Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 28, 2017 | |
Document And Entity Information [Abstract] | ||
Entity Registrant Name | VIAD CORP | |
Entity Central Index Key | 884,219 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2017 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Trading Symbol | VVI | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 20,409,278 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 | |
Current assets | |||
Cash and cash equivalents | $ 44,042 | $ 20,900 | |
Accounts receivable, net of allowances for doubtful accounts of $2,423 and $1,342, respectively | 142,072 | 104,648 | |
Inventories | 37,162 | 31,420 | |
Other current assets | 23,282 | 18,449 | |
Total current assets | 246,558 | 175,417 | |
Property and equipment, net | 294,654 | 279,858 | |
Other investments and assets | 47,730 | 44,297 | |
Deferred income taxes | 33,673 | 42,549 | |
Goodwill | 259,805 | 254,022 | |
Other intangible assets, net | 68,229 | 73,673 | |
Total Assets | 950,649 | 869,816 | |
Current liabilities | |||
Accounts payable | 101,520 | 67,596 | |
Customer deposits | 57,604 | 42,723 | |
Accrued compensation | 30,067 | 29,913 | |
Other current liabilities | 30,774 | 30,390 | |
Current portion of debt and capital lease obligations | [1] | 176,124 | 174,968 |
Total current liabilities | 396,089 | 345,590 | |
Long-term debt and capital lease obligations | 65,248 | 74,243 | |
Pension and postretirement benefits | 27,742 | 28,611 | |
Other deferred items and liabilities | 47,849 | 50,734 | |
Total liabilities | 536,928 | 499,178 | |
Commitments and contingencies | |||
Viad Corp stockholders’ equity: | |||
Common stock, $1.50 par value, 200,000,000 shares authorized, 24,934,981 shares issued and outstanding | 37,402 | 37,402 | |
Additional capital | 572,403 | 573,841 | |
Retained earnings | 46,938 | 16,291 | |
Unearned employee benefits and other | 185 | 172 | |
Accumulated other comprehensive income (loss): | |||
Unrealized gain on investments | 516 | 421 | |
Cumulative foreign currency translation adjustments | (19,379) | (29,084) | |
Unrecognized net actuarial loss and prior service credit, net | (10,580) | (10,728) | |
Common stock in treasury, at cost, 4,530,396 and 4,613,520 shares, respectively | (226,710) | (230,960) | |
Total Viad Corp stockholders’ equity | 400,775 | 357,355 | |
Noncontrolling interest | 12,946 | 13,283 | |
Total stockholders’ equity | 413,721 | 370,638 | |
Total Liabilities and Stockholders’ Equity | $ 950,649 | $ 869,816 | |
[1] | Borrowings under the revolving credit facilities are classified as current because all borrowed amounts are due within one year. |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 2,423 | $ 1,342 |
Common stock, par value | $ 1.50 | $ 1.50 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 24,934,981 | 24,934,981 |
Common stock, shares outstanding | 24,934,981 | 24,934,981 |
Treasury stock, shares | 4,530,396 | 4,613,520 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Revenue: | ||||
Exhibition and event services | $ 275,295 | $ 240,028 | $ 551,243 | $ 441,314 |
Exhibits and environments | 44,814 | 44,236 | 86,737 | 79,086 |
Pursuit services | 44,665 | 40,483 | 52,601 | 45,709 |
Total revenue | 364,774 | 324,747 | 690,581 | 566,109 |
Costs and expenses: | ||||
Costs of services | 284,884 | 250,041 | 558,493 | 464,268 |
Costs of products sold | 40,488 | 40,692 | 80,002 | 74,107 |
Business interruption gain | (1,087) | (1,140) | ||
Corporate activities | 3,008 | 2,707 | 5,618 | 4,618 |
Interest income | (42) | (38) | (100) | (94) |
Interest expense | 2,059 | 1,336 | 4,164 | 2,620 |
Restructuring charges | 168 | 975 | 562 | 1,967 |
Impairment recoveries | (2,247) | (4,631) | ||
Total costs and expenses | 327,231 | 295,713 | 642,968 | 547,486 |
Income from continuing operations before income taxes | 37,543 | 29,034 | 47,613 | 18,623 |
Income tax expense | 10,178 | 9,226 | 12,919 | 5,774 |
Income from continuing operations | 27,365 | 19,808 | 34,694 | 12,849 |
Income (loss) from discontinued operations | 509 | (364) | (307) | (550) |
Net income | 27,874 | 19,444 | 34,387 | 12,299 |
Net loss attributable to noncontrolling interest | 73 | 65 | 337 | 227 |
Net income attributable to Viad | $ 27,947 | $ 19,509 | $ 34,724 | $ 12,526 |
Diluted income per common share: | ||||
Continuing operations attributable to Viad common stockholders | $ 1.35 | $ 0.98 | $ 1.72 | $ 0.65 |
Discontinued operations attributable to Viad common stockholders | 0.02 | (0.02) | (0.02) | (0.03) |
Net income attributable to Viad common stockholders | $ 1.37 | $ 0.96 | $ 1.70 | $ 0.62 |
Weighted-average outstanding and potentially dilutive common shares | 20,364 | 20,153 | 20,355 | 20,124 |
Basic income per common share: | ||||
Continuing operations attributable to Viad common stockholders | $ 1.35 | $ 0.98 | $ 1.72 | $ 0.65 |
Discontinued operations attributable to Viad common stockholders | 0.02 | (0.02) | (0.02) | (0.03) |
Net income attributable to Viad common stockholders | $ 1.37 | $ 0.96 | $ 1.70 | $ 0.62 |
Weighted-average outstanding common shares | 20,140 | 19,983 | 20,112 | 19,949 |
Dividends declared per common share | $ 0.10 | $ 0.10 | $ 0.20 | $ 0.20 |
Amounts attributable to Viad common stockholders | ||||
Income from continuing operations | $ 27,438 | $ 19,873 | $ 35,031 | $ 13,076 |
Income (loss) from discontinued operations | 509 | (364) | (307) | (550) |
Net income attributable to Viad | $ 27,947 | $ 19,509 | $ 34,724 | $ 12,526 |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Statement Of Income And Comprehensive Income [Abstract] | |||||
Net income | $ 27,874 | $ 19,444 | $ 34,387 | $ 12,299 | |
Other comprehensive income (loss): | |||||
Unrealized gains on investments, net of tax | [1] | 33 | 21 | 95 | 20 |
Unrealized foreign currency translation adjustments, net of tax | [1] | 7,360 | (3,470) | 9,705 | 4,572 |
Change in net actuarial gain, net of tax | [1] | 171 | 83 | 282 | 241 |
Change in prior service cost, net of tax | [1] | (56) | (71) | (134) | (156) |
Comprehensive income | 35,382 | 16,007 | 44,335 | 16,976 | |
Comprehensive loss attributable to noncontrolling interest | 73 | 65 | 337 | 227 | |
Comprehensive income attributable to Viad | $ 35,455 | $ 16,072 | $ 44,672 | $ 17,203 | |
[1] | The tax effect on other comprehensive income (loss) is not significant. |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Cash flows from operating activities | ||
Net income | $ 34,387 | $ 12,299 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 26,666 | 18,557 |
Deferred income taxes | 412 | (3,318) |
Loss from discontinued operations | 307 | 550 |
Restructuring charges | 562 | 1,967 |
Impairment recoveries | (4,631) | |
Gains on dispositions of property and other assets | (45) | (185) |
Share-based compensation expense | 4,747 | 2,499 |
Excess tax benefit from share-based compensation arrangements | (39) | |
Other non-cash items, net | 2,373 | 1,591 |
Change in operating assets and liabilities (excluding the impact of acquisitions): | ||
Receivables | (38,869) | (29,915) |
Inventories | (4,746) | (11,035) |
Accounts payable | 30,156 | 24,661 |
Restructuring liabilities | (1,496) | (1,832) |
Accrued compensation | (3,834) | (3,465) |
Customer deposits | 14,124 | 43,656 |
Income taxes payable | (81) | (1,591) |
Other assets and liabilities, net | (833) | (22) |
Net cash provided by operating activities | 59,199 | 54,378 |
Cash flows from investing activities | ||
Capital expenditures | (27,448) | (20,597) |
Proceeds from insurance | 6,886 | |
Cash paid for acquired businesses, net | (1,661) | (57,766) |
Proceeds from dispositions of property and other assets | 662 | 1,008 |
Net cash used in investing activities | (21,561) | (77,355) |
Cash flows from financing activities | ||
Proceeds from borrowings | 52,574 | 55,000 |
Payments on debt and capital lease obligations | (63,065) | (52,054) |
Dividends paid on common stock | (4,077) | (4,050) |
Debt issuance costs | (5) | (352) |
Common stock purchased for treasury | (1,204) | (651) |
Excess tax benefit from share-based compensation arrangements | 39 | |
Net cash used in financing activities | (15,777) | (2,068) |
Effect of exchange rate changes on cash and cash equivalents | 1,281 | (247) |
Net change in cash and cash equivalents | 23,142 | (25,292) |
Cash and cash equivalents, beginning of year | 20,900 | 56,531 |
Cash and cash equivalents, end of period | $ 44,042 | $ 31,239 |
Basis of Presentation and Princ
Basis of Presentation and Principles of Consolidation | 6 Months Ended |
Jun. 30, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation and Principles of Consolidation | Note 1. Basis of Presentation and Principles of Consolidation The accompanying unaudited condensed consolidated financial statements of Viad Corp (“Viad” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and with the instructions to Form 10-Q and Article 10 of Regulation S-X for interim financial information. Accordingly, these financial statements do not include all of the information required by GAAP or Securities and Exchange Commission (“SEC”) rules and regulations for complete financial statements. In the opinion of management, these financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year. These unaudited condensed consolidated financial statements should be read in conjunction with Viad’s Annual Report on Form 10-K for the year ended December 31, 2016, filed with the SEC on March 6, 2017. The condensed consolidated financial statements include the accounts of Viad and its subsidiaries. All significant intercompany account balances and transactions have been eliminated in consolidation. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reported period. Estimates and assumptions are used in accounting for, among other things, the fair value of Viad’s reporting units used to perform annual impairment testing of recorded goodwill; allowances for uncollectible accounts receivable; provisions for income taxes, including uncertain tax positions; valuation allowances related to deferred tax assets; liabilities for losses related to self-insured liability claims; liabilities for losses related to environmental remediation obligations; sublease income associated with restructuring liabilities; assumptions used to measure pension and postretirement benefit costs and obligations; assumptions used to determine share-based compensation costs under the fair value method; and the allocation of purchase price of acquired businesses. Actual results could differ from these and other estimates. Insurance Recoveries Receipts from insurance up to the amount of the recognized losses are considered recoveries and are accounted for when they are probable of receipt. Anticipated proceeds in excess of the recognized loss are considered a gain contingency. A contingency gain for anticipated insurance proceeds in excess of losses already recognized is not recognized until all contingencies relating to the insurance claim have been resolved. On December 29, 2016, the Mount Royal Hotel was damaged by a fire and closed. During the fourth quarter of 2016, the Company recorded an asset impairment loss of $2.2 million and an offsetting impairment recovery (and related insurance receivable) as the losses related to the fire are covered by Viad's property and business interruption insurance. During the six months ended June 30, 2017, the Company received $9.0 million in insurance proceeds as a partial settlement. The Company allocated $2.2 million to the insurance receivable, $4.6 million was recorded as an impairment recovery related to construction-in-progress costs incurred to re-open the hotel, $1.1 million was recorded as a business interruption gain for the recovery of lost profits, and $1.1 million was recorded as contra-expense to offset non-capitalizable costs incurred by the Company. Nature of Business Viad is an international experiential services company with operations in the United States, Canada, the United Kingdom, continental Europe, the United Arab Emirates, and Hong Kong. Viad is committed to providing unforgettable experiences to its clients and guests. Viad operates through three reportable business segments: GES U.S., GES International (collectively, “GES”), and Pursuit. GES GES is a global, full-service provider for live events that produces exhibitions, conferences, corporate events, and consumer events. GES offers a comprehensive range of live event services and a full suite of audio-visual services from creative and technology to content and design, along with online tools powered by next generation technologies that help clients easily manage the complexities of their events. GES’ clients include event organizers and corporate brand marketers. Corporate brand marketers include exhibitors and domestic and international corporations that want to promote their brands, services and innovations, feature new products, and build business relationships. GES serves corporate brand marketers when they exhibit at shows and when GES is engaged to manage their global exhibit program or produce their proprietary corporate events. Pursuit Pursuit is a collection of iconic natural and cultural destination travel experiences that enjoy perennial demand. Pursuit offers guests distinctive and world renowned experiences through its collection of unique hotels, lodges, recreational attractions, and transportation services Impact of Recent Accounting Pronouncements The following table provides a brief description of recent accounting pronouncements: Standard Description Date of adoption Effect on the financial statements Standards Not Yet Adopted ASU 2014-09 , Revenue from Contracts with Customers (Topic 606) The standard establishes a new recognition model that requires revenue to be recognized in a manner to depict the transfer of goods or services to a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services. The Company may adopt either retrospectively to each prior period presented with the option to elect certain practical expedients or with the cumulative effect recognized at the date of initial application and providing certain disclosures. Subsequent to the issuance of ASU 2014-09, the FASB issued several amendments in 2016 which do not change the core principle of the guidance stated in ASU 2014-09. Rather, they are intended to clarify and improve understanding of certain topics included within the revenue standard. January 1, 2018 The Company is currently evaluating the impact of the adoption of this new guidance on its financial position or results of operations including analyzing its current portfolio of customer contracts. The Company has assigned internal resources in addition to the engagement of a third-party service provider to assist in the evaluation of the impact on its accounting policies, processes, and system requirements. Based on the Company’s preliminary assessment, the adoption of this standard will not have a material impact on Viad’s consolidated financial statements. Although significant additional disclosures will be required, the Company expects the immaterial impact to primarily relate to the deferral of certain commissions which were previously expensed as incurred but will generally be capitalized and amortized over the period of contract performance, and the deferral of certain costs incurred in connection with trade shows which were previously expensed as incurred but will generally be capitalized and expensed upon the completion of the show. The Company is not planning to early adopt the standard and has not determined which transition method it will use. Additionally, the new guidance requires enhanced disclosures, including revenue recognition policies to identify performance obligations to customers and significant judgments in measurement and recognition. The Company is continuing its assessment, which may identify other impacts. ASU 2016-02 , Leases (Topic 842) The amendment requires lessees to recognize on their balance sheet a right-of-use asset and a lease liability for leases with lease terms greater than one year. The amendment requires additional disclosures about leasing arrangements, and requires a modified retrospective approach to adoption. Early adoption is permitted. January 1, 2019 The Company is currently evaluating the potential impact of the adoption of this new guidance on its financial position or results of operations including analyzing its existing operating leases. Based on the Company’s preliminary assessment, the adoption of this standard will have a material impact on Viad’s consolidated balance sheets, but the income statement is not expected to be materially impacted. The Company expects the most significant impact will relate to facility and equipment leases and embedded lease arrangements which are currently recorded as operating leases. The Company has not determined in which period it will adopt the new guidance. Adoption is dependent on the Company’s analysis on information necessary to restate prior periods. The Company is continuing its assessment, which may identify other impacts. ASU 2016-15 , Statement of Cash Flows (Topic 230) - Classification of Certain Cash Receipts and Cash Payments The amendment provides guidance on eight specific cash flow issues with the objective of reducing the existing diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. Early adoption is permitted. January 1, 2018 The adoption of this new guidance is not expected to have a significant effect on Viad’s financial position or results of operations. ASU 2016-16 , Income Taxes (Topic 740) - Intra-Entity Transfers of Assets Other Than Inventory The amendment eliminates an exception in ASC 740 which prohibits the recognition of current and deferred income tax effects for intra-entity transfers of assets other than inventory until the asset has been sold to an outside party. The amendment requires an entity to recognize the income tax consequences of intra-entity transfers of assets other than inventory at the time that the transfer occurs. January 1, 2018 The adoption of this new guidance is not expected to have a significant effect on Viad’s financial position or results of operations. Standard Description Date of adoption Effect on the financial statements Standards Not Yet Adopted (Continued) ASU 2017-01 , Business Combination (Topic 805) - Clarifying the Definition of a Business The amendment provides guidance on evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. January 1, 2018 The adoption of this new guidance is not expected to have a significant effect on Viad’s consolidated financial statements. ASU 2017-04 , Intangibles - Goodwill and Other (Topic 350) - Simplifying the Test for Goodwill Impairment The amendment eliminates the requirement to estimate the implied fair value of goodwill if it was determined that the carrying amount of a reporting unit exceeded its fair value. Goodwill impairment will now be recognized by the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The amendment should be applied prospectively and is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. January 1, 2020 The adoption of this new guidance is not expected to have a significant effect on Viad’s consolidated financial statements and the Company expects the adoption to reduce the complexity surrounding the analysis of goodwill impairment. ASU 2017-07 , Compensation - Retirement Benefits (Topic 715) - Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost The amendment requires an employer to disaggregate the service cost components from the other components of net benefit cost. The service cost components are required to be presented in operating income and the other components of net benefit cost are required to be presented outside of operating income. January 1, 2018 The Company currently presents all components of net periodic pension and postretirement benefit costs in cost of services in the consolidated statements of operations. The adoption of this new guidance is not expected to have a significant effect on Viad’s consolidated financial statements. ASU 2017-09 , Compensation - Stock Compensation (Topic 718) - Scope of Modification Accounting The amendment provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. January 1, 2018 The Company grants share-based awards but rarely has modifications to the awards. The adoption of this new guidance is not expected to have a significant effect on Viad’s consolidated financial statements. Standards Recently Adopted ASU 2015-11 , Inventory (Topic 330) - Simplifying the Measurement of Inventory The amendment applies to inventory measures using first-in, first-out or average cost and will require entities to measure inventory at the lower of cost or net realizable value. Net realizable value is the estimated selling price in the normal course of business, minus the cost of completion, disposal and transportation. Replacement cost and net realizable value less a normal profit margin will no longer be considered. January 1, 2017 The adoption of this new guidance did not have a significant effect on Viad’s consolidated financial statements. ASU 2016-09, Compensation - Stock Compensation (Topic 718) - Improvements to Employee Share-Based Payment Accounting The amendment identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. January 1, 2017 The adoption of this new guidance resulted in a decrease of 6% to the effective tax rate during the first quarter of 2017 as compared to 2016, and resulted in a decrease of 1% to the effective tax rate during the six months ended June 30, 2017 as compared to 2016. |
Share-Based Compensation
Share-Based Compensation | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Compensation | Note 2. Share-Based Compensation The following table summarizes share-based compensation expense: Three Months Ended Six Months Ended June 30, June 30, (in thousands) 2017 2016 2017 2016 Performance unit incentive plan (“PUP”) $ 1,927 $ 816 $ 3,243 $ 1,351 Restricted stock 774 576 1,397 1,074 Restricted stock units 47 41 107 74 Share-based compensation before income tax benefit 2,748 1,433 4,747 2,499 Income tax benefit (1,028 ) (540 ) (1,772 ) (938 ) Share-based compensation, net of income tax benefit $ 1,720 $ 893 $ 2,975 $ 1,561 Viad did not record any share-based compensation expense through restructuring expense during the three months ended June 30, 2017 or 2016, and recorded zero and $0.2 million for the six months ended June 30, 2017 and 2016, respectively. The following table summarizes the activity of the outstanding share-based compensation awards: Restricted Stock PUP Awards Restricted Stock Units Shares Weighted-Average Grant Date Fair Value Shares Weighted-Average Grant Date Fair Value Shares Weighted-Average Grant Date Fair Value Balance at December 31, 2016 267,051 $ 25.96 255,505 $ 26.11 15,982 $ 25.58 Granted 64,098 $ 46.59 72,642 $ 47.45 2,950 $ 47.45 Vested (73,553 ) $ 23.85 (76,082 ) $ 23.66 (6,182 ) $ 25.05 Forfeited (3,096 ) $ 31.68 (1,416 ) $ 31.68 — $ — Balance at June 30, 2017 254,500 $ 31.70 250,649 $ 33.00 12,750 $ 30.90 2017 Viad Corp Omnibus Stock Plan The 2017 Viad Corp Omnibus Incentive Plan (the “2017 Plan”) was approved by Viad stockholders and was effective May 18, 2017. The 2017 Plan replaced the Company’s 2007 Viad Corp Omnibus Stock Plan (the “2007 Plan”). No further awards may be made under the 2007 Plan, although awards previously granted under the 2007 Plan will remain outstanding in accordance with their respective terms. The 2017 Plan has a 10-year life and provides for the following types of awards: (a) incentive and non-qualified stock options, (b) restricted stock and restricted stock units, (c) performance units or performance shares, (d) stock appreciation rights, (e) cash-based awards, and (f) certain other stock-based awards. In June 2017, Viad registered 1,750,000 shares of common stock issuable under the 2017 Plan. As of June 30, 2017, there were 1,747,477 shares available for future grant under the 2017 Plan. 2007 Viad Corp Omnibus Stock Plan Restricted Stock As of June 30, 2017, the unamortized cost of all outstanding restricted stock awards was $3.9 million, which Viad expects to recognize in the consolidated financial statements over a weighted-average period of approximately 1.4 years. During the six months ended June 30, 2017 and 2016, the Company repurchased 25,642 shares for $1.2 million and 23,625 shares for $0.7 million, respectively, related to tax withholding requirements on vested share-based awards. PUP Awards In February 2016, the PUP Plan was amended to provide that PUP awards earned under the 2007 Plan may be payable in the form of cash or in shares of Viad common stock (or a combination of both). Previously, payouts could only be made in cash. The vesting of shares is based upon achievement of certain performance-based criteria. The performance period of the shares is three years. During the six months ended June 30, 2017, Viad granted $3.4 million of PUP awards of which $1.4 million are payable in shares. As of June 30, 2017 and December 31, 2016, Viad had recorded liabilities of $6.6 million and $7.6 million, respectively, related to PUP awards. In March 2017, the PUP awards granted in 2014 vested and cash payouts of $3.7 million were distributed. In March 2016, the PUP awards granted in 2013 vested and cash payouts of $0.2 million were distributed. Restricted Stock Units As of June 30, 2017 and December 31, 2016, Viad had aggregate liabilities recorded of $0.3 million and $0.4 million, respectively, related to restricted stock units. In February 2017, portions of the 2012 and 2014 restricted stock units vested and cash payouts of $0.3 million were distributed. In February 2016, portions of the 2011, 2012, and 2013 restricted stock units vested and cash payouts of $0.2 million were distributed. Stock Options During the three and six months ended June 30, 2017, there was no stock option activity. As of both June 30, 2017 and December 31, 2016, there were 63,773 stock options outstanding and exercisable with a weighted-average exercise price of $16.62. As of June 30, 2017, there were no unrecognized costs related to non-vested stock option awards. |
Acquisition of Businesses
Acquisition of Businesses | 6 Months Ended |
Jun. 30, 2017 | |
Business Combinations [Abstract] | |
Acquisition of Businesses | Note 3. Acquisition of Businesses FlyOver Canada On December 29, 2016, the Company acquired the assets and operations of FlyOver Canada, a recreational attraction that provides a virtual flight ride experience with a combination of motion seating, a four-story movie screen, and media and visual effects. The purchase price was $68.8 million Canadian dollars (approximately $50.9 million U.S. dollars) in cash, subject to certain adjustments. The following table summarizes the allocation of the aggregate purchase price paid and the amounts of assets acquired and liabilities assumed based on the estimated fair value as of the acquisition date. The allocation of the purchase price was completed as of March 31, 2017. (in thousands) Purchase price paid as: Cash $ 50,920 Cash acquired (6 ) Purchase price, net of cash acquired 50,914 Fair value of net assets acquired: Inventories $ 11 Prepaid expenses 37 Property and equipment 10,867 Intangible assets 6,028 Total assets acquired 16,943 Accrued liabilities 118 Total liabilities assumed 118 Total fair value of net assets acquired 16,825 Excess purchase price over fair value of net assets acquired (“goodwill”) $ 34,089 Under the acquisition method of accounting, the purchase price as shown in the table above is allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values. The excess purchase price over the fair value of net assets acquired was recorded as goodwill. Goodwill of FlyOver Canada is included in the Pursuit business group and is a separate reporting unit. The primary factor that contributed to the purchase price resulting in the recognition of goodwill relates to future growth opportunities and the expansion of the FlyOver concept. Goodwill is expected to be deductible for tax purposes pursuant to Canadian tax regulations. The estimated values of current assets and liabilities were based upon their historical costs on the date of acquisition due to their short-term nature. Transaction costs associated with the acquisition of FlyOver Canada were $0.1 million in 2017 and $0.5 million in 2016 and are included in cost of services in Viad’s condensed consolidated statements of operations. Identified intangible assets acquired in the FlyOver Canada acquisition totaled $6.0 million and consist of trade names of $3.7 million, customer relationships of $1.6 million, and non-compete agreements of $0.7 million. The weighted-average amortization period related to the intangible assets is 9.4 years. The results of operations of FlyOver Canada have been included in Viad’s condensed consolidated financial statements from the date of acquisition. During the three and six months ended June 30, 2017, revenue related to FlyOver Canada was $2.4 million and $3.8 million, respectively, and operating income was $0.6 million and $0.3 million, respectively. Other Acquisitions In March 2017, the Company completed the acquisition of the Poken event engagement technology for total cash consideration of $1.7 million, subject to certain adjustments. These assets have been included in Viad’s condensed consolidated financial statements from the date of acquisition. Supplementary pro forma financial information The following table summarizes the unaudited pro forma results of operations attributable to Viad, assuming the 2016 acquisitions of CATC Alaska Tourism Corporation (“CATC”) (acquired March 2016), the business of ON Event Services, LLC (“ON Services”) (acquired August 2016), and FlyOver Canada (acquired December 2016) had been completed on January 1, 2016: Three Months Ended Six Months Ended (in thousands, except per share data) June 30, 2016 June 30, 2016 Revenue $ 344,778 $ 601,941 Depreciation and amortization $ 13,172 $ 25,138 Income from continuing operations $ 21,164 $ 12,687 Net income attributable to Viad $ 20,865 $ 12,364 Diluted income per share $ 1.03 $ 0.61 Basic income per share $ 1.03 $ 0.61 |
Inventories
Inventories | 6 Months Ended |
Jun. 30, 2017 | |
Inventory Disclosure [Abstract] | |
Inventories | Note 4. Inventories The components of inventories consisted of the following: June 30, December 31, (in thousands) 2017 2016 Raw materials $ 20,712 $ 16,846 Work in process 16,450 14,574 Inventories $ 37,162 $ 31,420 |
Other Current Assets
Other Current Assets | 6 Months Ended |
Jun. 30, 2017 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Other Current Assets | Note 5. Other Current Assets Other current assets consisted of the following: June 30, December 31, (in thousands) 2017 2016 Income tax receivable $ 5,970 $ 3,614 Prepaid vendor payments 5,338 3,633 Prepaid software maintenance 4,310 2,804 Prepaid insurance 1,306 2,479 Prepaid taxes 997 850 Prepaid rent 661 327 Prepaid other 2,739 731 Other 1,961 4,011 Other current assets $ 23,282 $ 18,449 |
Property and Equipment
Property and Equipment | 6 Months Ended |
Jun. 30, 2017 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | Note 6. Property and Equipment Property and equipment consisted of the following: June 30, December 31, (in thousands) 2017 2016 Land and land interests $ 32,281 $ 31,670 Buildings and leasehold improvements 206,592 185,987 Equipment and other 340,883 326,868 Gross property and equipment 579,756 544,525 Accumulated depreciation (285,102 ) (264,667 ) Property and equipment, net $ 294,654 $ 279,858 Depreciation expense was $11.3 million and $8.4 million for the three months ended June 30, 2017 and 2016, respectively, and $20.4 million and $15.1 million for the six months ended June 30, 2017 and 2016, respectively. During the six months ended June 30, 2017, there were non-cash increases to property and equipment related to assets acquired under capital leases of $0.8 million and non-cash increases to property and equipment purchases in accounts payable and accrued liabilities of $2.0 million. During the six months ended June 30, 2016, there were non-cash increases to property and equipment related to assets acquired under capital leases of $0.7 million and non-cash increases to property and equipment purchases in accounts payable and accrued liabilities of $2.7 million. |
Other Investments and Assets
Other Investments and Assets | 6 Months Ended |
Jun. 30, 2017 | |
Investments All Other Investments [Abstract] | |
Other Investments and Assets | Note 7. Other Investments and Assets Other investments and assets consisted of the following: June 30, December 31, (in thousands) 2017 2016 Cash surrender value of life insurance $ 23,114 $ 23,197 Self-insured liability receivable 10,463 10,463 Workers’ compensation insurance security deposits 4,050 4,050 Other mutual funds 2,494 2,062 Other 7,609 4,525 Other investments and assets $ 47,730 $ 44,297 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Note 8. Goodwill and Other Intangible Assets The changes in the carrying amount of goodwill were as follows: (in thousands) GES U.S. GES International Pursuit Total Balance at December 31, 2016 $ 148,277 $ 34,460 $ 71,285 $ 254,022 Business acquisitions — 1,060 — 1,060 Foreign currency translation adjustments — 1,956 2,767 4,723 Balance at June 30, 2017 $ 148,277 $ 37,476 $ 74,052 $ 259,805 Other intangible assets consisted of the following: June 30, 2017 December 31, 2016 (in thousands) Gross Carrying Value Accumulated Amortization Net Carrying Value Gross Carrying Value Accumulated Amortization Net Carrying Value Amortized intangible assets: Customer contracts and relationships $ 68,360 $ (19,050 ) $ 49,310 $ 67,762 $ (14,345 ) $ 53,417 Operating contracts and licenses 9,663 (838 ) 8,825 9,315 (652 ) 8,663 Tradenames 8,495 (2,249 ) 6,246 8,324 (1,440 ) 6,884 Non-compete agreements 5,289 (2,240 ) 3,049 5,190 (1,369 ) 3,821 Other 893 (554 ) 339 886 (458 ) 428 Total amortized intangible assets 92,700 (24,931 ) 67,769 91,477 (18,264 ) 73,213 Unamortized intangible assets: Business licenses 460 — 460 460 — 460 Other intangible assets $ 93,160 $ (24,931 ) $ 68,229 $ 91,937 $ (18,264 ) $ 73,673 Intangible asset amortization expense was $3.3 million and $1.8 million for the three months ended June 30, 2017 and 2016, respectively, and $6.3 million and $3.5 million for the six months ended June 30, 2017 and 2016, respectively. The weighted-average amortization period of customer contracts and relationships, operating contracts and licenses, tradenames, non-compete agreements, and other amortizable intangible assets is approximately 9.0 years, 26.7 years, 7.2 years, 2.6 years, and 3.0 years, respectively. The estimated future amortization expense related to amortized intangible assets held at June 30, 2017 is as follows: (in thousands) Year ending December 31, Remainder of 2017 $ 6,090 2018 10,928 2019 9,865 2020 8,370 2021 7,380 Thereafter 25,136 Total $ 67,769 |
Other Current Liabilities
Other Current Liabilities | 6 Months Ended |
Jun. 30, 2017 | |
Other Liabilities Current [Abstract] | |
Other Current Liabilities | Note 9. Other Current Liabilities Other current liabilities consisted of the following: June 30, December 31, (in thousands) 2017 2016 Continuing operations: Self-insured liability accrual $ 5,522 $ 5,941 Accrued employee benefit costs 3,160 2,624 Commissions payable 3,085 639 Accrued sales and use taxes 2,802 4,279 Accrued dividends 2,114 2,119 Current portion of pension liability 1,793 1,963 Deferred rent 1,656 1,535 Accrued professional fees 1,124 794 Accrued rebates 971 1,078 Accrued restructuring 876 1,924 Other taxes 2,899 4,210 Other 3,748 2,532 Total continuing operations 29,750 29,638 Discontinued operations: Environmental remediation liabilities 691 492 Self-insured liability accrual 232 162 Other 101 98 Total discontinued operations 1,024 752 Total other current liabilities $ 30,774 $ 30,390 |
Other Deferred Items and Liabil
Other Deferred Items and Liabilities | 6 Months Ended |
Jun. 30, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Other Deferred Items and Liabilities | Note 10. Other Deferred Items and Liabilities Other deferred items and liabilities consisted of the following: June 30, December 31, (in thousands) 2017 2016 Continuing operations: Self-insured liability $ 13,681 $ 12,981 Self-insured excess liability 10,463 10,463 Accrued compensation 7,287 8,514 Deferred rent 4,512 5,271 Foreign deferred tax liability 2,539 2,264 Accrued restructuring 1,800 1,858 Other 2,499 1,300 Total continuing operations 42,781 42,651 Discontinued operations: Self-insured liability 3,177 3,748 Environmental remediation liabilities 1,735 3,091 Accrued income taxes — 1,045 Other 156 199 Total discontinued operations 5,068 8,083 Total other deferred items and liabilities $ 47,849 $ 50,734 |
Debt and Capital Lease Obligati
Debt and Capital Lease Obligations | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Debt and Capital Lease Obligations | Note 11. Debt and Capital Lease Obligations The components of long-term debt and capital lease obligations consisted of the following: June 30, December 31, (in thousands, except interest rates) 2017 2016 Revolving credit facility and term loan 3.3% and 2.6% weighted-average interest rate at June 30, 2017 and December 31, 2016, respectively, due through 2019 (1) $ 203,093 $ 212,750 Brewster Inc. revolving credit facility 2.6% and 2.7% weighted-average interest rate at June 30, 2017 and December 31, 2016, respectively, due through 2017 (1) 37,818 36,456 Less unamortized debt issuance costs (1,204 ) (1,464 ) Total debt 239,707 247,742 Capital lease obligations 4.8% and 4.9% weighted-average interest rate at June 30, 2017 and December 31, 2016, respectively, due through 2020 1,665 1,469 Total debt and capital lease obligations 241,372 249,211 Current portion (2) (176,124 ) (174,968 ) Long-term debt and capital lease obligations $ 65,248 $ 74,243 (1) Represents the weighted-average interest rate in effect at the respective periods for the revolving credit facilities and term loan borrowings, including any applicable margin. The interest rates do not include amortization of debt issuance costs or commitment fees. (2) Borrowings under the revolving credit facilities are classified as current because all borrowed amounts are due within one year. Effective December 22, 2014, Viad entered into a $300 million Amended and Restated Credit Agreement (the “Credit Agreement”). The Credit Agreement provides for a senior credit facility in the aggregate amount of $300 million, which consists of a $175 million revolving credit facility (the “Revolving Credit Facility”) and a $125 million term loan (the “Term Loan”). Loans under the Credit Agreement have a maturity date of December 22, 2019. Proceeds from the loans made under the Credit Agreement were used to refinance certain outstanding debt of the Company and will be used for the Company’s general corporate purposes in the ordinary course of its business. Under the Credit Agreement, the Revolving Credit Facility and/or the Term Loan may be increased up to an additional $100 million under certain circumstances. If such circumstances are met, the Company may obtain the additional borrowings under the Revolving Credit Facility, the Term Loan, or a combination of the two. The Revolving Credit Facility has a $40 million sublimit for letters of credit. Borrowings and letters of credit can be denominated in U.S. dollars, Euros, Canadian dollars, or British pounds. Viad’s lenders under the Credit Agreement have a first perfected security interest in all of the personal property of Viad, GES, GES Event Intelligence Services, Inc., CATC, and ON Services including 65 percent of the capital stock of top-tier foreign subsidiaries. Effective February 24, 2016, Viad executed an amendment (the “Credit Agreement Amendment”) to the Credit Agreement. The Credit Agreement Amendment modified the terms of the financial covenants and the negative covenants related to acquisitions, restricted payments, and indebtedness. The overall maximum leverage ratio and minimum fixed charge coverage ratio are 3.50 to 1.00 and 1.75 to 1.00, respectively, and will remain at those levels for the entire remaining term of the Credit Agreement. Acquisitions in substantially the same or related lines of business are permitted under the Credit Agreement Amendment, as long as the pro forma leverage ratio is less than or equal to 3.00 to 1.00. Viad can make dividends, distributions, and repurchases of its common stock up to $20 million per calendar year. Stock dividends, distributions, and repurchases above the $20 million limit are not subject to a liquidity covenant, and are permitted as long as the Company’s pro forma leverage ratio is less than or equal to 2.50 to 1.00 and there is no default or unmatured default, as defined in the Credit Agreement. Unsecured debt is allowed as long as the Company’s pro forma leverage ratio is less than or equal to 3.00 to 1.00. Significant other covenants under the Credit Agreement that remain unchanged by the Credit Agreement Amendment include limitations on investments, sales/leases of assets, consolidations or mergers, and liens on property. As of June 30, 2017, the fixed charge coverage ratio was 3.61 to 1.00, the leverage ratio was 1.41 to 1.00, and Viad was in compliance with all covenants under the Credit Agreement. Effective December 28, 2016, Brewster Inc., part of Pursuit, entered into a credit agreement (the “Brewster Credit Agreement”) with a $38 million revolving credit facility (the “Brewster Revolving Credit Facility”). A loan under the Brewster Credit Agreement was used in connection with the Company’s acquisition of FlyOver Canada and has a maturity date of December 28, 2017. Additional loan proceeds will be used for potential future acquisitions in Canada and other general corporate purposes of Brewster Inc. Brewster Inc.’s lender has a first perfected security interest in all of the personal property of Brewster Inc. under the Brewster Revolving Credit Facility and a guaranty from Brewster Travel Canada Inc., the immediate parent of Brewster Inc., (secured by its present and future personal property), Viad, and all current or future subsidiaries of Viad that are required to be guarantors under Viad’s Credit Agreement. As of June 30, 2017, Viad’s total debt and capital lease obligations were $241.4 million, consisting of outstanding borrowings under the Term Loan of $84.4 million, under the Revolving Credit Facility of $118.7 million, under the Brewster Revolving Credit Facility of $37.8 million, and capital lease obligations of $1.7 million, offset in part by unamortized debt issuance costs of $1.2 million. As of June 30, 2017, Viad had $55.0 million of capacity remaining under the Revolving Credit Facility, reflecting borrowings of $118.7 million and $1.3 million in outstanding letters of credit. As of June 30, 2017, Brewster Inc. had $0.2 million of capacity remaining under the Brewster Revolving Credit Facility. Borrowings under the Revolving Credit Facility (of which GES, GES Event Intelligence Services, Inc., CATC, and ON Services are guarantors) are indexed to the prime rate or the London Interbank Offered Rate, plus appropriate spreads tied to Viad’s leverage ratio. Commitment fees and letters of credit fees are also tied to Viad’s leverage ratio. The fees on the unused portion of the Credit Facility are currently 0.35 percent annually. As of June 30, 2017, Viad, on behalf of its subsidiaries, had certain obligations under guarantees to third parties. These guarantees are not subject to liability recognition in the condensed consolidated financial statements and relate to leased facilities entered into by Viad’s subsidiary operations. The Company would generally be required to make payments to the respective third parties under these guarantees in the event that the related subsidiary could not meet its own payment obligations. The maximum potential amount of future payments that Viad would be required to make under all guarantees existing as of June 30, 2017 would be $8.1 million. These guarantees relate to facilities leased by the Company through September 2021. There are no recourse provisions that would enable Viad to recover from third parties any payments made under the guarantees. Furthermore, there are no collateral or similar arrangements whereby Viad could recover payments. The estimated fair value of total debt was $234.4 million and $252.8 million as of June 30, 2017 and December 31, 2016, respectively. The fair value of debt was estimated by discounting the future cash flows using rates currently available for debt of similar terms and maturity. Cash paid for interest on debt was $3.6 million and $2.4 million for the six months ended June 30, 2017 and 2016, respectively. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 12. Fair Value Measurements The fair value of an asset or liability is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value guidance requires an entity to maximize the use of quoted prices and other observable inputs and minimize the use of unobservable inputs when measuring fair value, and also establishes a fair value hierarchy which prioritizes the inputs to valuation techniques used to measure fair value as follows: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Observable inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 - Unobservable inputs to the valuation methodology that are significant to the measurement of fair value. Viad measures its money market mutual funds and certain other mutual fund investments at fair value on a recurring basis using Level 1 inputs. The fair value information related to these assets is summarized in the following tables: Fair Value Measurements at Reporting Date Using (in thousands) June 30, 2017 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Money market funds (1) $ 119 $ 119 $ — $ — Other mutual funds (2) 2,494 2,494 — — Total assets at fair value on a recurring basis $ 2,613 $ 2,613 $ — $ — Fair Value Measurements at Reporting Date Using (in thousands) December 31, 2016 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Money market funds (1) $ 118 $ 118 $ — $ — Other mutual funds (2) 2,062 2,062 — — Total assets at fair value on a recurring basis $ 2,180 $ 2,180 $ — $ — (1) Money market mutual funds are included in “Cash and cash equivalents” in the condensed consolidated balance sheets. These investments are classified as available-for-sale and were recorded at fair value. There have been no realized gains or losses related to these investments and the Company has not experienced any redemption restrictions with respect to any of the money market mutual funds. (2) Other mutual funds are included in “Other investments and assets” in the condensed consolidated balance sheets. These investments are classified as available-for-sale and were recorded at fair value. As of June 30, 2017 and December 31, 2016, there were unrealized gains of $0.8 million ($0.5 million after-tax) and $0.7 million ($0.4 million after tax), respectively, which were included in “Accumulated other comprehensive income (loss)” (“AOCI”) in the condensed consolidated balance sheets. The carrying values of cash and cash equivalents, receivables, and accounts payable approximate fair value due to the short-term maturities of these instruments. Refer to Note 11 – |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Stockholders' Equity | Note 13. Stockholders’ Equity The following represents a reconciliation of the carrying amounts of stockholders’ equity attributable to Viad and the noncontrolling interest for the six months ended June 30, 2017 and 2016: (in thousands) Total Viad Stockholders’ Equity Noncontrolling Interest Total Stockholders’ Equity Balance at December 31, 2016 $ 357,355 $ 13,283 $ 370,638 Net income (loss) 34,724 (337 ) 34,387 Dividends on common stock ($0.20 per share) (4,077 ) — (4,077 ) Common stock purchased for treasury (1,204 ) — (1,204 ) Employee benefit plans 3,982 — 3,982 Unrealized foreign currency translation adjustment 9,705 — 9,705 Other changes to AOCI 243 243 Other 47 — 47 Balance at June 30, 2017 $ 400,775 $ 12,946 $ 413,721 (in thousands) Total Viad Stockholders’ Equity Noncontrolling Interest Total Stockholders’ Equity Balance at December 31, 2015 $ 322,581 $ 12,757 $ 335,338 Net income (loss) 12,526 (227 ) 12,299 Dividends on common stock ($0.20 per share) (4,050 ) — (4,050 ) Common stock purchased for treasury (651 ) — (651 ) Employee benefit plans 3,145 — 3,145 Unrealized foreign currency translation adjustment 4,572 — 4,572 Tax benefits from share-based compensation 39 — 39 Other changes to AOCI 105 — 105 Other (17 ) — (17 ) Balance at June 30, 2016 $ 338,250 $ 12,530 $ 350,780 Changes in AOCI by component are as follows: (in thousands) Unrealized Gains on Investments Cumulative Foreign Currency Translation Adjustments Unrecognized Net Actuarial Loss and Prior Service Credit, Net Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2016 $ 421 $ (29,084 ) $ (10,728 ) $ (39,391 ) Other comprehensive income before reclassifications 124 9,705 — 9,829 Amounts reclassified from AOCI, net of tax (29 ) — 148 119 Net other comprehensive income 95 9,705 148 9,948 Balance at June 30, 2017 $ 516 $ (19,379 ) $ (10,580 ) $ (29,443 ) The following table presents information about reclassification adjustments out of AOCI: Six Months Ended June 30, Affected Line Item in the Statement Where Net Income is Presented (in thousands) 2017 2016 Unrealized gains on investments $ (47 ) $ (25 ) Interest income Tax effect 18 9 Income taxes $ (29 ) $ (16 ) Recognized net actuarial loss (1) $ 439 $ 388 Amortization of prior service credit (1) (216 ) (251 ) Tax effect (75 ) (52 ) Income taxes $ 148 $ 85 (1) Amount included in pension expense. Refer to Note 16 – |
Income Per Share
Income Per Share | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Income Per Share | Note 14. Income Per Share The components of basic and diluted income per share are as follows: Three Months Ended Six Months Ended June 30, June 30, (in thousands, except per share data) 2017 2016 2017 2016 Net income attributable to Viad (diluted) $ 27,947 $ 19,509 $ 34,724 $ 12,526 Less: Allocation to non-vested shares (345 ) (265 ) (442 ) (171 ) Net income allocated to Viad common stockholders (basic) $ 27,602 $ 19,244 $ 34,282 $ 12,355 Basic weighted-average outstanding common shares 20,140 19,983 20,112 19,949 Additional dilutive shares related to share-based compensation 224 170 243 175 Diluted weighted-average outstanding shares 20,364 20,153 20,355 20,124 Income per share: Basic income attributable to Viad common stockholders $ 1.37 $ 0.96 $ 1.70 $ 0.62 Diluted income attributable to Viad common stockholders $ 1.37 $ 0.96 $ 1.70 $ 0.62 During the six months ended June 30, 2017, 16,000 shares of share-based awards were not included in the computation of dilutive shares outstanding because the effect would be anti-dilutive. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 15. Income Taxes The effective tax rates for the three months ended June 30, 2017 and 2016 were 27.1 percent and 31.8 percent, respectively. The effective tax rates for the six months ended June 30, 2017 and 2016 were 27.1 percent and 31.0 percent, respectively. The income tax provision was computed based on the Company’s estimated effective tax rate and forecasted income by jurisdiction expected for the full year, including the impact of any unusual, infrequent, or non-recurring items. The effective tax rate for the six months ended June 30, 2017 and 2016 was less than the federal statutory rate of 35.0 percent primarily due to the adoption of new accounting guidance which requires the excess tax benefit on share-based compensation to be recorded to income tax expense rather than other comprehensive income and the release of the valuation allowance against certain foreign net operating losses. During the three months ended June 30, 2017, the Company analyzed the realizability of the net operating loss carryforwards in Germany considering both positive and negative evidence available. The Company determined that the full valuation allowance recorded against the Germany net operating loss carryforwards was no longer required and recognized a discrete tax benefit of $1.2 million. During the three months ended June 30, 2017, the Company released liabilities associated with uncertain tax positions for continuing operations and discontinued operations of $0.1 million and $1.1 million, respectively, due to the lapse of the statute of limitations. During the six months ended June 30, 2017 and 2016, cash paid for income taxes was $7.1 million and $5.8 million, respectively. |
Pension and Postretirement Bene
Pension and Postretirement Benefits | 6 Months Ended |
Jun. 30, 2017 | |
Compensation And Retirement Disclosure [Abstract] | |
Pension and Postretirement Benefits | Note 16. Pension and Postretirement Benefits The components of net periodic benefit cost of Viad’s pension and postretirement benefit plans for the three months ended June 30, 2017 and 2016 included the following: Domestic Plans Pension Plans Postretirement Benefit Plans Foreign Pension Plans (in thousands) 2017 2016 2017 2016 2017 2016 Service cost $ 39 $ 10 $ 17 $ 33 $ 128 $ 125 Interest cost 178 259 93 152 113 126 Expected return on plan assets (68 ) (37 ) — — (146 ) (144 ) Amortization of prior service credit — — (105 ) (126 ) — — Recognized net actuarial loss 94 98 20 81 45 1 Net periodic benefit cost $ 243 $ 330 $ 25 $ 140 $ 140 $ 108 The components of net periodic benefit cost of Viad’s pension and postretirement benefit plans for the six months ended June 30, 2017 and 2016 included the following: Domestic Plans Pension Plans Postretirement Benefit Plans Foreign Pension Plans (in thousands) 2017 2016 2017 2016 2017 2016 Service cost $ 48 $ 20 $ 47 $ 69 $ 258 $ 245 Interest cost 407 517 219 303 226 244 Expected return on plan assets (107 ) (130 ) — — (294 ) (279 ) Amortization of prior service credit — — (216 ) (252 ) — — Recognized net actuarial loss 230 213 120 175 89 1 Net periodic benefit cost $ 578 $ 620 $ 170 $ 295 $ 279 $ 211 Viad expects to contribute $1.6 million to its funded pension plans, $0.9 million to its unfunded pension plans, and $1.1 million to its postretirement benefit plans in 2017. During the six months ended June 30, 2017, Viad contributed $0.6 million to its funded pension plans, $0.3 million to its unfunded pension plans, and $0.8 million to its postretirement benefit plans. |
Restructuring Charges
Restructuring Charges | 6 Months Ended |
Jun. 30, 2017 | |
Restructuring And Related Activities [Abstract] | |
Restructuring Charges | Note 17. Restructuring Charges The Company has taken certain restructuring actions designed to reduce the Company’s cost structure primarily within GES U.S. and GES International, as well as the elimination of certain positions at the corporate office. As a result, the Company recorded restructuring charges primarily consisting of severance and related benefits as a result of workforce reductions and charges related to the consolidation and downsizing of facilities representing the remaining operating lease obligations (net of estimated sublease income) and related costs. Changes to the restructuring liability by major restructuring activity are as follows: GES Other Restructurings (in thousands) Severance & Employee Benefits Facilities Severance & Employee Benefits Total Balance at December 31, 2016 $ 2,274 $ 1,092 $ 416 $ 3,782 Restructuring charges 366 59 137 562 Cash payments (901 ) (319 ) (451 ) (1,671 ) Adjustment to liability — — 3 3 Balance at June 30, 2017 $ 1,739 $ 832 $ 105 $ 2,676 As of June 30, 2017, the liabilities related to severance and employee benefits are expected to be paid by the end of 2018. Additionally, the liability related to future lease payments will be paid over the remaining lease terms for GES. Refer to Note 19 – |
Litigation, Claims, Contingenci
Litigation, Claims, Contingencies and Other | 6 Months Ended |
Jun. 30, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Litigation, Claims, Contingencies and Other | Note 18. Litigation, Claims, Contingencies, and Other Viad and certain of its subsidiaries are plaintiffs or defendants to various actions, proceedings, and pending claims, some of which involve, or may involve, compensatory, punitive, or other damages. Litigation is subject to many uncertainties and it is possible that some of the legal actions, proceedings, or claims could be decided against Viad. Although the amount of liability as of June 30, 2017 with respect to these matters is not ascertainable, Viad believes that any resulting liability, after taking into consideration amounts already provided for and insurance coverage, will not have a material effect on Viad’s business, financial position, or results of operations. Viad is subject to various U.S. federal, state, and foreign laws and regulations governing the prevention of pollution and the protection of the environment in the jurisdictions in which Viad has or had operations. If the Company has failed to comply with these environmental laws and regulations, civil and criminal penalties could be imposed and Viad could become subject to regulatory enforcement actions in the form of injunctions and cease and desist orders. As is the case with many companies, Viad also faces exposure to actual or potential claims and lawsuits involving environmental matters relating to its past operations. As of June 30, 2017, Viad had recorded environmental remediation liabilities of $2.4 million related to previously sold operations. Although it is a party to certain environmental disputes, Viad believes that any resulting liabilities, after taking into consideration amounts already provided for and insurance coverage, will not have a material effect on the Company’s financial position or results of operations. As of June 30, 2017, Viad, on behalf of its subsidiaries, had certain obligations under guarantees to third parties. These guarantees are not subject to liability recognition in the condensed consolidated financial statements and relate to leased facilities entered into by Viad’s subsidiary operations. The Company would generally be required to make payments to the respective third parties under these guarantees in the event that the related subsidiary could not meet its own payment obligations. The maximum potential amount of future payments that Viad would be required to make under all guarantees existing as of June 30, 2017 would be $8.1 million. These guarantees relate to facilities leased by the Company through September 2021. There are no recourse provisions that would enable Viad to recover from third parties any payments made under the guarantees. Furthermore, there are no collateral or similar arrangements whereby Viad could recover payments. A significant portion of Viad’s employees are unionized and the Company is a party to approximately 100 collective-bargaining agreements, with approximately one-third requiring renegotiation each year. If the Company was unable to reach an agreement with a union during the collective-bargaining process, the union may call for a strike or work stoppage, which may, under certain circumstances, adversely impact the Company’s businesses and results of operations. Viad believes that relations with its employees are satisfactory and that collective-bargaining agreements expiring in 2017 will be renegotiated in the ordinary course of business without having a material adverse effect on Viad’s operations. The Company entered into showsite and warehouse agreements with the Chicago Teamsters Local 727, effective January 1, 2014, and those agreements contain provisions that allow the parties to re-open negotiation of the agreements on pension-related issues. The Company is in informal discussions regarding those issues with all relevant parties to resolve those issues in a manner that will be reasonable and equitable to employees, customers, and shareholders. Although the Company’s labor relations are currently stable, disruptions pending the outcome of the Chicago Teamsters Local 727 negotiations could occur, as they could with any collective-bargaining agreement negotiation, with the possibility of an adverse impact on the operating results of GES. Viad’s businesses contribute to various multi-employer pension plans based on obligations arising under collective-bargaining agreements covering its union-represented employees. Based upon the information available to Viad from plan administrators, management believes that several of these multi-employer plans are underfunded. The Pension Protection Act of 2006 requires pension plans underfunded at certain levels to reduce, over defined time periods, the underfunded status. In addition, under current laws, the termination of a plan, or a voluntary withdrawal from a plan by Viad, or a shrinking contribution base to a plan as a result of the insolvency or withdrawal of other contributing employers to such plan, would require Viad to make payments to such plan for its proportionate share of the plan’s unfunded vested liabilities. As of June 30, 2017, the amount of additional funding, if any, that Viad would be required to make related to multi-employer pension plans is not ascertainable. Viad is self-insured up to certain limits for workers’ compensation, employee health benefits, automobile, product and general liability, and property loss claims. The aggregate amount of insurance liabilities (up to the Company’s retention limit) related to Viad’s continuing operations was $19.1 million as of June 30, 2017 which includes $13.8 million related to workers’ compensation liabilities and $5.3 million related to general/auto liability claims. Viad has also retained and provided for certain insurance liabilities in conjunction with previously sold businesses of $3.4 million as of June 30, 2017, related to workers’ compensation liabilities. Provisions for losses for claims incurred, including estimated claims incurred but not yet reported, are made based on Viad’s historical experience, claims frequency, and other factors. A change in the assumptions used could result in an adjustment to recorded liabilities. Viad has purchased insurance for amounts in excess of the self-insured levels, which generally range from $0.2 million to $0.5 million on a per claim basis. Viad does not maintain a self-insured retention pool fund as claims are paid from current cash resources at the time of settlement. Viad’s net cash payments in connection with these insurance liabilities were $1.2 million and $1.4 million for the three months ended June 30, 2017 and 2016, respectively, and $2.5 million and $2.4 million for the six months ended June 30, 2017 and 2016, respectively. In addition, as of June 30, 2017, Viad recorded insurance liabilities of $10.5 million related to continuing operations, which represents the amount for which Viad remains the primary obligor after self-insured insurance limits, without taking into consideration the above-referenced insurance coverage. Of this total, $6.9 million related to workers’ compensation liabilities and $3.6 million related to general/auto liability claims which are recorded in other deferred items and liabilities in Viad’s condensed consolidated balance sheets with a corresponding receivable in other investments. |
Segment Information
Segment Information | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | Note 19. Segment Information Viad measures profit and performance of its operations on the basis of segment operating income (loss) which excludes restructuring charges and recoveries and impairment charges and recoveries. Intersegment sales are eliminated in consolidation and intersegment transfers are not significant. Corporate activities include expenses not allocated to operations. Depreciation and amortization and share-based compensation expense are the only significant non-cash items for the reportable segments. Viad’s reportable segments, with reconciliations to consolidated totals, are as follows: Three Months Ended Six Months Ended June 30, June 30, (in thousands) 2017 2016 2017 2016 Revenue: GES: U.S. $ 242,031 $ 220,078 $ 499,242 $ 403,815 International 85,283 72,682 149,182 126,763 Intersegment eliminations (7,205 ) (7,332 ) (10,444 ) (9,014 ) Total GES 320,109 285,428 637,980 521,564 Pursuit 44,665 40,483 52,601 45,709 Corporate eliminations (1) — (1,164 ) — (1,164 ) Total revenue $ 364,774 $ 324,747 $ 690,581 $ 566,109 Segment operating income (loss): GES: U.S. $ 21,196 $ 22,502 $ 42,170 $ 23,364 International 9,339 4,876 11,361 4,307 Total GES 30,535 27,378 53,531 27,671 Pursuit 9,938 7,058 (337 ) 485 Segment operating income 40,473 34,436 53,194 28,156 Corporate eliminations (1) 16 (422 ) 32 (422 ) Corporate activities (3,008 ) (2,707 ) (5,618 ) (4,618 ) Operating income 37,481 31,307 47,608 23,116 Interest income 42 38 100 94 Interest expense (2,059 ) (1,336 ) (4,164 ) (2,620 ) Restructuring charges: GES U.S. (47 ) — (71 ) (293 ) GES International (121 ) (956 ) (354 ) (1,171 ) Pursuit — (1 ) — (93 ) Corporate — (18 ) (137 ) (410 ) Impairment recoveries: Pursuit 2,247 — 4,631 — Income from continuing operations before income taxes $ 37,543 $ 29,034 $ 47,613 $ 18,623 (1) |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Jun. 30, 2017 | |
Discontinued Operations And Disposal Groups [Abstract] | |
Discontinued Operations | Note 20. Discontinued Operations Viad recorded a reduction in an uncertain tax position during the three months ended June 30, 2017 due to the lapse of the statute of limitations. Additionally, discontinued operations in 2017 included reserves to resolve certain environmental matters and legal fees related to previously sold operations. During 2016, Viad recorded liability reserve adjustments and legal fees related to previously sold operations. |
Subsequent Event
Subsequent Event | 6 Months Ended |
Jun. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Event | Note 21. Subsequent Event In July 2017, Viad resolved its property and business interruption insurance claims related to the Mount Royal Hotel fire for a total of approximately $35 million, inclusive of the $9 million received as of June 30, 2017. All remaining insurance proceeds were received during the third quarter of 2017. |
Basis of Presentation and Pri28
Basis of Presentation and Principles of Consolidation (Policies) | 6 Months Ended |
Jun. 30, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Consolidation | The accompanying unaudited condensed consolidated financial statements of Viad Corp (“Viad” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and with the instructions to Form 10-Q and Article 10 of Regulation S-X for interim financial information. Accordingly, these financial statements do not include all of the information required by GAAP or Securities and Exchange Commission (“SEC”) rules and regulations for complete financial statements. In the opinion of management, these financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year. These unaudited condensed consolidated financial statements should be read in conjunction with Viad’s Annual Report on Form 10-K for the year ended December 31, 2016, filed with the SEC on March 6, 2017. The condensed consolidated financial statements include the accounts of Viad and its subsidiaries. All significant intercompany account balances and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reported period. Estimates and assumptions are used in accounting for, among other things, the fair value of Viad’s reporting units used to perform annual impairment testing of recorded goodwill; allowances for uncollectible accounts receivable; provisions for income taxes, including uncertain tax positions; valuation allowances related to deferred tax assets; liabilities for losses related to self-insured liability claims; liabilities for losses related to environmental remediation obligations; sublease income associated with restructuring liabilities; assumptions used to measure pension and postretirement benefit costs and obligations; assumptions used to determine share-based compensation costs under the fair value method; and the allocation of purchase price of acquired businesses. Actual results could differ from these and other estimates. |
Insurance Recoveries | Insurance Recoveries Receipts from insurance up to the amount of the recognized losses are considered recoveries and are accounted for when they are probable of receipt. Anticipated proceeds in excess of the recognized loss are considered a gain contingency. A contingency gain for anticipated insurance proceeds in excess of losses already recognized is not recognized until all contingencies relating to the insurance claim have been resolved. On December 29, 2016, the Mount Royal Hotel was damaged by a fire and closed. During the fourth quarter of 2016, the Company recorded an asset impairment loss of $2.2 million and an offsetting impairment recovery (and related insurance receivable) as the losses related to the fire are covered by Viad's property and business interruption insurance. During the six months ended June 30, 2017, the Company received $9.0 million in insurance proceeds as a partial settlement. The Company allocated $2.2 million to the insurance receivable, $4.6 million was recorded as an impairment recovery related to construction-in-progress costs incurred to re-open the hotel, $1.1 million was recorded as a business interruption gain for the recovery of lost profits, and $1.1 million was recorded as contra-expense to offset non-capitalizable costs incurred by the Company. |
Nature of Business | Nature of Business Viad is an international experiential services company with operations in the United States, Canada, the United Kingdom, continental Europe, the United Arab Emirates, and Hong Kong. Viad is committed to providing unforgettable experiences to its clients and guests. Viad operates through three reportable business segments: GES U.S., GES International (collectively, “GES”), and Pursuit. GES GES is a global, full-service provider for live events that produces exhibitions, conferences, corporate events, and consumer events. GES offers a comprehensive range of live event services and a full suite of audio-visual services from creative and technology to content and design, along with online tools powered by next generation technologies that help clients easily manage the complexities of their events. GES’ clients include event organizers and corporate brand marketers. Corporate brand marketers include exhibitors and domestic and international corporations that want to promote their brands, services and innovations, feature new products, and build business relationships. GES serves corporate brand marketers when they exhibit at shows and when GES is engaged to manage their global exhibit program or produce their proprietary corporate events. Pursuit Pursuit is a collection of iconic natural and cultural destination travel experiences that enjoy perennial demand. Pursuit offers guests distinctive and world renowned experiences through its collection of unique hotels, lodges, recreational attractions, and transportation services |
Impact of Recent Accounting Pronouncements | Impact of Recent Accounting Pronouncements The following table provides a brief description of recent accounting pronouncements: Standard Description Date of adoption Effect on the financial statements Standards Not Yet Adopted ASU 2014-09 , Revenue from Contracts with Customers (Topic 606) The standard establishes a new recognition model that requires revenue to be recognized in a manner to depict the transfer of goods or services to a customer at an amount that reflects the consideration expected to be received in exchange for those goods or services. The Company may adopt either retrospectively to each prior period presented with the option to elect certain practical expedients or with the cumulative effect recognized at the date of initial application and providing certain disclosures. Subsequent to the issuance of ASU 2014-09, the FASB issued several amendments in 2016 which do not change the core principle of the guidance stated in ASU 2014-09. Rather, they are intended to clarify and improve understanding of certain topics included within the revenue standard. January 1, 2018 The Company is currently evaluating the impact of the adoption of this new guidance on its financial position or results of operations including analyzing its current portfolio of customer contracts. The Company has assigned internal resources in addition to the engagement of a third-party service provider to assist in the evaluation of the impact on its accounting policies, processes, and system requirements. Based on the Company’s preliminary assessment, the adoption of this standard will not have a material impact on Viad’s consolidated financial statements. Although significant additional disclosures will be required, the Company expects the immaterial impact to primarily relate to the deferral of certain commissions which were previously expensed as incurred but will generally be capitalized and amortized over the period of contract performance, and the deferral of certain costs incurred in connection with trade shows which were previously expensed as incurred but will generally be capitalized and expensed upon the completion of the show. The Company is not planning to early adopt the standard and has not determined which transition method it will use. Additionally, the new guidance requires enhanced disclosures, including revenue recognition policies to identify performance obligations to customers and significant judgments in measurement and recognition. The Company is continuing its assessment, which may identify other impacts. ASU 2016-02 , Leases (Topic 842) The amendment requires lessees to recognize on their balance sheet a right-of-use asset and a lease liability for leases with lease terms greater than one year. The amendment requires additional disclosures about leasing arrangements, and requires a modified retrospective approach to adoption. Early adoption is permitted. January 1, 2019 The Company is currently evaluating the potential impact of the adoption of this new guidance on its financial position or results of operations including analyzing its existing operating leases. Based on the Company’s preliminary assessment, the adoption of this standard will have a material impact on Viad’s consolidated balance sheets, but the income statement is not expected to be materially impacted. The Company expects the most significant impact will relate to facility and equipment leases and embedded lease arrangements which are currently recorded as operating leases. The Company has not determined in which period it will adopt the new guidance. Adoption is dependent on the Company’s analysis on information necessary to restate prior periods. The Company is continuing its assessment, which may identify other impacts. ASU 2016-15 , Statement of Cash Flows (Topic 230) - Classification of Certain Cash Receipts and Cash Payments The amendment provides guidance on eight specific cash flow issues with the objective of reducing the existing diversity in practice in how certain cash receipts and cash payments are presented and classified in the statement of cash flows. Early adoption is permitted. January 1, 2018 The adoption of this new guidance is not expected to have a significant effect on Viad’s financial position or results of operations. ASU 2016-16 , Income Taxes (Topic 740) - Intra-Entity Transfers of Assets Other Than Inventory The amendment eliminates an exception in ASC 740 which prohibits the recognition of current and deferred income tax effects for intra-entity transfers of assets other than inventory until the asset has been sold to an outside party. The amendment requires an entity to recognize the income tax consequences of intra-entity transfers of assets other than inventory at the time that the transfer occurs. January 1, 2018 The adoption of this new guidance is not expected to have a significant effect on Viad’s financial position or results of operations. Standard Description Date of adoption Effect on the financial statements Standards Not Yet Adopted (Continued) ASU 2017-01 , Business Combination (Topic 805) - Clarifying the Definition of a Business The amendment provides guidance on evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. January 1, 2018 The adoption of this new guidance is not expected to have a significant effect on Viad’s consolidated financial statements. ASU 2017-04 , Intangibles - Goodwill and Other (Topic 350) - Simplifying the Test for Goodwill Impairment The amendment eliminates the requirement to estimate the implied fair value of goodwill if it was determined that the carrying amount of a reporting unit exceeded its fair value. Goodwill impairment will now be recognized by the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. The amendment should be applied prospectively and is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. January 1, 2020 The adoption of this new guidance is not expected to have a significant effect on Viad’s consolidated financial statements and the Company expects the adoption to reduce the complexity surrounding the analysis of goodwill impairment. ASU 2017-07 , Compensation - Retirement Benefits (Topic 715) - Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost The amendment requires an employer to disaggregate the service cost components from the other components of net benefit cost. The service cost components are required to be presented in operating income and the other components of net benefit cost are required to be presented outside of operating income. January 1, 2018 The Company currently presents all components of net periodic pension and postretirement benefit costs in cost of services in the consolidated statements of operations. The adoption of this new guidance is not expected to have a significant effect on Viad’s consolidated financial statements. ASU 2017-09 , Compensation - Stock Compensation (Topic 718) - Scope of Modification Accounting The amendment provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. January 1, 2018 The Company grants share-based awards but rarely has modifications to the awards. The adoption of this new guidance is not expected to have a significant effect on Viad’s consolidated financial statements. Standards Recently Adopted ASU 2015-11 , Inventory (Topic 330) - Simplifying the Measurement of Inventory The amendment applies to inventory measures using first-in, first-out or average cost and will require entities to measure inventory at the lower of cost or net realizable value. Net realizable value is the estimated selling price in the normal course of business, minus the cost of completion, disposal and transportation. Replacement cost and net realizable value less a normal profit margin will no longer be considered. January 1, 2017 The adoption of this new guidance did not have a significant effect on Viad’s consolidated financial statements. ASU 2016-09, Compensation - Stock Compensation (Topic 718) - Improvements to Employee Share-Based Payment Accounting The amendment identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. January 1, 2017 The adoption of this new guidance resulted in a decrease of 6% to the effective tax rate during the first quarter of 2017 as compared to 2016, and resulted in a decrease of 1% to the effective tax rate during the six months ended June 30, 2017 as compared to 2016. |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Share-Based Compensation Expense | The following table summarizes share-based compensation expense: Three Months Ended Six Months Ended June 30, June 30, (in thousands) 2017 2016 2017 2016 Performance unit incentive plan (“PUP”) $ 1,927 $ 816 $ 3,243 $ 1,351 Restricted stock 774 576 1,397 1,074 Restricted stock units 47 41 107 74 Share-based compensation before income tax benefit 2,748 1,433 4,747 2,499 Income tax benefit (1,028 ) (540 ) (1,772 ) (938 ) Share-based compensation, net of income tax benefit $ 1,720 $ 893 $ 2,975 $ 1,561 |
Summary of Activity of the Outstanding Share-Based Compensation Awards | The following table summarizes the activity of the outstanding share-based compensation awards: Restricted Stock PUP Awards Restricted Stock Units Shares Weighted-Average Grant Date Fair Value Shares Weighted-Average Grant Date Fair Value Shares Weighted-Average Grant Date Fair Value Balance at December 31, 2016 267,051 $ 25.96 255,505 $ 26.11 15,982 $ 25.58 Granted 64,098 $ 46.59 72,642 $ 47.45 2,950 $ 47.45 Vested (73,553 ) $ 23.85 (76,082 ) $ 23.66 (6,182 ) $ 25.05 Forfeited (3,096 ) $ 31.68 (1,416 ) $ 31.68 — $ — Balance at June 30, 2017 254,500 $ 31.70 250,649 $ 33.00 12,750 $ 30.90 |
Acquisition of Businesses (Tabl
Acquisition of Businesses (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Business Combinations [Abstract] | |
Schedule of recognized identified assets acquired and liabilities assumed | The following table summarizes the allocation of the aggregate purchase price paid and the amounts of assets acquired and liabilities assumed based on the estimated fair value as of the acquisition date. The allocation of the purchase price was completed as of March 31, 2017. (in thousands) Purchase price paid as: Cash $ 50,920 Cash acquired (6 ) Purchase price, net of cash acquired 50,914 Fair value of net assets acquired: Inventories $ 11 Prepaid expenses 37 Property and equipment 10,867 Intangible assets 6,028 Total assets acquired 16,943 Accrued liabilities 118 Total liabilities assumed 118 Total fair value of net assets acquired 16,825 Excess purchase price over fair value of net assets acquired (“goodwill”) $ 34,089 |
Unaudited pro forma results of operations attributable to Viad | The following table summarizes the unaudited pro forma results of operations attributable to Viad, assuming the 2016 acquisitions of CATC Alaska Tourism Corporation (“CATC”) (acquired March 2016), the business of ON Event Services, LLC (“ON Services”) (acquired August 2016), and FlyOver Canada (acquired December 2016) had been completed on January 1, 2016: Three Months Ended Six Months Ended (in thousands, except per share data) June 30, 2016 June 30, 2016 Revenue $ 344,778 $ 601,941 Depreciation and amortization $ 13,172 $ 25,138 Income from continuing operations $ 21,164 $ 12,687 Net income attributable to Viad $ 20,865 $ 12,364 Diluted income per share $ 1.03 $ 0.61 Basic income per share $ 1.03 $ 0.61 |
Inventories (Tables)
Inventories (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Inventory Disclosure [Abstract] | |
Components of Inventories | The components of inventories consisted of the following: June 30, December 31, (in thousands) 2017 2016 Raw materials $ 20,712 $ 16,846 Work in process 16,450 14,574 Inventories $ 37,162 $ 31,420 |
Other Current Assets (Tables)
Other Current Assets (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Schedule of Other Current Assets | Other current assets consisted of the following: June 30, December 31, (in thousands) 2017 2016 Income tax receivable $ 5,970 $ 3,614 Prepaid vendor payments 5,338 3,633 Prepaid software maintenance 4,310 2,804 Prepaid insurance 1,306 2,479 Prepaid taxes 997 850 Prepaid rent 661 327 Prepaid other 2,739 731 Other 1,961 4,011 Other current assets $ 23,282 $ 18,449 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following: June 30, December 31, (in thousands) 2017 2016 Land and land interests $ 32,281 $ 31,670 Buildings and leasehold improvements 206,592 185,987 Equipment and other 340,883 326,868 Gross property and equipment 579,756 544,525 Accumulated depreciation (285,102 ) (264,667 ) Property and equipment, net $ 294,654 $ 279,858 |
Other Investments and Assets (T
Other Investments and Assets (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Investments All Other Investments [Abstract] | |
Summary of Other Investments and Assets | Other investments and assets consisted of the following: June 30, December 31, (in thousands) 2017 2016 Cash surrender value of life insurance $ 23,114 $ 23,197 Self-insured liability receivable 10,463 10,463 Workers’ compensation insurance security deposits 4,050 4,050 Other mutual funds 2,494 2,062 Other 7,609 4,525 Other investments and assets $ 47,730 $ 44,297 |
Goodwill and Other Intangible35
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of the Goodwill Balances by Component and Segment | The changes in the carrying amount of goodwill were as follows: (in thousands) GES U.S. GES International Pursuit Total Balance at December 31, 2016 $ 148,277 $ 34,460 $ 71,285 $ 254,022 Business acquisitions — 1,060 — 1,060 Foreign currency translation adjustments — 1,956 2,767 4,723 Balance at June 30, 2017 $ 148,277 $ 37,476 $ 74,052 $ 259,805 |
Summary of Other Intangible Assets | Other intangible assets consisted of the following: June 30, 2017 December 31, 2016 (in thousands) Gross Carrying Value Accumulated Amortization Net Carrying Value Gross Carrying Value Accumulated Amortization Net Carrying Value Amortized intangible assets: Customer contracts and relationships $ 68,360 $ (19,050 ) $ 49,310 $ 67,762 $ (14,345 ) $ 53,417 Operating contracts and licenses 9,663 (838 ) 8,825 9,315 (652 ) 8,663 Tradenames 8,495 (2,249 ) 6,246 8,324 (1,440 ) 6,884 Non-compete agreements 5,289 (2,240 ) 3,049 5,190 (1,369 ) 3,821 Other 893 (554 ) 339 886 (458 ) 428 Total amortized intangible assets 92,700 (24,931 ) 67,769 91,477 (18,264 ) 73,213 Unamortized intangible assets: Business licenses 460 — 460 460 — 460 Other intangible assets $ 93,160 $ (24,931 ) $ 68,229 $ 91,937 $ (18,264 ) $ 73,673 |
Estimated Amortization Expense Related to Amortized Intangible Assets | The estimated future amortization expense related to amortized intangible assets held at June 30, 2017 is as follows: (in thousands) Year ending December 31, Remainder of 2017 $ 6,090 2018 10,928 2019 9,865 2020 8,370 2021 7,380 Thereafter 25,136 Total $ 67,769 |
Other Current Liabilities (Tabl
Other Current Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Other Liabilities Current [Abstract] | |
Other Current Liabilities | Other current liabilities consisted of the following: June 30, December 31, (in thousands) 2017 2016 Continuing operations: Self-insured liability accrual $ 5,522 $ 5,941 Accrued employee benefit costs 3,160 2,624 Commissions payable 3,085 639 Accrued sales and use taxes 2,802 4,279 Accrued dividends 2,114 2,119 Current portion of pension liability 1,793 1,963 Deferred rent 1,656 1,535 Accrued professional fees 1,124 794 Accrued rebates 971 1,078 Accrued restructuring 876 1,924 Other taxes 2,899 4,210 Other 3,748 2,532 Total continuing operations 29,750 29,638 Discontinued operations: Environmental remediation liabilities 691 492 Self-insured liability accrual 232 162 Other 101 98 Total discontinued operations 1,024 752 Total other current liabilities $ 30,774 $ 30,390 |
Other Deferred Items and Liab37
Other Deferred Items and Liabilities (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Summary of Other Deferred Items and Liabilities | Other deferred items and liabilities consisted of the following: June 30, December 31, (in thousands) 2017 2016 Continuing operations: Self-insured liability $ 13,681 $ 12,981 Self-insured excess liability 10,463 10,463 Accrued compensation 7,287 8,514 Deferred rent 4,512 5,271 Foreign deferred tax liability 2,539 2,264 Accrued restructuring 1,800 1,858 Other 2,499 1,300 Total continuing operations 42,781 42,651 Discontinued operations: Self-insured liability 3,177 3,748 Environmental remediation liabilities 1,735 3,091 Accrued income taxes — 1,045 Other 156 199 Total discontinued operations 5,068 8,083 Total other deferred items and liabilities $ 47,849 $ 50,734 |
Debt and Capital Lease Obliga38
Debt and Capital Lease Obligations (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt and Capital Lease Obligations | The components of long-term debt and capital lease obligations consisted of the following: June 30, December 31, (in thousands, except interest rates) 2017 2016 Revolving credit facility and term loan 3.3% and 2.6% weighted-average interest rate at June 30, 2017 and December 31, 2016, respectively, due through 2019 (1) $ 203,093 $ 212,750 Brewster Inc. revolving credit facility 2.6% and 2.7% weighted-average interest rate at June 30, 2017 and December 31, 2016, respectively, due through 2017 (1) 37,818 36,456 Less unamortized debt issuance costs (1,204 ) (1,464 ) Total debt 239,707 247,742 Capital lease obligations 4.8% and 4.9% weighted-average interest rate at June 30, 2017 and December 31, 2016, respectively, due through 2020 1,665 1,469 Total debt and capital lease obligations 241,372 249,211 Current portion (2) (176,124 ) (174,968 ) Long-term debt and capital lease obligations $ 65,248 $ 74,243 (1) Represents the weighted-average interest rate in effect at the respective periods for the revolving credit facilities and term loan borrowings, including any applicable margin. The interest rates do not include amortization of debt issuance costs or commitment fees. (2) Borrowings under the revolving credit facilities are classified as current because all borrowed amounts are due within one year. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Summary of Fair Value Assets Measured on Recurring Basis | The fair value information related to these assets is summarized in the following tables: Fair Value Measurements at Reporting Date Using (in thousands) June 30, 2017 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Money market funds (1) $ 119 $ 119 $ — $ — Other mutual funds (2) 2,494 2,494 — — Total assets at fair value on a recurring basis $ 2,613 $ 2,613 $ — $ — Fair Value Measurements at Reporting Date Using (in thousands) December 31, 2016 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Money market funds (1) $ 118 $ 118 $ — $ — Other mutual funds (2) 2,062 2,062 — — Total assets at fair value on a recurring basis $ 2,180 $ 2,180 $ — $ — (1) Money market mutual funds are included in “Cash and cash equivalents” in the condensed consolidated balance sheets. These investments are classified as available-for-sale and were recorded at fair value. There have been no realized gains or losses related to these investments and the Company has not experienced any redemption restrictions with respect to any of the money market mutual funds. (2) Other mutual funds are included in “Other investments and assets” in the condensed consolidated balance sheets. These investments are classified as available-for-sale and were recorded at fair value. As of June 30, 2017 and December 31, 2016, there were unrealized gains of $0.8 million ($0.5 million after-tax) and $0.7 million ($0.4 million after tax), respectively, which were included in “Accumulated other comprehensive income (loss)” (“AOCI”) in the condensed consolidated balance sheets. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Reconciliation of Stockholders' Equity to Noncontrolling Interests | The following represents a reconciliation of the carrying amounts of stockholders’ equity attributable to Viad and the noncontrolling interest for the six months ended June 30, 2017 and 2016: (in thousands) Total Viad Stockholders’ Equity Noncontrolling Interest Total Stockholders’ Equity Balance at December 31, 2016 $ 357,355 $ 13,283 $ 370,638 Net income (loss) 34,724 (337 ) 34,387 Dividends on common stock ($0.20 per share) (4,077 ) — (4,077 ) Common stock purchased for treasury (1,204 ) — (1,204 ) Employee benefit plans 3,982 — 3,982 Unrealized foreign currency translation adjustment 9,705 — 9,705 Other changes to AOCI 243 243 Other 47 — 47 Balance at June 30, 2017 $ 400,775 $ 12,946 $ 413,721 (in thousands) Total Viad Stockholders’ Equity Noncontrolling Interest Total Stockholders’ Equity Balance at December 31, 2015 $ 322,581 $ 12,757 $ 335,338 Net income (loss) 12,526 (227 ) 12,299 Dividends on common stock ($0.20 per share) (4,050 ) — (4,050 ) Common stock purchased for treasury (651 ) — (651 ) Employee benefit plans 3,145 — 3,145 Unrealized foreign currency translation adjustment 4,572 — 4,572 Tax benefits from share-based compensation 39 — 39 Other changes to AOCI 105 — 105 Other (17 ) — (17 ) Balance at June 30, 2016 $ 338,250 $ 12,530 $ 350,780 |
Schedule of Accumulated Other Comprehensive Income (Loss) | Changes in AOCI by component are as follows: (in thousands) Unrealized Gains on Investments Cumulative Foreign Currency Translation Adjustments Unrecognized Net Actuarial Loss and Prior Service Credit, Net Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2016 $ 421 $ (29,084 ) $ (10,728 ) $ (39,391 ) Other comprehensive income before reclassifications 124 9,705 — 9,829 Amounts reclassified from AOCI, net of tax (29 ) — 148 119 Net other comprehensive income 95 9,705 148 9,948 Balance at June 30, 2017 $ 516 $ (19,379 ) $ (10,580 ) $ (29,443 ) |
Reclassification out of Accumulated Other Comprehensive Income | The following table presents information about reclassification adjustments out of AOCI: Six Months Ended June 30, Affected Line Item in the Statement Where Net Income is Presented (in thousands) 2017 2016 Unrealized gains on investments $ (47 ) $ (25 ) Interest income Tax effect 18 9 Income taxes $ (29 ) $ (16 ) Recognized net actuarial loss (1) $ 439 $ 388 Amortization of prior service credit (1) (216 ) (251 ) Tax effect (75 ) (52 ) Income taxes $ 148 $ 85 (1) Amount included in pension expense. Refer to Note 16 – |
Income Per Share (Tables)
Income Per Share (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Reconciliation of Basic and Diluted Income Per Share | The components of basic and diluted income per share are as follows: Three Months Ended Six Months Ended June 30, June 30, (in thousands, except per share data) 2017 2016 2017 2016 Net income attributable to Viad (diluted) $ 27,947 $ 19,509 $ 34,724 $ 12,526 Less: Allocation to non-vested shares (345 ) (265 ) (442 ) (171 ) Net income allocated to Viad common stockholders (basic) $ 27,602 $ 19,244 $ 34,282 $ 12,355 Basic weighted-average outstanding common shares 20,140 19,983 20,112 19,949 Additional dilutive shares related to share-based compensation 224 170 243 175 Diluted weighted-average outstanding shares 20,364 20,153 20,355 20,124 Income per share: Basic income attributable to Viad common stockholders $ 1.37 $ 0.96 $ 1.70 $ 0.62 Diluted income attributable to Viad common stockholders $ 1.37 $ 0.96 $ 1.70 $ 0.62 |
Pension and Postretirement Be42
Pension and Postretirement Benefits (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Compensation And Retirement Disclosure [Abstract] | |
Components of Net Periodic Benefit Cost and Other Amounts Recognized in Other Comprehensive Income of Viad's Postretirement Benefit Plans | The components of net periodic benefit cost of Viad’s pension and postretirement benefit plans for the three months ended June 30, 2017 and 2016 included the following: Domestic Plans Pension Plans Postretirement Benefit Plans Foreign Pension Plans (in thousands) 2017 2016 2017 2016 2017 2016 Service cost $ 39 $ 10 $ 17 $ 33 $ 128 $ 125 Interest cost 178 259 93 152 113 126 Expected return on plan assets (68 ) (37 ) — — (146 ) (144 ) Amortization of prior service credit — — (105 ) (126 ) — — Recognized net actuarial loss 94 98 20 81 45 1 Net periodic benefit cost $ 243 $ 330 $ 25 $ 140 $ 140 $ 108 The components of net periodic benefit cost of Viad’s pension and postretirement benefit plans for the six months ended June 30, 2017 and 2016 included the following: Domestic Plans Pension Plans Postretirement Benefit Plans Foreign Pension Plans (in thousands) 2017 2016 2017 2016 2017 2016 Service cost $ 48 $ 20 $ 47 $ 69 $ 258 $ 245 Interest cost 407 517 219 303 226 244 Expected return on plan assets (107 ) (130 ) — — (294 ) (279 ) Amortization of prior service credit — — (216 ) (252 ) — — Recognized net actuarial loss 230 213 120 175 89 1 Net periodic benefit cost $ 578 $ 620 $ 170 $ 295 $ 279 $ 211 |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Restructuring And Related Activities [Abstract] | |
Changes to Restructuring Liability by Major Restructuring Activity | Changes to the restructuring liability by major restructuring activity are as follows: GES Other Restructurings (in thousands) Severance & Employee Benefits Facilities Severance & Employee Benefits Total Balance at December 31, 2016 $ 2,274 $ 1,092 $ 416 $ 3,782 Restructuring charges 366 59 137 562 Cash payments (901 ) (319 ) (451 ) (1,671 ) Adjustment to liability — — 3 3 Balance at June 30, 2017 $ 1,739 $ 832 $ 105 $ 2,676 |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Reconciliation of income statement items from reportable segments | Viad’s reportable segments, with reconciliations to consolidated totals, are as follows: Three Months Ended Six Months Ended June 30, June 30, (in thousands) 2017 2016 2017 2016 Revenue: GES: U.S. $ 242,031 $ 220,078 $ 499,242 $ 403,815 International 85,283 72,682 149,182 126,763 Intersegment eliminations (7,205 ) (7,332 ) (10,444 ) (9,014 ) Total GES 320,109 285,428 637,980 521,564 Pursuit 44,665 40,483 52,601 45,709 Corporate eliminations (1) — (1,164 ) — (1,164 ) Total revenue $ 364,774 $ 324,747 $ 690,581 $ 566,109 Segment operating income (loss): GES: U.S. $ 21,196 $ 22,502 $ 42,170 $ 23,364 International 9,339 4,876 11,361 4,307 Total GES 30,535 27,378 53,531 27,671 Pursuit 9,938 7,058 (337 ) 485 Segment operating income 40,473 34,436 53,194 28,156 Corporate eliminations (1) 16 (422 ) 32 (422 ) Corporate activities (3,008 ) (2,707 ) (5,618 ) (4,618 ) Operating income 37,481 31,307 47,608 23,116 Interest income 42 38 100 94 Interest expense (2,059 ) (1,336 ) (4,164 ) (2,620 ) Restructuring charges: GES U.S. (47 ) — (71 ) (293 ) GES International (121 ) (956 ) (354 ) (1,171 ) Pursuit — (1 ) — (93 ) Corporate — (18 ) (137 ) (410 ) Impairment recoveries: Pursuit 2,247 — 4,631 — Income from continuing operations before income taxes $ 37,543 $ 29,034 $ 47,613 $ 18,623 (1) |
Basis of Presentation and Pri45
Basis of Presentation and Principles of Consolidation - Narrative (Details) $ in Thousands | Dec. 29, 2016USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017 | Jun. 30, 2017USD ($)Segment |
Business Acquisition [Line Items] | ||||
Impairment recoveries | $ 2,247 | $ 4,631 | ||
Business interruption gain | $ 1,087 | $ 1,140 | ||
Number of reportable segments | Segment | 3 | |||
ASU 2016-09 | ||||
Business Acquisition [Line Items] | ||||
Decrease in effective tax rate | 6.00% | 1.00% | ||
Pursuit | ||||
Business Acquisition [Line Items] | ||||
Number of business lines | Segment | 4 | |||
Mount Royal Hotel | ||||
Business Acquisition [Line Items] | ||||
Asset impairment loss | $ 2,200 | |||
Insurance proceeds | $ 9,000 | |||
Insurance proceeds allocated to insurance receivable | 2,200 | |||
Impairment recoveries | 4,600 | |||
Business interruption gain | 1,100 | |||
Insurance settlements to offset non capitalized costs | $ 1,100 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Share-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Summary of share-based compensation expense | ||||
Share-based compensation before income tax benefit | $ 2,748 | $ 1,433 | $ 4,747 | $ 2,499 |
Income tax benefit | (1,028) | (540) | (1,772) | (938) |
Share-based compensation, net of income tax benefit | 1,720 | 893 | 2,975 | 1,561 |
Performance unit incentive plan (“PUP”) | ||||
Summary of share-based compensation expense | ||||
Share-based compensation before income tax benefit | 1,927 | 816 | 3,243 | 1,351 |
Restricted stock | ||||
Summary of share-based compensation expense | ||||
Share-based compensation before income tax benefit | 774 | 576 | 1,397 | 1,074 |
Restricted stock units | ||||
Summary of share-based compensation expense | ||||
Share-based compensation before income tax benefit | $ 47 | $ 41 | $ 107 | $ 74 |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||
Mar. 31, 2017 | Feb. 28, 2017 | Mar. 31, 2016 | Feb. 29, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
2017 Plan | |||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||||||
Useful Life of the plan | 10 years | ||||||||
Common stock shares issuable | 1,750,000 | 1,750,000 | |||||||
Shares available for grant | 1,747,477 | 1,747,477 | |||||||
2007 Plan | |||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||||||
Award vesting period | 3 years | ||||||||
2007 Plan | Restricted Stock | |||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||||||
Unamortized cost | $ 3,900,000 | $ 3,900,000 | |||||||
Recognition period of unrecognized cost | 1 year 4 months 24 days | ||||||||
Repurchase of common stock for employee tax withholding obligations amount, shares | 25,642 | 23,625 | |||||||
Repurchase of common stock for employee tax withholding obligations amount | $ 1,200,000 | $ 700,000 | |||||||
2007 Plan | Performance Unit Incentive Plan (“PUP”) | |||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||||||
Awards granted during the period | 3,400,000 | ||||||||
Stock value payable | 1,400,000 | ||||||||
Liability awards recorded | 6,600,000 | 6,600,000 | $ 7,600,000 | ||||||
Payments to employees | $ 3,700,000 | $ 200,000 | |||||||
2007 Plan | Restricted Stock Units | |||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||||||
Payments to employees | $ 300,000 | $ 200,000 | |||||||
Liabilities related to restricted stock | 300,000 | 300,000 | $ 400,000 | ||||||
2007 Plan | Stock Options | |||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||||||
Unamortized cost | $ 0 | $ 0 | |||||||
Exercised | 0 | 0 | |||||||
Forfeited or expired | 0 | 0 | |||||||
Exercisable | 63,773 | 63,773 | 63,773 | ||||||
Outstanding | 63,773 | 63,773 | 63,773 | ||||||
Weighted-average exercise price | $ 16.62 | $ 16.62 | $ 16.62 | ||||||
Restructuring Charges | |||||||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||||||
Share-based compensation before income tax benefit | $ 0 | $ 0 | $ 0 | $ 200,000 |
Share-Based Compensation - Su48
Share-Based Compensation - Summary of Activity of the Outstanding Share-Based Compensation Awards (Details) | 6 Months Ended |
Jun. 30, 2017$ / sharesshares | |
Restricted Stock | |
Summary of activity of the outstanding share-based compensation awards | |
Beginning Balance, Shares | shares | 267,051 |
Granted, Shares | shares | 64,098 |
Vested, Shares | shares | (73,553) |
Forfeited, Shares | shares | (3,096) |
Ending Balance, Shares | shares | 254,500 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Beginning Balance, Weighted-Average Grant Date Fair Value | $ / shares | $ 25.96 |
Granted, Weighted-Average Grant Date Fair Value | $ / shares | 46.59 |
Vested, Weighted-Average Grant Date Fair Value | $ / shares | 23.85 |
Forfeited, Weighted-Average Grant Date Fair Value | $ / shares | 31.68 |
Ending Balance, Weighted-Average Grant Date Fair Value | $ / shares | $ 31.70 |
Performance Unit Incentive Plan (“PUP”) | |
Summary of activity of the outstanding share-based compensation awards | |
Beginning Balance, Shares | shares | 255,505 |
Granted, Shares | shares | 72,642 |
Vested, Shares | shares | (76,082) |
Forfeited, Shares | shares | (1,416) |
Ending Balance, Shares | shares | 250,649 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Beginning Balance, Weighted-Average Grant Date Fair Value | $ / shares | $ 26.11 |
Granted, Weighted-Average Grant Date Fair Value | $ / shares | 47.45 |
Vested, Weighted-Average Grant Date Fair Value | $ / shares | 23.66 |
Forfeited, Weighted-Average Grant Date Fair Value | $ / shares | 31.68 |
Ending Balance, Weighted-Average Grant Date Fair Value | $ / shares | $ 33 |
Restricted Stock Units | |
Summary of activity of the outstanding share-based compensation awards | |
Beginning Balance, Shares | shares | 15,982 |
Granted, Shares | shares | 2,950 |
Vested, Shares | shares | (6,182) |
Forfeited, Shares | shares | 0 |
Ending Balance, Shares | shares | 12,750 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Beginning Balance, Weighted-Average Grant Date Fair Value | $ / shares | $ 25.58 |
Granted, Weighted-Average Grant Date Fair Value | $ / shares | 47.45 |
Vested, Weighted-Average Grant Date Fair Value | $ / shares | 25.05 |
Forfeited, Weighted-Average Grant Date Fair Value | $ / shares | 0 |
Ending Balance, Weighted-Average Grant Date Fair Value | $ / shares | $ 30.90 |
Acquisition of Businesses - Nar
Acquisition of Businesses - Narrative (Details) $ in Thousands, CAD in Millions | Dec. 29, 2016USD ($) | Dec. 29, 2016CAD | Mar. 31, 2017USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Dec. 31, 2016USD ($) |
FlyOver Canada | ||||||
Business Acquisition [Line Items] | ||||||
Business acquisition date | Dec. 29, 2016 | |||||
Purchase price | $ 50,920 | CAD 68.8 | ||||
Acquisition related costs | $ 100 | $ 500 | ||||
Intangible assets | $ 6,028 | |||||
Weighted average useful life of intangibles | 9 years 4 months 24 days | 9 years 4 months 24 days | ||||
Revenue | $ 2,400 | 3,800 | ||||
Operating income (losses) | $ 600 | $ 300 | ||||
FlyOver Canada | Trade name | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | $ 3,700 | |||||
FlyOver Canada | Customer relationships | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | 1,600 | |||||
FlyOver Canada | Non-compete agreements | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | $ 700 | |||||
Poken Event Visitor Engagement Technology | ||||||
Business Acquisition [Line Items] | ||||||
Purchase price | $ 1,700 |
Acquisition of Businesses - Sch
Acquisition of Businesses - Schedule of Recognized Assets Acquired and Liabilities Assumed (Details) $ in Thousands, CAD in Millions | Dec. 29, 2016USD ($) | Dec. 29, 2016CAD | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Dec. 31, 2016USD ($) |
Business Acquisition [Line Items] | |||||
Purchase price, net of cash acquired | $ 1,661 | $ 57,766 | |||
Excess purchase price over fair value of net assets acquired (“goodwill”) | $ 259,805 | $ 254,022 | |||
FlyOver Canada | |||||
Business Acquisition [Line Items] | |||||
Cash | $ 50,920 | CAD 68.8 | |||
Cash acquired | (6) | ||||
Purchase price, net of cash acquired | 50,914 | ||||
Inventories | 11 | ||||
Prepaid expenses | 37 | ||||
Property and equipment | 10,867 | ||||
Intangible assets | 6,028 | ||||
Total assets acquired | 16,943 | ||||
Accrued liabilities | 118 | ||||
Total liabilities assumed | 118 | ||||
Total fair value of net assets acquired | 16,825 | ||||
Excess purchase price over fair value of net assets acquired (“goodwill”) | $ 34,089 |
Acquisition of Businesses - Una
Acquisition of Businesses - Unaudited Pro Forma (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2016 | Jun. 30, 2016 | |
Business Combinations [Abstract] | ||
Revenue | $ 344,778 | $ 601,941 |
Depreciation and amortization | 13,172 | 25,138 |
Income from continuing operations | 21,164 | 12,687 |
Net income attributable to Viad | $ 20,865 | $ 12,364 |
Diluted income per share | $ 1.03 | $ 0.61 |
Basic income per share | $ 1.03 | $ 0.61 |
Inventories - Components of Inv
Inventories - Components of Inventories (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Components of Inventories | ||
Raw materials | $ 20,712 | $ 16,846 |
Work in process | 16,450 | 14,574 |
Inventories | $ 37,162 | $ 31,420 |
Other Current Assets - Schedule
Other Current Assets - Schedule of Other Current Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | ||
Income tax receivable | $ 5,970 | $ 3,614 |
Prepaid vendor payments | 5,338 | 3,633 |
Prepaid software maintenance | 4,310 | 2,804 |
Prepaid insurance | 1,306 | 2,479 |
Prepaid taxes | 997 | 850 |
Prepaid rent | 661 | 327 |
Prepaid other | 2,739 | 731 |
Other | 1,961 | 4,011 |
Other current assets | $ 23,282 | $ 18,449 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Property Plant And Equipment [Line Items] | ||
Gross property and equipment | $ 579,756 | $ 544,525 |
Accumulated depreciation | (285,102) | (264,667) |
Property and equipment, net | 294,654 | 279,858 |
Land and land interests | ||
Property Plant And Equipment [Line Items] | ||
Gross property and equipment | 32,281 | 31,670 |
Buildings and leasehold improvements | ||
Property Plant And Equipment [Line Items] | ||
Gross property and equipment | 206,592 | 185,987 |
Equipment and other | ||
Property Plant And Equipment [Line Items] | ||
Gross property and equipment | $ 340,883 | $ 326,868 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Property Plant And Equipment [Abstract] | ||||
Depreciation expense | $ 11.3 | $ 8.4 | $ 20.4 | $ 15.1 |
Non-cash increases property and equipment acquired under capital leases | 0.8 | 0.7 | ||
Non-cash increases property and equipment purchases in accounts payable and accrued liabilities | $ 2 | $ 2.7 |
Other Investments and Assets -
Other Investments and Assets - Summary of Other Investments and Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Investments All Other Investments [Abstract] | ||
Cash surrender value of life insurance | $ 23,114 | $ 23,197 |
Self-insured liability receivable | 10,463 | 10,463 |
Workers’ compensation insurance security deposits | 4,050 | 4,050 |
Other mutual funds | 2,494 | 2,062 |
Other | 7,609 | 4,525 |
Other investments and assets | $ 47,730 | $ 44,297 |
Goodwill and Other Intangible57
Goodwill and Other Intangible Assets - Summary of Goodwill Balances by Component and Segment (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Goodwill [Line Items] | |
Balance at December 31, 2016 | $ 254,022 |
Business acquisitions | 1,060 |
Foreign currency translation adjustments | 4,723 |
Balance at June 30, 2017 | 259,805 |
GES U.S. | |
Goodwill [Line Items] | |
Balance at December 31, 2016 | 148,277 |
Balance at June 30, 2017 | 148,277 |
GES International | |
Goodwill [Line Items] | |
Balance at December 31, 2016 | 34,460 |
Business acquisitions | 1,060 |
Foreign currency translation adjustments | 1,956 |
Balance at June 30, 2017 | 37,476 |
Pursuit | |
Goodwill [Line Items] | |
Balance at December 31, 2016 | 71,285 |
Foreign currency translation adjustments | 2,767 |
Balance at June 30, 2017 | $ 74,052 |
Goodwill and Other Intangible58
Goodwill and Other Intangible Assets - Summary of Other Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Amortized intangible assets, Gross Carrying Value | $ 92,700 | $ 91,477 |
Accumulated Amortization | (24,931) | (18,264) |
Amortized intangible assets, Net Carrying Value | 67,769 | 73,213 |
Intangible Assets, Gross (Excluding Goodwill) | 93,160 | 91,937 |
Other intangible assets, net | 68,229 | 73,673 |
Customer contracts and relationships | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Amortized intangible assets, Gross Carrying Value | 68,360 | 67,762 |
Accumulated Amortization | (19,050) | (14,345) |
Amortized intangible assets, Net Carrying Value | 49,310 | 53,417 |
Operating contracts and licenses | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Amortized intangible assets, Gross Carrying Value | 9,663 | 9,315 |
Accumulated Amortization | (838) | (652) |
Amortized intangible assets, Net Carrying Value | 8,825 | 8,663 |
Tradenames | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Amortized intangible assets, Gross Carrying Value | 8,495 | 8,324 |
Accumulated Amortization | (2,249) | (1,440) |
Amortized intangible assets, Net Carrying Value | 6,246 | 6,884 |
Other | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Amortized intangible assets, Gross Carrying Value | 893 | 886 |
Accumulated Amortization | (554) | (458) |
Amortized intangible assets, Net Carrying Value | 339 | 428 |
Non-compete agreements | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Amortized intangible assets, Gross Carrying Value | 5,289 | 5,190 |
Accumulated Amortization | (2,240) | (1,369) |
Amortized intangible assets, Net Carrying Value | 3,049 | 3,821 |
Business licenses | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Unamortized intangible assets, Gross Carrying Value | $ 460 | $ 460 |
Goodwill and Other Intangible59
Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Segment Reporting Information [Line Items] | ||||
Intangible asset amortization expense | $ 3.3 | $ 1.8 | $ 6.3 | $ 3.5 |
Customer contracts and relationships | ||||
Segment Reporting Information [Line Items] | ||||
Weighted-average amortization period of intangible assets | 9 years | |||
Operating contracts and licenses | ||||
Segment Reporting Information [Line Items] | ||||
Weighted-average amortization period of intangible assets | 26 years 8 months 12 days | |||
Tradenames | ||||
Segment Reporting Information [Line Items] | ||||
Weighted-average amortization period of intangible assets | 7 years 2 months 12 days | |||
Non-compete agreements | ||||
Segment Reporting Information [Line Items] | ||||
Weighted-average amortization period of intangible assets | 2 years 7 months 6 days | |||
Other | ||||
Segment Reporting Information [Line Items] | ||||
Weighted-average amortization period of intangible assets | 3 years |
Goodwill and Other Intangible60
Goodwill and Other Intangible Assets - Estimated Amortization Expense Related to Amortized Intangible Assets (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Estimated amortization expense related to amortized intangible assets | ||
Remainder of 2017 | $ 6,090 | |
2,018 | 10,928 | |
2,019 | 9,865 | |
2,020 | 8,370 | |
2,021 | 7,380 | |
Thereafter | 25,136 | |
Amortized intangible assets, Net Carrying Value | $ 67,769 | $ 73,213 |
Other Current Liabilities - Sch
Other Current Liabilities - Schedule of Other Current Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Continuing operations: | ||
Self-insured liability accrual | $ 5,522 | $ 5,941 |
Accrued employee benefit costs | 3,160 | 2,624 |
Commissions payable | 3,085 | 639 |
Accrued sales and use taxes | 2,802 | 4,279 |
Accrued dividends | 2,114 | 2,119 |
Current portion of pension liability | 1,793 | 1,963 |
Deferred rent | 1,656 | 1,535 |
Accrued professional fees | 1,124 | 794 |
Accrued rebates | 971 | 1,078 |
Accrued restructuring | 876 | 1,924 |
Other taxes | 2,899 | 4,210 |
Other | 3,748 | 2,532 |
Total continuing operations | 29,750 | 29,638 |
Discontinued operations: | ||
Environmental remediation liabilities | 691 | 492 |
Self-insured liability accrual | 232 | 162 |
Other | 101 | 98 |
Total discontinued operations | 1,024 | 752 |
Total other current liabilities | $ 30,774 | $ 30,390 |
Other Deferred Items and Liab62
Other Deferred Items and Liabilities - Summary of Other Deferred Items and Liabilities (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Continuing operations: | ||
Self-insured liability | $ 13,681 | $ 12,981 |
Self-insured excess liability | 10,463 | 10,463 |
Accrued compensation | 7,287 | 8,514 |
Deferred rent | 4,512 | 5,271 |
Foreign deferred tax liability | 2,539 | 2,264 |
Accrued restructuring | 1,800 | 1,858 |
Other | 2,499 | 1,300 |
Total continuing operations | 42,781 | 42,651 |
Discontinued operations: | ||
Self-insured liability | 3,177 | 3,748 |
Environmental remediation liabilities | 1,735 | 3,091 |
Accrued income taxes | 1,045 | |
Other | 156 | 199 |
Total discontinued operations | 5,068 | 8,083 |
Total other deferred items and liabilities | $ 47,849 | $ 50,734 |
Debt and Capital Lease Obliga63
Debt and Capital Lease Obligations - Schedule of Long-term Debt and Capital Lease Obligations (Details) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | |||
Revolving credit facility and term loan gross | [1] | $ 203,093 | $ 212,750 |
Less unamortized debt issuance costs | (1,204) | (1,464) | |
Total debt | 239,707 | 247,742 | |
Capital lease obligations 4.8% and 4.9% weighted-average interest rate at June 30, 2017 and December 31, 2016, respectively, due through 2020 | 1,665 | 1,469 | |
Total debt and capital lease obligations | 241,372 | 249,211 | |
Current portion | [2] | (176,124) | (174,968) |
Long-term debt and capital lease obligations | 65,248 | 74,243 | |
Brewster Inc. Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Revolving credit facility and term loan gross | [1] | $ 37,818 | $ 36,456 |
[1] | Represents the weighted-average interest rate in effect at the respective periods for the revolving credit facilities and term loan borrowings, including any applicable margin. The interest rates do not include amortization of debt issuance costs or commitment fees. | ||
[2] | Borrowings under the revolving credit facilities are classified as current because all borrowed amounts are due within one year. |
Debt and Capital Lease Obliga64
Debt and Capital Lease Obligations - Schedule of Long-term Debt and Capital Lease Obligations (Parenthetical) (Details) | 6 Months Ended | 12 Months Ended |
Jun. 30, 2017 | Dec. 31, 2016 | |
Debt Instrument [Line Items] | ||
Interest rate on credit facility | 3.30% | 2.60% |
Weighted interest rate on long term debt | 4.80% | 4.90% |
Current revolving credit facility maturity period | 1 year | 1 year |
Brewster Inc. Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Interest rate on credit facility | 2.60% | 2.70% |
Debt and Capital Lease Obliga65
Debt and Capital Lease Obligations - Narrative (Details) - USD ($) $ in Thousands | Dec. 28, 2016 | Dec. 22, 2014 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Line of Credit Facility [Line Items] | ||||||
Leverage ratio | 141.00% | |||||
Fixed charge coverage ratio | 361.00% | |||||
Total debt and capital lease obligations | $ 241,372 | $ 249,211 | ||||
Revolving Credit Facility, Balance Outstanding | [1] | 203,093 | 212,750 | |||
Capital lease obligations, total | 1,665 | 1,469 | ||||
Remaining borrowing capacity on line of credit | 55,000 | |||||
Letters of credit outstanding | 1,300 | |||||
Unamortized debt issuance cost | 1,204 | 1,464 | ||||
Maximum potential amount of future payments | $ 8,100 | |||||
Guarantees relate to facilities leased by the company | 2021-09 | |||||
Recourse provisions | There are no recourse provisions that would enable Viad to recover from third parties any payments made under the guarantees | |||||
Fair value of debt | $ 234,400 | 252,800 | ||||
Cash paid for interest on debt | 3,600 | $ 2,400 | ||||
Revolving Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Revolving Credit Facility, Balance Outstanding | $ 118,700 | |||||
Commitment fee percentage on line of credit | 0.35% | |||||
Collateral on line of credit | Furthermore, there are no collateral or similar arrangements whereby Viad could recover payments | |||||
Term Loan | ||||||
Line of Credit Facility [Line Items] | ||||||
Revolving Credit Facility, Balance Outstanding | $ 84,400 | |||||
Brewster Inc. Revolving Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Borrowing capacity on line of credit | $ 38,000 | |||||
Maturity date | Dec. 28, 2017 | |||||
Revolving Credit Facility, Balance Outstanding | [1] | 37,818 | $ 36,456 | |||
Remaining borrowing capacity on line of credit | $ 200 | |||||
Amended and Restated Credit Agreement | ||||||
Line of Credit Facility [Line Items] | ||||||
Maturity date | Dec. 22, 2019 | |||||
Amended and Restated Credit Agreement | Senior Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Borrowing capacity on line of credit | $ 300,000 | |||||
Amended and Restated Credit Agreement | Revolving Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Borrowing capacity on line of credit | 175,000 | |||||
Additional borrowing capacity on line of credit | 100,000 | |||||
Line of Credit borrowings used to support letter of credit | 40,000 | |||||
Amended and Restated Credit Agreement | Term Loan | ||||||
Line of Credit Facility [Line Items] | ||||||
Borrowing capacity on line of credit | $ 125,000 | |||||
Credit Agreement Amendment | ||||||
Line of Credit Facility [Line Items] | ||||||
Maximum leverage ratio for acquisition | 300.00% | |||||
Leverage ratio required for dividend or share activity | 250.00% | |||||
Maximum leverage ratio for unsecured debt | 300.00% | |||||
Annual share repurchase limit on leverage ratio basis | $ 20,000 | |||||
Credit Agreement Amendment | Maximum | ||||||
Line of Credit Facility [Line Items] | ||||||
Leverage ratio | 350.00% | |||||
Credit Agreement Amendment | Minimum | ||||||
Line of Credit Facility [Line Items] | ||||||
Fixed charge coverage ratio | 175.00% | |||||
Top Tier Foreign Subsidiaries | Amended and Restated Credit Agreement | ||||||
Line of Credit Facility [Line Items] | ||||||
Percent of lenders security interest on capital stock foreign subsidiary | 65.00% | |||||
[1] | Represents the weighted-average interest rate in effect at the respective periods for the revolving credit facilities and term loan borrowings, including any applicable margin. The interest rates do not include amortization of debt issuance costs or commitment fees. |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Fair Value Assets Measured on Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 | |
Fair value information related to assets | |||
Assets | $ 2,613 | $ 2,180 | |
Quoted Prices in Active Markets (Level 1) | |||
Fair value information related to assets | |||
Assets | 2,613 | 2,180 | |
Money market funds | |||
Fair value information related to assets | |||
Assets | [1] | 119 | 118 |
Money market funds | Quoted Prices in Active Markets (Level 1) | |||
Fair value information related to assets | |||
Assets | [1] | 119 | 118 |
Other mutual funds | |||
Fair value information related to assets | |||
Assets | [2] | 2,494 | 2,062 |
Other mutual funds | Quoted Prices in Active Markets (Level 1) | |||
Fair value information related to assets | |||
Assets | [2] | $ 2,494 | $ 2,062 |
[1] | Money market mutual funds are included in “Cash and cash equivalents” in the condensed consolidated balance sheets. These investments are classified as available-for-sale and were recorded at fair value. There have been no realized gains or losses related to these investments and the Company has not experienced any redemption restrictions with respect to any of the money market mutual funds. | ||
[2] | Other mutual funds are included in “Other investments and assets” in the condensed consolidated balance sheets. These investments are classified as available-for-sale and were recorded at fair value. As of June 30, 2017 and December 31, 2016, there were unrealized gains of $0.8 million ($0.5 million after-tax) and $0.7 million ($0.4 million after tax), respectively, which were included in “Accumulated other comprehensive income (loss)” (“AOCI”) in the condensed consolidated balance sheets. |
Fair Value Measurements - Sum67
Fair Value Measurements - Summary of Fair Value Assets Measured on Recurring Basis (Parenthetical) (Details) - USD ($) | 6 Months Ended | |
Jun. 30, 2017 | Dec. 31, 2016 | |
Cash and Cash Equivalents [Line Items] | ||
Unrealized gains on the investments after-tax | $ 516,000 | $ 421,000 |
Money market funds | ||
Cash and Cash Equivalents [Line Items] | ||
Realized gains on the investments | 0 | |
Unrealized gains on the investments | 0 | |
Other mutual funds | ||
Cash and Cash Equivalents [Line Items] | ||
Unrealized gains on the investments | 800,000 | 700,000 |
Unrealized gains on the investments after-tax | $ 500,000 | $ 400,000 |
Stockholders' Equity - Reconcil
Stockholders' Equity - Reconciliation of Stockholders' Equity to Noncontrolling Interests (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Noncontrolling Interest [Line Items] | |||||
Beginning Balance | $ 370,638 | $ 335,338 | |||
Net income (loss) | $ 27,947 | $ 19,509 | 34,724 | 12,526 | |
Net income (loss) attributable to noncontrolling interest | (73) | (65) | (337) | (227) | |
Net income (loss) | 27,874 | 19,444 | 34,387 | 12,299 | |
Dividends on common stock | (4,077) | (4,050) | |||
Common stock purchased for treasury | (1,204) | (651) | |||
Employee benefit plans | 3,982 | 3,145 | |||
Unrealized foreign currency translation adjustment | [1] | 7,360 | (3,470) | 9,705 | 4,572 |
Tax benefits from share-based compensation | 39 | ||||
Other changes to AOCI | 243 | 105 | |||
Other | 47 | (17) | |||
Ending Balance | 413,721 | 350,780 | 413,721 | 350,780 | |
Non-Controlling Interest | |||||
Noncontrolling Interest [Line Items] | |||||
Beginning Balance | 13,283 | 12,757 | |||
Net income (loss) attributable to noncontrolling interest | (337) | (227) | |||
Ending Balance | 12,946 | 12,530 | 12,946 | 12,530 | |
Total Viad Equity | |||||
Noncontrolling Interest [Line Items] | |||||
Beginning Balance | 357,355 | 322,581 | |||
Net income (loss) | 34,724 | 12,526 | |||
Dividends on common stock | (4,077) | (4,050) | |||
Common stock purchased for treasury | (1,204) | (651) | |||
Employee benefit plans | 3,982 | 3,145 | |||
Unrealized foreign currency translation adjustment | 9,705 | 4,572 | |||
Tax benefits from share-based compensation | 39 | ||||
Other changes to AOCI | 243 | 105 | |||
Other | 47 | (17) | |||
Ending Balance | $ 400,775 | $ 338,250 | $ 400,775 | $ 338,250 | |
[1] | The tax effect on other comprehensive income (loss) is not significant. |
Stockholders' Equity - Reconc69
Stockholders' Equity - Reconciliation of Stockholders' Equity to Noncontrolling Interests (Parenthetical) (Details) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Equity [Abstract] | ||||
Dividends declared per common share | $ 0.10 | $ 0.10 | $ 0.20 | $ 0.20 |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Accumulated Other Comprehensive Income (Loss) (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Beginning Balance | $ 370,638 |
Ending Balance | 413,721 |
Unrealized Gains on Investments | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Beginning Balance | 421 |
Other comprehensive income before reclassifications | 124 |
Amounts reclassified from AOCI, net of tax | (29) |
Net other comprehensive income | 95 |
Ending Balance | 516 |
Cumulative Foreign Currency Translation Adjustments | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Beginning Balance | (29,084) |
Other comprehensive income before reclassifications | 9,705 |
Net other comprehensive income | 9,705 |
Ending Balance | (19,379) |
Unrecognized Net Actuarial Loss and Prior Service Credit, Net | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Beginning Balance | (10,728) |
Amounts reclassified from AOCI, net of tax | 148 |
Net other comprehensive income | 148 |
Ending Balance | (10,580) |
Accumulated Other Comprehensive Income (Loss) | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | |
Beginning Balance | (39,391) |
Other comprehensive income before reclassifications | 9,829 |
Amounts reclassified from AOCI, net of tax | 119 |
Net other comprehensive income | 9,948 |
Ending Balance | $ (29,443) |
Stockholders' Equity - Reclassi
Stockholders' Equity - Reclassification out of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Unrealized gains on investments | $ 42 | $ 38 | $ 100 | $ 94 | |
Tax effect | (10,178) | (9,226) | (12,919) | (5,774) | |
Income from continuing operations | $ 27,365 | $ 19,808 | 34,694 | 12,849 | |
Reclassification out of Accumulated Other Comprehensive Income | Unrealized Gains on Investments | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Unrealized gains on investments | (47) | (25) | |||
Tax effect | 18 | 9 | |||
Income from continuing operations | (29) | (16) | |||
Reclassification out of Accumulated Other Comprehensive Income | Unrecognized Net Actuarial Loss and Prior Service Credit, Net | |||||
Reclassification Adjustment Out Of Accumulated Other Comprehensive Income [Line Items] | |||||
Recognized net actuarial (gain) loss | [1] | 439 | 388 | ||
Amortization of prior service credit | [1] | (216) | (251) | ||
Tax effect | (75) | (52) | |||
Income from continuing operations | $ 148 | $ 85 | |||
[1] | Amount included in pension expense. Refer to Note 16 – Pension and Postretirement Benefits. |
Income Per Share - Reconciliati
Income Per Share - Reconciliation of Basic and Diluted Income Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Numerator: | ||||
Net income attributable to Viad (diluted) | $ 27,947 | $ 19,509 | $ 34,724 | $ 12,526 |
Less: Allocation to non-vested shares | (345) | (265) | (442) | (171) |
Net income allocated to Viad common stockholders (basic) | $ 27,602 | $ 19,244 | $ 34,282 | $ 12,355 |
Denominator: | ||||
Basic weighted-average outstanding common shares | 20,140 | 19,983 | 20,112 | 19,949 |
Additional dilutive shares related to share-based compensation | 224 | 170 | 243 | 175 |
Diluted weighted-average outstanding shares | 20,364 | 20,153 | 20,355 | 20,124 |
Basic income attributable to Viad common stockholders | $ 1.37 | $ 0.96 | $ 1.70 | $ 0.62 |
Diluted income attributable to Viad common stockholders | $ 1.37 | $ 0.96 | $ 1.70 | $ 0.62 |
Income Per Share - Narrative (D
Income Per Share - Narrative (Details) | 6 Months Ended |
Jun. 30, 2017shares | |
Earnings Per Share [Abstract] | |
Share-based award shares effect would be anti-dilutive | 16,000 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Operating Loss Carryforwards [Line Items] | ||||
Effective income tax rate | 27.10% | 31.80% | 27.10% | 31.00% |
Federal statutory tax rate | 35.00% | 35.00% | ||
Discrete tax benefit recognized | $ 1.2 | |||
Income Taxes Paid | $ 7.1 | $ 5.8 | ||
Continuing Operations | ||||
Operating Loss Carryforwards [Line Items] | ||||
Liability for uncertain tax positions | 0.1 | 0.1 | ||
Discontinued Operations | ||||
Operating Loss Carryforwards [Line Items] | ||||
Liability for uncertain tax positions | $ 1.1 | $ 1.1 |
Pension and Postretirement Be75
Pension and Postretirement Benefits - Components of Net Periodic Benefit Cost and Other Amounts Recognized in Other Comprehensive Income of Viad's Postretirement Benefit Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Pension Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 39 | $ 10 | $ 48 | $ 20 |
Interest cost | 178 | 259 | 407 | 517 |
Expected return on plan assets | (68) | (37) | (107) | (130) |
Recognized net actuarial loss | 94 | 98 | 230 | 213 |
Net periodic benefit cost | 243 | 330 | 578 | 620 |
US Postretirement Benefit Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 17 | 33 | 47 | 69 |
Interest cost | 93 | 152 | 219 | 303 |
Amortization of prior service credit | (105) | (126) | (216) | (252) |
Recognized net actuarial loss | 20 | 81 | 120 | 175 |
Net periodic benefit cost | 25 | 140 | 170 | 295 |
Foreign Pension Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 128 | 125 | 258 | 245 |
Interest cost | 113 | 126 | 226 | 244 |
Expected return on plan assets | (146) | (144) | (294) | (279) |
Recognized net actuarial loss | 45 | 1 | 89 | 1 |
Net periodic benefit cost | $ 140 | $ 108 | $ 279 | $ 211 |
Pension and Postretirement Be76
Pension and Postretirement Benefits - Narrative (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Pension Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
Amount expected to contribute in funded pension plans | $ 1.6 |
Amount expected to contribute in unfunded pension plans | 0.9 |
Pension Plans | Funded Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
Pension Contributions | 0.6 |
Pension Plans | Unfunded Pension Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
Pension Contributions | 0.3 |
US Postretirement Benefit Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
Amount expected to contribute in postretirement benefit plans | 1.1 |
Pension and Other Postretirement Benefit Contributions | $ 0.8 |
Restructuring Charges - Changes
Restructuring Charges - Changes to Restructuring Liability by Major Restructuring Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Restructuring Cost And Reserve [Line Items] | ||||
Beginning balance | $ 3,782 | |||
Restructuring charges | $ 168 | $ 975 | 562 | $ 1,967 |
Cash payments | (1,671) | |||
Adjustment to liability | 3 | |||
Ending balance | 2,676 | 2,676 | ||
GES | Severance & Employee Benefits | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Beginning balance | 2,274 | |||
Restructuring charges | 366 | |||
Cash payments | (901) | |||
Ending balance | 1,739 | 1,739 | ||
GES | Facilities | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Beginning balance | 1,092 | |||
Restructuring charges | 59 | |||
Cash payments | (319) | |||
Ending balance | 832 | 832 | ||
Other Restructuring | Severance & Employee Benefits | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Beginning balance | 416 | |||
Restructuring charges | 137 | |||
Cash payments | (451) | |||
Adjustment to liability | 3 | |||
Ending balance | $ 105 | $ 105 |
Litigation, Claims, Contingen78
Litigation, Claims, Contingencies and Other - Narrative (Details) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($)Agreement | Jun. 30, 2016USD ($) | |
Loss Contingencies [Line Items] | ||||
Environmental remediation liability | $ 2,400,000 | $ 2,400,000 | ||
Maximum potential amount of future payments | 8,100,000 | $ 8,100,000 | ||
Guarantees relate to facilities leased by the company | 2021-09 | |||
Recourse provision to recover guarantees | 0 | $ 0 | ||
Bargaining agreements | Agreement | 100 | |||
Self insurance reserve | 19,100,000 | $ 19,100,000 | ||
Workers' compensation liability | 13,800,000 | 13,800,000 | ||
Self insurance reserve for general and auto | 5,300,000 | 5,300,000 | ||
Self insurance reserve on discontinued operations | 3,400,000 | 3,400,000 | ||
Payments for self insurance | 1,200,000 | $ 1,400,000 | 2,500,000 | $ 2,400,000 |
Self insurance reserve in which company is the primary obligor | 10,500,000 | 10,500,000 | ||
Self insurance reserve in which company is the primary obligor for workers compensation | 6,900,000 | 6,900,000 | ||
Self insurance reserve in which company is the primary obligor for general liability | 3,600,000 | 3,600,000 | ||
Minimum | ||||
Loss Contingencies [Line Items] | ||||
General range on claims | 200,000 | 200,000 | ||
Maximum | ||||
Loss Contingencies [Line Items] | ||||
General range on claims | $ 500,000 | $ 500,000 |
Segment Information - Reconcili
Segment Information - Reconciliation of Income Statement Items from Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Reportable segments reconciliations: | |||||
Total revenue | $ 364,774 | $ 324,747 | $ 690,581 | $ 566,109 | |
Segment operating income (loss) | 37,481 | 31,307 | 47,608 | 23,116 | |
Interest income | 42 | 38 | 100 | 94 | |
Interest expense | (2,059) | (1,336) | (4,164) | (2,620) | |
Restructuring charges | (168) | (975) | (562) | (1,967) | |
Impairment recoveries: | 2,247 | 4,631 | |||
Income from continuing operations before income taxes | 37,543 | 29,034 | 47,613 | 18,623 | |
Operating Segments | |||||
Reportable segments reconciliations: | |||||
Segment operating income (loss) | 40,473 | 34,436 | 53,194 | 28,156 | |
Operating Segments | GES | |||||
Reportable segments reconciliations: | |||||
Total revenue | 320,109 | 285,428 | 637,980 | 521,564 | |
Segment operating income (loss) | 30,535 | 27,378 | 53,531 | 27,671 | |
Operating Segments | Pursuit | |||||
Reportable segments reconciliations: | |||||
Total revenue | 44,665 | 40,483 | 52,601 | 45,709 | |
Segment operating income (loss) | 9,938 | 7,058 | (337) | 485 | |
Restructuring charges | (1) | (93) | |||
Impairment recoveries: | 2,247 | 4,631 | |||
Intersegment Eliminations | GES | |||||
Reportable segments reconciliations: | |||||
Total revenue | (7,205) | (7,332) | (10,444) | (9,014) | |
Corporate Eliminations | |||||
Reportable segments reconciliations: | |||||
Total revenue | [1] | (1,164) | (1,164) | ||
Segment operating income (loss) | [1] | 16 | (422) | 32 | (422) |
Corporate | |||||
Reportable segments reconciliations: | |||||
Segment operating income (loss) | (3,008) | (2,707) | (5,618) | (4,618) | |
Restructuring charges | (18) | (137) | (410) | ||
U.S. | Operating Segments | GES | |||||
Reportable segments reconciliations: | |||||
Total revenue | 242,031 | 220,078 | 499,242 | 403,815 | |
Segment operating income (loss) | 21,196 | 22,502 | 42,170 | 23,364 | |
Restructuring charges | (47) | (71) | (293) | ||
International | Operating Segments | GES | |||||
Reportable segments reconciliations: | |||||
Total revenue | 85,283 | 72,682 | 149,182 | 126,763 | |
Segment operating income (loss) | 9,339 | 4,876 | 11,361 | 4,307 | |
Restructuring charges | $ (121) | $ (956) | $ (354) | $ (1,171) | |
[1] | Corporate eliminations recorded during the three and six months ended June 30, 2017 represent the elimination of depreciation expense recorded by Pursuit associated with previously eliminated intercompany profit realized by GES for renovations to Pursuit’s Banff Gondola. The corporate eliminations recorded during the three and six months ended June 30, 2016 represent the elimination of intercompany revenue and profit realized by GES for work completed on renovations to Pursuit’s Banff Gondola. |
Subsequent Event - Narrative (D
Subsequent Event - Narrative (Details) - Mount Royal Hotel - USD ($) $ in Millions | 1 Months Ended | 6 Months Ended |
Jul. 31, 2017 | Jun. 30, 2017 | |
Subsequent Event [Line Items] | ||
Insurance proceeds | $ 9 | |
Subsequent Event | ||
Subsequent Event [Line Items] | ||
Property and business interruption insurance claims total | $ 35 |