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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event
reported)
September 8, 2021
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LAS VEGAS SANDS CORP. |
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(Exact name of registrant as specified in its charter) |
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Nevada |
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(State or other jurisdiction of incorporation) |
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001-32373 |
27-0099920 |
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(Commission File Number) |
(IRS Employer Identification No.) |
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3355 Las Vegas Boulevard South |
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Las Vegas, |
Nevada |
89109 |
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(Address of principal executive offices) |
(Zip Code) |
(702) 414-1000
(Registrant's Telephone Number, Including Area Code)
NOT APPLICABLE
(Former Name or Former Address, if Changed Since Last
Report)
Check the appropriate box below if the Form 8-K filing is intended
to simultaneously satisfy the filing obligation of the registrant
under any of the following provisions (see
General Instruction A.2. below):
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☐ |
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12) |
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Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c)) |
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Securities registered pursuant to Section 12(b) of the
Act:
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Title of each class |
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Trading Symbol(s) |
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Name of each exchange on which registered |
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Common Stock ($0.001 par value) |
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LVS |
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New York Stock Exchange |
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Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the
Securities Exchange Act of 1934 (§240.12b-2 of this
chapter). |
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Emerging growth company |
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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. |
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ITEM 2.02. |
Results of Operations and Financial Condition. |
On September 8, 2021, Sands China Ltd., a majority-owned subsidiary
of Las Vegas Sands Corp. ("SCL"), distributed certain information
to fixed income investors. The information contained in Item 7.01
below is incorporated herein by reference.
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ITEM 7.01. |
Regulation FD Disclosure. |
Current Impact of COVID-19 Pandemic on SCL's Liquidity and
Financial Highlights
The Macao government announced publicly that monthly gross gaming
revenue and total visitation from mainland China increased by
528.1% and 989.4%, respectively, in July 2021, as compared to the
same period in 2020. Monthly gross gaming revenue and total
visitation from mainland China decreased by 65.5% and 71.8%,
respectively, in July 2021, as compared to pre-pandemic levels from
the same period in 2019. In August 2021, monthly gross gaming
revenue increased by 234.0% as compared to the same period in 2020
but decreased by 81.7% as compared to pre-pandemic levels from the
same period in 2019.
SCL’s net revenues totaled US$265 million and US$148 million in
July and August 2021 compared to US$43 million and US$53 million in
July and August, 2020, respectively, representing an increase of
516.3% and 179.2%, respectively. SCL had an operating loss of US$25
million and US$83 million and a net loss of US$63 million and
US$125 million in July and August 2021, respectively, as compared
to operating loss of US$141 million and US$148 million and net loss
of US$165 million and US$175 million, respectively, in the same
periods in the prior year. Additionally, SCL's financial
performance reflects adjusted property EBITDA of US$44 million and
adjusted property EBITDA loss of US$14 million in July and August
2021, respectively, as compared to adjusted property EBITDA loss of
US$79 million and US$83 million, respectively, in the same periods
in the prior year.
As of August 31, 2021, SCL had total liquidity of US$2.56 billion,
consisting of US$556 million of total cash and cash equivalents
excluding restricted cash and cash equivalents and US$2.0 billion
of available borrowing capacity under the 2018 SCL Revolving
Facility. SCL believes it is able to support continuing operations,
complete the major construction projects that are underway and
respond to the current COVID-19 pandemic challenges. SCL has taken
various mitigating measures to manage through the current
environment, including a cost and capital expenditure reduction
program to minimize cash outflow for non-essential items. SCL's
board of directors did not recommend the payment of a final
dividend in respect of the year ended December 31, 2020 or an
interim dividend for the six months ended June 30,
2021.
From the end of July 2021 and for most of August 2021, tighter
border restrictions were implemented in Macao affecting visitation
to SCL's properties. These restrictions included travelers from
Guangdong being required to submit a negative nucleic acid test
certification issued within 48 hours, which tightened to 12 hours
for a period, and then eased to the more relaxed 7 day requirement
near the end of August 2021.
The tightening of the border restrictions in Macao is unpredictable
as it is dependent on the number of new COVID-19 cases in Macao as
well as mainland China and the Macao government’s response to such
information. SCL continues to look forward to the opportunity to
welcome more guests back to SCL's properties as greater volumes of
visitors are eventually able to travel to Macao. Demand for the
SCL’s offerings from customers who have been able to visit remains
robust, but pandemic-related travel restrictions and the evolving
COVID-19 situation in Macao and mainland China continue to limit
visitation and hinder SCL’s current financial performance. The
COVID-19 pandemic has materially adversely affected the number of
visitors to SCL's facilities and disrupted SCL's operations, and
SCL expects this adverse impact to continue until the COVID-19
pandemic is contained.
Reconciliation of Non-GAAP Financial Measures
The following is a reconciliation of loss attributable to equity
holders of SCL to adjusted property EBITDA:
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One Month Ended |
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One Month Ended |
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July 31, |
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August 31, |
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2020 |
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2021 |
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2020 |
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2021 |
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(In millions) |
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(Unaudited) |
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Loss attributable to equity holders of SCL |
$ |
(165) |
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$ |
(63) |
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$ |
(175) |
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$ |
(125) |
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Add (deduct): |
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Income tax expense |
7 |
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— |
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— |
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1 |
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Finance costs, net of amounts capitalized |
19 |
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32 |
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27 |
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31 |
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Interest income |
(1) |
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— |
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— |
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— |
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Loss on disposal of property and equipment and investment
properties
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— |
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— |
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2 |
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1 |
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Net foreign exchange losses |
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6 |
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— |
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10 |
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Depreciation and amortization |
57 |
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62 |
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58 |
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61 |
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Pre-opening expense |
1 |
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1 |
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1 |
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1 |
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Corporate expense |
2 |
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6 |
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2 |
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5 |
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Share-based compensation, net of amounts capitalized |
1 |
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— |
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2 |
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1 |
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Adjusted property EBITDA(1)
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$ |
(79) |
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$ |
44 |
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$ |
(83) |
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$ |
(14) |
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__________________
(1)Adjusted
property EBITDA, which is a non-GAAP financial measure, is profit
or loss attributable to equity holders of SCL before share-based
compensation, corporate expense, pre-opening expense, depreciation
and amortization, net foreign exchange gains or losses, impairment
loss on property and equipment, gain or loss on disposal of
property and equipment, investment properties and intangible
assets, interest, gain or loss on modification or early retirement
of debt and income tax benefit or expense. Adjusted property EBITDA
is a supplemental non-GAAP financial measure used by management.
SCL presents non-GAAP financial measures so that investors have the
same financial data that management uses in evaluating financial
performance with the belief that it will assist the investment
community in assessing the underlying financial performance of SCL
on a year-over-year basis. In particular, management utilizes
adjusted property EBITDA to compare the operating profitability of
its operations with those of its competitors, as well as a basis
for determining certain incentive compensation. Integrated resort
companies have historically reported adjusted property EBITDA as a
supplemental performance measure to US GAAP financial measures. In
order to view the operations of their properties on a more
stand-alone basis, integrated resort companies, including SCL, have
historically excluded certain expenses that do not relate to the
management of specific properties, such as pre-opening expense and
corporate expense, from their adjusted property EBITDA
calculations. Adjusted property EBITDA should not be interpreted as
an alternative to profit or operating profit (as an indicator of
operating performance) or to cash flows from operations (as a
measure of liquidity), in each case, as determined in accordance
with US GAAP. SCL has significant uses of cash flow, including
capital expenditures, dividend payments, interest payments, debt
principal repayments and income taxes, which are not reflected in
adjusted property EBITDA. Not all companies calculate adjusted
property EBITDA in the same manner. As a result, adjusted property
EBITDA as presented by SCL may not be directly comparable to other
similarly titled measures presented by other
companies.
The information furnished under Item 2.02 and Item 7.01 in this
Form 8-K shall not be deemed "filed" for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), or otherwise subject to the liabilities of that section and
shall not be deemed incorporated by reference in any filing made by
Las Vegas Sands Corp. under the Securities Act of 1933, as amended,
or the Exchange Act, except as set forth by specific reference in
such filing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report on Form 8-K to be
signed on its behalf by the undersigned, hereunto duly
authorized.
Dated: September 8, 2021
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LAS VEGAS SANDS CORP. |
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By: |
/S/
D. ZACHARY
HUDSON
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Name: D. Zachary Hudson
Title: Executive Vice President, Global
General Counsel and Secretary |
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