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What changed in United Parks & Resorts Inc.'s 10-K — 2022 vs 2023

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Paragraph-level year-over-year comparison of United Parks & Resorts Inc.'s 2022 and 2023 10-K annual filings, covering the Business, Risk Factors, Legal Proceedings, Cybersecurity, MD&A and Market Risk sections. Every new, removed and edited paragraph is highlighted side-by-side so you can see exactly what management changed in the 2023 report.

+371 added−435 removedSource: 10-K (2024-02-29) vs 10-K (2023-03-01)

Top changes in United Parks & Resorts Inc.'s 2023 10-K

371 paragraphs added · 435 removed · 298 edited across 7 sections

Item 1. Business

Business — how the company describes what it does

1 edited+0 added−0 removed3 unchanged
Biggest changeOver our more than 60-year history, we have developed a diversified portfolio of 12 differentiated theme parks that are grouped in key markets across the United States.
Biggest changeOver our more than 60-year history, we have developed a diversified portfolio of 13 differentiated theme parks that are grouped in key markets across the United States and in the United Arab Emirates.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

52 edited+21 added−34 removed105 unchanged
Biggest changeAny risks affecting such markets, such as natural disasters, severe weather and travel-related disruptions or incidents, may materially adversely affect our business, financial condition and results of operations. • Technology interruptions or failures that impair access to our websites or information technology systems could adversely affect our business or operations. • Cyber security risks and the failure to maintain the integrity of internal or guest data could result in damages to our reputation, the disruption of operations and/or subject us to costs, fines or lawsuits. • Because we operate in a competitive industry, our revenues, profits or market share could be harmed if we are unable to compete effectively. • Featuring animals at our theme parks involves risks. • Animals in our care are important to our theme parks, and they could be exposed to infectious diseases. • The high fixed cost structure of theme park operations can result in significantly lower margins if revenues decline or we are unable to offset price increases. • Our operating results are subject to seasonal fluctuations. • Changes in consumer tastes and preferences for entertainment and consumer products could reduce demand for our entertainment offerings and products and adversely affect the profitability of our business. • We have identified a material weakness in our internal control over financial reporting which could adversely affect our ability to report our results of operations and financial condition accurately and in a timely manner. • Our growth strategy may not achieve the anticipated results. • We may not be able to fund theme park capital expenditures and investment in future attractions and projects. • We may not realize the benefits of developments, restructurings, acquisitions or other strategic initiatives and we may incur significant costs associated with such activities. • The COVID-19 pandemic has disrupted our business and could adversely affect our results of operations, and/or various other factors beyond our control could materially adversely affect our financial condition and results of operations. • Adverse litigation judgments or settlements resulting from legal proceedings in which we may be involved in the normal course of our business could reduce our profits or limit our ability to operate our business. • Our intellectual property rights are valuable, and any inability to protect them could adversely affect our business. 22 • We may be subject to claims for infringing the intellectual property rights of others, which could be costly and result in the loss of significant intellectual property rights. • If we lose licenses and permits required to exhibit animals and/or violate laws and regulations, our business will be adversely affected. • Unionization activities or labor disputes may disrupt our operations and affect our profitability. • If we are unable to maintain certain commercial licenses, our business, reputation and brand could be adversely affected. • Our existing debt agreements contain, and future debt agreements may contain, restrictions that may limit our flexibility in operating our business. • Failure to maintain our current credit ratings could adversely affect our cost of funds, related margins, liquidity, and access to capital markets. • Our leverage could adversely affect our ability to raise additional capital to fund our operations, limit our ability to react to changes in the economy or our industry, expose us to interest rate risk to the extent of our variable rate debt and prevent us from meeting our obligations under our indebtedness. • Hill Path Capital LP and its affiliates could be able to significantly influence our decisions and their interests may conflict with ours or yours in the future. • Our insurance coverage may not be adequate to cover all possible losses that we could suffer, and our insurance costs may increase. • We may be unable to purchase or contract with third-party manufacturers for our theme park rides and attractions, or construction and/or supply chain delays may occur and impact attraction openings. • Our operations and our ownership of property subject us to environmental requirements, and to environmental expenditures and liabilities. • Delays, restrictions, or inability to obtain or maintain permits for capital investments could impair our business. • Financial distress experienced by our strategic partners or other counterparties could have an adverse impact on us. • Tariffs or other trade restrictions could adversely impact our business, financial condition and results of operations. • Actions of activist stockholders, and such activism could adversely impact the value of our securities. • The policies of the U.S.
Biggest changeAny risks affecting such markets, such as natural disasters, severe weather and travel-related disruptions or incidents, may materially adversely affect our business, financial condition and results of operations. • Technology interruptions or failures that impair access to our websites or information technology systems could adversely affect our business or operations. • Cyber security risks and the failure to maintain the integrity of internal or guest data could result in damages to our reputation, the disruption of operations and/or subject us to costs, fines or lawsuits. • Because we operate in a competitive industry, our revenues, profits or market share could be harmed if we are unable to compete effectively. • Featuring animals at our theme parks involves risks. • Animals in our care are important to our theme parks, and they could be exposed to infectious diseases. • The high fixed cost structure of theme park operations can result in significantly lower margins if revenues decline or we are unable to offset price increases. • Our operating results are subject to seasonal fluctuations. • Changes in consumer tastes and preferences for entertainment and consumer products could reduce demand for our entertainment offerings and products and adversely affect the profitability of our business. • Our growth strategy may not achieve the anticipated results. • We may not be able to fund theme park capital expenditures and investment in future attractions and projects. • We may not realize the benefits of developments, restructurings, acquisitions or other strategic initiatives and we may incur significant costs associated with such activities. • Our financial condition and results of operations have been previously, and may in the future be, adversely affected by public health events. • Adverse litigation judgments or settlements resulting from legal proceedings in which we may be involved in the normal course of our business could reduce our profits or limit our ability to operate our business. • Our intellectual property rights are valuable, and any inability to protect them could adversely affect our business. 21 • We may be subject to claims for infringing the intellectual property rights of others, which could be costly and result in the loss of significant intellectual property rights. • If we lose licenses and permits required to exhibit animals and/or violate laws and regulations, our business will be adversely affected. • Unionization activities or labor disputes may disrupt our operations and affect our profitability. • If we are unable to maintain certain commercial licenses, our business, reputation and brand could be adversely affected. • Our existing debt agreements contain, and future debt agreements may contain, restrictions that may limit our flexibility in operating our business. • Failure to maintain our current credit ratings could adversely affect our cost of funds, related margins, liquidity, and access to capital markets. • Our leverage could adversely affect our ability to raise additional capital to fund our operations, limit our ability to react to changes in the economy or our industry, expose us to interest rate risk to the extent of our variable rate debt and prevent us from meeting our obligations under our indebtedness. • Our insurance coverage may not be adequate to cover all possible losses that we could suffer, and our insurance costs may increase. • We may be unable to purchase or contract with third-party manufacturers for our theme park rides and attractions, or construction and/or supply chain delays may occur and impact attraction openings. • Our operations and our ownership of property subject us to environmental requirements, and to environmental expenditures and liabilities. • Delays, restrictions, or inability to obtain or maintain permits for capital investments could impair our business. • We have previously identified and remediated a material weakness in our internal control over financial reporting.
Such factors include but are not limited to: • bad weather and even forecasts of bad weather, including abnormally hot, cold, snow/ice and/or wet weather, particularly during weekends, holidays or other peak periods; • natural disasters, such as hurricanes, fires, earthquakes, tsunamis, tornados, floods and volcanic eruptions and man-made disasters such as oil spills, which may deter travelers from scheduling vacations or cause them to cancel travel or vacation plans; • labor shortages impacting our parks, suppliers or others in the travel industry such as airlines and hotels; • inflation; • supply chain delays or shortages; • fluctuations in foreign exchange rates; • low consumer confidence; • outbreaks of pandemic or contagious diseases, recreational water illnesses or consumers’ concerns relating to potential exposure to travel-related health concerns such as pandemics and epidemics such as Coronavirus, Ebola, Zika, Influenza H1N1, avian bird flu, SARS and MERS; 24 • changes in the desirability of particular locations or travel patterns of both our domestic and international guests; • adverse general economic related factors including increasing interest rates; • economic uncertainty; • electricity, oil and natural gas prices and travel costs and the financial condition of the airline, automotive and other transportation-related industries, any travel-related disruptions or incidents and their impact on travel or decrease transportation options to cities where we have parks; • war, geopolitical events, terrorist activities or threats and heightened travel security measures instituted in response to these events; • actions or statements by U.S. and foreign governmental officials related to travel and corporate travel-related activities (including changes to the U.S. visa rules or disease related restrictions or testing requirements) and the resulting public perception of such travel and activities; • interruption of public or private utility services to our theme parks; and • workplace violence or any other threatened or actual act of violence that threatens the safety and security of, or causes harm to our guests, employees, animals or facilities.
Such factors include but are not limited to: • bad weather and even forecasts of bad weather, including abnormally hot, cold, snow/ice and/or wet weather, particularly during weekends, holidays or other peak periods; • natural disasters, such as hurricanes, fires, earthquakes, tsunamis, tornados, floods, sinkholes and volcanic eruptions and man-made disasters such as oil spills, which may deter travelers from scheduling vacations or cause them to cancel travel or vacation plans; • labor shortages impacting our parks, suppliers or others in the travel industry such as airlines and hotels; • inflation; • fluctuations in foreign exchange rates; • low consumer confidence or changes in consumer taste; • supply chain delays or shortages; • outbreaks of pandemic or contagious diseases, recreational water illnesses or consumers’ concerns relating to potential exposure to travel-related health concerns such as pandemics and epidemics such as Coronavirus, Ebola, Zika, Influenza H1N1, avian bird flu, SARS and MERS; • changes in the desirability of particular locations or travel patterns of both our domestic and international guests; • adverse general economic related factors including increasing interest rates; • economic uncertainty; • electricity, oil and natural gas prices and travel costs and the financial condition of the airline, automotive and other transportation-related industries, any travel-related disruptions or incidents and their impact on travel or decrease transportation options to cities where we have parks; • war, geopolitical events, terrorist activities or threats and heightened travel security measures instituted in response to these events; • actions or statements by U.S. and foreign governmental officials related to travel and corporate travel-related activities (including changes to the U.S. visa rules or disease related restrictions or testing requirements) and the resulting public perception of such travel and activities; • interruption of public or private utility services to our theme parks; and • workplace violence or any other threatened or actual act of violence that threatens the safety and security of, or causes harm to our guests, employees, animals or facilities.
Risks Related to Ownership of Our Common Stock • Our stock price may change significantly, and you may not be able to sell shares of our common stock at or above the price you paid or at all, and you could lose all or part of your investment as a result. • We cannot guarantee that our allocation of capital to various alternatives will enhance long-term stockholder value, and in some cases, our Share Repurchase Program could increase the volatility of the price of our common stock. • Future sales, or the perception of future sales, by us or our existing stockholders in the public market could cause the market price for our common stock to decline. • Our indebtedness could limit our ability to make restricted payments such as share repurchases and/or pay dividends on our common stock in the future. • Anti-takeover provisions in our organizational documents could delay or prevent a change of control. • The concentration of ownership of our capital stock limits your ability to influence corporate matters. • Non-U.S. holders who own or owned more than a certain ownership threshold may be subject to United States federal income tax on gains realized on the disposition of our common stock. 23 The following risk factors should be read carefully in connection with evaluating us and this Annual Report on Form 10-K.
Risks Related to Ownership of Our Common Stock • Our stock price may change significantly, and you may not be able to sell shares of our common stock at or above the price you paid or at all, and you could lose all or part of your investment as a result. • We cannot guarantee that our allocation of capital to various alternatives will enhance long-term stockholder value, and in some cases, our Share Repurchase Program could increase the volatility of the price of our common stock. • Future sales, or the perception of future sales, by us or our existing stockholders in the public market could cause the market price for our common stock to decline. • Our indebtedness could limit our ability to make restricted payments such as share repurchases and/or pay dividends on our common stock in the future. • Anti-takeover provisions in our organizational documents could delay or prevent a change of control. • The concentration of ownership of our capital stock limits your ability to influence corporate matters. • Non-U.S. holders who own or owned more than a certain ownership threshold may be subject to United States federal income tax on gains realized on the disposition of our common stock. 22 The following risk factors should be read carefully in connection with evaluating us and this Annual Report on Form 10-K.
Some of the factors that may influence consumer spending on entertainment and recreational activities include general economic conditions, the availability of discretionary income, consumer confidence, high interest rates, domestic and global supply chain issues, high levels of unemployment, pandemics, higher consumer debt levels, reductions in net worth based on market declines and uncertainty, the housing market, fluctuating foreign currency exchange rates and credit availability, government measures, inflationary pressure, tax rates and general uncertainty regarding the overall future economic environment, including recessionary concerns.
Some of the factors that may influence consumer spending on entertainment and recreational activities include general economic conditions, the availability of discretionary income, consumer confidence, high interest rates, domestic and global supply chain issues, high levels of unemployment, pandemics, higher consumer debt levels, reductions in net worth based on market declines and uncertainty, the housing market, fluctuating foreign 24 currency exchange rates and credit availability, government measures, inflationary pressure, tax rates and general uncertainty regarding the overall future economic environment, including recessionary concerns.
For example, there have been instances of third-party vendors upgrading to newer versions of software which are no longer compatible with our legacy systems. 28 Cyber security risks and the failure to maintain the integrity of internal or guest data could result in damages to our reputation, the disruption of operations and/or subject us to costs, fines or lawsuits.
For example, there have been instances of third-party vendors upgrading to newer versions of software which are no longer compatible with our legacy systems. Cyber security risks and the failure to maintain the integrity of internal or guest data could result in damages to our reputation, the disruption of operations and/or subject us to costs, fines or lawsuits.
If we are unable to find cost effective alternative distribution channels, the loss of multiple ticket resellers could have a negative impact on our results of operations. 27 Incidents or adverse publicity concerning our theme parks, the theme park industry or zoological facilities generally could harm our brands or reputation as well as negatively impact our revenues and profitability.
If we are unable to find cost effective alternative distribution channels, the loss of multiple ticket resellers could have a negative impact on our results of operations. Incidents or adverse publicity concerning our theme parks, the theme park industry or zoological facilities generally could harm our brands or reputation as well as negatively impact our revenues and profitability.
See also, “ Increased labor costs and employee health and welfare benefits may negatively impact our operations. ” Competition for employees is intense and the labor market is experiencing significant shortages, which has impacted, and has continued to impact, our ability to attract, recruit and retain both qualified senior executives as well as employees for our parks and our headquarters.
See also, “ Increased labor costs and employee health and welfare benefits may negatively impact our operations. ” Competition for employees is intense and the labor market is experiencing shortages, which has impacted, and has continued to impact, our ability to attract, recruit and retain both qualified senior executives as well as employees for our parks and our headquarters.
Additionally, the current administration is encouraging Congress to increase the federal minimum wage more broadly to $15.00 an hour in the private sector. Any future amendments or new legislation could significantly increase our compensation costs, which would reduce our net income and adversely affect our cash flows.
Additionally, the current administration is encouraging Congress to increase the 25 federal minimum wage more broadly to $15.00 an hour in the private sector. Any future amendments or new legislation could significantly increase our compensation costs, which would reduce our net income and adversely affect our cash flows.
Any decisions regarding such matters are subject to consideration and assessment of various factors including, but not limited to, the health and welfare of the animals, guest sentiment, market conditions, anticipated impact on our business, regulatory environment, legal proceedings, and input from our conservation partners, and other factors.
Any decisions regarding such matters are subject to consideration and 26 assessment of various factors including, but not limited to, the health and welfare of the animals, guest sentiment, market conditions, anticipated impact on our business, regulatory environment, legal proceedings, and input from our conservation partners, and other factors.
Although we attempt to manage our exposure to such events by implementing our hurricane preparedness plan, our theme parks located in Orlando and Tampa, Florida and in Williamsburg, Virginia have previously experienced closures as a result of storms, which negatively impacted attendance and results of operations.
Although we attempt to manage our exposure to such events by implementing our hurricane preparedness plan, our theme parks located in Orlando and Tampa, Florida and in Williamsburg, Virginia 27 have previously experienced closures as a result of storms, which negatively impacted attendance and results of operations.
Such effects can be especially pronounced during pandemics such as was seen during the COVID-19 pandemic in 2020 or periods of inflation or economic contraction or slow economic growth. Our operating results are subject to seasonal fluctuations.
Such effects can be especially pronounced during pandemics such as was seen during the COVID-19 pandemic in 2020 or periods of inflation or economic contraction or slow economic growth. 29 Our operating results are subject to seasonal fluctuations.
This incident and similar events that may occur in the future may harm our reputation, reduce attendance 29 and negatively impact our business, financial condition and results of operations.
This incident and similar events that may occur in the future may harm our reputation, reduce attendance and negatively impact our business, financial condition and results of operations.
As a result, approximately two-thirds of our attendance and revenues were historically generated in the second and third quarters of the year and we generally incurred a net loss in the first and fourth quarters. In addition, the timing of school vacations and school start dates also cause fluctuations in our quarterly theme park attendance and revenue.
As a result, approximately two-thirds of our attendance and revenues were historically generated in the second and third quarters of the year and we generally incurred a net loss in the first quarter. In addition, the timing of school vacations and school start dates also cause fluctuations in our quarterly theme park attendance and revenue.
We have historically experienced and expect to continue to experience seasonal fluctuations in our annual theme park attendance and revenue, which are typically higher in our second and third quarters, partly because seven of our theme parks were historically only open for a portion of the year.
We have historically experienced and expect to continue to experience seasonal fluctuations in our annual theme park attendance and revenue, which are typically higher in our second and third quarters, partly because four of our theme parks were historically only open for a portion of the year.
In addition, demand for our parks is highly dependent on the general environment for travel and tourism, which can be significantly adversely affected by extreme weather events, including ice and snow conditions. In 2022 and 2021, the United States encountered increased inflation and we experienced increased costs for labor, goods, food, merchandise, services and capital projects.
In addition, demand for our parks is highly dependent on the general environment for travel and tourism, which can be significantly adversely affected by extreme weather events, including ice and snow conditions. In 2021, 2022 and parts of 2023, the United States encountered increased inflation and we experienced increased costs for labor, goods, food, merchandise, services and capital projects.
If we are unable to attract and retain adequate numbers of employees to staff our parks especially during peak periods, this could materially adversely affect our business and negatively impact our results of operations and the guest experience as it could 25 impact the number of venues, rides and/or attractions we can open.
That said, if we are unable to attract and retain adequate numbers of employees to staff our parks especially during peak periods, this could materially adversely affect our business and negatively impact our results of operations and the guest experience as it could impact the number of venues, rides and/or attractions we can open.
Adverse weather events could also cause us to incur significant costs to repair or replace rides or facilities and cause extended closure times if rides or facilities have to be replaced. In addition, our costs and the time to repair and replace rides has increased due to recent supply chain disruptions.
Adverse weather events could also cause us to incur significant costs to repair or replace rides or facilities and cause extended closure times if rides or facilities have to be replaced. In addition, our costs and the time to repair and replace rides and other in park locations has increased due to recent supply chain disruptions.
Our success depends in part upon a number of employees, including members of our senior management team who have extensive experience in the industry, as well as our ability to attract, train, motivate and retain qualified employees to keep pace with our needs, including employees with certain specialized skills in the field of animal training and care.
Our success depends in part upon a number of employees, including members of our senior management team who have extensive experience in the industry, as well as our ability to attract, train, motivate and retain qualified employees to keep pace with our needs, including employees with certain specialized skills in the field of animal training and care and other areas of institutional knowledge.
Separately, we have previously also experienced negative impacts from weather events in other parks, particularly hurricanes and severe storms, which have caused park closures and other weather impacts at our parks in Texas, California and Pennsylvania. If we fail to hire and/or retain employees, our business may be adversely affected.
Separately, we have previously also experienced negative impacts from weather events in our parks, particularly hurricanes and severe storms, which have caused park closures and other weather impacts. If we fail to retain and/or hire employees, our business may be adversely affected.
Any actual or perceived deterioration or weakness in general, regional or local economic conditions, as well as other adverse economic or market conditions due to COVID-19 or otherwise, may reduce our customers’ discretionary income or willingness to spend on parks, entertainment, recreation activities and travel.
Any actual or perceived deterioration or weakness in general, regional or local economic conditions, as well as other adverse economic or market conditions, may reduce our customers’ discretionary income or willingness to spend on parks, entertainment, recreation activities and travel.
Risks Related to Our Business and Our Industry • We could be adversely affected by a decline in discretionary consumer spending or consumer confidence, including any unfavorable impacts from Federal Reserve interest rate actions and inflation, which may influence discretionary spending, unemployment or the overall economy. • Various factors beyond our control could adversely affect attendance and guest spending patterns at our theme parks. • If we fail to hire and/or retain employees, our business may be adversely affected. • Increased labor costs and employee health and welfare benefit costs may negatively impact our operations. • We are subject to complex federal and state regulations governing the treatment of animals, which can change, and to claims and lawsuits by activist groups before government regulators and in the courts. • We are subject to scrutiny by activist and other third-party groups and/or media who can pressure governmental agencies, vendors, partners, guests and/or regulators, bring action in the courts or create negative publicity about us. • Incidents or adverse publicity concerning our theme parks, the theme park industry or zoological facilities generally could harm our brands or reputation as well as negatively impact our revenues and profitability. • A significant portion of our revenues are historically generated in the States of Florida, California and Virginia.
Risks Related to Our Business and Our Industry • Various factors beyond our control could adversely affect attendance and guest spending patterns at our theme parks. • If we fail to retain and/or hire employees, our business may be adversely affected. • We could be adversely affected by a decline in discretionary consumer spending or consumer confidence, including any unfavorable impacts from Federal Reserve interest rate actions and inflation, which may influence discretionary spending, unemployment or the overall economy. • Hill Path Capital LP and its affiliates could be able to significantly influence our decisions and their interests may conflict with ours or yours in the future. • Increased labor costs and employee health and welfare benefit costs may negatively impact our operations. • We are subject to complex federal and state regulations governing the treatment of animals, which can change, and to claims and lawsuits by activist groups before government regulators and in the courts. • We are subject to scrutiny by activist and other third-party groups and/or media who can pressure governmental agencies, vendors, partners, guests and/or regulators, bring action in the courts or create negative publicity about us. • Incidents or adverse publicity concerning our theme parks, the theme park industry or zoological facilities generally could harm our brands or reputation as well as negatively impact our revenues and profitability. • A significant portion of our revenues are historically generated in the States of Florida, California and Virginia.
Both attendance and total revenue per capita spending at our theme parks are key drivers of our revenue and profitability, and reductions in either can materially adversely affect our business, financial condition and results of operations. Various factors beyond our control could adversely affect attendance and guest spending patterns at our theme parks.
Both attendance and total revenue per capita spending at our theme parks are key drivers of our revenue and profitability, and reductions in either can materially adversely affect our business, financial condition and results of operations.
President and his administration or any changes to tax laws may result in a material adverse effect on our business, cash flow, results of operations or financial condition and may impact our ability to use our net operating loss carryforwards. • Changes to, or the elimination of, LIBOR may adversely affect interest expense related to our indebtedness.
President and his administration or any changes to tax laws may result in a material adverse effect on our business, cash flow, results of operations or financial condition and may impact our ability to use our net operating loss carryforwards.
Any disruption or uncertainty or difficulty in efficiently and effectively filling key management roles or maintaining and growing our workforce could have a material adverse impact on our business, results of operations and/or the price of our common stock. Increased labor costs and employee health and welfare benefit costs may negatively impact our operations.
Any disruption or uncertainty or difficulty in efficiently and effectively filling key management roles or maintaining and growing our workforce could have a material adverse impact on our business, results of operations and/or the price of our common stock.
Any international transactions and partnerships are subject to additional risks, including foreign and U.S. regulations on the import and export of animals, the impact of economic fluctuations in economies outside of the United States, difficulties and costs of staffing and managing foreign operations due to distance, language and cultural differences, as well as political instability and lesser degree of legal protection in certain jurisdictions, currency exchange fluctuations and potentially adverse tax consequences of overseas operations.
There is no assurance that the Miral partnership or our other strategic initiatives will be successful. 30 Any international transactions and partnerships are subject to additional risks, including foreign and U.S. regulations on the import and export of animals, the impact of economic fluctuations in economies outside of the United States, difficulties and costs of staffing and managing foreign operations due to distance, language and cultural differences, as well as political instability and lesser degree of legal protection in certain jurisdictions, currency exchange fluctuations and potentially adverse tax consequences of overseas operations.
During 2022 and 2021, in part due to the overall labor market, including wage inflationary pressures and the challenging current operating environment, which at times includes COVID-19 related factors, we have faced increased turnover throughout the company and challenges in meeting our staffing goals.
During 2023 and 2022, in part due to the overall labor market, including wage inflationary pressures and the challenging current operating environment, we have faced increased turnover throughout the company and challenges in meeting our staffing goals.
In addition, the COVID-19 pandemic, along with other geopolitical and economic factors, continues to disrupt global supply chains, has caused labor shortages and has added broad inflationary pressures.
In addition, the COVID-19 pandemic, along with other geopolitical and economic factors, disrupted global supply chains and caused labor shortages and inflationary pressures.
In addition, our insurance coverage and indemnification arrangements that we enter into, if any, may not be adequate to cover all the costs related to cyber security attacks or disruptions resulting from such events. To date, cyber security attacks directed at us have not had a material impact on our financial results.
In addition, our insurance coverage and indemnification arrangements that we enter into, if any, may not be adequate to cover all the costs related to cyber security attacks or disruptions resulting from such events.
See further discussion under the caption “ Management’s Discussion and Analysis of Financial Condition and Results of Operations―Principal Factors and Trends Affecting Our Results of Operations―Costs and Expenses ” included elsewhere in this Annual Report on Form 10-K.
See further discussion under the caption “ Management’s Discussion and Analysis of Financial Condition and Results of Operations―Principal Factors and Trends Affecting Our Results of Operations―Costs and Expenses ” included elsewhere in this Annual Report on Form 10-K. Our financial condition and results of operations have been previously, and may in the future be, adversely affected by public health events.
Inflation increases the cost of goods we purchase, capital projects, wages and benefits, and services we buy. If we are not able to offset inflationary costs, our results of operations will be negatively impacted and possibly in a material manner. Any of these such events could have a material adverse effect on our business, financial condition, or results of operations.
Inflation increases the cost of goods we 23 purchase, capital projects, wages and benefits, and services we buy. If we are not able to offset inflationary costs, our results of operations will be negatively impacted and possibly in a material manner.
Approximately 57%, 17% and 13% of our revenues in 2022 were generated in the States of Florida, California and Virginia, respectively.
Approximately 59%, 16% and 13% of our revenues in 2023 were generated in the States of Florida, California and Virginia, respectively.
Our business strategy may include selective expansion, both domestically and internationally, through acquisitions of assets or other strategic initiatives, such as joint ventures, that allow us to profitably expand our business and leverage our brands.
We may not realize the benefits of developments, restructurings, acquisitions or other strategic initiatives and we may incur significant costs associated with such activities. Our business strategy may include selective expansion, both domestically and internationally, through acquisitions of assets or other strategic initiatives, such as joint ventures, that allow us to profitably expand our business and leverage our brands.
For example, in 2009 and 2010, we experienced a decline in attendance as a result of the global economic crisis, which in turn adversely affected our revenue and profitability.
For example, in 2020, we experienced a decline in attendance as a result of the COVID-19 pandemic, which in turn adversely affected our revenue and profitability.
Due to the evolving nature of security threats, however, the impact of any future incident cannot be predicted. Because we operate in a competitive industry, our revenues, profits or market share could be harmed if we are unable to compete effectively.
Although to date, cyber security attacks directed at us have not had a material impact on our financial results, due to the evolving nature of security threats, the impact of any future incident cannot be predicted. 28 Because we operate in a competitive industry, our revenues, profits or market share could be harmed if we are unable to compete effectively.
During 2022, the Federal Reserve raised interest rates seven times in response to concerns about inflation. The Federal Reserve also raised interest rates in February 2023 and it may raise them again. Higher interest rates and volatility in financial markets may increase economic uncertainty and negatively affect consumer spending.
Since January 1, 2022, the Federal Reserve raised interest rates eleven times in response to concerns about inflation. Higher interest rates and volatility in financial markets may increase economic uncertainty and negatively affect consumer spending.
In addition, a number of companies with whom we compete for talent have announced wage and benefit increases to attract and retain employees in a tight labor market which has driven-up labor costs.
From that point forward, future minimum wage increases shall revert to being adjusted annually for inflation starting September 30, 2027. In addition, a number of companies with whom we compete for talent have announced wage and benefit increases to attract and retain employees in a tight labor market which has driven-up labor costs.
See “Special Note Regarding Forward-Looking Statements” elsewhere in this report: Risks Related to Our Business and Our Industry We could be adversely affected by a decline in discretionary consumer spending or consumer confidence including any unfavorable impacts from Federal Reserve interest rate actions and inflation, which may influence discretionary spending, unemployment or the overall economy.
We could be adversely affected by a decline in discretionary consumer spending or consumer confidence, including any unfavorable impacts from Federal Reserve interest rate actions and inflation, which may influence discretionary spending, unemployment or the overall economy. Our success depends to a significant extent on discretionary consumer spending.
We cannot assure you that our operations will be able to generate sufficient cash flow to fund such costs, or that we will be able to obtain sufficient financing on adequate terms, or at all, which could cause us to delay or abandon certain projects or plans. 31 We may not realize the benefits of developments, restructurings, acquisitions or other strategic initiatives and we may incur significant costs associated with such activities.
We cannot assure you that our operations will be able to generate sufficient cash flow to fund such costs, or that we will be able to obtain sufficient financing on adequate terms, or at all, which could cause us to delay or abandon certain projects or plans.
For example, in 2016 we announced our partnership with Miral Asset Management LLC to develop SeaWorld Abu Dhabi, a first-of-its-kind marine life themed park on Yas Island, which is expected to open later in 2023. There is no assurance that the Miral partnership or our other strategic initiatives will be successful.
For example, in 2016 we announced our partnership with Miral Asset Management LLC to develop SeaWorld Abu Dhabi, a first-of-its-kind marine life themed park on Yas Island, which opened in May 2023.
We, along with our third party service providers, face security threats, including but not limited to cyber security attacks on our data infrastructure. Like other public companies, our computer systems are regularly subject to and will continue to be the target of computer viruses, malware or other malicious codes (including ransomware), unauthorized access, cyber-attacks or other computer-related penetrations.
Like other public companies, our computer systems are regularly subject to and will continue to be the target of computer viruses, malware or other malicious codes (including ransomware), rogue employee activity, unauthorized access, cyber-attacks or other computer-related penetrations.
Further, the bill would make it unlawful under the Animal Welfare Act for any person to breed or artificially inseminate such marine mammals for purposes of using their progeny for public display. On August 2, 2022, Sen. Dianne Feinstein (D-CA) introduced an identical version of the SWIMS Act in the U.S. Senate.
Further, the bill would make it unlawful under the Animal Welfare Act for any person to breed or artificially inseminate such marine mammals for purposes of using their progeny for public display. The bill was referred to the House Agriculture and Natural Resources Committees. On August 2, 2022, Sen.
Virginia passed legislation that increased the state minimum wage to $9.50 an hour on May 1, 2021 and increases its minimum wage to $15.00 an hour by 2026. In November 2020, Florida passed a ballot initiative raising minimum wage to $10.00 per hour effective September 30, 2021.
In November 2020, Florida passed a ballot initiative raising its minimum wage to $10.00 per hour effective September 30, 2021. Each September 30 th thereafter, the minimum wage shall increase by $1.00 per hour until the minimum wage reaches $15.00 per hour on September 30, 2026.
Adverse litigation judgments or settlements resulting from legal proceedings in which we may be involved in the normal course of our business could reduce our profits or limit our ability to operate our business.
If there is a prolonged disruption at any of our properties, our business, financial condition, results of operations and prospects will likely be materially adversely affected. Adverse litigation judgments or settlements resulting from legal proceedings in which we may be involved in the normal course of our business could reduce our profits or limit our ability to operate our business.
Natural disasters and adverse weather conditions can be caused or exacerbated by climate change, and the series of extreme weather events experienced in recent years presents an alarming trend. For example, attendance at our parks in 2022 was negatively impacted by Hurricane Ian which led to closures at our parks in Florida and Virginia for a combined 15 operating days.
Natural disasters and adverse weather conditions can be caused or exacerbated by climate change, and the series of extreme weather events experienced in recent years presents an alarming trend. For example, attendance at our parks in 2023 was negatively impacted by significantly adverse weather, including some combination of unusual heat, cold and/or rain across most of our markets.
This bill would establish prohibitions on capturing, importing, exporting, or breeding of orcas, beluga whales, false killer whales, or pilot whales for the purpose of public display.
On July 26, 2022, U.S. Rep. Adam Schiff (D-CA) introduced the Strengthening Welfare in Marine Settings Act of 2022 ("SWIMS Act"). This bill would establish prohibitions on capturing, importing, exporting, or breeding of orcas, beluga whales, false killer whales, or pilot whales for the purpose of public display.
Various factors beyond our control could adversely affect attendance and guest spending patterns at our theme parks. These factors could also affect our suppliers, vendors, insurance carriers and other contractual counterparties.
These factors could also affect our suppliers, vendors, insurance carriers and other contractual counterparties.
Any such impacts could have a material adverse effect on our business.
Any of these such events could have a material adverse effect on our business, financial condition, or results of operations.
Additionally, our results of operations for 2021 and 2020 were impacted by the COVID-19 pandemic due in part to capacity limitations, modified/limited operations and/or temporary park closures which were in place for portions of the respective periods, as well as decreased demand due to public concerns associated with the pandemic, and severe restrictions on international travel.
For example, our results of operations were impacted by the global COVID-19 pandemic in 2020, 2021 and 2022 due in part to a decline in both international and group-related attendance, capacity limitations, modified/limited operations and/or temporary park closures and decreased demand.
Future amendments to existing statutes, regulations and treaties or new statutes, regulations and treaties or lawsuits against the Company, government agencies or other third parties in the zoological industry may potentially restrict our ability to maintain our animals, or to acquire new ones to supplement or sustain our breeding programs or otherwise adversely affect our business. 26 In 2016, the California Orca Protection Act was enacted into law and (i) codified the end of captive breeding programs and the export and import of genetic materials for orcas in California, (ii) prohibits the import or export of new orcas into or existing orcas out of California, (iii) permits the transfer of orcas currently in California among existing SeaWorld facilities and (iv) requires educational presentations of orcas in California.
Future amendments to existing statutes, regulations and treaties or new statutes, regulations and treaties or lawsuits against the Company, government agencies or other third parties in the zoological industry may potentially restrict our ability to maintain our animals, or to acquire new ones to supplement or sustain our breeding programs or otherwise adversely affect our business.
If our entertainment offerings and products do not achieve sufficient consumer acceptance or if consumer preferences change, our business, financial condition or results of operations could be materially adversely affected. 30 We have identified a material weakness in our internal control over financial reporting which could adversely affect our ability to report our results of operations and financial condition accurately and in a timely manner.
If our entertainment offerings and products do not achieve sufficient consumer acceptance or if consumer preferences change, our business, financial condition or results of operations could be materially adversely affected. Our growth strategy may not achieve the anticipated results.
No hearings or consideration of the bill was scheduled in the House or Senate before the 117th Congress adjourned on January 3, 2023. To date, the bill has not been reintroduced in the 118th Congress.
Dianne Feinstein (D-CA) introduced an identical version of the SWIMS Act in the U.S. Senate. The bill was referred to the Committee on Commerce, Science, and Transportation. No hearings or consideration of the bill were scheduled in the House or Senate before the 117th Congress adjourned on January 3, 2023.
Our properties are subject to the risk that operations could be halted for a temporary or extended period of time. If there is a prolonged disruption at any of our properties, our business, financial condition, results of operations and prospects will likely be materially adversely affected.
Any of these impacts could have a material adverse effect on our business. Additionally, our properties are subject to the risk that operations could be halted for a temporary or extended period of time due to a public health event.
Removed
Certain statements in “Risk Factors” are forward-looking statements.
Added
If we fail to maintain effective internal controls, we may conclude that our internal control over financial reporting is not effective, which could adversely affect our ability to report our results of operations and financial condition accurately and in a timely manner. • Financial distress experienced by our strategic partners or other counterparties could have an adverse impact on us. • Tariffs or other trade restrictions could adversely impact our business, financial condition and results of operations. • Actions of activist stockholders, and such activism could adversely impact the value of our securities. • The policies of the U.S.
Removed
Our success depends to a significant extent on discretionary consumer spending.
Added
Certain statements in “Risk Factors” are forward-looking statements. See “Special Note Regarding Forward-Looking Statements” elsewhere in this report: Risks Related to Our Business and Our Industry Various factors beyond our control could adversely affect attendance and guest spending patterns at our theme parks. Various factors beyond our control could adversely affect attendance and guest spending patterns at our theme parks.
Removed
Each September 30 th thereafter, minimum wage shall increase by $1.00 per hour until the minimum wage reaches $15.00 per hour on September 30, 2026. From that point forward, future minimum wage increases shall revert to being adjusted annually for inflation starting September 30, 2027.
Added
Hill Path Capital LP and its affiliates could be able to significantly influence our decisions and their interests may conflict with ours or yours in the future. In 2019, Hill Path Capital LP and certain of its affiliates (“Hill Path”) purchased, in the aggregate, 13,214,000 shares of our common stock (the “HP Purchase”).
Removed
We introduced new orca programs which are consistent with these standards in our SeaWorld San Diego park in 2017, and the SeaWorld Orlando and SeaWorld San Antonio parks in 2020. On July 26, 2022, U.S. Rep. Adam Schiff (D-CA) introduced the Strengthening Welfare in Marine Settings Act of 2022 (SWIMS Act).
Added
As described more fully in our Form 8-K dated May 27, 2019, we concurrently entered into the Stockholders Agreement, the Registration Rights Agreement and the Undertaking Agreement (collectively, the “HP Agreements”) with Hill Path in connection with the HP Purchase.
Removed
Our management is responsible for establishing and maintaining adequate internal control over financial reporting designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with GAAP.
Added
On July 7, 2020, Hill Path filed with the SEC a Schedule 13D/A (the “Schedule 13D/A”) reporting that such persons had accumulated a total of 27,205,306 shares of our common stock, which represents approximately 42.5% of our total outstanding shares of common stock as of December 31, 2023.
Removed
Our management is likewise required, on a quarterly basis, to evaluate the effectiveness of our internal controls and to disclose any changes and material weaknesses identified through such evaluation in those internal controls.
Added
Also, certain funds affiliated with Hill Path have other economic interests in the Company. Please refer to their most recent Schedule 13D/A filed on November 14, 2022.
Removed
As described elsewhere in this Annual Report on Form 10-K, a material weakness in the Company’s internal control over financial reporting still exists which was initially disclosed as of September 30, 2021.
Added
In addition, the Hill Path Schedule 13D filed on May 1, 2017, as amended states, among other things, that Hill Path may suggest changes in our business, operations, capital structure, capital allocation, corporate governance, and other strategic matters.
Removed
Management and our Board of Directors are committed to remediating the material weakness to address the deficiency within the control environment which resulted from a lack of sufficient policies and procedures surrounding the frequency, manner and extent in which Board members engage with management, resulting, in part, from increased Board engagement with management.
Added
Under the HP Agreements, we agreed to appoint up to three Hill Path director designees (“Hill Path Designees”) to our Board of Directors of which two directors may be affiliated with Hill Path and, subject to the independence standards of the New York Stock Exchange, there must be one Hill Path Designee on each committee of the Board, as determined by Hill Path and subject to the approval of the Nominating and Corporate Governance Committee.
Removed
Based upon a recommendation of the Audit Committee of the Board, the Board formed a committee (the “Committee”) and engaged independent consultants to advise the Committee and management as it relates to this deficiency to develop and execute on a remediation plan. Management has performed an initial risk assessment to address this deficiency.
Added
Scott Ross, founder of Hill Path, and James Chambers, a Partner at Hill Path are the Hill Path Designees. Mr. Ross currently serves as Chairman of the Board and Chairman of the Compensation Committee and also serves on the Nominating and Corporate Governance Committee and the Revenue Committee. Mr.
Removed
As a result of this assessment, management and the Committee have identified actions to remediate the material weakness. Management will continue to perform ongoing risk assessment procedures, including continued enhancement, design and implementation of relevant controls, and will assess and test the effectiveness of these remediation efforts.
Added
Chambers serves as Chairman of the Nominating and Corporate Governance Committee and also serves on the Compensation Committee and the Revenue Committee. For so long as Hill Path Designees remain on our Board, Hill Path will have influence with respect to our management, business plans and policies, including the appointment and removal of our officers, and nominees for director.
Removed
The material weakness cannot be considered remediated, however, until remediation efforts have operated for a sufficient period of time and management has concluded, that the material weakness has been resolved.
Added
In addition, for so long as Hill Path continues to own a significant percentage of our stock, Hill Path will be able to influence the composition of our Board of Directors and the approval of actions requiring stockholder approval.
Removed
Although we will continue to assess the effectiveness of our remediation efforts in connection with our evaluations of internal control over financial reporting, these efforts can only be accomplished over time, and these initiatives may not accomplish their intended effects.
Added
For example, for so long as Hill Path continues to own a significant percentage of our stock, Hill Path may be able to influence whether or not a change of control of our Company or a change in the composition of our Board of Directors occurs.
Removed
See the further discussion of increased Board engagement with management under “ Current Operating Environment ” in the “ Business ” section included elsewhere in this Annual Report on Form 10-K.
Added
The concentration of ownership could deprive you of an opportunity to receive a premium for your shares of common stock as part of a sale of our Company and ultimately might affect the market price of our common stock. Increased labor costs and employee health and welfare benefit costs may negatively impact our operations.
Removed
A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of a company’s annual or interim financial statements will not be prevented or detected on a timely basis.
Added
Effective January 1, 2024, San Diego’s minimum wage was increased further to $16.85 per hour. Virginia passed legislation that increased the state minimum wage to $9.50 an hour on May 1, 2021 and increases its minimum wage to $15.00 an hour by 2026.

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Item 2. Properties

Properties — owned and leased real estate

5 edited+1 added−2 removed5 unchanged
Biggest changeThe Company continues to defer payment of an additional $8.3 million related to the Minimum Rent for the year ended December 31, 2020, which is included in accounts payable and accrued expenses as of December 31, 2022. See further discussion in Note 14–Leases to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K. Item 3.
Biggest changeAs a result, the Company continues to defer payment of $8.3 million of Minimum Rent for the year ended December 31, 2020 along with certain accrued fees which together are included in accounts payable and accrued expenses as of December 31, 2023.
Item 2. P roperties The following table summarizes our principal properties as of December 31, 2022, which includes approximately 400 acres of land available for future development.
Item 2. P roperties The following table summarizes our principal properties as of December 31, 2023, which includes approximately 400 acres of land available for future development.
The annual rent under the lease is calculated on the basis of a specified percentage of Sea World LLC’s gross income from the Premises (the “Percentage Rent”), or the minimum yearly rent (the “Minimum Rent”), whichever is greater.
The annual rent under the lease is calculated on the basis of a specified percentage of Sea World LLC’s gross income from the Premises (the “Percentage Rent”), or the minimum yearly rent (the “Minimum Rent”), whichever is greater. Portions of the Percentage Rent are subject to adjustment every 10 years.
The minimum yearly rent which was approximately $10.4 million for the each of the years ended December 31, 2022, 2021 and 2020, is adjusted every three years to an amount equal to 80% of the average accounting year rent actually paid for the three previous years.
The minimum yearly rent which was approximately $10.4 million for the each of the years ended December 31, 2023, 2022 and 2021, is adjusted every three years to an amount equal to 80% of the average accounting year rent actually paid for the three previous years. The current minimum yearly rent is next subject to adjustment on January 1, 2026.
Legal Proceedings This information is set forth under Note 15– Commitments and Contingencies to the consolidated financial statements included in Part IV, Item 15, which is incorporated herein by reference. Item 4. Mine Sa fety Disclosures Not applicable. 43 PART II.
See further discussion in Note 13–Leases to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K. Item 3. Legal Proceedings This information is set forth under Note 14– Commitments and Contingencies to the consolidated financial statements included in Part IV, Item 15, which is incorporated herein by reference. Item 4.
Removed
The Company is awaiting the City of San Diego’s confirmation of the new adjusted minimum yearly rent, which will be effective as of January 1, 2023.
Added
Mine Sa fety Disclosures Not applicable. 43 PART II.
Removed
As a result, the Company deferred approximately $1.6 million of the Percentage Rent related to the year ended December 31, 2020, which was subsequently paid during the first quarter of 2021.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

34 edited+11 added−26 removed101 unchanged
Biggest changeThe number of shares to be purchased and the timing of purchases will be based on our trading windows and available liquidity, general business and market conditions and other factors, including legal requirements and alternative opportunities.
Biggest changeThe number of shares to be purchased and the timing of purchases will be based on our trading windows and available liquidity, general business and market conditions and other factors, including legal requirements and alternative opportunities. 38 The IRA, which was passed in August 2022, contains a 1% excise tax on share repurchases, which may impact our future decisions on how to return value to shareholders in the most tax efficient manner and would increase the cost of share repurchases.
Our high degree of leverage could have important consequences, including the following: (i) a substantial portion of our cash flow from operations is dedicated to the payment of principal and interest on indebtedness, thereby reducing the funds available for operations, capital expenditures, future business opportunities and/or share repurchases of our common stock; (ii) our ability to obtain additional financing for working capital, capital expenditures, debt service requirements, acquisitions and general corporate purposes in the future may be limited; (iii) certain of the borrowings are at variable rates of interest, which will increase our vulnerability to increases in interest rates; (iv) we are at a competitive disadvantage to less leveraged competitors; (v) we may be unable to adjust rapidly to changing market conditions; (vi) the debt service requirements of our other indebtedness could make it more difficult for us to satisfy our financial obligations; and (vii) we 35 may be vulnerable in a downturn in general economic conditions or in our business and we may be unable to carry out activities that are important to our growth.
Our high degree of leverage could have important consequences, including the following: (i) a substantial portion of our cash flow from operations is dedicated to the payment of principal and interest on indebtedness, thereby reducing the funds available for operations, capital expenditures, future business opportunities and/or share repurchases of our common stock; (ii) our ability to obtain additional financing for working capital, capital expenditures, debt service requirements, acquisitions and general corporate purposes in the future may be limited; (iii) certain of the borrowings are at variable rates of interest, which will increase our vulnerability to increases in interest rates; (iv) we are at a competitive disadvantage to less leveraged competitors; (v) we may be unable to adjust rapidly to changing market conditions; (vi) the debt service requirements of our other indebtedness could make it more difficult for us to satisfy our financial obligations; and (vii) we may be vulnerable in a downturn in general economic conditions or in our business and we may be unable to carry out activities that are important to our growth.
If any proceedings, audits, inspections or investigations were to be determined adversely against us or resulted in legal actions, claims, regulatory proceedings, enforcement actions, or judgments, fines, or settlements involving a payment of material sums of money, or if injunctive relief were issued against us, our business, financial condition and results of operations could be materially adversely affected.
If any proceedings, audits, inspections or investigations were to be determined adversely against us or resulted in legal actions, claims, regulatory proceedings, enforcement actions, or judgments, fines, or settlements involving a payment of material sums of money, or if injunctive relief were issued against us, our business, financial 31 condition and results of operations could be materially adversely affected.
In addition, any interference with our annual meeting process, including but not limited to a proxy contest for the election of directors at our annual meeting, could require us to incur significant legal and other advisory fees and proxy solicitation expenses and require significant time and attention by management and our Board. 38 The policies of the U.S.
In addition, any interference with our annual meeting process, including but not limited to a proxy contest for the election of directors at our annual meeting, could require us to incur significant legal and other advisory fees and proxy solicitation expenses and require significant time and attention by management and our Board. The policies of the U.S.
If unable to generate sufficient cash flow to service our debt or to fund our other liquidity needs, we will need to restructure or refinance all or a portion of our debt, which could cause us to default on our obligations and impair our liquidity.
If we are unable to generate sufficient cash flow to service our debt or to fund our other liquidity needs, we will need to restructure or refinance all or a portion of our debt, which could cause us to default on our obligations and impair our liquidity.
While neither of the foregoing situations are likely to occur, either could negatively affect the business, financial condition or results of operations at our theme parks. Unionization activities or labor disputes may disrupt our operations and affect our profitability.
While neither of the foregoing situations are likely to occur, either could negatively affect the business, financial condition or results of operations at our theme parks. 32 Unionization activities or labor disputes may disrupt our operations and affect our profitability.
Any increase in pricing, alteration of products or reduced product offering could reduce the competitiveness of our products. Furthermore, any retaliatory counter-measures imposed by countries subject to such tariffs could increase our, or our vendors’, import expenses.
Any increase in pricing, alteration of products or reduced product offering could reduce the competitiveness of our products. Furthermore, any retaliatory counter-measures imposed by countries subject to such tariffs could increase our, or our 36 vendors’, import expenses.
The relationship between the United States and foreign countries could impact consumers’ willingness to spend discretionary income, the availability and/or cost of goods, the availability of international flights, and/or the ability or desire of foreign tourists to visit the United States.
The relationship between the United States and foreign countries could impact consumers’ willingness to spend discretionary income, the availability and/or cost of goods, the availability of international flights or visas, and/or the ability or desire of foreign tourists to visit the United States.
Our use of these intellectual property rights is subject to the approval of Sesame and 34 the parties have certain termination rights under the Sesame License Agreement, including without limitation Sesame’s right to terminate the Sesame License Agreement in whole or in part under certain limited circumstances, including a change of control of SeaWorld (or of SeaWorld Parks and Entertainment, Inc., a wholly-owned subsidiary of SeaWorld), our bankruptcy or uncured breach of the Sesame License Agreement, or the termination of the Sesame License Agreement regarding the Langhorne Sesame Place and San Diego Sesame Place theme parks.
Our use of these intellectual property rights is subject to the approval of Sesame and the parties have certain termination rights under the Sesame License Agreement, including without limitation Sesame’s right to terminate the Sesame License Agreement in whole or in part under certain limited circumstances, including a change of control of United Parks (or of SeaWorld Parks and Entertainment, Inc., a wholly-owned subsidiary of United Parks), our bankruptcy or uncured breach of the Sesame License Agreement, or the termination of the Sesame License Agreement regarding the Langhorne Sesame Place and San Diego Sesame Place theme parks.
Although the Share Repurchase Program is intended to enhance long-term stockholder value, there is no assurance that it will do so and short-term stock price fluctuations could reduce such program’s effectiveness. See Note 19–Stockholders’ Deficit in the notes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
Although the Share Repurchase Program is intended to enhance long-term stockholder value, there is no assurance that it will do so and short-term stock price fluctuations could reduce such program’s effectiveness. See Note 18–Stockholders’ Deficit in the notes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
See Note 11–Long-Term Debt in the notes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K. 41 Anti-takeover provisions in our organizational documents could delay or prevent a change of control.
See Note 11–Long-Term Debt in the notes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K. 39 Anti-takeover provisions in our organizational documents could delay or prevent a change of control.
The trading price of our common stock has been, and may continue to be, volatile. Since shares of our common stock were sold in our IPO in April 2013 through December 31, 2022, our common stock close price has ranged from $7.46 to $74.44.
The trading price of our common stock has been, and may continue to be, volatile. Since shares of our common stock were sold in our IPO in April 2013 through December 31, 2023, our common stock close price has ranged from $7.46 to $74.44.
Non-U.S. holders should consult their own tax advisors concerning the consequences of disposing of shares of our common stock. 42 Item 1B. Unresolv ed Staff Comments None.
Non-U.S. holders should consult their own tax advisors concerning the consequences of disposing of shares of our common stock. 40 Item 1B. Unresolv ed Staff Comments None.
Item 3. Legal Proceedings ” and Note 15–Commitments and Contingencies to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
Item 3. Legal Proceedings ” and Note 14–Commitments and Contingencies to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
The concentration of ownership of our capital stock limits your ability to influence corporate matters. Our executive officers, directors, current 5% or greater stockholders and entities affiliated with them beneficially owned (as determined in accordance with the rules of the SEC) approximately 57.5% of our common stock outstanding as of December 31, 2022.
The concentration of ownership of our capital stock limits your ability to influence corporate matters. Our executive officers, directors, current 5% or greater stockholders and entities affiliated with them beneficially owned (as determined in accordance with the rules of the SEC) approximately 49.8% of our common stock outstanding as of December 31, 2023.
In addition to the risk factors discussed in this Annual Report on Form 10-K, the trading price of our common stock may be adversely affected due to a number of factors, many of which are beyond our control, including: • results of operations that vary from the expectations of securities analysts and investors; • results of operations that vary from those of our competitors; • changes in expectations as to our future financial performance, including financial estimates and investment recommendations by securities analysts and investors; • declines in the market prices of stocks generally, or those of amusement and theme parks companies; • strategic actions by us or our competitors; • announcements by us or our competitors of significant contracts, new products, acquisitions, joint marketing relationships, joint ventures, other strategic relationships or capital commitments; • changes in general economic or market conditions or trends in our industry or markets; • changes in business or regulatory conditions; • future sales of our common stock or other securities; • repurchases of our common stock; • investor perceptions or the investment opportunity associated with our common stock relative to other investment alternatives; • the public’s response to press releases or other public announcements by us or third parties, including our filings with the SEC; • rumors and market speculation involving us or other companies in our industry, particularly with respect to strategic transactions; • announcements relating to litigation; • guidance, if any, that we provide to the public, any changes in this guidance or our failure to meet this guidance; • the development and sustainability of an active trading market for our stock; • actions by institutional or activist stockholders; • changes in accounting principles; and • other events or factors, including those resulting from pandemics, natural disasters, war, acts of terrorism or responses to these events. 40 We cannot guarantee that our allocation of capital to various alternatives will enhance long-term stockholder value, and in some cases, our Share Repurchase Program could increase the volatility of the price of our common stock.
In addition to the risk factors discussed in this Annual Report on Form 10-K, the trading price of our common stock may be adversely affected due to a number of factors, many of which are beyond our control, including: • results of operations that vary from the expectations of securities analysts and investors; • results of operations that vary from those of our competitors; • changes in expectations as to our future financial performance, including financial estimates and investment recommendations by securities analysts and investors; • declines in the market prices of stocks generally, or those of amusement and theme parks companies; • strategic actions by us or our competitors; • announcements by us or our competitors of significant contracts, new products, acquisitions, joint marketing relationships, joint ventures, other strategic relationships or capital commitments; • changes in general economic or market conditions or trends in our industry or markets; • changes in business or regulatory conditions; • future sales of our common stock or other securities; • repurchases of our common stock; • investor perceptions or the investment opportunity associated with our common stock relative to other investment alternatives; • the public’s response to press releases or other public announcements by us or third parties, including our filings with the SEC; • rumors and market speculation involving us or other companies in our industry, particularly with respect to strategic transactions; • announcements relating to litigation; • guidance, if any, that we provide to the public, any changes in this guidance or our failure to meet this guidance; • the development and sustainability of an active trading market for our stock; • actions by institutional or activist stockholders; • changes in accounting principles; and • other events or factors, including those resulting from pandemics, natural disasters, war, acts of terrorism or responses to these events.
A total of 15,000,000 shares of common stock were reserved for issuance under the 2017 Omnibus Incentive Plan, of which approximately 7,290,000 shares of common stock remain available for future issuance as of December 31, 2022. In the future, we may also issue our securities in connection with investments or acquisitions.
A total of 15,000,000 shares of common stock were reserved for issuance under the 2017 Omnibus Incentive Plan, of which approximately 6,920,000 shares of common stock remain available for future issuance as of December 31, 2023. In the future, we may also issue our securities in connection with investments or acquisitions.
This legislation includes a 15% corporate alternative minimum tax and a 1% excise tax on stock repurchases among its key tax provisions effective for years beginning after December 31, 2022. While we do not anticipate the IRA having a material impact on our operations, there can be no guarantee that this will be the case.
This legislation includes a 15% corporate alternative minimum tax and a 1% excise tax on stock repurchases among its key tax provisions effective for years beginning after December 31, 2022. While the IRA has not had a material impact on our operations, there can be no guarantee that this will continue to be the case.
For example, as of December 31, 2022, our Senior Secured Credit Facilities and Senior Unsecured Credit Facilities were rated by Standard and Poor’s Financial Services (corporate credit rated BB- with a stable outlook, the Senior Secured Credit Facilities rated BB, and the Senior Unsecured Credit Facilities rated B) and Moody’s Investors Service (corporate family rated B1 with a stable outlook, the Senior Secured Credit Facilities rated Ba3, and the Senior Unsecured Credit Facilities rated B3).
For example, as of December 31, 2023, our Senior Secured Credit Facilities and Senior Unsecured Credit Facilities were rated by Standard and Poor’s Financial Services (corporate credit rated BB- with a positive outlook, the Senior Secured Credit Facilities rated BB, and the Senior Unsecured Credit Facilities rated B) and Moody’s Investors Service (corporate family rated Ba3 with a stable outlook, the Senior Secured Credit Facilities rated Ba2, and the Senior Unsecured Credit Facilities rated B2).
Our Board has previously authorized a share repurchase of up to $250.0 million of our common stock (the “Share Repurchase Program”), of which approximately $56.4 million remained available under the Share Repurchase Program as of December 31, 2022.
Our Board has previously authorized a share repurchase of up to $250.0 million of our common stock (the “Share Repurchase Program”), of which approximately $38.5 million remained available under the Share Repurchase Program as of December 31, 2023.
Our goal is to invest capital to maximize our overall long-term returns. This includes spending on capital projects and expenses, managing debt levels, and periodically returning capital to our stockholders through share repurchases and/or dividends. There can be no assurance that our capital allocation decisions will enhance stockholder value.
This includes spending on capital projects and expenses, managing debt levels, and periodically returning capital to our stockholders through share repurchases and/or dividends. There can be no assurance that our capital allocation decisions will enhance stockholder value.
Repurchases of our common stock pursuant to the Share Repurchase Program could affect our stock price and increase its volatility. The existence of the Share Repurchase Program could cause our stock price to be higher than it would be in the absence of such a program and could potentially reduce the market liquidity for our stock.
The existence of the Share Repurchase Program could cause our stock price to be higher than it would be in the absence of such a program and could potentially reduce the market liquidity for our stock.
If it became necessary for us to resort to litigation to protect these rights, any proceedings could be burdensome, costly and divert the attention of our personnel, and we may not prevail.
We are actively engaged in enforcement and other activities to protect our intellectual property rights. If it became necessary for us to resort to litigation to protect these rights, any proceedings could be burdensome, costly and divert the attention of our personnel, and we may not prevail.
We discuss certain key covenants and financial ratios to which we are subject under our debt agreements in greater detail under the caption “Restrictive Covenants” in Note 11–Long-Term Debt to our accompanying consolidated financial statements included elsewhere in this Annual Report on Form 10-K and under “ Management’s Discussion and Analysis of Financial Condition and Results of Operations―Our Indebtedness―Covenant Compliance ”.
We discuss certain key covenants and financial ratios to which we are subject under our debt agreements in greater detail under the caption “Restrictive Covenants” in Note 11–Long-Term Debt to our accompanying consolidated financial statements included elsewhere in this Annual Report on Form 10-K and under “ Management’s Discussion and Analysis of Financial Condition and Results of Operations―Our Indebtedness―Covenant Compliance ”. 33 Failure to maintain our current credit ratings could adversely affect our cost of funds, related margins, liquidity, and access to capital markets.
Any further increase could increase our borrowing costs on variable debt and adversely affect our business. We do not currently have any of our debt hedged. A hypothetical increase in LIBOR of 100 bps would increase our annual interest expense by approximately $11.9 million. Increased debt service costs would adversely affect our cash flow and net income.
We do not currently have any of our debt hedged. A hypothetical increase in Adjusted Term SOFR of 100 bps would increase our annual interest expense by approximately $11.7 million. Increased debt service costs would adversely affect our cash flow and net income.
As of December 31, 2022, our total indebtedness was approximately $2.138 billion.
As of December 31, 2023, our total indebtedness was approximately $2.126 billion.
Risks Related to Ownership of Our Common Stock Our stock price may change significantly, and you may not be able to sell shares of our common stock at or above the price you paid or at all, and you could lose all or part of your investment as a result.
It is currently unclear how the agenda of the current or future administration will impact our business. 37 Risks Related to Ownership of Our Common Stock Our stock price may change significantly, and you may not be able to sell shares of our common stock at or above the price you paid or at all, and you could lose all or part of your investment as a result.
We from time to time may increase the amount of our indebtedness, modify the terms of our financing arrangements, make capital expenditures, issue dividends and take other actions that may substantially increase our leverage. Despite our significant leverage, we may incur additional amounts of debt, which could further exacerbate the risks associated with our significant leverage.
We from time to time may increase the amount of our indebtedness, modify the terms of our financing arrangements, make capital expenditures, issue dividends and take other actions that may substantially increase our leverage.
These ratings are based on a number of factors, which included their assessment of our financial strength, liquidity, capital structure, asset quality, and sustainability of cash flow and earnings.
Moody’s Investor Service and Standard & Poor’s Financial Services routinely evaluate our debt and issue ratings on our Senior Secured Credit Facilities. These ratings are based on a number of factors, which included their assessment of our financial strength, liquidity, capital structure, asset quality, and sustainability of cash flow and earnings.
We are party to numerous contracts of varying durations. Certain of our agreements are comprised of a mixture of firm and non-firm commitments, varying tenures, and varying renewal terms, among other terms.
Financial distress experienced by our strategic partners or other counterparties could have an adverse impact on us. We are party to numerous contracts of varying durations. Certain of our agreements are comprised of a mixture of firm and non-firm commitments, varying tenures, and varying renewal terms, among other terms.
Therefore, our capital investments in certain areas may be delayed, interrupted, or suspended for varying lengths of time, causing a loss of revenue to us, increasing cost, and/or adversely affecting our results of operations. 37 Financial distress experienced by our strategic partners or other counterparties could have an adverse impact on us.
Therefore, our capital investments in certain areas may be delayed, interrupted, or suspended for varying lengths of time, causing a loss of revenue to us, increasing cost, and/or adversely affecting our results of operations. 35 We have previously identified and remediated a material weakness in our internal control over financial reporting.
A failure to obtain registrations for our intellectual property in the United States and other countries could limit our ability to protect our intellectual property rights and impede our marketing efforts in those jurisdictions. 33 We are actively engaged in enforcement and other activities to protect our intellectual property rights.
Moreover, even if the applications are approved, third parties may seek to oppose or otherwise challenge these registrations. A failure to obtain registrations for our intellectual property in the United States and other countries could limit our ability to protect our intellectual property rights and impede our marketing efforts in those jurisdictions.
During 2021 and 2022, the United States experienced increasing inflation. Increased inflation is likely to cause interest rates (including LIBOR and SOFR) to increase. For example, in 2022, in light of increasing inflation, the Federal Reserve increased interest rates seven times. The Federal Reserve has indicated that it expects continued increases in interest rates in 2023 and 2024.
During 2021, 2022 and parts of 2023, the United States experienced increasing inflation. Increased inflation is likely to cause interest rates (including SOFR) to increase. For example, since January 1, 2022, in light of increasing inflation, the Federal Reserve increased interest rates eleven times. Any further increase could increase our borrowing costs on variable debt and adversely affect our business.
The concentration of ownership could deprive you of an opportunity to receive a premium for your shares of common stock as part of a sale of our Company and ultimately might affect the market price of our common stock. 36 Our insurance coverage may not be adequate to cover all possible losses that we could suffer, and our insurance costs may increase.
Despite our significant leverage, we may incur additional amounts of debt, which could further exacerbate the risks associated with our significant leverage. 34 Our insurance coverage may not be adequate to cover all possible losses that we could suffer, and our insurance costs may increase.
Removed
Moreover, even if the applications are approved, third parties may seek to oppose or otherwise challenge these registrations.
Added
If we fail to maintain effective internal controls, we may conclude that our internal control over financial reporting is not effective, which could adversely affect our ability to report our results of operations and financial condition accurately and in a timely manner. We have previously identified and remediated a material weakness in our internal control over financial reporting.
Removed
Failure to maintain our current credit ratings could adversely affect our cost of funds, related margins, liquidity, and access to capital markets. Moody’s Investor Service and Standard & Poor’s Financial Services routinely evaluate our debt and issue ratings on our Senior Secured Credit Facilities.
Added
If we fail to maintain effective internal controls, we may conclude that our internal control over financial reporting is not effective, which could adversely affect our ability to report our results of operations and financial condition accurately and in a timely manner.
Removed
Hill Path Capital LP and its affiliates could be able to significantly influence our decisions and their interests may conflict with ours or yours in the future. In 2019, Hill Path Capital LP and certain of its affiliates (“Hill Path”) purchased in the aggregate, 13,214,000 shares of our common stock (the “HP Purchase”).
Added
Our management is responsible for establishing and maintaining adequate internal control over financial reporting designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with U.S. generally accepted accounting principles (“GAAP”).
Removed
As described more fully in our Form 8-K dated May 27, 2019, we concurrently entered into the Stockholders Agreement, the Registration Rights Agreement and the Undertaking Agreement (collectively, the “HP Agreements”) with Hill Path in connection with the HP Purchase.
Added
Our management is likewise required, on a quarterly basis, to evaluate the effectiveness of our internal controls and to disclose any changes and material weaknesses identified through such evaluation in those internal controls. As described Part II “Item 9A.
Removed
On July 7, 2020, Hill Path filed with the SEC a Schedule 13D/A (the “Schedule 13D/A”) reporting that such persons had accumulated a total of 27,205,306 shares of our common stock, which represents approximately 42.6% of our total outstanding shares of common stock as of December 31, 2022.
Added
Controls and Procedures” of this Annual Report on Form 10-K, a material weakness in the Company’s internal control over financial reporting existed previously which was initially disclosed as of September 30, 2021.
Removed
Also, certain funds affiliated with Hill Path have other economic interests in the Company. Please refer to their most recent Schedule 13D/A filed on November 14, 2022.
Added
A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of a company’s annual or interim financial statements will not be prevented or detected on a timely basis.
Removed
In addition, the Hill Path Schedule 13D filed on May 1, 2017, as amended states, among other things, that Hill Path may suggest changes in our business, operations, capital structure, capital allocation, corporate governance, and other strategic matters.
Added
The Company identified and implemented a number of actions that effectively remediated the previously-disclosed material weakness and concluded that as of December 31, 2023 its internal control over financial reporting was effective. However, the Company cannot provide assurances that the remediated material weakness will not reoccur in the future, or that a new material weakness will occur.
Removed
Under the HP Agreements, we agreed to appoint up to three Hill Path director designees (“Hill Path Designees”) to our Board of Directors of which two directors may be affiliated with Hill Path and, subject to the independence standards of the New York Stock Exchange, there must be one Hill Path Designee on each committee of the Board, as determined by Hill Path and subject to the approval of the Nominating and Corporate Governance Committee.
Added
The existence of any material weakness could require management to devote significant time and incur significant expense to remediate any such material weakness and management may not be able to remediate any such material weakness in a timely manner.
Removed
Scott Ross, founder of Hill Path and James Chambers, a Partner at Hill Path are the Hill Path Designees. Mr. Ross currently serves as Chairman of the Board and Chairman of the Compensation Committee and also serves on the Nominating and Corporate Governance Committee and the Revenue Committee. Mr.
Added
If such material weakness is not remediated effectively or in a sufficient amount time, the Company could be impacted by a material misstatement of our annual or interim financial statements that was not prevented or detected in a timely basis, which could have a negative effect on our results of operations and/or the trading price of our securities.
Removed
Chambers serves as Chairman of the Nominating and Corporate Governance Committee and also serves on the Compensation Committee and the Revenue Committee. For so long as Hill Path Designees remain on our Board, Hill Path will have influence with respect to our management, business plans and policies, including the appointment and removal of our officers, and nominees for director.
Added
We cannot guarantee that our allocation of capital to various alternatives will enhance long-term stockholder value, and in some cases, our Share Repurchase Program could increase the volatility of the price of our common stock. Our goal is to invest capital to maximize our overall long-term returns.
Removed
In addition, for so long as Hill Path continues to own a significant percentage of our stock, Hill Path will be able to influence the composition of our Board of Directors and the approval of actions requiring stockholder approval.
Added
During 2023, we completed share repurchases of 313,750 shares for an aggregate total of approximately $17.9 million. Repurchases of our common stock pursuant to the Share Repurchase Program could affect our stock price and increase its volatility.
Removed
For example, for so long as Hill Path continues to own a significant percentage of our stock, Hill Path may be able to influence whether or not a change of control of our Company or a change in the composition of our Board of Directors occurs.
Removed
It is currently unclear how the agenda of the current administration will impact our business. Changes to, or the elimination of, LIBOR may adversely affect interest expense related to our indebtedness. Borrowings under our Term B Loan which mature on August 25, 2028, and the Revolving Credit Facility which matures on August 25, 2026 are currently based on LIBOR.
Removed
In March 2021, the United Kingdom’s Financial Conduct Authority (“FCA”), a regulator of financial services firms and financial markets in the United Kingdom, announced that it will phase out of regulatory oversight of LIBOR interest rates indices.
Removed
The FCA has indicated it will support the LIBOR indices for USD LIBOR through June 2023, to allow for an orderly transition to an alternative reference rate.
Removed
The FCA announcement coincides with the March 2021 announcement of LIBOR’s administrator, the ICE Benchmark Administration (“IBA”) , indicating that, as a result of not having access to input data necessary to calculate LIBOR after June 30, 2023, the IBA would have to cease publication of such LIBOR tenors immediately after the last publication on June 30, 2023.
Removed
Further, in March 2022, the Consolidated Appropriations Act of 2022, which includes the Adjustable Interest Rate (LIBOR) Act, was signed into law in the U.S. This legislation establishes a uniform benchmark replacement process for financial contracts maturing after June 30, 2023 that do not contain clearly defined or practicable fallback provisions.
Removed
The legislation also creates a safe harbor that shields lenders from litigation if they choose to utilize a replacement rate recommended by the Federal Reserve. The United States Federal Reserve has also advised banks to cease entering into new contracts that use USD LIBOR as a reference rate.
Removed
There is no assurance that dates announced by the FCA will not change or that the administrator of LIBOR and/or regulators will not take further action that could impact the availability, composition, or characteristics of LIBOR or the currencies and/or tenors for which LIBOR is published.
Removed
If LIBOR ceases to exist and the implementation of any Benchmark Replacement Conforming Changes ensues, there are no guarantees whether the composition or characteristics of any such alternative, successor or replacement reference rate will be similar to, or produce the same value or economic equivalence of, the LIBOR Rate or have the same volume or liquidity as did the London interbank offered rate prior to its discontinuance or unavailability.
Removed
Also, if we intend to hedge our LIBOR denominated debt, we cannot predict whether hedging opportunities will exist on acceptable terms. 39 The Alternative Reference Rates Committee, which was charged with determining a replacement for LIBOR, has identified the Secured Overnight Financing Rate (“SOFR”), as the recommended risk-free alternative rate for LIBOR.
Removed
The Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2018-16, Derivatives and Hedging which includes SOFR as a permitted rate that can be used in the application of hedge accounting pursuant to adoption of the standard. The Federal Reserve Bank of New York began publishing SOFR rates in April 2018.
Removed
SOFR is intended to be a broad measure of the cost of borrowing cash overnight collateralized by Treasury securities. The market transition away from LIBOR is expected to be complicated, and to include the development of term and credit adjustments with a fallback rate to accommodate differences between LIBOR and SOFR.
Removed
There can be no guarantee that SOFR will become widely used or that alternatives may be developed without additional complications.
Removed
We are not able to predict whether LIBOR will cease to be available after 2023, whether SOFR will become a widely accepted benchmark in place of LIBOR, or what the impact of such a possible transition from LIBOR may be on our business, financial condition, and results of operations.
Removed
The IRA, which was passed in August 2022, contains a 1% excise tax on share repurchases, which may impact our future decisions on how to return value to shareholders in the most tax efficient manner and would increase the cost of share repurchases. During 2022, we completed share repurchases of 12,423,497 shares for an aggregate total of approximately $693.6 million.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

93 edited+15 added−29 removed63 unchanged
Biggest changeThe following table presents key operating and financial information for the years ended December 31, 2022 and 2021: For the Year Ended December 31, Variance 2022 2021 # % Selected Statements of Comprehensive Net Income Data: (In thousands, except per capita data and %) Net revenues: Admissions $ 965,232 $ 851,891 $ 113,341 13.3 % Food, merchandise and other 766,005 651,839 114,166 17.5 % Total revenues 1,731,237 1,503,730 227,507 15.1 % Costs and expenses: Cost of food, merchandise and other revenues 135,217 114,287 20,930 18.3 % Operating expenses (exclusive of depreciation and amortization shown separately below) 735,687 622,419 113,268 18.2 % Selling, general and administrative expenses 200,074 184,871 15,203 8.2 % Severance and other separation costs 108 1,531 (1,423 ) (92.9 %) Depreciation and amortization 152,620 148,660 3,960 2.7 % Total costs and expenses 1,223,706 1,071,768 151,938 14.2 % Operating income 507,531 431,962 75,569 17.5 % Other expense, net (43 ) 144 (187 ) NM Interest expense 117,501 116,642 859 0.7 % Loss on early extinguishment of debt and write-off of discounts and debt issuance costs — 58,827 (58,827 ) NM Income before income taxes 390,073 256,349 133,724 52.2 % Provision for (benefit from) income taxes 98,883 (164 ) 99,047 NM Net income $ 291,190 $ 256,513 $ 34,677 13.5 % Other data: Attendance 21,939 20,203 1,736 8.6 % Total revenue per capita $ 78.91 $ 74.43 $ 4.48 6.0 % Admission per capita $ 44.00 $ 42.17 $ 1.83 4.3 % In-park per capita spending $ 34.91 $ 32.26 $ 2.65 8.2 % NM-Not meaningful Admissions revenue .
Biggest changeThe following table presents key operating and financial information for the years ended December 31, 2023 and 2022: 48 For the Year Ended December 31, Variance 2023 2022 # % Selected Statements of Comprehensive Net Income Data: (In thousands, except per capita data and %) Net revenues: Admissions $ 954,083 $ 965,232 $ (11,149 ) (1.2 %) Food, merchandise and other 772,504 766,005 6,499 0.8 % Total revenues 1,726,587 1,731,237 (4,650 ) (0.3 %) Costs and expenses: Cost of food, merchandise and other revenues 131,697 135,217 (3,520 ) (2.6 %) Operating expenses (exclusive of depreciation and amortization shown separately below) 758,874 735,687 23,187 3.2 % Selling, general and administrative expenses 221,237 200,074 21,163 10.6 % Severance and other separation costs 816 108 708 NM Depreciation and amortization 154,208 152,620 1,588 1.0 % Total costs and expenses 1,266,832 1,223,706 43,126 3.5 % Operating income 459,755 507,531 (47,776 ) (9.4 %) Other income, net (18 ) (43 ) 25 (58.1 %) Interest expense 146,666 117,501 29,165 24.8 % Income before income taxes 313,107 390,073 (76,966 ) (19.7 %) Provision for income taxes 78,911 98,883 (19,972 ) (20.2 %) Net income $ 234,196 $ 291,190 $ (56,994 ) (19.6 %) Other data: Attendance 21,606 21,939 (333 ) (1.5 %) Total revenue per capita $ 79.91 $ 78.91 $ 1.00 1.3 % Admission per capita $ 44.16 $ 44.00 $ 0.16 0.4 % In-park per capita spending $ 35.75 $ 34.91 $ 0.84 2.4 % NM-Not meaningful Admissions revenue .
The admissions product mix, also referred to as the attendance or visitation mix, is defined as the mix of attendance by ticket category such as single day, multi-day, annual/season passes or complimentary tickets and can be impacted by the mix of guests as domestic and international guests generally purchase higher admission per capita ticket products than local guests.
The admissions product mix, also referred to as the attendance or visitation mix, is defined as the mix of attendance by ticket category such as single day, multi-day, annual/season passes or complimentary tickets/passes and can be impacted by the mix of guests as domestic and international guests generally purchase higher admission per capita ticket products than local guests.
Adjusted EBITDA We define Adjusted EBITDA as net income (loss) plus (i) income tax provision (benefit), (ii) loss on extinguishment of debt, (iii) interest expense, consent fees and similar financing costs, (iv) depreciation and amortization, (v) equity-based compensation expense, (vi) certain non-cash charges/credits including those related to asset disposals and self-insurance reserve adjustments, (vii) certain business optimization, development and strategic initiative costs, (viii) merger, acquisition, integration and certain investment costs, and (ix) other nonrecurring costs including incremental costs associated with the COVID-19 pandemic or similar unusual events.
Adjusted EBITDA We define Adjusted EBITDA as net income plus (i) income tax provision (benefit), (ii) loss on extinguishment of debt, (iii) interest expense, consent fees and similar financing costs, (iv) depreciation and amortization, (v) equity-based compensation expense, (vi) certain non-cash charges/credits including those related to asset disposals and self-insurance reserve adjustments, (vii) certain business optimization, development and strategic initiative costs, (viii) merger, acquisition, integration and certain investment costs, and (ix) other nonrecurring costs including incremental costs associated with the COVID-19 pandemic or similar unusual events.
For multi-day admission products, revenue is allocated based on the number of visits included in the pass and recognized ratably based on each admission into the theme park. Certain admission products may also include bundled products at the time of purchase, such as food and beverage or merchandise items.
For certain multi-day admission products, revenue is allocated based on the number of visits included in the pass and recognized ratably based on each admission into the theme park. Certain admission products may also include bundled products at the time of purchase, such as food and beverage or merchandise items.
See Note 11–Long-Term Debt to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details. 55 (c) Represents commitments under long-term operating and finance leases requiring annual minimum lease payments, primarily consisting of the lease for the land of our SeaWorld theme park in San Diego, California.
See Note 11–Long-Term Debt to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details. (c) Represents commitments under long-term operating and finance leases requiring annual minimum lease payments, primarily consisting of the lease for the land of our SeaWorld theme park in San Diego, California.
Other adjustments include (i) recruiting and retention costs, (ii) public company compliance costs, (iii) litigation and arbitration costs, and (iv) other costs and adjustments as permitted by the Debt Agreements. We believe that the presentation of Adjusted EBITDA is appropriate as it eliminates the effect of certain non-cash and other items not necessarily indicative of a company’s underlying operating performance.
Other adjustments include (i) recruiting and retention costs, (ii) public company compliance costs, (iii) litigation and arbitration costs, and (iv) other costs and adjustments as permitted by the Debt Agreements. 52 We believe that the presentation of Adjusted EBITDA is appropriate as it eliminates the effect of certain non-cash and other items not necessarily indicative of a company’s underlying operating performance.
If the bundled product is related to a pass product and offered over time, revenue will be recognized over time accordingly. For further details, also refer to Note 4–Revenues, in our notes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K. 57
If the bundled product is related to a pass product and offered over time, revenue will be recognized over time accordingly. For further details, also refer to Note 4–Revenues, in our notes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
Even for our theme parks which have historically been open year-round, attendance patterns have significant seasonality, driven by holidays, school vacations and weather conditions. Changes in school calendars that impact traditional school vacation breaks and/or start dates could also impact attendance patterns.
Even for our eight theme parks which have historically been open year-round, attendance patterns have significant seasonality, driven by holidays, school vacations and weather conditions. Changes in school calendars that impact traditional school vacation breaks and/or start dates could also impact attendance patterns.
These estimated savings are calculated net of the amount of actual benefits realized during such period. These estimated savings are a non-GAAP Adjusted EBITDA add-back item only as defined in the Debt Agreements and does not impact our reported GAAP net income (loss).
These estimated savings are calculated net of the amount of actual benefits realized during such period. These estimated savings are a non-GAAP Adjusted EBITDA add-back item only as defined in the Debt Agreements and does not impact our reported GAAP net income.
Food, merchandise and other revenue primarily consists of food and beverage, retail, merchandise, parking, other in-park products, and other miscellaneous revenue, including revenue from our international agreements and online transaction fees, not necessarily generated in our parks, which is not significant in the periods presented.
Food, merchandise and other revenue primarily consists of food and beverage, merchandise, retail, parking, other in-park products and service fees, and other miscellaneous revenue, including online transaction fees and revenue from our international agreements, not necessarily generated in our parks, which is not significant in the periods presented.
Management’s discussion and analysis relating to the fiscal year ended December 31, 2021 and the applicable year-to-year comparisons to the fiscal year ended December 31, 2020 are not included in this Annual Report on Form 10-K but can be found in “ Management’s Discussion and Analysis of Financial Condition and Results of Operations ” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2021 , which specific discussion is incorporated herein by reference.
Management’s discussion and analysis relating to the fiscal year ended December 31, 2022 and the applicable year-to-year comparisons to the fiscal year ended December 31, 2021 are not included in this Annual Report on Form 10-K but can be found in “ Management’s Discussion and Analysis of Financial Condition and Results of Operations ” in Part II, Item 7 of our Annual Report on Form 10-K for the fiscal year ended December 31, 2022 , which specific discussion is incorporated herein by reference.
See Note 11–Long-Term Debt and Note 19–Stockholders' Deficit to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details. Our Indebtedness We are a holding company and conduct our operations through our subsidiaries, which have incurred or guaranteed indebtedness as described below.
See Note 11–Long-Term Debt and Note 18–Stockholders' Deficit to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details. Our Indebtedness We are a holding company and conduct our operations through our subsidiaries, which have incurred or guaranteed indebtedness as described below.
See Note 11–Long-Term Debt to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details. (b) Includes amounts attributable to the Senior Secured Credit Facilities, Senior Notes and First-Priority Senior Notes calculated as of December 31, 2022 using certain assumptions.
See Note 11–Long-Term Debt to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details. (b) Includes amounts attributable to the Senior Secured Credit Facilities, Senior Notes and First-Priority Senior Notes calculated as of December 31, 2023 using certain assumptions.
(j) Covenant Adjusted EBITDA is defined in the Debt Agreements as Adjusted EBITDA for the last twelve-month period further adjusted for net annualized estimated savings among other adjustments as described in footnotes (h) and (i) above. Contractual Obligations We had no off-balance sheet arrangements as of December 31, 2022.
(j) Covenant Adjusted EBITDA is defined in the Debt Agreements as Adjusted EBITDA for the last twelve-month period further adjusted for net annualized estimated savings among other adjustments as described in footnotes (h) and (i) above. Contractual Obligations We had no off-balance sheet arrangements as of December 31, 2023.
Covenant Compliance As of December 31, 2022, we were in compliance with all covenants in the credit agreement governing the Senior Secured Credit Facilities and the indentures governing our Senior Notes and First-Priority Senior Secured Notes. See Note 11–Long-Term Debt to our consolidated financial statements for further details relating to our restrictive covenants.
Covenant Compliance As of December 31, 2023, we were in compliance with all covenants in the credit agreement governing the Senior Secured Credit Facilities and the indentures governing our Senior Notes and First-Priority Senior Secured Notes. See Note 11–Long-Term Debt to our consolidated financial statements for further details relating to our restrictive covenants.
Stock Price Performance This performance graph shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or incorporated by reference into any filing of SeaWorld under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Stock Price Performance This performance graph shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or incorporated by reference into any filing of the Company under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Prepared by Zacks Investment Research, Inc. Used with permission. All rights reserved. Copyright 1980-2023. Index Data: Copyright Standard and Poor’s Inc. Used with permission. All rights reserved. Unregistered Sales of Equity Securities There were no unregistered sales of equity securities by us during the year ended December 31, 2022.
Prepared by Zacks Investment Research, Inc. Used with permission. All rights reserved. Copyright 1980-2024. Index Data: Copyright Standard and Poor’s Inc. Used with permission. All rights reserved. Unregistered Sales of Equity Securities There were no unregistered sales of equity securities by us during the year ended December 31, 2023.
Amounts have been calculated using early termination fees or non-cancelable minimum contractual obligations by period, as applicable, under contracts that were in effect as of December 31, 2022. In addition, in connection with the Sesame License Agreement we have made certain commitments, as a result, obligations related to this agreement are included in the table above.
Amounts have been calculated using early termination fees or non-cancelable 54 minimum contractual obligations by period, as applicable, under contracts that were in effect as of December 31, 2023. In addition, in connection with the Sesame License Agreement we have made certain commitments, as a result, obligations related to this agreement are included in the table above.
Seasonality The theme park industry is seasonal in nature. Historically, we generate the highest revenues in the second and third quarters of each year, in part because seven of our theme parks were historically only open for a portion of the year.
Seasonality The theme park industry is seasonal in nature. Historically, we generate the highest revenues in the second and third quarters of each year, in part because four of our theme parks were historically only open for a portion of the year.
Senior Notes and First-Priority Senior Secured Notes As of December 31, 2022, SEA had outstanding $725.0 million in aggregate principal amount of Senior Notes due on August 15, 2029 and $227.5 million in aggregate principal amount of First-Priority Senior Secured Notes, due on May 1, 2025.
Senior Notes and First-Priority Senior Secured Notes As of December 31, 2023, SEA had outstanding $725.0 million in aggregate principal amount of Senior Notes due on August 15, 2029 and $227.5 million in aggregate principal amount of First-Priority Senior Secured Notes, due on May 1, 2025.
See Note 15–Commitments and Contingencies in our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details. (g) Adjusted EBITDA is defined as net income (loss) before income tax expense, interest expense, depreciation and amortization, as further adjusted to exclude certain non-cash, and other items as described above.
See Note 14–Commitments and Contingencies in our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details. (g) Adjusted EBITDA is defined as net income before income tax expense, interest expense, depreciation and amortization, as further adjusted to exclude certain non-cash, and other items as described above.
Share Repurchases See Note 19–Stockholders’ Deficit in our notes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further information on the Company's share repurchase programs.
Share Repurchases See Note 18–Stockholders’ Deficit in our notes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further information on the Company's share repurchase programs.
The discussion which follows consists of the following sections: • Business Overview: Provides an overview of the business. • Recent Developments: Provides a discussion concerning recent developments which have impacted the business. • Principal Factors and Trends Affecting our Results of Operations: Provides a discussion concerning the principal factors and trends affecting our results of operations, including a discussion relating to revenue, attendance, costs and expenses and seasonality. • Results of Operations: Provides a discussion of our operating results and applicable year-to-year comparisons. • Liquidity, Capital Resources and Indebtedness: Provides a discussion of our cash flows, sources and uses of cash, commitments, capital resources and indebtedness as of December 31, 2022. • Critical Accounting Policies and Estimates: Provides a discussion of our critical accounting policies which require the exercise of judgement and the use of estimates.
The discussion which follows consists of the following sections: • Business Overview: Provides an overview of the business. • Recent Developments: Provides a discussion concerning recent developments which have impacted the business. • Principal Factors and Trends Affecting our Results of Operations: Provides a discussion concerning the principal factors and trends affecting our results of operations, including a discussion relating to revenue, attendance, costs and expenses and seasonality. • Results of Operations: Provides a discussion of our operating results and applicable year-to-year comparisons. • Liquidity, Capital Resources and Indebtedness: Provides a discussion of our cash flows, sources and uses of cash, commitments, capital resources and indebtedness as of December 31, 2023. • Critical Accounting Policies and Estimates: Provides a discussion of our critical accounting policies which require the exercise of judgment and the use of estimates.
The graph assumes that $100 was invested in our common stock and in each index at the market close on December 31, 2017 and assumes that all dividends, if any, were reinvested.
The graph assumes that $100 was invested in our common stock and in each index at the market close on December 31, 2018 and assumes that all dividends, if any, were reinvested.
As a result, approximately two-thirds of our attendance and revenues were historically generated in the second and third quarters of the year and we generally incurred a net loss in the first and fourth quarters.
As a result, approximately two-thirds of our attendance and revenues were historically generated in the second and third quarters of the year and we generally incurred a net loss in the first quarter.
As of December 31, 2022, our indebtedness consisted of senior secured credit facilities, 8.75% first-priority senior secured notes (the “First-Priority Senior Secured Notes”) and 5.25% senior notes due 2029 (the “Senior Notes”).
As of December 31, 2023, our indebtedness consisted of senior secured credit facilities, 8.75% first-priority senior secured notes (the “First-Priority Senior Secured Notes”) and 5.25% senior notes due 2029 (the “Senior Notes”).
For further details, refer to Note 15–Commitments and Contingencies in our notes to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
For further details, refer to Note 14–Commitments and Contingencies in our notes to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
This assessment considers, among other matters, the nature, frequency and severity of recent losses, forecast of future profitability, the duration of the statutory carryback and carryforward periods and tax planning alternatives. Forecasted financial performance is not used as evidence until such time as the Company has cumulative pretax income for a rolling 36-month period.
This assessment considers, among other matters, the nature, frequency and severity of recent losses, forecast of future profitability, the duration of the statutory carryback and carryforward periods and tax planning alternatives. Forecasted financial performance is not used as evidence until such time as we have cumulative pretax income for a rolling 36-month period.
Our principal uses of cash typically include the funding of working capital obligations, debt service, investments in theme parks (including capital projects), share repurchases and/or other return of capital to stockholders, when permitted. As of December 31, 2022, we had a working capital ratio (defined as current assets divided by current liabilities) of 0.6.
Our principal uses of cash typically include the funding of working capital obligations, debt service, investments in theme parks (including capital projects), share repurchases and/or other return of capital to stockholders, when permitted. As of December 31, 2023, we had a working capital ratio (defined as current assets divided by current liabilities) of 0.9.
See Note 13–Income Taxes in our notes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details. 50 Liquidity and Capital Resources Overview Generally, our principal sources of liquidity are cash generated from operations, funds from borrowings and existing cash on hand.
See Note 12–Income Taxes in our notes to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details. Liquidity and Capital Resources Overview Generally, our principal sources of liquidity are cash generated from operations, funds from borrowings and existing cash on hand.
Net cash used in financing activities during the year ended December 31, 2021 results primarily from $215.7 million used to repurchase shares, net debt repayments of $133.8 million, which includes the Refinancing Transactions and payments on the Second-Priority Senior Secured Notes, and the payment of tax withholdings on equity-based compensation through shares withheld of $14.5 million.
Net cash used in financing activities during the year ended December 31, 2022 results primarily from $693.6 million used to repurchase shares and the payment of tax withholdings on equity-based compensation through shares withheld of $22.5 million. 51 Net cash used in financing activities during the year ended December 31, 2021 results primarily from $215.7 million used to repurchase shares, net debt repayments of $133.8 million, which includes the Refinancing Transactions and payments on the Second-Priority Senior Secured Notes, and the payment of tax withholdings on equity-based compensation through shares withheld of $14.5 million.
Based on our assessment of the realizability of our deferred tax assets during the year ended December 31, 2021, which included a review of current and forecasted financial performance as the Company was in a cumulative pretax income position, we believed that some of these deferred tax assets met the “more likely than not” criteria and will be realized in future periods before they expire.
Based on our assessment of the realizability of our deferred tax assets during the year ended December 31, 2021, which included a review of current and forecasted financial performance as we were in a cumulative pretax income position, we believed that some of these deferred tax assets met the “more likely than not” criteria and would be realized in future periods before they expire.
For the year ended December 31, 2021, reflects business optimization, development and other strategic initiative costs primarily related to: (i) $4.2 million of third-party consulting costs; (ii) $3.1 million of other business optimization costs and strategic initiative costs and (iii) $1.5 million of severance and other separation costs associated with positions eliminated.
For the year ended December 31, 2022, reflects business optimization, development and other strategic initiative costs primarily related to: (i) $9.9 million of third-party consulting costs and (ii) $8.8 million of other business optimization costs and strategic initiative costs. 53 For the year ended December 31, 2021, reflects business optimization, development and other strategic initiative costs primarily related to: (i) $4.2 million of third-party consulting costs; (ii) $3.1 million of other business optimization costs and strategic initiative costs and (iii) $1.5 million of severance and other separation costs associated with positions eliminated.
As of December 31, 2022, we have a valuation allowance of approximately $4.6 million, net of federal tax benefit, on our deferred tax assets related to state net operating loss carryforwards. Our valuation allowances, in part, rely on estimates and assumptions related to our future financial performance.
As of December 31, 2023 and 2022, we have a valuation allowance of approximately $5.0 million and $4.6 million, respectively, net of federal tax benefit, on our deferred tax assets related to state net operating loss carryforwards. Our valuation allowances, in part, rely on estimates and assumptions related to our future financial performance.
We typically have operated with a working capital ratio of less than 1 due to significant deferred revenue balance from revenues paid in advance for our theme park admissions products and high turnover of in-park products that result in limited inventory balances.
We typically have operated with a working capital ratio of near 1.0 due to significant deferred revenue balance from revenues paid in advance for our theme park admissions products and high turnover of in-park products that result in limited inventory balances.
To the extent that we record a valuation allowance or a change in the valuation allowance during a period, we recognize these amounts as income tax expense or benefit in the consolidated statements of comprehensive income (loss).
To the extent that we record a valuation allowance or a change in the valuation allowance during a period, we recognize these amounts as income tax expense or benefit in the consolidated statements of operations.
Included in the less than 1 year column is approximately $10.9 million in deferred rent payments and certain fees related to the land lease, which is accrued as of December 31, 2022. See Note 14–Leases to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details.
Included in the less than 1 year column is approximately $13.8 million in deferred rent payments and certain fees related to the land lease, which is accrued as of December 31, 2023. See Note 13–Leases to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details.
Item 5. Market for Registrant’s Common Equity, Related S tockholder Matters and Issuer Purchases of Equity Securities Market Information Our common stock is listed on the New York Stock Exchange (“NYSE”) under the ticker symbol “SEAS.” As of February 23, 2023, there were approximately 217 holders of record of our outstanding common stock.
Item 5. Market for Registrant’s Common Equity, Related S tockholder Matters and Issuer Purchases of Equity Securities Market Information Our common stock is listed on the New York Stock Exchange (“NYSE”) under the ticker symbol “PRKS.” As of February 23, 2024, there were approximately 216 holders of record of our outstanding common stock.
A higher mix of complimentary tickets will lower admissions per capita. Pass visitation rates are the number of visits per pass. A higher number of visits per pass would yield a lower admissions per capita as the revenue is recognized over more visits.
A higher mix of attendance from complimentary tickets/passes will lower admissions per capita. Pass visitation rates are the number of visits per pass. A higher number of visits per pass, including complimentary passes, would yield a lower admissions per capita as the revenue is recognized over more visits.
Adjusted EBITDA and Covenant Adjusted EBITDA are not recognized terms under accounting principles generally accepted in the United States of America (“GAAP”), should not be considered in isolation or as a substitute for a measure of our financial performance prepared in accordance with GAAP and are not indicative of income or loss from operations as determined under GAAP.
Adjusted EBITDA and Covenant Adjusted EBITDA are not recognized terms under U.S. generally accepted accounting principles (“GAAP”), should not be considered in isolation or as a substitute for a measure of our financial performance prepared in accordance with GAAP and are not indicative of income or loss from operations as determined under GAAP.
Admission per capita increased primarily due to the realization of higher prices in our admission products resulting from our strategic pricing efforts, which was partially offset by the net impact of the admissions product mix when compared to 2021. 49 Food, merchandise and other revenue .
Admission per capita increased primarily due to the realization of higher prices in our admission products resulting from our strategic pricing efforts and the impact of the park attendance mix, which was partially offset by the impact of the admissions product mix when compared to 2022. Food, merchandise and other revenue .
See Note 18-Equity Based Compensation to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details. (c) Reflects primarily non-cash expenses related to asset write-offs and costs related to certain rides and equipment which were removed from service.
(c) Reflects primarily non-cash expenses related to asset write-offs and costs related to certain rides and equipment which were removed from service. See Note 8–Property and Equipment, Net, to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details.
Over our more than 60-year history, we have developed a diversified portfolio of 12 differentiated theme parks that are grouped in key markets across the United States.
Over our more than 60-year history, we have developed a diversified portfolio of 13 differentiated theme parks that are grouped in key markets across the United States and in the United Arab Emirates.
Depreciation and amortization expense for the year ended December 31, 2022 increased by $4.0 million, or 2.7% to $152.6 million as compared to $148.7 million for the year ended December 31, 2021. The increase primarily relates to new asset additions partially offset by the impact of asset retirements and fully depreciated assets. Interest expense.
Depreciation and amortization expense for the year ended December 31, 2023 increased by $1.6 million, or 1.0% to $154.2 million as compared to $152.6 million for the year ended December 31, 2022. The increase primarily relates to new asset additions partially offset by the impact of asset retirements and fully depreciated assets. Interest expense.
(h) Our Debt Agreements, which were effective for the years ended December 31, 2022 and 2021, permit the calculation of certain covenants to be based on Covenant Adjusted EBITDA, as defined above, for the last twelve-month period further adjusted for net annualized estimated savings we expect to realize over the following 24-month period related to certain specified actions, including restructurings and cost savings initiatives.
(h) Our Debt Agreements permit the calculation of certain covenants to be based on Covenant Adjusted EBITDA, as defined above, for the last twelve-month period further adjusted for net annualized estimated savings we expect to realize over the following 24-month period related to certain specified actions, including restructurings and cost savings initiatives.
(i) The Debt Agreements, which were effective for the years ended December 31, 2022 and 2021, permit our calculation of certain covenants to be based on Covenant Adjusted EBITDA as defined above, for the last twelve-month period further adjusted for certain costs as permitted by the Debt Agreements including recruiting and retention expenses, public company compliance costs and litigation and arbitration costs, if any.
(i) The Debt Agreements permit our calculation of certain covenants to be based on Covenant Adjusted EBITDA as defined above, for the last twelve-month period further adjusted for certain costs as permitted by the Debt Agreements including recruiting and retention expenses, public company compliance costs and litigation and arbitration costs, if any.
(d) For the year ended December 31, 2022, reflects business optimization, development and other strategic initiative costs primarily related to: (i) $9.9 million of third-party consulting costs and (ii) $8.8 million of other business optimization costs and strategic initiative costs.
(d) For the year ended December 31, 2023, reflects business optimization, development and other strategic initiative costs primarily related to: (i) $16.9 million of third-party consulting costs and (ii) $15.3 million of other business optimization costs and strategic initiative costs.
Attendance trends factor in seasonality and are adjusted based on actual trends periodically. These estimated redemption rates impact the timing of when revenue is recognized on these products. Actual results could materially differ from these estimates based on actual attendance patterns. Revenue is recognized on a pro-rata basis based on the estimated allocated selling price of the admission product.
These estimated redemption rates impact the timing of when revenue is recognized on these products. Actual results could materially differ from these estimates based on actual attendance patterns. Revenue is recognized on a pro-rata basis based on the estimated allocated selling price of the admission product.
See discussion which follows and Note 11–Long-Term Debt to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details related to our indebtedness and related debt transactions. Senior Secured Credit Facilities SeaWorld Parks & Entertainment, Inc.
See discussion which follows and Note 11–Long-Term Debt to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details related to our indebtedness and related debt transactions.
Net cash used in investing activities during the year ended December 31, 2022 consisted of capital expenditures of $200.7 million largely related to future attractions (see further breakdown of capital expenditures in the table below).
Net cash used in investing activities during the year ended December 31, 2023 consisted primarily of capital expenditures of $304.8 million largely related to future attractions (see further breakdown of capital expenditures in the table below).
Under the Share Repurchase Program, we are authorized to repurchase shares through open market purchases, privately-negotiated transactions or otherwise in accordance with applicable federal securities laws, including through Rule 10b5-1 trading plans and under Rule 10b-18 of the Exchange Act.
Under the Share Repurchase Program, we are authorized to repurchase shares through open market purchases, privately-negotiated transactions or otherwise in accordance with applicable federal securities laws, including through Rule 10b5-1 trading plans and under Rule 10b-18 of the Exchange Act. All of the common stock is held as treasury shares as of December 31, 2023.
Reserves for identified claims are based upon our own historical claims experience and third-party estimates of settlement costs. Reserves for IBNR claims are based upon our own claims data history, actuarially determined loss development factors and qualitative considerations such as claims management activities. All reserves are periodically reviewed for changes in facts and circumstances and adjustments are made as necessary.
Reserves for IBNR claims are based upon our own claims data history, actuarially determined loss development factors and qualitative considerations such as claims management activities. All reserves are periodically reviewed for changes in facts and circumstances and adjustments are made as necessary.
Comparison of the Years Ended December 31, 2022 and 2021 The following data should be read in conjunction with our consolidated financial statements and the notes thereto included elsewhere in this Annual Report on Form 10-K.
Results of Operations The following discussion provides an analysis of our operating results for the years ended December 31, 2023 and 2022. Comparison of the Years Ended December 31, 2023 and 2022 The following data should be read in conjunction with our consolidated financial statements and the notes thereto included elsewhere in this Annual Report on Form 10-K.
Management’s Discussion and Analysis of Financial Condition and Results of Operations References to our “theme parks” or “parks” in the discussion that follows includes all of our separately gated parks.
It em 6. [Reserved] 45 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations References to our “theme parks” or “parks” in the discussion that follows includes all of our owned separately gated parks.
For annual or season passes and multi-use admission products, revenue is deferred and recognized over the terms of the admission product based on estimated redemption rates for similar products and is adjusted periodically. We estimate redemption rates using historical and forecasted attendance trends by park for similar products.
For these pass and multi-use products, revenue is deferred and recognized over the terms of the admission product based on estimated redemption rates for similar products and is adjusted periodically. We estimate redemption rates using historical and forecasted attendance trends by park for similar products. Attendance trends factor in seasonality and are adjusted based on actual trends periodically.
These rules generally operate by focusing on ownership shifts among stockholders owning directly or indirectly 5% or more of the stock of a company and any change in ownership arising from shares of stock sold by these same stockholders.
These rules generally operate by focusing on ownership shifts among stockholders owning directly or indirectly 5% or more of the stock of a company and any change in ownership arising from shares of stock sold by these same stockholders. We utilize a two-step approach to recognize and measuring uncertain tax positions.
For pass products purchased on an installment plan that have met their initial commitment period and have transitioned to a month to month basis, monthly charges are recognized as revenue when payments are received each month, with the exception of payments received during the temporary park closures in 2020.
For pass products purchased on an installment plan that have met their initial commitment period and have transitioned to a month-to-month basis, monthly charges are recognized as revenue as payments are received each month.
(e) For the year ended December 31, 2022, primarily reflects costs associated with certain legal matters related to the temporary COVID-19 park closures.
(e) For the year ended December 31, 2023, primarily reflects costs associated with nonrecurring contractual liabilities and respective assessments, and certain legal matters related to the previously disclosed temporary COVID-19 park closures. For the year ended December 31, 2022, primarily reflects costs associated with certain legal matters related to the temporary COVID-19 park closures.
The assumptions about future taxable income require the use of significant judgment and are consistent with the plans and estimates we use to manage the underlying business. 56 Through December 31, 2020, approximately $65.6 million of valuation allowances were established for some of our deferred tax assets, which, based on our analysis at the time, we believed did not meet the “more likely than not” criteria and would expire before being realized in future periods.
Through December 31, 2020, approximately $65.6 million of valuation allowances were established for some of our deferred tax assets, which, based on our analysis at the time, we believed did not meet the “more likely than not” criteria and would expire before being realized in future periods.
Food, merchandise and other revenue for the year ended December 31, 2022 increased $114.2 million, or 17.5% to $766.0 million as compared to $651.8 million for the year ended December 31, 2021. The increase results from improved in-park per capita spending along with the increase in attendance discussed above.
Food, merchandise and other revenue for the year ended December 31, 2023 increased $6.5 million, or 0.8% to $772.5 million as compared to $766.0 million for the year ended December 31, 2022. The increase results from improved in-park per capita spending, partially offset by the decrease in attendance discussed above.
Costs and Expenses Historically, the principal costs of our operations are employee wages and benefits, driven partly by staffing levels, advertising, maintenance, animal care, utilities, property taxes and insurance.
See discussion on seasonality of our attendance in the “ Seasonality ” section which follows. 47 Costs and Expenses Historically, the principal costs of our operations are employee wages and benefits, driven partly by staffing levels, advertising, maintenance, animal care, utilities, property taxes and insurance.
Adjusted EBITDA and Covenant Adjusted EBITDA as presented by us, may not be comparable to similarly titled measures of other companies due to varying methods of calculation. 53 The following table reconciles Adjusted EBITDA and Covenant Adjusted EBITDA to net income (loss) for the periods indicated: For the Year Ended December 31, 2022 2021 2020 (In thousands) Net income (loss) $ 291,190 $ 256,513 $ (312,321 ) Provision for (benefit from) income taxes 98,883 (164 ) (30,525 ) Loss on early extinguishment of debt and write-off of discounts and debt issuance costs (a) — 58,827 — Interest expense 117,501 116,642 100,907 Depreciation and amortization 152,620 148,660 150,546 Equity-based compensation expense (b) 19,757 41,018 7,467 Loss on impairment or disposal of assets and certain non-cash expenses (c) 14,218 7,099 7,187 Business optimization, development and strategic initiative costs (d) 19,846 8,759 7,268 Certain investment costs and other taxes 1,128 830 1,044 COVID-19 related incremental costs (e) 6,689 22,562 8,808 Other adjusting items (f) 6,413 1,302 (13,567 ) Adjusted EBITDA (g) 728,245 662,048 (73,186 ) Items added back to Covenant Adjusted EBITDA as defined in the Debt Agreements: Estimated cost savings (h) 1,600 7,100 — Other adjustments as defined in the Debt Agreements (i) 10,877 19,990 (i) Covenant Adjusted EBITDA (j) $ 740,722 $ 689,138 $ (73,186 ) (a) Reflects a loss on early extinguishment of debt and write-off of discounts and debt issuance costs associated with the Refinancing Transactions in 2021.
The following table reconciles Adjusted EBITDA and Covenant Adjusted EBITDA to net income for the periods indicated: For the Year Ended December 31, 2023 2022 2021 (In thousands) Net income $ 234,196 $ 291,190 $ 256,513 Provision for (benefit from) income taxes 78,911 98,883 (164 ) Loss on early extinguishment of debt and write-off of discounts and debt issuance costs (a) — — 58,827 Interest expense 146,666 117,501 116,642 Depreciation and amortization 154,208 152,620 148,660 Equity-based compensation expense (b) 17,961 19,757 41,018 Loss on impairment or disposal of assets and certain non-cash expenses (c) 31,636 14,218 7,099 Business optimization, development and strategic initiative costs (d) 33,903 19,846 8,759 Certain investment costs and other taxes 1,711 1,128 830 COVID-19 related incremental costs (e) 9,076 6,689 22,562 Other adjusting items (f) 5,223 6,413 1,302 Adjusted EBITDA (g) 713,491 728,245 662,048 Items added back to Covenant Adjusted EBITDA as defined in the Debt Agreements: Estimated cost savings (h) 23,100 1,600 7,100 Other adjustments as defined in the Debt Agreements (i) 7,350 10,877 19,990 Covenant Adjusted EBITDA (j) $ 743,941 $ 740,722 $ 689,138 (a) Reflects a loss on early extinguishment of debt and write-off of discounts and debt issuance costs associated with the Refinancing Transactions in 2021.
Selling, general and administrative expenses for the year ended December 31, 2022 increased by $15.2 million, or 8.2% to $200.1 million as compared to $184.9 million for the year ended December 31, 2021.
Selling, general and administrative expenses for the year ended December 31, 2023 increased by $21.2 million, or 10.6% to $221.2 million as compared to $200.1 million for the year ended December 31, 2022.
As of December 31, 2022, SEA had approximately $18.4 million of outstanding letters of credit, leaving approximately $371.6 million available for borrowing under the Revolving Credit Facility. Subsequent to December 31, 2022, SEA borrowed $20.0 million on the Revolving Credit Facility for general working capital purposes.
As of December 31, 2023, SEA had approximately $18.4 million of outstanding letters of credit, leaving approximately $371.6 million available for borrowing under the Revolving Credit Facility.
Purchases of Equity Securities by the Issuer The following table sets forth information with respect to shares of our common stock purchased by us during the periods indicated: Period Beginning Period Ended Total Number of Shares Purchased (1)(2) Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2) Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs (2) October 1, 2022 October 31, 2022 1,214,882 $ 50.11 1,214,882 $ 66,064,240 November 1, 2022 November 30, 2022 173,419 $ 57.59 167,886 $ 56,372,461 December 1, 2022 December 31, 2022 448 $ 54.16 — $ 56,372,461 Total 1,388,749 1,382,768 $ 56,372,461 (1) Except for the 1,382,768 shares of our common stock repurchased as described in footnote (2) below, all other purchases were made pursuant to our Omnibus Incentive Plan, under which participants may satisfy tax withholding obligations incurred upon the vesting of restricted stock by requesting that we withhold shares with a value equal to the amount of the withholding obligation.
Purchases of Equity Securities by the Issuer The following table sets forth information with respect to shares of our common stock purchased by us during the periods indicated: Period Beginning Period Ended Total Number of Shares Purchased (1) Average Price Paid per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs (2) October 1, 2023 October 31, 2023 — $ — — $ 38,510,748 November 1, 2023 November 30, 2023 5,952 $ 46.51 — $ 38,510,748 December 1, 2023 December 31, 2023 399 $ 52.38 — $ 38,510,748 Total 6,351 — $ 38,510,748 (1) All purchases were made pursuant to our Omnibus Incentive Plan, under which participants may satisfy tax withholding obligations incurred upon the vesting of restricted stock by requesting that we withhold shares with a value equal to the amount of the withholding obligation.
For the year ended December 31, 2021, includes approximately $11.9 million of nonrecurring contractual liabilities and legal costs impacted by the temporary COVID-19 park closures and approximately $9.0 million of incremental temporary labor-related costs incurred to prepare and staff the parks and other incremental, nonrecurring, temporary incentives paid to attract employees to return to or remain in the workforce during the COVID-19 related environment. 54 For the year ended December 31, 2020, primarily includes incremental labor-related costs to prepare and operate the parks with enhanced safety measures, incremental third-party consulting costs primarily related to our COVID-19 response and safety communication strategies, contract termination or modification costs related to impacts from the temporary COVID-19 park closures, legal costs related to COVID-19 related matters, and temporary or initial purchases of safety monitoring and personal protective equipment.
For the year ended December 31, 2021, includes approximately $11.9 million of nonrecurring contractual liabilities and legal costs impacted by the temporary COVID-19 park closures and approximately $9.0 million of incremental temporary labor-related costs incurred to prepare and staff the parks and other incremental, nonrecurring, temporary incentives paid to attract employees to return to or remain in the workforce during the COVID-19 related environment.
Net cash provided by (used in) operating activities was primarily impacted by improved operating performance, including increased sales of admission and other products, partially offset by the impact of increased interest payments in the year ended December 31, 2021 when compared to the year ended December 31, 2020, which was impacted by the temporary park closures. 51 Cash Flows from Investing Activities Investing activities consist principally of capital investments we make in our theme parks for future attractions and infrastructure.
Net cash provided by operating activities was primarily impacted by improved operating performance, including increased sales of admission and other products. Cash Flows from Investing Activities Investing activities consist principally of capital investments we make in our theme parks for future attractions and infrastructure.
Cash Flows from Financing Activities Net cash used in financing activities during the year ended December 31, 2022 results primarily from $693.6 million used to repurchase shares and the payment of tax withholdings on equity-based compensation through shares withheld of $22.5 million.
Cash Flows from Financing Activities Net cash used in financing activities during the year ended December 31, 2023 results primarily from share repurchases of $17.9 million, repayments of $12.0 million on our long-term debt, and payment of tax withholdings on equity-based compensation through shares withheld of $6.9 million.
(“SEA”) is the borrower under the senior secured credit facilities, as amended and restated pursuant to a credit agreement (the “Amended and Restated Credit Agreement”) dated August 25, 2021 (the “Senior Secured Credit Facilities”). 52 As of December 31, 2022, our Senior Secured Credit Facilities consisted of $1.185 billion in Term B Loans, which will mature in August 2028, along with a $390.0 million Revolving Credit Facility, which had no amounts outstanding as of December 31, 2022 and will mature in August 2026.
As of December 31, 2023, our Senior Secured Credit Facilities consisted of $1.173 billion in Term B Loans, which will mature in August 2028, along with a $390.0 million Revolving Credit Facility, which had no amounts outstanding as of December 31, 2023 and will mature in August 2026.
Adjusted EBITDA, Covenant Adjusted EBITDA and other non-GAAP financial measures have limitations which should be considered before using these measures to evaluate our financial performance.
Adjusted EBITDA, Covenant Adjusted EBITDA and other non-GAAP financial measures have limitations which should be considered before using these measures to evaluate our financial performance. Adjusted EBITDA and Covenant Adjusted EBITDA as presented by us, may not be comparable to similarly titled measures of other companies due to varying methods of calculation.
The external perceptions of our brands and reputation have at times impacted relationships with some of our business partners, including certain ticket resellers that have terminated relationships with us and other zoological-themed attractions.
The external perceptions of our brands and reputation have at times impacted relationships with some of our business partners, including certain ticket resellers that have terminated relationships with us and other zoological-themed attractions. As a result of the COVID-19 pandemic and the related impacts, travel from international and/or domestic markets were impacted in 2021, 2022 and parts of 2023.
Admissions revenue for the year ended December 31, 2022 increased $113.3 million, or 13.3%, to $965.2 million as compared to $851.9 million for the year ended December 31, 2021. The improvement was a result of an increase in attendance of 1.7 million guests, or 8.6%, and an increase in admission per capita.
Admissions revenue for the year ended December 31, 2023 decreased $11.1 million, or 1.2%, to $954.1 million as compared to $965.2 million for the year ended December 31, 2022. The decline was a result of a decrease in attendance of 0.3 million guests, or 1.5%, partially offset by an increase in admission per capita.
Recent Developments See the discussion under “ Recent Developments ” in the “ Business ” section included elsewhere in this Annual Report on Form 10-K, which includes a discussion relating to the impact of the global COVID-19 pandemic on our business.
Recent Developments See the discussion under “ Recent Developments ” in the “ Business ” section included elsewhere in this Annual Report on Form 10-K, which includes discussions relating to the current operating environment, debt repricing transaction and corporate name change.
The following table presents a summary of our cash flows provided by (used in) operating, investing and financing activities for the periods indicated: For the Year Ended December 31, 2022 2021 2020 (In thousands) Net cash provided by (used in) operating activities $ 564,588 $ 503,012 $ (120,729 ) Net cash used in investing activities (200,705 ) (128,854 ) (109,175 ) Net cash (used in) provided by financing activities (726,049 ) (364,897 ) 624,204 Net (decrease) increase in cash and cash equivalents, including restricted cash $ (362,166 ) $ 9,261 $ 394,300 Cash Flows from Operating Activities Net cash provided by operating activities was $564.6 million during the year ended December 31, 2022 as compared to $503.0 million during the year ended December 31, 2021.
Other We believe that existing cash and cash equivalents, cash flow from operations and available borrowings under our revolving credit facility will be adequate to meet the capital expenditures, debt service obligations, and working capital requirements of our operations for at least the next 12 months. 50 The following table presents a summary of our cash flows provided by (used in) operating, investing and financing activities for the periods indicated: For the Year Ended December 31, 2023 2022 2021 (In thousands) Net cash provided by operating activities $ 504,916 $ 564,588 $ 503,012 Net cash used in investing activities (305,607 ) (200,705 ) (128,854 ) Net cash used in financing activities (34,707 ) (726,049 ) (364,897 ) Net increase (decrease) in cash and cash equivalents, including restricted cash $ 164,602 $ (362,166 ) $ 9,261 Cash Flows from Operating Activities Net cash provided by operating activities was $504.9 million during the year ended December 31, 2023 as compared to $564.6 million during the year ended December 31, 2022.
Net cash provided by operating activities was primarily impacted by improved operating performance, including increased sales of admission and other products. Net cash provided by operating activities was $503.0 million during the year ended December 31, 2021 as compared to net cash used in operating activities of $120.7 million during the year ended December 31, 2020.
The change in net cash provided by operating activities was primarily impacted by an increase in interest expense and a decline in operating performance. Net cash provided by operating activities was $564.6 million during the year ended December 31, 2022 as compared to $503.0 million during the year ended December 31, 2021.
All of the common stock is held as treasury shares as of December 31, 2022. The number of shares to be purchased and the timing of purchases will be based on our trading windows and available liquidity, general business and market conditions and other factors, including legal requirements and alternative opportunities.
The number of shares to be purchased and the timing of purchases will be based on our trading windows and available liquidity, general business and market conditions and other factors, including legal requirements and alternative opportunities. See Note 18–Stockholders’ Deficit in the notes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
Costs of food, merchandise and other revenues for the year ended December 31, 2022 increased $20.9 million, or 18.3%, to $135.2 million as compared to $114.3 million for the year ended December 31, 2021. The increase primarily relates to inflationary pressures along with the increase in attendance as discussed above.
Costs of food, merchandise and other revenues for the year ended December 31, 2023 decreased $3.5 million, or 2.6%, to $131.7 million as compared to $135.2 million for the year ended December 31, 2022.
Self-Insurance Reserves Reserves are recorded for the estimated amounts of guest and employee claims and expenses incurred each period that are not covered by insurance. Reserves are established for both identified claims and incurred but not reported (“IBNR”) claims. Such amounts are accrued for when claim amounts become probable and estimable.
Reserves are established for both identified claims and incurred but not reported (“IBNR”) claims. Such amounts are accrued for when claim amounts become probable and estimable. Reserves for identified claims are based upon our own historical claims experience and third-party estimates of settlement costs.
For the year ended December 31, 2021, includes equity compensation expense related to certain performance vesting restricted awards which were previously not considered probable of vesting. For the year ended December 31, 2020, includes a reversal of equity compensation for certain performance vesting restricted units which, at the time, were no longer considered probable of vesting.
For the year ended December 31, 2021, includes equity compensation expense related to certain performance vesting restricted awards which were previously not considered probable of vesting. See Note 17-Equity Based Compensation to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details.
See Note 11–Long-Term Debt to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K and the “ Our Indebtedness ” section which follows for further details. Loss on early extinguishment of debt and write-off of discounts and debt issuance costs.
See Note 4–Revenues in our notes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further information on our international agreements. Costs of food, merchandise and other revenues.

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Item 7. Management's Discussion & Analysis

Management's Discussion & Analysis (MD&A) — revenue / margin commentary

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Biggest changeThe table which follows represents our theme park portfolio in 2022 and some of our recent awards and recognition. 8 Location Theme Park Year Opened Awards/Recognition 2022 Theme Park Portfolio (c) Animal Habitats (d) Rides (e) Pro- grams (f) Other (g) Orlando, FL 1973 • Voted #1 Nation’s Best Amusement Park in 2022 and 2021 ( USA Today , 2021-2022) and voted Orlando’s Best Theme Park from 2016 through 2019 ( Orlando Sentinel, 2016-2019) • Ranked #1 Best Marine Life/Wildlife Park since the award’s inception in 2006 ( Amusement Today, 2006-2019, 2021-2022 ) • Features Mako which ranked #2 Best Roller Coaster for 2022, #1 for 2021 ( USA Today , 2021-2022) and #16 top steel roller coaster in the world ( Amusement Today, 2022 ), Ice Breaker which was awarded Best New Amusement Park Attraction for 2022 ( USA Today, 2022 ) , SeaWorld Christmas which ranked #1 Theme Park Holiday Event for 2022 ( USA Today, 2022 ) and Howl-O-Scream which ranked #3 Best Theme Park Halloween Event in 2022 ( USA Today, 2022 ) • Awarded an International Association of Amusement Parks and Attractions (“IAAPA”) 2022 Brass Ring Award ( IAAPA) 17 13 24 46 2000 • Ranked #4 Best Marine Life/Wildlife Park in 2022 and 2021 and #3 in 2019 ( Amusement Today, 2019, 2021-2022 ) • Voted Best Theme Park in Orlando for 2022 and 2021 and Best Romantic Thing to Do in Orlando for 2021 ( USA Today, 2021-2022 ) • Voted Best Marine Mammal Park (Global Brands Magazine, 2020) 5 3 0 10 2008 • Voted #1 for Nation’s Best Outdoor Waterpark in 2022, 2021 and 2018 and among top 5 in 2019 and 2020 (USA Today, 2018-2022) • Voted Orlando’s Best Waterpark from 2016 through 2019 (Orlando Sentinel 2016-2019) • Ranked among the top 25 water parks in the U.S.
Biggest changeReceived Golden Ticket Awards Legend distinction in 2023 as the category was retired ( Amusement Today, 2006-2019, 2021-2023 ) • Features Mako which ranked #1 Best Roller Coaster for 2023 and 2021, and #2 for 2022 ( USA Today , 2021-2023) as well as #17 top steel roller coaster in the world in 2023 ( Amusement Today, 2023 ), Ice Breaker which was awarded Best New Amusement Park Attraction for 2022, Pipeline: The Surf Coaster which was ranked #3 Best New Theme Park Attraction for 2023 ( USA Today, 2022-2023 ) , SeaWorld Christmas which ranked #1 Theme Park Holiday Event for 2022 and #2 in 2023 ( USA Today, 2022-2023 ) and Howl-O-Scream which ranked #1 Best Theme Park Halloween Event in 2023 and #3 in 2022 ( USA Today, 2022-2023 ) • Awarded an International Association of Amusement Parks and Attractions (“IAAPA”) 2022 Brass Ring Award ( IAAPA) 17 14 22 44 2000 • Ranked #4 Best Marine Life/Wildlife Park in 2022 and 2021 and #3 in 2019 ( Amusement Today, 2019, 2021-2022 ) • Voted Best Theme Park in Orlando for 2022 and 2021 and Best Romantic Thing to Do in Orlando for 2021 ( USA Today, 2021-2022 ) • Voted Best Marine Mammal Park (Global Brands Magazine, 2020) 5 3 0 10 8 Location Theme Park Year Opened Awards/Recognition 2023 Theme Park Portfolio (c) Animal Habitats (d) Rides (e) Pro- grams (f) Other (g) • Awarded a Good Housekeeping 2024 Best Family Travel Award ( Good Housekeeping, 2023) 2008 • Voted #1 for Nation’s Best Outdoor Waterpark in 2023, 2022, 2021 and 2018 and among top 5 in 2019 and 2020 (USA Today, 2018-2023 ) and #5 Best Water Park of 2023 ( Amusement Today, 2023) • Voted Orlando’s Best Waterpark from 2016 through 2019 (Orlando Sentinel 2016-2019) • Ranked among the top 25 water parks in the U.S.
Aquatica Orlando is ranked #4 most attended water park in North America and #8 worldwide ( TEA/AECOM 2019 Report ) and was the first water park in the world to be designated a Certified Autism Center ( IBCCES, 2019 ). • Aquatica San Antonio is an 18-acre water park located adjacent to SeaWorld San Antonio.
Aquatica Orlando was ranked #4 most attended water park in North America and #8 worldwide ( TEA/AECOM 2019 Report ) and was the first water park in the world to be designated a Certified Autism Center ( IBCCES, 2019 ). • Aquatica San Antonio is an 18-acre water park located adjacent to SeaWorld San Antonio.
Conservation and Community Relations Our purpose is to inspire people to protect animals and the wild wonders of the world, and a critical way we deliver on this is by providing our guests opportunities to explore and interact with the animals in our parks.
Conservation and Community Relations Our purpose is to inspire people to protect animals and the wild wonders of the world, and a critical way we deliver on this is by providing our guests with opportunities to explore and interact with the animals in our parks.
Busch Gardens Tampa Bay is ranked among the top 20 theme parks in North America, as measured by attendance ( TEA/AECOM 2019 Report ). • Busch Gardens Williamsburg, a 422-acre theme park, is regularly recognized as one of the highest quality theme parks in the world, capturing dozens of awards over its history for attraction and show quality, design, landscaping, culinary operations and theming.
Busch Gardens Tampa Bay was ranked among the top 20 theme parks in North America, as measured by attendance ( TEA/AECOM 2019 Report ). • Busch Gardens Williamsburg, a 422-acre theme park, is regularly recognized as one of the highest quality theme parks in the world, capturing dozens of awards over its history for attraction and show quality, design, landscaping, culinary operations and theming.
We believe that we are in compliance with applicable laws, regulations and ordinances; however, such requirements may change over time, and there can be no assurance that new requirements, changes in enforcement policies or newly discovered conditions relating to our properties or operations will not require significant expenditures in the future. 18 Recent Regulatory Developments The U.S.
We believe that we are in compliance with applicable laws, regulations and ordinances; however, such requirements may change over time, and there can be no assurance that new requirements, changes in enforcement policies or newly discovered conditions relating to our properties or operations will not require significant expenditures in the future. Recent Regulatory Developments The U.S.
Discovery Cove was the first all-inclusive day resort and animal interaction park in the U.S. to be designated a Certified Autism Center ( IBCCES, 2019 ). • Sesame Place. Our Sesame Place theme parks are the only theme parks in the United States entirely dedicated to the award-winning television show, Sesame Street, and its spirit of imagination.
Discovery Cove was the first all-inclusive day resort and animal interaction park in the U.S. to be designated a Certified Autism Center ( IBCCES, 2019 ). 7 • Sesame Place. Our Sesame Place theme parks are the only theme parks in the United States entirely dedicated to the award-winning television show, Sesame Street, and its spirit of imagination.
This ongoing research also includes defining the basic biology and physiology of animals in our population. The combined results of these continued research efforts have provided and will continue to provide essential information and tools to help formulate plans to protect species in their natural habitats. 12 We are also a leader in animal rescue.
This ongoing research also includes defining the basic biology and physiology of animals in our population. The combined results of these continued research efforts have provided and will continue to provide essential information and tools to help formulate plans to protect species in their natural habitats. We are also a leader in animal rescue.
We utilize demand-based pricing for select peak time periods at some of our parks, advance purchase discounts to encourage early commitment, and seasonal pricing models to drive demand in non-peak time periods. In-Park Offerings We generate revenue from the sale of in-park products and services, primarily consisting of food, beverage and merchandise items.
We utilize demand-based pricing for select peak time periods at some of our parks, advance purchase discounts to encourage early commitment, and seasonal pricing models to drive demand in non-peak time periods. 14 In-Park Offerings We generate revenue from the sale of in-park products and services, primarily consisting of food, beverage and merchandise items.
We believe that our disciplined approach to capital expenditures, cost management and working capital management historically has enabled us to generate significant annual operating cash flow, even in previous years of declining performance. In addition, some of our parks are open year-round, which has helped reduce seasonal cash flow volatility.
We believe that our disciplined approach to capital expenditures, cost management and working capital management historically has enabled us to generate significant annual operating cash flow, even in years of declining performance. In addition, some of our parks are open year-round, which has helped reduce seasonal cash flow volatility.
Our animal care team is among the most experienced and qualified in the world, making SeaWorld a global leader in animal welfare, husbandry, enrichment, and veterinary care. The zoological programs of all three SeaWorld parks, Discovery Cove and Busch Gardens Tampa Bay are validated by several professional zoological assessing organizations.
Our animal care team is among the most experienced and qualified in the world, making the Company a global leader in animal welfare, husbandry, enrichment, and veterinary care. The zoological programs of all three SeaWorld parks, Discovery Cove and Busch Gardens Tampa Bay are validated by several professional zoological assessing organizations.
Dianne Feinstein (D-CA) introduced an identical version of the SWIMS Act in the U.S. Senate. The bill was referred to the Committee on Commerce, Science, and Transportation. No hearings or consideration of the bill was scheduled in the House or Senate before the 117th Congress adjourned on January 3, 2023.
Dianne Feinstein (D-CA) introduced an identical version of the SWIMS Act in the U.S. Senate. The bill was referred to the Committee on Commerce, Science, and Transportation. No hearings or consideration of the bill were scheduled in the House or Senate before the 117th Congress adjourned on January 3, 2023.
We strive to provide our ambassadors with a competitive compensation package using market data including comprehensive benefits. We provide benefits including health, dental, vision, disability, life insurance, retirement, paid time-off, complimentary tickets and various other benefits. 14 We provide training and require certifications for certain positions.
We strive to provide our ambassadors with a competitive compensation package using market data including comprehensive benefits. We provide benefits including health, dental, vision, disability, life insurance, retirement, paid time-off, complimentary tickets and various other benefits. We provide training and require certifications for certain positions.
Additionally, we believe our animal care team is among the most experienced and qualified in the world, making us a global leader in animal welfare, husbandry, enrichment, and veterinary care. 5 • Proximity of Complementary Theme Parks.
Additionally, we believe our animal care team is among the most experienced and qualified in the world, making us a global leader in animal welfare, husbandry, enrichment, and veterinary care. • Proximity of Complementary Theme Parks.
In addition, closely located theme parks provide operating efficiencies including sales, marketing, procurement and administrative synergies as overhead expenses are shared among the theme parks within each region. • Significant Cash Flow Generation.
In addition, closely located theme parks provide operating efficiencies including sales, marketing, procurement and administrative synergies as overhead expenses are shared among the theme parks within each region. 5 • Significant Cash Flow Generation.
(g) Represents our 2022 portfolio for events, distinctive experiences and play areas, which collectively may include educational and/or conservation-related elements and may include special limited time events; distinctive experiences often limited to small groups and individuals and/or requiring a supplemental fee (such as educational tours, immersive dining experiences and interactions with animals); and pure play areas, typically designed for children or seasonal special events, often without a queue (such as water splash areas or Halloween mazes).
(g) Represents our 2023 portfolio for events, distinctive experiences and play areas, which collectively may include educational and/or conservation-related elements and may include special limited time events; distinctive experiences often limited to small groups and individuals and/or requiring a supplemental fee (such as educational tours, immersive dining experiences and interactions with animals); and pure play areas, typically designed for children or seasonal special events, often without a queue (such as water splash areas or Halloween mazes).
For a discussion of certain risks associated with federal and state regulations governing the treatment of animals, see the “ Risk Factors ” section included elsewhere in this Annual Report on Form 10-K, including “ Risks Related to Our Business and Our Industry—We are subject to complex federal and state regulations governing the treatment of animals, which can change, and to claims and lawsuits by activist groups before government regulators and in the courts. ” 19 We face a rapidly changing regulatory environment across our business, including responses to COVID-19, wages and hour regulations, employee health and benefit requirement and the policy agenda of the U.S.
For a discussion of certain risks associated with federal and state regulations governing the treatment of animals, see the “ Risk Factors ” section included elsewhere in this Annual Report on Form 10-K, including “ Risks Related to Our Business and Our Industry—We are subject to complex federal and state regulations governing the treatment of animals, which can change, and to claims and lawsuits by activist groups before government regulators and in the courts. ” We face a rapidly changing regulatory environment across our business, including wages and hour regulations, employee health and benefit requirement and the policy agenda of the U.S.
Our senior management team, led by Marc Swanson, our Chief Executive Officer, has an average tenure of approximately 21 years in relevant industries. The management team is comprised of highly skilled and dedicated professionals with wide ranging experience in theme park operations, zoological operations, product and business development, hospitality, marketing, finance and accounting.
Our senior management team, led by Marc Swanson, our Chief Executive Officer, has an average tenure of approximately 23 years in relevant industries. The management team is comprised of highly skilled and dedicated professionals with wide ranging experience in theme park operations, zoological operations, product and business development, hospitality, marketing, finance and accounting.
Over our history, our animal experts have helped over 40,000 ill, injured, orphaned and abandoned wild animals. We are committed to animal rescue, conservation research and education and invest millions annually in these efforts. Our Theme Parks Our legacy started in 1959 with the opening of our first Busch Gardens theme park in Tampa, Florida.
Over our history, our animal experts have helped over 41,000 ill, injured, orphaned and abandoned wild animals. We are committed to animal rescue, conservation research and education and invest millions annually in these efforts. Our Theme Parks Our legacy started in 1959 with the opening of our first Busch Gardens theme park in Tampa, Florida.
The theme parks share SeaWorld’s “education and learning through entertainment” philosophy and allows parents and children to experience Sesame Street together through whirling rides, water slides, colorful shows and furry friends. We currently own and operate the following separately Sesame Place branded theme parks: • Sesame Place Philadelphia is a 55-acre theme park located in Langhorne, Pennsylvania.
The theme parks share the Company’s “education and learning through entertainment” philosophy and allows parents and children to experience Sesame Street together through whirling rides, water slides, colorful shows and furry friends. We currently own and operate the following separately Sesame Place branded theme parks: • Sesame Place Philadelphia is a 55-acre theme park located in Langhorne, Pennsylvania.
Further, the bill would make it unlawful under the Animal Welfare Act for any person to breed or artificially inseminate such marine mammals for purposes of using their progeny for public display. The bill was referred to the House Agriculture Committee and House Natural Resources Committee. On August 2, 2022, Sen.
Further, the bill would make it unlawful under the Animal Welfare Act for any person to breed or artificially inseminate such marine mammals for purposes of using their progeny for public display. The bill was referred to the House Agriculture and Natural Resources Committees. On August 2, 2022, Sen.
SeaWorld’s facilities have also received accreditation from the International Marine Animal Trainers’ Association (“IMATA”), whose Animal Trainer Development Program was developed to recognize those facilities that have exceptional systems for training animal care givers in the science and art of animal training, while utilizing positive reinforcement.
The Company's facilities have also received accreditation from the International Marine Animal Trainers’ Association (“IMATA”), whose Animal Trainer Development Program was developed to recognize those facilities that have exceptional systems for training animal care givers in the science and art of animal training, while utilizing positive reinforcement.
We completed our initial public offering (the “IPO”) in April 2013 and our common stock is listed on the New York Stock Exchange under the symbol “SEAS”. On May 8, 2017, an affiliate of ZHG Group, Sun Wise (UK) Co., LTD.
We completed our initial public offering (the “IPO”) in April 2013 and our common stock was listed on the New York Stock Exchange under the symbol “SEAS”. On May 8, 2017, an affiliate of ZHG Group, Sun Wise (UK) Co., LTD.
Under the terms of the license agreement, including the requirement for certain subsequent approvals from Sesame, Sesame granted SEA the right to use the Sesame Street Elements (as defined below) (a) in connection with the design, building, installation, theming, promotion, and operation of SEA’s existing Sesame Place theme park, located in Langhorne, Pennsylvania (the “Langhorne Sesame Place”) and additional Sesame Place theme parks in the United States, including Sesame Place San Diego (collectively, the “Standalone Parks”); (b) in connection with the design, building, installation, theming, promotion, and operation of SEA’s existing Sesame Lands (currently known as Sesame Street ® Land at SeaWorld Orlando, which opened in spring of 2019, Sesame Street Bay of Play at SeaWorld San Antonio, Sesame Street Bay of Play at SeaWorld San Diego, Sesame Street Safari of Fun at Busch Gardens Tampa Bay, and Sesame Street Forest of Fun at Busch Gardens Williamsburg) and additional Sesame Lands, (collectively, the “Sesame Lands”); (c) in connection with the Licensed Products (as defined below); (d) in marketing and promotional activities related to the Standalone Parks and Sesame Lands, including without limitation, marketing, advertising and promotion, character appearances and live presentations (both in park and in off-site promotional activities such as schools, parades, conventions, etc.), and the Licensed Products; and/or (e) to seek and to enter into sponsorship agreements for specific sponsorships of Sesame Street -themed attractions.
We also have the option to build additional Sesame Place theme parks in the Sesame Territory. 16 Under the terms of the license agreement, including the requirement for certain subsequent approvals from Sesame, Sesame granted SEA the right to use the Sesame Street Elements (as defined below) (a) in connection with the design, building, installation, theming, promotion, and operation of SEA’s existing Sesame Place theme park, located in Langhorne, Pennsylvania (the “Langhorne Sesame Place”) and additional Sesame Place theme parks in the United States, including Sesame Place San Diego (collectively, the “Standalone Parks”); (b) in connection with the design, building, installation, theming, promotion, and operation of SEA’s existing Sesame Lands (currently known as Sesame Street ® Land at SeaWorld Orlando, which opened in spring of 2019, Sesame Street Bay of Play at SeaWorld San Antonio, Sesame Street Bay of Play at SeaWorld San Diego, Sesame Street Safari of Fun at Busch Gardens Tampa Bay, and Sesame Street Forest of Fun at Busch Gardens Williamsburg) and additional Sesame Lands, (collectively, the “Sesame Lands”); (c) in connection with the Licensed Products (as defined below); (d) in marketing and promotional activities related to the Standalone Parks and Sesame Lands, including without limitation, marketing, advertising and promotion, character appearances and live presentations (both in park and in off-site promotional activities such as schools, parades, conventions, etc.), and the Licensed Products; and/or (e) to seek and to enter into sponsorship agreements for specific sponsorships of Sesame Street -themed attractions.
( TripAdvisor 2019) 3 14 0 7 9 Location Theme Park Year Opened Awards/Recognition 2022 Theme Park Portfolio (c) Animal Habitats (d) Rides (e) Pro- grams (f) Other (g) Williamsburg, VA 1975 • Ranked #4 for the Nation’s Best Amusement Park in 2022 and 2021 and features Pantheon which ranked #4 Best New Amusement Park Attraction for 2022, the Celtic Fyre show which was awarded the Best Amusement Park Entertainment for 2018 through 2022, and Howl-O-Scream which ranked #4 Best Theme Park Halloween Event in 2022 ( USA Today, 2018-2022 ) • Ranked among top 25 amusement parks in the U.S.
( TripAdvisor 2019) 1 14 0 7 9 Location Theme Park Year Opened Awards/Recognition 2023 Theme Park Portfolio (c) Animal Habitats (d) Rides (e) Pro- grams (f) Other (g) Williamsburg, VA 1975 • Ranked #7 for the Nation’s Best Amusement Park in 2023 and features Pantheon which ranked #4 Best New Amusement Park Attraction for 2022, the Celtic Fyre show which was awarded the Best Amusement Park Entertainment for 2018 through 2023, and Howl-O-Scream which ranked #4 Best Theme Park Halloween Event in 2022 ( USA Today, 2018-2023 ) • Ranked among top 25 amusement parks in the U.S.
(c) The 2022 theme park portfolio represents animal habitats, rides, shows and other offerings which were available to guests in 2022. (d) Represents animal habitats without a ride or show element, often adjacent to a similarly themed attraction.
(c) The 2023 theme park portfolio represents animal habitats, rides, shows and other offerings which were available to guests in 2023. (d) Represents animal habitats without a ride or show element, often adjacent to a similarly themed attraction.
These Proposed APHIS Regulations were not listed as a priority for APHIS with the release in January 2023 of the Department of Agriculture’s latest Semiannual Unified Agenda of Federal Regulatory and Deregulatory Actions for Fall 2022 (the “Fall 2022 Unified Agenda”) indicating that the agency did not plan any further action at that time on the matter.
These Proposed APHIS Regulations were not listed as a priority for APHIS with the release in December 2023 of the Department of Agriculture’s latest Semiannual Unified Agenda of Federal Regulatory and Deregulatory Actions for Fall 2023 (the “Fall 2023 Unified Agenda”) indicating that the agency did not plan any further action at that time on the matter.
Additionally, because our theme parks are divided between regional and destination theme parks, historically our guests have included local visitors, non-local domestic visitors and international visitors. As a result of the COVID-19 pandemic and the related impacts, travel from domestic and/or international markets were impacted in 2020, 2021 and 2022.
Additionally, because our theme parks are divided between regional and destination theme parks, historically our guests have included local visitors, non-local domestic visitors and international visitors. As a result of the COVID-19 pandemic and the related impacts, travel from international and/or domestic markets were impacted in 2021, 2022 and parts of 2023.
For 2023, we believe we have a strong line-up of new rides, attractions, events and upgrades, including, something new and meaningful planned in every one of our parks.
For 2024, we believe we have a strong line-up of new rides, attractions, events and upgrades, including, something new and meaningful planned in every one of our parks.
( TripAdvisor, 2019-2020 ) • Named the World’s Most Beautiful Amusement Park for 32 consecutive years ( National Amusement Park Historical Association, 2022 ) • Awarded #1 for the Most Beautiful Park/Best Landscaping in 2022, #3 in 2021, and #1 for 2020 and each prior year since the category’s inception in 1998 and features one of the world’s top 50 wood roller coasters, InvadR, and three of the world’s top 50 steel roller coasters, led by Apollo’s Chariot , the #8 rated steel roller coaster in the world ( Amusement Today, 1998- 2019, 2021-2022 ) 5 36 16 35 1984 • Ranked #3, #4 and #5 for the Nation’s Best Outdoor Waterpark for 2022, 2021 and 2020, respectively ( USA Today,2020-2022 ) • Ranked among top 25 water parks in the U.S.
( TripAdvisor, 2019-2020 ) • Named the World’s Most Beautiful Amusement Park for 33 consecutive years ( National Amusement Park Historical Association, 2023 ) • Awarded #1 for the Most Beautiful Park/Best Landscaping in 2023 and 2022, #3 in 2021, and #1 for 2020 and each prior year since the category’s inception in 1998 and features one of the world’s top 50 wood roller coasters, InvadR, and three of the world’s top 50 steel roller coasters, led by Apollo’s Chariot , the #11 rated steel roller coaster in the world in 2023 ( Amusement Today, 1998- 2019, 2021-2023 ) 5 36 35 38 1984 • Ranked #8, #3, #4 and #5 for the Nation’s Best Outdoor Waterpark for 2023, 2022, 2021 and 2020, respectively ( USA Today, 2020-2023 ) • Ranked among top 25 water parks in the U.S.
Consistent with our mission to protect animals and their ecosystems, our rescue teams mobilize and often travel hundreds of miles to help ill, injured, orphaned or abandoned wild animals in need of our expert care, with the goal of returning then to their natural habitat.
Consistent with our mission to protect animals and their ecosystems, our rescue teams mobilize and often travel hundreds of miles to help ill, injured, orphaned or abandoned wild animals in need of our expert care, always with the goal of returning them to their natural habitat.
Accordingly, investors should monitor these channels, in addition to following our press releases, SEC filings and public conference calls and webcasts. In addition, you may automatically receive e-mail alerts and other information about SeaWorld when you enroll your e-mail address by visiting the “E-mail Alerts” section of our website at www.seaworldinvestors.com .
Accordingly, investors should monitor these channels, in addition to following our press releases, SEC filings and public conference calls and webcasts. In addition, you may automatically receive e-mail alerts and other information about the Company when you enroll your e-mail address by visiting the “E-mail Alerts” section of our website at www.unitedparksinvestors.com .
SeaWorld Orlando is also home to a number of thrilling and family-friendly rides and attractions including Sesame Street Land , an immersive land which includes kids wet and dry play areas, interactive experiences, fun family rides and a Sesame parade, Infinity Falls , a river rapid ride, and Mako, a high-speed hyper coaster.
SeaWorld Orlando is also home to a number of thrilling and family-friendly rides and attractions including Sesame Street Land , an immersive land which includes kids wet and dry play areas, interactive experiences, fun family rides and a Sesame parade, Ice Breaker , a quadruple launch coaster, Infinity Falls , a river rapid ride, and Mako, a high-speed hyper coaster.
The contents of our website and social media channels are not, however, a part of this Annual Report on Form 10-K. 21
The contents of our website and social media channels are not, however, a part of this Annual Report on Form 10-K. 20
Our portfolio of branded theme parks includes the following (see the theme park portfolio table which follows for more details on each of these parks): 6 • SeaWorld. SeaWorld is widely recognized as the leading marine-life theme park brand in the world.
Our portfolio of owned theme parks includes the following (see the theme park portfolio table which follows for more details on each of these parks): • SeaWorld. SeaWorld is widely recognized as the leading marine-life theme park brand in the world.
Each of our theme parks offers attractive venues, such as SeaWorld Orlando’s Ports of Call, a 70,000 square foot dedicated special events complex and banquet facility that includes a ballroom, a collection of four outdoor pavilions and a courtyard in Orlando, or a fully enclosed and air-conditioned pavilion in Tampa.
Each of our theme parks offers attractive venues, such as SeaWorld Orlando’s Ports of Call, a dedicated special events complex and banquet facility that includes a ballroom, a collection of four outdoor pavilions and a courtyard in Orlando, or a fully enclosed and air-conditioned pavilion in Tampa.
Our Markets, Guests and Customers Our theme parks are entertainment venues with broad demographic appeal and are located near a number of large metropolitan areas, including 6 of the 10 most populous metropolitan areas in the United States and 7 of the top 25 Popular Destinations in the United States (U.S. Census, 2022; TripAdvisor, 2022) .
Our Markets, Guests and Customers Our theme parks are entertainment venues with broad demographic appeal and are located near a number of large metropolitan areas, including 6 of the 10 most populous metropolitan areas in the United States and 8 of the top 25 Popular Destinations in the United States (U.S. Census, 2023; TripAdvisor, 2023) .
APHIS requested public comment on its plans to propose amendments to enhance regulations and standards for animals covered under the Animal Welfare Act in three areas: (i) public handling of wild and exotic animals at licensed exhibitors, (ii) the training of personnel who handle wild and exotic animals in these settings, and (iii) environmental enrichment to promote the psychological well-being of all species covered under the Animal Welfare Act.
APHIS requested public comment on its proposed regulations and standards for animals covered under the Animal Welfare Act in three areas: (i) public handling of wild and exotic animals at licensed exhibitors, (ii) the training of personnel who handle wild and exotic animals in these settings, and (iii) environmental enrichment to promote the psychological well-being of all species covered under the Animal Welfare Act.
For example, we are one of the primary supporters and a corporate member of the SeaWorld & Busch Gardens Conservation Fund, a non-profit conservation foundation, which makes grants to wildlife research and conservation projects that protect wildlife and wild places worldwide.
For example, we are a supporter and a corporate member of the SeaWorld & Busch Gardens Conservation Fund, a non-profit conservation foundation, which makes grants to wildlife research and conservation projects that protect wildlife and wild places worldwide.
Busch Gardens Tampa Bay is also home to Tigris , a triple launch steel coaster that catapults riders forward and backward.
Busch Gardens Tampa Bay is also home to Iron Gwazi , a hybrid coaster, and Tigris , a triple launch steel coaster that catapults riders forward and backward.
Our team makes it possible each day to provide our guests with experiences that matter and to inspire them to protect animals and the wild wonders of our world. As of December 31, 2022, we employed approximately 3,200 full-time employees and approximately 11,900 part-time and seasonal employees.
Our team makes it possible each day to provide our guests with experiences that matter and to inspire them to protect animals and the wild wonders of our world. As of December 31, 2023, we employed approximately 3,300 full-time employees and approximately 13,200 part-time and seasonal employees.
For example, we are working alongside various resource management agencies, including the FWC, National Oceanic and Atmospheric Administration Fisheries, the Fish and Wildlife Foundation of Florida, and other zoological facilities, to save Florida's endangered coral reef by contributing resources and expertise to the Florida Coral Rescue Center (the “FCRC”).
For example, we are working alongside various resource management agencies, including the National Oceanic and Atmospheric Administration/National Marine Fisheries Service, the Florida Fish and Wildlife Conservation Commission, and other zoological facilities, to save Florida's endangered coral reef by contributing resources and expertise to the Florida Coral Rescue Center (the “FCRC”).
Current Operating Environment Our Board has formed a number of committees and held certain meetings and operational review sessions designed to provide further assistance from Board members with expertise in certain areas by providing enhanced oversight over the operations of the Company.
Recent Developments Current Operating Environment Our Board has formed a number of committees and holds certain meetings and operational review sessions on a frequent basis designed to provide further assistance from Board members with expertise in certain areas by providing enhanced oversight over the operations of the Company.
SeaWorld San Antonio is also home to Texas StingRay, the tallest, fastest and longest wooden coaster in Texas and Turtle Reef, a one-of-a-kind sea turtle attraction. • Busch Gardens. Our Busch Gardens theme parks are family-oriented destinations designed to immerse guests in international geographic settings.
SeaWorld San Antonio is home to a number of attractions including Tidal Surge , a Screaming Swing ride, Texas StingRay, the tallest, fastest and longest wooden coaster in Texas and Turtle Reef, a one-of-a-kind sea turtle attraction. • Busch Gardens. Our Busch Gardens theme parks are family-oriented destinations designed to immerse guests in international geographic settings.
( TripAdvisor 2019-2020 ) • Features the Cutback Water Coaster ride which was awarded the Best New Water Park Ride of 2019 ( Amusement Today, 2019 ) 0 16 0 5 Langhorne, PA 1980 • Ranked #5 Best Family Park of 2021 and #2 in 2019 ( Amusement Today, 2021, 2019 ) and features Oscar’s Wacky Taxi, ranked among the top 5 Best New Rides of 2018 ( Amusement Today, 2018 ) • First theme park in the world to be designated as a Certified Autism Center ( IBCCES, 2018 ) 0 24 20 50 Total (h) 75 205 133 298 (a) This former water park was acquired renovated, rebranded, and relaunched as Aquatica San Diego in June 2013.
( TripAdvisor 2019-2020 ) • Features Riptide Race which was awarded the #2 Best New Water Park Ride of 2023 and the Cutback Water Coaster ride which was awarded the Best New Water Park Ride of 2019 ( Amusement Today, 2019, 2023 ) 0 17 0 5 Langhorne, PA 1980 • Ranked #5 Best Family Park of 2021 and #2 in 2019 ( Amusement Today, 2021, 2019 ) and features Oscar’s Wacky Taxi, ranked among the top 5 Best New Rides of 2018 ( Amusement Today, 2018 ) • First theme park in the world to be designated as a Certified Autism Center ( IBCCES, 2018 ) 0 24 20 55 Total (h) 73 209 149 322 (a) This former water park was acquired renovated, rebranded, and relaunched as Aquatica San Diego in June 2013.
Busch Gardens Williamsburg is home to a number of thrilling roller coasters and attractions including Pantheon , which opened as the world's fastest multi-launch coaster in 2022 and Finnegan’s Flyer, an extreme swing ride. • Aquatica. Our Aquatica-branded water parks are premium, family-oriented destinations in a South Seas-themed tropical setting.
Busch Gardens Williamsburg is home to a number of thrilling roller coasters and attractions including DarKoaster , which opened as the first all-indoor straddle coaster in North America in 2023, Pantheon , a multi-launch coaster and Finnegan’s Flyer, an extreme swing ride. • Aquatica. Our Aquatica-branded water parks are premium, family-oriented destinations in a South Seas-themed tropical setting.
Our theme parks also provide guests special events and concerts throughout the year, including our Seven Seas Food Festivals, Food & Wine Festivals, Craft Beer Festivals, Sesame Street Kids’ Weekends, Inside Look behind the scenes events, Viva La Musica music celebrations and Summer Nights and Electric Ocean summer events.
Our theme parks also provide guests special events and concerts throughout the year, including our Seven Seas Food Festivals, Food & Wine Festivals, Kids’ Weekends, Inside Look behind the scenes events, Viva La Musica music celebrations and Summer Nights, Summer Spectacular, and other summer events.
(“SEA”), is a party to a license agreement with Sesame, a New York not-for-profit corporation. The License Agreement extends SEA’s status as Sesame’s exclusive theme park partner in the United States, Puerto Rico, and the U.S. Virgin Islands (the “Sesame Territory”), with a second Sesame Place ® theme park which opened in 2022.
(“SEA”), is a party to a license agreement with Sesame, a New York not-for-profit corporation. The License Agreement extends SEA’s status as Sesame’s exclusive theme park partner in the United States, Puerto Rico, and the U.S.
Our portfolio of theme parks appeal to both regional and destination guests, which provide us with a diversified attendance base. • One of the World’s Largest Zoological Collections. We provide care for what we believe is one of the world’s largest zoological collections.
This varied portfolio of offerings attracts guests from a broad range of demographics and geographies. Our portfolio of theme parks appeal to both regional and destination guests, which provide us with a diversified attendance base. • One of the World’s Largest Zoological Collections. We provide care for what we believe is one of the world’s largest zoological collections.
Our theme parks appeal to the entire family and offer a broad range of experiences, ranging from educational animal encounters and presentations and family-friendly attractions, to thrilling rides and exciting shows. In fact, we have won numerous awards and recognition.
Our theme parks appeal to the entire family and offer a broad range of experiences, ranging from educational animal encounters and presentations and family-friendly attractions, to thrilling rides and exciting shows. In fact, we have won numerous awards and recognition. See further details in our theme park portfolio table located in the Our Theme Parks section which follows.
During our peak operating season in 2022, we employed additional part-time and seasonal employees, including high school and college students. None of our employees are covered by a collective bargaining agreement. Our focus on recruiting and developing diverse talent has resulted in a management team that is approximately 48% female and 34% of a minority ethnicity.
During our peak operating season in 2023, we employed additional part-time and seasonal employees, including high school and college students. None of our employees are covered by a collective bargaining agreement. Our focus on recruiting and developing diverse talent has resulted in a management and supervisory team that is approximately 46% female and 32% from underrepresented communities.
SeaWorld Orlando is ranked among the top 10 theme parks in North America, as measured by attendance ( TEA/AECOM 2019 Report ). • SeaWorld San Antonio is one of the world’s largest marine-life theme parks, encompassing 397 acres in San Antonio, Texas. In 2022, SeaWorld San Antonio opened Tidal Surge , the world's tallest and fastest Screaming Swing.
SeaWorld Orlando was ranked among the top 10 theme parks in North America, as measured by attendance ( TEA/AECOM 2019 Report ). • SeaWorld San Antonio is one of the world’s largest marine-life theme parks, encompassing 397 acres in San Antonio, Texas.
The theme park restricts its attendance in order to assure a more intimate experience. Discovery Cove provides guests with a full day of activities, including the opportunity to interact with dolphins and sharks, snorkel with thousands of tropical fish, wade in a lush lagoon with stingrays and hand-feed birds in a free flight aviary.
Discovery Cove provides guests with a full day of activities, including the opportunity to interact with dolphins and sharks, snorkel with thousands of tropical fish, wade in a lush lagoon with stingrays and hand-feed birds in a free flight aviary.
SeaWorld San Diego is ranked among the top 20 theme parks in North America, as measured by attendance ( TEA/AECOM 2019 Report ). • SeaWorld Orlando is a 279-acre theme park in Orlando, Florida, the world’s largest theme park destination, and is open year-round. In 2022, SeaWorld Orlando opened Ice Breaker , a quadruple launch coaster.
SeaWorld San Diego was ranked among the top 20 theme parks in North America, as measured by attendance ( TEA/AECOM 2019 Report ). 6 • SeaWorld Orlando is a 279-acre theme park open year-round and located in Orlando, Florida, which is the world’s largest theme park destination.
( TripAdvisor, 2022 ) 14 28 33 52 1980 • Ranked #5 for the Nation’s Best Outdoor Waterpark in 2022, #8 in 2021 and 2020 ( USA Today, 2020-2022 ) 0 13 0 5 San Diego, CA 1964 • Ranked #5 Best Marine Life/Wildlife Park in 2021 and among top three from 2006 through 2018 ( Amusement Today, 2006-2018, 2021 ) • Features Emperor which ranked #3 Best New Amusement Park Attraction for 2022 ( USA Today , 2022), Tidal Twister which ranked #4 Best New Family Attraction of 2019 ( Amusement Today, 2019 ) and #10 Best New Amusement Park Attraction for 2019 (USA Today, 2020) • Awarded three IAAPA 2018 Brass Ring Awards and one in 2017 ( IAAPA ) 21 16 13 26 1996 (a) • Located in Chula Vista, California and formerly operated as Aquatica San Diego • First theme park in the San Diego area to open as a Certified Autism Center ( IBCCES, 2022 ) 0 15 0 11 San Antonio, TX 1988 • Features Tidal Surge which ranked #5 Best New Amusement Park Attraction for 2022 ( USA Today, 2022), and Texas Stingray which was ranked #4 Best New Roller Coaster of 2021 ( Amusement Today, 2021 ) and #5 Best New Amusement Park Attraction for 2020 ( USA Today , 2020-2021) • Awarded an International Association of Amusement Parks and Attractions 2022 Brass Ring Award ( IAAPA) • Ranked among top four Best Marine Life Parks from 2006 through 2018 ( Amusement Today, 2006-2018 ) 7 13 27 45 2016 (b) • Features Riptide Race which ranked #3 Best New Water Park Ride of 2022 (Amusement Today, 2022) • Ranked among top 15 water parks in the U.S.
Show which ranked among top 5 Best Amusement Park Entertainment from 2019-2023 and Howl-O-Scream which ranked #2 Best Theme Park Halloween Event in 2023, #4 in 2022, and #3 in 2021 ( USA Today, 2019-2023) • Ranked #2 Best Marine Life/Wildlife Park of 2022 and 2021 and features 3 of the world’s top 50 steel roller coasters in 2023 ( Amusement Today, 2021-2023 ) • Ranked among top 10 amusement parks in the U.S. in 2022 and among top 15 in 2023 ( TripAdvisor, 2022-2023 ) 14 29 32 58 1980 • Ranked #7 for the Nation’s Best Outdoor Waterpark in 2023, #5 in 2022, and #8 in 2021 and 2020 ( USA Today, 2020-2023 ) 0 13 0 5 San Diego, CA 1964 • Ranked #5 Best Marine Life/Wildlife Park in 2021 and among top three from 2006 through 2018 ( Amusement Today, 2006-2018, 2021 ) • Features Emperor which ranked #3 Best New Amusement Park Attraction for 2022 and the #10 Best Roller Coaster for 2023 ( USA Today , 2022-2023) • Awarded three IAAPA 2018 Brass Ring Awards and one in 2017 ( IAAPA ) 20 17 15 30 1996 (a) • Located in Chula Vista, California and formerly operated as Aquatica San Diego • First theme park in the San Diego area to open as a Certified Autism Center ( IBCCES, 2022 ) 0 15 0 16 San Antonio, TX 1988 • Features Tidal Surge which ranked #5 Best New Amusement Park Attraction for 2022 ( USA Today, 2022), and Texas Stingray which was ranked #4 Best New Roller Coaster of 2021 and ranked in the top 50 wooden roller coasters in the world for 2023 ( Amusement Today, 2021, 2023 ) and #5 Best New Amusement Park Attraction for 2020 ( USA Today , 2020-2021) • Awarded an International Association of Amusement Parks and Attractions 2022 Brass Ring Award ( IAAPA) • Ranked among top four Best Marine Life Parks from 2006 through 2018 ( Amusement Today, 2006-2018 ) 8 13 25 49 2016 (b) • Features Riptide Race which ranked #3 Best New Water Park Ride of 2022 (Amusement Today, 2022) • Ranked among top 15 water parks in the U.S.
This area is staffed with a combination of external contractors/suppliers and our employees. Rides and attractions maintenance represents all functions dedicated to the inspection, upkeep, repair and testing of guest experiences, particularly rides.
Facilities and infrastructure maintenance consists of all functions associated with upkeep, repair, preventative maintenance, code compliance and improvement of theme park infrastructure. This area is staffed with a combination of external contractors/suppliers and our employees. Rides and attractions maintenance represents all functions dedicated to the inspection, upkeep, repair and testing of guest experiences, particularly rides.
We cannot predict the amounts of premium cost that we may be required to pay for future insurance coverage, the level of any deductibles/self-insured retentions or co-insurance we may retain applicable thereto, the level of aggregate excess coverage available, the availability of coverage for special or specific risks or whether the amount of insurance will be sufficient to cover all actual perils that may occur.
We cannot predict the amounts of premium cost that we may be required to pay for future insurance coverage, the level of any deductibles/self-insured retentions or co-insurance we may retain applicable thereto, the level of aggregate excess coverage available, the availability of coverage for special or specific risks or whether the amount of insurance will be sufficient to cover all actual perils that may occur. 19 Corporate History Our legacy started in 1959 with the opening of our first Busch Gardens theme park in Tampa, Florida.
Similarly, our overall workforce is 51% women and 56% of a minority ethnicity. We don’t simply view diversity as a target, but rather a continual commitment to focus on creating the best and most inclusive workplace possible by recognizing and celebrating our unique backgrounds.
Similarly, our overall workforce is 50% women and 51% from underrepresented communities. We do not simply view diversity as gender and ethnicity representation, but rather a continual commitment to focus on creating the best and most inclusive workplace possible by recognizing and celebrating our unique backgrounds.
Water Country USA is ranked #6 most attended water park in North America ( TEA/AECOM 2019 Report ). • Adventure Island. Located adjacent to Busch Gardens Tampa Bay, Adventure Island is a 56-acre water park which features water rides, dining and other attractions that incorporate a Key West theme.
Located adjacent to Busch Gardens Tampa Bay, Adventure Island is a 56-acre water park which features water rides, dining and other attractions that incorporate a Key West theme. Adventure Island was ranked #7 most attended water park in North America ( TEA/AECOM 2019 Report ). In 2023, Adventure Island opened Shaka Laka Shores , a multi-feature splash and play zone.
The zoological collection is a popular attraction for families, and the portfolio of rides broaden the theme park’s appeal to teens and thrill seekers of all ages. In 2022, Busch Gardens Tampa Bay opened Iron Gwazi , the tallest hybrid coaster in North America and the world’s fastest and steepest hybrid coaster.
The zoological collection is a popular attraction for families, and the portfolio of rides broaden the theme park’s appeal to teens and thrill seekers of all ages. In 2023, Busch Gardens Tampa Bay opened Serengeti Flyer , the world's tallest and fastest Screaming Swing.
Our parks provide a wide variety of unique venues, backdrops and products for groups and include venues such as the icy walls of Antarctica, concert ready stadiums, outdoor pavilions, animal habitats and fully air-conditioned ballrooms.
Group Events At times we host a variety of different group events and meetings at our theme parks, both during the day and at night. Our parks provide a wide variety of unique venues, backdrops and products for groups and include venues such as the icy walls of Antarctica, concert ready stadiums, outdoor pavilions, animal habitats and fully air-conditioned ballrooms.
Website and Social Media Disclosure We use our websites ( www.seaworldentertainment.com and www.seaworldinvestors.com ) and at times our corporate Twitter account (@SeaWorld ) as well as other park specific social media channels to distribute company information. The information we post through these channels may be deemed material.
Website and Social Media Disclosure We use our websites ( www.unitedparks.com and www.unitedparksinvestors.com ) and at times our park and brand specific social media channels to distribute company information. The information we post through these channels may be deemed material.
We also provide complimentary tickets and discounts to educators as well as active and former military and their families. Sustainable Operations Environmental conservation is implicit in our purpose. To thrive, animals need vibrant ecosystems and healthy habitats.
Additionally, our ambassadors are actively involved in volunteer activities, such as fun run charity fundraisers and more. We also provide complimentary tickets and discounts to educators as well as active, reserve and former military and their families. Sustainable Operations Environmental conservation is implicit in our purpose. To thrive, animals need vibrant ecosystems and healthy habitats.
See the “— Impact of Global COVID-19 Pandemic ” and “Risk Factors ” sections included elsewhere in this Annual Report on Form 10-K for further discussion of the adverse impacts of the COVID-19 pandemic on our business and financial performance.
See the “ Risk Factors ” section included elsewhere in this Annual Report on Form 10-K for further discussion of the adverse impacts of the public health events on our business and financial performance.
The water park features a variety of waterslides, rivers, lagoons, a large beach area and private cabanas. In 2022, Aquatica San Antonio opened Riptide Race , a dueling pipeline slide. Aquatica San Antonio is also home to Tonga Twister, a high energy body slide.
The water park features a variety of waterslides, rivers, lagoons, a large beach area and private cabanas. Aquatica San Antonio is home to Riptide Race , a dueling pipeline slide and Tonga Twister, a high energy body slide. Aquatica San Antonio was ranked #8 most attended water park in North America ( TEA/AECOM 2019 Report ). • Discovery Cove.
As a part of our commitment to conservation, we have invested in numerous projects to reduce our energy and water use and the amount of waste we generate. 13 Energy Efficiency We are evaluating the ways in which we can reduce our fossil fuel consumption and greenhouse gas emissions to better align with our mission to protect animals and the natural ecosystems on which they rely.
Energy Efficiency We are evaluating the ways in which we can reduce our fossil fuel consumption and greenhouse gas emissions to better align with our mission to protect animals and the natural ecosystems on which they rely.
The FCRC is an environmental conservation effort located in Orlando, Florida that aims to provide a safe and stable home for coral colonies to receive world-class care from a team of experts, including experts from SeaWorld. The FCRC was established for gene banking and care of corals rescued from reefs not yet affected by disease impacting corals in the wild.
The FCRC is an environmental conservation effort located in Orlando, Florida that aims to provide a safe and stable home for coral colonies to receive world-class care from a team of experts, including those from the Company.
We also partner with charities across the country whose values and missions are aligned with our own by providing financial support, in-kind resources, strategic guidance, and/or hands-on volunteer work.
By providing these distance learning resources, we are able to help families explore, discover, and stay connected virtually in a fun and inspiring environment. We also partner with charities across the country whose values and missions are aligned with our own by providing financial support, in-kind resources, strategic guidance, and/or hands-on volunteer work.
Working in partnership with state, local and federal agencies, our rescue teams are on call 24 hours a day, seven days a week, 365 days a year, including during our temporary park closures in 2020 and 2021 due to the COVID-19 pandemic.
Working in partnership with state, local and federal agencies, our rescue teams are on call 24 hours a day, seven days a week, 365 days a year.
Competition Our theme parks and other product and entertainment offerings compete directly for discretionary spending with other destination and regional theme parks and water and amusement parks and indirectly with other types of recreational facilities and forms of entertainment, including movies, home entertainment options, sports attractions, restaurants and vacation travel.
As a result, theme parks attract a broad range of guests and generally exhibit strong operating margin across regions, operators, park types and macroeconomic conditions. 17 Competition Our theme parks and other product and entertainment offerings compete directly for discretionary spending with other destination and regional theme parks and water and amusement parks and indirectly with other types of recreational facilities and forms of entertainment, including movies, home entertainment options, sports attractions, restaurants and vacation travel.
Many of our water conservation efforts incorporate lessons from our facilities in San Diego and San Antonio, which, driven in part by drought conditions, have found innovative opportunities to harvest rainwater, reuse water for cooling buildings, and adapt landscaping to require less water.
Many of our water conservation efforts incorporate lessons from our facilities in San Diego and San Antonio, which, driven in part by drought conditions, have found innovative opportunities to harvest rainwater, reuse water for cooling buildings, and adapt landscaping to require less water. 13 Waste Management We see the impacts of marine debris and litter along shorelines and in coastal waters, estuaries, and oceans – a visible reminder of the need to reduce waste.
Under the license agreement, ABI granted to us a perpetual, exclusive, worldwide, royalty-free license to use the Busch Gardens trademark and certain related domain names in connection with the operation, marketing, promotion and advertising of our theme parks, as well as in connection with the production, use, distribution and sale of merchandise sold in connection with such theme parks. 16 The license extends to our Busch Gardens theme parks located in Williamsburg, Virginia and Tampa, Florida, and may also include any amusement or theme park anywhere in the world that we acquire, build or rebrand with the Busch Gardens name in the future, subject to certain conditions.
Under the license agreement, ABI granted to us a perpetual, exclusive, worldwide, royalty-free license to use the Busch Gardens trademark and certain related domain names in connection with the operation, marketing, promotion and advertising of our theme parks, as well as in connection with the production, use, distribution and sale of merchandise sold in connection with such theme parks.
Our commitment to animals also extends beyond our theme parks and throughout the world. We actively participate in species conservation and rescue efforts as discussed in the “— Conservation and Community Relations ” section which follows.
We actively participate in species conservation and rescue efforts as discussed in the “— Conservation and Community Relations ” section which follows.
We understand the adverse effects of human behavior and climate change on ecosystems and the animals who call them home; therefore, we are constantly working to minimize the footprint of our operations.
We understand the adverse effects of human behavior and climate change on ecosystems and the animals who call them home; therefore, we are constantly working to minimize the footprint of our operations. As a part of our commitment to conservation, we have invested in numerous projects to reduce our energy and water use and the amount of waste we generate.
( TripAdvisor, 2019 ) • Features Riptide Race, ranked #2 Best New Water Park Ride of 2021 ( Amusement Today, 2021 ) 3 14 0 6 Tampa, FL 1959 • Ranked #5 for the Nation’s Best Amusement Park for 2022 ( USA Today , 2022) and features Iron Gwazi which ranked #1 Best New Roller Coaster for 2022 ( Amusement Today , 2022), Falcon’s Fury which ranked #1 Best Non-Roller Coaster ride for 2020, Turn It Up!
( TripAdvisor, 2019 ) • Features Riptide Race, ranked #2 Best New Water Park Ride of 2021 ( Amusement Today, 2021 ) 3 14 0 5 Tampa, FL 1959 • Ranked #8 for the Nation’s Best Amusement Park for 2023 ( USA Today , 2023 ) and features Iron Gwazi which ranked #1 Best New Roller Coaster for 2022 ( Amusement Today , 2022) and #4 Best Roller Coaster for 2023 ( USA Today, 2023) , and was awarded Favorite New Attraction in 2023 ( National Amusement Park Historical Association, 2023 ), Serengeti Flyer which ranked #9 Best New Theme Park Attraction in 2023, Animal Care Center which was ranked #5 Best Theme Park Entertainment in 2023, Turn It Up!
SeaWorld San Diego is home to a number of attractions, including Emperor , a floorless dive coaster opened in 2022, Tidal Twister, a first-of-its-kind dueling roller coaster, and Electric Eel, a triple-launch steel roller coaster.
SeaWorld San Diego is home to a number of attractions, including Arctic Rescue , a straddle coaster which opened in 2023 as the fastest and longest of its kind on the West Coast, Emperor , a floorless dive coaster, and Electric Eel, a triple-launch steel roller coaster.
On December 1, 2009, investment funds affiliated with The Blackstone Group L.P. and certain co-investors, through SeaWorld Entertainment, Inc. and its wholly owned subsidiary, SeaWorld Parks & Entertainment, Inc.
On December 1, 2009, investment funds affiliated with The Blackstone Group L.P. and certain co-investors, through SeaWorld Entertainment, Inc. and its wholly owned subsidiary, SEA, acquired 100% of the equity interests of Sea World LLC (f/k/a Sea World, Inc.) and SeaWorld Parks & Entertainment LLC (f/k/a Busch Entertainment Corporation) from certain subsidiaries of Anheuser-Busch Companies, Inc.
In 2020, in response to the COVID-19 pandemic, we provided complimentary distance learning resources for students, teachers and parents to use as schools shifted to virtual classrooms. These resources included standards-aligned classroom activities, teacher’s guides, videos, and animal information books.
As part of our commitment to continuous learning, we provide complimentary distance learning resources for students, teachers and parents to use as schools shift to virtual classrooms. These resources include standards-aligned classroom activities, teacher’s guides, videos, and animal information books.
For more detailed discussion, see the “ Impact of Global COVID-19 Pandemic ” section and the following under the “ Risk Factors ” section included elsewhere in this Annual Report on Form 10-K, “ The COVID-19 pandemic has disrupted our business and could adversely affect our results of operations and/or various other factors beyond our control could materially adversely affect our financial condition and results of operations; Increased labor costs and employee health and welfare benefits may negatively impact our operations; and The policies of the U.S.
President and his administration to name a few. For more detailed discussion, see the following under the “ Risk Factors ” section included elsewhere in this Annual Report on Form 10-K, " Increased labor costs and employee health and welfare benefits may negatively impact our operations; and The policies of the U.S.
Busch Gardens License Agreement Our subsidiary, SeaWorld Parks & Entertainment LLC, is a party to a trademark license agreement with ABI, which governs our use of the Busch Gardens name and logo.
In addition, we are party to key license agreements as licensee, including our agreements with Anheuser-Busch, Incorporated (“ABI”) and Sesame Workshop (“Sesame”) as discussed below. Busch Gardens License Agreement Our subsidiary, SeaWorld Parks & Entertainment LLC, is a party to a trademark license agreement with ABI, which governs our use of the Busch Gardens name and logo.
Maintaining and improving our theme parks, as well as opening new attractions, is critical to remain competitive, grow revenue and increase our guests’ length of stay.
Maintaining and improving our theme parks, as well as opening new attractions, is critical to remain competitive, grow revenue and increase our guests’ length of stay. During 2023, we opened numerous new rides and attractions including 2 of the top 10 Best New Amusement Park Attractions of 2023 ( USA Today , 2023) .

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

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Biggest changeInterest Rate Risk We are exposed to market risks from fluctuations in interest rates, and to a lesser extent on currency exchange rates, from time to time, on imported rides and equipment. The objective of our financial risk management is to reduce the potential negative impact of interest rate and foreign currency exchange rate fluctuations to acceptable levels.
Biggest changeThe objective of our financial risk management is to reduce the potential negative impact of interest rate and foreign currency exchange rate fluctuations to acceptable levels. We do not acquire market risk sensitive instruments for trading purposes.
Assuming an average balance on our revolving credit borrowings of approximately $390.0 million, a hypothetical 100 bps increase in LIBOR would increase our annual interest expense by approximately $15.8 million. Assuming no revolving credit borrowings, a hypothetical 100 bps increase in LIBOR would increase our annual interest expense by approximately $11.9 million. Item 8.
Assuming an average balance on our revolving credit borrowings of approximately $390.0 million, a hypothetical 100 bps increase in Adjusted Term SOFR would increase our annual interest expense by approximately $15.6 million. Assuming no revolving credit borrowings, a hypothetical 100 bps increase in Adjusted Term SOFR would increase our annual interest expense by approximately $11.7 million. Item 8.
In May 2020, our interest rate swap agreements expired, as such, we did not have any derivative instruments outstanding as of December 31, 2022, 2021 or 2020. We presently manage interest rate risk primarily by managing the amount, sources and duration of our debt funding. At December 31, 2022, approximately $1.2 billion of our outstanding long-term debt represents variable-rate debt.
We presently manage interest rate risk primarily by managing the amount, sources and duration of our debt funding. At December 31, 2023, approximately $1.2 billion of our outstanding long-term debt represents variable-rate debt.
We do not acquire market risk sensitive instruments for trading purposes. Prior to 2021, we previously managed interest rate risk through the use of a combination of fixed-rate long-term debt and interest rate swaps that fixed a portion of our variable-rate long-term debt.
Prior to 2021, we previously managed interest rate risk through the use of a combination of fixed-rate long-term debt and interest rate swaps that fixed a portion of our variable-rate long-term debt. We have no interest rate swap agreements outstanding as of December 31, 2023.
In addition, other costs such as costs of fuel, construction, repairs and maintenance, labor, freight, utilities and insurance are all subject to inflationary pressures. For further discussion, see the “ Risk Factors ” section included elsewhere in this Annual Report on Form 10-K.
In addition, other costs such as costs of fuel, construction, repairs and maintenance, labor, freight, utilities and insurance are all subject to inflationary pressures.
Added
For further discussion, see the “ Risk Factors ” section included elsewhere in this Annual Report on Form 10-K. 56 Interest Rate Risk We are exposed to market risks from fluctuations in interest rates, and to a lesser extent on currency exchange rates, from time to time, on imported rides and equipment.

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