Pursuit Attractions & Hospitality, Inc.: Form 10-Q for the period ended Jun 30, 2025

Forward-Looking Statements

This Quarterly Report on Form 10-Q (this “Form 10-Q”) contains a number of forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Words, and variations of words, such as “aim,” “anticipate,” “believe,” “could,” “deliver,” “estimate,” “expect,” “intend,” “may,” “might,” “outlook,” “plan,” “potential,” “seek,” “target,” “will,” and similar expressions are intended to identify our forward-looking statements. Similarly, statements that describe our business strategy, outlook, objectives, plans, initiatives, intentions, or goals also are forward-looking statements. These forward-looking statements are not historical facts and are subject to a host of risks and uncertainties, many of which are beyond our control, which could cause actual results to differ materially from those in the forward-looking statements.

Important factors that could cause actual results to differ materially from those described in our forward-looking statements include, but are not limited to, the following:

• general economic and geopolitical uncertainty in key global markets and a worsening of global economic conditions;
• seasonality of our businesses;
• the competitive nature of the industries in which we operate;
• travel industry disruptions;
• changes in consumer tastes and preferences for recreational activities;
• natural disasters, weather conditions, accidents, and other catastrophic events;
• accidents and adverse incidents at our hotels and attractions;
• sufficiency and cost of insurance coverage;
• the impact of financial covenants on our operational and financial flexibility;
• risks of new capital projects not being commercially successful;
• our ability to fund capital expenditures;
• our ability to successfully integrate and achieve established financial and strategic goals from acquisitions;
• failure to adapt to technological developments or industry trends
• our inability to realize the strategic, financial or operational benefits from the sale of the Company’s former GES Exhibitions and Spiro reportable segments (the “GES Business”);
• conducting business globally;
• our exposure to currency exchange rate fluctuations;
• liabilities relating to prior and discontinued operations;
• the importance of key members to our business;
• labor shortages;
• our exposure to cybersecurity attacks and threats;
• compliance with laws governing the storage, collection, handling, and transfer of personal data and our exposure to legal claims and fines for data breaches or improper handling of such data;
• our exposure to litigation in the ordinary course of business;
• changes in federal, state, local or foreign tax laws;
• extensive environmental requirements;
• volatility in our stock price; and
• stock price and trading volumes affected by reports issued by securities industry analysts.

For a more complete discussion of the risks and uncertainties that may affect our business or financial results, refer to Part 1, Item 1A – Risk Factors of our 2024 Form 10-K. We disclaim and do not undertake any obligation to update or revise any forward-looking statement except as required by applicable law or regulation.

The following Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) should be read in conjunction with our 2024 Form 10-K and the Condensed Consolidated Financial Statements and related notes included in this Form 10-Q. The MD&A is intended to assist in understanding our financial condition and results of operations.

Overview

We are an attractions and hospitality company that owns and operates a collection of inspiring and unforgettable experiences in iconic destinations in the United States, Canada, Iceland, and Costa Rica (as of July 1, 2025, in conjunction with our recent acquisition of Tabacón Thermal Resort & Spa (“Tabacón”), as further discussed below). Our elevated hospitality experiences include 17 world-class point-of-interest attractions and 29 distinctive lodges, along with integrated restaurants, retail and transportation that enable visitors to discover and connect with stunning national parks and renowned global travel locations.

Sale of the GES Business and Viad Corp Transformation into Pursuit

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

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

We determined that the sale of the GES Business met the criteria to be classified as a discontinued operation. Accordingly, we have accounted for the GES Business as a discontinued operation in this Quarterly Report on Form 10-Q. All amounts and disclosures for all periods presented reflect only the continuing operations of the Company unless otherwise noted. Refer to Note 5 – Discontinued Operations of the Notes to Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) for further information.

Acquisition of Tabacón Thermal Resort & Spa

On July 1, 2025, we entered into a Share Purchase Agreement with the shareholders of Inversiones Turísticas Arenal, S.A. (“ITA”), pursuant to which we acquired all of the issued and outstanding shares of ITA. ITA is the owner and operator of Tabacón, a five-star eco-luxury resort located in the Arenal region of Costa Rica, which spans 570 acres of rainforest. Tabacón features 105 rooms, an internationally renowned spa, and signature culinary experiences. Refer to Note 22 – Subsequent Events of the Notes to Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) for further information. The financial results of Tabacón will be consolidated in our financial statements prospectively from the date of acquisition and, as such, there is no financial impact from Tabacón included in the results of operations for the three and six months ended June 30, 2025.

Seasonality

Our peak activity historically occurs during the summer months. During 2024, 77% of our revenue was earned in the second and third quarters.

Results of Operations

The following table presents total revenue by line of business:

(in thousands)

(1) Revenue by line of business does not agree to Note 2 – Revenue and Related Contract Liabilities of the Notes to Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) as the amounts in the above table include product revenue from food and beverage and retail operations within each line of business.

Three months ended June 30, 2025 compared to the three months ended June 30, 2024

Attractions revenue increased $11.5 million primarily due to a 7.7% increase in the number of visitors as well as higher revenue per attraction visitor of 11.9%. Additionally, our Jasper SkyTram attraction, which we acquired on December 31, 2024, contributed incremental revenue of $1.7 million during the three months ended June 30, 2025.

Hospitality revenue increased $3.9 million primarily due to a 9.0% increase in Revenue per Available Room (“RevPAR”) driven by revenue management efforts and increased guest demand, partially offset by a decrease in available room nights of 3.1% due to ongoing renovations work at the Forest Park Woodland Wing.

Six months ended June 30, 2025 compared to the six months ended June 30, 2024

Attractions revenue increased $12.6 million primarily due to a 5.9% increase in the number of visitors as well as higher revenue per attraction visitor of 9.4%. Additionally, our Jasper SkyTram attraction, which we acquired on December 31, 2024 and Flyover Chicago attraction, which opened on March 1, 2024, contributed incremental revenue of $3.0 million during the six months ended June 30, 2025.

Hospitality revenue increased $3.6 million primarily due to an 8.6% increase in RevPAR driven by revenue management efforts and increased guest demand, partially offset by a decrease in available room nights of 4.7% due to ongoing renovations work at the Forest Park Woodland Wing.

Performance Measures

We use the following key business metrics to evaluate the performance of Pursuit’s attractions business:

• Number of visitors. The number of visitors allows us to assess the volume of tickets sold at each attraction during the period.
• Revenue per attraction visitor. Revenue per attraction visitor is calculated as total attractions revenue divided by the total number of visitors at all Pursuit attractions during the period. Total attractions revenue includes ticket sales and ancillary revenue generated by attractions, such as food and beverage and retail revenue. Total attractions revenue per visitor measures the total spend per visitor that attraction properties are able to capture, which is important to the profitability of the attractions business.
• Effective ticket price. Effective ticket price is calculated as revenue from the sale of attraction tickets divided by the total number of visitors at all comparable Pursuit attractions during the period.

We use the following key business metrics, common in the hospitality industry, to evaluate Pursuit’s hospitality business:

• Revenue per Available Room. RevPAR is calculated as total rooms revenue divided by the total number of room nights available for all comparable Pursuit hospitality properties during the period. Total rooms revenue does not include non-rooms revenue, which consists of ancillary revenue generated by hospitality properties, such as food and beverage and retail revenue. RevPAR measures the period-over-period change in rooms revenue per available room for comparable hospitality properties. RevPAR is affected by average daily rate and occupancy, which have different implications on profitability.
• Average Daily Rate (“ADR”). ADR is calculated as total rooms revenue divided by the total number of room nights sold for all comparable Pursuit hospitality properties during the period. ADR is used to assess the pricing levels that the hospitality properties are able to realize. Increases in ADR lead to increases in rooms revenue with no substantial effect on variable costs, therefore having a greater impact on margins than increases in occupancy.
• Occupancy. Occupancy is calculated as the total number of room nights sold divided by the total number of room nights available for all comparable Pursuit hospitality properties during the period. Occupancy measures the utilization of the available capacity at the hospitality properties. Increases in occupancy result in increases in rooms revenue and additional variable operating costs (including housekeeping services, utilities, and room amenity costs), as well as increases in ancillary non-rooms revenue (including food and beverage and retail revenue).

The following table provides our key performance indicators:

28

(1) Same-Store metrics include only attractions and lodging properties that we operated at full capacity, considering seasonal closures, for the entirety of the 2025 and 2024 periods presented. Apgar Lookout Retreat, Forest Park Hotel Woodland Wing, Flyover Chicago, and the Jasper SkyTram are excluded from same-store metrics. For experiences located outside the United States, key performance indicator comparisons to the prior year are expressed on a constant U.S. dollar basis.

Attractions. The increase in the same-store number of attraction visitors during the three and six months ended June 30, 2025 was primarily driven by continued momentum in guest demand.

During the three months ended June 30, 2025, attractions ticket revenue on a same-store basis increased $7.2 million, driven by a 5.2% increase in visitors and an 11.2% increase in effective ticket price. During the six months ended June 30, 2025, attractions ticket revenue on a same-store basis increased $7.6 million, driven by a 1.8% increase in visitors and a 11.0% increase in effective ticket price. These increases were primarily driven by the expansion of the Sky Lagoon experience, which included the addition of a larger ritual area and the debut of Skjól, a seven step ritual that opened in August 2024.

Hospitality. The increase in RevPAR on a same-store basis during both the three and six months ended June 30, 2025 was due to higher occupancy and an increase in ADR.

Rooms revenue on a same-store basis for the three months ended June 30, 2025 increased $2.2 million on an 8.9% increase in RevPAR. Rooms revenue on a same-store basis for the six months ended June 30, 2025 increased $2.6 million on a 9.3% increase in RevPAR.

Other Expenses

(in thousands)

** Change is greater than +/- 100%.

Operating expenses (exclusive of depreciation and amortization) - The increase in operating expenses for the three months ended June 30, 2025 compared to the prior year period was primarily due to increases in variable costs associated with increased transaction volumes and revenues, including royalty and concession fees, labor expense, and cost of goods, as well as other inflationary cost increases, including an increase in allocated administrative expenses, $1.0 million of increased repairs and maintenance expense, and a $0.7 million increase in professional services. These increases were partially offset by the periodic remeasurement of the Sky Lagoon finance lease obligation, which resulted in an unrealized foreign exchange gain of $3.9 million in the second quarter of 2025 as compared to an unrealized gain of $0.2 million in the second quarter of 2024.

Selling, general, and administrative expenses - The increase in selling, general and administrative expenses is primarily due to higher transaction-related costs of $3.4 million during the three months ended June 30, 2025 and $8.3 million during the six months ended June 30, 2025 (primarily related to our transition to a standalone publicly-traded operating company in connection with the sale of the GES Business, as well as expenses associated with our acquisition of Tabacón), offset in part by a decrease in corporate overhead costs.

Other expense, net - The increase in other expense, net is primarily due to a $5.4 million settlement charge associated with the termination of the Giltspur Inc. Employees’ Pension Plan, which was reclassified from AOCL.

Income tax expense – The effective tax rate was 28.5% for the three months ended June 30, 2025 compared to 70.9% for the three months ended June 30, 2024, and a negative 5.1% for the six months ended June 30, 2025 compared to a negative 4.0% for the six months ended June 30, 2024. The decrease in the effective rate for the three months ended June 30, 2025 compared to the prior year period was primarily attributable to a tax benefit recorded during the three and six months ended June 30, 2025 of $3.2 million associated with the release of valuation allowances recorded against Canadian net operating losses, as well as the termination of the Giltspur, Inc. Employees’ Pension Plan.

Income from discontinued operations, net of tax – On December 31, 2024, we completed the sale of the GES Business. Accordingly, the operating results of the GES Business are included within discontinued operations for 2024.

Liquidity and Capital Resources

We believe that our existing sources of liquidity will be sufficient to fund operations and projected capital outlays for at least the next 12 months and the longer term.

When assessing our current sources of liquidity, we include the following:

(in thousands)

(1) As of June 30, 2025, we held $21.2 million of our cash and cash equivalents outside of the United States.

(2) As of June 30, 2025, the available capacity of our 2025 Revolving Credit Facility (as defined below) was $200 million less $10.5 million of outstanding borrowings and $5.6 million in outstanding letters of credit.

On January 3, 2025, Pursuit entered into the 2025 Credit Agreement (the “2025 Credit Agreement”) with Bank of America, N.A., as administrative agent, and the other lenders named in the agreement. The 2025 Credit Agreement provides for the $200 million revolving credit facility (the “2025 Revolving Credit Facility”), available in U.S. dollars, Canadian dollars, Euros and Pounds sterling, with a maturity of January 3, 2030. Proceeds from the 2025 Revolving Credit Facility will provide us with additional funds for operations, growth initiatives, acquisitions, and other general corporate purposes. Refer to Note 12 – Debt and Finance Lease Obligations of the Notes to Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) for further information.

On July 1, 2025, we entered into a Share Purchase Agreement with the shareholders of ITA, pursuant to which we acquired all of the issued and outstanding shares of ITA for an aggregate purchase price of $111.0 million. We funded the purchase price primarily with borrowings under the 2025 Revolving Credit Facility of $105.0 million. Refer to Note 12 – Debt and Finance Lease Obligations and Note 22 – Subsequent Events of the Notes to Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) for further information.

Cash provided by operating activities, supplemented by our existing cash and cash equivalents and availability under our 2025 Revolving Credit Facility, are our primary sources of liquidity for funding our business requirements. During the six months ended June 30, 2025, net cash used in operating activities attributable to continuing operations was $2.8 million.

Our short-term and long-term funding requirements include debt obligations, maintenance capital expenditures, working capital requirements, and potential acquisitions and strategic investments as we focus on scaling our investments in high-return unforgettable, inspiring experiences with high return potential through our Refresh, Build, Buy growth strategy. Our projected capital outlays can be adjusted for changes in the operating environment.

Capital Expenditures

For 2025, we have planned capital expenditures of approximately $71 million to $76 million. This includes approximately $38 million to $43 million on select growth projects, including the refresh of the Forest Park Hotel’s Woodland Wing. We expect to evaluate other selective investments to advance our Refresh, Build, Buy growth strategy while maintaining a solid liquidity position.

Other Obligations

We have additional obligations as part of our ordinary course of business, beyond those committed for debt obligations and capital expenditures. Refer to Note 17 – Pension and Postretirement Benefits and Note 18 – Leases and Other of the Notes to Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) for further information. The expected timing of payments of our obligations is estimated based on current information. Timing of payments and actual amounts paid may be different, depending on changes to agreed-upon amounts for certain obligations.

Cash Flows

Operating Activities

(in thousands)

Net cash used by operating activities attributable to continuing operations remained relatively flat as compared to the prior year.

Investing Activities

(in thousands)

Net cash used in investing activities attributable to continuing operations decreased $9.5 million compared to the prior year period, primarily due to a decrease in capital expenditures combined with insurance proceeds received of $6.4 million for the Jasper wildfires in the 2025 period.

Financing Activities

(in thousands)

31

Net cash provided by financing activities attributable to continuing operations decreased $15.9 million, primarily due to net borrowings of $10.1 million during the six months ended June 30, 2025 compared to $29.8 million during the six months ended June 30, 2024.

Critical Accounting Estimates

Refer to Part II, Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations of our 2024 Form 10-K for a discussion of our critical accounting estimates.

Impact of Recent Accounting Pronouncements

Refer to Note 1 – Overview and Basis of Presentation of the Notes to Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) for additional information.

Our market risk exposure relates to fluctuations in interest rates and foreign exchange rates. Foreign exchange risk is the risk that fluctuating exchange rates will adversely affect our financial condition or results of operations. The foreign exchange risk is composed of both potential losses from the translation of foreign currency financial information and the remeasurement of foreign currency transactions. Interest rate risk is the risk that changing interest rates will adversely affect our financial position or results of operations.

Our foreign operations during the three and six months ended June 30, 2025 were in Canada and Iceland. The functional currency of our foreign subsidiaries is their local currency. Accordingly, for purposes of consolidation, we translate the assets and liabilities of our foreign subsidiaries into U.S. dollars at the foreign exchange rates in effect at the balance sheet date. The unrealized gains or losses resulting from the translation of these foreign denominated assets and liabilities are included as a component of AOCL in the Condensed Consolidated Balance Sheets. As a result, significant fluctuations in foreign exchange rates relative to the U.S. dollar may result in material changes to our net equity position reported in the Condensed Consolidated Balance Sheets. We do not currently hedge our equity risk arising from the translation of foreign denominated assets and liabilities. We recorded cumulative unrealized foreign currency translation losses in stockholders’ equity of $44.9 million as of June 30, 2025 and $62.9 million as of December 31, 2024. We recorded an unrealized foreign currency translation gain in other comprehensive income (loss) of $23.5 million during the six months ended June 30, 2025 and a loss of $13.1 million during the six months ended June 30, 2024.

For purposes of consolidation, revenue, costs and expenses, gains, and losses related to our foreign operations are translated into U.S. dollars at the average foreign exchange rates for the period. As a result, our consolidated results of operations are exposed to fluctuations in foreign exchange rates as revenue and net income (loss) from continuing operations of our foreign operations, when translated, may vary from period to period, even when the functional currency amounts have not changed. Such fluctuations may adversely impact overall expected profitability and historical period-to-period comparisons. We do not currently hedge our net earnings exposure arising from the translation of our foreign revenue and net income (loss) from continuing operations.

We are exposed to foreign exchange transaction risk, as our foreign subsidiaries have certain loans and leases denominated in currencies other than the functional currency of the respective subsidiary. As of June 30, 2025, we had long-term contractual liabilities that were denominated in nonfunctional currencies of $46.9 million. As foreign exchange rates fluctuate, these liabilities are remeasured, and the corresponding adjustment is recorded in the Condensed Consolidated Statements of Operations. As of June 30, 2025 and December 31, 2024, we did not have any outstanding foreign currency forward contracts.

We are exposed to short-term and long-term interest rate risk on certain of our debt obligations.

We have established disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed or submitted under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), is recorded, processed, summarized, and reported, within the time periods specified in the SEC’s rules and forms, and such information is accumulated and communicated to our management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer (“CFO”), as appropriate to allow timely decisions regarding required disclosure. Management, together with our CEO and CFO, evaluated the effectiveness of our disclosure controls and procedures as of June 30, 2025. Based on this evaluation, the CEO and CFO concluded that our disclosure controls and procedures were effective as of June 30, 2025.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting during the quarter ended June 30, 2025.

In addition to other information set forth in this report, careful consideration should be given to the factors discussed in Part I, Item 1A – Risk Factors and Part II, Item 7 – Management’s Discussion and Analysis of Financial Condition and Results of Operations of our 2024 Form 10-K, which could materially affect our business, financial condition, or future results.