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): February 23, 2006
WYNN RESORTS, LIMITED
(Exact name of registrant as specified in its charter)
Nevada 000-50028 46-0484987
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) Identification No.)
WYNN LAS VEGAS, LLC
(Exact name of registrant as specified in its charter)
Nevada 333-98369 88-0494878
(State or other jurisdiction (Commission File Number) (I.R.S. Employer
of incorporation) 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:
|_| 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 2.02 Results of Operations and Financial Condition.
On February 23, 2006, Wynn Resorts, Limited issued a press release announcing
its results of operations for the fourth quarter of 2005. 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 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.
(c) Exhibits:
Exhibit
Number Description
------ -----------
99.1 Press release, dated February 23, 2006, 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: February 23, 2006
Wynn Resorts, Limited
By: /s/ John Strzemp
--------------------------
John Strzemp
Chief Financial Officer
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: February 23, 2006
WYNN LAS VEGAS, LLC
By: Wynn Resorts Holdings, LLC,
its sole member
By: Wynn Resorts, Limited, its
sole member
By: /s/ John Strzemp
---------------------------
John Strzemp
Chief Financial Officer
Exhibit 99.1
Wynn Resorts, Limited Reports Fourth Quarter Results
Wynn Las Vegas generates adjusted EBITDA of $80.1 million
in its second full quarter of operations and $212.0
million in the 248 days since its April 28, 2005 opening
Wynn Macau to expand second phase by an additional 150 table games
LAS VEGAS, February 23, 2005 (BUSINESS WIRE) -- Wynn Resorts, Limited (Nasdaq:
WYNN) today reported financial results for the fourth quarter and year ended
December 31, 2005.
Highlights from 2005
- Successfully opened Wynn Las Vegas on time and on budget on April 28,
2005
- Generated adjusted EBITDA (footnote 1) of $212.0 million at Wynn Las
Vegas for the 248 days the property was operating in 2005
- Wynn Las Vegas generated win/table/day of $8,244, win/slot/day of
$254, and average daily rate of $274 since its opening
- Continued construction of Wynn Macau on time and on budget
- Refinanced the Macau Credit Facilities
- Broke ground on the second phase of Wynn Macau
"2005 was a very important year for Wynn Resorts" said Steve Wynn, Chairman and
CEO. "We opened Wynn Las Vegas in April and have achieved great results. We
continue to work on Wynn Macau and look forward to having our second property
operating in the next seven months".
Net Revenues for the quarter were $269.4 million and adjusted net income
(excluding $16.5 million in pre-opening expenses and property charges for Wynn
Las Vegas, Wynn Macau and Encore) was $5.0 million or $0.05 per diluted share
(adjusted EPS)(2).
For the full-year 2005, Net Revenues were $722.0 million and adjusted net
income (excluding $111.2 million in pre-opening expenses and property charges
for Wynn Las Vegas, Wynn Macau and Encore) was $12.8 million, or $0.13 per
diluted share (adjusted EPS). On a US GAAP (Generally Accepted Accounting
Principles) basis, net loss for the quarter was $11.4 million, or a net loss of
$0.12 per diluted share, and net loss for 2005 was $98.4 million, or a net loss
of $1.00 per diluted share.
Wynn Las Vegas Fourth Quarter Results
For the quarter ended December 31, 2005, Wynn Las Vegas generated adjusted
EBITDA of $80.1 million, representing a 29.7% margin on fourth quarter net
revenues.
Net gaming revenues in the fourth quarter of 2005 were $131.9 million. Table
games drop was $499.5 million, with win per table per day (before discounts) of
$8,842 for the period. Table games win percentage was 21.3%, which is within
the property's expected range of 18% to 22%. Slot machine win per unit per day
was $252 on handle (volume) of $882.7 million.
Gross non-gaming revenues for the period were $177.2 million and net non-gaming
revenues were $137.5 million. Wynn Las Vegas' room revenues were $64.3 million.
Average daily rate (ADR) was $278 and occupancy was 92.7%, generating revenue
per available room (REVPAR) of $258 for the period. The food and beverage,
retail, entertainment and other operations generated gross revenues of $64.4
million, $17.3 million, $19.5 million and $11.7 million, respectively.
Wynn Las Vegas Full year 2005 Operating Results
In the 248 days since its April 28th opening, Wynn Las Vegas generated adjusted
EBITDA of $212.0 million, representing a 29.4% margin on net revenues.
Net gaming revenues from April 28, 2005 to December 31, 2005 were $353.7
million. Table games drop was $1,275.4 million and table games win percentage
was 21.5%. Slot machine win per unit per day was $254 on handle (volume) of
$2,405.7 million.
Gross non-gaming revenues for the period were $469.2 million and net non-gaming
revenues were $368.3 million. Wynn Las Vegas' room revenues were $170.3
million. Average daily rate (ADR) was $274 and occupancy was 92.1%, generating
revenue per available room (REVPAR) of $253 for the period. The food and
beverage, retail, entertainment and other operations generated gross revenues
of $173.7 million, $51.2 million, $41.8 million and $32.2 million,
respectively.
Wynn Macau
In June 2004, the Company broke ground on Wynn Macau, its destination casino
resort in Macau, China. The first phase of the project will utilize
approximately 11 of a total site area of 16 acres of land and includes 600
hotel rooms and suites, approximately 100,000 square feet of casino gaming
space, seven restaurants, approximately 26,000 square feet of retail space, a
spa, a salon, entertainment lounges and meeting facilities. We expect the first
phase to open to the public in the third quarter of 2006. The second phase will
include an additional 136,000 square feet of casino space, two restaurants,
retail, a theater, and a dramatic front feature attraction. The second phase
will be built on the remaining five acres of the Wynn Macau site and will be
integrated into the first phase of Wynn Macau. The second phase is expected to
be completed and open to the public by the third quarter of 2007.
Construction of Wynn Macau is progressing on time and within budget as the
first phase is expected to open to the public in the third quarter of 2006.
Superstructure works are complete for the podium and tower. Certain areas in
the first phase of the project, namely retail and the information technology
data center, have been handed over to operations. Final design work on the
second phase is rapidly moving from the foundations to the structure.
Wynn Macau will also add an additional 150 table games in the second phase. The
second phase will now include 300 table games taking the total table count in
the overall facility from 350 tables to 500 tables. The addition to the casino
in the second phase is expected to cost approximately $70 million and is
anticipated to be funded through bank facilities. The second phase, including
the additional 150 tables, remains on target to open by the third quarter of
2007.
As of December 31, 2005, the Company has incurred approximately $427.2 million
of a total project budget of approximately $1.2 billion (including the
expansion of the second phase), with approximately $748.4 million to be spent
to complete Wynn Macau.
Encore at Wynn Las Vegas
We have refined the design of Encore to currently feature a 2,054-room hotel
tower fully integrated with Wynn Las Vegas, consisting of 144 suites and 1,910
guest rooms, as well as an approximately 44,000 square feet casino, additional
convention and meeting space, plus restaurants, nightclubs, swimming pools, a
spa and salon, and retail outlets. Once the Company has finalized the budget
and plans for Encore, it will seek the necessary approvals from its Board of
Directors and lenders. We expect Encore to open by the end of 2008.
Other Factors Affecting Earnings
Interest expense, net of $5.4 million in capitalized interest, was $36.1
million for the fourth quarter of 2005. For the full year 2005, interest
expense was $99.5 million, net of $50.0 million in capitalized interest.
Depreciation and amortization expenses were $35.8 million, and pre-opening
expenses, primarily related to Wynn Macau, totaled $8.3 million during the
quarter. For the full year, Depreciation and amortization expenses were $103.3
million and pre-opening expenses were $96.9 million. Corporate expense in the
fourth quarter was $10.8 million, and $24.6 million for the full year 2005.
The Company is evaluating the appropriate hedge accounting interpretation under
FAS 133 as it relates to $200.0 million of existing interest rate swaps.
Depending upon the final outcome of this research, net income for 2005 may
increase up to $5.0 million.
Balance Sheet and Capital Expenditures
Our total cash balances at the end of the quarter were $876.9 million,
including unrestricted cash balances of $434.3 million and restricted cash
balances of $442.6 million. Total debt outstanding at the end of the quarter
was $2.1 billion, including $250 million of Convertible Debentures and $78.9
million of Wynn Macau related debt. Capital expenditures during the fourth
quarter of 2005, net of changes in construction payables and retention, totaled
$121.8 million, of which $83.1 million was related to Wynn Macau.
Conference Call Information
The Company will hold a conference call to discuss its results on Thursday,
February 23rd, 2005 at 1:30 p.m. PT (4:30 p.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 brief operating history, the Company's
dependence on existing management, levels of travel, leisure and casino
spending, general domestic or international economic conditions, and changes in
gaming laws or regulations. Additional information concerning potential factors
that could affect the Company's financial results are included in the Company's
Annual Report on Form 10-K for the year ended December 31, 2004 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.
Non-GAAP financial measures
(1) Adjusted EBITDA is earnings before interest, taxes, depreciation,
amortization, pre-opening expenses, property charges, corporate
expenses, earnings or losses from unconsolidated affiliates and other
non-operating income and expenses. Adjusted EBITDA is presented
exclusively as a supplemental disclosure because management believes
that it is widely used to measure the performance, and as a principal
basis for valuation, of gaming companies. Management uses adjusted
EBITDA as the primary measure of the operating performance of Wynn
Las Vegas and to compare the operating performance of its properties
with those of its competitors. The Company also presents adjusted
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 supplemental performance
measure to GAAP financial measures. In order to view the operations
of their casinos on a more stand-alone basis, gaming companies,
including Wynn Resorts, Limited, have historically excluded
pre-opening expense, property charges and corporate expense, which do
not relate to the management of specific casino properties from their
EBITDA calculations. However, adjusted EBITDA should not be
considered as an alternative to operating income as an indicator of
operating 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 generally accepted
accounting principles in the United States ("GAAP"). The Company has
significant uses of cash flow, including capital expenditures,
interest payments, debt principal repayments and taxes, which are not
reflected in adjusted EBITDA.
(2) Adjusted net income (loss) and adjusted EPS are presented exclusively
as a supplemental disclosure 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 considered by many to be a better indicator on which to base
expectations of future results than income computed in accordance
with GAAP.
Wynn Resorts' calculation of adjusted earnings, adjusted EPS and
adjusted 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 loss and net loss per share to
adjusted net loss and adjusted net loss per share, and (ii) net loss
to adjusted EBITDA.
WYNN RESORTS, LIMITED AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except share and per share data)
(Unaudited)
Three Months Ended Year Ended
December 31, December 31,
-------------------------------- ------------------------------
2005 2004 2005 2004
-------------------------------- ------------------------------
Operating revenues:
Casino............................................ $ 131,899 $ - $ 353,663 $ -
Rooms............................................. 64,290 - 170,315 -
Food and beverage................................. 64,433 - 173,700 -
Entertainment, retail and other................... 48,522 - 125,230 195
-------------------------------- ------------------------------
Gross revenues................................ 309,144 - 822,908 195
Less promotional allowances....................... (39,724) - (100,927) -
-------------------------------- ------------------------------
Net revenues.................................. 269,420 - 721,981 195
Operating costs and expenses:
Casino............................................ 59,407 - 155,075 -
Rooms............................................. 16,271 - 44,171 -
Food and beverage................................. 42,487 - 118,670 -
Entertainment, retail and other................... 31,220 - 80,185 68
General and administrative........................ 45,789 36 121,618 335
Provision for doubtful accounts................... 5,564 - 16,206 -
Pre-opening costs................................. 8,324 28,779 96,940 81,321
Depreciation and amortization..................... 35,839 3,252 103,344 6,979
Property charges and other........................ 8,144 (10) 14,297 1,290
--------------------------------- ------------------------------
Total operating costs and expenses........... 253,045 32,057 750,506 89,993
Equity in income from unconsolidated affiliates...... 617 - 1,331 -
--------------------------------- ------------------------------
Operating income (loss).............................. 16,992 (32,057) (27,194) (89,798)
--------------------------------- ------------------------------
Other income/(expense):
Interest income................................... 7,635 3,658 28,267 8,633
Interest expense, net............................. (36,066) (2,154) (99,491) (2,687)
Loss on early extinguishment of debt.............. - (97,160) - (122,788)
--------------------------------- ------------------------------
Other income (expense), net.................. (28,431) (95,656) (71,224) (116,842)
--------------------------------- ------------------------------
Minority interest.................................... - - - 1,054
--------------------------------- ------------------------------
Net loss............................................. $ (11,439) $(127,713) $ (98,418) $(205,586)
================================= ==============================
Basic and diluted earnings per
common share:
Net loss:
Basic........................................... $ (0.12) $ (1.37) $ (1.00) $ (2.37)
Diluted......................................... $ (0.12) $ (1.37) $ (1.00) $ (2.37)
Weighted average common
shares outstanding:
Basic........................................... 98,494 93,433 98,308 86,778
Diluted......................................... 98,494 93,433 98,308 86,778
WYNN RESORTS, LIMITED AND SUBSIDIARIES
RECONCILIATION OF NET LOSS AND NET LOSS PER SHARE TO
ADJUSTED NET LOSS AND ADJUSTED NET LOSS PER SHARE
(In thousands)
(Unaudited)
Three Months Ended Year Ended
December 31 December 31
------------------------------------ ------------------------------
2005 2004 2005 2004
------------------------------------ ------------------------------
Net income / (loss)....................... $ (11,439) $ (127,713) $ (98,418) $ (205,586)
Pre-opening costs..................... 8,324 28,779 96,940 81,321
Property charges and other............ 8,144 (10) 14,297 1,290
Adjusted net income / (loss).............. $ 5,029 $ (98,944) $ 12,819 $ (122,975)
Per diluted share of common stock
Net loss.............................. $ (0.12) $ (1.37) $ (1.00) $ (2.37)
Pre-opening costs..................... 0.08 0.31 0.99 0.94
Property charges and other............ 0.08 (0.00) 0.15 0.01
Adjusted net income / (loss).............. $ 0.05 $ (1.06) $ 0.13 $ (1.42)
Weighted average diluted
common shares outstanding............. 98,494,421 93,432,556 98,307,788 86,777,567
WYNN RESORTS, LIMITED AND SUBSIDIARIES
RECONCILIATION OF NET LOSS TO ADJUSTED EBITDA
(In thousands)
(Unaudited)
Three Months Ended Year Ended
December 31, December 31,
------------------------------------ --------------------------------
2005 2004 2005 2004
------------------------------------ --------------------------------
Net loss $ (11,439) $ (127,713) $ (98,418) $ (205,586)
Add/(Deduct):
Minority interest - - - (1,054)
Interest income (7,635) (3,658) (28,267) (8,633)
Interest expense, net 36,066 2,154 99,491 2,687
Loss on early extinguishment of debt - 97,160 - 122,788
------------------------------------ ---------------------------------
Total 28,431 95,656 71,224 116,842
------------------------------------ ---------------------------------
Operating loss 16,992 (32,057) (27,194) (89,798)
Add/(Deduct):
Preopening expenses:
Wynn Las Vegas 27 14,418 67,454 41,073
Wynn Macau 8,197 4,920 20,402 15,970
Corporate and other 100 9,441 9,084 24,278
Depreciation and amortization:
Wynn Las Vegas 33,115 1,502 94,297 3,793
Wynn Macau 1,969 1,347 6,429 1,704
Corporate and other 755 403 2,618 1,482
Property charges and other:
Wynn Las Vegas 8,144 100 14,183 1,290
Wynn Macau - - - -
Corporate and other - (110) 114 -
Corporate expenses and other 10,768 - 24,620 -
------------------------------------ ---------------------------------
Total 63,075 32,021 239,201 89,590
------------------------------------ ---------------------------------
Wynn Las Vegas adjusted EBITDA (1) $ 80,067 $ (36) $ 212,007 $ (208)
==================================== =================================
WYNN RESORTS, LIMITED AND SUBSIDIARIES
SUPPLEMENTAL DATA SCHEDULE
Three Months Ended April 28, 2005 to
December 31, 2005 December 31, 2005
-------------------------------------------------
Room Statistics for Wynn Las Vegas:
Occupancy % 92.7% 92.1%
Average Daily Room Rate (ADR)(1) $278 $274
Average Paying Rate (APR)(2) 273 264
Revenue per available room (REVPAR)(3) 258 253
Other information:
Table games win per unit per day(4) $8,842 $8,244
Table Hold % 21.3% 21.5%
Slot Machine win per unit per day(5) $252 $254
Average number of table games 131 134
Average number of slot machines 1,950 1,955
(1) ADR is Average Daily Rate and is calculated by dividing total room revenue by total rooms occupied.
(2) APR is Average Paying Rate and is calculated by dividing cash room revenue by cash rooms occupied.
(3) REVPAR is Revenue per Available Room and is calculated by dividing total room revenue by total rooms
available.
(4) Table games win per unit per day shown before discounts and commissions.
(5) Slot machine win per unit per day net of participation fees and progressive accruals.
SOURCE:
Wynn Resorts, Limited
CONTACT:
Samanta Stewart, 702-770-7555
investorrelations@wynnresorts.com
www.wynnresorts.com
www.wynnlasvegas.com