted cash and cash equivalents at end of period for continuing operations	$	5,892	$	6,468
Supplemental disclosure of cash flow information
Cash payments for interest, net of amounts capitalized	$	391	$	278
Cash payments for taxes, net of refunds	$	86	$	344
Change in construction payables	$	(10)	$	(26)

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

Table of Contents

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,~~2022, 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.

Operations

Macao

From 2020 through the beginning of 2023, the Company’s operations in Macao were negatively impacted by the reduction in travel and tourism related to the COVID-19 pandemic. The ~~Company's common stock is traded~~Macao government's policy regarding the management of COVID-19 and general travel restrictions was relaxed in late December 2022 and early January 2023. Since then, visitation to the Company’s Macao Integrated Resorts and operations have improved.

The Macao government announced total visitation from mainland China to Macao increased approximately 118.3% and decreased approximately 50.1%, during the five months ended May 31, 2023 (the latest statistics currently available), as compared to the same period in 2022 and 2019 (pre-pandemic), respectively. The Macao government also announced gross gaming revenue increased approximately 205.1% and decreased approximately 46.4%, during the six months ended June 30, 2023, as compared to the same period in 2022 and 2019, respectively.

Singapore

From 2020 through early 2022, the Company’s operations in Singapore were negatively impacted by the reduction in travel and tourism related to the COVID-19 pandemic. However, the Vaccinated Travel Framework (“VTF”), launched in April 2022, facilitated the resumption of travel and had a positive impact on operations at Marina Bay Sands. During February 2023, any remaining COVID-19 border measures were lifted.

Visitation to Marina Bay Sands continues to improve since the travel restrictions have been lifted. The Singapore Tourism Board (“STB”) announced total visitation to Singapore increased from approximately 1.5 million in 2022 to 6.3 million for the six months ended June 30, 2023, while visitation decreased 32.6% when compared to the same period in 2019.

Summary

While the disruptions arising from the COVID-19 pandemic have subsided, given the dynamic nature of these circumstances, the potential future impact, if any, on the ~~New York Stock Exchange under~~Company’s consolidated results of operations, cash flows and financial condition is uncertain. However, the ~~symbol "LVS."~~

~~The ordinary shares~~Company has a strong balance sheet and sufficient liquidity in place, including total unrestricted cash and cash equivalents of $5.77 billion and access to $1.50 billion, $1.74 billion and $435 million of available borrowing capacity from the ~~Company's subsidiary, Sands China Ltd. ("~~Company’s LVSC Revolving Facility, 2018 SCL~~" the indirect owner~~ Revolving Facility and ~~operator~~2012 Singapore Revolving Facility, respectively, as of the majority of the Company's operations in the Macao Special Administrative Region ("Macao") of the People's Republic of China), are listed on The Main Board of The Stock Exchange of Hong Kong Limited ("SEHK"). The shares were not, and will not be, registered under the Securities Act of 1933, as amended, and may not be offered or sold in the U.S. absent a registration under the Securities Act of 1933, as amended, or an applicable exception from such registration requirements.June 30, 2023. 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, 2017believes it is able to support continuing operations and ~~December 31, 2016,~~complete 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.Company’s major construction projects that are underway.

Development Projects

~~As the Company's integrated resorts mature,~~New York

On June 2, 2023, the Company ~~continues~~acquired the Nassau Coliseum from Nassau Live Center, LLC and related entities, which included the right to ~~reinvest in its portfolio~~lease the underlying land from the County of ~~properties to maintain the high quality products and remain competitive~~Nassau 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 workState 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.

New York

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(the “Nassau Coliseum Transaction”). The Company purchased the Nassau Coliseum with the intent to obtain a casino license from the State of New York to develop and operate an Integrated Resort. There is no assurance the Company will be able to obtain such casino license.

~~Capital Financing Overview~~Singapore

In April 2019, the Company’s wholly owned subsidiary, Marina Bay Sands Pte. Ltd. (“MBS”) and 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 luxury 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 minimum project cost of approximately 4.50 billion Singapore dollars (“SGD,” approximately $3.32 billion at exchange rates in effect on June 30, 2023). The estimated cost and timing of the total project will be updated as the Company completes design and begins construction. The Company expects the total project cost will materially exceed the amounts referenced above from April 2019 based on current market conditions due to inflation, higher material and labor costs and other factors. The Company has incurred approximately$1.07 billion as of June 30, 2023, inclusive of the payment made in 2019 for the lease of the parcels of land underlying the MBS Expansion Project site. On March 22, 2023, MBS and the STB entered into a supplemental agreement, which further extended the construction commencement date to April 8, 2024 and the construction completion date to April 8, 2028, and allowed for changes to the construction and operation plans under the Second Development Agreement.

Recent Accounting Pronouncements

The ~~Company funds its development projects primarily~~Company’s management has evaluated the accounting standards that have been recently issued, but not yet effective, or those proposed by the Financial Accounting Standards Board (“FASB”) or other standards-setting bodies through ~~borrowings under its credit facilities~~the filing date of these financial statements and ~~operating~~does not believe the future adoption of any such pronouncements will have a material effect on the Company’s financial position, results of operations and cash flows.

Note 2 — 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 ~~held unrestricted cash~~extends credit to approved casino patrons following background checks and ~~cash equivalents~~investigations of ~~$2.0 billion and restricted cash and cash equivalents~~creditworthiness. Business or economic conditions, the legal enforceability of ~~$11 million as~~gaming debts, foreign currency control measures or other significant events in foreign countries could affect the collectability of ~~September 30, 2017.~~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 ~~cash on hand and cash flow generated from operations will be sufficient to maintain compliance with the financial covenants~~concentration of its credit ~~facilities. In~~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 been established. Although management believes the ~~normal course~~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 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 in its ~~activities,~~evaluation of the adequacy of the recorded reserves. Account balances are written off against the provision when the Company ~~will continue to evaluate its capital structure and opportunities for enhancements thereof. In March 2017,~~believes it is probable 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 maturity of the term loans to March 29, 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 "— Note 3 — Long-Term Debt — 2013 U.S. Credit Facility").

~~Recent Accounting Pronouncements~~

~~In May 2014, the Financial Accounting Standards Boards ("FASB") issued an accounting standard update (as subsequently amended) on revenue recognition that~~receivable 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 for the goods or services. It also requires more detailed disclosures to enable users of financial statements to understand the nature, amount, timing and uncertainty 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 standard will have on the Company's financial condition, results of operations, 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 manner the Company assigns value to accrued customer benefits related to its frequent players programs. The resulting liability will be recorded using 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 category 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 deficiencies related to the exercise or vesting of share-based awards are now reflected in the accompanying condensed consolidated statements of operations as a component of income tax expense, whereas previously they were recognized in stockholders' equity when realized. As a result 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 million as of December 31, 2016, that were not reflected 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 benefits as an operating activity on a retrospective basis. The reclassification of the prior period had an immaterial impact on the Company's cash flows from operating and financing activities. The Company has elected 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 adjustment to retained earnings.

recovered.

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~~Reclassification~~

Certain amounts in the condensed consolidated balance sheet as of December 31, 2016, 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~~Accounts receivable consists of the following:


	June 30, 2023		December 31, 2022

	(In millions)
Casino	$	442	$	341
Rooms	26		34
Mall	34		64
Other	37		45
	539		484
Less - provision for credit losses	(203)		(217)
	$	336	$	267

September 30,
2017 December 31,
2016
(In millions)
Land and improvements $ 659
$ 626
Building and improvements 17,598
17,478
Furniture, fixtures, equipment and leasehold improvements 3,890
3,720
Transportation 455
454
Construction in progress 1,141
1,094
23,743
23,372
Less — accumulated depreciation and amortization (8,245 ) (7,469 )
$ 15,498
$ 15,903
The following table shows the movement in the provision for credit losses recognized for accounts receivable:

~~Construction in progress consists~~


	2023		2022

	(In millions)
Balance at January 1	$	217	$	232
Provision for (recovery of) credit losses	(1)		6
Write-offs	(11)		(24)

Exchange rate impact	(2)		(3)
Balance at June 30	$	203	$	211

Customer Contract Related Liabilities

The Company provides numerous products and services to its patrons. There is often a timing difference between the cash payment by the patrons and recognition of revenue for each of the ~~following:~~

September 30,
2017 December 31,
2016
(In millions)
The Plaza Macao and Four Seasons Hotel Macao $ 441
$ 430
Sands Cotai Central 292
286
Other 408
378
$ 1,141
$ 1,094
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.

The ~~$408~~following table summarizes the liability activity related to contracts with customers:


	Outstanding Chip Liability				Loyalty Program Liability				Customer Deposits and Other Deferred Revenue(1)
	2023		2022		2023		2022		2023		2022

	(In millions)
Balance at January 1	$	81	$	74	$	72	$	61	$	614	$	618
Balance at June 30	137		68		66		63		654		574
Increase (decrease)	$	56	$	(6)	$	(6)	$	2	$	40	$	(44)

____________________

(1)Of this amount,$154 million ~~in other construction in progress~~ and $149 millionas of ~~September~~June 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~~January 1, 2023, respectively, and ~~the three and nine months ended September 30, 2016, the Company capitalized $1 million, $12~~$144 million and ~~$33~~$145 million ~~respectively,~~as of ~~interest expense. During the three~~June 30 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 expenseJanuary 1, 2022, related to mall deposits that are accounted 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

lease terms usually greater than one year.

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Note 3 — Goodwill and Intangible Assets, Net

~~evaluated,~~Goodwill and intangible assets consist of the ~~Company determined that changes~~following:


	June 30, 2023		December 31, 2022

	(In millions)
Finite-lived intangible assets:
Macao concession	$	495	$	—
Marina Bay Sands gaming license	53		54
	548		54
Less — accumulated amortization	(45)		(12)
	503		42
Indefinite-lived intangible assets	18		12
Goodwill	110		10
Total goodwill and intangible assets, net	$	631	$	64

Macao Concession

On December 16, 2022, the Macao government announced the award of six definitive gaming concessions, one of which was awarded to Venetian Macau Limited (“VML,” a subsidiary of Sands China Ltd.), and on January 1, 2023, VML entered into a ten-year gaming concession contract with the ~~useful lives~~Macao government (the “Concession”). Under the terms of the Concession, VML is required to pay the Macao government an annual gaming premium consisting of a fixed portion and a variable portion. The fixed portion of the premium is 30 million patacas (approximately$4 million at exchange rates in effect on June 30, 2023). The variable portion is 300,000 patacas per gaming table reserved exclusively for certain ~~property~~types of games or players, 150,000 patacas per gaming table not so reserved (the mass rate) and ~~equipment were appropriate. As a result, the Company revised the estimated useful lives of its buildings, building improvements~~1,000 patacas per electrical or mechanical gaming machine, including slot machines (approximately $37,158, $18,579 and ~~land improvements from a range of 15 to 40 years to 10 to 50 years~~$124, respectively, at exchange rates in effect on June 30, 2023).

On December 30, 2022, VML and certain other ~~furniture, fixtures~~subsidiaries of the Company, confirmed and agreed to revert certain gaming equipment ~~from 3~~and gaming areas to ~~6 years~~the Macao government without compensation and free of any liens or charges in accordance with, and upon the expiry of, VML’s subconcession. On the same day, VML and the Macao government entered into a handover record (the “Handover Record”) granting VML the right to ~~5 to 10 years to better reflect~~operate 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~~reverted gaming equipment and gaming areas for the ~~three and nine months ended September 30, 2017, was a decrease~~duration of the Concession in ~~depreciation and amortization expense and~~consideration for the payment of an ~~increase in operating income of $51 million, and an increase in net income of $46 million, or earnings per share of $0.06~~annual fee. The annual fee is calculated based on a ~~basic~~price per square meter of reverted gaming area, being 750 patacas per square meter in the first three years and ~~diluted basis.~~

~~Note 3 — Long-Term Debt~~

~~Long-term debt consists~~2,500 patacas per square meter in the subsequent seven years (approximately $93 and $310, respectively, at exchange rates in effect on June 30, 2023). The price per square meter used to determine the annual fee will be adjusted annually based on Macao’s average price index of the ~~following:~~corresponding preceding year. The annual fee is estimated to be $13 million for the first three years and $42 million for the following seven years, subject to the aforementioned adjustment.

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 Lease 13
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
Other 6
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.

~~2013 U.S. Credit Facility~~

~~During March 2017,~~On January 1, 2023, the Company ~~entered into~~recognized an ~~agreement (the "Amendment Agreement")~~intangible asset and financial liability of 4.0 billion patacas (approximately $495 million at exchange rates in effect on June 30, 2023), representing the right to ~~amend~~operate the ~~existing 2013 U.S. Credit Facility~~gaming equipment and the gaming areas, the right to ~~among other things, refinance~~conduct games of chance in Macao and the ~~term loans (by way~~unconditional obligation to make payments under the Concession. This intangible asset comprises the contractually obligated annual payments of ~~continuing or replacing existing term loans) in an aggregate amount~~fixed and variable premiums, as well as fees associated with the above-described Handover Record. The contractually obligated annual variable premium payments associated with the intangible asset was determined using the maximum number of ~~$2.18 billion (the "2013 Extended U.S. Term B Facility")~~table games at the mass rate and the maximum number of gaming machines that VML is currently allowed to ~~lower~~operate by 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,Macao government. In the ~~Amendment Agreement removed~~accompanying condensed consolidated balance sheet, the ~~requirement to prepay outstanding revolving loans and/or permanently reduce revolving commitments in certain circumstances and extended the maturity date~~noncurrent portion of the ~~term loans from December 19, 2020 to March 29, 2024.~~financial liability is included in “Other long-term liabilities” and the current portion is included in “Other accrued liabilities.” The ~~2013 Extended U.S. Term B Facility~~intangible asset is ~~subject to quarterly~~

being amortized on a straight-line basis over the period of the Concession, being ten years.

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Amortization expense for all intangible assets was $17 million and $4 million for the three months ended June 30, 2023 and 2022, respectively, and $34 million and $9 million for the six months ended June 30, 2023 and 2022, respectively. The estimated future amortization expense for all intangible assets is approximately $34 million for the six months ending December 31, 2023, and $67 million, $55 million, $50 million, $50 million for the years ending December 31, 2024, 2025, 2026 and 2027, respectively, and $248 million thereafter.

~~amortization payments~~Nassau Coliseum

On June 2, 2023, the Company closed on its acquisition of ~~$5 million, which began on March 31, 2017, followed by a balloon payment~~the Nassau Coliseum, an entertainment arena in the State of ~~$2.03 billion due on March 29, 2024.~~New York. The Company ~~recorded~~paid an aggregate amount of $241 million, consisting of $221 million upon closing and a $5$20 million ~~loss on modification~~deposit made in 2022. The purchase of ~~debt during~~ the ~~nine months ended September 30, 2017,~~Nassau Coliseum, which continues to operate following the closing of the sale, primarily included the fixed assets related to the arena and the right to lease the underlying land from the owner, the County of Nassau in ~~connection~~the State of New York. This transaction resulted in the recognition of $100 million of goodwill. The Company purchased the Nassau Coliseum with the ~~Amendment Agreement.~~intent to obtain a casino license from the State of New York to develop and operate an Integrated Resort. There is no assurance the Company will be able to obtain such casino license.

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Note 4 — Long-Term Debt

Long-term debt consists of the following:


	June 30, 2023		December 31, 2022

	(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 $4 and $5, respectively)	$	1,746	$	1,745
2.900% Senior Notes due 2025 (net of unamortized original issue discount and deferred financing costs of $2)	498		498
3.500% Senior Notes due 2026 (net of unamortized original issue discount and deferred financing costs of $6 and $7, respectively)	994		993
3.900% Senior Notes due 2029 (net of unamortized original issue discount and deferred financing costs of $6)	744		744

Other(2)	201		—
Macao Related(1):
5.125% Senior Notes due 2025 (net of unamortized original issue discount and deferred financing costs of $6 and $7, respectively)	1,794		1,793
3.800% Senior Notes due 2026 (net of unamortized original issue discount and deferred financing costs of $4 and $5, respectively)	796		795
2.300% Senior Notes due 2027 (net of unamortized original issue discount and deferred financing costs of $5 and $6, respectively)	695		694
5.400% Senior Notes due 2028 (net of unamortized original issue discount and deferred financing costs of $12 and $13, respectively)	1,888		1,887
2.850% Senior Notes due 2029 (net of unamortized original issue discount and deferred financing costs of $6)	644		644
4.375% Senior Notes due 2030 (net of unamortized original issue discount and deferred financing costs of $8)	692		692
3.250% Senior Notes due 2031 (net of unamortized original issue discount and deferred financing costs of $5)	595		595
2018 SCL Credit Facility — Revolving	749		1,958
Other(2)	19		22
Singapore Related(1):
2012 Singapore Credit Facility — Term (net of unamortized deferred financing costs of $28 and $33, respectively)	2,817		2,870
2012 Singapore Credit Facility — Delayed Draw Term	47		46

Other	1		2
	14,920		15,978
Less — current maturities	(71)		(2,031)
Total long-term debt	$	14,849	$	13,947

____________________

(1)Unamortized deferred financing costs of $44 million and $60 million as of June 30, 2023 and December 31, 2022, respectively, related to the Company’s revolving credit facilities and the undrawn portion of the Singapore Delayed Draw Term Facility are included in “Other assets, net,” and “Prepaid expenses and other” in the accompanying condensed consolidated balance sheets.

(2)Includes finance leases related to the U.S. of $201 million as of June 30, 2023 and Macao of$18 million and $21 million as of June 30, 2023 and December 31, 2022, respectively.

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(UNAUDITED)

LVSC Revolving Facility

As of ~~September~~June 30, ~~2017,~~2023, 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 Financings~~On January 30, 2023, LVSC entered into Amendment No. 4 (the “Fourth Amendment”) with lenders to the LVSC Revolving Credit Agreement. Pursuant to the Fourth Amendment, the existing LVSC Revolving Credit Agreement was amended to (a) determine consolidated adjusted EBITDA on a year-to-date annualized basis during the period commencing on the effective date and ending on and including December 31, 2023, as follows: (i) for the fiscal quarter ending March 31, 2023, consolidated adjusted EBITDA for such fiscal quarter multiplied by four, (ii) for the fiscal quarter ending June 30, 2023, consolidated adjusted EBITDA for such fiscal quarter and the immediately preceding fiscal quarter multiplied by two, and (iii) for the fiscal quarter ending September 30, 2023, consolidated adjusted EBITDA for such fiscal quarter and the two immediately preceding fiscal quarters, multiplied by four-thirds; (b) extend the period during which LVSC is required to maintain a specified amount of minimum liquidity as of the last day of each month to December 31, 2023; and (c) extend the period during which LVSC is unable to declare or pay any dividend or other distribution, unless liquidity is greater than $1.0 billion on a pro forma basis after giving effect to such dividend or distribution, to December 31, 2023.

~~In March 2017,~~On June 30, 2023, LVSC entered into Amendment No. 5 (the “Fifth Amendment”) with lenders to the LVSC Revolving Credit Agreement. Pursuant to the Fifth Amendment, the existing LVSC Revolving Credit Agreement was amended to update the terms therein and provide for the adoption of the Secured Overnight Financing Rate (“SOFR”) as the benchmark interest rate.

2018 SCL Credit Facility

On May 11, 2023, Sands China Ltd. (“SCL,” a majority-owned subsidiary of the Company) entered into an amended and restated facility agreement (the “A&R Facility Agreement”) with respect to certain provisions of the 2018 SCL Credit Facility, pursuant to which lenders have (a) extended the termination date for the Hong Kong Dollar (“HKD”) commitments and U.S. dollar commitments of the lenders that consented to the waivers and amendments in the A&R Facility Agreement (the “Extending Lenders”) from July 31, 2023 to July 31, 2025; (b) extended to (and including) January 1, 2024, the waiver period for the requirement for SCL to comply with the requirements that SCL ensure (i) the consolidated leverage ratio does not exceed 4.0x and (ii) the consolidated interest coverage ratio is not less than 2.5x; (c) amended the definition of consolidated total debt such that it excludes any financial indebtedness that is subordinated and subject in right of payment to the prior payment in full of the A&R Facility Agreement (including the $1.0 billion subordinated unsecured term loan facility made available by the Company ~~repaid~~to SCL); (d) amended the ~~outstanding $56 million balance~~maximum permitted consolidated leverage ratio as of the last day of each of the financial quarters ending March 31, 2024, June 30, 2024, September 30, 2024, December 31, 2024, and subsequent financial quarters to be 6.25x, 5.5x, 5.0x, 4.5x, and 4.0x, respectively; and (e) extended to (and including) January 1, 2025, the period during which SCL’s ability to declare or make any dividend payment or similar distribution is restricted if at such time (x) the Total Commitments (as defined in the A&R Facility Agreement) exceed $2.0 billion by SCL’s exercise of the option to increase the Total Commitments by an aggregate amount of up to $1.0 billion and (y) the consolidated leverage ratio is greater than 4.0x, unless, after giving effect to such payment, the sum of (i) the aggregate amount of cash and cash equivalents of SCL on such date and (ii) the aggregate amount of the undrawn facility under the ~~Airplane Financings.~~A&R Facility Agreement and unused commitments under other credit facilities of SCL is greater than $2.0 billion. The amendments shall take effect with respect to the Extended Commitments on July 31, 2023. Pursuant to the A&R Facility Agreement, SCL will pay a customary fee to the Extending Lenders that consented.

~~2016 VML Credit~~The Extending Lenders’ HKD commitments total HKD 17.63 billion (approximately $2.25 billion at exchange rates in effect on May 11, 2023) and U.S. dollar commitments total $237 million, which together represent 100% of the total available commitments under the A&R Facility Agreement.

As of ~~September~~June 30, ~~2017, the Company~~2023, SCL had ~~$1.99~~$1.74 billion of available borrowing capacity under the ~~2016 VML~~2018 SCL Revolving ~~Facility.~~Facility comprised of HKD commitments of HKD 12.32 billion (approximately $1.57 billion at exchange rates in effect on June 30, 2023) and U.S. dollar commitments of$166 million.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(UNAUDITED)

2012 Singapore Credit Facility

As of ~~September~~June 30, ~~2017, the Company~~2023, MBS had ~~495~~SGD 590 million ~~Singapore dollars ("SGD," approximately $364~~(approximately $435 million at exchange rates in effect on ~~September~~June 30, ~~2017)~~2023) 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 June 30, 2023) pursuant to a development agreement.

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 due to various 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 June 30, 2023, there is SGD3.69 billion (approximately $2.72 billion at exchange rates in effect on June 30, 2023) 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.

Debt Covenant Compliance

As of ~~September~~June 30, ~~2017,~~2023, management believes the Company was in compliance with all debt covenants. The Company amended its 2018 SCL Credit Facility to, among other things, waive SCL’s requirement to comply with financial covenants through July 31, 2023, which will be extended to January 1, 2024, effective from July 31, 2023, which include a maximum leverage ratio of total debt to trailing twelve-months adjusted earnings before interest, income taxes, depreciation and amortization, calculated in accordance with the A&R Facility Agreement.

Cash Flows from Financing Activities

Cash flows from financing activities related to long-term debt and ~~capital~~finance 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 Facility 5
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 )


	Six Months Ended June 30,
	2023		2022

	(In millions)


Proceeds from 2018 SCL Credit Facility	$	—	$	700


	$	—	$	700


Repayments on 2018 SCL Credit Facility	$	(1,198)	$	—
Repayments on 2012 Singapore Credit Facility	(31)		(30)
Repayments on Other Long-Term Debt	(58)		(5)
	$	(1,287)	$	(35)

Fair Value of Long-Term Debt

The estimated fair value of the ~~Company's~~Company’s long-term debt as of ~~September~~June 30, ~~2017~~2023 and December 31, ~~2016,~~2022, was approximately ~~$9.57~~$13.92 billion and ~~$9.58~~$15.14 billion, respectively, compared to its ~~carrying~~contractual value of ~~$9.71~~$14.79 billionand ~~$9.70~~$16.06 billion, respectively. The estimated fair value of the ~~Company's~~Company’s long-term debt is based on ~~level~~recent trades, if available, and indicative pricing from market information (level 2 ~~inputs (quoted prices in markets that are not active)~~inputs).

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(UNAUDITED)

Note 45 — Equity and Earnings (Loss) Per Share

Common Stock

Dividends

~~On March 31, June 30 and September 29, 2017,~~In July 2023, the Company paid a dividend 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 related to the Principal Stockholder and his family and the remaining $784 million related to all other shareholders).

~~In October 2017, the Company's~~Company’s Board of Directors declared a quarterly dividend of ~~$0.73~~$0.20 per common share (a total estimated to be approximately~~$577~~ $153 million) to be paid on ~~December 29, 2017,~~August 16, 2023, to ~~shareholders~~stockholders 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.~~

~~LAS VEGAS SANDS CORP. AND SUBSIDIARIES~~

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

~~(UNAUDITED)~~

August 8, 2023.

Earnings 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 June 30,		Six Months Ended June 30,
	2023	2022	2023	2022

	(In millions)
Weighted-average common shares outstanding (used in the calculation of basic earnings (loss) per share)	764	764	764	764
Potential dilution from stock options and restricted stock and stock units	3	—	3	—
Weighted-average common and common equivalent shares (used in the calculation of diluted earnings (loss) per share)	767	764	767	764

Antidilutive stock options excluded from the calculation of diluted earnings (loss) per share	2	15	3	15

Note 6 — Income Taxes

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 units 1
—
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 share 6
7
7
7
The Company’s effective income tax rate from continuing operations was16.2% for the six months ended June 30, 2023, compared to 14.4% for the six months ended June 30, 2022. The effective income tax rate for the six months ended June 30, 2023 reflects a 17% statutory tax rate on the Company’s Singapore operations, a 21% corporate income tax rate on its domestic operations, and a zero percent tax rate on its Macao gaming operations.

~~Accumulated Other Comprehensive Loss~~

~~As of September 30, 2017~~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 their peers received a corporate income tax exemption on gaming operations through December 31, ~~2016, accumulated other comprehensive loss consisted solely~~2022. In December 2022, the Company requested a corporate tax exemption on profits generated by the operation of ~~foreign currency translation adjustments.~~casino games in Macao for the new gaming concession period effective from January 1, 2023 through December 31, 2032, or for a period of corporate tax exemption that the Chief Executive of Macao may deem more appropriate. There is no assurance the corporate tax exemption will be granted.

In accordance with interim accounting guidance, the Company calculated an estimated annual effective tax rate based on expected annual income and statutory rates in the jurisdictions in which the Company operates. This estimated annual effective tax rate is applied to actual year-to-date operating results to determine the provision for income taxes.

Note 57 — ~~Fair Value Measurements~~Leases

Lessee

The Company ~~currently uses foreign currency forward contracts as effective economic hedges to manage a portion of its foreign currency exposure. Foreign currency forward contracts involve the purchase~~has operating and ~~sale of a designated currency at an agreed upon rate~~finance leases for ~~settlement on a specified date. The aggregate notional value~~various real estate (including leasehold interests in land) and equipment. Certain of these ~~foreign currency contracts was $144 million~~lease agreements include rental payments adjusted periodically for inflation, rental payments based on usage 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,~~rental payments contingent on certain events occurring (e.g., the ~~changes in fair value are recognized as other income (expense)~~Nassau Land Lease rental payments will increase in the ~~accompanying condensed consolidated statements~~event the Company is awarded a gaming license in New York). Certain of ~~operations.~~

~~The following table provides~~ the ~~assets and liabilities carried at fair value:~~

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.~~

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Company’s leases include options to extend the lease term by one month to 10 years. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants.

~~(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.

Nassau Coliseum

In conjunction with the Nassau Coliseum Transaction, the Company entered into a lease agreement with the County of Nassau in the State of New York, for the use and exclusive right to develop and operate assets on approximately 72 acres of land, including the Nassau Coliseum and other improvements thereon (the “Nassau Land Lease”), which commenced on June 2, 2023 and has a 99-year lease term. The Company is required to make annual rent payments in the amounts and at the times specified in the Nassau Land Lease agreement, including additional rent payments contingent on certain events occurring as defined in the agreement. As of June 30, 2023, the related right-of-use (“ROU”) asset and finance lease liability were $279 million and $201 million, respectively. Refer to “Note 3 — Goodwill and Intangible Assets, Net” for further details on this transaction.

In the accompanying condensed consolidated balance sheet, the Nassau Land Lease ROU asset is included in “Property and equipment, net” and the noncurrent portion of the related finance lease liability is included in “Long-term debt.” A one-time rent payment of $54 million was made under the finance lease liability within two business days of the lease term commencement date and is included in cash flows used in financing activities.

The future minimum lease payments are $3 million for the period ending December 31, 2023, $6 million for each of the years ending December 31, 2024 through 2027, and $1.77 billion thereafter.

Lessor

Lease revenue for the Company’s mall operations consists of the following:


	Three Months Ended June 30,
	2023				2022
	Mall		Other		Mall		Other

	(In millions)
Minimum rents	$	123	$	1	$	126	$	1
Overage rents	25		—		12		—
Rent concessions(1)	—		—		(12)		—

Total overage rents and rent concessions	25		—		—		—
	$	148	$	1	$	126	$	1


	Six Months Ended June 30,
	2023				2022
	Mall		Other		Mall		Other

	(In millions)
Minimum rents	$	244	$	1	$	250	$	1
Overage rents	43		—		26		—
Rent concessions(1)	—		—		(24)		—

Total overage rents and rent concessions	43		—		2		—
	$	287	$	1	$	252	$	1

___________________

(1)Rent concessions were provided to tenants as a result of the COVID-19 pandemic and the impact on mall operations.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(UNAUDITED)

Note 68 — 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's~~Company’s financial condition, results of operations and cash flows.

~~Round Square Company~~Asian American Entertainment Corporation, Limited v. ~~Las Vegas Sands Corp.~~Venetian Macau Limited, et al.

On ~~October 15, 2004, Richard Suen and Round Square Company~~February 5, 2007, Asian American Entertainment Corporation, Limited ~~("Roundsquare"~~(“AAEC” or “Plaintiff”) ~~filed an action~~brought 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. Adelson~~Venetian 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 a~~Company. The Prior Action sought damages based on an alleged breach of ~~an alleged agreement to pay~~agreements 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 operations~~bid 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 between~~public 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 in~~award of gaming concessions at the ~~amount~~end 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 associated~~dismissing the Prior Action on April 16, 2010.

On January 19, 2012, AAEC filed another claim (the “Macao Action”) with the ~~litigation~~Macao Judicial Court against VML, LVS (Nevada) International Holdings, Inc. (“LVS (Nevada)”), LVSLLC and VCR (collectively, the “Defendants”). The claim was for 3.0 billion patacas (approximately $372 million at exchange rates in effect on June 30, 2023). 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,~~March 24, 2014, the ~~Company filed~~Macao Judicial Court issued a ~~notice of~~decision holding that AAEC’s claim against VML is unfounded and that VML be removed as a party to the proceedings. On May 8, 2014, AAEC lodged an appeal against that decision and the appeal is currently pending.

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 ~~jury verdict with~~Prior Action. On March 16, 2016, the ~~Nevada Supreme~~Macao Judicial Court dismissed the defense of res judicata. An appeal against that decision was lodged by U.S. Defendants on April 7, 2016. At the end of December 2016, all the appeals were transferred to the Macao Second Instance Court. ~~The Company filed its opening appellate brief with~~

Evidence gathering by the ~~Nevada Supreme~~Macao Judicial Court commenced by letters rogatory, which was completed on ~~June 16, 2014.~~ March 14, 2019.

On ~~August 19, 2014, the Nevada Supreme Court issued an order granting plaintiffs additional time until September~~July 15, ~~2014, to file their answering brief. On September 15, 2014, Roundsquare filed~~2019, AAEC submitted a request to the ~~Nevada Supreme~~Macao Judicial Court to ~~file a brief exceeding~~increase the ~~maximum number~~amount of ~~words, which was granted.~~its claim to 96.45 billion patacas (approximately $11.95 billion at exchange rates in effect on June 30, 2023), allegedly representing lost profits from 2004 to 2018, and reserving its right to claim for lost profits up to 2022. On ~~October 10, 2014, Roundsquare filed its answering brief.~~ September 4, 2019, the Macao Judicial Court allowed AAEC’s amended request. The U.S. Defendants appealed the decision allowing the amended claim on September 17, 2019; the Macao Judicial Court accepted the appeal on September 26, 2019, and that appeal is currently pending.

On ~~January 12, 2015,~~April 16, 2021, the ~~defendants filed~~U.S. Defendants moved to reschedule the trial because of the ongoing COVID-19 pandemic. The Macao Judicial Court denied the U.S. Defendants’ motion on May 28, 2021. The LVSC entities appealed that ruling on June 16, 2021, and that appeal is currently pending.

The trial began on June 16, 2021. By order dated June 17, 2021, the Macao Judicial Court scheduled additional trial dates in late 2021 to hear witnesses who were subject to COVID-19 travel restrictions that prevented or severely limited their ~~reply brief. On January 27, 2015, Roundsquare filed its reply brief.~~ability to enter Macao. The ~~Nevada Supreme Court set oral argument for December~~U.S. Defendants appealed certain aspects of the Macao Judicial Court’s June 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 an2021 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~~

that appeal is currently pending.

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(UNAUDITED)

~~rehearing.~~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 effect on June 30, 2023) based on Plaintiff’s July 15, 2019 amendment. By motion dated July 20, 2021, the U.S. Defendants moved for an order withdrawing that invoice. The ~~Nevada Supreme~~Macao 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 ~~an answer by~~that the ~~Company, which~~invoice for supplemental court fees be stayed pending resolution of that appeal.

From December 17, 2021 to January 19, 2022, Plaintiff submitted additional documents to the ~~Company~~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$7.17 billion and$7.72 billion, respectively, at exchange rates in effect on June 30, 2023). 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 bad faith.

Plaintiff filed a notice of appeal from the Macao Judicial Court’s judgment on May ~~4, 2016.~~ 13, 2022. That appeal is fully briefed and remains pending with the Macao Second Instance Court.

On ~~May 12, 2016, Roundsquare filed a~~September 19, 2022, the U.S. Defendants were notified of an invoice for appeal court fees totaling 48 million patacas (approximately$6 million at exchange rates in effect on June 30, 2023). By motion dated September 29, 2022, the U.S. Defendants moved the Macao Judicial Court for ~~leave to file a reply brief in support of its petition for rehearing,~~an order withdrawing that invoice. The Macao Judicial Court denied that motion by order dated October 24, 2022. The U.S. Defendants appealed that order on November 10, 2022 and on ~~May 19, 2016, the Company filed an opposition to that motion. On June 24, 2016, the Nevada Supreme Court issued an order granting Roundsquare's petition for rehearing and submitting~~January 6, 2023, submitted the appeal ~~for decision~~brief, and that appeal remains pending.

Management has determined that, based on ~~rehearing without further briefing or oral argument. On July 22, 2016,~~proceedings to date, it is currently unable to determine the Nevada Supreme Court once again ordered a new trial as to plaintiff Roundsquare on the issue of quantum merit damages. A pre-trial hearing was set in District Court for December 12, 2016. At the December 12, 2016 hearing, the District Court indicated that it would allow a scope of trial and additional discovery into areas the Company opposed as inconsistent with the Nevada Supreme Court's remand. The District Court issued a written order on the scope of retrial 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 resolutionprobability of the ~~Company's petition for writ~~outcome of ~~mandamus~~this matter or ~~prohibition, which was filed on January 13, 2017. On February 13, 2017,~~ the ~~District Court denied the motion to stay proceedings and, on February 16, 2017, the Nevada Supreme Court denied the writ. The parties are presently engaged in document discovery.~~range of reasonably possible loss, if any. The Company ~~has accrued a nominal amount for estimated costs related~~intends to ~~this legal matter as of September 30, 2017. In the event that the Company's assumptions used to evaluate~~defend this matter ~~change in future periods, it may be required to record an additional liability for an adverse outcome.~~vigorously.

~~Frank J. Fosbre, Jr.~~The Daniels Family 2001 Revocable Trust v. ~~Las Vegas Sands Corp., Sheldon G. Adelson and William P. Weidner~~LVSC, 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 ~~alleged~~asserts 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 approved~~made materially false ~~information,~~or misleading statements, or failed to disclose material facts, from February 27, 2016 through ~~press releases, investor conference calls~~September 15, 2020, with respect to its operations at 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 damages~~regulations, and ~~attorneys' fees~~its 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 Fosbre~~appointing Carl S. Ciaccio and ~~Combs cases, and appointed~~Donald 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 failed~~U.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 defendants~~complaint. 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 entered an order dismissing the amended complaint in its entirety. The U.S. District Court dismissed certain claims with prejudice but granted ~~a stay of discovery under~~Lead Plaintiffs leave to amend the ~~Private Securities Litigation Reform Act pending a decision on~~complaint with respect to the ~~new motion to dismiss and therefore, the discovery process was suspended.~~other claims by April 18, 2022. On April ~~16, 2013,~~8, 2022, Lead Plaintiffs filed a Motion for Reconsideration and to Extend Time to File the ~~case was reassigned to a new judge. On July 30, 2013,~~Amended Complaint, requesting the U.S. District Court ~~heard~~to reconsider certain aspects of its March 28, 2022 order and to extend the deadline for Lead Plaintiffs to file an amended complaint. The defendants filed an opposition to the motion on April 22, 2022.

On April 18, 2022, Lead Plaintiffs filed a second amended complaint. On May 18, 2022, the defendants filed a motion to dismiss the second amended complaint, which Lead Plaintiffs opposed on June 17, 2022. Briefing was completed on July 8, 2022, and ~~took~~ the ~~matter under advisement. On November 7, 2013,~~motion is pending before the ~~judge granted in part and denied in part defendants' motions to dismiss. On December 13, 2013, the defendants filed their answer to the~~

U.S. District Court.

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LAS VEGAS SANDS CORP. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(UNAUDITED)

Second Amended Complaint. Discovery in the matter resumed. On January 8, 2014, plaintiffs filed a motion to expand the certified class period, which was granted by the U.S. District Court on June 15, 2015. Fact discovery closed on July 31, 2015, and expert discovery closed on December 18, 2015. On January 22, 2016, 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 judgment 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. On April 18, 2011, Ira J. Gaines, Sunshine Wire and Cable Defined Benefit Pension Plan Trust dated 1/1/92 and Peachtree Mortgage Ltd. 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 verified 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 Abbeduto~~December 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, Michael~~Jamieson, Charles A. ~~Leven, Jeffrey H. Schwartz~~Koppelman, Lewis Kramer and ~~Irwin A. Siegel, the members~~David 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 Kohanim~~Exchange Act and ~~Gaines actions. The complaint seeks to recover~~ for ~~the Company unspecified damages, including exemplary damages~~contribution 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 in~~Exchange 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 ~~members~~parties’ stipulation to stay this action in light of the ~~Board of Directors at~~Daniels Family 2001 Revocable Trust putative securities class action (the “Securities Action”). Subject to the ~~time, and Wing T. Chao, a former member~~terms of the ~~Board~~parties’ 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,~~

~~LAS VEGAS SANDS CORP. AND SUBSIDIARIES~~

~~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 stay~~in 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 of~~substitute 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 action~~defendant 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. Venetian Macau Limited, et al.~~Commitments

~~On January 19, 2012, Asian American Entertainment Corporation, Limited ("AAEC") filed~~Macao Concession - Committed Investment

Under the Concession, the Company is required to invest a claim (the "Macao action") with the Macao Judicial Court (Tribunal Judicial de Base) against VML, LVS (Nevada) International Holdings, Inc. ("LVS (Nevada)"), Las Vegas Sands, LLC ("LVSLLC") and VCR (collectively, the "Defendants"). The claim is for 3.0minimum of 30.24 billion patacas (approximately ~~$373 million~~$3.75 billion at exchange rates in effect on ~~September~~June 30, ~~2017) as compensation for damages resulting from the alleged breach of agreements entered into between AAEC~~2023), in certain gaming and ~~LVS (Nevada), LVSLLC~~non-gaming projects in Macao by December 2032. The specific investments to be carried out are determined annually by VML and ~~VCR (collectively, the "U.S. Defendants") for their joint presentation of a bid in response~~proposed to ~~the public tender held by~~ the Macao government for approval. VML submitted the ~~award~~list of ~~gaming concessions at the end of 2001. On July 4, 2012, the Defendants filed their defense~~investments and projects it intends to carry out in 2023 to the Macao ~~action with~~government on March 31, 2023, which has been approved by the Macao ~~Judicial Court. AAEC then filed a reply~~government.

Note 9 — 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 Macao; The Londoner Macao; The Parisian Macao; The Plaza Macao and Four Seasons Macao; Sands Macao; and Marina Bay Sands. The Company also reviews construction and development activities for its primary projects under development, in addition to its reportable segments noted above, which include the renovation and expansion of the Company’s MICE, entertainment and retail product in Macao and the MBS Expansion Project. The Company has included Ferry Operations and Other (comprised primarily of the Company’s ferry operations and various other operations that ~~included several amendments~~are ancillary to its properties in Macao) and Corporate and Other to reconcile to the ~~original claim, although~~condensed consolidated results of operations and financial condition. The operations that comprised 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 recognition 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~~Company’s former Las Vegas Operating Properties reportable business segment were classified as a ~~party to~~discontinued operation through February 22, 2022, and the ~~proceedings, and that~~information below for 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. Onsix months ended 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.30, 2022, excludes these results.

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

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LAS VEGAS SANDS CORP. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(UNAUDITED)

~~Court to dismiss the claims against them~~The Company’s segment information as ~~res judicata. AAEC filed its response to that application on~~of June 30, ~~2015. The U.S. Defendants filed their reply on July 23, 2015. On September 14, 2015,~~2023 and December 31, 2022, and for the ~~Macao Judicial Court admitted two further legal opinions from Portuguese~~three 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. Onsix months ended 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.~~2023 and ~~Hong Kong.~~2022 is as follows:

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.


	Casino		Rooms		Food and Beverage		Mall		Convention, Retail and Other		Net Revenues

	(In millions)
Three Months Ended June 30, 2023
Macao:
The Venetian Macao	$	523	$	48	$	17	$	53	$	12	$	653
The Londoner Macao	281		80		20		16		5		402
The Parisian Macao	183		35		11		8		2		239
The Plaza Macao and Four Seasons Macao	150		25		8		39		1		223
Sands Macao	76		4		3		—		1		84
Ferry Operations and Other	—		—		—		—		27		27
	1,213		192		59		116		48		1,628
Marina Bay Sands	649		104		84		57		31		925
Intercompany royalties	—		—		—		—		55		55
Intercompany eliminations(1)	—		—		—		(1)		(65)		(66)
Total net revenues	$	1,862	$	296	$	143	$	172	$	69	$	2,542

Three Months Ended June 30, 2022
Macao:
The Venetian Macao	$	91	$	12	$	3	$	41	$	3	$	150
The Londoner Macao	42		14		7		12		4		79
The Parisian Macao	24		7		3		7		1		42
The Plaza Macao and Four Seasons Macao	38		6		1		33		1		79
Sands Macao	14		2		1		—		—		17
Ferry Operations and Other	—		—		—		—		7		7
	209		41		15		93		16		374
Marina Bay Sands	500		56		48		55		20		679
Intercompany royalties	—		—		—		—		28		28
Intercompany eliminations(1)	—		—		—		—		(36)		(36)
Total net revenues	$	709	$	97	$	63	$	148	$	28	$	1,045

Six Months Ended June 30, 2023
Macao:
The Venetian Macao	$	969	$	87	$	30	$	104	$	21	$	1,211
The Londoner Macao	479		135		34		30		7		685
The Parisian Macao	311		63		20		16		3		413
The Plaza Macao and Four Seasons Macao	259		45		14		75		2		395
Sands Macao	143		8		6		—		1		158
Ferry Operations and Other	—		—		—		—		45		45
	2,161		338		104		225		79		2,907
Marina Bay Sands	1,242		201		163		110		57		1,773
Intercompany royalties	—		—		—		—		103		103
Intercompany eliminations(1)	—		—		—		(1)		(120)		(121)
Total net revenues	$	3,403	$	539	$	267	$	334	$	119	$	4,662

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(UNAUDITED)


	Casino		Rooms		Food and Beverage		Mall		Convention, Retail and Other		Net Revenues

	(In millions)

Six Months Ended June 30, 2022
Macao:
The Venetian Macao	$	248	$	28	$	9	$	85	$	7	$	377
The Londoner Macao	121		33		15		26		5		200
The Parisian Macao	75		18		6		15		2		116
The Plaza Macao and Four Seasons Macao	93		15		5		67		1		181
Sands Macao	31		4		2		—		—		37
Ferry Operations and Other	—		—		—		—		14		14
	568		98		37		193		29		925
Marina Bay Sands	768		94		79		104		33		1,078
Intercompany royalties	—		—		—		—		50		50
Intercompany eliminations(1)	—		—		—		—		(65)		(65)
Total net revenues	$	1,336	$	192	$	116	$	297	$	47	$	1,988

~~Note 7 — Segment Information~~____________________

~~The Company's principal operating~~(1)Intercompany eliminations include royalties and developmental activities occur in three geographic areas: Macao, Singapore 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:intercompany services.


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022

	(In millions)
Intersegment Revenues
Macao:
The Venetian Macao	$	2	$	1	$	4	$	3

Ferry Operations and Other	7		6		12		11
	9		7		16		14
Marina Bay Sands	2		1		2		1
Intercompany royalties	55		28		103		50
Total intersegment revenues	$	66	$	36	$	121	$	65

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 Central 474
518
1,386
1,521
The Parisian Macao 418
69
1,097
69
The Plaza Macao and Four Seasons Hotel Macao 147
161
427
434
Sands Macao 143
167
486
527
Ferry Operations and Other 44
46
130
126
1,944
1,734
5,672
4,865
Marina Bay Sands 793
762
2,329
2,076
United States:
Las Vegas Operating Properties 378
384
1,196
1,125
Sands Bethlehem 148
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 Other 10
10
30
29
11
12
34
34
Marina Bay Sands 2
2
6
6
Las Vegas Operating Properties 51
44
148
123
Total intersegment revenues $ 64
$ 58
$ 188
$ 163

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NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(UNAUDITED)


	Three Months Ended June 30,				Six Months Ended June 30,
	2023		2022		2023		2022

	(In millions)
Adjusted Property EBITDA
Macao:
The Venetian Macao	$	252	$	(21)	$	462	$	(2)
The Londoner Macao	103		(54)		159		(87)
The Parisian Macao	74		(29)		120		(40)
The Plaza Macao and Four Seasons Macao	91		17		166		49
Sands Macao	15		(22)		25		(39)
Ferry Operations and Other	6		(1)		7		(2)
	541		(110)		939		(121)
Marina Bay Sands	432		319		826		440
Consolidated adjusted property EBITDA(1)	973		209		1,765		319
Other Operating Costs and Expenses
Stock-based compensation(2)	(8)		(6)		(19)		(11)
Corporate	(60)		(55)		(117)		(114)
Pre-opening	(8)		(3)		(10)		(7)
Development	(54)		(22)		(96)		(82)
Depreciation and amortization	(288)		(256)		(562)		(520)
Amortization of leasehold interests in land	(14)		(14)		(28)		(28)
Loss on disposal or impairment of assets	(4)		—		(18)		(6)
Operating income (loss)	537		(147)		915		(449)
Other Non-Operating Costs and Expenses
Interest income	76		14		146		18
Interest expense, net of amounts capitalized	(210)		(162)		(428)		(318)
Other income (expense)	14		(9)		(21)		(31)

Income tax expense	(49)		(110)		(99)		(112)
Net income (loss) from continuing operations	$	368	$	(414)	$	513	$	(892)

____________________

(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 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, debt principal repayments and income taxes, which are not reflected in consolidated adjusted property EBITDA.

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 Central 155
176
431
484
The Parisian Macao 135
19
323
19
The Plaza Macao and Four Seasons Hotel Macao 52
62
162
154
Sands Macao 41
46
134
125
Ferry Operations and Other 6
10
18
25
652
628
1,876
1,634
Marina Bay Sands 442
391
1,299
1,023
United States:
Las Vegas Operating Properties 76
86
277
245
Sands Bethlehem 40
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 income 856
720
2,435
1,824
Other Non-Operating Costs and Expenses
Interest income 4
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.

Table of Contents

LAS VEGAS SANDS CORP. AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)

(UNAUDITED)

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 June 30, 2023 and 2022, the Company recorded stock-based compensation expense of $20 million and $15 million, respectively, of which $12 million and $9 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations. During the six months ended June 30, 2023 and 2022, the Company recorded stock-based compensation expense of $42 million and $29 million, respectively, of which $23 million and $18 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations.


	Six Months Ended June 30,
	2023		2022

	(In millions)
Capital Expenditures
Corporate and Other	$	23	$	37
Macao:
The Venetian Macao	28		25
The Londoner Macao	45		118
The Parisian Macao	1		1
The Plaza Macao and Four Seasons Macao	4		5
Sands Macao	2		2

	80		151
Marina Bay Sands	259		147
Total capital expenditures	$	362	$	335


	June 30, 2023		December 31, 2022

	(In millions)
Total Assets
Corporate and Other	$	5,989	$	5,422
Macao:
The Venetian Macao	2,206		2,135
The Londoner Macao	4,434		4,489
The Parisian Macao	1,867		1,828
The Plaza Macao and Four Seasons Macao	1,037		1,020
Sands Macao	277		208
Ferry Operations and Other	412		870

	10,233		10,550
Marina Bay Sands	6,048		6,067
Total assets	$	22,270	$	22,039

Nine Months Ended
September 30,
2017 2016
(In millions)
Capital Expenditures
Corporate and Other $ 5
$ 6
Macao:
The Venetian Macao 113
50
Sands Cotai Central 58
97
The Parisian Macao 149
798
The Plaza Macao and Four Seasons Hotel Macao 19
9
Sands Macao 6
13
Ferry Operations and Other 4
3
349
970
Marina Bay Sands 137
50
United States:
Las Vegas Operating Properties 86
57
Sands Bethlehem 15
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 Macao 2,173
2,642
Sands Cotai Central 3,722
4,152
The Parisian Macao 2,523
2,711
The Plaza Macao and Four Seasons Hotel Macao 928
966
Sands Macao 300
316
Ferry Operations and Other 271
281
9,917
11,068
Marina Bay Sands 4,988
5,031
United States:
Las Vegas Operating Properties 3,749
3,214
Sands Bethlehem 691
691
4,440
3,905
Total assets $ 19,808
$ 20,469

Table of Contents

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 Macao 1,705
1,726
Sands Cotai Central 3,532
3,720
The Parisian Macao 2,400
2,572
The Plaza Macao and Four Seasons Hotel Macao 859
874
Sands Macao 225
245
Ferry Operations and Other 149
157
8,870
9,294
Marina Bay Sands 4,294
4,192
United States:
Las Vegas Operating Properties 2,773
2,815
Sands Bethlehem 544
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'S~~MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion should be read in conjunction with, and is qualified in its entirety by, the condensed consolidated financial statements and the notes thereto, 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, we~~We view each of our ~~integrated resort~~Integrated 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 Marina Bay Sands.

Macao

From 2020 through the beginning of 2023, our operations in Macao were negatively impacted by the reduction in travel and tourism related to the COVID-19 pandemic. The Macao government's policy regarding the management of COVID-19 and general travel restrictions was relaxed in late December 2022 and early January 2023. Since then, visitation to our Macao Integrated Resorts and operations have improved.

Singapore

From 2020 through early 2022, our operations in Singapore were negatively impacted by the reduction in travel and tourism related to the COVID-19 pandemic. However, the Vaccinated Travel Framework (“VTF”), launched in April 2022, facilitated the resumption of travel and had a positive impact on operations at Marina Bay Sands. ~~Our operating segments~~During February 2023, any remaining COVID-19 border measures were lifted. Airlift passenger movement has increased with 15 million passengers having passed through Singapore's Changi Airport from January through May 2023 (the latest statistics currently available), an increase of 222% and a decrease of 18% compared to the same period in 2022 and 2019, respectively.

Visitation to Marina Bay Sands continues to improve since the ~~U.S. consist~~travel restrictions have been lifted. The Singapore Tourism Board (“STB”) announced total visitation to Singapore increased from approximately 1.5 million in 2022 to 6.3 million for the six months ended June 30, 2023, while visitation decreased 32.6% when compared to the same period in 2019.

Summary

While the disruptions arising from the COVID-19 pandemic have subsided, given the dynamic nature of these circumstances, the ~~Las Vegas Operating Properties, which includes The Venetian Las Vegas, The Palazzo~~potential future impact, if any, on our consolidated results of operations, cash flows and ~~the Sands Expo Center;~~financial condition is uncertain. However, we have a strong balance sheet and ~~the Sands Bethlehem.~~sufficient liquidity in place, including total unrestricted cash and cash equivalents of $5.77 billion and access to $1.50 billion, $1.74 billion and $435 million of available borrowing capacity from our LVSC Revolving Facility, 2018 SCL Revolving Facility and 2012 Singapore Revolving Facility, respectively, as of June 30, 2023. We believe we are able to support continuing operations and complete our major construction projects that are underway.

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 ~~2016~~2022 Annual Report on Form 10-K filed on February ~~24, 2017.~~3, 2023.

~~With the exception~~

Table 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"), there Contents

There were no newly identified significant accounting policies and estimates during the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2023, nor were there any material changes to the critical accounting policies and estimates discussed in our ~~2016~~2022 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 and Marina Bay Sands ~~and our Las Vegas Operating Properties~~ are dependent upon the volume of ~~customers~~patrons 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 customers~~the volume of gaming patrons who visit the ~~properties~~property 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. ~~Beginning~~Our 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 due~~loyalty 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 expected~~of 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%~~24.1%, ~~20.1%~~21.0%, ~~19.3%~~21.4%, ~~21.8%~~24.8%, ~~19.4%~~17.4% and ~~28.5%~~18.7% 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%~~4.3%, 3.9%, ~~3.7%~~3.9%, ~~7.1%~~7.4%, ~~3.4%~~3.3% 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 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%~~10.3% and ~~34.9%~~12.5%, respectively, of our table games play was conducted on a credit basis for the ~~nine~~six months ended ~~September~~June 30, ~~2017.~~2023.

~~Casino revenue measurements for the U.S.:~~ The volume measurements in the U.S. are slot handle, as previously described, and table games drop, which is the total amount of cash and net markers issued that are deposited in the table drop box. We view table games win as a percentage of drop and slot hold as a percentage of handle. Beginning with the three months ended March 31, 2017, we revised the expected range for our Las Vegas Operating Properties due to the win percentage experienced over the last several years. Based upon our mix of table games, our table games are 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. Actual win may vary from our expected win percentage and the trailing 12-month win and hold percentages. Similar to Macao and Singapore, slot machine play is 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.

Table of Contents

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 ~~resold~~re-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~~June 30, ~~2017~~2023 Compared to the Three Months Ended ~~September~~June 30, ~~2016~~2022

Summary Financial Results

The Company continues to see positive financial results in the second quarter of 2023 due to the lift of COVID-19 restrictions in Macao in January 2023 and elimination of restrictions in Singapore in April 2022, respectively.

Net revenues for the three months ended June 30, 2023, were $2.54 billion, compared to $1.05 billion for the three months ended June 30, 2022. Operating income was $537 million for the three months ended June 30, 2023, compared to an operating loss of $147 million for the three months ended June 30, 2022. Net income from continuing operations was $368 million for the three months ended June 30, 2023, compared to a net loss from continuing operations of $414 million for the three months ended June 30, 2022.

Operating Revenues

Our net revenues consisted of the following:


	Three Months Ended June 30,
	2023		2022		Percent Change

	(Dollars in millions)
Casino	$	1,862	$	709	162.6	%
Rooms	296		97		205.2	%
Food and beverage	143		63		127.0	%
Mall	172		148		16.2	%
Convention, retail and other	69		28		146.4	%
Total net revenues	$	2,542	$	1,045	143.3	%

Three Months Ended September 30,
2017 2016
Percent
Change
(Dollars in millions)
Casino $ 2,511
$ 2,307
8.8%
Rooms 411
402
2.2%
Food and beverage 198
184
7.6%
Mall 160
147
8.8%
Convention, retail and other 128
141
(9.2)%
3,408
3,181
7.1%
Less — promotional allowances (209 ) (212 ) 1.4%
Total net revenues $ 3,199
$ 2,969
7.7%

Consolidated net revenues were ~~$3.20~~$2.54 billion for the three months ended ~~September~~June 30, ~~2017,~~2023, an increase of ~~$230 million~~$1.50 billion compared to ~~$2.97~~$1.05 billion for the three months ended ~~September~~June 30, ~~2016.~~2022. The increase was ~~primarily~~ due to increasesof ~~$349~~$1.25 billion and$245 million at ~~The Parisian~~our Macao ~~which opened in September 2016,~~operations and ~~$31 million at~~ Marina Bay Sands, ~~primarily due to increased~~respectively.

Net casino revenues ~~partially offset by a $137 million decrease at our Macao properties (excluding The Parisian Macao), driven by decreased casino revenues.~~

~~Casino revenues~~ increased ~~$204 million~~$1.15 billion compared to the three months ended ~~September~~June 30, ~~2016.~~2022. The increase was due to increases of ~~$321~~$1.0 billion and$149 million at ~~The Parisian~~our Macao operations and ~~$37 million at~~ Marina Bay Sands, ~~driven primarily by an increase~~respectively. The lift of COVID-19 restrictions in ~~Rolling Chip volume. This~~Macao beginning in late December 2022 and elimination of restrictions in April 2022 in Singapore has continued to result in increased visitation and table games and slot volumes across our properties. The increase was partially offset by a ~~$145 million~~ decrease ~~at our Macao properties (excluding The Parisian Macao),~~ driven ~~primarily~~ by ~~a decrease in Rolling Chip~~lower win ~~percentage.~~percentages. The following table summarizes the results of our casino activity:

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									Three Months Ended June 30,
	Three Months Ended September 30,								2023			2022			Change
	2017			2016			Change
	(Dollars in millions)								(Dollars in millions)
Macao Operations:								Macao Operations:
The Venetian Macao								The Venetian Macao
Total casino revenues	$	617		$	670		(7.9)%
Total net casino revenues								Total net casino revenues	$	523		$	91		474.7	%
Non-Rolling Chip drop	$	1,892		$	1,714		10.4%	Non-Rolling Chip drop	$	2,174		$	332		554.8	%
Non-Rolling Chip win percentage	22.8		%	25.6		%	(2.8) pts	Non-Rolling Chip win percentage	23.8		%	26.2		%	(2.4)	pts
Rolling Chip volume	$	6,898		$	6,868		0.4%	Rolling Chip volume	$	1,093		$	264		314.0	%
Rolling Chip win percentage	3.28		%	3.75		%	(0.47) pts	Rolling Chip win percentage	3.73		%	4.76		%	(1.03)	pts
Slot handle	$	718		$	958		(25.1)%	Slot handle	$	1,329		$	254		423.2	%
Slot hold percentage	5.1		%	4.7		%	0.4 pts	Slot hold percentage	4.3		%	4.9		%	(0.6)	pts
Sands Cotai Central
Total casino revenues	$	390		$	443		(12.0)%
The Londoner Macao								The Londoner Macao
Total net casino revenues								Total net casino revenues	$	281		$	42		569.0	%
Non-Rolling Chip drop	$	1,442		$	1,557		(7.4)%	Non-Rolling Chip drop	$	1,354		$	175		673.7	%
Non-Rolling Chip win percentage	20.4		%	20.2		%	0.2 pts	Non-Rolling Chip win percentage	20.1		%	23.2		%	(3.1)	pts
Rolling Chip volume	$	2,846		$	2,817		1.0%	Rolling Chip volume	$	1,999		$	222		800.5	%
Rolling Chip win percentage	2.66		%	4.16		%	(1.50) pts	Rolling Chip win percentage	2.67		%	4.35		%	(1.68)	pts
Slot handle	$	1,182		$	1,477		(20.0)%	Slot handle	$	1,299		$	163		696.9	%
Slot hold percentage	4.4		%	3.6		%	0.8 pts	Slot hold percentage	3.9		%	4.0		%	(0.1)	pts
The Parisian Macao								The Parisian Macao
Total casino revenues	$	379		$	58		553.4%
Total net casino revenues								Total net casino revenues	$	183		$	24		662.5	%
Non-Rolling Chip drop	$	1,001		$	190		426.8%	Non-Rolling Chip drop	$	776		$	91		752.7	%
Non-Rolling Chip win percentage	20.9		%	19.9		%	1.0 pts	Non-Rolling Chip win percentage	19.6		%	22.4		%	(2.8)	pts
Rolling Chip volume	$	6,948		$	748		828.9%	Rolling Chip volume	$	612		$	48		1,175.0	%
Rolling Chip win percentage	3.11		%	3.01		%	0.10 pts	Rolling Chip win percentage	7.18		%	14.20		%	(7.02)	pts
Slot handle	$	927		$	171		442.1%	Slot handle	$	682		$	64		965.6	%
Slot hold percentage	3.1		%	5.2		%	(2.1) pts	Slot hold percentage	3.8		%	4.7		%	(0.9)	pts
The Plaza Macao and Four Seasons Hotel Macao
Total casino revenues	$	109		$	124		(12.1)%
The Plaza Macao and Four Seasons Macao								The Plaza Macao and Four Seasons Macao
Total net casino revenues								Total net casino revenues	$	150		$	38		294.7	%
Non-Rolling Chip drop	$	297		$	270		10.0%	Non-Rolling Chip drop	$	567		$	101		461.4	%
Non-Rolling Chip win percentage	23.1		%	23.8		%	(0.7) pts	Non-Rolling Chip win percentage	27.6		%	26.4		%	1.2	pts
Rolling Chip volume	$	3,132		$	2,007		56.1%	Rolling Chip volume	$	1,178		$	489		140.9	%
Rolling Chip win percentage	2.23		%	3.67		%	(1.44) pts	Rolling Chip win percentage	3.63		%	4.90		%	(1.27)	pts
Slot handle	$	117		$	113		3.5%	Slot handle	$	46		$	3		1,433.3	%
Slot hold percentage	6.6		%	5.5		%	1.1 pts	Slot hold percentage	5.8		%	5.9		%	(0.1)	pts
Sands Macao								Sands Macao
Total casino revenues	$	138		$	162		(14.8)%
Total net casino revenues								Total net casino revenues	$	76		$	14		442.9	%
Non-Rolling Chip drop	$	603		$	671		(10.1)%	Non-Rolling Chip drop	$	406		$	57		612.3	%
Non-Rolling Chip win percentage	18.7		%	19.3		%	(0.6) pts	Non-Rolling Chip win percentage	17.5		%	17.6		%	(0.1)	pts
Rolling Chip volume	$	680		$	1,416		(52.0)%	Rolling Chip volume	$	36		$	66		(45.5)	%
Rolling Chip win percentage	1.13		%	2.03		%	(0.90) pts	Rolling Chip win percentage	2.40		%	6.86		%	(4.46)	pts
Slot handle	$	602		$	665		(9.5)%	Slot handle	$	497		$	120		314.2	%
Slot hold percentage	3.4		%	3.3		%	0.1 pts	Slot hold percentage	3.0		%	2.7		%	0.3	pts
Singapore Operations:
Marina Bay Sands
Total casino revenues	$	629		$	592		6.3%
Non-Rolling Chip drop	$	943		$	985		(4.3)%
Non-Rolling Chip win percentage	28.4		%	28.8		%	(0.4) pts
Rolling Chip volume	$	9,443		$	7,258		30.1%
Rolling Chip win percentage	3.29		%	3.25		%	0.04 pts
Slot handle	$	3,658		$	3,457		5.8%
Slot hold percentage	4.2		%	4.5		%	(0.3) pts

Table of Contents

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 percentage 17.1 % 20.0 % (2.9) pts
Slot handle $ 658
$ 634
3.8%
Slot hold percentage 8.1 % 8.2 % (0.1) pts
Sands Bethlehem
Total casino revenues $ 138
$ 136
1.5%
Table games drop $ 293
$ 284
3.2%
Table games win percentage 20.1 % 19.6 % 0.5 pts
Slot handle $ 1,210
$ 1,169
3.5%
Slot hold percentage 6.5 % 6.7 % (0.2) pts


	Three Months Ended June 30,
	2023			2022			Change

	(Dollars in millions)
Singapore Operations:
Marina Bay Sands
Total net casino revenues	$	649		$	500		29.8	%
Non-Rolling Chip drop	$	1,870		$	1,137		64.5	%
Non-Rolling Chip win percentage	18.2		%	18.5		%	(0.3)	pts
Rolling Chip volume	$	6,013		$	5,394		11.5	%
Rolling Chip win percentage	3.71		%	4.29		%	(0.58)	pts
Slot handle	$	5,999		$	4,090		46.7	%
Slot hold percentage	4.0		%	4.4		%	(0.4)	pts

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 $9$199 million compared to the three months ended ~~September~~June 30, ~~2016.~~2022. The increase was ~~primarily~~ due to ~~a $29~~increases of $151 million ~~increase~~and $48 million at ~~The Parisian~~our Macao ~~partially offset by a $16 million decrease at~~operations and Marina Bay Sands, respectively, due to increased occupancy rates and ADR driven by ~~a decrease~~increased visitation as pandemic-related restrictions were lifted in ~~ADR. During the three months ended September 30, 2017, there were approximately 8%, 7%, 6%~~Macao beginning in December 2022 and 3% fewer rooms available at The Venetian Macao, Marina Bay Sands, The Plaza Macao and Four Seasons Hotel Macao, and our Las Vegas Operating Properties, respectively, compared to the three months ended September 30, 2016.eliminated in Singapore in April 2022. The following table summarizes the results of our room activity:


	Three Months Ended June 30,
	2023			2022			Change

	(Room revenues in millions)
Macao Operations:
The Venetian Macao
Total room revenues	$	48		$	12		300.0	%
Occupancy rate	94.6		%	36.8		%	57.8	pts
Average daily room rate (ADR)	$	209		$	137		52.6	%
Revenue per available room (RevPAR)	$	198		$	50		296.0	%
The Londoner Macao
Total room revenues	$	80		$	14		471.4	%
Occupancy rate	81.8		%	24.9		%	56.9	pts
Average daily room rate (ADR)	$	197		$	137		43.8	%
Revenue per available room (RevPAR)	$	161		$	34		373.5	%
The Parisian Macao
Total room revenues	$	35		$	7		400.0	%
Occupancy rate	98.0		%	37.0		%	61.0	pts
Average daily room rate (ADR)	$	156		$	100		56.0	%
Revenue per available room (RevPAR)	$	153		$	37		313.5	%
The Plaza Macao and Four Seasons Macao
Total room revenues	$	25		$	6		316.7	%
Occupancy rate	84.8		%	23.3		%	61.5	pts
Average daily room rate (ADR)	$	479		$	412		16.3	%
Revenue per available room (RevPAR)	$	407		$	96		324.0	%
Sands Macao
Total room revenues	$	4		$	2		100.0	%
Occupancy rate	94.6		%	56.6		%	38.0	pts
Average daily room rate (ADR)	$	169		$	127		33.1	%
Revenue per available room (RevPAR)	$	160		$	72		122.2	%

Table of Contents


									Three Months Ended June 30,
									2023			2022			Change

Singapore Operations:								Singapore Operations:
Marina Bay Sands(1)								Marina Bay Sands(1)
Total room revenues								Total room revenues	$	104		$	56		85.7	%
Occupancy rate								Occupancy rate	97.0		%	93.9		%	3.1	pts
Average daily room rate (ADR)								Average daily room rate (ADR)	$	597		$	330		80.9	%
Revenue per available room (RevPAR)								Revenue per available room (RevPAR)	$	579		$	310		86.8	%

	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 rate	90.7		%	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 rate	93.0		%	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 rate	94.1		%	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 rate	80.8		%	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 rate	95.7		%	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 rate	96.6		%	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 rate	97.0		%	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 rate	96.1		%	97.2		%	(1.1) pts
Average daily room rate (ADR)	$	164		$	164		—
Revenue per available room (RevPAR)	$	158		$	160		(1.3)%

__________________________

(1) During the three months ended June 30, 2023 and 2022, approximately 2,100 and 2,000 rooms, respectively, were available for use.

~~Mall~~Food and beverage revenues increased ~~$13~~$80 million compared to the three months ended ~~September~~June 30, ~~2016.~~2022. Our new outlets in Macao and Singapore and increased business volume across our food and beverage outlets and in banquet operations resulted in increases of $44 millionand$36 million at our Macao operations and Marina Bay Sands, respectively.

Mall revenues increased $24 million compared to the three months ended June 30, 2022. The increase was due to increases of $22 million in Macao, driven by a decrease in rent concessions granted to our mall tenants and an ~~$11~~increase in turnover and overage rents, and $2 million at Marina Bay Sands, driven by an increase ~~at the Shoppes at Parisian.~~ in base rent.

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 June 30,
	2023			2022			Change

	(Mall revenues in millions)
Macao Operations:
Shoppes at Venetian
Total mall revenues	$	52		$	41		26.8	%
Mall gross leasable area (in square feet)	818,684			814,720			0.5	%
Occupancy	79.5		%	75.1		%	4.4	pts
Base rent per square foot	$	271		$	299		(9.4)	%
Tenant sales per square foot(1)	$	1,430		$	1,169		22.3	%
Shoppes at Londoner
Total mall revenues	$	16		$	12		33.3	%
Mall gross leasable area (in square feet)	610,273			605,429			0.8	%
Occupancy	53.3		%	58.3		%	(5.0)	pts
Base rent per square foot	$	147		$	141		4.3	%
Tenant sales per square foot(1)	$	1,355		$	1,407		(3.7)	%
Shoppes at Parisian
Total mall revenues	$	8		$	7		14.3	%
Mall gross leasable area (in square feet)	296,371			296,322			—	%
Occupancy	63.9		%	73.2		%	(9.3)	pts
Base rent per square foot	$	115		$	129		(10.9)	%
Tenant sales per square foot(1)	$	541		$	475		13.9	%
Shoppes at Four Seasons
Total mall revenues	$	39		$	33		18.2	%
Mall gross leasable area (in square feet)	248,814			248,663			0.1	%
Occupancy	87.4		%	94.4		%	(7.0)	pts
Base rent per square foot	$	590		$	544		8.5	%
Tenant sales per square foot(1)	$	5,825		$	5,139		13.3	%

Table of Contents


									Three Months Ended June 30,
	Three Months Ended September 30,								2023			2022			Change
	2017			2016			Change
	(Mall revenues in millions)
Macao Operations:
Shoppes at Venetian
Total mall revenues	$	55		$	52		5.8%
Mall gross leasable area (in square feet)	785,973			781,304			0.6%
Occupancy	97.3		%	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⁽¹⁾
Total mall revenues	$	15		$	15		—
Mall gross leasable area (in square feet)	425,581			407,102			4.5%
Occupancy	93.0		%	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⁽²⁾
Total mall revenues	$	16		$	5		220.0%
Mall gross leasable area (in square feet)	299,125			299,458			(0.1)%
Occupancy	92.5		%	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	$	31		$	31		—
Mall gross leasable area (in square feet)	258,392			259,410			(0.4)%
Occupancy	100.0		%	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:								Singapore Operations:
The Shoppes at Marina Bay Sands								The Shoppes at Marina Bay Sands
Total mall revenues	$	42		$	43		(2.3)%	Total mall revenues	$	57		$	55		3.6	%
Mall gross leasable area (in square feet)	606,946			618,649			(1.9)%	Mall gross leasable area (in square feet)	617,119			622,038			(0.8)	%
Occupancy	97.2		%	97.2		%	—	Occupancy	100.0		%	99.7		%	0.3	pts
Base rent per square foot	$	243		$	236		3.0%	Base rent per square foot	$	311		$	277		12.3	%
Tenant sales per square foot	$	1,506		$	1,396		7.9%
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
Occupancy	95.9		%	90.4		%	5.5 pts
Base rent per square foot	$	20		$	21		(4.8)%
Tenant sales per square foot	$	346		$	357		(3.1)%
Tenant sales per square foot(1)								Tenant sales per square foot(1)	$	2,912		$	2,051		42.0	%

__________________________

~~N/M - Not Meaningful~~


~~(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 renovation, rebranding and expansion to The Londoner Macao.


~~(2)~~	~~The Shoppes at Parisian opened in September 2016.~~

Note: This table excludes the results of our retail outlets at Sands Macao. As a result of the COVID-19 pandemic, tenants were provided rent concessions during the three months ended June 30, 2022. Base rent per square foot presented above excludes the impact of these rent concessions.

(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.

Convention, retail and other revenues ~~decreased $13~~increased $41 million compared to the three months ended ~~September~~June 30, ~~2016.~~2022. The ~~decrease is~~increase was primarily due to a $31 million increase at our Macao operations, primarily driven by ~~decreases~~increases of $6$16 million in ferry operations due to the resumption of ferry services in January 2023. We also had increases of $8 million in retail and other revenues (e.g., limo and spa) and $5 million in entertainment ~~revenues~~revenue, driven by increased visitation. In addition, a $10 million increase at ~~The Venetian Macao, $4~~Marina Bay Sands was driven primarily by increases of $7 millionin convention revenue and$3 million in ~~convention~~other revenues ~~at our Las Vegas Operating Properties~~(e.g., museum, SkyPark and ~~$3 million in our passenger ferry service operations in Macao.~~transportation).

Operating Expenses

Our operating expenses consisted of the following:


	Three Months Ended June 30,
	2023		2022		Percent Change

	(Dollars in millions)
Casino	$	1,034	$	445	132.4	%
Rooms	71		41		73.2	%
Food and beverage	117		73		60.3	%
Mall	21		19		10.5	%
Convention, retail and other	50		24		108.3	%
Provision for credit losses	5		2		150.0	%
General and administrative	279		238		17.2	%
Corporate	60		55		9.1	%
Pre-opening	8		3		166.7	%
Development	54		22		145.5	%
Depreciation and amortization	288		256		12.5	%
Amortization of leasehold interests in land	14		14		—	%
Loss on disposal or impairment of assets	4		—		N.M.
Total operating expenses	$	2,005	$	1,192	68.2	%

__________________________

N.M. Not meaningful.

Three Months Ended September 30,
2017 2016
Percent
Change
(Dollars in millions)
Casino $ 1,342
$ 1,198
12.0%
Rooms 74
67
10.4%
Food and beverage 109
101
7.9%
Mall 18
16
12.5%
Convention, retail and other 69
66
4.5%
Provision for doubtful accounts 23
51
(54.9)%
General and administrative 358
330
8.5%
Corporate 51
39
30.8%
Pre-opening 1
86
(98.8)%
Development 3
3
—%
Depreciation and amortization 265
277
(4.3)%
Amortization of leasehold interests in land 9
10
(10.0)%
Loss on disposal or impairment of assets 21
5
320.0%
Total operating expenses $ 2,343
$ 2,249
4.2%

Table of Contents

Operating expenses were ~~$2.34~~$2.01 billion for the three months ended ~~September~~June 30, ~~2017,~~2023, an increase of ~~$94~~$813 million compared to ~~$2.25~~$1.19 billion for the three months ended ~~September~~June 30, ~~2016. The increase in operating expenses was~~2022, primarily driven by ~~the opening~~increases of ~~The Parisian Macao~~$589 million in ~~September 2016.~~casino expenses, $44 million in food and beverage expenses, $41 million in general and administrative expenses, $32 million in development expenses, $32 million in depreciation and amortization, $30 million in rooms expenses and $26 million in convention, retail and other expenses.

Casino expenses increased ~~$144~~$589 million compared to the three months ended ~~September~~June 30, ~~2016.~~2022. The increase was primarily ~~driven by a $197 million increase at The Parisian Macao, partially offset by decreases~~attributable to increases of ~~$27~~$485 million and ~~$19~~$42 million ~~at Sands Cotai Central and Sands Macao, respectively, driven by a decrease~~ in gaming taxes at our Macao operations and Marina Bay Sands, respectively, consistent with increased casino revenues, increases in gaming tax rates of1% in Macao and3% in Singapore, and a 1% increase in value added tax in Singapore.

Room expenses increased $30 million compared to the three months ended June 30, 2022. The increase was attributable to increases of $22 million and $8 million at our Macao operations and Marina Bay Sands, respectively, consistent with increased occupancy.

Food and beverage expenses increased$44 million compared to the three months ended June 30, 2022. The increase was due to ~~decreased casino revenues.~~increases of $26 million and$18 million at Marina Bay Sands and our Macao operations, respectively, primarily driven by increased food outlet and banquet operation volumes.

Convention, retail and other expenses increased $26 million compared to the three months ended June 30, 2022, primarily driven by increases of $21 million and $5 million at our Macao operations and Marina Bay Sands, respectively. The ~~provision~~increases were primarily driven by increases of$9 million in ferry operation expenses due to the resumption of ferry services in January 2023, $5 million in entertainment expenses due to increased event volume, $3 million in limo expenses, $2 million in convention expenses and $1 million in retail expenses.

Provision for ~~doubtful accounts~~credit losses was ~~$23~~$5 million for three months ended June 30, 2023, compared to $2 million for the three months ended ~~September~~June 30, ~~2017, compared to $51~~2022. The $3 million ~~for the three months ended September 30, 2016. The decrease~~increase was primarily ~~resulted from~~driven by an increase in casino provisions in Singapore consistent with credit issued associated with increased ~~collections of previously reserved customer balances during the three months ended September 30, 2017, as compared to the prior year period.~~gaming volumes. The amount of this provision can vary over short periods of time because of factors specific to the ~~customers~~patrons who owe us money from gaming activities. We believe ~~that~~ the amount of our provision for ~~doubtful accounts~~credit losses 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 ~~$28~~$41 million compared to the three months ended ~~September~~June 30, ~~2016.~~2022. The increase was primarily due to increases of $22 million and $19 million at Marina Bay Sands and our Macao operations, respectively, driven by ~~a $25~~increases in payroll and marketing costs, utilities and property taxes.

Development expenses were $54 million ~~increase at The Parisian Macao.~~for the three months ended June 30, 2023, compared to $22 million for the three months ended June 30, 2022. During the three months ended June 30, 2023, the costs were associated with our evaluation and pursuit of new business opportunities, primarily in New York, Texas and digital gaming related efforts. Development costs are expensed as incurred.

~~Corporate expenses~~Depreciation and amortization increased ~~$12~~$32 million compared to the three months ended ~~September~~June 30, ~~2016.~~2022. The increase was primarily due to ~~payroll-related costs and~~ a ~~charitable donation committed to assist~~$25 million increase at Marina Bay Sands as a result of the ~~Macao community with long-term relief, recovery and rebuilding efforts due to Typhoon Hato.~~completion of renovations that were placed into service during the second quarter.

~~Pre-opening expense represents personnel and other costs incurred prior to the opening~~Loss on disposal or impairment of ~~new ventures, which are expensed as incurred. Pre-opening expenses decreased $85~~assets was $4 million ~~compared to the~~for three months ended ~~September~~June 30, ~~2016.~~2023. 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 decreased $12 million compared to the three months ended September 30, 2016. The decrease was primarily driven 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"), partially offset by a $38 million increase at The Parisian Macao.

~~The loss on disposal of assets of $21 million~~losses incurred for the three months ended ~~September~~June 30, ~~2017,~~2023, were primarily due to $2 million in demolition costs related to ~~dispositions~~the renovation at ~~our Macao operations due to property damages caused by Typhoon Hato.~~Marina Bay Sands.

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Segment 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).segments:


	Three Months Ended June 30,
	2023		2022		Percent Change

	(Dollars in millions)
Macao:
The Venetian Macao	$	252	$	(21)	(1,300.0)	%
The Londoner Macao	103		(54)		(290.7)	%
The Parisian Macao	74		(29)		(355.2)	%
The Plaza Macao and Four Seasons Macao	91		17		435.3	%
Sands Macao	15		(22)		(168.2)	%
Ferry Operations and Other	6		(1)		(700.0)	%
	541		(110)		(591.8)	%
Marina Bay Sands	432		319		35.4	%
Consolidated adjusted property EBITDA(1)	$	973	$	209	365.6	%

__________________________

(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~~our operations with those of ~~its~~our competitors, as well as a basis for determining certain incentive compensation. Integrated ~~resort~~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~~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. 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.

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Three Months Ended September 30,
2017 2016
Percent
Change
(Dollars in millions)
Macao:
The Venetian Macao $ 263
$ 315
(16.5)%
Sands Cotai Central 155
176
(11.9)%
The Parisian Macao 135
19
610.5%
The Plaza Macao and Four Seasons Hotel Macao 52
62
(16.1)%
Sands Macao 41
46
(10.9)%
Ferry Operations and Other 6
10
(40.0)%
652
628
3.8%
Marina Bay Sands 442
391
13.0%
United States:
Las Vegas Operating Properties 76
86
(11.6)%
Sands Bethlehem 40
37
8.1%
116
123
(5.7)%
Consolidated adjusted property EBITDA $ 1,210
$ 1,142
6.0%


	Three Months Ended June 30,
	2023		2022

	(In millions)
Consolidated adjusted property EBITDA	$	973	$	209

Other Operating Costs and Expenses
Stock-based compensation(a)	(8)		(6)
Corporate	(60)		(55)
Pre-opening	(8)		(3)
Development	(54)		(22)
Depreciation and amortization	(288)		(256)
Amortization of leasehold interests in land	(14)		(14)
Loss on disposal or impairment of assets	(4)		—
Operating income (loss)	537		(147)
Other Non-Operating Costs and Expenses
Interest income	76		14
Interest expense, net of amounts capitalized	(210)		(162)
Other income (expense)	14		(9)

Income tax (expense) benefit	(49)		(110)
Net income (loss) from continuing operations	$	368	$	(414)

__________________________

(a)During the three months ended June 30, 2023 and 2022, we recorded stock-based compensation expense of $20 million and $15 million, respectively, of which $12 million and $9 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations.

Adjusted property EBITDA at our Macao operations increased ~~$24~~$651 million compared towith the three months ended ~~September~~June 30, ~~2016. The increase was~~2022, primarily due to ~~a $116 million increase at The Parisian Macao, which opened~~increases in ~~September 2016. This increase was partially offset by an $88 million decrease~~casino, room, food and beverage and mall revenues due to increased visitation at our Macao properties ~~(excluding The Parisian Macao), mainly due to decreased casino operations,~~ driven by ~~a lower Rolling Chip win percentage.~~

the lift of most COVID-19 restrictions in late December 2022 and early January 2023.

Adjusted property EBITDA at Marina Bay Sands increased ~~$51~~$113 million compared to the three months ended ~~September~~June 30, ~~2016. As previously described, the increase was~~2022, primarily due to ~~increased~~increases in casino, room, food and beverage and mall revenues ~~driven by an increase in Rolling Chip volume.~~

~~Adjusted property EBITDA at our Las Vegas Operating Properties decreased $10 million compared~~due to the ~~three months ended September 30, 2016. The decrease was primarily due to decreased casino revenues, driven by a decrease~~reopening of borders and elimination of pandemic-related restrictions in ~~table games drop and lower win percentage.~~April 2022.

Interest Expense

The following table summarizes information related to interest expense:


								Three Months Ended June 30,
	Three Months Ended September 30,							2023			2022
	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 Palazzo	4			4
Interest cost							Interest cost	$	212		$	163

Less — capitalized interest	(1		)	(11		)	Less — capitalized interest	(2)			(1)
Interest expense, net	$	83		$	65		Interest expense, net	$	210		$	162
Cash paid for interest	$	70		$	63

Weighted average total debt balance	$	10,074		$	10,055		Weighted average total debt balance	$	15,562		$	15,103
Weighted average interest rate	3.2		%	2.9		%	Weighted average interest rate	5.4		%	4.3		%

Interest cost increased $8$49 million compared to the three months ended ~~September~~June 30, ~~2016,~~2022, primarily resulting ~~primarily~~ from an increase in ~~our~~the weighted average interest ~~rate. Capitalized interest decreased $10 million~~rate from 4.3% to 5.4% during the three months ended June 30, 2023 when compared to the three months ended ~~September~~June 30, ~~2016, primarily~~2022. This is due to the ~~opening~~increase in the underlying benchmark rates on our SCL Revolving Facility and our Singapore Credit Facility, and the increase in interest rates on the SCL senior notes as a result of ~~The Parisian Macao~~the credit rating downgrade to BB+ by S&P in ~~September 2016.~~February 2022, and by Fitch in June 2022. Interest cost was also impacted by an overall net increase in our weighted average total debt balance.

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Other Factors ~~Effecting~~Affecting Earnings

~~Other expense~~Interest income was ~~$19~~$76 million for the three months ended ~~September~~June 30, ~~2017,~~2023, compared to ~~other income of $21~~$14 million for the three months ended ~~September~~June 30, ~~2016. Other expense~~2022. Interest income during the three months ended ~~September~~June 30, ~~2017,~~2023, was primarily attributable to ~~a depreciation~~$69 million in interest income on money market funds and bank deposits driven by higher market interest rates. We also had$7 million in interest income on the seller financing loan provided in connection with the sale of the ~~U.S. dollar versus~~Las Vegas properties.

Other income was $14 million for the ~~Singapore dollar~~three months ended June 30, 2023, compared to other expense of $9 million for the three months ended June 30, 2022. Other income during the ~~period. This resulted in $19~~three months ended June 30, 2023, was primarily attributable to $9 million of foreign currency transaction ~~losses,~~gains driven by ~~Singapore dollar denominated~~the U.S. dollar-denominated debt held by Sands China Ltd. (“SCL”) and $4 million of foreign currency transaction gains driven by U.S dollar-denominated intercompany debt ~~reported in U.S. dollars.~~held by Marina Bay Sands Pte. Ltd. (“MBS”).

Our ~~effective~~ income tax ~~rate~~expense was ~~9.6%~~$49 million on income before income taxes of $417 million for the three months ended ~~September~~June 30, ~~2017, compared~~2023, resulting in an 11.8% effective income tax rate. This compares to ~~10.2%~~a 36.2% effective income tax rate for the three months ended ~~September~~June 30, ~~2016.~~2022. The ~~decrease in the effective~~ income tax ~~rate relates primarily to the valuation allowances recorded during~~expense for the three months ended ~~September~~June 30, ~~2016, as we determined that certain deferred tax assets were no longer "more-likely than-not" realizable. The effective income tax rates reflect~~2023, reflects a 17% statutory tax rate on our Singapore operations and a ~~zero percent~~21% 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 our~~and their peers received an income tax exemption on gaming operations through December 31, 2022. Our income tax expense is based on our estimated annual effective tax rate for the year applied to year-to-date operating results in accordance with interim accounting guidelines.

We have had the benefit of a corporate tax exemption in Macao, which exempts us from paying the 12% corporate income tax on profits generated by the operation of casino games, but does not apply to our non-gaming activities. We continued to benefit from this tax exemption through December 31, 2022. Additionally, we entered into a shareholder dividend tax agreement with the Macao government in April 2019, effective through June 26, 2022, providing an annual payment as a substitution for a 12% tax otherwise due from Venetian Macau Limited (“VML,” a subsidiary of SCL) shareholders on dividend distributions paid from VML gaming profits. In December 2022, we requested a corporate tax exemption on profits generated by the operation of casino games in Macao for the new gaming concession period effective from January 1, 2023 through ~~the end~~December 31, 2032, or for a period of ~~2018. We have recorded a valuation allowance related to certain deferred~~corporate tax ~~assets generated by operations in the U.S. and certain foreign jurisdictions; however, to the extent~~exemption that the ~~financial results~~Chief Executive of Macao may deem more appropriate. We are evaluating the timing of an application for a new shareholder dividend tax agreement. There is no assurance either of these ~~operations improve and it becomes "more-likely-than-not" that these deferred tax assets, or a portion thereof, are realizable, we~~arrangements will ~~reduce the valuation allowances in the period such determination is made, as appropriate.~~be granted.

The net income attributable to our noncontrolling interests was ~~$115~~$56 million for the three months ended ~~September~~June 30, ~~2017,~~2023, compared to ~~$93~~a net loss attributable to our noncontrolling interests of $127 million for the three months ended ~~September~~June 30, ~~2016.~~2022. These amounts are ~~primarily~~ related to the noncontrolling interest of ~~Sands China Ltd. ("SCL").~~

SCL.

~~Nine~~Six Months Ended ~~September~~June 30, ~~2017~~2023 Compared to the ~~Nine~~Six Months Ended ~~September~~June 30, ~~2016~~2022

Operating Revenues

Our net revenues consisted of the following:


	Six Months Ended June 30,
	2023		2022		Percent Change

	(Dollars in millions)
Casino	$	3,403	$	1,336	154.7	%
Rooms	539		192		180.7	%
Food and beverage	267		116		130.2	%
Mall	334		297		12.5	%
Convention, retail and other	119		47		153.2	%
Total net revenues	$	4,662	$	1,988	134.5	%

Table of Contents

Nine Months Ended September 30,
2017 2016
Percent
Change
(Dollars in millions)
Casino $ 7,379
$ 6,406
15.2%
Rooms 1,194
1,123
6.3%
Food and beverage 610
559
9.1%
Mall 476
422
12.8%
Convention, retail and other 400
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~~$4.66 billion for the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2023, an increase of ~~$1.11~~$2.67 billion compared to ~~$8.34~~$1.99 billion for the ~~nine~~six months ended ~~September~~June 30, ~~2016.~~2022, due primarily to an increase of $1.98 billion at our Macao operations. The increase at our Macao operations was due to increased visitation as COVID-19 restrictions were lifted in Macao and the surrounding region in late December 2022 and early January 2023. In addition, a $694 million increase at Marina Bay Sands was primarily due to ~~increases~~increased visitation resulting from the reopening of ~~$1.03~~borders and elimination of pandemic-related restrictions in April 2022.

Net casino revenues increased $2.07 billion compared to the six months ended June 30, 2022. The increase was driven by a $1.59 billion increase at ~~The Parisian~~our Macao ~~which opened~~operations due to increased visitation across our properties resulting in ~~September 2016,~~increased table games and ~~$253 million~~slot volumes. Casino revenues at Marina Bay Sands ~~primarily~~increased by $474 million due to increased ~~casino revenues.~~

~~Casino revenues~~table games and slot volumes. The lift of COVID-19 restrictions in Macao beginning in late December 2022 and elimination of restrictions in April 2022 in Singapore led to 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~~visitation and ~~$267 million at Marina Bay Sands, driven by increases in Rolling Chip win percentage~~table games 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.~~slot volumes. The following table summarizes the results of our casino activity:


	Six Months Ended June 30,
	2023			2022			Change

	(Dollars in millions)
Macao Operations:
The Venetian Macao
Total net casino revenues	$	969		$	248		290.7	%
Non-Rolling Chip drop	$	3,943		$	968		307.3	%
Non-Rolling Chip win percentage	23.7		%	25.3		%	(1.6)	pts
Rolling Chip volume	$	2,346		$	984		138.4	%
Rolling Chip win percentage	4.42		%	3.65		%	0.77	pts
Slot handle	$	2,380		$	677		251.6	%
Slot hold percentage	4.3		%	3.7		%	0.6	pts
The Londoner Macao
Total net casino revenues	$	479		$	121		295.9	%
Non-Rolling Chip drop	$	2,252		$	529		325.7	%
Non-Rolling Chip win percentage	21.0		%	22.5		%	(1.5)	pts
Rolling Chip volume	$	3,451		$	591		483.9	%
Rolling Chip win percentage	2.54		%	4.58		%	(2.04)	pts
Slot handle	$	2,087		$	394		429.7	%
Slot hold percentage	4.0		%	3.5		%	0.5	pts
The Parisian Macao
Total net casino revenues	$	311		$	75		314.7	%
Non-Rolling Chip drop	$	1,360		$	271		401.8	%
Non-Rolling Chip win percentage	20.9		%	24.5		%	(3.6)	pts
Rolling Chip volume	$	660		$	209		215.8	%
Rolling Chip win percentage	7.35		%	9.39		%	(2.04)	pts
Slot handle	$	1,218		$	187		551.3	%
Slot hold percentage	4.0		%	3.7		%	0.3	pts
The Plaza Macao and Four Seasons Macao
Total net casino revenues	$	259		$	93		178.5	%
Non-Rolling Chip drop	$	993		$	316		214.2	%
Non-Rolling Chip win percentage	25.8		%	26.1		%	(0.3)	pts
Rolling Chip volume	$	2,405		$	1,063		126.2	%
Rolling Chip win percentage	3.87		%	4.03		%	(0.16)	pts
Slot handle	$	74		$	12		516.7	%
Slot hold percentage	6.9		%	8.0		%	(1.1)	pts

Table of Contents


									Six Months Ended June 30,
	Nine Months Ended September 30,								2023			2022			Change
	2017			2016			Change
	(Dollars in millions)								(Dollars in millions)
Macao Operations:
The Venetian Macao
Total casino revenues	$	1,849		$	1,893		(2.3)%
Sands Macao								Sands Macao
Total net casino revenues								Total net casino revenues	$	143		$	31		361.3	%
Non-Rolling Chip drop	$	5,315		$	5,141		3.4%	Non-Rolling Chip drop	$	751		$	134		460.4	%
Non-Rolling Chip win percentage	24.6		%	25.2		%	(0.6) pts	Non-Rolling Chip win percentage	17.4		%	18.6		%	(1.2)	pts
Rolling Chip volume	$	18,218		$	21,963		(17.1)%	Rolling Chip volume	$	66		$	146		(54.8)	%
Rolling Chip win percentage	3.61		%	3.23		%	0.38 pts	Rolling Chip win percentage	5.17		%	4.65		%	0.52	pts
Slot handle	$	2,052		$	3,007		(31.8)%	Slot handle	$	904		$	244		270.5	%
Slot hold percentage	5.2		%	4.6		%	0.6 pts	Slot hold percentage	3.2		%	3.0		%	0.2	pts
Sands Cotai Central
Total casino revenues	$	1,153		$	1,307		(11.8)%

Singapore Operations:								Singapore Operations:
Marina Bay Sands								Marina Bay Sands
Total net casino revenues								Total net casino revenues	$	1,242		$	768		61.7	%
Non-Rolling Chip drop	$	4,278		$	4,571		(6.4)%	Non-Rolling Chip drop	$	3,546		$	1,932		83.5	%
Non-Rolling Chip win percentage	20.5		%	20.5		%	—	Non-Rolling Chip win percentage	18.5		%	18.2		%	0.3	pts
Rolling Chip volume	$	8,267		$	9,502		(13.0)%	Rolling Chip volume	$	13,088		$	7,293		79.5	%
Rolling Chip win percentage	2.92		%	3.52		%	(0.60) pts	Rolling Chip win percentage	3.30		%	4.03		%	(0.73)	pts
Slot handle	$	3,509		$	4,521		(22.4)%	Slot handle	$	11,562		$	7,372		56.8	%
Slot hold percentage	4.1		%	3.6		%	0.5 pts	Slot hold percentage	4.1		%	4.3		%	(0.2)	pts
The Parisian Macao
Total casino revenues	$	980		$	58		N/M
Non-Rolling Chip drop	$	2,957		$	190		N/M
Non-Rolling Chip win percentage	19.6		%	19.9		%	(0.3) pts
Rolling Chip volume	$	14,430		$	748		N/M
Rolling Chip win percentage	3.24		%	3.01		%	0.23 pts
Slot handle	$	2,716		$	171		N/M
Slot hold percentage	3.4		%	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 percentage 23.1 % 23.3 % (0.2) pts
Rolling Chip volume $ 7,379
$ 6,511
13.3%
Rolling Chip win percentage 2.48 % 3.05 % (0.57) pts
Slot handle $ 311
$ 306
1.6%
Slot hold percentage 7.1 % 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 percentage 19.2 % 18.1 % 1.1 pts
Rolling Chip volume $ 3,561
$ 5,610
(36.5)%
Rolling Chip win percentage 2.65 % 2.64 % 0.01 pts
Slot handle $ 1,811
$ 1,990
(9.0)%
Slot hold percentage 3.3 % 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 percentage 28.6 % 28.7 % (0.1) pts
Rolling Chip volume $ 27,068
$ 23,630
14.5%
Rolling Chip win percentage 3.40 % 2.58 % 0.82 pts
Slot handle $ 10,481
$ 10,058
4.2%
Slot hold percentage 4.3 % 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 percentage 18.5 % 15.7 % 2.8 pts
Slot handle $ 1,867
$ 1,882
(0.8)%
Slot hold percentage 8.0 % 8.0 % —
Sands Bethlehem
Total casino revenues $ 408
$ 402
1.5%
Table games drop $ 838
$ 853
(1.8)%
Table games win percentage 20.3 % 19.3 % 1.0 pts
Slot handle $ 3,550
$ 3,367
5.4%
Slot hold percentage 6.6 % 6.9 % (0.3) pts

~~____________________~~

~~N/M - Not Meaningful~~

~~In our experience, average win percentages remain fairly consistent when measured over extended periods~~Table 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.Contents

Room revenues increased ~~$71~~$347 million compared to the ~~nine~~six months ended ~~September~~June 30, ~~2016.~~2022. The increase ~~is primarily~~was due to ~~a $90~~increases of $240 million ~~increase~~and $107 million at ~~The Parisian~~our Macao ~~partially offset by a $14 million decrease at~~operations and Marina Bay Sands, respectively, due to increased occupancy rates and ADR driven by ~~a decrease~~increased visitation as pandemic-related restrictions were lifted in ~~available rooms. During the nine months ended September 30, 2017, there were approximately 16%, 12%, 6%~~Macao beginning in December 2022 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.eliminated in Singapore in April 2022. The following table summarizes the results of our room activity:


	Six Months Ended June 30,
	2023			2022			Change

	(Room revenues in millions)
Macao Operations:
The Venetian Macao
Total room revenues	$	87		$	28		210.7	%
Occupancy rate	90.4		%	39.9		%	50.5	pts
Average daily room rate (ADR)	$	208		$	146		42.5	%
Revenue per available room (RevPAR)	$	188		$	58		224.1	%
The Londoner Macao
Total room revenues	$	135		$	33		309.1	%
Occupancy rate	64.1		%	26.5		%	37.6	pts
Average daily room rate (ADR)	$	209		$	146		43.2	%
Revenue per available room (RevPAR)	$	134		$	39		243.6	%
The Parisian Macao
Total room revenues	$	63		$	18		250.0	%
Occupancy rate	87.9		%	39.2		%	48.7	pts
Average daily room rate (ADR)	$	156		$	110		41.8	%
Revenue per available room (RevPAR)	$	137		$	43		218.6	%
The Plaza Macao and Four Seasons Macao
Total room revenues	$	45		$	15		200.0	%
Occupancy rate	75.7		%	29.5		%	46.2	pts
Average daily room rate (ADR)	$	501		$	429		16.8	%
Revenue per available room (RevPAR)	$	379		$	127		198.4	%
Sands Macao
Total room revenues	$	8		$	4		100.0	%
Occupancy rate	92.8		%	56.9		%	35.9	pts
Average daily room rate (ADR)	$	168		$	132		27.3	%
Revenue per available room (RevPAR)	$	156		$	75		108.0	%
Singapore Operations:
Marina Bay Sands(1)
Total room revenues	$	201		$	94		113.8	%
Occupancy rate	97.3		%	88.9		%	8.4	pts
Average daily room rate (ADR)	$	596		$	296		101.4	%
Revenue per available room (RevPAR)	$	579		$	263		120.2	%

__________________________

(1)During the six months ended June 30, 2023 and 2022, approximately 2,000 and 2,100 rooms, respectively, were available for use.

Food and beverage revenues increased $151 million compared to the six months ended June 30, 2022. The increase was due to increases of $84 million and $67 million at Marina Bay Sands and our Macao operations, respectively, driven by new outlets and increased business volume at food and beverage outlets and banquet operations.

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 rate 90.0 % 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 rate 84.6 % 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 rate 87.9 % 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 rate 80.4 % 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 rate 97.4 % 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 rate 95.9 % 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 rate 94.7 % 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 rate 93.4 % 94.9 % (1.5) pts
Average daily room rate $ 161
$ 159
1.3%
Revenue per available room $ 151
$ 151
—

Table of Contents

~~____________________~~

~~N/M - Not Meaningful~~

Mall revenues increased ~~$54~~$37 million compared to the ~~nine~~six months ended ~~September~~June 30, ~~2016.~~2022. The increase of $31 million in our Macao operation was ~~primarily~~driven by a $40 million increase due to ~~increases of $45 million at the Shoppes at Parisian~~a decrease in rents concessions and ~~$9 million at the Shoppes at Venetian, driven by~~ an increase in overage rent, partially offset by a $10 million decrease in base rent. The $6 million increase at Marina Bay Sands was driven by a $5 million increase in base and overage rents.


										Six Months Ended June 30,(1)
	Nine Months Ended September 30,⁽¹⁾									2023					2022				Change
	2017			2016			Change
	(Mall revenues in millions)									(Mall revenues in millions)
Macao Operations:								Macao Operations:
Shoppes at Venetian								Shoppes at Venetian
Total mall revenues	$	161		$	152		5.9%	Total mall revenues		$	103				$	85			21.2	%
Mall gross leasable area (in square feet)	785,973			781,304			0.6%	Mall gross leasable area (in square feet)		818,684					814,720				0.5	%
Occupancy	97.3		%	97.1		%	0.2 pts	Occupancy		79.5		%			75.1		%		4.4	pts
Base rent per square foot	$	244		$	237		3.0%	Base rent per square foot		$	271				$	299			(9.4)	%
Tenant sales per square foot	$	1,357		$	1,359		(0.1)%
Shoppes at Cotai Central⁽²⁾
Tenant sales per square foot(2)								Tenant sales per square foot(2)		$	1,430				$	1,169			22.3	%
Shoppes at Londoner								Shoppes at Londoner
Total mall revenues	$	48		$	46		4.3%	Total mall revenues		$	30				$	26			15.4	%
Mall gross leasable area (in square feet)	425,581			407,102			4.5%	Mall gross leasable area (in square feet)		610,273					605,429				0.8	%
Occupancy	93.0		%	98.2		%	(5.2) pts	Occupancy		53.3		%			58.3		%		(5.0)	pts
Base rent per square foot	$	113		$	130		(13.1)%	Base rent per square foot		$	147				$	141			4.3	%
Tenant sales per square foot	$	711		$	868		(18.1)%
Tenant sales per square foot(2)								Tenant sales per square foot(2)		$	1,355				$	1,407			(3.7)	%
Shoppes at Parisian⁽³⁾
Total mall revenues	$	50		$	5		900.0%	Total mall revenues		$	16				$	15			6.7	%
Mall gross leasable area (in square feet)	299,125			299,458			(0.1)%	Mall gross leasable area (in square feet)		296,371					296,322				—	%
Occupancy	92.5		%	92.6		%	(0.1) pts	Occupancy		63.9		%			73.2		%		(9.3)	pts
Base rent per square foot	$	223		$	222		0.5%	Base rent per square foot		$	115				$	129			(10.9)	%
Tenant sales per square foot	$	531		—			N/M
Tenant sales per square foot(2)								Tenant sales per square foot(2)		$	541				$	475			13.9	%
Shoppes at Four Seasons								Shoppes at Four Seasons
Total mall revenues	$	94		$	94		—	Total mall revenues		$	75				$	67			11.9	%
Mall gross leasable area (in square feet)	258,392			259,410			(0.4)%	Mall gross leasable area (in square feet)		248,814					248,663				0.1	%
Occupancy	100.0		%	97.3		%	2.7 pts	Occupancy		87.4		%			94.4		%		(7.0)	pts
Base rent per square foot	$	453		$	458		(1.1)%	Base rent per square foot		$	590				$	544			8.5	%
Tenant sales per square foot	$	3,247		$	2,971		9.3%
Tenant sales per square foot(2)								Tenant sales per square foot(2)		$	5,825				$	5,139			13.3	%
Singapore Operations:								Singapore Operations:
The Shoppes at Marina Bay Sands								The Shoppes at Marina Bay Sands
Total mall revenues	$	120		$	122		(1.6)%	Total mall revenues		$	110				$	104			5.8	%
Mall gross leasable area (in square feet)	606,946			618,649			(1.9)%	Mall gross leasable area (in square feet)		617,119					622,038				(0.8)	%
Occupancy	97.2		%	97.2		%	—	Occupancy		100.0		%			99.7		%		0.3	pts
Base rent per square foot	$	243		$	236		3.0%	Base rent per square foot		$	311				$	277			12.3	%
Tenant sales per square foot(2)	$	1,506		$	1,396		7.9%	$	2,912				$	2,051				42.0	%
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
Occupancy	95.9		%	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.~~

Note: This table excludes the results of our retail outlets at Sands Macao. As a result of the COVID-19 pandemic, tenants were provided rent concessions during the six months ended June 30, 2022. Base rent per square foot presented above excludes the impact of these rent concessions.

(1) As GLA, occupancy, base rent per square foot and tenant sales per square foot are calculated as of June 30, 2023 and 2022, they are identical to the summary presented herein for the three months ended June 30, 2023 and 2022, respectively.

(2) 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.

Table of Contents

Convention, retail and other revenues increased $72 million compared to the six months ended June 30, 2022, due primarily to increases of $49 million and $23 million at our Macao operations and Marina Bay Sands, respectively, driven by increases of $24 million in ferry operations due to the resumption of ferry services in January 2023, $15 million in convention revenue, $13 million in retail and other operating revenues (e.g. limo and spa), and $10 million in entertainment revenue.

Operating Expenses

Our operating expenses consisted of the following:


							Six Months Ended June 30,
	Nine Months Ended September 30,						2023		2022		Percent Change
	2017		2016		Percent Change
	(Dollars in millions)						(Dollars in millions)
Casino	$	3,968	$	3,531	12.4%	Casino	$	1,908	$	913	109.0	%
Rooms	216		197		9.6%	Rooms	127		84		51.2	%
Food and beverage	329		306		7.5%	Food and beverage	221		138		60.1	%
Mall	52		44		18.2%	Mall	42		37		13.5	%
Convention, retail and other	200		184		8.7%	Convention, retail and other	89		46		93.5	%
Provision for doubtful accounts	77		139		(44.6)%
Provision for (recovery of) credit losses						Provision for (recovery of) credit losses	(1)		6		(116.7)	%
General and administrative	1,050		931		12.8%	General and administrative	530		456		16.2	%
Corporate	136		208		(34.6)%	Corporate	117		114		2.6	%
Pre-opening	7		128		(94.5)%	Pre-opening	10		7		42.9	%
Development	8		7		14.3%	Development	96		82		17.1	%
Depreciation and amortization	913		792		15.3%	Depreciation and amortization	562		520		8.1	%
Amortization of leasehold interests in land	28		29		(3.4)%	Amortization of leasehold interests in land	28		28		—	%
Loss on disposal or impairment of assets	27		15		80.0%	Loss on disposal or impairment of assets	18		6		200.0	%
Total operating expenses	$	7,011	$	6,511	7.7%	Total operating expenses	$	3,747	$	2,437	53.8	%

Operating expenses were ~~$7.01~~$3.75 billion for the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2023, an increase of ~~$500 million~~$1.31 billion compared to ~~$6.51~~$2.44 billion for the ~~nine~~six months ended ~~September~~June 30, ~~2016.~~2022. The increase ~~in operating expenses~~ was primarily driven by ~~the opening of The Parisian Macao.~~a $995 million increase in casino expenses.

Casino expenses increased ~~$437~~$995 million compared to the ~~nine~~six months ended ~~September~~June 30, ~~2016.~~2022. The increase was primarily attributable to ~~a $589 million increase at The Parisian Macao, partially offset by decreases~~increases of ~~$92 million, $48~~$771 million and ~~$30~~$129 million in gaming taxes at our Macao operations and Marina Bay Sands, respectively, consistent with increased casino revenues, increases in gaming taxes of 1% in Macao and 3% in Singapore, and a 1% increase in value added tax in Singapore.

Room expenses increased $43 million compared to the six months ended June 30, 2023. The increase was due to increases of $29 million and $14 million at our Macao operations and Marina Bay Sands, ~~Cotai Central,~~respectively, consistent with increased occupancy.

Food and beverage expensesincreased $83 million compared to the six months ended June 30, 2022. The increase was due to increases of $58 millionand $25 million at Marina Bay Sands and our Macao ~~and The Venetian Macao,~~operations, respectively, driven by ~~a decrease in gaming taxes~~increased business volume at food outlets and banquets operations.

Convention, retail and other expenses increased $43 million compared to the six months ended June 30, 2022, due to ~~decreased casino revenues.~~increases of $33 million and $10 million at our Macao operations and Marina Bay Sands, respectively. The increases were primarily due to increases of $16 million in ferry operation expenses due to the resumption of ferry services in January 2023, $8 million in entertainment expenses, $4 million in convention expenses, $3 million in limo expenses and $1 million in retail expenses.

~~The provision for doubtful accounts~~Recovery of credit losses was ~~$77~~$1 million for the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2023, compared to ~~$139~~a provision for credit losses of $6 million for the ~~nine~~six months ended ~~September~~June 30, ~~2016.~~2022. The $7 million decrease ~~resulted from increased~~was primarily driven by 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~~Macao casino ~~credit currently being extended.~~receivables that were fully reserved. The amount of this provision can vary over short periods of time because of factors specific to the ~~customers~~patrons who owe us money from gaming ~~activities at any given time.~~activities. We believe ~~that~~ the amount of our provision for ~~doubtful accounts~~credit losses 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.

Table of Contents

General and administrative expenses increased ~~$119~~$74 million compared to the ~~nine~~six months ended ~~September~~June 30, ~~2016.~~2022. The increase was primarily due to increases of ~~$91~~$48 million and $26 million at ~~The Parisian~~Marina Bay Sands and our Macao ~~and $18 million and $9 million at our Las Vegas Operating Properties and The Venetian Macao,~~operations, respectively, driven by ~~an increase~~increases in payroll and marketing costs, utilities and ~~advertising efforts.~~property taxes.

~~Corporate~~Development expenses ~~decreased $72~~were $96 million for the six months ended June 30, 2023, compared to $82 million for the ~~nine~~six months ended ~~September~~June 30, ~~2016. The decrease was primarily due to nonrecurring legal costs incurred during~~2022. During the ~~nine~~six months ended ~~September~~June 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 include2023, the costs were associated with ~~the Company's~~our evaluation and pursuit of new business opportunities ~~which~~primarily in New York, Texas and digital gaming related efforts. Development costs are ~~also~~ expensed as incurred.

Depreciation and amortization ~~expense~~ increased ~~$121~~$42 million compared to the ~~nine~~three months ended ~~September~~June 30, ~~2016.~~2022. The increase was primarily ~~attributable~~due to a ~~$150~~$35 million increase at ~~The Parisian Macao, partially offset by~~Marina Bay Sands as a ~~$51 million decrease resulting from a change in~~result of the ~~estimated useful lives~~completion of ~~certain property and equipment (see "Item~~renovations that were placed into service during the second quarter.

~~1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 2 — Property and Equipment, Net").~~

~~The loss~~Loss on disposal or impairment of assets ~~of $27~~was $18 million for the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2023, compared to $6 million for the six months ended June 30, 2022. The losses incurred for the six months ended June 30, 2023 were primarily due to $10 million in demolition costs related to ~~dispositions~~renovations at Marina Bay Sands and $7 million in disposals and demolition costs at our Macao ~~operations~~operations. The losses incurred for the six months ended June 30, 2022 were primarily due to ~~property damages caused by Typhoon Hato.~~asset disposals and demolition costs related to asset disposals related to aircraft parts.

Segment Adjusted Property EBITDA

The following table summarizes information related to our ~~segments (see "Item 1 — Financial Statements — Notes to Condensed~~segments:


	Six Months Ended June 30,
	2023		2022		Percent Change

	(Dollars in millions)
Macao:
The Venetian Macao	$	462	$	(2)	(23,200.0)	%
The Londoner Macao	159		(87)		(282.8)	%
The Parisian Macao	120		(40)		(400.0)	%
The Plaza Macao and Four Seasons Macao	166		49		238.8	%
Sands Macao	25		(39)		(164.1)	%
Ferry Operations and Other	7		(2)		(450.0)	%
	939		(121)		(876.0)	%
Marina Bay Sands	826		440		87.7	%
Consolidated adjusted property EBITDA(1)	$	1,765	$	319	453.3	%

____________________

(1) Consolidated ~~Financial Statements — Note 7 — Segment Information" for discussion~~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 ~~segments~~performance. In particular, management utilizes consolidated adjusted property EBITDA to compare the operating profitability of our operations with those of our 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 ~~reconciliation~~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, 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 ~~net income):~~similarly titled measures presented by other companies.

Table of Contents

Nine Months Ended September 30,
2017 2016
Percent
Change
(Dollars in millions)
Macao:
The Venetian Macao $ 808
$ 827
(2.3)%
Sands Cotai Central 431
484
(11.0)%
The Parisian Macao 323
19
N/M
The Plaza Macao and Four Seasons Hotel Macao 162
154
5.2%
Sands Macao 134
125
7.2%
Ferry Operations and Other 18
25
(28.0)%
1,876
1,634
14.8%
Marina Bay Sands 1,299
1,023
27.0%
United States:
Las Vegas Operating Properties 277
245
13.1%
Sands Bethlehem 113
113
—%
390
358
8.9%
Consolidated adjusted property EBITDA $ 3,565
$ 3,015
18.2%


	Six Months Ended June 30,
	2023		2022

	(In millions)
Consolidated adjusted property EBITDA	$	1,765	$	319

Other Operating Costs and Expenses
Stock-based compensation(a)	(19)		(11)
Corporate	(117)		(114)
Pre-opening	(10)		(7)
Development	(96)		(82)
Depreciation and amortization	(562)		(520)
Amortization of leasehold interests in land	(28)		(28)
Loss on disposal or impairment of assets	(18)		(6)
Operating income (loss)	915		(449)
Other Non-Operating Costs and Expenses
Interest income	146		18
Interest expense, net of amounts capitalized	(428)		(318)
Other expense	(21)		(31)

Income tax expense	(99)		(112)
Net income (loss) from continuing operations	$	513	$	(892)

____________________

~~N/M - Not Meaningful~~(a)During the six months ended June 30, 2023 and 2022, the Company recorded stock-based compensation expense of $42 million and $29 million, respectively, of which $23 million and $18 million, respectively, was included in corporate expense in the accompanying condensed consolidated statements of operations.

Adjusted property EBITDA at our Macao operations increased ~~$242 million~~$1.06 billion compared to the ~~nine~~six months ended ~~September~~June 30, ~~2016. The increase was~~2022, 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~~increased casino, mall and room operations driven by ~~a decrease~~increased visitation at our properties due to the lift of COVID-19 restrictions in ~~Rolling Chip volume.~~late December 2022 and early January 2023.

Adjusted property EBITDA at Marina Bay Sands increased ~~$276~~$386 million compared to the ~~nine~~six months ended ~~September~~June 30, ~~2016. As previously described, the~~2022. The increasewas primarily due to increased casino, ~~revenues, driven by increases in Rolling Chip win percentage~~room, food and ~~volume.~~

~~Adjusted property EBITDA at our Las Vegas Operating Properties increased $32 million compared~~beverage and mall operations due to the ~~nine months ended September 30, 2016. The increase was primarily due to a $43 million increase~~reopening of borders and elimination of most pandemic-related restrictions in ~~net revenues (excluding intersegment royalty revenue), driven by increased casino revenue.~~

April 2022.

Interest Expense

The following table summarizes information related to interest expense:


								Six Months Ended June 30,
	Nine Months Ended September 30,							2023			2022
	2017			2016
	(Dollars in millions)							(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 Palazzo	11			11
Interest cost							Interest cost	$	431		$	320

Less — capitalized interest	(1		)	(32		)	Less — capitalized interest	(3)			(2)
Interest expense, net	$	240		$	198		Interest expense, net	$	428		$	318
Cash paid for interest	$	199		$	186

Weighted average total debt balance	$	9,970		$	9,740		Weighted average total debt balance	$	15,824		$	15,029
Weighted average interest rate	3.1		%	3.0		%	Weighted average interest rate	5.4		%	4.3		%

Interest cost increased ~~$11~~$111 million compared to the ~~nine~~six months ended ~~September~~June 30, ~~2016,~~2022, primarily resulting ~~primarily~~ from an increase in the weighted average interest rate from 4.3% to 5.4% during the six months ended June 30, 2023 when compared to the six months ended June 30, 2022. This is due to the increase in the underlying benchmark rate on our SCL Revolving Facility and our Singapore Credit Facility, and the increase in interest rates on the SCL senior notes as a result of the credit rating downgrade to BB+ by S&P in February 2022, and by Fitch in June 2022. Interest cost was also impacted by an overall net 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~~

Table of ~~The Parisian Macao in September 2016.~~Contents

Other Factors ~~Effecting~~Affecting Earnings

Interest income was $146 million for the six months ended June 30, 2023, compared to $18 million for the six months ended June 30, 2022. Interest income during the six months ended June 30, 2023 was primarily attributable to $131 million in interest income on money market funds and bank deposits driven by higher interest rates. We also had $14 million in interest income on the seller financing loan provided in connection with the sale of the Las Vegas properties.

Other expense was ~~$80 million~~ ~~for the nine months ended September 30, 2017, compared to $33~~$21 million for the ~~nine~~six months ended ~~September~~June 30, ~~2016.~~2023, compared to $31 million for the six months ended June 30, 2022. Other expense during the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2023, was primarily attributable to ~~a depreciation of the U.S. dollar versus the Singapore dollar during the period. This resulted in $65~~$35 million of foreign currency transaction losses driven by ~~Singapore~~U.S. dollar denominated ~~intercompany~~ debt ~~reported~~held by SCL, partially offset by $11 million of foreign currency transaction gains at MBS.

Our income tax expense was $99 million on income before income taxes of $612 million for the six months ended June 30, 2023, resulting in ~~U.S. dollars, and~~a16.2%effective income tax rate. This compares to a ~~$16 million fair value adjustment on our Singapore forward contracts.~~

~~Our~~14.4% effective income tax rate ~~was 10.4%~~ for the ~~nine~~six months ended ~~September~~June 30, ~~2017, compared to 11.7%~~2022. The income tax expense for the ~~nine~~six months ended ~~September~~June 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 reflect2023, reflects a 17% statutory tax rate on our Singapore operations and a ~~zero percent~~21% 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 our~~and their peers received an income tax exemption on gaming operations through December 31, 2022. Our income tax expense is based on our estimated annual effective tax rate for the year applied to year-to-date operating results 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.accordance with interim accounting guidelines.

The net income attributable to our noncontrolling interests was ~~$306~~$54 million for the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2023, compared to ~~$248~~a net loss attributable to our noncontrolling interests of $228 million for the ~~nine~~six months ended ~~September~~June 30, ~~2016.~~2022. These amounts ~~are~~were primarily related to the noncontrolling interest of SCL.

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Additional Information Regarding our Retail Mall Operations

We own and operate retail malls at our ~~integrated resorts~~Integrated Resorts at The Venetian Macao, ~~Sands Cotai Central,~~ The Plaza Macao and Four Seasons ~~Hotel~~Macao, 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 ~~customers~~patrons 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.

The following tables summarize the results of our mall operations on the Cotai Strip and at Marina Bay Sands for the three and ~~nine~~six months ended ~~September~~June 30, ~~2017~~2023 and ~~2016:~~2022:


	Shoppes at Venetian		Shoppes at Four Seasons		Shoppes at Londoner		Shoppes at Parisian		The Shoppes at Marina Bay Sands

	(In millions)
For the three months ended June 30, 2023
Mall revenues:
Minimum rents(1)	$	40	$	31	$	8	$	4	$	39
Overage rents	4		5		4		2		10



CAM, levies and direct recoveries	8		3		4		2		8
Total mall revenues	52		39		16		8		57
Mall operating expenses:
Common area maintenance	4		1		2		1		5
Marketing and other direct operating expenses	2		2		1		1		1
Mall operating expenses	6		3		3		2		6
Property taxes(3)	1		—		—		—		2

Mall-related expenses(4)	$	7	$	3	$	3	$	2	$	8
For the three months ended June 30, 2022
Mall revenues:
Minimum rents(1)	$	44	$	31	$	8	$	7	$	36
Overage rents	—		1		2		—		9
Rent concessions(2)	(11)		(1)		—		(2)		2


CAM, levies and direct recoveries	8		2		2		2		8
Total mall revenues	41		33		12		7		55
Mall operating expenses:
Common area maintenance	3		1		2		1		5
Marketing and other direct operating expenses	2		1		1		1		2
Mall operating expenses	5		2		3		2		7
Property taxes(3)	1		—		—		—		1

Mall-related expenses(4)	$	6	$	2	$	3	$	2	$	8

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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 rents 2
1
1
—
5
1
10
CAM, levies and direct recoveries 8
2
5
3
6
—
24
Total mall revenues 55
31
15
16
42
1
160
Mall operating expenses:
Common area maintenance 4
1
1
2
4
—
12
Marketing and other direct operating expenses 2
1
1
1
1
—
6
Mall operating expenses 6
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 rents 2
—
1
—
5
1
9
CAM, levies and direct recoveries 8
2
3
3
7
—
23
Total mall revenues 52
31
15
5
43
1
147
Mall operating expenses:
Common area maintenance 4
1
2
1
4
—
12
Marketing and other direct operating expenses 1
1
—
—
2
—
4
Mall operating expenses 5
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 six months ended June 30, 2023															For the six months ended June 30, 2023
Mall revenues:															Mall revenues:
Minimum rents⁽³⁾	$	132	$	85	$	30	$	41	$	92	$	1	$	381
Minimum rents(1)															Minimum rents(1)	$	81	$	61	$	16	$	9	$	77
Overage rents	5		2		2		—		10		2		21		Overage rents	7		9		7		3		17

CAM, levies and direct recoveries	24		7		16		9		18		—		74		CAM, levies and direct recoveries	15		5		7		4		16
Total mall revenues	161		94		48		50		120		3		476		Total mall revenues	103		75		30		16		110
Mall operating expenses:															Mall operating expenses:
Common area maintenance	11		4		4		5		11		1		36		Common area maintenance	7		2		4		2		11
Marketing and other direct operating expenses	5		2		2		3		4		—		16		Marketing and other direct operating expenses	5		5		2		2		2
Mall operating expenses	16		6		6		8		15		1		52		Mall operating expenses	12		7		6		4		13
Property taxes⁽⁴⁾	—		—		—		—		3		1		4
Provision for doubtful accounts	—		—		1		1		—		—		2
Mall-related expenses⁽⁵⁾	$	16	$	6	$	7	$	9	$	18	$	2	$	58
For the nine months ended September 30, 2016
Property taxes(3)															Property taxes(3)	1		—		—		—		3

Mall-related expenses(4)															Mall-related expenses(4)	$	13	$	7	$	6	$	4	$	16
For the six months ended June 30, 2022															For the six months ended June 30, 2022
Mall revenues:															Mall revenues:
Minimum rents⁽³⁾	$	125	$	86	$	34	$	2	$	92	$	1	$	340
Minimum rents(1)															Minimum rents(1)	$	88	$	61	$	15	$	13	$	73
Overage rents	4		1		2		—		10		2		19		Overage rents	1		2		6		1		16
Rent concessions(2)															Rent concessions(2)	(19)		(1)		(1)		(3)		—

CAM, levies and direct recoveries	23		7		10		3		20		—		63		CAM, levies and direct recoveries	15		5		6		4		15
Total mall revenues	152		94		46		5		122		3		422		Total mall revenues	85		67		26		15		104
Mall operating expenses:															Mall operating expenses:
Common area maintenance	12		4		5		1		12		—		34		Common area maintenance	6		2		3		2		9
Marketing and other direct operating expenses	3		1		1		—		4		1		10		Marketing and other direct operating expenses	4		3		2		2		3
Mall operating expenses	15		5		6		1		16		1		44		Mall operating expenses	10		5		5		4		12
Property taxes⁽⁴⁾	—		—		—		—		3		1		4
Provision for doubtful accounts	1		—		—		—		3		—		4
Mall-related expenses⁽⁵⁾	$	16	$	5	$	6	$	1	$	22	$	2	$	52
Property taxes(3)															Property taxes(3)	1		—		—		—		2

Mall-related expenses(4)															Mall-related expenses(4)	$	11	$	5	$	5	$	4	$	14

____________________


~~(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: This table excludes the results of our retail outlets 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)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 the opening of the property. The exemption for The Venetian Macao and The Plaza Macao and Four Seasons Macao expired, and the exemption for The Londoner Macao and The Parisian Macao will be expiring in December 2027 and September 2028, respectively.

(4)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's~~mall’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

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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 evaluating~~regularly 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 generating~~revenue-generating additions to our ~~integrated resorts.~~Integrated Resorts.

~~Macao~~New York

On June 2, 2023, we paid $241 million to acquire Nassau Live Center, LLC and related entities (the “Nassau Coliseum”), the owners and operators of an entertainment arena in the State of New York. The purchase of the Nassau Coliseum, which continues to operate following the closing of the sale, primarily included the fixed assets related to the arena and the right to lease the underlying land from the owner, the County of Nassau in the State of New York. We purchased the Nassau Coliseum with the intent to obtain a casino license from the State of New York to develop and operate an Integrated Resort. There is no assurance we will be able to obtain such casino license.

Singapore

In April 2019, our wholly owned subsidiary, MBS and 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 luxury 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 ~~Plaza Casino~~Second Development Agreement provides for a total minimum project cost of approximately 4.50 billion Singapore dollars (“SGD,” approximately $3.32 billion at exchange rates in effect on June 30, 2023). The estimated cost 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 worktiming of the ~~tower~~total project will be updated as we complete design and ~~plan to commence build out of the suites in 2018.~~begin construction. We expect the total project cost will materially exceed the amounts referenced above from April 2019 based on current market conditions due to inflation, higher material and labor costs and other factors. We have incurred approximately $1.07 billion as of June 30, 2023, inclusive of the payment made in 2019 for the lease of the parcels of land underlying the MBS Expansion Project site.

On March 22, 2023, MBS and the STB entered into a supplemental agreement (the “Supplemental Agreement”), which further extended the construction commencement date to April 8, 2024 and the construction completion date to April 8, 2028, and allowed for changes to the construction and operation plans under the Second Development Agreement.

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. As noted above, we are in the process of completing the design and reviewing the budget and timing of the MBS expansion due to various 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.

We are also accomplishing the approximately $1.0 billion renovation of Marina Bay Sands, which will introduce world-class suites in Tower 1 and Tower 2, 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 and is expected to be completed by the end of 2023.

Macao

Under the Concession, we are required to invest a minimum of 30.24 billion patacas (approximately $3.75 billion at exchange rates in ~~2019.~~effect on June 30, 2023) in certain gaming and non-gaming projects in Macao by December 2032. The specific investments to be carried out are determined annually by VML and proposed to the Macao government for approval. These investments will be in connection with, among others, attracting

~~Sands Cotai Central~~

~~In October 2017, we announced that we will renovate, expand~~

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international visitors to Macao, conventions and ~~rebrand the Sands Cotai Central into~~exhibitions, entertainment shows, sporting events, culture and art, health and wellness, themed attractions, supporting Macao’s position as a ~~new destination integrated resort, The Londoner Macao. The Londoner Macao will feature new attractions~~city of gastronomy, and ~~features from London, including some of London’s most recognizable landmarks, an expanded retail mall~~increasing community 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.~~maritime tourism. We expect to invest 27.80 billion patacas (approximately $3.44 billion at exchange rates in effect on June 30, 2023) in non-gaming projects. VML submitted the ~~project~~list of investments and projects it intends to ~~be completed~~carry out in ~~2020.~~2023 to the Macao government on March 31, 2023, which has been approved by the Macao government.

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 equipment 2
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 options 32
5
Repurchase of common stock (300 ) —
Dividends paid (2,362 ) (2,348 )
Proceeds from long-term debt 654
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 cash 51
4
Decrease in cash and cash equivalents (127 ) (389 )
Cash and cash equivalents at beginning of period 2,128
2,179
Cash and cash equivalents at end of period $ 2,001
$ 1,790


	Six Months Ended June 30,
	2023		2022

	(In millions)
Net cash generated from (used in) operating activities from continuing operations	$	1,382	$	(690)
Cash flows from investing activities from continuing operations:
Capital expenditures	(362)		(335)
Proceeds from disposal of property and equipment	—		6
Acquisition of intangible assets and other	(239)		(103)

Net cash used in investing activities from continuing operations	(601)		(432)
Cash flows from financing activities from continuing operations:
Proceeds from exercise of stock options	3		—
Tax withholding on vesting of equity awards	(1)		(1)


Proceeds from long-term debt	—		700
Repayments on long-term debt	(1,287)		(35)
Payments of financing costs	(1)		(9)

Other	(21)		—
Transactions with discontinued operations	—		5,032
Net cash generated from (used in) financing activities from continuing operations	$	(1,307)	$	5,687

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 orand to a lesser extent as a trade ~~receivable, resulting in operating~~receivable. Operating cash flows ~~being~~are generally affected by changes in operating income, accounts receivable, gaming related liabilities and ~~accounts receivable. Net cash generated~~interest payments. Cash flows from operating activities for the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2023, increased ~~$391 million~~$2.07 billion as compared to the ~~nine~~six months ended ~~September~~June 30, ~~2016.~~2022. The increase in cash generated from operations was primarily ~~attributable~~due to ~~an increase in net~~our Macao and Singapore operations generating increased operating income ~~partially offset by the level of contribution of our working capital accounts,~~ driven by the ~~change~~acceleration of visitation and the elimination of most pandemic-related restrictions in ~~accounts receivable.~~Singapore, beginning in April 2022, and in Macao, beginning in late December 2022, and increased working capital associated with gaming liabilities.

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Cash Flows — Investing Activities

Capital expenditures for the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2023, totaled ~~$592~~$362 million. Included in this amount was $259 million ~~including $349~~for construction activities at Marina Bay Sands in Singapore and $80 million for construction and development activities in Macao, which consisted ~~primarily~~ of ~~$149~~$45 million for The Londoner Macao, $28 million for The Venetian Macao,$4 million for The Plaza Macao and Four Seasons Macao, $2 million for Sands Macao and $1 million for The Parisian ~~Macao, $113~~Macao. Additionally, this amount included $23 million for ~~The Venetian Macao~~corporate and ~~$58~~other costs.

Included in net cash flows from investing activities was a payment of $221 million ~~for Sands Cotai Central; $137 million at Marina Bay Sands; and $86 million at our Las Vegas Operating Properties.~~related to the purchase of the Nassau Coliseum.

Capital expenditures for the ~~nine~~six months ended ~~September~~June 30, ~~2016,~~2022, totaled ~~$1.10 billion, including $970~~$335 million. Included in this amount was $151 million for construction and development activities in Macao, which consisted ~~primarily~~ of ~~$798~~$118 million for The ~~Parisian~~Londoner Macao, $25 million for The Venetian Macao, $5 million for The Plaza Macao and ~~$97~~Four Seasons Macao, $2 million for Sands ~~Cotai Central; $57~~Macao and $1 million for the Parisian Macao. Additionally, this amount included $147 million at ~~our Las Vegas Operating Properties;~~Marina Bay Sands in Singapore and ~~$50~~$37 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.~~corporate and other costs.

Cash Flows — Financing Activities

Net cash flows used in financing activities were ~~$2.81~~$1.31 billion for the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2023, which was primarily attributable to ~~$2.36~~$1.29 billion in ~~dividend payments, $300 million in common stock repurchases and $174 million of net~~ repayments on ~~our various credit facilities.~~long-term debt primarily related to the repayment on the SCL revolving facility of $1.20 billion and $21 millionin other financial liability payments.

Net cash flows ~~used in~~generated from financing activities were ~~$2.08~~$5.69 billion for the ~~nine~~six months ended ~~September~~June 30, ~~2016,~~2022, which was primarily attributable to ~~$2.34 billion in dividend payments,~~the net proceeds from the sale of the Las Vegas properties of $4.89 billion. Additionally, $700 million was received from the drawdown of our SCL revolving facility. These items were partially offset by ~~$297~~$35 million ~~of net proceeds from our various credit facilities.~~in repayments on long-term debt and $9 million in deferred offering costs relating to obtaining LVSC Revolving Facility lender consents to consummate the Las Vegas sale.

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.

Our U.S., ~~Macao~~SCL 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 maintain a maximum leverage ratio of net debt, as defined, to trailing twelve-month adjusted earnings before interest, income taxes, depreciation and amortization, as defined ("Adjusted EBITDA"). The maximum leverage ratio is 5.5x for all quarterly periods through maturity. We can elect 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 operations to comply with similar financial covenants, ~~including~~which include maintaining 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~~as defined per the respective 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, and then decreases to, and remains at, 3.0x for all quarterly periods thereafter through maturity.agreements. As of ~~September~~June 30, ~~2017,~~2023, our U.S.~~, Macao~~ and Singapore leverage ratios, as defined per the respective credit facility agreements, were ~~0.5x, 1.8x~~3.7x and ~~2.0x,~~2.2x, respectively, compared to the maximum leverage ratios allowed of ~~5.5x, 3.5x~~4.0x and ~~3.5x,~~4.5x, respectively. If we are unable to maintain compliance with the financial covenants under these credit facilities, we would be in default under the respective credit facilities. ~~Any defaults under these agreements would allow~~

On May 11, 2023, SCL entered into an amended and restated facility agreement (the “A&R Facility Agreement”) with respect to certain provisions of the 2018 SCL Credit Facility, pursuant to which lenders have (a) extended the termination date for the Hong Kong Dollar (“HKD”) commitments and U.S. dollar commitments of the lenders that consented to the waivers and amendments in ~~each case,~~the A&R Facility Agreement (the “Extending Lenders”) from July 31, 2023 to ~~exercise their rights~~July 31, 2025; (b) extended to (and including) January 1, 2024, the waiver period for the requirement for SCL to comply with the requirements that SCL ensure (i) the consolidated leverage ratio does not exceed 4.0x and ~~remedies as defined under their respective agreements. If~~(ii) the ~~lenders were~~consolidated interest coverage ratio is not less than 2.5x; (c) amended the definition of consolidated total debt such that it excludes any financial indebtedness that is subordinated and subject in right of payment to ~~exercise their rights to accelerate~~ the ~~due dates~~prior payment in full of the ~~indebtedness outstanding, there can~~A&R Facility Agreement (including the $1.0 billion subordinated unsecured term loan facility made available by the Company to SCL); (d) amended the maximum permitted consolidated leverage ratio as of the last day of each of the financial quarters ending March 31, 2024, June 30, 2024, September 30, 2024, December 31, 2024, and subsequent financial quarters to be ~~no assurance~~6.25x, 5.5x, 5.0x, 4.5x, and 4.0x respectively; and (e) extended to (and including) January 1, 2025 the period during which SCL’s ability to declare or make any dividend payment or similar distribution is restricted if at such time (x) the Total Commitments (as defined in the A&R Facility Agreement) exceed $2.0 billion by SCL’s exercise of the option to increase the Total Commitments by an aggregate amount of up to $1.0 billion and (y) the consolidated leverage ratio is greater than 4.0x, unless, after giving effect to such payment, the sum of (i) the aggregate amount of cash and cash equivalents of SCL on such date and (ii) the aggregate amount of the undrawn facility under the A&R Facility Agreement and

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unused commitments under other credit facilities of SCL is greater than $2.0 billion. Pursuant to the A&R Facility Agreement, SCL will pay a customary fee to the Extending Lenders that ~~we would be able~~consented. The amendments shall take effect with respect to ~~repay~~the Extended Commitments on July 31, 2023.

On January 30, 2023, LVSC entered into the Fourth Amendment with lenders to the LVSC Revolving Credit Agreement. Pursuant to the Fourth Amendment, the existing LVSC Revolving Credit Agreement was amended to (a) determine consolidated adjusted EBITDA on a year-to-date annualized basis during the period commencing on the effective date and ending on and including December 31, 2023, as follows: (i) for the fiscal quarter ending March 31, 2023, consolidated adjusted EBITDA for such fiscal quarter multiplied by four, (ii) for the fiscal quarter ending June 30, 2023, consolidated adjusted EBITDA for such fiscal quarter and the immediately preceding fiscal quarter multiplied by two, and (iii) for the fiscal quarter ending September 30, 2023, consolidated adjusted EBITDA for such fiscal quarter and the two immediately preceding fiscal quarters, multiplied by four-thirds; (b) extend the period during which LVSC is required to maintain a specified amount of minimum liquidity as of the last day of each month to December 31, 2023; and (c) extend the period during which LVSC is unable to declare or ~~refinance~~pay any ~~amounts that may~~dividend or other distribution, unless liquidity is greater than $1.0 billion on a pro forma basis after giving effect to such dividend or distribution, to December 31, 2023.

~~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~~$5.77 billion and restricted cash ~~and cash equivalents~~ of approximately ~~$11~~$124 million as of ~~September~~June 30, ~~2017, of~~2023, which approximately ~~$1.04~~$2.03 billion of the unrestricted amount is held by non-U.S. subsidiaries. Of the ~~$1.04~~$2.03 billion, approximately ~~$857 million~~$1.66 billion is available to be repatriated, either in the form of dividends or via intercompany loans or advances, to the U.S. ~~with minimal taxes owed on such amounts due~~, subject to ~~the significant foreign taxes we paid, which would ultimately generate U.S. foreign tax credits if~~levels of earnings, cash ~~is repatriated. The remaining unrestricted amounts are not available for repatriation primarily due to~~flow generated from gaming operations and various other factors, including dividend requirements to ~~third party~~third-party public ~~shareholders~~stockholders in the case of funds being repatriated from ~~SCL.~~ SCL, compliance with certain local statutes, laws and regulations currently applicable to our subsidiaries and restrictions in connection with their contractual arrangements. We do not expect withholding taxes or other foreign income taxes to apply should these earnings be distributed in the form of dividends or otherwise.

We believe ~~the~~we have a strong balance sheet and sufficient liquidity in place, including unrestricted cash ~~on hand~~and cash equivalents of $5.77 billion and cash flow generated from operations, as well as the ~~$3.51~~$3.67 billion available for borrowing under our U.S., ~~Macao~~SCL and Singapore revolving credit facilities, net of outstanding letters of credit, and SGD 3.69 billion (approximately $2.72 billion at exchange rates in effect on June 30, 2023) under our Singapore Delayed Draw Term Facility as of ~~September~~June 30, ~~2017, will be sufficient~~2023 (only available for draws after the construction cost estimate and construction schedule for the MBS Expansion Project have been delivered to the lenders). We believe we are well positioned to support our continuing operations, maintain compliance with the financial covenants of our credit facilities and fund our working capital needs, committed and planned capital expenditures, development opportunities, debt obligations and dividend ~~commitments.~~commitments, as well as meet our commitments under the Macao Concession. In the normal course of our activities, we will continue to evaluate ~~our~~global capital ~~structure and~~markets to consider future opportunities for enhancements ~~thereof.~~of our capital structure.

In ~~March 2017,~~July 2023, we ~~entered into an agreement~~announced the resumption of our return of capital program. We reinstated our dividend program and our Board of Directors declared a quarterly dividend of $0.20 per common share (a total estimated to ~~amend~~be approximately $153 million) to be paid on August 16, 2023, to stockholders of record on August 8, 2023.

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Aggregate Indebtedness and Other Contractual Obligations

As of June 30, 2023, there had been no material changes to our ~~U.S. credit facility, which refinanced~~aggregated indebtedness and other contractual obligations previously reported in our Annual Report on Form 10-K for the ~~term loans in an aggregate amount~~year ended December 31, 2022, with the exception of ~~$2.18 billion, extended~~the extension of the maturity date for the 2018 SCL Revolving Credit Facility, a $1.20 billion repayment and the accompanying interest on this facility and the land lease related to the purchase of the ~~term loans to March 2024, removed~~Nassau Coliseum. These transactions are summarized below:


	Payments Due by Period
	2023(1)		2024 - 2025		2026 - 2027		Thereafter		Total

	(In millions)
Long-Term Debt Obligations(2)
2018 SCL Credit Facility — Revolving	$	—	$	749	$	—	$	—	$	749
Variable Interest Payments(3)	28		89		—		—		117
Other(4)	3		12		12		1,772		1,799
Total	$	31	$	850	$	12	$	1,772	$	2,665

_______________________

(1)Represents 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 "Itemsix-month period ending December 31, 2023.

(2)See “Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 34 — Long-Term ~~Debt — 2013 U.S. Credit Facility"). During~~Debt” for further details on these financing transactions.

(3)Based on the ~~nine months ended September~~1-month rate as of June 30, ~~2017, we had net repayments of $36 million on our 2013 U.S. Extended Revolving Facility.~~

~~On February 24 and June 23, 2017, SCL paid a dividend of 0.99~~2023, Hong Kong ~~dollars ("HKD"~~Interbank Offered Rate (“HIBOR”) ~~and HKD 1.00 per share, respectively, to SCL shareholders (a total~~ of ~~$2.07 billion, of which we retained $1.45 billion during~~4.93% plus the nine months ended September 30, 2017). On March 31, June 30 and September 30, 2017, we paid a dividend of $0.73 per common share as part of a regular cash dividend program 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 quarterly 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 the dividend for the 2018 calendar year to $3.00 per common share, or $0.75 per common share per quarter.

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 have remaining authorization to repurchase $1.26 billion of our outstanding common shares. Repurchases of our common stock are made at our discretionapplicable interest rate spread in accordance with ~~applicable federal securities laws in~~ the ~~open market or otherwise. The timing and actual number~~respective debt agreement.

(4)Other consists of ~~shares 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.~~

~~Aggregate Indebtedness and Other Known Contractual Obligations~~

As of September 30, 2017, there had been no material changes to our aggregated indebtedness and other known contractual obligations, which are set forth in the table included in our Annual Report on Form 10-K for the year ended December 31, 2016,payments associated with the ~~exception of the following:~~Nassau Coliseum land lease entered into June 2, 2023. Refer to “Note 7 — Leases” for further details on this transaction.

amendment and extension of our 2013 U.S. Credit Facility (see "Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 3 — Long-Term Debt — 2013 U.S. Credit Facility"); and

~~net repayments of $36 million 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, limit 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 approval of the lenders or noteholders.

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 ~~company~~Company 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:

•our ability to maintain our Concession in Macao and gaming license in Singapore;

•our ability to invest in future growth opportunities, or attempt to expand our business in new markets and new ventures;

•the ability to execute our previously announced capital expenditure programs in Singapore, and produce future returns;

•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;

•uncertainty about the pace of recovery of travel and tourism in Asia from the impacts of the COVID-19 pandemic;

•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;

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•the uncertainty of consumer behavior related to discretionary spending and vacationing at ~~casino-resorts~~our 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 and construction projects at our existing properties (for example, development at our Cotai Strip properties and the 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;

•the possibility that the laws and regulations of mainland China become applicable to our operations in Macao and Hong Kong;

•the possibility that economic, political and legal developments in Macao adversely affect our Macao operations, or that there is a change in the manner in which regulatory oversight is conducted in Macao;

•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;~~rates, and the possibility of increased expense as a result;

•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~~ •our ability to compete for ~~the~~limited management and labor resources in Macao and Singapore, and policies of those governments that 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 Vegas~~Singapore 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;

•the ability of our insurance coverage ~~including~~to cover all possible losses that our properties could suffer and the ~~risk that we have not obtained sufficient coverage, may not be able~~potential for our insurance costs to ~~obtain sufficient coverage~~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 ~~relationship with gaming promoters in Macao;~~outstanding loan receivable;

•our dependence on chance and theoretical win rates;

•fraud and cheating;

•our ability to establish and protect our IPintellectual property rights;

•reputational risk related to the license of certain of our trademarks;

•the possibility that our securities may be prohibited from being traded in the U.S. securities market under the Holding Foreign Companies Accountable Act;

•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;

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•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 Vegas~~Singapore 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 ~~Stockholder~~Stockholders 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 ~~customer~~information and information systems or ~~company~~comply with applicable privacy and data ~~including against past or future cybersecurity attacks,~~security requirements and ~~any litigation or disruption to our operations resulting from such loss of data integrity;~~regulations;

•the completion of infrastructure projects in Macao;

•limitations on the transfers of cash to and from our ~~relationship with GGP or any successor owner~~subsidiaries, limitations of the ~~Grand Canal Shoppes;~~pataca exchange markets and restrictions on the export of the renminbi;

•the outcome of any ongoing and future ~~litigation.~~litigation; and

•potential negative impacts from environmental, social and governance and sustainability matters.

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), 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.

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.

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ITEM 3 — QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market risk is the risk of loss arising from adverse changes in market rates and prices, such as interest rates, foreign currency exchange rates and commodity prices. Our primary ~~exposure~~exposures 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~~June 30, ~~2017,~~2023, the estimated fair value of our long-term debt was approximately ~~$9.57~~$13.92 billion, compared to its ~~carrying~~contractual value of ~~$9.71~~$14.79 billion. The estimated fair value of our long-term debt is based on ~~level~~recent 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, a~~A hypothetical 100 basis point change in ~~LIBOR, HIBOR and SOR is not expected to have a material impact on~~market rates would cause the fair value of our long-term ~~debt. Based on variable-rate~~ debt ~~levels as of September 30, 2017, a~~to change by $336 million. A hypothetical 100 basis point change in ~~LIBOR, HIBOR~~Secured Overnight Financing Rate (“SOFR”), Hong Kong Inter-Bank Offered Rate (“HIBOR”) and ~~SOR for the duration of a year~~Swap Offer Rate (“SOR”) would cause our annual interest cost on our long-term debt to change by approximately ~~$98~~$46 million.

Foreign currency transaction losses were ~~$65~~$24 million for the ~~nine~~six months ended ~~September~~June 30, ~~2017,~~2023, primarily due to ~~Singapore dollar denominated intercompany debt reported in U.S. dollars and~~ U.S. dollar denominated ~~intercompany~~ debt ~~held in Macao.~~issued by SCL. 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~~June 30, ~~2017,~~2023, 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~~$23 million, and a hypothetical ~~100 basis point change in~~1% weakening of the U.S. dollar/pataca exchange rate would cause a foreign currency transaction ~~gain/~~loss of approximately ~~$15 million.~~$61 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's~~Commission’s rules and forms and ~~that~~ such information is accumulated and communicated to the ~~Company's~~Company’s management, including its principal executive officer and principal financial officer, as appropriate, to allow for timely decisions regarding required disclosure. The ~~Company's~~Company’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~~June 30, ~~2017,~~2023, 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.

Changes in Internal Control over Financial Reporting

There were no changes in the ~~Company's~~Company’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 ~~was~~were reasonably likely to have a material effect, on the ~~Company's~~Company’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's~~Company’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 31~~2022, and ~~June 30, 2017, and "Part~~“Part I — Item 1 — Financial Statements — Notes to Condensed Consolidated Financial Statements — Note 68 — Commitments and ~~Contingencies"~~Contingencies” of this Quarterly Report on Form 10-Q.

ITEM 1A —RISK FACTORS

There have been no material changes from the risk factors previously disclosed in the Company's Annual Report on Form 10-K for the year ended December 31, ~~2016.~~2022.

ITEM 25 —~~UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS~~ Other Information

~~The following table provides information about share repurchases made by the Company of its common stock during~~During the quarter ended ~~September~~June 30, ~~2017:~~2023, there were no Rule 10b5‑1 trading arrangements (as defined in Item 408(a) of Regulation S-K) or non-Rule 10b5-1 trading arrangements (as defined in Item 408(c) of Regulation S-K) adopted or terminated by any director or officer (as defined in Rule 16a‑1(f) under the Exchange Act) of the Company.

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, 2017 1,173,500
$ 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 &and Restated ~~Employment~~Facility Agreement dated May 11, 2023, among ~~Las Vegas~~ Sands ~~Corp.~~China Ltd., ~~Las Vegas Sands, LLC~~Bank of China Limited, Macau Branch, as agent, the arrangers listed therein and ~~Sheldon G. Adelson, effective as of January 1, 2017~~the original lenders listed therein (incorporated by reference from Exhibit 10.1 to the ~~Company's Current Report~~Company’s current report on Form 8-K (File No. 001-32373) filed on ~~September 7, 2017)~~May 12, 2023).
~~31.1~~10.2		Amendment No. 5 to Revolving Credit Agreement, dated as of June 30, 2023, executed and delivered by The Bank of Nova Scotia, as Administrative Agent for the Lenders.
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.INS~~101		~~XBRL Instance Document~~The following financial information from the Company’s Quarterly Report on Form 10-Q for the three and six months ended June 30, 2023, formatted in Inline Extensible Business Reporting Language (“iXBRL”): (i) Condensed Consolidated Balance Sheets as of June 30, 2023 and December 31, 2022, (ii) Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2023 and 2022, (iii) Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended June 30, 2023 and 2022, (iv) Condensed Consolidated Statements of Equity for the three and six months ended June 30, 2023 and 2022, (v) Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2023 and 2022, and (vi) Notes to Condensed Consolidated Financial Statements.
~~101.SCH~~104		Cover Page Interactive Data File - the cover page XBRL ~~Taxonomy Extension Schema Document~~
~~101.CAL~~	tags are embedded within the Inline XBRL ~~Taxonomy Extension Calculation Linkbase Document~~
~~101.DEF~~	~~XBRL Taxonomy Extension Definition Linkbase Document~~
~~101.LAB~~	~~XBRL Taxonomy Extension Label Linkbase Document~~
~~101.PRE~~	~~XBRL Taxonomy Extension Presentation Linkbase Document~~document

____________________


+	~~Denotes a management contract or compensatory plan or arrangement.~~


++	~~This exhibit will not be deemed "filed"~~ + 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.

Table of Contents

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.

July 21, 2023		~~LAS VEGAS SANDS CORP.~~By:	/S/ ROBERT G. GOLDSTEIN

~~November 3, 2017~~	~~By:~~	~~/s/ Sheldon~~Robert G. ~~Adelson~~
		~~Sheldon G. Adelson~~ Goldstein Chairman of the Board and Chief Executive Officer (Principal Executive Officer)

July 21, 2023		By:	/S/RANDY HYZAK

~~November 3, 2017~~	~~By:~~	~~/s/ Patrick Dumont~~
		~~Patrick Dumont~~ Randy Hyzak Executive Vice President and Chief Financial Officer (Principal Financial Officer)



Nevada						27-0099920
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)



~~3355 Las Vegas Boulevard South~~5420 S. Durango Dr.
Las Vegas, ~~Nevada~~	Nevada	~~89109~~	89113
(Address of principal executive offices)			(Zip Code)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock ($0.001 par value)	LVS	New York Stock Exchange



Class						Outstanding at ~~November 1, 2017~~July 19, 2023
Common Stock ($0.001 par value)						~~790,480,010~~764,447,123 shares



ý☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934



¨☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934