UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
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FORM 8-K
CURRENT REPORT
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PURSUANT TO SECTION 13 OR 15(D) OF THE
SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): JUNE 20, 2003
WYNN RESORTS, LIMITED
(Exact Name of Registrant as Specified in its Charter)
NEVADA 000-50028 46-0484987
(State or Other Jurisdiction of (Commission (I.R.S. Employer
Incorporation) File Number) Identification No.)
3145 LAS VEGAS BOULEVARD SOUTH
LAS VEGAS, NEVADA 89109
(Address of Principal Executive Offices) (Zip Code)
(702) 733-4444
(Registrant's telephone number, including area code)
Item 5. Other Events.
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On June 20, 2003, having obtained the approval of the Government of
the Principality of Monaco, the Registrant entered into a previously announced
strategic business alliance with Societe des Bains de Mer et du Cercle des
Etrangers a Monaco, a societe anonyme Monegasque organized under the laws of
the Principality of Monaco ("SBM") that provides for, among other things, the
mutual exchange of management and marketing expertise. As part of the
agreement, the Registrant completed the sale of 3,000,000 shares of its common
stock to SBM in a privately negotiated, all cash transaction for US$15.00 per
share, representing approximately 3.6% of the outstanding shares of the
Registrant. In return, SBM has agreed, subject to certain exceptions, to
refrain from transferring its shares of the Registrant's common stock prior to
April 1, 2005 and will be entitled to certain registration rights thereafter. A
copy of the press release issued by the Registrant and SBM on June 20, 2003
with respect to the closing of the transaction is attached to this report as
Exhibit 99.1 and is incorporated by reference herein.
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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(c) Exhibits:
Exhibit
Number Description
10.1 Purchase Agreement, dated June 12, 2003, between
Wynn Resorts, Limited and Societe des Bains de Mer
et du Cercle des Etrangers a Monaco.(1)
10.2 Registration Rights Agreement, dated June 12,
2003, between Wynn Resorts, Limited and Societe
des Bains de Mer et du Cercle des Etrangers a
Monaco.(1)
99.1 Press release, dated June 20, 2003, by Wynn
Resorts, Limited and Societe des Bains de Mer et
du Cercle des Etrangers a Monaco.
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(1) Previously filed with the Current Report on Form 8-K
filed by the Registrant on June 13, 2003.
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 hereunto duly authorized.
Date: June 20, 2003
Wynn Resorts, Limited
By: /s/ John Strzemp
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John Strzemp
Executive Vice President and
Chief Financial Officer
Exhibit Index
Exhibit
Number Description
10.1 Purchase Agreement, dated June 12, 2003, between
Wynn Resorts, Limited and Societe des Bains de Mer
et du Cercle des Etrangers a Monaco.(1)
10.2 Registration Rights Agreement, dated June 12,
2003, between Wynn Resorts, Limited and Societe
des Bains de Mer et du Cercle des Etrangers a
Monaco.(1)
99.1 Press release, dated June 20, 2003, by Wynn
Resorts, Limited and Societe des Bains de Mer et
du Cercle des Etrangers a Monaco.
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(1) Previously filed with the Current Report on Form 8-K
filed by the Registrant on June 13, 2003.