MGM Resorts International (MGM) Risk Factors

Recent key developments

Concrete developments — dated events, named agreements and instruments, legal proceedings — that MGM Resorts International surfaced in its latest filing.

• $6.3 billion total indebtedness outstanding as of December 31, 2025, with significant maturities beginning in 2027 and thereafter.December 31, 2025
• $2.5 billion indebtedness of MGM China outstanding as of December 31, 2025, non-recourse to MGM Resorts but limiting MGM Resorts' investment ability under its senior credit facility.December 31, 2025
• MGM Resorts provides a shortfall guarantee of $3.01 billion on the Bellagio landlord's debt.
• MGM Resorts provides a shortfall guarantee of $3.0 billion on the Mandalay Bay and MGM Grand Las Vegas landlord's debt.
• Tax protection agreements related to Bellagio REIT Venture and VICI OP expire in 2029 and 2037; transactions thereafter may trigger significant taxable gains.2029 and 2037
• MGM Resorts provides a guarantee of 12.65 billion yen (approximately $81 million) for 50% of MGM Osaka's obligations to Osaka, and an uncapped guarantee to fund MGM Osaka through completion of construction and full opening.December 31, 2025
• MGM Grand Paradise's concession requires certain gaming and non-gaming investments, with non-gaming commitment subject to increase if Macau annual gross gaming revenue reaches a specified level; failure could lead to concession termination.
• Annual rent payments of $1.8 billion under triple net lease agreements with annual escalators and capital expenditure requirements.
• Breach of financial covenants under VICI lease requires cash collateral or letters of credit equal to 6 months or 1 year of rent.
• Breach of financial covenants under Mandalay Bay and MGM Grand Las Vegas lease requires cash collateral or letters of credit equal to 1 year of rent.
• Breach of financial covenants under Aria and Vdara lease requires cash collateral or letters of credit equal to 1 year of rent.
• Breach of financial covenants under The Cosmopolitan lease requires cash collateral or letters of credit equal to 1 year of rent.
• Breach of financial covenants under Bellagio lease requires cash collateral or letters of credit equal to 2 years of rent.
• Three integrated resort projects with live-dealer table games were licensed in New York in 2025, expected to increase competition in the Northeast corridor.2025
• MGM Grand Paradise holds one of only six gaming concessions in Macau; additional concessions or facilities could increase competition.
• In late 2021, MGM Grand Paradise suspended primary gaming promoters and subsequently terminated contractual arrangements due to increased DICJ scrutiny, leading to substantial revenue declines and intensified mass-market competition.late 2021
• The Macau government can terminate MGM Grand Paradise's concession without compensation under certain circumstances, including endangering national security, failure to perform obligations, or for public interest.
• From the eighth year, the Macau government may redeem the concession with at least one year's advance notice, subject to paying compensation.
• MGM Grand Paradise's concession expires on December 31, 2032, with no assurance of extension or new concession on favorable terms or at all.December 31, 2032
• On February 8, 2023, the Board of Directors suspended ongoing regular dividends to focus on the share repurchase plan.February 8, 2023
• In 2025, a non-cash impairment charge of $256 million was recorded for the entire Empire City reporting unit's goodwill.2025
• California Consumer Privacy Act amended by the California Privacy Rights Act effective in 2023, with new state privacy requirements in 2025 and January 2026 in various states.2023, 2025, January 2026
• A cybersecurity issue in September 2023 affected certain systems, potentially exposing customer personal information, causing operational disruptions, and leading to litigation and investigations.September 2023
• Smoking in Macau casinos has been restricted since January 1, 2019 to specially ventilated smoking rooms only.January 1, 2019
• MGM Resorts entered into a Third Renewed Deed of Non-Compete Undertakings with MGM China and Ms. Ho, Pansy Catilina Chiu King, restricting involvement in gaming businesses in China, Macau, Hong Kong, and Taiwan until the earliest of MGM China's delisting, concession expiry, or ownership falling below 15%.
• Approximately 37,000 U.S. employees are covered by collective bargaining agreements, some expiring in 2026.2026
• Borgata's Legacy Plan of the UNITE HERE Retirement Fund is in critical status and subject to a rehabilitation plan, with potential withdrawal liability.