Pursuit Attractions & Hospitality, Inc. (PRSU)

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Forward-Looking Statements

Except for any historical information contained herein, the matters discussed or incorporated by reference in this Quarterly Report on Form 10-Q (this “Form 10-Q”) contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements relate to analyses and other information, available as of the date hereof which are based on forecasts of future results and estimates of amounts not yet determinable. These statements also relate to our contemplated future prospects, developments and business strategies.

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:

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general economic and geopolitical uncertainty in key global markets and a worsening of global economic conditions;

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the seasonality of our businesses;

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the competitive nature of the industries in which we operate;

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travel industry disruptions;

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changes in consumer tastes and preferences for recreational activities;

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natural disasters, weather conditions, and other catastrophic events;

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accidents and adverse incidents at our hotels and attractions;

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the sufficiency and cost of insurance coverage;

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the impact of our borrowings, including our revolving credit facility, on our operational and financial flexibility;

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risks of new capital projects not being commercially successful;

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our ability to fund capital expenditures, or our ability to deploy capital in line with our strategic objectives;

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our ability to successfully integrate and achieve anticipated benefits from acquisitions;

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unknown or contingent liabilities from acquisitions;

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failure to adapt to technological developments or industry trends;

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our inability to realize the strategic, financial and operational benefits from the sale of the Company’s Flyover Attractions (as defined herein);

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potential increases in operating expenses;

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conducting business globally, including the impact of regulatory regimes in geographies where we operate or may expand;

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our exposure to currency exchange rate fluctuations;

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liabilities relating to prior and discontinued operations;

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the importance of key personnel to our business;

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the impact of labor shortages;

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our exposure to cybersecurity attacks and threats, including the impact of fraud;

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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;

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compliance with foreign data privacy laws that apply to our activities;

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our exposure to litigation in the ordinary course of business;

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changes in federal, state, local or foreign tax laws;

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our ability to comply with extensive environmental requirements; and

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risks related to ownership of our common stock.

For a more complete discussion of the risks and uncertainties that may affect our business or financial results, see Part I, Item 1A – Risk Factors of our Annual Report on Form 10-K for the year ended December 31, 2025, filed with the Securities and Exchange Commission on February 25, 2026 (the “2025 Form 10-K”). Given these risks and uncertainties, users of this information should not place undue reliance on these forward-looking statements as predictions of future events. Although we believe that the expectations reflected in the forward-looking statements are reasonable, our information may be incomplete or limited and we cannot guarantee future results. Any forward-looking statements in this Form 10-Q are made as of the date hereof and reflect our current views. We expressly disclaim and

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do not undertake any obligation to update or revise any forward-looking statement in this Form 10-Q for any reason, even if new information becomes available in the future, 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 2025 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 (“U.S.”), Canada, Iceland, and Costa Rica. Including Eagle Wing Tours, Ltd. (which we acquired on July 14, 2026, as discussed below) and excluding the Flyover Attractions (as defined below), our elevated hospitality experiences include 14 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.

Eagle Wing Tours Acquisition

On July 14, 2026, we entered into a Share Purchase Agreement with the shareholders of Eagle Wing Tours Ltd. (“Eagle Wing”), pursuant to which we acquired all of the issued and outstanding shares of Eagle Wing for an aggregate purchase price of CAD $23.9 million (approximately USD $17.0 million as of closing). Eagle Wing, based on Vancouver Island, British Columbia, operates a whale watching and marine wildlife experience through a fleet of five vessels. The financial results of Eagle Wing will be consolidated in our financial statements prospectively from the date of acquisition.

Flyover Attractions Sale

On July 31, 2026, we completed the sale of all of our equity in the Flyover attractions (the “Flyover Attractions”) to Brogent Technologies Inc. pursuant to an Equity Purchase Agreement, dated January 21, 2026, for a purchase price of approximately $75.0 million in cash, subject to post-closing adjustments. As of June 30, 2026, the assets and liabilities of the Flyover Attractions are presented as current assets held for sale and current liabilities held for sale on our Condensed Consolidated Balance Sheet. We do not report the Flyover Attractions as a discontinued operation. See Note 4 – Acquisitions and Dispositions to the Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) for additional information.

Tabacón Acquisition

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 Thermal Resort & Spa (“Tabacón”), an eco-luxury resort spanning 570 acres of rainforest which features two thermal river attractions, located in the Arenal region of Costa Rica. Tabacón features 105 rooms, an internationally renowned spa, and signature culinary experiences. See Note 4 – Acquisitions and Dispositions to the Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) for additional information. The financial results of Tabacón are consolidated in our financial statements prospectively from the date of acquisition.

Seasonality

Peak activity for the majority of our operations has historically occurred during the summer months. However, our recent acquisition of Tabacón represents an operation which we expect will generate revenue more evenly over the course of the calendar year. During 2025, 79% of our revenue was earned in the second and third quarters.

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Results of Operations

The following table presents total revenue by lines of business for the three and six months ended June 30, 2026 and 2025:

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

(1)
Revenue by lines of business does not agree to Note 2 – Revenue and Related Contract Liabilities to the Condensed Consolidated Financial Statements (Part I, Item 1 of this Form 10-Q) as the amounts in the above table represent management’s methodology for evaluating performance, which includes product revenue from food and beverage and retail operations within each line of business.

Attractions revenue increased $2.9 million, or 4.2%, during the three months ended June 30, 2026, primarily due to a 7.7% increase in revenue per attraction visitor on a same store-basis, as well as incremental attractions revenue from Tabacón (acquired in July 2025) of $1.2 million. Attractions revenue increased $7.6 million, or 8.3%, during the six months ended June 30, 2026, primarily due to a 6.7% increase in revenue per attraction visitor on a same-store basis, as well as incremental attractions revenue from Tabacón of $3.1 million.

Hospitality revenue increased $10.4 million during the three months ended June 30, 2026, primarily due to incremental hospitality revenue of $7.1 million from Tabacón, as well as an increase in ADR (as defined below) at our other lodging properties. Hospitality revenue increased $19.2 million during the six months ended June 30, 2026, primarily due to incremental hospitality revenue of $15.2 million from Tabacón, as well as an increase in ADR at our other lodging properties.

Other revenue increased $3.5 million and $3.7 million during the three and six months ended June 30, 2026, respectively, primarily due to film licensing revenue for the Flyover Attractions during such periods.

Performance Measures

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

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Number of visitors. The number of visitors allows us to assess the volume of tickets sold at each attraction during the period.

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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.

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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 m

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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 (“U.S.”), Canada, Iceland, and Costa Rica. 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.

Recent Developments

Flyover Attractions Sale

On January 21, 2026, Pursuit entered into a definitive agreement to sell all of its Flyover Attractions (the “Flyover Attractions”) to Brogent Technologies Inc. (“Brogent”) for approximately $78.4 million in cash, subject to customary post-closing adjustments (the “Flyover Attractions Sale”). See Note 21 – Subsequent Event to the Consolidated Financial Statements (Part II, Item 8 of this Form 10-K) for additional information.

Tabacón Acquisition

On July 1, 2025, we entered into the “Tabacón 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 Thermal Resort & Spa (“Tabacón”), an eco-luxury resort spanning 570 acres of rainforest which features two thermal river attractions, located in the Arenal region of Costa Rica. Tabacón features 105 rooms, an internationally renowned spa, and signature culinary experiences. See Note 4 – Acquisitions to the Consolidated Financial Statements (Part II, Item 8 of this Form 10-K) for additional information. The financial results of Tabacón are consolidated in our financial statements prospectively from the date of acquisition.

Viad Corp Transformation into Pursuit

After a strategic review of the Company’s operations, with the goal of increasing shareholder value, Pursuit (formerly “Viad Corp”) entered into an Equity 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 Company’s former GES Exhibitions and Spiro reportable segments (the “GES Business”). During Fiscal 2024, the Company completed the sale of the GES Business to Truelink Capital (the “GES Sale”) and relaunched Viad Corp as Pursuit.

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 (which was received by the Company during Fiscal 2025). We determined that the GES Sale met the criteria to be classified as a discontinued operation. Accordingly, we have accounted for the GES Business as a discontinued operation in this Form 10-K. All amounts and disclosures for all periods presented reflect only the continuing operations of the Company unless otherwise noted. See Note 5 – Discontinued Operations to the Consolidated Financial Statements (Part II, Item 8 of this Form 10-K) for additional information.

Changes in Debt Structure

On December 31, 2024, in connection with the GES Sale, 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. The repayment of the 2021 Credit Facility led to the termination of the related interest rate cap, which managed our exposure to interest rate increases on $300 million in SOFR-based borrowings under the 2021 Credit Facility. See Note 10 – Derivative to the Consolidated Financial Statements (Part II, Item 8 of this Form 10-K) for additional information.

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During Fiscal 2025, we entered into and subsequently amended a credit agreement (the “2025 Credit Agreement”), along with several wholly-owned subsidiaries as co-borrowers. The 2025 Credit Agreement provides for a $300 million revolving credit facility (the “2025 Revolving Credit Facility”), with a maturity of September 25, 2030. Proceeds from the 2025 Revolving Credit Facility are expected to provide us with additional funds for operations, growth initiatives, acquisitions and other general corporate purposes. See Note 9 – Debt and Finance Lease Obligations to the Consolidated Financial Statements (Part II, Item 8 of this Form 10-K) for additional information.

Jasper Wildfires

On July 22, 2024, Jasper National Park was closed and evacuated due to wildfire activity, and wildfires entered the Jasper townsite on July 24, 2024. Pursuit’s hotels and attractions in and near the Jasper townsite were not reached by the wildfires 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 Fiscal 2024, we recorded estimated losses at our properties affected by the Jasper wildfires, and 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 other losses incurred. During Fiscal 2025, we received additional insurance proceeds relating to the losses of approximately $6.8 million. Additionally, during Fiscal 2025, we received approximately $4.2 million in business interruption insurance proceeds, which were recorded as a gain included in “Other expense, net” in the Consolidated Statements of Operations. As of December 31, 2025, total insurance proceeds received to date related to the Jasper wildfires were $24.0 million. We are still in the process of determining whether additional recoveries will be received for losses incurred or business interruption.

Results of Operations

The following table presents total revenue by lines of business for Fiscal 2025, Fiscal 2024, and Fiscal 2023:

(1)
Revenue by line of business does not agree to Note 2 – Revenue and Related Contract Liabilities to the Consolidated Financial Statements (Part II, Item 8 of this Form 10-K) as the amounts in the above table represent management’s methodology for evaluating performance, which includes product revenue from food and beverage and retail operations within each line of business.

Fiscal 2025 compared with Fiscal 2024

Attractions revenue increased $49.1 million due primarily to a 12.3% increase in the number of visitors, which was impacted by the Jasper wildfires in the prior year, as well as a 10.1% increase in revenue per attraction visitor. Additionally, Tabacón (acquired in July 2025), the Jasper SkyTram attraction (acquired in December 2024), and our Flyover Chicago attraction (opened in March 2024) contributed combined incremental attractions revenue of $8.9 million during Fiscal 2025.

Hospitality revenue increased $37.3 million primarily due to a 28.6% increase in Revenue per Available Room (“RevPAR”) driven by revenue management efforts and overall increased guest demand driving a 10.1% increase in occupancy. Additionally, Tabacón contributed incremental hospitality revenue of $11.4 million during Fiscal 2025.

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Performance Measures

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

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Number of visitors. The number of visitors allows us to assess the volume of tickets sold at each attraction during the period.

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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.

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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:

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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.

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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.

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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 for Fiscal 2025 and Fiscal 2024:

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