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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
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Pursuant to Section 13 OR 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): November 15, 2004
Wynn Resorts, Limited
(Exact Name of Registrant as Specified in its Charter)
Nevada 000-50028 46-0484987
(State or Other Jurisdiction of (Commission File Number) (I.R.S. Employer
Incorporation) Identification No.)
3131 Las Vegas Boulevard South
Las Vegas, Nevada 89109
(Address of Principal Executive Offices) (Zip Code)
(702) 770-7555
(Registrant's telephone number, including area code)
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:
|_| Written communication pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
|_| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17
CFR 240.14a-12)
|_| Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
|_| Pre-commencements communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events.
On November 15, 2004, the Registrant issued a press release, filed
herewith as Exhibit 99.1 and by this reference incorporated herein, announcing
the completion of an underwritten public offering of 7,500,000 shares of its
common stock at a price of $60.43 per share. The net proceeds to the
Registrant, after deducting discounts and commissions and estimated expenses,
were approximately $453.0 million.
Item 9.01. Financial Statements and Exhibits
(c) Exhibits:
Exhibit
Number Description
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99.1 Press Release, dated November 15, 2004, 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: November 15, 2004
Wynn Resorts, Limited
By: /s/ John Strzemp
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John Strzemp
Executive Vice President and
Chief Financial Officer
Exhibit 99.1
WYNN RESORTS COMPLETES COMMON STOCK OFFERING
LAS VEGAS - (BUSINESS WIRE) - November 15, 2004 - Wynn Resorts, Limited
(Nasdaq:WYNN) announced the completion of an underwritten public offering of
7,500,000 shares of its common stock at a price of $60.43 per share. The net
proceeds to Wynn Resorts, after deducting discounts and commissions and
estimated expenses, were approximately $453.0 million.
Deutsche Bank Securities Inc. acted as sole book-running manager of the
offering.
Wynn Resorts intends to use the net proceeds from the offering to repay or
reduce indebtedness, for the development of its Encore at Wynn Las Vegas and
Wynn Macau projects, or for general corporate purposes.
The shares were issued pursuant to an effective shelf registration on file with
the Securities and Exchange Commission. A prospectus supplement relating to the
offering has been filed with the SEC and is available on the SEC's website at
www.sec.gov. Copies of the prospectus supplement relating to the offering may
be obtained from Deutsche Bank Securities Inc., Attn: Syndicate, 60 Wall
Street, 4th Floor, New York, New York 10005.
This communication shall not constitute an offer to sell or the solicitation of
an offer to buy any securities, nor shall there be any sale of such securities
in any state or jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the securities laws of
any such state or jurisdiction.
This press release contains "forward-looking statements" within the meaning of
the federal securities laws. The forward-looking statements in this press
release involve risks and uncertainties which could cause actual results to
differ from those expressed in or implied by the statements herein. Additional
information concerning potential factors that could affect the company's future
results is included under the caption "Risk Factors" in Item 1 of Wynn Resorts'
annual report on Form 10-K for the year ended December 31, 2003.
SOURCE: Wynn Resorts, Limited
CONTACT:
Wynn Resorts, Limited
Samanta Stewart, 702-770-7555
investorrelations@wynnresorts.com