United Parks & Resorts Inc.

Previous wording

Admissions revenue. Admissions revenue for the three months ended June 30, 2025 decreased $8.3 million, or 3.1%, to $255.7 million as compared to $264.0 million for the three months ended June 30, 2024. The decline was primarily a result of a decrease in admission per capita. Total attendance for the second quarter of 2025 increased by approximately 48 thousand guests, or 0.8%, compared to the prior year quarter. The increase in attendance was primarily due to a favorable calendar shift including the shift of Easter and Spring Break holidays from the first quarter to the second quarter, partially offset by the impact of significantly worse weather compared to the prior year quarter. Admission per capita decreased by $1.65 to $41.03 for the second quarter of 2025 compared to $42.68 in the prior year quarter, primarily due to lower realized pricing on certain admission products when compared to the prior year quarter.

Current wording

Admissions revenue. Admissions revenue for the three months ended September 30, 2025 decreased $28.3 million, or 9.5%, to $268.7 million as compared to $297.0 million for the three months ended September 30, 2024. The decline was primarily a result of a decrease in admission per capita and attendance. Total attendance for the third quarter of 2025 decreased by approximately 240 thousand guests, or 3.4%, compared to the prior year quarter. The decrease in attendance was primarily due to an unfavorable calendar shift including the timing of the Fourth of July holiday and a decrease in international visitation compared to the prior year quarter. Admission per capita decreased by $2.67 to $39.57 for the third quarter of 2025 compared to $42.24 in the prior year quarter, primarily due to lower realized pricing on certain admission products and the net impact of the admissions product mix when compared to the prior year quarter.

Previous wording

Food, merchandise and other revenue. Food, merchandise and other revenue for the three months ended June 30, 2025 increased $0.9 million, or 0.4%, to $234.5 million as compared to $233.6 million for the three months ended June 30, 2024, as a result of an increase in attendance, as discussed above, partially offset by a decrease in in-park per capita spending. In-park per capita spending decreased by 0.4% to $37.61 in the second quarter of 2025 compared to $37.76 in the second quarter of 2024.

Current wording

Food, merchandise and other revenue. Food, merchandise and other revenue for the three months ended September 30, 2025 decreased $5.7 million, or 2.3%, to $243.2 million as compared to $248.9 million for the three months ended September 30, 2024, as a result of a decrease in attendance, as discussed above, partially offset by an increase in in-park per capita spending. In-park per capita spending increased by 1.1% to $35.82 in the third quarter of 2025 compared to $35.42 in the third quarter of 2024. In park per capita spending improved primarily due to pricing initiatives when compared to the prior year quarter.

Previous wording

Costs of food, merchandise and other revenues. Costs of food, merchandise and other revenues for the six months ended June 30, 2025 decreased $1.6 million, or 2.5%, to $60.1 million as compared to $61.7 million for the six months ended June 30, 2024, primarily due to a decrease in related revenue and the impact of implemented cost savings initiatives.

Current wording

Costs of food, merchandise and other revenues. Costs of food, merchandise and other revenues for the three months ended September 30, 2025 decreased $0.7 million, or 1.7%, to $39.9 million as compared to $40.6 million for the three months ended September 30, 2024.

Previous wording

Operating expenses. Operating expenses for the three months ended June 30, 2025 increased $14.6 million, or 7.7%, to $204.8 million as compared to $190.2 million for the three months ended June 30, 2024. The increase in operating expenses is primarily due to a $9.6 million increase in non-cash self-insurance adjustments compared to the second quarter of 2024.

Current wording

Operating expenses. Operating expenses for the three months ended September 30, 2025 increased $7.1 million, or 3.4%, to $214.4 million as compared to $207.3 million for the three months ended September 30, 2024. The increase in operating expenses was primarily due to an increase in labor-related costs and a $2.1 million increase in non-cash self-insurance adjustments compared to the third quarter of 2024.

Previous wording

Selling, general and administrative expenses. Selling, general and administrative expenses for the six months ended June 30, 2025 decreased $3.1 million, or 2.8%, to $108.5 million as compared to $111.7 million for the six months ended June 30, 2024. The decrease in selling, general and administrative expenses is primarily due to a $3.8 million decrease in third-party consulting costs, including approximately $2.5 million of nonrecurring costs for strategic initiatives compared to the first six months of 2024.

Current wording

Selling, general and administrative expenses. Selling, general and administrative expenses for the three months ended September 30, 2025 increased $5.3 million, or 9.6%, to $60.7 million as compared to $55.4 million for the three months ended September 30, 2024. The increase in selling, general and administrative expenses was primarily due to a $3.7 million increase in third-party consulting costs and legal fees, including approximately $3.3 million of nonrecurring costs primarily related to the share repurchase proposal and strategic initiatives.

Previous wording

Depreciation and amortization. Depreciation and amortization expense for the three months ended June 30, 2025 increased $2.7 million, or 6.7%, to $43.0 million as compared to $40.3 million for the three months ended June 30, 2024. The increase primarily relates to new asset additions, partially offset by the impact of asset retirements and fully depreciated assets.

Current wording

Depreciation and amortization. Depreciation and amortization expense for the three months ended September 30, 2025 increased $3.1 million, or 7.5%, to $44.7 million as compared to $41.6 million for the three months ended September 30, 2024. The increase primarily related to new asset additions, partially offset by the impact of asset retirements and fully depreciated assets.

Previous wording

Interest expense. Interest expense for the three months ended June 30, 2025 decreased $5.4 million, or 13.8%, to $34.0 million as compared to $39.4 million for the three months ended June 30, 2024. The decrease primarily relates to the net impact of the Refinancing Transactions completed in 2024, which includes a lower average interest rate on our variable debt, partially offset by a higher average outstanding balance on our total debt. See Note 6–Long-Term Debt to our unaudited condensed consolidated financial statements included elsewhere in this Form 10-Q for further details

Current wording

Interest expense. Interest expense for the three months ended September 30, 2025 decreased $6.2 million, or 15.5%, to $33.5 million as compared to $39.7 million for the three months ended September 30, 2024. The decrease primarily related to the net impact of the Refinancing Transactions completed in 2024, which includes a lower average interest rate on our variable debt. See Note 6–Long-Term Debt to our unaudited condensed consolidated financial statements included elsewhere in this Form 10-Q for further details

Previous wording

Provision for income taxes. Provision for income taxes in the three months ended June 30, 2025 was $26.2 million compared to $31.6 million for the three months ended June 30, 2024. Our consolidated effective tax rate was 24.6% for the three months ended June 30, 2025 compared to 25.7% for the three months ended June 30, 2024. The effective tax rate for the three months ended June 30, 2025 and 2024 was primarily impacted due to state income taxes and limits on certain compensation deductibility.

Current wording

Provision for income taxes. Provision for income taxes in the three months ended September 30, 2025 was $29.0 million compared to $41.6 million for the three months ended September 30, 2024. Our consolidated effective tax rate was 24.5% for the three months ended September 30, 2025 compared to 25.8% for the three months ended September 30, 2024. The effective tax rate for the three months ended September 30, 2025 and 2024 was primarily impacted due to state income taxes and limits on certain compensation deductibility.

Previous wording

The following table presents key operating and financial information for the six months ended June 30, 2025 and 2024:

Current wording

The following table presents key operating and financial information for the nine months ended September 30, 2025 and 2024:

Previous wording

Admissions revenue. Admissions revenue for the six months ended June 30, 2025 decreased $18.0 million, or 4.2%, to $411.9 million as compared to $429.8 million for the six months ended June 30, 2024. The decline was primarily a result of a decrease in admissions per capita. Total attendance for the first six months of 2025 decreased by approximately 11 thousand guests, or 0.1%, compared to the first six months of 2024. The decrease in attendance was primarily due to the impact of meaningfully worse weather, including during peak visitation periods compared to the first six months of 2024. Admission per capita decreased by 4.1% to $42.79 for the six months ended June 30, 2025 compared to $44.60 for the six months ended June 30, 2024, primarily due to lower realized pricing on certain admission products compared to the first six months of 2024.

Current wording

Admissions revenue. Admissions revenue for the nine months ended September 30, 2025 decreased $46.3 million, or 6.4%, to $680.5 million as compared to $726.8 million for the nine months ended September 30, 2024. The decline was primarily a result of a decrease in admissions per capita and attendance. Total attendance for the first nine months of 2025 decreased by approximately 252 thousand guests, or 1.5%, compared to the first nine months of 2024. The decrease in attendance was primarily due to a decrease in demand compared to the first nine months of 2024. Admission per capita decreased by 4.9% to $41.46 for the nine months ended September 30, 2025 compared to $43.61 for the nine months ended September 30, 2024, primarily due to lower realized pricing on certain admission products and the net impact of the admissions product mix compared to the first nine months of 2024.

Previous wording

Food, merchandise and other revenue. Food, merchandise and other revenue for the six months ended June 30, 2025 increased $0.1 million to $365.3 million as compared to $365.2 million for the six months ended June 30, 2024 as a result of an increase in in-park per capita spending, partially offset by a decrease in attendance, as discussed above. In-park per capita spending increased by 0.1% to $37.95 for the six months ended June 30, 2025 compared to $37.90 for the six months ended June 30, 2024. In park per capita spending improved primarily due to pricing initiatives when compared to the first six months of 2024.

Current wording

Food, merchandise and other revenue. Food, merchandise and other revenue for the nine months ended September 30, 2025 decreased $5.6 million, or 0.9%, to $608.5 million as compared to $614.2 million for the nine months ended September 30, 2024 as a result of a decrease in attendance, as discussed above, partially offset by an increase in in-park per capita spending. In-park per capita spending increased by 0.6% to $37.07 for the nine months ended September 30, 2025 compared to $36.85 for the nine months ended September 30, 2024. In park per capita spending improved primarily due to pricing initiatives when compared to the first nine months of 2024.

Previous wording

Costs of food, merchandise and other revenues. Costs of food, merchandise and other revenues for the three months ended June 30, 2025 decreased $1.5 million, or 3.8%, to $37.2 million as compared to $38.6 million for the three months ended June 30, 2024, primarily due to a decrease in related revenue and the impact of implemented cost savings initiatives.

Current wording

Costs of food, merchandise and other revenues. Costs of food, merchandise and other revenues for the nine months ended September 30, 2025 decreased $2.3 million, or 2.2%, to $100.1 million as compared to $102.3 million for the nine months ended September 30, 2024, primarily due to a decrease in related revenue and the impact of implemented cost savings initiatives.

Previous wording

Operating expenses. Operating expenses for the six months ended June 30, 2025 increased by $11.0 million, or 3.1%, to $366.1 million as compared to $355.1 million for the six months ended June 30, 2024. The increase in operating expenses is primarily due to a $5.1 million increase in non-cash self-insurance adjustments compared to the first six months of 2024.

Current wording

Operating expenses. Operating expenses for the nine months ended September 30, 2025 increased by $18.0 million, or 3.2%, to $580.5 million as compared to $562.4 million for the nine months ended September 30, 2024. The increase in operating expenses was primarily due to a $7.2 million increase in non-cash self-insurance adjustments and an increase in labor-related costs compared to the first nine months of 2024.

Previous wording

Selling, general and administrative expenses. Selling, general and administrative expenses for the three months ended June 30, 2025 increased $0.6 million, or 1.0%, to $64.4 million as compared to $63.8 million for the three months ended June 30, 2024.

Current wording

Selling, general and administrative expenses. Selling, general and administrative expenses for the nine months ended September 30, 2025 increased $2.2 million, or 1.3%, to $169.2 million as compared to $167.0 million for the nine months ended September 30, 2024. The increase in selling, general and administrative expenses was primarily due to an increase in marketing-related costs compared to the first nine months of 2024.

Previous wording

Depreciation and amortization. Depreciation and amortization expense for the six months ended June 30, 2025 increased $5.2 million, or 6.6%, to $84.7 million as compared to $79.5 million for the six months ended June 30, 2024. The increase primarily relates to new asset additions, partially offset by the impact of asset retirements and fully depreciated assets.

Current wording

Depreciation and amortization. Depreciation and amortization expense for the nine months ended September 30, 2025 increased $8.3 million, or 6.9%, to $129.4 million as compared to $121.0 million for the nine months ended September 30, 2024. The increase primarily related to new asset additions, partially offset by the impact of asset retirements and fully depreciated assets.

Previous wording

Interest expense. Interest expense for the six months ended June 30, 2025 decreased $10.1 million, or 12.9%, to $68.1 million as compared to $78.2 million for the six months ended June 30, 2024. The decrease primarily relates to the net impact of the Refinancing Transactions completed in 2024, which includes a lower average interest rate on our variable debt and write-offs of debt issuance costs and discounts, partially offset by a higher average outstanding balance on our total debt. See Note 6–Long-Term Debt to our unaudited condensed consolidated financial statements included elsewhere in this Form 10-Q for further details.

Current wording

Interest expense. Interest expense for the nine months ended September 30, 2025 decreased $16.3 million, or 13.8%, to $101.6 million as compared to $117.8 million for the nine months ended September 30, 2024. The decrease primarily related to the net impact of the Refinancing Transactions completed in 2024, which includes a lower average interest rate on our variable debt and write-offs of debt issuance costs and discounts, partially offset by a higher average outstanding balance on our total debt. See Note 6–Long-Term Debt to our unaudited condensed consolidated financial statements included elsewhere in this Form 10-Q for further details.

Previous wording

Loss on early extinguishment of debt and write-off of debt issuance costs and discounts. Loss on early extinguishment of debt and write-off of debt issuance costs and discounts for the three months ended June 30, 2024 primarily relate to a write-off of debt issuance costs and discounts resulting from the Refinancing Transactions during the three months ended June 30, 2024. See Note 6–Long-Term Debt to our unaudited condensed consolidated financial statements included elsewhere in this Form 10-Q for further details.

Current wording

Loss on early extinguishment of debt and write-off of debt issuance costs and discounts. Loss on early extinguishment of debt and write-off of debt issuance costs and discounts for the nine months ended September 30, 2024 primarily related to a write-off of debt issuance costs and discounts resulting from the Refinancing Transactions during the nine months ended September 30, 2024. See Note 6–Long-Term Debt to our unaudited condensed consolidated financial statements included elsewhere in this Form 10-Q for further details.

Previous wording

Provision for income taxes. Provision for income taxes for the six months ended June 30, 2025 was $25.1 million compared to $26.0 million for the six months ended June 30, 2024. Our consolidated effective tax rate was 28.2% for the six months ended June 30, 2025 and 24.5% for the six months ended June 30, 2024. The effective tax rate differs from the statutory federal income tax rate of 21.0% for the periods ended June 30, 2025 primarily due to state income taxes and a deferred revaluation due to state filing changes as of January 1, 2025. The effective tax rate differs from the statutory federal income tax rate of 21% for the periods ended June 30, 2024 primarily due to state income taxes and limits on certain compensation deductibility, partially offset by a tax benefit related to equity-based compensation which vested during the period. See Note 4–Income Taxes in our notes to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for further details.

Current wording

Provision for income taxes. Provision for income taxes for the nine months ended September 30, 2025 was $54.1 million compared to $67.6 million for the nine months ended September 30, 2024. Our consolidated effective tax rate was 26.1% for the nine months ended September 30, 2025 and 25.3% for the nine months ended September 30, 2024. The effective tax rate differs from the statutory federal income tax rate of 21.0% for the three and nine months ended September 30, 2025 primarily due to state income taxes and a deferred revaluation due to state filing changes as of January 1, 2025. The effective tax rate differs from the statutory federal income tax rate of 21% for the three and nine months ended September 30, 2024 primarily due to state income taxes and limits on certain compensation deductibility, partially offset by a tax benefit related to equity-based compensation which vested during the period. See Note 4–Income Taxes in our notes to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for further details.

Previous wording

Generally, our principal sources of liquidity are cash generated from operations, funds from borrowings and existing cash on hand. Our principal uses of cash typically include the funding of working capital obligations, debt service, investments in theme parks (including capital projects), share repurchases and/or other return of capital to stockholders, when permitted. As of June 30, 2025, we had a working capital ratio (defined as current assets divided by current liabilities) of 0.8. We typically have operated with a working capital ratio of near 1.0 due to a significant deferred revenue balance from revenues paid in advance for our theme park admissions products and high turnover of in-park products that result in limited inventory balances. We believe our cash flow from operations, along with our revolving credit facility, will allow us to meet our liquidity needs.

Current wording

Generally, our principal sources of liquidity are cash generated from operations, funds from borrowings and existing cash on hand. Our principal uses of cash typically include the funding of working capital obligations, debt service, investments in theme parks (including capital projects), share repurchases and/or other return of capital to stockholders, when permitted. As of September 30, 2025, we had a working capital ratio (defined as current assets divided by current liabilities) of 1.1. We typically have operated with a working capital ratio of near 1.0 due to a significant deferred revenue balance from revenues paid in advance for our theme park admissions products and high turnover of in-park products that result in limited inventory balances. We believe our cash flow from operations, along with our revolving credit facility, will allow us to meet our liquidity needs.

Previous wording

Net cash provided by operating activities was $206.9 million during the six months ended June 30, 2025 as compared to $244.7 million during the six months ended June 30, 2024. The change in net cash provided by operating activities was primarily impacted by changes in working capital.

Current wording

Net cash provided by operating activities was $301.7 million during the nine months ended September 30, 2025 as compared to $367.7 million during the nine months ended September 30, 2024. The change in net cash provided by operating activities was primarily impacted by changes in working capital.

Previous wording

Investing activities consist principally of capital investments we make in our theme parks for future attractions and infrastructure. Net cash used in investing activities during the six months ended June 30, 2025 consisted primarily of capital expenditures of $110.5 million largely related to future attractions. Net cash used in investing activities during the six months ended June 30, 2024 consisted primarily of $166.8 million of capital expenditures.

Current wording

Investing activities consist principally of capital investments we make in our theme parks for future attractions and infrastructure. Net cash used in investing activities during the nine months ended September 30, 2025 consisted primarily of capital expenditures of $167.2 million largely related to future attractions. Net cash used in investing activities during the nine months ended September 30, 2024 consisted primarily of $222.2 million of capital expenditures.

Previous wording

The following table presents detail of our capital expenditures for the periods indicated.

Current wording

The following table presents detail of our capital expenditures for the periods indicated. Certain amounts relating to prior period results were reclassified to conform to current period presentation. These reclassifications have not changed the results of operations of the prior period.

Previous wording

Net cash used in financing activities during the six months ended June 30, 2025 primarily results from $9.2 million used to repurchase shares and payment of related excise tax and repayments of $7.7 million on long-term debt. Net cash used in financing activities during the six months ended June 30, 2024 primarily results from repayments of $234.3 million on long-term debt, $228.9 million used to repurchase shares and $8.4 million for payments of tax withholdings on equity-based compensation through shares withheld, partially offset by $379.3 million of net proceeds from the issuance of debt.

Current wording

Net cash used in financing activities during the nine months ended September 30, 2025 primarily resulted from $16.3 million used to repurchase shares and payment of related excise tax and repayments of $11.6 million on long-term debt. Net cash used in financing activities during the nine months ended September 30, 2024 primarily resulted from $445.3 million used to repurchase shares, repayments of $238.2 million on long-term debt and $8.6 million for payments of tax withholdings on equity-based compensation through shares withheld, partially offset by $379.3 million of net proceeds from the issuance of debt.

Previous wording

As of June 30, 2025, our Senior Secured Credit Facilities consisted of $1.531 billion in Term B-3 Loans which will mature on December 4, 2031, along with a $700.0 million Revolving Credit Facility, which had no amounts outstanding as of June 30, 2025 and will mature on August 23, 2029. As of June 30, 2025, SEA had approximately $10.9 million of outstanding letters of credit, leaving approximately $689.1 million available for borrowing under the Revolving Credit Facility.

Current wording

As of September 30, 2025, our Senior Secured Credit Facilities consisted of $1.527 billion in Term B-3 Loans which will mature on December 4, 2031, along with a $700.0 million Revolving Credit Facility, which had no amounts outstanding as of September 30, 2025 and will mature on August 23, 2029. As of September 30, 2025, SEA had approximately $10.9 million of outstanding letters of credit, leaving approximately $689.1 million available for borrowing under the Revolving Credit Facility.

Previous wording

(c) Reflects primarily non-cash self-insurance reserve adjustments of: (i) approximately $9.6 million for the three and six months ended June 30, 2025; (ii) approximately $4.6 million for the six months ended June 30, 2024; and (iii) approximately $26.3 million for the twelve months ended June 30, 2025, respectively. Also includes non-cash expenses related to asset write-offs and costs related to certain rides and equipment which were removed from service.

Current wording

(c) Reflects primarily non-cash self-insurance reserve adjustments of: (i) approximately $6.2 million and $15.8 million, respectively, for the three and nine months ended September 30, 2025; (ii) approximately $4.1 million and $8.7 million, respectively, for the three and nine months ended September 30, 2024; and (iii) approximately $28.4 million for the twelve months ended September 30, 2025. Also includes non-cash expenses related to asset write-offs and costs related to certain rides and equipment which were removed from service.

Previous wording

(d) For the three, six, and twelve months ended June 30, 2025, reflects business optimization, development and other strategic initiative costs primarily related to: (i) $2.2 million, $3.5 million, and $6.5 million, respectively, of other business optimization costs and strategic initiative costs and (ii) $0.4 million, $0.4 million, and $8.2 million, respectively, of third-party consulting costs. Reflects business optimization, development and other strategic initiative costs primarily related to: (i) $2.2 million and $4.0 million of other business optimization costs and strategic initiative costs for the three and six months ended June 30, 2024, respectively, and (ii) $1.5 million and $3.0 million of third-party consulting costs for the three and six months ended June 30, 2024, respectively.

Current wording

(d) For the three, nine, and twelve months ended September 30, 2025, reflects business optimization, development and other strategic initiative costs primarily related to: (i) $3.8 million, $7.3 million, and $9.0 million, respectively, of other business optimization costs and strategic initiative costs and (ii) $0.5 million, $0.9 million, and $4.2 million, respectively, of third-party consulting costs. Reflects business optimization, development and other strategic initiative costs primarily related to: (i) $4.4 million and $7.4 million of third-party consulting costs for the three and nine months ended September 30, 2024, respectively, and (ii) $1.3 million and $5.3 million of other business optimization costs and strategic initiative costs for the three and nine months ended September 30, 2024, respectively.

Previous wording

(e) For the three and six months ended June 30, 2024, primarily relates to expenses associated with a stockholders' agreement amendment proposal and a share repurchase proposal.

Current wording

(e) For the three and nine months ended September 30, 2025, primarily relates to expenses associated with the share repurchase proposal. For the nine months ended September 30, 2024, primarily relates to expenses associated with a stockholders' agreement amendment proposal and a share repurchase proposal.

Previous wording

(f) For the three and six months ended June 30, 2025 and 2024, primarily reflects costs associated with certain legal matters and nonrecurring contractual liabilities related to the previously disclosed temporary COVID-19 park closures. For the twelve months ended June 30, 2025, primarily reflects a reversal of costs, which had previously been accrued, associated with nonrecurring contractual liabilities and respective assessments related to the previously disclosed temporary COVID-19 park closures.

Current wording

(f) For the three and nine months ended September 30, 2025 and 2024, primarily reflects costs associated with certain legal matters and nonrecurring contractual liabilities related to the previously disclosed temporary COVID-19 park closures. For the twelve months ended September 30, 2025, primarily reflects a reversal of costs, which had previously been accrued, associated with nonrecurring contractual liabilities and respective assessments related to the previously disclosed temporary COVID-19 park closures.