United Parks & Resorts Inc.

Previous wording

The following discussion provides an analysis of our operating results for the three and six months ended June 30, 2026 and 2025. The following data should be read in conjunction with our unaudited condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q.

Current wording

The following discussion provides an analysis of our operating results for the three and nine months ended September 30, 2026 and 2025. The following data should be read in conjunction with our unaudited condensed consolidated financial statements and the notes thereto included elsewhere in this Quarterly Report on Form 10-Q.

Previous wording

Admissions revenue. Admissions revenue for the three months ended June 30, 2026 decreased $11.7 million, or 4.6%, to $244.1 million as compared to $255.7 million for the three months ended June 30, 2025. The decline was primarily a result of a decrease in attendance and admission per capita. Total attendance for the second quarter of 2026 decreased by 179 thousand guests, or 2.9%, compared to the same prior year quarter. The decrease in attendance was primarily due to an unfavorable calendar shift including the timing of the Easter holiday and a decrease in international visitation compared to the same prior year quarter. Admission per capita decreased by $0.72 to $40.31 for the second quarter of 2026 compared to $41.03 in the prior year quarter, primarily due to the net impact of the admissions product mix when compared to the same prior year quarter.

Current wording

Admissions revenue. Admissions revenue for the three months ended September 30, 2026 decreased $4.0 million, or 1.5%, to $264.6 million as compared to $268.7 million for the three months ended September 30, 2025. The decline was primarily a result of a decrease in attendance. Total attendance for the third quarter of 2026 decreased by 320 thousand guests, or 4.7%, compared to the same prior year quarter. The decrease in attendance was primarily attributable to unfavorable weather, calendar impacts, and a decline in international visitation compared to the same quarter in the prior year. A planned decline in promotional admissions products compared to prior year also contributed to a decline in attendance during the quarter. Admission per capita increased by 3.4% to $40.90 for the third quarter of 2026 compared to $39.57 in the prior year quarter, primarily due to increased realized pricing on certain admission products and the net impact of the admissions product mix compared to the same prior year quarter.

Previous wording

Food, merchandise and other revenue. Food, merchandise and other revenue for the three months ended June 30, 2026 increased $4.8 million, or 2.0%, to $239.2 million as compared to $234.5 million for the three months ended June 30, 2025, as a result of an increase in in-park per capita spending, partially offset by a decrease in attendance. In-park per capita spending increased by 5.1% to $39.51 in the second quarter of 2026 compared to $37.61 in the second quarter of 2025. In park per capita spending increased primarily due to higher penetration and the impact of pricing initiatives compared to the same prior year quarter.

Current wording

Food, merchandise and other revenue. Food, merchandise and other revenue for the three months ended September 30, 2026 decreased $1.4 million, or 0.6%, to $241.8 million as compared to $243.2 million for the three months ended September 30, 2025, as a result of a decrease in attendance, partially offset by an increase in in-park per capita spending . In-park per capita spending increased by 4.4% to $37.39 in the third quarter of 2026 compared to $35.82 in the third quarter of 2025. In park per capita spending increased primarily due to higher penetration and the impact of pricing initiatives compared to the same prior year quarter.

Previous wording

Costs of food, merchandise and other revenues. Costs of food, merchandise and other revenues for the three months ended June 30, 2026 increased $0.9 million, or 2.4%, to $38.1 million as compared to $37.2 million for the three months ended June 30, 2025.

Current wording

Costs of food, merchandise and other revenues. Costs of food, merchandise and other revenues for the three months ended September 30, 2026 increased $1.0 million, or 2.4%, to $40.9 million as compared to $39.9 million for the three months ended September 30, 2025.

Previous wording

Operating expenses. Operating expenses for the six months ended June 30, 2026 increased by $20.9 million, or 5.7%, to $387.0 million as compared to $366.1 million for the six months ended June 30, 2025. The increase in operating expenses was primarily due to a $6.9 million increase in costs primarily related to damages from a historic winter freeze in our Florida parks, and an approximately $2.1 million increase in non-cash self-insurance adjustments.

Current wording

Operating expenses. Operating expenses for the three months ended September 30, 2026 decreased $4.1 million, or 1.9%, to $210.3 million as compared to $214.4 million for the three months ended September 30, 2025. The decrease in operating expenses was primarily due to a $6.2 million decrease in non-cash self-insurance adjustments.

Previous wording

Selling, general and administrative expenses. Selling, general and administrative expenses for the three months ended June 30, 2026 increased $2.2 million, or 3.4%, to $66.6 million as compared to $64.4 million for the three months ended June 30, 2025. The increase was primarily due to a non-cash $1.8 million increase in information technology costs primarily related to the amortization of implementation costs of a new enterprise resource planning system when compared to the same prior year quarter.

Current wording

Selling, general and administrative expenses. Selling, general and administrative expenses for the three months ended September 30, 2026 increased $7.9 million, or 13.1%, to $68.6 million as compared to $60.7 million for the three months ended September 30, 2025. The increase was primarily due to increased marketing related costs.

Previous wording

Depreciation and amortization. Depreciation and amortization expense for the three months ended June 30, 2026 increased $2.8 million, or 6.5%, to $45.8 million as compared to $43.0 million for the three months ended June 30, 2025. The increase primarily related 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, 2026 increased $1.1 million, or 2.5%, to $45.8 million as compared to $44.7 million for the three months ended September 30, 2025. 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, 2026 decreased $1.6 million, or 4.6%, to $32.4 million as compared to $34.0 million for the three months ended June 30, 2025. The decrease primarily relates to the impact of 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.

Current wording

Interest expense. Interest expense for the three months ended September 30, 2026 decreased $1.4 million, or 4.2%, to $32.1 million as compared to $33.5 million for the three months ended September 30, 2025. The decrease primarily relates to the impact of 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, 2026 was $21.4 million compared to $26.2 million for the three months ended June 30, 2025. Our consolidated effective tax rate was 25.3% for the three months ended June 30, 2026 compared to 24.6% for the three months ended June 30, 2025. The effective tax rate for the three months ended June 30, 2026 and 2025 was primarily impacted due to state income taxes and limits on certain compensation deductibility.

Current wording

Provision for income taxes. Provision for income taxes remained flat at $29.0 million for the three months ended September 30, 2026 and 2025. Our consolidated effective tax rate was 26.6% for the three months ended September 30, 2026 compared to 24.5% for the three months ended September 30, 2025. The effective tax rate for the three months ended September 30, 2026 and 2025 was primarily impacted due to state income taxes and limits on certain compensation deductibility.

Previous wording

Comparison of the Six Months Ended June 30, 2026 to the Six Months Ended June 30, 2025

Current wording

Comparison of the Nine months ended September 30, 2026 to the Nine months ended September 30, 2025

Previous wording

The following table presents key operating and financial information for the six months ended June 30, 2026 and 2025:

Current wording

The following table presents key operating and financial information for the nine months ended September 30, 2026 and 2025:

Previous wording

Admissions revenue. Admissions revenue for the six months ended June 30, 2026 decreased $20.3 million, or 4.9%, to $391.6 million as compared to $411.9 million for the six months ended June 30, 2025. The decline was primarily a result of a decrease in attendance. Total attendance for the first six months of 2026 decreased by approximately 350 thousand guests, or 3.6%, compared to the first six months of 2025. Attendance was negatively impacted by unfavorable weather conditions, a decline in visitation from international markets, and an Easter holiday shift compared to the first six months of 2025. Admission per capita decreased by 1.4% to $42.21 for the six months ended June 30, 2026 compared to $42.79 for the six months ended June 30, 2025, primarily due to the net impact of the admissions product mix when compared to the first six months of 2025.

Current wording

Admissions revenue. Admissions revenue for the nine months ended September 30, 2026 decreased $24.3 million, or 3.6%, to $656.2 million as compared to $680.5 million for the nine months ended September 30, 2025. The decline was primarily a result of a decrease in attendance. Total attendance for the first nine months of 2026 decreased by approximately 670 thousand guests, or 4.1% compared to the first nine months of 2025. The decrease in attendance was primarily due to unfavorable weather and a decline in international visitation compared to the first nine months of 2025. A planned decline in promotional admissions products compared to prior year also contributed to a decline in attendance during the period. Admission per capita increased by 0.5% to $41.68 for the nine months ended September 30, 2026 compared to $41.46 for the nine months ended September 30, 2025, primarily due to higher realized pricing and the net impact of the admissions product mix when compared to the first nine months of 2025.

Previous wording

Food, merchandise and other revenue. Food, merchandise and other revenue for the six months ended June 30, 2026 increased $4.7 million, or 1.3%, to $370.0 million as compared to $365.3 million for the six months ended June 30, 2025 as a result of an increase in in-park per capita spending, partially offset by a decrease in attendance. In-park per capita spending increased by 5.1% to $39.90 for the six months ended June 30, 2026 compared to $37.95 for the six months ended June 30, 2025. In park per capita spending increased primarily due to penetration and the impact of pricing initiatives compared to the first six months of 2025.

Current wording

Food, merchandise and other revenue. Food, merchandise and other revenue for the nine months ended September 30, 2026 increased $3.4 million, or 0.6%, to $611.9 million as compared to $608.5 million for the nine months ended September 30, 2025 as a result of an increase in in-park per capita spending, partially offset by a decrease in attendance. In-park per capita spending increased by 4.8% to $38.86 for the nine months ended September 30, 2026 compared to $37.07 for the nine months ended September 30, 2025. In park per capita spending increased primarily due to the impact of pricing initiatives and penetration compared to the first nine months of 2025.

Previous wording

Costs of food, merchandise and other revenues. Costs of food, merchandise and other revenues for the six months ended June 30, 2026 decreased $0.4 million, or 0.7%, to $59.7 million as compared to $60.1 million for the six months ended June 30, 2025.

Current wording

Costs of food, merchandise and other revenues. Costs of food, merchandise and other revenues for the nine months ended September 30, 2026 increased $0.5 million, or 0.5%, to $100.6 million as compared to $100.1 million for the nine months ended September 30, 2025.

Previous wording

Operating expenses. Operating expenses for the three months ended June 30, 2026 increased $10.9 million, or 5.3%, to $215.7 million as compared to $204.8 million for the three months ended June 30, 2025. The increase in operating expenses was primarily due to a $4.1 million increase in non-recurring third-party labor and consulting costs primarily related to damages from a historic winter freeze in our Florida parks.

Current wording

Operating expenses. Operating expenses for the nine months ended September 30, 2026 increased by $16.8 million, or 2.9%, to $597.3 million as compared to $580.5 million for the nine months ended September 30, 2025. The increase in operating expenses was primarily due to costs related to damages from a historic winter freeze in our Florida parks in Q1 and consulting costs.

Previous wording

Selling, general and administrative expenses. Selling, general and administrative expenses for the six months ended June 30, 2026 increased $6.1 million, or 5.6%, to $114.7 million as compared to $108.5 million for the six months ended June 30, 2025. The increase is primarily due to a non-cash $4.8 million increase in information technology costs primarily related to the amortization of implementation costs of a new enterprise resource planning system when compared to the first six months of 2025.

Current wording

Selling, general and administrative expenses. Selling, general and administrative expenses for the nine months ended September 30, 2026 increased $14.1 million, or 8.3%, to $183.3 million as compared to $169.2 million for the nine months ended September 30, 2025. The increase was primarily due to an increase in marketing related costs of $8.0 million and an increase in information technology costs related to the amortization of implementation costs of a new enterprise resource planning system when compared to the first nine months of 2025.

Previous wording

Depreciation and amortization. Depreciation and amortization expense for the six months ended June 30, 2026 increased $6.2 million, or 7.3%, to $90.9 million as compared to $84.7 million for the six months ended June 30, 2025. The increase primarily related 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, 2026 increased $7.3 million, or 5.6%, to $136.7 million as compared to $129.4 million for the nine months ended September 30, 2025. 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, 2026 decreased $4.0 million, or 5.8%, to $64.1 million as compared to $68.1 million for the six months ended June 30, 2025. The decrease primarily relates to the impact of a lower average interest rate on our variable debt.

Current wording

Interest expense. Interest expense for the nine months ended September 30, 2026 decreased $5.3 million, or 5.3%, to $96.2 million as compared to $101.6 million for the nine months ended September 30, 2025. The decrease primarily relates to the impact of a lower average interest rate on our variable debt.

Previous wording

Provision for income taxes. Provision for income taxes for the six months ended June 30, 2026 was $15.5 million compared to $25.1 million for the six months ended June 30, 2025. Our consolidated effective tax rate was 34.7% for the six months ended June 30, 2026 and 28.2% for the six months ended June 30, 2025. The effective tax rate differs from the statutory federal income tax rate of 21.0% for the periods ended June 30, 2026 primarily due to non-deductible compensation, 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, 2025 primarily due to state income taxes and a deferred revaluation due to state filing changes as of January 1, 2025. 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, 2026 was $44.6 million compared to $54.1 million for the nine months ended September 30, 2025. Our consolidated effective tax rate was 29.0% for the nine months ended September 30, 2026 and 26.1% for the nine months ended September 30, 2025. The effective tax rate differs from the statutory federal income tax rate of 21.0% for the periods ended September 30, 2026 primarily due to non-deductible compensation, 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 September 30, 2025 primarily due to state income taxes and a deferred revaluation due to state filing changes as of January 1, 2025. 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

Net cash provided by operating activities was $236.8 million during the six months ended June 30, 2026 as compared to $206.9 million during the six months ended June 30, 2025. 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 $330.0 million during the nine months ended September 30, 2026 as compared to $301.7 million during the nine months ended September 30, 2025. 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, 2026 consisted of capital expenditures of $138.2 million largely related to future attractions. Net cash used in investing activities during the six months ended June 30, 2025 consisted primarily of $110.5 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, 2026 consisted of capital expenditures of $207.9 million largely related to future attractions. Net cash used in investing activities during the nine months ended September 30, 2025 consisted primarily of $167.2 million of capital expenditures.

Previous wording

Net cash used in financing activities during the six months ended June 30, 2026 primarily resulted from $220.3 million used to repurchase shares and payment of related excise tax and repayments of $7.7 million on long-term debt, partially offset by net proceeds of $50 million drawn from the revolving credit facility. Net cash used in financing activities during the six months ended June 30, 2025 primarily resulted from $9.2 million used to repurchase shares and repayments of $7.7 million on long-term debt.

Current wording

Net cash used in financing activities during the nine months ended September 30, 2026 primarily resulted from $220.3 million used to repurchase shares and payment of related excise tax and repayments of $11.6 million on long-term debt, partially offset by net proceeds of $40.0 million drawn from the revolving credit facility. 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.

Previous wording

As of June 30, 2026, our Senior Secured Credit Facilities consisted of $1.515 billion in Term B-3 Loans which will mature on December 4, 2031, along with a $700.0 million Revolving Credit Facility, of which $50.0 million was drawn upon as of June 30, 2026 and will mature on August 23, 2029. Additionally, as of June 30, 2026, SEA had approximately $10.9 million of outstanding letters of credit, leaving approximately $639.1 million available for borrowing under the Revolving Credit Facility.

Current wording

As of September 30, 2026, our Senior Secured Credit Facilities consisted of $1.511 billion in Term B-3 Loans which will mature on December 4, 2031, along with a $700.0 million Revolving Credit Facility, of which $40.0 million was drawn upon as of September 30, 2026 and will mature on August 23, 2029. Additionally, as of September 30, 2026, SEA had approximately $10.9 million of outstanding letters of credit, leaving approximately $649.1 million available for borrowing under the Revolving Credit Facility.

Previous wording

We define Adjusted EBITDA as net income plus (i) income tax provision, (ii) loss on extinguishment of debt, (iii) interest expense, consent fees and similar financing costs, (iv) depreciation and amortization, (v) equity-based compensation expense, (vi) certain non-cash charges/credits including those related to asset disposals and self-insurance reserve adjustments, (vii) certain business optimization, development and strategic initiative costs, (viii) merger, acquisition, integration and certain investment costs, and (ix) other nonrecurring costs including incremental costs associated with the COVID-19 pandemic or similar unusual events.

Current wording

We define Adjusted EBITDA as net income plus (i) income tax provision, (ii) interest expense, consent fees and similar financing costs, (iii) depreciation and amortization, (iv) equity-based compensation expense, (v) certain non-cash charges/credits including those related to asset disposals and self-insurance reserve adjustments, (vi) certain business optimization, development and strategic initiative costs, (vii) merger, acquisition, integration and certain investment costs, and (viii) other nonrecurring costs including incremental costs associated with the COVID-19 pandemic or similar unusual events.

Previous wording

(b) Reflects primarily non-cash self-insurance reserve adjustments of: (i) approximately $4.6 million and $8.3 million, respectively, for the three and six months ended June 30, 2026; (ii) approximately $9.6 million for the three and six months ended June 30, 2025; and (iii) approximately $16.2 million for the twelve months ended June 30, 2026. 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

(b) Reflects primarily non-cash self-insurance reserve adjustments of: (i) no adjustments and approximately $8.3 million, respectively, for the three and nine months ended September 30, 2026; (ii) approximately $6.2 million and $15.8 million, respectively, for the three and nine months ended September 30, 2025; and (iii) approximately $10.0 million for the twelve months ended September 30, 2026. 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

(c) For the three, six, and twelve months ended June 30, 2026, reflects business optimization, development and other strategic initiative costs primarily related to: (i) $8.8 million, $14.4 million, and $23.0 million, respectively, of other business optimization costs and strategic initiative costs and (ii) $1.3 million, $1.6 million, and $2.5 million, respectively, of third-party consulting costs. Reflects business optimization, development and other strategic initiative costs primarily related to: (i) $0.4 million, $0.4 million, and $8.2 million of third-party consulting costs for the three, six, and twelve months ended June 30, 2025, respectively, and (ii) $2.2 million, $3.5 million, and $6.5 million of other business optimization costs and strategic initiative costs for the three, six, and twelve months ended June 30, 2025, respectively.

Current wording

(c) For the three, nine, and twelve months ended September 30, 2026, reflects business optimization, development and other strategic initiative costs primarily related to: (i) $7.6 million, $22.0 million, and $26.8 million, respectively, of other business optimization costs and strategic initiative costs and (ii) $0.7 million, $2.3 million, and $2.7 million, respectively, of third-party consulting costs. Reflects business optimization, development and other strategic initiative costs primarily related to: (i) $0.5 million and $0.9 million of third-party consulting costs for the three and nine months ended September 30, 2025, respectively, and (ii) $3.8 million and $7.3 million of other business optimization costs and strategic initiative costs for the three and nine months ended September 30, 2025, respectively.

Previous wording

(d) Reflects the impact of expenses, net of insurance recoveries and adjustments, incurred primarily related to certain matters, which we are permitted to exclude under the credit agreement governing our Senior Secured Credit Facilities due to the unusual nature of the items.

Current wording

(d) Reflects the impact of expenses, net of insurance recoveries and adjustments including legal settlements, incurred primarily related to certain matters, which we are permitted to exclude under the credit agreement governing our Senior Secured Credit Facilities due to the unusual nature of the items. 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.