Document and Entity Information
Document and Entity Information - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 22, 2022 | Jun. 30, 2021 | |
Cover [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | SeaWorld Entertainment, Inc. | ||
Entity Central Index Key | 0001564902 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Interactive Data Current | Yes | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Public Float | $ 2,560,513,794 | ||
Entity Common Stock, Shares Outstanding | 75,649,342 | ||
Entity Shell Company | false | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Title of 12(b) Security | Common Stock, par value $0.01 per share | ||
Trading Symbol | SEAS | ||
Security Exchange Name | NYSE | ||
Entity File Number | 001-35883 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 27-1220297 | ||
Entity Address, Address Line One | 6240 Sea Harbor Drive | ||
Entity Address, City or Town | Orlando | ||
Entity Address, State or Province | FL | ||
Entity Address, Postal Zip Code | 32821 | ||
City Area Code | (407) | ||
Local Phone Number | 226-5011 | ||
Documents Incorporated by Reference | Portions of the registrant’s definitive proxy statement to be filed with the Securities and Exchange Commission relating to the 2022 Annual Meeting of Stockholders, which statement will be filed pursuant to Regulation 14A not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K, are incorporated by reference into Part III of this report. | ||
Document Annual Report | true | ||
ICFR Auditor Attestation Flag | true | ||
Document Transition Report | false | ||
Auditor Firm ID | 34 | ||
Auditor Name | Deloitte & Touche LLP | ||
Auditor Location | Tampa, FL |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 443,707 | $ 433,909 |
Accounts receivable, net | 76,948 | 30,410 |
Inventories | 29,478 | 30,700 |
Prepaid expenses and other current assets | 17,263 | 12,418 |
Total current assets | 567,396 | 507,437 |
Property and equipment, at cost | 3,385,308 | 3,272,705 |
Accumulated depreciation | (1,740,144) | (1,611,745) |
Property and equipment, net | 1,645,164 | 1,660,960 |
Goodwill | 66,278 | 66,278 |
Trade names/trademarks, net | 157,000 | 157,000 |
Right of use assets-operating leases | 132,217 | 136,572 |
Deferred tax assets, net | 23,995 | 22,847 |
Other assets, net | 18,266 | 15,264 |
Total assets | 2,610,316 | 2,566,358 |
Current liabilities: | ||
Accounts payable and accrued expenses | 134,311 | 105,369 |
Current maturities of long-term debt | 12,000 | 15,505 |
Operating lease liabilities | 2,895 | 3,757 |
Accrued salaries, wages and benefits | 22,156 | 10,781 |
Deferred revenue | 154,793 | 130,759 |
Other accrued liabilities | 45,811 | 50,950 |
Total current liabilities | 371,966 | 317,121 |
Long-term debt, net | 2,104,835 | 2,177,137 |
Long-term operating lease liabilities | 117,046 | 120,144 |
Deferred tax liabilities, net | 12,803 | 15,772 |
Other liabilities | 37,582 | 41,987 |
Total liabilities | 2,644,232 | 2,672,161 |
Commitments and contingencies (Note 15) | ||
Stockholders’ Deficit: | ||
Preferred stock, $0.01 par value—authorized, 100,000,000 shares, no shares issued or outstanding at December 31, 2021 and 2020 | ||
Common stock, $0.01 par value—authorized, 1,000,000,000 shares; 95,541,992 and 94,652,248 shares issued at December 31, 2021 and 2020, respectively | 955 | 946 |
Additional paid-in capital | 711,474 | 680,360 |
Accumulated deficit | (115,287) | (371,800) |
Treasury stock, at cost (19,953,042 and 16,260,248 shares at December 31, 2021 and 2020, respectively) | (631,058) | (415,309) |
Total stockholders’ deficit | (33,916) | (105,803) |
Total liabilities and stockholders’ deficit | $ 2,610,316 | $ 2,566,358 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 95,541,992 | 94,652,248 |
Treasury stock, shares | 19,953,042 | 16,260,248 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Net revenues: | |||
Total revenues | $ 1,503,730 | $ 431,779 | $ 1,398,244 |
Costs and expenses: | |||
Cost of food, merchandise and other revenues | 114,287 | 36,712 | 108,953 |
Operating expenses (exclusive of depreciation and amortization shown separately below) | 622,419 | 388,473 | 649,657 |
Selling, general and administrative expenses | 184,871 | 94,885 | 261,701 |
Severance and other separation costs | 1,531 | 2,826 | 4,176 |
Depreciation and amortization | 148,660 | 150,546 | 160,557 |
Total costs and expenses | 1,071,768 | 673,442 | 1,185,044 |
Operating income (loss) | 431,962 | (241,663) | 213,200 |
Other expense, net | 144 | 276 | 18 |
Interest expense | 116,642 | 100,907 | 84,178 |
Loss on early extinguishment of debt and write-off of discounts and debt issuance costs | 58,827 | ||
Income (loss) before income taxes | 256,349 | (342,846) | 129,004 |
(Benefit from) provision for income taxes | (164) | (30,525) | 39,528 |
Net income (loss) | 256,513 | (312,321) | 89,476 |
Other comprehensive income (loss): | |||
Unrealized gain (loss) on derivatives, net of tax | 1,559 | (3,843) | |
Comprehensive income (loss) | $ 256,513 | $ (310,762) | $ 85,633 |
Earnings (loss) per share: | |||
Earnings (loss) per share, basic | $ 3.28 | $ (3.99) | $ 1.11 |
Earnings (loss) per share, diluted | $ 3.22 | $ (3.99) | $ 1.10 |
Weighted average common shares outstanding: | |||
Basic | 78,302 | 78,194 | 80,309 |
Diluted | 79,575 | 78,194 | 81,044 |
Admissions [Member] | |||
Net revenues: | |||
Total revenues | $ 851,891 | $ 255,376 | $ 802,834 |
Food, Merchandise and Other [Member] | |||
Net revenues: | |||
Total revenues | $ 651,839 | $ 176,403 | $ 595,410 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' (Deficit) Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-In Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Treasury Stock, at Cost [Member] |
Beginning Balance at Dec. 31, 2018 | $ 265,194 | $ 934 | $ 663,834 | $ (148,955) | $ 2,284 | $ (252,903) |
Beginning Balance, shares at Dec. 31, 2018 | 93,400,929 | |||||
Equity-based compensation | 11,106 | 11,106 | ||||
Unrealized gain (loss) on derivatives, net of tax | (3,843) | (3,843) | ||||
Vesting of restricted shares | $ 6 | (6) | ||||
Vesting of restricted shares, shares | 608,851 | |||||
Shares withheld for tax withholdings | (4,841) | $ (2) | (4,839) | |||
Shares withheld for tax withholdings, shares | (176,673) | |||||
Exercise of stock options | 3,795 | $ 2 | 3,793 | |||
Exercise of stock options, shares | 211,096 | |||||
Adjustments to previous dividend declarations | 5 | 5 | ||||
Repurchase of shares of treasury stock, at cost | (150,000) | (150,000) | ||||
Net income (loss) | 89,476 | 89,476 | ||||
Ending Balance at Dec. 31, 2019 | 210,892 | $ 940 | 673,893 | (59,479) | (1,559) | (402,903) |
Ending Balance, shares at Dec. 31, 2019 | 94,044,203 | |||||
Equity-based compensation | 7,467 | 7,467 | ||||
Unrealized gain (loss) on derivatives, net of tax | 1,559 | $ 1,559 | ||||
Vesting of restricted shares | $ 6 | (6) | ||||
Vesting of restricted shares, shares | 609,286 | |||||
Shares withheld for tax withholdings | (3,915) | $ (2) | (3,913) | |||
Shares withheld for tax withholdings, shares | (158,865) | |||||
Exercise of stock options | 2,920 | $ 2 | 2,918 | |||
Exercise of stock options, shares | 157,624 | |||||
Adjustments to previous dividend declarations | 1 | 1 | ||||
Repurchase of shares of treasury stock, at cost | (12,406) | (12,406) | ||||
Net income (loss) | (312,321) | (312,321) | ||||
Ending Balance at Dec. 31, 2020 | $ (105,803) | $ 946 | 680,360 | (371,800) | (415,309) | |
Ending Balance, shares at Dec. 31, 2020 | 94,652,248 | 94,652,248 | ||||
Equity-based compensation | $ 39,722 | 39,722 | ||||
Vesting of restricted shares | $ 9 | (9) | ||||
Vesting of restricted shares, shares | 888,406 | |||||
Shares withheld for tax withholdings | (14,506) | $ (3) | (14,503) | |||
Shares withheld for tax withholdings, shares | (288,229) | |||||
Exercise of stock options | $ 5,907 | $ 3 | 5,904 | |||
Exercise of stock options, shares | 289,567 | 289,567 | ||||
Repurchase of shares of treasury stock, at cost | $ (215,749) | (215,749) | ||||
Net income (loss) | 256,513 | 256,513 | ||||
Ending Balance at Dec. 31, 2021 | $ (33,916) | $ 955 | $ 711,474 | $ (115,287) | $ (631,058) | |
Ending Balance, shares at Dec. 31, 2021 | 95,541,992 | 95,541,992 |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Stockholders' Equity (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Repurchase of treasury shares, shares | 469,785 | 5,615,874 |
Accumulated Other Comprehensive Income (Loss) [Member] | ||
Unrealized gain (loss) on derivatives, tax (benefit) expense | $ 572 | $ (1,421) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash Flows From Operating Activities: | |||
Net income (loss) | $ 256,513 | $ (312,321) | $ 89,476 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 148,660 | 150,546 | 160,557 |
Amortization of debt issuance costs and discounts | 6,419 | 5,025 | 3,446 |
Loss on early extinguishment of debt and write-off of discounts and debt issuance costs | 52,011 | ||
Deferred income tax (benefit) provision | (4,117) | (31,414) | 37,998 |
Equity-based compensation | 39,722 | 7,467 | 11,106 |
Other including loss on impairment or disposal of assets, net | 5,816 | 6,046 | 4,616 |
Changes in assets and liabilities: | |||
Accounts receivable | (58,927) | 24,761 | 10,865 |
Inventories | 644 | 2,267 | 721 |
Prepaid expenses and other current assets | (2,424) | 5,210 | (27,359) |
Accounts payable and accrued expenses | 20,050 | 1,640 | 2,733 |
Accrued salaries, wages and benefits | 11,375 | (4,718) | (5,467) |
Deferred revenue | 33,070 | 25,065 | 665 |
Other accrued liabilities | (3,785) | (422) | 57,684 |
Right-of-use assets and operating lease liabilities | 396 | 561 | 501 |
Other assets and liabilities | (2,411) | (442) | 874 |
Net cash provided by (used in) operating activities | 503,012 | (120,729) | 348,416 |
Cash Flows From Investing Activities: | |||
Capital expenditures | (128,854) | (109,175) | (195,217) |
Other investing activities, net | 24 | ||
Net cash used in investing activities | (128,854) | (109,175) | (195,193) |
Cash Flows From Financing Activities: | |||
Proceeds from the issuance of debt, net | 1,922,222 | 713,658 | |
Repayments of long-term debt | (2,032,728) | (15,505) | (15,506) |
Proceeds from draw on revolving credit facility | 272,500 | 294,000 | |
Repayments of revolving credit facility | (322,500) | (274,000) | |
Purchase of treasury stock | (215,749) | (12,406) | (150,000) |
Payment of tax withholdings on equity-based compensation through shares withheld | (14,506) | (3,915) | (4,841) |
Exercise of stock options | 5,907 | 2,920 | 3,795 |
Debt issuance costs | (23,272) | (7,530) | |
Other financing activities | (6,771) | (3,018) | (753) |
Net cash (used in) provided by financing activities | (364,897) | 624,204 | (147,305) |
Change in Cash and Cash Equivalents, including Restricted Cash | 9,261 | 394,300 | 5,918 |
Cash and Cash Equivalents, including Restricted Cash—Beginning of year | 435,225 | 40,925 | 35,007 |
Cash and Cash Equivalents, including Restricted Cash—End of year | 444,486 | 435,225 | 40,925 |
Supplemental Disclosures of Noncash Financing Activities | |||
Capital expenditures in accounts payable and accrued expenses | 20,468 | 12,544 | $ 39,538 |
Other financing arrangements | $ 4,239 | $ 3,890 |
Description of the Business
Description of the Business | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Description of the Business | 1. DESCRIPTION OF THE BUSINESS SeaWorld Entertainment, Inc., through its wholly-owned subsidiary, SeaWorld Parks & Entertainment, Inc. (“SEA”) (collectively, the “Company”), owns and operates twelve theme parks within the United States. Prior to December 1, 2009, the Company did not have any operations. On December 1, 2009, the Company acquired all of the outstanding equity interest of Busch Entertainment LLC and affiliates from Anheuser Busch Companies, Inc. and Anheuser-Busch InBev SA/NV (“ABI”). The Company completed an initial public offering in April 2013. See further discussion relating to subsequent ownership changes in Note 17–Related-Party Transactions. The Company operates SeaWorld theme parks in Orlando, Florida; San Antonio, Texas; and San Diego, California, and Busch Gardens theme parks in Tampa, Florida, and Williamsburg, Virginia. The Company operates water park attractions in Orlando, Florida (Aquatica); San Antonio, Texas (Aquatica); San Diego, California, (Aquatica, which will be converted to a Sesame Place park in 2022); Tampa, Florida (Adventure Island); and Williamsburg, Virginia (Water Country USA). The Company also operates a reservations-only theme park in Orlando, Florida (Discovery Cove) and a theme park in Langhorne, Pennsylvania (Sesame Place). During the years ended December 31, 2021 and 2019, respectively, approximately 58% and 57% of the Company’s revenues were generated in the State of Florida which exposes the Company to risks affecting the Florida market, such as natural disasters, severe weather or other incidents. During the year ended December 31, 2020, more than 70% of the Company’s revenues were generated in the State of Florida, due in part to the temporary park closures and limited operations as a result of the COVID-19 pandemic. See Impact of Global COVID-19 Pandemic Impact of Global COVID-19 Pandemic The Company’s results of operations for the years ended December 31, 2021 and 2020 were impacted by the global COVID-19 pandemic due in part to the following factors: (i) capacity limitations, modified/limited operations and/or temporary park closures which were in place for portions of the respective periods; (ii) decreased demand due to public concerns associated with the pandemic; (iii) restrictions on international travel and; (iv) a decline in both international and group-related attendance. In response to the COVID-19 pandemic, and in compliance with government restrictions, the Company temporarily closed all of its theme parks effective March 16, 2020. Beginning in June 2020, the Company began the phased reopening of some of its parks with enhanced health, safety and cleaning measures, capacity limitations and/or modified/limited operations, which at times included reduced hours and/or reduced operating days. By the end of August 2020, the Company had reopened 10 of its 12 parks on a limited basis. The Company was unable to reopen its Aquatica water park in California and its Water Country USA water park in Virginia for the 2020 operating season but opened both parks for their 2021 operating season. At the start of 2021, seven of the Company’s 12 parks were open but were operating with capacity limitations or modified/limited operations. By the end of the second quarter of 2021, all of the Company’s 12 parks were open, and operating without COVID-19 related capacity limitations. Due to the COVID-19 pandemic, the Company has taken a number of proactive measures for the safety of its guests, employees and animals, to manage costs and expenditures, and to maximize liquidity in response to the temporary park closures and limited reopenings related to the COVID-19 pandemic. Some of the measures taken in 2020 included, but were not limited to: (i) increased its revolving credit commitments on March 10, 2020 prior to the temporary park closures; (ii) issued first-priority senior secured notes and second-priority senior secured notes in 2020 to raise additional capital and further enhance available liquidity at the time; (iii) entered into amendments to its existing senior secured credit facilities to amend financial covenants at the time; (iv) furloughed approximately 95% of its employees in 2020 upon closing all of its parks; (v) obtained payroll tax credits and deferred certain social security payroll taxes under the CARES act; (vi) temporarily reduced executive officers’ base salary by 20% through November 2020; (vii) eliminated and/or deferred all non-essential operating expenses at all of its parks and corporate headquarters while the parks were closed and actively managed operating expenses as parks reopened; (viii) eliminated substantially all advertising and marketing spend while the parks were closed and strategically managed marketing spend as parks reopened; (ix) substantially reduced or deferred all capital expenditures starting in March 2020 (other than minimal essential capital expenditures) when the parks were closed and postponed the opening of rides that were still under construction and scheduled to open in 2020; (x) worked with certain of its vendors and other business partners to manage, defer, and/or abate certain costs and payments and; (xi) added additional levels of review and approval for payments and cash disbursements which remained in place through 2021. The Company continuously monitors guidance from federal, state and local authorities and engages with governmental authorities as well as medical/scientific consultants. The Company may adjust its plans accordingly as laws change and new information and guidance becomes available. The COVID-19 pandemic has had, and may continue to have, a material impact on the Company’s financial results. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company and its wholly-owned subsidiaries, including SEA. All intercompany accounts have been eliminated in consolidation. Use of Estimates The preparation of financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates and assumptions include, but are not limited to, the accounting for self-insurance, deferred tax assets and liabilities, deferred revenue, equity compensation, the valuation of goodwill and other indefinite-lived intangible assets and reviews for potential impairment of long-lived assets. Estimates are based on various factors including current and historical trends, as well as other pertinent company and industry data. The Company regularly evaluates this information to determine if it is necessary to update the basis for its estimates and to adjust for known changes. Actual results could differ from those estimates. Based on the uncertainty relating to the COVID-19 pandemic, including but not limited to the impact or timing of government restrictions, any future capacity limitations due to social distancing guidelines, public sentiment on social gatherings, travel and attendance patterns, travel restrictions, effectiveness and adoption of vaccines, the impact of new variants, potential supply chain disruptions and additional actions which could be taken by government authorities to manage the pandemic, the Company is not certain of the ultimate impact the COVID-19 pandemic could have on its estimates, business or results of operations. Cash and Cash Equivalents Cash and cash equivalents include cash held at financial institutions as well as operating cash onsite at each theme park to fund daily operations and amounts due from third-party credit card companies with settlement terms of less than four days. The amounts due from third-party credit card companies totaled $11.5 million and $4.9 million at December 31, 2021 and 2020, respectively. The cash balances in all accounts held at financial institutions are insured up to $250,000 by the Federal Deposit Insurance Corporation (“FDIC”) through December 31, 2021. At times, cash balances may exceed federally insured amounts and potentially subject the Company to a concentration of credit risk. Management believes that no significant concentration of credit risk exists with respect to these cash balances because of its assessment of the creditworthiness and financial viability of the respective financial institutions. From time to time, the Company may invest in certain highly liquid instruments with original maturities of three months or less. These instruments may include money market mutual funds, certificates of deposit or time deposits, among others, which may or may not qualify for FDIC insurance. The Company classifies any such instruments as cash and cash equivalents based on their short-term maturities. Restricted Cash Restricted cash is recorded in prepaid expenses and other current assets in the accompanying consolidated balance sheets. Restricted cash consists primarily of funds received from strategic partners for use in approved marketing and promotional activities. December 31, December 31, 2021 2020 (In thousands) Cash and cash equivalents $ 443,707 $ 433,909 Restricted cash, included in prepaid expenses and other current assets 779 1,316 Total cash, cash equivalents and restricted cash $ 444,486 $ 435,225 Accounts Receivable—Net Accounts receivable are reported at net realizable value and consist primarily of amounts due from customers for the sale of admission products, including amounts due for admissions products purchased on monthly installment arrangements. The Company is not exposed to a significant concentration of credit risk. The Company records an allowance on trade accounts receivable with an offset to the provision for bad debt for estimated credit losses expected based on its history of uncollectable accounts. For all periods presented, the provision for bad debt was immaterial. The Company also records an allowance for estimated credit losses on amounts due from monthly installment arrangements based on historical default rates. As of December 31, 2021 and 2020, the Company recorded $17.7 million and $6.7 million, respectively, as an allowance on its installment arrangements, which is included in accounts receivable, net, in the accompanying consolidated balance sheets, with a corresponding reduction to deferred revenue. Inventories Inventories are accounted for using the weighted average cost method and are stated at the lower of cost or net realizable value. Inventories consist primarily of products for resale, including merchandise, culinary items and miscellaneous supplies. Obsolete or excess inventories are recorded at their estimated realizable value. Property and Equipment—Net Property and equipment are recorded at cost. The cost of ordinary or routine maintenance, repairs, spare parts and minor renewals is expensed as incurred. Development costs associated with new attractions and products are generally capitalized after necessary feasibility studies have been completed and final concept or contracts have been approved. The cost of assets is depreciated using the straight-line method based on the following estimated useful lives: Land improvements 10-40 years Buildings 5-40 years Rides, attractions and equipment 3-20 years Animals 1-50 years Certain costs related to animals exhibited in the theme parks are capitalized and amortized over their estimated lives (1-50 years). All costs to care for animals are expensed as incurred. Construction in progress assets consist primarily of new rides, attractions and infrastructure improvements that have not yet been placed in service. These assets are stated at cost and are not depreciated. Once construction of the assets is completed and placed into service, assets are reclassified to the appropriate asset class based on their nature and depreciated in accordance with the useful lives above. Debt interest is capitalized on all active construction projects. Total interest capitalized for the years ended December 31, 2021, 2020 and 2019 was $7.3 million, $6.3 million and $4.6 million, respectively. Computer System Development Costs The Company capitalizes computer system development costs that meet established criteria and, once placed in service, amortizes those costs to expense on a straight-line basis over five years. Total capitalized costs related to computer system development costs, net of accumulated amortization, were $1.5 million and $2.4 million as of December 31, 2021 and 2020, respectively, and are recorded in other assets in the accompanying consolidated balance sheets. Accumulated amortization was $12.4 million and $11.2 million as of December 31, 2021 and 2020, respectively. Amortization expense of capitalized computer system development costs during the years ended December 31, 2021, 2020 and 2019 was $1.4 million, $1.7 million and $2.2 million, respectively, and is recorded in depreciation and amortization in the accompanying consolidated statements of comprehensive income (loss). Systems reengineering costs do not meet the proper criteria for capitalization and are expensed as incurred. Goodwill and Other Indefinite-Lived Intangible Assets Goodwill and other indefinite-lived intangible assets are not amortized, but instead reviewed for impairment at least annually during the fourth quarter, and as of an interim date should factors or indicators become apparent that would require an interim test, with ongoing recoverability based on applicable reporting unit overall financial performance and consideration of significant events or changes in the overall business environment or macroeconomic conditions. Such events or changes in the overall business environment could include, but are not limited to, significant negative trends or unanticipated changes in the competitive or macroeconomic environment. In assessing goodwill for impairment, the Company may choose to initially evaluate qualitative factors to determine if it is more likely than not that the estimated fair value of a reporting unit is less than its carrying amount. The Company considers several factors, including macroeconomic conditions, industry and market conditions, overall financial performance of the reporting unit, changes in management, strategy or customers, and relevant reporting unit specific events such as a change in the carrying amount of net assets, a more likely than not expectation of selling or disposing all, or a portion, of a reporting unit, and the testing of recoverability of a significant asset group within a reporting unit. If the qualitative assessment is not conclusive, then a quantitative impairment analysis for goodwill is performed at the reporting unit level. The Company may also choose to perform this quantitative impairment analysis instead of the qualitative analysis. The quantitative impairment analysis compares the estimated fair value of the reporting unit, determined using the income and/or market approach, to its recorded amount. If the recorded amount exceeds the fair value, then a goodwill impairment charge is recorded for the difference up to the recorded amount of goodwill. The determination of fair value in the Company’s goodwill impairment analysis is based on an estimate of fair value for the relevant reporting unit utilizing known and estimated inputs at the evaluation date. Some of those inputs include, but are not limited to, estimates of future revenue and expense growth, estimated market multiples, expected capital expenditures, income tax rates and cost of invested cap ital. The Company’s other indefinite-lived intangible assets consist of certain trade names/trademarks and other intangible assets which, after considering legal, regulatory, contractual, and other competitive and economic factors, are determined to have indefinite lives and are valued using the relief from royalty method. Trade names/trademarks are combined by brand as a unit of accounting when testing for impairment as the brand represents the highest and best use of the asset and drives the Company’s marketing strategy and international license agreements. E stimates required in this valuation method include estimated future revenues impacted by the trade names/trademarks, royalty rates, and appropriate discount rates. Projections are based on management’s best estimates given recent financial performance, market trends, strategic plans, brand awareness, operating characteristics by park, and other available information. See Note 9–Goodwill and Trade Names/Trademarks, Net, for further details. Impairment of Long-Lived Assets All long-lived assets are reviewed for impairment upon the occurrence of events or changes in circumstances that would indicate that the carrying value of the assets may not be recoverable. An impairment loss may be recognized when estimated undiscounted future cash flows expected to result from the use of the asset, including disposition, are less than the carrying value of the asset. The measurement of the impairment loss to be recognized is based upon the difference between the estimated fair value and the carrying amounts of the assets. Fair value is generally determined based upon a discounted cash flow analysis. In order to determine if an asset has been impaired, assets are grouped and tested at the lowest level for which identifiable independent cash flows are available (generally a theme park). See further discussion in Note 8–Property and Equipment, Net. Self-Insurance Reserves Reserves are recorded for the estimated amounts of guest and employee claims and expenses incurred each period that are not covered by insurance. Reserves are established for both identified claims and incurred but not reported (“IBNR”) claims. Such amounts are accrued for when claim amounts become probable and estimable. Reserves for identified claims are based upon the Company’s historical claims experience and third-party estimates of settlement costs. Reserves for IBNR claims are based upon the Company’s claims data history, actuarially determined loss development factors and qualitative considerations such as claims management activities. The Company maintains self-insurance reserves for healthcare, auto, general liability and workers’ compensation claims. Total claims reserves were $30.5 million at December 31, 2021, of which $1.7 million is recorded in accrued salaries, wages and benefits, $8.2 million is recorded in other accrued liabilities and the remaining long-term portion is recorded in other liabilities in the accompanying consolidated balance sheets. Total claims reserves were $31.1 million at December 31, 2020, of which $1.8 million is recorded in accrued salaries, wages and benefits, $7.5 million is recorded in other accrued liabilities and the remaining long-term portion is recorded in other liabilities in the accompanying consolidated balance sheets. All reserves are periodically reviewed for changes in facts and circumstances and adjustments are made as necessary. Debt Issuance Costs Debt issuance costs are amortized to interest expense using the effective interest method over the term of the related debt and are included in long-term debt, net, in the accompanying consolidated balance sheets. See further discussion in Note 11–Long-Term Debt. Share Repurchase Program and Treasury Stock From time to time, the Company’s Board of Directors (the “Board”) may authorize share repurchases of common stock. Shares repurchased under Board authorizations are currently held in treasury for general corporate purposes. The Company accounts for treasury stock on the trade date under the cost method. Treasury stock at December 31, 2021 and 2020 is recorded as a reduction to stockholders’ (deficit) equity. See further discussion of the Company’s share repurchase program in Note 20–Stockholders’ (Deficit) Equity. Revenue Recognition The Company records revenue in accordance with Accounting Standards Codification (“ASC”), Topic 606, Revenue from Contracts with Customers, Admissions Revenue Admissions revenue primarily consists of single-day tickets, annual or season passes or other multi-day or multi-park admission products. Admission products with similar characteristics are analyzed using a portfolio approach for each separate park as the Company expects that the effects on the consolidated financial statements of applying ASC 606 to the portfolio does not differ materially from applying the guidance to individual contracts within the portfolio. For single-day tickets, the Company recognizes revenue at a point in time, upon admission to the park. Annual passes, season passes or other multi-day or multi-park passes allow guests access to specific parks over a specified time period. For these pass and multi-use products, revenue is deferred and recognized over the terms of the admission product based on estimated redemption rates for similar products and is adjusted periodically. The Company estimates redemption rates using historical and forecasted attendance trends by park for similar products. Attendance trends factor in seasonality and are adjusted based on actual trends periodically. These estimated redemption rates impact the timing of when revenue is recognized on these products. Actual results could materially differ from these estimates based on actual attendance patterns. Revenue is recognized on a pro-rata basis based on the estimated allocated selling price of the admission product. In 2020, as a result of the temporary park closures due to the COVID-19 pandemic, the Company upgraded some of its pass products and extended pass expiration dates for at least the equivalent period the related parks were closed. As a result, the Company adjusted its estimated redemption and recognition patterns on these products to reflect the fact that there was no attendance during the park closures and accordingly the Company did not recognize revenue from these admission products while the parks were temporarily closed in 2020. For passes under installment plans that had transitioned to a month to month basis, the Company temporarily paused monthly charges when the related parks reopened for the equivalent period the respective parks were closed. Accordingly, payments received during the closure period were recorded as deferred revenue and recognized as revenue once the respective parks reopened in 2020, which may not have necessarily reflected attendance patterns for these guests. The Company has also entered into agreements with certain external theme park, zoo and other attraction operators to jointly market and sell single and multi-use admission products. These joint products allow admission to both a Company park(s) and an external park, zoo or other attraction. The agreements with the external partners specify the allocation of revenue to Company parks from any jointly sold products. Whether the Company or the external partner sells the product, the Company’s portion of revenue is deferred until the first time the product is redeemed at one of the Company’s parks and recognized over its related use in a manner consistent with the Company’s other admission products. Additionally, the Company barters theme park admission products and sponsorship opportunities for advertising, employee recognition awards, and various other services. The fair value of the products or services is recognized into admissions revenue and related expenses at the time of the exchange and approximates the estimated fair value of the goods or services provided or received, whichever is more readily determinable. For the years ended December 31, 2021, 2020 and 2019, amounts included within admissions revenue with an offset to either selling, general and administrative expenses or operating expenses in the accompanying consolidated statements of comprehensive income (loss) related to bartered ticket transactions were $13.6 million, $4.7 million and $16.2 million, respectively. Food, Merchandise and Other Revenue Food, merchandise and other revenue primarily consists of food and beverage, merchandise, parking and other in-park products and also includes other miscellaneous revenue which is not significant in the periods presented. The Company recognizes revenue for food and beverage, merchandise and other in-park products when the related products or services are received by the guests. Certain admission products may also include bundled products at the time of purchase, such as food and beverage or merchandise items. The Company conducts an analysis of bundled products to identify separate distinct performance obligations that are material in the context of the contract. For those products that are determined to be distinct performance obligations and material in the context of the contract, the Company allocates a portion of the transaction price to each distinct performance obligation using each performance obligation’s standalone price. If the bundled product is related to a pass product and offered over time, revenue will be recognized over time accordingly. See further discussion in Note 4–Revenues. Advertising and Promotional Costs Advertising production costs are deferred and expensed the first time the advertisement is shown. Other advertising and media costs are expensed as incurred and, for the years ended December 31, 2021, 2020 and 2019, totaled approximately $81.4 million, $48.1 million and $138.3 million, respectively, and are included in selling, general and administrative expenses in the accompanying consolidated statements of comprehensive income (loss). Equity-Based Compensation In accordance with ASC 718, Compensation-Stock Compensation The Company grants time-vesting restricted shares and units, time-vesting deferred stock units, performance-vesting restricted shares and units, and stock options. On occasion, the Company may modify the terms or conditions of an equity award for its employees. If an award is modified, the Company evaluates the type of modification in accordance with ASC 718 to determine the appropriate accounting. See further discussion in Note 19–Equity-Based Compensation. Restructuring Costs The Company accounts for exit or disposal of activities in accordance with ASC 420, Exit or Disposal Cost Obligations Compensation-Nonretirement Postemployment Benefits If the one-time benefit arrangements are not part of an ongoing benefit arrangement or an individual deferred compensation contract, a liability is recognized and measured at its fair value for one-time termination benefits once the plan of termination is communicated to affected employees and it meets all of the following criteria: (i) management commits to a plan of termination, (ii) the plan identifies the number of employees to be terminated and their job classifications or functions, locations and the expected completion date, (iii) the plan establishes the terms of the benefit arrangement and (iv) it is unlikely that significant changes to the plan will be made or the plan will be withdrawn. If the one-time benefit arrangements are part of an ongoing benefit arrangement or an individual deferred compensation contract, a liability is recognized and measured at its fair value when the following conditions are met: (i) the obligation is attributable to services already rendered; (ii) rights to those benefits accumulate; (iii) payment of the benefits is probable; and (iv) amount can be reasonably estimated. If these four conditions are not met, a liability is recognized when it is probable that a liability has been incurred and the amount can be reasonably estimated in accordance with ASC 450, Contingencies Contract termination costs include costs to terminate a contract or costs that will continue to be incurred under the contract without benefit to the Company. A liability is recognized and measured at its fair value when the Company either terminates the contract or ceases using the rights conveyed by the contract. See further discussion in Note 21–Severance and Other Separation Costs. Leases The Company leases land, warehouse and office space, and equipment, which are classified as either operating or finance leases. Under the provisions of ASC 842, Leases, The present value of future lease payments is calculated using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company’s incremental borrowing rate, which reflects the rate of interest it would pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. As most of the Company’s leases do not provide an implicit rate, the Company uses incremental borrowing rates based on the information available at the lease commencement date , liability remeasurement date, or lease modification date in determining the present value of the lease payments. In calculating the incremental borrowing rates, the Company considered recent ratings from credit agencies, recent trading prices on the Company’s debt, and current lease demographic information. The Company applies the incremental borrowing rates at a portfolio level based on lease terms. In accordance with the short-term lease recognition exemption of ASC 842, the Company does not recognize on its balance sheet leases with an initial lease term of 12 months or less. Lease expense for these short-term leases is recognized on a straight-line basis over the lease term. Some of the Company’s leases include one or more options to renew, with renewal terms that can extend the lease term from one to ten years or more. The exercise of lease renewal options is at the Company’s sole discretion and the inclusion of the renewal options in the lease term would only occur when the Company concludes it is reasonably certain of exercising the option(s). Certain leases also include options to purchase the leased property. Certain of the Company’s lease agreements include rental payments based on a percentage of sales over contractual levels and others include rental payments adjusted periodically for inflation. These variable lease payments are typically recognized when the underlying event occurs and are included in operating expenses in the Company’s consolidated statements of comprehensive income (loss) in the same line item as the expense arising from fixed lease payments. The Company’s lease agreements do not contain any material residual value guarantees, material restrictive covenants or material variable lease costs other than those described in Note 14–Leases related to the Company’s land lease. All long-lived assets, including right of use assets associated with leases, are reviewed for impairment upon the occurrence of events or changes in circumstances that would indicate that the carrying value of the assets may not be recoverable. The measurement of an impairment loss to be recognized is based upon the difference between the estimated fair value and the carrying amounts of the assets. Fair value is generally determined based upon a discounted cash flow analysis. See further discussion in Note 14–Leases. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. A valuation allowance is established for deferred tax assets when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Realization is dependent on generating sufficient future taxable income or the reversal of deferred tax liabilities during the periods in which those temporary differences become deductible. Forecasted financial performance is not used as evidence until such time as the Company has cumulative pretax income for a rolling 36-month period. The Company evaluates its tax positions by determining if it is more likely than not a tax position is sustainable upon examination, based upon the technical merits of the position, before any of the benefit is recorded for financial statement purposes. The benefit is measured as the largest dollar amount of the position that is more likely than not to be sustained upon settlement. Previously recorded benefits that no longer meet the more likely than not threshold are charged to earnings in the period that the determination is made. Interest and penalties accrued related to unrecognized tax benefits are charged to the (benefit from) provision for income taxes in the accompanying consolidated statements of comprehensive income (loss). See further discussion in Note 13–Income Taxes. Contingencies The Company accounts for contingencies in accordance with ASC 450, Contingencies Additionally, for any potential gain contingencies, the Company does not recognize the gain until the period that all contingencies have been resolved and the amounts are realizable. See further discussion in Note 15–Commitments and Contingencies. Fair Value Measurements Fair value is a market-based measurement, not an entity-specific measurement and is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. An entity is permitted to measure certain financial assets and financial liabilities at fair value with changes in fair value recognized in earnings each period. The Company has not elected to use the fair value option for any of its financial assets and financial liabilities that are not already recorded at fair value. Carrying values of financial instruments classified as current assets and current liabilities approximate fair value, due to their short-term nature. Fair Value Hierarchy —As a basis for considering market participant assumptions in fair value measurements, fair value accounting standards establish a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity. Fair value is determined for assets and liabilities, based upon significant levels of observable or unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. This hierarchy requires the use of observable market data when available. These two types of inputs have created the following fair value hierarchy: Level 1 —Quoted prices for identical instruments in active markets. Level 2 —Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. Level 3 —Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable and include situations where there is little, if any, market activity for the asset or liability. Determination of Fair Value —If quoted market prices are not available, fair value is based upon internally developed valuation techniques that use, where possible, current market-based or independently sourced market parameters, such as interest and currency rates. Assets or liabilities valued using such internally generated valuation techniques are classified according to the lowest level input or value driver that is significant to the valuation. Thus, an item may be classified in Level 3 even though there may be some significant inputs that are readily observable. See further discussion in Note 16–Fair Value Measurements. Segment Reporting The Company maintains discrete financial information for each of its twelve theme parks, which is used by the Chief Operating Decision Maker (“CODM”), as a basis for allocating resources and assessing performance. Each theme park has been identified as an operating segment and meets the criteria for aggregation due to similar economic characteristics. In addition, all of the theme parks provide similar products and services and share similar processes for delivering services. The theme parks have a high degree of similarity in the workforces and target similar consumer groups. Accordingly, based on these economic and operational similarities and the way the CODM monitors and makes decisions affecting the operations, the Company has concluded that its operating segments may be aggregated and that it has one reportable segment. Derivative Instruments and Hedging Activities ASC 815, Derivatives and Hedging As required by ASC 815, the Company records all derivatives, if any, on the balance sheet at fair value as either assets or liabilities. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. For derivatives designated and that qualify as cash flow hedges of interest rate risk, the changes in fair value of the derivative contract are recorded in accumulated other com |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Changes And Error Corrections [Abstract] | |
Recent Accounting Pronouncements | 3. RECENT ACCOUNTING PRONOUNCEMENTS The Company reviews new accounting pronouncements as they are issued or proposed by the Financial Accounting Standards Board (“FASB”). Recently Implemented Accounting Standards During the year ended December 31, 2021, the Company adopted the following Accounting Standards Updates (“ASUs”) which had no material impact on its consolidated financial statements or disclosures: • ASU 2020-04, Reference Rate Reform (Topic 848) , provides optional transition guidance to ease the potential accounting burden associated with transitioning away from the London Interbank Offered Rate (“LIBOR”), with optional expedients related to the application of GAAP to contracts, hedging relationships and other transactions affected by reference rate reform. The provisions of this ASU are effective upon issuance and can be applied prospectively through December 31, 2022. The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements or disclosure. • ASU 2019-12, Simplifying the Accounting for Income Taxes , simplifies various aspects related to accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and clarifying certain aspects of the current guidance to promote consistency among reporting entities. ASU 2019-12 was effective for the Company beginning January 1, 2021. Most amendments within this ASU are required to be applied on a prospective basis, while certain amendments must be applied on a retrospective or modified retrospective basis. The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements or disclosures. |
Revenues
Revenues | 12 Months Ended |
Dec. 31, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenues | 4. REVENUES Deferred revenue primarily includes revenue associated with pass products, admission or in-park products or services with a future intended use date and contract liability balances related to licensing and international agreements collected in advance of the Company satisfying its performance obligations and is expected to be recognized in future periods. At December 31, 2021 and 2020, $14.5 million and $13.4 million, respectively, is included in other liabilities in the accompanying consolidated balance sheets related to the long-term portion of deferred revenue, which primarily relates to the Company’s international agreement, as discussed in the following section. The following table reflects the Company’s deferred revenue balance as of December 31, 2021 and 2020: 2021 2020 (In thousands) Deferred revenue, including long-term portion $ 169,333 $ 144,187 Less: Deferred revenue, long-term portion, included in other liabilities 14,540 13,428 Deferred revenue, short-term portion $ 154,793 $ 130,759 The majority of the deferred revenue, short term portion, balance outstanding as of January 1, 2021 was recognized as revenue during the year ended December 31, 2021. International Agreements The Company previously received $10.0 million in deferred revenue recorded in other liabilities related to a nonrefundable payment received from a partner in connection with a project in the Middle East to provide certain services pertaining to the planning and design of SeaWorld Abu Dhabi, a marine life theme park on Yas Island (the “Middle East Project”), with funding received expected to offset internal expenses. The Company also receives additional funds from its partner related to agreed upon services and reimbursements of costs incurred by the Company on behalf of the Middle East Project, including approximately $4.5 million and $1.9 million of additional deferred revenue recorded in other liabilities in the accompanying consolidated balance sheets at December 31, 2021 and 2020, respectively. Separately, the Company recognizes an asset for the costs incurred to fulfill the contract if the costs are specifically identifiable, enhance resources that will be used to satisfy performance obligations in the future and are expected to be recovered. As a result, approximately $9.6 million and $5.9 million of costs incurred related to the Middle East Project are recorded in other assets in the accompanying consolidated balance sheet as of December 31, 2021 and 2020, respectively. The related deferred revenue and expense will begin to be recognized when substantially all of the services have been performed. The Company continually monitors performance on the contract and will make adjustments, if necessary. Construction for the Middle East Project is on track and scheduled to be completed by the end of 2022. In March 2017, the Company entered into a Park Exclusivity and Concept Design Agreement and a Center Concept and Preliminary Design Support Agreement (collectively, the “ZHG Agreements”) with an affiliate of Zhonghong Zhuoye Group Co., Ltd. (“ZHG Group”), to provide design, support and advisory services for various potential projects and grant exclusive rights in China, Taiwan, Hong Kong and Macau. In April 2019, the Company terminated the ZHG Agreements for non-payment of undisputed amounts owed. For the year ended December 31, 2019 , the Company recorded revenue related to the ZHG Agreements of approximately $1.7 million, which is included in food, merchandise and other revenue See Note 17–Related-Party Transactions for further details. |
Earnings (Loss) Per Share
Earnings (Loss) Per Share | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Earnings (Loss) Per Share | 5. EARNINGS (LOSS) PER SHARE Earnings (loss) per share is computed as follows: Year Ended December 31, 2021 2020 2019 Net Income Shares Per Share Amount Net Loss Shares Per Share Amount Net Income Shares Per Share Amount (In thousands, except per share amounts) Basic earnings (loss) per share $ 256,513 78,302 $ 3.28 $ (312,321 ) 78,194 $ (3.99 ) $ 89,476 80,309 $ 1.11 Effect of dilutive incentive-based awards 1,273 — 735 Diluted earnings (loss) per share $ 256,513 79,575 $ 3.22 $ (312,321 ) 78,194 $ (3.99 ) $ 89,476 81,044 $ 1.10 In accordance with ASC 260, Earnings Per Share Diluted earnings (loss) per share is determined using the treasury stock method based on the dilutive effect of certain unvested restricted stock awards and certain shares of common stock that are issuable upon exercise of stock options. During the years ended December 31, 2021 and 2019, there were approximately 146,000 and 305,000 anti-dilutive shares of common stock excluded from the computation of diluted earnings per share, respectively. During the year ended December 31, 2020, there were approximately 2,253,000 potentially dilutive shares of common stock excluded from the computation of diluted loss per share as their effect would have been anti-dilutive due to the Company’s net loss in the period. The Company’s outstanding performance-vesting restricted stock awards are considered contingently issuable shares and are excluded from the calculation of diluted earnings per share until the performance measure criteria is met as of the end of the reporting period. For the years ended December 31, 2021 and 2019, approximately 352,000 and 247,000 performance-vesting restricted stock awards had met their performance criteria for their respective performance years as of the end of the reporting periods, respectively, and are therefore included in the calculation of diluted earnings per share. See further discussion in Note 19–Equity-Based Compensation. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventories | 6. INVENTORIES Inventories as of December 31, 2021 and 2020 consisted of the following: 2021 2020 (In thousands) Merchandise $ 23,454 $ 26,044 Food and beverage 5,518 4,027 Other supplies 506 629 Total inventories $ 29,478 $ 30,700 |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 12 Months Ended |
Dec. 31, 2021 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Current Assets | 7. PREPAID EXPENSES AND OTHER CURRENT ASSETS Prepaid expenses and other current assets as of December 31, 2021 and 2020 consisted of the following: 2021 2020 (In thousands) Prepaid insurance $ 5,319 $ 2,757 Prepaid marketing and advertising costs 824 1,175 Other 11,120 8,486 Total prepaid expenses and other current assets $ 17,263 $ 12,418 |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2021 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment, Net | 8. PROPERTY AND EQUIPMENT, NET The components of property and equipment, net as of December 31, 2021 and 2020, consisted of the following: 2021 2020 (In thousands) Land $ 286,200 $ 286,200 Land improvements 417,931 405,652 Buildings 753,209 737,231 Rides, attractions and equipment 1,665,122 1,547,786 Animals 142,017 142,307 Construction in progress 120,829 153,529 Less: accumulated depreciation (1,740,144 ) (1,611,745 ) Total property and equipment, net $ 1,645,164 $ 1,660,960 Depreciation expense was approximately $146.5 million, $148.0 million, and $156.2 million for the years ended December 31, 2021, 2020 and 2019, respectively. For the years ended December 31, 2021, 2020 and 2019, the Company recorded approximately $6.6 million, $6.7 million and $2.7 million, respectively, in fixed asset write-offs, which is included in operating expenses in the accompanying consolidated statement of comprehensive income (loss). See Note 1–Description of the Business, Impact of Global COVID-19 Pandemic |
Goodwill, Trade Names_Trademark
Goodwill, Trade Names/Trademarks and Other Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill, Trade Names/Trademarks and Other Intangible Assets, Net | 9. GOODWILL AND TRADE NAMES/TRADEMARKS, NET Goodwill, Net Goodwill, net, at December 31, 2021 and 2020 relates to the Company’s Discovery Cove reporting unit. The Company performed an annual qualitative assessment in the fourth quarter of 2021 and 2020 and concluded that further evaluation was unnecessary. Trade Names/Trademarks, Net During the fourth quarter of 2021, the Company performed a qualitative assessment for its indefinite-lived intangible assets and concluded that further evaluation was unnecessary. During the fourth quarter of 2020, the Company performed a quantitative assessment over certain trade names/trademarks with a combined balance of $111.9 million related to its SeaWorld brand. Based on its assessment, the Company determined the estimated fair value exceeded its carrying value and therefore no impairment had occurred. The Company performed a qualitative assessment for its remaining other indefinite-lived intangible assets in the fourth quarter of 2020 and concluded that further evaluation was unnecessary. Trade names/trademarks, net, at December 31, 2021 and 2020, consisted of the following: Weighted Average Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Value (In thousands) Trade names/trademarks - indefinite lives $ 157,000 $ — $ 157,000 Trade names/trademarks - finite lives 9.3 years 12,900 12,900 — Total trade names/trademarks, net $ 169,900 $ 12,900 $ 157,000 |
Other Accrued Liabilities
Other Accrued Liabilities | 12 Months Ended |
Dec. 31, 2021 | |
Payables And Accruals [Abstract] | |
Other Accrued Liabilities | 10. OTHER ACCRUED LIABILITIES Other accrued liabilities as of December 31, 2021 and 2020, consisted of the following: 2021 2020 (In thousands) Accrued interest $ 17,372 $ 23,422 Accrued taxes 784 10,518 Self-insurance reserve 8,210 7,540 Other 19,445 9,470 Total other accrued liabilities $ 45,811 $ 50,950 As of December 31, 2021, other accrued liabilities above includes approximately $10.9 million related to certain contractual liabilities arising from the temporary COVID-19 park closures. As of December 31, 2021, accrued interest above primarily relates to interest associated with the Company’s senior notes issued in August 2021, for which interest is paid bi-annually in February and August and the first-priority senior secured notes issued in April 2020, for which interest is paid bi-annually in November and May. As of December 31, 2020, accrued interest above primarily relates to interest associated with the Company’s second-priority senior secured notes issued in August 2020, for which interest was paid bi-annually in February and August and the first-priority senior secured notes issued in April 2020. See further discussion in Note 11–Long-Term Debt. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | 11. LONG-TERM DEBT Long-term debt, net, as of December 31, 2021 and 2020 consisted of the following: 2021 2020 (In thousands) Term B Loans (effective interest rate of 3.50%) $ 1,197,000 $ — Term B-5 Loans (effective interest rate of 3.75%) — 1,492,378 Senior Notes due 2029 (interest rate of 5.25%) 725,000 — First-Priority Senior Secured Notes due 2025 (interest rate of 8.75%) 227,500 227,500 Second-Priority Senior Secured Notes due 2025 (interest rate of 9.50%) — 500,000 Total long-term debt 2,149,500 2,219,878 Less: discounts and debt issuance costs (32,665 ) (27,236 ) Less: current maturities (12,000 ) (15,505 ) Total long-term debt, net $ 2,104,835 $ 2,177,137 Refinancing Transactions On August 25, 2021 (the “Closing Date”), SEA entered into a Restatement Agreement (the “Restatement Agreement”) pursuant to which SEA amended and restated its existing senior secured credit agreement dated as of December 1, 2009 (as amended, restated, supplemented or otherwise modified from time to time, and the senior secured credit facilities thereunder (the “Existing Secured Credit Facilities”), and, as amended and restated by the Restatement Agreement (the “Amended and Restated Credit Agreement”). The Amended and Restated Credit Agreement provides for senior secured financing of up to $1,585.0 million, consisting of: (i) (ii) a first lien revolving credit facility (the “Revolving Credit Facility” (and the loans thereunder, the “Revolving Loans”) and, together with the Term Loan Facility, the “Senior Secured Credit Facilities”), in an aggregate committed principal amount of $385.0 million, including both a letter of credit sub-facility and a swingline loan sub-facility. The Revolving Credit Facility will mature on August 25, 2026. Also on August 25, 2021, SEA completed a private offering of $725.0 million aggregate principal amount of 5.250% senior notes due 2029 (the “Senior Notes”). See Senior Notes section which follows for more details. The Company used proceeds of the Term B Loans drawn on the Closing Date, together with the proceeds from the offering of the Senior Notes and cash on hand, to redeem SEA’s then outstanding 9.500 % second-priority senior secured notes due 2025 (the “Second-Priority Senior Secured Notes”), to refinance the SEA’s Existing Secured Credit Facilities, and to pay related expenses of the offering and refinancing (collectively, the “Refinancing Transactions”). As a result of the Refinancing Transactions, on August 25, 2021, SEA terminated its Existing Secured Credit Facilities and associated Term B-5 Loans and repaid all of its related outstanding obligations in respect of principal, interest and fees. Prior to the Refinancing Transactions, on July 14, 2021, SEA completed a redemption of $50.0 million of its Second-Priority Senior Secured Notes and separately on August 25, 2021, SEA completed another redemption of $50.0 million of its Second-Priority Senior Secured Notes (collectively, the “Partial Redemptions”). Pursuant to the Partial Redemptions, the aggregate principal amount of the Second-Priority Senior Secured Notes were redeemed at a price equal to 103.000% of the respective principal amounts thereof, plus accrued and unpaid interest thereon to, but excluding, the respective redemption dates. In connection with the Refinancing Transactions, SEA also redeemed the remaining $400.0 million of its Second-Priority Senior Secured Notes (the “Full Redemption”). Pursuant to the Full Redemption, all of the aggregate principal amount of the Second-Priority Senior Secured Notes were redeemed at a price equal to the sum of (a) 100.000% of the outstanding principal amount of the Second-Priority Senior Secured Notes redeemed pursuant to the Full Redemption plus (b) approximately $34.3 million related to the Applicable Premium (as defined in the respective indenture), which is included in loss on early extinguishment of debt and write-off of discounts and debt issuance costs for the year ended December 31, 2021, plus (c) accrued and unpaid interest thereon to, but excluding, the redemption date. Discounts and Debt Issuance Costs In connection with the Refinancing Transactions, SEA recorded a discount of $12.0 million and debt issuance costs of $12.7 million, of which $2.8 million were paid directly to lenders, during the year ended December 31, 2021. Additionally, SEA wrote-off debt issuance costs and discounts of $21.5 million which is included in loss on early extinguishment of debt and write-off of discounts and debt issuance costs in the accompanying consolidated statement of comprehensive income (loss) for the year ended December 31, 2021. In connection with the issuance of the First-Priority Senior Secured Notes and Second-Priority Senior Secured Notes, and as a result of certain amendments in 2020 to SEA’s then existing senior secured credit agreement, as previously disclosed, SEA recorded discounts and fees of approximately $21.9 million, of which approximately $13.8 million were paid directly to lenders, during the year ended December 31, 2020. Senior Secured Credit Facilities Borrowings of the Term B Loans bear interest at a fluctuating rate per annum equal to, at the Company’s option, (i) a base rate equal to the higher of (a) the federal funds rate plus 1/2 of 1%, (b) the rate of interest quoted in the print edition of the Wall Street Journal, Money Rates Section as the prime rate as in effect from time to time and (c) one-month Adjusted LIBOR plus 1% per annum (provided that in no event shall such ABR rate with respect to the Term B Loans be less than 1.50% per annum) (“ ABR LIBOR Borrowings of the Revolving Loans bear interest at a fluctuating rate per annum equal to, at the Company’s option, (i) ABR (provided that in no event shall such ABR rate with respect to the Revolving Loans be less than 1.00% per annum) plus an applicable margin equal to 1.75% or (ii) LIBOR (provided that in no event shall such LIBOR rate with respect to the Revolving Loans be less than 0.00%) plus an applicable margin of 2.75%. The applicable margin for borrowings of Revolving Loans are subject to one 25 basis point step-down upon achievement by the Company of certain corporate credit ratings. In addition to paying interest on the outstanding principal under the Senior Secured Credit Facilities, the Company is required to pay a commitment fee equal to 0.50% per annum to the lenders under the Revolving Credit Facility in respect of the unutilized commitments thereunder. The Company will also be required to pay customary agency fees as well as letter of credit participation fees computed at a rate per annum equal to the applicable margin for LIBOR rate borrowings on the dollar equivalent of the daily stated amount of outstanding letters of credit, plus such letter of credit issuer’s customary documentary and processing fees and charges and a fronting fee computed at a rate equal to 0.125% per annum on the daily stated amount of each letter of credit. The Senior Secured Credit Facilities require scheduled amortization payments on the term loans in quarterly amounts equal to 0.25% of the original principal amount of the Term B Loans, payable quarterly, with the balance to be paid at maturity. In addition, the Senior Secured Credit Facilities require the Company to prepay outstanding term loan borrowings, subject to certain exceptions, with: - - - The Company may voluntarily repay outstanding loans under the Senior Secured Credit Facilities at any time, without prepayment premium or penalty, except in connection with a repricing event in respect of the term loans as described below, subject to customary “breakage” costs with respect to LIBOR rate loans. All borrowings under the Revolving Credit Facility are subject to the satisfaction of customary conditions, including the absence of a default or event of default and the accuracy of representations and warranties in all material respects. All obligations under the Senior Secured Credit Facilities are unconditionally guaranteed by the Company on a limited-recourse basis and each of SEA’s existing and future direct and indirect wholly owned material domestic subsidiaries, subject to certain exceptions. The obligations are secured by a pledge of SEA’s capital stock directly held by the Company and substantially all of SEA’s assets and those of each guarantor (other than the Company), including a pledge of the capital stock of all entities directly held by SEA or the guarantors, in each case subject to exceptions. Such security interests consist of a first-priority lien with respect to the collateral. As of December 31, 2021, SEA had approximately $20.5 million of outstanding letters of credit, leaving approximately $364.5 million available under the Revolving Credit Facility, which was not drawn upon as of December 31, 2021. Senior Notes The Senior Notes will mature on August 15, 2029. Interest on the Senior Notes will accrue at 5.250% per annum and will be paid semi-annually, in arrears on February 15 and August 15 of each year, beginning February 15, 2022. On or after August 15, 2024, SEA may redeem the Senior Notes, in whole at any time or in part from time to time, plus accrued and unpaid interest, if any, to, but excluding, the redemption date, if redeemed during the 12-month period commencing on August 15 of the years as follows: (i) in 2024 at 102.625%; (ii) in 2025 at 101.313%; and (iii) in 2026 and thereafter at 100%. In addition, prior to August 15, 2024, SEA may redeem the Senior Notes at its option, in whole at any time or in part from time to time, at a redemption price equal to 100% of the principal amount of the Senior Notes redeemed, plus the “Applicable Premium” and accrued and unpaid interest, if any, to, but excluding, the redemption date. Notwithstanding the foregoing, subject to the provisions set forth in the Indenture, at any time and from time to time on or prior to August 15, 2024, SEA may redeem in the aggregate up to 40% of the original aggregate principal amount of the Senior Notes (calculated after giving effect to any issuance of additional Senior Notes) in an aggregate amount equal to the net cash proceeds of one or more equity offerings at a redemption price equal to 105.250%, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. Additionally, upon the occurrence of specified change of control events, each holder will have the right to require SEA to repurchase all or any part of such holder’s notes at a purchase price in cash equal to 101%. SEA’s obligations under the Senior Notes and related indenture are guaranteed, jointly and severally, on a senior secured basis, by the Guarantors, as defined, in accordance with the provisions of the indenture. First-Priority Senior Secured Notes On April 30, 2020, SEA closed on a private offering of $227.5 million aggregate principal amount of 8.750% first-priority senior secured notes due 2025 (the “First-Priority Senior Secured Notes”). The First-Priority Senior Secured Notes mature on May 1, 2025 and have interest payment dates of May 1 and November 1 with the first interest payment paid on November 2, 2020. On or after May 1, 2022, SEA may redeem the First-Priority Senior Secured Notes at its option, in whole at any time or in part from time to time, plus accrued and unpaid interest, if any, to, but excluding, the redemption date, if redeemed during the 12-month period commencing on May 1 of the years as follows: (i) in 2022 at 104.375%; (ii) in 2023 at 102.188%; and (iii) in 2024 and thereafter at 100%. SEA may also redeem in the aggregate (at a redemption price expressed as a percentage of principal amount thereof): (i) 100% of the First-Priority Senior Secured Notes after certain events constituting a change of control at a redemption price of 101%, plus accrued and unpaid interest, if any, to, but excluding, the redemption date and (ii) up to 40% of the original aggregate principal amount of the First-Priority Senior Secured Notes with amounts equal to the net cash proceeds of certain equity offerings at a redemption price of 108.750%, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. The First-Priority Senior Secured Notes are fully and unconditionally guaranteed by the Company, any subsidiary of the Company that directly or indirectly owns 100% of the issued and outstanding equity interests of SEA, and subject to certain exceptions, each of SEA’s subsidiaries that guarantees SEA’s existing senior secured credit facilities. Second-Priority Senior Secured Notes On August 5, 2020, SEA closed on a private offering of $500.0 million aggregate principal amount of Second-Priority Senior Secured Notes. The Second-Priority Senior Secured Notes were scheduled to mature on August 1, 2025 and had interest payment dates of February 1 and August 1 with the first interest payment paid on February 1, 2021. See additional discussion in the preceding Refinancing Transactions section regarding the full redemption of the Second-Priority Senior Secured Notes in 2021. Restrictive Covenants The Amended and Restated Credit Agreement governing the Senior Secured Credit Facilities and the indentures governing the Senior Notes and First-Priority Senior Secured Notes (collectively, the “Debt Agreements”), the Company’s ability to satisfy certain tests and engage in certain transactions based on Covenant Adjusted EBITDA. Covenant Adjusted EBITDA differs from Adjusted EBITDA due to certain adjustments permitted under the relevant agreements, including but not limited to estimated cost savings, The Debt Agreements contain certain customary events of default, including relating to a change of control. If an event of default occurs, the lenders under the Debt Agreements will be entitled to take various actions, including the acceleration of amounts due under the Debt Agreements and all actions permitted to be taken by a secured creditor in respect of the collateral securing the Debt Agreements. The Revolving Credit Facility requires that the Company, commencing as of the last day of the first full fiscal quarter after the Closing Date and subject to a testing threshold, comply on a quarterly basis with a maximum net first lien senior secured leverage ratio of 6.25 to 1.00. The testing threshold will be satisfied (and therefore the covenant must be complied with at the end of such quarter) if the aggregate amount of funded loans and issued letters of credit (excluding up to $30.0 million of undrawn letters of credit under the Revolving Credit Facility and letters of credit that are cash collateralized) under the Revolving Credit Facility on such date exceeds an amount equal to 35% of the then-outstanding commitments under the Revolving Credit Facility. The Debt Agreements permit an unlimited capacity for restricted payments if the net total leverage ratio on a pro forma basis does not exceed 4.25 to 1.00 after giving effect to the payment of any such restricted payment. As of December 31, 2021, the net total leverage ratio as calculated under the Debt Agreements was 2.48 to 1.00. As of December 31, 2021, SEA was in compliance with all covenants contained in the documents governing the Debt Agreements. Long-term debt at December 31, 2021, is repayable as follows and does not include the impact of any future voluntary prepayments: Years Ending December 31, (In thousands) 2022 $ 12,000 2023 12,000 2024 12,000 2025 239,500 2026 12,000 Thereafter 1,862,000 Total $ 2,149,500 Interest Rate Swap Agreements The Company previously had five interest rate swap agreements (the “Interest Rate Swap Agreements”) which effectively fixed the interest rate on the LIBOR-indexed interest payments associated with $1.0 billion of SEA’s outstanding long-term debt. The Interest Rate Swap Agreements expired on May 14, 2020. SEA designated the Interest Rate Swap Agreements above as qualifying cash flow hedge accounting relationships as further discussed in Note 12–Derivative Instruments and Hedging Activities which follows. Cash paid for interest relating to the Second-Priority Senior Secured Notes, the Senior Secured Credit Facilities, the First-Priority Senior Secured Notes, and the Interest Rate Swap Agreements, net of amounts capitalized, as applicable, was $116.1 million, $73.7 million and $80.5 million during the years ended December 31, 2021, 2020 and 2019, respectively. See Note 10–Other Accrued Liabilities for accrued interest included in the accompanying consolidated balance sheets as of December 31, 2021 and 2020. |
Derivative Instruments and Hedg
Derivative Instruments and Hedging Activities | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Derivative Instruments and Hedging Activities | 12. DERIVATIVE INSTRUMENTS AND HEDGING ACTIVITIES Risk Management Objective of Using Derivatives The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity and credit risk primarily by managing the amount, sources and duration of its debt funding and at times through the use of derivative financial instruments. Specifically, the Company has previously entered into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative financial instruments, if any, are used to manage differences in the amount, timing and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s borrowings. The Company does not speculate using derivative instruments. In May 2020, the Company’s Interest Rate Swap Agreements expired. As such, the Company did not have any derivative instruments outstanding as of December 31, 2021 and 2020. Cash Flow Hedges of Interest Rate Risk The Company’s objectives in using interest rate derivatives were to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily used interest rate swaps at times as part of its interest rate risk management strategy. During the years ended December 31, 2020 and 2019, such derivatives were used to hedge a portion of the variable cash flows associated with existing variable-rate debt. The Interest Rate Swap Agreements were designated as cash flow hedges of interest rate risk. The changes in the fair value of derivatives designated and that qualify as cash flow hedges were recorded in accumulated other comprehensive income (loss) and were subsequently reclassified into earnings in the period that the hedged forecasted transaction affected earnings. Amounts reported in accumulated other comprehensive income (loss) related to derivatives were reclassified to interest expense as interest payments were made on the Company’s variable-rate debt. Tabular Disclosure of the Effect of Derivative Instruments on the Statements of Comprehensive Income (Loss) The table below presents the pre-tax effect of the Company’s derivative financial instruments in the accompanying consolidated statements of comprehensive income (loss) for the year ended December 31, 2020: Year Ended December 31, 2020 (In thousands) Derivatives in Cash Flow Hedging Relationships: Loss recognized in accumulated other comprehensive income (loss) $ (370 ) Amounts reclassified from accumulated other comprehensive income (loss) to interest expense $ 2,501 Changes in Accumulated Other Comprehensive Income (Loss) The following table reflects the changes in accumulated other comprehensive income (loss), net of tax, for the year ended December 31, 2020: Accumulated other comprehensive income (loss) (In thousands): (Losses) Gains on Cash Flow Hedges Accumulated other comprehensive loss at December 31, 2019 (1,559 ) Other comprehensive loss before reclassifications (271 ) Amounts reclassified from accumulated other comprehensive loss to interest expense 1,830 Change in other comprehensive income (loss), net of tax 1,559 Accumulated other comprehensive income (loss) at December 31, 2020 $ — |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 13. INCOME TAXES For the years ended December 31, 2021, 2020 and 2019, the (benefit from) provision for income taxes is comprised of the following: 2021 2020 2019 Current income tax provision (In thousands) Federal $ (31 ) $ (136 ) $ (77 ) State 3,984 1,020 1,580 Foreign — 5 27 Total current income tax provision 3,953 889 1,530 Deferred income tax (benefit) provision: Federal 345 (19,718 ) 21,825 State (4,462 ) (11,696 ) 16,173 Total deferred income tax (benefit) provision (4,117 ) (31,414 ) 37,998 Total income tax (benefit) provision $ (164 ) $ (30,525 ) $ 39,528 The deferred income tax (benefit) provision represents the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Cash paid for income taxes totaled $5.9 million, $0.5 million and $1.4 million, for the years ended December 31, 2021, 2020 and 2019, respectively. The components of deferred income tax assets and liabilities as of December 31, 2021 and 2020 are as follows: 2021 2020 Deferred income tax assets: (In thousands) Acquisition and debt related costs $ 4,292 $ 4,128 Net operating losses 199,656 272,943 Goodwill impairment 53,677 53,887 Self-insurance 7,220 7,410 Deferred revenue 2,878 5,707 Restricted stock 9,509 2,826 Tax credits 10,718 10,577 Legal settlements 855 645 Lease obligations 29,410 29,943 Interest limitation 562 463 Charitable contributions 3,243 3,977 Other 6,115 2,084 Total deferred income tax assets 328,135 394,590 Valuation allowance (4,775 ) (65,617 ) Net deferred tax assets 323,360 328,973 Deferred income tax liabilities: Property and equipment (194,739 ) (211,729 ) Amortization - Goodwill (55,827 ) (51,435 ) Amortization - Other intangibles (29,482 ) (26,080 ) Right of use assets (29,004 ) (29,631 ) Other (3,116 ) (3,023 ) Total deferred income tax liabilities (312,168 ) (321,898 ) Net deferred income tax assets $ 11,192 $ 7,075 The Company files federal, state and provincial income tax returns in various jurisdictions with varying statute of limitation expiration dates. Under the tax statute of limitations applicable to the Internal Revenue Code of 1986, as amended (the “Code”), the Company is no longer subject to U.S. federal income tax examinations by the Internal Revenue Service for years before 2017. However, because the Company is carrying forward income tax attributes, such as net operating losses and tax credits from 2009 and subsequent years, these attributes can still be audited when utilized on returns filed in the future. The Company has determined that there are no positions currently taken that would rise to a level requiring an amount to be recorded or disclosed as an unrecognized tax benefit. If such positions do arise, it is the Company’s intent that any interest or penalty amount related to such positions will be recorded as a component of the income tax provision in the applicable period. The Company has federal tax net operating loss carryforwards of approximately $0.7 billion as of December 31, 2021 and state net operating loss carryforwards spread across various jurisdictions with a combined total of approximately $1.0 billion as of December 31, 2021. These net operating loss carryforwards, if not used to reduce taxable income in future periods, will begin to expire in 2030 and 2029, for federal and state tax purposes, respectively. Realization of the deferred income tax assets, primarily arising from these net operating loss carryforwards and charitable contribution carryforwards, is dependent upon generating sufficient taxable income prior to expiration of the carryforwards, which may include the reversal of deferred tax liability components. Through December 31, 2020, approximately $65.6 million of valuation allowances were established for some of the Company’s deferred tax assets, which, based on its analysis at the time, the Company believed did not meet the “more likely than not” criteria and would expire before being realized in future periods. These valuation allowance s consisted of the following as of December 31, 2020: approximately $39.5 million for federal net operating loss carryforwards, approximately $7.1 million for federal tax credits, approximately $4.0 million for federal and state charitable contributions and approximately $15.0 million, net of federal tax benefit, for state net operating losses. Based on the Company’s assessment of the realizability of its deferred tax assets during the year ended December 31, 2021, which included a review of current and forecasted financial performance, the Company believes that some of these deferred tax assets now meet the “more likely than not” criteria and will be realized in future periods before they expire. As a result, the Company reversed its valuation allowances by approximately The Company’s valuation allowances, in part, rely on estimates and assumptions related to future financial performance. Given the macroeconomic environment related to the COVID-19 pandemic and the uncertainties regarding the related impact on financial performance, the Company’s valuation allowances may need to be adjusted in the future. The reconciliation between the statutory income tax rate and the Company’s effective income tax (benefit) provision rate for the years ended December 31, 2021, 2020 and 2019, is as follows: 2021 2020 2019 Amount % Amount % Amount % (In thousands) Income tax at federal statutory rates $ 53,833 21.00 % $ (71,998 ) 21.00 % $ 27,091 21.00 % State taxes, net of federal benefit 12,070 4.71 (15,816 ) 4.61 7,645 5.93 Equity-based compensation (8,051 ) (3.14 ) (485 ) 0.14 (1,776 ) (1.38 ) Tax credits (137 ) (0.05 ) (304 ) 0.09 (795 ) (0.62 ) Impact of state rate changes (753 ) (0.29 ) (3,906 ) 1.14 3,770 2.92 Officer's compensation limitation 3,437 1.34 95 (0.03 ) 434 0.34 Valuation allowance - state (13,756 ) (5.37 ) 10,450 (3.05 ) 2,455 1.90 Valuation allowance - federal (47,061 ) (18.36 ) 49,951 (14.57 ) — — Other 254 0.10 1,488 (0.43 ) 704 0.55 Income tax (benefit) provision $ (164 ) (0.06 ) % $ (30,525 ) 8.90 % $ 39,528 30.64 % |
Leases
Leases | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Leases | 14. LEASES The Company leases land, warehouse and office space, and equipment, which are classified as either operating or finance leases. The Company’s most significant lease is a long-term land lease with the City of San Diego covering approximately 190 acres, including approximately 17 acres of water in Mission Bay Park, California (the “Premises”). While there are no financial restrictions or covenants imposed by the Premises lease, there are certain operational restrictions in that the Premises must be used as a marine park facility and the Company may not operate another marine park facility within 560 miles of the City of San Diego. The lease term for the Premises ends in June 2048 and the annual rent under the lease is variable and calculated on the basis of a specified percentage of the Company’s gross income from the Premises (the “Percentage Rent”), or the minimum yearly rent (the “Minimum Rent”), whichever is greater. The required annual rent payments for the Premises is adjusted every three years to an amount equal to 80% of the average accounting year rent actually paid for the three previous years, with the annual minimum rent calculated as $10.4 million through each of the years ended December 31, 2021, 2020 and 2019. The annual rent payments may vary from the base rent due to a shift of seasonal performance results. Rent payments related to the Premises for the years ended December 31, 20 2 1 , 20 20 and 201 9 were approximately $ 11.1 million (including approximately $ 1.6 million remitted in 2021 related to 2020 Percentage Rent) , $ 0.5 million and $ million, respectively. The Company’s gross income from the Premises was significantly impacted during the year ended December 31, 2020 due to the temporary park closures, limited reopenings , modified operations and capacity restrictions resulting from the impact of the COVID-19 pandemic and related government restrictions in San Diego. Due to these factors , the Company deferred a payment of $ 8.3 million related to the Minimum Rent for the year ended December 31, 2020 (the “2020 Minimum Rent Payment”) . As such, approximately $ 10.8 million and $ 9.9 million is included in accounts payable and accrued expenses on the accompanying consolidated balance sheet s as of December 31, 2021 and 2020 , respectively, primarily related to the 2020 Minimum Rent Payment , in addition to certain accrued fees as of December 31, 2021 and the timing of a Percentage Rent payment as of December 31, 2020. Operating lease liabilities and long-term operating lease liabilities on the accompanying consolidated balance sheet as of December 31, 202 1 and 2020 and the lease maturities as of December 31, 202 1 are not adjusted for these deferred payments. The tables below present the lease balances and their classification in the accompanying consolidated balance sheets as of December 31, 2021 and 2020: December 31, December 31, Classification 2021 2020 Assets: (In thousands) Operating leases Right of use assets - operating $ 132,217 $ 136,572 Finance leases Other assets, net 2,824 3,580 Total lease assets $ 135,041 $ 140,152 Liabilities: Current Operating leases Operating lease liabilities $ 2,895 $ 3,757 Finance leases Other accrued liabilities 486 820 Noncurrent Operating leases Long-term operating lease liabilities 117,046 120,144 Finance leases Other liabilities 2,453 2,899 Total lease liabilities $ 122,880 $ 127,620 The table below presents the lease costs and their classification in the accompanying consolidated statements of comprehensive income (loss) for the years ended December 31, 2021, 2020 and 2019: Classification 2021 2020 2019 (In thousands) Operating lease cost Operating expenses $ 13,200 $ 13,966 $ 14,528 Operating lease cost Selling, general and administrative expenses 415 425 445 Finance lease cost Amortization of leased assets Depreciation and amortization 817 844 742 Interest on lease liabilities Interest expense 123 176 146 Net lease cost $ 14,555 $ 15,411 $ 15,861 In addition to the operating lease costs above, short-term rent expense for the years ended December 31, 2021, 2020 and 2019 were approximately $2.7 million, $2.1 million and $4.2 million, respectively, and variable rent expense for the years ended December 31, 2021, 2020 and 2019 were $3.8 million, $4.9 million and $5.3 million, respectively. The short-term and variable rent expense amounts are included in operating expenses and selling, general and administrative expenses in the accompanying consolidated statements of comprehensive income (loss). The table below presents the Company’s lease maturities as of December 31, 2021: Operating leases Years Ending December 31, Land lease Other operating leases Total operating leases Finance leases (In thousands) 2022 $ 10,401 $ 2,044 $ 12,445 $ 567 2023 10,401 1,621 12,022 242 2024 10,401 1,473 11,874 208 2025 10,401 1,274 11,675 201 2026 10,401 1,274 11,675 200 Thereafter 223,628 408 224,036 2,193 Total lease payments 275,633 8,094 283,727 3,611 Less: Imputed interest (162,645 ) (1,141 ) (163,786 ) (672 ) Lease liabilities $ 112,988 $ 6,953 $ 119,941 $ 2,939 The table below presents the weighted average remaining lease terms and applicable discount rates as of December 31, 2021 and 2020: 2021 2020 Weighted average remaining lease term (years): Operating leases 25.26 25.75 Finance leases 14.23 12.87 Weighted average discount rate: Operating leases 8.15 % 8.14 % Finance leases 3.37 % 3.76 % The table below presents the cash flows and supplemental information associated with the Company’s leasing activities for the years ended December 31, 2021, 2020 and 2019: 2021 2020 2019 (In thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 13,190 $ 3,938 $ 14,513 Operating cash flows from finance leases $ 123 $ 176 $ 146 Financing cash flows from finance leases $ 841 $ 806 $ 692 Right of use assets obtained in exchange for lease liabilities: Finance leases $ 32 $ 938 $ 1,285 Operating leases $ 143 $ — $ 133,297 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 15. COMMITMENTS AND CONTINGENCIES The Company has commenced construction of certain new theme park attractions and other projects under contracts with various third parties. As of December 31, 2021, excluding certain amounts related to the License Agreement with Sesame Workshop as described below, additional capital payments of approximately $181.6 million are necessary to complete these projects. The majority of these projects are expected to be completed in 2022 or 2023. License Agreements Pursuant to a license agreement (“License Agreement”) with Sesame Workshop, the Company pays a specified annual license fee, as well as a specified royalty based on revenues earned in connection with sales of licensed products, all food and beverage items utilizing the licensed elements and any events utilizing such elements if a separate fee is paid for such event. The Company’s principal commitments pursuant to the License Agreement include, among other items, the opening of a second stand-alone park (“Standalone Park”) no later than mid-2021 and minimum annual capital and marketing thresholds. After the opening of the second Standalone Park (counting the existing Sesame Place Standalone Park in Langhorne, Pennsylvania), the Company will have the option to build additional Standalone Parks in the defined territory within agreed upon timelines. The License Agreement has an initial term through December 31, 2031, with an automatic additional 15-year extension plus a five year option added to the term of the License Agreement from December 31st of the year of each new Standalone Park opening. As of December 31, 2021, the Company estimates the combined remaining liabilities and obligations for the License Agreement commitments could be up to approximately $ million over the remaining term of the agreement. In October 2019, the Company announced that it will convert Aquatica San Diego into its second Sesame Place Standalone Park in the spring of 2021. While construction began in the fall of 2019, it was temporarily paused due to the COVID-19 pandemic. The Company opened its Aquatica San Diego park for the 2021 operating season and currently expects to open this park rebranded as its second Sesame Place Standalone Park in March 2022. ABI has granted the Company a perpetual, exclusive, worldwide, royalty-free license to use the Busch Gardens trademark and certain related domain names in connection with the operation, marketing, promotion and advertising of certain of the Company’s theme parks, as well as in connection with the production, use, distribution and sale of merchandise sold in connection with such theme parks. Under the license, the Company is required to indemnify ABI against losses related to the use of the marks. Legal Proceedings Securities Class Action Lawsuit On June 14, 2018, a lawsuit captioned Highfields Capital I LP et al v. SeaWorld Entertainment, Inc. et al, was filed in the United States District Court in the Southern District of California against the Company and certain of the Company’s former and present executive officers. The plaintiffs allege, among other things, that the Defendants made false and misleading statements in violation of the federal securities laws and Florida common law, regarding the impact of the film Blackfish , the Company believes that any potential loss would not be material. Other lawsuits In October 2018, the Company received a demand letter from attorneys representing certain former employees who claim that the terms of their respective separation agreements entitle them to certain favorable modifications made to certain performance-vesting restricted shares (the “Tranche 3 Shares”) issued under the Company’s 2013 Omnibus Incentive Plan (the “Plan”). In November 2020, the Company filed in the Court of Chancery of the State of Delaware an action for declaratory judgment seeking a determination that the threatened claims of the former employees are time-barred and without merit. In response, the defendant former employees filed a motion to dismiss or in the alternative to stay and compel arbitration. The parties agreed to arbitrate whether the former employees’ claims are subject to arbitration. On October 21, 2021, the arbitrator determined that disputes related to the former employees’ claims for the vesting of the Tranche 3 Shares are governed by the forum selection clauses of the equity award amendments rather than the Company’s dispute resolution process. Other Matters The Company is a party to various other claims and legal proceedings arising in the normal course of business. In addition, from time to time the Company is subject to audits, inspections and investigations by, or receives requests for information from, various federal and state regulatory agencies, including, but not limited to, the U.S. Department of Agriculture’s Animal and Plant Health Inspection Service (“APHIS”), the U.S. Department of Labor’s Occupational Safety and Health Administration (“OSHA”), the California Occupational Safety and Health Administration (“Cal-OSHA”), the Florida Fish & Wildlife Commission (“FWC”), the Equal Employment Opportunity Commission (“EEOC”), the Internal Revenue Service (“IRS”) the U.S. Department of Justice (“DOJ”) and the Securities and Exchange Commission (“SEC”). Other than those matters discussed above, from time to time, various parties also bring other lawsuits against the Company. Matters where an unfavorable outcome to the Company is probable and which can be reasonably estimated are accrued. Such accruals, which are not material for any period presented, are based on information known about the matters, the Company’s estimate of the outcomes of such matters, and the Company’s experience in contesting, litigating and settling similar matters. Matters that are considered reasonably possible to result in a material loss are not accrued for, but an estimate of the possible loss or range of loss is disclosed, if such amount or range can be determined. At this time, management does not expect any such known claims, legal proceedings or regulatory matters to have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows. 2020 Settled Matters In 2020, the Company received final court approval of a settlement for a previously disclosed stockholder class action lawsuit, captioned Baker v. SeaWorld Entertainment, Inc., et al . The settlement required the Company to pay $65.0 million for claims alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934, as well as the costs of administration and legal fees and expenses. The settlement does not include or constitute an admission, concession, or finding of any fault, liability, or wrongdoing by the Company or any defendant. During the year ended December 31, 2019, the Company recorded $32.1 million of legal settlement charges, net of insurance recoveries, related to this case, in selling, general and administrative expenses in the accompanying consolidated statements of comprehensive income (loss). The full settlement amount was funded during the year ended December 31, 2020. In 2020, the Company received final court approval of a settlement for a previously disclosed putative derivative lawsuit captioned Kistenmacher v. Atchison, et al. The Company was a “Nominal Defendant” in the lawsuit. Pursuant to the settlement, the Company received $12.5 million of insurance proceeds from its insurers and adopted certain corporate governance modifications. During the year ended December 31, 2020, the Company recorded a legal settlement gain of $12.5 million related to insurance proceeds received in selling, general and administrative expenses in the accompanying consolidated statements of comprehensive income (loss). |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 16. FAIR VALUE MEASUREMENTS Of the Company’s long-term obligations as of December 31, 2021, the Term B Loans are classified in Level 2 of the fair value hierarchy and the First-Priority Senior Secured Notes and the Senior Notes are classified in Level 1 of the fair value hierarchy. Of the Company’s long-term obligations as of December 31, 2020, the Term B-5 Loans are classified in Level 2 of the fair value hierarchy and the First-Priority Senior Secured Notes and the Second-Priority Senior Secured Notes are classified in level 1 of the fair value hierarchy. The fair value of the Term B Loans and the Term B-5 Loans approximates their carrying value, excluding unamortized debt issuance costs and discounts, due to the variable nature of the underlying interest rates and the frequent intervals at which such interest rates are reset. The fair value of the First-Priority Senior Secured Notes, Senior Notes, and Second-Priority Senior Secured Notes was determined using quoted prices in active markets for identical instruments. See Note 11–Long-Term Debt for further details. The Company did not have any assets measured on a recurring basis at fair value as of December 31, 2021 and 2020. The Company maintains its long-term liabilities at carrying value, net of unamortized debt issuance costs and discounts, in the consolidated balance sheet. The following table presents the Company’s estimated fair value measurements and related classifications for liabilities measured on a recurring basis as of December 31, 2021: Quoted Active Markets Significant for Identical Other Significant Assets and Observable Unobservable Balance at Liabilities Inputs Inputs December 31, (Level 1) (Level 2) (Level 3) 2021 Liabilities: (In thousands) Long-term obligations (a) $ 977,594 $ 1,197,000 $ — $ 2,174,594 ( a ) The following table presents the Company’s estimated fair value measurements and related classifications for liabilities measured on a recurring basis as of December 31, 2020: Quoted Prices in Active Markets Significant for Identical Other Significant Assets and Observable Unobservable Balance at Liabilities Inputs Inputs December 31, (Level 1) (Level 2) (Level 3) 2020 Liabilities: (In thousands) Long-term obligations (a) $ 787,975 $ 1,492,378 $ — $ 2,280,353 ( a ) Reflected at carrying value, net of unamortized debt issuance costs and discounts, in the consolidated balance sheet as current maturities of long-term debt of $15.5 million and long-term debt of $2.177 billion as of December 31, 2020. |
Related-Party Transactions
Related-Party Transactions | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related-Party Transactions | 17. RELATED-PARTY TRANSACTIONS ZHG Transaction As previously disclosed, Sun Wise (UK) Co., LTD., an affiliate to the ZHG Group (“Sun Wise”), previously held beneficial ownership of 19,452,063 shares (the “Pledged Shares”) of the Company’s common stock, which Sun Wise pledged in connection with certain loan obligations of Sun Wise. Sun Wise subsequently defaulted on such loan obligations and, as a result, certain of its lenders (together, the “Lenders”) foreclosed on the Pledged Shares. The Pledged Shares were transferred to a security agent for the Lenders (the “Security Agent”), on May 3, 2019. On May 27, 2019, the Security Agent entered into a share repurchase agreement with the Company pursuant to which the Security Agent agreed to sell and the Company agreed to purchase 5,615,874 of the Pledged Shares held by the Security Agent at a price per share equal to $26.71 (the “SEAS Repurchase”) for a total cost of approximately $150.0 million. The SEAS Repurchase closed on May 30, 2019. See Note 20 – Also on May 27, 2019, the Security Agent entered into a stock purchase agreement with Hill Path Capital LP (“Hill Path”) and certain of its affiliates pursuant to which the Security Agent agreed to sell and certain affiliates of Hill Path agreed to purchase, in the aggregate, 13,214,000 of the Pledged Shares held by the Security Agent at a price per share equal to $26.71 (the “HP Purchase”). The purchase closed on May 30, 2019, at which time, Hill Path’s ownership percentage increased to 34.6%. ZHG Agreements As discussed in Note 4–Revenues, in March 2017, the Company entered into the ZHG Agreements. In April 2019, the Company terminated the ZHG Agreements for non-payment of undisputed amounts owed. Hill Path Capital LP Agreements On May 27, 2019, in connection with the HP Purchase, the Company concurrently entered into a stockholders agreement, a registration rights and the Amended and Restated Undertaking Agreement with Hill Path (collectively, the “HP Agreements”). Under the HP Agreements, the Company agreed to appoint up to three Hill Path director designees to its Board and Hill Path agreed to certain customary standstill obligations, restrictions regarding the manner of sale of shares, and equal treatment for any change in control transaction. In addition, Hill Path agreed that shares held in excess of 24.9% generally would be voted consistent with the Board’s recommendations or consistent with the shares voted by the Company’s other stockholders. The Company also agreed to reimburse Hill Path for up to $250,000 of their expenses in connection with the HP Agreements. During the year ended December 31, 2019, the Company reimbursed Hill Path for $250,000 in expenses incurred. |
Retirement Plan
Retirement Plan | 12 Months Ended |
Dec. 31, 2021 | |
Postemployment Benefits [Abstract] | |
Retirement Plan | 18. RETIREMENT PLAN The Company sponsors a defined contribution plan, under Section 401(k) of the Internal Revenue Code. During 2019, the plan was a qualified automatic contributions arrangement, which automatically enrolled employees, once eligible, unless they opted out. Effective January 1, 2020, the plan removed the automatic contributions arrangement. Through December 31, 2019, the Company made matching cash contributions subject to certain restrictions, structured as a 100% match on the first 1% contributed by the employee and a 50% match on the next 5% contributed by the employee. Effective January 1, 2020, the plan amended the matching cash contributions structure going forward to be a 50% match on the first 4% of eligible pay contributed by the employee. In April 2020, the Company matching contribution was temporarily suspended in response to the COVID-19 pandemic and has remained suspended through 2021. Employer matching contributions for the years ended December 31, 2020 and 2019, totaled $1.3 million and $7.5 million, respectively, and is included in selling, general and administrative expenses and in operating expenses in the accompanying consolidated statements of comprehensive income (loss). |
Equity-Based Compensation
Equity-Based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity-Based Compensation | 19. EQUITY-BASED COMPENSATION Equity compensation expense is included in operating expenses and in selling, general and administrative expenses in the accompanying consolidated statements of comprehensive income (loss) as follows: For the Year Ended December 31, 2021 2020 2019 (In thousands) Equity compensation expense included in operating expenses $ 9,578 $ 522 $ 4,076 Equity compensation expense included in selling, general and administrative expenses 30,144 6,945 7,030 Total equity compensation expense $ 39,722 $ 7,467 $ 11,106 Equity compensation expense for the year ended December 31, 2021, includes the impact of certain prior year performance vesting restricted awards which were previously not considered probable of vesting. Equity compensation expense for the year ended December 31, 2020, includes the reversal of expense related to certain performance vesting restricted awards which at the time were no longer considered probable of vesting and also includes the reversal of expense related to outstanding unvested equity awards previously held by the Company’s former chief executive officer which were forfeited in connection with his departure. See Previous Long-term Incentive Awards Total unrecognized equity compensation expense for all equity compensation awards probable of vesting as of December 31, 2021 was approximately $29.0 million, which is expected to be recognized over a weighted-average period of 1.6 years. The total fair value of shares which vested during the years ended December 31, 2021, 2020 and 2019 was approximately $13.6 million, $12.7 million and $9.7 million, respectively. The weighted average grant date fair value per share of time-vesting and performance-vesting restricted awards granted during the years ended December 31, 2021, 2020 and 2019 were $52.12, $15.85 and $26.55 per share, respectively. The activity related to the Company’s time-vesting and performance-vesting restricted awards during the year ended December 31, 2021 was as follows: Performance-Vesting Restricted Awards Time-Vesting Restricted Awards Bonus Performance Restricted Awards Long-Term Incentive Performance Restricted Awards Shares/Units Weighted Average Grant Fair Value per Award Shares/Units Weighted Average Grant Date Fair Value per Award Shares/Units Weighted Average Grant Date Fair Value per Award Outstanding at December 31, 2020 1,692,579 $ 14.18 23,298 $ 26.16 1,467,636 $ 23.38 Granted 243,573 $ 53.14 132,251 $ 51.64 232,954 $ 51.33 Vested (858,090 ) $ 15.03 (22,569 ) $ 26.16 (7,747 ) $ 14.66 Forfeited (140,042 ) $ 24.73 (21,725 ) $ 50.07 (702,840 ) $ 20.75 Outstanding at December 31, 2021 938,020 $ 21.94 111,255 $ 51.78 990,003 $ 31.90 The total intrinsic value of stock options exercised during the years ended December 31, 2021, 2020 and 2019 was approximately $9.5 million, $1.3 million and $2.4 million, respectively. The activity related to the Company’s stock option awards during the year ended December 31, 2021 was as follows: Options Weighted Average Exercise Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2020 679,988 $ 21.51 Granted 177,688 $ 51.52 Forfeited (76,036 ) $ 37.61 Expired (3,639 ) $ 20.01 Exercised (289,567 ) $ 20.40 Outstanding at December 31, 2021 488,434 $ 30.59 7.08 $ 16,739 Exercisable at December 31, 2021 227,462 $ 21.61 5.41 $ 9,838 The weighted average grant date fair value of stock options granted during the year ended December 31, 2021 was $29.17. Key weighted-average assumptions utilized in the Black-Scholes Option Pricing Model for stock options granted during the year ended December 31, 2021 were: Risk-free interest rate 1.10 % Expected volatility 61.22 % Expected dividend yield 0.00 % Expected life (years) ( a ) 6.13 ( a ) The expected life was estimated using the simplified method, as the Company does not have sufficient historical exercise data due to the limited period of time its common stock has been publicly traded. Omnibus Incentive Plan The Company has reserved 15,000,000 shares of common stock for issuance under the Company’s Omnibus Incentive Plan (the “Omnibus Incentive Plan”), of which approximately 7,830,000 are available for future issuance as of December 31, 2021. Bonus Performance Restricted Awards During the year ended December 31, 2021, the Company granted approximately 132,000 performance-vesting restricted units (the “Bonus Performance Restricted Awards”) in accordance with its annual bonus plan for 2021 (the “2021 Bonus Plan”). The 2021 Bonus Plan provides for bonus awards payable 50 50 0 125 In accordance with ASC 718, Compensation-Stock Compensation Due to the impact of the COVID-19 pandemic, the Company did not have an annual bonus plan for the fiscal year ended December 31, 2020; however, based on a discretionary review of performance in light of the negative impact of the COVID-19 pandemic on the Company’s business, the Compensation Committee determined to make discretionary equity awards to the Company’s bonus eligible employees during the year ended December 31, 2021. These awards were paid entirely in restricted stock units that vest 50% each on the first and second anniversaries of the date of grant. The Company also had previously granted performance-vesting restricted units which were eligible to vest based on the Company’s actual results for the year ended December 31, 2019. A portion of these units vested in 2020, and the remaining portion vested in 2021 based on the employee’s continued employment on such vesting date and the remainder forfeited in accordance with their terms. 2021 Long-Term Incentive Awards During the year ended December 31, 2021, the Company granted long-term incentive plan awards for 2021 (the “2021 Long-Term Incentive Grant”) which were comprised of approximately 157,000 168,000 Long-Term Incentive Options The Long-Term Incentive Options vest over three years, with 20% vesting on each of the first two anniversaries of the grant date and 60% vesting on the third anniversary of the grant date, subject to continued employment through the applicable vesting date. Equity compensation expense for these options is recognized for each tranche over the vesting period using the straight-line method. Upon stock option exercises, authorized but unissued shares are issued by the Company. Long-Term Incentive Performance Restricted Units The Long-Term Incentive Performance Restricted Units are expected to vest following the end of the three-year performance period beginning on January 1, 2021 and ending on December 31, 2023 (the “Performance Period”) based upon the Company’s achievement of specified performance goals during the Performance Period. The total number of Long-Term Incentive Performance Restricted Units eligible to vest will be based on the level of achievement of the performance goals and ranges from 0% (if below threshold performance) up to 100% (for target or above performance). Upon achievement of at least the threshold performance goals, only 25% to 50% of the award for a given level of performance will vest, with the remaining 50% subject to a one-year performance test period. Performance for the test period must meet or exceed at least 95% of the prior year’s performance before up to the remaining 50% of the units can be earned. The Company recognizes equity compensation expense for its performance-vesting restricted awards ratably over the related performance period, if the performance condition is likely to be achieved. If the probability of vesting related to awards changes in a subsequent period, all equity compensation expense related to those awards that would have been recorded over the requisite service period had the current assumptions been used since the grant date is recorded as a cumulative catch-up at such subsequent date. Based on the Company’s likely future achievement of respective performance goals as of December 31, 2021, equity compensation expense was recorded during the year ended December 31, 2021 related to the Long-Term Incentive Performance Restricted Units. Other Long-Term Incentive Awards During the year ended December 31, 2021, the Company also granted time-vesting restricted units to certain employees which generally vest over three years, with 20% vesting on each of the first two anniversaries of the grant date and 60% vesting on the third anniversary of the grant date Previous Long-Term Incentive Awards The Company also has outstanding time-vesting restricted awards (the “Long-Term Incentive Time Restricted Awards”), performance-vesting restricted awards (the “Long-Term Incentive Performance Restricted Awards”) and nonqualified stock options granted under previous long-term incentive plan grants. During the year ended December 31, 2021, a portion of the previously granted Long-Term Incentive Performance Restricted Awards related to completed performance periods vested, with the remainder forfeiting in accordance with their terms. The remaining outstanding Long-Term Incentive Performance Restricted Awards related to future performance periods are eligible to vest based upon the Company’s achievement of pre-established performance goals for the respective performance period, as defined. A portion of the outstanding Long-Term Incentive Performance Restricted Awards relate to performance restricted units (the “2019 LTIP Performance Awards”) which contain a four-year Upon achievement of the performance goals, up to 50% of the award for a given level of performance will vest, with the remaining 50% subject to a one-year extended performance test period. The goal achieved must be met again or exceeded for the extended performance period before the remaining units are earned. Based on the Company’s results for fiscal year 2021, the Company expects to vest a portion of the 2019 LTIP Performance Awards in the first quarter of 2022. Other During the year ended December 31, 2021, the Company granted equity awards to its non-employee members of its Board which will vest on the day before the Company’s next annual meeting. Each eligible Board member elected the form of their equity award as either deferred stock units (“DSUs”) or restricted stock units (“RSUs”). Each DSU granted in 2021 represents the right to receive one share of the Company’s common stock three months after director Additionally, during the year ended December 31, 2021, the Company granted equity awards in the form of RSUs or DSUs which vested immediately to each eligible Board member in lieu of quarterly cash payments related to the director’s annual retainers. |
Stockholders' (Deficit) Equity
Stockholders' (Deficit) Equity | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Stockholders' (Deficit) Equity | 20. STOCKHOLDERS’ (DEFICIT) EQUITY As of December 31, 2021, 95,541,992 shares of common stock were issued in the accompanying consolidated balance sheet, which includes 19,953,042 shares of treasury stock held by the Company (see Share Repurchase Program discussion which follows), but excludes 50,862 unvested shares of common stock and 1,988,416 unvested restricted stock units held by certain participants in the Company’s equity compensation plans (see Note 19–Equity-Based Compensation). Share Repurchase Program The Board had previously authorized the repurchase of up to $250.0 million of the Company’s common stock (the “Share Repurchase Program”). Under the Share Repurchase Program, the Company is authorized to repurchase shares through open market purchases, privately-negotiated transactions or otherwise in accordance with applicable federal securities laws, including through Rule 10b5-1 trading plans and under Rule 10b-18 of the Exchange Act. During the year ended December 31, 2021, the Company repurchased 3,692,794 shares for an aggregate total of approximately $215.7 million leaving approximately $21.8 million available under the Share Repurchase Program as of December 31, 2021. During the year ended December 31, 2020, prior to the COVID-19 temporary park closures, the Company repurchased 469,785 shares for an aggregate total of approximately $12.4 million. During the year ended December 31, 2019, the Company repurchased 5,615,874 shares (see discussion relating to the SEAS Repurchase in Note 17–Related Party Transactions for further details). The Share Repurchase Program has no time limit and may be suspended or discontinued completely at any time. The number of shares to be purchased and the timing of purchases will be based on the Company’s trading windows and available liquidity, general business and market conditions, and other factors, including legal requirements, debt covenant restrictions and alternative investment opportunities. All shares repurchased pursuant to the Share Repurchase Program, the SEAS Repurchase and shares repurchased directly from selling stockholders concurrently with previous secondary offerings, are recorded as treasury stock at a total cost of $631.1 million and $415.3 million |
Severance and Other Separation
Severance and Other Separation Costs | 12 Months Ended |
Dec. 31, 2021 | |
Restructuring And Related Activities [Abstract] | |
Severance and Other Separation Costs | 21. SEVERANCE AND OTHER SEPARATION COSTS The Company is committed to continuous improvement and regularly evaluates operations to ensure it is properly organized for performance and efficiency. As a result, during the years ended December 31, 2021 and 2019, the Company recorded approximately $1.5 million and $4.2 million, respectively, in pre-tax charges primarily consisting of severance and other termination benefits, which is included in severance and other separation costs in the accompanying consolidated statements of comprehensive income (loss). In September 2020, the Company committed to a plan of termination (the “2020 Restructuring Program”) primarily impacting some of the Company’s previously furloughed salaried, full-time and part-time employees. Substantially all of the impacted employees were furloughed as part of the Company’s efforts to reduce operating expenses and adjust cash flows in light of business circumstances associated with the COVID-19 pandemic. Due to the sudden and unforeseeable economic impacts of the pandemic on the Company’s business operations, that were not reasonably foreseeable at the time of the temporary furloughs, the Company transitioned certain park and corporate personnel from a furloughed status to a permanent layoff. As a result, during the year ended December 31, 2020, the Company recorded approximately $2.7 million in pre-tax restructuring charges primarily related to severance and other termination benefits related to the 2020 Restructuring Program, which is included in severance and other separation costs in the accompanying consolidated statements of comprehensive income (loss). The 2020 Restructuring Program activity for the years ended December 31, 2021 and 2020 was as follows: 2020 Restructuring Program (In thousands) Liability as of December 31, 2019 $ — Costs incurred 2,658 Payments made (2,513 ) Liability as of December 31, 2020 $ 145 Costs incurred — Payments made (145 ) Liability as of December 31, 2021 $ — |
Schedule I-Registrant's Condens
Schedule I-Registrant's Condensed Financial Statements | 12 Months Ended |
Dec. 31, 2021 | |
Condensed Financial Information Of Parent Company Only Disclosure [Abstract] | |
Schedule I-Registrant's Condensed Financial Statements | Schedule I-Registrant’s Condensed Financial Statements SEAWORLD ENTERTAINMENT, INC. PARENT COMPANY ONLY CONDENSED BALANCE SHEETS (In thousands, except share and per share amounts) December 31, 2021 2020 Assets Current Assets: Cash $ 407 $ 455 Total current assets 407 455 Total assets $ 407 $ 455 Liabilities and Stockholders’ Deficit Current Liabilities: Loss in excess of investment in wholly-owned subsidiary $ 33,916 $ 105,803 Other accrued liabilities 407 455 Total current liabilities 34,323 106,258 Total liabilities 34,323 106,258 Commitments and contingencies Stockholders’ Deficit: Preferred stock, $0.01 par value—authorized, 100,000,000 shares, no shares issued or outstanding at December 31, 2021 and 2020 — — Common stock, $0.01 par value—authorized, 1,000,000,000 shares; 95,541,992 and 94,652,248 shares issued at December 31, 2021 and 2020, respectively 955 946 Additional paid-in capital 711,474 680,360 Accumulated deficit (115,287 ) (371,800 ) Treasury stock, at cost (19,953,042 and 16,260,248 shares at December 31, 2021 and 2020, respectively) (631,058 ) (415,309 ) Total stockholders’ deficit (33,916 ) (105,803 ) Total Liabilities and Stockholders’ Deficit $ 407 $ 455 SEAWORLD ENTERTAINMENT, INC. PARENT COMPANY ONLY CONDENSED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (In thousands) For the Year Ended December 31, 2021 2020 2019 Equity in net income (loss) of subsidiary $ 256,513 $ (312,321 ) $ 89,476 Net income (loss) $ 256,513 $ (312,321 ) $ 89,476 Equity in other comprehensive income (loss) of subsidiary — 1,559 (3,843 ) Comprehensive income (loss) $ 256,513 $ (310,762 ) $ 85,633 SEAWORLD ENTERTAINMENT, INC. PARENT COMPANY ONLY CONDENSED STATEMENTS OF CASH FLOWS (In thousands) For the Year Ended December 31, 2021 2020 2019 Cash Flows From Operating Activities: Net income (loss) $ 256,513 $ (312,321 ) $ 89,476 Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: Equity in net (income) loss of subsidiary (256,513 ) 312,321 (89,476 ) Net cash provided by (used in) operating activities — — — Cash Flows From Investing Activities: Dividends forfeited from subsidiary- return of capital, net of forfeitures — (1 ) (5 ) Capital contributed to subsidiary from exercises of stock options (5,955 ) (2,621 ) (3,696 ) Net cash used in investing activities (5,955 ) (2,622 ) (3,701 ) Cash Flows From Financing Activities: Exercise of stock options 5,907 2,920 3,795 Dividends paid to common stockholders — (12 ) (61 ) Net cash provided by financing activities 5,907 2,908 3,734 Change in Cash and Cash Equivalents (48 ) 286 33 Cash and Cash Equivalents - Beginning of year 455 169 136 Cash and Cash Equivalents - End of year $ 407 $ 455 $ 169 Supplemental Disclosures of Noncash Financing Activities Dividends from subsidiary- return of capital, for purchase of treasury stock $ 215,749 12,406 150,000 1. DESCRIPTION OF SEAWORLD ENTERTAINMENT, INC. SeaWorld Entertainment, Inc. (the “Parent”) was incorporated in Delaware on October 2, 2009. The Parent has no operations or significant assets or liabilities other than its investment in SeaWorld Parks & Entertainment, Inc. (“SEA”), which owns and operates twelve theme parks within the United States. Accordingly, the Parent is dependent upon distributions from SEA to fund its obligations. However, under the terms of SEA’s various debt agreements, SEA’s ability to pay dividends or lend to the Parent is restricted, except that SEA may pay specified amounts to the Parent to fund the payment of the Parent’s tax obligations. The COVID-19 pandemic materially impacted operations for SEA for the years ended December 31, 2021 and 2020. See further discussion relating to the impact of the COVID-19 pandemic in Note 1–Description of the Business in the accompanying consolidated financial statements. 2. BASIS OF PRESENTATION The accompanying condensed financial statements (the “parent company only financial statements”) include the accounts of the Parent and its investment in SEA accounted for in accordance with the equity method and do not present the financial statements of the Parent and its subsidiary on a consolidated basis. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted since this information is included with the SeaWorld Entertainment, Inc. consolidated financial statements included elsewhere in this Annual Report on Form 10-K (the “consolidated financial statements”). These parent company only financial statements should be read in conjunction with the consolidated financial statements. 3. GUARANTEES On August 25, 2021, SEA completed a private offering of $725.0 million aggregate principal amount of 5.250% senior notes due 2029 (the “Senior Notes”). a private offering of $227.5 million aggregate principal amount of 8.750% first-priority senior secured notes due 2025 (the “First-Priority Senior Secured Notes”). On August 5, 2020, SEA closed on a private offering of $500.0 million aggregate principal amount of 9.500% second-priority senior secured notes due 2025 (the “Second-Priority Senior Secured Notes”), which were fully redeemed during the year ended December 31, 2021. Under the terms of the Senior Secured Credit Facilities, the obligations of SEA are fully, unconditionally and irrevocably guaranteed by Parent, any subsidiary of Parent that directly or indirectly owns 100% of the issued and outstanding equity interest of SEA, and subject to certain exceptions, each of SEA’s existing and future material domestic wholly-owned subsidiaries (collectively, the “Guarantors”). SEA’s obligations under the Senior Notes and related indenture are guaranteed, jointly and severally, on a senior secured basis, by the Guarantors, as defined, in accordance with the provisions of the indenture. The First-Priority Senior Secured Notes are fully and unconditionally guaranteed by the Parent, any subsidiary of the Parent that directly or indirectly owns 100% of the issued and outstanding equity interests of SEA, and subject to certain exceptions, each of SEA’s subsidiaries that guarantees SEA’s existing senior secured credit facilities. See Note 11–Long-Term Debt of the accompanying consolidated financial statements for further details . 4. DIVIDENDS FROM SUBSIDIARY During the year ended December 31, 2021, SEA paid dividends to the Parent of approximately $215.7 million. The dividends were in the form of 3,692,794 shares of common stock repurchased by SEA. (see Note 5–Stockholders’ Deficit which follows). During the years ended December 31, 2020 and 2019, SEA paid dividends to the Parent of approximately $12.4 million and $150.0 million, respectively. The dividends were in the form of payments that SEA made for share repurchases at the Parent level (see Note 5–Stockholders’ Deficit which follows). During the years ended December 31, 2020 and 2019, Parent paid accumulated dividends, net of forfeitures, related to shares that carried dividend rights from previous dividend declarations which vested during the respective year. 5. STOCKHOLDERS’ DEFICIT Omnibus Incentive Plan The Parent has reserved 15,000,000 shares of common stock for future issuance under the Omnibus Incentive Plan (the “Omnibus Incentive Plan”), of which approximately 7,830,000 are available for future issuance as of December 31, 2021. The Omnibus Incentive Plan is administered by the compensation committee of the Parent’s Board, and provides that the Parent may grant equity incentive awards to eligible employees, directors, consultants or advisors of the Parent or its subsidiary, SEA, in the form of stock options, stock appreciation rights, restricted stock, restricted stock units and other stock-based and performance compensation awards. If an award under the Omnibus Incentive Plan expires or is canceled, forfeited, or terminated, without issuance to the participant, the unissued shares may be granted again under the Omnibus Incentive Plan. See further discussion in Note 19–Equity-Based Compensation of the accompanying consolidated financial statements. During the years ended December 31, 2021 and 2020, respectively, Parent transferred approximately $6.0 million and $2.6 million in proceeds received from the exercise of stock options to SEA as a capital contribution and increased its investment in SEA. Share Repurchase Program The Parent’s Board previously authorized the repurchase of up to $250.0 million of the Company’s common stock (the “Share Repurchase Program”). Under the Share Repurchase Program, the Parent is authorized to repurchase shares through open market purchases, privately-negotiated transactions or otherwise in accordance with applicable federal securities laws, including through Rule 10b5-1 trading plans and under Rule 10b-18 of the Exchange Act. The Share Repurchase Program has no time limit and may be suspended or discontinued completely at any time. During the year ended December 31, 2021, the Parent repurchased 3,692,794 shares for an aggregate total of approximately $215.7 million leaving approximately $21.8 million available under the Share Repurchase Program as of December 31, 2021. During the year ended December 31, 2020, prior to the COVID-19 temporary park closures, the Parent repurchased 469,785 shares for an aggregate total of approximately $12.4 million. During the year ended December 31, 2019, the Parent repurchased a total of 5,615,874 shares of common stock at a total cost of approximately $150.0 million. All shares repurchased pursuant to the Share Repurchase Program, along with shares repurchased directly from selling stockholders concurrently with previous secondary offerings, are recorded as treasury stock at a total cost of $631.1 million and $415.3 million as of the years ended December 31, 2021 and 2020, respectively, and are reflected as a reduction to stockholders’ (deficit) equity in the accompanying condensed balance sheets. See further discussion in Note 20–Stockholders’ (Deficit) Equity of the accompanying consolidated financial statements. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Principles of Consolidation | Basis of Presentation and Principles of Consolidation The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of the Company and its wholly-owned subsidiaries, including SEA. All intercompany accounts have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates and assumptions include, but are not limited to, the accounting for self-insurance, deferred tax assets and liabilities, deferred revenue, equity compensation, the valuation of goodwill and other indefinite-lived intangible assets and reviews for potential impairment of long-lived assets. Estimates are based on various factors including current and historical trends, as well as other pertinent company and industry data. The Company regularly evaluates this information to determine if it is necessary to update the basis for its estimates and to adjust for known changes. Actual results could differ from those estimates. Based on the uncertainty relating to the COVID-19 pandemic, including but not limited to the impact or timing of government restrictions, any future capacity limitations due to social distancing guidelines, public sentiment on social gatherings, travel and attendance patterns, travel restrictions, effectiveness and adoption of vaccines, the impact of new variants, potential supply chain disruptions and additional actions which could be taken by government authorities to manage the pandemic, the Company is not certain of the ultimate impact the COVID-19 pandemic could have on its estimates, business or results of operations. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents include cash held at financial institutions as well as operating cash onsite at each theme park to fund daily operations and amounts due from third-party credit card companies with settlement terms of less than four days. The amounts due from third-party credit card companies totaled $11.5 million and $4.9 million at December 31, 2021 and 2020, respectively. The cash balances in all accounts held at financial institutions are insured up to $250,000 by the Federal Deposit Insurance Corporation (“FDIC”) through December 31, 2021. At times, cash balances may exceed federally insured amounts and potentially subject the Company to a concentration of credit risk. Management believes that no significant concentration of credit risk exists with respect to these cash balances because of its assessment of the creditworthiness and financial viability of the respective financial institutions. From time to time, the Company may invest in certain highly liquid instruments with original maturities of three months or less. These instruments may include money market mutual funds, certificates of deposit or time deposits, among others, which may or may not qualify for FDIC insurance. The Company classifies any such instruments as cash and cash equivalents based on their short-term maturities. |
Restricted Cash | Restricted Cash Restricted cash is recorded in prepaid expenses and other current assets in the accompanying consolidated balance sheets. Restricted cash consists primarily of funds received from strategic partners for use in approved marketing and promotional activities. December 31, December 31, 2021 2020 (In thousands) Cash and cash equivalents $ 443,707 $ 433,909 Restricted cash, included in prepaid expenses and other current assets 779 1,316 Total cash, cash equivalents and restricted cash $ 444,486 $ 435,225 |
Accounts Receivable-Net | Accounts Receivable—Net Accounts receivable are reported at net realizable value and consist primarily of amounts due from customers for the sale of admission products, including amounts due for admissions products purchased on monthly installment arrangements. The Company is not exposed to a significant concentration of credit risk. The Company records an allowance on trade accounts receivable with an offset to the provision for bad debt for estimated credit losses expected based on its history of uncollectable accounts. For all periods presented, the provision for bad debt was immaterial. The Company also records an allowance for estimated credit losses on amounts due from monthly installment arrangements based on historical default rates. As of December 31, 2021 and 2020, the Company recorded $17.7 million and $6.7 million, respectively, as an allowance on its installment arrangements, which is included in accounts receivable, net, in the accompanying consolidated balance sheets, with a corresponding reduction to deferred revenue. |
Inventories | Inventories Inventories are accounted for using the weighted average cost method and are stated at the lower of cost or net realizable value. Inventories consist primarily of products for resale, including merchandise, culinary items and miscellaneous supplies. Obsolete or excess inventories are recorded at their estimated realizable value. |
Property and Equipment-Net | Property and Equipment—Net Property and equipment are recorded at cost. The cost of ordinary or routine maintenance, repairs, spare parts and minor renewals is expensed as incurred. Development costs associated with new attractions and products are generally capitalized after necessary feasibility studies have been completed and final concept or contracts have been approved. The cost of assets is depreciated using the straight-line method based on the following estimated useful lives: Land improvements 10-40 years Buildings 5-40 years Rides, attractions and equipment 3-20 years Animals 1-50 years Certain costs related to animals exhibited in the theme parks are capitalized and amortized over their estimated lives (1-50 years). All costs to care for animals are expensed as incurred. Construction in progress assets consist primarily of new rides, attractions and infrastructure improvements that have not yet been placed in service. These assets are stated at cost and are not depreciated. Once construction of the assets is completed and placed into service, assets are reclassified to the appropriate asset class based on their nature and depreciated in accordance with the useful lives above. Debt interest is capitalized on all active construction projects. Total interest capitalized for the years ended December 31, 2021, 2020 and 2019 was $7.3 million, $6.3 million and $4.6 million, respectively. |
Computer System Development Costs | Computer System Development Costs The Company capitalizes computer system development costs that meet established criteria and, once placed in service, amortizes those costs to expense on a straight-line basis over five years. Total capitalized costs related to computer system development costs, net of accumulated amortization, were $1.5 million and $2.4 million as of December 31, 2021 and 2020, respectively, and are recorded in other assets in the accompanying consolidated balance sheets. Accumulated amortization was $12.4 million and $11.2 million as of December 31, 2021 and 2020, respectively. Amortization expense of capitalized computer system development costs during the years ended December 31, 2021, 2020 and 2019 was $1.4 million, $1.7 million and $2.2 million, respectively, and is recorded in depreciation and amortization in the accompanying consolidated statements of comprehensive income (loss). Systems reengineering costs do not meet the proper criteria for capitalization and are expensed as incurred. |
Goodwill and Other Indefinite-Lived Intangible Assets | Goodwill and Other Indefinite-Lived Intangible Assets Goodwill and other indefinite-lived intangible assets are not amortized, but instead reviewed for impairment at least annually during the fourth quarter, and as of an interim date should factors or indicators become apparent that would require an interim test, with ongoing recoverability based on applicable reporting unit overall financial performance and consideration of significant events or changes in the overall business environment or macroeconomic conditions. Such events or changes in the overall business environment could include, but are not limited to, significant negative trends or unanticipated changes in the competitive or macroeconomic environment. In assessing goodwill for impairment, the Company may choose to initially evaluate qualitative factors to determine if it is more likely than not that the estimated fair value of a reporting unit is less than its carrying amount. The Company considers several factors, including macroeconomic conditions, industry and market conditions, overall financial performance of the reporting unit, changes in management, strategy or customers, and relevant reporting unit specific events such as a change in the carrying amount of net assets, a more likely than not expectation of selling or disposing all, or a portion, of a reporting unit, and the testing of recoverability of a significant asset group within a reporting unit. If the qualitative assessment is not conclusive, then a quantitative impairment analysis for goodwill is performed at the reporting unit level. The Company may also choose to perform this quantitative impairment analysis instead of the qualitative analysis. The quantitative impairment analysis compares the estimated fair value of the reporting unit, determined using the income and/or market approach, to its recorded amount. If the recorded amount exceeds the fair value, then a goodwill impairment charge is recorded for the difference up to the recorded amount of goodwill. The determination of fair value in the Company’s goodwill impairment analysis is based on an estimate of fair value for the relevant reporting unit utilizing known and estimated inputs at the evaluation date. Some of those inputs include, but are not limited to, estimates of future revenue and expense growth, estimated market multiples, expected capital expenditures, income tax rates and cost of invested cap ital. The Company’s other indefinite-lived intangible assets consist of certain trade names/trademarks and other intangible assets which, after considering legal, regulatory, contractual, and other competitive and economic factors, are determined to have indefinite lives and are valued using the relief from royalty method. Trade names/trademarks are combined by brand as a unit of accounting when testing for impairment as the brand represents the highest and best use of the asset and drives the Company’s marketing strategy and international license agreements. E stimates required in this valuation method include estimated future revenues impacted by the trade names/trademarks, royalty rates, and appropriate discount rates. Projections are based on management’s best estimates given recent financial performance, market trends, strategic plans, brand awareness, operating characteristics by park, and other available information. See Note 9–Goodwill and Trade Names/Trademarks, Net, for further details. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets All long-lived assets are reviewed for impairment upon the occurrence of events or changes in circumstances that would indicate that the carrying value of the assets may not be recoverable. An impairment loss may be recognized when estimated undiscounted future cash flows expected to result from the use of the asset, including disposition, are less than the carrying value of the asset. The measurement of the impairment loss to be recognized is based upon the difference between the estimated fair value and the carrying amounts of the assets. Fair value is generally determined based upon a discounted cash flow analysis. In order to determine if an asset has been impaired, assets are grouped and tested at the lowest level for which identifiable independent cash flows are available (generally a theme park). See further discussion in Note 8–Property and Equipment, Net. |
Self-Insurance Reserves | Self-Insurance Reserves Reserves are recorded for the estimated amounts of guest and employee claims and expenses incurred each period that are not covered by insurance. Reserves are established for both identified claims and incurred but not reported (“IBNR”) claims. Such amounts are accrued for when claim amounts become probable and estimable. Reserves for identified claims are based upon the Company’s historical claims experience and third-party estimates of settlement costs. Reserves for IBNR claims are based upon the Company’s claims data history, actuarially determined loss development factors and qualitative considerations such as claims management activities. The Company maintains self-insurance reserves for healthcare, auto, general liability and workers’ compensation claims. Total claims reserves were $30.5 million at December 31, 2021, of which $1.7 million is recorded in accrued salaries, wages and benefits, $8.2 million is recorded in other accrued liabilities and the remaining long-term portion is recorded in other liabilities in the accompanying consolidated balance sheets. Total claims reserves were $31.1 million at December 31, 2020, of which $1.8 million is recorded in accrued salaries, wages and benefits, $7.5 million is recorded in other accrued liabilities and the remaining long-term portion is recorded in other liabilities in the accompanying consolidated balance sheets. All reserves are periodically reviewed for changes in facts and circumstances and adjustments are made as necessary. |
Debt Issuance Costs | Debt Issuance Costs Debt issuance costs are amortized to interest expense using the effective interest method over the term of the related debt and are included in long-term debt, net, in the accompanying consolidated balance sheets. See further discussion in Note 11–Long-Term Debt. |
Share Repurchase Program and Treasury Stock | Share Repurchase Program and Treasury Stock From time to time, the Company’s Board of Directors (the “Board”) may authorize share repurchases of common stock. Shares repurchased under Board authorizations are currently held in treasury for general corporate purposes. The Company accounts for treasury stock on the trade date under the cost method. Treasury stock at December 31, 2021 and 2020 is recorded as a reduction to stockholders’ (deficit) equity. See further discussion of the Company’s share repurchase program in Note 20–Stockholders’ (Deficit) Equity. |
Revenue Recognition | Revenue Recognition The Company records revenue in accordance with Accounting Standards Codification (“ASC”), Topic 606, Revenue from Contracts with Customers, Admissions Revenue Admissions revenue primarily consists of single-day tickets, annual or season passes or other multi-day or multi-park admission products. Admission products with similar characteristics are analyzed using a portfolio approach for each separate park as the Company expects that the effects on the consolidated financial statements of applying ASC 606 to the portfolio does not differ materially from applying the guidance to individual contracts within the portfolio. For single-day tickets, the Company recognizes revenue at a point in time, upon admission to the park. Annual passes, season passes or other multi-day or multi-park passes allow guests access to specific parks over a specified time period. For these pass and multi-use products, revenue is deferred and recognized over the terms of the admission product based on estimated redemption rates for similar products and is adjusted periodically. The Company estimates redemption rates using historical and forecasted attendance trends by park for similar products. Attendance trends factor in seasonality and are adjusted based on actual trends periodically. These estimated redemption rates impact the timing of when revenue is recognized on these products. Actual results could materially differ from these estimates based on actual attendance patterns. Revenue is recognized on a pro-rata basis based on the estimated allocated selling price of the admission product. In 2020, as a result of the temporary park closures due to the COVID-19 pandemic, the Company upgraded some of its pass products and extended pass expiration dates for at least the equivalent period the related parks were closed. As a result, the Company adjusted its estimated redemption and recognition patterns on these products to reflect the fact that there was no attendance during the park closures and accordingly the Company did not recognize revenue from these admission products while the parks were temporarily closed in 2020. For passes under installment plans that had transitioned to a month to month basis, the Company temporarily paused monthly charges when the related parks reopened for the equivalent period the respective parks were closed. Accordingly, payments received during the closure period were recorded as deferred revenue and recognized as revenue once the respective parks reopened in 2020, which may not have necessarily reflected attendance patterns for these guests. The Company has also entered into agreements with certain external theme park, zoo and other attraction operators to jointly market and sell single and multi-use admission products. These joint products allow admission to both a Company park(s) and an external park, zoo or other attraction. The agreements with the external partners specify the allocation of revenue to Company parks from any jointly sold products. Whether the Company or the external partner sells the product, the Company’s portion of revenue is deferred until the first time the product is redeemed at one of the Company’s parks and recognized over its related use in a manner consistent with the Company’s other admission products. Additionally, the Company barters theme park admission products and sponsorship opportunities for advertising, employee recognition awards, and various other services. The fair value of the products or services is recognized into admissions revenue and related expenses at the time of the exchange and approximates the estimated fair value of the goods or services provided or received, whichever is more readily determinable. For the years ended December 31, 2021, 2020 and 2019, amounts included within admissions revenue with an offset to either selling, general and administrative expenses or operating expenses in the accompanying consolidated statements of comprehensive income (loss) related to bartered ticket transactions were $13.6 million, $4.7 million and $16.2 million, respectively. Food, Merchandise and Other Revenue Food, merchandise and other revenue primarily consists of food and beverage, merchandise, parking and other in-park products and also includes other miscellaneous revenue which is not significant in the periods presented. The Company recognizes revenue for food and beverage, merchandise and other in-park products when the related products or services are received by the guests. Certain admission products may also include bundled products at the time of purchase, such as food and beverage or merchandise items. The Company conducts an analysis of bundled products to identify separate distinct performance obligations that are material in the context of the contract. For those products that are determined to be distinct performance obligations and material in the context of the contract, the Company allocates a portion of the transaction price to each distinct performance obligation using each performance obligation’s standalone price. If the bundled product is related to a pass product and offered over time, revenue will be recognized over time accordingly. See further discussion in Note 4–Revenues. |
Advertising and Promotional Costs | Advertising and Promotional Costs Advertising production costs are deferred and expensed the first time the advertisement is shown. Other advertising and media costs are expensed as incurred and, for the years ended December 31, 2021, 2020 and 2019, totaled approximately $81.4 million, $48.1 million and $138.3 million, respectively, and are included in selling, general and administrative expenses in the accompanying consolidated statements of comprehensive income (loss). |
Equity-Based Compensation | Equity-Based Compensation In accordance with ASC 718, Compensation-Stock Compensation The Company grants time-vesting restricted shares and units, time-vesting deferred stock units, performance-vesting restricted shares and units, and stock options. On occasion, the Company may modify the terms or conditions of an equity award for its employees. If an award is modified, the Company evaluates the type of modification in accordance with ASC 718 to determine the appropriate accounting. See further discussion in Note 19–Equity-Based Compensation. |
Restructuring Costs | Restructuring Costs The Company accounts for exit or disposal of activities in accordance with ASC 420, Exit or Disposal Cost Obligations Compensation-Nonretirement Postemployment Benefits If the one-time benefit arrangements are not part of an ongoing benefit arrangement or an individual deferred compensation contract, a liability is recognized and measured at its fair value for one-time termination benefits once the plan of termination is communicated to affected employees and it meets all of the following criteria: (i) management commits to a plan of termination, (ii) the plan identifies the number of employees to be terminated and their job classifications or functions, locations and the expected completion date, (iii) the plan establishes the terms of the benefit arrangement and (iv) it is unlikely that significant changes to the plan will be made or the plan will be withdrawn. If the one-time benefit arrangements are part of an ongoing benefit arrangement or an individual deferred compensation contract, a liability is recognized and measured at its fair value when the following conditions are met: (i) the obligation is attributable to services already rendered; (ii) rights to those benefits accumulate; (iii) payment of the benefits is probable; and (iv) amount can be reasonably estimated. If these four conditions are not met, a liability is recognized when it is probable that a liability has been incurred and the amount can be reasonably estimated in accordance with ASC 450, Contingencies Contract termination costs include costs to terminate a contract or costs that will continue to be incurred under the contract without benefit to the Company. A liability is recognized and measured at its fair value when the Company either terminates the contract or ceases using the rights conveyed by the contract. See further discussion in Note 21–Severance and Other Separation Costs. |
Leases | Leases The Company leases land, warehouse and office space, and equipment, which are classified as either operating or finance leases. Under the provisions of ASC 842, Leases, The present value of future lease payments is calculated using the interest rate implicit in the lease or, if that rate cannot be readily determined, the Company’s incremental borrowing rate, which reflects the rate of interest it would pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. As most of the Company’s leases do not provide an implicit rate, the Company uses incremental borrowing rates based on the information available at the lease commencement date , liability remeasurement date, or lease modification date in determining the present value of the lease payments. In calculating the incremental borrowing rates, the Company considered recent ratings from credit agencies, recent trading prices on the Company’s debt, and current lease demographic information. The Company applies the incremental borrowing rates at a portfolio level based on lease terms. In accordance with the short-term lease recognition exemption of ASC 842, the Company does not recognize on its balance sheet leases with an initial lease term of 12 months or less. Lease expense for these short-term leases is recognized on a straight-line basis over the lease term. Some of the Company’s leases include one or more options to renew, with renewal terms that can extend the lease term from one to ten years or more. The exercise of lease renewal options is at the Company’s sole discretion and the inclusion of the renewal options in the lease term would only occur when the Company concludes it is reasonably certain of exercising the option(s). Certain leases also include options to purchase the leased property. Certain of the Company’s lease agreements include rental payments based on a percentage of sales over contractual levels and others include rental payments adjusted periodically for inflation. These variable lease payments are typically recognized when the underlying event occurs and are included in operating expenses in the Company’s consolidated statements of comprehensive income (loss) in the same line item as the expense arising from fixed lease payments. The Company’s lease agreements do not contain any material residual value guarantees, material restrictive covenants or material variable lease costs other than those described in Note 14–Leases related to the Company’s land lease. All long-lived assets, including right of use assets associated with leases, are reviewed for impairment upon the occurrence of events or changes in circumstances that would indicate that the carrying value of the assets may not be recoverable. The measurement of an impairment loss to be recognized is based upon the difference between the estimated fair value and the carrying amounts of the assets. Fair value is generally determined based upon a discounted cash flow analysis. See further discussion in Note 14–Leases. |
Income Taxes | Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. A valuation allowance is established for deferred tax assets when it is more likely than not that some portion or all of the deferred tax assets will not be realized. Realization is dependent on generating sufficient future taxable income or the reversal of deferred tax liabilities during the periods in which those temporary differences become deductible. Forecasted financial performance is not used as evidence until such time as the Company has cumulative pretax income for a rolling 36-month period. The Company evaluates its tax positions by determining if it is more likely than not a tax position is sustainable upon examination, based upon the technical merits of the position, before any of the benefit is recorded for financial statement purposes. The benefit is measured as the largest dollar amount of the position that is more likely than not to be sustained upon settlement. Previously recorded benefits that no longer meet the more likely than not threshold are charged to earnings in the period that the determination is made. Interest and penalties accrued related to unrecognized tax benefits are charged to the (benefit from) provision for income taxes in the accompanying consolidated statements of comprehensive income (loss). See further discussion in Note 13–Income Taxes. |
Contingencies | Contingencies The Company accounts for contingencies in accordance with ASC 450, Contingencies Additionally, for any potential gain contingencies, the Company does not recognize the gain until the period that all contingencies have been resolved and the amounts are realizable. See further discussion in Note 15–Commitments and Contingencies. |
Fair Value Measurements | Fair Value Measurements Fair value is a market-based measurement, not an entity-specific measurement and is defined as an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. An entity is permitted to measure certain financial assets and financial liabilities at fair value with changes in fair value recognized in earnings each period. The Company has not elected to use the fair value option for any of its financial assets and financial liabilities that are not already recorded at fair value. Carrying values of financial instruments classified as current assets and current liabilities approximate fair value, due to their short-term nature. Fair Value Hierarchy —As a basis for considering market participant assumptions in fair value measurements, fair value accounting standards establish a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity. Fair value is determined for assets and liabilities, based upon significant levels of observable or unobservable inputs. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect the Company’s market assumptions. This hierarchy requires the use of observable market data when available. These two types of inputs have created the following fair value hierarchy: Level 1 —Quoted prices for identical instruments in active markets. Level 2 —Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets. Level 3 —Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable and include situations where there is little, if any, market activity for the asset or liability. Determination of Fair Value —If quoted market prices are not available, fair value is based upon internally developed valuation techniques that use, where possible, current market-based or independently sourced market parameters, such as interest and currency rates. Assets or liabilities valued using such internally generated valuation techniques are classified according to the lowest level input or value driver that is significant to the valuation. Thus, an item may be classified in Level 3 even though there may be some significant inputs that are readily observable. See further discussion in Note 16–Fair Value Measurements. |
Segment Reporting | Segment Reporting The Company maintains discrete financial information for each of its twelve theme parks, which is used by the Chief Operating Decision Maker (“CODM”), as a basis for allocating resources and assessing performance. Each theme park has been identified as an operating segment and meets the criteria for aggregation due to similar economic characteristics. In addition, all of the theme parks provide similar products and services and share similar processes for delivering services. The theme parks have a high degree of similarity in the workforces and target similar consumer groups. Accordingly, based on these economic and operational similarities and the way the CODM monitors and makes decisions affecting the operations, the Company has concluded that its operating segments may be aggregated and that it has one reportable segment. |
Derivative Instruments and Hedging Activities | Derivative Instruments and Hedging Activities ASC 815, Derivatives and Hedging As required by ASC 815, the Company records all derivatives, if any, on the balance sheet at fair value as either assets or liabilities. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability, or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. For derivatives designated and that qualify as cash flow hedges of interest rate risk, the changes in fair value of the derivative contract are recorded in accumulated other comprehensive income (loss), net of taxes, and subsequently reclassified into interest expense in the same period during which the hedged transaction affects earnings. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risk, even though hedge accounting does not apply or the Company elects not to apply hedge accounting. See further discussion in Note 12–Derivative Instruments and Hedging Activities. |
Recently Issued Accounting Pronouncements | The Company reviews new accounting pronouncements as they are issued or proposed by the Financial Accounting Standards Board (“FASB”). Recently Implemented Accounting Standards During the year ended December 31, 2021, the Company adopted the following Accounting Standards Updates (“ASUs”) which had no material impact on its consolidated financial statements or disclosures: • ASU 2020-04, Reference Rate Reform (Topic 848) , provides optional transition guidance to ease the potential accounting burden associated with transitioning away from the London Interbank Offered Rate (“LIBOR”), with optional expedients related to the application of GAAP to contracts, hedging relationships and other transactions affected by reference rate reform. The provisions of this ASU are effective upon issuance and can be applied prospectively through December 31, 2022. The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements or disclosure. • ASU 2019-12, Simplifying the Accounting for Income Taxes , simplifies various aspects related to accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and clarifying certain aspects of the current guidance to promote consistency among reporting entities. ASU 2019-12 was effective for the Company beginning January 1, 2021. Most amendments within this ASU are required to be applied on a prospective basis, while certain amendments must be applied on a retrospective or modified retrospective basis. The adoption of this ASU did not have a material impact on the Company’s consolidated financial statements or disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule Of Cash Cash Equivalents And Restricted Cash | Restricted cash is recorded in prepaid expenses and other current assets in the accompanying consolidated balance sheets. Restricted cash consists primarily of funds received from strategic partners for use in approved marketing and promotional activities. December 31, December 31, 2021 2020 (In thousands) Cash and cash equivalents $ 443,707 $ 433,909 Restricted cash, included in prepaid expenses and other current assets 779 1,316 Total cash, cash equivalents and restricted cash $ 444,486 $ 435,225 |
Estimated Useful Lives | The cost of assets is depreciated using the straight-line method based on the following estimated useful lives: Land improvements 10-40 years Buildings 5-40 years Rides, attractions and equipment 3-20 years Animals 1-50 years |
Revenues (Tables)
Revenues (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Deferred Revenue Balances | The following table reflects the Company’s deferred revenue balance as of December 31, 2021 and 2020: 2021 2020 (In thousands) Deferred revenue, including long-term portion $ 169,333 $ 144,187 Less: Deferred revenue, long-term portion, included in other liabilities 14,540 13,428 Deferred revenue, short-term portion $ 154,793 $ 130,759 |
Earnings (Loss) Per Share (Tabl
Earnings (Loss) Per Share (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings (Loss) Per Share | Earnings (loss) per share is computed as follows: Year Ended December 31, 2021 2020 2019 Net Income Shares Per Share Amount Net Loss Shares Per Share Amount Net Income Shares Per Share Amount (In thousands, except per share amounts) Basic earnings (loss) per share $ 256,513 78,302 $ 3.28 $ (312,321 ) 78,194 $ (3.99 ) $ 89,476 80,309 $ 1.11 Effect of dilutive incentive-based awards 1,273 — 735 Diluted earnings (loss) per share $ 256,513 79,575 $ 3.22 $ (312,321 ) 78,194 $ (3.99 ) $ 89,476 81,044 $ 1.10 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories as of December 31, 2021 and 2020 consisted of the following: 2021 2020 (In thousands) Merchandise $ 23,454 $ 26,044 Food and beverage 5,518 4,027 Other supplies 506 629 Total inventories $ 29,478 $ 30,700 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Schedule of Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets as of December 31, 2021 and 2020 consisted of the following: 2021 2020 (In thousands) Prepaid insurance $ 5,319 $ 2,757 Prepaid marketing and advertising costs 824 1,175 Other 11,120 8,486 Total prepaid expenses and other current assets $ 17,263 $ 12,418 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property Plant And Equipment [Abstract] | |
Components of Property and Equipment, Net | The components of property and equipment, net as of December 31, 2021 and 2020, consisted of the following: 2021 2020 (In thousands) Land $ 286,200 $ 286,200 Land improvements 417,931 405,652 Buildings 753,209 737,231 Rides, attractions and equipment 1,665,122 1,547,786 Animals 142,017 142,307 Construction in progress 120,829 153,529 Less: accumulated depreciation (1,740,144 ) (1,611,745 ) Total property and equipment, net $ 1,645,164 $ 1,660,960 |
Goodwill, Trade Names_Tradema_2
Goodwill, Trade Names/Trademarks and Other Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Trade Names/Trademarks, Net | Trade names/trademarks, net, at December 31, 2021 and 2020, consisted of the following: Weighted Average Amortization Period Gross Carrying Amount Accumulated Amortization Net Carrying Value (In thousands) Trade names/trademarks - indefinite lives $ 157,000 $ — $ 157,000 Trade names/trademarks - finite lives 9.3 years 12,900 12,900 — Total trade names/trademarks, net $ 169,900 $ 12,900 $ 157,000 |
Other Accrued Liabilities (Tabl
Other Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Payables And Accruals [Abstract] | |
Schedule of Other Accrued Liabilities | Other accrued liabilities as of December 31, 2021 and 2020, consisted of the following: 2021 2020 (In thousands) Accrued interest $ 17,372 $ 23,422 Accrued taxes 784 10,518 Self-insurance reserve 8,210 7,540 Other 19,445 9,470 Total other accrued liabilities $ 45,811 $ 50,950 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Summary of Long-Term Debt, Net | Long-term debt, net, as of December 31, 2021 and 2020 consisted of the following: 2021 2020 (In thousands) Term B Loans (effective interest rate of 3.50%) $ 1,197,000 $ — Term B-5 Loans (effective interest rate of 3.75%) — 1,492,378 Senior Notes due 2029 (interest rate of 5.25%) 725,000 — First-Priority Senior Secured Notes due 2025 (interest rate of 8.75%) 227,500 227,500 Second-Priority Senior Secured Notes due 2025 (interest rate of 9.50%) — 500,000 Total long-term debt 2,149,500 2,219,878 Less: discounts and debt issuance costs (32,665 ) (27,236 ) Less: current maturities (12,000 ) (15,505 ) Total long-term debt, net $ 2,104,835 $ 2,177,137 |
Summary of Long-Term Debt Repayable | Long-term debt at December 31, 2021, is repayable as follows and does not include the impact of any future voluntary prepayments: Years Ending December 31, (In thousands) 2022 $ 12,000 2023 12,000 2024 12,000 2025 239,500 2026 12,000 Thereafter 1,862,000 Total $ 2,149,500 |
Derivative Instruments and He_2
Derivative Instruments and Hedging Activities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Derivative Instruments And Hedging Activities Disclosure [Abstract] | |
Schedule of Pre-tax Effect of Derivative Financial Instruments in Consolidated Statements of Comprehensive Income (Loss) | The table below presents the pre-tax effect of the Company’s derivative financial instruments in the accompanying consolidated statements of comprehensive income (loss) for the year ended December 31, 2020: Year Ended December 31, 2020 (In thousands) Derivatives in Cash Flow Hedging Relationships: Loss recognized in accumulated other comprehensive income (loss) $ (370 ) Amounts reclassified from accumulated other comprehensive income (loss) to interest expense $ 2,501 |
Schedule of Changes in Accumulated Other Comprehensive Income (Loss), Net of Tax | The following table reflects the changes in accumulated other comprehensive income (loss), net of tax, for the year ended December 31, 2020: Accumulated other comprehensive income (loss) (In thousands): (Losses) Gains on Cash Flow Hedges Accumulated other comprehensive loss at December 31, 2019 (1,559 ) Other comprehensive loss before reclassifications (271 ) Amounts reclassified from accumulated other comprehensive loss to interest expense 1,830 Change in other comprehensive income (loss), net of tax 1,559 Accumulated other comprehensive income (loss) at December 31, 2020 $ — |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Provision for (Benefit from) Income Taxes | For the years ended December 31, 2021, 2020 and 2019, the (benefit from) provision for income taxes is comprised of the following: 2021 2020 2019 Current income tax provision (In thousands) Federal $ (31 ) $ (136 ) $ (77 ) State 3,984 1,020 1,580 Foreign — 5 27 Total current income tax provision 3,953 889 1,530 Deferred income tax (benefit) provision: Federal 345 (19,718 ) 21,825 State (4,462 ) (11,696 ) 16,173 Total deferred income tax (benefit) provision (4,117 ) (31,414 ) 37,998 Total income tax (benefit) provision $ (164 ) $ (30,525 ) $ 39,528 |
Components of Deferred Income Tax Assets and Liabilities | The components of deferred income tax assets and liabilities as of December 31, 2021 and 2020 are as follows: 2021 2020 Deferred income tax assets: (In thousands) Acquisition and debt related costs $ 4,292 $ 4,128 Net operating losses 199,656 272,943 Goodwill impairment 53,677 53,887 Self-insurance 7,220 7,410 Deferred revenue 2,878 5,707 Restricted stock 9,509 2,826 Tax credits 10,718 10,577 Legal settlements 855 645 Lease obligations 29,410 29,943 Interest limitation 562 463 Charitable contributions 3,243 3,977 Other 6,115 2,084 Total deferred income tax assets 328,135 394,590 Valuation allowance (4,775 ) (65,617 ) Net deferred tax assets 323,360 328,973 Deferred income tax liabilities: Property and equipment (194,739 ) (211,729 ) Amortization - Goodwill (55,827 ) (51,435 ) Amortization - Other intangibles (29,482 ) (26,080 ) Right of use assets (29,004 ) (29,631 ) Other (3,116 ) (3,023 ) Total deferred income tax liabilities (312,168 ) (321,898 ) Net deferred income tax assets $ 11,192 $ 7,075 |
Schedule of Reconciliation between Statutory Income Tax Rate and Company's Effective Income Tax Provision (Benefit) Rate | The reconciliation between the statutory income tax rate and the Company’s effective income tax (benefit) provision rate for the years ended December 31, 2021, 2020 and 2019, is as follows: 2021 2020 2019 Amount % Amount % Amount % (In thousands) Income tax at federal statutory rates $ 53,833 21.00 % $ (71,998 ) 21.00 % $ 27,091 21.00 % State taxes, net of federal benefit 12,070 4.71 (15,816 ) 4.61 7,645 5.93 Equity-based compensation (8,051 ) (3.14 ) (485 ) 0.14 (1,776 ) (1.38 ) Tax credits (137 ) (0.05 ) (304 ) 0.09 (795 ) (0.62 ) Impact of state rate changes (753 ) (0.29 ) (3,906 ) 1.14 3,770 2.92 Officer's compensation limitation 3,437 1.34 95 (0.03 ) 434 0.34 Valuation allowance - state (13,756 ) (5.37 ) 10,450 (3.05 ) 2,455 1.90 Valuation allowance - federal (47,061 ) (18.36 ) 49,951 (14.57 ) — — Other 254 0.10 1,488 (0.43 ) 704 0.55 Income tax (benefit) provision $ (164 ) (0.06 ) % $ (30,525 ) 8.90 % $ 39,528 30.64 % |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Schedule of Lease Balances and Classification on Consolidated Balance Sheet | The tables below present the lease balances and their classification in the accompanying consolidated balance sheets as of December 31, 2021 and 2020: December 31, December 31, Classification 2021 2020 Assets: (In thousands) Operating leases Right of use assets - operating $ 132,217 $ 136,572 Finance leases Other assets, net 2,824 3,580 Total lease assets $ 135,041 $ 140,152 Liabilities: Current Operating leases Operating lease liabilities $ 2,895 $ 3,757 Finance leases Other accrued liabilities 486 820 Noncurrent Operating leases Long-term operating lease liabilities 117,046 120,144 Finance leases Other liabilities 2,453 2,899 Total lease liabilities $ 122,880 $ 127,620 |
Schedule of Lease Costs and Classification on Consolidated Statements of Comprehensive Income (Loss) | The table below presents the lease costs and their classification in the accompanying consolidated statements of comprehensive income (loss) for the years ended December 31, 2021, 2020 and 2019: Classification 2021 2020 2019 (In thousands) Operating lease cost Operating expenses $ 13,200 $ 13,966 $ 14,528 Operating lease cost Selling, general and administrative expenses 415 425 445 Finance lease cost Amortization of leased assets Depreciation and amortization 817 844 742 Interest on lease liabilities Interest expense 123 176 146 Net lease cost $ 14,555 $ 15,411 $ 15,861 |
Schedule of Lease Maturities | The table below presents the Company’s lease maturities as of December 31, 2021: Operating leases Years Ending December 31, Land lease Other operating leases Total operating leases Finance leases (In thousands) 2022 $ 10,401 $ 2,044 $ 12,445 $ 567 2023 10,401 1,621 12,022 242 2024 10,401 1,473 11,874 208 2025 10,401 1,274 11,675 201 2026 10,401 1,274 11,675 200 Thereafter 223,628 408 224,036 2,193 Total lease payments 275,633 8,094 283,727 3,611 Less: Imputed interest (162,645 ) (1,141 ) (163,786 ) (672 ) Lease liabilities $ 112,988 $ 6,953 $ 119,941 $ 2,939 |
Schedule of Weighted Average Remaining Lease Terms and Applicable Discount Rates | The table below presents the weighted average remaining lease terms and applicable discount rates as of December 31, 2021 and 2020: 2021 2020 Weighted average remaining lease term (years): Operating leases 25.26 25.75 Finance leases 14.23 12.87 Weighted average discount rate: Operating leases 8.15 % 8.14 % Finance leases 3.37 % 3.76 % |
Schedule of Cash Flows and Supplemental Information Associated with Leasing Activities | The table below presents the cash flows and supplemental information associated with the Company’s leasing activities for the years ended December 31, 2021, 2020 and 2019: 2021 2020 2019 (In thousands) Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 13,190 $ 3,938 $ 14,513 Operating cash flows from finance leases $ 123 $ 176 $ 146 Financing cash flows from finance leases $ 841 $ 806 $ 692 Right of use assets obtained in exchange for lease liabilities: Finance leases $ 32 $ 938 $ 1,285 Operating leases $ 143 $ — $ 133,297 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Estimated Fair Value Measurements and Related Classifications for Liabilities Measured on a Recurring Basis | The following table presents the Company’s estimated fair value measurements and related classifications for liabilities measured on a recurring basis as of December 31, 2021: Quoted Active Markets Significant for Identical Other Significant Assets and Observable Unobservable Balance at Liabilities Inputs Inputs December 31, (Level 1) (Level 2) (Level 3) 2021 Liabilities: (In thousands) Long-term obligations (a) $ 977,594 $ 1,197,000 $ — $ 2,174,594 ( a ) The following table presents the Company’s estimated fair value measurements and related classifications for liabilities measured on a recurring basis as of December 31, 2020: Quoted Prices in Active Markets Significant for Identical Other Significant Assets and Observable Unobservable Balance at Liabilities Inputs Inputs December 31, (Level 1) (Level 2) (Level 3) 2020 Liabilities: (In thousands) Long-term obligations (a) $ 787,975 $ 1,492,378 $ — $ 2,280,353 ( a ) Reflected at carrying value, net of unamortized debt issuance costs and discounts, in the consolidated balance sheet as current maturities of long-term debt of $15.5 million and long-term debt of $2.177 billion as of December 31, 2020. |
Equity-Based Compensation (Tabl
Equity-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Equity Compensation Expense | Equity compensation expense is included in operating expenses and in selling, general and administrative expenses in the accompanying consolidated statements of comprehensive income (loss) as follows: For the Year Ended December 31, 2021 2020 2019 (In thousands) Equity compensation expense included in operating expenses $ 9,578 $ 522 $ 4,076 Equity compensation expense included in selling, general and administrative expenses 30,144 6,945 7,030 Total equity compensation expense $ 39,722 $ 7,467 $ 11,106 |
Schedule of Time-Vesting and Performance Vesting Restricted Share Awards | The activity related to the Company’s time-vesting and performance-vesting restricted awards during the year ended December 31, 2021 was as follows: Performance-Vesting Restricted Awards Time-Vesting Restricted Awards Bonus Performance Restricted Awards Long-Term Incentive Performance Restricted Awards Shares/Units Weighted Average Grant Fair Value per Award Shares/Units Weighted Average Grant Date Fair Value per Award Shares/Units Weighted Average Grant Date Fair Value per Award Outstanding at December 31, 2020 1,692,579 $ 14.18 23,298 $ 26.16 1,467,636 $ 23.38 Granted 243,573 $ 53.14 132,251 $ 51.64 232,954 $ 51.33 Vested (858,090 ) $ 15.03 (22,569 ) $ 26.16 (7,747 ) $ 14.66 Forfeited (140,042 ) $ 24.73 (21,725 ) $ 50.07 (702,840 ) $ 20.75 Outstanding at December 31, 2021 938,020 $ 21.94 111,255 $ 51.78 990,003 $ 31.90 |
Schedule of Activity Related to Stock Option Awards | The total intrinsic value of stock options exercised during the years ended December 31, 2021, 2020 and 2019 was approximately $9.5 million, $1.3 million and $2.4 million, respectively. The activity related to the Company’s stock option awards during the year ended December 31, 2021 was as follows: Options Weighted Average Exercise Weighted Average Remaining Contractual Life (in years) Aggregate Intrinsic Value (in thousands) Outstanding at December 31, 2020 679,988 $ 21.51 Granted 177,688 $ 51.52 Forfeited (76,036 ) $ 37.61 Expired (3,639 ) $ 20.01 Exercised (289,567 ) $ 20.40 Outstanding at December 31, 2021 488,434 $ 30.59 7.08 $ 16,739 Exercisable at December 31, 2021 227,462 $ 21.61 5.41 $ 9,838 |
Schedule of Stock Options Valuation Assumptions | The weighted average grant date fair value of stock options granted during the year ended December 31, 2021 was $29.17. Key weighted-average assumptions utilized in the Black-Scholes Option Pricing Model for stock options granted during the year ended December 31, 2021 were: Risk-free interest rate 1.10 % Expected volatility 61.22 % Expected dividend yield 0.00 % Expected life (years) ( a ) 6.13 ( a ) The expected life was estimated using the simplified method, as the Company does not have sufficient historical exercise data due to the limited period of time its common stock has been publicly traded. |
Severance and Other Separatio_2
Severance and Other Separation Costs (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Restructuring And Related Activities [Abstract] | |
Schedule of Restructuring Program Activity | The 2020 Restructuring Program activity for the years ended December 31, 2021 and 2020 was as follows: 2020 Restructuring Program (In thousands) Liability as of December 31, 2019 $ — Costs incurred 2,658 Payments made (2,513 ) Liability as of December 31, 2020 $ 145 Costs incurred — Payments made (145 ) Liability as of December 31, 2021 $ — |
Description of the Business - A
Description of the Business - Additional Information (Detail) - Business | Jan. 01, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jun. 30, 2021 | Aug. 30, 2020 |
Business Description And Basis Of Presentation [Line Items] | ||||||
Number of theme parks owned and operated | 12 | 12 | 12 | |||
Number of theme parks reopened | 10 | |||||
Number of theme parks open with capacity limitations or modified/limited operations | 7 | |||||
Geographic Concentration Risk [Member] | Revenues [Member] | Florida [Member] | Minimum [Member] | ||||||
Business Description And Basis Of Presentation [Line Items] | ||||||
Percentage of revenue | 58.00% | 57.00% | ||||
Covid 19 [Member] | Revenues [Member] | Florida [Member] | Minimum [Member] | ||||||
Business Description And Basis Of Presentation [Line Items] | ||||||
Percentage of revenue | 70.00% |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Detail) | 12 Months Ended | ||||
Dec. 31, 2021USD ($)BusinessSegment | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Jun. 30, 2021Business | Aug. 30, 2020Business | |
Summary Of Significant Accounting Policies [Line Items] | |||||
Cash and cash equivalents settlement terms | less than four days | ||||
Cash and cash equivalents | $ 443,707,000 | $ 433,909,000 | |||
Allowance on installment arrangements of accounts receivable | 17,700,000 | 6,700,000 | |||
Reduction to deferred revenue | 17,700,000 | 6,700,000 | |||
Interest capitalized | 7,300,000 | 6,300,000 | $ 4,600,000 | ||
Capitalized Computer Software, Net | 1,500,000 | 2,400,000 | |||
Capitalized Computer Software, Accumulated Amortization | 12,400,000 | 11,200,000 | |||
Capitalized Computer Software, Amortization | 1,400,000 | 1,700,000 | 2,200,000 | ||
Self-insurance reserves | 30,500,000 | 31,100,000 | |||
Revenue and related expense for bartered ticket transactions | $ 13,600,000 | 4,700,000 | 16,200,000 | ||
Lease initial or expected term | 12 months | ||||
Number of theme parks owned and operated | Business | 12 | 12 | 12 | ||
Number of reportable segment | Segment | 1 | ||||
Selling, General and Administrative Expenses [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Other advertising and media costs | $ 81,400,000 | 48,100,000 | $ 138,300,000 | ||
Accrued Salaries, Wages and Benefits [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Self-insurance reserves | 1,700,000 | 1,800,000 | |||
Other Accrued Liabilities [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Self-insurance reserves | $ 8,200,000 | 7,500,000 | |||
Computer System Development Costs [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Estimated useful life | 5 years | ||||
Maximum [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
FDIC insured amount | $ 250,000 | ||||
Extend or renewal lease term | 10 years | ||||
Maximum [Member] | Animals [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Estimated useful life | 50 years | ||||
Minimum [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Extend or renewal lease term | 1 year | ||||
Minimum [Member] | Animals [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Estimated useful life | 1 year | ||||
Amounts Due from Third-Party Credit Card Companies [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Cash and cash equivalents | $ 11,500,000 | $ 4,900,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Summary of Cash, Cash Equivalents and Restricted Cash (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents [Abstract] | ||||
Cash and cash equivalents | $ 443,707 | $ 433,909 | ||
Restricted cash, included in prepaid expenses and other current assets | $ 779 | $ 1,316 | ||
Restricted Cash, Current, Statement of Financial Position [Extensible Enumeration] | Prepaid expenses and other current assets | Prepaid expenses and other current assets | ||
Total cash, cash equivalents and restricted cash | $ 444,486 | $ 435,225 | $ 40,925 | $ 35,007 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Estimated Useful Lives (Detail) | 12 Months Ended |
Dec. 31, 2021 | |
Land Improvements [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 10 years |
Land Improvements [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 40 years |
Buildings [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 5 years |
Buildings [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 40 years |
Rides, Attractions and Equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Rides, Attractions and Equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 20 years |
Animals [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 1 year |
Animals [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 50 years |
Revenues - Additional Informati
Revenues - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Disaggregation Of Revenue [Line Items] | |||
Long term deferred revenue | $ 14,540 | $ 13,428 | |
Revenue | 1,503,730 | 431,779 | $ 1,398,244 |
ZHG Stock Purchase Agreement [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue | $ 0 | $ 0 | $ 1,700 |
Type Of Revenues Extensible List | FoodMerchandiseAndOtherRevenueMember | FoodMerchandiseAndOtherRevenueMember | FoodMerchandiseAndOtherRevenueMember |
Middle East Project [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Deferred costs incurred under Middle East Project | $ 9,600 | $ 5,900 | |
Scheduled completion year of the project | 2022 | ||
Other Liabilities [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Long term deferred revenue | $ 14,500 | 13,400 | |
Other Liabilities [Member] | Middle East Project [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Long term deferred revenue | 10,000 | ||
Deferred revenue | $ 4,500 | $ 1,900 |
Revenues - Deferred Revenue Bal
Revenues - Deferred Revenue Balances (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred Revenue Disclosure [Abstract] | ||
Deferred revenue, including long-term portion | $ 169,333 | $ 144,187 |
Less: Deferred revenue, long-term portion, included in other liabilities | 14,540 | 13,428 |
Deferred revenue, short-term portion | $ 154,793 | $ 130,759 |
Earnings (Loss) Per Share - Sch
Earnings (Loss) Per Share - Schedule of Earnings (Loss) per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |||
Basic earnings (loss) per share | $ 256,513 | $ (312,321) | $ 89,476 |
Diluted earnings (loss) per share | $ 256,513 | $ (312,321) | $ 89,476 |
Basic | 78,302 | 78,194 | 80,309 |
Effect of dilutive incentive-based awards, Shares | 1,273 | 735 | |
Diluted earnings (loss) per share | 79,575 | 78,194 | 81,044 |
Earnings (loss) per share, basic | $ 3.28 | $ (3.99) | $ 1.11 |
Earnings (loss) per share, diluted | $ 3.22 | $ (3.99) | $ 1.10 |
Earnings (Loss) Per Share - Add
Earnings (Loss) Per Share - Additional Information (Detail) - shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Earnings Per Share [Line Items] | |||
Potentially dilutive securities excluded from computation of earnings per share due to net loss in period | 2,253,000 | ||
Anti-dilutive shares excluded from the computation of Diluted Earnings Per Share | 146,000 | 305,000 | |
Performance-vesting Restricted Awards [Member] | |||
Earnings Per Share [Line Items] | |||
Contingently issuable shares excluded from the calculation of diluted earnings (loss) per share | 352,000 | 247,000 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Merchandise | $ 23,454 | $ 26,044 |
Food and beverage | 5,518 | 4,027 |
Other supplies | 506 | 629 |
Total inventories | $ 29,478 | $ 30,700 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets - Schedule of Prepaid Expenses and Other Current Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | ||
Prepaid insurance | $ 5,319 | $ 2,757 |
Prepaid marketing and advertising costs | 824 | 1,175 |
Other | 11,120 | 8,486 |
Total prepaid expenses and other current assets | $ 17,263 | $ 12,418 |
Property and Equipment, Net - C
Property and Equipment, Net - Components of Property and Equipment, Net (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 3,385,308 | $ 3,272,705 |
Less: accumulated depreciation | (1,740,144) | (1,611,745) |
Property and equipment, net | 1,645,164 | 1,660,960 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 286,200 | 286,200 |
Land Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 417,931 | 405,652 |
Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 753,209 | 737,231 |
Rides, Attractions and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 1,665,122 | 1,547,786 |
Animals [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | 142,017 | 142,307 |
Construction in Progress | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment | $ 120,829 | $ 153,529 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Property Plant And Equipment [Abstract] | |||
Depreciation expense | $ 146.5 | $ 148 | $ 156.2 |
Write-offs of property and equipment | $ 6.6 | $ 6.7 | $ 2.7 |
Goodwill, Trade Names_Tradema_3
Goodwill, Trade Names/Trademarks and Other Intangible Assets, Net - Additional Information (Detail) - Trade Names/Trademarks [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2021 | |
Definite And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Net Carrying Value, indefinite lives | $ 157,000 | $ 157,000 |
SeaWorld Reporting Unit [Member] | ||
Definite And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Net Carrying Value, indefinite lives | 111,900 | |
Goodwill impairment charges | $ 0 |
Goodwill, Trade Names_Tradema_4
Goodwill, Trade Names/Trademarks and Other Intangible Assets, Net - Trade Names/Trademarks, Net (Detail) - Trade Names/Trademarks [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Definite And Indefinite Lived Intangible Assets By Major Class [Line Items] | ||
Net Carrying Value, indefinite lives | $ 157,000 | $ 157,000 |
Gross Carrying Amount, finite lives | 12,900 | 12,900 |
Accumulated Amortization, finite lives | 12,900 | 12,900 |
Gross Carrying Amount, total | 169,900 | 169,900 |
Accumulated Amortization, total | 12,900 | 12,900 |
Net Carrying Value, total | $ 157,000 | $ 157,000 |
Weighted Average Amortization Period, finite lives | 9 years 3 months 18 days | 9 years 3 months 18 days |
Other Accrued Liabilities - Sch
Other Accrued Liabilities - Schedule of Other Accrued Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Payables And Accruals [Abstract] | ||
Accrued interest | $ 17,372 | $ 23,422 |
Accrued taxes | 784 | 10,518 |
Self-insurance reserve | 8,210 | 7,540 |
Other | 19,445 | 9,470 |
Total other accrued liabilities | $ 45,811 | $ 50,950 |
Other Accrued Liabilities - Add
Other Accrued Liabilities - Additional Information (Detail) $ in Millions | Dec. 31, 2021USD ($) |
Payables And Accruals [Abstract] | |
Nonrecurring contractual obligations from temporary COVID-19 park closures. | $ 10.9 |
Long-Term Debt - Summary of Lon
Long-Term Debt - Summary of Long-Term Debt (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Long-term debt | $ 2,149,500 | $ 2,219,878 |
Less: discounts and debt issuance costs | (32,665) | (27,236) |
Less: current maturities | (12,000) | (15,505) |
Total long-term debt, net | 2,104,835 | 2,177,137 |
Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 725,000 | |
Term B Loans [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 1,197,000 | |
Term B- 5 Loans [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | 1,492,378 | |
First-Priority Senior Secured Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 227,500 | 227,500 |
Second-Priority Senior Secured Notes [Member] | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 500,000 |
Long-Term Debt - Summary of L_2
Long-Term Debt - Summary of Long-Term Debt (Parenthetical) (Detail) | Dec. 31, 2021 | Aug. 25, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | |||
Debt instrument interest rate percentage | 5.25% | ||
Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rate percentage | 5.25% | 5.25% | |
Term B Loans [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rate effective percentage | 3.50% | ||
Term B- 5 Loans [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rate effective percentage | 3.75% | ||
First-Priority Senior Secured Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rate percentage | 8.75% | 8.75% | |
Second-Priority Senior Secured Notes [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument interest rate percentage | 9.50% |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) | Aug. 25, 2021USD ($) | Aug. 05, 2020USD ($) | Apr. 30, 2020USD ($) | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($)Swap | Dec. 31, 2019USD ($) |
Debt Instrument [Line Items] | ||||||
Senior debt | $ 725,000,000 | |||||
Debt instrument interest rate percentage | 5.25% | |||||
Percentage of notes redeemable | 9.50% | |||||
Discount recorded | $ 12,000,000 | |||||
Debt issuance costs | 12,700,000 | |||||
Payment to lenders | 2,800,000 | $ 13,800,000 | ||||
Write-off of debt issuance costs and discounts | 21,500,000 | |||||
Discount initially recorded | $ 21,900,000 | |||||
Outstanding letters of credit | $ 20,500,000 | |||||
Interest Rate Swaps [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Number of interest rate swaps held | Swap | 5 | |||||
Notional amount of interest rate swap | $ 1,000,000,000 | |||||
Maturity of interest rate swap | May 14, 2020 | |||||
Senior Secured Credit Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument Redemption Description | In addition, the Senior Secured Credit Facilities require the Company to prepay outstanding term loan borrowings, subject to certain exceptions, with: - beginning with the fiscal year ending on December 31, 2022, 50% (which percentage will be reduced to 25% and 0% if the Company satisfies certain net first lien senior secured leverage ratios) of annual excess cash flow, as defined under the Senior Secured Credit Facilities; - 100% of the net cash proceeds of all non-ordinary course asset sales or other non-ordinary course dispositions of property, in each case subject to certain exceptions and reinvestment rights; - 100% of the net cash proceeds of any issuance or incurrence of debt, other than proceeds from debt permitted under the Senior Secured Credit Facilities. | |||||
Letter of credit participation fees | 0.125% | |||||
Cash paid for interest | $ 116,100,000 | $ 73,700,000 | $ 80,500,000 | |||
Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, maturity date | Aug. 15, 2029 | |||||
Senior debt | $ 725,000,000 | |||||
Debt instrument interest rate percentage | 5.25% | 5.25% | ||||
Redemption percentage | 100.00% | |||||
Debt Instrument Redemption Description | On or after August 15, 2024, SEA may redeem the Senior Notes, in whole at any time or in part from time to time, plus accrued and unpaid interest, if any, to, but excluding, the redemption date, if redeemed during the 12-month period commencing on August 15 of the years as follows: (i) in 2024 at 102.625%; (ii) in 2025 at 101.313%; and (iii) in 2026 and thereafter at 100%. In addition, prior to August 15, 2024, SEA may redeem the Senior Notes at its option, in whole at any time or in part from time to time, at a redemption price equal to 100% of the principal amount of the Senior Notes redeemed, plus the “Applicable Premium” and accrued and unpaid interest, if any, to, but excluding, the redemption date. Notwithstanding the foregoing, subject to the provisions set forth in the Indenture, at any time and from time to time on or prior to August 15, 2024, SEA may redeem in the aggregate up to 40% of the original aggregate principal amount of the Senior Notes (calculated after giving effect to any issuance of additional Senior Notes) in an aggregate amount equal to the net cash proceeds of one or more equity offerings at a redemption price equal to 105.250%, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. Additionally, upon the occurrence of specified change of control events, each holder will have the right to require SEA to repurchase all or any part of such holder’s notes at a purchase price in cash equal to 101%. | |||||
Interest accrue on senior notes | 5.25% | |||||
Date of first required payment | Feb. 15, 2022 | |||||
Initial aggregate principal amount, allowable redeemable percentage | 40.00% | |||||
Equity offerings at redemption price | 105.25% | |||||
Percentage Of notes redeemable after change of control | 101.00% | |||||
Senior Notes [Member] | Debt Instrument Redemption Period One [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage | 102.625% | |||||
Senior Notes [Member] | Debt Instrument Redemption Period Two [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage | 101.313% | |||||
Senior Notes [Member] | Debt Instrument Redemption Period Three [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage | 100.00% | |||||
First-Priority Senior Secured Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, maturity date | May 1, 2025 | |||||
Senior debt | $ 227,500,000 | |||||
Debt instrument interest rate percentage | 8.75% | |||||
Debt Instrument Redemption Description | On or after May 1, 2022, SEA may redeem the First-Priority Senior Secured Notes at its option, in whole at any time or in part from time to time, plus accrued and unpaid interest, if any, to, but excluding, the redemption date, if redeemed during the 12-month period commencing on May 1 of the years as follows: (i) in 2022 at 104.375%; (ii) in 2023 at 102.188%; and (iii) in 2024 and thereafter at 100%. SEA may also redeem in the aggregate (at a redemption price expressed as a percentage of principal amount thereof): (i) 100% of the First-Priority Senior Secured Notes after certain events constituting a change of control at a redemption price of 101%, plus accrued and unpaid interest, if any, to, but excluding, the redemption date and (ii) up to 40% of the original aggregate principal amount of the First-Priority Senior Secured Notes with amounts equal to the net cash proceeds of certain equity offerings at a redemption price of 108.750%, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. | |||||
Date of first required payment | Nov. 2, 2020 | |||||
Percentage of interest in subsidiary | 100.00% | |||||
First-Priority Senior Secured Notes [Member] | Debt Instrument Redemption Period One [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage | 104.375% | |||||
First-Priority Senior Secured Notes [Member] | Debt Instrument Redemption Period Two [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage | 102.188% | |||||
First-Priority Senior Secured Notes [Member] | Debt Instrument Redemption Period Three [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage | 100.00% | |||||
Second-Priority Senior Secured Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, maturity date | Aug. 1, 2025 | |||||
Senior debt | $ 500,000,000 | |||||
Debt instrument interest rate percentage | 9.50% | |||||
Date of first required payment | Feb. 1, 2021 | |||||
Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long term debt, outstanding amount | $ 364,500,000 | |||||
Revolving Credit Facility [Member] | Senior Secured Credit Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee payable by the company | 0.50% | |||||
Revolving Credit Facility [Member] | Second-Priority Senior Secured Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long term debt, outstanding amount | $ 311,000,000 | |||||
Restrictive Covenants [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total net leverage ratio not to be exceeded | 425.00% | |||||
Restrictive Covenants [Member] | Debt Agreement [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Total net leverage ratio, as calculated | 248.00% | |||||
Maximum [Member] | Restrictive Covenants [Member] | Senior Secured Credit Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility agreement maximum required first lien secured leverage ratio | 625.00% | |||||
Excludable letters of credit under maximum required first lien secured leverage ratio | $ 30,000,000 | |||||
Minimum [Member] | Restrictive Covenants [Member] | Senior Secured Credit Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility agreement maximum required first lien secured leverage ratio | 100.00% | |||||
Minimum percentage of funded loan and letters of credit for covenant to apply | 35.00% | |||||
Restatement Agreement [Member] | Maximum [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Senior secured financing | $ 1,585,000,000 | |||||
Term B Loans [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Aggregate principal amount drawn | $ 1,200,000,000 | |||||
Debt instrument, maturity date | Aug. 25, 2028 | |||||
Term B Loans [Member] | Senior Secured Credit Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument Redemption Description | Borrowings of the Term B Loans bear interest at a fluctuating rate per annum equal to, at the Company’s option, (i) a base rate equal to the higher of (a) the federal funds rate plus 1/2 of 1%, (b) the rate of interest quoted in the print edition of the Wall Street Journal, Money Rates Section as the prime rate as in effect from time to time and (c) one-month Adjusted LIBOR plus 1% per annum (provided that in no event shall such ABR rate with respect to the Term B Loans be less than 1.50% per annum) (“ABR”), in each case, plus an applicable margin of 2.00% or (ii) a LIBOR rate for the applicable interest period (provided that in no event shall such LIBOR rate with respect to the Term B Loans be less than 0.50% per annum) (“LIBOR”) plus an applicable margin of 3.00%. | |||||
Amortization Payments Of Term Loan | 0.25% | |||||
Senior Secured Credit Facilities [Member] | Revolving Credit Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, maturity date | Aug. 25, 2026 | |||||
Aggregate principal amount | $ 385,000,000 | |||||
Partial Redemption [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption of Second-Priority senior secured notes | $ 50,000,000 | |||||
Redemption percentage | 103.00% | |||||
Full Redemption [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption of Second-Priority senior secured notes | $ 400,000,000 | |||||
Redemption percentage | 100.00% | |||||
Premium paid on redemption of Second-Priority senior secured notes | $ 34,300,000 | |||||
Revolving Loans [Member] | Senior Secured Credit Facilities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument Redemption Description | Borrowings of the Revolving Loans bear interest at a fluctuating rate per annum equal to, at the Company’s option, (i) ABR (provided that in no event shall such ABR rate with respect to the Revolving Loans be less than 1.00% per annum) plus an applicable margin equal to 1.75% or (ii) LIBOR (provided that in no event shall such LIBOR rate with respect to the Revolving Loans be less than 0.00%) plus an applicable margin of 2.75%. The applicable margin for borrowings of Revolving Loans are subject to one 25 basis point step-down upon achievement by the Company of certain corporate credit ratings. | |||||
Redemption Price One [Member] | First-Priority Senior Secured Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage | 101.00% | |||||
Redemption Price Two [Member] | First-Priority Senior Secured Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Redemption percentage | 108.75% |
Long-Term Debt - Summary of L_3
Long-Term Debt - Summary of Long-Term Debt Repayable (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Maturities Of Long Term Debt [Abstract] | ||
2022 | $ 12,000 | |
2023 | 12,000 | |
2024 | 12,000 | |
2025 | 239,500 | |
2026 | 12,000 | |
Thereafter | 1,862,000 | |
Long-term debt | $ 2,149,500 | $ 2,219,878 |
Derivative Instruments and He_3
Derivative Instruments and Hedging Activities - Additional Information (Detail) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Interest Rate Swaps [Member] | ||
Derivative Instruments Gain Loss [Line Items] | ||
Derivatives outstanding | $ 0 | $ 0 |
Derivative Instruments and He_4
Derivative Instruments and Hedging Activities - Schedule of Pre-tax Effect of Derivative Financial Instruments in Consolidated Statements of Comprehensive Income (Loss) (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Derivatives in Cash Flow Hedging Relationships: | |
Loss recognized in accumulated other comprehensive income (loss) | $ (370) |
Amounts reclassified from accumulated other comprehensive income (loss) to interest expense | $ 2,501 |
Derivative Instruments and He_5
Derivative Instruments and Hedging Activities - Schedule of Changes in Accumulated Other Comprehensive Income (Loss), Net of Tax (Detail) - Gains (Losses) on Cash Flow Hedges [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Accumulated other comprehensive income (loss) (In thousands): | |
Accumulated other comprehensive income (loss) | $ (1,559) |
Other comprehensive loss before reclassifications | (271) |
Amounts reclassified from accumulated other comprehensive income (loss) to interest expense | 1,830 |
Change in other comprehensive income (loss), net of tax | $ 1,559 |
Income Taxes - Schedule of Prov
Income Taxes - Schedule of Provision for (Benefit from) Income Taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Current income tax provision | |||
Federal | $ (31) | $ (136) | $ (77) |
State | 3,984 | 1,020 | 1,580 |
Foreign | 5 | 27 | |
Total current income tax provision | 3,953 | 889 | 1,530 |
Deferred income tax (benefit) provision: | |||
Federal | 345 | (19,718) | 21,825 |
State | (4,462) | (11,696) | 16,173 |
Total deferred income tax (benefit) provision | (4,117) | (31,414) | 37,998 |
Total income tax (benefit) provision | $ (164) | $ (30,525) | $ 39,528 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Line Items] | |||
Cash paid for income taxes | $ 5,900 | $ 500 | $ 1,400 |
Deferred tax assets, valuation allowance | 4,775 | 65,617 | |
Deferred tax assets, valuation allowance reversed amount | $ 60,800 | ||
Minimum [Member] | |||
Income Tax Disclosure [Line Items] | |||
Year federal net operating loss carryforwards begin to expire | 2030 | ||
Year state net operating loss carryforwards begin to expire | 2029 | ||
State Tax Credit Carry Forwards [Member] | |||
Income Tax Disclosure [Line Items] | |||
Net operating loss carryforwards | $ 1,000,000 | ||
Deferred tax assets, valuation allowance | 4,800 | 15,000 | |
Federal Tax Credits [Member] | |||
Income Tax Disclosure [Line Items] | |||
Deferred tax assets, valuation allowance | 7,100 | ||
Charitable Contribution [Member] | |||
Income Tax Disclosure [Line Items] | |||
Deferred tax assets, valuation allowance | 4,000 | ||
Federal Tax Credit Carry Forwards [Member] | |||
Income Tax Disclosure [Line Items] | |||
Net operating loss carryforwards | $ 700,000 | ||
Deferred tax assets, valuation allowance | $ 39,500 |
Income Taxes - Components of De
Income Taxes - Components of Deferred Income Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred income tax assets: | ||
Acquisition and debt related costs | $ 4,292 | $ 4,128 |
Net operating losses | 199,656 | 272,943 |
Goodwill impairment | 53,677 | 53,887 |
Self-insurance | 7,220 | 7,410 |
Deferred revenue | 2,878 | 5,707 |
Restricted stock | 9,509 | 2,826 |
Tax credits | 10,718 | 10,577 |
Legal settlements | 855 | 645 |
Lease obligations | 29,410 | 29,943 |
Interest limitation | 562 | 463 |
Charitable contributions | 3,243 | 3,977 |
Other | 6,115 | 2,084 |
Total deferred income tax assets | 328,135 | 394,590 |
Valuation allowance | (4,775) | (65,617) |
Net deferred tax assets | 323,360 | 328,973 |
Deferred income tax liabilities: | ||
Property and equipment | (194,739) | (211,729) |
Amortization - Goodwill | (55,827) | (51,435) |
Amortization - Other intangibles | (29,482) | (26,080) |
Right of use assets | (29,004) | (29,631) |
Other | (3,116) | (3,023) |
Total deferred income tax liabilities | (312,168) | (321,898) |
Net deferred income tax assets | $ 11,192 | $ 7,075 |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation between Statutory Income Tax Rate and Company's Effective Income Tax Provision (Benefit) Rate (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Income tax at federal statutory rates | $ 53,833 | $ (71,998) | $ 27,091 |
State taxes, net of federal benefit | 12,070 | (15,816) | 7,645 |
Equity-based compensation | (8,051) | (485) | (1,776) |
Tax credits | (137) | (304) | (795) |
Impact of state rate changes | (753) | (3,906) | 3,770 |
Officer's compensation limitation | 3,437 | 95 | 434 |
Other | 254 | 1,488 | 704 |
Total income tax (benefit) provision | $ (164) | $ (30,525) | $ 39,528 |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||
Income tax at federal statutory rates | 21.00% | 21.00% | 21.00% |
State taxes, net of federal benefit | 4.71% | 4.61% | 5.93% |
Equity-based compensation | (3.14%) | 0.14% | (1.38%) |
Tax credits | (0.05%) | 0.09% | (0.62%) |
Impact of state rate changes | (0.29%) | 1.14% | 2.92% |
Officer's compensation limitation | 1.34% | (0.03%) | 0.34% |
Other | 0.10% | (0.43%) | 0.55% |
Income tax provision (benefit) rate | (0.06%) | 8.90% | 30.64% |
State [Member] | |||
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Valuation allowance | $ (13,756) | $ 10,450 | $ 2,455 |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||
Valuation allowance | (5.37%) | (3.05%) | 1.90% |
Federal [Member] | |||
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
Valuation allowance | $ (47,061) | $ 49,951 | |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||
Valuation allowance | (18.36%) | (14.57%) |
Leases - Additional Information
Leases - Additional Information (Detail) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021USD ($)aMile | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Lessee Lease Description [Line Items] | |||
Number of area not to use within the radius of land lease | Mile | 560 | ||
Operating lease, lease payment, description | The required annual rent payments for the Premises is adjusted every three years to an amount equal to 80% of the average accounting year rent actually paid for the three previous years, with the | ||
Number of percentage of average accounting year rent adjusted on minimum yearly rent | 80.00% | ||
Annual minimum rent calculated | $ 10.4 | $ 10.4 | $ 10.4 |
Deferred minimum rent, additional amount | 8.3 | ||
Percentage rent paid | 1.6 | ||
Operating Expenses and Selling, General and Administrative Expenses [Member] | |||
Lessee Lease Description [Line Items] | |||
Short term rent expense | 2.7 | 2.1 | 4.2 |
Variable rent expense | 3.8 | 4.9 | 5.3 |
Accounts Payable and Accrued Expenses [Member] | |||
Lessee Lease Description [Line Items] | |||
Accounts payable and accrued expenses | $ 10.8 | 9.9 | |
City of San Diego [Member] | |||
Lessee Lease Description [Line Items] | |||
Number of land lease area | a | 190 | ||
Mission Bay Park, California (Premises) [Member] | |||
Lessee Lease Description [Line Items] | |||
Number of acres of water | a | 17 | ||
Current lease term | 2048-06 | ||
Rent expense | $ 11.1 | $ 0.5 | $ 10.5 |
Leases - Schedule of Lease Bala
Leases - Schedule of Lease Balances and Classification on Consolidated Balance Sheet (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Lessee Lease Description [Line Items] | ||
Right of use assets-operating leases | $ 132,217 | $ 136,572 |
Finance leases | $ 2,824 | $ 3,580 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Finance leases | Finance leases |
Total lease assets | $ 135,041 | $ 140,152 |
Current | ||
Operating lease liabilities | 2,895 | 3,757 |
Finance leases | $ 486 | $ 820 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Finance leases | Finance leases |
Noncurrent | ||
Long-term operating lease liabilities | $ 117,046 | $ 120,144 |
Finance leases | $ 2,453 | $ 2,899 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Finance leases | Finance leases |
Total lease liabilities | $ 122,880 | $ 127,620 |
Leases - Schedule of Lease Cost
Leases - Schedule of Lease Costs and Classification on Consolidated Statements of Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Lease Cost | |||
Net lease cost | $ 14,555 | $ 15,411 | $ 15,861 |
Operating Expense [Member] | |||
Lessee Lease Description [Line Items] | |||
Operating lease cost | 13,200 | 13,966 | 14,528 |
Selling, General and Administrative Expenses [Member] | |||
Lessee Lease Description [Line Items] | |||
Operating lease cost | 415 | 425 | 445 |
Depreciation and Amortization [Member] | |||
Finance lease cost | |||
Amortization of leased assets | 817 | 844 | 742 |
Interest Expense [Member] | |||
Finance lease cost | |||
Interest on lease liabilities | $ 123 | $ 176 | $ 146 |
Leases - Schedule of Lease Matu
Leases - Schedule of Lease Maturities (Detail) $ in Thousands | Dec. 31, 2021USD ($) |
Operating leases | |
2022 | $ 12,445 |
2023 | 12,022 |
2024 | 11,874 |
2025 | 11,675 |
2026 | 11,675 |
Thereafter | 224,036 |
Total lease payments | 283,727 |
Less: Imputed interest | (163,786) |
Lease liabilities | 119,941 |
Finance leases | |
2022 | 567 |
2023 | 242 |
2024 | 208 |
2025 | 201 |
2026 | 200 |
Thereafter | 2,193 |
Total lease payments | 3,611 |
Less: Imputed interest | (672) |
Lease liabilities | 2,939 |
Land Lease [Member] | |
Operating leases | |
2022 | 10,401 |
2023 | 10,401 |
2024 | 10,401 |
2025 | 10,401 |
2026 | 10,401 |
Thereafter | 223,628 |
Total lease payments | 275,633 |
Less: Imputed interest | (162,645) |
Lease liabilities | 112,988 |
Other Operating Leases [Member] | |
Operating leases | |
2022 | 2,044 |
2023 | 1,621 |
2024 | 1,473 |
2025 | 1,274 |
2026 | 1,274 |
Thereafter | 408 |
Total lease payments | 8,094 |
Less: Imputed interest | (1,141) |
Lease liabilities | $ 6,953 |
Leases - Schedule of Weighted A
Leases - Schedule of Weighted Average Remaining Lease Terms and Applicable Discount Rates (Detail) | Dec. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Operating lease, weighted average remaining lease term (years) | 25 years 3 months 3 days | 25 years 9 months |
Finance lease, weighted average remaining lease term (years) | 14 years 2 months 23 days | 12 years 10 months 13 days |
Operating lease, weighted average discount rate | 8.15% | 8.14% |
Finance lease, weighted average discount rate | 3.37% | 3.76% |
Leases - Schedule of Cash Flows
Leases - Schedule of Cash Flows and Supplemental Information Associated with Leasing Activities (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash paid for amounts included in the measurement of lease liabilities: | |||
Operating cash flows from operating leases | $ 13,190 | $ 3,938 | $ 14,513 |
Operating cash flows from finance leases | 123 | 176 | 146 |
Financing cash flows from finance leases | 841 | 806 | 692 |
Right of use assets obtained in exchange for lease liabilities: | |||
Finance leases | 32 | $ 938 | 1,285 |
Operating leases | $ 143 | $ 133,297 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Detail) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021USD ($)shares | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Loss Contingencies [Line Items] | |||
Additional capital payments | $ 181.6 | ||
License agreement term, description | Pursuant to a license agreement (“License Agreement”) with Sesame Workshop, the Company pays a specified annual license fee, as well as a specified royalty based on revenues earned in connection with sales of licensed products, all food and beverage items utilizing the licensed elements and any events utilizing such elements if a separate fee is paid for such event. The Company’s principal commitments pursuant to the License Agreement include, among other items, the opening of a second stand-alone park (“Standalone Park”) no later than mid-2021 and minimum annual capital and marketing thresholds. After the opening of the second Standalone Park (counting the existing Sesame Place Standalone Park in Langhorne, Pennsylvania), the Company will have the option to build additional Standalone Parks in the defined territory within agreed upon timelines. The License Agreement has an initial term through December 31, 2031, with an automatic additional 15-year extension plus a five year option added to the term of the License Agreement from December 31st of the year of each new Standalone Park opening. As of December 31, 2021, the Company estimates the combined remaining liabilities and obligations for the License Agreement commitments could be up to approximately $30.0 million over the remaining term of the agreement. In October 2019, the Company announced that it will convert Aquatica San Diego into its second Sesame Place Standalone Park in the spring of 2021. While construction began in the fall of 2019, it was temporarily paused due to the COVID-19 pandemic. The Company opened its Aquatica San Diego park for the 2021 operating season and currently expects to open this park rebranded as its second Sesame Place Standalone Park in March 2022. | ||
Number of shares at issue in legal matter | shares | 300,000 | ||
Legal settlement | $ 65 | ||
Legal settlements paid | $ 32.1 | ||
Legal settlement gain | $ 12.5 | ||
Maximum [Member] | |||
Loss Contingencies [Line Items] | |||
Estimated combined remaining obligations for commitments | $ 30 | ||
Loss contingency damages sought value | 35 | ||
Minimum [Member] | |||
Loss Contingencies [Line Items] | |||
Loss contingency damages sought value | $ 30 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Fair Value Disclosures [Abstract] | ||
Assets measured at fair value | $ 0 | $ 0 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Estimated Fair Value Measurements and Related Classifications for Liabilities Measured on a Recurring Basis (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Liabilities: | ||
Long-term obligations | $ 2,174,594 | $ 2,280,353 |
Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1) | ||
Liabilities: | ||
Long-term obligations | 977,594 | 787,975 |
Significant Other Observable Inputs (Level 2) [Member] | ||
Liabilities: | ||
Long-term obligations | $ 1,197,000 | $ 1,492,378 |
Fair Value Measurements - Sch_2
Fair Value Measurements - Schedule of Estimated Fair Value Measurements and Related Classifications for Liabilities Measured on a Recurring Basis (Parenthetical) (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Fair Value Disclosures [Abstract] | ||
Current maturities of long-term debt | $ 12,000 | $ 15,505 |
Total long-term debt, net | $ 2,104,835 | $ 2,177,137 |
Related-Party Transactions - Ad
Related-Party Transactions - Additional Information (Detail) | May 27, 2019USD ($)Director$ / sharesshares | May 03, 2019shares | Dec. 31, 2021USD ($)shares | Dec. 31, 2020USD ($)shares | Dec. 31, 2019USD ($)shares |
Related Party Transaction [Line Items] | |||||
Stock repurchased agreement closing date | May 30, 2019 | ||||
Hill Path Capital LP [Member] | |||||
Related Party Transaction [Line Items] | |||||
Percentage of ownership by partnership | 34.60% | ||||
Share Repurchase Program [Member] | |||||
Related Party Transaction [Line Items] | |||||
Stock Repurchase Program, number of shares repurchased | shares | 5,615,874 | 3,692,794 | 469,785 | 5,615,874 | |
Stock repurchases under Share Repurchase Program | $ | $ 150,000,000 | $ 215,700,000 | $ 12,400,000 | ||
Price per share | $ / shares | $ 26.71 | ||||
Sun Wise [Member] | |||||
Related Party Transaction [Line Items] | |||||
Beneficial ownership of common stock, shares | shares | 19,452,063 | ||||
Hill Path Capital LP [Member] | |||||
Related Party Transaction [Line Items] | |||||
Price per share | $ / shares | $ 26.71 | ||||
Stock purchased under stock purchase agreement | shares | 13,214,000 | ||||
Stock purchase agreement closing date | May 30, 2019 | ||||
Reimbursable expenses incurred | $ | $ 250,000 | ||||
Percentage shares held | 24.90% | ||||
Hill Path Capital LP [Member] | Maximum [Member] | |||||
Related Party Transaction [Line Items] | |||||
Number of directors appointed | Director | 3 | ||||
Reimbursable expenses incurred | $ | $ 250,000 |
Retirement Plan - Additional In
Retirement Plan - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Defined Contribution Plan Disclosure [Line Items] | |||
Defined contribution plan name | 401(k) | ||
Defined contribution plan employer contribution description | Effective January 1, 2020, the plan amended the matching cash contributions structure going forward to be a 50% match on the first 4% of eligible pay contributed by the employee. | Through December 31, 2019, the Company made matching cash contributions subject to certain restrictions, structured as a 100% match on the first 1% contributed by the employee and a 50% match on the next 5% contributed by the employee. | |
Defined Contribution Plan, Sponsor Location [Extensible List] | us-gaap:DomesticPlanMember | ||
Defined Contribution Plan, Tax Status [Extensible List] | us-gaap:QualifiedPlanMember | ||
Selling, General and Administrative Expenses and Operating Expenses [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Defined contribution plan, employer- matching contributions | $ 1.3 | $ 7.5 | |
First 1% [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Employer matching percentage | 100.00% | ||
Percentage of gross pay matched | 1.00% | ||
Second 5% [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Employer matching percentage | 50.00% | ||
Percentage of gross pay matched | 5.00% | ||
First 4% [Member] | |||
Defined Contribution Plan Disclosure [Line Items] | |||
Employer matching percentage | 50.00% | ||
Percentage of gross pay matched | 4.00% |
Equity-Based Compensation - Sch
Equity-Based Compensation - Schedule of Equity Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total equity compensation expense | $ 39,722 | $ 7,467 | $ 11,106 |
Operating Expense [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total equity compensation expense | 9,578 | 522 | 4,076 |
Selling, General and Administrative Expenses [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Total equity compensation expense | $ 30,144 | $ 6,945 | $ 7,030 |
Equity-Based Compensation - Add
Equity-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Unrecognized equity compensation cost | $ 29 | ||
Unrecognized equity compensation cost, weighted-average period | 1 year 7 months 6 days | ||
Total fair value of shares vested during the period | $ 13.6 | $ 12.7 | $ 9.7 |
Total intrinsic value of stock options exercised | $ 9.5 | $ 1.3 | $ 2.4 |
Weighted average grant-date fair value of stock options granted | $ 29.17 | ||
Percentage of equity awards to the Company's bonus eligible employees | 50.00% | ||
Vesting period | 3 years | ||
Vesting percentage on first two grant date anniversaries | 20.00% | ||
Vesting percentage on third grant date anniversary | 60.00% | ||
Omnibus Incentive Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock reserved for future issuance | 15,000,000 | ||
Shares available for future issuance | 7,830,000 | ||
2021 Bonus Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Percentage of bonus payable by units | 50.00% | ||
2021 Long-Term Incentive Plan Below Minimum Threshold Performance [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vesting percentage, per year | 0.00% | ||
2021 Long-Term Incentive Plan At or Above Maximum Performance [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vesting percentage, per year | 100.00% | ||
2021 Long Term Incentive Plan Meet or Exceed Minimum Performance [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Performance for the test period | 95.00% | ||
2021 Long-Term Incentive Plan Below Threshold Performance [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Percentage of units earned | 50.00% | ||
2019 Long-Term Incentive Plan Below Minimum Threshold Performance [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vesting percentage, per year | 0.00% | ||
2019 Long-Term Incentive Plan At or Above Maximum Performance [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vesting percentage, per year | 100.00% | ||
2019 Long-Term Incentive Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Performance period | 4 years | ||
Time Vesting and Performance Vesting Restricted Awards [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Weighted average grant date fair value | $ 52.12 | $ 15.85 | $ 26.55 |
Bonus Performance Restricted Awards [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Weighted average grant date fair value | $ 51.64 | ||
Bonus Performance Restricted Awards [Member] | 2021 Bonus Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Performance-vesting restricted units or Nonqualified stock options granted | 132,000 | ||
Percentage of bonus payable by units | 50.00% | ||
Below Threshold Performance Bonus Restricted Awards [Member] | 2021 Bonus Plan [Member] | Minimum [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vesting percentage, per year | 0.00% | ||
Below Threshold Performance Bonus Restricted Awards [Member] | 2021 Bonus Plan [Member] | Maximum [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Vesting percentage, per year | 125.00% | ||
Long Term Incentive Options [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Performance-vesting restricted units or Nonqualified stock options granted | 157,000 | ||
Vesting period | 3 years | ||
Long Term Incentive Options [Member] | Share-based Compensation Award, Tranche Two [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Percentage of equity awards to the Company's bonus eligible employees | 20.00% | ||
Long Term Incentive Options [Member] | Share-based Compensation Award, Tranche Three [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Percentage of equity awards to the Company's bonus eligible employees | 60.00% | ||
Long-Term Incentive Performance Restricted Units [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Performance-vesting restricted units or Nonqualified stock options granted | 168,000 | ||
Award vesting terms | The Company recognizes equity compensation expense for its performance-vesting restricted awards ratably over the related performance period, if the performance condition is likely to be achieved. If the probability of vesting related to awards changes in a subsequent period, all equity compensation expense related to those awards that would have been recorded over the requisite service period had the current assumptions been used since the grant date is recorded as a cumulative catch-up at such subsequent date. Based on the Company’s likely future achievement of respective performance goals as of December 31, 2021, equity compensation expense was recorded during the year ended December 31, 2021 related to the Long-Term Incentive Performance Restricted Units. | ||
Previous Long-Term Incentive Awards [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Award vesting terms | A portion of the outstanding Long-Term Incentive Performance Restricted Awards relate to performance restricted units (the “2019 LTIP Performance Awards”) which contain a four-year performance period consisting of the 2019-2022 calendar years (or, extended through the end of the 2023 calendar year, as applicable) and are eligible to vest based upon the Company’s achievement of specific performance goals for the performance period, as defined, with an opportunity to vest up to 50% of the award earlier if certain goals are achieved in any fiscal year during the performance period. The total number of 2019 LTIP Performance Awards eligible to vest will be based on the level of achievement of the performance goals and ranges from 0% (if below threshold performance) up to 100% (for target or above performance). Upon achievement of the performance goals, up to 50% of the award for a given level of performance will vest, with the remaining 50% subject to a one-year extended performance test period. The goal achieved must be met again or exceeded for the extended performance period before the remaining units are earned. Based on the Company’s results for fiscal year 2021, the Company expects to vest a portion of the 2019 LTIP Performance Awards in the first quarter of 2022. | ||
Deferred Stock Units [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Number of common stock shares to be received for each deferred stock unit | 1 | ||
Period of time after director has left the board to receive shares | 3 months |
Equity-Based Compensation - S_2
Equity-Based Compensation - Schedule of Employee Stock Performance Activity (Detail) | 12 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Time-Vesting Restricted Awards [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Shares/Units, Outstanding, Beginning Balance | shares | 1,692,579 |
Shares/Units, Granted | shares | 243,573 |
Shares/Units, Vested | shares | (858,090) |
Shares/Units, Forfeited | shares | (140,042) |
Shares/Units, Outstanding, Ending Balance | shares | 938,020 |
Weighted Average Grant Date Fair Value per Award, Outstanding, Beginning Balance | $ / shares | $ 14.18 |
Weighted Average Grant Date Fair Value per Award, Granted | $ / shares | 53.14 |
Weighted Average Grant Date Fair Value per Award, Vested | $ / shares | 15.03 |
Weighted Average Grant Date Fair Value per Award, Forfeited | $ / shares | 24.73 |
Weighted Average Grant Date Fair Value per Award, Outstanding, Ending Balance | $ / shares | $ 21.94 |
Bonus Performance Restricted Awards [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Shares/Units, Outstanding, Beginning Balance | shares | 23,298 |
Shares/Units, Granted | shares | 132,251 |
Shares/Units, Vested | shares | (22,569) |
Shares/Units, Forfeited | shares | (21,725) |
Shares/Units, Outstanding, Ending Balance | shares | 111,255 |
Weighted Average Grant Date Fair Value per Award, Outstanding, Beginning Balance | $ / shares | $ 26.16 |
Weighted Average Grant Date Fair Value per Award, Granted | $ / shares | 51.64 |
Weighted Average Grant Date Fair Value per Award, Vested | $ / shares | 26.16 |
Weighted Average Grant Date Fair Value per Award, Forfeited | $ / shares | 50.07 |
Weighted Average Grant Date Fair Value per Award, Outstanding, Ending Balance | $ / shares | $ 51.78 |
Long-Term Incentive Performance Restricted Awards [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Shares/Units, Outstanding, Beginning Balance | shares | 1,467,636 |
Shares/Units, Granted | shares | 232,954 |
Shares/Units, Vested | shares | (7,747) |
Shares/Units, Forfeited | shares | (702,840) |
Shares/Units, Outstanding, Ending Balance | shares | 990,003 |
Weighted Average Grant Date Fair Value per Award, Outstanding, Beginning Balance | $ / shares | $ 23.38 |
Weighted Average Grant Date Fair Value per Award, Granted | $ / shares | 51.33 |
Weighted Average Grant Date Fair Value per Award, Vested | $ / shares | 14.66 |
Weighted Average Grant Date Fair Value per Award, Forfeited | $ / shares | 20.75 |
Weighted Average Grant Date Fair Value per Award, Outstanding, Ending Balance | $ / shares | $ 31.90 |
Equity-Based Compensation - S_3
Equity-Based Compensation - Schedule of Activity Related to Stock Option Awards (Detail) $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($)$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Options, Outstanding, Beginning Balance | shares | 679,988 |
Options, Granted | shares | 177,688 |
Options, Forfeited | shares | (76,036) |
Options, Expired | shares | (3,639) |
Options, Exercised | shares | (289,567) |
Options, Outstanding, Ending Balance | shares | 488,434 |
Options, Exercisable at December 31, 2021 | shares | 227,462 |
Weighted Average Exercise Price, Outstanding, Beginning Balance | $ / shares | $ 21.51 |
Weighted Average Exercise Price, Granted | $ / shares | 51.52 |
Weighted Average Exercise Price, Forfeited | $ / shares | 37.61 |
Weighted Average Exercise Price, Expired | $ / shares | 20.01 |
Weighted Average Exercise Price, Exercised | $ / shares | 20.40 |
Weighted Average Exercise Price, Outstanding, Ending Balance | $ / shares | 30.59 |
Weighted Average Exercise Price, Exercisable at December 31, 2021 | $ / shares | $ 21.61 |
Weighted Average Remaining Contractual Life, Outstanding at December 31, 2021 | 7 years 29 days |
Weighted Average Remaining Contractual Life, Exercisable at December 31, 2021 | 5 years 4 months 28 days |
Aggregate Intrinsic Value, Outstanding at December 31, 2021 | $ | $ 16,739 |
Aggregate Intrinsic Value, Exercisable at December 31, 2021 | $ | $ 9,838 |
Equity-Based Compensation - S_4
Equity-Based Compensation - Schedule of Stock Options Valuation Assumptions (Detail) | 12 Months Ended | |
Dec. 31, 2021 | ||
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | ||
Risk-free interest rate | 1.10% | |
Expected volatility | 61.22% | |
Expected dividend yield | 0.00% | |
Expected life (years) | 6 years 1 month 17 days | [1] |
[1] | The expected life was estimated using the simplified method, as the Company does not have sufficient historical exercise data due to the limited period of time its common stock has been publicly traded. |
Stockholders' (Deficit) Equity
Stockholders' (Deficit) Equity - Additional Information (Detail) - USD ($) | May 27, 2019 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Stockholders Equity [Line Items] | |||||
Common stock, shares issued | 95,541,992 | 94,652,248 | |||
Treasury stock, shares | 19,953,042 | 16,260,248 | |||
Treasury stock at cost | $ 631,058,000 | $ 415,309,000 | |||
Share Repurchase Program [Member] | |||||
Stockholders Equity [Line Items] | |||||
Share Repurchase Program, authorized amount | $ 250,000,000 | ||||
Stock Repurchase Program, number of shares repurchased | 5,615,874 | 3,692,794 | 469,785 | 5,615,874 | |
Stock repurchases under Share Repurchase Program | $ 150,000,000 | $ 215,700,000 | $ 12,400,000 | ||
Share Repurchase Program, remaining authorized repurchase amount | $ 21,800,000 | ||||
Common Stock [Member] | |||||
Stockholders Equity [Line Items] | |||||
Common stock, shares issued | 95,541,992 | 94,652,248 | 94,044,203 | 93,400,929 | |
Number of unvested shares | 50,862 | ||||
Restricted Stock Units [Member] | |||||
Stockholders Equity [Line Items] | |||||
Number of unvested shares | 1,988,416 |
Severance and Other Separatio_3
Severance and Other Separation Costs - Additional Information (Detail) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Restructuring Cost And Reserve [Line Items] | |||
Severance and other separation costs | $ 1.5 | $ 4.2 | |
2020 Restructuring Program [Member] | |||
Restructuring Cost And Reserve [Line Items] | |||
Severance and other separation costs | $ 2.7 | ||
Restructuring costs, description | In September 2020, the Company committed to a plan of termination (the “2020 Restructuring Program”) primarily impacting some of the Company’s previously furloughed salaried, full-time and part-time employees. Substantially all of the impacted employees were furloughed as part of the Company’s efforts to reduce operating expenses and adjust cash flows in light of business circumstances associated with the COVID-19 pandemic. Due to the sudden and unforeseeable economic impacts of the pandemic on the Company’s business operations, that were not reasonably foreseeable at the time of the temporary furloughs, the Company transitioned certain park and corporate personnel from a furloughed status to a permanent layoff. As a result, during the year ended December 31, 2020, the Company recorded approximately $2.7 million in pre-tax restructuring charges primarily related to severance and other termination benefits related to the 2020 Restructuring Program, which is included in severance and other separation costs in the accompanying consolidated statements of comprehensive income (loss). |
Severance and Other Separatio_4
Severance and Other Separation Costs - Schedule of Restructuring Program Activity (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Restructuring Cost And Reserve [Line Items] | |||
Severance and other separation costs | $ 1,500 | $ 4,200 | |
2020 Restructuring Program [Member] | |||
Restructuring Cost And Reserve [Line Items] | |||
Liability, beginning balance | 145 | ||
Severance and other separation costs | $ 2,658 | ||
Payments made | $ (145) | (2,513) | |
Liability, ending balance | $ 145 |
Schedule I - Condensed Balance
Schedule I - Condensed Balance Sheets (Detail) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||||
Total current assets | $ 567,396 | $ 507,437 | ||
Total assets | 2,610,316 | 2,566,358 | ||
Current liabilities: | ||||
Other accrued liabilities | 45,811 | 50,950 | ||
Total current liabilities | 371,966 | 317,121 | ||
Total liabilities | 2,644,232 | 2,672,161 | ||
Commitments and contingencies | ||||
Stockholders’ Deficit: | ||||
Preferred stock, $0.01 par value—authorized, 100,000,000 shares, no shares issued or outstanding at December 31, 2021 and 2020 | ||||
Common stock, $0.01 par value—authorized, 1,000,000,000 shares; 95,541,992 and 94,652,248 shares issued at December 31, 2021 and 2020, respectively | 955 | 946 | ||
Additional paid-in capital | 711,474 | 680,360 | ||
Accumulated deficit | (115,287) | (371,800) | ||
Treasury stock, at cost (19,953,042 and 16,260,248 shares at December 31, 2021 and 2020, respectively) | (631,058) | (415,309) | ||
Total stockholders’ deficit | (33,916) | (105,803) | $ 210,892 | $ 265,194 |
Total liabilities and stockholders’ deficit | 2,610,316 | 2,566,358 | ||
Parent Company [Member] | ||||
Current assets: | ||||
Cash | 407 | 455 | ||
Total current assets | 407 | 455 | ||
Total assets | 407 | 455 | ||
Current liabilities: | ||||
Loss in excess of investment in wholly-owned subsidiary | 33,916 | 105,803 | ||
Other accrued liabilities | 407 | 455 | ||
Total current liabilities | 34,323 | 106,258 | ||
Total liabilities | 34,323 | 106,258 | ||
Commitments and contingencies | ||||
Stockholders’ Deficit: | ||||
Preferred stock, $0.01 par value—authorized, 100,000,000 shares, no shares issued or outstanding at December 31, 2021 and 2020 | ||||
Common stock, $0.01 par value—authorized, 1,000,000,000 shares; 95,541,992 and 94,652,248 shares issued at December 31, 2021 and 2020, respectively | 955 | 946 | ||
Additional paid-in capital | 711,474 | 680,360 | ||
Accumulated deficit | (115,287) | (371,800) | ||
Treasury stock, at cost (19,953,042 and 16,260,248 shares at December 31, 2021 and 2020, respectively) | (631,058) | (415,309) | ||
Total stockholders’ deficit | (33,916) | (105,803) | ||
Total liabilities and stockholders’ deficit | $ 407 | $ 455 |
Schedule I - Condensed Balanc_2
Schedule I - Condensed Balance Sheets (Parenthetical) (Detail) - $ / shares | Dec. 31, 2021 | Dec. 31, 2020 |
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 95,541,992 | 94,652,248 |
Treasury stock, shares | 19,953,042 | 16,260,248 |
Parent Company [Member] | ||
Condensed Balance Sheet Statements, Captions [Line Items] | ||
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 100,000,000 | 100,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 1,000,000,000 | 1,000,000,000 |
Common stock, shares issued | 95,541,992 | 94,652,248 |
Treasury stock, shares | 19,953,042 | 16,260,248 |
Schedule I - Condensed Statemen
Schedule I - Condensed Statements of Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Condensed Financial Statements, Captions [Line Items] | |||
Net income (loss) | $ 256,513 | $ (312,321) | $ 89,476 |
Net income (loss) | 256,513 | (312,321) | 89,476 |
Comprehensive income (loss) | 256,513 | (310,762) | 85,633 |
Parent Company [Member] | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net income (loss) | 256,513 | (312,321) | 89,476 |
Net income (loss) | 256,513 | (312,321) | 89,476 |
Equity in other comprehensive income (loss) of subsidiary | 1,559 | (3,843) | |
Comprehensive income (loss) | 256,513 | (310,762) | 85,633 |
Parent Company [Member] | Equity Method Investment, Nonconsolidated Investee or Group of Investees [Member] | |||
Condensed Financial Statements, Captions [Line Items] | |||
Net income (loss) | $ 256,513 | $ (312,321) | $ 89,476 |
Schedule I - Condensed Statem_2
Schedule I - Condensed Statements of Cash Flows (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Cash Flows From Operating Activities: | |||
Net income/loss | $ 256,513 | $ (312,321) | $ 89,476 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||
Equity in net (income) loss of subsidiary | (256,513) | 312,321 | (89,476) |
Net cash provided by (used in) operating activities | 503,012 | (120,729) | 348,416 |
Cash Flows From Investing Activities: | |||
Net cash used in investing activities | (128,854) | (109,175) | (195,193) |
Cash Flows From Financing Activities: | |||
Exercise of stock options | 5,907 | 2,920 | 3,795 |
Net cash (used in) provided by financing activities | (364,897) | 624,204 | (147,305) |
Change in Cash and Cash Equivalents, including Restricted Cash | 9,261 | 394,300 | 5,918 |
Cash and Cash Equivalents, including Restricted Cash—Beginning of year | 435,225 | 40,925 | 35,007 |
Cash and Cash Equivalents, including Restricted Cash—End of year | 444,486 | 435,225 | 40,925 |
Parent Company [Member] | |||
Cash Flows From Operating Activities: | |||
Net income/loss | 256,513 | (312,321) | 89,476 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||
Equity in net (income) loss of subsidiary | (256,513) | 312,321 | (89,476) |
Cash Flows From Investing Activities: | |||
Dividends forfeited from subsidiary- return of capital, net of forfeitures | (1) | (5) | |
Capital contributed to subsidiary from exercises of stock options | (5,955) | (2,621) | (3,696) |
Net cash used in investing activities | (5,955) | (2,622) | (3,701) |
Cash Flows From Financing Activities: | |||
Exercise of stock options | 5,907 | 2,920 | 3,795 |
Dividends paid to common stockholders | (12) | (61) | |
Net cash (used in) provided by financing activities | 5,907 | 2,908 | 3,734 |
Change in Cash and Cash Equivalents, including Restricted Cash | (48) | 286 | 33 |
Cash and Cash Equivalents, including Restricted Cash—Beginning of year | 455 | 169 | 136 |
Cash and Cash Equivalents, including Restricted Cash—End of year | 407 | 455 | 169 |
Supplemental Disclosures of Noncash Financing Activities | |||
Dividends from subsidiary- return of capital, for purchase of treasury stock | 215,749 | 12,406 | 150,000 |
Parent Company [Member] | Equity Method Investment, Nonconsolidated Investee or Group of Investees [Member] | |||
Cash Flows From Operating Activities: | |||
Net income/loss | 256,513 | (312,321) | 89,476 |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||
Equity in net (income) loss of subsidiary | $ (256,513) | $ 312,321 | $ (89,476) |
Schedule I - Description of Sea
Schedule I - Description of SeaWorld Entertainment, Inc. - Additional Information (Detail) - Business | Dec. 31, 2021 | Jun. 30, 2021 | Aug. 30, 2020 |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |||
Number of theme parks owned and operated | 12 | 12 | 12 |
Schedule I - Guarantees - Addit
Schedule I - Guarantees - Additional Information (Detail) - USD ($) $ in Millions | Dec. 31, 2021 | Aug. 25, 2021 | Aug. 05, 2020 | Apr. 30, 2020 |
Guarantee Obligations [Line Items] | ||||
Senior debt | $ 725 | |||
Debt instrument interest rate percentage | 5.25% | |||
Senior Notes [Member] | ||||
Guarantee Obligations [Line Items] | ||||
Senior debt | $ 725 | |||
Debt instrument interest rate percentage | 5.25% | 5.25% | ||
First-Priority Senior Secured Notes [Member] | ||||
Guarantee Obligations [Line Items] | ||||
Senior debt | $ 227.5 | |||
Debt instrument interest rate percentage | 8.75% | |||
First-Priority Senior Secured Notes [Member] | SeaWorld Parks & Entertainment, Inc (SEA) [Member] | ||||
Guarantee Obligations [Line Items] | ||||
Percentage of common stock owned directly or indirectly | 100.00% | |||
Second-Priority Senior Secured Notes [Member] | ||||
Guarantee Obligations [Line Items] | ||||
Senior debt | $ 500 | |||
Debt instrument interest rate percentage | 9.50% | |||
Senior Secured Credit Facilities [Member] | SeaWorld Parks & Entertainment, Inc (SEA) [Member] | ||||
Guarantee Obligations [Line Items] | ||||
Percentage of common stock owned directly or indirectly | 100.00% |
Schedule I - Dividends from Sub
Schedule I - Dividends from Subsidiary - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Dividends Payable [Line Items] | |||
Repurchase of treasury shares, shares | 3,692,794 | 469,785 | 5,615,874 |
Parent Company [Member] | |||
Dividends Payable [Line Items] | |||
Dividends from subsidiary- return of capital, for purchase of treasury stock | $ 215,749 | $ 12,406 | $ 150,000 |
Repurchase of treasury shares, shares | 3,692,794 | 469,785 | 5,615,874 |
Schedule I - Stockholders' Defi
Schedule I - Stockholders' Deficit - Additional Information (Detail) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Repurchase of treasury shares, shares | 3,692,794 | 469,785 | 5,615,874 |
Stock repurchased during period, total cost | $ 215,749,000 | $ 12,406,000 | $ 150,000,000 |
Treasury stock at cost | 631,058,000 | 415,309,000 | |
Share Repurchase Program [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Share Repurchase Program, authorized amount | 250,000,000 | ||
Share Repurchase Program, remaining authorized repurchase amount | 21,800,000 | ||
Parent Company [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Capital contributed to subsidiary from exercises of stock options | 5,955,000 | $ 2,621,000 | $ 3,696,000 |
Share Repurchase Program, authorized amount | $ 250,000,000 | ||
Repurchase of treasury shares, shares | 3,692,794 | 469,785 | 5,615,874 |
Stock repurchased during period, total cost | $ 215,700,000 | $ 12,400,000 | $ 150,000,000 |
Treasury stock at cost | 631,058,000 | $ 415,309,000 | |
Parent Company [Member] | Share Repurchase Program [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Share Repurchase Program, remaining authorized repurchase amount | $ 21,800,000 | ||
Omnibus Incentive Plan [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock reserved for future issuance | 15,000,000 | ||
Shares available for future issuance | 7,830,000 | ||
Omnibus Incentive Plan [Member] | Parent Company [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Common stock reserved for future issuance | 15,000,000 | ||
Shares available for future issuance | 7,830,000 |