Form 6-K
Table of Contents

 

 

FORM 6-K

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

REPORT OF FOREIGN ISSUER

PURSUANT TO RULE 13a–16 OR 15d–16

OF THE SECURITIES EXCHANGE ACT OF 1934

For the month of July 2021

Commission File Number: 001-38699

 

 

STUDIO CITY INTERNATIONAL HOLDINGS LIMITED

 

 

36th Floor, The Centrium

60 Wyndham Street

Central

Hong Kong

(Address of principal executive offices)

 

 

Indicate by check mark whether the registrant files or will file annual reports under cover Form 20–F or Form 40– F. Form 20-F  ☒ Form 40-F  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  ☐

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  ☐

 

 

 


Table of Contents

STUDIO CITY INTERNATIONAL HOLDINGS LIMITED

Form 6–K

TABLE OF CONTENTS

 

Signature

   3
Exhibit 99.1   


Table of Contents

SIGNATURE

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, thereunto duly authorized.

 

STUDIO CITY INTERNATIONAL HOLDINGS LIMITED
By:   /s/ Geoffrey Davis
Name:   Geoffrey Davis, CFA
Title:   Chief Financial Officer

Date: July 28, 2021

 

3


Table of Contents

EXHIBIT INDEX

 

Exhibit No.

  

Description

Exhibit 99.1   

Unaudited Results for Second Quarter of 2021

Unaudited Results for Second Quarter of 2021

Exhibit 99.1

 

LOGO

Studio City International Holdings Limited Announces Unaudited Second Quarter 2021 Earnings

MACAU, July 27, 2021 (GLOBE NEWSWIRE) — Studio City International Holdings Limited (NYSE: MSC) (“Studio City” or the “Company”), a world-class integrated resort located in Cotai, Macau, today reported its unaudited financial results for the second quarter of 2021.

Total operating revenues for the second quarter of 2021 were US$31.2 million, compared to total operating revenues of negative US$12.5 million in the second quarter of 2020. The change was due to the increase in revenues from the provision of gaming related services and higher non-gaming revenues as a result of a year-over-year increase in inbound tourism in the second quarter of 2021.

Revenues from the provision of gaming related services are derived from the provision of facilities for the operations of Studio City Casino by Melco Resorts (Macau) Limited (the “Gaming Operator”), a subsidiary of Melco Resorts & Entertainment Limited (“Melco”) and holder of a gaming subconcession, and services related thereto.

Studio City Casino generated gross gaming revenues of US$106.1 million and US$6.7 million for the second quarters of 2021 and 2020, respectively.

Studio City’s rolling chip volume was US$386.1 million in the second quarter of 2021 versus US$232.1 million in the second quarter of 2020. The rolling chip win rate was 4.01% in the second quarter of 2021 versus 0.17% in the second quarter of 2020. The expected rolling chip win rate range is 2.85% - 3.15% .

Mass market table games drop increased to US$319.7 million in the second quarter of 2021, compared with US$20.1 million in the second quarter of 2020. The mass market table games hold percentage was 25.8% in the second quarter of 2021, compared to 22.2% in the second quarter of 2020.

Gaming machine handle for the second quarter of 2021 was US$299.4 million, compared with US$67.6 million in the second quarter of 2020. The gaming machine win rate was 2.7% in both the second quarters of 2021 and 2020.

Total gaming taxes and the costs incurred in connection with the on-going operation of Studio City Casino deducted from gross gaming revenues were US$104.3 million and US$34.7 million in the second quarters of 2021 and 2020, respectively.

Revenues from the provision of gaming related services were US$1.8 million for the second quarter of 2021, compared with revenues from the provision of gaming related services of negative US$28.0 million for the second quarter of 2020. Revenues from the provision of gaming related services are net of gaming taxes and the costs incurred in connection with the operation of Studio City Casino deducted by the Gaming Operator pursuant to the Services and Right to Use Arrangements.

Total non-gaming revenues at Studio City for the second quarter of 2021 were US$29.4 million, compared with US$15.4 million for the second quarter of 2020.

Operating loss for the second quarter of 2021 was US$45.8 million, compared with operating loss of US$92.7 million in the second quarter of 2020.

Studio City generated negative Adjusted EBITDA(1) of US$9.5 million in the second quarter of 2021, compared to negative Adjusted EBITDA of US$51.1 million in the second quarter of 2020. The change was mainly attributable to the increase in revenues from the provision of gaming related services and higher non-gaming revenues.

Net loss attributable to Studio City International Holdings Limited for the second quarter of 2021 was US$59.7 million, compared with net loss attributable to Studio City International Holdings Limited of US$91.0 million in the second quarter of 2020. The net loss attributable to participation interest was US$11.7 million and US$27.3 million in the second quarters of 2021 and 2020, respectively.

Other Factors Affecting Earnings

Total net non-operating expenses for the second quarter of 2021 were US$25.1 million, which mainly included interest expenses of US$22.3 million, net of amounts capitalized.

Depreciation and amortization costs of US$31.9 million were recorded in the second quarter of 2021, of which US$0.8 million was related to the amortization expense for the land use right.


The negative Adjusted EBITDA for Studio City for the three months ended June 30, 2021 referred to in Melco’s earnings release dated July 27, 2021 (“Melco’s earnings release”) is US$8.3 million less than the negative Adjusted EBITDA of Studio City contained in this press release. The Adjusted EBITDA of Studio City contained in this press release includes certain intercompany charges that are not included in the Adjusted EBITDA for Studio City contained in Melco’s earnings release. Such intercompany charges include, among other items, fees and shared service charges billed between the Company and its subsidiaries and certain subsidiaries of Melco. Additionally, Adjusted EBITDA of Studio City included in Melco’s earnings release does not reflect certain intercompany costs related to the table games operations at Studio City Casino.

Financial Position and Capital Expenditures

Total cash and bank balances as of June 30, 2021 aggregated to US$821.7 million (December 31, 2020: US$575.4 million), including US$278.7 million of bank deposits with original maturities over three months (December 31, 2020: US$nil) and US$0.1million of restricted cash (December 31, 2020: US$0.1 million). Total debt, net of unamortized deferred financing costs at the end of the second quarter of 2021, was US$2.09 billion (December 31, 2020: US$1.58 billion).

Capital expenditures for the second quarter of 2021 were US$95.0 million.

Recent Developments

The COVID-19 outbreak continues to have a material effect on our operations, financial position, and prospects during the third quarter of 2021.

Our operations in Macau continue to be impacted by travel bans, restrictions, and quarantine requirements imposed by the governments in Macau, Hong Kong and China, despite the nationwide resumption of issuance of Individual Visit Scheme visas by China in September 2020. Such bans, restrictions and requirements have been, and may continue to be, modified by the relevant authorities from time to time as COVID-19 developments unfold. Additionally, health-related precautionary measures remain in place at our properties in Macau, which could continue to impact visitation and customer spending. We have experienced improvements in our business in Macau during the second quarter, especially due to strong visitation during the May Golden Week holidays. Notwithstanding the resurgence of COVID-19 cases in the Guangdong province in June, which led to tightened travel restrictions for Chinese visitors, visitation has normalized in July month to date.

Construction at Studio City Phase 2 has been impacted by the COVID-19 outbreak. The Macau government has granted an extension of the development period from May 31, 2022 to December 27, 2022, and we currently expect to complete construction within this period.

The pace of recovery from COVID-19 related disruptions continues to depend on various future events, such as the successful production, distribution and widespread acceptance of safe and effective vaccines, the development of effective treatments for COVID-19, including for new strains of COVID-19, the duration of travel and visa restrictions as well as customer sentiment and behavior, together with the length of time before customers resume traveling and participating in entertainment and leisure activities at high-density venues and the impact of potential higher unemployment rates, declines in income levels and loss of personal wealth resulting from the COVID-19 outbreak on consumer behavior related to discretionary spending and traveling, all of which remain highly uncertain.

Safe Harbor Statement

This press release contains forward-looking statements. These statements are made under the “safe harbor” provisions of the U.S. Private Securities Litigation Reform Act of 1995. Studio City International Holdings Limited (the “Company”) may also make forward-looking statements in its periodic reports to the U.S. Securities and Exchange Commission (the “SEC”), in its annual report to shareholders, in press releases and other written materials and in oral statements made by its officers, directors or employees to third parties. Statements that are not historical facts, including statements about the Company’s beliefs and expectations, are forward-looking statements. Forward-looking statements involve inherent risks and uncertainties, and a number of factors could cause actual results to differ materially from those contained in any forward-looking statement. These factors include, but are not limited to, (i) the global pandemic of COVID-19, caused by a novel strain of the coronavirus, and the continued impact of its consequences on our business, our industry and the global economy, (ii) growth of the gaming market and visitations in Macau, (iii) capital and credit market volatility, (iv) local and global economic conditions, (v) our anticipated growth strategies, (vi) gaming authority and other governmental approvals and regulations, and (vii) our future business development, results of operations and financial condition. In some cases, forward-looking statements can be identified by words or phrases such as “may”, “will”, “expect”, “anticipate”, “target”, “aim”, “estimate”, “intend”, “plan”, “believe”, “potential”, “continue”, “is/are likely to” or other similar expressions. Further information regarding these and other risks, uncertainties or factors is included in the Company’s filings with the SEC. All information provided in this press release is as of the date of this press release, and the Company undertakes no duty to update such information, except as required under applicable law.


Non-GAAP Financial Measures

 

(1)

“Adjusted EBITDA” is defined as net income/loss before interest, taxes, depreciation, amortization, pre-opening costs, property charges and other and other non-operating income and expenses. We believe that Adjusted EBITDA provides useful information to investors and others in understanding and evaluating our operating results. This non-GAAP financial measure eliminates the impact of items that we do not consider indicative of the performance of our business. While we believe that this non-GAAP financial measure is useful in evaluating our business, this information should be considered as supplemental in nature and is not meant as a substitute for the related financial information prepared in accordance with U.S. GAAP. It should not be considered in isolation or construed as an alternative to net income/loss, cash flow or any other measure of financial performance or as an indicator of our operating performance, liquidity, profitability or cash flows generated by operating, investing or financing activities. The use of Adjusted EBITDA has material limitations as an analytical tool, as Adjusted EBITDA does not include all items that impact our net income/loss. In addition, the Company’s calculation of Adjusted EBITDA may be different from the calculation methods used by other companies and, therefore, comparability may be limited. Investors are encouraged to review the reconciliation of the historical non-GAAP financial measure to its most directly comparable GAAP financial measure. Reconciliations of Adjusted EBITDA with the most comparable financial measures calculated and presented in accordance with U.S. GAAP are provided herein immediately following the financial statements included in this press release.

 

(2)

“Adjusted net income/loss” is net income/loss before pre-opening costs, property charges and other and loss on extinguishment of debt, net of participation interest. Adjusted net income/loss is presented as supplemental disclosure because management believes it provides useful information to investors and others in understanding and evaluating our performance, in addition to income/loss computed in accordance with U.S. GAAP. Adjusted net income/loss may be different from the calculation methods used by other companies and, therefore, comparability may be limited. Reconciliations of adjusted net income/loss attributable to Studio City International Holdings Limited with the most comparable financial measures calculated and presented in accordance with U.S. GAAP are provided herein immediately following the financial statements included in this press release.

About Studio City International Holdings Limited

The Company, with its American depositary shares listed on the New York Stock Exchange (NYSE: MSC), is a world-class integrated resort located in Cotai, Macau. For more information about the Company, please visit www.studiocity-macau.com.

The Company is strongly supported by its single largest shareholder, Melco Resorts & Entertainment Limited, a company with its American depositary shares listed on the Nasdaq Global Select Market (Nasdaq: MLCO).

For the investment community, please contact:

Robin Yuen

Director, Investor Relations

Tel: +852 2598 3619

Email: robinyuen@melco-resorts.com

For media enquiries, please contact:

Chimmy Leung

Executive Director, Corporate Communications

Tel: +852 3151 3765

Email: chimmyleung@melco-resorts.com


Studio City International Holdings Limited and Subsidiaries

Condensed Consolidated Statements of Operations (Unaudited)

(In thousands of U.S. dollars, except share and per share data)

 

    

Three Months Ended

June 30,

   

Six Months Ended

June 30,

 
     2021     2020     2021     2020  

Operating revenues:

        

Provision of gaming related services

   $ 1,807     $ (27,958   $ 3,040     $ (22,452

Rooms

     11,386       1,104       20,992       9,763  

Food and beverage

     7,187       2,818       14,071       11,017  

Entertainment

     751       23       1,045       891  

Services fee

     6,364       6,337       13,163       15,094  

Mall

     3,239       4,965       6,569       9,492  

Retail and other

     466       201       884       758  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total operating revenues

     31,200       (12,510     59,764       24,563  
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating costs and expenses:

        

Provision of gaming related services

     (5,901     (5,911     (11,600     (11,564

Rooms

     (3,201     (1,925     (6,111     (6,339

Food and beverage

     (6,927     (5,600     (14,075     (16,105

Entertainment

     (721     (776     (1,290     (1,994

Mall

     (995     (994     (1,978     (2,547

Retail and other

     (403     (276     (764     (641

General and administrative

     (22,503     (23,085     (46,802     (54,606

Pre-opening costs

     (490     (28     (733     (56

Amortization of land use right

     (832     (833     (1,665     (1,665

Depreciation and amortization

     (31,087     (40,929     (61,843     (80,889

Property charges and other

     (3,925     204       (3,783     (4,201
  

 

 

   

 

 

   

 

 

   

 

 

 

Total operating costs and expenses

     (76,985     (80,153     (150,644     (180,607
  

 

 

   

 

 

   

 

 

   

 

 

 

Operating loss

     (45,785     (92,663     (90,880     (156,044
  

 

 

   

 

 

   

 

 

   

 

 

 

Non-operating income (expenses):

        

Interest income

     569       361       1,509       752  

Interest expenses, net of amounts capitalized

     (22,341     (25,320     (45,509     (51,099

Other financing costs

     (104     (105     (208     (209

Foreign exchange (losses) gains, net

     (3,221     (402     2,505       (3,804

Other expenses, net

     —         (89     —         (177

Loss on extinguishment of debt

     —         —         (28,817     —    
  

 

 

   

 

 

   

 

 

   

 

 

 

Total non-operating expenses, net

     (25,097     (25,555     (70,520     (54,537
  

 

 

   

 

 

   

 

 

   

 

 

 

Loss before income tax

     (70,882     (118,218     (161,400     (210,581

Income tax (expense) credit

     (477     (68     (560     142  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss

     (71,359     (118,286     (161,960     (210,439

Net loss attributable to participation interest

     11,684       27,288       26,518       48,547  
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss attributable to Studio City International Holdings Limited

   $ (59,675   $ (90,998   $ (135,442   $ (161,892
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss attributable to Studio City International Holdings Limited per Class A ordinary share:

        

Basic and diluted

   $ (0.161   $ (0.376   $ (0.366   $ (0.669
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss attributable to Studio City International Holdings Limited per ADS:

        

Basic and diluted

   $ (0.645   $ (1.505   $ (1.463   $ (2.678
  

 

 

   

 

 

   

 

 

   

 

 

 

Weighted average Class A ordinary shares outstanding used in net loss attributable to Studio City International Holdings Limited per Class A ordinary share calculation:

        

Basic and diluted

     370,352,700       241,818,016       370,352,700       241,818,016  
  

 

 

   

 

 

   

 

 

   

 

 

 


Studio City International Holdings Limited and Subsidiaries

Condensed Consolidated Balance Sheets

(In thousands of U.S. dollars, except share and per share data)

 

     June 30,
2021
    December 31,
2020
 
     (Unaudited)        

ASSETS

    

Current assets:

    

Cash and cash equivalents

   $ 542,904     $ 575,215  

Bank deposits with original maturities over three months

     278,700       —    

Restricted cash

     —         13  

Accounts receivable, net

     192       157  

Amounts due from affiliated companies

     11,352       10,672  

Inventories

     8,690       9,297  

Prepaid expenses and other current assets

     46,239       12,467  
  

 

 

   

 

 

 

Total current assets

     888,077       607,821  
  

 

 

   

 

 

 

Property and equipment, net

     2,294,164       2,180,897  

Intangible assets, net

     3,493       4,005  

Long-term prepayments, deposits and other assets

     80,641       117,555  

Restricted cash

     130       131  

Operating lease right-of-use assets

     14,713       17,379  

Land use right, net

     114,291       116,109  
  

 

 

   

 

 

 

Total assets

   $ 3,395,509     $ 3,043,897  
  

 

 

   

 

 

 

LIABILITIES, SHAREHOLDERS’ EQUITY AND PARTICIPATION INTEREST

    

Current liabilities:

    

Accounts payable

   $ 808     $ 206  

Accrued expenses and other current liabilities

     133,531       118,946  

Income tax payable

     12       33  

Amounts due to affiliated companies

     39,775       42,966  
  

 

 

   

 

 

 

Total current liabilities

     174,126       162,151  
  

 

 

   

 

 

 

Long-term debt, net

     2,086,487       1,584,660  

Other long-term liabilities

     19,598       11,778  

Deferred tax liabilities, net

     1,030       448  

Operating lease liabilities, non-current

     14,406       17,137  
  

 

 

   

 

 

 

Total liabilities

     2,295,647       1,776,174  
  

 

 

   

 

 

 

Shareholders’ equity and participation interest:

    

Class A ordinary shares, par value $0.0001; 1,927,488,240 shares authorized; 370,352,700 shares issued and outstanding

     37       37  

Class B ordinary shares, par value $0.0001; 72,511,760 shares authorized; 72,511,760 shares issued and outstanding

     7       7  

Additional paid-in capital

     2,134,227       2,134,227  

Accumulated other comprehensive income

     6,941       11,876  

Accumulated losses

     (1,221,602     (1,086,160
  

 

 

   

 

 

 

Total shareholders’ equity

     919,610       1,059,987  
  

 

 

   

 

 

 

Participation interest

     180,252       207,736  
  

 

 

   

 

 

 

Total shareholders’ equity and participation interest

     1,099,862       1,267,723  
  

 

 

   

 

 

 

Total liabilities, shareholders’ equity and participation interest

   $ 3,395,509     $ 3,043,897  
  

 

 

   

 

 

 


Studio City International Holdings Limited and Subsidiaries

Reconciliation of Net Loss Attributable to Studio City International Holdings Limited to

Adjusted Net Loss Attributable to Studio City International Holdings Limited (Unaudited)

(In thousands of U.S. dollars, except share and per share data)

 

    

Three Months Ended

June 30,

   

Six Months Ended

June 30,

 
     2021     2020     2021     2020  

Net loss attributable to Studio City International Holdings Limited

   $ (59,675   $ (90,998   $ (135,442   $ (161,892

Pre-opening costs

     490       28       733       56  

Property charges and other

     3,925       (204     3,783       4,201  

Loss on extinguishment of debt

     —         —         28,817       —    

Participation interest impact on adjustments

     (723     41       (5,458     (982
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted net loss attributable to Studio City International Holdings Limited

   $ (55,983   $ (91,133   $ (107,567   $ (158,617
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted net loss attributable to Studio City International Holdings Limited per Class A ordinary share:

        

Basic and diluted

   $ (0.151   $ (0.377   $ (0.290   $ (0.656
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted net loss attributable to Studio City International Holdings Limited per ADS:

        

Basic and diluted

   $ (0.605   $ (1.507   $ (1.162   $ (2.624
  

 

 

   

 

 

   

 

 

   

 

 

 

Weighted average Class A ordinary shares outstanding used in adjusted net loss attributable to Studio City International Holdings Limited per Class A ordinary share calculation:

        

Basic and diluted

     370,352,700       241,818,016       370,352,700       241,818,016  
  

 

 

   

 

 

   

 

 

   

 

 

 


Studio City International Holdings Limited and Subsidiaries

Reconciliation of Operating Loss to Adjusted EBITDA (Unaudited)

(In thousands of U.S. dollars)

 

    

Three Months Ended

June 30,

   

Six Months Ended

June 30,

 
     2021     2020     2021     2020  

Operating loss

   $  (45,785   $  (92,663   $  (90,880   $  (156,044

Pre-opening costs

     490       28       733       56  

Depreciation and amortization

     31,919       41,762       63,508       82,554  

Property charges and other

     3,925       (204     3,783       4,201  
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA

   $ (9,451   $  (51,077   $  (22,856   $ (69,233
  

 

 

   

 

 

   

 

 

   

 

 

 


Studio City International Holdings Limited and Subsidiaries

Reconciliation of Net Loss Attributable to Studio City International Holdings Limited

to Adjusted EBITDA (Unaudited)

(In thousands of U.S. dollars)

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2021     2020     2021     2020  

Net loss attributable to Studio City International Holdings Limited

   $ (59,675   $ (90,998   $ (135,442   $ (161,892

Net loss attributable to participation interest

     (11,684     (27,288     (26,518     (48,547
  

 

 

   

 

 

   

 

 

   

 

 

 

Net loss

     (71,359     (118,286     (161,960     (210,439

Income tax expense (credit)

     477       68       560       (142

Interest and other non-operating expenses, net

     25,097       25,555       70,520       54,537  

Property charges and other

     3,925       (204     3,783       4,201  

Depreciation and amortization

     31,919       41,762       63,508       82,554  

Pre-opening costs

     490       28       733       56  
  

 

 

   

 

 

   

 

 

   

 

 

 

Adjusted EBITDA

   $ (9,451   $ (51,077   $ (22,856   $ (69,233
  

 

 

   

 

 

   

 

 

   

 

 

 


Studio City International Holdings Limited and Subsidiaries

Supplemental Data Schedule

 

     Three Months Ended
June 30,
    Six Months Ended
June 30,
 
     2021     2020     2021     2020  

Room Statistics(3):

        

Average daily rate (4)

   $ 121     $ 160     $ 121     $ 139  

Occupancy per available room

     61     5     55     24

Revenue per available room (5)

   $ 74     $ 8     $ 67     $ 34  

Other Information(6):

        

Average number of table games

     291       291       291       273  

Average number of gaming machines

     609       419       606       570  

Table games win per unit per day (7)

   $ 3,709     $ 183     $ 3,593     $ 3,086  

Gaming machines win per unit per day (8)

   $ 145     $ 48     $ 137     $ 124  

 

(3)

Room statistics exclude rooms that were temporarily closed or provided to staff members due to the COVID-19 outbreak

(4)

Average daily rate is calculated by dividing total room revenues including complimentary rooms (less service charges, if any) by total occupied rooms including complimentary rooms

(5)

Revenue per available room is calculated by dividing total room revenues including complimentary rooms (less service charges, if any) by total rooms available

(6)

Table games and gaming machines that were not in operation due to government-mandated closures or social distancing measures in relation to the COVID-19 outbreak have been excluded

(7)

Table games win per unit per day is shown before discounts, commissions, non-discretionary incentives (including the point-loyalty programs) as administered by the Gaming Operator and allocating casino revenues related to goods and services provided to gaming patrons on a complimentary basis

(8)

Gaming machines win per unit per day is shown before non-discretionary incentives (including the point-loyalty programs) as administered by the Gaming Operator and allocating casino revenues related to goods and services provided to gaming patrons on a complimentary basis