Pursuit Attractions & Hospitality, Inc.

NOTE 1. OVERVIEW AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation and Principles of Consolidation

The accompanying consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and include the accounts of Pursuit Attractions and Hospitality, Inc. (“Pursuit”) and its subsidiaries. We have eliminated all significant intercompany account balances and transactions in consolidation.

Nature of Business

We are a collection of inspiring and unforgettable travel experiences that includes attractions and lodges, along with integrated restaurants, retail, and transportation. We comprise the Banff Jasper Collection, the Alaska Collection, the Glacier Park Collection, Flyover attractions, and Sky Lagoon. We are managed on a consolidated basis for purposes of assessing performance and making operating decisions. Accordingly, we are deemed to be a single operating segment in this Annual Report on Form 10-K (“2024 Form 10-K”).

On October 20, 2024, Pursuit (formerly known as Viad Corp) entered into an Equity Purchase Agreement (the “Purchase Agreement”) with TL Voltron, LLC, a Delaware limited liability company (“Truelink Capital”), pursuant to which Truelink Capital agreed to purchase all of the outstanding equity interests held by the Company in its subsidiaries comprising the GES Exhibitions and Spiro reportable segments (the “GES Business”). The aggregate purchase price was $535 million, consisting of a base purchase price of $510 million, subject to customary adjustments for cash, indebtedness, working capital and transaction expenses, and a deferred purchase price of $25 million payable by Truelink Capital to the Company one year after the closing date.

On December 31, 2024, we completed the sale of the GES Business to Truelink Capital and relaunched as Pursuit Attractions and Hospitality, Inc., a standalone attractions and hospitality company with a singular focus on delivering unforgettable experiences in iconic destinations. We began trading under a new NYSE ticker symbol, PRSU, on January 2, 2025.

We determined that the sale of the GES Business met the criteria under Accounting Standards Codification (“ASC”) 205-20, Presentation of Financial Statements – Discontinued Operations (“ASC 205-20”), to be classified as a discontinued operation as the sale represents a strategic shift that will have a significant effect on our operations and financial results. Accordingly, we have accounted for the GES Business as a discontinued operation in this 2024 Form 10-K. All amounts and disclosures for all periods presented reflect only the continuing operations of the Company unless otherwise noted. Refer to Note 5 –Discontinued Operations of for further information.

Significant Accounting Policies

Use of Estimates

The preparation of financial statements in conformity with United States GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reported period. Estimates and assumptions are used in accounting for, among other things: impairment testing of recorded goodwill and intangible assets and long-lived assets; allowance for uncollectible accounts receivable; sales reserve allowances; provisions for income taxes, including uncertain tax positions; valuation allowances related to deferred tax assets; liabilities for losses related to self-insured liability claims; liabilities for losses related to environmental remediation obligations; pension and postretirement benefit costs and obligations; share-based compensation costs; the discount rates used to value lease obligations; the redemption value of redeemable noncontrolling interests; and the allocation of purchase price of acquired businesses. These estimates and assumptions may change as a result of the impact of global economic conditions, global inflationary pressures, and volatility in foreign exchange rates. Actual results could differ from these and other estimates.

Cash, Cash Equivalents, and Restricted Cash

Cash equivalents are highly-liquid investments with remaining maturities when purchased ofthree months or less. Cash and cash equivalents consist of cash and bank demand deposits. Restricted cash primarily repre sents collateral required for letters of credit.

Cash, cash equivalents, and restricted cash balances presented in the Consolidated Statements of Cash Flows consist of the following:

Allowances for Doubtful Accounts

Allowances for doubtful accounts reflect the best estimate of expected losses inherent in the accounts receivable balance. The allowances for doubtful accounts, including a sales allowance for billing adjustments at the time of sale, are based upon an evaluation of the aging of receivables, historical trends, and the current economic environment.

Inventories

We state inventories, which consist primarily of retail inventory, at the lower of cost (first-in, first-out and specific identification methods) or net realizable value.

Property and Equipment

Property and equipment are stated at cost, net of accumulated depreciation. Property and equipment are depreciated using the straight-line method over the estimated useful lives of the assets: buildings,20 to 40 years; equipment,3 to 40 years; and leasehold improvements, over the shorter of the lease term or useful life. Property and equipment are tested for potential impairment whenever events or changes in circumstances indicate that the carrying value of the long-lived asset may not be recoverable through undiscounted cash flows.

Leases

We recognize a right-of-use (“ROU”) asset and lease liability on the Consolidated Balance Sheets and classify leases as either finance or operating leases. The classification of the lease determines whether we recognize the lease expense on an effective interest method basis (finance lease) or on a straight-line basis (operating lease) over the lease term. In determining whether an agreement contains a lease, we consider if we have a right to control the use of the underlying asset during the lease term in exchange for an obligation to make lease payments arising from the lease. We recognize ROU assets and lease liabilities at commencement date, which is when the underlying asset is available for use to a lessee, based on the present value of lease payments over the lease term.

Our operating and finance leases are primarily equipment and land leases. Our equipment leases comprise mainly vehicles, hardware, and office equipment, each with various lease terms. Our land leases comprise mainly leases in Canada and Iceland on which our hotels or attractions are located and have lease terms ranging up to 46 years.

If a lease contains a renewal option that is reasonably certain to be exercised, then the lease term includes the optional periods in measuring a ROU asset and lease liability. We evaluate the reasonably certain threshold at lease commencement, and it is typically met if we identify substantial economic incentives or termination penalties. We do not include variable leases and variable non-lease components in the calculation of the ROU asset and corresponding lease liability. Our lease agreements do not contain any significant residual value guarantees or restrictive covenants.

Substantially all of our lease agreements do not specify an implicit borrowing rate, and as such, we utilize an incremental borrowing rate based on lease term and country in order to calculate the present value of our future lease payments. The incremental borrowing rate represents a risk-adjusted rate on a collateralized basis and is the expected rate at which we would borrow funds to satisfy the scheduled lease liability payment streams commensurate with the lease term and the country.

We are also a lessor to third party tenants who lease certain portions of facilities that we own. We record lease income from owned facilities as rental income. We classify all of our leases for which we are the lessor as operating leases.

Long-lived Assets

In testing long-lived assets and goodwill for impairment, we test our long-lived assets first, followed by testing the goodwill of our reporting units that include the long-lived assets assessed in the impairment test. If an asset group includes only a portion of a reporting unit, the carrying amount of goodwill is not included in the asset group. The carrying values of the asset group are adjusted, if necessary, based on the results of the long-lived assets impairment test prior to testing goodwill.

Long-lived assets with finite lives are amortized over their respective estimated useful lives and are reviewed for impairment if an event occurs or circumstances change that would indicate the carrying value may not be recoverable through future operations. In determining the fair value of the asset group, we used a discounted cash flow analysis using the income approach. The significant estimates and assumptions used in determining the fair value of the asset group are similar to the significant estimates and assumptions used in determining the fair value of our reporting units.

Goodwill

Goodwill is tested for impairment at the reporting unit level on an annual basis as of October 31, and between annual tests if an event occurs or circumstances change that would more-likely-than-not reduce the fair value of a reporting unit below its carrying value. We use a discounted expected future cash flow methodology (income approach) to estimate the fair value of our reporting units for purposes of goodwill impairment testing. The estimates and assumptions regarding expected future cash flows, discount rates, and terminal values require considerable judgment and are based on market conditions, financial forecasts, industry trends, and historical experience. These estimates, however, have inherent uncertainties and different assumptions could lead to materially different results.

Environmental Remediation Liabilities

Environmental remediation liabilities represent the estimated cost of environmental remediation obligations primarily associated with previously sold operations. The amounts accrued primarily consist of the estimated direct incremental costs, on an undiscounted basis, for contractor and other services related to remedial actions and post-remediation site monitoring. Environmental remediation liabilities are recorded when the specific obligation is considered probable and the costs are reasonably estimable. Subsequent recoveries from third parties, if any, are recorded through discontinued operations when realized. Environmental insurance is maintained that provides coverage for new and undiscovered pre-existing conditions at both our continuing and discontinued operations.

Fair Value of Financial Instruments

The carrying value of cash and cash equivalents, accounts receivable, and accounts payable approximate fair value due to the short-term maturities of these instruments. Refer to Note 13 –Debt and Finance Obligations for the estimated fair value of debt obligations.

Convertible Preferred Stock

Shares of convertible preferred stock are recorded based on proceeds received net of costs on the date of issuance. Dividends paid-in-kind increase the redemption value of the preferred stock. Redeemable preferred stock (including preferred stock that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within our control) is classified as mezzanine equity and is reported between liabilities and stockholders’ equity in the Consolidated Balance Sheets. On December 31, 2024, all of the shares of outstanding Convertible Series A Preferred Stock, par value $0.01 per share (the “Convertible Preferred Stock”) were converted into approximately 6.7 million shares of our common stock. Refer to Note 17 –Common and Preferred Stock for additional information.

Noncontrolling Interests – Non-redeemable and Redeemable

Non-redeemable noncontrolling interest represents the portion of equity in a subsidiary that is not attributable, directly or indirectly, to us. We report non-redeemable noncontrolling interest within stockholders’ equity in the Consolidated Balance Sheets. The amount of consolidated net income or loss attributable to Pursuit and the non-redeemable noncontrolling interest is presented in the Consolidated Statements of Operations.

Noncontrolling interests with redemption features that are not solely within our control are considered to be redeemable noncontrolling interests, which are classified as mezzanine equity and is reported between liabilities and stockholders’ equity in the Consolidated Balance Sheets. Our redeemable noncontrolling interest related to our 56.4%equity ownership interest in Esja Attractions ehf. (“Esja”), which owns the Flyover Iceland attraction. The Esja shareholders agreement contained a put option that gave the minority Esja shareholders the right to sell (or “put”) their Esja shares to us based on a calculated formula within a predefined term. As of December 31, 2024, the Flyover Iceland attraction did not achieve the put option condition and such option expired. The redeemable noncontrolling interest owned by Esja was reclassified to non-redeemable noncontrolling interest and is presented within stockholders’ equity in the

Consolidated Balance Sheets. The amount of the net loss attributable to redeemable noncontrolling interests is recorded in the Consolidated Statements of Operations and the accretion of the redemption value is recorded as an adjustment to retained earnings/accumulated deficit and is included in our income (loss) per share. Refer to Note 24 –Noncontrolling Interests – Redeemable and Non-redeemable for additional information.

Foreign Currency Translation

Our foreign operations are in Canada and Iceland. The functional currency of our foreign subsidiaries is their local currency. Accordingly, for purposes of consolidation, we translate the assets and liabilities of our foreign subsidiaries into U.S. dollars at the foreign exchange rates in effect at the balance sheet date. The unrealized gains or losses resulting from the translation of these foreign denominated assets and liabilities are included as a component of accumulated other comprehensive income (loss) (“AOCI”) in the Consolidated Balance Sheets. For purposes of consolidation, revenue, expenses, gains, and losses related to our foreign operations are translated into U.S. dollars at the average foreign exchange rates for the period. We also have certain loans and leases in currencies other than the entity’s functional currency, which results in gains or losses as exchange rates fluctuate and are recorded in the Consolidated Statements of Operations.

Revenue Recognition

Revenue is measured based on a specified amount of consideration in a contract with a customer, net of commissions paid to customers and amounts collected on behalf of third parties. We recognize revenue when a performance obligation is satisfied by transferring control of a product or delivering the service to a customer.

Service revenue is derived through ticket revenue, rooms revenue, and transportation and other services. Product revenue is derived through food and beverage and retail sales. Revenue is recognized at the time services are performed or upon delivery of the product. Service revenue is recognized over time as the customer simultaneously receives and consumes the benefits, and product revenue is recognized at a point in time.

Insurance Recoveries

Receipts from insurance up to the amount of the recognized losses are considered recoveries and are accounted for when they are probable of receipt. Anticipated proceeds in excess of the recognized loss are considered a contingency gain. A contingency gain for anticipated insurance proceeds in excess of losses already recognized is not recognized until all contingencies relating to the insurance claim have been resolved.

On July 22, 2024, Jasper National Park was closed and evacuated due to wildfire activity, and a wildfire entered the Jasper townsite on July 24, 2024. Pursuit’s hotels and attractions in and near the Jasper townsite were not reached by the wildfire and remain intact except for the Maligne Canyon Wilderness Kitchen (“Wilderness Kitchen”), a restaurant and retail operation located about three miles outside the town of Jasper. In addition to the loss of the Wilderness Kitchen, food and beverage inventories at our properties throughout the region were spoiled and written off. We also incurred other costs related to restoration efforts.

During 2024, we recorded an asset impairment charge of $3.8 million against the net book value of the Wilderness Kitchen. This loss was covered by our property insurance and accordingly, we recorded an offsetting impairment recovery of $3.8 million. We also recorded an impairment charge of $0.6 million against intangible assets (trademark and favorable lease) of the Wilderness Kitchen.

We incurred total costs at our properties affected by the Jasper wildfires of approximately $21.5 million, all of which are deemed probable of recovery through our insurance. During 2024, we received approximately $13 million in insurance proceeds as a partial settlement relating to the losses, of which $3.8 million was allocated to the charge for the Wilderness Kitchen and $9.2 million was allocated against the insurance receivable for costs incurred. As of December 31, 2024, the remaining balance in the insurance receivable of approximately $8.5 million represents costs that are deemed probable of recovery. We include the insurance receivable in “Other current assets” in the Consolidated Balance Sheets.

Share-Based Compensation

Share-based compensation costs related to all share-based payment awards are recognized and measured using the fair value method of accounting. These awards generally include restricted stock awards, restricted stock units, performance-based restricted stock units (“PSUs”), and stock options, and contain forfeiture and non-compete provisions. We issue share-based payment awards from shares held in treasury. Future vesting is generally subject to continued employment. Holders of share-based awards have the right to receive dividends and vote the shares, but may not sell, assign, transfer, pledge, or otherwise encumber the stock, except to the extent restrictions have lapsed and in accordance with our insider trading policy.

We account for share-based awards that will be settled in shares of our common stock as equity-based awards. We measure share-based compensation expense of equity-based awards at fair value on the grant date on a straight-line basis over the vesting period. The estimated number of awards to be achieved related to a performance condition is updated each reporting period based on the number of units expected to vest. The fair value of share-based awards that contain a performance goal based on a market condition such as total shareholder return is estimated using a Monte Carlo simulation. Share-based compensation expense related to equity-based awards is recognized ratably over the requisite service period ranging from one to three years.

The fair value of stock option grants is estimated on the date of grant using the Black-Scholes stock option pricing model. We measure share-based compensation for performance-based options on a straight-line basis over the performance period and the underlying shares expected to be settled are adjusted each reporting period based on estimated future achievement of the respective performance metrics. Service-based options are recognized on a straight-line basis over the requisite service period on a graded-vesting schedule.

Common Stock in Treasury

Common stock purchased for treasury is recorded at historical cost. Subsequent share reissuances are primarily related to share-based compensation programs and recorded at weighted-average cost.

Income (Loss) Per Common Share

Diluted income (loss) per common share is calculated using the more dilutive of the two-class method or if-converted method. The two-class method uses net income (loss) available to common stockholders and assumes conversion of all potential shares other than the participating securities. The if-converted method uses net income (loss) available to common shareholders and assumes conversion of all potential shares incl uding the participating securities. Dilutive potential common shares include outstanding stock options, unvested restricted share units and convertible preferred stock. We apply the two-class method in calculating income (loss) per common share as unvested share-based payment awards that contain nonforfeitable rights to dividends and preferred stock are considered participating securities. Accordingly, such securities are included in the earnings allocation in calculating income (loss) per share. The adjustment to the carrying value of the redeemable noncontrolling interest is reflected in income (loss) per common share.

Impact of Recent Accounting Pronouncements

The following table provides a brief description of recent accounting pronouncements:

NOTE 2. REVENUE AND RELATED CONTRACT LIABILITIES

Contract Liabilities

A contract liability represents an entity’s obligation to transfer goods or services to a customer for which the entity has received consideration from the customer before transferring control of those goods or services. Our performance obligations are short-term in nature. They include the provision of a hotel room, an attraction admission, and a chartered or ticketed bus or van ride. We recognize revenue when the service has been provided or the product has been delivered. When we extend credit, payment terms are generally within 30 days and contain no significant financing components. We periodically receive customer deposits prior to transferring the related product or service to the customer. We record these deposits as a contract liability, which are recognized as revenue upon satisfaction of the related contract performance obligation(s). We include customer deposits in “Contract liabilities” in the Consolidated Balance Sheets. As of December 31, 2024, contract liabilities were $12.4 million, compared to $12.5 million as of December 31, 2023. The contract liabilities as of December 31, 2023 were primarily recognized in revenue during 2024.

Disaggregation of Revenue

The following tables disaggregate revenue by major service and product lines, timing of revenue recognition, and markets served:

NOTE 3. SHARE-BASED COMPENSATION

We grant share-based compensation awards to our officers, directors, and certain key employees pursuant to the 2017 Viad Corp Omnibus Incentive Plan, as amended (the “2017 Plan”). The 2017 Plan has a 10-year term and provides for the following types of awards: (a) incentive and non-qualified stock options; (b) restricted stock awards and restricted stock units; (c) performance units or performance shares; (d) stock appreciation rights; (e) cash-based awards; and (f) certain other stock-based awards. As of December 31, 2024, there were 710,023 shares available for future grant under the 2017 Plan.

The following table summarizes share-based compensation expense:

(1)

The income tax benefit amount for all periods primarily reflects the tax benefit associated with our Canadian-based employees. Refer to Note 19 –Income Taxes.

We recordedno share-based compensation expense through restructuring charges in 2024, 2023 or 2022. No share-based compensation costs were capitalized during 2024, 2023, or 2022.

Performance-based Restricted Stock Units

PSUs are tied to our stock price and/or the expected achievement of certain performance-based criteria. The vesting of PSUs is based upon the achievement of the performance-based criteria over a three-year period. We account for PSUs that will be settled in shares of our common stock as equity-based awards. We measure share-based compensation expense of equity-based awards at fair value on the grant date on a straight-line basis over the vesting period. The estimated number of units to be achieved is updated each reporting period.

In 2024, PSUs granted in 2021 and 2022 vested, resulting in a total payout of $3.0 million in shares. In 2023, PSUs granted in 2020 vested; however, as performance metrics were not achieved, no awards were paid. In 2022, PSUs granted in 2019 vested and we paid $0.4 million in cash. No PSUs were paid in shares in 2022.

As of December 31, 2024, the unamortized cost of outstanding equity-based PSUs was $6.9 million, which we expect to recognize over a weighted-average period of approximately 1.5 years.

The following table summarizes the activity of the outstanding PSU awards:

(1)

Includes adjustments for estimated achievement of performance-based criteria.

Service-based Restricted Stock Awards and Restricted Stock Units

Restricted stock awards and restricted stock units are service-based awards. We account for restricted stock awards and restricted stock units that will be settled in shares of our common stock as equity-based awards. We measure share-based compensation expense of equity-based awards at fair value on the grant date on a straight-line basis over the vesting period.

As of December 31, 2024, the unamortized cost of outstanding equity-based restricted stock units was $4.9 million, which we expect to recognize over a weighted-average period of approximately 1.1 years. We withheld 125,200 shares for $5.1 million during 2024,48,039 shares for $1.5 million during 2023, and 43,887 shares for $1.4 million during 2022 related to tax withholding requirements on vested share-based awards.

We no longer have liability-based restricted stock units. In 2023,2,260 liability-based restricted stock units vested, and we paid $0.1 million in cash, and in 2022,3,709 restricted stock units vested, and we paid $0.1 million in cash.

The following table summarizes the activity of the outstanding equity-based restricted stock awards and restricted stock units:

Stock Options

We grant non-qualified stock options that are performance-based, as well as non-qualified stock options that are service-based. The performance-based awards are recognized on a straight-line basis over the respective performance period, and the underlying shares expected to be settled are adjusted each reporting period based on estimated future achievement of the respective performance metrics. The service-based awards are recognized on a straight-line basis over the requisite service period on a graded-vesting schedule ranging fromone tothree years. We did not grant any stock options during 2024 or 2023.

The following table summarizes stock options outstanding and exercisable as of December 31, 2024:

The aggregate intrinsic value of stock options outstanding at December 31, 2024 was $3.1 million, which represents the difference between our closing stock price at the end of the reporting period and the exercise price, multiplied by the number of in-the-money stock options. The aggregate intrinsic value of options exercisable at December 31, 2024 was $2.6 million.

As of December 31, 2024 and 2023, the total unrecognized compensation cost related to non-vested stock option awards was $0.1 million and $0.6 million, respectively. We expect to recognize such costs over a weighted-average period of approximately 0.2 years.

NOTE 4. ACQUISITIONS

2024 Acquisitions

Jasper SkyTram

On December 31, 2024, we acquired 100% of the equity interests in the Jasper SkyTram attraction in Jasper National Park for total cash consideration of $23.7 million Canadian dollars (approximately $16.5 million U.S. dollars), which includes a renewable long-term lease with Parks Canada, with nearly 30 years remaining. The Jasper SkyTram ascends 2,263 meters (8,081 feet) up Whistlers Mountain while taking in 360-degree national park views. On-site amenities include an interpretive boardwalk, easy access to hiking trails, and light culinary offerings.

The following table summarizes the preliminary allocation of the aggregate purchase price and amounts of assets acquired based upon the estimated fair value at the date of acquisition.

Under the acquisition method of accounting, the purchase price as shown in the table above is allocated to the tangible and identifiable intangible assets acquired based on their estimated fair values. The excess purchase price over the fair value of net assets acquired was recorded as “Goodwill.” Goodwill is included in the Banff Jasper Collection reporting unit. The primary factor that contributed to the purchase price resulting in the recognition of goodwill related to future growth opportunities when combined with our other businesses. Goodwill is deductible for tax purposes.

Following are details of the purchase price allocated to the intangible assets acquired for the Jasper SkyTram:

Transaction costs associated with the acquisition were $0.4 million during 2024, which are included in “Costs of services” in the Consolidated Statements of Operations. We included these assets in the consolidated financial statements from the date of acquisition.

Pro forma information is not presented as revenue and the operating results of Jasper SkyTram, as if the acquisition occurred on January 1, 2024, was not material to our consolidated financial statements for the year ended December 31, 2024.

2022 Acquisition

Glacier Raft Company

On April 6, 2022, we acquired the Glacier Raft Company, which provides guided river rafting trips operating in Pursuit’s West Glacier, Montana operations. The Glacier Raft Company also owns 13 log cabins, a lodge, and a wedding venue located on 50 acres with views into Glacier National Park. The purchase price was $26.5 million in cash. This acquisition was funded via cash on hand of approximately $11.5 million and borrowings under our revolving credit facility of $15.0 million.

The following table summarizes the final allocation of the aggregate purchase price and amounts of assets acquired and liabilities assumed based upon the estimated fair value at the date of acquisition.

Under the acquisition method of accounting, the purchase price as shown in the table above is allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values. The excess purchase price over the fair value of net assets acquired was recorded as “Goodwill.” The primary factor that contributed to the purchase price resulting in the recognition of goodwill related to future growth opportunities when combined with our other businesses. Goodwill is deductible for tax purposes. We included these assets in the Consolidated Balance Sheets from the date of acquisition.

Following are details of the purchase price allocated to the intangible assets acquired for the Glacier Raft Company:

Transaction costs associated with the acquisition were $0.2 million in 2022, which are included in “Costs of services” in the Consolidated Statements of Operations. The results of operations of Glacier Raft Company have been included in the consolidated financial statements from the date of acquisition. Pro forma information is not presented as revenue and the operating results of Glacier Raft Company, as if the acquisition occurred on January 1, 2022, was not material to our consolidated financial statements for the year ended December 31, 2022.

NOTE 5. DISCONTINUED OPERATIONS

On October 20, 2024, Pursuit (formerly known as Viad Corp) entered into a Purchase Agreement with Truelink Capital, pursuant to which Truelink Capital agreed to purchase all of the outstanding equity interests held by the Company in its subsidiaries comprising the GES Business. On December 31, 2024, we completed the sale of the GES Business to Truelink Capital and relaunched as Pursuit Attractions and Hospitality, Inc., a standalone attractions and hospitality company with a singular focus on delivering unforgettable experiences in iconic destinations.

We determined that the sale of the GES Business met the criteria under ASC 205-20 to be classified as a discontinued operation as the sale represents a strategic shift that will have a significant effect on our operations and financial results. Accordingly, the Consolidated Statements of Operations and Consolidated Balance Sheets have been adjusted for all prior periods to reflect the GES Business as discontinued operations.

The following table summarizes the results of the GES Business presented within discontinued operations in the Consolidated Statements of Operations:

(1)

On December 31, 2024, in connection with the sale of the GES Business, we terminated and repaid in full all outstanding obligations (approximately $393 million) due under our previous $500 million credit facility with Bank of America, N.A. as administrative agent (the “2021 Credit Facility”) and all related liens and security interests were terminated, discharged and released. In accordance with ASC 205-20, we elected to allocate interest expense to discontinued operations for the 2021 Credit Facility and the related debt issuance costs that were not directly attributable to the GES Business. All of the interest expense and related debt issuance costs of the $400 million term loan were allocated to discontinued operations, and interest expense and debt issuance costs related to the $170 million revolving credit facility were allocated based on a ratio of net assets of the GES Business to the sum of our consolidated net assets and consolidated debt. We allocated interest expense to discontinued operations of $39.1 million in 2024, $42.4 million in 2023, and $30.6 million in 2022.

We incurred transaction costs of $14.9 million in connection with the sale of the GES Business during the year ended December 31, 2024, which are included in “Cost of services” in the Consolidated Statements of Operations as discontinued operations. These costs primarily include third-party advisory, consulting, legal, and professional fees.

The following table summarizes the assets and liabilities of the discontinued operations:

The GES Business’ depreciation was $11.2 million during 2024, $9.2 million during 2023, and $11.9 million during 2022. The GES Business’ intangible asset amortization expense was $3.3 million during 2024, $3.9 million during 2023, and $4.4 million during 2022. The GES Business’ capital expenditures were $18.5 million during 2024, $13.6 million during 2023, and $10.3 million during 2022.

NOTE 6. INVENTORIES

The components of inventories consisted of the following:

NOTE 7. OTHER CURRENT ASSETS

Other current assets consisted of the following:

(1) Prepaid project deposit represented a payment towards the Jasper SkyTram, which we acquired on December 31, 2024. Refer to Note 4 –Acquisitions for additional information.

NOTE 8. PROPERTY AND EQUIPMENT, NET

Property and equipment consisted of the following:

(1)

Land and land interests include certain leasehold interests in land for which we are considered to have perpetual use rights. The carrying value of these leasehold interests was $8.2 million as of December 31, 2024 and $8.1 million as of December 31, 2023. These land interests are not subject to amortization.

Depreciation expense was$38.4 million during 2024,$33.0 million during 2023, and $31.1 million during 2022.

Accounts payable and accrued liabilities related to the addition of property and equipment was $6.9 million as of December 31, 2024 and $3.3 million as of December 31, 2023. Capitalized interest was $0.7 million during 2024 and $2.1 million during 2023, which was primarily related to the development of our Flyover Chicago attraction.

On July 2, 2019, we executed a facility lease with the intent of building a new Flyover attraction, Flyover Canada Toronto. Effective August 6, 2024, this facility lease was terminated. During 2024, we recorded anasset impairment charge of $5.5 million related to site-specific engineering plans developed for this attraction.

On July 24, 2024, our Wilderness Kitchen was lost to the Jasper wildfires. During 2024, we recorded an asset impairment charge of $3.8 million against the net book value of the Wilderness Kitchen. This loss is covered by our property insurance and accordingly, we recorded an offsetting impairment recovery of $3.8 million. Refer to Note 1 –Overview and Summary of Significant Accounting Policies - Insurance Recoveriesfor additional information.

We periodically evaluate the recoverability of other long-lived assets whenever events and changes in circumstances indicate that the carrying amount of an asset may not be fully recoverable. If an impairment indicator related to long-lived assets is identified, or if other circumstances indicate an impairment may exist, we perform an assessment to determine if an impairment loss should be recognized. This assessment includes a recoverability test to identify if the expected future undiscounted cash flows are less than the carrying value of the related assets. If the results of the recoverability test indicate that expected future undiscounted cash flows are less than the carrying value of the related assets, we perform a measurement of impairment and we recognize any carrying value in excess of fair value as an impairment. As a result of lower than anticipated operating results associated with our Flyover attractions reporting unit, we determined that indicators of impairment were present. During 2024, we determined that the carrying value of certain assets at our Las Vegas Flyover attraction asset group were not recoverable and were in excess of fair value and we recorded an impairment charge of $21.7 million against property and equipment and an impairment charge of $0.5 million against finance lease ROU assets.

NOTE 9. OTHER INVESTMENTS AND ASSETS

Other investments and assets consisted of the following:

NOTE 10. GOODWILL AND OTHER INTANGIBLE ASSETS, NET

Goodwill

The changes in the carrying value of goodwill are as follows:

(1)

Representsa purchase accounting measurement period adjustment related to the Glacier Raft Company acquisition.

The following table summarizes the remaining goodwill by reporting unit:

Goodwill is tested for impairment at the reporting unit level on an annual basis as of October 31, and between annual tests if an event occurs or circumstances change that would more-likely-than-not reduce the fair value of a reporting unit below its carrying value. We use a discounted expected future cash flow methodology (income approach) to estimate the fair value of our reporting units for purposes of goodwill impairment testing.

As a result of our most recent impairment analysis performed as of October 31, 2024, and subsequent to the long-lived asset impairment of our Las Vegas Flyover attraction asset group, we recorded a non-cash goodwill impairment charge of $14.0 million associated with our Flyover attractions reporting unit. We recorded an income tax benefit of $2.8 million related to this goodwill impairment charge. No impairment existed for our remaining reporting units with reported goodwill. The excess of the estimated fair value over the carrying value for our reporting units with reported goodwill (expressed as a percentage of the carrying value) under step one of the impairment test for the Banff Jasper Collection and the Alaska Collection was significant and Glacier Park Collection was 11%.

We will continue to closely monitor actual results versus expectations as well as whether and to what extent any significant changes in current events or conditions result in corresponding changes to our expectations about future estimated cash flows and discount rates. If our adjusted expectations of the operating results of our reporting units do not materialize, or the discount rate increases (based on increases in interest rates, market rates of return or market volatility), it is possible that we may be required to record additional goodwill impairment charges in the future, which may be material.

Our accumulated goodwill impairment was$20.2 million as of December 31, 2024 and $6.2 million as of December 31,2023.

Other Intangible Assets

Other intangible assets consisted of the following:

Intangible asset amortization expense (excluding amortization expense of ROU assets) was$2.5 million during 2024,$2.9 million during 2023, and $3.0 million during 2022.

On July 24, 2024, Pursuit’s Wilderness Kitchen was lost to the Jasper wildfires. During 2024, we recorded an impairment charge of $0.6 million against intangible assets (trademark and favorable lease) of the Wilderness Kitchen. Refer to Note 1 –Overview and Summary of Significant Accounting Policies - Insurance Recoveriesfor additional information.

During 2024, we determined that the carrying value of certain assets at our Las Vegas Flyover attraction asset group were not recoverable and were in excess of fair value and we recorded an impairment charge of $0.2 million against intangible assets (customer relationships).

At December 31, 2024, the estimated future amortization expense related to intangible assets subject to amortization is as follows:

NOTE 11. OTHER CURRENT LIABILITIES

Other current liabilities consisted of the following:

NOTE 12. OTHER DEFERRED ITEMS AND LIABILITIES

Other deferred items and liabilities consisted of the following:

NOTE 13. DEBT AND FINANCE OBLIGATIONS

The components of debt and finance obligations consisted of the following:

(1)

Represents the weighted-average interest rate in effect as of the end of the respective periods, including any applicable margin. The interest rates do not include amortization of debt issuance costs, commitment fees, or any expense or income related to the Interest Rate Cap as discussed in Note 14 -Derivative.

(2)

The weighted-average interest rate on total debt (including unamortized debt issuance costs and commitment fees) was 8.8% for 2024,9.9% for 2023 and 9.3% for 2022 The estimated fair value of total debt and finance leases was $70.6 million as of December 31, 2024 and $345.9 million as of December 31, 2023. The fair value of debt was estimated by discounting the future cash flows using rates currently available for debt of similar terms and maturity, which is a Level 2 measurement. Refer to Note 15 –Fair Value Measurements for additional information.

(3)

Cash paid for interest on debt was $45.8 million during 2024, $47.3 million during 2023, and $34.1 million during 2022.

2021 Credit Facility

Effective July 30, 2021, we entered into the 2021 Credit Facility. The 2021 Credit Facility provided for a $400 million term loan (“Term Loan B”) and a $100 million revolving credit facility (“Revolving Credit Facility”). The proceeds of the Term Loan B, net of $14.8 million in related fees, were used to repay the $327 million outstanding balance under our prior $450 million revolving credit facility and to provide for financial flexibility to fund future acquisitions and growth initiatives and for general corporate purposes.

On October 6, 2023, we entered into the Third Amendment to the 2021 Credit Facility, which among other things, increased the principal amount of the Revolving Credit Facility by $70 million, bringing the total amount of revolving capacity to $170 million, and added Brewster Inc., an Alberta corporation and a wholly-owned subsidiary of the Company, as a co-borrower. In connection with the amendment, we prepaid $70 million of the outstanding balance on our existing Term Loan B using $60 million from the Revolving Credit Facility and $10 million of cash from the Company’s balance sheet.

On December 31, 2024, in connection with the sale of the GES Business (as further discussed in Note 5 –Discontinued Operations), we terminated and repaid in full all outstanding obligations (approximately $393 million) due under the 2021 Credit Facility and all related liens and security interests were terminated, discharged and released.

Jasper Credit Facility

Effective May 16, 2023, we entered into a $27.0 million Canadian dollar (approximately $20.0 million U.S. dollars) credit facility (the “Jasper Credit Facility”). The Jasper Credit Facility provides for a $17.0 million Canadian dollar term loan (“Jasper Term Loan”) and a $10.0 million Canadian dollar revolving credit facility (“Jasper Revolving Credit Facility”). The Jasper Credit Facility matures on January 31, 2028.

The Jasper Revolving Credit Facility carries financial covenants as follows:

•

Maintain a pre-compensation fixed-charge coverage ratio of not less than 1.30 to 1.00; and

•

Maintain a post-compensation fixed-charge coverage ratio of not less than 1.10 to 1.00.

As of December 31, 2024, both the pre-compensation and post-compensation fixed-charge coverage ratios were 2.07 to 1.00, and we were in compliance with all covenants under the Jasper Credit Facility.

Jasper Term Loan

The proceeds of the Jasper Term Loan reflect the outstanding balance under our prior Forest Park construction loan facility at the time it was converted to the Jasper Term Loan of $16.8 million Canadian dollars. The Jasper Term Loan bears interest at a 6.5% fixed rate.

Jasper Revolving Credit Facility

The proceeds of the Jasper Revolving Credit Facility are used to fund capital improvements. As of December 31, 2024, capacity remaining under the Jasper Revolving Credit Facility was $10.0 million Canadian dollars (approximately $7.0 million U.S. dollars). The Jasper Revolving Credit Facility bears interest at the Canadian Prime Rate plus 2.25%.

Flyover Iceland Credit Facility

Effective February 15, 2019, Flyover Iceland ehf., (“Flyover Iceland”) a wholly-owned subsidiary of Esja, entered into a credit agreement with a €5.0 million (approximately $5.6 million U.S. dollars) credit facility (the “Flyover Iceland Credit Facility”) with an original maturity date of March 1, 2022. The loan proceeds were used to complete the development of the Flyover Iceland attraction. The loan bears interest at the three month Euro Interbank Offered Rate (“EURIBOR”) plus 5.5%.

Flyover Iceland entered into an addendum effective December 1, 2021 wherein the principal payments were deferred for twelve months beginning December 1, 2021, with equal quarterly principal payments due beginning December 1, 2022 and the maturity date was extended to September 1, 2027.

On February 27, 2024, Flyover Iceland reached an agreement to amend and extend the Flyover Iceland Credit Facility, wherein the principal payments were deferred for six months beginning March 1, 2024, with equal quarterly principal payments due beginning September 1, 2024 and a maturity date of September 1, 2029. The amended terms also include a modification of the financial covenants and an adjustment of the interest rate to three month EURIBOR plus 5.5%, decreasing to 4.9% once Flyover Iceland’s leverage ratio is below 4.00 to 1.00.

Flyover Iceland Term Loans

During 2020, Flyover Iceland entered into three term loans totaling ISK 90.0 million (approximately $0.7 million U.S. dollars) (the “Flyover Iceland Term Loans”). The first term loan for ISK 10.0 million was entered into effective October 15, 2020 and matured and was repaid in full on April 1, 2023. The second term loan for ISK 30.0 million was entered into effective October 15, 2020 and matured and was repaid in full on October 1, 2024. The third term loan for ISK 50.0 million was entered into effective December 29, 2020 with an original maturity date of February 1, 2023, which was extended to February 1, 2024 by way of a subsequent amendment. On February 27, 2024, Flyover Iceland reached an agreement with its lender to refinance the ISK 50.0 million loan with a new ISK 50.0 million term loan, which was repaid on August 1, 2024.

On January 3, 2025, we entered into a Credit Agreement (the “2025 Credit Agreement”), along with Brewster Inc., an Alberta corporation and a co-borrower. The Credit Agreement provides for a $200 million revolving credit facility (the “2025 Revolving Credit Facility”), available in U.S. dollars, Canadian dollars, Euros and Pounds sterling, with a maturity of January 3, 2030. Proceeds from the 2025 Revolving Credit Facility will provide us with additional funds for operations, growth initiatives, acquisitions and other general corporate purposes. Refer to Note 27–Subsequent Events for additional information.

Future maturities

Aggregate annual maturities of debt (excluding finance obligations) as of December 31, 2024 are as follows:

The aggregate annual maturities and the related amounts representing interest on finance lease obligations are included in Note 22 –Leases and Other.

NOTE 14. DERIVATIVE

Interest Rate Cap

On January 4, 2023, we entered into an interest rate cap agreement with an effective date of January 31, 2023. The interest rate cap managed our exposure to interest rate increases on $300 million in SOFR-based borrowings under our prior 2021 Credit Facility and provided us with the right to receive payment if the one-month SOFR exceeded 5.0% (the “Strike Rate”). Beginning on February 28, 2023, we paid a fixed monthly deferred premium based on an annual rate of 0.3335% for the interest rate cap, which was to mature on January 31, 2025. On December 31, 2024, we terminated and repaid in full the 2021 Credit Facility, which led to the termination of the related interest rate cap. As a result of the termination, we reclassified the remaining balance in AOCI to“Interest expense, net” in the Consolidated Statements of Operations. We received gross proceeds from the interest rate cap of $0.8 million during 2024 and $0.5 million during 2023 when the one-month SOFR exceeded the Strike Rate.

We designated the interest rate cap as a cash flow hedge designed to hedge the variability of the SOFR-based interest payments on our prior 2021 Credit Facility. The interest rate cap was recorded in the Consolidated Balance Sheets at fair value. The fair value was determined using widely accepted valuation techniques and reflected the contractual terms of the interest rate cap including the price of the cap and the period to maturity. While there were no quoted prices in active markets, our calculation used observable market-based inputs, including interest rate curves. The interest rate cap was previously classified as Level 2 within the fair value hierarchy. Refer to Note 15 –Fair Value Measurements for the related fair value disclosures. Changes in the fair value of the interest rate cap were recorded in AOCI. Amounts accumulated in AOCI were reclassified to “Interest expense, net” in the Consolidated Statements of Operations when the hedged item affected earnings. We reclassified to interest expense, net approximately $1.1 million during 2024 and $0.8 million during 2023.

The fair value of the interest rate cap is as follows:

NOTE 15. FAIR VALUE MEASUREMENTS

The fair value of an asset or liability is defined as the price that would be received by selling an asset or paying to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value guidance requires an entity to maximize the use of quoted prices and other observable inputs and minimize the use of unobservable inputs when measuring fair value, and also establishes a fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value as follows:

Level 1 - Quoted prices in active markets for identical assets or liabilities.

Level 2 - Observable inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.

Level 3 - Unobservable inputs to the valuation methodology that are significant to the measurement of fair value.

The fair value of assets and liabilities measured at fair value on a recurring basis are as follows:

(1)

We include other mutual funds in “Other investments and assets” in the Consolidated Balance Sheets.

(2)

Refer to Note 14– Derivative.

The carrying values of cash and cash equivalents, accounts receivable, and accounts payable approximate fair value due to the short-term nature of these instruments. Refer to Note 13 –Debt and Finance Obligations for the estimated fair value of debt obligations.

NOTE 16. INCOME (LOSS) PER SHARE

The components of basic and diluted income (loss) per share are as follows:

(1)

Diluted loss per share amount cannot exceed basic loss per share.

We excluded the following weighted-average potential common shares from the calculations of diluted net income (loss) per common share during the applicable periods because their inclusion would have been anti-dilutive:

NOTE 17. COMMON AND PREFERRED STOCK

Preferred Stock

We authorizedtwo million shares of Junior Participating Preferred Stock and five million shares of Preferred Stock, none of which were outstanding on December 31, 2024.

Convertible Series A Preferred Stock

On August 5, 2020, we entered into an investment agreement with funds managed by private equity firm Crestview Partners (the “Investment Agreement”), relating to the issuance of 135,000 shares of newly issued Convertible Preferred Stock, for an aggregate purchase price of $135 million or $1,000 per share. The $135 million issuance was offset in part by $9.2 million of expenses related to the capital raise.

On December 31, 2024, we effected the mandatory conversion (the “Conversion”) of all outstanding shares of the Convertible Preferred Stock into approximately 6.7 million shares of our common stock, par value $1.50 per share. Our right to effect the Conversion was achieved on December 6, 2024, as a result of our common stock exceeding a volume-weighted-average price in excess of $42.50 for 20 out of 30 consecutive trading days pursuant to the terms of the Certificate of Designations governing the Convertible Preferred Stock. Following the Conversion, we had approximately 28 million shares of common stock issued and outstanding.

The Convertible Preferred Stock carried a 5.5% cumulative quarterly dividend, which was payable in cash or in-kind at the Company’s option and was convertible at the option of the holders into shares of our common stock at a conversion price of $21.25 per share. During the years ended December 31, 2024, 2023 and 2022, $7.8 million of dividends were declared, all of which were paid in cash.

Common Stock Repurchases

Our Board of Directors previously authorized us to repurchase shares of our common stock from time to time at prevailing market prices. In March 2020, our Board of Directors suspended our share repurchase program. As of December 31, 2024,546,283 shares remain available for repurchase under all prior authorizations. Additionally, we repurchase shares related to tax withholding requirements on vested restricted share-based awards. Refer to Note 3 –Share-Based Compensation.

NOTE 18. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)

Changes in AOCI by component are as follows:

Amounts reclassified from AOCI that relate to our defined benefit pension and postretirement plans include the amortization of prior service costs and actuarial net losses recognized during each period presented. We recorded these costs as components of net periodic cost for each period presented. Refer to Note 20 –Pension and Postretirement Benefits for additional information.

NOTE 19. INCOME TAXES

We record current income tax expense for the amounts that we expect to report and pay on our income tax returns and deferred income tax expense for the change in the deferred tax assets and liabilities. On December 22, 2017, the United States enacted the Tax Cuts and Jobs Act (the “Tax Act”) that significantly changed United States tax law. One part of this Tax Act required us to pay a deemed repatriation tax of $5.2 million on our cumulative foreign earnings and profit. After application of tax payments and credits, $1.0 million of the liability remains outstanding as of December 31, 2024 and is due in 2025.

Income (loss) from continuing operations before income taxes consisted of the following:

Significant components of the income tax provision from continuing operations are as follows:

We are subject to income tax in the jurisdictions in which we operate. A reconciliation of the statutory federal income tax rate to the effective tax rate is as follows:

The components of deferred income tax assets and liabilities included in the Consolidated Balance Sheets are as follows:

The net decrease in our valuation allowance of $29.0 million was primarily the result of the utilization of the domestic deferred tax assets to offset the book gain attributable to the GES Sale, offset by a net increase in the valuation allowance of $15.7 million primarily for losses incurred in jurisdictions with a valuation allowance. After utilization, we have $114.7 million of federal and state net operating losses, the majority of which can be carried forward indefinitely. As of December 31, 2024, we have $58.0 million of U.S. interest deductions deferred indefinitely under Section 163j of the Internal Revenue Service Code. We also have $1.4 million of foreign tax credits and general business credits carryforwards.

We use significant judgment in forming conclusions regarding the recoverability of our deferred tax assets and evaluate all available positive and negative evidence to determine if it is more-likely-than-not that the deferred tax assets will be realized. To the extent recovery does not appear likely, a valuation allowance must be recorded. In determining the recoverability of our deferred assets, we considered our cumulative loss incurred over the four-year period ended December 31, 2024, in each tax jurisdiction. Given the weight of objectively verifiable historical losses from our operations, we have recorded a valuation allowance on the net deferred tax assets in the United States and our Flyover operations in Iceland, including its $11.0 million net operating losses, and our remaining $8.8 million of tax losses attributable to our closed Flyover Toronto operations. The Flyover Iceland net operating losses (“NOLs”) maybe carried over for 10 years and some will begin expiring in 2028. Our Canadian NOLs may be carried over for 20 years and some will be expiring in 2040.

For the year ended December 31, 2024, we recorded $0.4 million expense associated with the applicable withholding tax on the distribution of unremitted earnings at Sky Lagoon. We have not recorded deferred taxes for withholding taxes on current unremitted earnings for certain subsidiaries in Canada, as there are no withholding taxes applied on the distributions of those current earnings in operations outside of the United States.

We exercise judgment in determining the income tax provision for positions taken on prior returns when the ultimate tax determination is uncertain. There were no uncertain positions recorded as of December 31, 2024, for the continuing operations after the sale of the GES Business.

Our 2019 through 2021 Canadian tax years for certain of our Canadian subsidiaries are currently being audited by the local taxing authorities. We do not anticipate any material adjustments for those years. United States federal tax years and various state tax years from 2020 through 2023 remain subject to income tax examinations by tax authorities. The tax years 2020 through 2023 remain subject to examination by various other foreign taxing jurisdictions.

We made $13.2 million of net cash payments during 2024 and $13.1 million during 2023. We paid $1.7 million in Iceland for our Sky Lagoon operations, with the remainder primarily to Canada and its provinces.

NOTE 20. PENSION AND POSTRETIREMENT BENEFITS

Domestic Plans

We have frozen defined benefit pension plans held in trust for certain employees which we funded. We also maintain certain unfunded defined benefit pension plans, which provide supplemental benefits to select management employees. These plans use traditional defined benefit formulas based on years of service and final average compensation. Funding policies provide that payments to defined benefit pension trusts shall be at least equal to the minimum funding required by applicable regulations.

We also have certain defined benefit postretirement plans that provide medical and life insurance for certain eligible employees, retirees, and dependents. The related postretirement benefit liabilities are recognized over the period that services are provided by employees. In addition, we retained the obligations for these benefits for retirees of certain sold businesses. While the plans have no funding requirements, we typically fund the plans.

During 2024, we communicated the termination of the Giltspur, Inc. Employees’ Pension Plan, which was frozen in 1996, to applicable participants. The termination of the plan, which had $9.3 million in assets and $10.4 million in estimated obligations on a termination accounting basis as of December 31, 2024, is expected to be completed in the first half of 2025.

The components of net periodic benefit cost and other amounts of our pension plans recognized in other comprehensive income (loss) consist of the following:

The components of net periodic benefit cost and other amounts of our postretirement benefit plans recognized in other comprehensive income (loss) consist of the following:

The following table indicates the funded status of the plans as of December 31:

The net amounts recognized in the Consolidated Balance Sheets under the captions “Pension and postretirement benefits” and “Other current liabilities” as of December 31 are as follows:

Amounts recognized in AOCI as of December 31 are as follows:

The fair value of the domestic plans’ assets by asset class are as follows:

We employ a total return investment approach whereby a mix of equities and fixed income securities is used to maximize the long-term return of plan assets for a prudent level of risk. Risk tolerance is established through careful consideration of plan liabilities, plan funded status, and corporate financial condition. The investment portfolio contains a diversified blend of equity and fixed income securities. Furthermore, equity securities are diversified across United States and non-United States stocks, as well as growth and value. Investment risk is measured and monitored on an ongoing basis through quarterly investment portfolio reviews and annual liability measurements.

We utilize a building-block approach in determining the long-term expected rate of return on plan assets. Historical markets are studied and long-term historical relationships between equity securities and fixed income securities are preserved consistent with the widely accepted capital market principle that assets with higher volatility generate a greater return over the long run. Current market factors such as inflation and interest rates are evaluated before long-term capital market assumptions are determined. The long-term portfolio return also considers diversification and rebalancing. Peer data and historical returns are reviewed relative to our assumed rates for reasonableness and appropriateness.

The following pension and postretirement benefit payments, which reflect expected future service, as appropriate, are expected to be paid:

Foreign Pension Plans

Certain of our foreign operations also maintain defined benefit pension plans held in trust for certain employees which are funded by the companies, and unfunded defined benefit pension plans providing supplemental benefits to select management employees. These plans use traditional defined benefit formulas based on years of service and final average compensation. Funding policies provide that payments to defined benefit pension trusts shall be at least equal to the minimum funding required by applicable regulations.

During 2024, we communicated the termination of the Retirement Plan for Management Employees of Brewster Inc, which was frozen in 2024, to applicable participants. The termination of the plan, which had $5.5 million in assets and $5.5 million in estimated obligations on a termination accounting basis as of December 31, 2024, is expected to be completed in the second half of 2025.

The components of net periodic benefit cost and other amounts recognized in other comprehensive income (loss) included the following:

The following table represents the funded status of the plans as of December 31:

The net amounts recognized in the Consolidated Balance Sheets under the captions “Pension and postretirement benefits” and “Other current liabilities” as of December 31 were as follows:

Net actuarial losses and prior service credits for the foreign funded plans recognized in AOCI were $1.0 million ($0.8 million after-tax) as of December 31, 2024 and $1.5 million ($1.2 million after-tax) as of December 31, 2023. Net actuarial losses for the foreign unfunded plans recognized in AOCI were $0.2 million ($0.1 million after-tax) as of December 31, 2024 and $0.2 million ($0.1 million after-tax) as of December 31, 2023.

The fair value information related to the foreign pension plans’ assets is summarized in the following tables:

The following payments, which reflect expected future service, as appropriate, are expected to be paid:

Information for Pension Plans with an Accumulated Benefit Obligation in Excess of Plan Assets

The accumulated benefit obligations in excess of plan assets as of December 31 were as follows:

Contributions

In aggregate for both the domestic and foreign plans, we anticipate contributing $1.3 million to the funded pension plans, $0.7 million to the unfunded pension plans, and $0.5 million to the postretirement benefit plans in 2025.

Weighted-Average Assumptions

Weighted-average assumptions used to determine benefit obligations as of December 31 were as follows:

Weighted-average assumptions used to determine net periodic benefit costs as of December 31 were as follows:

Other Employee Benefits

We match United States employee contributions to the 401(k) Plan with shares of our common stock held in treasury up to 100% of the first 3% of a participant’s salary plus 50% of the next 2%. The expense associated with our match was $0.7 million for 2024, $0.7 million for 2023, and $0.6 million for 2022.

NOTE 21. RESTRUCTURING CHARGES

We recorded restructuring charges in connection with certain reorganization activities. These charges primarily consist of severance and related benefits due to headcount reductions.

Changes to the restructuring liability by major restructuring activity are as follows:

(1) Restructuring charges is primarily due to the transition of certain key positions as a result of the sale of the GES Business.

NOTE 22. LEASES AND OTHER

The balance sheet presentation of our operating and finance leases is as follows:

During 2024, we determined that the carrying value of certain assets at our Las Vegas Flyover attraction asset group were not recoverable and were in excess of fair value and we recorded an impairment charge of $5.1 million against operating lease ROU assets and an impairment charge of $0.5 million against finance lease ROU assets.

The components of lease expense consisted of the following:

Other information related to operating and finance leases are as follows:

As of December 31, 2024, the estimated future minimum lease payments under non-cancellable leases, excluding variable leases and variable non-lease components, are as follows:

As of December 31, 2024, the estimated future minimum rental income under non-cancellable leases, which includes rental income from facilities that we own, are as follows:

NOTE 23. LITIGATION, CLAIMS, CONTINGENCIES, AND OTHER

Litigation and Regulatory Proceedings

We are plaintiffs or defendants in various actions, proceedings, and pending claims, some of which involve, or may involve, compensatory, punitive, or other damages. Litigation is subject to many uncertainties and it is possible that some of the legal actions, proceedings, or claims could be decided against us. Although the amount of liability as of December 31, 2024 with respect to unresolved legal matters is not ascertainable, we believe that any resulting liability, after taking into consideration amounts already provided for and insurance coverage, will not have a material effect on our business, financial position, or results of operations.

On July 18, 2020, one of our off-road Ice Explorers was involved in an accident while enroute to the Athabasca Glacier, resulting in three fatalities and multiple other serious injuries. We immediately reported the accident to our relevant insurance carriers, who have supported our investigation and subsequent claims relating to the accident. In May 2023, we resolved charges from the Canadian office of Occupational Health and Safety in relation to this accident, resulting in fines and related payments in an aggregate amount of $0.5 million Canadian dollars (approximately $0.3 million U.S. dollars). We continue to manage our legal defense of various claims from the victims and their families. In addition, we believe that our reserves and, subject to customary deductibles, our insurance coverage is sufficient to cover potential claims related to this accident.

We are subject to various United States federal, state, and foreign laws and regulations governing the prevention of pollution and the protection of the environment in the jurisdictions in which we have or had operations. If we fail to comply with these environmental laws and regulations, civil and criminal penalties could be imposed, and we could become subject to regulatory enforcement actions in the form of injunctions and cease and desist orders. As is the case with many companies, we also face exposure to actual or potential claims and lawsuits involving environmental matters relating to our past operations. As of December 31, 2024, we had recorded environmental remediation liabilities of$1.1 million related to previously sold operations. Although we are a party to certain environmental disputes, we believe that any resulting liabilities, after taking into consideration amounts already provided for and insurance coverage, will not have a material effect on our financial position or results of operations.

Guarantees

As of December 31, 2024, we had certain obligations under guarantees to third parties. These guarantees are not subject to liability recognition in the consolidated financial statements and relate to leased facilities and equipment leases entered into by our subsidiary operations. We would generally be required to make payments to the respective third parties under these guarantees in the event that the related subsidiary could not meet its own payment obligations. The maximum potential amount of future payments that we would be required to make under all guarantees existing as of December 31, 2024 would be approximately $70.3 million. These guarantees relate to our leased equipment and facilities through December 2038. There areno recourse provisions that would enable us to recover from third parties any payments made under the guarantees. Furthermore, there are no collateral or similar arrangements pursuant to which we could recover payments.

Following the sale of the GES Business, certain facility lease guarantees remained in place. Although Truelink has agreed to indemnify us for any lease obligations, if Truelink fails to make the required payments under the facility leases, we could be required to satisfy those obligations. Accordingly, we recorded a lease liability for the estimated fair value of the facility lease guarantees of $0.6 million, with a maximum remaining lease term through 2033.

NOTE 24. NONCONTROLLING INTERESTS – REDEEMABLE AND NON-REDEEMABLE

Redeemable noncontrolling interest

On November 3, 2017, we acquired the controlling interest (54.5% of the common stock) in Esja, a private corporation in Reykjavik, Iceland. Subsequent to additional capital contributions, our equity ownership has increased to 56.4% as of December 31, 2024. Through Esja and its wholly-owned subsidiary, we operate the Flyover Iceland attraction.

The minority Esja shareholders had the right to sell (or “put”) their Esja shares to us based on a multiple of 5.0x EBITDA as calculated on the trailing 12 months from the most recently completed quarter before the put option exercise. The put option was only exercisable after August 2022 (the “Reference Date”), and in the event the Flyover Iceland attraction had earned a minimum of €3.25 million in unadjusted EBITDA during the most recent fiscal year and during the trailing 12-month period prior to exercise (the “Put Option Condition”). The put option was exercisable during a period of 12 months following the Reference Date (the “Option Period”) if the Put Option Condition had been met. If the Put Option Condition had not been met during the first Option Period, the Reference Date was extended for an additional 12 months up to three times. If the Put Option Condition was met during any of the Option Periods, yet the shares were not exercised prior to the end of the 12-month Option Period, the put option would expire. If the Flyover Iceland attraction had not achieved the Put Option Condition by December 31, 2024, the put option would expire. As of December 31, 2024, the Flyover Iceland attraction did not achieve the Put Option Condition and such option expired. The redeemable noncontrolling interest owned by Esja was reclassified to non-redeemable noncontrolling interest and is presented within stockholders’ equity in the Consolidated Balance Sheets.

The noncontrolling interest’s carrying value was determined by the fair value of the noncontrolling interest as of the acquisition date and the noncontrolling interest’s share of the subsequent net income or loss. This value was benchmarked against the redemption value of the sellers’ put option. The carrying value was adjusted to the redemption value, provided that it did not fall below the initial carrying value, as determined by the purchase price allocation. We made a policy election to reflect any changes caused by such an adjustment to retained earnings (accumulated deficit), rather than to current earnings (loss).

Changes in the redeemable noncontrolling interest are as follows:

Non-redeemable noncontrolling interest

Non-redeemable noncontrolling interest represents the portion of equity in a subsidiary that is not attributable, directly or indirectly, to us. Our non-redeemable noncontrolling interest relates to the equity ownership interest that we do not own.

Changes in the non-redeemable noncontrolling interest are as follows:

(1)

Includes Mountain Park Lodges and the Golden Skybridge at Brewster, part of the Banff Jasper Collection.

NOTE 25. SEGMENT INFORMATION

On December 31, 2024, we completed the sale of our GES Business (“GES Sale”). Prior to the GES Sale, our three operating segments comprised Pursuit, GES Exhibitions, and Spiro. GES Exhibitions and Spiro were referred to collectively as “GES.” As a result of the GES Sale, the operating results and cash flows for the GES Business have been classified as discontinued operations within the consolidated financial statements for all periods presented. Refer to Note 5 –Discontinued Operations for additional information. We are managed on a consolidated basis and accordingly we have a single operating segment as well as a single reportable segment. We derive our revenue through our collection of experiences including attractions and hospitality, along with integrated restaurants, retail, and transportation.

An operating segment is defined as a component of an enterprise that engages in business activities for which discrete financial information is available and regularly reviewed by the chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance.

Our CODM, who is our Chief Executive Officer, assesses performance of our single reportable segment and decides how to allocate resources based on income from continuing operations, which is also reported on the Consolidated Statements of Operations as “Income (loss) from continuing operations.” Our CODM uses net income from continuing operations to monitor actual results to our forecasted plan, which is used in assessing performance and in establishing management’s compensation. Our CODM is regularly provided with only the consolidated expenses as presented in the Consolidated Statements of Operations, and accordingly, these expenses are considered to be significant expenses.

The accounting policies of our reportable segment are the same as those described in Note 1 -Overview and Summary of Significant Accounting Policies.

Additional information of our reportable segment is as follows:

Our CODM does not use a measure of segment assets to evaluate segment performance or in deciding how to allocate resources.

Geographic Areas

Our foreign operations from continuing operations are primarily in Canada and Iceland. Long-lived assets are attributed to domestic or foreign based principally on the physical location of the assets. Long-lived assets consist of “Property and equipment, net” and “Other investments and assets.”The table below presents the financial information by major geographic area:

NOTE 26. SELECTED QUARTERLY FINANCIAL INFORMATION

As a result of the retrospective changes associated with the sale of the GES Business, which are reflected as discontinued operations for all periods presented, the following table sets forth selected unaudited consolidated quarterly financial information that have been adjusted to reflect these presentation changes:

(1)Represents revenue less costs of services and cost of products sold.

(2)The sum of quarterly income per share amounts may not equal annual income per share due to rounding.

NOTE 27. SUBSEQUENT EVENTS

New Ticker Symbol and Support Office

As a result of the sale of the GES Business and changing our name from Viad Corp to Pursuit Attractions and Hospitality, Inc., our common stock, par value $1.50 per share, which trades on the New York Stock Exchange, ceased trading under the ticker symbol “VVI” and commenced trading under the ticker symbol “PRSU” effective at the open of business on January 2, 2025. We also moved our support office to 1401 17th Street, Suite 1400, Denver, Colorado 80202.

On January 3, 2025, we entered into the 2025 Credit Agreement, along with Brewster Inc., an Alberta corporation and a co-borrower. The 2025 Credit Agreement, which provides for the $200 million revolving 2025 Revolving Credit Facility, is available in U.S. dollars, Canadian dollars, Euros and Pounds sterling, with a maturity of January 3, 2030. Proceeds from the 2025 Revolving Credit Facility will provide us with additional funds for operations, growth initiatives, acquisitions and other general corporate purposes. The applicable margin on loans made under the 2025 Revolving Credit Facility is determined by reference to a total net leverage ratio-based pricing grid.

Jasper Wildfires Insurance Proceeds Update

Subsequent to December 31, 2024, we received additional partial settlement payments of approximately $3.9 million from the insurance company related to the Jasper wildfires. We are currently working with our insurance carriers to determine the extent of potential recoveries from our policies. Assessment of the full value of the loss is ongoing.