Las Vegas Sands : 2020 Annual Report (PDF 5.65 MB)

ANNUAL REPORT

2020

LAS VEGAS SANDS CORP.

FELLOW SHAREHOLDERS,

I am pleased to present to you our 2020 Annual Report.

We were fortunate to begin the year with strong operating momentum following a very profitable and successful year in 2019, when we delivered $5.4 billion of adjusted property EBITDA.

Beginning in early 2020, the Covid-19 pandemic dramatically impacted the operating environment in each of our markets. Throughout this challenging year, our primary focus has been on the safety and well-being of our team members and guests, and on providing support to those most impacted in our host communities of Macao, Singapore and Las Vegas. While we implemented a wide range of cost control measures in 2020, we maintained our commitments to our employees, avoided mass workforce reductions and protected jobs and health care benefits for our team members.

Our focus on the well-being of our people and our communities directly reflects the values of our visionary founder, Mr. Sheldon G. Adelson, who passed away in early 2021. The company suffered a tremendous loss with his passing. We are all deeply committed to continuing to execute his vision for the company while building upon his legacy.

Nowhere is that legacy more evident than in our market-leading investments in Macao. Sands China has now invested $15 billion to deliver on our promise to help Macao in its economic diversification and its continued evolution into Asia's leading leisure and business tourism destination. The company remains deeply committed to making additional investments in Macao in support of Macao's tourism and diversification objectives.

Due to the impact of the pandemic, our properties in Macao were closed for a portion of the first quarter of the year. In addition, reduced travel in the region and visa restrictions meaningfully limited the ability for visitors from mainland China and elsewhere to visit Macao.

Despite these challenges, our scale and financial strength allowed us to accelerate our capital investment programs in support of Macao's diversification and long-term development objectives. These expansion programs included the addition of luxurious new suite product at the Grand Suites at Four Seasons, as well as the expansion and transformation of Sands Cotai Central into a new destination Integrated Resort, The Londoner Macao. The first phase of The Londoner debuted on February the 8th, 2021. We believe these new offerings, together with the unrivaled scale of our other Integrated Resort offerings in Macao, position us exceedingly well to benefit from the travel and tourism recovery that will take place as the impact of the pandemic eventually subsides.

We also continued to invest in our existing facilities at Marina Bay Sands and remain enthusiastic about our plans for the expansion of our market-leading Integrated Resort in Singapore. Disruption to Singapore's international visitation and tourism, as well as a period of closure for our property, impacted Marina Bay Sands during 2020. We have complete confidence in an eventual recovery in travel and tourism spending in Singapore and we look forward to continuing to contribute to the success of Singapore as a leading leisure and business tourism destination.

In Las Vegas, after a record year for The Venetian Resort in 2019, the Covid-19 pandemic deeply impacted the market in 2020. Group meeting business and airlift into the market were both severely constrained by the impact of the pandemic. While we expect a robust recovery in the Las Vegas market over time, we reached an agreement in March 2021 to sell our Las Vegas assets for approximately $6.25 billion. We expect the transaction to close in the fourth quarter of 2021.

Looking ahead, our operations in Asia will remain the centerpiece of the company. We look forward to future investment in our properties and communities in both Macao and Singapore. In addition, we believe there are meaningful potential development opportunities in emerging jurisdictions in both the US and elsewhere where capital investment could provide a substantial economic benefit to those jurisdictions while delivering strong returns on invested capital for the company.

We remain deeply committed to our mission of enhancing the leisure and business tourism appeal of our host markets, creating local employment opportunities, investing in our people and our communities, and providing growth opportunities for local businesses while protecting our environment. Our success in these areas is only possible through the contributions of our 50,000 team members. They responded with unwavering optimism, energy, creativity and enthusiasm to the challenges and opportunities presented in this unprecedented year. I am deeply grateful for their efforts.

Thank you for the confidence you have shown in our company. We look forward to sharing our ongoing success with you in the years ahead.

Robert G. Goldstein

Chairman of the Board and Chief Executive Officer

March 31, 2021

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-K

• ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 2020

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 number 001-32373
LAS VEGAS SANDS CORP.
(Exact name of registrant as specified in its charter)
Nevada	27-0099920
(State or other jurisdiction of				(IRS Employer
incorporation or organization)				Identification No.)
3355 Las Vegas Boulevard South
Las Vegas, Nevada	89109
(Address of principal executive offices)				(Zip Code)

Registrant's telephone number, including area code:

[phone]

Securities registered pursuant to Section 12(b) of the Act:

Title of Each Class	Trading Symbol	Name of Each Exchange on Which Registered
Common Stock ($0.001 par value)	LVS	New York Stock Exchange
Securities registered pursuant to Section 12(g) of the Act:
	None
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.	Yes ☒	No ☐
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.	Yes ☐	No ☒

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, 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. (Check one):

Large Accelerated Filer	☒	Accelerated Filer	☐	Emerging Growth Company	☐
Non-Accelerated Filer	☐	Smaller Reporting 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 has filed a report on and attestation to its management's assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ☒

As of June 30, 2020, the last business day of the registrant's most recently completed second fiscal quarter, the aggregate market value of the registrant's common stock held by non-affiliates of the registrant was $15,059,203,280 based on the closing sale price on that date as reported on the New York Stock Exchange.

The Company had 763,842,938 shares of common stock outstanding as of February 2, 2021.

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the definitive Proxy Statement to be used in connection with the registrant's 2021 Annual Meeting of Stockholders are incorporated into Part III (Item 10 through Item 14) of this Annual Report on Form 10-K.

Las Vegas Sands Corp.

Table of Contents

PART I

ITEM 1 - BUSINESS.........................................................................................................................

ITEM 1A - RISK FACTORS................................................................................................................

ITEM 1B - UNRESOLVED STAFF COMMENTS.............................................................................

ITEM 2 - PROPERTIES.....................................................................................................................

ITEM 3 - LEGAL PROCEEDINGS...................................................................................................

ITEM 4 - MINE SAFETY DISCLOSURES......................................................................................

PART II

ITEM 5 - MARKET FOR REGISTRANT'S COMMON EQUITY, RELATED STOCKHOLDER

MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES........................

ITEM 6 - SELECTED FINANCIAL DATA......................................................................................

ITEM 7 - MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION

AND RESULTS OF OPERATIONS..............................................................................

ITEM 7A - QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK..

ITEM 8 - FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA...................................

ITEM 9 - CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON

ACCOUNTING AND FINANCIAL DISCLOSURE....................................................

ITEM 9A - CONTROLS AND PROCEDURES..................................................................................

ITEM 9B - OTHER INFORMATION..................................................................................................

PART III

ITEM 10 - DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE...........

ITEM 11 - EXECUTIVE COMPENSATION.....................................................................................

ITEM 12 - SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND

MANAGEMENT AND RELATED STOCKHOLDER MATTERS.............................

ITEM 13 - CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND

DIRECTOR INDEPENDENCE.....................................................................................

ITEM 14 - PRINCIPAL ACCOUNTANT FEES AND SERVICES...................................................

PART IV

ITEM 15 - EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.........................................

ITEM 16 - FORM 10-KSUMMARY..................................................................................................

SIGNATURES.............................................................................................................................................

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PART I

ITEM 1. - BUSINESS

Our Company

Las Vegas Sands Corp. ("LVSC," or together with its subsidiaries "we" or the "Company") is a Fortune 500 company and the leading global developer of destination properties ("Integrated Resorts") that feature premium accommodations, world-class gaming, entertainment and retail malls, convention and exhibition facilities, celebrity chef restaurants and other amenities.

We currently own and operate Integrated Resorts in Asia and the United States. We believe our geographic diversity, best-in-class properties and convention-based business model provide us with the best platform in the hospitality and gaming industry to continue generating growth and cash flow while simultaneously pursuing new development opportunities. Our unique convention-based marketing strategy allows us to attract business travelers during the slower mid-week periods while leisure travelers occupy our properties during the weekends. Our convention, trade show and meeting facilities, combined with the on-site amenities offered at our Macao, Singapore and Las Vegas Integrated Resorts, provide flexible and expansive space for meetings, incentives, conventions and exhibitions ("MICE").

We focus on the mass market, which comprises our most profitable gaming segment. We believe the mass market segment will continue to deliver long-term growth as a result of the introduction of more high-quality gaming facilities and non-gaming amenities into our markets, particularly in Asia.

Our properties also cater to high-end players by providing them with luxury amenities and premium service levels. These amenities include luxury accommodations, restaurants, lounges, invitation-only clubs and private gaming salons. In each of the regions where we operate, the Paiza brand is associated with certain of these exclusive facilities and represents an important part of our VIP gaming marketing strategy. We also offer players club loyalty programs at our properties, which provide access to rewards, privileges and members-only events. Additionally, we believe being in the retail mall business and, specifically, owning some of the largest retail properties in Asia will provide meaningful value for us, particularly as the retail market in Asia continues to grow.

Through our 69.9% ownership of Sands China Ltd. ("SCL"), we own and operate a collection of Integrated Resorts in the Macao Special Administrative Region ("Macao") of the People's Republic of China ("China"). These properties include The Venetian Macao Resort Hotel ("The Venetian Macao"); The Londoner Macao; The Parisian Macao; The Plaza Macao and Four Seasons Hotel Macao, Cotai Strip (the "Four Seasons Hotel Macao"); and the Sands Macao.

In Singapore, we own and operate the iconic Marina Bay Sands, which opened in 2010 and is one of Singapore's major tourist, business and retail destinations.

Our properties in the United States include The Venetian Resort Las Vegas, a luxury resort on the Las Vegas Strip, and the Sands Expo and Convention Center (the "Sands Expo Center," and together with The Venetian Resort Las Vegas, the "Las Vegas Operating Properties") in Las Vegas, Nevada.

We are dedicated to being a good corporate citizen, anchored by the core values of serving people, planet and communities. We strive to deliver a positive working environment for our team members worldwide and pledge to promote the advancement of aspiring team members through a range of educational partnerships, grants and leadership training. We also drive social impact through the Sands Cares charitable giving and community engagement program, and environmental performance through the award-winning Sands ECO360 global sustainability program ("Sands ECO360"). Through Sands ECO360, we develop and implement environmental practices to protect natural resources, offer our team members a safe and healthy work environment, and enhance the resort experiences of our guests. In 2020, we were named to the Dow Jones Sustainability North America Index and to the Dow Jones Sustainability World Index, recognizing our leadership and performance across economic, environmental and social areas. In addition, CDP's annual A List names the world's leading companies in the area of environmental transparency and performance. For the third consecutive year, we have been named to the A List for both CDP Water Security and CDP Climate Change. We are committed to creating and investing in industry-leading policies and procedures to safeguard our patrons, partners, employees and neighbors. Project Protect is our

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