Wynn Resorts Announces Pricing of Private Offering of $900 Million of Wynn Resorts Finance 6.875% Senior Notes due 2035

Wynn Resorts plans to refinance Wynn Las Vegas 2027 notes with a $900 million private 2035 bond offering at a 6.875% coupon.

Rhea-AI Summary

Wynn Resorts (WYNN) priced a private offering of $900 million aggregate principal amount of 6.875% senior notes due 2035 through Wynn Resorts Finance and Wynn Resorts Capital. The offering is expected to close on or about September 22, 2026, subject to customary conditions.

Wynn Resorts Finance plans to contribute or lend the net proceeds, together with cash on hand, to Wynn Las Vegas. Wynn Las Vegas intends to use these funds to redeem in full its and Wynn Las Vegas Capital Corp.'s outstanding 5.250% senior notes due 2027 and to pay related fees and expenses. The notes are being offered under Securities Act exemptions, primarily to qualified institutional buyers under Rule 144A and to certain non-U.S. persons under Regulation S, and will not be registered under U.S. securities laws.

Positive

• $900 million of 6.875% senior notes due 2035 priced in private offering
• Proceeds intended to redeem in full 5.250% Wynn Las Vegas notes due 2027

Negative

• New notes carry a higher coupon of 6.875% versus 5.250% on 2027 notes, implying higher interest cost

Market Context

A comparable WYNN private-note pricing on Sep 10, 2024, was followed by a 0.56% 24-hour move, supply...

Analysis

A comparable WYNN private-note pricing on Sep 10, 2024, was followed by a 0.56% 24-hour move, supplying a directly relevant precedent for this offering’s refinancing of Wynn Las Vegas debt.

Key Figures

Offering Amount: $900 million Coupon: 6.875% Maturity: 2035 +2 more

Offering Amount

$900 million

Aggregate principal amount of senior notes

Coupon

6.875%

Senior notes due 2035

Maturity

2035

Senior notes maturity year

Expected Closing

September 22, 2026

Subject to customary closing conditions

Debt Redemption

5.250% Senior Notes due 2027

Wynn Las Vegas intends to redeem the notes in full

Previous Private placement,offering Reports

1 past event · Latest: Sep 10

Same Type 1 event

1. Sep 10

   Private notes pricing

   24h Move

   +0.6%

   Comparable senior-notes refinancing redeemed upcoming Wynn Las Vegas debt

24h Move is the share-price change in the day after each event; other market factors may also have contributed.

Key Terms

private offering, senior notes, rule 144a, regulation s, +1 more

5 terms

private offering financial

"of $900 million aggregate principal amount of 6.875% Senior Notes due 2035 in a private offering"

A private offering is the sale of securities—such as shares or bonds—directly to a limited group of investors rather than through public markets or a broad auction. It matters to investors because it changes who owns the company and how much cash the business has available, which can dilute existing shareholders, affect share liquidity and price discovery, and signal strategic moves or funding needs; think of it as selling a batch of goods to a few trusted customers instead of opening a shop to everyone.

senior notes financial

"$900 million aggregate principal amount of 6.875% Senior Notes due 2035"

Senior notes are a type of loan that a company borrows from investors, promising to pay it back with interest. They are called "senior" because in case the company faces financial trouble, these lenders are paid back before others. This makes senior notes safer for investors compared to other types of loans or bonds.

rule 144a regulatory

"in reliance on Rule 144A under the Securities Act"

Rule 144A is a regulation that makes it easier for companies to sell private bonds to large investors without going through all the usual rules that apply to public sales. It matters because it helps companies raise money more quickly and privately, often attracting big investors looking for special deals.

regulation s regulatory

"in reliance on Regulation S under the Securities Act"

Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.

qualified institutional buyers regulatory

"persons reasonably believed to be qualified institutional buyers"

Qualified institutional buyers are large organizations, like big investment firms or banks, that are allowed to buy certain types of investment opportunities not available to everyday investors. Their size and experience matter because it ensures they understand and can handle complex financial deals, making markets more efficient and secure.

AI-generated analysis. How Rhea-AI works. Not financial advice.

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LAS VEGAS, Sept. 10, 2026 /PRNewswire/ -- Wynn Resorts, Limited (NASDAQ: WYNN) ("Wynn Resorts") announced today the pricing by Wynn Resorts Finance, LLC ("Wynn Resorts Finance") and its subsidiary Wynn Resorts Capital Corp. ("Wynn Resorts Capital" and, together with Wynn Resorts Finance, the "Issuers"), each an indirect wholly-owned subsidiary of Wynn Resorts, of $900 million aggregate principal amount of 6.875% Senior Notes due 2035 (the "Notes") in a private offering. The offering is expected to close on or about September 22, 2026, subject to customary closing conditions.

Wynn Resorts Finance plans to contribute and/or lend the net proceeds from the offering, together with cash on hand, to its subsidiary, Wynn Las Vegas, LLC ("Wynn Las Vegas"), who will use the amounts to (i) redeem in full Wynn Las Vegas and Wynn Las Vegas Capital Corp.'s 5.250% Senior Notes due 2027 (the "2027 WLV Notes") and (ii) pay fees and expenses related to the issuance of the Notes and the redemption of the 2027 WLV Notes.

The Issuers will make the offering pursuant to an exemption under the Securities Act of 1933, as amended (the "Securities Act"). The initial purchasers of the Notes will offer the Notes only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act or outside the United States to certain persons in reliance on Regulation S under the Securities Act. The Notes have not been and will not be registered under the Securities Act or under any state securities laws. Therefore, the Issuers may not offer or sell the Notes within the United States to, or for the account or benefit of, any United States person unless the offer or sale would qualify for a registration exemption from the Securities Act and applicable state securities laws.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the Notes described in this press release, nor shall there be any sale of the Notes in any state or jurisdiction in which such an offer, sale or solicitation would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Wynn Las Vegas intends to redeem all of the outstanding 2027 WLV Notes on or after the closing of this offering. This press release does not constitute a notice of redemption or an offer to purchase or the solicitation of an offer to sell such notes.

Forward-Looking Statements

This release contains forward-looking statements, including those related to the offering of Notes and whether or not the Issuers will consummate the offering. Such forward-looking statements are subject to a number of risks and uncertainties that could cause actual results to differ materially from those we express in these forward-looking statements, including, but not limited to, reductions in discretionary consumer spending, adverse macroeconomic conditions and their impact on levels of disposable consumer income and wealth, changes in interest rates, inflation, a decline in general economic activity or recession in the U.S. and/or global economies, extensive regulation of our business, pending or future legal proceedings, ability to maintain gaming licenses and concessions, dependence on key employees, geopolitical conflicts, adverse tourism trends, travel disruptions caused by events outside of our control, dependence on a limited number of resorts, competition in the casino/hotel and resort industries, uncertainties over the development and success of new gaming and resort properties, construction and regulatory risks associated with current and future projects (including Wynn Al Marjan Island), cybersecurity risk and our leverage and ability to meet our debt service obligations. Additional information concerning potential factors that could affect Wynn Resorts' financial results is included in Wynn Resorts' Annual Report on Form 10-K for the year ended December 31, 2025, as supplemented by Wynn Resorts' other periodic reports filed with the Securities and Exchange Commission from time to time. Neither Wynn Resorts nor the Issuers are under any obligation to (and expressly disclaim any such obligation to) update or revise their forward-looking statements as a result of new information, future events or otherwise, except as required by law.

SOURCE:
Wynn Resorts, Limited

CONTACT:
Lauren Seiler
702-770-7555
investorrelations@wynnresorts.com

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FAQ

How will Wynn Las Vegas use the proceeds from the new senior notes?

Wynn Las Vegas intends to use the amounts contributed or lent from Wynn Resorts Finance, together with cash on hand, to redeem in full the outstanding 5.250% senior notes due 2027 issued by Wynn Las Vegas and Wynn Las Vegas Capital Corp., and to pay fees and expenses related to issuing the new notes and completing the redemption.

When is the $900 million senior notes offering expected to close?

The offering of the 6.875% senior notes due 2035 is expected to close on or about September 22, 2026, subject to customary closing conditions.

Who is eligible to purchase the new Wynn Resorts senior notes?

The initial purchasers will offer the notes only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act, and to certain persons outside the United States in reliance on Regulation S. The notes are not registered under the Securities Act or state securities laws.

Will the new senior notes be registered under U.S. securities laws?

No. The notes have not been and will not be registered under the Securities Act or any state securities laws. The issuers may not offer or sell the notes within the United States to, or for the account or benefit of, any United States person unless the transaction qualifies for an available registration exemption.

Does this announcement constitute a notice of redemption for the 2027 WLV Notes?

No. Wynn Las Vegas states that it intends to redeem all outstanding 2027 WLV Notes on or after the closing of this offering, but this press release does not constitute a notice of redemption, an offer to purchase, or a solicitation of an offer to sell those notes.