c440c8bd4f75fad286aff6.pdf

Hong Kong Exchanges and Clearing Limited and The Stock Exchange of Hong Kong Limited take no responsibility for the contents of this announcement, make no representation 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.


SANDS CHINA LTD.

金沙中國有限公司

(Incorporated in the Cayman Islands with limited liability)

(Stock Code: 1928)


INSIDE INFORMATION RESULTS OF OUR CONTROLLING SHAREHOLDER, LAS VEGAS SANDS CORP., FOR THE FISCAL THIRD QUARTER ENDED SEPTEMBER 30, 2015


This announcement is issued pursuant to Part XIVA of the Securities and Futures Ordinance and Rule 13.09(2)(a) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.


On or about October 22, 2015 (4 a.m. Hong Kong time), our controlling shareholder, Las Vegas Sands Corp. ('LVS'), announced its financial results for its fiscal third quarter ended September 30, 2015.


This announcement is issued by Sands China Ltd. ('SCL' or our 'Company' or 'Sands China') pursuant to Part XIVA of the Securities and Futures Ordinance and Rule 13.09(2)(a) of the Rules Governing the Listing of Securities on The Stock Exchange of Hong Kong Limited.


Our Company's controlling shareholder, LVS, is a company listed on the New York Stock Exchange (the 'NYSE') in the United States. As at the date of this announcement, LVS beneficially owns approximately 70.12% of the issued and outstanding share capital of our Company.


LVS files quarterly and annual reports, including quarterly and annual financial information and certain operating statistics under Form 10-Q and Form 10-K, respectively, with the United States Securities and Exchange Commission (the 'SEC'), in accordance with the ongoing disclosure obligations applicable to a publicly traded NYSE-listed company. Such filings include segment financial information about the Macao operations of LVS, which Macao operations are owned by our Company, and the filings are available in the public domain.


LVS has, on or about October 22, 2015 (4 a.m. Hong Kong time), announced its financial results for the fiscal third quarter ended September 30, 2015 (the 'Quarterly Financial Results'), held its third quarter 2015 Earnings Conference Call (the 'Earnings Call') and posted a third quarter results chart deck on its website (the 'Chart Deck'). If you wish to review the Quarterly Financial Results prepared by LVS, which were filed with the SEC, please visit http://investor.sands.com/files/doc_news/2015/Q315-Earnings-Release-vFinal.pdf or http://www.sec.gov/Archives/edgar/data/1300514/000095014215002264/eh1501250_ex9901.htm. If you wish to review the Chart Deck, please visit http://investor.sands.com/files/doc_presentations/2015/LVS- 3Q15-Earnings-Deck-vFinal.pdf.

The financial results of LVS and its consolidated subsidiaries, including those contained in the Quarterly Financial Results, the Earnings Call and the Chart Deck have been prepared in accordance with the generally accepted accounting principles of the United States ('US GAAP'), which are different from the International Financial Reporting Standards ('IFRS') that we are subject to when preparing and presenting our stand-alone financial results and related financial information. As such, the financial results and related information set forth in the Quarterly Financial Results, the Earnings Call and the Chart Deck are not directly comparable to the financial results and related financial information that our Company discloses as a company listed on the Main Board of The Stock Exchange of Hong Kong Limited. In particular, Average Daily Rate ('ADR') and Revenue Per Available Room ('RevPAR') as presented in the Quarterly Financial Results, the Earnings Call and the Chart Deck are based on gross room revenues as reported under US GAAP, which include associated promotional allowances within room revenues. Under US GAAP, promotional allowances are then deducted from total gross revenues in presenting net revenues. Under IFRS, room revenues exclude such promotional allowances. Our shareholders and potential investors in our ordinary shares are advised that the consolidated financial results and related financial information set forth in the Quarterly Financial Results, the Earnings Call and the Chart Deck with respect to our Company's operating results have not been prepared or presented by our Company, and there is no indication or assurance from our Company that the financial results and related financial information of our Company will be the same as that presented in the Quarterly Financial Results, the Earnings Call and the Chart Deck.


To ensure that all shareholders of and potential investors in our Company's ordinary shares have equal and timely access to the information pertaining to our Company, set forth below are extracts and key highlights of the financial results and related financial information published by LVS in the Quarterly Financial Results and the Earnings Call that relate to our Company and our operations in Macao:


QUARTERLY FINANCIAL RESULTS EXTRACTS


Third Quarter Overview


Mr. Sheldon G. Adelson, chairman and chief executive officer of LVS, said, 'While the operating environment in Macao, particularly in the high-end gaming segments, remained challenging during the quarter, our focus on the higher margin mass and non-gaming segments and the geographic diversification of our cash flows allowed us (LVS) to again deliver in excess of US$1 billion of adjusted property EBITDA during the quarter and weather this cyclical downturn better than the industry overall. We remain sharply focused on the consistent execution of our global growth strategy, which leverages the power of our unique convention-based integrated resort business model.


Our convention-based integrated resort business model appeals to the broadest set of customers, generates the most diversified set of cash flows, and delivers the industry's highest revenue and profit from non-gaming segments while bringing unsurpassed economic and diversification benefits to the regions in which we operate. We remain confident in our ability to both further extend our global leadership position and deliver strong growth in the future.'

Mr. Adelson added, 'In Macao, notwithstanding a challenging environment in the VIP and premium mass gaming segments, we delivered US$536.8 million in adjusted property EBITDA across our Macao property portfolio in the third quarter. We remain confident that our market-leading Cotai Strip properties, which will be complemented in the future by the St. Regis tower at Sands Cotai Central opening in December 2015, and by The Parisian Macao, targeted to open in late 2016, will continue to provide the economic benefits of diversification to Macao, help attract greater numbers of business and leisure travelers, and provide an outstanding and diversified platform for growth in the years ahead.'


Sands China Ltd. Consolidated Financial Results


On a US GAAP basis, total net revenues for Sands China decreased 28.8% to US$1.66 billion in the third quarter of 2015, compared to US$2.33 billion in the third quarter of 2014. Adjusted property EBITDA for Sands China decreased 32.8% to US$545.0 million in the third quarter of 2015, compared to US$811.6 million in the third quarter of 2014. Net income for Sands China decreased 46.8% to US$343.2 million in the third quarter of 2015, compared to US$644.6 million in the third quarter of 2014.


The Venetian Macao Third Quarter Operating Results


Despite the softer gaming market in Macao, The Venetian Macao continued to enjoy Macao market- leading visitation and financial performance. The property generated adjusted property EBITDA of US$256.4 million in the third quarter with a market-leading EBITDA margin of 36.6%. Non- Rolling Chip drop was US$1.74 billion for the quarter with a Non-Rolling Chip win percentage of 23.4%. Rolling Chip volume during the quarter decreased 32.1% to US$6.88 billion. Rolling Chip win percentage was 3.08% in the quarter, below the 3.13% experienced in the prior-year quarter. Slot handle was US$1.05 billion.

The following table summarizes the key operating results for The Venetian Macao for the third quarter of 2015 compared to the third quarter of 2014:



The Venetian Macao Operations Three Months Ended September 30,


Casino

$ 590.0

$ 817.8

$ (227.8)

-27.9%

Rooms

53.6

66.6

(13.0)

-19.5%

Food and Beverage

20.5

27.4

(6.9)

-25.2%

Mall

50.4

51.0

(0.6)

-1.2%

Convention, Retail and Other

21.5

24.6

(3.1)

-12.6%

Less - Promotional Allowances

(36.4)

(44.4)

8.0

18.0%


Net Revenues


$ 699.6


$ 943.0


$ (243.4)


-25.8%

Adjusted Property EBITDA

$ 256.4

$ 352.7

$ (96.3)

-27.3%

EBITDA Margin %

36.6%

37.4%

-0.8 pts

Operating Income

$ 213.7

$ 312.4

$ (98.7)

-31.6%

Gaming Statistics

(In US$ millions)

Rolling Chip Volume

$ 6,876.4

$ 10,127.6

$ (3,251.2)

-32.1%

Rolling Chip Win %(1)

3.08%

3.13%

-0.05 pts

Non-Rolling Chip Drop

$ 1,741.5

$ 2,208.1

$ (466.6)

-21.1%

Non-Rolling Chip Win %

23.4%

24.7%

-1.3 pts

Slot Handle

$ 1,047.8

$ 1,440.9

$ (393.1)

-27.3%

Slot Hold %

4.8%

4.6%

0.2 pts

Hotel Statistics

Occupancy %

84.5%

93.3%

-8.8 pts

Average Daily Rate (ADR)

$ 239

$ 269

$ (30)

-11.2%

Revenue per Available Room (RevPAR)

$ 202

$ 251

$ (49)

-19.5%

(In US$ millions) 2015 2014 $ Change Change Revenues:



(1) This compares to our expected Rolling Chip win percentage of 2.7% to 3.0% (calculated before discounts and commissions).

Sands Cotai Central Third Quarter Operating Results


Net revenues and adjusted property EBITDA for the third quarter of 2015 at Sands Cotai Central were US$550.2 million and US$170.5 million, respectively, resulting in an EBITDA margin of 31.0%.


Non-Rolling Chip drop was US$1.46 billion in the third quarter with a Non-Rolling Chip win percentage of 21.9%. Rolling Chip volume was US$4.64 billion for the quarter with a Rolling Chip win percentage of 3.54%. Slot handle was US$1.50 billion for the quarter. Hotel occupancy was 86.5% with ADR of US$152.

The following table summarizes our key operating results for Sands Cotai Central for the third quarter of 2015 compared to the third quarter of 2014:



Sands Cotai Central Operations Three Months Ended September 30,


Casino

$ 475.1

$ 727.3

$ (252.2)

-34.7%

Rooms

68.7

81.8

(13.1)

-16.0%

Food and Beverage

25.2

34.8

(9.6)

-27.6%

Mall

15.8

17.7

(1.9)

-10.7%

Convention, Retail and Other

5.7

8.2

(2.5)

-30.5%

Less - Promotional Allowances

(40.3)

(53.3)

13.0

24.4%


Net Revenues


$ 550.2


$ 816.5


$ (266.3)


-32.6%

Adjusted Property EBITDA

$ 170.5

$ 267.0

$ (96.5)

-36.1%

EBITDA Margin %

31.0%

32.7%

-1.7 pts

Operating Income

$ 94.5

$ 193.0

$ (98.5)

-51.0%

Gaming Statistics

(In US$ millions)

Rolling Chip Volume

$ 4,640.5

$ 10,567.2

$ (5,926.7)

-56.1%

Rolling Chip Win %(1)

3.54%

3.48%

0.06 pts

Non-Rolling Chip Drop

$ 1,458.7

$ 1,891.2

$ (432.5)

-22.9%

Non-Rolling Chip Win %

21.9%

22.4%

-0.5 pts

Slot Handle

$ 1,503.6

$ 2,025.1

$ (521.5)

-25.8%

Slot Hold %

3.7%

3.4%

0.3 pts

Hotel Statistics

Occupancy %

86.5%

89.5%

-3.0 pts

Average Daily Rate (ADR)

$ 152

$ 176

$ (24)

-13.6%

Revenue per Available Room (RevPAR)

$ 131

$ 157

$ (26)

-16.6%

(In US$ millions) 2015 2014 $ Change Change Revenues:



(1) This compares to our expected Rolling Chip win percentage of 2.7% to 3.0% (calculated before discounts and commissions).

Four Seasons Hotel Macao and Plaza Casino Third Quarter Operating Results


The Four Seasons Hotel Macao and Plaza Casino generated adjusted property EBITDA of US$58.8 million in the third quarter of 2015, a decrease of 41.9% compared to the year-ago quarter. Non- Rolling Chip drop was US$280.9 million, while Non-Rolling Chip win percentage was 25.4%. Rolling Chip volume was US$2.82 billion for the quarter. Rolling Chip win percentage was 3.13% in the quarter, below the 3.45% experienced in the prior-year quarter. Slot handle was US$111.8 million during the quarter.


The following table summarizes our key operating results for the Four Seasons Hotel Macao and Plaza Casino for the third quarter of 2015 compared to the third quarter of 2014:


Four Seasons Hotel Macao and Plaza Casino Operations Three Months Ended September 30,


Casino

$ 129.6

$ 221.4

$ (91.8)

-41.5%

Rooms

10.9

11.9

(1.0)

-8.4%

Food and Beverage

6.5

7.7

(1.2)

-15.6%

Mall

32.0

36.3

(4.3)

-11.8%

Convention, Retail and Other

0.8

1.0

(0.2)

-20.0%

Less - Promotional Allowances

(11.9)

(12.9)

1.0

7.8%


Net Revenues


$ 167.9


$ 265.4


$ (97.5)


-36.7%

Adjusted Property EBITDA

$ 58.8

$ 101.2

$ (42.4)

-41.9%

EBITDA Margin %

35.0%

38.1%

-3.1 pts

Operating Income

$ 46.9

$ 88.7

$ (41.8)

-47.1%

Gaming Statistics

(In US$ millions)

Rolling Chip Volume

$ 2,821.7

$ 6,236.9

$ (3,415.2)

-54.8%

Rolling Chip Win %(1)

3.13%

3.45%

-0.32 pts

Non-Rolling Chip Drop

$ 280.9

$ 320.4

$ (39.5)

-12.3%

Non-Rolling Chip Win %

25.4%

25.2%

0.2 pts

Slot Handle

$ 111.8

$ 214.6

$ (102.8)

-47.9%

Slot Hold %

7.3%

4.6%

2.7 pts

Hotel Statistics

Occupancy %

86.5%

88.3%

-1.8 pts

Average Daily Rate (ADR)

$ 363

$ 391

$ (28)

-7.2%

Revenue per Available Room (RevPAR)

$ 314

$ 345

$ (31)

-9.0%

(In US$ millions) 2015 2014 $ Change Change Revenues:


(1) This compares to our expected Rolling Chip win percentage of 2.7% to 3.0% (calculated before discounts and commissions).

Sands Macao Third Quarter Operating Results


Sands Macao's adjusted property EBITDA was US$51.1 million. Non-Rolling Chip drop was US$759.7 million during the quarter, while slot handle was US$710.2 million. Rolling Chip volume was US$2.06 billion for the quarter. The property realized 3.57% win on Rolling Chip volume during the quarter, above the 2.76% generated in the year-ago quarter.


The following table summarizes our key operating results for Sands Macao for the third quarter of 2015 compared to the third quarter of 2014:



Sands Macao Operations Three Months Ended September 30,


(In US$ millions) 2015 2014 $ Change Change



Revenues:

Casino $ 200.8 $ 273.6 $ (72.8) -26.6%

Rooms 6.0 5.7 0.3 5.3%

Food and Beverage 8.6 9.8 (1.2) -12.2%

Convention, Retail and Other 2.6 2.5 0.1 4.0%

Less - Promotional Allowances (10.6) (11.5) 0.9 7.8%



Net Revenues $ 207.4 $ 280.1 $ (72.7) -26.0%


Adjusted Property EBITDA $ 51.1 $ 88.1 $ (37.0) -42.0%

EBITDA Margin % 24.7% 31.5% -6.8 pts


Operating Income $ 41.8 $ 78.3 $ (36.5) -46.6%


Gaming Statistics

(In US$ millions)


Rolling Chip Volume $ 2,058.1 $ 4,318.5 $ (2,260.4) -52.3%

Rolling Chip Win %(1) 3.57% 2.76% 0.81 pts


Non-Rolling Chip Drop $ 759.7 $ 884.6 $ (124.9) -14.1%

Non-Rolling Chip Win % 17.2% 19.1% -1.9 pts


Slot Handle $ 710.2 $ 833.4 $ (123.2) -14.8%

Slot Hold % 3.7% 3.6% 0.1 pts


Hotel Statistics

Occupancy % 99.8% 99.4% 0.4 pts

Average Daily Rate (ADR) $ 226 $ 219 $ 7 3.2%

Revenue per Available Room (RevPAR) $ 226 $ 218 $ 8 3.7%


(1) This compares to our expected Rolling Chip win percentage of 2.7% to 3.0% (calculated before discounts and commissions).

Asian Retail Mall Operations


Gross revenue from tenants in the company's retail malls on Cotai (The Venetian Macao, Four Seasons Macao and Sands Cotai Central) and Marina Bay Sands in Singapore was US$139.3 million for the third quarter of 2015, a decrease of 6.8% compared to the third quarter of 2014. Operating profit derived from these retail mall assets decreased 5.2% year-over-year to US$125.0 million.



For The Three Months Ended September 30, 2015 Trailing Twelve Months September 30, 2015


(In US$ millions


Gross


Operating


Operating

Profit

Gross Leasable

Area


Occupancy

% at End


Tenant Sales Per

except per square foot data)

Revenue(1)

Profit

Margin

(sq. ft.)

of Period

Sq. Ft.(2)


Shoppes at Venetian


$ 50.2


$ 44.9


89.4%


779,459


97.7%


$ 1,540

Shoppes at Four Seasons

Luxury Retail

20.5

19.3

94.1%

142,562

100.0%

5,168

Other Stores

11.5

10.8

93.9%

115,453

100.0%

1,812


Total


32.0


30.1


94.1%


258,015


100.0%


3,858


Shoppes at Cotai Central


15.6


13.6


87.2%


331,587(3)


97.9%


938


Total Cotai in Macao


97.8


88.6


90.6%


1,369,061


98.2%


1,833


The Shoppes at Marina Bay Sands(4)


41.5


36.4


87.7%


644,590


95.5%


1,383


Total


$ 139.3


$ 125.0


89.7%


2,013,651


97.3%


$ 1,696



(1) Gross revenue figures are net of intersegment revenue eliminations.


(2) Tenant sales per square foot reflect sales from tenants only after the tenant has been open for a period of 12 months.


(3) At completion of all phases, the Shoppes at Cotai Central will feature up to 600,000 square feet of gross leasable area.


(4) Marina Bay Sands is not part of the SCL group.

Other Factors Affecting Earnings


Other Asia adjusted property EBITDA, which is principally comprised of our CotaiJet ferry operation, reflected adjusted property EBITDA of US$8.4 million during the quarter, compared to US$3.1 million in the third quarter of 2014.


The net income attributable to noncontrolling interests during the third quarter of 2015 of US$98.8 million was principally related to Sands China.


Capital Expenditures


Capital expenditures during the third quarter totaled US$393.7 million, including construction, development and maintenance activities of US$329.2 million in Macao.


EARNINGS CALL SUMMARY


A summary of the statements of Mr. Sheldon G. Adelson, Chairman and Chief Executive Officer of LVS:


I am pleased we continued to execute our strategic objectives during the quarter, and despite the continuing challenges in the Macao market, we delivered a strong set of financial results, with company-wide hold-normalized adjusted property EBITDA reaching US$1.09 billion, an increase of 7% over prior quarter. At the same time, we continued to return excess capital to shareholders.


It has always been clear to me that our unique MICE-based integrated resort business model positively differentiates us from our competitors, in terms of both financial performance and economic contribution to our host jurisdictions. In Macao, our hold-normalized EBITDA was up quarter on quarter, with continued sequential improvement in our operating margin.


At the heart of our company's success is having the right strategy at the outset: we had the courage of our convictions to build early and aggressively, we developed critical mass through scale and diversification, and we offer product and amenities that are best positioned to capture the long-term tourism and consumption growth in Asia.


We are unique in the scale and diversity of our portfolio. We are focused on the most stable and profitable segment - the mass market. We are clearly differentiated by the strength of our cashflow and balance sheet, and we are further distinguished versus the competition by our track record as the pioneer of the MICE-based integrated resort business model.


Our retail mall portfolio, which features the industry's broadest and deepest set of retail offerings in both Macao and Singapore, is also unique. I am pleased to highlight that our retail mall revenues have held up well in today's retail market, which is softer in particular at the higher end.


Also, we have the ability to monetize our retail mall portfolio in the future.

In Macao, our share of EBITDA in the six operator market has continued to increase, to around 36% in the first six months of 2015, up from 34% in 2014. In fact, in Q2 our EBITDA share climbed to 39%.


Now let me take you through some of the operating highlights of our results in Macao for the quarter.


For Q3, on a hold-normalized basis, Sands China EBITDA was US$537 million, up 1% over prior quarter.


While we consider EBITDA share the most important metric reflecting market performance, we also held the number one spot in revenue share in the quarter, with 23.6% of the Macao market's gaming revenues.


In the mass segment, we do see signs of stabilization. We continue to benefit from the scale of our hotel room inventory, the diversity of our product offering and the attraction of The Venetian Macao as Macao's 'must-see' destination.


We sometimes get asked whether our capacity advantage is diminished given the recent market revenue decline. I believe the opposite is the case. In a market where peak periods, the weekends and holidays matter more than ever before and where mass market customers will generate the lion's share of the revenue and future profit growth, our capacity advantage will in fact be further amplified.


Look at our market share of revenue in the peak revenue periods: 26.5% in May with the Labor Day holidays, 25.3% in August, the peak summer month and in October around 25% again for National Day Golden Week. Our hotel occupancy in the July and August summer months was 89%, five percentage points higher than that of the whole Macao market.


In VIP gaming, despite the continued weakening of the junket segment during the quarter, our premium direct business yet again delivered a solid quarter. Our premium direct rolling volumes were up 1% quarter on quarter, versus the 17% decline in the overall Macao junket segment.


With respect to cost efficiencies, we are well on track to achieving more than US$200 million of savings in 2015. Hold-normalized EBITDA margin in Macao improved sequentially to over 33%, primarily reflecting cost efficiencies. I am pleased that since Q1 we have been able to sustain higher levels of market share, while controlling costs and increasing labor productivity.


With the completion of St. Regis Macao and The Parisian Macao, we will have almost thirteen thousand hotel rooms in four interconnected resorts, over 840 retail stores across four shopping malls (with the potential to add several hundred more stores in future development phases, subject to government approval), 2 million square feet of meeting and exhibition space, and four performance and event venues, including our Cotai Arena at The Venetian Macao, which can be utilized either for our MICE business or major entertainment events.

We remain fully committed to playing the pioneering role in Macao's transformation into Asia's leading business and leisure tourism destination. We have steadfast confidence in our future success. Our track record in being transformative pioneers in MICE, retail, and entertainment speaks for itself.


On the return of capital to shareholders, we remain committed to the maintenance of our recurring dividend programs at both LVS and Sands China and we remain committed to increasing those recurring dividends in the future as our cash flows grow.


Our industry-leading cash flows, geographic diversity and balance sheet strength have enabled us to continue these recurring dividend programs while retaining the financial resources to invest for future growth and pursue new development opportunities.


I would also like to take the opportunity to welcome Mr. Wilfred Wong who will join us on November 1st as President and Chief Operating Officer of Sands China. Wilfred brings to Sands China a distinguished track record in both the public and private sectors.


We are pleased to be able to continue to contribute to Macao's success in realizing its objectives of diversifying its economy, supporting the growth of local businesses, providing meaningful career development opportunities for its citizens and reaching its full potential as Asia's leading business and leisure tourism destination.


Finally, let me share that I am extremely pleased about the depth and strength of our management team not only at Sands China, but in Singapore, Las Vegas and in Bethlehem, Pennsylvania. The strength of our team is clearly reflected in our ability to stay disciplined and continue executing our strategy in challenging markets.


Please see below further highlights from the Questions and Answers session of the Earnings Call:


In response to a question concerning cost efficiencies in Macao in 2015, Mr. Goldstein commented that the Company is confident that there continue to be opportunities to cut costs and that our goal is to save between US$230 million and US$240 million.


FORWARD-LOOKING STATEMENTS


This announcement contains forward-looking statements. Forward-looking statements involve a number of risks, uncertainties or other factors beyond the Company's control, which may cause material differences in actual results, performance or other expectations. These factors include, but are not limited to, general economic conditions, competition, new development, construction and ventures, substantial leverage and debt service, government regulation, tax law changes, legalization of gaming, interest rates, future terrorist acts, influenza, insurance, gaming promoters, risks relating to our gaming licenses, certificate and subconcession, infrastructure in Macao our ability to meet certain development deadlines, our subsidiaries' ability to make distribution payments to us, and other factors detailed in our Company's prospectus dated November 16, 2009. We are under no obligation to (and expressly disclaim any such obligation to) update the forward-looking statements as a result of new information, future events or otherwise.

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