8-K
MGM Resorts International (MGM)
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): November 25, 2022
MGM RESORTS INTERNATIONAL
(Exact name of registrant as specified in its charter)
| DELAWARE | 001-10362 | 88-0215232 |
|---|---|---|
| (State or other jurisdiction<br> <br>of incorporation) | (Commission<br> <br>file number) | (I.R.S. employer<br> <br>identification no.) |
| 3600 Las Vegas Boulevard South,<br> <br>Las Vegas, Nevada | 89109 | |
| --- | --- | |
| (Address of principal executive offices) | (Zip code) |
(702) 693-7120
(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:
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| --- | --- |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
| --- | --- |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading<br> <br>Symbol(s) | Name of each exchange<br> <br>on which registered |
|---|---|---|
| Common stock (Par Value $0.01) | MGM | New York Stock Exchange (NYSE) |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 §CRF 230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
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. ☐
| Item 8.01 | Other Events. |
|---|
On November 27, 2022 (Hong Kong time), MGM China Holdings Limited (“MGM China”), an indirect subsidiary of MGM Resorts International (the “Company”) with its ordinary shares of common stock listed on The Stock Exchange of Hong Kong Limited (the “HKSE”), filed with the HKSE an announcement (the “Announcement”) that on November 26, 2022 (Hong Kong time), MGM Grand Paradise Limited, a non-wholly owned subsidiary of MGM China, received notification from the Macau Government that it has been granted a provisional award of a new 10-year gaming concession contract to operate games of chance or other games in casinos in Macau commencing on January 1, 2023. A copy of the Announcement is filed herewith as Exhibit 99.1.
| Item 9.01 | Financial Statements and Exhibits. |
|---|---|
| (a) | Not applicable. |
| --- | --- |
| (b) | Not applicable. |
| --- | --- |
| (c) | Not applicable. |
| --- | --- |
| (d) | Exhibits: |
| --- | --- |
| Exhibit<br>No. | Description |
| --- | --- |
| 99.1 | Announcement of MGM China Holdings limited, dated November 27, 2022 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: November 28, 2022 | ||
|---|---|---|
| MGM Resorts International | ||
| By: | /s/ Jessica Cunningham | |
| Name: | Jessica Cunningham | |
| Title: | Senior Vice President, Legal Counsel and Assistant Secretary |
EX-99.1
Exhibit 99.1
Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make norepresentation as to its accuracy or completeness and expressly disclaim any liability whatsoever for any loss howsoever arising from or in reliance upon the whole or any part of the contents of this announcement.

MGM CHINA HOLDINGS LIMITED

(incorporated in the Cayman Islands with limited liability)
(Stock Code: 2282 and Debt Stock Codes: 6026, 6028, 40258, 40634)
VOLUNTARY ANNOUNCEMENT
PROVISIONAL AWARD OF THE NEW GAMING CONCESSION
This announcement is made by MGM China Holdings Limited (the “Company”) on a voluntary basis.
Reference is made to the announcement of the Company dated August 21, 2022, in respect of the intention of MGM Grand Paradise Limited (“MGM GrandParadise”), a non-wholly owned subsidiary of the Company, submitting a tender (the “Tender”) to the government (“Macau Government”) of Macau Special Administrative Region of the People’s Republic of China (“Macau”) for the awarding of a 10-year gaming concession contract to operate games of chance or other games in casinos in Macau commencing on January 1, 2023 (the “New Gaming Concession”).
Reference is also made to the announcement of the Company dated September 14, 2022, in respect of the submission of the Tender.
The board of directors (the “Board”) of the Company is pleased to announce that, on November 26, 2022, MGM Grand Paradise received notification from the Macau Government that it has been granted a provisional award of the New Gaming Concession. The final award of the New Gaming Concession and the terms of the New Gaming Concession contract remain subject to final discussions with the Macau Government.
- 1 -
Further announcement will be made by the Company as and when appropriate in compliance with the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.
| By order of the Board<br><br><br>MGM China Holdings Limited<br><br><br>Antonio MENANO<br> <br>CompanySecretary |
|---|
Hong Kong, November 27, 2022
As at the date of this announcement, our directors are William Joseph HORNBUCKLE, Pansy Catilina Chiu King HO, Chen Yau WONG and John M. MCMANUS asexecutive directors; Kenneth Xiaofeng FENG, Daniel J. TAYLOR, Ayesha Khanna MOLINO and Jonathan S. HALKYARD as non-executive directors; and Sze Wan Patricia LAM, Russell Francis BANHAM, Simon MENG and CheeMing LIU as independent non-executive directors.
- 2 -