Investments and advances to equity method investments | 4. Investments and advances to equity method investments The Company accounts for its investments in unconsolidated joint ventures using the equity method of accounting. The Company’s joint ventures are as follows: i) Falcon’s Creative Group As of July 27, 2023, FCG was deconsolidated and accounted for as an equity method investment in the Company’s unaudited condensed consolidated financial statements. As of July 27, 2023, the Company recorded the investment in FCG at fair value, which was determined to be $39.1 million. As described in Note 1, the LLCA contains contractual provisions regarding the distribution of FCG’s income or loss. Pursuant to these provisions, QIC is entitled to a redemption amount of the initial $30.0 million investment plus a 9% annual compounding preferred return. Refer to the footnote to the “Company’s Share of gain or (loss) from equity method” table below for further discussion on how the income and loss are shared between the Company and QIC. ii) PDP PDP is an unconsolidated joint venture with Meliá Hotels International, S.A. (“Meliá Group”) for the development and operation of hotel resorts and theme parks. The Company has 50% voting rights and shares 50% of profits and losses in this joint venture. PDP operates a hotel resort and theme park located in Mallorca, Spain and a hotel located at Tenerife in the Canary Islands. iii) Sierra Parima Sierra Parima is an equity method investment with Meliá Group focused on the development and operation of hotel resorts and theme parks. The Company has 50% voting rights and shares 50% of profits and losses in this joint venture. Sierra Parima had one theme park in Punta Cana in the Dominican Republic, the Katmandu Park DR. The Company has concluded that Sierra Parima is a variable interest entity (“VIE”), that the Company does not have the power to direct the activities that most significantly impact the economic performance of Sierra Parima, as such decisions are taken by the unanimous consent of the representatives of the joint venture partners. The Company, therefore, does not consolidate Sierra Parima and accounts for the investment as an equity method investment. Full Impairment of Investment in Sierra Parima Katmandu Park DR completed construction and opened to visitors in early 2023. Although various operational challenges encountered upon opening were resolved, Katmandu Park DR visitor levels were below management’s expectations. Melia and the Company jointly decided to wind down operations and are evaluating avenues for potential liquidation or sale of the property. On March 7, 2024, Katmandu Park DR was closed to visitors. As of December 31, 2023, the Company’s equity investment in Sierra Parima was deemed to be other -than-temporarily Based on the estimated sale or liquidation proceeds from Sierra Parima, and Sierra Parima’s outstanding debts remaining to be settled, the fair value of the Company’s investment in Sierra Parima was determined to be zero. There are no other liquidity arrangements, guarantees or other financial commitments between the Company and Sierra Parima. The Company is not committed to provide any additional funding as of September 30, 2024. Any future capital fundings will be discretionary. iv) Karnival On November 2, 2021, the Company entered into a joint venture agreement to acquire a 50% interest in Karnival, a joint venture established with Raging Power Limited, a subsidiary of New World Development Company Limited (“Raging Power”). The purpose of the joint venture is to hold ownership interests in entities developing and operating amusement centers located in the People’s Republic of China. The first location is currently under development in Hong Kong. The Company has concluded that Karnival is a VIE, that the Company does not have the power to direct the activities that most significantly impact the economic performance of Karnival, as such decisions are taken by the unanimous consent of the representatives of the joint venture partners. The Company, therefore, does not consolidate Karnival and accounts for the investment as an equity method investment. The Company and its joint venture partners are committed to funding non -interest-bearing -year Investments and advances to equity method investments as of September 30, 2024, and December 31, 2023, consisted of the following: As of September 30, December 31, FCG $ 30,793 $ 30,930 PDP 26,040 22,870 Karnival 7,082 6,843 $ 63,915 $ 60,643 The Company’s Share of gain or (loss) from equity method investments for the three and nine months ended September 30, 2024, and 2023 comprised of: For the three months ended For the nine months ended 2024 2023 2024 2023 FCG (1) $ (1,658 ) $ (1,598 ) $ (137 ) $ (1,598 ) PDP 1,619 1,527 2,810 1,902 Sierra Parima — (1,616 ) — (4,254 ) Karnival 77 132 239 260 $ 38 $ (1,555 ) $ 2,912 $ (3,690 ) ____________ (1) ( ( The following tables provide summarized balance sheet information for the Company’s equity method investments: As of September 30, 2024 FCG PDP Karnival Current assets $ 28,446 $ 17,414 $ 16,598 Non-current assets 28,993 85,937 2,424 Current liabilities 11,924 19,151 17,956 Non-current liabilities 6,213 32,121 — As of December 31, 2023 FCG PDP Sierra Parima Karnival Current assets $ 12,575 $ 8,283 $ 2,697 $ 16,030 Non-current assets 19,730 87,280 18,714 1,805 Current liabilities 7,375 14,048 62,070 (17,250 ) Non-current liabilities 1,801 35,777 9,973 — The following tables provide summarized related party balances of FCG, Sierra Parima and PDP: As of September 30, 2024 FCG PDP Assets $ 5,297 $ 2,568 Liabilities 51 2,560 As of December 31, 2023 PDP FCG Sierra Parima Assets $ 2,288 $ 7,503 $ 2,230 Liabilities 1,685 3,384 57,438 Assets comprise primarily of accounts receivable and other current assets. Liabilities comprise primarily of accounts payable and accrued expenses and other current liabilities. The following tables provide summarized statements of operations for the Company’s equity method investments: For the three months ended September 30 2024 2023 FCG PDP FCG (1) PDP Sierra Total revenues $ 13,155 $ 17,837 $ 3,270 $ 15,830 $ 792 Income (loss) from operations 89 5,710 (1,045 ) 4,648 (2,808 ) Net income (loss) (111 ) 3,240 (1,044 ) 3,055 (2,825 ) For the nine months ended September 30 2024 2023 FCG PDP FCG (1) PDP Sierra Total revenues $ 43,801 $ 36,588 $ 3,270 $ 32,600 $ 2,017 Income (loss) from operations 3,933 8,635 (1,045 ) 5,986 (8,031 ) Net income (loss) 4,173 5,508 (1,044 ) 3,805 (8,098 ) ____________ (1) The results of operations for Karnival for the three and nine months ended September 30, 2024, and 2023 were not material for the periods presented and, as such, not included in the tables above. As of December 31, 2023, the equity investment in Sierra Parima was deemed to be other -than-temporarily The following table provides FCG, PDP and Sierra Parima’s summarized related party activity for the three months ended September 30, 2024, and 2023: For the three months ended September 30 2024 2023 FCG PDP FCG PDP Sierra Total revenues $ 13,001 $ 52 $ 2,675 $ 247 $ 461 Total expenses 3,237 2,082 1,602 1,656 877 The following table provides FCG, PDP and Sierra Parima’s summarized related party activity for the nine months ended September 30, 2024, and 2023: For the nine months ended September 30 2024 2023 FCG PDP FCG PDP Sierra Total revenues $ 43,300 $ 85 $ 2,675 $ 260 $ 1,551 Total expenses $ 5,068 4,107 1,602 3,438 4,733 ____________ (1) | 8. The Company accounts for its investments in unconsolidated joint ventures using the equity method of accounting. The Company’s joint ventures are as follows: i) Falcon’s Creative Group As of July 27, 2023, FCG was deconsolidated and accounted for as an equity method investment in the Company’s consolidated financial statements. See Deconsolidation of Falcon’s Creative Group, LLC under Note 1 — Description of business and basis of presentation for a discussion of the terms of the Strategic Investment which required the deconsolidation of FCG. As of July 27, 2023, the Company recorded the investment in FCG at fair value, which was determined to be $39.1 million. Gain on deconsolidation In accordance with ASC 810, Consolidation In accordance with ASC 323, Investments Business Combinations The Company determined that on the date of deconsolidation, there was a difference between the fair value of its retained investment in FCG and the Company’s proportional interest in the equity of FCG. This equity method basis difference was comprised of customer relationships, tradenames and trademarks and developed technology. Tradenames and trademarks and developed technology fair values were determined using the relief from royalty method, which estimates the cost savings generated by a company related to the ownership of an asset for which it would otherwise have had to pay royalties or license fees on revenues earned through the use of the asset. The discount rate used was determined at the time of measurement based on an analysis of the implied internal rate of return of the transaction, weighted average cost of capital and weighted average return on assets. Customer relationships represent the existing relationships with FCG’s customers. The fair value was determined using a multi -period -tax Other tangible assets were valued at the existing carrying values as they approximated the estimated fair value of those items at the deconsolidation date and did not result in a basis difference. Summarized financial results are presented below for the period beginning July 28, 2023 and ended December 31, 2023, which represent the period the Company accounts for FCG as an equity method investment. As described in Note 1, the LLCA contains contractual provisions regarding the distribution of FCG’s income or loss. Pursuant to these provisions, QIC is entitled to a redemption amount of the initial $30.0 million investment plus a 9% annual compounding preferred return. As a result, QIC does not absorb losses from FCG that would cause its investment to drop below this redemption amount and any losses not absorbed by QIC are fully allocated to the Company. ii) PDP PDP is an unconsolidated joint venture with Meliá Hotels International, S.A. (“Meliá Group”) for the development and operation of hotel resorts and theme parks. The Company has 50% voting rights and shares 50% of profits and losses in this joint venture. PDP operates a hotel resort and theme park located in Mallorca, Spain and a hotel located at Tenerife in the Canary Islands. iii) Sierra Parima Sierra Parima is an equity method investment with Meliá Group for the development and operation of hotel resorts and theme parks. The Company has 50% voting rights and shares 50% of profits and losses in this joint venture. Sierra Parima has one theme park in Punta Cana in the Dominican Republic. The Company has concluded that Sierra Parima is a variable interest entity (“VIE”), that the Company does not have the power to direct the activities that most significantly impact the economic performance of Sierra Parima, as such decisions are taken by the unanimous consent of the representatives of the joint venture partners. The Company, therefore, does not consolidate Sierra Parima and accounts for the investment as an equity method investment. The Company advanced $33.8 million, to partially fund construction of the theme park. These advances are non -interest-bearing Full Impairment of Investment in Sierra Parima Katmandu Park completed construction and opened to visitors in early 2023. Although various operational challenges encountered upon opening have been resolved, Katmandu Park visitor levels have continued to be below management’s expectations. Melia and the Company have jointly decided to wind down operations and are evaluating avenues for potential liquidation or sale of the property. Based on this determination, Sierra Parima first performed an evaluation of its long -lived Property, Plant and Equipment As Sierra Parima recorded a fixed asset impairment under ASC 360, the Company further evaluated its remaining equity investment in Sierra Parima for impairment as of December 31, 2023 and determined that it was other -than-temporarily Based on the estimated sale or liquidation proceeds from Sierra Parima, and Sierra Parima’s outstanding debts remaining to be settled, the fair value of the Company’s investment in Sierra Parima was determined to be zero. As of December 31, 2023, the Company recognized an other -than-temporary There are no other liquidity arrangements, guarantees or other financial commitments between the Company and Sierra Parima. The Company is not committed to provide any additional funding as of December 31, 2023. Any future capital fundings will be discretionary. iv) Karnival On November 2, 2021, the Company entered into a joint venture agreement to acquire a 50% interest in Karnival TP -AQ -interest-bearing -year Investments and advances to equity method investments as of December 31, 2023 and 2022 consisted of the following: As of December 31, 2023 2022 FCG $ 30,930 $ — PDP 22,870 23,688 Sierra Parima — 41,735 Karnival 6,843 6,556 $ 60,643 $ 71,979 The Company’s share of gain or (loss) from equity method investments for the years ended December 31, 2023, and 2022 comprised of: Year ended December 31, 2023 2022 FCG (1) $ (8,145 ) $ — PDP (1,522 ) 3,229 Sierra Parima (43,073 ) (1,719 ) Karnival 288 3 $ (52,452 ) $ 1,513 (1) The following tables provide summarized Balance Sheet information for the Company’s equity method investments: As of December 31, 2023 FCG PDP Sierra Parima Karnival Current assets $ 12,575 $ 8,283 $ 2,697 $ 16,030 Non-current assets 19,730 87,280 18,714 1,805 Current liabilities 7,375 14,048 62,070 (17,250 ) Non-current liabilities 1,801 35,777 9,973 — As of December 31, 2022 PDP Sierra Parima Karnival Current assets $ 9,216 $ 5,741 $ 13,102 Non-current assets 93,657 58,631 — Current liabilities 14,108 47,877 13,095 Non-current liabilities 41,389 9,155 — The following tables provide summarized related party balances of Sierra Parima and PDP: As of December 31, 2023 PDP Sierra (1) Assets $ 2,288 $ 2,230 Liabilities 1,685 57,438 As of December 31, 2022 PDP Sierra (1) Assets $ 2,050 $ 2,690 Liabilities 1,803 43,575 (1) The following tables provides summarized statements of operations for the Company’s equity method investments: Year ended December 31, 2023 FCG (1) PDP Sierra Parima Total revenues $ 8,033 $ 41,259 $ 2,639 Impairment of fixed assets — (5,427 ) (46,743 ) Income (loss) from operations (6,153 ) 153 (57,626 ) Net loss (6,034 ) (3,044 ) (57,970 ) (1) Year ended December 31, 2022 PDP Sierra Parima Total revenues $ 33,962 $ 226 Income (loss) from operations 2,540 (3,403 ) Net income (loss) 6,457 (3,438 ) The results of operations for Karnival for the years ended December 31, 2023 and 2022 were not material for the periods presented and, as such, not included in the tables above. The following tables provides Sierra Parima and PDP’s summarized related party activity: Year ended December 31, 2023 PDP Sierra Total revenues $ 168 $ 1,406 Total expenses 4,720 1,418 Year ended December 31, 2022 PDP Sierra Total revenues $ 889 $ 23 Total expenses 3,980 4,167 |