SEAWORLD ENTERTAINMENT, INC., 10-Q filed on 8/9/2023
Quarterly Report
v3.23.2
Document and Entity Information - shares
 6 Months Ended
Jun. 30, 2023
Aug. 03, 2023
Cover [Abstract]    
Document Type 10-Q  
Amendment Flag false  
Document Period End Date Jun. 30, 2023  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q2  
Trading Symbol SEAS  
Entity Registrant Name SeaWorld Entertainment, Inc.  
Entity Central Index Key 0001564902  
Current Fiscal Year End Date --12-31  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Common Stock, Shares Outstanding   63,971,380
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Shell Company false  
Title of 12(b) Security Common Stock, par value $0.01 per share  
Security Exchange Name NYSE  
Entity File Number 001-35883  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 27-1220297  
Entity Address, Address Line One 6240 Sea Harbor Drive  
Entity Address, City or Town Orlando  
Entity Address, State or Province FL  
Entity Address, Postal Zip Code 32821  
City Area Code 407  
Local Phone Number 226-5011  
Document Quarterly Report true  
Document Transition Report false  
v3.23.2
Unaudited Condensed Consolidated Balance Sheets - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Current assets:    
Cash and cash equivalents $ 146,746 $ 79,196
Accounts receivable, net 87,526 71,050
Inventories 60,079 55,190
Prepaid expenses and other current assets 34,569 28,260
Total current assets 328,920 233,696
Property and equipment, at cost 3,703,144 3,576,092
Accumulated depreciation (1,922,198) (1,869,413)
Property and equipment, net 1,780,946 1,706,679
Goodwill 66,278 66,278
Trade names/trademarks, net 157,000 157,000
Right of use assets-operating leases 128,638 130,479
Deferred tax assets, net 15,458 12,332
Other assets, net 27,989 19,323
Total assets 2,505,229 2,325,787
Current liabilities:    
Accounts payable and accrued expenses 186,048 159,947
Current maturities of long-term debt 12,000 12,000
Operating lease liabilities 3,379 3,387
Accrued salaries, wages and benefits 19,798 17,423
Deferred revenue 222,654 169,535
Other accrued liabilities 61,964 46,914
Total current liabilities 505,843 409,206
Long-term debt, net 2,096,137 2,099,059
Long-term operating lease liabilities 113,760 115,396
Deferred tax liabilities, net 117,149 96,627
Other liabilities 49,852 43,163
Total liabilities 2,882,741 2,763,451
Commitments and contingencies (Note 8)
Stockholders’ Deficit:    
Preferred stock, $0.01 par value-authorized, 100,000,000 shares, no shares issued or outstanding at June 30, 2023 and December 31, 2022
Common stock, $0.01 par value-authorized, 1,000,000,000 shares; 96,582,649 and 96,287,771 shares issued at June 30, 2023 and December 31, 2022, respectively 966 963
Additional paid-in capital 713,659 710,151
Retained earnings 246,491 175,903
Treasury stock, at cost (32,611,539 and 32,376,539 shares at June 30, 2023 and December 31, 2022, respectively) (1,338,628) (1,324,681)
Total stockholders’ deficit (377,512) (437,664)
Total liabilities and stockholders’ deficit $ 2,505,229 $ 2,325,787
v3.23.2
Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares
Jun. 30, 2023
Dec. 31, 2022
Statement of Financial Position [Abstract]    
Preferred stock, par value $ 0.01 $ 0.01
Preferred stock, shares authorized 100,000,000 100,000,000
Preferred stock, shares issued 0 0
Preferred stock, shares outstanding 0 0
Common stock, par value $ 0.01 $ 0.01
Common stock, shares authorized 1,000,000,000 1,000,000,000
Common stock, shares issued 96,582,649 96,287,771
Treasury stock, shares 32,611,539 32,376,539
v3.23.2
Unaudited Condensed Consolidated Statements of Operations - USD ($)
shares in Thousands, $ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Net revenues:        
Total revenues $ 496,029 $ 504,817 $ 789,375 $ 775,510
Costs and expenses:        
Cost of food, merchandise and other revenues 38,210 41,518 61,431 64,558
Operating expenses (exclusive of depreciation and amortization shown separately below) 195,728 190,496 368,402 343,421
Selling, general and administrative expenses 68,166 56,158 116,447 102,217
Severance and other separation costs 656 83 660 113
Depreciation and amortization 37,831 38,551 75,225 77,163
Total costs and expenses 340,591 326,806 622,165 587,472
Operating income 155,438 178,011 167,210 188,038
Other (income) expense, net (5) (32) 41 (44)
Interest expense 36,954 26,810 73,355 52,180
Income before income taxes 118,489 151,233 93,814 135,902
Provision for income taxes 31,434 34,623 23,226 28,279
Net income $ 87,055 $ 116,610 $ 70,588 $ 107,623
Earnings per share:        
Earnings per share, basic $ 1.36 $ 1.63 $ 1.1 $ 1.46
Earnings per share, diluted $ 1.35 $ 1.62 $ 1.09 $ 1.45
Weighted average common shares outstanding:        
Basic 63,932 71,686 63,955 73,623
Diluted 64,352 72,168 64,479 74,449
Admissions [Member]        
Net revenues:        
Total revenues $ 269,894 $ 275,505 $ 433,757 $ 426,367
Food, Merchandise and Other [Member]        
Net revenues:        
Total revenues $ 226,135 $ 229,312 $ 355,618 $ 349,143
v3.23.2
Unaudited Condensed Consolidated Statements of Changes in Stockholders' Deficit - USD ($)
$ in Thousands
Total
Common Stock [Member]
Additional Paid-In Capital [Member]
(Accumulated Deficit) Retained Earnings [Member]
Treasury Stock, at Cost [Member]
Beginning Balance at Dec. 31, 2021 $ (33,916) $ 955 $ 711,474 $ (115,287) $ (631,058)
Beginning Balance, shares at Dec. 31, 2021   95,541,992      
Equity-based compensation 6,982   6,982    
Vesting of restricted shares   $ 4 (4)    
Vesting of restricted shares, shares   361,403      
Shares withheld for tax withholdings (7,738) $ (1) (7,737)    
Shares withheld for tax withholdings, shares   (111,865)      
Exercise of stock options 1,127   1,127    
Exercise of stock options, shares   46,503      
Repurchase of treasury shares, at cost (109,905)       (109,905)
Net (loss) income (8,987)     (8,987)  
Ending Balance at Mar. 31, 2022 (152,437) $ 958 711,842 (124,274) (740,963)
Ending Balance, shares at Mar. 31, 2022   95,838,033      
Beginning Balance at Dec. 31, 2021 (33,916) $ 955 711,474 (115,287) (631,058)
Beginning Balance, shares at Dec. 31, 2021   95,541,992      
Net (loss) income 107,623        
Ending Balance at Jun. 30, 2022 (401,451) $ 962 700,866 (7,664) (1,095,615)
Ending Balance, shares at Jun. 30, 2022   96,212,193      
Beginning Balance at Mar. 31, 2022 (152,437) $ 958 711,842 (124,274) (740,963)
Beginning Balance, shares at Mar. 31, 2022   95,838,033      
Equity-based compensation 2,549   2,549    
Vesting of restricted shares   $ 6 (6)    
Vesting of restricted shares, shares   545,819      
Shares withheld for tax withholdings (14,329) $ (2) (14,327)    
Shares withheld for tax withholdings, shares   (201,442)      
Exercise of stock options 808   808    
Exercise of stock options, shares   29,783      
Repurchase of treasury shares, at cost (354,652)       (354,652)
Net (loss) income 116,610     116,610  
Ending Balance at Jun. 30, 2022 (401,451) $ 962 700,866 (7,664) (1,095,615)
Ending Balance, shares at Jun. 30, 2022   96,212,193      
Beginning Balance at Dec. 31, 2022 $ (437,664) $ 963 710,151 175,903 (1,324,681)
Beginning Balance, shares at Dec. 31, 2022 96,287,771 96,287,771      
Equity-based compensation $ 4,482   4,482    
Vesting of restricted shares   $ 3 (3)    
Vesting of restricted shares, shares   273,134      
Shares withheld for tax withholdings (5,569) $ (1) (5,568)    
Shares withheld for tax withholdings, shares   (86,914)      
Exercise of stock options 565   565    
Exercise of stock options, shares   22,793      
Net (loss) income (16,467)     (16,467)  
Ending Balance at Mar. 31, 2023 (454,653) $ 965 709,627 159,436 (1,324,681)
Ending Balance, shares at Mar. 31, 2023   96,496,784      
Beginning Balance at Dec. 31, 2022 $ (437,664) $ 963 710,151 175,903 (1,324,681)
Beginning Balance, shares at Dec. 31, 2022 96,287,771 96,287,771      
Net (loss) income $ 70,588        
Ending Balance at Jun. 30, 2023 $ (377,512) $ 966 713,659 246,491 (1,338,628)
Ending Balance, shares at Jun. 30, 2023 96,582,649 96,582,649      
Beginning Balance at Mar. 31, 2023 $ (454,653) $ 965 709,627 159,436 (1,324,681)
Beginning Balance, shares at Mar. 31, 2023   96,496,784      
Equity-based compensation 3,725   3,725    
Vesting of restricted shares, shares   53,735      
Shares withheld for tax withholdings (771)   (771)    
Shares withheld for tax withholdings, shares   (13,118)      
Exercise of stock options 1,079 $ 1 1,078    
Exercise of stock options, shares   45,248      
Repurchase of treasury shares, at cost (13,947)       (13,947)
Net (loss) income 87,055     87,055  
Ending Balance at Jun. 30, 2023 $ (377,512) $ 966 $ 713,659 $ 246,491 $ (1,338,628)
Ending Balance, shares at Jun. 30, 2023 96,582,649 96,582,649      
v3.23.2
Unaudited Condensed Consolidated Statements of Changes in Stockholders' Deficit (Parenthetical) - shares
 3 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Mar. 31, 2022
Statement of Stockholders' Equity [Abstract]      
Repurchase of treasury shares, shares 235,000 6,341,755 1,535,427
v3.23.2
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands
 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Cash Flows From Operating Activities:    
Net income $ 70,588 $ 107,623
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 75,225 77,163
Amortization of debt issuance costs and discounts 3,078 3,130
Deferred income tax provision 17,397 26,530
Equity-based compensation 8,207 9,531
Other, including loss on sale or disposal of assets, net 13,425 8,539
Changes in assets and liabilities:    
Accounts receivable (22,415) (9,690)
Inventories (4,881) (27,126)
Prepaid expenses and other current assets (5,372) (10,101)
Accounts payable and accrued expenses 13,925 34,902
Accrued salaries, wages and benefits 2,375 (5,737)
Deferred revenue 58,256 80,778
Other accrued liabilities 12,562 4,699
Right of use assets and operating lease liabilities 197 354
Other assets and liabilities (7,666) (961)
Net cash provided by operating activities 234,901 299,634
Cash Flows From Investing Activities:    
Capital expenditures (145,587) (101,048)
Net cash used in investing activities (145,587) (101,048)
Cash Flows From Financing Activities:    
Repayments of long-term debt (6,000) (6,000)
Proceeds from draws on revolving credit facility 20,000  
Repayments of revolving credit facility (20,000)  
Purchase of treasury stock (13,947) (454,801)
Payment of tax withholdings on equity-based compensation through shares withheld (6,340) (22,067)
Exercise of stock options 1,644 1,935
Debt issuance costs   (469)
Other financing activities (245) (371)
Net cash used in financing activities (24,888) (481,773)
Change in Cash and Cash Equivalents, including Restricted Cash 64,426 (283,187)
Cash and Cash Equivalents, including Restricted Cash—Beginning of period 82,320 444,486
Cash and Cash Equivalents, including Restricted Cash—End of period 146,746 161,299
Supplemental Disclosure of Noncash Investing and Financing Activities    
Capital expenditures in accounts payable 53,080 25,599
Right-of-use assets obtained in exchange for financing lease obligations $ 1,770  
Treasury stock purchases not yet settled in other accrued liabilities   $ 9,756
v3.23.2
Pay vs Performance Disclosure - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Mar. 31, 2023
Jun. 30, 2022
Mar. 31, 2022
Jun. 30, 2023
Jun. 30, 2022
Pay vs Performance Disclosure            
Net Income (Loss) $ 87,055 $ (16,467) $ 116,610 $ (8,987) $ 70,588 $ 107,623
v3.23.2
Insider Trading Arrangements
 6 Months Ended
Jun. 30, 2023
shares
Trading Arrangements, by Individual  
Material Terms of Trading Arrangement

Rule 10b5-1 Trading Plans

On June 12, 2023, Kyle R. Miller, the Company's Chief Park Operations Officer – Florida Parks entered into a trading plan intended to satisfy the affirmative defense conditions of Rule 10b5-1(c) under the Exchange Act (a "10b5-1 Plan"). Mr. Miller's 10b5-1 Plan provides for the potential sale of up to 12,000 shares of the Company’s common stock over the term of the plan, which runs between July 14, 2023 and July 12, 2024. Potential sales under Mr. Miller’s 10b5-1 Plan are subject to a stock price condition, which provides that sales will only occur if the Company’s stock price meets a certain minimum price.

Name Kyle R. Miller
Title Chief Park Operations Officer
Rule 10b5-1 Arrangement Adopted true
Adoption Date June 12, 2023
Aggregate Available 12,000
v3.23.2
Description of the Business and Basis of Presentation
 6 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
Description of the Business and Basis of Presentation

1. DESCRIPTION OF THE BUSINESS AND BASIS OF PRESENTATION

Description of the Business

SeaWorld Entertainment, Inc., through its wholly-owned subsidiary, SeaWorld Parks & Entertainment, Inc. (“SEA”) (collectively, the “Company”), owns and operates twelve theme parks within the United States. The Company operates SeaWorld theme parks in Orlando, Florida; San Antonio, Texas; and San Diego, California; and Busch Gardens theme parks in Tampa, Florida and Williamsburg, Virginia. The Company operates water park attractions in Orlando, Florida (Aquatica); San Antonio, Texas (Aquatica); Tampa, Florida (Adventure Island); and Williamsburg, Virginia (Water Country USA). The Company also operates a reservations-only theme park in Orlando, Florida (Discovery Cove) and Sesame Place theme parks in Langhorne, Pennsylvania and Chula Vista, California.

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K filed with the SEC. The unaudited condensed consolidated balance sheet as of December 31, 2022 was derived from the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K.

In the opinion of management, such unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, and cash flows for the interim periods, but are not necessarily indicative of the results of operations for the year ending December 31, 2023 or any future period due in part to the seasonal nature of the Company’s operations. Based upon historical results, the Company typically generates its highest revenues in the second and third quarters of each year and incurs a net loss in the first quarter, in part because four of its theme parks were historically only open for a portion of the year. In the year ended December 31, 2022, we opened our Sesame Place San Diego park which has been, and is expected to continue to be, open more operating days than the Aquatica San Diego park it replaced, particularly in the first and fourth quarters of the year.

The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, including SEA. All intercompany accounts have been eliminated in consolidation.

Use of Estimates

The preparation of financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates and assumptions include, but are not limited to, the accounting for self-insurance reserves, income taxes, revenue recognition and reviews for potential impairment of long-lived assets. Estimates are based on various factors including current and historical trends, as well as other pertinent company and industry data. The Company regularly evaluates this information to determine if it is necessary to update the basis for its estimates and to adjust for known changes. Actual results could differ from those estimates.

Segment Reporting

The Company maintains discrete financial information for each of its twelve theme parks, which is used by the Chief Operating Decision Maker (“CODM”), as a basis for allocating resources and assessing performance. Each theme park has been identified as an operating segment and meets the criteria for aggregation due to similar economic characteristics. In addition, all of the Company’s theme parks provide similar products and services and share similar processes for delivering services. The theme parks have a high degree of similarity in the workforces and target similar consumer groups. Accordingly, based on these economic and operational similarities and the way the CODM monitors and makes decisions affecting the operations, the Company has concluded that its operating segments may be aggregated and that it has one reportable segment.

Restricted Cash

Restricted cash is recorded in prepaid expenses and other current assets in the accompanying unaudited condensed consolidated balance sheets. Restricted cash as of December 31, 2022 consists primarily of advanced funds for which costs had yet to be incurred related to the Company’s international services agreements, as discussed in the “International Agreements” section which follows.

 

 

June 30,

 

 

December 31,

 

 

 

2023

 

 

2022

 

 

 

(In thousands)

 

Cash and cash equivalents

 

$

146,746

 

 

$

79,196

 

Restricted cash, included in prepaid expenses and other current assets

 

 

—

 

 

 

3,124

 

Total cash, cash equivalents and restricted cash

 

$

146,746

 

 

$

82,320

 

Share Repurchase Programs and Treasury Stock

From time to time, the Company’s Board of Directors (the “Board”) may authorize share repurchases of common stock. Shares repurchased under Board authorizations are currently held in treasury for general corporate purposes. The Company accounts for treasury stock on the trade date under the cost method. Treasury stock at June 30, 2023 and December 31, 2022 is reflected within stockholders’ deficit. See further discussion of the Company’s share repurchase programs in Note 10–Stockholders’ Deficit.

Revenue Recognition

Admissions revenue primarily consists of single-day tickets, annual or season passes or other multi-day or multi-park admission products. For single-day tickets, the Company recognizes revenue at a point in time, upon admission to the park. Annual passes, season passes, or other multi-day or multi-park passes allow guests access to specific parks over a specified time period. For these pass and multi-use products, revenue is deferred and recognized over the terms of the admission product based on estimated redemption rates for similar products and is adjusted periodically. The Company estimates redemption rates using historical and forecasted attendance trends by park for similar products. Attendance trends factor in seasonality and are adjusted based on actual trends periodically. These estimated redemption rates impact the timing of when revenue is recognized on these products. Actual results could materially differ from these estimates based on actual attendance patterns. Revenue is recognized on a pro-rata basis based on the estimated allocated selling price of the admission product. For pass products purchased on an installment plan that have met their initial commitment period and have transitioned to a month-to-month basis, monthly charges are recognized as revenue as payments are received each month. For certain multi-day admission products, revenue is allocated based on the number of visits included in the pass and recognized ratably based on each admission into the theme park.

Food, merchandise and other revenue primarily consists of food and beverage, retail, merchandise, parking, other in-park products and service fees, and other miscellaneous revenue, including online transaction fees and revenue from the Company’s international agreements, not necessarily generated in our parks, which is not significant in the periods presented. The Company recognizes revenue for food and beverage, merchandise and other in-park products when the related products or services are received by the guests.

Deferred revenue primarily includes revenue associated with pass products, admission or in-park products or services with a future intended use date and contract liability balances related to licensing and international agreements collected in advance of the Company satisfying its performance obligations and is expected to be recognized in future periods. At June 30, 2023 and December 31, 2022, the long-term portion of deferred revenue included in other liabilities in the accompanying unaudited condensed consolidated balance sheets primarily relates to the Company’s international agreements, as discussed in the following section.

The following table reflects the Company’s deferred revenue balance as of June 30, 2023 and December 31, 2022:

 

 

June 30,

 

 

December 31,

 

 

 

2023

 

 

2022

 

 

 

(In thousands)

 

Deferred revenue, including long-term portion

 

$

237,593

 

 

$

183,772

 

Less: Deferred revenue, long-term portion, included in other liabilities

 

 

14,939

 

 

 

14,237

 

Deferred revenue, short-term portion

 

$

222,654

 

 

$

169,535

 

The Company estimates approximately $129.3 million of the deferred revenue, short term portion, balance outstanding as of December 31, 2022 was recognized as revenue during the six months ended June 30, 2023. For certain admission products, the Company estimated timing of redemption using average historical redemption rates.

International Agreements

The Company has previously received $10.0 million in deferred revenue which is recorded in other liabilities related to a nonrefundable payment received from a partner in connection with a project in the Middle East to provide certain services pertaining to the planning and design of SeaWorld Abu Dhabi, a marine life theme park on Yas Island which opened in May 2023 (the “Middle East Project”), with funding received expected to offset internal expenses. The Company also received additional funds, some of which were advanced, from its partner related to agreed-upon services and reimbursements of costs incurred by the Company on behalf of the Middle East Project (the “Middle East Services Agreements”).

Revenue and expenses associated with the Middle East Project began to be recognized when substantially all the services were complete which occurred when SeaWorld Abu Dhabi opened. Revenue and expenses associated with the Middle East Services Agreements will be recognized upon completion of the respective performance obligations.

As a result of the Middle East Project, approximately $0.6 million and $0.5 million of costs incurred by the Company are recorded in prepaid expenses and other current assets as of June 30, 2023 and December 31, 2022, respectively, and approximately $12.1 million and $11.2 million of other related costs incurred are recorded in other assets in the accompanying unaudited condensed consolidated balance sheets as of June 30, 2023 and December 31, 2022, respectively. Separately, deferred revenue of approximately $0.8 million and $0.6 million is recorded in deferred revenue as of June 30, 2023 and December 31, 2022, respectively, and approximately $14.6 million and $14.2 million of long-term deferred revenue is recorded in other liabilities in the accompanying unaudited condensed consolidated balance sheets as of June 30, 2023 and December 31, 2022, respectively, related to the Middle East Project, which includes the $10.0 million nonrefundable payment previously discussed for each period.

As a result of the Middle East Services Agreements, approximately $2.0 million of costs incurred by the Company are recorded in prepaid expenses and other current assets in the accompanying unaudited condensed consolidated balance sheets as of December 31, 2022. Separately, deferred revenue of approximately $5.1 million is recorded in deferred revenue in the accompanying unaudited condensed consolidated balance sheets as of December 31, 2022.
v3.23.2
Recent Accounting Pronouncements
 6 Months Ended
Jun. 30, 2023
Accounting Changes and Error Corrections [Abstract]  
Recent Accounting Pronouncements

2. RECENT ACCOUNTING PRONOUNCEMENTS

The Company reviews new accounting pronouncements as they are issued or proposed by the Financial Accounting Standards Board (“FASB”). There are no recent accounting pronouncements or recently implemented accounting standards that are expected to have a material impact on the Company’s unaudited condensed consolidated financial statements or disclosures.
v3.23.2
Earnings per Share
 6 Months Ended
Jun. 30, 2023
Earnings Per Share [Abstract]  
Earnings per Share

3. EARNINGS PER SHARE

Earnings per share is computed as follows:

 

 

For the Three Months Ended June 30,

 

 

 

2023

 

 

2022

 

 

 

Net
Income

 

 

Shares

 

 

Per
Share
Amount

 

 

Net
Income

 

 

Shares

 

 

Per
Share
Amount

 

 

 

(In thousands, except per share amounts)

 

Basic earnings per share

 

$

87,055

 

 

 

63,932

 

 

$

1.36

 

 

$

116,610

 

 

 

71,686

 

 

$

1.63

 

Effect of dilutive incentive-based awards

 

 

 

 

 

420

 

 

 

 

 

 

 

 

 

482

 

 

 

 

Diluted earnings per share

 

$

87,055

 

 

 

64,352

 

 

$

1.35

 

 

$

116,610

 

 

 

72,168

 

 

$

1.62

 

 

 

 

For the Six Months Ended June 30,

 

 

 

2023

 

 

2022

 

 

 

Net
Income

 

 

Shares

 

 

Per
Share
Amount

 

 

Net
Income

 

 

Shares

 

 

Per
Share
Amount

 

 

 

(In thousands, except per share amounts)

 

Basic earnings per share

 

$

70,588

 

 

 

63,955

 

 

$

1.10

 

 

$

107,623

 

 

 

73,623

 

 

$

1.46

 

Effect of dilutive incentive-based awards

 

 

 

 

 

524

 

 

 

 

 

 

 

 

 

826

 

 

 

 

Diluted earnings per share

 

$

70,588

 

 

 

64,479

 

 

$

1.09

 

 

$

107,623

 

 

 

74,449

 

 

$

1.45

 

 

In accordance with the Earnings Per Share Topic of the Accounting Standards Codification (“ASC"), basic earnings per share is computed by dividing net income by the weighted average number of shares of common stock outstanding during the period (excluding treasury stock and unvested restricted stock awards). Unvested restricted stock awards are eligible to receive dividends, if any; however, dividend rights will be forfeited if the award does not vest. Accordingly, only vested shares of formerly restricted stock are included in the calculation of basic earnings per share. The weighted average number of repurchased shares during the period, if any, which are held as treasury stock, are excluded from shares of common stock outstanding.

Diluted earnings per share is determined using the treasury stock method based on the dilutive effect of unvested restricted stock awards and certain shares of common stock that are issuable upon exercise of stock options. During the three and six months ended June 30, 2023, there were approximately 452,000 and 390,000 anti-dilutive shares excluded from the computation of diluted earnings per share, respectively. During the three and six months ended June 30, 2022, there were approximately 269,000 and 204,000 anti-dilutive shares excluded from the computation of diluted earnings per share, respectively. The Company’s outstanding performance-vesting restricted awards of approximately 816,000 and 994,000 as of June 30, 2023 and 2022, respectively, are considered contingently issuable shares and are excluded from the calculation of diluted earnings per share until the performance measure criteria is met as of the end of the reporting period.

v3.23.2
Income Taxes
 6 Months Ended
Jun. 30, 2023
Income Tax Disclosure [Abstract]  
Income Taxes

4. INCOME TAXES

Income tax expense or benefit and the Company’s effective tax rate is based upon the tax rate expected for the full calendar year applied to the year-to-date pretax income or loss of the interim period, plus the tax effect of any year-to-date discrete tax items. The Company’s consolidated effective tax rate for the three and six months ended June 30, 2023 was 26.5% and 24.8%, respectively, and for the three months ended June 30, 2022 was 22.9%. The Company’s effective tax rates over these periods differ from the effective statutory federal income tax rate of 21.0% primarily due to state income taxes and other compensation related items, partially offset by a tax benefit related to equity-based compensation which vested during the period. The Company’s consolidated effective tax rate for the six months ended June 30, 2022 was 20.8% and differs from the effective statutory federal income tax rate of 21.0% primarily due to a tax benefit related to equity-based compensation which vested during the period, partially offset by state income taxes and other compensation related items.

Due to the uncertainty of realizing the benefit from deferred tax assets, tax positions are reviewed at least quarterly by assessing future expected taxable income from all sources. Realization of deferred tax assets, primarily arising from net operating loss carryforwards and charitable contribution carryforwards, is dependent upon generating sufficient taxable income prior to expiration of the carryforwards. Based on its analysis, the Company believes that some of its deferred tax assets may not be realized. As of June 30, 2023 and December 31, 2022, the Company’s valuation allowance consisted of approximately $4.8 million and $4.6 million, respectively, net of federal tax benefit, on the deferred tax assets related to state net operating loss carryforwards.

The Company has determined that there are no positions currently taken that would rise to a level requiring an amount to be recorded or disclosed as an unrecognized tax benefit. If such positions do arise, it is the Company’s intent that any interest or penalty amount related to such positions will be recorded as a component of the income tax provision (benefit) in the applicable period.

The Inflation Reduction Act (“IRA”) of 2022 was signed into law on August 16, 2022. This legislation includes a 15% corporate alternative minimum tax and a 1% excise tax on stock repurchases among its key tax provisions effective for years beginning after December 31, 2022. The Company does not anticipate a material impact for either of these provisions.

v3.23.2
Other Accrued Liabilities
 6 Months Ended
Jun. 30, 2023
Payables and Accruals [Abstract]  
Other Accrued Liabilities

5. OTHER ACCRUED LIABILITIES

Other accrued liabilities at June 30, 2023 and December 31, 2022, consisted of the following:

 

 

 

June 30,

 

 

December 31,

 

 

 

2023

 

 

2022

 

 

 

(In thousands)

 

Accrued interest

 

$

17,915

 

 

$

18,483

 

Accrued taxes

 

 

12,696

 

 

 

3,284

 

Self-insurance reserve

 

 

10,537

 

 

 

8,608

 

Other

 

 

20,816

 

 

 

16,539

 

Total other accrued liabilities

 

$

61,964

 

 

$

46,914

 

 

As of June 30, 2023 and December 31, 2022, other accrued liabilities above includes approximately $14.5 million and $10.9 million, respectively, related to certain contractual liabilities arising from the previously disclosed temporary COVID-19 park closures.

As of June 30, 2023 and December 31, 2022, accrued interest above primarily relates to interest associated with the Company’s senior notes issued in August 2021, for which interest is paid bi-annually in February and August and the first-priority senior secured notes issued in April 2020, for which interest is paid bi-annually in November and May. See further discussion in Note 6–Long-Term Debt.
v3.23.2
Long-Term Debt
 6 Months Ended
Jun. 30, 2023
Debt Disclosure [Abstract]  
Long-Term Debt

6. LONG-TERM DEBT

Long-term debt, net, as of June 30, 2023 and December 31, 2022 consisted of the following:

 

 

June 30,

 

 

December 31,

 

 

 

2023

 

 

2022

 

 

 

(In thousands)

 

Term B Loans (effective interest rate of 8.25% and 7.44% at June 30, 2023 and December 31, 2022, respectively)

 

$

1,179,000

 

 

$

1,185,000

 

Senior Notes due 2029 (interest rate of 5.25%)

 

 

725,000

 

 

 

725,000

 

First-Priority Senior Secured Notes due 2025 (interest rate of 8.75%)

 

 

227,500

 

 

 

227,500

 

Total long-term debt

 

 

2,131,500

 

 

 

2,137,500

 

Less: unamortized discounts and debt issuance costs

 

 

(23,363

)

 

 

(26,441

)

Less: current maturities

 

 

(12,000

)

 

 

(12,000

)

Total long-term debt, net

 

$

2,096,137

 

 

$

2,099,059

 

On August 25, 2021, SEA entered into a Restatement Agreement (the “Restatement Agreement”) pursuant to which SEA amended and restated its existing senior secured credit agreement dated as of December 1, 2009 (as amended, restated, supplemented or otherwise modified from time to time, and the senior secured credit facilities thereunder (the “Existing Secured Credit Facilities”), and, as amended and restated by the Restatement Agreement (the “Amended and Restated Credit Agreement”).

On June 12, 2023, the Company amended the Amended and Restated Credit Agreement to replace the LIBOR-based benchmark rates with Term SOFR-based benchmark rates plus credit spread adjustments of 0.11448%, 0.26161% and 0.42826% for interest periods of one, three and six months, respectively, due to reference rate reform (“Adjusted Term SOFR”). The Term SOFR-based benchmark rate will become effective as of July 1, 2023. There were no changes to any material terms of the Amended and Restated Credit Agreement that were unrelated to the replacement of the LIBOR-based benchmark rates.

The Amended and Restated Credit Agreement provides for senior secured financing of up to $1,585.0 million, consisting of:

(i)
a first lien term loan facility (the “Term Loan Facility” and the loans thereunder, the “Term B Loans”), in an aggregate principal amount of $1,200.0 million which was fully drawn on August 25, 2021. The Term Loan Facility will mature on August 25, 2028; and
(ii)
a first lien revolving credit facility (the “Revolving Credit Facility” (and the loans thereunder, the “Revolving Loans”) and, together with the Term Loan Facility, the “Senior Secured Credit Facilities”), in an aggregate committed principal amount of $385.0 million, including both a letter of credit sub-facility and a swingline loan sub-facility. The Revolving Credit Facility will mature on August 25, 2026. On June 9, 2022, SEA entered into an incremental amendment to the Amended and Restated Credit Agreement to increase the revolving facility commitments under the Revolving Credit Facility by $5.0 million bringing the aggregate committed principal amount to $390.0 million as of such date.

Senior Secured Credit Facilities

Borrowings under the Term B Loans bear interest at a fluctuating rate per annum equal to, at the Company’s option, (i) a base rate equal to the higher of (a) the federal funds rate plus 1/2 of 1%, (b) the rate of interest quoted in the print edition of the Wall Street Journal Money Rates Section as the prime rate as in effect from time to time and (c) one-month Adjusted Term SOFR plus 1% per annum (provided that in no event shall such ABR rate with respect to the Term B Loans be less than 1.50% per annum) (“ABR”), in each case, plus an applicable margin of 2.00% or (ii) an Adjusted Term SOFR rate for the applicable interest period (provided that in no event shall such Adjusted Term SOFR rate with respect to the Term B Loans be less than 0.50% per annum) plus an applicable margin of 3.00%.

Borrowings under the Revolving Loans bear interest at a fluctuating rate per annum equal to, at the Company’s option, (i) ABR (provided that in no event shall such ABR rate with respect to the Revolving Loans be less than 1.00% per annum) plus an applicable margin equal to 1.75% or (ii) Adjusted Term SOFR (provided that in no event shall such Adjusted Term SOFR rate with respect to the Revolving Loans be less than 0.00%) plus an applicable margin of 2.75%. The applicable margin for borrowings of Revolving Loans are subject to one 25 basis point step-down upon achievement by the Company of certain corporate credit ratings.

In addition to paying interest on the outstanding principal under the Senior Secured Credit Facilities, the Company is required to pay a commitment fee equal to 0.50% per annum to the lenders under the Revolving Credit Facility in respect of the unutilized commitments thereunder. The Company will also be required to pay customary agency fees as well as letter of credit participation fees computed at a rate per annum equal to the applicable margin for Adjusted Term SOFR rate borrowings on the dollar equivalent of the daily stated amount of outstanding letters of credit, plus such letter of credit issuer’s customary documentary and processing fees and charges and a fronting fee computed at a rate equal to 0.125% per annum on the daily stated amount of each letter of credit.

The Senior Secured Credit Facilities require scheduled amortization payments on the term loans in quarterly amounts equal to 0.25% of the original principal amount of the Term B Loans, payable quarterly, with the balance to be paid at maturity.

In addition, the Senior Secured Credit Facilities require the Company to prepay outstanding term loan borrowings, subject to certain exceptions, with:

-
50% (which percentage will be reduced to 25% and 0% if the Company satisfies certain net first lien leverage ratios) of annual excess cash flow, as defined under the Senior Secured Credit Facilities;
-
100% (which percentage will be reduced to 50% and 0% if the Company satisfies certain net first lien leverage ratios) of the net cash proceeds of all non-ordinary course asset sales or other non-ordinary course dispositions of property, in each case subject to certain exceptions and reinvestment rights;
-
100% of the net cash proceeds of any issuance or incurrence of debt, other than proceeds from debt permitted under the Senior Secured Credit Facilities.

The Company may voluntarily repay outstanding loans under the Senior Secured Credit Facilities at any time, without prepayment premium or penalty, subject to customary “breakage” costs with respect to Adjusted Term SOFR rate loans.

All borrowings under the Revolving Credit Facility are subject to the satisfaction of customary conditions, including the absence of a default or event of default and the accuracy of representations and warranties in all material respects.

All obligations under the Senior Secured Credit Facilities are unconditionally guaranteed by the Company on a limited-recourse basis and each of SEA’s existing and future direct and indirect wholly owned material domestic subsidiaries, subject to certain exceptions. The obligations are secured by a pledge of SEA’s capital stock directly held by the Company and substantially all of SEA’s assets and those of each guarantor (other than the Company), including a pledge of the capital stock of all entities directly held by SEA or the guarantors, in each case subject to exceptions. Such security interests consist of a first-priority lien with respect to the collateral.

As of June 30, 2023, SEA had approximately $18.4 million of outstanding letters of credit, leaving approximately $371.6 million available under the Revolving Credit Facility, which was not drawn upon as of June 30, 2023.

Senior Notes

On August 25, 2021, SEA completed a private offering of $725.0 million aggregate principal amount of 5.250% senior notes which mature on August 15, 2029 (the “Senior Notes”). Interest on the Senior Notes accrues at 5.250% per annum and is paid semi-annually, in arrears on February 15 and August 15 of each year.

On or after August 15, 2024, SEA may redeem the Senior Notes, in whole at any time or in part from time to time, plus accrued and unpaid interest, if any, to, but excluding, the redemption date, if redeemed during the 12-month period commencing on August 15 of the years as follows: (i) in 2024 at 102.625%; (ii) in 2025 at 101.313%; and (iii) in 2026 and thereafter at 100%. In addition, prior to August 15, 2024, SEA may redeem the Senior Notes at its option, in whole at any time or in part from time to time, at a redemption price equal to 100% of the principal amount of the Senior Notes redeemed, plus the “Applicable Premium” and accrued and unpaid interest, if any, to, but excluding, the redemption date. Notwithstanding the foregoing, subject to the provisions set forth in the Indenture, at any time and from time to time on or prior to August 15, 2024, SEA may redeem in the aggregate up to 40% of the original aggregate principal amount of the Senior Notes (calculated after giving effect to any issuance of additional Senior Notes) in an aggregate amount equal to the net cash proceeds of one or more equity offerings at a redemption price equal to 105.250%, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. Additionally, upon the occurrence of specified change of control events, each holder will have the right to require SEA to repurchase all or any part of such holder’s notes at a purchase price in cash equal to 101%.

SEA’s obligations under the Senior Notes and related indenture are guaranteed, jointly and severally, on a senior secured basis, by the Guarantors, as defined, in accordance with the provisions of the indenture.

First-Priority Senior Secured Notes

The 8.750% first-priority senior secured notes (the “First-Priority Senior Secured Notes”) mature on May 1, 2025 and have interest payment dates of May 1 and November 1. SEA may redeem the First-Priority Senior Secured Notes at its option, in whole at any time or in part from time to time, plus accrued and unpaid interest, if any, to, but excluding, the redemption date, if redeemed during the 12-month period commencing on May 1 of the years as follows: (i) in 2022 at 104.375%; (ii) in 2023 at 102.188%; and (iii) in 2024 and thereafter at 100%. SEA may also redeem in the aggregate (at a redemption price expressed as a percentage of principal amount thereof): (i) 100% of the First-Priority Senior Secured Notes after certain events constituting a change of control at a redemption price of 101%, plus accrued and unpaid interest, if any, to, but excluding, the redemption date and (ii) up to 40% of the original aggregate principal amount of the First-Priority Senior Secured Notes with amounts equal to the net cash proceeds of certain equity offerings at a redemption price of 108.750%, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.

The First-Priority Senior Secured Notes are fully and unconditionally guaranteed by the Company, any subsidiary of the Company that directly or indirectly owns 100% of the issued and outstanding equity interests of SEA, and subject to certain exceptions, each of SEA’s subsidiaries that guarantees SEA’s existing senior secured credit facilities.

Subsequent Events

On August 1, 2023, the Company launched an opportunistic repricing amendment for its existing first lien term loan facility (the “Term Loan Facility”) under that certain Amended and Restated Credit Agreement, dated as of August 25, 2021 (and as amended on June 9, 2022 and June 12, 2023), among the Company, SeaWorld Parks & Entertainment, Inc., the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent, to, among other things, reprice the existing Term Loan Facility thereunder. The Company subsequently canceled the opportunistic repricing due to unfavorable market conditions unrelated to the Company.

On August 1, 2023, SEA issued a conditional notice of redemption (the “Redemption Notice”) for all of the $227.5 million aggregate principal amount of the First-Priority Senior Secured Notes, that remain outstanding as of the date thereof. The Redemption Notice states that, upon satisfaction of certain conditions as set forth therein, $227.5 million aggregate principal amount of the First-Priority Senior Secured Notes will be redeemed on August 31, 2023 (the “Redemption Date”) at a price equal to the sum of (i) 102.188% of the principal amount of the First-Priority Senior Secured Notes to be redeemed, plus (ii) accrued and unpaid interest, if any, to, but excluding, the Redemption Date. The redemption pursuant to the Redemption Notice is conditioned on the completion of a financing, which may be in the form of notes, loans or other securities, or a combination thereof, on or prior to the Redemption Date, by the Company and/or SEA on terms satisfactory to the Company and/or SEA, as applicable, and in an aggregate principal amount satisfactory to the Company and/or SEA as the case may be.

Restrictive Covenants

The Amended and Restated Credit Agreement governing the Senior Secured Credit Facilities and the indentures governing the Senior Notes and First-Priority Senior Secured Notes (collectively, the “Debt Agreements”), contain covenants that limit the ability of the Company, SEA and its restricted subsidiaries to, among other things: (i) incur additional indebtedness or issue certain preferred shares; (ii) make dividend payments on or make other distributions in respect of their capital stock or make other restricted payments; (iii) make certain investments; (iv) sell certain assets; (v) create or permit to exist dividend and/or payment restrictions affecting their restricted subsidiaries; (vi) create liens on assets; (vii) consolidate, merge, sell or otherwise dispose of all or substantially all of their assets; and (viii) enter into certain transactions with their affiliates. These covenants are subject to a number of important limitations and exceptions and are based, in part on the Company’s ability to satisfy certain tests and engage in certain transactions based on Covenant Adjusted EBITDA. Covenant Adjusted EBITDA differs from Adjusted EBITDA due to certain adjustments permitted under the relevant agreements, including but not limited to estimated cost savings, recruiting and retention costs, public company compliance costs, litigation and arbitration costs and other costs and adjustments as permitted under the Debt Agreements.

The Debt Agreements contain certain customary events of default, including relating to a change of control. If an event of default occurs, the lenders under the Debt Agreements will be entitled to take various actions, including the acceleration of amounts due under the Debt Agreements and all actions permitted to be taken by a secured creditor in respect of the collateral securing the Debt Agreements.

The Revolving Credit Facility requires that the Company, subject to a testing threshold, comply on a quarterly basis with a maximum net first lien leverage ratio of 6.25 to 1.00. The testing threshold will be satisfied (and therefore the covenant must be complied with at the end of such quarter) if the aggregate amount of funded loans and issued letters of credit (excluding up to $30.0 million of undrawn letters of credit under the Revolving Credit Facility and letters of credit that are cash collateralized) under the Revolving Credit Facility on such date exceeds an amount equal to 35% of the then-outstanding commitments under the Revolving Credit Facility.

The Debt Agreements permit an unlimited capacity for restricted payments if the net total leverage ratio on a pro forma basis does not exceed 4.25 to 1.00 after giving effect to the payment of any such restricted payment. As of June 30, 2023, the net total leverage ratio as calculated under the Debt Agreements was 2.61 to 1.00.

Long-term debt at June 30, 2023 is repayable as follows and does not include the impact of any future voluntary prepayments:

 

Years Ending December 31:

 

(In thousands)

 

Remainder of 2023

 

$

6,000

 

2024

 

 

12,000

 

2025

 

 

239,500

 

2026

 

 

12,000

 

2027

 

 

12,000

 

Thereafter

 

 

1,850,000

 

Total

 

$

2,131,500

 

Cash paid for interest relating to the Senior Secured Credit Facilities, the Senior Notes, and the First-Priority Senior Secured Notes, net of amounts capitalized, as applicable, was $71.6 million and $48.6 million in the six months ended June 30, 2023 and 2022, respectively.
v3.23.2
Fair Value Measurements
 6 Months Ended
Jun. 30, 2023
Fair Value Disclosures [Abstract]  
Fair Value Measurements

7. FAIR VALUE MEASUREMENTS

Fair value is a market-based measurement, not an entity-specific measurement. Therefore, a fair value measurement is required to be determined based on the assumptions that market participants would use in pricing the asset or liability. As a basis for considering market participant assumptions in fair value measurements, fair value accounting standards establish a fair value hierarchy that distinguishes between market participant assumptions based on market data obtained from sources independent of the reporting entity. The standard describes three levels of inputs that may be used to measure fair value:

Level 1 – Quoted prices for identical instruments in active markets.

Level 2 – Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.

Level 3 – Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.

Of the Company’s long-term obligations as of June 30, 2023 and December 31, 2022, the Term B Loans are classified in Level 2 of the fair value hierarchy and the First-Priority Senior Secured Notes and the Senior Notes are classified in Level 1 of the fair value hierarchy. The fair value of the Term B Loans approximates their carrying value, excluding unamortized debt issuance costs and discounts, due to the variable nature of the underlying interest rates and the frequent intervals at which such interest rates are reset. The fair value of the First-Priority Senior Secured Notes and Senior Notes was determined using quoted prices in active markets for identical instruments. See Note 6–Long-Term Debt for further details.

The Company did not have any assets measured on a recurring basis at fair value at June 30, 2023 and December 31, 2022. The Company maintains its long-term liabilities at carrying value, net of unamortized debt issuance costs and discounts in the unaudited condensed consolidated balance sheet.

The following table presents the Company’s estimated fair value measurements and related classifications for liabilities measured on a recurring basis as of June 30, 2023.

 

Quoted Prices in

 

 

 

 

 

 

 

 

 

 

 

Active Markets

 

 

Significant

 

 

 

 

 

 

 

 

for Identical

 

 

Other

 

 

Significant

 

 

 

 

 

Assets and

 

 

Observable

 

 

Unobservable

 

 

Balance at

 

 

Liabilities

 

 

Inputs

 

 

Inputs

 

 

June 30,

 

 

(Level 1)

 

 

(Level 2)

 

 

(Level 3)

 

 

2023

 

 

(In thousands)

 

Long-term obligations (a)

$

880,356

 

 

$

1,179,000

 

 

$

—

 

 

$

2,059,356

 

 

(a) Reflected at carrying value, net of unamortized debt issuance costs and discounts, in the unaudited condensed consolidated balance sheet as current maturities of long-term debt of $12.0 million and long-term debt, net, of $2.096 billion as of June 30, 2023.

The following table presents the Company’s estimated fair value measurements and related classifications for liabilities measured on a recurring basis as of December 31, 2022:

 

Quoted Prices in

 

 

 

 

 

 

 

 

 

 

 

Active Markets

 

 

Significant

 

 

 

 

 

 

 

 

for Identical

 

 

Other

 

 

Significant

 

 

 

 

 

Assets and

 

 

Observable

 

 

Unobservable

 

 

Balance at

 

 

Liabilities

 

 

Inputs

 

 

Inputs

 

 

December 31,

 

 

(Level 1)

 

 

(Level 2)

 

 

(Level 3)

 

 

2022

 

 

(In thousands)

 

Long-term obligations (a)

$

873,675

 

 

$

1,185,000

 

 

$

—

 

 

$

2,058,675

 

(a) Reflected at carrying value, net of unamortized debt issuance costs and discounts, in the unaudited condensed consolidated balance sheet as current maturities of long-term debt of $12.0 million and long-term debt, net, of $2.099 billion as of December 31, 2022.
v3.23.2
Commitments and Contingencies
 6 Months Ended
Jun. 30, 2023
Commitments and Contingencies Disclosure [Abstract]  
Commitments and Contingencies

8. COMMITMENTS AND CONTINGENCIES

Legal Proceedings

Sesame Workshop Arbitration

On February 4, 2022, Sesame Workshop delivered notice asserting that the Company failed to pay an additional royalty payment for 2021 under its licensing agreement with the Company (the “Licensing Agreement”). The Company had previously accrued for the additional amount claimed in other accrued liabilities in the accompanying unaudited condensed consolidated balance sheet as of December 31, 2022. On June 27, 2022, pursuant to the License Agreement, Sesame Workshop initiated arbitration seeking a finding that its calculation of the amount of the 2021 royalty payment was correct. Sesame Workshop did not seek any modification or termination of the Licensing Agreement in the arbitration. The arbitration panel made an award on May 22, 2023 to Sesame Workshop for royalties, interest on the award, arbitration fees and expenses, which amounts are accrued for in other accrued liabilities in the accompanying unaudited condensed consolidated balance sheet as of June 30, 2023. The Company is weighing legal options and may appeal the ruling. At this time, the Company does not anticipate any exposure to loss in excess of amounts accrued to be material.

Other Lawsuits

In October 2018, the Company received a demand letter from attorneys representing certain former employees who claim that the terms of their respective separation agreements entitle them to certain favorable modifications made to certain performance-vesting restricted shares (the “Tranche 3 Shares”) issued under the Company’s 2013 Omnibus Incentive Plan (the “Plan”).
 

In November 2020, the Company filed in the Court of Chancery of the State of Delaware an action for declaratory judgment seeking a determination that the threatened claims of the former employees are time-barred and without merit. In response, the defendant former employees filed a motion to dismiss or in the alternative to stay and compel arbitration. After an arbitration process agreed to by the parties determined that the claims were not subject to arbitration. On August 10, 2022, the defendant former employees filed answers, affirmative defenses and counterclaims. On October 10, 2022, the Company filed motions for judgment on the pleadings and to dismiss the counterclaims. The defendant former employees opposed the motions and oral arguments for the parties’ motions and counterclaims were held before the Court of Chancery, on March 29, 2023. On May 26, 2023, the Court of Chancery granted the Company’s motion for judgment on the pleadings and dismissed with prejudice the defendant former employees’ counterclaims. The defendant former employees filed a notice of appeal on June 21, 2023. In terms of potential exposure, the value of the total shares at issue for these certain former employees depends largely upon the Company’s current share price, which fluctuates daily. Approximately 300,000 shares are at issue. The Company believes that the former employees’ claims are without merit and intends to defend vigorously its positions. While there can be no assurance regarding the ultimate outcome of this matter, the Company believes that any potential loss would not be material.

On July 27, 2022, a purported class action was filed in the United States District Court for the Eastern District of Pennsylvania against the Company captioned Quinton Burns individually and Next Friend of K.B., a minor v. SeaWorld Parks & Entertainment, Inc. and SeaWorld Parks & Entertainment LLC, Civil Case No. 2:22-cv-09941. The complaint states the putative class consists of Quinton Burns and K.B. Burns and similarly situated Black people. Plaintiffs then filed an amended complaint adding an additional seven adult and seven minor class representative plaintiffs in which they allege the class consists of themselves and similarly situated minority persons and also disclosed an additional 89 families and 125 children represented by Plaintiffs’ counsel who are allegedly members of the purported class (the "First Amended Complaint"). The First Amended Complaint alleges the Company engaged in disparate treatment of class members based on their race and in so doing violated the Civil Rights Act of 1866 and Pennsylvania common law. The First Amended Complaint seeks compensatory and punitive damages and attorneys’ fees and costs as well declarative and injunctive relief. The Company filed a motion to dismiss all counts and a motion to strike certification of the class. The Court granted the motion to dismiss with prejudice as to the negligent training and hiring claims, without prejudice as to the negligent supervising claim, and denied the motion as to the 42 USC 1981 and negligence per se claims. Regarding the motion to strike class certification, the Court denied the motion on the grounds it is premature. The Company intends to refile the motion to strike class certification if and when the Plaintiffs file a motion to certify the class. The Company believes that the lawsuit is without merit and intends to defend it vigorously. While there can be no assurance regarding the ultimate outcome of the litigation, the Company believes a potential loss, if any, would not be material.

Other Matters

The Company is a party to various other claims and legal proceedings arising in the normal course of business. In addition, from time to time the Company is subject to audits, inspections and investigations by, or receives requests for information from, various federal and state regulatory agencies, including, but not limited to, the U.S. Department of Agriculture’s Animal and Plant Health Inspection Service (“APHIS”), the U.S. Department of Labor’s Occupational Safety and Health Administration (“OSHA”), the California Occupational Safety and Health Administration (“Cal-OSHA”), the Florida Fish & Wildlife Commission (“FWC”), the Equal Employment Opportunity Commission (“EEOC”), the Internal Revenue Service (“IRS”) the U.S. Department of Justice (“DOJ”) and the Securities and Exchange Commission (“SEC”).

In addition to the matters discussed above, from time to time, various parties also bring other lawsuits against the Company. Matters where an unfavorable outcome to the Company is probable and which can be reasonably estimated are accrued. Such accruals, which are not material for any period presented, are based on information known about the matters, the Company’s estimate of the outcomes of such matters, and the Company’s experience in contesting, litigating and settling similar matters. Matters that are considered reasonably possible to result in a material loss are not accrued for, but an estimate of the possible loss or range of loss is disclosed, if such amount or range can be determined. At this time, management does not expect any such known claims, legal proceedings or regulatory matters to have a material adverse effect on the Company’s consolidated financial position, results of operations or cash flows.

License Commitments

Pursuant to the License Agreement with Sesame Workshop, the Company pays a specified annual license fee, as well as a specified royalty based on revenues earned in connection with sales of licensed products, all food and beverage items utilizing the licensed elements and any events utilizing such elements if a separate fee is paid for such event. The Company’s principal commitments pursuant to the License Agreement include, among other items, the opening of a second standalone park (“Standalone Park”) (the Company opened the Standalone Park in San Diego on March 26, 2022) and minimum annual capital and marketing thresholds. After the opening of the second Standalone Park (counting the existing Sesame Place Standalone Park in Langhorne, Pennsylvania), SEA has the option to build additional Standalone Parks in the Sesame Territory within agreed upon timelines. The License Agreement has an initial term through December 31, 2031, with an automatic additional 15-year extension plus a five-year option added to the term of the License Agreement from December 31st of the year of each new Standalone Park opening. As of June 30, 2023, the Company estimates the combined remaining liabilities and obligations for the License Agreement commitments could be up to approximately $25.0 million over the remaining term of the agreement. See further discussion concerning royalty payments for the year 2021 in the "Sesame Workshop Arbitration" section above.

Anheuser-Busch, Incorporated ("ABI") has granted the Company a perpetual, exclusive, worldwide, royalty-free license to use the Busch Gardens trademark and certain related domain names in connection with the operation, marketing, promotion and advertising of certain of the Company’s theme parks, as well as in connection with the production, use, distribution and sale of merchandise sold in connection with such theme parks. Under the license, the Company is required to indemnify ABI against losses related to the use of the marks.
v3.23.2
Equity-Based Compensation
 6 Months Ended
Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]  
Equity-Based Compensation

9. EQUITY-BASED COMPENSATION

In accordance with ASC 718, Compensation-Stock Compensation, the Company measures the cost of employee services rendered in exchange for share-based compensation based upon the grant date fair market value. The cost is recognized over the requisite service period, which is generally the vesting period unless service or performance conditions require otherwise. The Company recognizes the impact of forfeitures as they occur.

Equity compensation expense is included in operating expenses and in selling, general and administrative expenses in the accompanying unaudited condensed consolidated statements of operations as follows:

 

 

For the Three Months Ended June 30,

 

 

For the Six Months Ended June 30,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

 

 

(In thousands)

 

Equity compensation expense included in operating expenses

 

$

10

 

 

$

689

 

 

$

544

 

 

$

2,654

 

Equity compensation expense included in selling, general and administrative expenses

 

 

3,715

 

 

 

1,860

 

 

 

7,663

 

 

 

6,877

 

Total equity compensation expense

 

$

3,725

 

 

$

2,549

 

 

$

8,207

 

 

$

9,531

 

Omnibus Incentive Plan

The Company has reserved 15.0 million shares of common stock for issuance under its Omnibus Incentive Plan (the “Omnibus Incentive Plan”), of which approximately 6.9 million shares are available for future issuance as of June 30, 2023.

Bonus Performance Restricted Units

Subsequent to June 30, 2023, the Company approved performance-vesting restricted units (the “Bonus Performance Restricted Units”) in accordance with its annual bonus plan for 2023 (the “2023 Bonus Plan”), which the Company anticipates will be granted later in the third quarter. The 2023 Bonus Plan provides for bonus awards payable 50% in cash and 50% in performance-vesting restricted units (the “Bonus Performance Restricted Units”) and is based upon the Company’s achievement of specified performance goals, as defined by the 2023 Bonus Plan, with respect to the year ended December 31, 2023 (“Fiscal 2023”). The total number of units eligible to vest into shares of stock is based on the level of achievement of the targets for Fiscal 2023 which ranges from 0% (if below threshold performance), to 100% (if at target performance) with opportunities to earn above 100% when achievement is above the target performance for certain metrics.

The Company had an annual bonus plan for the fiscal year ended December 31, 2022 (“Fiscal 2022”), under which certain employees were eligible to vest in Bonus Performance Restricted Units based upon the Company’s achievement of certain performance goals with respect to Fiscal 2022. Based on the Company’s actual Fiscal 2022 results, a portion of these Bonus Performance Restricted Units vested and were converted into approximately 20,000 shares in the six months ended June 30, 2023 and the remaining unvested units forfeited in accordance with their terms.

Long-term Incentive Performance Restricted Awards

During the six months ended June 30, 2023, the Company granted long-term incentive plan awards for 2023 (the “2023 Long-Term Incentive Grant”) which were comprised of approximately 65,000 nonqualified stock options (the “Long-Term Incentive Options”) and approximately 240,000 performance-vesting restricted units (the “Long-Term Incentive Performance Restricted Units”) (collectively, the “Long-Term Incentive Awards”).

Long-Term Incentive Options

The Long-Term Incentive Options vest over three years, with one-third vesting on each anniversary of the date of grant, subject to continued employment through the applicable vesting date. Equity compensation expense for these options is recognized for each tranche over the vesting period using the straight-line method. Upon stock option exercises, authorized but unissued shares will be issued by the Company.

Long-Term Incentive Performance Restricted Units

The Long-Term Incentive Performance Restricted Units are eligible to vest during the three-year performance period beginning on January 1, 2023 and ending on December 31, 2025 (or, extended through December 31, 2026, as applicable) (the “Performance Period”) based upon the Company’s achievement of specified performance goals during the Performance Period. The total number of Long-Term Incentive Performance Restricted Units eligible to vest will be based on the level of achievement of the performance goals and ranges from 0% (if below threshold performance) up to 150% (for maximum performance). Upon achievement of at least the threshold performance goals, 50% of the award for a given level of performance will vest, with the remaining 50% subject to a one-year performance test period. Performance for the test period must meet or exceed the prior year’s performance before up to the remaining 50% of the units can be earned.

Other

During the six months ended June 30, 2023, a portion of the previously granted long-term incentive performance restricted units under the 2019 Long-Term Incentive Plan vested based on the Company’s actual Fiscal 2022 results. The remainder of the 2019 Long-Term Incentive Plan awards are eligible to vest in 2024.

The Company recognizes equity compensation expense for its performance-vesting restricted awards ratably over the related performance period, if the performance condition is probable of being achieved. If the probability of vesting changes for performance-vesting restricted awards in a subsequent period, all equity compensation expense related to those awards that would have been recorded, if any, over the requisite service period had the new percentage been applied from inception, will be recorded as a cumulative catch-up or reduction at such subsequent date.

v3.23.2
Stockholders' Deficit
 6 Months Ended
Jun. 30, 2023
Equity [Abstract]  
Stockholders' Deficit

10. STOCKHOLDERS’ DEFICIT

As of June 30, 2023, 96,582,649 shares of common stock were issued in the accompanying unaudited condensed consolidated balance sheet, which includes 32,611,539 shares of treasury stock held by the Company (see Share Repurchase Programs discussion which follows) but excludes 1,422,593 unvested restricted stock awards held by certain participants in the Company’s equity compensation plans or members of the Board (see Note 9–Equity-Based Compensation).

Share Repurchase Programs

The Board had previously authorized a share repurchase program of up to $250.0 million of the Company’s common stock (the “Former Share Repurchase Program”). In March 2022, the Board approved a replenishment to the Former Share Repurchase Program of $228.2 million, bringing the total amount authorized for future share repurchases back up to $250.0 million at that time. Under the Former Share Repurchase Program, during the six months ended June 30, 2022, the Company repurchased 3,563,086 shares for an aggregate total of approximately $250.0 million, leaving no amount remaining under the Former Share Repurchase Program as of April 29, 2022.

In May 2022, the Board approved a $250.0 million share repurchase program (the “May Share Repurchase Program”). Under the May Share Repurchase Program, during the six months ended June 30, 2022, the Company repurchased 4,314,096 shares for an aggregate total of approximately $214.6 million, leaving approximately $35.4 million available as of June 30, 2022. Subsequent to June 30, 2022, the Company repurchased 771,656 shares for an aggregate total of approximately $35.4 million, leaving no amount remaining under the May Share Repurchase Program as of July 29, 2022.

In August 2022, the Board approved a new $250.0 million share repurchase program (the “Share Repurchase Program”). Under the Share Repurchase Program, during the year ended December 31, 2022, the Company repurchased 3,774,659 shares for an aggregate total of approximately $193.6 million. During the six months ended June 30, 2023, the Company repurchased 235,000 shares for an aggregate total of approximately $13.9 million, leaving approximately $42.4 million available as of June 30, 2023.

Under the Share Repurchase Program, the Company is authorized to repurchase shares through open market purchases, privately-negotiated transactions or otherwise in accordance with applicable federal securities laws, including through Rule 10b5-1 trading plans and under Rule 10b-18 of the Exchange Act. The Share Repurchase Program has no time limit and may be suspended or discontinued completely at any time. The number of shares to be purchased and the timing of purchases will be based on the Company’s trading windows and available liquidity, general business and market conditions, and other factors, including legal requirements, share ownership thresholds, debt covenant restrictions, future tax implications and alternative investment opportunities.
v3.23.2
Description of the Business and Basis of Presentation (Policies)
 6 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
Description of the Business

Description of the Business

SeaWorld Entertainment, Inc., through its wholly-owned subsidiary, SeaWorld Parks & Entertainment, Inc. (“SEA”) (collectively, the “Company”), owns and operates twelve theme parks within the United States. The Company operates SeaWorld theme parks in Orlando, Florida; San Antonio, Texas; and San Diego, California; and Busch Gardens theme parks in Tampa, Florida and Williamsburg, Virginia. The Company operates water park attractions in Orlando, Florida (Aquatica); San Antonio, Texas (Aquatica); Tampa, Florida (Adventure Island); and Williamsburg, Virginia (Water Country USA). The Company also operates a reservations-only theme park in Orlando, Florida (Discovery Cove) and Sesame Place theme parks in Langhorne, Pennsylvania and Chula Vista, California.

Basis of Presentation

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of the Company have been prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (“SEC”) regarding interim financial reporting. Certain information and note disclosures normally included in annual financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such rules and regulations. Therefore, these unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes for the year ended December 31, 2022 included in the Company’s Annual Report on Form 10-K filed with the SEC. The unaudited condensed consolidated balance sheet as of December 31, 2022 was derived from the audited consolidated financial statements included in the Company’s Annual Report on Form 10-K.

In the opinion of management, such unaudited condensed consolidated financial statements reflect all normal recurring adjustments necessary to present fairly the financial position, results of operations, and cash flows for the interim periods, but are not necessarily indicative of the results of operations for the year ending December 31, 2023 or any future period due in part to the seasonal nature of the Company’s operations. Based upon historical results, the Company typically generates its highest revenues in the second and third quarters of each year and incurs a net loss in the first quarter, in part because four of its theme parks were historically only open for a portion of the year. In the year ended December 31, 2022, we opened our Sesame Place San Diego park which has been, and is expected to continue to be, open more operating days than the Aquatica San Diego park it replaced, particularly in the first and fourth quarters of the year.

The unaudited condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries, including SEA. All intercompany accounts have been eliminated in consolidation.
Use of Estimates

Use of Estimates

The preparation of financial statements and related disclosures in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the unaudited condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Significant estimates and assumptions include, but are not limited to, the accounting for self-insurance reserves, income taxes, revenue recognition and reviews for potential impairment of long-lived assets. Estimates are based on various factors including current and historical trends, as well as other pertinent company and industry data. The Company regularly evaluates this information to determine if it is necessary to update the basis for its estimates and to adjust for known changes. Actual results could differ from those estimates.

Segment Reporting

Segment Reporting

The Company maintains discrete financial information for each of its twelve theme parks, which is used by the Chief Operating Decision Maker (“CODM”), as a basis for allocating resources and assessing performance. Each theme park has been identified as an operating segment and meets the criteria for aggregation due to similar economic characteristics. In addition, all of the Company’s theme parks provide similar products and services and share similar processes for delivering services. The theme parks have a high degree of similarity in the workforces and target similar consumer groups. Accordingly, based on these economic and operational similarities and the way the CODM monitors and makes decisions affecting the operations, the Company has concluded that its operating segments may be aggregated and that it has one reportable segment.
Restricted Cash

Restricted Cash

Restricted cash is recorded in prepaid expenses and other current assets in the accompanying unaudited condensed consolidated balance sheets. Restricted cash as of December 31, 2022 consists primarily of advanced funds for which costs had yet to be incurred related to the Company’s international services agreements, as discussed in the “International Agreements” section which follows.

 

 

June 30,

 

 

December 31,

 

 

 

2023

 

 

2022

 

 

 

(In thousands)

 

Cash and cash equivalents

 

$

146,746

 

 

$

79,196

 

Restricted cash, included in prepaid expenses and other current assets

 

 

—

 

 

 

3,124

 

Total cash, cash equivalents and restricted cash

 

$

146,746

 

 

$

82,320

 
Share Repurchase Programs and Treasury Stock

Share Repurchase Programs and Treasury Stock

From time to time, the Company’s Board of Directors (the “Board”) may authorize share repurchases of common stock. Shares repurchased under Board authorizations are currently held in treasury for general corporate purposes. The Company accounts for treasury stock on the trade date under the cost method. Treasury stock at June 30, 2023 and December 31, 2022 is reflected within stockholders’ deficit. See further discussion of the Company’s share repurchase programs in Note 10–Stockholders’ Deficit.
Revenue Recognition

Revenue Recognition

Admissions revenue primarily consists of single-day tickets, annual or season passes or other multi-day or multi-park admission products. For single-day tickets, the Company recognizes revenue at a point in time, upon admission to the park. Annual passes, season passes, or other multi-day or multi-park passes allow guests access to specific parks over a specified time period. For these pass and multi-use products, revenue is deferred and recognized over the terms of the admission product based on estimated redemption rates for similar products and is adjusted periodically. The Company estimates redemption rates using historical and forecasted attendance trends by park for similar products. Attendance trends factor in seasonality and are adjusted based on actual trends periodically. These estimated redemption rates impact the timing of when revenue is recognized on these products. Actual results could materially differ from these estimates based on actual attendance patterns. Revenue is recognized on a pro-rata basis based on the estimated allocated selling price of the admission product. For pass products purchased on an installment plan that have met their initial commitment period and have transitioned to a month-to-month basis, monthly charges are recognized as revenue as payments are received each month. For certain multi-day admission products, revenue is allocated based on the number of visits included in the pass and recognized ratably based on each admission into the theme park.

Food, merchandise and other revenue primarily consists of food and beverage, retail, merchandise, parking, other in-park products and service fees, and other miscellaneous revenue, including online transaction fees and revenue from the Company’s international agreements, not necessarily generated in our parks, which is not significant in the periods presented. The Company recognizes revenue for food and beverage, merchandise and other in-park products when the related products or services are received by the guests.

Deferred revenue primarily includes revenue associated with pass products, admission or in-park products or services with a future intended use date and contract liability balances related to licensing and international agreements collected in advance of the Company satisfying its performance obligations and is expected to be recognized in future periods. At June 30, 2023 and December 31, 2022, the long-term portion of deferred revenue included in other liabilities in the accompanying unaudited condensed consolidated balance sheets primarily relates to the Company’s international agreements, as discussed in the following section.

The following table reflects the Company’s deferred revenue balance as of June 30, 2023 and December 31, 2022:

 

 

June 30,

 

 

December 31,

 

 

 

2023

 

 

2022

 

 

 

(In thousands)

 

Deferred revenue, including long-term portion

 

$

237,593

 

 

$

183,772

 

Less: Deferred revenue, long-term portion, included in other liabilities

 

 

14,939

 

 

 

14,237

 

Deferred revenue, short-term portion

 

$

222,654

 

 

$

169,535

 

The Company estimates approximately $129.3 million of the deferred revenue, short term portion, balance outstanding as of December 31, 2022 was recognized as revenue during the six months ended June 30, 2023. For certain admission products, the Company estimated timing of redemption using average historical redemption rates.

International Agreements

The Company has previously received $10.0 million in deferred revenue which is recorded in other liabilities related to a nonrefundable payment received from a partner in connection with a project in the Middle East to provide certain services pertaining to the planning and design of SeaWorld Abu Dhabi, a marine life theme park on Yas Island which opened in May 2023 (the “Middle East Project”), with funding received expected to offset internal expenses. The Company also received additional funds, some of which were advanced, from its partner related to agreed-upon services and reimbursements of costs incurred by the Company on behalf of the Middle East Project (the “Middle East Services Agreements”).

Revenue and expenses associated with the Middle East Project began to be recognized when substantially all the services were complete which occurred when SeaWorld Abu Dhabi opened. Revenue and expenses associated with the Middle East Services Agreements will be recognized upon completion of the respective performance obligations.

As a result of the Middle East Project, approximately $0.6 million and $0.5 million of costs incurred by the Company are recorded in prepaid expenses and other current assets as of June 30, 2023 and December 31, 2022, respectively, and approximately $12.1 million and $11.2 million of other related costs incurred are recorded in other assets in the accompanying unaudited condensed consolidated balance sheets as of June 30, 2023 and December 31, 2022, respectively. Separately, deferred revenue of approximately $0.8 million and $0.6 million is recorded in deferred revenue as of June 30, 2023 and December 31, 2022, respectively, and approximately $14.6 million and $14.2 million of long-term deferred revenue is recorded in other liabilities in the accompanying unaudited condensed consolidated balance sheets as of June 30, 2023 and December 31, 2022, respectively, related to the Middle East Project, which includes the $10.0 million nonrefundable payment previously discussed for each period.

As a result of the Middle East Services Agreements, approximately $2.0 million of costs incurred by the Company are recorded in prepaid expenses and other current assets in the accompanying unaudited condensed consolidated balance sheets as of December 31, 2022. Separately, deferred revenue of approximately $5.1 million is recorded in deferred revenue in the accompanying unaudited condensed consolidated balance sheets as of December 31, 2022.
Recently Issued Accounting Pronouncements

The Company reviews new accounting pronouncements as they are issued or proposed by the Financial Accounting Standards Board (“FASB”). There are no recent accounting pronouncements or recently implemented accounting standards that are expected to have a material impact on the Company’s unaudited condensed consolidated financial statements or disclosures.
v3.23.2
Description of the Business and Basis of Presentation (Tables)
 6 Months Ended
Jun. 30, 2023
Accounting Policies [Abstract]  
Schedule Of Cash Cash Equivalents And Restricted Cash

Restricted cash is recorded in prepaid expenses and other current assets in the accompanying unaudited condensed consolidated balance sheets. Restricted cash as of December 31, 2022 consists primarily of advanced funds for which costs had yet to be incurred related to the Company’s international services agreements, as discussed in the “International Agreements” section which follows.

 

 

June 30,

 

 

December 31,

 

 

 

2023

 

 

2022

 

 

 

(In thousands)

 

Cash and cash equivalents

 

$

146,746

 

 

$

79,196

 

Restricted cash, included in prepaid expenses and other current assets

 

 

—

 

 

 

3,124

 

Total cash, cash equivalents and restricted cash

 

$

146,746

 

 

$

82,320

 
Deferred Revenue Balances

The following table reflects the Company’s deferred revenue balance as of June 30, 2023 and December 31, 2022:

 

 

June 30,

 

 

December 31,

 

 

 

2023

 

 

2022

 

 

 

(In thousands)

 

Deferred revenue, including long-term portion

 

$

237,593

 

 

$

183,772

 

Less: Deferred revenue, long-term portion, included in other liabilities

 

 

14,939

 

 

 

14,237

 

Deferred revenue, short-term portion

 

$

222,654

 

 

$

169,535

 
v3.23.2
Earnings per Share (Tables)
 6 Months Ended
Jun. 30, 2023
Earnings Per Share [Abstract]  
Schedule of Earnings per Share

Earnings per share is computed as follows:

 

 

For the Three Months Ended June 30,

 

 

 

2023

 

 

2022

 

 

 

Net
Income

 

 

Shares

 

 

Per
Share
Amount

 

 

Net
Income

 

 

Shares

 

 

Per
Share
Amount

 

 

 

(In thousands, except per share amounts)

 

Basic earnings per share

 

$

87,055

 

 

 

63,932

 

 

$

1.36

 

 

$

116,610

 

 

 

71,686

 

 

$

1.63

 

Effect of dilutive incentive-based awards

 

 

 

 

 

420

 

 

 

 

 

 

 

 

 

482

 

 

 

 

Diluted earnings per share

 

$

87,055

 

 

 

64,352

 

 

$

1.35

 

 

$

116,610

 

 

 

72,168

 

 

$

1.62

 

 

 

 

For the Six Months Ended June 30,

 

 

 

2023

 

 

2022

 

 

 

Net
Income

 

 

Shares

 

 

Per
Share
Amount

 

 

Net
Income

 

 

Shares

 

 

Per
Share
Amount

 

 

 

(In thousands, except per share amounts)

 

Basic earnings per share

 

$

70,588

 

 

 

63,955

 

 

$

1.10

 

 

$

107,623

 

 

 

73,623

 

 

$

1.46

 

Effect of dilutive incentive-based awards

 

 

 

 

 

524

 

 

 

 

 

 

 

 

 

826

 

 

 

 

Diluted earnings per share

 

$

70,588

 

 

 

64,479

 

 

$

1.09

 

 

$

107,623

 

 

 

74,449

 

 

$

1.45

 

 
v3.23.2
Other Accrued Liabilities (Tables)
 6 Months Ended
Jun. 30, 2023
Payables and Accruals [Abstract]  
Schedule of Other Accrued Liabilities

Other accrued liabilities at June 30, 2023 and December 31, 2022, consisted of the following:

 

 

 

June 30,

 

 

December 31,

 

 

 

2023

 

 

2022

 

 

 

(In thousands)

 

Accrued interest

 

$

17,915

 

 

$

18,483

 

Accrued taxes

 

 

12,696

 

 

 

3,284

 

Self-insurance reserve

 

 

10,537

 

 

 

8,608

 

Other

 

 

20,816

 

 

 

16,539

 

Total other accrued liabilities

 

$

61,964

 

 

$

46,914

 
v3.23.2
Long-Term Debt (Tables)
 6 Months Ended
Jun. 30, 2023
Debt Disclosure [Abstract]  
Summary of Long-Term Debt, Net

Long-term debt, net, as of June 30, 2023 and December 31, 2022 consisted of the following:

 

 

June 30,

 

 

December 31,

 

 

 

2023

 

 

2022

 

 

 

(In thousands)

 

Term B Loans (effective interest rate of 8.25% and 7.44% at June 30, 2023 and December 31, 2022, respectively)

 

$

1,179,000

 

 

$

1,185,000

 

Senior Notes due 2029 (interest rate of 5.25%)

 

 

725,000

 

 

 

725,000

 

First-Priority Senior Secured Notes due 2025 (interest rate of 8.75%)

 

 

227,500

 

 

 

227,500

 

Total long-term debt

 

 

2,131,500

 

 

 

2,137,500

 

Less: unamortized discounts and debt issuance costs

 

 

(23,363

)

 

 

(26,441

)

Less: current maturities

 

 

(12,000

)

 

 

(12,000

)

Total long-term debt, net

 

$

2,096,137

 

 

$

2,099,059

 
Summary of Long-Term Debt Repayable

Long-term debt at June 30, 2023 is repayable as follows and does not include the impact of any future voluntary prepayments:

 

Years Ending December 31:

 

(In thousands)

 

Remainder of 2023

 

$

6,000

 

2024

 

 

12,000

 

2025

 

 

239,500

 

2026

 

 

12,000

 

2027

 

 

12,000

 

Thereafter

 

 

1,850,000

 

Total

 

$

2,131,500

 
v3.23.2
Fair Value Measurements (Tables)
 6 Months Ended
Jun. 30, 2023
Fair Value Disclosures [Abstract]  
Schedule of Estimated Fair Value Measurements and Related Classifications for Liabilities Measured on a Recurring Basis

The following table presents the Company’s estimated fair value measurements and related classifications for liabilities measured on a recurring basis as of June 30, 2023.

 

Quoted Prices in

 

 

 

 

 

 

 

 

 

 

 

Active Markets

 

 

Significant

 

 

 

 

 

 

 

 

for Identical

 

 

Other

 

 

Significant

 

 

 

 

 

Assets and

 

 

Observable

 

 

Unobservable

 

 

Balance at

 

 

Liabilities

 

 

Inputs

 

 

Inputs

 

 

June 30,

 

 

(Level 1)

 

 

(Level 2)

 

 

(Level 3)

 

 

2023

 

 

(In thousands)

 

Long-term obligations (a)

$

880,356

 

 

$

1,179,000

 

 

$

—

 

 

$

2,059,356

 

 

(a) Reflected at carrying value, net of unamortized debt issuance costs and discounts, in the unaudited condensed consolidated balance sheet as current maturities of long-term debt of $12.0 million and long-term debt, net, of $2.096 billion as of June 30, 2023.

The following table presents the Company’s estimated fair value measurements and related classifications for liabilities measured on a recurring basis as of December 31, 2022:

 

Quoted Prices in

 

 

 

 

 

 

 

 

 

 

 

Active Markets

 

 

Significant

 

 

 

 

 

 

 

 

for Identical

 

 

Other

 

 

Significant

 

 

 

 

 

Assets and

 

 

Observable

 

 

Unobservable

 

 

Balance at

 

 

Liabilities

 

 

Inputs

 

 

Inputs

 

 

December 31,

 

 

(Level 1)

 

 

(Level 2)

 

 

(Level 3)

 

 

2022

 

 

(In thousands)

 

Long-term obligations (a)

$

873,675

 

 

$

1,185,000

 

 

$

—

 

 

$

2,058,675

 

(a) Reflected at carrying value, net of unamortized debt issuance costs and discounts, in the unaudited condensed consolidated balance sheet as current maturities of long-term debt of $12.0 million and long-term debt, net, of $2.099 billion as of December 31, 2022.
v3.23.2
Equity-Based Compensation (Tables)
 6 Months Ended
Jun. 30, 2023
Share-Based Payment Arrangement [Abstract]  
Schedule of Equity Compensation Expense

Equity compensation expense is included in operating expenses and in selling, general and administrative expenses in the accompanying unaudited condensed consolidated statements of operations as follows:

 

 

For the Three Months Ended June 30,

 

 

For the Six Months Ended June 30,

 

 

 

2023

 

 

2022

 

 

2023

 

 

2022

 

 

 

(In thousands)

 

Equity compensation expense included in operating expenses

 

$

10

 

 

$

689

 

 

$

544

 

 

$

2,654

 

Equity compensation expense included in selling, general and administrative expenses

 

 

3,715

 

 

 

1,860

 

 

 

7,663

 

 

 

6,877

 

Total equity compensation expense

 

$

3,725

 

 

$

2,549

 

 

$

8,207

 

 

$

9,531

 
v3.23.2
Description of the Business and Basis of Presentation - Additional Information (Detail)
$ in Thousands
 6 Months Ended
Jun. 30, 2023
USD ($)
Business
Segment
Dec. 31, 2022
USD ($)
Business Description And Basis Of Presentation [Line Items]    
Number of theme parks owned and operated | Business 12  
Number of reportable segment | Segment 1  
Deferred revenue recognized $ 129,300  
Long-term deferred revenue 14,939 $ 14,237
Middle East Project [Member]    
Business Description And Basis Of Presentation [Line Items]    
Deferred costs incurred under Middle East Project 12,100 11,200
Deferred revenue 800 600
Middle East Project [Member] | Middle East Services Agreements [Member]    
Business Description And Basis Of Presentation [Line Items]    
Deferred revenue   5,100
Middle East Project [Member] | Other Liabilities [Member]    
Business Description And Basis Of Presentation [Line Items]    
Long-term deferred revenue 10,000 10,000
Deferred revenue, long-term 14,600 14,200
Middle East Project [Member] | Prepaid Expenses and Other Current Assets [Member]    
Business Description And Basis Of Presentation [Line Items]    
Deferred costs incurred under Middle East Project $ 600 500
Middle East Project [Member] | Prepaid Expenses and Other Current Assets [Member] | Middle East Services Agreements [Member]    
Business Description And Basis Of Presentation [Line Items]    
Deferred costs incurred under Middle East Project   $ 2,000
v3.23.2
Description of the Business and Basis of Presentation - Summary of Cash, Cash Equivalents and Restricted Cash (Detail) - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Jun. 30, 2022
Dec. 31, 2021
Cash Cash Equivalents Restricted Cash And Restricted Cash Equivalents [Abstract]        
Cash and cash equivalents $ 146,746 $ 79,196    
Restricted cash, included in prepaid expenses and other current assets   $ 3,124    
Restricted cash, current, asset, statement of financial position [extensible list] Prepaid expenses and other current assets Prepaid expenses and other current assets    
Total cash, cash equivalents and restricted cash $ 146,746 $ 82,320 $ 161,299 $ 444,486
v3.23.2
Description of the Business and Basis of Presentation - Deferred Revenue Balances (Detail) - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Deferred Revenue Disclosure [Abstract]    
Deferred revenue, including long-term portion $ 237,593 $ 183,772
Less: Deferred revenue, long-term portion, included in other liabilities 14,939 14,237
Deferred revenue, short-term portion $ 222,654 $ 169,535
v3.23.2
Earnings per Share - Schedule of Earnings per Share (Detail) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Earnings Per Share [Abstract]        
Basic earnings per share $ 87,055 $ 116,610 $ 70,588 $ 107,623
Diluted earnings per share $ 87,055 $ 116,610 $ 70,588 $ 107,623
Basic earnings, shares 63,932 71,686 63,955 73,623
Effect of dilutive incentive-based awards, shares 420 482 524 826
Diluted earnings, shares 64,352 72,168 64,479 74,449
earnings per share, basic $ 1.36 $ 1.63 $ 1.1 $ 1.46
earnings per share, diluted $ 1.35 $ 1.62 $ 1.09 $ 1.45
v3.23.2
Earnings per Share - Additional Information (Detail) - shares
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Earnings Per Share [Line Items]        
Anti-dilutive shares excluded from the computation of diluted earnings per share 452,000 269,000 390,000 204,000
Performance-vesting Restricted Stock Awards [Member]        
Earnings Per Share [Line Items]        
Contingently issuable shares excluded from the calculation of diluted loss per share     816,000 994,000
v3.23.2
Income Taxes - Additional Information (Detail) - USD ($)
$ in Millions
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Income Tax Disclosure [Line Items]          
Effective tax rate 26.50% 22.90% 24.80% 20.80%  
Income tax rate at federal statutory rates 21.00% 21.00% 21.00% 21.00%  
Percentage of corporate alternative minimum tax 15.00%   15.00%    
Percentage of excise tax on stock repurchases 1.00%   1.00%    
State Tax Credit Carry Forwards [Member]          
Income Tax Disclosure [Line Items]          
Deferred tax assets, valuation allowance $ 4.8   $ 4.8   $ 4.6
v3.23.2
Other Accrued Liabilities - Schedule of Other Accrued Liabilities (Detail) - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Payables and Accruals [Abstract]    
Accrued interest $ 17,915 $ 18,483
Accrued taxes 12,696 3,284
Self-insurance reserve 10,537 8,608
Other 20,816 16,539
Total other accrued liabilities $ 61,964 $ 46,914
v3.23.2
Other Accrued Liabilities - Additional Information (Detail) - USD ($)
$ in Millions
Jun. 30, 2023
Dec. 31, 2022
Payables and Accruals [Abstract]    
Certain contractual obligations from temporary COVID-19 park closures $ 14.5 $ 10.9
v3.23.2
Long-Term Debt - Summary of Long-Term Debt, Net (Detail) - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Debt Instrument [Line Items]    
Long-term debt $ 2,131,500 $ 2,137,500
Less: unamortized discounts and debt issuance costs (23,363) (26,441)
Less: current maturities (12,000) (12,000)
Total long-term debt, net 2,096,137 2,099,059
Senior Notes [Member]    
Debt Instrument [Line Items]    
Long-term debt 725,000 725,000
Term B Loans [Member]    
Debt Instrument [Line Items]    
Long-term debt 1,179,000 1,185,000
First-Priority Senior Secured Notes [Member]    
Debt Instrument [Line Items]    
Long-term debt $ 227,500 $ 227,500
v3.23.2
Long-Term Debt - Summary of Long-Term Debt, Net (Parenthetical) (Detail)
Jun. 30, 2023
Dec. 31, 2022
Aug. 25, 2021
Senior Notes [Member]      
Debt Instrument [Line Items]      
Debt instrument interest rate percentage 5.25% 5.25% 5.25%
Term B Loans [Member]      
Debt Instrument [Line Items]      
Debt instrument interest rate effective percentage 8.25% 7.44%  
First-Priority Senior Secured Notes [Member]      
Debt Instrument [Line Items]      
Debt instrument interest rate percentage 8.75% 8.75%  
v3.23.2
Long-Term Debt - Additional Information (Detail) - USD ($)
$ in Thousands
 6 Months Ended
Aug. 01, 2023
Jun. 12, 2023
Jun. 09, 2022
Aug. 25, 2021
Apr. 30, 2020
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Debt Instrument [Line Items]                
Outstanding letters of credit           $ 18,400    
Aggregate principal amount outstanding           $ 2,131,500   $ 2,137,500
Debt Instrument Redemption Period One [Member] | SOFR                
Debt Instrument [Line Items]                
Credit spread adjustment rate   0.11448%            
Debt Instrument, Redemption, Period Two | SOFR                
Debt Instrument [Line Items]                
Credit spread adjustment rate   0.26161%            
Debt Instrument, Redemption, Period Three | SOFR                
Debt Instrument [Line Items]                
Credit spread adjustment rate   0.42826%            
Senior Secured Credit Facilities [Member]                
Debt Instrument [Line Items]                
Debt Instrument Redemption Description       In addition, the Senior Secured Credit Facilities require the Company to prepay outstanding term loan borrowings, subject to certain exceptions, with:-50% (which percentage will be reduced to 25% and 0% if the Company satisfies certain net first lien leverage ratios) of annual excess cash flow, as defined under the Senior Secured Credit Facilities;-100% (which percentage will be reduced to 50% and 0% if the Company satisfies certain net first lien leverage ratios) of the net cash proceeds of all non-ordinary course asset sales or other non-ordinary course dispositions of property, in each case subject to certain exceptions and reinvestment rights;-100% of the net cash proceeds of any issuance or incurrence of debt, other than proceeds from debt permitted under the Senior Secured Credit Facilities.        
Letter of credit participation fees           0.125%    
Cash paid for interest           $ 71,600 $ 48,600  
Senior Notes [Member]                
Debt Instrument [Line Items]                
Debt instrument, maturity date       Aug. 15, 2029        
Senior debt       $ 725,000        
Debt instrument interest rate percentage       5.25%   5.25%   5.25%
Debt Instrument Redemption Description       On or after August 15, 2024, SEA may redeem the Senior Notes, in whole at any time or in part from time to time, plus accrued and unpaid interest, if any, to, but excluding, the redemption date, if redeemed during the 12-month period commencing on August 15 of the years as follows: (i) in 2024 at 102.625%; (ii) in 2025 at 101.313%; and (iii) in 2026 and thereafter at 100%. In addition, prior to August 15, 2024, SEA may redeem the Senior Notes at its option, in whole at any time or in part from time to time, at a redemption price equal to 100% of the principal amount of the Senior Notes redeemed, plus the “Applicable Premium” and accrued and unpaid interest, if any, to, but excluding, the redemption date. Notwithstanding the foregoing, subject to the provisions set forth in the Indenture, at any time and from time to time on or prior to August 15, 2024, SEA may redeem in the aggregate up to 40% of the original aggregate principal amount of the Senior Notes (calculated after giving effect to any issuance of additional Senior Notes) in an aggregate amount equal to the net cash proceeds of one or more equity offerings at a redemption price equal to 105.250%, plus accrued and unpaid interest, if any, to, but excluding, the redemption date. Additionally, upon the occurrence of specified change of control events, each holder will have the right to require SEA to repurchase all or any part of such holder’s notes at a purchase price in cash equal to 101%.        
Interest accrue on senior notes       5.25%        
Redemption percentage       100.00%        
Aggregate principal amount outstanding           $ 725,000   $ 725,000
Initial aggregate principal amount, allowable redeemable percentage       40.00%        
Equity offerings at redemption price       105.25%        
Percentage Of notes redeemable after change of control       101.00%        
Senior Notes [Member] | Debt Instrument Redemption Period One [Member]                
Debt Instrument [Line Items]                
Redemption percentage       102.625%        
Senior Notes [Member] | Debt Instrument, Redemption, Period Two                
Debt Instrument [Line Items]                
Redemption percentage       101.313%        
Senior Notes [Member] | Debt Instrument, Redemption, Period Three                
Debt Instrument [Line Items]                
Redemption percentage       100.00%        
First-Priority Senior Secured Notes [Member]                
Debt Instrument [Line Items]                
Debt instrument, maturity date         May 01, 2025      
Debt instrument interest rate percentage         8.75%      
Debt Instrument Redemption Description         SEA may redeem the First-Priority Senior Secured Notes at its option, in whole at any time or in part from time to time, plus accrued and unpaid interest, if any, to, but excluding, the redemption date, if redeemed during the 12-month period commencing on May 1 of the years as follows: (i) in 2022 at 104.375%; (ii) in 2023 at 102.188%; and (iii) in 2024 and thereafter at 100%. SEA may also redeem in the aggregate (at a redemption price expressed as a percentage of principal amount thereof): (i) 100% of the First-Priority Senior Secured Notes after certain events constituting a change of control at a redemption price of 101%, plus accrued and unpaid interest, if any, to, but excluding, the redemption date and (ii) up to 40% of the original aggregate principal amount of the First-Priority Senior Secured Notes with amounts equal to the net cash proceeds of certain equity offerings at a redemption price of 108.750%, plus accrued and unpaid interest, if any, to, but excluding, the redemption date.      
Percentage of interest in subsidiary         100.00%      
First-Priority Senior Secured Notes [Member] | Subsequent Event [Member]                
Debt Instrument [Line Items]                
Redemption percentage 102.188%              
Aggregate principal amount outstanding $ 227,500              
First-Priority Senior Secured Notes [Member] | Debt Instrument Redemption Period One [Member]                
Debt Instrument [Line Items]                
Redemption percentage         104.375%      
First-Priority Senior Secured Notes [Member] | Debt Instrument, Redemption, Period Two                
Debt Instrument [Line Items]                
Redemption percentage         102.188%      
First-Priority Senior Secured Notes [Member] | Debt Instrument, Redemption, Period Three                
Debt Instrument [Line Items]                
Redemption percentage         100.00%      
Revolving Credit Facility [Member]                
Debt Instrument [Line Items]                
Incremental amendment to revolving facility commitments     $ 5,000          
Long term debt, outstanding amount           $ 371,600    
Revolving Credit Facility [Member] | Senior Secured Credit Facilities [Member]                
Debt Instrument [Line Items]                
Debt instrument, maturity date       Aug. 25, 2026        
Aggregate principal amount     $ 390,000 $ 385,000        
Commitment fee payable by the company           0.50%    
Restrictive Covenants [Member]                
Debt Instrument [Line Items]                
Total net leverage ratio not to be exceeded           425.00%    
Restrictive Covenants [Member] | Debt Agreement [Member]                
Debt Instrument [Line Items]                
Total net leverage ratio, as calculated           261.00%    
Maximum [Member] | Restrictive Covenants [Member] | Senior Secured Credit Facilities [Member]                
Debt Instrument [Line Items]                
Credit facility agreement maximum required first lien secured leverage ratio           625.00%    
Excludable letters of credit under maximum required first lien secured leverage ratio           $ 30,000    
Minimum [Member] | Restrictive Covenants [Member] | Senior Secured Credit Facilities [Member]                
Debt Instrument [Line Items]                
Credit facility agreement maximum required first lien secured leverage ratio           100.00%    
Minimum percentage of funded loan and letters of credit for covenant to apply           35.00%    
Restatement Agreement [Member] | Maximum [Member]                
Debt Instrument [Line Items]                
Senior secured financing       1,585,000        
Term B Loans [Member]                
Debt Instrument [Line Items]                
Aggregate principal amount drawn       $ 1,200,000        
Debt instrument, maturity date       Aug. 25, 2028        
Aggregate principal amount outstanding           $ 1,179,000   $ 1,185,000
Term B Loans [Member] | Senior Secured Credit Facilities [Member]                
Debt Instrument [Line Items]                
Debt Instrument Redemption Description           Borrowings under the Term B Loans bear interest at a fluctuating rate per annum equal to, at the Company’s option, (i) a base rate equal to the higher of (a) the federal funds rate plus 1/2 of 1%, (b) the rate of interest quoted in the print edition of the Wall Street Journal Money Rates Section as the prime rate as in effect from time to time and (c) one-month Adjusted Term SOFR plus 1% per annum (provided that in no event shall such ABR rate with respect to the Term B Loans be less than 1.50% per annum) (“ABR”), in each case, plus an applicable margin of 2.00% or (ii) an Adjusted Term SOFR rate for the applicable interest period (provided that in no event shall such Adjusted Term SOFR rate with respect to the Term B Loans be less than 0.50% per annum) plus an applicable margin of 3.00%.    
Amortization Payments of Term Loan       0.25%        
Revolving Loans [Member] | Senior Secured Credit Facilities [Member]                
Debt Instrument [Line Items]                
Debt Instrument Redemption Description           Borrowings under the Revolving Loans bear interest at a fluctuating rate per annum equal to, at the Company’s option, (i) ABR (provided that in no event shall such ABR rate with respect to the Revolving Loans be less than 1.00% per annum) plus an applicable margin equal to 1.75% or (ii) Adjusted Term SOFR (provided that in no event shall such Adjusted Term SOFR rate with respect to the Revolving Loans be less than 0.00%) plus an applicable margin of 2.75%. The applicable margin for borrowings of Revolving Loans are subject to one 25 basis point step-down upon achievement by the Company of certain corporate credit ratings.    
Redemption Price One [Member] | First-Priority Senior Secured Notes [Member]                
Debt Instrument [Line Items]                
Redemption percentage         101.00%      
Redemption Price Two [Member] | First-Priority Senior Secured Notes [Member]                
Debt Instrument [Line Items]                
Redemption percentage         108.75%      
v3.23.2
Long-Term Debt - Summary of Long-Term Debt Repayable (Detail) - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Maturities of Long-Term Debt [Abstract]    
Remainder of 2023 $ 6,000  
2024 12,000  
2025 239,500  
2026 12,000  
2027 12,000  
Thereafter 1,850,000  
Long-term debt $ 2,131,500 $ 2,137,500
v3.23.2
Fair Value Measurements - Additional Information (Detail) - USD ($)
Jun. 30, 2023
Dec. 31, 2022
Fair Value Disclosures [Abstract]    
Assets measured at fair value $ 0 $ 0
v3.23.2
Fair Value Measurements - Schedule of Estimated Fair Value Measurements and Related Classifications for Liabilities Measured on a Recurring Basis (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Long-term obligations $ 2,059,356 $ 2,058,675
Quoted Prices in Active Markets for Identical Assets and Liabilities (Level 1)    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Long-term obligations 880,356 873,675
Significant Other Observable Inputs (Level 2) [Member]    
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items]    
Long-term obligations $ 1,179,000 $ 1,185,000
v3.23.2
Fair Value Measurements - Schedule of Estimated Fair Value Measurements and Related Classifications for Liabilities Measured on a Recurring Basis (Parenthetical) (Detail) - USD ($)
$ in Thousands
Jun. 30, 2023
Dec. 31, 2022
Fair Value Disclosures [Abstract]    
Current maturities of long-term debt $ 12,000 $ 12,000
Total long-term debt, net $ 2,096,137 $ 2,099,059
v3.23.2
Commitments and Contingencies - Additional Information (Detail)
$ in Millions
 6 Months Ended
Jun. 30, 2023
USD ($)
SharesAtIssue
Loss Contingencies [Line Items]  
Number of shares at issue in legal matter | SharesAtIssue 300,000
License agreement term, description Pursuant to the License Agreement with Sesame Workshop, the Company pays a specified annual license fee, as well as a specified royalty based on revenues earned in connection with sales of licensed products, all food and beverage items utilizing the licensed elements and any events utilizing such elements if a separate fee is paid for such event. The Company’s principal commitments pursuant to the License Agreement include, among other items, the opening of a second standalone park (“Standalone Park”) (the Company opened the Standalone Park in San Diego on March 26, 2022) and minimum annual capital and marketing thresholds. After the opening of the second Standalone Park (counting the existing Sesame Place Standalone Park in Langhorne, Pennsylvania), SEA has the option to build additional Standalone Parks in the Sesame Territory within agreed upon timelines. The License Agreement has an initial term through December 31, 2031, with an automatic additional 15-year extension plus a five-year option added to the term of the License Agreement from December 31st of the year of each new Standalone Park opening. As of June 30, 2023, the Company estimates the combined remaining liabilities and obligations for the License Agreement commitments could be up to approximately $25.0 million over the remaining term of the agreement. See further discussion concerning royalty payments for the year 2021 in the "Sesame Workshop Arbitration" section above.
Maximum [Member]  
Loss Contingencies [Line Items]  
Combined remaining liabilities and obligations for License Agreement commitments | $ $ 25.0
v3.23.2
Equity-Based Compensation - Schedule of Equity Compensation Expense (Detail) - USD ($)
$ in Thousands
 3 Months Ended 6 Months Ended
Jun. 30, 2023
Jun. 30, 2022
Jun. 30, 2023
Jun. 30, 2022
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]        
Total equity compensation expense $ 3,725 $ 2,549 $ 8,207 $ 9,531
Operating Expense [Member]        
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]        
Total equity compensation expense 10 689 544 2,654
Selling, General and Administrative Expenses [Member]        
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]        
Total equity compensation expense $ 3,715 $ 1,860 $ 7,663 $ 6,877
v3.23.2
Equity-Based Compensation - Additional Information (Detail) - shares
 6 Months Ended
Jul. 01, 2023
Jun. 30, 2023
Subsequent Event [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Percentage of bonus payable by units 50.00%  
Bonus Performance Restricted Units [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Performance restricted units vested   20,000
Bonus Performance Restricted Awards [Member] | Subsequent Event [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Percentage of bonus payable by units 50.00%  
Below Threshold Performance Bonus Restricted Awards [Member] | Maximum [Member] | Subsequent Event [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Vesting percentage, per year 100.00%  
Below Threshold Performance Bonus Restricted Awards [Member] | Minimum [Member] | Subsequent Event [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Vesting percentage, per year 0.00%  
Long Term Incentive Options [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Vesting period   3 years
Award vesting terms   one-third vesting on each anniversary of the date of grant
Long-Term Incentive Performance Restricted Units [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Performance-vesting restricted units or Nonqualified stock options granted   240,000
Nonqualified Stock Options Granted [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Performance-vesting restricted units or Nonqualified stock options granted   65,000
Omnibus Incentive Plan [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Common stock reserved for future issuance   15,000,000.0
Shares available for future issuance   6,900,000
2023 Long-Term Incentive Plan Below Threshold Performance [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Vesting percentage, per year   0.00%
2023 Long-Term Incentive Plan At Threshold Performance [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Percentage of units earned   50.00%
2023 Long-Term Incentive Plan Maximum Performance [Member]    
Share Based Compensation Arrangement By Share Based Payment Award [Line Items]    
Vesting percentage, per year   150.00%
v3.23.2
Stockholders' Deficit - Additional Information (Detail) - USD ($)
 6 Months Ended 12 Months Ended
Jul. 01, 2022
Jun. 30, 2023
Jun. 30, 2022
Dec. 31, 2022
Mar. 31, 2023
Aug. 31, 2022
Jul. 29, 2022
May 31, 2022
Apr. 29, 2022
Mar. 31, 2022
Dec. 31, 2021
Stockholders Equity [Line Items]                      
Common stock, shares issued   96,582,649   96,287,771              
Treasury stock, shares   32,611,539                  
May Share Repurchase Program [Member]                      
Stockholders Equity [Line Items]                      
Share Repurchase Programs, authorized amount               $ 250,000,000      
Stock Repurchase Program, number of shares repurchased 771,656   4,314,096                
Stock repurchases under Share Repurchase Program $ 35,400,000   $ 214,600,000                
Share Repurchase Program, remaining authorized repurchase amount     $ 35,400,000       $ 0        
Share Repurchase Program [Member]                      
Stockholders Equity [Line Items]                      
Share Repurchase Programs, authorized amount           $ 250,000,000          
Stock Repurchase Program, number of shares repurchased   235,000   3,774,659              
Stock repurchases under Share Repurchase Program   $ 13,900,000   $ 193,600,000              
Share Repurchase Program, remaining authorized repurchase amount   $ 42,400,000                  
Former Share Repurchase Program [Member]                      
Stockholders Equity [Line Items]                      
Share Repurchase Programs, authorized amount                   $ 250,000,000  
Share Repurchase Programs, replenishment of authorized amount                   $ 228,200,000  
Stock Repurchase Program, number of shares repurchased     3,563,086                
Stock repurchases under Share Repurchase Program     $ 250,000,000                
Share Repurchase Program, remaining authorized repurchase amount                 $ 0    
Common Stock [Member]                      
Stockholders Equity [Line Items]                      
Common stock, shares issued   96,582,649 96,212,193 96,287,771 96,496,784         95,838,033 95,541,992
Restricted Stock Units [Member]                      
Stockholders Equity [Line Items]                      
Number of unvested shares   1,422,593