Item 1.01 Entry into a Material Definitive Agreement.
On December 30, 2022 (Hong Kong time), Wynn Resorts (Macau) S.A ("WRM") and Palo
Real Estate Company Limited ("Palo"), indirect subsidiaries of Wynn Resorts,
Limited entered into the property transfer agreements (the "Property Transfer
Agreements") with the government of the Macau Special Administrative Region of
the People's Republic of China ("Macau"), pursuant to which:
(i) WRM and Palo will revert the casino areas (the "Casino Areas") in Wynn Macau
and Wynn Palace as designated by the Gaming Inspection and Coordination Bureau
of Macau and the relevant gaming equipment to the Macau government without
compensation and free of encumbrance on December 31, 2022 pursuant to the Macau
Law No. 16/2001 (the "Macau Gaming Law"), as amended by Law No. 7/2022 and the
gaming concession contract entered into between WRM and the Macau government on
24 June 2002; and
(ii) upon the above reversion of the Casino Areas and the relevant gaming
equipment to the Macau government, the Macau government has agreed to transfer
of the Casino Areas and the relevant gaming equipment back to WRM for use of its
operation of games of chance in Wynn Macau and Wynn Palace beginning on January
1, 2023 and expiring upon the expiration of the gaming concession contract. WRM
will pay the Macau government an annual amount calculated based on: (i) MOP750
(equivalent to approximately $93) per square meter of the Casino Areas for the
first year in March 2023, as adjusted annually in accordance with the average
price index in Macau pursuant to the Macau Gaming Law for the second and third
year payable in March 2024 and March 2025, respectively; and (ii) MOP2,500
(equivalent to approximately $311) per square meter of the Casino Areas for the
fourth year in March 2026, as adjusted annually for the remaining years payable
in March each year in accordance with the average price index in Macau pursuant
to the Macau Gaming Law.
The foregoing summary of the Property Transfer Agreements is not complete and is
qualified in its entirety by reference to the full and complete text of the
Property Transfer Agreements, copies of which will be filed as exhibits to the
Company's Annual Report on Form 10-K for the period ending December 31, 2022 to
be filed with the SEC.
Item 7.01 Regulation FD Disclosure.
On December 30, 2022 (Hong Kong time), Wynn Macau, Limited ("WML"), an indirect
subsidiary of Wynn Resorts, Limited with its ordinary shares of common stock
listed on The Stock Exchange of Hong Kong Limited (the "HKSE"), filed with the
HKSE an announcement that on December 30, 2022, WRM and Palo entered into the
Property Transfer Agreements with the Macau government. The announcement is
furnished herewith as Exhibit 99.1.
The information furnished pursuant to this Item 7.01 (including Exhibit 99.1)
shall not be deemed to be "filed" for purposes of Section 18 of the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to
the liabilities of that section, nor shall it be deemed incorporated by
reference in any filing under the Securities Act of 1933, as amended, or the
Exchange Act, except as shall be expressly set forth by specific reference in
such a filing.
Item 9.01 Financial Statements and Exhibits.
(d)Exhibits.
Exhibit No. Description
99.1 Announcement of Wynn Macau, Limited, dated December 30, 2022
104 Cover Page Interactive Data File - the cover page XBRL tags are embedded within
the Inline XBRL document
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