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What changed in United Parks & Resorts Inc.'s 10-K2023 vs 2024

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Paragraph-level year-over-year comparison of United Parks & Resorts Inc.'s 2023 and 2024 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 2024 report.

+307 added329 removedSource: 10-K (2025-03-03) vs 10-K (2024-02-29)

Top changes in United Parks & Resorts Inc.'s 2024 10-K

307 paragraphs added · 329 removed · 258 edited across 7 sections

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

35 edited+4 added39 removed104 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. 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.
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. 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 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. Unionization activities or labor disputes may disrupt our operations and affect our profitability. 21 Our intellectual property rights are valuable, and any inability to protect them could adversely affect our business. 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. 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. Tariffs or other trade restrictions could adversely impact our business, financial condition and results of operations. 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.
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.
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, 24 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.
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.
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 changes in 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.
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.
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 parts of 2023, the United States encountered increased inflation and we experienced increased costs for labor, goods, food, merchandise, services and capital projects.
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.
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. Because we operate in a competitive industry, our revenues, profits or market share could be harmed if we are unable to compete effectively.
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.
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. 27 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.
In connection with this incident, we reviewed and revised our safety protocols and made certain safety-related facility enhancements such as revising training protocols used in animal presentations. This incident has also been and continues to be the subject of significant media attention, including extensive television and newspaper coverage, books, at least one documentary and discussions in social media.
In connection with this incident, we reviewed and revised our safety protocols and made certain safety-related facility enhancements such as revising training protocols used in animal presentations. This incident has also been and continues to be the subject of significant media attention, including extensive television and newspaper coverage, books, at least one documentary and 28 discussions in social media.
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.
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. 26 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.
Increased labor costs or turnover due to competition, inflationary pressures, increased minimum wage or employee benefit costs or otherwise has and could continue to put pressure on our margins and adversely impact our operating expenses. For example, the Patient Protection and Affordable Care Act of 2010 and the amendments thereto contain provisions that have impacted our healthcare costs.
Increased labor costs or turnover due to competition, inflationary pressures, increased minimum wage or employee benefit costs or otherwise has and could continue to put pressure on our margins and adversely impact our operating expenses. For example, the Patient Protection and Affordable Care Act of 2010 and the amendments thereto contain 25 provisions that have impacted our healthcare costs.
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.
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.
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.
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.
If we are unable to compete with new and existing attractions, our results of operations could be negatively impacted. Featuring animals at our theme parks involves risks. Our theme parks feature numerous displays and interactions that include animals. All animal enterprises involve some degree of risk.
If we are unable to compete with new and existing attractions or new theme parks, our results of operations could be negatively impacted. Featuring animals at our theme parks involves risks. Our theme parks feature numerous displays and interactions that include animals. All animal enterprises involve some degree of risk.
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.
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. Actions of activist stockholders, and such activism could adversely impact the value of our securities. The policies of the U.S.
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.
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 (including through the use of artificial intelligence) or other computer-related penetrations.
See the further discussion of APHIS and other proposed regulations under Recent Regulatory Developments in the Business section included elsewhere in this Annual Report on Form 10-K.
See the further discussion of proposed regulations under Recent Regulatory Developments in the Business section included elsewhere in this Annual Report on Form 10-K.
Increases to the minimum wage in locations where we do business, wages of companies from whom we compete for talent and/or increased benefit costs will negatively impact our operating expenses. See also If we fail to hire and/or retain employees, our business may be adversely affected”.
Increases to the minimum wage in locations where we do business, increases to wages of companies with whom we compete for talent and/or increased benefit costs will negatively impact our operating expenses. See also “If we fail to hire and/or retain employees, our business may be adversely affected”.
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.
During 2024, 2023 and 2022, in part due to the overall labor market, including inflationary pressures on wages and the challenging current operating environment, we have faced increased turnover throughout the company and challenges in meeting our staffing goals.
Principal direct competitors of our theme parks include theme parks operated by The Walt Disney Company, Universal Parks and Resorts, Six Flags Entertainment Corporation, Cedar Fair, L.P., Merlin Entertainments ltd., Herschend Family Entertainment and Hershey Entertainment and Resorts Company.
Principal direct competitors of our theme parks include theme parks operated by The Walt Disney Company, Universal Parks and Resorts, Six Flags Entertainment Corporation, Merlin Entertainments ltd., Herschend Family Entertainment and Hershey Entertainment and Resorts Company.
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.
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 13, 2024.
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.
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 49.4% of our total outstanding shares of common stock as of December 31, 2024.
The operating season at some of our theme parks, including SeaWorld San Antonio, Aquatica San Antonio, Adventure Island, Busch Gardens Williamsburg, Water Country USA, Sesame Place Philadelphia and our former Aquatica San Diego park (rebranded as Sesame Place San Diego in 2022), has historically been of limited duration.
The operating season at some of our theme parks, including SeaWorld San Antonio, Aquatica San Antonio, Adventure Island, Busch Gardens Williamsburg, Water Country USA, Sesame Place Philadelphia and Sesame Place San Diego, has historically been of limited duration.
For example, in 2022, Hurricane Ian led to closures at our parks in Florida and Virginia for a combined 15 operating days which unfavorably impacted our attendance. Also, our parks in Texas have previously been negatively impacted by hurricanes.
For example, in 2024, Hurricane Milton led to closures at our parks in Florida for a combined 14 operating days which unfavorably impacted our attendance. Also, our parks in Texas and Virginia have previously been negatively impacted by hurricanes.
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.
In connection with the HP Purchase, the Company and Hill Path entered into a Stockholders Agreement (as amended February 27, 2024), a Registration Rights Agreement and an Undertaking Agreement as described more fully in our Form 8-K dated May 27, 2019 (collectively, the “HP Agreements”).
The demand for our parks, other entertainment and recreation activities generally, and discretionary travel is highly sensitive to downturns in the economy and the corresponding impact on discretionary consumer spending.
Elevated interest rates and volatility in financial markets may increase economic uncertainty and negatively affect consumer spending. The demand for our parks, other entertainment and recreation activities generally, and discretionary travel is highly sensitive to downturns in the economy and the corresponding impact on discretionary consumer spending.
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.
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.
Approximately 59%, 16% and 13% of our revenues in 2023 were generated in the States of Florida, California and Virginia, respectively.
Approximately 58%, 17% and 14% of our revenues in 2024 were generated in the States of Florida, California and Virginia, respectively.
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.
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. 29 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.
We recruit year-round to fill thousands of part time and seasonal staffing positions each season and work to manage wages and the timing of the hiring process in an attempt to ensure the appropriate workforce is in place; however, there can be no assurance that we will be successful in the future.
We also employ a significant seasonal and part-time workforce which is critical to staffing our parks during peak periods. We recruit year-round to fill thousands of part time and seasonal staffing positions each season and work to manage wages and the timing of the hiring process in an attempt to ensure the appropriate workforce is in place.
If cost-cutting efforts are insufficient to offset increased costs or declines in revenues or are impracticable, we could experience a material decline in margins, revenues, profitability and reduced or negative cash flows.
If cost-cutting efforts are insufficient to offset increased costs or declines in revenues or are impracticable, we could experience a material decline in margins, revenues, profitability and reduced or negative cash flows. Such effects can be especially pronounced during periods of inflation or economic contraction or slow economic growth. Our operating results are subject to seasonal fluctuations.
We discuss securities litigation and other litigation to which we are subject in greater detail in
From time to time, various parties may also bring lawsuits against us. We discuss securities litigation and other litigation to which we are subject in greater detail in
In 2016, San Diego passed legislation which, after the first increase on January 1, 2017, increased its minimum wage over a five-year period to $15.00. Beginning on January 1, 2023, San Diego’s minimum wage was based on the consumer price index and increased to $16.30 per hour.
Under legislation passed by the City of San Diego, beginning on January 1, 2023, San Diego’s minimum wage was based on the consumer price index and increased to $16.30 per hour, which effective January 1, 2024, was increased further to $16.85 per hour.
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.
In November 2020, Florida passed a ballot initiative providing for its minimum wage to increase by $1.00 per hour on September 30 of each year until the minimum wage reaches $15.00 per hour on September 30, 2026. From that point forward, future minimum wage increases will be adjusted annually for inflation starting September 30, 2027.
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 future amendments or new legislation could significantly increase our compensation costs, which would reduce our net income and adversely affect our cash flows.
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.
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. 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.
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.
If we fail to retain and/or hire employees, our business may be adversely affected.
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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.
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For example, attendance at our parks in 2024 was negatively impacted by significantly worse weather, including Hurricanes Milton and Debby. Separately, we have previously also experienced negative impacts from adverse weather such as unusual heat, cold and/or rain, which have caused park closures and other weather impacts.
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We also employ a significant seasonal and part-time workforce which is critical to staffing our parks during peak periods.
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Additionally, we have focused on reducing costs and streamlining our labor structure to better align with our strategic business objectives; however, there can be no assurance that we will be successful with these efforts in the future.
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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.
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From 2022 through 2024, the Federal Reserve raised interest rates eleven times in response to concerns about inflation. While the Federal Reserve began decreasing interest rates in 2024 and has indicated that it may further decrease interest rates in 2025, interest rates continue to remain high and there is no guarantee that the Federal Reserve will take such action.
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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.
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Under current Virginia law, its state minimum wage is $12.00 an hour adjusted annually beginning January 1, 2025 based on changes in the consumer price index, which for 2025 resulted in a minimum wage of $12.41.
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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.
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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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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.
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The bill would prohibit the National Oceanic and Atmospheric Administration from issuing any permit under the Marine Mammal Protection Act of 1972 that authorizes the taking (e.g., capturing) or importation of such orcas or whales for the purpose of public display.
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The bill would revise the Marine Mammal Protection Act of 1972 to make it unlawful to export such orcas or whales, unless they are being transported to marine mammal sanctuaries or for release into the wild.
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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.
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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.
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On January 30, 2024, the SWIMS Act was reintroduced in the U.S. House, and on January 31, 2024, identical legislation was reintroduced to the U.S. Senate by U.S. Senator Ron Wyden (D-OR). The United Kingdom Animals (Low-Welfare Activities Abroad) Act of 2023 passed its final parliamentary stage on September 18, 2023 and received Royal Assent on the same day.
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The bill prohibits the sale and advertising of activities abroad which involve low standards of welfare for animals. Additionally, it provides a framework for future species-specific bans to be introduced but does not itself implement any bans. Throughout the passage in both houses, the main sentiment was broadly focused on Asian elephants and dolphins.
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The bill has now moved on to the secondary legislation stage where the list of low welfare activities will be developed.
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The House of Lords deposited into the House of Lords Library a request that zoos and aquariums that are accredited or certified in accordance with high enough welfare standards by a regional or international organization endorsed for these purposes would be excluded from the scope of the prohibited low welfare activity in question.
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There can be no assurance that Congress will not pass legislation, or other federal, state or local jurisdictions will not propose or enact similar laws or regulations that could materially impact the Company in the future. Additionally, the U.S. Department of Agriculture’s Animal and Plant Health Inspection Service (“APHIS”) has proposed regulations that could impact our business.
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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.
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Additionally, in March 2022, we opened our Sesame Place San Diego park which has been, and is expected to continue to be, open more operating days than the Aquatica San Diego park it replaced, particularly in the first and fourth quarters of the year.
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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.
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Our future success will depend on our ability to grow our business, including through capital investments to improve existing and develop or acquire additional theme parks, rides, attractions and shows, as well as in-park product offerings and product offerings outside of our theme parks that are complementary to our parks.
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Our growth and innovation strategies require significant commitments of management resources and capital investments and may not grow our revenues at the rate we expect or at all.
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As a result, we may not be able to recover the costs incurred in developing our new projects and initiatives or to realize their intended or projected benefits, which could materially adversely affect our business, financial condition or results of operations. We may not be able to fund theme park capital expenditures and investment in future attractions and projects.
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A principal competitive factor for a theme park is the originality and perceived quality of its rides and attractions. We need to make continued capital investments through maintenance and the regular addition of new rides and attractions.
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Our ability to fund capital expenditures will depend on our ability to generate sufficient cash flow from operations and to raise capital from third parties.
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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.
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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.
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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.
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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.
Removed
In addition, the success of any acquisition depends on effective integration of acquired businesses and assets into our operations, which is subject to risks and uncertainties, including realization of anticipated synergies and cost savings, the ability to retain and attract personnel, the diversion of management’s attention from other business concerns, and undisclosed or potential legal liabilities of acquired businesses or assets.
Removed
We are continuing our efforts to identify cost reductions and efficiency opportunities as well as incremental pricing and revenue opportunities to help offset recent inflationary pressures relating to the costs for labor, goods, services and capital projects.
Removed
There is no assurance that we will be able to achieve and/or sustain the cost savings, realize or sustain operational efficiencies or achieve other benefits that we may initially expect. In addition, such actions may result in various one-time costs and temporary operational inefficiencies and could negatively impact business, guest experiences and employment relationships during transitional periods.
Removed
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.
Removed
We could face risks related to public health events, including epidemics and pandemics. Preventive measures taken to contain or mitigate public health events including quarantines or lockdowns, travel restrictions, social distance policies, and limiting operations of certain non-essential businesses may materially impact our financial condition and results of operations.
Removed
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.
Removed
In addition, the COVID-19 pandemic, along with other geopolitical and economic factors, disrupted global supply chains and caused labor shortages and inflationary pressures.
Removed
The full impact of another public health event on our financial condition and results of operations will depend on various factors, such as the ultimate duration and scope of the crisis, its impact on our customers, employees, suppliers and vendors, imposed restrictions on travel, quarantines and other measures, capacity limitations and enforced social distancing requirements and the duration and magnitude of an economic downturn cause by such crisis.
Removed
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
From time to time, various parties may also bring lawsuits against us. For example, on February 11, 2020, we announced that we had entered into a settlement agreement with respect to a previously disclosed class action lawsuit commenced in 2014, captioned Baker v. SeaWorld Entertainment, Inc ., et al., Case No. 14-CV-02129-MMA (AGS) (“Baker”).
Removed
The settlement required us to pay $65.0 million for claims alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as well as the costs of administration and legal fees and expenses. The settlement does not include or constitute an admission, concession, or finding of any fault, liability, or wrongdoing by us or any defendant.

Item 1C. Cybersecurity

Cybersecurity — threats and controls disclosure

2 edited+0 added0 removed28 unchanged
Biggest changeAd-hoc penetration testing occurs when we learn of a specific vulnerability of concern or when we resolve an alert from an imposing threat. 41 We also conduct table-top cyber exercises on an annual basis to ensure that the organization is prepared in the event that a significant breach actually occurs.
Biggest changeAd-hoc penetration testing occurs when we learn of a specific vulnerability of concern or when we resolve an alert from an imposing threat. 40 We also conduct table-top cyber exercises on an annual basis to ensure that the organization is prepared in the event that a significant breach actually occurs.
The ERMC meets during the year at least quarterly and receives periodic updates on cybersecurity risks from the CIO, who is a member of the committee. 42
The ERMC meets during the year at least quarterly and receives periodic updates on cybersecurity risks from the CIO, who is a member of the committee. 41

Item 2. Properties

Properties — owned and leased real estate

4 edited+1 added1 removed6 unchanged
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.
Biggest changeAs a result, the Company deferred payment of $8.3 million of Minimum Rent for the year ended December 31, 2020 and accrued certain fees. During the fourth quarter of 2024, the Company reached a settlement with the City of San Diego and agreed to pay $8.5 million related to the Minimum Rent for the year ended December 31, 2020.
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.
The minimum yearly rent which was approximately $10.4 million for the each of the years ended December 31, 2024, 2023 and 2022, 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.
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.
Item 2. P roperties The following table summarizes our principal properties as of December 31, 2024, which includes approximately 400 acres of land available for future development.
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.
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. Mine Sa fety Disclosures Not applicable. 42 PART II.
Removed
Mine Sa fety Disclosures Not applicable. 43 PART II.
Added
The settlement amount is included in accounts payable and accrued expenses as of December 31, 2024 and was subsequently funded in the first quarter of 2025. See further discussion in Note 13–Leases to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K. Item 3.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

41 edited+22 added4 removed101 unchanged
Biggest changeOur 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.
Biggest changeOur Board has previously authorized a share repurchase program of up to $250.0 million of our common stock (the “Former Share Repurchase Program”), of which approximately $18.3 million remained available under the Former Share Repurchase Program as of December 31, 2024 and a share repurchase program of up to $500.0 million of our common stock (the “Share Repurchase Program”), of which approximately $37.2 million remained available under the Share Repurchase Program as of December 31, 2024.
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.
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.
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.
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. We have previously identified and remediated a material weakness in our internal control over financial reporting.
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.
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 31 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.
Under the license, we are required to indemnify ABI against losses related to our use of the marks. If we were to lose or have to renegotiate this license, our business may be adversely affected. Our existing debt agreements contain, and future debt agreements may contain, restrictions that may limit our flexibility in operating our business.
Under the license, we are required to indemnify ABI against losses related to our use of the marks. If we were to lose or have to renegotiate this license, our business may be adversely affected. 32 Our existing debt agreements contain, and future debt agreements may contain, restrictions that may limit our flexibility in operating our business.
Such factors may result in a material adverse effect on our business, cash flow, results of operations or financial conditions . We continue to monitor changes and proposed changes to tax and other laws that may impact our business, results of operations, and financial condition and liquidity.
Such factors may result in a material adverse effect on our business, cash flow, results of operations or financial conditions . 36 We continue to monitor changes and proposed changes to tax and other laws that may impact our business, results of operations, and financial condition and liquidity.
Such Trade Restrictions have resulted in increased costs and could result in lower gross margin on impacted products and/or will likely result in increases in the cost of capital projects, unless we are able to successfully take any one or more of the following mitigating actions: increase our prices, move production to countries with no or lower tariffs or away from domestic vendors who source from China or other tariff impacted countries, or alter or cease offering certain products.
Such Trade Restrictions have resulted in, and any further restrictions may further result in, increased costs and could result in lower gross margin on impacted products and/or will likely result in increases in the cost of capital projects, unless we are able to successfully take any one or more of the following mitigating actions: increase our prices, move production to countries with no or lower tariffs or away from domestic vendors who source from China or other tariff impacted countries, or alter or cease offering certain products.
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.
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.
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. 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.
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. 37 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.
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.
The Company identified and implemented a number of actions that effectively remediated the previously-disclosed material weakness and concluded that as of December 31, 2024 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.
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.
See Note 11–Long-Term Debt in the notes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K. 38 Anti-takeover provisions in our organizational documents could delay or prevent a change of control.
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.
President and their 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.
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.
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, 2024, 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. 40 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. 39 Item 1B. Unresolv ed Staff Comments None.
We rely on a license from Sesame to use the Sesame Place trade name and trademark and certain other intellectual property rights, including titles, marks, characters, logos and designs from the Sesame Street television series within our Sesame Place theme park located in Langhorne, Pennsylvania (the “Langhorne Sesame Place”), the Sesame Place theme park located in Chula Vista, California (the "San Diego Sesame Place") and any additional future Sesame Place theme parks in the United States (collectively, the “Standalone Parks”) and with respect to Sesame Street themed areas within certain areas of some of our other theme parks, as well as in connection with the sales of certain Sesame Street themed products.
We rely on a license from Sesame to use the Sesame Place trade name and trademark and certain other intellectual property rights, including titles, marks, characters, logos and designs from the Sesame Street television series within our Sesame Place theme park located in Langhorne, Pennsylvania (the “Langhorne Sesame Place”) and the Sesame Place theme park located in Chula Vista, California (the "San Diego Sesame Place") (collectively, the “Standalone Parks”) and with respect to Sesame Street themed areas within certain areas of some of our other theme parks, as well as in connection with the sales of certain Sesame Street themed products.
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).
For example, as of December 31, 2024, 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 Ba3 with a stable outlook, the Senior Secured Credit Facilities rated Ba2, and the Senior Unsecured Credit Facilities rated B2).
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.
A total of 15,000,000 shares of common stock were reserved for issuance under the 2017 Omnibus Incentive Plan, of which approximately 6,267,000 shares of common stock remain available for future issuance as of December 31, 2024. In the future, we may also issue our securities in connection with investments or acquisitions.
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.
We do not currently have any of our debt hedged. A hypothetical increase in Term SOFR of 100 bps would increase our annual interest expense by approximately $15.4 million. Increased debt service costs would adversely affect our cash flow and net income.
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.
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 59.2% of our common stock outstanding as of December 31, 2024.
While we cannot predict the changes that the current administration will make, certain policy changes regarding increases in minimum wage, limitation or restrictions on travel to the United States, foreign trade barriers, domestic travel rules, changes to labor laws or regulations, and/or changes to environmental or animal welfare regulations could adversely affect our business.
While we cannot predict the changes that the current administration will make, certain policy changes regarding tariffs on imported goods, limitation or restrictions on travel to the United States, foreign trade barriers, domestic travel rules, changes to labor laws or regulations, and/or changes to environmental or animal welfare regulations could adversely affect our business.
These relationships expose us to risks associated with doing business globally, including changes in tariffs, quotas and other restrictions on imports (collectively “Trade Restrictions”) as well as escalating global trade tensions and the potential for international supply chain disruptions due to geopolitical events. The United States has increased tariffs on certain imports from China and other countries.
These relationships expose us to risks associated with doing business globally, including changes in tariffs, quotas and other restrictions on imports (collectively “Trade Restrictions”) as well as escalating global trade tensions and the potential for international supply chain disruptions due to geopolitical events.
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.
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.
Our operations and our ownership of property subject us to environmental requirements, and to environmental expenditures and liabilities. We incur costs to comply with environmental requirements, such as those relating to water use, wastewater and storm water management and disposal, air emissions control, hazardous materials management, solid and hazardous waste disposal, and the clean-up of properties affected by regulated materials.
We incur costs to comply with environmental requirements, such as those relating to water use, wastewater and storm water management and disposal, air emissions control, hazardous materials management, solid and hazardous waste disposal, and the clean-up of properties affected by regulated materials.
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.
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. 35 Financial distress experienced by our strategic partners or other counterparties could have an adverse impact on us.
Furthermore, in the case of financially distressed strategic partners, such events might otherwise force such strategic partners to curtail their commercial relationships with us, which could have a material adverse effect on our results of operations, financial condition, and cash flows. Tariffs or other trade restrictions could adversely impact our business, financial condition and results of operations.
Furthermore, in the case of financially distressed strategic partners, such events might otherwise force such strategic partners to curtail their commercial relationships with us, which could have a material adverse effect on our results of operations, financial condition, and cash flows. Actions of activist stockholders, and such activism could adversely impact the value of our securities.
We purchase some of our merchandise for resale and other products used in our business from entities which are located in foreign countries. Additionally, some of our ride manufacturers may be located in foreign countries or utilize components manufactured or sourced from foreign countries.
Tariffs or other trade restrictions could adversely impact our business, financial condition and results of operations. We purchase some of our merchandise for resale and other products used in our business from entities which are located in foreign countries. Additionally, some of our ride manufacturers may be located in foreign countries or utilize components manufactured or sourced from foreign countries.
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.
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 ”.
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.
During 2024, we completed share repurchases of 9,365,000 shares for an aggregate total of approximately $482.9 million. Repurchases of our common stock pursuant to the 2022 Former Share Repurchase Program and Share Repurchase Program could affect our stock price and increase its volatility.
As of December 31, 2023, our total indebtedness was approximately $2.126 billion.
As of December 31, 2024, our total indebtedness was approximately $2.263 billion.
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.
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.
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.
Our ability to make scheduled payments of the principal of, or to pay interest on, or to refinance indebtedness depends on and is subject to our financial and operating performance, which in turn is affected by general and regional economic, financial, competitive, business and other factors beyond our control, including the availability of financing in the banking and capital markets.
There can be no assurance that if we intend to enter into a hedge, that we will be able to enter into hedging arrangements on favorable terms or at all. 33 Our ability to make scheduled payments of the principal of, or to pay interest on, or to refinance indebtedness depends on and is subject to our financial and operating performance, which in turn is affected by general and regional economic, financial, competitive, business and other factors beyond our control, including the availability of financing in the banking and 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. 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.
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.
These direct and indirect impacts of increased tariffs or Trade Restrictions implemented by the United States, both individually and cumulatively, could have a material adverse effect on our business, financial condition and results of future operations. Actions of activist stockholders, and such activism could adversely impact the value of our securities.
These 34 direct and indirect impacts of increased tariffs or Trade Restrictions implemented by the United States, both individually and cumulatively, could have a material adverse effect on our business, financial condition and results of future operations. Our operations and our ownership of property subject us to environmental requirements, and to environmental expenditures and liabilities.
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.
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.
Such actions, if brought against us and successful in whole or in part, may affect our ability to compete or materially adversely affect our business, financial condition or results of operations. If we are unable to maintain certain commercial licenses, our business, reputation and brand could be adversely affected.
Such actions, if brought against us and successful in whole or in part, may affect our ability to compete or materially adversely affect our business, financial condition or results of operations. Our intellectual property rights are valuable, and any inability to protect them could adversely affect our business.
Our insurance coverage may not be adequate to cover all possible losses that we could suffer, and our insurance costs may increase. Although we maintain various safety and loss prevention programs and carry property and casualty insurance to cover certain risks, our insurance policies do not cover all types of losses and liabilities.
Although we maintain various safety and loss prevention programs and carry property and casualty insurance to cover certain risks, our insurance policies do not cover all types of losses and liabilities. Additionally, many of our policies are subject to deductibles and/or self-insured retentions and co-insurance.
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.
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. If we are unable to maintain certain commercial licenses, our business, reputation and brand could be adversely affected.
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.
Our insurance coverage may not be adequate to cover all possible losses that we could suffer, and our insurance costs may increase. Our insurance coverage may not be adequate to cover all possible losses that we could suffer, and our insurance costs may increase.
Even the successful defense of legal proceedings may cause us to incur substantial legal costs and may divert management’s attention and resources. Our intellectual property rights are valuable, and any inability to protect them could adversely affect our business.
Even the successful defense of legal proceedings may cause us to incur substantial legal costs and may divert management’s attention and resources. Our growth strategy may not achieve the anticipated results.
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.
During 2021, 2022 and parts of 2023, the United States experienced elevated levels of inflation. Increased inflation is likely to cause interest rates (including SOFR) to remain high. From 2022 through 2024, the Federal Reserve raised interest rates eleven times in response to concerns about inflation.
Removed
There can be no assurance that if we intend to enter into a hedge, that we will be able to enter into hedging arrangements on favorable terms or at all.
Added
Our future success will depend on our ability to grow our business, including through capital investments to improve existing and develop or acquire additional theme parks, rides, attractions and shows, as well as in-park product offerings and product offerings outside of our theme parks that are complementary to our parks.
Removed
Additionally, many of our policies are subject to deductibles and/or self-insured retentions and co-insurance.
Added
Our growth and innovation strategies require significant commitments of management resources and capital investments and may not grow our revenues at the rate we expect or at all.
Removed
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.
Added
As a result, we may not be able to recover the costs incurred in developing our new projects and initiatives or to realize their intended or projected benefits, which could materially adversely affect our business, financial condition or results of operations. We may not be able to fund theme park capital expenditures and investment in future attractions and projects.
Removed
The President signed an Executive Order with the goal of increasing the minimum wage for federal workers and contractors to $15.00 an hour, which became effective January 30, 2022. Additionally, the current administration is encouraging Congress to increase the federal minimum wage more broadly to $15.00 an hour in the private sector.
Added
A principal competitive factor for a theme park is the originality and perceived quality of its rides and attractions. We need to make continued capital investments through maintenance and the regular addition of new rides and attractions.
Added
Our ability to fund capital expenditures will depend on our ability to generate sufficient cash flow from operations and to raise capital from third parties.
Added
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.
Added
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.
Added
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. There is no assurance that the Miral partnership or our other strategic initiatives will be successful.
Added
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.
Added
In addition, the success of any acquisition depends on effective integration of acquired businesses and assets into our operations, which is subject to risks and uncertainties, including realization of anticipated synergies and cost savings, the ability to retain and attract personnel, the diversion of management’s attention from other business concerns, and undisclosed or potential legal liabilities of acquired businesses or assets. 30 We are continuing our efforts to identify cost reductions and efficiency opportunities as well as incremental pricing and revenue opportunities to help offset recent inflationary pressures relating to the costs for labor, goods, services and capital projects.
Added
There is no assurance that we will be able to achieve and/or sustain the cost savings, realize or sustain operational efficiencies or achieve other benefits that we may initially expect. In addition, such actions may result in various one-time costs and temporary operational inefficiencies and could negatively impact business, guest experiences and employment relationships during transitional periods.
Added
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.
Added
We could face risks related to public health events, including epidemics and pandemics. Preventive measures taken to contain or mitigate public health events including quarantines or lockdowns, travel restrictions, social distance policies, and limiting operations of certain non-essential businesses may materially impact our financial condition and results of operations.
Added
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.
Added
In addition, the COVID-19 pandemic, along with other geopolitical and economic factors, disrupted global supply chains and caused labor shortages and inflationary pressures.
Added
The full impact of another public health event on our financial condition and results of operations will depend on various factors, such as the ultimate duration and scope of the crisis, its impact on our customers, employees, suppliers and vendors, imposed restrictions on travel, quarantines and other measures, capacity limitations and enforced social distancing requirements and the duration and magnitude of an economic downturn cause by such crisis.
Added
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.
Added
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. Unionization activities or labor disputes may disrupt our operations and affect our profitability.
Added
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
While the Federal Reserve began decreasing interest rates in 2024 and has indicated that it may further decrease interest rates in 2025, interest rates continue to remain high and there is no guarantee that the Federal Reserve will take such action. Any further increase in interest rates could increase our borrowing costs on variable debt and adversely affect our business.
Added
The United States has imposed, and the new presidential administration has indicated may further impose, tariffs on certain imports from China and other countries.
Added
It is currently unclear how the agenda of the current or future administration will impact our business.

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

74 edited+7 added12 removed85 unchanged
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 .
Biggest changeThe following table presents key operating and financial information for the years ended December 31, 2024 and 2023: 47 For the Year Ended December 31, Variance 2024 2023 # % Selected Statements of Comprehensive Net Income Data: (In thousands, except per capita data and %) Net revenues: Admissions $ 939,629 $ 954,083 $ (14,454 ) (1.5 %) Food, merchandise and other 785,672 772,504 13,168 1.7 % Total revenues 1,725,301 1,726,587 (1,286 ) (0.1 %) Costs and expenses: Cost of food, merchandise and other revenues 131,407 131,697 (290 ) (0.2 %) Operating expenses (exclusive of depreciation and amortization shown separately below) 749,690 758,874 (9,184 ) (1.2 %) Selling, general and administrative expenses 216,898 221,237 (4,339 ) (2.0 %) Severance and other separation costs 577 816 (239 ) (29.3 %) Depreciation and amortization 163,438 154,208 9,230 6.0 % Total costs and expenses 1,262,010 1,266,832 (4,822 ) (0.4 %) Operating income 463,291 459,755 3,536 0.8 % Other expense (income), net 64 (18 ) 82 NM Interest expense 167,762 146,666 21,096 14.4 % Loss on early extinguishment of debt and write-off of discounts and debt issuance costs 3,939 3,939 ND Income before income taxes 291,526 313,107 (21,581 ) (6.9 %) Provision for income taxes 64,029 78,911 (14,882 ) (18.9 %) Net income $ 227,497 $ 234,196 $ (6,699 ) (2.9 %) Other data: Attendance 21,547 21,606 (59 ) (0.3 %) Total revenue per capita $ 80.07 $ 79.91 $ 0.16 0.2 % Admission per capita $ 43.61 $ 44.16 $ (0.55 ) (1.2 %) In-park per capita spending $ 36.46 $ 35.75 $ 0.71 2.0 % NM-Not meaningful ND-Not determinable Admissions revenue .
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.
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 2022 and parts of 2023.
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 and Note 18–Stockholders' Deficit to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details. 50 Our Indebtedness We are a holding company and conduct our operations through our subsidiaries, which have incurred or guaranteed indebtedness as described below.
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.
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.
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.
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.
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) Reflects non-cash equity compensation expenses and related payroll taxes associated with the grants of equity-based compensation.
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) Reflects non-cash equity compensation expenses and related payroll taxes associated with the grants of equity-based compensation. See Note 17-Equity Based Compensation to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details.
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. 46 Principal Factors and Trends Affecting Our Results of Operations Revenues Our revenues are driven primarily by attendance in our theme parks and the level of per capita spending for admission and per capita spending for food and beverage, merchandise and other in-park products.
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. 45 Principal Factors and Trends Affecting Our Results of Operations Revenues Our revenues are driven primarily by attendance in our theme parks and the level of per capita spending for admission and per capita spending for food and beverage, merchandise and other in-park products.
(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.
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.
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 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, 2024. Critical Accounting Policies and Estimates: Provides a discussion of our critical accounting policies which require the exercise of judgment and the use of estimates.
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.
Management’s discussion and analysis relating to the fiscal year ended December 31, 2023 and the applicable year-to-year comparisons to the fiscal year ended December 31, 2022 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, 2023 , which specific discussion is incorporated herein by reference.
The 55 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.
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.
(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) 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.
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.
Results of Operations The following discussion provides an analysis of our operating results for the years ended December 31, 2024 and 2023. Comparison of the Years Ended December 31, 2024 and 2023 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.
(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.
(j) 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.
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.
See discussion on seasonality of our attendance in the Seasonality section which follows. 46 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.
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.
Prepared by Zacks Investment Research, Inc. Used with permission. All rights reserved. Copyright 1980-2025. 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, 2024.
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.
It em 6. [Reserved] 44 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.
There is no uncertain tax benefit recorded for the periods ending December 31, 2023, 2022, and 2021, and no interest or penalties have been accrued. Within twelve months, we do not expect to record any uncertain tax benefit.
There is no uncertain tax benefit recorded for the periods ending December 31, 2024, 2023, and 2022, and no interest or penalties have been accrued. Within twelve months, we do not expect to record any uncertain tax benefit.
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.
Under the Former Share Repurchase Program and 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, 2024.
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.
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, 2024. 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.
(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.
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.
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.
The graph assumes that $100 was invested in our common stock and in each index at the market close on December 31, 2019 and assumes that all dividends, if any, were reinvested.
We must then assess the likelihood that deferred tax assets (primarily net operating loss and charitable contribution carryforwards) will be recovered from future taxable income. To the extent that we believe that recovery is not more likely than not, a valuation allowance against those amounts is recorded.
We must then assess the likelihood that deferred tax assets (primarily net operating loss and tax credit carryforwards) will be recovered from future taxable income. To the extent that we believe that recovery is not more likely than not, a valuation allowance against those amounts is recorded.
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.
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, 2024, we had a working capital ratio (defined as current assets divided by current liabilities) of 0.7.
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.
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 and Senior Notes calculated as of December 31, 2024 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, 2023.
(k) 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 (i) and (j) above. Contractual Obligations We had no off-balance sheet arrangements as of December 31, 2024.
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.
Covenant Compliance As of December 31, 2024, we were in compliance with all covenants in the credit agreement governing the Senior Secured Credit Facilities and the indentures governing our Senior Notes. See Note 11–Long-Term Debt to our consolidated financial statements for further details relating to our restrictive covenants.
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.
Included in the less than 1 year column is approximately $9.6 million in deferred rent payments and certain fees related to the land lease, which is accrued as of December 31, 2024. 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 “PRKS.” As of February 23, 2024, there were approximately 216 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 21, 2025, there were approximately 218 holders of record of our outstanding common stock.
In the year ended December 31, 2022, we opened our Sesame Place San Diego park which has been, and is expected to continue to be, open more operating days than the Aquatica San Diego park it replaced, particularly in the first and fourth quarters of the year.
In the year ended December 31, 2022, we opened our Sesame Place San Diego park which has been, and is expected to continue to be, open more operating days than the Aquatica San Diego park it replaced, particularly in the first and fourth quarters of the year. Incremental operating days generally are expected to drive incremental attendance and revenue.
Net cash used in investing activities during the years ended December 31, 2022 and 2021 consisted of capital expenditures of $200.7 million and $128.9 million, respectively. The following table presents detail of our capital expenditures for the periods indicated. Certain amounts relating to prior period results were reclassified to conform to current period presentation.
Net cash used in investing activities during the years ended December 31, 2023 and 2022 consisted primarily of capital expenditures of $304.8 million and $200.7 million, respectively. The following table presents detail of our capital expenditures for the periods indicated. Certain amounts relating to prior period results were reclassified to conform to current period presentation.
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.
Depreciation and amortization. Depreciation and amortization expense for the year ended December 31, 2024 increased by $9.2 million, or 6.0% to $163.4 million as compared to $154.2 million for the year ended December 31, 2023. The increase primarily relates to new asset additions partially offset by the impact of asset retirements and fully depreciated assets. Interest expense.
We believe that the following discussion addresses our critical accounting policies which require management’s most difficult, subjective and complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.
Actual results could differ from those estimates. 53 We believe that the following discussion addresses our critical accounting policies which require management’s most difficult, subjective and complex judgments, often as a result of the need to make estimates about the effect of matters that are inherently uncertain.
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).
Net cash used in investing activities during the year ended December 31, 2024 consisted primarily of capital expenditures of $248.4 million largely related to future attractions (see further breakdown of capital expenditures in the table below).
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.
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. 49 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, 2024 2023 2022 (In thousands) Net cash provided by operating activities $ 480,139 $ 504,916 $ 564,588 Net cash used in investing activities (248,505 ) (305,607 ) (200,705 ) Net cash used in financing activities (362,663 ) (34,707 ) (726,049 ) Net (decrease) increase in cash and cash equivalents, including restricted cash $ (131,029 ) $ 164,602 $ (362,166 ) Cash Flows from Operating Activities Net cash provided by operating activities was $480.1 million during the year ended December 31, 2024 as compared to $504.9 million during the year ended December 31, 2023.
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.
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.
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 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.
Significant estimates and assumptions include the valuation and useful lives of long-lived assets, the accounting for income taxes, the accounting for self-insurance and revenue recognition. Actual results could differ from those estimates.
Significant estimates and assumptions include the valuation and useful lives of long-lived assets, the accounting for income taxes, the accounting for self-insurance and revenue recognition.
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.
Food, merchandise and other revenue . Food, merchandise and other revenue for the year ended December 31, 2024 increased $13.2 million, or 1.7% to $785.7 million as compared to $772.5 million for the year ended December 31, 2023. The increase results from improved in-park per capita spending, partially offset by the decrease in attendance discussed above.
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.
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, 2024 October 31, 2024 756,882 $ 49.75 756,882 $ 55,589,002 November 1, 2024 November 30, 2024 1,139 $ 56.78 $ 55,589,002 December 1, 2024 December 31, 2024 886 $ 56.14 $ 55,589,002 Total 758,907 756,882 $ 55,589,002 (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.
As of December 31, 2021, we had a valuation allowance of approximately $4.8 million, net of federal tax benefit, on our deferred tax assets relating to state net operating losses, which we believed did not meet the “more likely than not” criteria and would expire before being realized in future periods.
As of December 31, 2024 and 2023, we have a valuation allowance of approximately $5.0 million, net of federal tax benefit, on our deferred tax assets related to state net operating loss carryforwards, which we believed did not meet the “more likely than not” criteria and would expire before being realized in future periods.
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.
Costs of food, merchandise and other revenues for the year ended December 31, 2024 decreased $0.3 million, or 0.2%, to $131.4 million as compared to $131.7 million for the year ended December 31, 2023. Operating expenses .
The effective tax rates in the years ended December 31, 2023 and 2022 were primarily impacted by state income taxes and other compensation related items, partially offset by tax credits and a tax benefit related to equity-based compensation which vested during the period.
The effective tax rates in the years ended December 31, 2024 and 2023 were primarily impacted by state income taxes and limits on certain compensation deductibility, partially offset by a tax benefit related to equity-based compensation which vested during the period and a deferred adjustment related to fixed assets in 2024.
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.
Admissions revenue for the year ended December 31, 2024 decreased $14.5 million, or 1.5%, to $939.6 million as compared to $954.1 million for the year ended December 31, 2023. The decline was a result of a decrease in admission per capita and a decrease in attendance of 0.1 million guests, or 0.3%.
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.
As of December 31, 2024, our Senior Secured Credit Facilities consisted of $1.538 billion in Term B-3 Loans, which will mature on December 4, 2031, along with a $700.0 million Revolving Credit Facility, which had no amounts outstanding as of December 31, 2024 and will mature on August 23, 2029.
(f) Reflects the impact of expenses, net of insurance recoveries and adjustments, incurred primarily related to certain matters, which we are permitted to exclude under the credit agreement governing our Senior Secured Credit Facilities due to the unusual nature of the items. For the year ended December 31, 2022, includes approximately $3.6 million related to a legal settlement.
For the year ended December 31, 2022, primarily reflects costs associated with certain legal matters related to the temporary COVID-19 park closures 52 (g) Reflects the impact of expenses, net of insurance recoveries and adjustments, incurred primarily related to certain matters, which we are permitted to exclude under the credit agreement governing our Senior Secured Credit Facilities due to the unusual nature of the items.
The increase in selling, general and administrative expenses is primarily due to an increase in third-party consulting costs and legal fees, including nonrecurring costs primarily related to strategic initiatives, and an increase in labor-related costs, partially offset by the impact of implemented cost savings and efficiency initiatives when compared to 2022. Depreciation and amortization.
The decrease in selling, general and administrative expenses is primarily due to a $16.0 million decrease in third-party consulting costs, including approximately $15.3 million of nonrecurring costs for strategic initiatives, a decrease in labor-related costs and the impact of implemented cost savings and efficiency initiatives, partially offset by an increase in marketing related costs when compared to 2023.
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.
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. 51 The following table reconciles Adjusted EBITDA and Covenant Adjusted EBITDA to net income for the periods indicated: For the Year Ended December 31, 2024 2023 2022 (In thousands) Net income $ 227,497 $ 234,196 $ 291,190 Provision for income taxes 64,029 78,911 98,883 Loss on early extinguishment of debt and write-off of discounts and debt issuance costs (a) 3,939 Interest expense 167,762 146,666 117,501 Depreciation and amortization 163,438 154,208 152,620 Equity-based compensation expense (b) 14,617 17,961 19,757 Loss on impairment or disposal of assets and certain non-cash expenses (c) 33,412 31,636 14,218 Business optimization, development and strategic initiative costs (d) 18,398 33,903 19,846 Certain investment costs and other taxes (e) 3,592 1,711 1,128 COVID-19 related incremental costs (f) (3,042 ) 9,076 6,689 Other adjusting items (g) 6,548 5,223 6,413 Adjusted EBITDA (h) 700,190 713,491 728,245 Items added back to Covenant Adjusted EBITDA as defined in the Debt Agreements: Estimated cost savings (i) 23,800 23,100 1,600 Other adjustments as defined in the Debt Agreements (j) 6,242 7,350 10,877 Covenant Adjusted EBITDA (k) $ 730,232 $ 743,941 $ 740,722 (a) Reflects a loss on early extinguishment of debt and write-off of discounts and debt issuance costs associated with the Refinancing Transactions in 2024.
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.
The change in net cash provided by operating activities was primarily impacted by an increase in cash paid for interest and income taxes. 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.
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.
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.
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.
The change in net cash provided by operating activities was primarily impacted by an increase in interest expense and a decline in operating performance. 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 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.
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.
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.
As of December 31, 2024, our indebtedness consisted of senior secured credit facilities and 5.25% senior notes due 2029 (the “Senior Notes”). 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.
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.
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.
For the years ended December 31, 2023 and 2022 also includes approximately $11.8 million and $6.5 million, respectively, related to non-cash self-insurance reserve adjustments.
(c) For the years ended December 31, 2024, 2023 and 2022 reflects approximately $21.2 million, $11.8 million and $6.5 million, respectively, related to non-cash self-insurance reserve adjustments. Also includes non-cash expenses related to asset write-offs and costs related to certain rides and equipment which were removed from service.
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.
Selling, general and administrative expenses for the year ended December 31, 2024 decreased by $4.3 million, or 2.0% to $216.9 million as compared to $221.2 million for the year ended December 31, 2023.
(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.
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.
(2) In August 2022, we announced that our Board approved a new $250.0 million share repurchase program (the “Share Repurchase Program”). Under the Share Repurchase Program, during the year ended December 31, 2022, we repurchased 3,774,659 shares for an aggregate total of approximately $193.6 million.
During the year ended December 31, 2024, we repurchased 375,000 shares for an aggregate total of approximately $20.2 million, leaving approximately $18.3 million remaining under the Former Share Repurchase Program as of December 31, 2024. In March 2024, we announced that our Stockholders and Board of Directors approved a new $500.0 million share repurchase program (the "Share Repurchase Program").
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.
See Note 11–Long-Term Debt in our notes to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details. Loss on early extinguishment of debt and write-off of debt issuance costs and discounts.
For the Year Ended December 31, 2023 2022 2021 Capital Expenditures: (Unaudited, in thousands) Core (a) $ 181,850 $ 131,940 $ 68,065 Expansion/ROI projects (b) 122,986 68,765 60,789 Capital expenditures, total $ 304,836 $ 200,705 $ 128,854 (a) Reflects capital expenditures for park rides, attractions and maintenance activities.
For the Year Ended December 31, 2024 2023 2022 Capital Expenditures: (Unaudited, in thousands) Core (a) $ 177,718 $ 226,244 $ 139,570 Expansion/ROI projects (b) 70,712 78,592 61,135 Capital expenditures, total $ 248,430 $ 304,836 $ 200,705 (a) Reflects capital expenditures for park rides, attractions and maintenance activities.
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.
As of December 31, 2024, SEA had approximately $17.5 million of outstanding letters of credit, leaving approximately $682.5 million available for borrowing under the Revolving Credit Facility. Senior Notes As of December 31, 2024, SEA had outstanding $725.0 million in aggregate principal amount of Senior Notes due on August 15, 2029.
The increase in operating expenses is primarily due to an increase in non-cash asset write-offs and self-insurance reserve adjustments, and an increase in costs associated with our international services agreements, partially offset by the impact of implemented structural cost savings initiatives when compared to 2022.
The decrease in operating expenses is primarily due to a decrease in nonrecurring contractual liabilities and legal costs resulting from the previously disclosed temporary COVID-19 park closures, a decrease in non-cash fixed asset write-offs and the impact of implemented structural cost savings initiatives, partially offset by an increase in certain non-cash adjustments when compared to 2023. 48 Selling, general and administrative expenses.
For further details, also refer to Note 12–Income Taxes, in our notes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K. 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.
Our valuation allowances, in part, rely on estimates and assumptions related to our future financial performance. 54 For further details, also refer to Note 12–Income Taxes, in our notes to the consolidated financial statements included elsewhere in this Annual Report on Form 10-K.
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.
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.
During the year ended December 31, 2023, we repurchased 313,750 shares for an aggregate total of approximately $17.9 million, leaving approximately $38.5 million available as of December 31, 2023.
During the year ended December 31, 2024, we repurchased 8,990,000 shares for an aggregate total of approximately $462.8 million, leaving approximately $37.2 million remaining under the Share Repurchase Program as of December 31, 2024.
The stock price performance of the following graph is not necessarily indicative of future stock price performance. 12/31/2018 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 United Parks & Resorts Inc. $ 100.00 $ 143.55 $ 143.01 $ 293.62 $ 242.21 $ 239.13 S&P 500 Index - Total Return $ 100.00 $ 131.49 $ 155.68 $ 200.37 $ 164.08 $ 207.21 S&P Midcap 400 Index $ 100.00 $ 126.20 $ 143.44 $ 178.95 $ 155.58 $ 181.15 S&P 400 Movies & Entertainment Index $ 100.00 $ 117.47 $ 73.80 $ 73.27 $ 102.50 $ 127.05 44 Note: Data complete through last fiscal year.
The stock price performance of the following graph is not necessarily indicative of future stock price performance. 12/31/2019 12/31/2020 12/31/2021 12/31/2022 12/31/2023 12/31/2024 United Parks & Resorts Inc. $ 100.00 $ 99.62 $ 204.54 $ 168.73 $ 166.58 $ 177.18 S&P 500 Index - Total Return $ 100.00 $ 118.40 $ 152.39 $ 124.79 $ 157.59 $ 197.02 S&P Midcap 400 Index $ 100.00 $ 113.66 $ 141.80 $ 123.28 $ 143.54 $ 163.54 S&P 400 Movies & Entertainment Index $ 100.00 $ 62.83 $ 62.37 $ 87.26 $ 108.15 $ 172.77 43 Note: Data complete through last fiscal year.
Interest expense for the year ended December 31, 2023 increased $29.2 million, or 24.8% to $146.7 million as compared to $117.5 million for the year ended December 31, 2022. The increase primarily relates to increased interest rates on variable rate debt. Provision for income taxes.
Interest expense for the year ended December 31, 2024 increased $21.1 million, or 14.4% to $167.8 million as compared to $146.7 million for the year ended December 31, 2023.
The decrease in attendance was primarily due to significantly adverse weather, including some combination of unusual heat, cold and/or rain, across most of our markets, including during peak visitation periods. Admission per capita increased by 0.4% to $44.16 in 2023 compared to $44.00 in 2022.
The decrease in attendance was primarily due to the impact of significantly worse weather and hurricanes, particularly at our Florida parks, including during peak visitation periods. Admission per capita decreased by 1.2% to $43.61 in 2024 compared to $44.16 in 2023. Admission per capita decreased primarily due to lower pricing on certain promotional admission products when compared to 2023.
The decrease is primarily due to a decrease in related revenue along with decreased freight costs and the impact of implemented structural cost savings initiatives. 49 Operating expenses . Operating expenses for the year ended December 31, 2023 increased by $23.2 million, or 3.2% to $758.9 million as compared to $735.7 million for the year ended December 31, 2022.
Operating expenses for the year ended December 31, 2024 decreased by $9.2 million, or 1.2% to $749.7 million as compared to $758.9 million for the year ended December 31, 2023.
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 services agreements. Selling, general and administrative expenses.
See Note 11–Long-Term Debt in our notes to our consolidated financial statements included elsewhere in this Annual Report on Form 10-K for further details. Provision for income taxes. Provision for income taxes was $64.0 million compared to $78.9 million in the years ended December 31, 2024 and 2023, respectively.
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.
For the year ended December 31, 2022, includes approximately $3.6 million related to a legal settlement. (h) 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.
Provision for income taxes was $78.9 million compared to $98.9 million in the years ended December 31, 2023 and 2022, respectively. Our consolidated effective tax rate was 25.2% for 2023 compared to 25.3% for 2022.
Our consolidated effective tax rate was 22.0% for 2024 compared to 25.2% for 2023.
In-park per capita spending increased by 2.4%, to $35.75 in 2023 from $34.91 in 2022.
In-park per capita spending increased by 2.0%, to $36.46 in 2024 from $35.75 in 2023. In park per capita spending improved primarily due to pricing initiatives when compared to 2023. Costs of food, merchandise and other revenues.
The following table summarizes our principal contractual obligations as of December 31, 2023: Total Less than 1 Year 1-3 Years 3-5 Years More than 5 Years (In thousands) Long-term debt (including current portion) (a) $ 2,125,500 $ 12,000 $ 251,500 $ 1,137,000 $ 725,000 Interest on long-term debt (b) 684,190 155,180 275,110 228,525 25,375 Operating and finance leases (c) 280,353 27,804 25,656 21,651 205,242 Purchase obligations, license commitments and other (d) 262,252 173,032 84,053 2,067 3,100 Total contractual obligations $ 3,352,295 $ 368,016 $ 636,319 $ 1,389,243 $ 958,717 (a) Represents principal payments.
The following table summarizes our principal contractual obligations as of December 31, 2024: Total Less than 1 Year 1-3 Years 3-5 Years More than 5 Years (In thousands) Long-term debt (including current portion) (a) $ 2,263,442 $ 15,423 $ 30,846 $ 755,846 $ 1,461,327 Interest on long-term debt (b) 865,290 139,263 275,473 260,340 190,214 Operating and finance leases (c) 272,225 24,779 26,494 23,726 197,226 Purchase obligations, license commitments and other (d) 182,797 167,712 10,951 2,067 2,067 Total contractual obligations $ 3,583,754 $ 347,177 $ 343,764 $ 1,041,979 $ 1,850,834 (a) Represents principal payments.
Removed
Additionally, during the year ended December 31, 2021, we began year-round operations at our SeaWorld park in Texas and began to strategically add additional operating days at both our Busch Gardens park in Virginia and our Sesame Place park in Pennsylvania. Incremental operating days generally are expected to drive incremental attendance and revenue.
Added
(2) In August 2022, our Board of Directors approved a $250.0 million share repurchase program (the “Former Share Repurchase Program”) of which approximately $38.5 million remained available as of December 31, 2023.
Removed
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 .
Added
Collectively, under the 2022 Former Share Repurchase Program and 2024 Share Repurchase Program, we repurchased 9,365,000 shares for an aggregate total of approximately $482.9 million during the year ended December 31, 2024.
Removed
In park per capita spending improved primarily due to pricing initiatives and an increase in revenue related to our international agreements when compared to 2022, partially offset by factors including weather, the admissions product mix, closures and disruption related to construction delays at certain in park locations.
Added
The increase primarily relates to the net impact of the Refinancing Transactions which included write-offs of certain discounts and debt issuance costs and a higher average outstanding balance on our variable debt, partially offset by a lower average outstanding balance on our fixed debt.

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Item 7. Management's Discussion & Analysis

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

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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.
Biggest changeReceived Golden Ticket Awards Legend distinction in 2023 as the category was retired ( Amusement Today, 2006-2019, 2021-2023 ) Features Mako which ranked #2 Best Roller Coaster for 2024 and 2022, and #1 for 2023 and 2021 ( USA Today , 2021-2024) as well as #19 top steel roller coaster in the world in 2024 and #17 in 2023 ( Amusement Today, 2023-2024 ), 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 and 2024 ( USA Today, 2022-2024 ) and Howl-O-Scream which ranked #1 Best Theme Park Halloween Event in 2023, #2 in 2024, and #3 in 2022 ( USA Today, 2022-2024 ) Awarded an International Association of Amusement Parks and Attractions (“IAAPA”) 2022 Brass Ring Award ( IAAPA) 18 14 25 53 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 2024 ( USA Today, 2021-2022, 2024 ) Voted Best Marine Mammal Park (Global Brands Magazine, 2020) Awarded a Good Housekeeping 2024 Best Family Travel Award ( Good Housekeeping, 2023) 6 3 0 12 2008 Voted #1 for Nation’s Best Outdoor Waterpark in 2023, 2022, 2021 and 2018, #2 in 2024 and among top 5 in 2019 and 2020 (USA Today, 2018-2024 ) 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.
The term “Sesame Street Elements” means all current and hereafter developed or owned titles, marks, names, characters (including any new Sesame Street characters shown on Sesame Street and owned in whole or controlled by Sesame), images, likenesses, audio, video, audiovisual, logos, themes, symbols, copyrights, trademarks, service marks, visual representations and designs, and other intellectual property (whether in two- or three-dimensional form and including animated and mechanical representations) owned or controlled by Sesame (or its affiliates), and associated with the Sesame Street television property, whether previously (unless retired) or currently on Sesame Street or whether hereafter developed or owned and the names and marks Sesame Place and Sesame Land, but expressly excluding “Kermit the Frog.” Sesame has reserved rights to build family entertainment centers using the Sesame Street Elements subject to certain territorial restrictions surrounding SEA’s Sesame Place Standalone Parks and Sesame Lands within the Sesame Territory.
The term “Sesame Street Elements” means all current and hereafter developed or owned titles, marks, names, characters (including any new Sesame Street characters shown on Sesame Street and owned in whole or controlled by Sesame), images, likenesses, audio, video, audiovisual, logos, themes, symbols, copyrights, trademarks, service marks, visual representations and designs, and other intellectual property (whether in two- or three-dimensional form and including animated and mechanical representations) owned or controlled by Sesame (or its affiliates), and associated with the Sesame Street television property, whether previously (unless retired) or currently on Sesame Street or whether hereafter developed or owned and the names and marks Sesame Place and Sesame Land, but expressly excluding “Kermit the Frog.” Sesame has reserved rights to build theme parks and family entertainment centers using the Sesame Street Elements subject to certain territorial restrictions surrounding SEA’s Sesame Place Standalone Parks and Sesame Lands within the Sesame Territory.
Location Theme Park Year Opened Awards/Recognition 2023 Theme Park Portfolio (c) Animal Habitats (d) Rides (e) Pro- grams (f) Other (g) Orlando, FL 1973 Voted #3 Nation’s Best Amusement Park in 2023 and #1 in 2022 and 2021 ( USA Today , 2021-2023) and voted Orlando’s Best Theme Park from 2016 through 2019 ( Orlando Sentinel, 2016-2019) Ranked #1 Best Marine Life/Wildlife Park from the award’s inception in 2006 through 2022.
Location Theme Park Year Opened Awards/Recognition 2024 Theme Park Portfolio (c) Animal Habitats (d) Rides (e) Pro- grams (f) Other (g) Orlando, FL 1973 Voted #3 Nation’s Best Amusement Park in 2024 and 2023 and #1 in 2022 and 2021 ( USA Today , 2021-2024) and voted Orlando’s Best Theme Park from 2016 through 2019 ( Orlando Sentinel, 2016-2019) Ranked #1 Best Marine Life/Wildlife Park from the award’s inception in 2006 through 2022.
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.” Insurance We maintain insurance of the type and in the amounts that we believe to be commercially reasonable for businesses in our industry.
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.” 18 Insurance We maintain insurance of the type and in the amounts that we believe to be commercially reasonable for businesses in our industry.
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.
By providing these distance learning resources, we are able to help families explore, discover, and stay connected virtually in a fun and inspiring environment. 5 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.
As part of the Name Change, our ticker symbol on the New York Stock Exchange changed from “SEAS” to “PRKS” beginning on February 13, 2024. Available Information Our website is http: // www.unitedparks.com . Information contained on our website is not incorporated by reference herein and is not a part of this Annual Report on Form 10-K.
As part of the Name Change, our ticker symbol on the New York Stock Exchange changed from “SEAS” to “PRKS” beginning on February 13, 2024. 19 Available Information Our website is http: // www.unitedparks.com . Information contained on our website is not incorporated by reference herein and is not a part of this Annual Report on Form 10-K.
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 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.
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.
Our dedicated 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.
However, there can be no assurance that APHIS will not propose or enact regulations that could materially impact the Company in the future. On January 6, 2023, APHIS published an Advanced Notice of Proposed Rulemaking ("ANPR") to amend Wild and Exotic Animal Handling, Enrichment and Training Regulations.
However, there can be no assurance that APHIS will not propose or enact regulations that could materially impact the Company in the future. 17 On January 6, 2023, APHIS published an Advanced Notice of Proposed Rulemaking ("ANPR") to amend Wild and Exotic Animal Handling, Enrichment and Training Regulations.
(h) The total number of animal habitats, rides, shows, presentations, events, distinctive experiences and play areas in our theme park portfolio varies seasonally. 10 Capital Improvements We make annual targeted investments to support our existing theme park facilities and attractions, as well as enable the development of new theme park attractions and infrastructure.
(h) The total number of animal habitats, rides, shows, presentations, events, distinctive experiences and play areas in our theme park portfolio varies seasonally. Capital Improvements We make annual targeted investments to support our existing theme park facilities and attractions, as well as enable the development of new theme park attractions and infrastructure.
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.
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 2022 and parts of 2023.
We have one of the largest manatee rescue operations in the world and operate one of only three manatee critical care facilities in the U.S. and in the past six years have helped over 300 manatees. 12 Our commitment to animals also extends beyond our theme parks and throughout the world.
We have one of the largest manatee rescue operations in the world and operate one of only three manatee critical care facilities in the U.S. and in the past six years have helped over 300 manatees. Our commitment to animals also extends beyond our theme parks and throughout the world.
Sesame Place Philadelphia was the first theme park in the world to be designated as a Certified Autism Center (IBCCES, 2018). Sesame Place San Diego is a 17-acre theme park opened in 2022 on the site of our former Aquatica San Diego park in Chula Vista, California.
Sesame Place Philadelphia was the first theme park in the world to be designated as a Certified Autism Center (IBCCES, 2018). 7 Sesame Place San Diego is a 17-acre theme park opened in 2022 on the site of our former Aquatica San Diego park in Chula Vista, California.
In addition to the above owned parks, see International Development Strategy section which follows for discussion of our licensed SeaWorld branded park in the United Arab Emirates. Diversified Business Portfolio. Our portfolio of theme parks is diversified in a number of important respects.
In addition to the above owned parks, see International Development Strategy section which follows for discussion of our licensed SeaWorld branded park in the United Arab Emirates. 4 Diversified Business Portfolio. Our portfolio of theme parks is diversified in a number of important respects.
As a result of the COVID-19 pandemic and the related impacts, group events and/or attendance in 2023, 2022 and 2021 were impacted. Additionally, a portion of our group attendance comes from international groups for which travel was impacted by COVID-19 factors in 2021, 2022 and parts of 2023.
As a result of the COVID-19 pandemic and the related impacts, group events and/or attendance in 2023 and 2022 were impacted. Additionally, a portion of our group attendance comes from international groups for which travel was impacted by COVID-19 factors in 2022 and parts of 2023.
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.
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.
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.
Busch Gardens Tampa Bay was ranked among the top 20 theme parks in North America, as measured by attendance ( TEA/AECOM 2023 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.
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.
SeaWorld San Antonio is also 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. 6 Busch Gardens. Our Busch Gardens theme parks are family-oriented destinations designed to immerse guests in international geographic settings.
At all our parks, we have implemented a range of waste-reduction and resource conservation initiatives, including: (i) removing all expanded polystyrene products from the parks; (ii) removing all plastic straws, plastic coffee stir sticks and plastic shopping bags as of 2018; (iii) using fibers certified by the Forest Stewardship Counsel (“FSC”) as sustainably sourced for printed materials when available; and (iv) minimizing the use of paper throughout our business by switching to online platforms and providing tablets for Environmental Health & Safety employees to use for accident investigation.
At all our parks, we have implemented a range of waste-reduction and resource conservation initiatives, including: (i) removing all expanded polystyrene products from the parks and increasing the use of biodegradable cutlery; (ii) removing all plastic straws, plastic coffee stir sticks and plastic shopping bags as of 2018; (iii) using fibers certified by the Forest Stewardship Counsel (“FSC”) as sustainably sourced for printed materials when available; and (iv) minimizing the use of paper throughout our business by switching to online platforms and providing tablets for Environmental Health & Safety employees to use for accident investigation.
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.
Our senior management team, led by Marc Swanson, our Chief Executive Officer, has an average tenure of approximately 18 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.
Adventure Island is also home to Rapids Racer, a dueling pipeline slide, and Wahoo Remix , a family raft ride with synchronized light and sound elements. The table which follows represents our theme park portfolio in 2023 and some of our recent awards and recognition.
Adventure Island is also home to Rapids Racer, a dueling pipeline slide, and Wahoo Remix , a family raft ride with synchronized light and sound elements. The table which follows represents our theme park portfolio in 2024 and some of our recent awards and recognition.
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.
SeaWorld San Diego is home to a number of attractions, including Arctic Rescue , a straddle coaster which opened 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.
Our portfolio includes theme parks ranked among the most highly attended in the industry, including three of the top 20 theme parks and four of the top 10 water parks in North America, as measured by attendance ( TEA/AECOM 2019 Report ).
Our portfolio includes theme parks ranked among the most highly attended in the industry, including three of the top 20 theme parks and four of the top 10 water parks in North America, as measured by attendance ( TEA/AECOM 2023 Report ).
(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.
(c) The 2024 theme park portfolio represents animal habitats, rides, shows and other offerings which were available to guests in 2024. (d) Represents animal habitats without a ride or show element, often adjacent to a similarly themed attraction.
We are committed to the communities in which our theme parks are located and focus our philanthropic efforts in three areas: animal preservation and stewardship; youth development and education; and community initiatives that address environmental sustainability. Our theme parks inspire and educate children and guests of all ages through experiences that are educational, fun and meaningful.
We are committed to the communities in which our theme parks are located and support efforts in three areas: animal preservation and stewardship; youth development and education; and community initiatives that address environmental sustainability. Our theme parks inspire and educate children and guests of all ages through experiences that are educational, fun and meaningful.
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) .
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 2024, we opened numerous new rides and attractions including 2 of the top 10 Best New Amusement Park Attractions of 2024 ( USA Today , 2025) .
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.
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 Safari of Fun at Busch Gardens Tampa Bay, and Sesame Street Forest of Fun at Busch Gardens Williamsburg), (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.
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.
Busch Gardens Williamsburg is home to a number of thrilling roller coasters and attractions including DarKoaster , the first all-indoor straddle coaster in North America, 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.
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.
These Proposed APHIS Regulations were not listed as a priority for APHIS with the release in September 2024 of the Department of Agriculture’s latest Semiannual Unified Agenda of Federal Regulatory and Deregulatory Actions for Fall 2024 (the “Fall 2024 Unified Agenda”) indicating that the agency did not plan any further action at that time on the matter.
(“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.
(“SEA”), is a party to a license agreement with Sesame, a New York not-for-profit corporation. The License Agreement extended SEA’s status as Sesame’s theme park partner in the United States, Puerto Rico, and 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.
Show which ranked among top 5 Best Amusement Park Entertainment from 2019-2024 and Howl-O-Scream which ranked #1 Best Theme Park Halloween Event in 2024, #2 in 2023, #4 in 2022, and #3 in 2021 ( USA Today, 2019-2024) 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 2024 and 2022 and among top 15 in 2023 ( TripAdvisor, 2022-2024 ) 14 27 35 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 ) 19 16 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 14 30 66 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.
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) .
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 9 of the top 25 Popular Destinations in the United States (U.S. Census, 2024; TripAdvisor, 2024) .
Principal direct competitors of our theme parks include theme parks operated by The Walt Disney Company, Universal Parks and Resorts, Six Flags Entertainment Corporation, Cedar Fair, L.P., Merlin Entertainments ltd., and Hershey Entertainment and Resorts Company. Our highly differentiated products provide a value proposition and a complementary experience to those offered by fantasy-themed Disney and Universal parks.
Principal direct competitors of our theme parks include theme parks operated by The Walt Disney Company, Universal Parks and Resorts, Six Flags Entertainment Corporation, Merlin Entertainments ltd., and Hershey Entertainment and Resorts Company. Our highly differentiated products provide a value proposition and a complementary experience to those offered by fantasy-themed Disney and Universal parks.
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.
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, 2024, we employed approximately 3,300 full-time employees and approximately 13,400 part-time and seasonal employees.
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.
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 118th Congress adjourned on January 3, 2025.
The purchase closed on May 30, 2019. As of December 31, 2023, Hill Path owned approximately 42.5% of our total outstanding common stock. On February 12, 2024, we changed our corporate name from SeaWorld Entertainment, Inc. to United Parks & Resorts Inc.
The purchase closed on May 30, 2019. As of December 31, 2024, Hill Path owned approximately 49.4% of our total outstanding common stock. On February 12, 2024, we changed our corporate name from SeaWorld Entertainment, Inc. to United Parks & Resorts Inc.
We also offer a variety of dining programs that we believe provide quality food and great value to our guests and drive incremental revenues. While our menu offerings have broad appeal, they also cater to guests who desire healthy options and those with special allergy-related needs.
We also offer a variety of dining programs that we believe provide quality food and great value to our guests and drive incremental revenues. While our menu offerings have broad appeal, they also cater to guests who desire healthy options and those with special allergy-related needs. Additionally, we have partnered to operate select nationally recognized brands within our parks.
( 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.
( TripAdvisor, 2019-2020, 2024 ) Named the World’s Most Beautiful Amusement Park for 34 consecutive years ( National Amusement Park Historical Association, 2024 ) Awarded #2 for the Most Beautiful Park/Best Landscaping in 2024, #1 in 2023 and 2022, #3 in 2021, and #1 for 2020 and each prior year since the category’s inception in 1998 and two of the world’s top 50 steel roller coasters in 2024, led by Apollo’s Chariot , the #25 rated steel roller coaster in the world ( Amusement Today, 1998- 2019, 2021-2024 ) 5 36 37 45 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.
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.
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, Pipeline: The Surf Coaster , a first-of-its-kind surf coaster, Infinity Falls , a river rapid ride, and Mako, a high-speed hyper coaster.
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.
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 2023 Report ). In 2024, Adventure Island opened Castaway Falls , a multi-level splash and play area.
Our combined theme park portfolio has over 750 attractions that appeal to guests of all ages, including 73 animal habitats, 149 programs and 209 rides, along with 322 other attractions such as distinctive experiences, tours, events and play areas, among others. In addition, we have over 335 restaurants, photo and specialty retail shops.
Our combined theme park portfolio has over 800 attractions that appeal to guests of all ages, including 74 animal habitats, 162 programs and 206 rides, along with 360 other attractions such as distinctive experiences, tours, events and play areas, among others. In addition, we have over 350 restaurants, photo and specialty retail shops.
The park features an interactive Sesame Street Neighborhood, where kids can play with immersive physical and digital character experiences. Guests also have exciting ways to engage with Sesame Street characters, including a live character show, a daily parade and one-of-a-kind photo opportunities.
The park features an interactive Sesame Street Neighborhood, where kids can play with immersive physical and digital character experiences. Guests also have exciting ways to engage with Sesame Street characters, including a live character show, a daily parade and one-of-a-kind photo opportunities. In 2024, Sesame Place San Diego opened Dine with Elmo and Friends, an interactive dining experience.
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.
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.
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.
SeaWorld San Diego was ranked among the top 20 theme parks in North America, as measured by attendance ( TEA/AECOM 2023 Report ). 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. In 2024, SeaWorld Orlando opened Penguin Trek , a multi-launch family coaster.
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.
SeaWorld Orlando was ranked among the top 10 theme parks in North America, as measured by attendance ( TEA/AECOM 2023 Report ). SeaWorld San Antonio is one of the world’s largest marine-life theme parks, encompassing 397 acres in San Antonio, Texas. In 2024, SeaWorld San Antonio opened Catapult Falls , the world's first launched flume coaster.
Additionally, our Sesame Place park in Pennsylvania was the first theme park in the world to have achieved the designation of Certified Autism Center from the International Board of Credentialing and Continuing Education Standards (the “IBCCES”).
Additionally, our Sesame Place park in Pennsylvania was the first theme park in the world to have achieved the designation of Certified Autism Center from the International Board of Credentialing and Continuing Education Standards (the “IBCCES”) and in 2025 became the first theme park in the U.S. to join the Hidden Disabilities Sunflower program.
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.
As part of our commitment to continuous learning, we provide complimentary distance learning resources for students, teachers and parents. These resources include educational activities, teacher’s guides, videos, and animal information books.
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.
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.
Our animal care team includes board-certified veterinarians, technicians, and animal care experts, and we have onsite animal hospitals at each SeaWorld park and a guest-facing, state-of-the-art Animal Care Center at our Busch Gardens park in Tampa, Florida. We have also been at the forefront of advancing understanding and best practice-related behavioral health in animals.
Our animal care team includes board-certified veterinarians, technicians, and animal care experts, and we have onsite animal hospitals at each SeaWorld park and a guest-facing, state-of-the-art Animal Care Center at our Busch Gardens park in Tampa, Florida.
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.
Busch Gardens Tampa Bay is also home to Iron Gwazi , a hybrid coaster, Serengeti Flyer , the world's tallest and fastest Screaming Swing and Tigris , a triple launch steel coaster that catapults riders forward and backward.
( 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!
( TripAdvisor, 2019 ) Features Riptide Race, ranked #2 Best New Water Park Ride of 2021 ( Amusement Today, 2021 ) 3 14 0 5 8 Location Theme Park Year Opened Awards/Recognition 2024 Theme Park Portfolio (c) Animal Habitats (d) Rides (e) Pro- grams (f) Other (g) Tampa, FL 1959 Ranked #9 for the Nation’s Best Amusement Park for 2024 and #8 for 2023 ( USA Today , 2023, 2024 ) and features Iron Gwazi which ranked #1 Best New Roller Coaster for 2022 ( Amusement Today , 2022), #9 Best Roller Coaster for 2024 and #4 for 2023 ( USA Today, 2023, 2024) , and #5 top steel roller coaster in the world in 2024 ( Amusement Today, 2024 ), 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!
Aquatica Orlando is also home to Reef Plunge , a body slide which passes through an underwater habitat, and Riptide Race, a dueling pipeline slide.
Aquatica Orlando is also home to Turi's Kid Cove , a multi-feature water play area, Reef Plunge , a body slide which passes through an underwater habitat, and Riptide Race, a dueling pipeline slide.
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.
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.
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.
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.
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.
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.
( 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.
( 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 9 Location Theme Park Year Opened Awards/Recognition 2024 Theme Park Portfolio (c) Animal Habitats (d) Rides (e) Pro- grams (f) Other (g) 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 23 20 58 Total (h) 74 206 162 360 (a) This former water park was acquired renovated, rebranded, and relaunched as Aquatica San Diego in June 2013.
( 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.
( TripAdvisor 2019) 1 14 0 7 Williamsburg, VA 1975 Ranked #7 for the Nation’s Best Amusement Park in 2024 and 2023 and features Pantheon which ranked #4 Best New Amusement Park Attraction for 2022 and ranked #10 Best Roller Coaster for 2024 ( USA Today, 2022-2024 ) , the Celtic Fyre show which was awarded the Best Amusement Park Entertainment for 2018 through 2024, and Howl-O-Scream which ranked #1 Best Theme Park Halloween Event in 2024 and #4 in 2022 ( USA Today, 2018-2024 ) Ranked among top 25 amusement parks in the U.S.
A networked enterprise software system is used to plan and track various maintenance activities, in order to schedule and request work, track completion progress and manage costs of parts and materials. 11 In addition to our day-to-day maintenance and inspection practices for the existing rides in our parks, before new rides are introduced to our guests, an extensive review of the ride, from design through installation, is conducted by the ride manufacturer, internal technical and operational experts, local authorities, as well as competent third-party inspectors and engineers.
In addition to our day-to-day maintenance and inspection practices for the existing rides in our parks, before new rides are introduced to our guests, an extensive review of the ride, from design through installation, is conducted by the ride manufacturer, internal technical and operational experts, local authorities, as well as competent third-party inspectors and engineers.
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.
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 2024, Busch Gardens Tampa Bay opened Phoenix Rising , a family suspended coaster.
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.
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. 12 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.
Additionally, we provided certain services pertaining to the planning and design of the Middle East Project, with funding received from our partner in the Middle East expected to offset our internal expenses. We also receive additional funds from our partner related to certain agreed-upon services and reimbursements of costs incurred by us on behalf of the Middle East Project.
Additionally, we provided certain services pertaining to the planning and design of the Middle East Project, with funding received from our partner in the Middle East expected to offset our internal expenses.
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.
During our peak operating season in 2024, 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 training the best talent possible has resulted in management, supervisory and ambassadors that are highly talented.
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.
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.
Water Country USA is located near Busch Gardens Williamsburg and in 2023 opened Riptide Race , the first dueling pipeline slide in Virginia. Water Country USA was ranked #6 most attended water park in North America ( TEA/AECOM 2019 Report ). Adventure Island.
Water Country USA is located near Busch Gardens Williamsburg is home to a number of attractions including Nitro Racer: Supercharged , a high-speed mat racing slide and Riptide Race , the first dueling pipeline slide in Virginia. Water Country USA was ranked #5 most attended water park in North America ( TEA/AECOM 2023 Report ). Adventure Island.
We do this by contributing to research and sharing our insights with other zoological organizations around the world. For example, our continued work to define the clinically normal, healthy ranges for key measures in marine animals in our parks has helped to establish and refine the standards used by many veterinarians to assess both wild and managed marine species.
For example, our continued work to define the clinically normal, healthy ranges for key measures in marine animals in our parks has helped to establish and refine the standards used by many veterinarians to assess both wild and managed marine species. This ongoing research also includes defining the basic biology and physiology of animals in our population.
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.
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.
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.
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. 15 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.
Theme parks offer a strong consumer value proposition, particularly when compared to other forms of out-of-home entertainment such as concerts, sporting events, cruises and movies.
Theme parks offer a strong consumer value proposition, particularly when compared to other forms of out-of-home entertainment such as concerts, sporting events, cruises and movies. 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.
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.
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.
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.
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. 13 We strive to provide our ambassadors with a competitive compensation package including comprehensive benefits.
We are committed to caring for each individual animal, and to being responsible stewards of our animal populations, including ensuring that we maintain the genetic diversity needed for healthy and self-sustaining populations. We have invested significantly in developing leading-edge reproductive health expertise, technologies, and capabilities.
We have also been at the forefront of advancing understanding and best practice-related behavioral health in animals. 11 We are committed to caring for each individual animal, and to being responsible stewards of our animal populations, including ensuring that we maintain the genetic diversity needed for healthy and self-sustaining populations.
Safety, Maintenance and Inspection Safety is of utmost importance to us. Maintenance at our theme parks is a key component of safety and guest service and includes two areas of focus: (i) facilities and infrastructure and (ii) rides and attractions.
Maintenance at our theme parks is a key component of safety and guest service and includes two areas of focus: (i) facilities and infrastructure and (ii) rides and attractions. Facilities and infrastructure maintenance consists of all functions associated with upkeep, repair, preventative maintenance, code compliance and improvement of theme park infrastructure.
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.
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. We routinely review all procedures and safety requirements to promote a safe working environment for our ambassadors, guests and animals.
Water Stewardship Given our dedication to protecting marine animals and their habitats, water stewardship is naturally one of our key focus areas.
In addition to lowering our overall electrical consumption, these measures are designed to improve our data security posture. Water Stewardship Given our dedication to protecting marine animals and their habitats, water stewardship is naturally one of our key focus areas.
The theme park features dry and water rides, play areas, meet and greets, shows year-round events and a parade all themed to Sesame Street.
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 park features dry and water rides, play areas, meet and greets, shows year-round events and a parade all themed to Sesame Street.
Renewable and energy efficiency highlights include the solar carport system at Sesame Place San Diego, which not only generates up to 90% of the park’s annual energy needs but also provides over 400 shaded parking spots for guests and employees.
Renewable and energy efficiency highlights include the solar carport at SeaWorld San Antonio opened in 2024, which not only is expected to generate approximately 16% of the park’s annual energy needs but also provides approximately 1,200 shaded parking spots for guests and employees.
Our focus on population health is also driven by our goal of helping to support, and our participation in, Species Survival Plans, which are ultimately aimed at preserving species in the wild. We apply high quality and comprehensive animal care standards, and actively work to advance knowledge and improve standards.
We have invested significantly in developing leading-edge reproductive health expertise, technologies, and capabilities. Our focus on population health is also driven by our goal of helping to support, and our participation in, Species Survival Plans, which are ultimately aimed at preserving species in the wild.
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.
Aquatica Orlando was ranked #3 most attended water park in North America ( TEA/AECOM 2023 Report ). Aquatica San Antonio is an 18-acre water park located adjacent to SeaWorld San Antonio. The water park features a variety of waterslides, rivers, lagoons, a large beach area and private cabanas.
Additionally, we have a partnership with marine wildlife artist and conservationist Guy Harvey focused on ocean health and the plight of sharks in the wild. Alongside our conservation work, we are committed to giving back to the communities in which our theme parks are located.
Additionally, we have partnered with marine wildlife artist and conservationist Guy Harvey focused on ocean health and the plight of sharks in the wild.
See additional discussion concerning the license agreement with Sesame Workshop in the “— Intellectual Property section included elsewhere in this Annual Report on Form 10-K. Water Country USA . Located on 222 acres, Virginia’s largest family water park, Water Country USA, features state-of-the-art water rides and attractions, all set to a 1950s and 1960s surf theme.
Located on 222 acres, Virginia’s largest family water park, Water Country USA, features state-of-the-art water rides and attractions, all set to a 1950s and 1960s surf theme.

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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 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.
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.
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 presently manage interest rate risk primarily by managing the amount, sources and duration of our debt funding. At December 31, 2024, approximately $1.5 billion of our outstanding long-term debt represents variable-rate debt.
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.
Assuming an average balance on our revolving credit borrowings of approximately $700.0 million, a hypothetical 100 bps increase in Term SOFR would increase our annual interest expense by approximately $22.4 million. Assuming no revolving credit borrowings, a hypothetical 100 bps increase in Term SOFR would increase our annual interest expense by approximately $15.4 million. 55 Item 8.
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.
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. We have no interest rate swap agreements outstanding as of December 31, 2024.
In addition, other costs such as costs of fuel, construction, repairs and maintenance, labor, freight, utilities and insurance are all subject to inflationary pressures.
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.
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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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