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[10-Q] MGM RESORTS INTERNATIONAL Quarterly Earnings Report

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10-Q
Rhea-AI Filing Summary

Equinix (EQIX) filed a Form S-8 on 30 July 2025 to register an additional 3,300,000 shares of common stock (par $0.001), together with related options and rights, for issuance under its 2020 Equity Incentive Plan. Acting under General Instruction E, the company incorporates by reference its prior S-8 filed 18 June 2020 and subsequent Exchange Act reports, including the 2024 Form 10-K and 2025 Form 10-Qs/8-Ks. No new financial statements, capital raise, or amendments to plan terms are included. Equinix confirms its status as a large accelerated filer; Chief Legal Officer Kurt Pletcher supplies the legal opinion. Standard Delaware indemnification provisions, exhibit list, and powers of attorney accompany the filing. The registration expands share capacity for future employee equity awards but does not itself issue shares or impact current financial results.

Equinix (EQIX) ha presentato il modulo S-8 il 30 luglio 2025 per registrare ulteriori 3.300.000 azioni ordinarie (valore nominale $0,001), insieme alle opzioni e ai diritti correlati, da emettere nell'ambito del suo Piano di Incentivi Azionari 2020. Agendo secondo l'Istruzione Generale E, la società incorpora per riferimento il precedente modulo S-8 presentato il 18 giugno 2020 e le successive relazioni ai sensi dell'Exchange Act, inclusi il modulo 10-K del 2024 e i moduli 10-Q/8-K del 2025. Non sono incluse nuove dichiarazioni finanziarie, raccolte di capitale o modifiche ai termini del piano. Equinix conferma il proprio status di large accelerated filer; l'Avvocato Capo Kurt Pletcher fornisce l'opinione legale. La documentazione include le consuete disposizioni di indennizzo del Delaware, l'elenco degli allegati e le procure. La registrazione amplia la capacità di azioni per futuri premi azionari ai dipendenti, ma non comporta l'emissione immediata di azioni né influisce sui risultati finanziari attuali.

Equinix (EQIX) presentó un Formulario S-8 el 30 de julio de 2025 para registrar 3,300,000 acciones adicionales comunes (valor nominal $0.001), junto con opciones y derechos relacionados, para su emisión bajo su Plan de Incentivos de Capital 2020. Actuando bajo la Instrucción General E, la compañía incorpora por referencia su S-8 previa presentada el 18 de junio de 2020 y los informes posteriores bajo la Exchange Act, incluyendo el Formulario 10-K de 2024 y los Formularios 10-Q/8-K de 2025. No se incluyen nuevos estados financieros, aumentos de capital ni modificaciones a los términos del plan. Equinix confirma su condición de large accelerated filer; el Director Legal Kurt Pletcher suministra la opinión legal. La presentación incluye las disposiciones estándar de indemnización de Delaware, la lista de anexos y los poderes notariales. El registro amplía la capacidad de acciones para futuras concesiones de capital a empleados, pero no emite acciones ni afecta los resultados financieros actuales.

Equinix(EQIX)는 2025년 7월 30일에 3,300,000주의 보통주(액면가 $0.001)와 관련 옵션 및 권리를 추가로 등록하기 위해 Form S-8을 제출했습니다. 이는 2020년 주식 인센티브 계획에 따른 발행을 위한 것입니다. 일반 지침 E에 따라 회사는 2020년 6월 18일 제출한 이전 S-8과 2024년 Form 10-K, 2025년 Form 10-Q/8-K를 포함한 이후의 Exchange Act 보고서를 참조로 포함시켰습니다. 새로운 재무제표, 자본 조달 또는 계획 조건 변경은 포함되지 않았습니다. Equinix는 자신이 대형 가속 제출자(large accelerated filer)임을 확인하며, 최고 법률 책임자 Kurt Pletcher가 법적 의견을 제공합니다. 델라웨어 표준 면책 조항, 첨부 목록, 위임장도 함께 제출되었습니다. 이번 등록은 향후 직원 주식 보상용 주식 수를 확대하는 것이며, 즉시 주식을 발행하거나 현재 재무 결과에 영향을 미치지 않습니다.

Equinix (EQIX) a déposé un formulaire S-8 le 30 juillet 2025 pour enregistrer 3 300 000 actions ordinaires supplémentaires (valeur nominale de 0,001 $), ainsi que les options et droits associés, en vue de leur émission dans le cadre de son Plan d'Incitation en Actions 2020. Agissant conformément à l'Instruction Générale E, la société incorpore par référence son précédent formulaire S-8 déposé le 18 juin 2020 ainsi que les rapports ultérieurs au titre de l'Exchange Act, incluant le formulaire 10-K de 2024 et les formulaires 10-Q/8-K de 2025. Aucun nouvel état financier, levée de fonds ou modification des termes du plan n'est inclus. Equinix confirme son statut de large accelerated filer ; le directeur juridique Kurt Pletcher fournit l'avis juridique. Les dispositions standards d'indemnisation du Delaware, la liste des annexes et les procurations accompagnent le dépôt. Cet enregistrement étend la capacité d'actions pour de futures attributions aux employés, sans émettre immédiatement d'actions ni impacter les résultats financiers actuels.

Equinix (EQIX) reichte am 30. Juli 2025 ein Formular S-8 ein, um zusätzliche 3.300.000 Stammaktien (Nennwert $0,001) sowie damit verbundene Optionen und Rechte zur Ausgabe im Rahmen seines Equity Incentive Plans 2020 zu registrieren. Gemäß der Allgemeinen Anweisung E bezieht sich das Unternehmen auf sein zuvor am 18. Juni 2020 eingereichtes S-8 und nachfolgende Berichte gemäß Exchange Act, einschließlich des Formulars 10-K von 2024 sowie der Formulare 10-Q/8-K von 2025. Es sind keine neuen Finanzberichte, Kapitalerhöhungen oder Planänderungen enthalten. Equinix bestätigt seinen Status als Large Accelerated Filer; der Chief Legal Officer Kurt Pletcher stellt die Rechtsmeinung bereit. Die Einreichung enthält die üblichen Delaware-Vereinbarungen zur Entschädigung, die Ausstellungsverzeichnisse und Vollmachten. Die Registrierung erweitert die Aktienkapazität für zukünftige Mitarbeiteraktienprämien, führt jedoch nicht unmittelbar zur Ausgabe von Aktien oder beeinflusst die aktuellen Finanzergebnisse.

Positive
  • The filing ensures Equinix can continue granting equity, aiding talent retention and alignment between employees and shareholders.
Negative
  • Registering 3.3 million additional shares expands the potential share count, introducing incremental dilution risk for existing holders when awards vest.

Insights

TL;DR – Routine S-8 adds 3.3 M shares for employee equity; neutral impact, mild future dilution risk.

The filing merely increases the number of shares available under the 2020 Equity Incentive Plan. Such routine shelf registration does not affect cash flow or operations and is common for large tech firms with ongoing hiring needs. While the extra 3.3 million shares raise the theoretical share count, dilution only occurs when awards vest. No change in plan terms, strike prices, or governance was disclosed, so investor impact is presently neutral.

TL;DR – Maintains talent incentives; manageable dilution if exercised over time.

The additional share pool supports Equinix’s ability to attract and retain key staff in a competitive data-center market. Assuming staggered vesting, dilution should be incremental and offset by human-capital benefits. Because the filing does not trigger an immediate issuance or capital transaction, I view it as non-impactful for valuation models today, but I will monitor total shares outstanding in future 10-Qs.

Equinix (EQIX) ha presentato il modulo S-8 il 30 luglio 2025 per registrare ulteriori 3.300.000 azioni ordinarie (valore nominale $0,001), insieme alle opzioni e ai diritti correlati, da emettere nell'ambito del suo Piano di Incentivi Azionari 2020. Agendo secondo l'Istruzione Generale E, la società incorpora per riferimento il precedente modulo S-8 presentato il 18 giugno 2020 e le successive relazioni ai sensi dell'Exchange Act, inclusi il modulo 10-K del 2024 e i moduli 10-Q/8-K del 2025. Non sono incluse nuove dichiarazioni finanziarie, raccolte di capitale o modifiche ai termini del piano. Equinix conferma il proprio status di large accelerated filer; l'Avvocato Capo Kurt Pletcher fornisce l'opinione legale. La documentazione include le consuete disposizioni di indennizzo del Delaware, l'elenco degli allegati e le procure. La registrazione amplia la capacità di azioni per futuri premi azionari ai dipendenti, ma non comporta l'emissione immediata di azioni né influisce sui risultati finanziari attuali.

Equinix (EQIX) presentó un Formulario S-8 el 30 de julio de 2025 para registrar 3,300,000 acciones adicionales comunes (valor nominal $0.001), junto con opciones y derechos relacionados, para su emisión bajo su Plan de Incentivos de Capital 2020. Actuando bajo la Instrucción General E, la compañía incorpora por referencia su S-8 previa presentada el 18 de junio de 2020 y los informes posteriores bajo la Exchange Act, incluyendo el Formulario 10-K de 2024 y los Formularios 10-Q/8-K de 2025. No se incluyen nuevos estados financieros, aumentos de capital ni modificaciones a los términos del plan. Equinix confirma su condición de large accelerated filer; el Director Legal Kurt Pletcher suministra la opinión legal. La presentación incluye las disposiciones estándar de indemnización de Delaware, la lista de anexos y los poderes notariales. El registro amplía la capacidad de acciones para futuras concesiones de capital a empleados, pero no emite acciones ni afecta los resultados financieros actuales.

Equinix(EQIX)는 2025년 7월 30일에 3,300,000주의 보통주(액면가 $0.001)와 관련 옵션 및 권리를 추가로 등록하기 위해 Form S-8을 제출했습니다. 이는 2020년 주식 인센티브 계획에 따른 발행을 위한 것입니다. 일반 지침 E에 따라 회사는 2020년 6월 18일 제출한 이전 S-8과 2024년 Form 10-K, 2025년 Form 10-Q/8-K를 포함한 이후의 Exchange Act 보고서를 참조로 포함시켰습니다. 새로운 재무제표, 자본 조달 또는 계획 조건 변경은 포함되지 않았습니다. Equinix는 자신이 대형 가속 제출자(large accelerated filer)임을 확인하며, 최고 법률 책임자 Kurt Pletcher가 법적 의견을 제공합니다. 델라웨어 표준 면책 조항, 첨부 목록, 위임장도 함께 제출되었습니다. 이번 등록은 향후 직원 주식 보상용 주식 수를 확대하는 것이며, 즉시 주식을 발행하거나 현재 재무 결과에 영향을 미치지 않습니다.

Equinix (EQIX) a déposé un formulaire S-8 le 30 juillet 2025 pour enregistrer 3 300 000 actions ordinaires supplémentaires (valeur nominale de 0,001 $), ainsi que les options et droits associés, en vue de leur émission dans le cadre de son Plan d'Incitation en Actions 2020. Agissant conformément à l'Instruction Générale E, la société incorpore par référence son précédent formulaire S-8 déposé le 18 juin 2020 ainsi que les rapports ultérieurs au titre de l'Exchange Act, incluant le formulaire 10-K de 2024 et les formulaires 10-Q/8-K de 2025. Aucun nouvel état financier, levée de fonds ou modification des termes du plan n'est inclus. Equinix confirme son statut de large accelerated filer ; le directeur juridique Kurt Pletcher fournit l'avis juridique. Les dispositions standards d'indemnisation du Delaware, la liste des annexes et les procurations accompagnent le dépôt. Cet enregistrement étend la capacité d'actions pour de futures attributions aux employés, sans émettre immédiatement d'actions ni impacter les résultats financiers actuels.

Equinix (EQIX) reichte am 30. Juli 2025 ein Formular S-8 ein, um zusätzliche 3.300.000 Stammaktien (Nennwert $0,001) sowie damit verbundene Optionen und Rechte zur Ausgabe im Rahmen seines Equity Incentive Plans 2020 zu registrieren. Gemäß der Allgemeinen Anweisung E bezieht sich das Unternehmen auf sein zuvor am 18. Juni 2020 eingereichtes S-8 und nachfolgende Berichte gemäß Exchange Act, einschließlich des Formulars 10-K von 2024 sowie der Formulare 10-Q/8-K von 2025. Es sind keine neuen Finanzberichte, Kapitalerhöhungen oder Planänderungen enthalten. Equinix bestätigt seinen Status als Large Accelerated Filer; der Chief Legal Officer Kurt Pletcher stellt die Rechtsmeinung bereit. Die Einreichung enthält die üblichen Delaware-Vereinbarungen zur Entschädigung, die Ausstellungsverzeichnisse und Vollmachten. Die Registrierung erweitert die Aktienkapazität für zukünftige Mitarbeiteraktienprämien, führt jedoch nicht unmittelbar zur Ausgabe von Aktien oder beeinflusst die aktuellen Finanzergebnisse.

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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2025
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
Commission File No. 001-10362
MGM Resorts International
(Exact name of registrant as specified in its charter)
Delaware88-0215232
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer
Identification No.)
3600 Las Vegas Boulevard South, Las Vegas, Nevada 89109
(Address of principal executive offices) (Zip Code)
(702) 693-7120
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common stock (Par Value $0.01)MGMNew York Stock Exchange (NYSE)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filerAccelerated filer
Non-accelerated filer
Smaller reporting company
Emerging growth company
  
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes No
Indicate the number of shares outstanding of each of the issuer’s classes of common stock, as of the latest practicable date.
 Class  
 Outstanding at July 28, 2025
Common Stock, $0.01 par value 
272,191,042 shares





MGM RESORTS INTERNATIONAL AND SUBSIDIARIES
FORM 10-Q
I N D E X
  Page
PART I.
FINANCIAL INFORMATION
1
Item 1.
Financial Statements (Unaudited)
1
 
Consolidated Balance Sheets at June 30, 2025 and December 31, 2024
1
 
Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2025 and June 30, 2024
2
 
Consolidated Statements of Comprehensive Income for the Three and Six Months Ended June 30, 2025 and June 30, 2024
3
 
Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2025 and June 30, 2024
4
 
Consolidated Statements of Stockholders’ Equity for the Three and Six Months Ended June 30, 2025 and June 30, 2024
5
 
Condensed Notes to Consolidated Financial Statements
7
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
19
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
32
Item 4.
Controls and Procedures
32
PART II.
OTHER INFORMATION
34
Item 1.
Legal Proceedings
34
Item 1A.
Risk Factors
34
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
34
Item 5.
Other Information
34
Item 6.
Exhibits
35
SIGNATURES
36



Part I. FINANCIAL INFORMATION
Item 1.         Financial Statements
MGM RESORTS INTERNATIONAL AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
(Unaudited)
 June 30,
2025
December 31,
2024
ASSETS
Current assets  
Cash and cash equivalents$1,958,020 $2,415,532 
Accounts receivable, net1,043,734 1,071,412 
Inventories126,704 140,559 
Income tax receivable227,304 257,514 
Prepaid expenses and other502,705 478,582 
Total current assets3,858,467 4,363,599 
Property and equipment, net6,250,677 6,196,159 
Investments in and advances to unconsolidated affiliates484,187 380,626 
Goodwill 5,188,903 5,145,004 
Other intangible assets, net1,702,811 1,715,381 
Operating lease right-of-use assets, net23,251,222 23,532,287 
Deferred income taxes
55,881 39,591 
Other long-term assets, net907,247 858,980 
$41,699,395 $42,231,627 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities
Accounts and construction payable$383,466 $412,662 
Accrued interest on long-term debt71,467 69,916 
Other accrued liabilities2,712,152 2,869,105 
Total current liabilities3,167,085 3,351,683 
Deferred income taxes2,801,424 2,811,663 
Long-term debt, net6,205,142 6,362,098 
Operating lease liabilities25,012,186 25,076,139 
Other long-term obligations770,690 910,088 
Total liabilities37,956,527 38,511,671 
Commitments and contingencies (Note 7)
Redeemable noncontrolling interests31,681 34,805 
Stockholders' equity
Common stock, $0.01 par value: authorized 1,000,000,000 shares, issued and outstanding 272,182,138 and 294,374,189 shares
2,722 2,944 
Capital in excess of par value  
Retained earnings2,609,529 3,081,753 
Accumulated other comprehensive income (loss)361,519 (61,216)
Total MGM Resorts International stockholders' equity2,973,770 3,023,481 
Noncontrolling interests737,417 661,670 
Total stockholders’ equity3,711,187 3,685,151 
$41,699,395 $42,231,627 
The accompanying notes are an integral part of these consolidated financial statements.


1



MGM RESORTS INTERNATIONAL AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands, except per share data)
(Unaudited)
 Three Months Ended
June 30,
Six Months Ended
June 30,
 2025202420252024
Revenues  
Casino$2,329,798 $2,212,759 $4,581,946 $4,453,854 
Rooms860,401 898,998 1,723,809 1,855,399 
Food and beverage778,179 802,138 1,548,352 1,571,541 
Entertainment, retail and other436,492 413,480 827,845 830,051 
4,404,870 4,327,375 8,681,952 8,710,845 
Expenses
Casino1,333,850 1,221,755 2,578,160 2,493,599 
Rooms272,066 277,849 552,915 552,257 
Food and beverage576,633 571,430 1,136,928 1,129,510 
Entertainment, retail and other262,880 252,147 497,309 508,624 
General and administrative1,213,691 1,210,968 2,378,589 2,405,650 
Corporate expense124,096 124,078 266,447 253,744 
Preopening and start-up expenses 849 855 934 1,950 
Property transactions, net125 16,477 15,593 33,631 
Depreciation and amortization241,975 191,976 478,419 388,538 
4,026,165 3,867,535 7,905,294 7,767,503 
Income (loss) from unconsolidated affiliates25,860 (34,184)12,964 (59,308)
Operating income404,565 425,656 789,622 884,034 
Non-operating income (expense)
Interest expense, net of amounts capitalized(105,584)(112,739)(212,853)(222,776)
Non-operating items from unconsolidated affiliates(4,055)1,762 (3,793)1,626 
Other, net(161,170)(43,431)(172,436)(48,237)
(270,809)(154,408)(389,082)(269,387)
Income before income taxes133,756 271,248 400,540 614,647 
Benefit (provision) for income taxes(15,662)11,554 (55,715)(32,119)
Net income118,094 282,802 344,825 582,528 
Less: Net income attributable to noncontrolling interests(69,143)(95,730)(147,320)(177,980)
Net income attributable to MGM Resorts International$48,951 $187,072 $197,505 $404,548 
Earnings per share
Basic$0.18 $0.60 $0.70 $1.28 
Diluted$0.18 $0.60 $0.70 $1.27 
Weighted average common shares outstanding
Basic273,329 311,179 280,199 315,837 
Diluted275,615 314,420 282,328 319,092 
The accompanying notes are an integral part of these consolidated financial statements.
2


MGM RESORTS INTERNATIONAL AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(In thousands)
(Unaudited)
 Three Months Ended
June 30,
Six Months Ended
June 30,
 2025202420252024
Net income$118,094 $282,802 $344,825 $582,528 
Other comprehensive income (loss), net of tax:
Foreign currency translation266,824 (21,078)415,132 (106,268)
Comprehensive income384,918 261,724 759,957 476,260 
Less: Comprehensive income attributable to noncontrolling interests(62,473)(97,079)(139,717)(178,225)
Comprehensive income attributable to MGM Resorts International$322,445 $164,645 $620,240 $298,035 
The accompanying notes are an integral part of these consolidated financial statements.
3


MGM RESORTS INTERNATIONAL AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
(Unaudited)
 Six Months Ended June 30,
 20252024
Cash flows from operating activities  
Net income$344,825 $582,528 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization478,419 388,538 
Amortization of debt discounts and issuance costs13,862 13,708 
Loss on retirement of long-term debt 2,013 
Provision for credit losses29,757 29,838 
Stock-based compensation45,109 39,325 
Foreign currency transaction loss (gain)308,454 (37,166)
Property transactions, net15,593 33,631 
Noncash lease expense257,052 257,430 
Other investment (gains) losses(38,226)43,760 
(Income) loss from unconsolidated affiliates(9,171)57,682 
Distributions from unconsolidated affiliates6,825 11,088 
Deferred income taxes(27,997)(59,747)
Change in operating assets and liabilities:
Accounts receivable24,733 (74,066)
Inventories13,557 (6,178)
Income taxes receivable and payable, net29,074 (70,944)
Prepaid expenses and other(11,392)(3,996)
Accounts payable and accrued liabilities(194,910)(286,246)
Other(92,615)102,311 
Net cash provided by operating activities1,192,949 1,023,509 
Cash flows from investing activities
Capital expenditures(496,483)(410,322)
Dispositions of property and equipment91 1,681 
Investments in unconsolidated affiliates(85,487)(41,198)
Acquisitions, net of cash acquired (491)
Distributions from unconsolidated affiliates1,089 1,202 
Investments and other(24,540)63,719 
Net cash used in investing activities(605,330)(385,409)
Cash flows from financing activities  
Net borrowings under bank credit facilities - maturities of 90 days or less339,382 207,749 
Issuance of long-term debt 1,250,000 
Repayment of long-term debt(500,000)(1,500,000)
Debt issuance costs(40,839)(25,323)
Distributions to noncontrolling interest owners(80,037)(94,936)
Repurchases of common stock(717,163)(915,337)
Other(61,248)(45,605)
Net cash used in financing activities(1,059,905)(1,123,452)
Effect of exchange rate on cash, cash equivalents, and restricted cash13,867 (28,269)
Cash, cash equivalents, and restricted cash
Net change for the period(458,419)(513,621)
Balance, beginning of period2,503,064 3,014,896 
Balance, end of period $2,044,645 $2,501,275 
Supplemental cash flow disclosures
Interest paid, net of amounts capitalized$197,440 $211,735 
Federal, state, and foreign income taxes paid, net63,243 165,936 
The accompanying notes are an integral part of these consolidated financial statements.
4


MGM RESORTS INTERNATIONAL AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In thousands)
(Unaudited)
 Common Stock      
Shares Par Value Capital in Excess of Par Value  Retained Earnings  
Accumulated Other Comprehensive Income
 Total MGM Resorts International Stockholders’ Equity  Noncontrolling Interests  Total Stockholders’ Equity
Balances, April 1, 2025279,651 $2,797 $ $2,762,722 $88,025 $2,853,544 $732,792 $3,586,336 
Net income— — — 48,951 — 48,951 69,471 118,422 
Currency translation adjustment— — — — 273,494 273,494 (6,670)266,824 
Stock-based compensation— — 15,364 — — 15,364 778 16,142 
Issuance of common stock pursuant to stock-based compensation awards43 — (94)— — (94)— (94)
Distributions to noncontrolling interest owners— — — — — — (63,645)(63,645)
Repurchases of common stock (7,512)(75)(14,622)(202,175)— (216,872)— (216,872)
Adjustment of redeemable noncontrolling interest to redemption value— — — 31 — 31 — 31 
Other— — (648)— — (648)4,691 4,043 
Balances, June 30, 2025272,182 $2,722 $ $2,609,529 $361,519 $2,973,770 $737,417 $3,711,187 
Balances, January 1, 2025294,374 $2,944 $ $3,081,753 $(61,216)$3,023,481 $661,670 $3,685,151 
Net income— — — 197,505 — 197,505 147,849 345,354 
Currency translation adjustment— — — — 422,735 422,735 (7,603)415,132 
Stock-based compensation— — 43,122 — — 43,122 1,524 44,646 
Issuance of common stock pursuant to stock-based compensation awards74 1 (460)— — (459)— (459)
Distributions to noncontrolling interest owners— — — — — — (75,010)(75,010)
Repurchases of common stock (22,266)(223)(41,135)(669,719)— (711,077)— (711,077)
Adjustment of redeemable noncontrolling interest to redemption value— — — (10)— (10)— (10)
Other— — (1,527)— — (1,527)8,987 7,460 
Balances, June 30, 2025272,182 $2,722 $ $2,609,529 $361,519 $2,973,770 $737,417 $3,711,187 

The accompanying notes are an integral part of these consolidated financial statements.

5



MGM RESORTS INTERNATIONAL AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
(In thousands)
(Unaudited)
 Common Stock 
 Shares Par Value  Capital in Excess of Par Value  Retained Earnings  
Accumulated Other Comprehensive Income
 Total MGM Resorts International Stockholders’ Equity  Noncontrolling Interests  Total Stockholders’ Equity
Balances, April 1, 2024314,915 $3,149 $ $3,393,805 $59,810 $3,456,764 $570,513 $4,027,277 
Net income— — — 187,072 — 187,072 95,624 282,696 
Currency translation adjustment— — — — (22,427)(22,427)1,349 (21,078)
Stock-based compensation— — 11,729 — — 11,729 700 12,429 
Issuance of common stock pursuant to stock-based compensation awards44 — (597)— — (597)— (597)
Distributions to noncontrolling interest owners— — — — — — (61,106)(61,106)
Repurchases of common stock (9,994)(99)(3,978)(408,732)— (412,809)— (412,809)
Adjustment of redeemable noncontrolling interest to redemption value— — — 98 — 98 — 98 
Other— — (7,154)— — (7,154)(5,611)(12,765)
Balances, June 30, 2024304,965 $3,050 $ $3,172,243 $37,383 $3,212,676 $601,469 $3,814,145 
Balances, January 1, 2024326,550 $3,266 $ $3,664,008 $143,896 $3,811,170 $522,975 $4,334,145 
Net income— — — 404,548 — 404,548 177,672 582,220 
Currency translation adjustment— — — — (106,513)(106,513)245 (106,268)
Stock-based compensation— — 37,623 — — 37,623 1,407 39,030 
Issuance of common stock pursuant to stock-based compensation awards112 — (1,758)— — (1,758)— (1,758)
Distributions to noncontrolling interest owners— — — — — — (94,289)(94,289)
Repurchases of common stock (21,697)(216)(27,531)(896,544)— (924,291)— (924,291)
Adjustment of redeemable noncontrolling interest to redemption value— — — 231 — 231 — 231 
Other— — (8,334)— — (8,334)(6,541)(14,875)
Balances, June 30, 2024304,965 $3,050 $ $3,172,243 $37,383 $3,212,676 $601,469 $3,814,145 

The accompanying notes are an integral part of these consolidated financial statements.
6


MGM RESORTS INTERNATIONAL AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

NOTE 1 — ORGANIZATION

Organization. MGM Resorts International, a Delaware corporation, (together with its consolidated subsidiaries, unless otherwise indicated or unless the context requires otherwise, the “Company”) is a global gaming and entertainment company with domestic and international locations featuring hotels and casinos, convention, dining, and retail offerings, and sports betting and online gaming operations.

As of June 30, 2025, the Company’s domestic casino resorts include the following integrated casino, hotel and entertainment resorts in Las Vegas, Nevada: Aria (including Vdara), Bellagio, The Cosmopolitan of Las Vegas (The Cosmopolitan”), MGM Grand Las Vegas (including The Signature), Mandalay Bay (including W Las Vegas and Four Seasons), Luxor, New York-New York, Park MGM (including NoMad Las Vegas), and Excalibur. The Company also operates MGM Grand Detroit in Detroit, Michigan, MGM National Harbor in Prince George’s County, Maryland, MGM Springfield in Springfield, Massachusetts, Borgata in Atlantic City, New Jersey, Empire City in Yonkers, New York, MGM Northfield Park in Northfield Park, Ohio, and Beau Rivage in Biloxi, Mississippi. Additionally, the Company operates The Park, a dining and entertainment district located between New York-New York and Park MGM. The Company leases the real estate assets of its domestic properties pursuant to triple net lease agreements.

The Company has an approximate 56% controlling interest in MGM China Holdings Limited (together with its subsidiaries, “MGM China”), which owns MGM Grand Paradise, S.A. (“MGM Grand Paradise”). MGM Grand Paradise owns and operates MGM Macau and MGM Cotai, two integrated casino, hotel and entertainment resorts in Macau, as well as the related gaming concession and land concessions.

The Company also owns LV Lion Holding Limited (together with its subsidiaries, “LeoVegas”), a consolidated subsidiary that has global online gaming operations headquartered in Sweden and Malta. Additionally, the Company and its venture partner, Entain plc, each have a 50% ownership interest in BetMGM, LLC (“BetMGM North America Venture”), an unconsolidated affiliate, which provides online sports betting and gaming in certain jurisdictions in North America. The Company also has a 50% ownership interest in MGM Osaka Corporation (“MGM Osaka”), an unconsolidated affiliate, which is developing an integrated resort in Osaka, Japan.

Reportable segments. The Company has four reportable segments: Las Vegas Strip Resorts, Regional Operations, MGM China, and MGM Digital. See Note 10 for additional information about the Company’s segments.


NOTE 2 — BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation. As permitted by the rules and regulations of the Securities and Exchange Commission (“SEC”), certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted. These consolidated financial statements should be read in conjunction with the Company’s 2024 annual consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.

In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments, which include only normal recurring adjustments, necessary to present fairly the Company’s interim financial statements. The results for such periods are not necessarily indicative of the results to be expected for the full year.

Principles of consolidation. The Company evaluates entities for which control is achieved through means other than voting rights to determine if it is the primary beneficiary of a variable interest entity (“VIE”). The Company consolidates its investment in a VIE when it determines that it is its primary beneficiary. Bellagio REIT Venture (the landlord of Bellagio, which is a venture in which the Company has a 5% ownership interest) and MGM Osaka are VIEs in which the Company is not the primary beneficiary because it does not have power on its own to direct the activities that could potentially be significant to the ventures and, accordingly, does not consolidate the ventures. The Company may change its original assessment of a VIE upon subsequent events such as the modification of contractual arrangements that affect the characteristics or adequacy of the entity’s equity investments at risk and the disposition of all or a portion of an interest held by the primary beneficiary. The Company performs this analysis on an ongoing basis.

7


For entities determined not to be a VIE, the Company consolidates such entities in which the Company owns 100% of the equity. For entities in which the Company owns less than 100% of the equity interest, the Company consolidates the entity under the voting interest model if it has a controlling financial interest based upon the terms of the respective entities’ ownership agreements, such as MGM China. For these entities, the Company records a noncontrolling interest in the consolidated balance sheets and all intercompany balances and transactions are eliminated in consolidation. If the entity does not qualify for consolidation under the voting interest model and the Company has significant influence over the operating and financial decisions of the entity, the Company generally accounts for the entity under the equity method, such as BetMGM North America Venture, which does not qualify for consolidation as the Company has joint control, given the entity is structured with substantive participating rights whereby both owners participate in the decision making process, which prevents the Company from exerting a controlling financial interest in such entity, as defined in Accounting Standards Codification (“ASC”) 810. For entities over which the Company does not have significant influence, the Company accounts for its equity investment under ASC 321.
Reclassifications. Certain reclassifications have been made to conform the prior period presentation.

Fair value measurements. Fair value measurements affect the Company’s accounting and impairment assessments of its long-lived assets, investments in unconsolidated affiliates or equity interests, assets acquired, and liabilities assumed in an acquisition, and goodwill and other intangible assets. Fair value measurements also affect the Company’s accounting for certain of its financial assets and liabilities. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date and is measured according to a hierarchy that includes: Level 1 inputs, such as quoted prices in an active market; Level 2 inputs, which are quoted prices for identical or comparable instruments or pricing using observable market data; or Level 3 inputs, which are unobservable inputs. The Company used the following inputs in its fair value measurements:

Level 1 inputs when measuring its equity investments recorded at fair value;
Level 2 inputs for its long-term debt fair value disclosures; See Note 4;
Level 2 inputs for its derivatives, and
Level 1 and Level 2 inputs for its debt investments.

Equity investments. Fair value is measured based upon trading prices on the applicable securities exchange for equity investments for which the Company has elected the fair value option of ASC 825 and equity investments accounted for under ASC 321 that have a readily determinable fair value. The fair value of these investments was $421 million and $388 million as of June 30, 2025 and December 31, 2024, respectively, and is reflected within “Other long-term assets, net” on the consolidated balance sheets. Gains and losses are recorded in “Other, net” in the statements of operations. For the three and six months ended June 30, 2025 the Company recorded a net gain on its equity investments of less than $1 million and $32 million, respectively. For the three and six months ended June 30, 2024, the Company recorded a net loss on its equity investments of $26 million and $50 million, respectively.

Derivatives. The Company uses derivatives that are not designated for hedge accounting. The changes in fair value of these derivatives are recorded within “Other, net” in the statements of operations and within “Other” in operating activities in the statements of cash flows. The balance sheet classification of the derivatives in a current liability position are within “Other accrued liabilities,” a long-term liability position are within “Other long-term obligations,” a current asset position are within “Prepaid expenses and other,” and a long-term asset position are within “Other long-term assets, net.”

As of June 30, 2025, the Company has forward currency exchange contracts to manage its exposure to changes in foreign currency exchange rates. As of June 30, 2025, the fair value of derivatives classified as assets were $10 million, with $3 million within current assets and $7 million within long-term assets and liabilities of $12 million within current liabilities. As of December 31, 2024, the fair value of derivatives classified as liabilities were $96 million, with $57 million in current liabilities and $39 million in long-term liabilities.

For the three and six months ended June 30, 2025, the Company recorded a net gain on its derivatives of $34 million and $75 million, respectively. For the three and six months ended June 30, 2024, the Company recorded a net loss on its derivatives of $62 million and $100 million, respectively.

Debt investments. The Company’s investments in debt securities are classified as trading securities and recorded at fair value. Gains and losses are recorded in “Other, net” in the statements of operations. Debt securities are considered cash equivalents if the criteria for such classification is met or otherwise classified as short-term investments within “Prepaid expenses and other” since the investment of cash is available for current operations.
8


The following table presents information regarding the Company’s debt investments:

Fair value levelJune 30, 2025December 31, 2024
(In thousands)
Cash and cash equivalents:
Money market funds
Level 1
$195,084 $52,794 
Cash and cash equivalents
195,084 52,794 
Short-term investments:
U.S. government securitiesLevel 119,690 19,075 
Corporate bondsLevel 2174,643 171,117 
Asset-backed securities
Level 2
12,053 9,960 
Short-term investments
206,386 200,152 
Total debt investments
$401,470 $252,946 

Cash and cash equivalents. Cash and cash equivalents consist of cash and highly liquid investments with maturities of 90 days or less at the date of purchase. The fair value of cash and cash equivalents approximates carrying value because of the short maturity of those instruments (Level 1).

Restricted cash. MGM China’s pledged cash of $87 million for each of June 30, 2025 and December 31, 2024, securing the bank guarantees discussed in Note 7 is restricted in use and classified within “Other long-term assets, net.” Such amounts plus “Cash and cash equivalents” on the consolidated balance sheets equal “Cash, cash equivalents, and restricted cash” on the consolidated statements of cash flows as of June 30, 2025 and December 31, 2024.

Accounts receivable. As of June 30, 2025 and December 31, 2024, the loss reserve on accounts receivable was $140 million and $135 million, respectively.

Accounts payable. As of June 30, 2025 and December 31, 2024, the Company had accrued $91 million and $109 million, respectively, for purchases of property and equipment within “Accounts and construction payable” on the consolidated balance sheets.

Revenue recognition. Contract and Contract-Related Liabilities. There may be a difference between the timing of cash receipts from the customer and the recognition of revenue, resulting in a contract or contract-related liability. The Company generally has three types of liabilities related to contracts with customers: (1) outstanding chip liability, which represents the amounts owed in exchange for gaming chips held by a customer, (2) loyalty program obligations, which represents the deferred allocation of revenue relating to loyalty program incentives earned, and (3) customer advances and other, which is primarily funds deposited by customers before gaming play occurs (“casino front money”) and advance payments on goods and services yet to be provided, such as advance ticket sales and deposits on rooms and convention space or for unpaid wagers. These liabilities are generally expected to be recognized as revenue within one year of being purchased, earned, or deposited and are recorded within “Other accrued liabilities” on the consolidated balance sheets.

The following table summarizes the activity related to contract and contract-related liabilities:
 Outstanding Chip LiabilityLoyalty ProgramCustomer Advances and Other
 2025 20242025 20242025 2024
 (In thousands)
Balance at January 1$215,710 $211,606 $215,005 $201,973 $825,236 $766,226 
Balance at June 30222,259 213,685 213,502 203,099 764,446 799,658 
Increase / (decrease)$6,549 $2,079 $(1,503)$1,126 $(60,790)$33,432 

Revenue by source. The Company presents the revenue earned disaggregated by the type or nature of the good or service (casino, room, food and beverage, and entertainment, retail and other) within Note 10.

Leases. Refer to Note 6 for information regarding leases under which the Company is a lessee. The Company is a lessor under certain other lease arrangements. Lease revenues earned by the Company from third parties are classified within the line item corresponding to the type or nature of the tenant’s good or service. For the three and six months ended
9


June 30, 2025, lease revenues from third-party tenants include $19 million and $36 million recorded within food and beverage revenue, respectively, and $29 million and $57 million recorded within entertainment, retail, and other revenue for the same such periods, respectively. For the three and six months ended June 30, 2024, lease revenues from third-party tenants include $21 million and $41 million recorded within food and beverage revenue, respectively and $29 million and $58 million recorded within entertainment, retail, and other revenue for the same such periods, respectively. Lease revenues from the rental of hotel rooms are recorded as rooms revenues within the consolidated statements of operations.

NOTE 3 — INVESTMENTS IN AND ADVANCES TO UNCONSOLIDATED AFFILIATES

Investments in and advances to unconsolidated affiliates were $484 million and $381 million as of June 30, 2025 and December 31, 2024, respectively. The Company’s share of losses of BetMGM North America Venture in excess of its equity method investment balance is $80 million and $89 million as of June 30, 2025 and December 31, 2024, respectively, which is recorded within “Other accrued liabilities” on the consolidated balance sheets.

The Company recorded its share of income (loss) from unconsolidated affiliates as follows:
 Three Months Ended
June 30,
Six Months Ended
June 30,
 2025202420252024
 (In thousands)
Income (loss) from unconsolidated affiliates$25,860 $(34,184)$12,964 $(59,308)
Non-operating items from unconsolidated affiliates(4,055)1,762 (3,793)1,626 
 $21,805 $(32,422)$9,171 $(57,682)

The following table summarizes information related to the Company’s share of operating income (loss) from unconsolidated affiliates:
 Three Months Ended
June 30,
Six Months Ended
June 30,
 2025202420252024
 (In thousands)
BetMGM North America Venture
$21,770 $(38,391)$6,569 $(70,992)
Other4,090 4,207 6,395 11,684 
 $25,860 $(34,184)$12,964 $(59,308)

10


NOTE 4 — LONG-TERM DEBT

Long-term debt consisted of the following:
 June 30,
2025
 December 31,
2024
 (In thousands)
MGM China revolving credit facility
$815,292 $ 
MGM China first revolving credit facility 477,567 
5.25% MGM China senior notes, due 2025
 500,000 
5.875% MGM China senior notes, due 2026
750,000 750,000 
4.625% senior notes, due 2026
400,000 400,000 
5.5% senior notes, due 2027
675,000 675,000 
4.75% MGM China senior notes, due 2027
750,000 750,000 
4.75% senior notes, due 2028
750,000 750,000 
6.125% senior notes, due 2029
850,000 850,000 
7.125% MGM China senior notes, due 2031
500,000 500,000 
6.5% senior notes, due 2032
750,000 750,000 
7% debentures, due 2036
552 552 
 6,240,844 6,403,119 
Less: Unamortized discounts and debt issuance costs, net
(35,702)(41,021)
$6,205,142 $6,362,098 

MGM China’s senior notes due within one year of the applicable balance sheet date were classified as long-term as MGM China had both the intent and ability to refinance the notes on a long-term basis.

Senior secured credit facility. At June 30, 2025, the Company’s senior secured credit facility consisted of a $2.3 billion revolving credit facility, of which no amounts were drawn.

The Company’s senior secured credit facility contains customary representations and warranties, events of default and positive and negative covenants. The Company was in compliance with its credit facility covenants at June 30, 2025.

MGM China revolving credit facility. In April 2025, MGM China entered into the MGM China revolving credit facility and subsequently repaid in full, the amounts outstanding under the MGM China first revolving credit facility with borrowings under the MGM China revolving credit facility. The total commitments of the MGM China first revolving credit facility and MGM China second revolving credit facility were cancelled in full.

At June 30, 2025, the MGM China revolving credit facility consisted of a HK$23.4 billion (approximately $3.0 billion) senior unsecured revolving credit facility, which matures in April 2030 and bears interest at a fluctuating rate per annum based on the Hong Kong Interbank Offer Rate plus 1.625% to 2.75%, as determined by MGM China’s leverage ratio. At June 30, 2025, the weighted average interest rate was 2.22%. The MGM China revolving credit facility contains customary representations and warranties, events of default, and positive, negative and financial covenants, including that MGM China maintains compliance with a maximum leverage ratio and a minimum interest coverage ratio. MGM China was in compliance with its credit facility covenants at June 30, 2025.

Senior notes. In April 2024, the Company issued $750 million in aggregate principal amount of 6.5% notes due 2032. The Company used the net proceeds from the offering to fund the early redemption of its $750 million in aggregate principal amount of 6.75% notes due 2025 in May 2024.

MGM China senior notes. In June 2025, MGM China repaid its $500 million in aggregate principal amount of 5.25% notes due 2025 with borrowings under the MGM China revolving credit facility.

In June 2024, MGM China issued $500 million in aggregate principal amount of 7.125% notes due 2031.

In May 2024, MGM China repaid its $750 million in aggregate principal amount of 5.375% notes due 2024.
11



Fair value of long-term debt. The estimated fair value of the Company’s long-term debt was $6.3 billion at each of June 30, 2025 and December 31, 2024.

NOTE 5 — INCOME TAXES

For interim income tax reporting the Company estimates its annual effective income tax rate and applies it to its year-to-date ordinary income. The income tax effects of unusual or infrequently occurring items, including changes in judgment about valuation allowances and effects of changes in tax laws or rates, are reported in the interim period in which they occur. The Company’s effective income tax rate was 11.7% and 13.9% for the three and six months ended June 30, 2025, respectively, and (4.3%) and 5.2% for the three and six months ended June 30, 2024, respectively.

The Company recognizes deferred income tax assets, net of applicable reserves, related to net operating losses, tax credit carryforwards and certain temporary differences. The Company recognizes future tax benefits to the extent that realization of such benefit is more likely than not. Otherwise, a valuation allowance is applied.

During the three months ended June 30, 2025, the Company received a closing letter from the IRS for the examination of its U.S. consolidated federal income tax returns for tax years 2015 through 2019. No material changes occurred as a result of the closure. The Company anticipates receiving its related refund claim in the next twelve months.

On July 4, 2025, the One Big Beautiful Bill (OBBB) Act was signed into law in the United States and the Company continues to assess the impact on its financial statements.

NOTE 6 — LEASES

The Company leases real estate, land underlying certain of its properties, and various equipment under operating and, to a lesser extent, finance lease arrangements.

Other information. Components of lease costs and other information related to the Company’s leases were:
 Three Months Ended
June 30,
Six Months Ended
June 30,
 2025202420252024
 (In thousands)
Operating lease cost, primarily classified within “General and administrative”(1)
$574,304 $575,258 $1,148,461 $1,150,201 
Finance lease costs
Interest expense$4,068 $9,926 $8,386 $18,810 
Amortization expense18,031 13,060 36,202 25,956 
Total finance lease costs$22,099 $22,986 $44,588 $44,766 
(1) Operating lease cost includes $83 million for each of the three months ended June 30, 2025 and 2024 and $166 million for each of the six months ended June 30, 2025 and 2024 related to the Bellagio lease, which is held with a related party.

12


 June 30,
2025
December 31,
2024
(In thousands)
Operating leases
Operating lease ROU assets, net(1)
$23,251,222 $23,532,287 
Operating lease liabilities - current, classified within “Other accrued liabilities”
$92,563 $98,021 
Operating lease liabilities - long-term(2)
25,012,186 25,076,139 
Total operating lease liabilities$25,104,749 $25,174,160 
Finance leases
Finance lease ROU assets, net, classified within “Property and equipment, net”
$264,857 $304,645 
Finance lease liabilities - current, classified within “Other accrued liabilities”
$72,941 $74,191 
Finance lease liabilities - long-term, classified within “Other long-term obligations”
208,613 243,256 
Total finance lease liabilities$281,554 $317,447 
Weighted average remaining lease term (years)
Operating leases2424
Finance leases98
Weighted average discount rate (%)
Operating leases7 7 
Finance leases6 6 
(1) As of June 30, 2025 and December 31, 2024, operating lease right-of-use assets (“ROU”), net included $3.4 billion related to the Bellagio lease.
(2) As of June 30, 2025 and December 31, 2024, operating lease liabilities – long-term included $3.8 billion related to the Bellagio lease. As of June 30, 2025 and December 31, 2024, operating lease liabilities – current included $6 million and $3 million related to the Bellagio lease, respectively.

 Six Months Ended
June 30,
 20252024
Cash paid for amounts included in the measurement of lease liabilities(In thousands)
Operating cash outflows from operating leases$938,333 $916,403 
Operating cash outflows from finance leases8,386 7,471 
Financing cash outflows from finance leases(1)
33,883 22,536 
ROU assets obtained in exchange for new lease liabilities
Operating leases$5,555 $3,351 
Finance leases 186,924 
(1) Included within “Other” within “Cash flows from financing activities” on the consolidated statements of cash flows.

13


Maturities of lease liabilities were as follows:
 Operating Leases  Finance Leases
Year ending December 31, (In thousands)
2025 (excluding the six months ended June 30, 2025)$926,563 $45,982 
20261,881,588 81,692 
20271,909,407 81,454 
20281,940,997 29,568 
20291,973,263 7,046 
Thereafter46,972,576 121,202 
Total future minimum lease payments55,604,394 366,944 
Less: Amount of lease payments representing interest(30,499,645)(85,390)
Present value of future minimum lease payments25,104,749 281,554 
Less: Current portion(92,563)(72,941)
Long-term portion of lease liabilities$25,012,186 $208,613 

NOTE 7 — COMMITMENTS AND CONTINGENCIES

Cybersecurity litigation, claims, and investigations. In September 2023, through unauthorized access to certain of its U.S. systems, third-party criminal actors accessed, for some of the Company’s customers, personal information (including name, contact information (such as phone number, email address and postal address), gender, date of birth and driver’s license numbers). For a limited number of customers, Social Security numbers and passport numbers were also accessed by the criminal actors. The Company has notified individuals impacted by this issue in accordance with federal and state law.

In connection with this cybersecurity issue, the Company became subject to consumer class actions in U.S. and Canadian courts. These class actions assert a variety of common law and statutory claims based on allegations that the Company failed to use reasonable security procedures and practices to safeguard customers’ personal information, and seek monetary and statutory damages, injunctive relief and other related relief. The Company reached a settlement for $45 million to resolve the purported U.S. civil class action litigation related to the 2023 cybersecurity issue and a 2019 cybersecurity issue, which was paid by insurance carriers into a settlement fund in February 2025. The District Court for the District of Nevada approved the parties' settlement in the U.S. class actions and entered judgment in June 2025. In addition, the Company continues to be subject to investigations by state regulators, which also could result in monetary fines and other relief. The Company cannot predict the timing or outcome of any of these potential matters, or whether the Company may be subject to additional legal proceedings, claims, regulatory inquiries, investigations, or enforcement actions. While the Company believes it is reasonably possible that it may incur losses associated with the above-described proceedings, it is not possible to estimate the amount of loss or range of loss, if any, that might result from adverse judgments, settlements, or other resolution given the preliminary stage of these proceedings.

Other litigation. The Company is a party to various other legal proceedings, most of which relate to routine matters incidental to its business. Management does not believe that the outcome of such proceedings will have a material adverse effect on the Company’s financial position, results of operations or cash flows.

Commitments and guarantees. MGM China bank guarantees. In connection with the issuance of the gaming concession in January 2023, bank guarantees were provided to the government of Macau in the amount of MOP 1 billion (approximately $124 million as of June 30, 2025) to warrant the fulfillment of labor liabilities and of damages or losses that may result if there is noncompliance with the concession. The guarantees expire 180 days after the end of the concession term. As of June 30, 2025, MOP 700 million of the bank guarantees (approximately $87 million as of June 30, 2025) were secured by pledged cash.

Bellagio REIT shortfall guarantee. The Company provides a shortfall guarantee of the $3.01 billion principal amount of indebtedness (and any interest accrued and unpaid thereon) of the landlord of Bellagio, Bellagio REIT Venture, which is a VIE and a related party, for which such indebtedness matures in 2029. The terms of the shortfall guarantee provide that after the lenders have exhausted certain remedies to collect on the obligations under the indebtedness, the Company would then be responsible for any shortfall between the value of the collateral, which is the real estate assets of the applicable property owned by the landlord, and the debt obligation. The guarantee is accounted for under ASC 460 at fair value; such value is immaterial.
14



MGM Osaka guarantees. The Company provides for guarantees (1) in the amount of 12.65 billion yen (approximately $88 million as of June 30, 2025) for 50% of MGM Osaka’s obligations to Osaka under various agreements related to the venture’s development of an integrated resort in Osaka, Japan and (2) of an uncapped amount to provide funding to MGM Osaka, if necessary, for the completion of the construction and full opening of the integrated resort. The guarantees expire when the obligations relating to the full opening of the integrated resort are fulfilled. The guarantees are accounted for under ASC 460 at fair value; such value is immaterial. Additionally, the Company’s ownership interest in MGM Osaka, which had a carrying value of $379 million as of June 30, 2025, is pledged as collateral for MGM Osaka’s obligations under its credit agreement.

MGM Osaka funding commitment. The Company has commitments to fund MGM Osaka of 428 billion yen, of which an estimated amount of approximately 380 billion yen (approximately $2.6 billion as of June 30, 2025) remains to be funded as of June 30, 2025. The amount and timing of funding is expected to change as a result of project progress, inflation, and other factors. During the three and six months ended June 30, 2025, the Company funded 12.3 billion yen (approximately $85 million) of the committed amount. During the three and six months ended June 30, 2024, the Company funded 1.6 billion yen (approximately $10 million) and 3.0 billion yen (approximately $20 million) of the committed amount, respectively.

Other guarantees. The Company and its subsidiaries are party to various guarantee contracts in the normal course of business, which are generally supported by letters of credit issued by financial institutions. The Company’s senior credit facility limits the amount of letters of credit that can be issued to $1.35 billion. At June 30, 2025, $25 million in letters of credit were outstanding under the Company’s senior credit facility. The amount of available borrowings under the credit facility is reduced by any outstanding letters of credit.

NOTE 8 — EARNINGS PER SHARE

The table below reconciles basic and diluted earnings per share of common stock. Diluted weighted-average common and common equivalent shares include adjustments for potential dilution of stock-based awards outstanding under the Company’s stock compensation plan. Antidilutive share-based awards excluded from the diluted earnings per share calculation are not material.
 Three Months Ended
June 30,
Six Months Ended
June 30,
 2025202420252024
 
(In thousands)
Numerator:  
Net income attributable to MGM Resorts International$48,951 $187,072 $197,505 $404,548 
Adjustment related to redeemable noncontrolling interests31 98 (10)231 
Net income available to common stockholders – basic and diluted$48,982 $187,170 $197,495 $404,779 
Denominator:
Weighted-average common shares outstanding – basic273,329 311,179 280,199 315,837 
Potential dilution from stock-based awards
2,286 3,241 2,129 3,255 
Weighted-average common and common equivalent shares – diluted275,615 314,420 282,328 319,092 

NOTE 9 — STOCKHOLDERS’ EQUITY

MGM Resorts International stock repurchases. In February 2023, the Company announced that the Board of Directors authorized a $2.0 billion stock repurchase plan, in November 2023, the Company announced that the Board of Directors authorized a $2.0 billion stock repurchase plan, and in April 2025, the Company announced that the Board of Directors authorized a $2.0 billion stock repurchase plan. Under these stock repurchase plans, the Company may repurchase shares from time to time in the open market or in privately negotiated agreements. Repurchases of common stock may also be made under a Rule 10b5-1 plan, which would permit common stock to be repurchased when the Company might otherwise be precluded from doing so under insider trading laws. The timing, volume and nature of stock repurchases will be at the sole discretion of management, dependent on market conditions, applicable securities laws, and other factors, and may be suspended or discontinued at any time.

During the three months ended June 30, 2024, the Company repurchased approximately 10 million shares of its
15


common stock for an aggregate amount of $413 million. During the six months ended June 30, 2024, the Company repurchased approximately 22 million shares of its common stock for an aggregate amount of $924 million. In connection with these repurchases, the February 2023 stock repurchase plan was completed. Repurchased shares were retired.

During the three months ended June 30, 2025, the Company repurchased approximately 8 million shares of its common stock for an aggregate amount of $217 million. During the six months ended June 30, 2025, the Company repurchased approximately 22 million shares of its common stock for an aggregate amount of $711 million. Repurchased shares were retired. The remaining availability under the November 2023 $2.0 billion stock repurchase plan was $122 million and the remaining availability under the April 2025 $2.0 billion stock repurchase plan was $2.0 billion as of June 30, 2025.

NOTE 10 — SEGMENT INFORMATION

The Company’s management views the operations of each of its casino properties as an operating segment which are aggregated into the reportable segments of Las Vegas Strip Resorts, Regional Operations, and MGM China based on their similar economic characteristics, types of customers, types of services and products provided, the regulatory environments in which they operate and their management and reporting structure. The Company’s interactive gaming operations are reported within the MGM Digital reportable segment. During the fourth quarter of 2024, the Company added MGM Digital as a reportable segment to reflect the Company’s strategic focus on interactive gaming. The corresponding items of segment information for MGM Digital, which were previously included within “Corporate and other”, as applicable, were recast for prior periods.

Las Vegas Strip Resorts. Las Vegas Strip Resorts consists of the following casino resorts in Las Vegas, Nevada: Aria (including Vdara), Bellagio, The Cosmopolitan, MGM Grand Las Vegas (including The Signature), Mandalay Bay (including W Las Vegas and Four Seasons), Luxor, New York-New York (including The Park), Excalibur, and Park MGM (including NoMad Las Vegas).

Regional Operations. Regional Operations consists of the following casino properties: MGM Grand Detroit in Detroit, Michigan; Beau Rivage in Biloxi, Mississippi; Borgata in Atlantic City, New Jersey; MGM National Harbor in Prince George’s County, Maryland; MGM Springfield in Springfield, Massachusetts; Empire City in Yonkers, New York; and MGM Northfield Park in Northfield Park, Ohio.

MGM China. MGM China consists of MGM Macau and MGM Cotai.

MGM Digital. MGM Digital consists of LeoVegas and other consolidated subsidiaries that offer interactive gaming.

The Company’s operations related to investments in unconsolidated affiliates, and certain other corporate operations and management services have not been identified as separate reportable segments; therefore, these operations are included in “Corporate and other” in the following segment disclosures to reconcile to consolidated results.

Segment Adjusted EBITDAR is the Company’s reportable segment GAAP measure, which management utilizes as the primary profit measure for its reportable segments and underlying operating segments. Segment Adjusted EBITDAR is a measure defined as earnings before interest and other non-operating income (expense), income taxes, depreciation and amortization, preopening and start-up expenses, property transactions, net, triple net lease rent expense, income (loss) from unconsolidated affiliates, and also excludes corporate expense and stock compensation expense, which are not allocated to each operating segment. Triple net lease rent expense is the expense for rent to landlords under triple net operating leases for its domestic properties, the ground subleases of Beau Rivage and MGM National Harbor, and the land concessions at MGM China.
16


Three Months Ended
June 30,
Six Months Ended
June 30,
 202520242025 2024
Net revenue(In thousands)
Las Vegas Strip Resorts
Casino$456,581 $484,739 $994,840 $982,287 
Rooms734,850 767,294 1,484,899 1,594,547 
Food and beverage584,948 624,241 1,170,987 1,223,522 
Entertainment, retail and other338,313 329,188 640,086 660,135 
2,114,692 2,205,462 4,290,812 4,460,491 
Regional Operations
Casino710,115 684,037 1,382,090 1,369,005 
Rooms79,813 78,532 146,538 144,465 
Food and beverage115,575 111,906 224,656 219,659 
Entertainment, retail and other59,109 52,663 111,747 103,488 
964,612 927,138 1,865,031 1,836,617 
MGM China
Casino977,397 891,241 1,873,249 1,811,289 
Rooms45,738 53,171 92,372 116,386 
Food and beverage77,656 65,991 152,709 128,360 
Entertainment, retail and other9,302 7,788 19,235 18,173 
1,110,093 1,018,191 2,137,565 2,074,208 
MGM Digital
Casino163,861 143,347 291,919 270,955 
Reportable segment net revenues4,353,258 4,294,138 8,585,327 8,642,271 
Corporate and other51,612 33,237 96,625 68,574 
 $4,404,870 $4,327,375 $8,681,952 $8,710,845 
Three Months Ended
June 30,
Six Months Ended
June 30,
 202520242025 2024
Expenses(In thousands)
Las Vegas Strip Resorts
Payroll related$666,550 $658,503 $1,328,296 $1,302,086 
Cost of sales129,926 134,154 257,683 269,342 
Gaming taxes53,824 56,447 113,034 114,391 
Other segment items(1)
553,896 574,069 1,070,143 1,164,595 
1,404,196 1,423,173 2,769,156 2,850,414 
Regional Operations
Payroll related232,239 228,127 461,186 455,365 
Cost of sales40,847 40,707 78,061 80,051 
Gaming taxes195,672 189,300 380,386 375,296 
Other segment items(1)
187,198 180,626 357,700 363,425 
655,956 638,760 1,277,333 1,274,137 
MGM China
Payroll related154,776 140,744 299,984 273,910 
Cost of sales27,350 23,624 54,850 45,974 
Gaming taxes500,143 447,914 948,919 926,233 
Other segment items(1)
126,482 112,046 246,905 233,042 
808,751 724,328 1,550,658 1,479,159 
MGM Digital
Payroll related32,854 19,122 62,391 39,491 
Marketing costs67,002 65,298 124,795 124,332 
Gaming taxes39,564 30,735 70,189 59,549 
Other segment items(2)
50,139 42,128 94,635 80,309 
$189,559 $157,283 $352,010 $303,681 
(1) Other segment items primarily include corporate allocations, service provider costs, promotional expense, and other miscellaneous expenses.
(2) Other segment items primarily include third party game provider fees, service provider costs, and other miscellaneous expenses.
17


Three Months Ended
June 30,
Six Months Ended
June 30,
2025202420252024
(In thousands)
Segment Adjusted EBITDAR
Las Vegas Strip Resorts$710,496 $782,289 $1,521,656 $1,610,077 
Regional Operations 308,656 288,378 587,698 562,480 
MGM China301,342 293,863 586,907 595,049 
MGM Digital(25,698)(13,936)(60,091)(32,726)
1,294,796 1,350,594 2,636,170 2,734,880 
 
Other operating income (expense)
Corporate and other, net(108,726)(117,260)(235,675)(238,894)
Preopening and start-up expenses(849)(855)(934)(1,950)
Property transactions, net (125)(16,477)(15,593)(33,631)
Depreciation and amortization(241,975)(191,976)(478,419)(388,538)
Triple net lease rent expense(564,416)(564,186)(1,128,891)(1,128,525)
Income (loss) from unconsolidated affiliates25,860 (34,184)12,964 (59,308)
Operating income404,565 425,656 789,622 884,034 
Non-operating income (expense)
Interest expense, net of amounts capitalized(105,584)(112,739)(212,853)(222,776)
Non-operating items from unconsolidated affiliates(4,055)1,762 (3,793)1,626 
Other, net(161,170)(43,431)(172,436)(48,237)
(270,809)(154,408)(389,082)(269,387)
Income before income taxes133,756 271,248 400,540 614,647 
Benefit (provision) for income taxes(15,662)11,554 (55,715)(32,119)
Net income118,094 282,802 344,825 582,528 
Less: Net income attributable to noncontrolling interests(69,143)(95,730)(147,320)(177,980)
Net income attributable to MGM Resorts International$48,951 $187,072 $197,505 $404,548 

 Three Months Ended
June 30,
Six Months Ended
June 30,
 2025202420252024
Capital expenditures:(In thousands)
Las Vegas Strip Resorts$120,131 $139,795 $225,369 $242,780 
Regional Operations41,253 26,929 63,870 46,761 
MGM China51,583 25,145 111,319 40,529 
MGM Digital21,417 12,985 39,854 24,754 
Reportable segment capital expenditures234,384 204,854 440,412 354,824 
Corporate and other34,058 33,388 56,071 55,498 
 $268,442 $238,242 $496,483 $410,322 

Total assets are not allocated to segments for internal reporting or when determining the allocation of resources and, accordingly, are not presented.









18


Item 2.         Management’s Discussion and Analysis of Financial Condition and Results of Operations

This management’s discussion and analysis of financial condition and results of operations contain forward-looking statements that involve risks and uncertainties. Please see “Cautionary Statement Concerning Forward-Looking Statements” for a discussion of the uncertainties, risks and assumptions that may cause our actual results to differ materially from those discussed in the forward-looking statements. This discussion should be read in conjunction with our historical financial statements and related notes thereto and the other disclosures contained elsewhere in this Quarterly Report on Form 10-Q, the audited consolidated financial statements and notes for the fiscal year ended December 31, 2024, which were included in our Form 10-K, filed with the Securities and Exchange Commission (“SEC”) on February 18, 2025. The results of operations for the periods reflected herein are not necessarily indicative of results that may be expected for future periods. MGM Resorts International together with its subsidiaries may be referred to as “we,” “us” or “our.” MGM China Holdings Limited together with its subsidiaries is referred to as “MGM China.”

Key Performance Indicators

Key performance indicators related to gaming and hotel revenue are:

Gaming revenue indicators: table games drop, which is the total amount of cash and net markers issued and deposited into the drop box, and slot handle, which is the gross amount wagered in slot machines, (volume indicators); “win” or “hold” percentage, which is not fully controllable by us. “Win” or “hold” percentages represent the net amount of gaming wins and losses in relation to table games drop or slot handle; and

Hotel revenue indicators (for Las Vegas Strip Resorts) – hotel occupancy (a volume indicator); average daily rate (“ADR,” a price indicator); and revenue per available room (“RevPAR,” a summary measure of hotel results, combining ADR and occupancy rate). Our calculation of ADR, which is the average price of occupied rooms per day, includes the impact of complimentary rooms. Complimentary room rates are determined based on standalone selling price. Because the mix of rooms provided on a complimentary basis, particularly to casino customers, includes a disproportionate suite component, the composite ADR including complimentary rooms is slightly higher than the ADR for cash rooms, reflecting the higher retail value of suites.

Results of Operations

Summary Operating Results

The following table summarizes our consolidated operating results:
 Three Months Ended
June 30,
Six Months Ended
June 30,
 2025202420252024
 (In thousands)
Net revenues$4,404,870 $4,327,375 $8,681,952 $8,710,845 
Operating income404,565 425,656 789,622 884,034 
Net income118,094 282,802 344,825 582,528 
Net income attributable to MGM Resorts International48,951 187,072 197,505 404,548 

Consolidated net revenues increased 2% for the three months ended June 30, 2025 compared to the prior year quarter due primarily to MGM China increasing 9%, Regional Operations increasing 4% and MGM Digital increasing 14%, partially offset by Las Vegas Strip Resorts decreasing 4%, each as compared to the prior year quarter and as discussed below.

Consolidated operating income decreased 5% for the three months ended June 30, 2025 compared to the prior year quarter due primarily to an increase in gaming taxes and depreciation and amortization expense, partially offset by the increase in net revenues, discussed above. Depreciation and amortization expense increased $50 million compared to the prior year quarter due primarily to recently completed capital projects.

Consolidated net revenues for the six months ended June 30, 2025 were flat compared to the prior year period due primarily to Las Vegas Strip Resorts decreasing 4%, offset by MGM China increasing 3%, Regional Operations increasing 2%, and MGM Digital increasing 8%, each as compared to the period year period.
19


Consolidated operating income decreased 11% for the six months ended June 30, 2025 compared to the prior year period. The decrease was due primarily to an increase in depreciation and amortization expense, gaming taxes, and payroll related expenses, partially offset by the increase in income from unconsolidated affiliates and the receipt of $56 million of business interruption insurance proceeds related to the September 2023 cybersecurity issue. Depreciation and amortization expense increased $90 million compared to the prior year period due primarily to recently completed capital projects.

Net Revenues by Segment

The following table presents a detail by segment of net revenues:
 Three Months Ended
June 30,
Six Months Ended
June 30,
 2025202420252024
 (In thousands)
Las Vegas Strip Resorts
Casino$456,581 $484,739 $994,840 $982,287 
Rooms734,850 767,294 1,484,899 1,594,547 
Food and beverage584,948 624,241 1,170,987 1,223,522 
Entertainment, retail and other338,313 329,188 640,086 660,135 
 2,114,692 2,205,462 4,290,812 4,460,491 
Regional Operations
Casino710,115 684,037 1,382,090 1,369,005 
Rooms79,813 78,532 146,538 144,465 
Food and beverage115,575 111,906 224,656 219,659 
Entertainment, retail and other
59,109 52,663 111,747 103,488 
 964,612 927,138 1,865,031 1,836,617 
MGM China
Casino977,397 891,241 1,873,249 1,811,289 
Rooms45,738 53,171 92,372 116,386 
Food and beverage77,656 65,991 152,709 128,360 
Entertainment, retail and other9,302 7,788 19,235 18,173 
 1,110,093 1,018,191 2,137,565 2,074,208 
MGM Digital
Casino163,861 143,347 291,919 270,955 
Reportable segment net revenues4,353,258 4,294,138 8,585,327 8,642,271 
Corporate and other51,612 33,237 96,625 68,574 
 $4,404,870 $4,327,375 $8,681,952 $8,710,845 

Las Vegas Strip Resorts
Las Vegas Strip Resorts net revenues decreased 4% for the three months ended June 30, 2025 compared to the prior year quarter due primarily to a decrease in casino revenue, rooms revenue, and food and beverage revenue.
Las Vegas Strip Resorts net revenues decreased 4% for the six months ended June 30, 2025 compared to the prior year period due primarily to a decrease in rooms revenue and food and beverage revenue, partially offset by an increase in casino revenue, each discussed below.

Las Vegas Strip Resorts casino revenue decreased 6% for the three months ended June 30, 2025 compared to the prior year quarter due primarily to the decrease in table games win percentage at MGM Grand Las Vegas compared to the prior year quarter. Las Vegas Strip Resorts casino revenue increased 1% for the six months ended June 30, 2025 compared to the prior year period due primarily to an increase in slot handle.
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The following table shows key gaming statistics for our Las Vegas Strip Resorts:

 Three Months Ended
June 30,
Six Months Ended
June 30,
 2025202420252024
 (Dollars in millions)
Table games drop$1,554 $1,506 $3,065 $3,043 
Table games win$355 $364 $759 $752 
Table games win %22.9 %24.2 %24.8 %24.7 %
Slot handle$5,886 $5,662 $11,568 $11,079 
Slot win$549 $528 $1,094 $1,038 
Slot win %9.3 %9.3 %9.5 %9.4 %

Las Vegas Strip Resorts rooms revenue decreased 4% for the three months ended June 30, 2025 compared to the prior year quarter due primarily to the impact from the room remodel at MGM Grand Las Vegas and a decrease in occupancy, and decreased 7% for the six months ended June 30, 2025 compared to the prior year period due primarily to the impact from the room remodel at MGM Grand Las Vegas and a decrease in RevPAR.

The following table shows key hotel statistics for our Las Vegas Strip Resorts:
Three Months Ended
June 30,
Six Months Ended
June 30,
2025202420252024
Occupancy
93 %97 %94 %95 %
Average daily rate (ADR)$252 $248 $254 $263 
Revenue per available room (RevPAR)
$235 $240 $239 $249 

Las Vegas Strip Resorts food and beverage revenue decreased 6% for the three months ended June 30, 2025 compared to the prior year quarter and decreased 4% for the six months ended June 30, 2025 compared to the prior year period due primarily to a decrease in restaurant covers and a decrease in catering and banquet revenue.

Regional Operations

Regional Operations net revenues increased 4% for the three months ended June 30, 2025 compared to the prior year quarter and increased 2% for the six months ended June 30, 2025 compared to the prior year period due primarily to the increase in casino revenue, discussed below.

Regional Operations casino revenue increased 4% for the three months ended June 30, 2025 compared to the prior year quarter and increased 1% for the six months ended June 30, 2025 compared to the prior year period due primarily to an increase in slot handle and table games drop.

The following table shows key gaming statistics for our Regional Operations:
Three Months Ended
June 30,
Six Months Ended
June 30,
 2025202420252024
 (Dollars in millions)
Table games drop$985 $953 $1,932 $1,914 
Table games win$213 $200 $409 $402 
Table games win %21.6 %21.0 %21.1 %21.0 %
Slot handle$6,868 $6,689 $13,435 $13,301 
Slot win$694 $662 $1,343 $1,303 
Slot win %10.1 %9.9 %10.0 %9.8 %

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MGM China

MGM China net revenues increased 9% for the three months ended June 30, 2025 compared to the prior year quarter and increased 3% for the six months ended June 30, 2025 compared to the prior year period due primarily to an increase in casino revenue in the current year periods, discussed below.

The following table shows key gaming statistics for MGM China:
Three Months Ended
June 30,
Six Months Ended
June 30,
2025202420252024
(Dollars in millions)
Main floor table games drop$4,085 $3,835 $7,712 $7,657 
Main floor table games win$1,021 $939 $1,934 $1,889 
Main floor table games win %25.0 %24.5 %25.1 %24.7 %

MGM China casino revenues increased 10% for the three months ended June 30, 2025 compared to the prior year quarter due primarily to an increase in main floor table games drop as well as an increase in VIP table games win percentage.

MGM China casino revenues increased 3% for the six months ended June 30, 2025 compared to the prior year period due primarily to an increase in VIP table games win percentage.

MGM Digital

MGM Digital’s revenue increased 14% for the three months ended June 30, 2025 compared to the prior year quarter and increased 8% for the six months ended June 30, 2025 compared to the prior year period due primarily to brand expansion.

Corporate and other

Corporate and other revenue includes other corporate operations and management services.

Segment Adjusted EBITDAR and Consolidated Adjusted EBITDA

The following table presents Segment Adjusted EBITDAR and Consolidated Adjusted EBITDA. Segment Adjusted EBITDAR is our reportable segment GAAP measure, which we utilize as the primary profit measure for our reportable segments. See Note 10 to the accompanying consolidated financial statements and “Reportable Segment GAAP measure” below for additional information. Consolidated Adjusted EBITDA is a non-GAAP measure, discussed within “Non-GAAP measures” below.
 Three Months Ended
June 30,
Six Months Ended
June 30,
 2025202420252024
 (In thousands)
Las Vegas Strip Resorts$710,496 $782,289 $1,521,656 $1,610,077 
Regional Operations308,656 288,378 587,698 562,480 
MGM China301,342 293,863 586,907 595,049 
MGM Digital
(25,698)(13,936)(60,091)(32,726)
Corporate and other(1)
(647,282)(715,630)(1,351,602)(1,426,727)
Consolidated Adjusted EBITDA
$647,514 $634,964 $1,284,568 $1,308,153 
(1) Includes triple net lease rent expense of $564 million for each of the three month periods ended June 30, 2025 and 2024 and $1.1 billion for each of the six month periods ended June 30, 2025 and 2024.
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Las Vegas Strip Resorts

Las Vegas Strip Resorts Segment Adjusted EBITDAR decreased 9% for the three months ended June 30, 2025 compared to the prior year quarter. Las Vegas Strip Resorts Segment Adjusted EBITDAR margin was 33.6% for the three months ended June 30, 2025, compared to 35.5% in the prior year quarter due primarily to the decline in revenue as discussed above.

Las Vegas Strip Resorts Segment Adjusted EBITDAR decreased 5% for the six months ended June 30, 2025 compared to the prior year period. Las Vegas Strip Resorts Segment Adjusted EBITDAR margin was 35.5% for the six months ended June 30, 2025, compared to 36.1% in the prior year period due primarily to the decline in revenue as discussed above, partially offset by the receipt of $42 million of business interruption insurance proceeds related to the September 2023 cybersecurity issue.

Regional Operations

Regional Operations Segment Adjusted EBITDAR increased 7% for the three months ended June 30, 2025, compared to the prior year quarter. Regional Operations Segment Adjusted EBITDAR margin was 32.0% for the three months ended June 30, 2025 compared to 31.1% in the prior year quarter due primarily to an increase in casino revenue as discussed above.

Regional Operations Segment Adjusted EBITDAR increased 4% for the six months ended June 30, 2025, compared to the prior year period. Regional Operations Segment Adjusted EBITDAR margin was 31.5% for the six months ended June 30, 2025, compared to 30.6% in the prior year period due primarily to an increase in casino revenues as discussed above and the receipt of $14 million of business interruption insurance proceeds related to the September 2023 cybersecurity issue.

MGM China

MGM China Segment Adjusted EBITDAR increased 3% for the three months ended June 30, 2025 compared to the prior year quarter. MGM China Segment Adjusted EBITDAR margin was 27.1% for the three months ended June 30, 2025 compared to 28.9% in the prior year quarter due primarily to the increase in gaming taxes, partially offset by the increase in casino revenue.

MGM China Segment Adjusted EBITDAR decreased 1% for the six months ended June 30, 2025, compared to the prior year period. MGM China Segment Adjusted EBITDAR margin was 27.5% for the six months ended June 30, 2025, compared to 28.7% in the prior year period due primarily to the increase in payroll related expenses, partially offset by the increase in casino revenue.

MGM Digital

MGM Digital Segment Adjusted EBITDAR loss was $26 million for the three months ended June 30, 2025 compared to a loss of $14 million the prior year quarter. The change was due primarily to the increase in costs related to brand expansion partially offset by improved profitability in existing markets.

MGM Digital Segment Adjusted EBITDAR loss was $60 million for the six months ended June 30, 2025 compared to a loss of $33 million the prior year period. The changes were due primarily to the increase in costs related to brand expansion.

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Income (loss) from Unconsolidated Affiliates

The following table summarizes information related to our share of operating income (loss) from unconsolidated affiliates:
 Three Months Ended
June 30,
Six Months Ended
June 30,
 2025202420252024
 (In thousands)
BetMGM North America Venture$21,770 $(38,391)$6,569 $(70,992)
Other4,090 4,207 6,395 11,684 
$25,860 $(34,184)$12,964 $(59,308)

Non-operating Results

Interest expense

Gross interest expense was $106 million and $113 million for the three months ended June 30, 2025 and 2024, and $214 million and $224 million for the six months ended June 30, 2025 and 2024, respectively. The decrease for the three and six months ended June 30, 2025 is due primarily to a decrease in weighted average interest rate. See Note 4 to the accompanying consolidated financial statements for discussion on long-term debt and see “Liquidity and Capital Resources” for discussion on issuances and repayments of long-term debt.

Other, net

Other, net was expense of $161 million and $43 million for the three months ended June 30, 2025 and 2024, respectively. Other, net for the three months ended June 30, 2025 was primarily comprised of a foreign currency transaction loss of $208 million primarily related to USD denominated debt held by a foreign subsidiary, partially offset by a net gain related to derivatives of $34 million and dividend and interest income of $10 million. Other, net for the three months ended June 30, 2024 was primarily comprised of a net loss related to derivatives of $62 million, a loss related to debt and equity investments of $23 million, partially offset by interest and dividend income of $22 million.

Other, net was expense of $172 million and $48 million for the six months ended June 30, 2025 and 2024, respectively. Other expense, net for the six months ended June 30, 2025 was primarily comprised of a foreign currency transaction loss of $308 million partially offset by a net gain related to derivatives of $75 million, a gain related to debt and equity investments of $38 million, and interest and dividend income of $25 million. Other expense, net for the six months ended June 30, 2024 was primarily comprised of a net loss related to derivatives of $100 million, a loss related to debt and equity investments of $44 million, partially offset by a foreign currency transaction gain of $37 million and interest and dividend income of $44 million.

Income taxes

Our effective income tax rate was 11.7% and 13.9% for the three and six months ended June 30, 2025, respectively, compared to (4.3%) and 5.2% for the three and six months ended June 30, 2024, respectively. The effective tax rate for each of the periods was favorably impacted primarily by the mix of U.S. and foreign incomes including Macau gaming profits which are exempt from complementary tax. The effective rate for the three months ended June 30, 2024 was also impacted by a decrease in the valuation allowance for Macau deferred tax assets.

Reportable Segment GAAP measure

“Segment Adjusted EBITDAR” is our reportable segment GAAP measure, which we utilize as the primary profit measure for our reportable segments and underlying operating segments. Segment Adjusted EBITDAR is a measure defined as earnings before interest and other non-operating income (expense), income taxes, depreciation and amortization, preopening and start-up expenses, property transactions, net, triple net lease rent expense, income (loss) from unconsolidated affiliates, and also excludes corporate expense and stock compensation expense, which are not allocated to each operating segment. Triple net lease rent expense is the expense for rent to landlords under triple net operating leases for its domestic properties, the ground subleases of Beau Rivage and MGM National Harbor, and the land concessions at
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MGM China. “Segment Adjusted EBITDAR margin” is Segment Adjusted EBITDAR divided by related segment net revenues.

Non-GAAP measures

“Consolidated Adjusted EBITDA” is earnings before interest and other non-operating income (expense), income taxes, depreciation and amortization, preopening and start-up expenses, and property transactions, net.

Consolidated Adjusted EBITDA information is a non-GAAP measure that is presented solely as a supplemental disclosure to reported GAAP measures because it is among the measures used by management to evaluate our operating performance, and because we believe this measure is widely used by analysts, lenders, financial institutions, and investors as a measure of operating performance in the gaming industry and as a principal basis for the valuation of gaming companies. We believe that while items excluded from Consolidated Adjusted EBITDA may be recurring in nature and should not be disregarded in evaluation of our earnings performance, it is useful to exclude such items when analyzing current results and trends compared to other periods because these items can vary significantly depending on specific underlying transactions or events that may not be comparable between the periods being presented. Also, we believe excluded items may not relate specifically to current operating trends or be indicative of future results. For example, preopening and start-up expenses will be significantly different in periods when we are developing and constructing a major expansion project and will depend on where the current period lies within the development cycle, as well as the size and scope of the project(s). Property transactions, net includes normal recurring disposals, gains and losses on sales of assets related to specific assets within our properties, but also includes gains or losses on sales of an entire operating resort or a group of resorts and impairment charges on entire asset groups or investments in unconsolidated affiliates, which may not be comparable period over period. However, Consolidated Adjusted EBITDA has limitations as an analytical tool, and should not be construed as an alternative or substitute to any measure determined in accordance with generally accepted accounting principles. For example, we have significant uses of cash flows, including capital expenditures, interest payments, income taxes, and debt principal repayments, which are not reflected in Consolidated Adjusted EBITDA. Accordingly, while we believe that Consolidated Adjusted EBITDA is a relevant measure of performance, Consolidated Adjusted EBITDA should not be construed as an alternative to or substitute for operating income or net income as an indicator of our performance, or as an alternative to or substitute for cash flows from operating activities as a measure of liquidity. In addition, other companies in the gaming and hospitality industries that report Consolidated Adjusted EBITDA may calculate Consolidated Adjusted EBITDA in a different manner and such differences may be material. A reconciliation of GAAP net income to Consolidated Adjusted EBITDA is included herein.

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The following table presents a reconciliation of net income attributable to MGM Resorts International to Consolidated Adjusted EBITDA:
 Three Months Ended
June 30,
Six Months Ended
June 30,
 2025202420252024
 (In thousands)
Net income attributable to MGM Resorts International$48,951 $187,072 $197,505 $404,548 
Plus: Net income attributable to noncontrolling interests69,143 95,730 147,320 177,980 
Net income118,094 282,802 344,825 582,528 
Provision (benefit) for income taxes15,662 (11,554)55,715 32,119 
Income before income taxes133,756 271,248 400,540 614,647 
Non-operating (income) expense:
Interest expense, net of amounts capitalized105,584 112,739 212,853 222,776 
Non-operating items from unconsolidated affiliates4,055 (1,762)3,793 (1,626)
Other, net
161,170 43,431 172,436 48,237 
270,809 154,408 389,082 269,387 
Operating income404,565 425,656 789,622 884,034 
Preopening and start-up expenses849 855 934 1,950 
Property transactions, net125 16,477 15,593 33,631 
Depreciation and amortization241,975 191,976 478,419 388,538 
Consolidated Adjusted EBITDA$647,514 $634,964 $1,284,568 $1,308,153 

Guarantor Financial Information

As of June 30, 2025, all of our registered principal debt arrangements are guaranteed by each of our wholly owned material domestic subsidiaries that guarantee our senior credit facility. Our registered principal debt arrangements and our senior credit facility are not guaranteed by MGM Grand Detroit, LLC, MGM National Harbor, LLC, Blue Tarp reDevelopment, LLC (d/b/a MGM Springfield), MGM Sports & Interactive Gaming, LLC (the entity that holds our 50% interest in BetMGM North America Venture), MGM CEE Holdco, LLC (the entity that holds our consolidated digital gaming subsidiaries, including LeoVegas), and each of their respective subsidiaries. Our foreign subsidiaries, including MGM China and its subsidiaries, are also not guarantors of our registered principal debt arrangements or our senior credit facility. In the event that any subsidiary is no longer a guarantor of our senior credit facility or any of our future capital markets indebtedness, that subsidiary will be released and relieved of its obligations to guarantee our existing senior notes. The indentures governing the senior notes further provide that in the event of a sale of all or substantially all of the assets of, or capital stock in a subsidiary guarantor then such subsidiary guarantor will be released and relieved of any obligations under its subsidiary guarantee.

The guarantees provided by the subsidiary guarantors rank senior in right of payment to any future subordinated debt of ours or such subsidiary guarantors, junior to any secured indebtedness to the extent of the value of the assets securing such debt and effectively subordinated to any indebtedness and other obligations of our subsidiaries that do not guarantee the senior notes. In addition, the obligations of each subsidiary guarantor under its guarantee are limited so as not to constitute a fraudulent conveyance under applicable law, which may eliminate the subsidiary guarantor’s obligations or reduce such obligations to an amount that effectively makes the subsidiary guarantee lack value.

The summarized financial information of us and our guarantor subsidiaries, on a combined basis, is presented below.
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 June 30,
2025
December 31,
2024
Balance Sheet(In thousands)
Current assets$2,553,105 $3,045,925 
Intercompany debt due from non-guarantor subsidiaries2,899,831 2,733,770 
Other long-term assets28,480,566 28,683,234 
Other current liabilities2,004,893 2,247,371 
Intercompany debt due to non-guarantor subsidiaries2,199,151 2,199,408 
Other long-term liabilities28,490,774 28,651,188 

 Six Months Ended
June 30, 2025
Income Statement(In thousands)
Net revenues$5,330,616 
Operating income338,807 
Intercompany interest income142,958 
Intercompany interest expense(121,636)
Income before income taxes514,529 
Net income462,759 
Net income attributable to MGM Resorts International441,437 

Liquidity and Capital Resources

Cash Flows

Operating activities. Trends in our operating cash flows tend to follow trends in operating income, excluding non-cash charges, but can be affected by changes in working capital, the timing of significant interest payments, and income tax payments or refunds. Cash provided by operating activities was $1.2 billion in the six months ended June 30, 2025 compared to $1.0 billion in the prior year period. The increase from the prior year period was due primarily to a decrease in cash paid for income taxes and changes in net working capital, partially offset by a decrease in Segment Adjusted EBITDAR at our Las Vegas Strip Resorts discussed within the Results of Operations section above.

Investing activities. Our investing cash flows can fluctuate significantly from year to year depending on our decisions with respect to strategic capital investments, business acquisitions or dispositions, and the timing of maintenance capital expenditures to maintain the quality of our properties. Capital expenditures related to regular investments in our existing properties can also vary depending on timing of larger remodel projects related to our public spaces and hotel rooms.

Cash used in investing activities was $605 million in the six months ended June 30, 2025 compared to $385 million in the prior year period. In the six months ended June 30, 2025, we made payments of $496 million in capital expenditures, as further discussed below, and contributed $85 million to unconsolidated affiliates. In comparison, in the prior year period we made payments of $410 million in capital expenditures, as further discussed below, contributed $41 million to unconsolidated affiliates, and received $122 million in net short-term investments in debt securities.

Capital Expenditures

We made capital expenditures of $496 million in the six months ended June 30, 2025, of which $111 million related to MGM China and is inclusive of capital expenditures relating to the gaming concession investment. Capital expenditures primarily related to room remodels, casino floor remodels and equipment, and information technology.

We made capital expenditures of $410 million in the six months ended June 30, 2024, of which $40 million related to MGM China and is inclusive of capital expenditures related to the gaming concession investment. Capital expenditures primarily related to information technology and room remodels.

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Financing activities. Cash used in financing activities was $1.1 billion in the six months ended June 30, 2025 compared to $1.1 billion in the prior year period. In the six months ended June 30, 2025, we had net repayments of debt of $161 million, as further discussed below, paid $717 million for repurchases of our common stock, and distributed $80 million to noncontrolling interest owners. In comparison, in the prior year period, we had net repayments of debt of $42 million, as further discussed below, paid $915 million for repurchases of our common stock, and distributed $95 million to noncontrolling interest owners.

Borrowings and Repayments of Long-term Debt

During the six months ended June 30, 2025, we had net repayments of debt of $161 million, which primarily consisted of the repayment of MGM China’s $500 million of aggregate principal amount of 5.25% notes due 2025 upon maturity, partially offset by net borrowings of $339 million on MGM China’s revolving credit facility, which were used to fund the repayment of MGM China’s $500 million of aggregate principal amount of 5.25% notes due 2025.

During the six months ended June 30, 2024, we had net repayments of debt of $42 million, which primarily consisted of our issuance of $750 million of aggregate principal amount of 6.5% notes due 2032 and the issuance of MGM China’s $500 million of aggregate principal amount of 7.125% notes due 2031, net draws of $208 million on MGM China’s first revolving credit facility, the repayment of $750 million of aggregate principal amount of our 6.75% notes due 2025, and the repayment of MGM China’s $750 million of aggregate principal amount of 5.375% notes due 2024 upon maturity.

The net proceeds from the issuance of the $750 million 6.5% notes due 2032 were used to fund the early redemption our $750 million in aggregate principal amount of 6.75% notes due 2025 in May 2024. The repayment of MGM China’s $750 million 5.375% notes due 2024 was funded with draws on its first revolving credit facility, which were partially repaid with the proceeds from the issuance of its $500 million 7.125% notes due 2031.

Share Repurchases and Distributions to Noncontrolling Interest Owners

During the six months ended June 30, 2025, we paid $717 million relating to repurchases of our common stock pursuant to our stock repurchase plans. See Note 9 for further information on the stock repurchases. The remaining availability under the November 2023 $2.0 billion stock repurchase plan was $122 million and the remaining availability under the April 2025 $2.0 billion stock repurchase plan was $2.0 billion as of June 30, 2025.

During the six months ended June 30, 2024, we paid $915 million relating to repurchases of our common stock pursuant to our stock repurchase plans. In connection with those repurchases, the February 2023 $2.0 billion stock repurchase plan was completed.

In May 2025, upon shareholder approval, MGM China declared the final dividend for 2024 of $122 million, which was paid in June 2025, of which we received approximately $68 million and noncontrolling interests received approximately $54 million.

In March 2024, MGM China’s Board of Directors declared a special dividend for 2023 of $51 million, which was paid in April 2024, of which we received approximately $29 million and noncontrolling interests received approximately $22 million. A final dividend for 2023 of $118 million was declared in March 2024, approved by the shareholders in May 2024, and paid in June 2024, of which we received approximately $66 million and noncontrolling interests received approximately $52 million.

Other Factors Affecting Liquidity and Anticipated Uses of Cash

We require a certain amount of cash on hand to operate our businesses. In addition to required cash on hand for operations, we utilize corporate cash management procedures to minimize the amount of cash held on hand or in banks. Funds are swept from the accounts at most of our domestic properties daily into central bank accounts, and excess funds are invested overnight or are used to repay amounts drawn under our revolving credit facilities. In addition, from time to time we may use excess funds to repurchase our outstanding debt and equity securities subject to limitations in our revolving credit facility and Delaware law, as applicable. We have significant outstanding debt, interest payments, rent payments, and contractual obligations in addition to planned capital expenditures and commitments.

As of June 30, 2025, we had cash and cash equivalents of $2.0 billion, of which MGM China held $703 million, and we had $6.2 billion in principal amount of indebtedness, including $2.8 billion related to MGM China. No amounts were
28


drawn on our revolving credit facility and, as of June 30, 2025, there was $815 million outstanding under MGM China’s revolving credit facility.

Our expected cash interest payments over the next twelve months, based on principal amounts of debt outstanding, contractual maturity dates, and interest rates, each as of June 30, 2025, are approximately $190 million to $210 million, excluding MGM China, and approximately $340 million to $360 million on a consolidated basis, which includes MGM China.

We are also required, as of June 30, 2025, to make annual cash rent payments of $1.8 billion to our landlords over the next twelve months under triple net lease agreements, which triple net leases are also subject to annual escalators and also require us to pay substantially all costs associated with the lease, including real estate taxes, ground lease payments, insurance, utilities and routine maintenance (with each lease obligating us to spend a specified percentage of net revenues at the properties on capital expenditures), in addition to the annual cash rent.

We have planned capital expenditures expected over the remainder of 2025 of approximately $540 million to $640 million on a consolidated basis, of which $100 million to $150 million relates to MGM China and is inclusive of the estimated amount of the gaming concession investment that relates to capital projects.

We continue to explore potential development or investment opportunities, such as expanding our global online gaming presence and pursuing a commercial gaming facility in New York for which we submitted our license application in June 2025, which may require cash commitments in the future. If our pursuit of a commercial gaming facility in New York is successful, we expect the project cost to be approximately $2.3 billion, inclusive of a $500 million license fee. Additionally, we have cash commitments to fund MGM Osaka relating to the development of an integrated resort in Osaka, Japan of 428 billion yen, which represents our approximate 43.5% equity share (our estimated ownership percentage of MGM Osaka subsequent to subscribed minority equity interest funding). We expect to fund the estimated remaining amount of approximately 380 billion yen (approximately $2.6 billion as of June 30, 2025) over the next four years, depending upon project progress. We expect project costs will increase due primarily to inflation, which increases may be offset by cost mitigation efforts and funded by additional financing. Refer to Note 7 to the accompanying consolidated financial statements for further discussion regarding our commitments and guarantees.

Critical Accounting Policies and Estimates

A complete discussion of our critical accounting policies and estimates is included in our Form 10-K for the fiscal year ended December 31, 2024. There have been no significant changes in our critical accounting policies and estimates since year end.

Market Risk

There have been no material changes in our market risk from the quantitative and qualitative disclosures about market risk included in our Form 10-K for the fiscal year ended December 31, 2024, other than those below.

Interest rate risk. We are subject to interest rate risk associated with our variable rate long-term debt. We attempt to limit our exposure to interest rate risk by managing the mix of our long-term fixed rate borrowings and short-term borrowings under our bank credit facilities. A change in interest rates generally does not have an impact upon our future earnings and cash flow for fixed-rate debt instruments. As fixed-rate debt matures, however, and if additional debt is acquired to fund the debt repayment, future earnings and cash flow may be affected by changes in interest rates. This effect would be realized in the periods subsequent to the periods when the debt matures.

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As of June 30, 2025, variable rate borrowings represented approximately 13% of our total borrowings. The following table provides additional information about our gross long-term debt subject to changes in interest rates:
 Debt maturing in Fair Value June 30, 2025
 20252026202720282029Thereafter Total
 
(In millions except interest rates)
Fixed-rate$— $1,150 $1,425 $750 $850 $1,251 $5,426 $5,449 
Average interest rateN/A5.4 %5.1 %4.8 %6.1 %6.8 %5.7 %
Variable rate$— $— $— $— $— $815 $815 $815 
Average interest rateN/AN/AN/AN/AN/A2.2 %2.2 %


Cautionary Statement Concerning Forward-Looking Statements

This Form 10-Q contains “forward-looking statements” within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements can be identified by words such as “anticipates,” “intends,” “plans,” “seeks,” “believes,” “estimates,” “expects,” “will,” “may” and similar references to future periods. Examples of forward-looking statements include, but are not limited to: statements we make regarding expectations regarding the impact of macroeconomic trends on our business; our ability to execute on ongoing and future strategic initiatives, including the development of an integrated resort in Japan, a commercial gaming facility in New York, expectations regarding the potential opportunity for gaming expansion in Dubai, and investments we make in online sports betting and iGaming, the expansion of LeoVegas and the MGM digital brand; positioning BetMGM North America Venture as a leader in sports betting and iGaming; amounts we will spend on capital expenditures and investments; our expectations with respect to future share repurchases and cash dividends on our common stock; dividends and distributions we will receive from MGM China; amounts projected to be realized as deferred tax assets; expected tax refunds; the timing and outcome of investigations by state regulators related to the September 2023 cybersecurity issue, and the availability of cybersecurity insurance proceeds in connection with a cybersecurity incident and the nature and scope of any regulatory proceedings that may be brought against us. The foregoing is not a complete list of all forward-looking statements we make.

Forward-looking statements are based on our current expectations and assumptions regarding our business, the economy and other future conditions. Because forward-looking statements relate to the future, they are subject to inherent uncertainties, risks, and changes in circumstances that are difficult to predict. Our actual results may differ materially from those contemplated by the forward-looking statements. They are neither statements of historical fact nor guarantees or assurances of future performance. Therefore, we caution you against relying on any of these forward-looking statements. Important factors that could cause actual results to differ materially from those in the forward-looking statements include, but are not limited to, regional, national or global political, economic, business, competitive, market, and regulatory conditions and the following:
our substantial indebtedness and significant financial commitments, including our rent payments and guarantees we provide of the indebtedness of the landlords of Bellagio, Mandalay Bay, and MGM Grand Las Vegas could adversely affect our operations, development options and financial results and impact our ability to satisfy our obligations;
current and future economic, capital and credit market conditions could adversely affect our ability to service our substantial indebtedness and significant financial commitments, including our rent payments, and to make planned expenditures;
restrictions and limitations in the agreements governing our senior credit facility and other senior indebtedness could significantly affect our ability to operate our business, as well as significantly affect our liquidity;
the fact that we are required to pay a significant portion of our cash flows as rent, which could adversely affect our ability to fund our operations and growth, service our indebtedness and limit our ability to react to competitive and economic changes;
significant competition we face with respect to destination travel locations generally and with respect to our peers in the industries in which we compete;
the impact on our business of economic and market conditions in the jurisdictions in which we operate and in the locations in which our customers reside;
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the fact that we suspended our payment of ongoing regular dividends to our stockholders, and may not elect to resume paying dividends in the foreseeable future or at all;
all of our domestic gaming facilities are leased and could experience risks associated with leased property, including risks relating to lease termination, lease extensions, charges and our relationship with the lessor, which could have a material adverse effect on our business, financial position or results of operations;
financial, operational, regulatory or other potential challenges that may arise with respect to landlords under our master leases may adversely impair our operations;
the concentration of a significant number of our major gaming resorts on the Las Vegas Strip;
the fact that we extend credit to a large portion of our customers and we may not be able to collect such gaming receivables;
the occurrence of impairments to goodwill, indefinite-lived intangible assets or long-lived assets which could negatively affect future profits;
the susceptibility of leisure and business travel, especially travel by air, to global geopolitical events, such as terrorist attacks, other acts of violence, acts of war or hostility or outbreaks of infectious disease;
the fact that co-investing in properties or businesses, including our investment in BetMGM North America Venture, decreases our ability to manage risk;
the fact that future construction, development, or expansion projects will be subject to significant development and construction risks, which could have a material adverse impact on related project timetables, costs, and our ability to complete the projects;
the fact that our insurance coverage may not be adequate to cover all possible losses that our properties could suffer, our insurance costs may increase and we may not be able to obtain similar insurance coverage in the future;
the fact that a failure to protect our intellectual property could have a negative impact on the value of our brand names and adversely affect our business;
the fact that a significant portion of our labor force is covered by collective bargaining agreements;
the sensitivity of our business to energy prices and a rise in energy prices could harm our operating results;
the failure of future efforts to expand through investments in other businesses and properties or through alliances or acquisitions, or to divest some of our properties and other assets;
the fact that our operational efforts to expand our digital business in new geographic markets may not be successful;
the failure to maintain the integrity of our information and other systems and internal customer information could result in damage to our reputation and/or subject us to fines, payment of damages, lawsuits or other restrictions on our use or transfer of data;
reputational harm as a result of increased scrutiny related to our corporate social responsibility efforts;
we may not achieve our social impact and sustainability related goals or that our social impact and sustainability initiatives may not result in their intended or anticipated benefits;
extreme weather conditions or climate change may cause property damage or interrupt business;
water scarcity could negatively impact our operations;
the fact that our businesses are subject to extensive regulation and the cost of compliance or failure to comply with such regulations could adversely affect our business;
the risks associated with doing business outside of the United States and the impact of any potential violations of the Foreign Corrupt Practices Act or other similar anti-corruption laws;
increases in taxes and fees, including gaming taxes, in the jurisdictions in which we operate;
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our ability to recognize our foreign tax credit deferred tax asset and the variability of the valuation allowance we may apply against such deferred tax asset;
changes to fiscal and tax policies;
risks related to pending claims that have been, or future claims that may be brought against us;
disruptions in the availability of our information and other systems (including our website and digital platform) or those of third parties on which we rely, through cyber-attacks or otherwise, which could adversely impact our ability to service our customers and affect our sales and the results of operations;
impact to our business, operations, and reputation from, and expenses and uncertainties associated with, a cybersecurity incident, including the September 2023 cybersecurity issue, the availability of cybersecurity insurance proceeds in connection with a cybersecurity incident, and any related legal proceedings, other claims or investigations, and costs of remediation, restoration, or enhancement of information technology systems;
restrictions on our ability to have any interest or involvement in gaming businesses in mainland China, Macau, Hong Kong and Taiwan, other than through MGM China;
the ability of the Macau government to (i) terminate MGM Grand Paradise’s concession under certain circumstances without compensating MGM Grand Paradise, (ii) from the eighth year of MGM Grand Paradise’s concession, redeem the concession by providing MGM Grand Paradise at least one year’s prior notice and subject to the payment of reasonable and fair damages or indemnity to MGM Grand Paradise, or (iii) refuse to grant MGM Grand Paradise an extension of the concession prior to its expiry; and
the potential for conflicts of interest to arise because certain of our directors and officers are also directors of MGM China.

Any forward-looking statement made by us in this Form 10-Q speaks only as of the date on which it is made. Factors or events that could cause our actual results to differ may emerge from time to time, and it is not possible for us to predict all of them. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by law. If we update one or more forward-looking statements, no inference should be made that we will make additional updates with respect to those or other forward-looking statements.

You should also be aware that while we from time to time communicate with securities analysts, we do not disclose to them any material non-public information, internal forecasts or other confidential business information. Therefore, you should not assume that we agree with any statement or report issued by any analyst, irrespective of the content of the statement or report. To the extent that reports issued by securities analysts contain projections, forecasts or opinions, those reports are not our responsibility and are not endorsed by us.

Item 3.         Quantitative and Qualitative Disclosures about Market Risk

We incorporate by reference the information appearing under “Market Risk” in Part I, Item 2 of this Form 10-Q.

Item 4.        Controls and Procedures

Disclosure Controls and Procedures

Our Chief Executive Officer (principal executive officer) and Chief Financial Officer (principal financial officer) have concluded that our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (“the Exchange Act”)) were effective as of June 30, 2025 to provide reasonable assurance that information required to be disclosed in the Company’s reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC rules and regulations and to provide that such information is accumulated and communicated to management to allow timely decisions regarding required disclosures. This conclusion is based on an evaluation as required by Rules 13a-15(b) and 15d-15(b) under the Exchange Act conducted under the supervision and participation of the principal executive officer and principal financial officer along with company management.

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Changes in Internal Control over Financial Reporting

During the quarter ended June 30, 2025, there were no changes in our internal control over financial reporting that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
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Part II. OTHER INFORMATION

Item 1.        Legal Proceedings

See discussion of legal proceedings in Note 7 – Commitments and Contingencies in the accompanying consolidated financial statements.

Item 1A.    Risk Factors

A description of certain factors that may affect our future results and risk factors is set forth in our Annual Report on Form 10-K for the year ended December 31, 2024. There have been no material changes to those factors previously disclosed in our 2024 Annual Report on Form 10-K.

Item 2.        Unregistered Sales of Equity Securities and Use of Proceeds

The following table provides information about share repurchases of our common stock during the quarter ended June 30, 2025:
 Total Number of Shares Purchased
Average Price Paid per Share(1)
Total Number
of Shares
Purchased as
Part of a Publicly Announced Program
Dollar Value of Shares that May Yet be Purchased Under the Program(1)
Period(In thousands)
April 1, 2025 — April 30, 20257,012,458 $28.52 7,012,458 $2,122,304 
May 1, 2025 — May 31, 2025— $— — $2,122,304 
June 1, 2025 — June 30, 2025— $— — $2,122,304 
(1) In accordance with applicable disclosure requirements, the “Average Price Paid per Share” figures presented above are calculated on an execution date (trade date) basis and exclude commissions and other expenses, such as excise taxes. Figures presented under “Dollar Value of Shares that May Yet be Purchased Under the Program” indicate the total amount of authorized capacity remaining in accordance with the terms of the applicable publicly announced share repurchase plan, which excludes the cost of commissions and other expenses, such as excise taxes.

In November 2023, we announced that the Board of Directors had authorized a $2.0 billion stock repurchase plan and in April 2025, we announced that the Board of Directors had authorized a $2.0 billion stock repurchase plan. Under the stock repurchase plans, we may repurchase shares from time to time in the open market or in privately negotiated agreements. Repurchases of common stock may also be made under a Rule 10b5-1 plan, which would permit common stock to be purchased when we might otherwise be precluded from doing so under insider trading laws. The timing, volume and nature of stock repurchases will be at the sole discretion of management, dependent on market conditions, applicable securities laws, and other factors, and may be suspended or discontinued at any time. All shares we repurchased during the quarter ended June 30, 2025 were purchased pursuant to our publicly announced stock repurchase plan and have been retired.

Item 5.        Other Information

During the three months ended June 30, 2025, none of our directors or officers (as defined in Rule 16a-1(f) of the Exchange Act) adopted, terminated or modified a Rule 10b5-1 trading arrangement or non-Rule 10b5-1 trading arrangement (as such terms are defined in Item 408 of Regulation S-K of the Securities Act of 1933, as amended (the “Securities Act”)).

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Item 6.        Exhibits

10.1
Revolving Credit Facility Agreement, dated April 15, 2025, by and among MGM China Holdings Limited and certain Lenders party thereto (incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K filed on April 16, 2025).
10.2
Employment Agreement, effective as of May 8, 2025, by and between the Company and William Hornbuckle (incorporated by reference to Exhibit 10.1 of the Companys Current Report on Form 8-K filed on May 8, 2025).
22
Subsidiary Guarantors.
31.1
Certification of Chief Executive Officer of Periodic Report Pursuant to Rule 13a-14(a) and Rule 15d-14(a).
31.2
Certification of Chief Financial Officer of Periodic Report Pursuant to Rule 13a-14(a) and Rule 15d-14(a).
32.1
Certification of Chief Executive Officer Pursuant to 18 U.S.C. Section 1350.
32.2
Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350.
101.INSInline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
101.SCHInline XBRL Taxonomy Extension Schema Document.
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document.
101.LABInline XBRL Taxonomy Extension Label Linkbase Document.
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document.
104
The cover page from this Quarterly Report on Form 10-Q for the quarter ended June 30, 2025, has been formatted in Inline XBRL.

In accordance with Rule 402 of Regulation S-T, the XBRL information included in Exhibit 101 and Exhibit 104 to this Form 10-Q 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 liability of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

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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 thereunto duly authorized.

  
MGM Resorts International
Date: July 30, 2025By:  /s/ WILLIAM J. HORNBUCKLE
   William J. Hornbuckle
   Chief Executive Officer and President (Principal Executive Officer)
    
Date: July 30, 2025  /s/ JONATHAN S. HALKYARD
   Jonathan S. Halkyard
   Chief Financial Officer and Treasurer (Principal Financial Officer)
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FAQ

How many new shares did Equinix (EQIX) register in the July 30 2025 Form S-8?

Equinix registered 3,300,000 additional shares of common stock for its 2020 Equity Incentive Plan.

What is the purpose of Equinixs 2020 Equity Incentive Plan?

The plan provides stock options, RSUs and other equity awards to employees, directors and eligible consultants to align compensation with shareholder value.

Does this S-8 filing affect Equinixs current financial statements or cash position?

No. An S-8 only registers shares for future issuance; it does not impact income, cash flow or balance sheet at the time of filing.

Who issued the legal opinion for the registration statement?

Chief Legal Officer Kurt Pletcher provided the validity opinion for the shares being registered.

Which SEC reports are incorporated by reference into this Form S-8?

The filing incorporates the 2024 Form 10-K, 2025 Form 10-Qs for Q1 and Q2, and specified Form 8-Ks filed in 2025.

Will the registration immediately dilute existing EQIX shareholders?

No. Shares are only issued when equity awards are granted and vest; the S-8 itself does not create instant dilution.
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