[10-Q] Viad Corp Quarterly Earnings Report
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the quarterly period ended
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 |
For the transition period from ____________ to____________
Commission file number:
(Exact name of registrant as specified in its charter)
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(State or other jurisdiction of incorporation or organization) |
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(I.R.S. Employer Identification No.) |
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(Address of principal executive offices) |
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(Zip Code) |
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(Registrant’s telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
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Trading Symbol(s) |
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Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer |
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Non-accelerated filer |
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Smaller reporting company |
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Emerging growth company |
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No
As of August 4, 2025, there were
INDEX
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PART I - FINANCIAL INFORMATION |
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Item 1. |
Financial Statements |
1 |
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Condensed Consolidated Balance Sheets as of June 30, 2025 and December 31, 2024 |
1 |
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Condensed Consolidated Statements of Operations for the Three and Six Months Ended June 30, 2025 and 2024 |
2 |
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Condensed Consolidated Statements of Comprehensive Income (Loss) for the Three and Six Months Ended June 30, 2025 and 2024 |
3 |
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Condensed Consolidated Statements of Stockholders’ Equity and Mezzanine Equity for the Three Months Ended March 31 and June 30, 2025 and 2024 |
4 |
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Condensed Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2025 and 2024 |
6 |
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Notes to Condensed Consolidated Financial Statements |
7 |
Item 2. |
Management’s Discussion and Analysis of Financial Condition and Results of Operations |
26 |
Item 3. |
Quantitative and Qualitative Disclosures About Market Risk |
32 |
Item 4. |
Controls and Procedures |
32 |
PART II - OTHER INFORMATION |
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Item 1. |
Legal Proceedings |
33 |
Item 1A. |
Risk Factors |
33 |
Item 2. |
Unregistered Sales of Equity Securities and Use of Proceeds |
33 |
Item 5. |
Other Information |
33 |
Item 6. |
Exhibits |
34 |
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SIGNATURES |
35 |
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In this report, for periods presented, “we,” “us,” “our,” “the Company,” and “Pursuit” refer to Pursuit Attractions and Hospitality, Inc.
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
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June 30, |
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December 31, |
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(in thousands, except per share data) |
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2025 |
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2024 |
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Assets |
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Current assets |
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Cash and cash equivalents |
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$ |
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$ |
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Accounts receivable, net of allowances |
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Inventories |
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Prepaid insurance |
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Other current assets |
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Total current assets |
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Property and equipment, net |
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Other investments and assets |
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Operating lease right-of-use assets |
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Goodwill |
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Other intangible assets, net |
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Total Assets |
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$ |
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$ |
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Liabilities and Stockholders’ Equity |
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Current liabilities |
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Accounts payable |
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$ |
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$ |
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Contract liabilities |
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Accrued compensation |
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Operating lease obligations |
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Other current liabilities |
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Current portion of debt and finance obligations |
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Total current liabilities |
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Long-term debt and finance obligations |
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Pension and postretirement benefits |
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Long-term operating lease obligations |
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Other deferred items and liabilities |
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Total liabilities |
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Stockholders’ equity |
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Pursuit stockholders’ equity: |
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Common stock, $ |
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Additional capital |
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Retained earnings |
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Accumulated other comprehensive loss |
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( |
) |
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( |
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Common stock in treasury, at cost, |
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( |
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( |
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Total Pursuit stockholders’ equity |
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Non-redeemable noncontrolling interest |
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Total stockholders’ equity |
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Total Liabilities and Stockholders’ Equity |
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$ |
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$ |
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Refer to Notes to Condensed Consolidated Financial Statements.
1
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
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Three Months Ended |
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Six Months Ended |
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June 30, |
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June 30, |
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(in thousands, except per share data) |
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2025 |
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2024 |
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2025 |
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2024 |
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Revenue: |
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Ticket, rooms, transportation, and other services revenue |
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$ |
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$ |
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$ |
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$ |
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Food, beverage, and retail products revenue |
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Total revenue |
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Costs and expenses: |
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Cost of food, beverage, and retail products sold |
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Operating expenses (exclusive of depreciation and amortization shown separately below) |
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Selling, general, and administrative expenses |
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Depreciation and amortization |
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Interest expense, net |
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Other expense, net |
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Total costs and expenses |
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Income (loss) from continuing operations before income taxes |
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( |
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Income tax expense |
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Income (loss) from continuing operations |
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( |
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Income from discontinued operations, net of tax |
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Net income (loss) |
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( |
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Net income attributable to non-redeemable noncontrolling interest |
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( |
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( |
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( |
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Net loss attributable to redeemable noncontrolling interest |
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Net income (loss) attributable to Pursuit |
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$ |
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$ |
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$ |
( |
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$ |
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Diluted income (loss) per common share: |
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Continuing operations attributable to Pursuit common stockholders |
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$ |
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$ |
( |
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$ |
( |
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$ |
( |
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Discontinued operations attributable to Pursuit common stockholders |
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Net income (loss) attributable to Pursuit common stockholders |
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$ |
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$ |
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$ |
( |
) |
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$ |
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Weighted-average outstanding and potentially dilutive common |
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Basic income (loss) per common share: |
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Continuing operations attributable to Pursuit common stockholders |
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$ |
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$ |
( |
) |
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$ |
( |
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$ |
( |
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Discontinued operations attributable to Pursuit common stockholders |
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Net income (loss) attributable to Pursuit common stockholders |
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$ |
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$ |
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$ |
( |
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$ |
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Weighted-average outstanding common shares |
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Amounts attributable to Pursuit |
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Income (loss) from continuing operations |
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$ |
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$ |
( |
) |
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$ |
( |
) |
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$ |
( |
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Income from discontinued operations |
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Net income (loss) attributable to Pursuit |
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$ |
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$ |
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$ |
( |
) |
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$ |
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Refer to Notes to Condensed Consolidated Financial Statements.
2
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
(Unaudited)
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Three Months Ended |
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Six Months Ended |
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June 30, |
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June 30, |
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(in thousands) |
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2025 |
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2024 |
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2025 |
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2024 |
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Net income (loss) |
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$ |
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$ |
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$ |
( |
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$ |
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Other comprehensive income (loss): |
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Unrealized foreign currency translation adjustments |
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( |
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( |
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Change in fair value of interest rate cap |
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Change in net actuarial loss, net of tax |
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Change in prior service cost, net of tax |
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( |
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( |
) |
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( |
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Comprehensive income (loss) |
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( |
) |
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Non-redeemable noncontrolling interest: |
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Comprehensive (income) loss attributable to non-redeemable noncontrolling interest |
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( |
) |
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( |
) |
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( |
) |
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Redeemable noncontrolling interest: |
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Comprehensive loss attributable to redeemable noncontrolling interest |
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Comprehensive income (loss) attributable to Pursuit |
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$ |
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$ |
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$ |
( |
) |
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$ |
( |
) |
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Refer to Notes to Condensed Consolidated Financial Statements.
3
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY AND MEZZANINE EQUITY
(Unaudited)
(in thousands) |
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Common |
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Additional |
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Retained Earnings |
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Accumulated |
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Common |
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Total |
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Non-Redeemable |
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Total |
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Balance, December 31, 2024 |
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$ |
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$ |
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$ |
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$ |
( |
) |
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$ |
( |
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$ |
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$ |
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$ |
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Net loss |
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— |
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— |
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( |
) |
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— |
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— |
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( |
) |
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( |
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( |
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Employee benefit plans |
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— |
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( |
) |
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— |
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— |
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— |
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Share-based compensation - equity awards |
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— |
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— |
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— |
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— |
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— |
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Unrealized foreign currency translation adjustment |
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— |
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— |
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— |
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( |
) |
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— |
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( |
) |
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Amortization of net actuarial loss, net of tax |
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— |
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— |
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— |
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— |
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— |
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Amortization of prior service cost, net of tax |
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— |
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— |
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— |
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( |
) |
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— |
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( |
) |
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— |
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( |
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Other, net |
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— |
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( |
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— |
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— |
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— |
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( |
) |
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— |
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( |
) |
Balance, March 31, 2025 |
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$ |
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$ |
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$ |
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$ |
( |
) |
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$ |
( |
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$ |
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$ |
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$ |
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Net income |
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— |
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— |
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— |
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— |
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Distributions to noncontrolling interest |
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— |
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— |
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— |
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— |
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— |
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— |
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( |
) |
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( |
) |
Employee benefit plans |
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— |
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( |
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— |
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— |
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— |
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Share-based compensation - equity awards |
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— |
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— |
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— |
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— |
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— |
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Unrealized foreign currency translation adjustment |
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— |
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— |
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— |
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— |
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Amortization of net actuarial loss, net of tax |
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— |
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— |
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— |
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— |
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— |
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Amortization of prior service cost, net of tax |
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— |
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— |
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— |
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( |
) |
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— |
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( |
) |
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— |
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( |
) |
Other, net |
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— |
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— |
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— |
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— |
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— |
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|||
Balance, June 30, 2025 |
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$ |
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$ |
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$ |
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$ |
( |
) |
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$ |
( |
) |
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$ |
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$ |
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$ |
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Refer to Notes to Condensed Consolidated Financial Statements.
4
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY AND MEZZANINE EQUITY (CONTINUED)
(Unaudited)
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Mezzanine Equity |
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(in thousands) |
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Common |
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Additional |
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Accumulated |
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Accumulated |
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Common |
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Total |
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Non-Redeemable |
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Total |
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Redeemable |
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Convertible |
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Balance, December 31, 2023 |
|
$ |
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$ |
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$ |
( |
) |
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$ |
( |
) |
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$ |
( |
) |
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$ |
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$ |
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$ |
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$ |
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$ |
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Net loss |
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— |
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— |
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( |
) |
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— |
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— |
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( |
) |
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( |
) |
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|
( |
) |
|
|
|
( |
) |
|
|
— |
|
Dividends on convertible preferred stock |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
|
— |
|
|
|
— |
|
Capital contributions from noncontrolling interest |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
|
|
|
— |
|
|
|
— |
|
||
Change in fair value of interest rate cap |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|||
Employee benefit plans |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
|
— |
|
|
|
— |
|
|
Share-based compensation - equity awards |
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|||
Unrealized foreign currency translation adjustment |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
|
( |
) |
|
|
— |
|
Amortization of net actuarial loss, net of tax |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|||
Amortization of prior service cost, net of tax |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|||
Other, net |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
|
— |
|
|
|
— |
|
Balance, March 31, 2024 |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
|
|
|
$ |
|
|
$ |
|
|||||||
Net income (loss) |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
— |
|
||||
Dividends on convertible preferred stock |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
|
— |
|
|
|
— |
|
Distributions to noncontrolling interest |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
|
|
|
— |
|
|
|
— |
|
Change in fair value of interest rate cap |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|||
Employee benefit plans |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|||
Share-based compensation - equity awards |
|
|
— |
|
|
|
|
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|||
Unrealized foreign currency translation adjustment |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
— |
|
|
Amortization of net actuarial loss, net of tax |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
|
|
— |
|
|
|
|
|
|
|
— |
|
|
|
— |
|
|||
Amortization of prior service cost, net of tax |
|
|
— |
|
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
|
— |
|
|
|
— |
|
Other, net |
|
|
— |
|
|
|
|
|
|
( |
) |
|
|
— |
|
|
|
— |
|
|
|
( |
) |
|
|
— |
|
|
|
( |
) |
|
|
|
— |
|
|
|
— |
|
|
Balance, June 30, 2024 |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
|
|
|
$ |
|
|
$ |
|
|||||||
Refer to Notes to Condensed Consolidated Financial Statements.
5
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
|
|
Six Months Ended |
|
|||||
|
|
June 30, |
|
|||||
(in thousands) |
|
2025 |
|
|
2024 |
|
||
Cash flows from operating activities |
|
|
|
|
|
|
||
Net (loss) income |
|
$ |
( |
) |
|
$ |
|
|
Loss from discontinued operations, net of tax |
|
|
( |
) |
|
|
( |
) |
Adjustments to reconcile net (loss) income to net cash used in operating activities attributable to continuing operations: |
|
|
|
|
|
|
||
Depreciation and amortization |
|
|
|
|
|
|
||
Share-based compensation expense |
|
|
|
|
|
|
||
Other non-cash items, net |
|
|
|
|
|
|
||
Change in operating assets and liabilities (excluding the impact of acquisition and disposition): |
|
|
|
|
|
|
||
Receivables |
|
|
( |
) |
|
|
( |
) |
Inventories |
|
|
( |
) |
|
|
( |
) |
Accounts payable |
|
|
|
|
|
|
||
Accrued compensation |
|
|
|
|
|
( |
) |
|
Contract liabilities |
|
|
|
|
|
|
||
Income taxes payable |
|
|
|
|
|
( |
) |
|
Other assets and liabilities, net |
|
|
( |
) |
|
|
( |
) |
Net cash used in operating activities attributable to continuing operations |
|
|
( |
) |
|
|
( |
) |
Cash flows from investing activities |
|
|
|
|
|
|
||
Capital expenditures |
|
|
( |
) |
|
|
( |
) |
Proceeds from insurance |
|
|
|
|
|
|
||
Cash paid for acquisitions |
|
|
|
|
|
( |
) |
|
Proceeds from dispositions of property and other assets |
|
|
|
|
|
|
||
Net cash used in investing activities attributable to continuing operations |
|
|
( |
) |
|
|
( |
) |
Cash flows from financing activities |
|
|
|
|
|
|
||
Proceeds from borrowings |
|
|
|
|
|
|
||
Payments on debt and finance obligations |
|
|
( |
) |
|
|
( |
) |
Dividends paid on preferred stock |
|
|
|
|
|
( |
) |
|
Distributions to noncontrolling interest, net |
|
|
( |
) |
|
|
( |
) |
Payments of debt issuance costs |
|
|
( |
) |
|
|
( |
) |
Payment of payroll taxes on stock-based compensation through shares withheld or repurchased |
|
|
( |
) |
|
|
( |
) |
Proceeds from exercise of stock options |
|
|
|
|
|
|
||
Other financing activities |
|
|
|
|
|
|
||
Net cash provided by financing activities attributable to continuing operations |
|
|
|
|
|
|
||
Total cash used in continuing operations |
|
|
( |
) |
|
|
( |
) |
Net cash (used in) provided by operating activities attributable to discontinued operations |
|
|
( |
) |
|
|
|
|
Net cash provided by (used in) investing activities attributable to discontinued operations |
|
|
|
|
|
( |
) |
|
Net cash used in financing activities attributable to discontinued operations |
|
|
|
|
|
( |
) |
|
Effect of exchange rate changes on cash, cash equivalents, and restricted cash attributable to discontinued operations |
|
|
|
|
|
( |
) |
|
Total cash (used in) provided by discontinued operations |
|
|
( |
) |
|
|
|
|
Effect of exchange rate changes on cash, cash equivalents, and restricted cash attributable to continuing operations |
|
|
|
|
|
( |
) |
|
Net change in cash, cash equivalents, and restricted cash |
|
|
( |
) |
|
|
|
|
Cash, cash equivalents, and restricted cash, beginning of year |
|
|
|
|
|
|
||
Cash, cash equivalents, and restricted cash, end of period |
|
$ |
|
|
$ |
|
||
Refer to Notes to Condensed Consolidated Financial Statements.
6
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 1. OVERVIEW AND BASIS OF PRESENTATION
Basis of Presentation
The accompanying unaudited Condensed Consolidated Financial Statements were 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 United States Securities and Exchange Commission (“SEC”) rules and regulations for complete financial statements. 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 our Annual Report on Form 10-K for the year ended December 31, 2024, filed with the SEC on March 17, 2025 (“2024 Form 10-K”).
The Condensed Consolidated Financial Statements include the accounts of Pursuit and its subsidiaries. We have eliminated all significant intercompany account balances and transactions in consolidation.
Certain prior year balances have been reclassified to conform to current year presentation.
Nature of Business
We are a global attractions and hospitality company that owns and operates a collection of inspiring and unforgettable travel experiences in iconic destinations. We are managed on a consolidated basis for purposes of assessing performance and making operating decisions. Accordingly, we are deemed to be a single operating segment.
On October 20, 2024, Pursuit (formerly known as Viad Corp) entered into an Equity Purchase Agreement (the “Purchase Agreement”) with TL Voltron, LLC, a Delaware limited liability company (“Truelink Capital”), pursuant to which Truelink Capital agreed to purchase all of the outstanding equity interests held by the Company in its subsidiaries comprising the Company’s former GES Exhibitions and Spiro reportable segments (the “GES Business”). The aggregate purchase price was $
On December 31, 2024, we completed the sale of the GES Business to Truelink Capital and relaunched Viad Corp as Pursuit Attractions and Hospitality, Inc., a standalone attractions and hospitality company with a singular focus on delivering unforgettable experiences in iconic destinations. We began trading under a new NYSE ticker symbol, PRSU, on January 2, 2025.
We determined that the sale of the GES Business met the criteria to be classified as a discontinued operation. Accordingly, we have accounted for the GES Business as a discontinued operation in this Quarterly Report on Form 10-Q. All amounts and disclosures for all periods presented reflect only the continuing operations of the Company unless otherwise noted. Refer to Note 5 – Discontinued Operations for further information.
7
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
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 |
||||||
Accounting Standards Update (“ASU”) 2024-03, Reporting Comprehensive Income—Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses |
|
Amendment requires additional disclosure in the notes to the financial statements about specified expense categories including purchases of inventory, employee compensation, depreciation, and intangible asset amortization. |
|
1/1/2027 |
|
This new guidance will expand our footnote disclosures within the scope of this new standard with no impacts to our consolidated financial statements. |
Standard |
|
Description |
|
Date of adoption |
|
Effect on the financial statements |
Standards Recently Adopted |
||||||
ASU 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures |
|
Amendment expands the disclosure requirements for income taxes, specifically related to the rate reconciliation and income taxes paid. |
|
1/1/2025 |
|
This new guidance expanded our footnote disclosures within the scope of this new standard with no impacts to our consolidated financial statements. |
Significant Accounting Policies
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 costs and expenses during the reported period. Estimates and assumptions are used in accounting for, among other things: impairment testing of recorded goodwill and intangible assets and long-lived assets; allowance for uncollectible accounts receivable; sales reserve allowances; provision 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; pension and postretirement benefit costs and obligations; share-based compensation costs; the discount rates used to value lease obligations; and the allocation of purchase price of acquired businesses. These estimates are inherently based on judgment and information currently available. Actual results could differ from these and other estimates.
Cash, Cash Equivalents, and Restricted Cash
Cash equivalents are highly-liquid investments with remaining maturities when purchased of three months or less. Cash and cash equivalents consist of cash and bank demand deposits. Restricted cash primarily represents collateral required for our corporate credit card program.
Cash, cash equivalents, and restricted cash balances presented in the Condensed Consolidated Statements of Cash Flows consist of the following:
|
|
|
|
|
|
|
||
|
|
June 30, |
|
|
December 31, |
|
||
(in thousands) |
|
2025 |
|
|
2024 |
|
||
Cash and cash equivalents on the consolidated balance sheet |
|
$ |
|
|
$ |
|
||
|
|
|
|
|
|
|||
Cash, cash equivalents, and restricted cash shown in the statement of cash flows |
|
$ |
|
|
$ |
|
||
8
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
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 contingency gain. 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 July 22, 2024, Jasper National Park was closed and evacuated due to wildfire activity, and a wildfire entered the Jasper townsite on July 24, 2024. Pursuit’s hotels and attractions in and near the Jasper townsite were not reached by the wildfire and remain intact except for the Maligne Canyon Wilderness Kitchen (“Wilderness Kitchen”), a restaurant and retail operation located about three miles outside the town of Jasper. In addition to the loss of the Wilderness Kitchen, food and beverage inventories at our properties throughout the region were spoiled and written off. We also incurred other costs related to restoration efforts.
During 2024, we recorded total costs incurred at our properties affected by the Jasper wildfires of approximately $
Immaterial Correction to Prior Period Financial Statements
During the three months ended June 30, 2025, we identified a multi-year error in the presentation of the Condensed Consolidated Statements of Comprehensive Income (Loss), which resulted from the inclusion of incorrect amounts of unrealized foreign currency translation adjustments. The error had no impact on any of the other Condensed Consolidated Financial Statements. We evaluated the error and concluded it was not material to prior periods, individually or in the aggregate. However, we corrected the Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended June 30, 2024 to conform to the current year presentation.
The following table reflects the effects of the correction on all affected line items of the previously reported Condensed Consolidated Statements of Comprehensive Income (Loss) for the three and six months ended June 30, 2024:
|
|
Three Months Ended June 30, 2024 |
|
|
Six Months Ended June 30, 2024 |
|
||||||||||||||||||
(in thousands) |
|
As previously reported |
|
|
Adjustment |
|
|
As corrected |
|
|
As previously reported |
|
|
Adjustment |
|
|
As corrected |
|
||||||
Unrealized foreign currency translation adjustments |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
Comprehensive income (loss) |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
||
Comprehensive (income) loss attributable to non-redeemable noncontrolling interest (1) |
|
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|||
Comprehensive loss attributable to redeemable noncontrolling interest |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Comprehensive income (loss) attributable to Pursuit |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
||||
(1)
NOTE 2. REVENUE AND RELATED CONTRACT LIABILITIES
Contract Liabilities
A contract liability represents an entity’s obligation to transfer goods or services to a customer for which the entity has received consideration from the customer before transferring control of those goods or services. Our performance obligations are short-term in nature. They include the provision of a hotel room, an attraction admission, and a chartered or ticketed bus or van ride. We recognize revenue when the service has been provided or the product has been delivered. When we extend credit, payment terms are generally within 30 days and contain no significant financing components. We periodically receive customer deposits prior to transferring the related product or service to the customer. We record these deposits as a contract liability, which are recognized as revenue upon
9
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
satisfaction of the related contract performance obligation(s). We include customer deposits in “Contract liabilities” in the Condensed Consolidated Balance Sheets. The contract liabilities as of December 31, 2024 will be primarily recognized in revenue during 2025.
Disaggregation of Revenue
The following tables disaggregate revenue by major service and product lines, timing of revenue recognition, and markets served:
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
June 30, |
|
|
June 30, |
|
||||||||||
(in thousands) |
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Services: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Ticket revenue |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Rooms revenue |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Transportation |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total services revenue |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Products: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Food and beverage |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Retail operations |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total products revenue |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total revenue |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Timing of revenue recognition: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Services transferred over time |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Products transferred at a point in time |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total revenue |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Markets: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Banff Jasper Collection (1) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Alaska Collection |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Glacier Park Collection (1) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Flyover Attractions |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Sky Lagoon |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total revenue |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
(1)
NOTE 3. SHARE-BASED COMPENSATION
We grant share-based compensation awards to our officers, directors, and certain key employees pursuant to the 2017 Pursuit Attractions and Hospitality, Inc. Omnibus Incentive Plan, as amended (the “2017 Plan”). The 2017 Plan has a
10
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
The following table summarizes share-based compensation expense:
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
June 30, |
|
|
June 30, |
|
||||||||||
(in thousands) |
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Performance-based restricted stock units |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Restricted stock awards and restricted stock units |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Stock options |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Share-based compensation expense before income tax |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income tax benefit (1) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Share-based compensation expense, net of income tax |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
NOTE 4. ACQUISITION
Jasper SkyTram
On December 31, 2024, we acquired
The following table summarizes the preliminary allocation of the aggregate purchase price and amounts of assets acquired based upon the estimated fair value at the date of acquisition. During the three months ended June 30, 2025, we made certain purchase accounting measurement period adjustments based on refinements to assumptions used in the preliminary valuation. The purchase price allocation is not yet final and is subject to change within the measurement period (up to one year from the acquisition date) as the valuation of property and equipment and intangible assets is finalized.
(in thousands) |
|
|
|
|
Purchase price paid as: |
|
|
|
|
Cash |
|
$ |
|
|
Holdback |
|
|
|
|
Purchase price |
|
|
|
|
|
|
|
|
|
Fair value of net assets acquired: |
|
|
|
|
Property and equipment |
|
|
|
|
Intangible assets |
|
|
|
|
Total assets acquired |
|
|
|
|
Excess purchase price over fair value of net assets acquired (“goodwill”) |
|
$ |
|
|
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 based on their estimated fair values. The excess purchase price over the fair value of net assets acquired was recorded as “Goodwill.” Goodwill is included in the Banff Jasper Collection reporting unit. The primary factor that contributed to the purchase price resulting in the recognition of goodwill related to future growth opportunities when combined with our other businesses. Goodwill is deductible for tax purposes.
Following are details of the purchase price allocated to the intangible assets acquired for the Jasper SkyTram:
(in thousands) |
|
Amount |
|
|
Weighted Average Life |
|
Operating licenses |
|
$ |
|
|
||
Trade name |
|
|
|
|
||
Total |
|
$ |
|
|
||
11
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Transaction costs associated with the acquisition were $
NOTE 5. DISCONTINUED OPERATIONS
On October 20, 2024, Pursuit (formerly known as Viad Corp) entered into a Purchase Agreement with Truelink Capital, pursuant to which Truelink Capital agreed to purchase all of the outstanding equity interests held by the Company in its subsidiaries comprising the GES Business. On December 31, 2024, we completed the sale of the GES Business to Truelink Capital and relaunched as Pursuit Attractions and Hospitality, Inc., a standalone attractions and hospitality company with a singular focus on delivering unforgettable experiences in iconic destinations.
We determined that the sale of the GES Business met the criteria under Accounting Standards Codification (“ASC”) 205-20, Presentation of Financial Statements – Discontinued Operations to be classified as a discontinued operation as the sale represented a strategic shift that had a significant effect on our operations and financial results. Accordingly, the Condensed Consolidated Statements of Operations have been adjusted for all prior periods to reflect the GES Business as discontinued operations.
The following table summarizes the results of the GES Business presented within discontinued operations in the Condensed Consolidated Statements of Operations:
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||
(in thousands) |
|
June 30, 2024 |
|
|
June 30, 2024 |
|
||
Revenue: |
|
|
|
|
|
|
||
Services |
|
$ |
|
|
$ |
|
||
Products |
|
|
|
|
|
|
||
Total revenue |
|
|
|
|
|
|
||
Costs and expenses: |
|
|
|
|
|
|
||
Cost of services |
|
|
|
|
|
|
||
Cost of products |
|
|
|
|
|
|
||
Interest expense, net (1) |
|
|
|
|
|
|
||
Other income, net |
|
|
( |
) |
|
|
( |
) |
Total costs and expenses |
|
|
|
|
|
|
||
Income from discontinued operations before income taxes |
|
|
|
|
|
|
||
Income tax expense |
|
|
|
|
|
|
||
Income from discontinued operations of the GES Business |
|
|
|
|
|
|
||
Income from discontinued operations of previously sold operations |
|
|
|
|
|
|
||
Income from discontinued operations |
|
$ |
|
|
$ |
|
||
We incurred transaction costs in connection with the sale of the GES Business of $
12
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 6. OTHER CURRENT ASSETS
Other current assets consisted of the following:
|
|
June 30, |
|
|
December 31, |
|
||
(in thousands) |
|
2025 |
|
|
2024 |
|
||
Deferred proceeds from sale of GES Business |
|
$ |
|
|
$ |
|
||
Prepaid taxes |
|
|
|
|
|
|
||
Restricted cash |
|
|
|
|
|
|
||
Prepaid vendor payments |
|
|
|
|
|
|
||
Insurance receivable |
|
|
|
|
|
|
||
Other prepaid expenses |
|
|
|
|
|
|
||
Other |
|
|
|
|
|
|
||
Other current assets |
|
$ |
|
|
$ |
|
||
NOTE 7. PROPERTY AND EQUIPMENT, NET
Property and equipment consisted of the following:
|
|
June 30, |
|
|
December 31, |
|
||
(in thousands) |
|
2025 |
|
|
2024 |
|
||
Land and land interests |
|
$ |
|
|
$ |
|
||
Buildings and leasehold improvements |
|
|
|
|
|
|
||
Equipment and other |
|
|
|
|
|
|
||
Gross property and equipment |
|
|
|
|
|
|
||
Accumulated depreciation |
|
|
( |
) |
|
|
( |
) |
Property and equipment, net (excluding finance leases) |
|
|
|
|
|
|
||
Finance lease ROU assets, net |
|
|
|
|
|
|
||
Property and equipment, net |
|
$ |
|
|
$ |
|
||
Depreciation expense was $
NOTE 8. OTHER INVESTMENTS AND ASSETS
Other investments and assets consisted of the following:
|
|
June 30, |
|
|
December 31, |
|
||
(in thousands) |
|
2025 |
|
|
2024 |
|
||
Other mutual funds |
|
$ |
|
|
$ |
|
||
Self-insured liability receivable |
|
|
|
|
|
|
||
Other |
|
|
|
|
|
|
||
Other investments and assets |
|
$ |
|
|
$ |
|
||
NOTE 9. GOODWILL AND OTHER INTANGIBLE ASSETS, NET
The changes in the carrying amount of goodwill are as follows:
(in thousands) |
|
|
|
|
Balance at December 31, 2024 |
|
$ |
|
|
Foreign currency translation adjustments |
|
|
|
|
Measurement period adjustments |
|
|
( |
) |
Balance at June 30, 2025 |
|
$ |
|
|
Goodwill is tested for impairment at the reporting unit level on an annual basis as of October 31, and between annual tests if an event occurs or circumstances change that would more-likely-than-not reduce the fair value of a reporting unit below its carrying value. We
13
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
use a discounted expected future cash flow methodology (income approach) to estimate the fair value of our reporting units for purposes of goodwill impairment testing. As of June 30, 2025, we do not believe there have been any significant changes to the outlook for the future years or to the risk profile of our reporting units that would indicate that goodwill impairment testing between annual tests is required.
Other intangible assets consisted of the following:
|
|
|
|
June 30, 2025 |
|
|
December 31, 2024 |
|
||||||||||||||||||
(in thousands) |
|
Remaining Useful Life |
|
Gross |
|
|
Accumulated |
|
|
Net |
|
|
Gross |
|
|
Accumulated |
|
|
Net |
|
||||||
Intangible assets subject to amortization: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Customer contracts and relationships |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||||
Operating contracts and licenses |
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||||
In-place lease |
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||||
Tradenames |
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||||
Other |
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||||
Total amortized intangible assets |
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Indefinite-lived intangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Business licenses |
|
|
|
|
|
|
|
— |
|
|
|
|
|
|
|
|
|
— |
|
|
|
|
||||
Other intangible assets, net |
|
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||||
Intangible asset amortization expense (excluding amortization expense of ROU assets) was $
At June 30, 2025, the estimated future amortization expense related to intangible assets subject to amortization is as follows:
(in thousands) |
|
|
|
|
Year ending December 31, |
|
|
|
|
Remainder of 2025 |
|
$ |
|
|
2026 |
|
|
|
|
2027 |
|
|
|
|
2028 |
|
|
|
|
2029 |
|
|
|
|
Thereafter |
|
|
|
|
Total |
|
$ |
|
|
14
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 10. OTHER CURRENT LIABILITIES
Other current liabilities consisted of the following:
|
|
June 30, |
|
|
December 31, |
|
||
(in thousands) |
|
2025 |
|
|
2024 |
|
||
Continuing operations: |
|
|
|
|
|
|
||
Accrued concession fees |
|
$ |
|
|
$ |
|
||
Current portion of pension and postretirement liabilities |
|
|
|
|
|
|
||
Income taxes payable |
|
|
|
|
|
|
||
Deposit payable |
|
|
|
|
|
|
||
Accrued restructuring |
|
|
|
|
|
|
||
Other continuing operations |
|
|
|
|
|
|
||
Total continuing operations |
|
|
|
|
|
|
||
Discontinued operations: |
|
|
|
|
|
|
||
Taxes payable |
|
|
|
|
|
|
||
Self-insured liability |
|
|
|
|
|
|
||
Environmental remediation liabilities |
|
|
|
|
|
|
||
Other discontinued operations |
|
|
|
|
|
|
||
Total discontinued operations |
|
|
|
|
|
|
||
Total other current liabilities |
|
$ |
|
|
$ |
|
||
NOTE 11. OTHER DEFERRED ITEMS AND LIABILITIES
Other deferred items and liabilities consisted of the following:
|
|
June 30, |
|
|
December 31, |
|
||
(in thousands) |
|
2025 |
|
|
2024 |
|
||
Continuing operations: |
|
|
|
|
|
|
||
Foreign deferred tax liability |
|
$ |
|
|
$ |
|
||
Self-insured liability |
|
|
|
|
|
|
||
Accrued compensation |
|
|
|
|
|
|
||
Other |
|
|
|
|
|
|
||
Total continuing operations |
|
|
|
|
|
|
||
Discontinued operations: |
|
|
|
|
|
|
||
Environmental remediation liabilities |
|
|
|
|
|
|
||
Self-insured liability |
|
|
|
|
|
|
||
Total discontinued operations |
|
|
|
|
|
|
||
Total other deferred items and liabilities |
|
$ |
|
|
$ |
|
||
15
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 12. DEBT AND FINANCE LEASE OBLIGATIONS
The components of debt and finance obligations consisted of the following:
|
|
June 30, |
|
|
December 31, |
|
||
(in thousands, except interest rates) |
|
2025 |
|
|
2024 |
|
||
2025 Revolving Credit Facility - Pursuit borrowings |
|
$ |
|
|
$ |
|
||
Jasper Term Loan - |
|
|
|
|
|
|
||
Flyover Iceland Credit Facility - |
|
|
|
|
|
|
||
Other |
|
|
|
|
|
|
||
Less unamortized debt issuance costs |
|
|
( |
) |
|
|
( |
) |
Total debt |
|
|
|
|
|
|
||
Finance lease obligations - |
|
|
|
|
|
|
||
Total debt and finance lease obligations (3)(4) |
|
|
|
|
|
|
||
Current portion |
|
|
( |
) |
|
|
( |
) |
Long-term debt and finance lease obligations |
|
$ |
|
|
$ |
|
||
2025 Credit Agreement
On January 3, 2025, Pursuit entered into a Credit Agreement (the “2025 Credit Agreement”), along with Brewster Inc., an Alberta corporation and a co-borrower. The Credit Agreement provides for a $
The 2025 Credit Agreement carries financial covenants as follows:
As of June 30, 2025, we were in compliance with all financial covenants under the 2025 Revolving Credit Facility.
Interest rates for U.S. dollar borrowings are based on the Secured Overnight Financing Rate (“SOFR”). We also have the option to borrow U.S. funds based on the “Base Rate,” which for any day is the highest of the Fed Funds Rate plus
Interest rates for Canadian dollar borrowings are based on the Canadian Overnight Repo Rate Average (“CORRA”) plus an additional credit spread adjustment of
16
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Credit spreads for borrowings are based on our total net leverage ratio and range from
The 2025 Revolving Credit Facility includes an undrawn fee ranging from
As of June 30, 2025, capacity remaining under the 2025 Revolving Credit Facility was $
Interest rates for borrowings in Pound Sterling are based on the Sterling Overnight Index Average and interest rates for borrowings in Euro are based on the Euro Interbank Offered Rate (“EURIBOR”), plus applicable credit spreads. No such borrowings had been made as of June 30, 2025.
On July 1, 2025, we entered into a Share Purchase Agreement with the shareholders of Inversiones Turísticas Arenal, S.A. (“ITA”), pursuant to which we acquired all of the issued and outstanding shares of ITA for an aggregate purchase price of $
Jasper Credit Facility
Effective May 16, 2023, Pursuit entered into a $
The Jasper Credit Facility carries financial covenants as follows:
As of June 30, 2025, we were in compliance with all financial covenants under the Jasper Credit Facility.
Jasper Term Loan
The proceeds of the Jasper Term Loan reflect the outstanding balance under our prior Forest Park construction loan facility at the time it was converted to the Jasper Term Loan of $
Jasper Revolving Credit Facility
The proceeds of the Jasper Revolving Credit Facility are used to fund capital improvements. As of June 30, 2025, there were no outstanding borrowings, and capacity remaining under the Jasper Revolving Credit Facility was $
Flyover Iceland Credit Facility
Effective February 15, 2019, Flyover Iceland ehf., (“Flyover Iceland”) a wholly-owned subsidiary of Esja Attractions ehf. (“Esja”), entered into a credit agreement with a €
Flyover Iceland entered into an addendum effective
On February 27, 2024, Flyover Iceland reached an agreement to amend and extend the Flyover Iceland Credit Facility, wherein the principal payments were deferred for six months beginning March 1, 2024, with equal quarterly principal payments due beginning September 1, 2024 and a maturity date of September 1, 2029. The amended terms also include a modification of the financial covenants and an adjustment of the interest rate to three month EURIBOR plus
17
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 13. FAIR VALUE MEASUREMENTS
The fair value of an asset or liability is defined as the price that would be received by selling an asset or paying 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.
The fair value of assets and liabilities measured at fair value on a recurring basis are as follows:
|
|
|
|
|
Fair Value Measurements at Reporting Date Using |
|
||||||||||
(in thousands) |
|
June 30, 2025 |
|
|
Quoted Prices |
|
|
Significant |
|
|
Significant |
|
||||
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other mutual funds (1) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Total assets at fair value on a recurring basis |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
Fair Value Measurements at Reporting Date Using |
|
||||||||||
(in thousands) |
|
December 31, 2024 |
|
|
Quoted Prices |
|
|
Significant |
|
|
Significant |
|
||||
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other mutual funds (1) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Total assets at fair value on a recurring basis |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
The carrying values of cash and cash equivalents, accounts receivable, and accounts payable approximate fair value due to the short-term nature of these instruments. Refer to Note 12 – Debt and Finance Lease Obligations for the estimated fair value of debt obligations.
18
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 14. INCOME (LOSS) PER SHARE
The components of basic and diluted loss per share are as follows:
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
June 30, |
|
|
June 30, |
|
||||||||||
(in thousands, except per share data) |
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Income (loss) from continuing operations |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
||
Less: Net income attributable to non-redeemable noncontrolling interest |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Less: Net loss attributable to redeemable noncontrolling interest |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income (loss) from continuing operations attributable to Pursuit |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
Add: Allocation to participating securities |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Convertible preferred stock dividends paid in cash |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Net income (loss) from continuing operations allocated to Pursuit common stockholders (basic) |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
Income from discontinued operations, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Less: Allocation to participating securities |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Net income from discontinued operations allocated to Pursuit common stockholders (basic) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net income (loss) allocated to Pursuit common stockholders - basic and diluted |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic weighted-average outstanding common shares |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Additional dilutive shares related to share-based compensation |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Diluted weighted-average outstanding common shares |
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income (loss) per common share: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Continuing operations |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
Discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic income (loss) attributable to Pursuit common stockholders: |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||
Diluted (1): |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Continuing operations |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
Discontinued operations |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Diluted income (loss) attributable to Pursuit common stockholders: |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||
19
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
We excluded the following weighted-average potential common shares from the calculations of diluted net income (loss) per common share during the applicable periods because their inclusion would have been anti-dilutive:
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|||||||||
|
|
June 30, |
|
|
June 30, |
|
|||||||||
(in thousands) |
|
2025 |
|
|
2024 |
|
|
2025 |
|
2024 |
|
||||
Unvested restricted share-based awards |
|
|
|
|
|
|
|
|
|
|
|
||||
Unvested performance share-based awards |
|
|
|
|
|
|
|
|
|
|
|
||||
Stock options |
|
|
|
|
|
|
|
|
|
|
|
||||
NOTE 15. ACCUMULATED OTHER COMPREHENSIVE LOSS
Changes in accumulated other comprehensive loss (“AOCL”) by component are as follows:
(in thousands) |
|
Cumulative |
|
|
Unrecognized Net Actuarial Loss and Prior Service Cost, Net |
|
|
Accumulated |
|
|||
Balance at December 31, 2024 |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
Other comprehensive income before reclassifications |
|
|
|
|
|
— |
|
|
|
|
||
Amounts reclassified from AOCL, net of tax |
|
|
|
|
|
|
|
|
|
|||
Net other comprehensive income |
|
|
|
|
|
|
|
|
|
|||
Balance at June 30, 2025 |
|
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
|
(in thousands) |
|
Cumulative |
|
|
Unrecognized Net Actuarial Loss and Prior Service Cost, Net |
|
|
Unrealized Gain (Loss) on Interest Rate Cap |
|
|
Accumulated |
|
||||
Balance at December 31, 2023 |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
Other comprehensive income (loss) before reclassifications |
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
||
Amounts reclassified from AOCL, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net other comprehensive income (loss) |
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
||
Balance at June 30, 2024 |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
Amounts reclassified from AOCL that relate to our defined benefit pension and postretirement plans include the amortization of prior service costs and actuarial net losses recognized during each period presented. We recorded these costs as components of net periodic cost for each period presented. Refer to Note 17 – Pension and Postretirement Benefits for additional information.
NOTE 16. INCOME TAXES
The effective tax rate was
The income tax provision was computed based on our estimated annualized effective tax rate and the full-year forecasted income or loss plus the tax impact of unusual, infrequent, or nonrecurring significant items during the period. The amount and change of pre-tax income and loss recognized between jurisdictions impacted the reported effective tax rate for the six months ended June 30, 2025, as we do not recognize a tax benefit primarily on losses in the United States where we have a valuation allowance, while recognizing tax expense in Canada and Iceland.
During the three and six months ended June 30, 2025, we recognized a tax benefit of $
20
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
We paid net cash for income taxes of $
NOTE 17. PENSION AND POSTRETIREMENT BENEFITS
The components of net periodic benefit cost of our pension and postretirement benefit plans for the three months ended June 30, 2025 and 2024 consist of the following:
|
|
Domestic Plans |
|
|
|
|
|
|
|
|||||||||||||||
|
|
Pension Plans |
|
|
Postretirement Benefit Plans |
|
|
Foreign Pension Plans |
|
|||||||||||||||
(in thousands) |
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||||
Service cost |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
Interest cost |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Expected return on plan assets |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||
Amortization of prior service cost |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Recognized net actuarial loss (gain) |
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
||||
Net periodic benefit cost |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
The components of net periodic benefit cost of our pension and postretirement benefit plans for the six months ended June 30, 2025 and 2024 consist of the following:
|
|
Domestic Plans |
|
|
|
|
|
|
|
|||||||||||||||
|
|
Pension Plans |
|
|
Postretirement Benefit Plans |
|
|
Foreign Pension Plans |
|
|||||||||||||||
(in thousands) |
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||||
Service cost |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
Interest cost |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Expected return on plan assets |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||
Amortization of prior service cost |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Recognized net actuarial loss (gain) |
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
|
||||
Net periodic benefit cost |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
We expect to contribute $
21
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
NOTE 18. LEASES AND OTHER
The balance sheet presentation of our operating and finance leases is as follows:
|
|
|
|
June 30, |
|
|
December 31, |
|
||
(in thousands) |
|
Classification on the Condensed Consolidated Balance Sheet |
|
2025 |
|
|
2024 |
|
||
Assets: |
|
|
|
|
|
|
|
|
||
Operating lease ROU assets |
|
|
$ |
|
|
$ |
|
|||
Finance lease ROU assets, net |
|
|
|
|
|
|
|
|||
Total lease ROU assets |
|
|
|
$ |
|
|
$ |
|
||
|
|
|
|
|
|
|
|
|
||
Liabilities: |
|
|
|
|
|
|
|
|
||
Current: |
|
|
|
|
|
|
|
|
||
Operating lease obligations |
|
|
$ |
|
|
$ |
|
|||
Finance lease obligations |
|
|
|
|
|
|
|
|||
Noncurrent: |
|
|
|
|
|
|
|
|
||
Operating lease obligations |
|
|
|
|
|
|
|
|||
Finance lease obligations |
|
|
|
|
|
|
|
|||
Total lease liabilities |
|
|
|
$ |
|
|
$ |
|
||
The components of lease expense consisted of the following:
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
June 30, |
|
|
June 30, |
|
||||||||||
(in thousands) |
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Finance lease cost: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Amortization of ROU assets |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Interest on lease liabilities |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Operating lease cost |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Short-term lease cost |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Variable lease cost |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total lease cost, net |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Other information related to operating and finance leases are as follows:
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
June 30, |
|
|
June 30, |
|
||||||||||
(in thousands) |
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Cash paid for amounts included in the measurement of lease liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Operating cash flows from operating leases |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Operating cash flows from finance leases |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Financing cash flows from finance leases |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
ROU assets obtained in exchange for lease obligations: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Operating leases |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
|
|
|
|
|
|
June 30, |
|
|
December 31, |
|
||
|
|
|
|
|
|
2025 |
|
|
2024 |
|
||
Weighted-average remaining lease term (years): |
|
|
|
|
|
|
|
|
|
|
||
Operating leases |
|
|
|
|
|
|
|
|
|
|
||
Finance leases |
|
|
|
|
|
|
|
|
|
|
||
Weighted-average discount rate: |
|
|
|
|
|
|
|
|
|
|
||
Operating leases |
|
|
|
|
|
|
% |
|
|
% |
||
Finance leases |
|
|
|
|
|
|
% |
|
|
% |
||
22
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
As of June 30, 2025, the estimated future minimum lease payments under non-cancellable leases, excluding variable leases and variable non-lease components, are as follows:
(in thousands) |
|
Operating Leases |
|
|
Finance Leases |
|
|
Total |
|
|||
Remainder of 2025 |
|
$ |
|
|
$ |
|
|
$ |
|
|||
2026 |
|
|
|
|
|
|
|
|
|
|||
2027 |
|
|
|
|
|
|
|
|
|
|||
2028 |
|
|
|
|
|
|
|
|
|
|||
2029 |
|
|
|
|
|
|
|
|
|
|||
Thereafter |
|
|
|
|
|
|
|
|
|
|||
Total future lease payments |
|
|
|
|
|
|
|
|
|
|||
Less: Amount representing interest |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Present value of minimum lease payments |
|
|
|
|
|
|
|
|
|
|||
Current portion |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Long-term portion |
|
$ |
|
|
$ |
|
|
$ |
|
|||
As of June 30, 2025, the estimated future minimum rental income under non-cancellable leases, which includes rental income from facilities that we own, are as follows:
(in thousands) |
|
|
|
|
Remainder of 2025 |
|
$ |
|
|
2026 |
|
|
|
|
2027 |
|
|
|
|
2028 |
|
|
|
|
2029 |
|
|
|
|
Thereafter |
|
|
|
|
Total minimum rents |
|
$ |
|
|
NOTE 19. LITIGATION, CLAIMS, CONTINGENCIES, AND OTHER
Litigation and Regulatory Proceedings
We are plaintiffs or defendants in 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 us. Although the amount of liability as of June 30, 2025 with respect to unresolved legal matters is not ascertainable, we believe that any resulting liability, after taking into consideration amounts already provided for and insurance coverage, will not have a material effect on our business, financial position, or results of operations.
On July 18, 2020, one of our off-road Ice Explorers was involved in an accident while enroute to the Athabasca Glacier, resulting in three fatalities and multiple other serious injuries. We immediately reported the accident to our relevant insurance carriers, who have supported our investigation and subsequent claims relating to the accident. In May 2023, we resolved charges from the Canadian office of Occupational Health and Safety in relation to this accident, resulting in fines and related payments in an aggregate amount of $
We are subject to various United States federal, state, and foreign laws and regulations governing the prevention of pollution and the protection of the environment in the jurisdictions in which we have or had operations. If we fail to comply with these environmental laws and regulations, civil and criminal penalties could be imposed, and we could become subject to regulatory enforcement actions in the form of injunctions and cease and desist orders. As is the case with many companies, we also face exposure to actual or potential claims and lawsuits involving environmental matters relating to our past operations. As of June 30, 2025, we had recorded environmental remediation liabilities of $
23
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Guarantees
As of June 30, 2025, we 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 and equipment leases entered into by our subsidiary operations. We 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 we would be required to make under all guarantees existing as of June 30, 2025 would be approximately $
NOTE 20. NONCONTROLLING INTERESTS - REDEEMABLE AND NON-REDEEMABLE
Redeemable noncontrolling interest
On November 3, 2017, we acquired the controlling interest (
The noncontrolling interest’s carrying value was determined by the fair value of the noncontrolling interest as of the acquisition date and the noncontrolling interest’s share of the subsequent net income or loss. This value was benchmarked against the redemption value of the sellers’ put option. The carrying value was adjusted to the redemption value, provided that it did not fall below the initial carrying value, as determined by the purchase price allocation. We made a policy election to reflect any changes caused by such an adjustment to retained earnings (accumulated deficit), rather than to current earnings (loss).
Non-redeemable noncontrolling interest
Non-redeemable noncontrolling interest represents the portion of equity in a subsidiary that is not attributable, directly or indirectly, to us. Our non-redeemable noncontrolling interest relates to the equity ownership interest that we do not own.
Changes in the non-redeemable noncontrolling interest are as follows:
(in thousands) |
Glacier Park, Inc. |
|
|
Brewster (1) |
|
|
Sky Lagoon |
|
|
Flyover Iceland |
|
|
Total |
|
|||||
Balance at December 31, 2024 |
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Net (loss) income attributable to non-redeemable noncontrolling interest |
|
( |
) |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
|
||
Distributions to noncontrolling interests, net |
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
|||
Foreign currency translation adjustments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Balance at June 30, 2025 |
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|||||
Equity ownership interest that we do not own |
|
% |
|
|
% |
|
|
% |
|
|
% |
|
|
|
|||||
NOTE 21. SEGMENT INFORMATION
On December 31, 2024, we completed the sale of our GES Business (“GES Sale”). Prior to the GES Sale, our three operating segments comprised Pursuit, GES Exhibitions, and Spiro. As a result of the GES Sale, the operating results and cash flows for the GES Business
24
PURSUIT ATTRACTIONS AND HOSPITALITY, INC.
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
have been classified as discontinued operations within the Condensed Consolidated Financial Statements for all periods presented. Refer to Note 5 – Discontinued Operations for additional information. Following our relaunch as Pursuit, our Board of Directors appointed a new President and Chief Executive Officer, who is our chief operating decision maker (“CODM”).
An operating segment is defined as a component of an enterprise that engages in business activities for which discrete financial information is available and regularly reviewed by the CODM in deciding how to allocate resources and assess performance. Our CODM manages the business on a consolidated basis and accordingly we have a single operating and reportable segment. We derive our revenue through our collection of travel experiences including attractions and hospitality, along with integrated restaurants, retail, and transportation.
Our CODM assesses performance of our single reportable segment and decides how to allocate resources based on income (loss) from continuing operations, which is also reported on the Condensed Consolidated Statements of Operations as “Income (loss) from continuing operations.” Our CODM uses income (loss) from continuing operations to monitor actual results to our forecasted plan, which is used in assessing performance and in establishing management compensation.
The financial information, including significant single segment expense categories regularly provided to our CODM, are included in the following table including a reconciliation to income (loss) from continuing operations:
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
June 30, |
|
|
June 30, |
|
||||||||||
(in thousands) |
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Total revenue |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Costs and expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Cost of food, beverage, and retail products sold |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Operating labor expenses (1) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other segment expenses (2) |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Selling, general, and administrative expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Depreciation and amortization |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Interest expense, net |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other expense, net |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total costs and expenses |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income (loss) from continuing operations before income taxes |
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||
Income tax expense |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Income (loss) from continuing operations |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
||
(1)
(2)
NOTE 22. SUBSEQUENT EVENTS
Acquisition of Tabacón Thermal Resort & Spa
On July 1, 2025, we entered into a Share Purchase Agreement with the shareholders of ITA, pursuant to which we acquired all of the issued and outstanding shares of ITA for an aggregate purchase price of $
Authorization of New Share Repurchase Program
In March 2020, our Board of Directors suspended our existing share repurchase program indefinitely, and
25
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward-Looking Statements
This Quarterly Report on Form 10-Q (this “Form 10-Q”) contains a number of forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words, and variations of words, such as “aim,” “anticipate,” “believe,” “could,” “deliver,” “estimate,” “expect,” “intend,” “may,” “might,” “outlook,” “plan,” “potential,” “seek,” “target,” “will,” and similar expressions are intended to identify our forward-looking statements. Similarly, statements that describe our business strategy, outlook, objectives, plans, initiatives, intentions, or goals also are forward-looking statements. These forward-looking statements are not historical facts and are subject to a host of risks and uncertainties, many of which are beyond our control, which could cause actual results to differ materially from those in the forward-looking statements.
Important factors that could cause actual results to differ materially from those described in our forward-looking statements include, but are not limited to, the following:
For a more complete discussion of the risks and uncertainties that may affect our business or financial results, refer to Part 1, Item 1A – Risk Factors of our 2024 Form 10-K. We disclaim and do not undertake any obligation to update or revise any forward-looking statement except as required by applicable law or regulation.
The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) should be read in conjunction with our 2024 Form 10-K and the Condensed Consolidated Financial Statements and related notes included in this Form 10-Q. The MD&A is intended to assist in understanding our financial condition and results of operations.
Overview
We are an attractions and hospitality company that owns and operates a collection of inspiring and unforgettable experiences in iconic destinations in the United States, Canada, Iceland, and Costa Rica (as of July 1, 2025, in conjunction with our recent acquisition of Tabacón Thermal Resort & Spa (“Tabacón”), as further discussed below). Our elevated hospitality experiences include 17 world-class
26
point-of-interest attractions and 29 distinctive lodges, along with integrated restaurants, retail and transportation that enable visitors to discover and connect with stunning national parks and renowned global travel locations.
Sale of the GES Business and Viad Corp Transformation into Pursuit
On October 20, 2024, Pursuit (formerly known as Viad Corp) entered into an Equity Purchase Agreement (the “Purchase Agreement”) with TL Voltron, LLC, a Delaware limited liability company (“Truelink Capital”), pursuant to which Truelink Capital agreed to purchase all of the outstanding equity interests held by the Company in its subsidiaries comprising the GES Business. The aggregate purchase price was $535 million, consisting of a base purchase price of $510 million, subject to customary adjustments for cash, indebtedness, working capital and transaction expenses, and a deferred purchase price of $25 million payable by Truelink Capital to the Company one year after the closing date.
On December 31, 2024, we completed the sale of the GES Business to Truelink Capital and relaunched Viad Corp as Pursuit Attractions and Hospitality, Inc., a standalone attractions and hospitality company with a singular focus on delivering unforgettable experiences in iconic destinations. We began trading under a new NYSE ticker symbol, PRSU, on January 2, 2025.
We determined that the sale of the GES Business met the criteria to be classified as a discontinued operation. Accordingly, we have accounted for the GES Business as a discontinued operation in this Quarterly Report on Form 10-Q. All amounts and disclosures for all periods presented reflect only the continuing operations of the Company unless otherwise noted. Refer to Note 5 – Discontinued Operations of the Notes to Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) for further information.
Acquisition of Tabacón Thermal Resort & Spa
On July 1, 2025, we entered into a Share Purchase Agreement with the shareholders of Inversiones Turísticas Arenal, S.A. (“ITA”), pursuant to which we acquired all of the issued and outstanding shares of ITA. ITA is the owner and operator of Tabacón, a five-star eco-luxury resort located in the Arenal region of Costa Rica, which spans 570 acres of rainforest. Tabacón features 105 rooms, an internationally renowned spa, and signature culinary experiences. Refer to Note 22 – Subsequent Events of the Notes to Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) for further information. The financial results of Tabacón will be consolidated in our financial statements prospectively from the date of acquisition and, as such, there is no financial impact from Tabacón included in the results of operations for the three and six months ended June 30, 2025.
Seasonality
Our peak activity historically occurs during the summer months. During 2024, 77% of our revenue was earned in the second and third quarters.
Results of Operations
The following table presents total revenue by line of business:
|
|
Three Months Ended |
|
|
|
|
|
Six Months Ended |
|
|
|
|
||||||||||||
|
|
June 30, |
|
|
|
|
|
June 30, |
|
|
|
|
||||||||||||
(in thousands) |
|
2025 |
|
|
2024 |
|
|
% |
|
|
2025 |
|
|
2024 |
|
|
% |
|
||||||
Revenue (1): |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Attractions |
|
$ |
67,968 |
|
|
$ |
56,421 |
|
|
|
20.5 |
% |
|
$ |
91,960 |
|
|
$ |
79,401 |
|
|
|
15.8 |
% |
Hospitality |
|
|
44,485 |
|
|
|
40,547 |
|
|
|
9.7 |
% |
|
|
55,679 |
|
|
|
52,127 |
|
|
|
6.8 |
% |
Transportation |
|
|
3,727 |
|
|
|
3,381 |
|
|
|
10.2 |
% |
|
|
5,522 |
|
|
|
5,309 |
|
|
|
4.0 |
% |
Other |
|
|
563 |
|
|
|
852 |
|
|
|
(33.9 |
)% |
|
|
1,161 |
|
|
|
1,595 |
|
|
|
(27.2 |
)% |
Total revenue |
|
$ |
116,743 |
|
|
$ |
101,201 |
|
|
|
15.4 |
% |
|
$ |
154,322 |
|
|
$ |
138,432 |
|
|
|
11.5 |
% |
Three months ended June 30, 2025 compared to the three months ended June 30, 2024
Attractions revenue increased $11.5 million primarily due to a 7.7% increase in the number of visitors as well as higher revenue per attraction visitor of 11.9%. Additionally, our Jasper SkyTram attraction, which we acquired on December 31, 2024, contributed incremental revenue of $1.7 million during the three months ended June 30, 2025.
27
Hospitality revenue increased $3.9 million primarily due to a 9.0% increase in Revenue per Available Room (“RevPAR”) driven by revenue management efforts and increased guest demand, partially offset by a decrease in available room nights of 3.1% due to ongoing renovations work at the Forest Park Woodland Wing.
Six months ended June 30, 2025 compared to the six months ended June 30, 2024
Attractions revenue increased $12.6 million primarily due to a 5.9% increase in the number of visitors as well as higher revenue per attraction visitor of 9.4%. Additionally, our Jasper SkyTram attraction, which we acquired on December 31, 2024 and Flyover Chicago attraction, which opened on March 1, 2024, contributed incremental revenue of $3.0 million during the six months ended June 30, 2025.
Hospitality revenue increased $3.6 million primarily due to an 8.6% increase in RevPAR driven by revenue management efforts and increased guest demand, partially offset by a decrease in available room nights of 4.7% due to ongoing renovations work at the Forest Park Woodland Wing.
Performance Measures
We use the following key business metrics to evaluate the performance of Pursuit’s attractions business:
We use the following key business metrics, common in the hospitality industry, to evaluate Pursuit’s hospitality business:
The following table provides our key performance indicators:
|
|
Three Months Ended |
|
|
Three Months Ended |
|
|
|
|
|
|
|
||||||||||||
|
|
June 30, 2025 |
|
|
June 30, 2024 |
|
|
% Change |
|
|||||||||||||||
|
|
As |
|
|
Same-Store(2) |
|
|
As |
|
|
Same-Store(2) |
|
|
As |
|
|
Same-Store(2) |
|
||||||
Attractions Key Performance Indicators: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Number of visitors |
|
|
1,135,144 |
|
|
|
1,002,312 |
|
|
|
1,054,378 |
|
|
|
952,776 |
|
|
|
7.7 |
% |
|
|
5.2 |
% |
Ticket revenue (in thousands) |
|
$ |
53,200 |
|
|
$ |
49,427 |
|
|
$ |
43,707 |
|
|
$ |
42,256 |
|
|
|
21.7 |
% |
|
|
17.0 |
% |
Effective ticket price |
|
$ |
46.87 |
|
|
$ |
49.31 |
|
|
$ |
41.45 |
|
|
$ |
44.35 |
|
|
|
13.1 |
% |
|
|
11.2 |
% |
Attractions revenue (in thousands) |
|
$ |
67,968 |
|
|
$ |
63,640 |
|
|
$ |
56,421 |
|
|
$ |
54,928 |
|
|
|
20.5 |
% |
|
|
15.9 |
% |
Revenue per attraction visitor |
|
$ |
59.88 |
|
|
$ |
63.49 |
|
|
$ |
53.51 |
|
|
$ |
57.65 |
|
|
|
11.9 |
% |
|
|
10.1 |
% |
Hospitality Key Performance Indicators: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Room nights available |
|
|
159,108 |
|
|
|
151,215 |
|
|
|
164,228 |
|
|
|
150,396 |
|
|
|
(3.1 |
)% |
|
|
0.5 |
% |
Rooms revenue (in thousands) |
|
$ |
25,952 |
|
|
$ |
24,821 |
|
|
$ |
24,578 |
|
|
$ |
22,669 |
|
|
|
5.6 |
% |
|
|
9.5 |
% |
RevPAR |
|
$ |
163.11 |
|
|
$ |
164.15 |
|
|
$ |
149.66 |
|
|
$ |
150.73 |
|
|
|
9.0 |
% |
|
|
8.9 |
% |
Occupancy |
|
|
73.5 |
% |
|
|
73.1 |
% |
|
|
69.3 |
% |
|
|
69.0 |
% |
|
|
4.2 |
% |
|
|
4.1 |
% |
ADR |
|
$ |
221.80 |
|
|
$ |
224.67 |
|
|
$ |
216.10 |
|
|
$ |
218.38 |
|
|
|
2.6 |
% |
|
|
2.9 |
% |
Hospitality revenue (in thousands) |
|
$ |
44,485 |
|
|
$ |
41,621 |
|
|
$ |
40,547 |
|
|
$ |
37,936 |
|
|
|
9.7 |
% |
|
|
9.7 |
% |
28
|
|
Six Months Ended |
|
|
Six Months Ended |
|
|
|
|
|
|
|
||||||||||||
|
|
June 30, 2025 |
|
|
June 30, 2024 |
|
|
% Change |
|
|||||||||||||||
|
|
As |
|
|
Same-Store(1) |
|
|
As |
|
|
Same-Store(1) |
|
|
As |
|
|
Same-Store(1) |
|
||||||
Attractions Key Performance Indicators: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Number of visitors |
|
|
1,594,604 |
|
|
|
1,393,096 |
|
|
|
1,506,186 |
|
|
|
1,368,924 |
|
|
|
5.9 |
% |
|
|
1.8 |
% |
Ticket revenue (in thousands) |
|
$ |
72,152 |
|
|
$ |
66,664 |
|
|
$ |
61,512 |
|
|
$ |
59,017 |
|
|
|
17.3 |
% |
|
|
13.0 |
% |
Effective ticket price |
|
$ |
45.25 |
|
|
$ |
47.85 |
|
|
$ |
40.84 |
|
|
$ |
43.11 |
|
|
|
10.8 |
% |
|
|
11.0 |
% |
Attractions revenue (in thousands) |
|
$ |
91,960 |
|
|
$ |
85,850 |
|
|
$ |
79,401 |
|
|
$ |
76,606 |
|
|
|
15.8 |
% |
|
|
12.1 |
% |
Revenue per attraction visitor |
|
$ |
57.67 |
|
|
$ |
61.63 |
|
|
$ |
52.72 |
|
|
$ |
55.96 |
|
|
|
9.4 |
% |
|
|
10.1 |
% |
Hospitality Key Performance Indicators: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Room nights available |
|
|
268,223 |
|
|
|
252,773 |
|
|
|
281,538 |
|
|
|
253,874 |
|
|
|
(4.7 |
)% |
|
|
(0.4 |
)% |
Rooms revenue (in thousands) |
|
$ |
33,291 |
|
|
$ |
31,683 |
|
|
$ |
32,182 |
|
|
$ |
29,108 |
|
|
|
3.4 |
% |
|
|
8.8 |
% |
RevPAR |
|
$ |
124.12 |
|
|
$ |
125.34 |
|
|
$ |
114.31 |
|
|
$ |
114.65 |
|
|
|
8.6 |
% |
|
|
9.3 |
% |
Occupancy |
|
|
67.8 |
% |
|
|
67.5 |
% |
|
|
64.4 |
% |
|
|
64.6 |
% |
|
|
3.4 |
% |
|
|
2.9 |
% |
ADR |
|
$ |
183.18 |
|
|
$ |
185.70 |
|
|
$ |
177.43 |
|
|
$ |
177.51 |
|
|
|
3.2 |
% |
|
|
4.6 |
% |
Hospitality revenue (in thousands) |
|
$ |
55,679 |
|
|
$ |
51,963 |
|
|
$ |
52,127 |
|
|
$ |
47,673 |
|
|
|
6.8 |
% |
|
|
9.0 |
% |
Attractions. The increase in the same-store number of attraction visitors during the three and six months ended June 30, 2025 was primarily driven by continued momentum in guest demand.
During the three months ended June 30, 2025, attractions ticket revenue on a same-store basis increased $7.2 million, driven by a 5.2% increase in visitors and an 11.2% increase in effective ticket price. During the six months ended June 30, 2025, attractions ticket revenue on a same-store basis increased $7.6 million, driven by a 1.8% increase in visitors and a 11.0% increase in effective ticket price. These increases were primarily driven by the expansion of the Sky Lagoon experience, which included the addition of a larger ritual area and the debut of Skjól, a seven step ritual that opened in August 2024.
Hospitality. The increase in RevPAR on a same-store basis during both the three and six months ended June 30, 2025 was due to higher occupancy and an increase in ADR.
Rooms revenue on a same-store basis for the three months ended June 30, 2025 increased $2.2 million on an 8.9% increase in RevPAR. Rooms revenue on a same-store basis for the six months ended June 30, 2025 increased $2.6 million on a 9.3% increase in RevPAR.
Other Expenses
|
|
Three Months Ended |
|
|
|
|
|
Six Months Ended |
|
|
|
|
||||||||||||
|
|
June 30, |
|
|
|
|
|
June 30, |
|
|
|
|
||||||||||||
(in thousands) |
|
2025 |
|
|
2024 |
|
|
% Change |
|
|
2025 |
|
|
2024 |
|
|
% Change |
|
||||||
Cost of food, beverage, and retail products sold |
|
$ |
8,871 |
|
|
$ |
8,377 |
|
|
|
5.9 |
% |
|
$ |
11,156 |
|
|
$ |
10,914 |
|
|
|
2.2 |
% |
Operating expenses (exclusive of depreciation and amortization shown separately below) |
|
$ |
62,563 |
|
|
$ |
59,793 |
|
|
|
4.6 |
% |
|
$ |
100,990 |
|
|
$ |
100,167 |
|
|
|
0.8 |
% |
Selling, general, and administrative expenses |
|
$ |
15,729 |
|
|
$ |
13,695 |
|
|
|
14.9 |
% |
|
$ |
32,894 |
|
|
$ |
26,537 |
|
|
|
24.0 |
% |
Depreciation and amortization |
|
$ |
11,073 |
|
|
$ |
11,182 |
|
|
|
(1.0 |
)% |
|
$ |
22,041 |
|
|
$ |
20,945 |
|
|
|
5.2 |
% |
Interest expense, net |
|
$ |
1,928 |
|
|
$ |
3,937 |
|
|
|
(51.0 |
)% |
|
$ |
3,392 |
|
|
$ |
6,859 |
|
|
|
(50.5 |
)% |
Other expense, net |
|
$ |
5,962 |
|
|
$ |
309 |
|
|
** |
|
|
$ |
6,319 |
|
|
$ |
619 |
|
|
** |
|
||
Income tax expense |
|
$ |
3,021 |
|
|
$ |
2,772 |
|
|
|
9.0 |
% |
|
$ |
1,155 |
|
|
$ |
1,118 |
|
|
|
3.3 |
% |
Income from discontinued operations, net of tax |
|
$ |
1,135 |
|
|
$ |
29,742 |
|
|
|
(96.2 |
)% |
|
$ |
1,004 |
|
|
$ |
33,362 |
|
|
|
(97.0 |
)% |
** Change is greater than +/- 100%.
Operating expenses (exclusive of depreciation and amortization) - The increase in operating expenses for the three months ended June 30, 2025 compared to the prior year period was primarily due to increases in variable costs associated with increased transaction volumes and revenues, including royalty and concession fees, labor expense, and cost of goods, as well as other inflationary cost increases, including an increase in allocated administrative expenses, $1.0 million of increased repairs and maintenance expense, and a $0.7 million increase in professional services. These increases were partially offset by the periodic remeasurement of the Sky Lagoon finance lease obligation, which resulted in an unrealized foreign exchange gain of $3.9 million in the second quarter of 2025 as compared to an unrealized gain of $0.2 million in the second quarter of 2024.
29
Selling, general, and administrative expenses - The increase in selling, general and administrative expenses is primarily due to higher transaction-related costs of $3.4 million during the three months ended June 30, 2025 and $8.3 million during the six months ended June 30, 2025 (primarily related to our transition to a standalone publicly-traded operating company in connection with the sale of the GES Business, as well as expenses associated with our acquisition of Tabacón), offset in part by a decrease in corporate overhead costs.
Other expense, net - The increase in other expense, net is primarily due to a $5.4 million settlement charge associated with the termination of the Giltspur Inc. Employees’ Pension Plan, which was reclassified from AOCL.
Income tax expense – The effective tax rate was 28.5% for the three months ended June 30, 2025 compared to 70.9% for the three months ended June 30, 2024, and a negative 5.1% for the six months ended June 30, 2025 compared to a negative 4.0% for the six months ended June 30, 2024. The decrease in the effective rate for the three months ended June 30, 2025 compared to the prior year period was primarily attributable to a tax benefit recorded during the three and six months ended June 30, 2025 of $3.2 million associated with the release of valuation allowances recorded against Canadian net operating losses, as well as the termination of the Giltspur, Inc. Employees’ Pension Plan.
Income from discontinued operations, net of tax – On December 31, 2024, we completed the sale of the GES Business. Accordingly, the operating results of the GES Business are included within discontinued operations for 2024.
Liquidity and Capital Resources
We believe that our existing sources of liquidity will be sufficient to fund operations and projected capital outlays for at least the next 12 months and the longer term.
When assessing our current sources of liquidity, we include the following:
|
|
June 30, |
|
|
December 31, |
|
||
(in thousands) |
|
2025 |
|
|
2024 |
|
||
Unrestricted cash and cash equivalents (1) |
|
$ |
24,742 |
|
|
$ |
49,702 |
|
Available capacity on 2025 Revolving Credit Facility(2) |
|
|
183,859 |
|
|
|
— |
|
Total available liquidity |
|
$ |
208,601 |
|
|
$ |
49,702 |
|
On January 3, 2025, Pursuit entered into the 2025 Credit Agreement (the “2025 Credit Agreement”) with Bank of America, N.A., as administrative agent, and the other lenders named in the agreement. The 2025 Credit Agreement provides for the $200 million revolving credit facility (the “2025 Revolving Credit Facility”), available in U.S. dollars, Canadian dollars, Euros and Pounds sterling, with a maturity of January 3, 2030. Proceeds from the 2025 Revolving Credit Facility will provide us with additional funds for operations, growth initiatives, acquisitions, and other general corporate purposes. Refer to Note 12 – Debt and Finance Lease Obligations of the Notes to Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) for further information.
On July 1, 2025, we entered into a Share Purchase Agreement with the shareholders of ITA, pursuant to which we acquired all of the issued and outstanding shares of ITA for an aggregate purchase price of $111.0 million. We funded the purchase price primarily with borrowings under the 2025 Revolving Credit Facility of $105.0 million. Refer to Note 12 – Debt and Finance Lease Obligations and Note 22 – Subsequent Events of the Notes to Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) for further information.
Cash provided by operating activities, supplemented by our existing cash and cash equivalents and availability under our 2025 Revolving Credit Facility, are our primary sources of liquidity for funding our business requirements. During the six months ended June 30, 2025, net cash used in operating activities attributable to continuing operations was $2.8 million.
Our short-term and long-term funding requirements include debt obligations, maintenance capital expenditures, working capital requirements, and potential acquisitions and strategic investments as we focus on scaling our investments in high-return unforgettable, inspiring experiences with high return potential through our Refresh, Build, Buy growth strategy. Our projected capital outlays can be adjusted for changes in the operating environment.
30
Capital Expenditures
For 2025, we have planned capital expenditures of approximately $71 million to $76 million. This includes approximately $38 million to $43 million on select growth projects, including the refresh of the Forest Park Hotel’s Woodland Wing. We expect to evaluate other selective investments to advance our Refresh, Build, Buy growth strategy while maintaining a solid liquidity position.
Other Obligations
We have additional obligations as part of our ordinary course of business, beyond those committed for debt obligations and capital expenditures. Refer to Note 17 – Pension and Postretirement Benefits and Note 18 – Leases and Other of the Notes to Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) for further information. The expected timing of payments of our obligations is estimated based on current information. Timing of payments and actual amounts paid may be different, depending on changes to agreed-upon amounts for certain obligations.
Cash Flows
Operating Activities
|
|
Six Months Ended |
|
|||||
|
|
June 30, |
|
|||||
(in thousands) |
|
2025 |
|
|
2024 |
|
||
Net (loss) income |
|
$ |
(22,621 |
) |
|
$ |
4,635 |
|
Loss from discontinued operations, net of tax |
|
|
(1,004 |
) |
|
|
(33,362 |
) |
Depreciation and amortization |
|
|
22,041 |
|
|
|
20,945 |
|
Share-based compensation expense |
|
|
4,261 |
|
|
|
5,106 |
|
Other non-cash items, net |
|
|
378 |
|
|
|
10,226 |
|
Changes in operating assets and liabilities, net |
|
|
(5,863 |
) |
|
|
(10,609 |
) |
Net cash used in operating activities attributable to continuing operations |
|
$ |
(2,808 |
) |
|
$ |
(3,059 |
) |
Net cash used by operating activities attributable to continuing operations remained relatively flat as compared to the prior year.
Investing Activities
|
|
Six Months Ended |
|
|||||
|
|
June 30, |
|
|||||
(in thousands) |
|
2025 |
|
|
2024 |
|
||
Capital expenditures |
|
$ |
(28,262 |
) |
|
$ |
(30,839 |
) |
Proceeds from insurance |
|
|
6,445 |
|
|
|
— |
|
Cash paid for acquisitions |
|
|
— |
|
|
|
(394 |
) |
Proceeds from dispositions of property and other assets |
|
|
136 |
|
|
|
18 |
|
Net cash used in investing activities attributable to continuing operations |
|
$ |
(21,681 |
) |
|
$ |
(31,215 |
) |
Net cash used in investing activities attributable to continuing operations decreased $9.5 million compared to the prior year period, primarily due to a decrease in capital expenditures combined with insurance proceeds received of $6.4 million for the Jasper wildfires in the 2025 period.
Financing Activities
|
|
Six Months Ended |
|
|||||
|
|
June 30, |
|
|||||
(in thousands) |
|
2025 |
|
|
2024 |
|
||
Proceeds from borrowings |
|
$ |
75,456 |
|
|
$ |
285,867 |
|
Payments on debt and finance obligations |
|
|
(65,383 |
) |
|
|
(256,053 |
) |
Dividends paid on preferred stock |
|
|
— |
|
|
|
(3,900 |
) |
Distributions to noncontrolling interest, net |
|
|
(5,436 |
) |
|
|
(3,151 |
) |
Payments of debt issuance costs |
|
|
(1,818 |
) |
|
|
(773 |
) |
Payment of payroll taxes on stock-based compensation through shares withheld or repurchased |
|
|
(717 |
) |
|
|
(1,385 |
) |
Proceeds from exercise of stock options |
|
|
2,840 |
|
|
|
— |
|
Other financing activities |
|
|
— |
|
|
|
188 |
|
Net cash provided by financing activities attributable to continuing operations |
|
$ |
4,942 |
|
|
$ |
20,793 |
|
31
Net cash provided by financing activities attributable to continuing operations decreased $15.9 million, primarily due to net borrowings of $10.1 million during the six months ended June 30, 2025 compared to $29.8 million during the six months ended June 30, 2024.
Critical Accounting Estimates
Refer to Part II, Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations of our 2024 Form 10-K for a discussion of our critical accounting estimates.
Impact of Recent Accounting Pronouncements
Refer to Note 1 – Overview and Basis of Presentation of the Notes to Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) for additional information.
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Our market risk exposure relates to fluctuations in interest rates and foreign exchange rates. Foreign exchange risk is the risk that fluctuating exchange rates will adversely affect our financial condition or results of operations. The foreign exchange risk is composed of both potential losses from the translation of foreign currency financial information and the remeasurement of foreign currency transactions. Interest rate risk is the risk that changing interest rates will adversely affect our financial position or results of operations.
Our foreign operations during the three and six months ended June 30, 2025 were in Canada and Iceland. The functional currency of our foreign subsidiaries is their local currency. Accordingly, for purposes of consolidation, we translate the assets and liabilities of our foreign subsidiaries into U.S. dollars at the foreign exchange rates in effect at the balance sheet date. The unrealized gains or losses resulting from the translation of these foreign denominated assets and liabilities are included as a component of AOCL in the Condensed Consolidated Balance Sheets. As a result, significant fluctuations in foreign exchange rates relative to the U.S. dollar may result in material changes to our net equity position reported in the Condensed Consolidated Balance Sheets. We do not currently hedge our equity risk arising from the translation of foreign denominated assets and liabilities. We recorded cumulative unrealized foreign currency translation losses in stockholders’ equity of $44.9 million as of June 30, 2025 and $62.9 million as of December 31, 2024. We recorded an unrealized foreign currency translation gain in other comprehensive income (loss) of $23.5 million during the six months ended June 30, 2025 and a loss of $13.1 million during the six months ended June 30, 2024.
For purposes of consolidation, revenue, costs and expenses, gains, and losses related to our foreign operations are translated into U.S. dollars at the average foreign exchange rates for the period. As a result, our consolidated results of operations are exposed to fluctuations in foreign exchange rates as revenue and net income (loss) from continuing operations of our foreign operations, when translated, may vary from period to period, even when the functional currency amounts have not changed. Such fluctuations may adversely impact overall expected profitability and historical period-to-period comparisons. We do not currently hedge our net earnings exposure arising from the translation of our foreign revenue and net income (loss) from continuing operations.
We are exposed to foreign exchange transaction risk, as our foreign subsidiaries have certain loans and leases denominated in currencies other than the functional currency of the respective subsidiary. As of June 30, 2025, we had long-term contractual liabilities that were denominated in nonfunctional currencies of $46.9 million. As foreign exchange rates fluctuate, these liabilities are remeasured, and the corresponding adjustment is recorded in the Condensed Consolidated Statements of Operations. As of June 30, 2025 and December 31, 2024, we did not have any outstanding foreign currency forward contracts.
We are exposed to short-term and long-term interest rate risk on certain of our debt obligations.
Item 4. Controls and Procedures
We have established disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized, and reported, within the time periods specified in the SEC’s rules and forms, and such information is accumulated and communicated to our management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), as appropriate to allow timely decisions regarding required disclosure. Management, together with our CEO and CFO, evaluated the effectiveness of our disclosure controls and procedures as of June 30, 2025. Based on this evaluation, the CEO and CFO concluded that our disclosure controls and procedures were effective as of June 30, 2025.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting during the quarter ended June 30, 2025.
32
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
Refer to Note 19 – Litigation, Claims, Contingencies, and Other of the Notes to Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) for information regarding litigation and regulatory proceedings in which we are involved, which information is incorporated by reference herein.
Item 1A. Risk Factors
In addition to other information set forth in this report, careful consideration should be given to the factors discussed in Part I, Item 1A – Risk Factors and Part II, Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations of our 2024 Form 10-K, which could materially affect our business, financial condition, or future results.
Item 2. Unregistered Sales of Equity Securities AND Use of Proceeds
Pursuant to previously announced authorizations, our Board of Directors has authorized us to repurchase shares of our common stock from time to time at prevailing market prices. As of June 30, 2025, 546,283 shares of our common stock remained available for repurchase under all prior authorizations. In March 2020, our Board of Directors suspended future common stock dividend payments and our share repurchase program for the foreseeable future. During the three months ended June 30, 2025, we did not repurchase any equity securities. On August 4, 2025, our Board of Directors cancelled the existing and previously suspended share repurchase program and approved a new share repurchase authorization. As a result, $50 million is available to repurchase our common stock as of August 4, 2025. Repurchases may be made from time to time in our discretion through open market purchases, including through Rule 10b5-1 trading plans, or otherwise, as market conditions and business considerations warrant. The Board of Directors’ authorization does not have an expiration date.
Item 5. OTHER INFORMATION
Securities Trading Plans of Directors and Executive Officers
During the quarter ended June 30, 2025, no director or officer of the Company
33
Item 6. Exhibits
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|
|
Incorporated by Reference |
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Exhibit Number |
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Exhibit Description |
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Form |
|
Period Ending |
|
Exhibit |
|
Filing Date |
|
|
|
|
|
|
|
|
|
|
|
|
|
3.1 |
|
|
|
Restated Certificate of Incorporation of Viad Corp, as amended through July 1, 2004 (SEC File No. 001-11015; SEC Film No. 04961107). |
|
10-Q |
|
6/30/2004 |
|
3.A |
|
8/9/2004 |
|
|
|
|
|
|
|
|
|
|
|
|
|
3.2 |
|
|
|
Amendment to the Restated Certificate of Incorporation of Pursuit Attractions and Hospitality, Inc. |
|
8-K |
|
|
|
3.1 |
|
1/3/2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
3.3 |
|
|
|
Amended and Restated Bylaws of Pursuit Attractions and Hospitality Inc. |
|
8-K |
|
|
|
3.2 |
|
1/3/2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
10.1 |
|
|
|
Share Purchase Agreement, dated July 1, 2025, by and among Pursuit Attractions and Hospitality, Inc. and the shareholders of Inversiones Turísticas Arenal, S.A. named therein. |
|
8-K |
|
|
|
10.1 |
|
7/8/2025 |
|
|
|
|
|
|
|
|
|
|
|
|
|
31.1 |
|
* |
|
Certification of Chief Executive Officer of Pursuit Attractions and Hospitality, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|
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|
|
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
31.2 |
|
* |
|
Certification of Chief Financial Officer of Pursuit Attractions and Hospitality, Inc. pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. |
|
|
|
|
|
|
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
32.1 |
|
** |
|
Certifications of Chief Executive Officer and Chief Financial Officer of Pursuit Attractions and Hospitality, Inc. pursuant to Section 906 of the Sarbanes-Oxley Act of 2002. |
|
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|
|
|
|
|
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|
|
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|
|
|
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|
|
101.INS |
|
|
|
Inline XBRL Instance Document - the instance document does not appear in the Interactive Data File as its XBRL tags are embedded within the Inline XBRL document. |
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|
|
|
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|
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|
|
|
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|
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|
|
101.SCH |
|
|
|
Inline XBRL Taxonomy Extension Schema with embedded Linkbase Documents. |
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|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
104 |
|
|
|
Cover Page formatted as Inline XBRL and contained in Exhibit 101 |
|
|
|
|
|
|
|
|
* |
|
Filed herewith. |
** |
|
Furnished herewith. |
34
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
|
|
|
PURSUIT ATTRACTIONS AND HOSPITALITY, INC. |
||
|
|
|
(Registrant) |
||
|
|
|
|
|
|
August 7, 2025 |
|
|
By: |
|
/s/ Michael L. Bosco |
(Date) |
|
|
|
|
Michael L. Bosco |
|
|
|
|
|
Chief Accounting Officer and Duly Authorized Officer |
|
|
|
|
|
|
35
