UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
____________________
FORM
8-K
CURRENT
REPORT
_____________________
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of Report (Date of earliest event reported): May 5, 2009
WYNN
RESORTS, LIMITED
(Exact
name of registrant as specified in its charter)
|
Nevada
|
000-50028
|
46-0484987
|
|
(State
or other jurisdiction of incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification No.)
|
WYNN
LAS VEGAS, LLC
(Exact
name of registrant as specified in its charter)
|
Nevada
|
333-100768
|
88-0494875
|
|
(State
or other jurisdiction of
incorporation)
|
(Commission
File Number)
|
(I.R.S.
Employer Identification No.)
|
|
3131
Las Vegas Boulevard South
|
||
|
Las
Vegas, Nevada
|
89109
|
|
|
(Address
of principal executive offices of each registrant)
|
(Zip
Code)
|
(702)
770-7555
(Registrant’s
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report)
Check
the appropriate box below if the Form 8-K is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following
provisions:
| o | Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
|
o
|
Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
|
| o | Pre-commencements communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
|
Item
2.02
|
Results
of Operations and Financial
Condition.
|
On May 5, 2009, Wynn Resorts, Limited
issued a press release announcing its results of operations for the first
quarter of 2009. The press release is furnished herewith as Exhibit 99.1. The
information in this Form 8-K and Exhibit 99.1 attached hereto shall not be
deemed “filed” for purposes of Section 18 of the Securities Exchange Act of
1934, as amended, nor shall it be deemed incorporated by reference in any filing
under the Securities Act of 1933, as amended, except as shall be expressly set
forth by specific reference in such filing.
|
Item
7.01
|
Regulation
FD Disclosure.
|
The
information set forth under Item 2.02 of this report is incorporated herein by
reference.
|
Item
9.01
|
Financial
Statements and Exhibits.
|
|
(d)
|
Exhibits:
|
|
Exhibit
Number
|
Description
|
|
|
99.1
|
Press
release, dated May 5, 2009, of Wynn Resorts,
Limited.
|
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
Date: May
5, 2009
|
WYNN
RESORTS, LIMITED
|
|||
|
By:
|
/s/
Matt Maddox
|
||
|
Matt
Maddox
|
|||
|
Chief
Financial Officer and
Treasurer
|
|||
SIGNATURES
Pursuant
to the requirements of the Securities Exchange Act of 1934, the Registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
Date: May
5, 2009
|
WYNN
LAS VEGAS, LLC
|
||
|
By:
|
Wynn
Resorts Holdings, LLC, its
sole
member
|
|
|
By:
|
Wynn
Resorts, Limited, its sole
member
|
|
|
By:
|
/s/
Matt Maddox
|
||
|
Matt
Maddox
|
|||
|
Chief
Financial Officer and
Treasurer
|
|||
Exhibit
99.1
Wynn
Resorts, Limited Reports First Quarter Results
LAS VEGAS, May 5,
2009 (BUSINESS WIRE) -- Wynn Resorts, Limited (Nasdaq: WYNN) today reported
financial results for the first quarter ended March 31, 2009.
Net revenues for
the first quarter of 2009 were $740.0 million, compared to $778.7 million in the
first quarter of 2008. The revenue decline was driven primarily by 8.7% lower
revenues at Wynn Macau.
Consolidated
adjusted property EBITDA (1) decreased 19.9% to $158.5 million for the first
quarter of 2009, compared to $197.8 million in the first quarter of
2008.
On
a US GAAP (Generally Accepted Accounting Principles) basis, net loss for the
quarter was $33.8 million, or ($0.30) per diluted share, compared to net income
of $46.7 million, or $0.41 per diluted share in 2008. Adjusted net
loss in the first quarter of 2009 was $30.1 million, or ($0.27) per diluted
share (adjusted EPS)(2) compared to an adjusted net income of $78.2 million, or
$0.69 per diluted share in the first quarter of 2008.
Las
Vegas First Quarter Results
Our results of
operations for the periods presented are not comparable as the three months
ended March 31, 2009 includes Encore at Wynn Las Vegas, which opened on December
22, 2008. The prior year quarter includes only Wynn Las Vegas.
For the quarter
ended March 31, 2009, our Las Vegas operations generated adjusted property
EBITDA of $43.9 million, compared to $68.4 million in the first quarter of 2008,
with a 15.1% EBITDA margin on net revenue. The EBITDA decline was primarily
driven by higher operating expenses associated with the opening of
Encore.
Net casino revenues
in the first quarter of 2009 were $117.5 million, compared to $125.1 million for
the first quarter of 2008. Table games drop was $520.0 million, with win per
table per day (before discounts) of $4,404, compared to drop of $533.3 million
and win per table per day of $8,632 in the first quarter of 2008. Table games
win percentage of 17.7% was below the property’s expected range of 21% to 24%
and the 19.9% in the first quarter of 2008. Slot machine handle of $919.2
million was 2.5% above the comparable period of 2008 and win per unit per day
was $179, compared to a win per unit per day of $227 in the first quarter of
2008. The reduction in win per table and win per unit is due primarily to the
addition of 97 tables and 857 slot machines with the opening of
Encore.
Gross non-casino
revenues for the quarter were $228.4 million, a 13.3% increase from the first
quarter of 2008, driven primarily by higher hotel and food and beverage revenues
resulting from the opening of Encore. Hotel revenues were up 20.6% to $85.1
million during the quarter, versus $70.6 million in the first quarter of 2008
due to the addition of 2,034 suites at Encore. Our Las Vegas operations achieved
an Average Daily Rate (ADR) of $222 for the quarter, compared to $298 in the
first quarter of 2008. Our occupancy was 89.5%, compared to 95.8% during the
prior year period, generating revenue per available room (REVPAR) of $199 in the
2009 period (30.3% below the first quarter of 2008 of $285).
Food and beverage
revenues increased 25.6% to $96.9 million in the quarter as a result of the
additional 12 food and beverage outlets located in the Encore expansion. Retail
revenues were $19.6 million in the quarter, compared to $22.6 million, a 13.5%
decline resulting primarily from reduced consumer spending in the first quarter
of 2009. Entertainment revenues decreased $6.4 million (33.3%) from the first
quarter of 2008 primarily due to the closure of the Spamalot production show in
July 2008.
Macau
First Quarter Results
In
the first quarter of 2009, net revenues were $448.7 million compared $491.5
million in the first quarter of 2008. Wynn Macau generated adjusted property
EBITDA of $114.6 million, compared to $129.4 million in the first quarter of
2008.
Table games
turnover in the VIP segment was $10.7 billion for the period, compared to $14.8
billion for the first quarter of 2008. VIP table games win as a percentage of
turnover (calculated before discounts and commissions) for the first quarter of
2009 was 3.6%, higher than the 3.0% experienced in the 2008 period and above the
expected range of 2.7% to 3.0%.
1
Table games drop in
the mass market category was approximately $502.3 million during the period, a
15.3% decrease from $592.7 million in the first quarter of 2008. Mass
market table games win percentage (calculated before discounts) of 22.1% was
above our expected range of 18% to 20% and higher than the 19.7% experienced in
the first quarter of 2008.
Slot machine win
increased 41.2% compared to the first quarter of 2008 and win per unit per day
was $440, 42.0% higher than in the first quarter of 2008.
Wynn Macau achieved
an Average Daily Rate (ADR) of $268 for the quarter of 2009, compared to $276 in
the first quarter of 2008. The property’s occupancy was 83.3%, compared to 88.5%
during the prior year period, generating revenue per available room (REVPAR) of
$223 in the 2009 period, 8.6% below 2008 levels of $244.
Encore
at Wynn Macau
Construction
continues on a further expansion of Wynn Macau. Encore at Wynn Macau is expected
to open in 2010, adding a fully-integrated resort hotel to Wynn Macau with
approximately 400 luxury suites and four villas, along with restaurants, retail
and gaming space. The current project budget is approximately $700
million.
As
of March 31, 2009, we have incurred $254.6 million associated with the
construction of Encore at Wynn Macau.
Other
Factors Affecting Earnings
Interest expense,
net of $2.4 million in capitalized interest, was $57.0 million for the first
quarter of 2009. Depreciation and amortization expenses were $101.5 million and
we had no pre-opening expenses. Corporate expense and other was $13.4 million in
the first quarter, including $5.4 million in stock based compensation. Property
charges of $16.5 million are primarily related to the write-off of aircraft
purchase deposits. Our first quarter 2009 tax expense of $15.9
million reflects additional reserves against deferred tax assets which are not
directly related to our first quarter operating results.
Balance
Sheet and Capital Expenditures
Our total cash
balances on March 31, 2009 were $1.7 billion. Total debt outstanding at the end
of the quarter was $4.8 billion, including approximately $2.8 billion of Wynn
Las Vegas debt, $1.6 billion of Wynn Macau debt and $375 million outstanding
under the Wynn Resorts Term Loan Facility.
Capital
expenditures during the first quarter of 2009 of approximately $185 million
included the payment of certain construction payables and retention associated
with Encore at Wynn Las Vegas and ongoing construction of Encore at Wynn
Macau.
On
March 20, 2009, the Company completed a secondary common stock offering of
11,040,000 shares with net proceeds of $202.3 million.
Conference
Call Information
The Company will
hold a conference call to discuss its results on Tuesday, May 5th, 2009
at 8:00 a.m. PT (11:00 a.m. ET). Interested parties are invited to join the call
by accessing a live audio webcast at http://www.wynnresorts.com (Investor
Relations).
Forward-looking
Statements
This release
contains forward-looking statements regarding operating trends and future
results of operations. Such forward-looking information involves
important risks and uncertainties that could significantly affect anticipated
results in the future and, accordingly, such results may differ from those
expressed in any forward-looking statements made by us. The risks and
uncertainties include, but are not limited to, competition in the casino/hotel
and resorts industries, the Company’s dependence on existing management, levels
of travel, leisure and casino spending, general economic conditions, and changes
in gaming laws or regulations. Additional information concerning potential
factors that could affect the Company's financial results is included in the
Company's Annual Report on Form 10-K for the year ended December 31, 2008 and
the Company's other periodic reports filed with the Securities and Exchange
Commission. The Company is under no obligation to (and expressly disclaims any
such obligation to) update its forward-looking statements as a result of new
information, future events or otherwise.
2
Non-GAAP
financial measures
(1) “Adjusted
property EBITDA” is earnings before interest, taxes, depreciation, amortization,
pre-opening costs, property charges and other, corporate expenses, stock-based
compensation, and other non-operating income and expenses. Adjusted
property EBITDA is presented exclusively as a supplemental disclosure because
management believes that it is widely used to measure the performance, and as a
basis for valuation, of gaming companies. Management uses adjusted property
EBITDA as a measure of the operating performance of its segments and to compare
the operating performance of its properties with those of its
competitors. The Company also presents adjusted property EBITDA
because it is used by some investors as a way to measure a company’s ability to
incur and service debt, make capital expenditures and meet working capital
requirements. Gaming companies have historically reported EBITDA as a
supplement to financial measures in accordance with U.S. generally accepted
accounting principles (“GAAP”). In order to view the operations of
their casinos on a more stand-alone basis, gaming companies, including Wynn
Resorts, Limited, have historically excluded from their EBITDA calculations
pre-opening expenses, property charges and corporate expenses, that do not
relate to the management of specific casino properties. However,
adjusted property EBITDA should not be considered as an alternative to operating
income as an indicator of the Company’s performance, as an alternative to cash
flows from operating activities as a measure of liquidity, or as an alternative
to any other measure determined in accordance with GAAP. Unlike net
income, adjusted property EBITDA does not include depreciation or interest
expense and therefore does not reflect current or future capital expenditures or
the cost of capital. The Company compensates for these limitations by
using adjusted property EBITDA as only one of several comparative tools,
together with GAAP measurements, to assist in the evaluation of operating
performance. Such GAAP measurements include operating income (loss),
net income (loss), cash flows from operations and cash flow data. The Company
has significant uses of cash flows, including capital expenditures, interest
payments, debt principal repayments, taxes and other non-recurring charges,
which are not reflected in adjusted property EBITDA. Also, Wynn
Resorts’ calculation of adjusted property EBITDA may be different from the
calculation methods used by other companies and, therefore, comparability may be
limited.
The Company has
included schedules in the tables that accompany this release that reconcile (i)
net income (loss) to adjusted net income (loss), and (ii) operating income
(loss) to adjusted property EBITDA and adjusted property EBITDA to net income
(loss).
(2) Adjusted net
income (loss) is net income (loss) before pre-opening costs, property charges
and other non-cash non-operating income and expenses. Adjusted net
income (loss) and adjusted net income (loss) per share (“EPS”) are presented as
supplemental disclosures because management believes that these financial
measures are widely used to measure the performance, and as a principal basis
for valuation, of gaming companies. These measures are used by management
and/or evaluated
by some investors, in addition to income and EPS computed in accordance with
GAAP, as an additional basis for assessing period-to-period results of our
business. Adjusted net income (loss) and adjusted net income (loss) per share
may be different from the calculation methods used by other companies and,
therefore, comparability may be limited.
3
WYNN
RESORTS, LIMITED AND SUBSIDIARIES
CONDENSED
CONSOLIDATED STATEMENTS OF OPERATIONS
(amounts in
thousands, except per share data)
(unaudited)
|
Three
Months Ended
|
||||||||
|
March
31,
|
||||||||
|
2009
|
2008
|
|||||||
|
Operating
revenues:
|
||||||||
|
Casino
|
$ | 541,654 | $ | 591,771 | ||||
|
Rooms
|
98,406 | 85,262 | ||||||
|
Food and
beverage
|
109,591 | 91,065 | ||||||
|
Entertainment,
retail and other
|
63,132 | 68,154 | ||||||
|
Gross
revenues
|
812,783 | 836,252 | ||||||
|
Less:
promotional allowances
|
(72,828 | ) | (57,546 | ) | ||||
|
Net
revenues
|
739,955 | 778,706 | ||||||
|
Operating
costs and expenses:
|
||||||||
|
Casino
|
376,505 | 388,378 | ||||||
|
Rooms
|
24,956 | 20,331 | ||||||
|
Food and
beverage
|
59,988 | 51,671 | ||||||
|
Entertainment,
retail and other
|
36,017 | 44,617 | ||||||
|
General and
administrative
|
93,493 | 79,262 | ||||||
|
Provision for
doubtful accounts
|
3,894 | 11,522 | ||||||
|
Pre-opening
costs
|
- | 5,323 | ||||||
|
Depreciation
and amortization
|
101,468 | 62,732 | ||||||
|
Property
charges and other
|
16,485 | 24,267 | ||||||
|
Total
operating costs and expenses
|
712,806 | 688,103 | ||||||
|
Equity in
income (loss) from unconsolidated affiliates
|
(5 | ) | 808 | |||||
|
Operating
income
|
27,144 | 91,411 | ||||||
|
Other income
(expense):
|
||||||||
|
Interest
income
|
314 | 11,889 | ||||||
|
Interest
expense, net of capitalized interest
|
(57,032 | ) | (45,268 | ) | ||||
|
Increase
(decrease) in swap fair value
|
1,095 | (15,212 | ) | |||||
|
Gain on
extinguishment of debt
|
10,635 | - | ||||||
|
Other
|
(76 | ) | (815 | ) | ||||
|
Other income
(expense), net
|
(45,064 | ) | (49,406 | ) | ||||
|
Income (loss)
before income taxes
|
(17,920 | ) | 42,005 | |||||
|
(Provision)
benefit for income taxes
|
(15,894 | ) | 4,712 | |||||
|
Net income
(loss
|
$ | (33,814 | ) | $ | 46,717 | |||
|
Basic and
diluted income (loss) per common share:
|
||||||||
|
Net income
(loss):
|
||||||||
|
Basic
|
$ | (0.30 | ) | $ | 0.42 | |||
|
Diluted
|
$ | (0.30 | ) | $ | 0.41 | |||
|
Weighted
average common shares outstanding:
|
||||||||
|
Basic
|
112,568 | 112,413 | ||||||
|
Diluted
|
112,568 | 113,648 | ||||||
4
WYNN
RESORTS, LIMITED AND SUBSIDIARIES
RECONCILIATION OF
NET INCOME (LOSS)
TO ADJUSTED NET
INCOME (LOSS)
(amounts in
thousands)
(unaudited)
|
Three
Months Ended
|
||||||||
|
March
31,
|
||||||||
|
2009
|
2008
|
|||||||
|
Net income
(loss)
|
$ | (33,814 | ) | $ | 46,717 | |||
|
Pre-opening
costs
|
- | 5,323 | ||||||
|
Gain on
extinguishment of debt
|
(10,635 | ) | - | |||||
|
(Increase)
decrease in swap fair value
|
(1,095 | ) | 15,212 | |||||
|
Property
charges and other
|
16,485 | 24,267 | ||||||
|
Adjustment
for income taxes
|
(997 | ) | (13,325 | ) | ||||
|
Adjusted net
income (loss) (2)
|
$ | (30,056 | ) | $ | 78,194 | |||
|
Adjusted net
income (loss) per diluted share..
|
$ | (0.27 | ) | $ | 0.69 | |||
5
WYNN
RESORTS, LIMITED AND SUBSIDIARIES
RECONCILIATION OF
OPERATING INCOME (LOSS) TO ADJUSTED PROPERTY EBITDA
AND ADJUSTED
PROPERTY EBITDA TO NET INCOME (LOSS)
(amounts in
thousands)
(unaudited)
|
Three
Months Ended March 31, 2009
|
||||||||||||||||
|
Las
Vegas
Operations
|
Macau
|
Corporate
and
Other
|
Total
|
|||||||||||||
|
|
||||||||||||||||
|
Operating
income (loss)
|
$ | (58,635 | ) | $ | 69,425 | $ | 16,354 | $ | 27,144 | |||||||
|
Pre-opening
costs
|
- | - | - | - | ||||||||||||
|
Depreciation
and amortization
|
77,444 | 22,683 | 1,341 | 101,468 | ||||||||||||
|
Property
charges and other
|
13,940 | 1,045 | 1,500 | 16,485 | ||||||||||||
|
Corporate
expense, management fees, royalties and other
|
8,924 | 20,262 | (21,218 | ) | 7,968 | |||||||||||
|
Stock-based
compensation
|
2,178 | 1,228 | 2,023 | 5,429 | ||||||||||||
|
Adjusted
Property EBITDA (1)
|
$ | 43,851 | $ | 114,643 | $ | - | $ | 158,494 | ||||||||
|
Three
Months Ended March 31, 2008
|
||||||||||||||||
|
Las
Vegas
Operations
|
Macau
|
Corporate
and
Other
|
Total
|
|||||||||||||
|
Operating
income (loss)
|
$ | (8,592 | ) | $ | 80,328 | $ | 19,675 | $ | 91,411 | |||||||
|
Pre-opening
costs
|
5,311 | 1 | 11 | 5,323 | ||||||||||||
|
Depreciation
and amortization
|
39,480 | 22,613 | 639 | 62,732 | ||||||||||||
|
Property
charges and other
|
20,513 | 3,648 | 106 | 24,267 | ||||||||||||
|
Corporate
expense, management fees, royalties and other
|
9,760 | 22,255 | (21,333 | ) | 10,682 | |||||||||||
|
Stock-based
compensation
|
1,966 | 550 | 902 | 3,418 | ||||||||||||
|
Adjusted
Property EBITDA (1)
|
$ | 68,438 | $ | 129,395 | $ | - | $ | 197,833 | ||||||||
|
Three
Months Ended
|
||||||||||||||||
|
March
31,
|
||||||||||||||||
|
2009
|
2008
|
|||||||||||||||
|
Adjusted
Property EBITDA (1)
|
$ | 158,494 | $ | 197,833 | ||||||||||||
|
Pre-opening
costs
|
- | (5,323 | ) | |||||||||||||
|
Depreciation
and amortization
|
(101,468 | ) | (62,732 | ) | ||||||||||||
|
Property
charges and other
|
(16,485 | ) | (24,267 | ) | ||||||||||||
|
Corporate
expenses and other
|
(7,968 | ) | (10,682 | ) | ||||||||||||
|
Stock-based
compensation
|
(5,429 | ) | (3,418 | ) | ||||||||||||
|
Interest
income
|
314 | 11,889 | ||||||||||||||
|
Interest
expense, net of capitalized interest
|
(57,032 | ) | (45,268 | ) | ||||||||||||
|
Increase
(decrease) in swap fair value
|
1,095 | (15,212 | ) | |||||||||||||
|
Gain on
extinguishment of debt
|
10,635 | - | ||||||||||||||
|
Other
|
(76 | ) | (815 | ) | ||||||||||||
|
(Provision)
benefit for income taxes
|
(15,894 | ) | 4,712 | |||||||||||||
|
Net
income (loss)
|
$ | (33,814 | ) | $ | 46,717 | |||||||||||
6
WYNN RESORTS,
LIMITED AND SUBSIDIARIES
SUPPLEMENTAL DATA
SCHEDULE
|
Three
Months Ended
|
||||||||
|
March
31,
2009
|
March
31,
2008
|
|||||||
|
Room
Statistics for Las Vegas operations5:
|
||||||||
|
Occupancy
|
89.5% | 95.8% | ||||||
|
Average Daily Rate (ADR)1
|
$ | 222 | $ | 298 | ||||
|
Revenue per available room
(REVPAR)2
|
$ | 199 | $ | 285 | ||||
|
Other
information for Las Vegas operations5:
|
||||||||
|
Table games win per unit per
day3
|
$ | 4,404 | $ | 8,632 | ||||
|
Table Win
|
17.7% | 19.9% | ||||||
|
Slot machine win per unit per
day4
|
$ | 179 | $ | 227 | ||||
|
Average
number of table games
|
232 | 135 | ||||||
|
Average
number of slot machines
|
2,782 | 1,925 | ||||||
|
Room
Statistics for Macau:
|
||||||||
|
Occupancy
|
83.3% | 88.5% | ||||||
|
Average Daily Rate (ADR)1
|
$ | 268 | $ | 276 | ||||
|
Revenue per available room
(REVPAR)2
|
$ | 223 | $ | 244 | ||||
|
Other
information for Macau:
|
||||||||
|
Table games win per unit per
day3
|
$ | 14,706 | $ | 16,194 | ||||
|
Slot machine win per unit per
day4
|
$ | 440 | $ | 310 | ||||
|
Average
number of table games
|
370 | 382 | ||||||
|
Average
number of slot machines
|
1,249 | 1,243 | ||||||
(1) ADR is Average
Daily Rate and is calculated by dividing total room revenue (less service
charges, if any) by total rooms occupied.
(2) REVPAR is
Revenue per Available Room and is calculated by dividing total room revenue by
total rooms available.
(3) Table games win
per unit per day is shown before discounts and commissions.
(4) Slot machine
win per unit per day is net of participation fees and progressive
accruals.
(5) Wynn Las Vegas,
including Encore for 2009.
SOURCE:
Wynn Resorts,
Limited
CONTACT:
Samanta Stewart,
702-770-7555
investorrelations@wynnresorts.com
7