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What changed in Pursuit Attractions & Hospitality, Inc.'s 10-K — 2022 vs 2023

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

+231 added−267 removedSource: 10-K (2023-12-31) vs 10-K (2022-12-31)

Top changes in Pursuit Attractions & Hospitality, Inc.'s 2023 10-K

231 paragraphs added · 267 removed · 189 edited across 8 sections

Item 1. Business

Business — how the company describes what it does

63 edited+5 added−12 removed21 unchanged
Biggest changeSpiro delivers a broad range of unique and impactful experiences for its clients, including meetings and events, exhibition and program management, environments and permanent installations, brand and product activations, and marketing and measurement. GES EXHIBITIONS GES Exhibitions is a global exhibition services company with a legacy spanning over 90 years and teams throughout North America, Europe, and the Middle East.
Biggest changeSpiro builds immersive experiences with its clients starting with the strategic plan, creating the content and design, and finishing with the delivery and execution. Spiro delivers a broad range of unique and impactful experiences for its clients, including meetings and events, exhibition and program management, environments and permanent installations, brand and product activations, and marketing and measurement.
We take prompt action to correct unsafe or hazardous conditions; we promptly report work-related accidents and injuries in accordance with established procedures and applicable laws; we strive to follow all established work rules related to safety; we educate our workers to ensure they understand the risks, know how to handle hazardous products safely, and are familiar with available information for all hazardous materials used.
We take prompt action to correct unsafe or hazardous conditions; we promptly report work-related accidents and injuries in accordance with established procedures and applicable laws; we strive to follow all established work rules related to safety; and we educate our workers to ensure they understand the risks, know how to handle hazardous products safely, and are familiar with available information for all hazardous materials used.
Spiro and GES Exhibitions are both live event businesses and are collectively referred to as “GES.” • Pursuit is a collection of inspiring and unforgettable travel experiences that includes recreational attractions, unique hotels and lodges, food and beverage, retail, sightseeing, and ground transportation services. • Spiro is an experiential marketing agency that partners with leading brands around the world to manage and elevate their global experiential marketing activities. • GES Exhibitions is a global exhibition services company that partners with leading exhibition and conference organizers as a full-service provider of strategic and logistics solutions to manage the complexity of their shows.
Spiro and GES Exhibitions are both live event businesses and are referred to collectively as “GES.” • Pursuit is a collection of inspiring and unforgettable travel experiences that includes recreational attractions, hotels and lodges, food and beverage, retail, sightseeing, and ground transportation services. • Spiro is an experiential marketing agency that partners with leading brands around the world to manage and elevate their global experiential marketing activities. • GES Exhibitions is a global exhibition services company that partners with leading exhibition and conference organizers as a full-service provider of strategic and logistics solutions to manage the complexity of their shows.
GES Exhibitions has a competitive advantage through its worldwide network of resources, history of serving as an extension of clients’ teams, experienced and knowledgeable personnel, client focus, creativity, reliable execution, proprietary technology platforms, and financial strength. All known United States competitors and most international competitors are privately held companies that provide limited public information regarding their operations.
GES Exhibitions has a competitive advantage through its worldwide network of resources, history of serving as an extension of clients’ teams, experienced and knowledgeable personnel, client focus, creativity, reliable execution, proprietary technology platforms, and financial strength. All known United States competitors and most international 6 competitors are privately held companies that provide limited public information regarding their operations.
All of our Securities and Exchange Commission (“SEC”) filings, including our annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports, are available free of charge on our website as soon as reasonably practicable after we electronically file that material with, or furnish it to, the SEC.
All of our Securities and Exchange Commission (“SEC”) filings, including our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments to those reports, are available free of charge on our website as soon as reasonably practicable after we electronically file that material with, or furnish it to, the SEC.
The Banff Jasper Collection was awarded Corporate Citizen of the Year in Jasper, Alberta in recognition of its community building efforts. Pursuit also supported an exchange of learning and renewed its dedication to reconciliation with local Indigenous communities through a variety of initiatives and programs.
The Banff Jasper Collection was awarded the 2022 Corporate Citizen of the Year in Jasper, Alberta in recognition of its community building efforts. Pursuit also supported an exchange of learning and renewed its dedication to reconciliation with local Indigenous communities through a variety of initiatives and programs.
Community involvement Giving back to the community is very important to us. We are committed to making a positive impact within the communities we serve through educational programs such as GES’ Exhibition Sponsorships, volunteer services, and environmental/economic sustainable efforts in the community. Many of our offices pull together to volunteer and support local and national organizations.
Community involvement Giving back to the community is very important to us. We are committed to making a positive impact within the communities we serve through educational programs such as GES’ Exhibition Sponsorships, volunteer services, and environmental/economic sustainable efforts in the community. Many of our locations pull together to volunteer and support local and national organizations.
We believe that relations with our employees are good and that collective bargaining agreements expiring in 2023 will be renegotiated in the ordinary course of business without adverse effects on our operations. GES hires temporary employees on a show-by-show basis. The number of temporary employees fluctuates depending on the size and location of the exhibition or event.
We believe that relations with our employees are good and that collective bargaining agreements expiring in 2024 will be renegotiated in the ordinary course of business without adverse effects on our operations. GES hires temporary employees on a show-by-show basis. The number of temporary employees fluctuates depending on the size and location of the exhibition or event.
In addition, we believe that our reserves and, subject to customary deductibles, our insurance coverage is sufficient to cover potential claims and regulatory fines related to this accident. Human Capital Our people drive our success. We foster a culture that is equitable and inclusive, celebrates our talent, and prioritizes the safety and wellness of our teams, clients, and guests.
In addition, we believe that our reserves and, subject to customary deductibles, our insurance coverage is sufficient to cover potential claims related to this accident. Human Capital Our people drive our success. We foster a culture that is equitable and inclusive, celebrates our talent, and prioritizes the safety and wellness of our teams, clients, and guests.
The Lake Minnewanka Cruise operations are located adjacent to the town of Banff and include boat tours, small boat rentals, and charter fishing expeditions. The Lake Minnewanka Cruise was a 2022 Trip Advisor Travelers Choice award winner.
The Lake Minnewanka Cruise operations are located adjacent to the town of Banff and include boat tours, small boat rentals, and charter fishing expeditions. The Lake Minnewanka Cruise was a 2023 Trip Advisor Travelers Choice award winner.
As part of our commitment to developing our employees and furthering their professional growth, we have programs in place including GES’ Business Development Mentor Program and the newly launched training platform for people leaders, including “Spiro.You” at Spiro, “Sales Leadership Program” at GES Exhibitions, and “Leaders’ Journey” at Pursuit.
As part of our commitment to developing our employees and furthering their professional growth, we have programs in place including GES’ Business Development Mentor Program and newly launched training platforms for people leaders, including “Spiro.You” at Spiro, “Sales Leadership Program” at GES Exhibitions, and “Leaders’ Journey” at Pursuit.
We believe that maintaining strong standards of health and safety improves employee productivity and operational efficiency and enhances employee well-being. Our employees have a responsibility to maintain a safe and healthy work environment.
We believe that maintaining strong standards of health and safety improves employee productivity and operational efficiency and enhances employee well-being. We have a responsibility to maintain a safe and healthy work environment.
Pursuit hires approximately 2,000 seasonal employees during the peak summer months to help operate its attractions and hospitality properties. We are governed by a Board of Directors comprising eight non-employee directors and one employee director, and we have an executive management team with six executive officers. Diversity, inclusion, and belonging We take pride in our diverse community.
Pursuit hires approximately 2,000 seasonal employees during the peak summer months to help operate its attractions and hospitality properties. We are governed by a Board of Directors comprising eight non-employee directors and one employee director, and we have an executive management team with seven executive officers. Diversity, equity, and inclusion We take pride in our diverse community.
The information contained on our website is neither a part of, nor incorporated by reference into, this 2022 Form 10-K.
The information contained on our website is neither a part of, nor incorporated by reference into, this 2023 Form 10-K.
Mary Lodge 116 rooms Denali Cabins 46 rooms Mount Royal Hotel 133 rooms Prince of Wales Hotel 86 rooms Denali Backcountry Lodge 42 rooms Chateau Jasper Hotel 119 rooms Apgar Village Lodge & Cabins 48 rooms Kenai Fjords Wilderness Lodge 8 rooms The Crimson Hotel 99 rooms West Glacier Cabin Village 32 rooms 524 rooms Forest Park Alpine 88 rooms Glacier Basecamp Lodge 32 rooms Marmot Lodge 81 rooms Belton Chalet 27 rooms Pyramid Lake Resort 62 rooms Motel Lake McDonald 27 rooms Miette Mountain Cabins 56 rooms Glacier Raft Co.
Mary Lodge 116 rooms Denali Cabins 46 rooms Mount Royal Hotel 133 rooms Prince of Wales Hotel 86 rooms Denali Backcountry Lodge 42 rooms Chateau Jasper Hotel 119 rooms Apgar Village Lodge & Cabins 48 rooms Kenai Fjords Wilderness Lodge 8 rooms The Crimson Hotel 99 rooms West Glacier Village 18 rooms 524 rooms Forest Park Alpine 88 rooms Glacier Basecamp Lodge 29 rooms Marmot Lodge 81 rooms Belton Chalet 27 rooms Pyramid Lake Resort 68 rooms Motel Lake McDonald 27 rooms Miette Mountain Cabins 56 rooms Glacier Raft Co.
Government Regulation and Compliance The principal rules and regulations affecting our day-to-day business relate to our employees (such as regulations implemented by the Occupational Safety and Health Administration, equal employment opportunity laws, guidelines implemented pursuant to the Americans 7 with Disabilities Act, and general federal and state employment laws), unionized labor (such as guidelines imposed by the National Labor Relations Act), United States and Canadian regulations relating to national parks (such as regulations established by Parks Canada, the United States Department of the Interior, and the United States National Park Service), United States and Canadian regulations relating to boating (such as regulations implemented by the United States Coast Guard and Canadian Coast Guard and state boating laws), and transportation (such as regulations promulgated by the United States Department of Transportation and its state counterparts).
Government Regulation and Compliance The principal rules and regulations affecting our day-to-day business relate to our employees (such as regulations implemented by the Occupational Safety and Health Administration, equal employment opportunity laws, guidelines implemented pursuant to the Americans with Disabilities Act, and general federal and state employment laws), unionized labor (such as guidelines imposed by the National Labor Relations Act), United States and Canadian regulations relating to national parks (such as regulations established by Parks Canada, the United States Department of the Interior, and the United States National Park Service), United States and Canadian regulations relating to boating (such as regulations implemented by the United States Coast Guard and Canadian Coast Guard and state boating laws), transportation (such as regulations promulgated by the United States Department of Transportation and its state counterparts), and consumer and employee privacy regulations implemented by agencies in the jurisdictions where we operate.
Pursuit markets directly to consumers, as well as through distribution channels that include tour operators, tour wholesalers, destination management companies, and retail travel agencies. Pursuit comprises the following: Banff Jasper Collection The Banff Jasper Collection provides experiential travel experiences in the Canadian Rockies.
Pursuit markets directly to consumers, as well as through distribution channels that include tour operators, tour wholesalers, destination management companies, and retail travel agencies. Pursuit comprises the following: Banff Jasper Collection The Banff Jasper Collection owns and operates attractions and hospitality experiences in the Canadian Rockies.
Depending on the country, trademarks remain valid for as long as we use them, or as long as we maintain their registration status. Trademark registrations are generally for renewable, fixed terms. We also have patents for current and potential products.
We own or have the right to use numerous trademarks and patents in many countries. Depending on the country, trademarks remain valid for as long as we use them, or as long as we maintain their registration status. Trademark registrations are generally for renewable, fixed terms. We also have patents for current and potential products.
Our Trademarks Our United States registered trademarks and trademarks pending registration include Global Experience Specialists & design®, Spiro, GES®, GES Servicenter®, GES National Servicenter®, , GES Measurement & Insight®, GES Project Central,, We’re There, Trade Show Rigging TSR®, TSE Trade Show Electrical & design®, Earth Explorers®, Compass Direct®, ethnoMetrics®, eXPRESSO®, FIT®, FLYOVER® & design, FLYOVER Canada & design®, FLYOVER Iceland & design®, eco-sense®, ONPEAK®, Above Banff®, by Pursuit, Kenai Fjords Tours & design®, Kenai Fjords Wilderness Lodge® & design, Seward Windsong Lodge & design®, Talkeetna Alaskan Lodge®, Explore Rockies®, Denali Backcountry Adventure®, Denali Backcountry Lodge®, and Denali Cabins & design® We also own or have the right to use many registered trademarks and trademarks pending registration outside of the United States, including GES®, Spiro®, ShowTech®, Poken®, Visit®, Visit by GES®, Brewster Inc. & design®, Brewster Attractions Explore & design®, Brewster Hospitality Refresh & design®, Glacier Skywalk®, Above Banff®, Explore Rockies®, FLYOVER & design®, FLYOVER ICELAND & design, FLYOVER Canada & design, Mount Royal, GES Event Intelligence AG®, Pursuit®, by Pursuit®, Kaffi Grandi, Ský Lagoon®, Soaring Over Canada®, Elk + Avenue Hotel®, Brewster Epic Summer Pass®, and escape.connect.refresh.explore®.
Our Trademarks Our United States registered trademarks and trademarks pending registration include Global Experience Specialists & design®, Spiro, GES®, Viad ®, GES Servicenter®, GES National Servicenter®, GES Connect®, GES Exhibit Ready®, GES Measurement & Insight®, GES Project Central,Trade Show Rigging TSR®, TSE Trade Show Electrical & design®, Earth Explorers®, Compass Direct®, ethnoMetrics®, FLYOVER® & design, FLYOVER Canada & design®, FLYOVER Iceland & design®, FLYOVER LAS VEGAS®, ONPEAK®, Above Banff®, , Kenai Fjords Wilderness Lodge® & design, Explore Rockies®, Denali Backcountry Adventure®, Denali Backcountry Lodge®, and Denali Cabins & design® We also own or have the right to use many registered trademarks and trademarks pending registration outside of the United States, including GES®, Spiro®, ShowTech®, Visit®, Visit by GES®, Brewster Inc. & design®, Brewster Attractions Explore & design®, Brewster Hospitality Refresh & design®, Glacier Skywalk®, Above Banff®, Banff Gondola®, Explore Rockies®, FLYOVER & design®, FLYOVER ICELAND & design, FLYOVER Canada & design, Forest Park Hotel®, Mount Royal, GES Event Intelligence AG®, Pursuit®, by Pursuit®, Kaffi Grandi, Ský Lagoon®, Soaring Over Canada®, Elk + Avenue Hotel®, Brewster Epic Summer Pass®, and escape.connect.refresh.explore®.
Lodging 23 rooms Glacier View Lodge 32 rooms West Glacier RV Park & Cabins 20 rooms 1,125 rooms 718 rooms Transportation BANFF JASPER COLLECTION Transportation operations include sightseeing tours, airport shuttle services, and seasonal charter motorcoach services.
Lodging 23 rooms Glacier View Lodge 32 rooms West Glacier RV Park & Cabins 25 rooms 1,131 rooms 706 rooms Transportation BANFF JASPER COLLECTION Transportation operations include sightseeing tours, airport shuttle services, and seasonal charter motorcoach services.
Featuring lake cruises in Banff and Jasper National Parks, top-of-the-mountain views at the Banff Gondola, glacier exploration at the toe of the Columbia Icefield, the Glacier Skywalk and the Golden SkyBridge spanning over deep canyons, the collection offers visitors unique hotel experiences, attractions, culinary destinations, and retail offerings. The collection is also complemented by a sightseeing tour and transportation portfolio.
Featuring lake cruises in Banff and Jasper National Parks, top-of-the-mountain views at the Banff Gondola, glacier exploration at the toe of the Columbia Icefield, the Glacier Skywalk and the Golden SkyBridge spanning over deep canyons, the collection offers visitors unique hotel experiences, attractions, culinary destinations, and retail offerings.
Item 1. B usiness We are a leading global provider of extraordinary experiences. Our mission is to drive significant and sustainable growth by delivering extraordinary experiences for our teams, clients, and guests. We operate through three reportable business segments: Pursuit, Spiro, and GES Exhibitions.
Item 1. B usiness We are a leading provider of extraordinary experiences, including hospitality and leisure activities, experiential marketing, and live events. Our mission is to drive significant and sustainable growth by delivering extraordinary experiences for our teams, clients, and guests. We operate through three reportable business segments: Pursuit, Spiro, and GES Exhibitions.
Glacier Adventure is a tour of the Athabasca Glacier on the Columbia Icefield, and provides guests a view of one of the largest accumulations of ice and snow south of the Arctic Circle. Guests ride in a giant “Ice Explorer,” a unique vehicle specially designed for glacier travel.
Glacier Adventure is a tour of the Athabasca Glacier on the Columbia Icefield, which provides guests a view of one of the largest accumulations of ice and snow south of the Arctic Circle. Guests ride in a giant “Ice Explorer,” a unique vehicle specially designed for glacier travel. The Glacier Adventure was a 2023 Trip Advisor Travelers Choice award winner.
These programs connect new hires, which are recent graduates, with leaders within our organization and is designed to accelerate their career trajectory. Our emphasis on equality permeates throughout the organization and helps drive our success. For example, we conduct periodic employee engagement surveys to help us understand, recognize, and respect the diversity within our team.
These programs connect employees with leaders within our organization and are designed to accelerate their career trajectory. Our emphasis on a positive employee experience permeates throughout the organization and helps drive our success. For example, we conduct periodic employee engagement surveys to help us understand, recognize, and respect the diversity within our team.
The Banff Gondola was a 2022 Trip Advisor Travelers Choice award winner and the Sky Bistro restaurant, which is located at the top of the Banff Gondola, is currently #2 of 115 restaurants in Banff on Trip Advisor. Lake Minnewanka Cruise provides guests a unique sightseeing experience through interpretive boat cruises on Lake Minnewanka in the Canadian Rockies.
The Banff Gondola and the Sky Bistro restaurant, which is located at the top of the Banff Gondola, were 2023 Trip Advisor Travelers Choice award winners. Lake Minnewanka Cruise provides guests a unique sightseeing experience through interpretive boat cruises on Lake Minnewanka in the Canadian Rockies.
From the port town of Seward, to the mountain town of Talkeetna, to the end of the road in Denali National Park, Pursuit offers a collection of unique attractions and hotels, complemented by culinary and retail services.
From the port town of Seward, to the mountain town of Talkeetna, to the end of the road in Denali National Park, Pursuit offers a collection of unique attractions and hotels, complemented by culinary and retail services. Glacier Park Collection The Glacier Park Collection owns and operates attractions and hospitality experiences in and around Glacier and Waterton Lakes National Parks.
Hospitality BANFF JASPER COLLECTION GLACIER PARK COLLECTION ALASKA COLLECTION Elk + Avenue Hotel 164 rooms Glacier Park Lodge 162 rooms Seward Windsong Lodge 216 rooms Forest Park Woodland 152 rooms Grouse Mountain Lodge 145 rooms Talkeetna Alaskan Lodge 212 rooms Lobstick Lodge 139 rooms St.
GLACIER PARK COLLECTION Glacier Raft Company provides guided river rafting trips in West Glacier, Montana. Hospitality BANFF JASPER COLLECTION GLACIER PARK COLLECTION ALASKA COLLECTION Elk + Avenue Hotel 164 rooms Glacier Park Lodge 162 rooms Seward Windsong Lodge 216 rooms Forest Park Woodland 152 rooms Grouse Mountain Lodge 145 rooms Talkeetna Alaskan Lodge 212 rooms Lobstick Lodge 139 rooms St.
Utilizing state-of-the-art ride and audio-visual technology, each FlyOver experience features moving ride vehicles with six degrees of motion and multi-sensory special effects before a spherical screen. • FlyOver Canada is located along Vancouver’s waterfront in the heart of downtown. • FlyOver Iceland is located in Reykjavik’s Grandi Harbour District. • FlyOver Las Vegas is located on Las Vegas Boulevard in Las Vegas, Nevada. • We currently have two additional locations in planning or development: • FlyOver Chicago , located near the front entrance of Chicago’s Navy Pier, is expected to open during 2024. • FlyOver Canada Toronto, located at the base of the CN Tower in Toronto’s Entertainment District.
Utilizing state-of-the-art ride and audio-visual technology, each FlyOver experience features moving ride vehicles with six degrees of motion and multi-sensory special effects before a spherical screen. • FlyOver Canada is located along Vancouver’s waterfront in the heart of downtown. • FlyOver Iceland is located in Reykjavik’s Grandi Harbour District. • FlyOver Las Vegas is located on Las Vegas Boulevard in Las Vegas, Nevada. • FlyOver Chicago , located near the front entrance of Chicago’s Navy Pier, is scheduled to open in March 2024.
Pursuit is a global attractions and hospitality company that owns and operates a collection of inspiring and unforgettable travel experiences in iconic destinations. From world-class attractions, distinctive hotels, and engaging tours in stunning national parks and renowned global travel locations, Pursuit’s elevated attraction and hospitality experiences enable visitors to discover and connect with these iconic destinations.
From world-class attractions, distinctive hotels, and engaging tours in stunning national parks and renowned global travel locations, Pursuit’s elevated attraction and hospitality experiences enable visitors to discover and connect with these iconic destinations.
These surveys help shape our training and development plans to ensure we are maintaining an inclusive culture by engaging, developing, and retaining our talented team members across the globe. Safety and well-being The safety and well-being of team members, clients, and guests is a leading core value.
These 8 surveys help shape our training and development plans to ensure we are maintaining an inclusive culture by engaging, developing, and retaining our talented team members across the globe.
It also features an in-lagoon bar, dining experiences and retail offerings. 2 Pursuit’s collection of experiences focuses on four distinct lines of business: Attractions (including food and beverage services and retail operations); Hospitality (including food and beverage services and retail operations); Transportation; and Travel planning.
It features an ocean-side infinity-edge in addition to cold pool and sauna experiences. It also features an in-lagoon bar, dining experiences and retail offerings. 2 Pursuit’s collection of experiences focuses on three distinct lines of business: Attractions (including food and beverage services and retail operations); Hospitality (including food and beverage services and retail operations); and Transportation.
Sky Lagoon was a 2022 Trip Advisor Travelers Choice award winner. 3 FLYOVER ATTRACTIONS FlyOver flight ride attractions provide guests with an exhilarating flying experience over iconic natural wonders, hard to reach locations, and picturesque scenery.
Sky Lagoon showcases expansive ocean vistas punctuated by awe-inspiring sunsets, Northern Lights, and dark sky views. Sky Lagoon was a 2023 Trip Advisor Travelers Choice award winner. 3 FLYOVER ATTRACTIONS FlyOver flight ride attractions provide guests with an exhilarating flying experience over iconic natural wonders, hard to reach locations, and picturesque scenery.
We had the following number of employees as of December 31, 2022: Number of Employees (1) GES 2,440 Pursuit 913 Viad Corporate 34 Total 3,387 (1) Includes 505 employees covered by collective bargaining agreements and excludes seasonal or temporary employees.
We had the following number of employees as of December 31, 2023: Number of Employees (1) GES 2,765 Pursuit 1,237 Viad Corporate 33 Total 4,035 (1) Includes 722 employees covered by collective bargaining agreements and excludes seasonal or temporary employees.
Building new assets to create new guest experiences and additional revenue streams with economies of scale and scope; and • Buy . Buying strategic assets that drive guest experience, economies of scale and scope, and improve financial performance.
Refreshing our existing assets and processes to optimize the guest and team member experience, market position, and maximize returns; • Build . Building new assets to create new guest experiences and additional revenue streams with economies of scale and scope; and • Buy . Buying strategic assets that drive guest experience, economies of scale and scope, and improve financial performance.
ALASKA COLLECTION Kenai Fjords Tours is the #1 Alaska wildlife and glacier cruise, offering guests unforgettable sights of towering glaciers, humpback and grey whales, orcas, arctic birdlife, sea lions, seals, and porpoises in Kenai Fjords National Park.
Open Top Touring was a 2023 Trip Advisor Travelers Choice award winner. ALASKA COLLECTION Kenai Fjords Tours is a wildlife, whale watching, and glacier cruise, offering guests unforgettable sights of towering glaciers, humpback and grey whales, orcas, arctic birdlife, sea lions, seals, and porpoises in Kenai Fjords National Park.
Some shows are not held annually and some shift between quarters. Show rotation refers to shows that occur less frequently than annually, as well as annual shows that shift quarters from one year to the next. GES Competition Within brand experiences, Spiro generally competes on the basis of creative design, value, quality, and service offerings.
Some shows are not held annually and some shift between quarters. Show rotation refers to shows that occur less frequently than annually, as well as annual shows that shift quarters from one year to the next.
Compliance and ethics We believe that maintaining a culture of high ethical standards gives us a distinct advantage in recruiting and retaining top talent, delivering the best experience for our customers, and attracting shareholders.
Bureau of Labor Statistics 2022. Published data lags one calendar year. We continue to strive toward our goal of zero reportable incidents. Always honest compliance and ethics program We believe that maintaining a culture of high ethical standards gives us a distinct advantage in recruiting and retaining top talent, delivering the best experience for our customers, and attracting shareholders.
The opening of this attraction was originally planned for 2024, however, it has been postponed due to permitting and other related delays. 5 GES is a global, full-service live events company offering a comprehensive range of services to the world’s leading brands and event organizers from the design and production of compelling, immersive live and digital experiences that engage audiences and build brand awareness, through to logistics, including material handling, rigging, electrical, and other on-site event services.
Recent Pursuit Development • FlyOver Chicago , located near the front entrance of Chicago’s Navy Pier, is scheduled to open in March 2024. 5 GES is a global, full-service live events company offering a comprehensive range of services to the world’s leading brands and event organizers from the design and production of compelling, immersive live and digital experiences that engage audiences and build brand awareness, through to logistics, including material handling, rigging, electrical, and other on-site event services.
Our current and former businesses are subject to federal and state environmental regulations. Compliance with these provisions, and environmental stewardship generally, is key to our ongoing operations. To date, these provisions have not had, and we do not expect them to have, a material effect on our results of current and discontinued operations.
Our current and former businesses are subject to federal and state environmental regulations. Compliance with these provisions, and environmental stewardship generally, is key to our ongoing operations.
FlyOver Attractions Pursuit’s FlyOver flight ride attractions provide guests with an exhilarating flying experience over iconic natural wonders, hard to reach locations, and picturesque scenery. Utilizing state-of-the-art ride and audio-visual technology, each FlyOver experience features moving ride vehicles with six degrees of motion, multi-sensory special effects, and a spherical screen that provides guests with a flight across stunning landscapes.
Utilizing state-of-the-art ride and audio-visual technology, each FlyOver experience features moving ride vehicles with six degrees of motion, multi-sensory special effects, and a spherical screen that provides guests with a flight across stunning landscapes. Sky Lagoon Pursuit’s Sky Lagoon is an oceanfront geothermal lagoon located just minutes from Reykjavik, Iceland.
On July 18, 2020, an off-road Ice Explorer operated by our Pursuit business was involved in an accident while enroute to the Athabasca Glacier, resulting in three fatalities and multiple other serious injuries. We continue to support the victims and their families.
To date, these provisions have not had, and we do not expect them to have, a material effect on our results of current and discontinued operations. 7 On July 18, 2020, an off-road Ice Explorer operated by our Pursuit business was involved in an accident while enroute to the Athabasca Glacier, resulting in three fatalities and multiple other serious injuries.
In addition to boat tours, Maligne Lake has a marina and day lodge that offers food and beverage and retail services, an historic chalet complex and boat house that offers canoes, kayaks, and rowboats for rental. Golden Skybridge is located in the mountain town of Golden, British Columbia, which is 90 minutes from Banff.
In addition to boat tours, Maligne Lake has a marina and day lodge that offers food and beverage and retail services, an historic chalet complex and boat house that offers canoes, kayaks, and rowboats for rental. The Maligne Lake Cruise was a 2023 Trip Advisor Travelers Choice award winner.
GES Exhibition’s primary competitor is a privately-held, United States-headquartered company; however, there is substantial competition from a large number of service providers in GES Exhibition’s other service offerings.
GES Exhibition’s primary competitor is a privately-held, United States-headquartered company; however, there is substantial competition from a large number of service providers in GES Exhibition’s other service offerings. GES Seasonality and Show Rotation GES’ live event activity can vary significantly from quarter to quarter and year to year depending on the frequency and timing of shows.
It consists of two suspension bridges that are connected through forested trails. The upper skybridge is 426 feet above the canyon floor while the lower skybridge is 262 feet above the canyon floor. The attraction also includes a zip line and a canyon challenge course.
Golden Skybridge is in the mountain town of Golden, British Columbia, which is 90 minutes from Banff. It consists of two suspension bridges that are connected through forested trails. The upper skybridge is 426 feet above the canyon floor while the lower skybridge is 262 feet above the canyon floor.
We completed the construction of a mountain coaster, which will open during the summer of 2023. Open Top Touring is a guided sightseeing tour of Banff with a historic twist. Guests ride in a custom-made, open-topped automobile inspired by local tours from the 1930s.
The attraction also includes a zip line, a canyon challenge course, and a mountain coaster. The Golden Skybridge was a 2023 Trip Advisor Travelers Choice award winner. Open Top Touring is a guided sightseeing tour of Banff with a historic twist. Guests ride in a custom-made, open-topped automobile inspired by local tours from the 1930s.
Spiro maintains competitive advantages through its breadth of service offerings, worldwide network of resources, state-of-the-art creative solutions, advanced technology platforms, longstanding reputation for customer service and execution, and financial strength. Most known competitors are privately-held companies that provide limited public information regarding their operations.
Spiro Competition Within brand experiences, Spiro generally competes on the basis of creative design, value, quality, and service offerings. Spiro maintains competitive advantages through its breadth of service offerings, worldwide network of resources, state-of-the-art creative solutions, advanced technology platforms, longstanding reputation for customer service and execution, and financial strength.
Alaska Collection The Alaska Collection offers wilderness tours, whale watching, and glacier cruises complemented by unique lodging experiences in Denali and Kenai Fjords National Parks.
The collection is also complemented by a sightseeing tour experience and transportation portfolio. Alaska Collection The Alaska Collection owns and operates attractions and hospitality experiences including wildlife safaris, whale watching, and glacier cruises complemented by unique lodging experiences in Denali and Kenai Fjords National Parks.
GES’ Always On Health and Safety Program was designed by our safety team to protect our employees, customers, partners, and event attendees. GES employees are committed to adhering to all local government and facility requirements and those established in conjunction with our partners and clients. Safe, reliable delivery of events is one of our most significant responsibilities.
GES employees are committed to adhering to all local government and facility requirements and those established in conjunction with our partners and clients. Safe, reliable delivery of events is one of our most significant responsibilities. In 2023, Viad had a global reportable incident rate of 1.2, which is below the U.S. industry standard average rate of 2.7.
Pursuit’s Safety Promise is our commitment to the safety and well-being of our guests and staff. Through this program, we ensure that everyone feels safe when visiting our experiences and that these places can continue to make a positive impact.
Through this program, we ensure that everyone feels safe when visiting or working at our experiences and that these places can continue to make a positive impact. GES’ Always On Health and Safety Program was designed by our safety team to protect our employees, customers, partners, and event attendees.
In response to the COVID-19 pandemic, we rapidly designed and implemented enhanced health and safety protocols to protect our team members who continued to perform critical on-site and front-line work serving our clients and guests. Both Pursuit and GES have implemented business-specific programs that support our commitment to the safety and well-being of our team members, clients, and guests.
Both Pursuit and GES have implemented business-specific programs that support our commitment to the safety and well-being of our team members, clients, and guests. Pursuit’s Safety Promise is our commitment to the safety and well-being of our guests and staff.
GES Strategic Transformation Over the past few years, we accelerated our transformation and streamlining efforts at GES to significantly reduce costs and create a lower cost structure focused on servicing GES’ more profitable market segments including the following: • exited 26 leased facilities across GES’ warehouse and office network since 2020; • sold GES’ San Diego area production warehouse in 2020; • closed GES’ United Kingdom-based audio-visual services business in 2020; and • sold GES’ Orlando area production warehouse in 2021.
GES Strategic Transformation Over the past few years, we accelerated our transformation and streamlining efforts at GES to significantly reduce costs and create a lower cost structure focused on servicing GES’ more profitable market segments. Intellectual Property Our intellectual property rights (including trademarks, patents, copyrights, registered designs, technology, and know-how) are material to our business.
We take pride in the diverse and talented group of people that make up our Board of Directors, executive management team, and employees. We understand the value that a diverse workforce of varying genders, ethnicity, background, and experience brings to the Company and we are focused on improving diversity at all levels. With our appointment of Beverly K.
We understand the value that a diverse workforce of varying genders, ethnicity, background, and experience brings to the Company and we are focused on improving diversity at all levels. An important part of our work and how we will ensure continual progress is by monitoring our diversity metrics.
Pursuit Growth Strategy Pursuit’s growth strategy is to become a leading attractions hospitality company through its Refresh, Build, Buy initiatives: • Refresh . Refreshing our existing assets and processes to optimize the guest and team member experience, market position, and maximize returns; • Build .
Pursuit’s competitive advantages are its distinctive attractions, iconic destinations, and strong culture of hospitality and guest services. Pursuit Growth Strategy Pursuit’s growth strategy is to become a leading attractions hospitality company through its Refresh, Build, Buy initiatives: • Refresh .
GES Exhibitions also serves as an in-house or preferred provider of electrical and other event services within event venues, including convention centers and conference hotels. GES Seasonality and Show Rotation GES’ exhibition and event activity can vary significantly from quarter to quarter and year to year depending on the frequency and timing of shows.
GES Exhibitions also serves as an in-house or preferred provider of electrical and other event services within event venues, including convention centers and conference hotels. GES Exhibitions Competition In the live events industry, GES Exhibitions generally competes across all classes of services and all markets on the basis of discernible differences, value, quality, price, convenience, and service.
Tours range from a few hours to full days, with some tours including a full meal of wild Alaskan salmon, prime rib, and Alaskan King Crab on Fox Island. Kenai Fjords Tours was a 2022 Trip Advisor Travelers Choice award winner.
Tours range from a few hours to full days, with some tours including a culinary experience and visit to Fox Island. Kenai Fjords Tours was a 2023 Trip Advisor Travelers Choice award winner. SKY LAGOON Sky Lagoon is a 230-foot premium oceanfront geothermal lagoon that is located in Kársnes Harbour, Kópavogur, just minutes from Reykjavik.
There is substantial competition from a large number of service providers, however Spiro’s primary competitors are experiential marketing agencies and trade show design-and-build companies. 6 In the live events industry, GES Exhibitions generally competes across all classes of services and all markets on the basis of discernible differences, value, quality, price, convenience, and service.
Most known competitors are privately-held companies that provide limited public information regarding their operations. There is substantial competition from a large number of service providers, however Spiro’s primary competitors are experiential marketing agencies and trade show design-and-build companies.
The hospitality industry has a large number of competitors and competes for leisure travelers (both individual and tour groups) across the United States and Canada. Pursuit’s competitive advantages are its distinctive attractions, iconic destinations, and strong culture of hospitality and guest services.
Pursuit Competition Pursuit generally competes based on location, uniqueness of facilities, service, quality, and price. Competition exists both locally and regionally across all three lines of business. The hospitality industry has a large number of competitors and competes for leisure travelers (both individual and tour groups) across the United States and Canada.
GES has a leading position in the United States, serving every major exhibition market, including Las Vegas, Chicago, and Orlando. Additionally, GES produces events at many of the most active and popular international event destinations and venues in the United Kingdom, Canada, Germany, the United Arab Emirates, and the Netherlands.
GES’ mission is to create the most meaningful and memorable experiences for marketers, organizers, and attendees. GES has a leading position in the United States, serving every major exhibition market, including Las Vegas, Chicago, and Orlando.
ALASKA COLLECTION Transportation includes a Denali Backcountry Adventure, which is a unique photo safari tour 92 miles deep into Denali National Park. 4 Travel Planning BANFF JASPER COLLECTION Travel planning services include a full suite of corporate and event management services for meetings, conferences, incentive travel, sports, and special events.
ALASKA COLLECTION Transportation includes a Denali Backcountry Adventure, which is a unique photo safari tour 92 miles deep into Denali National Park. 4 Pursuit Seasonality Pursuit’s peak activity occurs during the summer months. During 2023, 79% of Pursuit’s revenue was earned in the second and third quarters.
SPIRO Spiro is an experiential marketing agency that partners with leading brands around the world to manage and elevate their global experiential marketing activities. Spiro builds immersive experiences with its clients starting with the strategic plan, creating the content and design, and finishing with the delivery and execution.
Additionally, GES produces events at many of the most active and popular international event destinations and venues in the United Kingdom, Canada, the Middle East, the Netherlands, and Germany. SPIRO Spiro is an experiential marketing agency that partners with leading brands around the world to manage and elevate their global experiential marketing activities.
Glacier Park Collection Located in and around Glacier and Waterton Lakes National Parks, the Glacier Park Collection features lodging, culinary and retail experiences, and attractions designed to enable guests to experience both Montana and Southern Alberta’s stunning outdoors. In 2022, we acquired the Glacier Raft Company, which provides guided river rafting trips operating in West Glacier, Montana.
The collection features a guided river rafting attraction, lodging, culinary and retail experiences, all designed to enable guests to experience both Montana and Southern Alberta’s stunning outdoors. FlyOver Attractions Pursuit’s FlyOver flight ride attractions provide guests with an exhilarating flying ride experience over iconic natural wonders, hard to reach locations, and picturesque scenery.
Carmichael and Patrick T. 8 LaValley to our Board of Directors in 2022, we now have three female Board members and two minorities out of a total of eight non-employee Board members. In 2022, more than 45% of our overall global workforce was female.
Out of a total of eight non-employee Board members, two are minorities of which one is a female for a total of three females on the Board. In 2023, almost 50% of our overall global workforce was female. Workplace safety The safety and well-being of team members, clients, and guests is a leading core value.
We immediately reported the accident to our relevant insurance carriers, who are also supporting the investigation and subsequent claims. In May 2022, we received charges from the Canadian office of Occupational Health and Safety in relation to this accident. We continue to cooperate fully with regulatory agencies regarding this accident.
We immediately reported the accident to our relevant insurance carriers, who have supported our investigation and subsequent claims relating to the accident.
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During the first quarter of 2022, we rebranded GES’ brand experiences business and introduced Spiro to the market to accelerate our growth by servicing the changing needs of today’s brand marketers across a broader spectrum of their experiential marketing needs.
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Pursuit is a global attractions and hospitality company that owns and operates a collection of inspiring and unforgettable travel experiences in iconic destinations. Pursuit’s mission is to connect guests and staff to iconic places through unforgettable inspiring experiences.
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Sky Lagoon Pursuit’s Sky Lagoon is an oceanfront geothermal lagoon located in Reykjavik, Iceland. It features an ocean-side infinity-edge in addition to cold pool and sauna experiences.
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GES EXHIBITIONS GES Exhibitions is a global exhibition services company with a legacy spanning over 90 years and teams throughout North America, Europe, and the Middle East.
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SKY LAGOON Sky Lagoon is a 230-foot premium oceanfront geothermal lagoon that is located in Kársnes Harbour, Kópavogur, just minutes from Reykjavik. Sky Lagoon showcases expansive ocean vistas punctuated by awe-inspiring sunsets, Northern Lights, and dark sky views.
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In May 2023, we resolved charges from the Canadian office of Occupational Health and Safety in relation to this accident, resulting in fines and related payments in an aggregate amount of $0.5 million Canadian dollars (approximately $0.3 million U.S. dollars). We continue to manage our legal defense of various claims from the victims and their families.
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The opening of this attraction was originally planned for 2024, however, it has been postponed due to permitting and other related delays. GLACIER PARK COLLECTION Glacier Raft Company is Pursuit's newest attraction, which provides guided river rafting trips in West Glacier, Montana.
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We believe that diversity, equity, and inclusion (“DEI”) is an ongoing journey, and we are proud of our DEI achievements so far, yet also cognizant of the work we still have ahead. We take pride in the diverse and talented group of people that make up our Board of Directors, executive management, and employees.
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The Glacier Raft Company also owns 13 log cabins, a lodge, and a wedding venue located on 50 acres with views into Glacier National Park.
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Global reportable incident rate is defined as employee incidents reportable in the operating jurisdiction. It is calculated as reportable incidents divided by payroll hours, multiplied by 200,000 to normalize the results. The overall industry average of incidence rates of non-fatal occupational injuries and illnesses for all industries including private, state, and local government, provided by U.S.
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Event-related service offerings include staffing, off-site events, tours/activities, team building, accommodations, event management, theme development, production, and audio-visual services. The Banff Jasper Collection also owns and operates eight Pursuit Adventure Centers, which help guests book their leisure activities in Banff and Jasper National Parks. ALASKA COLLECTION Travel planning services provide complete travel planning services throughout Alaska.
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Pursuit Seasonality Pursuit’s peak activity occurs during the summer months. During 2022, 81% of Pursuit’s revenue was earned in the second and third quarters. Pursuit Competition Pursuit generally competes based on location, uniqueness of facilities, service, quality, and price. Competition exists both locally and regionally across all four lines of business.
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Recent Pursuit Developments • On April 6, 2022, we acquired the Glacier Raft Company, which provides guided river rafting trips operating in Pursuit’s West Glacier, Montana operations.
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The Glacier Raft Company also owns 13 log cabins, a lodge, and a wedding venue located on 50 acres with views into Glacier National Park. • The construction of the Forest Park Alpine, a new 88-room hotel in Jasper, was completed and opened in August 2022. • We currently have two additional locations in planning or development: • FlyOver Chicago , located near the front entrance of Chicago’s Navy Pier, is expected to open during 2024. • FlyOver Canada Toronto , located at the base of the CN Tower in Toronto’s Entertainment District.
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Recent GES Developments • During the first quarter of 2022, we rebranded GES’ brand experiences business and introduced Spiro to the market to accelerate our growth by servicing the changing needs of today’s brand marketers across a broader spectrum of their experiential marketing needs. • On December 15, 2022, we completed the sale of the assets of ON Services – AV Specialists, Inc.
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(“ON Services”), GES’ US-based audio-visual services business for approximately $30.0 million. Intellectual Property Our intellectual property rights (including trademarks, patents, copyrights, registered designs, technology, and know-how) are material to our business. We own or have the right to use numerous trademarks and patents in many countries.
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Our investor relations website is www.viad.com/investors/investor-center/default.aspx and includes key information about our corporate governance initiatives, including our Corporate Governance Guidelines, our Board of Directors committee charters, our Code of Ethics, and information concerning our Board members and how to communicate with them.

Item 1A. Risk Factors

Risk Factors — what could go wrong, per management

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Biggest changeThese actions dramatically reduced travel and demand for travel related services and live event experiences, which negatively impacted our business, operations, and financial results. Although many of these restrictions, bans, limitations, closures and mandates have eased or been lifted, they may be reinstituted from time to time in varying degrees by various jurisdictions as resurgences and variants emerge.
Biggest changeFor example, our business, operations and financial results were negatively impacted by dramatically reduced travel, demand for travel-related services, and live event experiences resulting from lockdowns and other restrictions related to the COVID-19 pandemic.
Despite our efforts to protect ourselves with insurance, and create security barriers to such threats, including regularly reviewing our systems for vulnerabilities and continually updating our protections, we might not be able to entirely mitigate these risks.
Despite our efforts to create security barriers to such threats, including regularly reviewing our systems for vulnerabilities and continually updating our protections, and protect ourselves with insurance, we might not be able to entirely mitigate these risks.
If this were to occur, we might be unable to find substitute workers with the necessary skills to 13 perform many of the services, or we may incur additional costs to do so, both of which could materially and adversely affect our business and results of operations. Our participation in multi-employer pension plans could substantially increase our pension costs.
If this were to occur, we might be unable to find substitute workers with the necessary skills to perform many of the services, or we may incur additional costs to do so, both of which could materially and adversely affect our business and results of operations. Our participation in multi-employer pension plans could substantially increase our pension costs.
The occurrence of catastrophic events ranging from natural disasters (such as hurricanes, fires, floods, and earthquakes), acts of war or terrorism, accidents involving our travel offerings or experiences, the effects of climate change, including any impact of global warming, or the prospect of these events could disrupt our business.
The occurrence of catastrophic events ranging from natural disasters (such as hurricanes, fires, floods, volcanoes, and earthquakes), acts of war or terrorism, accidents involving our travel offerings or experiences, the effects of climate change, including any impact of global warming, or the prospect of these events could disrupt our business.
From time to time, we pursue capital projects in order to enhance and expand our business, such as FlyOver, which includes FlyOver Canada in Vancouver, FlyOver Iceland, FlyOver Las Vegas, and the current development of FlyOver Chicago and FlyOver Canada Toronto, as well as other efforts to upgrade some of our Pursuit offerings.
From time to time, we pursue capital projects in order to enhance and expand our business, such as FlyOver, which includes FlyOver Canada in Vancouver, FlyOver Iceland, FlyOver Las Vegas, and the current development of FlyOver Chicago and FlyOver Canada Toronto, as well as other efforts to upgrade and update some of our Pursuit offerings.
Our success depends, in part, on our ability to 12 conform controls, policies and procedures, and business cultures; consolidate and streamline operations and infrastructures; identify and eliminate redundant and underperforming operations and assets; manage inefficiencies associated with the integration of operations; and retain the acquired business’s key personnel and customers.
Our success depends, in part, on our ability to conform controls, policies and procedures, and business cultures; consolidate and streamline operations and infrastructures; identify and eliminate redundant and underperforming operations and assets; manage inefficiencies associated with the integration of operations; and retain the acquired business’s key personnel and customers.
Such catastrophic events could also have a negative impact on GES, causing a cancellation of exhibitions and other events held in public venues or disrupt the services we provide to our customers at convention centers, exhibition halls, hotels, and other public venues.
Such catastrophic events could also have a negative impact on GES, causing a cancellation or relocation of exhibitions and other events held in public venues or disrupt the services we provide to our customers at convention centers, exhibition halls, hotels, and other public venues.
In addition, if the third parties we work with violate applicable laws, contractual obligations to us, or suffer a security breach, those violations could also put us in breach of our obligations under privacy laws and regulations.
In addition, if the third parties we work with violate applicable laws, contractual obligations to us, or suffer a security breach, those violations could also 13 put us in breach of our obligations under privacy laws and regulations.
A decline in global or regional economic conditions, or consumers’ fears that economic conditions will decline, whether due to inflation, rising interest rates, or other economic, pandemic or geopolitical uncertainties could cause declining consumer or corporate spending, travel disruptions, unemployment, fluctuations in stock markets and interest rates, contraction of credit availability, or other dynamic factors affecting economic conditions generally.
A decline in global or regional economic conditions, or consumers’ fears that economic conditions will decline, whether due to inflation, elevated interest rates, or other economic, pandemic or geopolitical uncertainties could cause declining consumer or corporate spending, travel disruptions, unemployment, fluctuations in stock markets and interest rates, contraction of credit availability, or other dynamic factors generally affecting economic conditions.
Changes in climates may increase the frequency and intensity of adverse weather patterns and make certain destinations less desirable. Such catastrophic events have, and could have, an adverse impact on Pursuit, which is heavily dependent on the ability and willingness of its guests to travel and/or visit our attractions.
Changes in climates may increase the frequency and intensity of adverse weather patterns and make certain destinations less desirable. Such catastrophic events have had, and could in the future have, an adverse impact on Pursuit, which is heavily dependent on the ability and willingness of its guests to travel and/or visit our attractions.
Any of these risks could materially and adversely affect our business, product and service sales, financial condition, and results of operations. We are subject to currency exchange rate fluctuations. We have operations outside of the United States primarily in Canada, the United Kingdom, Iceland, the Netherlands, and Germany.
Any of these risks could materially and adversely affect our business, product and service sales, financial condition, and results of operations. We are subject to currency exchange rate fluctuations. We have operations outside of the United States primarily in Canada, the United Kingdom, Iceland, the Netherlands, the Middle East, and Germany.
A prolonged delay in a capital project, or our failure to accurately predict the revenue or profit that will be generated from a project, could prevent it from performing in accordance with our commercial expectations and could materially and adversely affect our future success, business, and results of operations. We operate in highly competitive and dynamic industries.
A prolonged delay in a capital project, or our failure to accurately predict the revenue or profit that will be generated from a project, could prevent it from performing in accordance with our commercial expectations and could materially and adversely affect our business and results of operations. We operate in a highly competitive and dynamic industry.
Factors that could adversely affect the travel industry include high or rising fuel prices, levels of consumer discretionary or corporate marketing spendings, increased security and passport requirements, weather conditions, health epidemics, pandemics and endemics, airline accidents, acts of terrorism, and international political instability and hostilities.
Factors that could adversely affect the travel industry include high or rising fuel prices, levels of consumer discretionary or corporate marketing spendings, international political instability and hostilities, acts of terrorism, weather conditions, health epidemics, pandemics and endemics, and airline accidents.
Refer to Note 18 – Pension and Postretirement Benefits of the Notes to Consolidated Financial Statements (Part II, Item 8 of our 2022 Form 10-K) for further information. Cybersecurity and Data Privacy Risks We are vulnerable to cybersecurity attacks and threats.
Refer to Note 19 – Pension and Postretirement Benefits of the Notes to Consolidated Financial Statements (Part II, Item 8 of our 2023 Form 10-K) for further information. Cybersecurity and Data Privacy Risks We are vulnerable to cybersecurity attacks and threats.
During 2022, our international operations accounted for approximately 38% of our consolidated revenue and 70% of our segment operating income. Consequently, a significant portion of our business is exposed to currency exchange rate fluctuations. We do not currently hedge equity risk arising from the translation of non-United States denominated assets and liabilities.
During 2023, our international operations accounted for approximately 44% of our consolidated revenue and 89% of our segment operating income. Consequently, a significant portion of our business is exposed to currency exchange rate fluctuations. We do not currently hedge equity risk arising from the translation of non-United States denominated assets and liabilities.
We sponsor a number of defined benefit plans for our United States and Canada-based employees. In addition, we are obligated to contribute to multi-employer pension plans under collective bargaining agreements covering our union-represented employees. We contributed $17.5 million in 2022, $7.1 million in 2021, and $8.6 million in 2020 to those multi-employer pension plans.
We sponsor a number of defined benefit plans for our United States and Canada-based employees. In addition, we are obligated to contribute to multi-employer pension plans under collective bargaining agreements covering our union-represented employees. We contributed $19.0 million in 2023, $17.5 million in 2022, and $7.1 million in 2021 to those multi-employer pension plans.
Our inability to meet the challenges presented by the competitive and dynamic environment of our industry could materially and adversely affect our results of operations. We depend on our large exhibition event clients to renew their service contracts and on our exclusive right to provide those services. GES has a number of large exhibition event organizers and large customer accounts.
Our inability to meet the challenges presented by the competitive and dynamic environment of our industry could materially and adversely affect our results of operations. 11 We depend on our large exhibition event clients to renew their service contracts and on our exclusive right to provide those services.
We also could suffer from reduced spending for our services because many live event marketing budgets are partly discretionary and are frequently among the first expenditures reduced when economic conditions deteriorate.
The number and size of live events and related marketing expenditures generally decrease when the economy weakens. We also could suffer from reduced spending for our services because many live event marketing budgets are partly discretionary and are frequently among the first expenditures reduced when economic conditions deteriorate.
This exposes us to various risks, uncertainties, and events beyond our control, including the impact of adverse economic conditions (including inflation, rising interest rates, or a recession) and public health crises (including the COVID-19 pandemic).
This exposes us to various risks, uncertainties, and events beyond our control, including but not limited to the impact of adverse economic conditions (including inflation, rising interest rates, or a recession), public health crises, and other factors described herein.
In addition, disruption of transportation services due to shortage of supply chain labor, including qualified commercial truck drivers; shipping capacity constraints, including shortages of related equipment; weather-related problems; labor strikes; lockouts; or other events could adversely affect our ability to supply services to customers and could cause the cancellation or curtailment of exhibitions, which could materially and adversely affect our business and results of operations.
In addition, disruption of transportation services, including import/export services due to weather-related problems; labor strikes; lockouts; or other events could adversely affect our ability to supply services to customers and could cause the cancellation or curtailment of exhibitions, which could materially and adversely affect our business and results of operations.
Our devices, servers, cloud-based solutions, computer systems, and business systems are vulnerable to cybersecurity risk, including cyberattacks, or we may be the target of email scams that attempt to acquire personal information and company assets.
Our devices, servers, cloud-based solutions, computer systems, and business systems are vulnerable to cybersecurity risk, including cyberattacks, or we may be the target of email scams that attempt to acquire personal information and company assets. Many of our employees work remotely, which magnifies the importance of integrity of our remote access security measures.
The success of our GES business largely depends on the number of exhibitions or other live events held, the size of marketing expenditures at those events, and on the strength of particular industries that support those events. The number and size of live events and related marketing expenditures generally decrease when the economy weakens.
The success of our GES business largely depends on the number of exhibitions or other live events held, exhibitor presence and attendee volume at those events, the size of marketing expenditures at those events, and on the strength of particular industries that support those events.
GES relies on independent transportation carriers to send materials and exhibits to and from exhibition, warehouse, and customer facilities. If our customers and suppliers are unable to secure the services of those independent transportation carriers at favorable rates, it could materially and adversely affect our business and results of operations.
If our customers and suppliers are unable to secure the services of those independent transportation carriers at favorable rates, it could materially and adversely affect our business and results of operations.
If adverse events or conditions occur during these peak periods, such as the COVID-19 pandemic or natural disasters such as forest fires, our results of operations could be materially and adversely affected. New capital projects may not be commercially successful .
If adverse events or conditions occur during these peak periods, for example natural disasters such as hurricanes, volcanoes, forest fires and/or smoke resulting from those events or a similar event, our results of operations could be materially and adversely affected. New capital projects may not be commercially successful .
For example, we had to postpone FlyOver Canada Toronto due to the COVID-19 pandemic, permitting, and approval delays.
For example, we had to postpone FlyOver Canada Toronto due to permitting and other related delays.
Our GES exhibition and event activity varies significantly because it is based on the frequency and timing of shows, many of which are not held each year, and which may shift between quarters.
The peak activity for our Pursuit business is during the summer months, as the vast majority of Pursuit’s revenue is earned in the second and third quarters. Our GES exhibition and event activity varies significantly because it is based on the frequency and timing of shows, many of which are not held each year, and which may shift between quarters.
If one or more of our key personnel were to resign or otherwise terminate employment with us, we could experience operational disruptions. In addition, we do not maintain key person insurance on any of our executive employees or key personnel. Union-represented labor increases our risk of higher labor costs and work stoppages. Significant portions of our employees are unionized.
Our success, at least in part, depends on the continued contributions of our executive team and key personnel. If one or more of our key personnel were to resign or otherwise terminate employment with us, we could experience operational disruptions. In addition, we do not maintain key person insurance on any of our executive employees or key personnel.
If any of these large clients do not renew their service contracts, our results of operations could be materially and adversely affected. Moreover, when event organizers hire GES as the official services contractor, they usually also grant GES an exclusive right to perform material handling, electrical, rigging, and other services at the exhibition facility.
Moreover, when event organizers hire GES as the official services contractor, they usually also grant GES an exclusive right to perform material handling, electrical, rigging, and other services at the exhibition facility.
For example, in response to high inflation, the United States Federal Reserve began to raise its benchmark interest rates in March 2022 and continued to increase interest rates throughout 2022. This has increased our interest expense on our variable rate debt. The additional impacts of these macroeconomic developments on our operations cannot be predicted with certainty.
For example, high inflation and the resulting rise in interest rates have increased our interest expense on our variable rate debt. The additional impacts of these macroeconomic developments on our operations cannot be predicted with certainty.
To be successful, our account teams must be able to understand clients’ desires and expectations in order to provide top-quality service. If we are unable to maintain our client relationships, including due to the loss of key members of our account teams, we could also lose customers and our results of operations could be materially and adversely affected.
If we are unable to maintain our client relationships, including due to the loss of key members of our account teams, we could also lose customers and our results of operations could be materially and adversely affected. If we lose any of our key personnel, our ability to manage our business and continue our growth could be negatively impacted.
We have approximately 100 collective bargaining agreements, and we are required to renegotiate approximately one-third of those each year.
Union-represented labor increases our risk of higher labor costs and work stoppages. Significant portions of our employees are unionized. We have approximately 100 collective bargaining agreements, and we are required to renegotiate approximately one-third of those each year.
If the conditions arising from such events persist or worsen, they could materially and adversely affect our results of operations and financial condition. 11 Strategic, Business, and Operational Risks We have identified a material weakness in our internal control over financial reporting.
If the conditions arising from such events persist or worsen, they could materially and adversely affect our results of operations and financial condition. Strategic, Business, and Operational Risks The seasonality of our business makes us particularly sensitive to adverse events during peak periods.
As of December 31, 2022, our debt totaled $481.8 million, including $395.0 million outstanding on our Term Loan B, financing lease obligations of $64.7 million, and $22.1 million in other debt. As of December 31, 2022, capacity remaining under the revolving credit facility was $86.7 million.
As of December 31, 2023, our debt totaled $462.1 million, including $378 million outstanding on our $500 million credit facility (the “2021 Credit Facility”), financing lease obligations of $63.9 million, and $20.2 million in other debt.
To manage our exposure to interest rate movements, we entered into an interest rate cap agreement on $300 million of our Term B Loan on January 4, 2023. Refer to Note 24 – Subsequent Events . In addition, our ability to draw on our revolving credit facility depends on our ability to meet certain financial covenants.
In connection with the amendment, we prepaid $70 million of the outstanding balance on our existing Term Loan B. In addition, our ability to draw on our revolving credit facility depends on our ability to meet certain financial covenants.
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For example, the COVID-19 pandemic and social distancing orders resulted in severe global travel restrictions, closure or reduction in capacity of event venues, hotels, attractions and other operations, and reluctance of customers to travel. These circumstances had severe effects on our businesses.
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The 2021 Credit Facility includes a term loan (“Term Loan B”) with an outstanding balance of $321 million as of December 31, 2023 and a $170 million revolving credit facility (“Revolving Credit Facility”). As of December 31, 2023, capacity remaining under the Revolving Credit Facility was $108.0 million.
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The COVID-19 pandemic and related responsive actions have adversely affected our financial condition, liquidity, and cash flow, and may continue to do so in the future. The COVID-19 pandemic forced the cancellation of many of our events and the temporary closure of substantially all of our attractions, hotels, and other operations.
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To manage our exposure to interest rate movements, we entered into an interest rate cap agreement that provides an interest rate hedge on $300 million of borrowings for a two-year period, which commenced on January 31, 2023.
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The substantial reduction in our operations resulted in significant losses and negative cash flow from operations in 2020 and 2021.
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We also we entered into an amendment to the 2021 Credit Facility on October 6, 2023, which among other things, increased the principal amount of the revolving credit facility by $70 million, bringing the total amount of revolving capacity to $170 million.
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The COVID-19 pandemic caused governments, public institutions, and other organizations to impose quarantines and lockdowns; restrictions and bans on travel or transportation; limitations on the size of in-person gatherings; closures of, or occupancy or other operating limitations on, work facilities, lodging facilities, food and beverage establishments, schools, public buildings, and businesses, including cancellation of exhibitions, sporting events, conferences and meetings; and quarantines and lock-downs.
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Transportation disruptions and increases in transportation costs could adversely affect our business and results of operations. GES relies on independent transportation carriers to send materials and exhibits to and from exhibitions, warehouses, and customer facilities.
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The extent to which COVID-19 or other health epidemics, pandemics or endemics impacts our business, operations, and financial results will depend on the factors described above and numerous other evolving factors that we may not be able to accurately predict or assess, including the duration and scope of impact on global and regional economies and economic activity, short and longer-term impact on the demand for travel, transient and group business, and levels of consumer confidence and how quickly economies, travel activity, and demand for lodging recovers.
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GES has a number of large exhibition event organizers and large customer accounts. If any of these large clients do not renew their service contracts, our results of operations could be materially and adversely affected.
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A resurgence in cases of COVID-19 or another pandemic could further materially and adversely affect our business, financial condition, and results of operations. Our businesses will face new challenges presented by the ramifications of the COVID-19 pandemic .
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Our insurance coverage may not be adequate to cover all possible losses that we could suffer, and our insurance costs may increase.
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In addition to the direct economic impacts of the COVID-19 pandemic, it is clear that as our businesses have begun to recover, they are operating in new environments in light of societal, regulatory, and industry changes that have occurred since March 2020.
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Although we carry liability insurance to cover possible incidents, there can be no assurance that our insurance coverage will be sufficient to cover the full extent of all losses or liabilities, that we will be able to obtain coverage at commercially reasonable rates, or that we will be able to obtain adequate coverage should a catastrophic incident occur at our attractions or hospitality properties.
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Our ability to continue to adjust to these changes and deliver expected business results may be hampered by ongoing uncertainty presented by the COVID-19 pandemic in terms of proper safety protocols, social norms, labor shortages, supply chain interruptions, and a potential of uneven demand for our services.
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We may be sued 12 for substantial damages in the event of an actual or alleged incident. An incident occurring at our attractions or hospitality properties could reduce visitation, increase insurance premiums, and could materially and adversely affect our business and results of operations. Labor and Employment Risks Our business is relationship driven.
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In addition, our ability to deliver such services and otherwise execute against our recovery and growth strategies may be impacted by the extreme reduction of our workforce during the pandemic and the resulting loss of knowledge of and experience in our businesses.
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Our GES business is heavily focused on client relationships, and, specifically, on having close collaboration and interaction with our clients. To be successful, our account teams must be able to understand clients’ desires and expectations in order to provide top-quality service.
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Taken together, our ability to anticipate and adjust to these ongoing changes and new conditions may lead to additional costs, which may materially and adversely impact our business and results of operations. Transportation disruptions and increases in transportation costs could adversely affect our business and results of operations.
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If we are unable to remediate this material weakness or maintain effective internal controls over financial reporting in the future, our ability to produce timely and accurate financial statements or comply with applicable laws and regulations could be impaired.
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We have identified a material weakness in our internal control over financial reporting and have restated our financial statements for the three and nine months ended September 30, 2022.
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A material weakness is a deficiency, or a combination of deficiencies, in internal control over financial reporting, such that there is a reasonable possibility that a material misstatement of our annual or interim financial statements will not be prevented or detected on a timely basis. The identified material weakness remained unremediated as of December 31, 2022.
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If we are unable to remediate the existing material weakness, experience additional material weaknesses or otherwise fail to maintain an effective system of internal controls in the future, we may not be able to accurately or timely report our financial condition or results of operations or prevent fraud, which may adversely affect investor confidence in us and, as a result, the value of our common stock.
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The seasonality of our business makes us particularly sensitive to adverse events during peak periods. The peak activity for our Pursuit business is during the summer months, as the vast majority of Pursuit’s revenue is earned in the second and third quarters.
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Labor and Employment Risks Our business has been and may continue to be adversely affected by labor shortages, turnover, and labor cost increases . We rely heavily on our global workforce, including many seasonal and temporary employees.
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Several factors, including factors related to the COVID-19 pandemic, have resulted and may continue to result in labor shortages, turnover, and increased labor costs, including high employment levels and demand for employees; unemployment subsidies; the freezing of visa programs; increased wages offered by other employers; vaccine mandates and other government regulations and our responses thereto.
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Any of these factors could materially and adversely affect our ability to hire qualified team members and, therefore negatively impact our business and results of operations. Our business is relationship driven. Our GES business is heavily focused on client relationships, and, specifically, on having close collaboration and interaction with our clients.
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If we lose any of our key personnel, our ability to manage our business and continue our growth could be negatively impacted. Our success, at least in part, depends on the continued contributions of our executive team and key personnel.
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As a result of the COVID-19 pandemic, many of our employees switched to working remotely, which magnifies the importance of integrity of our remote access security measures.

Item 2. Properties

Properties — owned and leased real estate

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Biggest changeOur largest multi-use facility in the United States is approximately 609,000 square feet and our largest foreign multi-use facility is in Canada at approximately 81,000 square feet. 14 We believe our owned and leased properties are adequate and suitable for our business operations and that capacity is sufficient for current needs.
Biggest changeWe believe our owned and leased properties are adequate and suitable for our business operations and that capacity is sufficient for current needs.
Properties located in Canada are subject to multiple long-term ground leases with their respective governments. For further information on Pursuit’s attractions and hospitality assets, refer to “ Business ” (Part I, Item 1 of this 2022 Form 10-K), which information is incorporated by reference herein. GES leases its properties, both domestically and internationally.
Properties located in Canada are subject to multiple long-term ground leases with their respective governments. For further information on Pursuit’s attractions and hospitality assets, refer to “ Business ” (Part I, Item 1 of this 2023 Form 10-K), which information is incorporated by reference herein. GES leases its properties, both domestically and internationally.
Item 2. Pr operties We lease our corporate headquarters in Scottsdale, Arizona. Our other principal properties are owned or leased by Pursuit and GES. Pursuit primarily owns its properties, both domestically and internationally, and leases its properties related to the FlyOver attractions. Pursuit’s properties mainly include attractions, hotels and lodges, retail stores, and offices.
Item 2. Pr operties We lease our corporate headquarters in Scottsdale, Arizona. Our other principal properties are owned or leased by Pursuit and GES. Pursuit primarily owns its properties, both domestically and internationally, other than its leases for properties related to the FlyOver attractions. Pursuit’s properties mainly include attractions, hotels and lodges, retail stores, and offices.
For additional information related to our lease obligations, refer to Note 12 – Debt and Finance Obligations and Note 20 – Leases and Other of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2022 Form 10-K), which information is incorporated by reference herein.
For additional information related to our lease obligations, refer to Note 12 – Debt and Finance Obligations and Note 21 – Leases and Other of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2023 Form 10-K), which information is incorporated by reference herein.
GES properties consist of offices and multi-use facilities. Multi-use facilities include manufacturing, sales and design, office, storage and/or warehouse, and truck marshaling yards. Multi-use facilities vary in size.
GES properties consist of offices and multi-use facilities. Multi-use facilities include manufacturing, sales and design, office, storage and/or warehouse, and truck marshaling yards. Multi-use facilities vary in size. Our largest multi-use facility in the United States is approximately 1,447,000 square feet and our largest foreign multi-use facility is in Canada at approximately 81,000 square feet.

Item 3. Legal Proceedings

Legal Proceedings — active lawsuits and investigations

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Biggest changeItem 3. Legal Proceedings Refer to Note 21 – Litigation, Claims, Contingencies, and Other of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2022 Form 10-K) for information regarding legal proceedings in which we are involved, which information is incorporated by reference herein.
Biggest changeItem 3. Legal Proceedings Refer to Note 22 – Litigation, Claims, Contingencies, and Other of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2023 Form 10-K) for information regarding legal proceedings in which we are involved, which information is incorporated by reference herein.

Item 4. Mine Safety Disclosures

Mine Safety Disclosures — required of mining issuers

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Biggest changeNASDAQ: MTST), a manufacturing and technology company, from 1999 to 2002; and prior thereto, Senior Tax Manager for KPMG LLP, a global firm providing audit, tax, and advisory services, from 1998 to 1999. Our executive officers’ term of office is until our next Board of Directors annual organization meeting scheduled to be held on May 24, 2023. PART II
Biggest changeNASDAQ: MTST), a manufacturing and technology company, from 1999 to 2002; and prior thereto, Senior Tax Manager for KPMG LLP, a global firm providing audit, tax, and advisory services, from 1998 to 1999. Jonathan A.
(formerly NASDAQ: WEDC) (now a wholly owned subsidiary of Microchip Technology Inc.), a circuits and semiconductors manufacturer, from 2004 to 2010; prior 15 thereto, Corporate Controller of MD Helicopters, an international helicopter manufacturer, from 2002 to 2004; prior thereto, Corporate Controller of Fluke Networks (formerly Microtest, Inc.
(formerly NASDAQ: WEDC) (now a wholly owned subsidiary of Microchip Technology Inc.), a circuits and semiconductors manufacturer, from 2004 to 2010; prior thereto, Corporate Controller of MD Helicopters, an international helicopter manufacturer, from 2002 to 2004; prior thereto, Corporate Controller of Fluke Networks (formerly Microtest, Inc.
Barry 60 President of Pursuit since June 2015; prior thereto, Chief Executive Officer and President of Trust Company of America, an independent registered investment adviser custodian, from 2011 to June 2015; prior thereto, Chief Executive Officer of Alpine/CMH, a helicopter skiing company, from 2007 to 2011; and prior thereto, Chief Operating Officer for all United States resort operations of Intrawest Corporation (formerly NYSE: IDR) (now Alterra Mountain Company) a North American mountain resort and adventure company, from 2004 to 2007.
Barry 61 President of Pursuit since June 2015; prior thereto, Chief Executive Officer and President of Trust Company of America, an independent registered investment adviser custodian, from 2011 to June 2015; prior thereto, Chief Executive Officer of Alpine/CMH, a helicopter skiing company, from 2007 to 2011; and prior thereto, Chief Operating Officer for all United States resort operations of Intrawest Corporation (formerly NYSE: IDR) (now Alterra Mountain Company) a North American mountain resort and adventure company, from 2004 to 2007.
Ingersoll 58 Chief Financial Officer since July 2002; prior thereto, Vice President-Controller or similar position since 2002; prior thereto, Controller of CashX, Inc., a service provider of stored value internet cards, from June 2001 through October 2001; prior thereto, Operations Finance Director of LeapSource, Inc., a provider of business process outsourcing, since January 2000; and prior thereto, Vice President and Controller of Franchise Finance Corporation of America, a real estate investment trust, from 1992 to 2000.
Ingersoll 59 Chief Financial Officer since July 2002; prior thereto, Vice President-Controller or similar position since 2002; prior thereto, Controller of CashX, Inc., a service provider of stored value internet cards, from June 2001 through October 2001; prior thereto, Operations Finance Director of LeapSource, Inc., a provider of business process outsourcing, since January 2000; and prior thereto, Vice President and Controller of Franchise Finance Corporation of America, a real estate investment trust, from 1992 to 2000.
Moster 53 President and Chief Executive Officer of Viad since 2014; President of GES from November 2010 to February 2019; prior thereto, held various executive management roles within the GES organization, including Executive Vice President-Chief Sales & Marketing Officer from 2008 to February 2010; Executive Vice President-Products and Services from 2006 to 2008; and Vice President-Products & Services Business from 2005 to 2006; and prior thereto, Engagement Manager, Management Strategy Consulting for McKinsey & Company, a global management consulting firm, from 2000 to 2004.
Moster 54 President and Chief Executive Officer of Viad since 2014; President of GES from November 2010 to February 2019; prior thereto, held various executive management roles within the GES organization, including Executive Vice President-Chief Sales & Marketing Officer from 2008 to February 2010; Executive Vice President-Products and Services from 2006 to 2008; and Vice President-Products & Services Business from 2005 to 2006; and prior thereto, Engagement Manager, Management Strategy Consulting for McKinsey & Company, a global management consulting firm, from 2000 to 2004.
Stelmach 55 President of GES Brand Experiences since August 2021; prior thereto, Group President of Stadium Red Group, a collective of specialist agencies, from 2020 to 2021; prior thereto, President of Opus Holding Group of Opus Agency, a global event design and experiential agency, from 2018 to 2020; and prior thereto, President of U.S.
Stelmach 56 President of GES Brand Experiences since August 2021; prior thereto, Group President of Stadium Red Group, a collective of specialist agencies, from 2020 to 2021; prior thereto, President of Opus Holding Group of Opus Agency, a global event design and experiential agency, from 2018 to 2020; and prior thereto, President of U.S.
Item 4. Mine Saf ety Disclosures Not applicable. Other. Information about our executive Offic ers Our executive officers as of the date of this 2022 Form 10-K were as follows: Name Age Business Experience During the Past Five Years and Other Information Steven W.
Item 4. Mine Saf ety Disclosures Not applicable. 15 Other. Information about our executive Offic ers Our executive officers as of the date of this 2023 Form 10-K were as follows: Name Age Business Experience During the Past Five Years and Other Information Steven W.
Striedel 60 Chief Accounting Officer since 2014; prior thereto, Vice President of Finance from March 2014 to April 2014; prior thereto, Vice President of Finance and Administration or similar positions with Colt Defense LLC, a firearms manufacturer, from 2010 to 2013; prior thereto, Vice President of Finance, Director of Financial Reporting and Compliance, and Corporate Controller of White Electronics Designs Corp.
Striedel 61 Chief Accounting Officer since 2014; prior thereto, Vice President of Finance and Administration or similar positions with Colt Defense LLC, a firearms manufacturer, from 2010 to 2013; prior thereto, Vice President of Finance, Director of Financial Reporting and Compliance, and Corporate Controller of White Electronics Designs Corp.
(NYSE: ITW), a diversified manufacturer of specialized industrial equipment, from 2014 to 2018, and Associate General Counsel and Assistant Secretary from 2011 to 2014; and prior thereto, a partner at the law firm of Winston & Strawn LLP. Jeffrey A.
(NYSE: ITW), a global diversified industrial manufacturer, from 2011 to 2018; and prior thereto, a partner at the international law firm of Winston & Strawn LLP. Jeffrey A.
Derek P. Linde 47 Chief Operating Officer, General Counsel and Corporate Secretary since March 2022, and General Counsel and Corporate Secretary since 2018; prior thereto, Deputy General Counsel and Assistant Secretary at Illinois Tool Works Inc.
Derek P. Linde 48 Chief Operating Officer since March 2022, and also served as General Counsel and Corporate Secretary from April 2018 to October 2023; prior thereto, senior legal leadership roles at Illinois Tool Works Inc.
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Massimino 45 General Counsel and Corporate Secretary since October 2023; prior thereto, General Counsel of Moon Valley Nurseries, a national nursery business, from April 2023 to October 2023; prior thereto, Deputy General Counsel from November 2020 to April 2023 and Assistant General Counsel from July 2011 to November 2020 of Viad Corp; and prior thereto, associate at the law firms of Watt, Tieder, Hoffar & Fitzgerald from March 2007 to July 2011, and Fisher & Phillips from August 2004 to March 2007.
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Our executive officers’ term of office is until our next Board of Directors annual organization meeting scheduled to be held on May 15, 2024. 16 PART II

Item 5. Market for Registrant's Common Equity

Market for Common Equity — stock, dividends, buybacks

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Biggest changeIssuer Purchases of Equity Securities Period Total Number of Shares Purchased Average Price Paid Per Share Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs Maximum Number of Shares That May Yet Be Purchased Under the Plans or Programs October 1, 2022 - October 31, 2022 — $ — — 546,283 November 1, 2022 - November 30, 2022 — $ — — 546,283 December 1, 2022 - December 31, 2022 — $ — — 546,283 Total — $ — — 546,283 Pursuant to previously announced authorizations, our Board of Directors authorized us to repurchase shares of our common stock from time to time at prevailing market prices.
Biggest changeIssuer Purchases of Equity Securities Pursuant to previously announced authorizations, our Board of Directors has authorized us to repurchase shares of our common stock from time to time at prevailing market prices. As of December 31, 2023, 546,283 shares remained available for repurchase under all prior authorizations.
The Board of Directors’ authorization does not have an expiration date. 16 Performance Graph The following graph compares the change in the cumulative total shareholder return, from December 31, 2017 to December 31, 2022, on our common stock, the Standard & Poor’s SmallCap 600 Hotels, Restaurants & Leisure, the Standard & Poor’s SmallCap 600 Media Index, the Standard & Poor’s SmallCap 600 Commercial Services & Supplies Index, the Standard & Poor’s SmallCap 600 Index, the Russell 2000 Index, and Standard & Poor’s 500 Index (assuming reinvestment of dividends, as applicable).
The Board of Directors’ authorization does not have an expiration date. 17 Performance Graph The following graph compares the change in the cumulative total shareholder return, from December 31, 2018 to December 31, 2023, on our common stock, the Standard & Poor’s SmallCap 600 Hotels, Restaurants & Leisure, the Standard & Poor’s SmallCap 600 Media Index, the Standard & Poor’s SmallCap 600 Commercial Services & Supplies Index, the Standard & Poor’s SmallCap 600 Index, the Russell 2000 Index, and Standard & Poor’s 500 Index (assuming reinvestment of dividends, as applicable).
The graph assumes $100 was invested on December 31, 2017.
The graph assumes $100 was invested on December 31, 2018.
Holders As of February 21, 2023, there were 4,422 shareholders of record of our common stock, including 125 shareholders that had not converted their shares following a reverse stock split effective on July 1, 2004.
Holders As of February 26, 2024, there were 4,161 shareholders of record of our common stock, including 120 shareholders that had not converted their shares following a reverse stock split effective on July 1, 2004.
Effective February 7, 2019, our Board of Directors authorized the repurchase of an additional 500,000 shares. In March 2020, our Board of Directors suspended future dividend payments and our share repurchase program for the foreseeable future.
In March 2020, our Board of Directors suspended future dividend payments and our share repurchase program for the foreseeable future. During the three months ended December 31, 2023, we did not repurchase any equity securities.
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Year Ended December 31, 2017 2018 2019 2020 2021 2022 Viad Corp $ 100.00 $ 91.09 $ 123.54 $ 66.42 $ 78.58 $ 44.79 S&P 500 $ 100.00 $ 95.61 $ 125.70 $ 148.81 $ 191.48 $ 156.77 Russell 2000 $ 100.00 $ 88.97 $ 111.65 $ 133.90 $ 153.70 $ 122.25 S&P SmallCap 600 $ 100.00 $ 91.48 $ 112.28 $ 124.90 $ 158.30 $ 132.74 S&P SmallCap 600 Comm.
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Year Ended December 31, 2018 2019 2020 2021 2022 2023 Viad Corp $ 100.00 $ 135.62 $ 72.92 $ 86.27 $ 49.17 $ 72.98 S&P 500 $ 100.00 $ 131.47 $ 155.65 $ 200.29 $ 163.97 $ 207.03 Russell 2000 $ 100.00 $ 125.49 $ 150.50 $ 172.74 $ 137.40 $ 160.59 S&P SmallCap 600 $ 100.00 $ 122.74 $ 136.54 $ 173.05 $ 145.10 $ 168.23 S&P SmallCap 600 Comm.
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Services & Supplies $ 100.00 $ 89.56 $ 110.59 $ 97.22 $ 104.10 $ 90.72 S&P SmallCap 600 Media $ 100.00 $ 116.86 $ 125.48 $ 118.77 $ 192.91 $ 103.48 S&P SmallCap 600 Hotels, Restaurants & Leisure $ 100.00 $ 105.41 $ 116.43 $ 147.66 $ 143.37 $ 114.16
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Services & Supplies $ 100.00 $ 123.48 $ 108.55 $ 116.24 $ 101.29 $ 119.66 S&P SmallCap 600 Media $ 100.00 $ 107.38 $ 101.65 $ 165.09 $ 88.56 $ 76.82 S&P SmallCap 600 Hotels, Restaurants & Leisure $ 100.00 $ 110.45 $ 140.08 $ 136.01 $ 108.30 $ 131.04 Item 6. RES ERVED

Item 7. Management's Discussion & Analysis

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

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Biggest changeThe following table provides Pursuit’s key performance indicators: Year Ended December 31, 2022 Year Ended December 31, 2021 % Change As Reported New Experiences (1) Same-Store (2) As Reported New Experiences (1) FX Impact (3) Same-Store (2) As Reported Same-Store (2) Attractions Key Performance Indicators: Number of visitors 2,931,266 742,666 2,188,600 1,523,173 330,208 — 1,192,965 92.4 % 83.5 % Ticket revenue (in thousands) $ 114,936 $ 31,828 $ 83,108 $ 61,166 $ 12,509 $ 1,461 $ 47,196 87.9 % 76.1 % Effective ticket price $ 39.21 $ 42.86 $ 37.97 $ 40.16 $ 37.88 $ — $ 39.56 (2.4 %) (4.0 )% Attractions revenue (in thousands) $ 153,575 $ 40,675 $ 112,900 $ 77,860 $ 15,643 $ 2,015 $ 60,202 97.2 % 87.5 % Revenue per attraction visitor $ 52.39 $ 54.77 $ 51.59 $ 51.12 $ 47.37 $ — $ 50.46 2.5 % 2.2 % Hospitality Key Performance Indicators: Room nights available 573,165 14,978 558,187 566,992 — — 566,992 1.1 % (1.6 )% Rooms revenue (in thousands) $ 77,019 $ 2,069 $ 74,950 $ 57,603 $ — $ 1,150 $ 56,453 33.7 % 32.8 % RevPAR $ 134.37 $ 138.14 $ 134.27 $ 101.59 $ — $ — $ 99.57 32.3 % 34.9 % Occupancy 68.1 % 53.3 % 68.5 % 54.0 % — — 52.7 % 26.1 % 30.0 % ADR $ 197.21 $ 259.19 $ 195.91 $ 187.99 $ — $ — $ 184.23 4.9 % 6.3 % Hospitality revenue (in thousands) $ 130,303 $ 2,528 $ 127,775 $ 98,878 $ — $ 1,480 $ 97,398 31.8 % 31.2 % 20 Year Ended December 31, 2021 Year Ended December 31, 2020 % Change As Reported New Experiences (1) Same-Store (2) As Reported New Experiences (1) FX Impact (3) Same-Store (2) As Reported Same-Store (2) Attractions Key Performance Indicators: Number of visitors 1,523,173 335,888 1,187,285 678,558 700 — 677,858 ** 75.2 % Ticket revenue (in thousands) $ 61,166 $ 12,651 $ 48,515 $ 19,939 $ 16 $ (974 ) $ 20,897 ** ** Effective ticket price $ 40.16 $ 37.66 $ 40.86 $ 29.38 $ 23.35 $ — $ 30.83 36.7 % 32.6 % Attractions revenue (in thousands) $ 77,860 $ 15,785 $ 62,075 $ 28,126 $ 16 $ (1,424 ) $ 29,534 ** ** Revenue per attraction visitor $ 51.12 $ 46.99 $ 52.28 $ 41.45 $ 23.35 $ — $ 43.57 23.3 % 20.0 % Hospitality Key Performance Indicators: Room nights available 566,992 — 566,992 387,809 — — 387,809 46.2 % 46.2 % Rooms revenue (in thousands) $ 57,603 $ — $ 57,603 $ 26,383 $ — $ (1,109 ) $ 27,492 ** ** RevPAR $ 101.59 $ — $ 101.59 $ 68.03 $ — $ — $ 70.89 49.3 % 43.3 % Occupancy 54.0 % — 54.0 % 49.0 % — — 49.0 % 10.2 % 10.2 % ADR $ 187.99 $ — $ 187.99 $ 138.72 $ — $ — $ 138.72 35.5 % 35.5 % Hospitality revenue (in thousands) $ 98,878 $ — $ 98,878 $ 45,838 $ — $ (1,513 ) $ 47,351 ** ** (1) New experiences comprise the following attractions that were opened or acquired after January 1, 2021: Sky Lagoon (opened May 2021), the Golden Skybridge (acquired March 2021 and opened June 2021), FlyOver Las Vegas (opened September 2021), the Glacier Raft Company (acquired April 2022), and Forest Park Alpine Hotel (opened August 2022).
Biggest changeThe following table provides Pursuit’s key performance indicators: Year Ended December 31, 2023 Year Ended December 31, 2022 % Change As Reported New Experiences (1) Same-Store (2) As Reported New Experiences (1) FX Impact (3) Same-Store (2) As Reported Same-Store (2) Attractions Key Performance Indicators: Number of visitors 3,540,646 36,951 3,503,695 2,931,266 37,329 — 2,893,937 20.8 % 21.1 % Ticket revenue (in thousands) $ 143,362 $ 2,748 $ 140,614 $ 114,936 $ 2,943 $ 2,263 $ 109,730 24.7 % 28.1 % Effective ticket price $ 40.49 $ 74.36 $ 40.13 $ 39.21 $ 78.85 $ — $ 37.92 3.3 % 5.8 % Attractions revenue (in thousands) $ 190,437 $ 5,501 $ 184,936 $ 153,575 $ 5,428 $ 3,137 $ 145,010 24.0 % 27.5 % Revenue per attraction visitor $ 53.79 $ 148.86 $ 52.78 $ 52.39 $ 145.41 $ — $ 50.11 2.7 % 5.3 % Hospitality Key Performance Indicators: Room nights available 595,783 38,672 557,111 573,165 14,978 — 558,187 3.9 % (0.2 )% Rooms revenue (in thousands) $ 85,942 $ 5,932 $ 80,010 $ 77,019 $ 2,069 $ 1,485 $ 73,465 11.6 % 8.9 % RevPAR $ 144.25 $ 153.38 $ 143.62 $ 134.37 $ 138.11 $ — $ 131.61 7.3 % 9.1 % Occupancy 70.3 % 63.2 % 70.8 % 68.1 % 53.3 % — 68.5 % 3.2 % 2.3 % ADR $ 205.26 $ 242.69 $ 202.94 $ 197.21 $ 259.19 $ — $ 192.03 4.1 % 5.7 % Hospitality revenue (in thousands) $ 143,961 $ 6,270 $ 137,691 $ 130,303 $ 2,528 $ 1,915 $ 125,860 10.5 % 9.4 % (1) New experiences comprise the following attraction and lodging property that were opened or acquired after January 1, 2022: the Glacier Raft Company (acquired April 2022) and Forest Park Alpine Hotel (opened August 2022).
Critical accounting policies are those policies that are most important to the portrayal of our financial position and results of operations, and that require us to make the most difficult and subjective judgments, often as a result of the need to make estimates of matters that are inherently uncertain.
Critical accounting estimates are those estimates that are most important to the portrayal of our financial position and results of operations, and that require us to make the most difficult and subjective judgments, often as a result of the need to make estimates of matters that are inherently uncertain.
Service-based options are recognized on a straight-line basis over the requisite service period on a graded-vesting schedule. Refer to Note 3 – Share-Based Compensation of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2022 Form 10-K) for further information.
Service-based options are recognized on a straight-line basis over the requisite service period on a graded-vesting schedule. Refer to Note 3 – Share-Based Compensation of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2023 Form 10-K) for further information.
We identified and discussed with our audit committee the following critical accounting policies and estimates and the methodology and disclosures related to those estimates: 26 Goodwill and Other Intangible Assets — Goodwill and other intangible assets with indefinite useful lives are not amortized, but instead are tested for impairment at least annually.
We identified and discussed with our Audit Committee the following critical accounting estimates and the methodology and disclosures related to those estimates: Goodwill and Other Intangible Assets — Goodwill and other intangible assets with indefinite useful lives are not amortized, but instead are tested for impairment at least annually.
Debt and Finance Obligations Refer to Note 12 – Debt and Finance Obligations of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2022 Form 10-K) for further discussion all of which is incorporated by reference herein.
Debt and Finance Obligations Refer to Note 12 – Debt and Finance Obligations of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2023 Form 10-K) for further discussion all of which is incorporated by reference herein.
“Segment operating income (loss)” is net income (loss) attributable to Viad before income (loss) from discontinued operations, corporate activities, interest expense and interest income, income taxes, gains or losses from sales of businesses, restructuring charges, impairment charges, and certain other corporate expenses that are not allocated to the reportable segments and the reduction for income (loss) attributable to noncontrolling interests.
“Segment operating income (loss)” is “net income (loss) attributable to Viad” before income (loss) from discontinued operations, corporate activities, net interest expense, income taxes, gains or losses from sales of businesses, restructuring charges, impairment charges, and certain other corporate expenses and charges that are not allocated to the reportable segments, and the reduction for income (loss) attributable to noncontrolling interests.
A Monte Carlo simulation requires the use of several assumptions, including historical volatility and correlation between our stock price and the price of the common shares of a comparator group, a risk-free rate of return, and an expected term. We account for share-based awards that will be settled in shares of our common stock as equity-based awards.
A Monte Carlo simulation requires the use of several assumptions, including historical volatility and correlation between our stock price and the price of the common shares of a comparator group, a risk-free rate of return, and an expected term. We account for share-based payment awards that will be settled in cash as liability-based awards.
Segment operating income (loss) is used to measure the profit and performance of our operating segments to facilitate period-to-period comparisons. Refer to Note 23 – Segment Information of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2022 Form 10-K) for a reconciliation of segment operating income (loss) to income (loss) from continuing operations before income taxes.
Segment operating income (loss) is used to measure the profit and performance of our operating segments to facilitate period-to-period comparisons. Refer to Note 24 – Segment Information of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2023 Form 10-K) for a reconciliation of segment operating income (loss) to income (loss) from continuing operations before income taxes.
Although we use segment operating income (loss) to assess the performance of our business, the use of this measure is limited because this measure does not consider material costs, expenses, and other items necessary to operate our business.
Although we use segment operating income (loss) to assess the performance of our business, the use of this measure is limited because this measure does not consider material costs, expenses, and other items necessary to operate, or resulting from, our business.
We measure share-based compensation expense of liability-based awards at fair value at each reporting date until the date of settlement based on the number of units expected to vest and, where applicable, the level of achievement of predefined performance goals. These awards are remeasured on each reporting date based on our stock price and the Monte Carlo simulation model.
We measure share-based compensation expense of liability-based awards at fair value at each reporting date until the date of settlement based on the number of units expected to vest and, where applicable, the level of achievement of predefined performance goals. These awards are remeasured on each reporting date based on our stock price.
Guarantees Refer to Note 21 – Litigation, Claims, Contingencies, and Other of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2022 Form 10-K) for further discussion all of which is incorporated by reference herein.
Guarantees Refer to Note 22 – Litigation, Claims, Contingencies, and Other of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2023 Form 10-K) for further discussion all of which is incorporated by reference herein.
(3) Foreign exchange rate variance effects (or “FX Impact”) represents the adjustments necessary to express prior financial metrics on a constant U.S. dollar basis, using the current year quarterly average exchange rates for previous periods to eliminate the impact of changes in exchange rates for same-store Pursuit experiences located outside of the United States. Attractions .
For experiences located outside the United States, financial metric comparisons to the prior year are expressed on a constant U.S. dollar basis. 20 (3) Foreign exchange rate variance effects (or “FX Impact”) represents the adjustments necessary to express prior financial metrics on a constant U.S. dollar basis, using the current year quarterly average exchange rates for previous periods to eliminate the impact of changes in exchange rates for same-store Pursuit experiences located outside of the United States.
During the year ended December 31, 2022, net cash provided by operating activities was $73.4 million. Our short-term and long-term funding requirements include debt obligations, capital expenditures, working capital requirements, and potential acquisitions and strategic investments as we focus on scaling Pursuit with investments in high-return unforgettable, inspiring experiences through its Refresh, Build, Buy growth strategy.
During the year ended December 31, 2023, net cash provided by operating activities was $104.7 million. Our short-term and long-term funding requirements include debt obligations, maintenance capital expenditures, working capital requirements, and potential acquisitions and strategic investments as we focus on scaling Pursuit with investments in high-return unforgettable, inspiring experiences through its Refresh, Build, Buy growth strategy.
Other Obligations We have additional obligations as part of our ordinary course of business, beyond those committed for debt obligations and capital expenditures. Refer to Note 20 – Leases and Other and Note 18 – Pension and Postretirement Benefits of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2022 Form 10-K) for further information.
Other Obligations We have additional obligations as part of our ordinary course of business, beyond those committed for debt obligations and capital expenditures. Refer to Note 21 – Leases and Other and Note 19 – Pension and Postretirement Benefits of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2023 Form 10-K) for further information.
Analysis of Revenue and Operating Results by Reportable Segment Pursuit The following table presents a comparison of Pursuit’s reported revenue and segment operating income (loss) for the years ended December 31, 2022, 2021, and 2020.
Analysis of Revenue and Operating Results by Reportable Segment Pursuit The following table presents a comparison of Pursuit’s reported revenue and segment operating income for the years ended December 31, 2023 and 2022.
Refer to Note 18 – Pension and Postretirement Benefits of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2022 Form 10-K) for further information.
Refer to Note 19 – Pension and Postretirement Benefits of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2023 Form 10-K) for further information.
The results of our most recent impairment analysis performed as of October 31, 2022, indicated that no impairment existed for Pursuit’s reporting units with reported goodwill. The excess of the estimated fair value over the carrying value for the Banff Jasper Collection and the Alaska Collection was significant.
The results of our most recent impairment analysis performed as of October 31, 2023, indicated that no impairment existed for Pursuit’s reporting units with reported goodwill. The excess of the estimated fair value over the carrying value for the Banff Jasper Collection and the Alaska Collection was significant, Glacier Park Collection was 3%, and FlyOver was 5%.
Our actual results could differ materially from those anticipated due to various factors discussed under “ Risk Factors ,” “ Forward-Looking Statements ,” and elsewhere in this 2022 Form 10-K. Overview We are a leading global provider of extraordinary experiences, including hospitality and leisure activities, experiential marketing, and live events.
This discussion contains forward-looking statements that involve risks and uncertainties. Our actual results could differ materially from those anticipated due to various factors discussed under “ Risk Factors ,” “ Forward-Looking Statements ,” and elsewhere in this 2023 Form 10-K. Overview We are a leading provider of extraordinary experiences, including hospitality and leisure activities, experiential marketing, and live events.
Item 7. Manage ment’s Discussion and Analysis of Financial Condition and Results of Operations The following Management’s Discussion and Analysis (“MD&A”) should be read in conjunction with the consolidated financial statements and related notes. The MD&A is intended to assist in understanding our financial condition and results of operations. This discussion contains forward-looking statements that involve risks and uncertainties.
Item 7. Manage ment’s Discussion and Analysis of Financial Condition and Results of Operations The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) should be read in conjunction with the consolidated financial statements and related notes. The MD&A is intended to assist in understanding our financial condition and results of operations.
Our projected capital outlays can be adjusted for changes in the operating environment. Debt Obligations Effective July 30, 2021, we entered into a $500 million credit facility (the “2021 Credit Facility”).
Our projected capital outlays can be adjusted for changes in the operating environment. 22 Debt Obligations Effective July 30, 2021, we entered into the 2021 Credit Facility.
Our goodwill balance was $121.4 million as of December 31, 2022 and $112.1 million as of December 31, 2021 and pertained to our Pursuit business. The discount rates used in our most recent impairment analysis ranged from 11% to 15%. Pursuit’s goodwill was assigned to, and tested at, the reporting unit level.
Our goodwill balance was $123.9 million as of December 31, 2023 and $121.4 million as of December 31, 2022 and pertained to our Pursuit business. The discount rates used in our most recent impairment analysis ranged from 12% to 16%. Pursuit’s goodwill was assigned to, and tested at, the reporting unit level.
It is possible that the relative weight of positive and negative evidence regarding the realization of deferred tax assets may change, which could result in a material increase or decrease in our valuation allowance.
It is possible that the relative weight of positive and negative evidence regarding the realization of deferred tax assets may change, which could result in a material increase or decrease in our valuation allowance. Such a change could result in a material increase or decrease to income tax expense/benefit in the period the assessment was made.
Share-based compensation expense recognized in the consolidated financial statements was $10.2 million in 2022, $7.7 million in 2021, and $2.7 million in 2020. We recorded total tax benefits related to such costs of $0.1 million in both 2022 and 2021.
Share-based compensation expense recognized in the consolidated financial statements was $11.5 million in 2023, $10.2 million in 2022, and $7.7 million in 2021. We recorded total tax benefits related to such costs of $0.2 million in 2023 and $0.1 million in 2022 and 2021. No share-based compensation costs were capitalized during 2023, 2022, or 2021.
Capital Expenditures As of December 31, 2022, we had planned capital expenditures of approximately $75 million to $85 million for 2023, including approximately $40 million on select growth projects, such as the development of FlyOver Chicago. We intend to continue making investments to advance Pursuit’s Refresh, Build, Buy growth strategy while maintaining a solid liquidity position.
Capital Expenditures As of December 31, 2023, we have planned capital expenditures of approximately $65 million to $70 million for 2024, including approximately $20 million on select growth projects, such as the completion of FlyOver Chicago. We intend to continue making selective investments to advance Pursuit’s Refresh, Build, Buy growth strategy while maintaining a solid liquidity position.
Occupancy measures the utilization of the available capacity at the hospitality properties. Increases in occupancy result in increases in rooms revenue and additional variable operating costs (including housekeeping services, utilities, and room amenity costs), as well as increases in ancillary non-rooms revenue (including food and beverage and retail revenue).
Increases in occupancy result in increases in rooms revenue and additional variable operating costs (including housekeeping services, utilities, and room amenity costs), as well as increases in ancillary non-rooms revenue (including food and beverage and retail revenue).
(2) Includes our total revolving credit facility of $100 million less outstanding letters of credit of $13.3 million as of December 31, 2022 and $12.6 million as of December 31, 2021. Cash provided by operating activities, supplemented by our total cash and cash equivalents, is our primary source of liquidity for funding our strategic business requirements.
As of December 31, 2022, the available capacity included our total Revolving Credit Facility size of $100 million less $13.3 million in outstanding letters of credit issued under the Revolving Credit Facility. Cash provided by operating activities, supplemented by our existing cash and cash equivalents, is our primary source of liquidity for funding our business requirements.
Goodwill is tested for impairment at the reporting unit level on an annual basis as of October 31, and between annual tests if an event occurs or circumstances change that would more-likely-than-not reduce the fair value of a reporting unit below its carrying value.
Intangible assets with finite lives are amortized over their respective estimated useful lives and are reviewed for impairment if an event occurs or circumstances change that would indicate the intangible asset’s carrying value may not be recoverable. 24 Goodwill is tested for impairment at the reporting unit level on an annual basis as of October 31, and between annual tests if an event occurs or circumstances change that would more-likely-than-not reduce the fair value of a reporting unit below its carrying value.
We had gross deferred tax assets of $110.8 million as of December 31, 2022 and $117.1 million as of December 31, 2021. We had a valuation allowance against gross deferred tax assets of $101.6 million as of December 31, 2022 and $103.5 million as of December 31, 2021.
We had gross deferred tax assets of $119.9 million as of December 31, 2023 and $110.8 million as of December 31, 2022. We had a valuation allowance against gross deferred tax assets of $105.4 million as of December 31, 2023 and $101.6 million as of December 31, 2022.
Year Ended December 31, (in thousands) 2022 2021 2020 % Change 2022 vs. 2021 % Change 2021 vs. 2020 Revenue (1) : Pursuit: Attractions $ 153,575 $ 77,860 $ 28,126 97.2 % ** Hospitality 130,303 98,878 45,838 31.8 % ** Transportation 12,798 5,578 2,696 ** ** Other 2,651 4,732 150 (44.0 )% ** Total Pursuit $ 299,327 $ 187,048 $ 76,810 60.0 % ** Segment operating income (loss) (2) : Total Pursuit $ 24,031 $ 4,609 $ (42,343 ) ** ** ** Change is greater than +/- 100% (1) Revenue by line of business does not agree to Note 2 – Revenue and Related Contract Costs and Contract Liabilities of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2022 Form 10-K) as the amounts in the above table include product revenue from food and beverage and retail operations within each line of business.
Year Ended December 31, (in thousands) 2023 2022 % Change 2023 vs. 2022 Revenue (1) : Pursuit: Attractions $ 190,437 $ 153,575 24.0 % Hospitality 143,961 130,303 10.5 % Transportation 12,839 12,798 0.3 % Other 3,048 2,651 15.0 % Total Pursuit $ 350,285 $ 299,327 17.0 % Segment operating income (2) : Total Pursuit $ 53,381 $ 24,031 ** ** Change is greater than +/- 100% (1) Revenue by line of business does not agree to Note 2 – Revenue and Related Contract Costs and Contract Liabilities of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2023 Form 10-K) as the amounts in the above table include product revenue from food and beverage and retail operations within each line of business.
We use the following key business metrics, common in the hospitality industry, to evaluate Pursuit’s hospitality business: • Revenue per Available Room. RevPAR is calculated as total rooms revenue divided by the total number of room nights available for all comparable Pursuit hospitality properties during the period.
Effective ticket price is calculated as revenue from the sale of attraction tickets divided by the total number of visitors at all comparable Pursuit attractions during the period. We use the following key business metrics, common in the hospitality industry, to evaluate Pursuit’s hospitality business: • Revenue per Available Room.
Share Repurchases Our Board of Directors previously authorized us to repurchase shares of our common stock from time to time at prevailing market prices. Effective February 7, 2019, our Board of Directors authorized the repurchase of an additional 500,000 shares. As of December 31, 2022, 546,283 shares remained available for repurchase under all prior authorizations.
Share Repurchases Our Board of Directors previously authorized us to repurchase shares of our common stock from time to time at prevailing market prices. As of December 31, 2023, 546,283 shares remained available for repurchase under all prior authorizations. In March 2020, our Board of Directors suspended our share repurchase program.
We measure share-based compensation expense of equity-based awards at fair value on the grant date on a straight-line basis over the vesting period.
We account for share-based awards that will be settled in shares of our common stock as equity-based awards. We measure share-based compensation expense of equity-based awards at fair value on the grant date on a straight-line basis over the vesting period.
As not all companies use identical calculations, segment operating income (loss) may not be comparable to similarly titled measures used by other companies. We believe that our use of segment operating income (loss) provides useful information to investors regarding our results of operations for trending, analyzing, and benchmarking our performance and the value of our business.
We believe that our use of segment operating income (loss) provides useful information to investors regarding our results of operations for trending, analyzing, and benchmarking our performance and the value of our business.
Total rooms revenue does not include non-rooms revenue, which consists of ancillary revenue generated by hospitality properties, such as food and beverage and retail revenue. RevPAR measures the period-over-period change in rooms revenue per available room for comparable hospitality properties. RevPAR is affected by average daily rate and occupancy, which have different implications on profitability. • Average Daily Rate.
RevPAR measures the period-over-period change in rooms revenue per available room for comparable hospitality properties. RevPAR is affected by average daily rate and occupancy, which have different implications on profitability. • Average Daily Rate (“ADR”). ADR is calculated as total rooms revenue divided by the total number of room nights sold for all comparable Pursuit hospitality properties during the period.
The 2021 Credit Facility provides for a $400 million term loan with a maturity date of July 30, 2028 (“Term Loan B”) and a $100 million revolving credit facility with a maturity date of July 30, 2026. The $400 million in Term Loan B proceeds were offset in part by $14.8 million in related fees.
The 2021 Credit Facility provided for a $400 million Term Loan B, with a maturity date of July 30, 2028, and a $100 million Revolving Credit Facility, with a maturity date of July 30, 2026.
We were in compliance with all covenants under the revolving credit facility as of December 31, 2022. Refer to Note 12 – Debt and Finance Obligations of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2022 Form 10-K) for additional information.
Refer to Note 12 – Debt and Finance Obligations of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2023 Form 10-K) for additional information.
Such a change could result in a material increase or decrease to income tax benefit (expense) in the period the assessment was made. 27 We record uncertain tax positions on the basis of a two-step process: first we determine whether it is more-likely-than-not that the tax positions will be sustained on the basis of the technical merits of the position; and, if so, we recognize the largest amount of tax benefit that is more than 50% likely to be realized upon ultimate settlement with the related tax authority.
We record uncertain tax positions on the basis of a two-step process: first we determine whether it is more-likely-than-not that the tax positions will be sustained on the basis of the technical merits of the position; and, if so, we recognize the largest amount of tax benefit that is more than 50% likely to be realized upon ultimate settlement with the related tax authority. 25 Pension and postretirement benefits — Our pension plans use traditional defined benefit formulas based on years of service and final average compensation.
We presently anticipate contributing $0.6 million to our funded pension plans and $0.8 million to our unfunded pension plans in 2023. We have defined benefit postretirement plans that provide medical and life insurance for certain eligible employees, retirees, and dependents. The related postretirement benefit liabilities are recognized over the employees’ service period.
We have defined benefit postretirement plans that provide medical and life insurance for certain eligible employees, retirees, and dependents. The related postretirement benefit liabilities are recognized over the employees’ service period. In addition, we retain the obligations for these benefits for retirees of certain sold businesses.
(2) Same-Store metrics include only attractions and lodging properties that Pursuit operated at full capacity, considering seasonal closures, for the entirety of both periods presented. For experiences located outside the United States, financial metric comparisons to the prior year are expressed on a constant U.S. dollar basis.
(2) Same-Store metrics include only attractions and lodging properties that Pursuit operated at full capacity, considering seasonal closures, for the entirety of both periods presented.
Impact of Recent Accounting Pronouncements Refer to Note 1 – Overview and Summary of Significant Accounting Policies of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2022 Form 10-K) for further information.
Impact of Recent Accounting Pronouncements Refer to Note 1 – Overview and Summary of Significant Accounting Policies of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2023 Form 10-K) for further information. 26 Non-GAAP Measure In addition to disclosing financial results that are determined in accordance with GAAP, we also disclose segment operating income (loss) as a non-GAAP financial measure.
Total attractions revenue per visitor measures the total spend per visitor that attraction properties are able to capture, which is important to the profitability of the attractions business. • Effective ticket price. Effective ticket price is calculated as revenue from the sale of attraction tickets divided by the total number of visitors at all comparable Pursuit attractions during the period.
Total attractions revenue includes ticket sales and ancillary revenue generated by attractions, such as food and beverage and retail revenue. Total attractions revenue per visitor measures the total spend per visitor that attraction properties are able to capture, which is important to the profitability of the attractions business. • Effective ticket price.
In addition, we retain the obligations for these benefits for retirees of certain sold businesses. While the plans have no funding requirements, we expect to contribute $0.7 million to the plans in 2023.
While the plans have no funding requirements, we expect to contribute $0.7 million to the plans in 2024.
Gain on Sale of ON Services – On December 15, 2022, we completed the sale of substantially all of the assets of GES’ United States audio-visual production business, ON Services. We recognized a gain on sale of $19.6 million.
Gain on sale of ON Services – On December 15, 2022, we completed the sale of substantially all of the assets of ON Services. We recognized a gain on sale of approximately $19.6 million in 2022, which was adjusted downward by $0.2 million in 2023.
Performance Measures We use the following key business metrics to evaluate the performance of Pursuit’s attractions business: • Number of visitors. The number of visitors allows us to assess the volume of tickets sold at each attraction during the period. • Revenue per attraction visitor.
The number of visitors allows us to assess the volume of tickets sold at each attraction during the period. • Revenue per attraction visitor. Revenue per attraction visitor is calculated as total attractions revenue divided by the total number of visitors at all Pursuit attractions during the period.
ADR is calculated as total rooms revenue divided by the total number of room nights sold for all comparable Pursuit hospitality properties during the period. ADR is used to assess the pricing levels that the hospitality properties are able to realize.
Occupancy is calculated as the total number of room nights sold divided by the total number of room nights available for all comparable Pursuit hospitality properties during the period. Occupancy measures the utilization of the available capacity at the hospitality properties.
GES Exhibitions segment operating loss increased due to a $9.1 million gain on sale of a warehouse in Orlando in 2021, offset by a $13.5 million gain on sale of a warehouse in San Diego in 2020. 22 Other Expenses Year Ended December 31, (in thousands) 2022 2021 2020 % Change 2022 vs. 2021 % Change 2021 vs. 2020 Corporate activities $ 13,418 $ 11,689 $ 8,687 14.8 % 34.6 % Gain on sale of ON Services $ (19,637 ) $ — $ — ** ** Interest expense, net $ 34,891 $ 28,324 $ 17,887 23.2 % 58.3 % Other expense, net $ 2,077 $ 2,070 $ 1,594 0.3 % 29.9 % Restructuring charges $ 3,059 $ 6,066 $ 13,440 (49.6 )% (54.9 )% Impairment charges $ 583 $ — $ 203,076 ** (100.0 )% Income tax expense (benefit) $ 9,973 $ (1,788 ) $ 14,246 ** ** Income (loss) from discontinued operations $ 148 $ 558 $ (1,847 ) (73.5 )% ** ** Change is greater than +/- 100%.
GES Exhibitions segment operating income increased $9.6 million, primarily due to the increase in revenue, offset in part by the restaffing of the workforce from pandemic levels. 21 Other Expenses Year Ended December 31, (in thousands) 2023 2022 % Change 2023 vs. 2022 Corporate activities $ 14,040 $ 13,418 4.6 % Gain on sale of ON Services $ 204 $ (19,637 ) ** Interest expense, net $ 47,978 $ 34,891 37.5 % Other expense, net $ 2,033 $ 2,077 (2.1 )% Restructuring charges $ 1,174 $ 3,059 (61.6 )% Impairment charges $ — $ 583 (100.0 )% Income tax expense $ 18,799 $ 9,973 88.5 % Income (loss) from discontinued operations $ (822 ) $ 148 ** ** Change is greater than +/- 100%.
Non-GAAP Measure In addition to disclosing financial results that are determined in accordance with GAAP, we also disclose segment operating income (loss) as a non-GAAP financial measure. Our use of segment operating income (loss) is supplemental to, but not as a substitute for, 28 other measures of financial performance reported in accordance with GAAP.
Our use of segment operating income (loss) is supplemental to, but not as a substitute for, other measures of financial performance reported in accordance with GAAP. As not all companies use identical calculations, segment operating income (loss) may not be comparable to similarly titled measures used by other companies.
Increases in ADR lead to increases in rooms revenue with no substantial effect on variable costs, therefore having a greater impact on margins than increases in occupancy. • Occupancy. Occupancy is calculated as the total number of room nights sold divided by the total number of room nights available for all comparable Pursuit hospitality properties during the period.
ADR is used to assess the pricing levels that the hospitality properties are able to realize. Increases in ADR lead to increases in rooms revenue with no substantial effect on variable costs, therefore having a greater impact on margins than increases in occupancy. • Occupancy.
Pension and postretirement benefits — Our pension plans use traditional defined benefit formulas based on years of service and final average compensation. Funding policies provide that payments to defined benefit pension trusts shall be at least equal to the minimum funding required by applicable regulations.
Funding policies provide that payments to defined benefit pension trusts shall be at least equal to the minimum funding required by applicable regulations. We presently anticipate contributing $0.8 million to our funded pension plans and $0.8 million to our unfunded pension plans in 2024.
The expected timing of payments of our obligations is estimated based on current information.
The expected timing of payments of our obligations is estimated based on current information. Timing of payments and actual amounts paid may be different, depending on changes to agreed-upon amounts for certain obligations.
In 2021, we used cash in investing activities for the acquisition of the Golden Skybridge, offset in part by the proceeds from the sale of a GES warehouse in Orlando. 25 Financing Activities Year Ended December 31, (in thousands) 2022 2021 2020 Proceeds from borrowings $ 107,580 $ 461,322 $ 225,422 Payments on debt and finance obligations (103,491 ) (345,297 ) (275,327 ) Dividends paid on common stock — — (4,064 ) Dividends paid on preferred stock (7,801 ) (3,900 ) — Distributions to noncontrolling interest, net of contributions from noncontrolling interest (570 ) (843 ) (1,526 ) Payments of debt issuance costs (418 ) (1,767 ) (1,585 ) Payment of payroll taxes on stock-based compensation through shares withheld or repurchased (1,428 ) (1,626 ) (1,688 ) Common stock purchased for treasury — — (2,785 ) Proceeds from issuance of Convertible Series A Preferred Stock, net of issuance costs — — 125,763 Proceeds from exercise of stock options — — 2,077 Net cash (used in) provided by financing activities $ (6,128 ) $ 107,889 $ 66,287 2022 compared with 2021 The change in net cash used in financing activities of $114.0 million was primarily due to net debt proceeds of $4.1 million during 2022 compared to $116.0 million during 2021.
Financing Activities Year Ended December 31, (in thousands) 2023 2022 Proceeds from borrowings $ 162,049 $ 107,580 Payments on debt and finance obligations (184,537 ) (103,491 ) Dividends paid on preferred stock (7,801 ) (7,801 ) Distributions to noncontrolling interest, net of contributions from noncontrolling interest (2,726 ) (570 ) Payments of debt issuance costs (1,667 ) (418 ) Payment of payroll taxes on stock-based compensation through shares withheld or repurchased (1,482 ) (1,428 ) Net cash used in financing activities $ (36,164 ) $ (6,128 ) Net cash used in financing activities increased $30.0 million primarily due to net debt payments of $22.5 million during 2023 compared to net debt proceeds from borrowings of $4.1 million during 2022.
(2) Refer to Note 23 – Segment Information of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2022 Form 10-K) for a reconciliation of the non-GAAP financial measure, segment operating income (loss), to the most directly comparable GAAP measure. 2022 compared with 2021 Pursuit revenue increased $112.3 million driven by stronger leisure travel to Pursuit’s Canadian experiences, resulting from reduced COVID-19 restrictions as well as incremental performance from Pursuit’s new experiences.
(2) Refer to Note 24 – Segment Information of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2023 Form 10-K) for a reconciliation of the non-GAAP financial measure, segment operating income, to the most directly comparable GAAP measure. 19 Pursuit revenue increased $51.0 million primarily due to increases in attractions revenue of $36.9 million and hospitality revenue of $13.7 million.
Revenue per attraction visitor is calculated as total attractions revenue divided by the total number of visitors at all Pursuit attractions during the period. Total attractions revenue includes ticket sales and ancillary revenue generated by attractions, such as food and beverage and retail revenue.
RevPAR is calculated as total rooms revenue divided by the total number of room nights available for all comparable Pursuit hospitality properties during the period. Total rooms revenue does not include non-rooms revenue, which consists of ancillary revenue generated by hospitality properties, such as food and beverage and retail revenue.
In response to the COVID-19 pandemic, we accelerated our transformation and streamlining efforts at GES to significantly reduce costs and create a lower and more flexible cost structure focused on servicing our more profitable market segments, as well as charges related to the closure of GES’ United Kingdom based audio-visual services business in 2020.
Interest Expense, net – The increase in interest expense was primarily due to higher interest rates in 2023. Restructuring Charges – Restructuring charges during 2023 and 2022 were primarily related to our 2022 transformation and streamlining efforts at GES to significantly reduce costs and create a lower and more flexible cost structure focused on servicing our more profitable market segments.
The proceeds from the Term Loan B were used to repay the $327 million outstanding balance under our then $450 million revolving credit facility.
The proceeds of the Term Loan B, net of $14.8 million in related fees, were used to repay the $327 million outstanding balance under our prior $450 million revolving credit facility and to provide for financial flexibility to fund future acquisitions and growth initiatives and for general corporate purposes.
We reclassified prior periods to conform to the current-period presentation. 21 The following table presents a comparison of GES’ reported revenue and segment operating income (loss) for the years ended December 31, 2022, 2021, and 2020: Year Ended December 31, (in thousands) 2022 2021 2020 % Change 2022 vs. 2021 % Change 2021 vs. 2020 Revenue: GES: Spiro $ 277,641 $ 116,587 $ 102,027 ** 14.3 % GES Exhibitions 557,880 209,529 238,705 ** (12.2 )% Intersegment eliminations (7,537 ) (5,824 ) (2,107 ) (29.4 )% ** Total GES $ 827,984 $ 320,292 $ 338,625 ** (5.4 )% Segment operating income (loss) (1) Spiro $ 23,133 $ (9,556 ) $ (41,217 ) ** 76.8 % GES Exhibitions 21,780 (42,055 ) (32,680 ) ** (28.7 )% Total GES $ 44,913 $ (51,611 ) $ (73,897 ) ** 30.2 % ** Change is greater than +/- 100% (1) Refer to Note 23 – Segment Information of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2022 Form 10-K) for a reconciliation of the non-GAAP financial measure, segment operating income (loss), to the most directly comparable GAAP measure. 2022 compared with 2021 Spiro and GES Exhibitions revenue increased $161.1 million and $348.4 million, respectively, primarily driven by increased live event activity at both GES Exhibitions and Spiro and the return of large-scale events that were canceled or postponed into the first half of 2021.
GES The following table presents a comparison of GES’ reported revenue and segment operating income for the years ended December 31, 2023 and 2022: Year Ended December 31, (in thousands) 2023 2022 % Change 2023 vs. 2022 Revenue: GES: Spiro $ 283,171 $ 277,641 2.0 % GES Exhibitions 614,418 557,880 10.1 % Intersegment eliminations (9,194 ) (7,537 ) (22.0 )% Total GES $ 888,395 $ 827,984 7.3 % Segment operating income (1) Spiro $ 23,723 $ 23,133 2.6 % GES Exhibitions 31,339 21,780 43.9 % Total GES $ 55,062 $ 44,913 22.6 % (1) Refer to Note 24 – Segment Information of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2023 Form 10-K) for a reconciliation of the non-GAAP financial measure, segment operating income, to the most directly comparable GAAP measure.
Timing of payments and actual amounts paid may be different, depending on changes to agreed-upon amounts for certain obligations. 24 Cash Flows Operating Activities Year Ended December 31, (in thousands) 2022 2021 2020 Net income (loss) $ 24,795 $ (92,735 ) $ (376,952 ) Depreciation and amortization 52,483 53,750 56,565 Deferred income taxes 1,820 6,012 15,097 (Income) loss from discontinued operations (148 ) (558 ) 1,847 Restructuring charges 3,059 6,066 13,440 Impairment charges 583 — 203,076 Gains on dispositions of property and other assets (272 ) (9,374 ) (14,935 ) Gain on disposition of ON Services (19,637 ) — — Share-based compensation expense 10,241 7,727 2,653 Multi-employer pension plan withdrawal — 57 462 Other non-cash items, net 12,843 5,318 8,056 Changes in assets and liabilities (12,336 ) (14,115 ) 10,443 Net cash provided by (used in) operating activities $ 73,431 $ (37,852 ) $ (80,248 ) 2022 compared with 2021 The change in net cash provided by (used in) operating activities of $111.3 million was primarily due to improved segment operating results of $115.9 million and a favorable change in working capital. 2021 compared with 2020 The decrease in net cash used in operating activities of $42.4 million was primarily due to improved segment operating results of $69.2 million, offset in part by an unfavorable change in working capital.
Cash Flows Operating Activities Year Ended December 31, (in thousands) 2023 2022 Net income $ 23,452 $ 24,795 Depreciation and amortization 51,043 52,483 Deferred income taxes (1,609 ) 1,820 (Income) loss from discontinued operations 822 (148 ) Restructuring charges 1,174 3,059 Impairment charges — 583 Gains on dispositions of property and other assets (98 ) (272 ) Gain on sale of ON Services 204 (19,637 ) Share-based compensation expense 11,452 10,241 Other non-cash items, net 6,605 12,843 Changes in assets and liabilities 11,633 (12,336 ) Net cash provided by operating activities $ 104,678 $ 73,431 Net cash provided by operating activities increased $31.2 million primarily due to improved segment operating results at Pursuit and GES and improved working capital. 23 Investing Activities Year Ended December 31, (in thousands) 2023 2022 Capital expenditures $ (76,089 ) $ (67,170 ) Cash paid for acquisitions, net (41 ) (25,494 ) Proceeds from sale of ON Services 1,168 28,926 Proceeds from dispositions of property and other assets 107 470 Net cash used in investing activities $ (74,855 ) $ (63,268 ) Net cash used in investing activities increased $11.6 million primarily due to proceeds from the sale of ON Services of $28.9 million in 2022 and an increase in capital expenditures in 2023, offset in part by cash paid for the Glacier Raft Company acquisition in April of 2022 of $25.5 million.
Spiro and GES Exhibitions are both live event businesses and are collectively referred to as “GES.” Results of Operations Financial Highlights Year Ended December 31, (in thousands, except per share data) 2022 2021 2020 % Change 2022 vs. 2021 % Change 2021 vs. 2020 Total revenue $ 1,127,311 $ 507,340 $ 415,435 ** 22.1 % Net income (loss) attributable to Viad $ 23,220 $ (92,655 ) $ (374,094 ) ** 75.2 % Segment operating income (loss) (1) $ 68,944 $ (47,002 ) $ (116,240 ) ** 59.6 % Diluted income (loss) per common share from continuing operations attributable to Viad common stockholders $ 0.52 $ (5.04 ) $ (18.55 ) ** 72.8 % ** Change is greater than +/- 100% (1) Refer to Note 23 – Segment Information of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2022 Form 10-K) for a reconciliation of the non-GAAP financial measure, segment operating income (loss), to the most directly comparable GAAP measure. 2022 compared with 2021 • Total revenue increased $620.0 million, primarily due to increased revenue at GES of $507.7 million as live event activity at GES continued to improve and as certain previously canceled shows in 2021 took place during 2022, although on average at reduced capacities from pre-COVID-19 levels.
Financial Highlights Year Ended December 31, (in thousands, except per share data) 2023 2022 % Change 2023 vs. 2022 Total revenue $ 1,238,680 $ 1,127,311 9.9 % Net income attributable to Viad $ 16,017 $ 23,220 (31.0 )% Segment operating income (1) $ 108,443 $ 68,944 57.3 % Diluted income per common share from continuing operations attributable to Viad common stockholders $ 0.34 $ 0.52 (34.6 )% (1) Refer to Note 24 – Segment Information of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2023 Form 10-K) for a reconciliation of the non-GAAP financial measure, segment operating income, to the most directly comparable GAAP measure. • Total revenue increased $111.4 million, primarily due to increased revenue at GES of $60.4 million attributable to improved demand for exhibition management and experiential marketing services, offset in part by the sale of substantially all of the assets of GES’ United States audio-visual production business, ON Services, in December of 2022, which contributed revenue of $50.9 million during 2022, and negative show rotation of approximately $23 million.
Liquidity and Capital Resources We believe that our existing sources of liquidity will be sufficient to fund operations and projected capital outlays for at least the next 12 months and the longer term. 23 When assessing our current sources of liquidity, we include the following: December 31, 2022 2021 Unrestricted cash and cash equivalents (1) $ 59,719 $ 61,600 Available capacity on revolving credit facility (2) 86,670 87,422 Total available liquidity $ 146,389 $ 149,022 (1) As of December 31, 2022, we held approximately $49.2 million of our cash and cash equivalents outside of the United States, consisting of $20.6 million in Canada, $9.0 million in Iceland, $7.7 million in the Netherlands, $6.0 million in the United Arab Emirates, $3.9 million in the United Kingdom, and $2.0 million in other countries.
When assessing our current sources of liquidity, we include the following: December 31, 2023 2022 Unrestricted cash and cash equivalents (1) $ 52,704 $ 59,719 Available capacity on Revolving Credit Facility (2) 108,040 86,670 Total available liquidity $ 160,744 $ 146,389 (1) As of December 31, 2023, we held $50.4 million of our cash and cash equivalents outside of the United States.
Spiro and GES Exhibitions segment operating income improved $32.7 million and $63.8 million, respectively, from operating losses in the prior year period primarily due to higher revenue, offset in part by higher costs to support increased business activity, as well as a $9.1 million gain on sale of a GES Exhibitions warehouse in Orlando in 2021. 2021 compared with 2020 Spiro revenue increased $14.6 million and GES Exhibitions revenue decreased $29.2 million.
Pursuit revenue increased $51.0 million, which was driven primarily by stronger international visitation. • Net income attributable to Viad decreased $7.2 million, primarily due to a pre-tax gain on sale of ON Services of $19.6 million in 2022 as well as higher interest expense, net, of $13.1 million and higher income tax expense of $8.8 million, offset in part by higher segment operating income. • Segment operating income increased $39.5 million, primarily due to higher revenue at GES and Pursuit.
The estimated number of units to be achieved is updated each reporting period based on the number of units expected to vest and, where applicable, the level of achievement of predefined performance goals, until the date of settlement. The fair value of stock option grants is estimated on the date of grant using the Black-Scholes stock option pricing model.
The estimated number of awards to be achieved related to a performance condition is updated each reporting period based on the number of units expected to vest. The fair value of share-based awards that contain a performance goal based on a market condition such as total shareholder return is estimated using a Monte Carlo simulation.
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We operate through three reportable segments: Pursuit, Spiro, and GES Exhibitions. During the first quarter of 2022, we rebranded GES’ brand experiences business and introduced Spiro to the market to accelerate our growth by servicing the changing needs of today’s brand marketers across a broader spectrum of their experiential marketing needs.
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We operate through three reportable segments: Pursuit, Spiro, and GES Exhibitions. Spiro and GES Exhibitions are both live event businesses and are referred to collectively as “GES.” 18 Results of Operations A discussion related to our results of operations for 2023 compared to 2022 is presented below.
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Pursuit revenue increased $112.3 million, primarily due to increased visitation at Pursuit’s Canadian attractions, as well as incremental performance from Pursuit’s new experiences that were opened or acquired after January 1, 2021, which contributed revenue of $43.2 million during 2022 as compared to $15.6 million during 2021. • Net income attributable to Viad was $23.2 million during 2022 as compared to a net loss of $92.7 million during 2021.
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A discussion related to our results of operations for 2022 compared to 2021 can be found in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 28, 2023, and is incorporated herein by reference.
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This improvement of $115.9 million was primarily due to higher revenue and a gain on sale of GES’ United States audio-visual production business, ON Services, of $19.6 million, offset in part by higher expenses. • Total segment operating income was $68.9 million during 2022 as compared to a loss of $47.0 million during 2021.
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The growth in attractions revenue was driven primarily by stronger international tourism to Western Canada and Iceland, as well as higher revenue per attraction visitor of 2.7%.
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This improvement of $115.9 million was primarily due to higher revenue at GES and Pursuit, offset in part by a non-cash foreign currency unrealized loss of $4.2 million related to a finance lease remeasurement in addition to a $9.1 million gain on sale of a GES warehouse in Orlando during the 2021 period. 2021 compared with 2020 • Total revenue increased $91.9 million, primarily due to increased revenue at Pursuit of $110.2 million.
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The growth in hospitality revenue was driven primarily by revenue management efforts to drive stronger Revenue per Available Room (“RevPAR”) and increased guest demand in Western Canada, as well as higher ancillary revenue and an increase in room nights available of 3.9% with the addition of the Forest Park Alpine Hotel, which opened in August 2022.
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Although Pursuit continued to be affected by pandemic-related restrictions in certain international geographies, overall revenue at Pursuit improved from 2020 as health and travel restrictions lessened and people felt more comfortable traveling. Visitation from domestic travelers increased at Pursuit’s Glacier Park Collection and the Alaska Collection. Additionally, Canada’s border reopened during the third quarter of 2021.
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Pursuit segment operating income increased $29.4 million primarily due to the increase in revenue, offset in part by the increase in operating costs to support higher business volume during 2023. Performance Measures We use the following key business metrics to evaluate the performance of Pursuit’s attractions business: • Number of visitors.
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There also was strong regional and national demand from Canadians as they were required to stay closer to home. GES revenue decreased $18.3 million as live events remained largely shut down during the 18 first half of 2021.
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Attractions . The increase in number of attractions visitors during 2023 was primarily driven by strengthening international tourism to Western Canada and Iceland. The increase in same-store effective ticket price during 2023 was driven by revenue management efforts.
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Large scale in-person events started to take place during the second half of 2021 with generally lower exhibitor participation and lower attendance than pre-pandemic occurrences. • Net loss attributable to Viad improved $281.4 million during 2021 as compared to 2020, primarily reflecting impairment charges of $203.1 million recorded during 2020 and higher restructuring charges of $7.4 million recorded during 2020 as compared to 2021, as well as improved segment operating results during 2021 of $69.2 million. • Total segment operating loss improved $69.2 million during 2021 as compared to 2020, primarily due to the increase in revenue at Pursuit, offset in part by the elimination of performance-based incentives in 2020 as a result of the COVID-19 pandemic and GES’ decrease in revenue.
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Attractions ticket revenue on a same-store basis increased $30.9 million on a 21.1% increase in visitors and a 5.8% increase in effective ticket price during 2023. Hospitality . The increase in room nights available during 2023 was primarily driven by the addition of the Forest Park Hotel, which opened in August 2022.
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Visitation at Pursuit’s Canadian attractions increased nearly 90% as compared to 2021 when Pursuit’s operations were impacted by border restrictions and temporary government mandated closures at FlyOver Canada and FlyOver Iceland.
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The increase in RevPAR during 2023 was due to increases in ADR and occupancy primarily driven by revenue management efforts and increased guest demand in Western Canada. During 2023, rooms revenue on a same-store basis increased $6.5 million on a 9.1% increase in RevPAR and a 0.2% decrease in room nights available.
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Pursuit’s new experiences that were opened or acquired after January 1, 2021, including the Sky Lagoon (opened May 2021), the Golden Skybridge (opened June 2021), FlyOver Las Vegas (opened September 2021), the Glacier Raft Company (acquired April 2022), and the Forest Park Alpine Hotel (opened August 2022), contributed revenue of $43.2 million during 2022 as compared to those attractions acquired or opened in 2021 of $15.6 million.
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Spiro revenue increased $5.5 million primarily due to increased spending by existing clients and revenue from new clients and positive show rotation of approximately $7 million, offset in part by the sale of substantially all of the assets of ON Services in December of 2022, which contributed revenue of $27.6 million during 2022.
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Pursuit segment operating income increased $19.4 million primarily due to the increase in revenue, offset in part by a non-cash foreign currency unrealized loss of $4.2 million related to a finance lease remeasurement, higher operating costs, including insurance and compensation-related expenses during 2022, as well as COVID-19 wage subsidies received in 2021 of $11.3 million from the Canadian government’s emergency wage subsidy program that did not repeat in 2022. 2021 compared with 2020 Pursuit revenue increased $110.2 million, which reflected the continued strengthening of leisure travel demand during the second half of 2021 versus 2020 as pandemic-related restrictions lessened and as people started to feel more comfortable traveling.

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Item 7A. Quantitative and Qualitative Disclosures About Market Risk

Market Risk — interest-rate, FX, commodity exposure

10 edited+1 added−0 removed6 unchanged
Biggest changeRefer to Note 12 – Debt and Finance Obligations and Note 24 – Subsequent Events of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2022 Form 10-K) for further information. 30
Biggest changeRefer to Note 13 - Derivative of the Notes to Consolidated Financial Statements (Part II, Item 8 of this 2023 Form 10-K) for further information. We are exposed to short-term and long-term interest rate risk on certain of our debt obligations.
Our foreign operations are primarily in Canada, the United Kingdom, Iceland, the Netherlands, United Arab Emirates, and Germany. The functional currency of our foreign subsidiaries is their local currency. Accordingly, for purposes of consolidation, we translate the assets and liabilities of our foreign subsidiaries into U.S. dollars at the foreign exchange rates in effect at the balance sheet date.
Our foreign operations are primarily in Canada, the United Kingdom, Iceland, the Netherlands, the Middle East, and Germany. The functional currency of our foreign subsidiaries is their local currency. Accordingly, for purposes of consolidation, we translate the assets and liabilities of our foreign subsidiaries into U.S. dollars at the foreign exchange rates in effect at the balance sheet date.
As of December 31, 2022, we had long-term contractual liabilities that were denominated in nonfunctional currencies of $47.9 million. As foreign exchange rates fluctuate, these liabilities are remeasured, and the corresponding adjustment is recorded in the Consolidated Statements of Operations.
As of December 31, 2023, we had long-term contractual liabilities that were denominated in nonfunctional currencies of $46.9 million. As foreign exchange rates fluctuate, these liabilities are remeasured, and the corresponding adjustment is recorded in the Consolidated Statements of Operations.
A hypothetical change of 10% in the Icelandic Krona exchange rate would result in a change to 2022 operating income of approximately $0.2 million. We are exposed to foreign exchange transaction risk, as our foreign subsidiaries have certain loans and leases denominated in currencies other than the functional currency of the respective subsidiary.
A hypothetical change of 10% in the Icelandic Krona exchange rate would result in a change to 2023 operating income of approximately $1.3 million. We are exposed to foreign exchange transaction risk, as our foreign subsidiaries have certain loans and leases denominated in currencies other than the functional currency of the respective subsidiary.
We do not currently hedge our net earnings exposure arising from the translation of our foreign revenue and segment operating income (loss). A hypothetical change of 10% in the Canadian dollar exchange rate would result in a change to 2022 operating income of approximately $3.2 million.
We do not currently hedge our net earnings exposure arising from the translation of our foreign revenue and segment operating income (loss). A hypothetical change of 10% in the Canadian dollar exchange rate would result in a change to 2023 operating income of approximately $5.7 million.
We recorded an unrealized foreign currency translation loss in other comprehensive income (loss) of $26.8 million during the year ended December 31, 2022 and a gain of $0.5 million during the year ended December 31, 2021.
We recorded an unrealized foreign currency translation gain in other comprehensive income (loss) of $7.6 million during the year ended December 31, 2023 and a loss of $26.8 million during the year ended December 31, 2022.
We recorded cumulative unrealized foreign currency translation losses in stockholders’ equity of $43.0 million as of December 31, 2022 and $16.2 million as of December 31, 2021.
We recorded cumulative unrealized foreign currency translation losses in stockholders’ equity of $35.3 million as of December 31, 2023 and $43.0 million as of December 31, 2022.
A hypothetical change of 10% in the British pound exchange rate would result in a change to 2022 operating income of approximately $0.2 million. A hypothetical change of 10% in the Euro exchange rate would result in a change to 2022 operating income of approximately $0.5 million.
A hypothetical change of 10% in the British pound exchange rate would result in a change to 2023 operating income of approximately $0.9 million. A hypothetical change of 10% in the Euro exchange rate would result in a change to 2023 operating income of approximately $0.7 million.
A hypothetical change of 10% in foreign currency rates could result in an adjustment to the Consolidated Statements of Operations of approximately $4.8 million. As of December 31, 2022 and 2021, we did not have any outstanding foreign currency forward contracts. We are exposed to short-term and long-term interest rate risk on certain of our debt obligations.
A hypothetical change of 10% in foreign 27 currency rates could result in an adjustment to the Consolidated Statements of Operations of approximately $4.7 million. As of December 31, 2023 and 2022, we did not have any outstanding foreign currency forward contracts.
A hypothetical change of 10% in interest rates would result in a change to 2022 interest expense of approximately $4 million. 29 On January 4, 2023, we entered into an interest rate cap agreement with an effective date of January 31, 2023 to hedge cash flows on $300 million of our Term Loan B.
On January 4, 2023, we entered into an interest rate cap agreement with an effective date of January 31, 2023 to hedge cash flows on $300 million of our SOFR-based borrowings under the 2021 Credit Facility.
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A hypothetical change of 10% in interest rates would result in a change to 2023 interest expense of approximately $5 million. 28

Other PRSU 10-K year-over-year comparisons