Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 25, 2019 | |
Cover [Abstract] | ||
Entity Registrant Name | VIAD CORP | |
Entity Central Index Key | 0000884219 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2019 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --12-31 | |
Entity Incorporation, State or Country Code | DE | |
Trading Symbol | VVI | |
Title of 12(b) Security | Common Stock, $1.50 Par Value | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity File Number | 001-11015 | |
Entity Tax Identification Number | 36-1169950 | |
Entity Address, Address Line One | 1850 North Central Avenue | |
Entity Address, Address Line Two | Suite 1900 | |
Entity Address, City or Town | Phoenix | |
Entity Address, State or Province | AZ | |
Entity Address, Postal Zip Code | 85004-4565 | |
City Area Code | 602 | |
Local Phone Number | 207-1000 | |
Entity Common Stock, Shares Outstanding | 20,326,404 | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | |
Current assets | |||
Cash and cash equivalents | $ 56,638 | $ 44,893 | |
Accounts receivable, net of allowances for doubtful accounts of $1,216 and $1,288, respectively | 144,711 | 108,936 | |
Inventories | 16,323 | 16,629 | |
Current contract costs | 31,659 | 18,017 | |
Other current assets | 26,583 | 25,486 | |
Total current assets | 275,914 | 213,961 | |
Property and equipment, net | 486,533 | 333,847 | |
Other investments and assets | 42,503 | 42,910 | |
Operating lease right-of-use assets | 103,403 | ||
Deferred income taxes | 22,424 | 19,199 | |
Goodwill | 275,568 | 261,330 | |
Other intangible assets, net | 80,029 | 51,294 | |
Total Assets | 1,286,374 | 922,541 | |
Current liabilities | |||
Accounts payable | 89,389 | 71,927 | |
Contract liabilities | 62,260 | 33,476 | |
Accrued compensation | 27,996 | 22,668 | |
Operating lease obligations | 22,526 | ||
Other current liabilities | 44,597 | 32,258 | |
Current portion of debt and finance lease obligations | [1] | 298,940 | 229,416 |
Total current liabilities | 545,708 | 389,745 | |
Long-term debt and finance lease obligations | 25,295 | 705 | |
Pension and postretirement benefits | 25,574 | 26,636 | |
Long-term operating lease obligations | 82,630 | ||
Other deferred items and liabilities | 69,209 | 48,991 | |
Total liabilities | 748,416 | 466,077 | |
Commitments and contingencies | |||
Redeemable noncontrolling interest | 5,431 | 5,909 | |
Viad Corp stockholders’ equity: | |||
Common stock, $1.50 par value, 200,000,000 shares authorized, 24,934,981 shares issued and outstanding | 37,402 | 37,402 | |
Additional capital | 574,039 | 575,339 | |
Retained earnings | 130,435 | 109,032 | |
Unearned employee benefits and other | 199 | ||
Accumulated other comprehensive loss | (43,911) | (47,975) | |
Common stock in treasury, at cost, 4,613,463 and 4,741,638 shares, respectively | (232,928) | (237,790) | |
Total Viad stockholders’ equity | 465,037 | 436,207 | |
Non-redeemable noncontrolling interest | 67,490 | 14,348 | |
Total stockholders’ equity | 532,527 | 450,555 | |
Total Liabilities and Stockholders’ Equity | $ 1,286,374 | $ 922,541 | |
[1] | Borrowings under the 2018 Credit Facility are classified as current because all borrowed amounts are due within one year |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 1,216 | $ 1,288 |
Common stock, par value | $ 1.50 | $ 1.50 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 24,934,981 | 24,934,981 |
Common stock, shares outstanding | 24,934,981 | 24,934,981 |
Treasury stock, shares | 4,613,463 | 4,741,638 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Revenue: | ||||
Total revenue | $ 362,488 | $ 358,163 | $ 1,050,361 | $ 999,268 |
Costs and expenses: | ||||
Business interruption gain | (35) | (141) | (602) | |
Corporate activities | 2,680 | 3,777 | 7,795 | 8,529 |
Interest income | (79) | (101) | (260) | (238) |
Interest expense | 3,740 | 2,608 | 9,612 | 7,031 |
Multi-employer pension plan withdrawal | 15,508 | |||
Other expense | 281 | 527 | 1,192 | 1,308 |
Restructuring charges | 1,702 | 175 | 6,845 | 999 |
Legal settlement | 8,500 | |||
Impairment recoveries | (35) | |||
Total costs and expenses | 315,990 | 308,563 | 1,009,384 | 932,296 |
Income from continuing operations before income taxes | 46,498 | 49,600 | 40,977 | 66,972 |
Income tax expense | 11,891 | 10,806 | 10,861 | 15,282 |
Income from continuing operations | 34,607 | 38,794 | 30,116 | 51,690 |
Income (loss) from discontinued operations | (141) | (246) | 32 | 403 |
Net income | 34,466 | 38,548 | 30,148 | 52,093 |
Net income attributable to non-redeemable noncontrolling interest | (3,418) | (1,287) | (3,329) | (890) |
Net loss attributable to redeemable noncontrolling interest | 368 | 128 | 644 | 289 |
Net income attributable to Viad | $ 31,416 | $ 37,389 | $ 27,463 | $ 51,492 |
Diluted income per common share: | ||||
Continuing operations attributable to Viad common stockholders | $ 1.54 | $ 1.84 | $ 1.33 | $ 2.49 |
Discontinued operations attributable to Viad common stockholders | (0.01) | (0.01) | 0.02 | |
Net income attributable to Viad common stockholders | $ 1.53 | $ 1.83 | $ 1.33 | $ 2.51 |
Weighted-average outstanding and potentially dilutive common shares | 20,311 | 20,387 | 20,267 | 20,427 |
Basic income per common share: | ||||
Continuing operations attributable to Viad common stockholders | $ 1.54 | $ 1.85 | $ 1.33 | $ 2.50 |
Discontinued operations attributable to Viad common stockholders | (0.01) | (0.01) | 0.02 | |
Net income attributable to Viad common stockholders | $ 1.53 | $ 1.84 | $ 1.33 | $ 2.52 |
Weighted-average outstanding common shares | 20,168 | 20,145 | 20,129 | 20,187 |
Dividends declared per common share | $ 0.10 | $ 0.10 | $ 0.30 | $ 0.30 |
Amounts attributable to Viad common stockholders | ||||
Income from continuing operations | $ 31,557 | $ 37,635 | $ 27,431 | $ 51,089 |
Income (loss) from discontinued operations | (141) | (246) | 32 | 403 |
Net income attributable to Viad | 31,416 | 37,389 | 27,463 | 51,492 |
Services | ||||
Revenue: | ||||
Total revenue | 300,446 | 300,087 | 898,746 | 860,358 |
Costs and expenses: | ||||
Costs and expenses | 256,296 | 254,638 | 825,806 | 792,775 |
Products | ||||
Revenue: | ||||
Total revenue | 62,042 | 58,076 | 151,615 | 138,910 |
Costs and expenses: | ||||
Costs and expenses | $ 51,370 | $ 46,974 | $ 134,527 | $ 122,529 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||
Statement Of Income And Comprehensive Income [Abstract] | |||||
Net income | $ 34,466 | $ 38,548 | $ 30,148 | $ 52,093 | |
Other comprehensive income (loss): | |||||
Unrealized foreign currency translation adjustments | (5,229) | 3,340 | 3,868 | (7,864) | |
Change in net actuarial loss, net of tax | [1] | 83 | (1,570) | 302 | (721) |
Change in prior service cost, net of tax | [1] | (35) | 186 | (106) | 6 |
Comprehensive income | 29,285 | 40,504 | 34,212 | 43,514 | |
Non-redeemable noncontrolling interest: | |||||
Comprehensive income attributable to non-redeemable noncontrolling interest | (3,418) | (1,287) | (3,329) | (890) | |
Unrealized foreign currency translation adjustments | (682) | 94 | |||
Redeemable noncontrolling interest: | |||||
Comprehensive loss attributable to redeemable noncontrolling interest | 368 | 128 | 644 | 289 | |
Comprehensive income attributable to Viad | $ 25,553 | $ 39,345 | $ 31,621 | $ 42,913 | |
[1] | The tax effect on other comprehensive income (loss) is not significant. |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Unaudited) - USD ($) $ in Thousands | Total | Mountain Park Lodges | Common Stock | Additional Capital | Retained Earnings | Unearned Employee Benefits and Other | Accumulated Other Comprehensive Income (Loss) | Common Stock in Treasury | Total Viad Equity | Non-Redeemable Non-Controlling Interest | Non-Redeemable Non-Controlling InterestMountain Park Lodges | ||
Beginning Balance at Dec. 31, 2017 | $ 442,937 | $ 37,402 | $ 574,458 | $ 65,836 | $ 218 | $ (22,568) | $ (226,215) | $ 429,131 | $ 13,806 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net income (loss) | (9,751) | (9,387) | (9,387) | (364) | |||||||||
Dividends on common stock ($0.10 per share) | (2,046) | (2,046) | (2,046) | ||||||||||
Payment of payroll taxes on stock-based compensation through shares withheld | (868) | (868) | (868) | ||||||||||
Employee benefit plans | 1,123 | (2,014) | 3,137 | 1,123 | |||||||||
Share-based compensation - equity awards | 815 | 815 | 815 | ||||||||||
Unrealized foreign currency translation adjustment, net of tax | (3,109) | (3,109) | (3,109) | ||||||||||
Amortization of net actuarial loss, net of tax | 629 | 629 | 629 | ||||||||||
Amortization of prior service cost, net of tax | (184) | (184) | (184) | ||||||||||
Adoption of ASU | ASU 2016-01 | 616 | (616) | |||||||||||
Other, net | (67) | (36) | (19) | (11) | (1) | (67) | |||||||
Ending Balance at Mar. 31, 2018 | 429,479 | 37,402 | 573,223 | 55,000 | 207 | (25,848) | (223,947) | 416,037 | 13,442 | ||||
Beginning Balance at Dec. 31, 2017 | 442,937 | 37,402 | 574,458 | 65,836 | 218 | (22,568) | (226,215) | 429,131 | 13,806 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Amortization of net actuarial loss, net of tax | [1] | (721) | |||||||||||
Amortization of prior service cost, net of tax | [1] | 6 | |||||||||||
Adoption of ASU | ASU 2016-01 | [2] | (616) | |||||||||||
Ending Balance at Sep. 30, 2018 | 478,064 | 37,402 | 575,058 | 113,381 | 234 | (31,763) | (230,944) | 463,368 | 14,696 | ||||
Beginning Balance at Mar. 31, 2018 | 429,479 | 37,402 | 573,223 | 55,000 | 207 | (25,848) | (223,947) | 416,037 | 13,442 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net income (loss) | 23,457 | 23,490 | 23,490 | (33) | |||||||||
Dividends on common stock ($0.10 per share) | (2,049) | (2,049) | (2,049) | ||||||||||
Payment of payroll taxes on stock-based compensation through shares withheld | (156) | (156) | (156) | ||||||||||
Common stock purchased for treasury | (9,061) | (9,061) | (9,061) | ||||||||||
Employee benefit plans | 1,405 | (71) | 1,476 | 1,405 | |||||||||
Share-based compensation - equity awards | 952 | 952 | 952 | ||||||||||
Unrealized foreign currency translation adjustment, net of tax | (8,095) | (8,095) | (8,095) | ||||||||||
Amortization of net actuarial loss, net of tax | 220 | 220 | 220 | ||||||||||
Amortization of prior service cost, net of tax | 4 | 4 | 4 | ||||||||||
Other, net | 25 | 17 | 7 | 1 | 25 | ||||||||
Ending Balance at Jun. 30, 2018 | 436,181 | 37,402 | 574,104 | 76,458 | 214 | (33,719) | (231,687) | 422,772 | 13,409 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net income (loss) | 38,676 | 37,389 | 37,389 | 1,287 | |||||||||
Dividends on common stock ($0.10 per share) | (2,033) | (2,033) | (2,033) | ||||||||||
Payment of payroll taxes on stock-based compensation through shares withheld | (155) | (155) | (155) | ||||||||||
Employee benefit plans | 1,156 | 259 | 897 | 1,156 | |||||||||
Share-based compensation - equity awards | 679 | 679 | 679 | ||||||||||
Unrealized foreign currency translation adjustment, net of tax | 3,340 | 3,340 | 3,340 | ||||||||||
Amortization of net actuarial loss, net of tax | (1,570) | [1] | (1,570) | (1,570) | |||||||||
Amortization of prior service cost, net of tax | 186 | [1] | 186 | 186 | |||||||||
Adoption of ASU | Accounting Standards Update 2018-02 | 1,680 | 1,680 | 1,680 | ||||||||||
Other, net | (76) | 16 | (113) | 20 | 1 | (76) | |||||||
Ending Balance at Sep. 30, 2018 | 478,064 | 37,402 | 575,058 | 113,381 | 234 | (31,763) | (230,944) | 463,368 | 14,696 | ||||
Beginning Balance at Dec. 31, 2018 | 450,555 | 37,402 | 575,339 | 109,032 | 199 | (47,975) | (237,790) | 436,207 | 14,348 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net income (loss) | (18,197) | (17,777) | (17,777) | (420) | |||||||||
Dividends on common stock ($0.10 per share) | (2,028) | (2,028) | (2,028) | ||||||||||
Payment of payroll taxes on stock-based compensation through shares withheld | (2,905) | (2,905) | (2,905) | ||||||||||
Employee benefit plans | 1,220 | (4,302) | 5,522 | 1,220 | |||||||||
Share-based compensation - equity awards | 780 | 780 | 780 | ||||||||||
Unrealized foreign currency translation adjustment, net of tax | 4,780 | 4,780 | 4,780 | ||||||||||
Amortization of net actuarial loss, net of tax | 120 | 120 | 120 | ||||||||||
Amortization of prior service cost, net of tax | (35) | (35) | (35) | ||||||||||
Other, net | 41 | 16 | 24 | 1 | 41 | ||||||||
Ending Balance at Mar. 31, 2019 | 434,331 | 37,402 | 571,833 | 89,227 | 223 | (43,110) | (235,172) | 420,403 | 13,928 | ||||
Beginning Balance at Dec. 31, 2018 | 450,555 | 37,402 | 575,339 | 109,032 | 199 | (47,975) | (237,790) | 436,207 | 14,348 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Amortization of net actuarial loss, net of tax | [1] | 302 | |||||||||||
Amortization of prior service cost, net of tax | [1] | (106) | |||||||||||
Ending Balance at Sep. 30, 2019 | 532,527 | 37,402 | 574,039 | 130,435 | (43,911) | (232,928) | 465,037 | 67,490 | |||||
Beginning Balance at Mar. 31, 2019 | 434,331 | 37,402 | 571,833 | 89,227 | 223 | (43,110) | (235,172) | 420,403 | 13,928 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net income (loss) | 14,155 | 13,824 | 13,824 | 331 | |||||||||
Dividends on common stock ($0.10 per share) | (2,006) | (2,006) | (2,006) | ||||||||||
Payment of payroll taxes on stock-based compensation through shares withheld | (89) | (89) | (89) | ||||||||||
Employee benefit plans | 1,602 | 301 | 1,301 | 1,602 | |||||||||
Share-based compensation - equity awards | 781 | 781 | 781 | ||||||||||
Unrealized foreign currency translation adjustment, net of tax | 5,093 | 4,317 | 4,317 | 776 | |||||||||
Amortization of net actuarial loss, net of tax | 99 | 99 | 99 | ||||||||||
Amortization of prior service cost, net of tax | (36) | (36) | (36) | ||||||||||
Acquisition of Mountain Park Lodges | $ 49,711 | $ 49,711 | |||||||||||
Other, net | 14 | 16 | $ (223) | 221 | 14 | ||||||||
Ending Balance at Jun. 30, 2019 | 503,655 | 37,402 | 572,931 | 101,045 | (38,730) | (233,739) | 438,909 | 64,746 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||||||
Net income (loss) | 34,834 | 31,416 | 31,416 | 3,418 | |||||||||
Dividends on common stock ($0.10 per share) | (2,026) | (2,026) | (2,026) | ||||||||||
Payment of payroll taxes on stock-based compensation through shares withheld | (25) | (25) | (25) | ||||||||||
Employee benefit plans | 1,271 | 212 | 1,059 | 1,271 | |||||||||
Share-based compensation - equity awards | 938 | 938 | 938 | ||||||||||
Unrealized foreign currency translation adjustment, net of tax | (5,911) | (5,229) | (5,229) | (682) | |||||||||
Amortization of net actuarial loss, net of tax | 83 | [1] | 83 | 83 | |||||||||
Amortization of prior service cost, net of tax | (35) | [1] | (35) | (35) | |||||||||
Acquisition of Mountain Park Lodges | $ 8 | $ 8 | |||||||||||
Other, net | (265) | (42) | (223) | (265) | |||||||||
Ending Balance at Sep. 30, 2019 | $ 532,527 | $ 37,402 | $ 574,039 | $ 130,435 | $ (43,911) | $ (232,928) | $ 465,037 | $ 67,490 | |||||
[1] | The tax effect on other comprehensive income (loss) is not significant. | ||||||||||||
[2] | Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) (Unaudited) - $ / shares | 3 Months Ended | |||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | |
Statement Of Stockholders Equity [Abstract] | ||||||
Dividends on common stock per share | $ 0.10 | $ 0.10 | $ 0.10 | $ 0.10 | $ 0.10 | $ 0.10 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Cash flows from operating activities | ||
Net income | $ 30,148 | $ 52,093 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 44,061 | 44,364 |
Deferred income taxes | 5,261 | 3,182 |
Income from discontinued operations | (32) | (403) |
Restructuring charges | 6,845 | 999 |
Legal settlement | 8,500 | |
Impairment recoveries | (35) | |
Gains on dispositions of property and other assets | (938) | (135) |
Share-based compensation expense | 6,448 | 5,056 |
Multi-employer pension plan withdrawal | 15,508 | |
Other non-cash items, net | 2,772 | 3,553 |
Change in operating assets and liabilities (excluding the impact of acquisitions): | ||
Receivables | (37,028) | (21,289) |
Inventories | 389 | (2,792) |
Current contract costs | (13,929) | (11,928) |
Accounts payable | 20,121 | 12,972 |
Accrued compensation | 2,308 | (12,275) |
Contract liabilities | 29,177 | 28,045 |
Payments on operating lease obligations | (20,853) | |
Other assets and liabilities, net | 2,382 | 203 |
Net cash provided by operating activities | 101,140 | 101,610 |
Cash flows from investing activities | ||
Capital expenditures | (60,868) | (64,968) |
Cash paid for acquired businesses, net | (90,992) | (4,628) |
Proceeds from dispositions of property and other assets | 1,022 | 1,320 |
Net cash used in investing activities | (150,838) | (68,276) |
Cash flows from financing activities | ||
Proceeds from borrowings | 170,459 | 101,336 |
Payments on debt and finance lease obligations | (99,340) | (113,429) |
Dividends paid on common stock | (6,060) | (6,128) |
Payment of payroll taxes on stock-based compensation through shares withheld or repurchased | (3,019) | (1,179) |
Common stock purchased for treasury | (9,061) | |
Proceeds from exercise of stock options | 92 | 84 |
Net cash provided by (used in) financing activities | 62,132 | (28,377) |
Effect of exchange rate changes on cash and cash equivalents | (689) | (3,210) |
Net change in cash and cash equivalents | 11,745 | 1,747 |
Cash and cash equivalents, beginning of year | 44,893 | 53,723 |
Cash and cash equivalents, end of period | $ 56,638 | $ 55,470 |
Overview and Basis of Presentat
Overview and Basis of Presentation | 9 Months Ended |
Sep. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Overview and Basis of Presentation | Note 1. Overview and Basis of Presentation Nature of Business We are an international experiential services company with operations principally in the United States, Canada, the United Kingdom, continental Europe, and the United Arab Emirates. We are committed to providing unforgettable experiences to our clients and guests. We operate through three reportable business segments: GES North America, GES EMEA (collectively, “GES”), and Pursuit. GES GES is a global, full-service live events company offering a comprehensive range of services to the world’s leading brands and event organizers. GES’ clients include event organizers and corporate brand marketers. Event organizers schedule and run events from start to finish. Corporate brand marketers include exhibitors and domestic and international corporations that want to promote their brands, services and innovations, feature new products, and build business relationships. GES serves corporate brand marketers when they exhibit at shows and when GES is engaged to manage their global exhibit program or produce their proprietary corporate events. Services and Products Offered GES provides a full suite of services and products for event organizers and corporate brand marketers • Core Services. GES provides official contracting services and products, including the design and production of experiences, material handling, rigging, electrical, and other on-site event services. • Event Technology. GES offers a comprehensive range of event technology services, including event accommodation solutions, registration and data analytics, and event management tools. • Audio-Visual. GES offers a variety of high-impact multi-media services and technology, including video production, lighting design, digital studio services, entertainment services and talent coordination, projection mapping, and computer rental and support. Markets Served GES provides the above services and products across four live event markets: Exhibitions, Conferences, Corporate Events, and Consumer Events (collectively, “Live Events”). • Exhibitions facilitate business-to-business and business-to-consumer sales and marketing. • Conferences facilitate attendee education and may also include an expo or trade show to further facilitate attendee education and to facilitate business-to-business and business-to-consumer sales and marketing. • Corporate events facilitate attendee education of the sponsoring company’s products or product ecosystem. • Consumer events entertain, educate, or create an experience, typically around a specific genre. Pursuit Pursuit is a collection of inspiring and unforgettable travel experiences that includes world-class recreational attractions, unique hotels and lodges, food and beverage, retail, sightseeing, and ground transportation services Services and Products Offered Pursuit comprises four lines of business: Attractions, including food and beverage services and retail operations; Hospitality, including food and beverage services and retail operations; Transportation; and Travel Planning. Services offered by these lines of business (or a subset of these) include admissions, accommodations, transportation, and travel planning. Products offered include food and beverage and retail operations. Markets Served Pursuit provides the above services and products across the following geographic markets: • The Banff Jasper Collection is a leading travel and tourism provider in the Canadian Rockies in Alberta, Canada with two lodging properties in Banff National Park, eight lodging properties in Jasper National Park, including the recently acquired Mountain Park Lodges, five world-class recreational attractions, food and beverage services, retail operations, sightseeing and transportation services. • The Alaska Collection is a leading travel and tourism provider in Alaska with two lodging properties and a sightseeing excursion in Denali National Park and Preserve, a lodge in Talkeetna, Alaska’s top-rated wildlife and glacier cruise, and two lodging properties located near Kenai Fjords National Park. The Alaska Collection also provides food and beverage services and retail operations. • The Glacier Park Collection is an operator of nine lodging properties, food and beverage services, and retail operations in and around Glacier National Park in Montana and Waterton Lakes National Park in Alberta, Canada, with a leading share of rooms in the Glacier Park market. • FlyOver is a recreational attraction that provides a virtual flight ride experience that combines motion seating, audio-visual media, and special effects including wind, scents, and mist to provide a true flying experience for guests . Our FlyOver attractions include: FlyOver Canada; FlyOver Iceland ( Opened August 2019); FlyOver Las Vegas (expected opening in 2021); and FlyOver Toronto (expected opening in 2022). • Pursuit announced a plan for a new geothermal lagoon attraction in Iceland. It will be located on an oceanfront lot just outside downtown Reykjavik. We expect to open this new attraction in 2021. Basis of Presentation The accompanying unaudited condensed consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and with the instructions to Form 10-Q and Article 10 of Regulation S-X for interim financial information. Accordingly, these financial statements do not include all of the information required by GAAP or SEC rules and regulations for complete financial statements. These financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year. These unaudited condensed consolidated financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2018, filed with the SEC on February 27, 2019 (“2018 Form 10-K”). The condensed consolidated financial statements include the accounts of Viad and its subsidiaries. We have eliminated all significant intercompany account balances and transactions in consolidation. Impact of Recent Accounting Pronouncements The following table provides a brief description of recent accounting pronouncements: Standard Description Date of adoption Effect on the financial statements Standards Not Yet Adopted ASU 2016-13 , Financial Instruments – Credit Losses (Topic 326) - Measurement of Credit Losses on Financial Instruments The amendment eliminates the incurred credit loss impairment methodology in current GAAP and replaces it with an expected credit loss concept based on historical experience, current conditions, and reasonable and supportable forecasts. Subsequent to the issuance of ASU 2016-13, the FASB issued additional amendments which do not change the core principle of the guidance stated in ASU 2016-13. Rather, they are intended to clarify and improve understanding of certain topics included within the credit losses standard. January 1, 2020 We are currently evaluating the potential impact of the adoption of this new guidance on our consolidated financial statements. We will be required to use a forward-looking expected credit loss model for trade receivables. Adoption of this new standard will be applied using the modified retrospective approach through a cumulative-effect adjustment to retained earnings as of the effective date in an amount necessary to adjust our current credit loss methodology to equal the current estimate of expected losses on financial assets held at that date. We do not expect this new guidance to have a material impact on our consolidated financial statements. Standard Description Date of adoption Effect on the financial statements Standards Recently Adopted ASU 2018-15 , Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40) Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract The amendment aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The amendment also requires an entity to expense the capitalized implementation costs of a hosting arrangement that is a service contract over the term of the hosting arrangement. Early adoption is permitted and may be applied on either a retrospective or prospective basis. September 30, 2019 We early adopted this new guidance on a retrospective basis and determined it did not have a material impact on our consolidated financial statements. ASU 2016-02 , Leases (Topic 842) The amendment increases transparency and comparability by requiring the recognition of a right-of-use asset and a lease liability on the balance sheet. The standard also requires more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of cash flows arising from leases. January 1, 2019 We adopted ASU 2016-02 and its related amendments (collectively, “Topic 842”) on January 1, 2019 using the optional transition method. Under this method, a cumulative adjustment to retained earnings is recorded, if any, and prior periods are not restated. We determined there was no cumulative effect adjustment to retained earnings on January 1, 2019. The adoption of Topic 842 did not have a material impact on our Consolidated Statement of Operations. The most significant impact related to facility and equipment leases, which were previously recorded as operating leases. Upon adoption as of January 1, 2019, we recognized an additional right-of-use asset and lease liability of $59 million on the balance sheet. The existing deferred rent liabilities balance, resulting from historical straight-lining of operating leases, was reclassified upon adoption to reduce the measurement of leased assets. Refer to our Leases Significant Accounting Policy immediately following this table and Note 19 - Leases and Other for additional information. Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reported period. Estimates and assumptions are used in accounting for, among other things: the fair value of our reporting units used to perform annual impairment testing of recorded goodwill; allowances for uncollectible accounts receivable; provisions for income taxes, including uncertain tax positions; valuation allowances related to deferred tax assets; liabilities for losses related to self-insured liability claims; liabilities for losses related to environmental remediation obligations; sublease income associated with restructuring liabilities; assumptions used to measure pension and postretirement benefit costs and obligations; assumptions used to determine share-based compensation costs under the fair value method; assumptions used to determine the redemption value of redeemable noncontrolling interests; and the allocation of purchase price of acquired businesses. Actual results could differ from these and other estimates. Revenue Recognition Revenue is measured based on a specified amount of consideration in a contract with a customer, net of commissions paid to customers and amounts collected on behalf of third parties. We recognize revenue when a performance obligation is satisfied by transferring control of a product or service to a customer. GES’ service revenue is primarily derived through its comprehensive range of services to event organizers and corporate brand marketers including Core Services, Event Technology, and Audio-Visual . Pursuit’s service revenue is derived through its admissions, accommodations, transportation, and travel planning services. Pursuit’s product revenue is derived through food and beverage and retail sales. Pursuit’s revenue is recognized at the time services are performed or upon delivery of the product. Pursuit’s service revenue is recognized over time as the customer simultaneously receives and consumes the benefits. Pursuit’s product revenue is recognized at a point in time. Noncontrolling Interests – Non-redeemable and Redeemable Non-redeemable noncontrolling interest represents the portion of equity in a subsidiary that is not attributable, directly or indirectly, to us. Our non-redeemable noncontrolling interest relates to the 20% equity ownership interest that we do not own in Glacier Park, Inc. and the 40% equity interest that we do not own in the recently acquired Mountain Park Lodges. We report non-redeemable noncontrolling interest within stockholders’ equity in the Condensed Consolidated Balance Sheets. The amount of consolidated net income or loss attributable to Viad and the non-redeemable noncontrolling interest is presented in the Condensed Consolidated Statements of Operations. Noncontrolling interests with redemption features that are not solely within our control are considered redeemable noncontrolling interests. Our redeemable noncontrolling interest relates to our 54.5% equity ownership interest in Esja Attractions ehf. (“Esja”). The Esja Leases We adopted Topic 842 on January 1, 2019, which requires that we recognize a right-of-use (“ROU”) asset and lease liability on the balance sheet, and requires lessees to classify leases as either finance or operating leases. The classification of the lease determines whether the lease expense is recognized on an effective interest method basis (finance lease) or on a straight-line basis (operating lease) over the lease term. In determining whether an agreement contains a lease, we consider if we have a right to control the use of the underlying asset during the lease term in exchange for an obligation to make lease payments arising from the lease. We recognize ROU assets and lease liabilities at commencement date, which is when the underlying asset is available for use to a lessee, based on the present value of lease payments over the lease term. Our operating and finance leases are primarily facility, equipment, and land leases. Our facility leases comprise mainly manufacturing facilities, sales and design facilities, offices, storage and/or warehouses, and truck marshaling yards. These facility leases generally have lease terms ranging up to 25 years. Our equipment leases comprise mainly vehicles, hardware, and office equipment, each with various lease terms. Our land leases comprise mainly leases in Canada and Iceland on which our hotels or attractions are located and have lease terms ranging up to 42 years. We made the accounting policy election not to recognize ROU assets and lease liabilities for leases with a term of twelve months or less. We elected to apply the package of practical expedients permitted under Topic 842 transition guidance, which among other things, allows us to carry forward our historical lease classifications. We also elected the practical expedient to not separate non-lease components from lease components for all asset classes, and payments associated with fixed non-lease components are included in measuring the ROU asset and lease liability. If a lease contains a renewal option that is reasonably certain to be exercised, then the lease term includes the optional periods in measuring a ROU asset and lease liability. Variable leases and variable non-lease components are not included in the calculation of the ROU asset and corresponding lease liability. For facility leases, variable lease costs include the costs of common area maintenance, taxes, and insurance for which we pay our lessors an estimate that is adjusted to actual expense on a quarterly or annual basis depending on the underlying contract terms. These variable lease payments are expensed as incurred. Upon the adoption of Topic 842, our accounting for finance leases, previously referred to as capital leases, remains substantially unchanged from prior guidance. Our lease agreements do not contain any significant residual value guarantees or restrictive covenants. Substantially all of our lease agreements do not specify an implicit borrowing rate, and as such, we utilize an incremental borrowing rate based on lease term and country, in order to calculate the present value of our future lease payments. The discount rate represents a risk-adjusted rate on a secured basis, and is the expected rate at which we would borrow funds to satisfy the scheduled lease liability payment streams commensurate with the lease term and the country. On January 1, 2019, the discount rate used on existing leases at adoption was extrapolated based on the remaining lease term and the country using available data as of that date. For new or renewed leases starting in 2019, the discount rate is determined using available data at lease commencement and based on the lease term and country including any reasonably certain renewal periods. We are also a lessor to third party tenants who either lease certain portions of facilities that we own or sublease certain portions of facilities that we lease. Lease income from owned facilities is recorded as rental income and sublease income from leased facilities is recorded against lease expense in the Condensed Consolidated Statements of Operations. All of our leases for which we are the lessor are classified as operating leases under Topic 842. |
Revenue and Related Contract Co
Revenue and Related Contract Costs and Contract Liabilities | 9 Months Ended |
Sep. 30, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Revenue and Related Contract Costs and Contract Liabilities | Note 2. Revenue and Related Contract Costs and Contract Liabilities GES’ performance obligations consist of services or product(s) outlined in a contract. While multi-year contracts are often signed for recurring events, the obligations for each occurrence are well defined and conclude upon the occurrence of each event. The obligations are typically the provision of services and/or sale of a product in connection with an exhibition, conference, or other event. Revenue for services is recognized when we have a right to invoice at the close of the exhibition, conference, or corporate event, which typically lasts one to three days. Revenue for consumer events is recognized over the duration of the event. Revenue for products is recognized either upon delivery to the customer’s location, upon delivery to an event that we are serving, or when we have the right to invoice, generally at the close of the exhibition, conference, or corporate event. Payment terms are generally within 30-60 days and contain no significant financing components. Pursuit’s performance obligations are short-term in nature. They include the provision of a hotel room, an attraction admission, a chartered or ticketed bus or van ride, the fulfillment of travel planning itineraries, and/or the sale of food, beverage, or retail products. Revenue is recognized when the service has been provided or the product has been delivered. When credit is extended, payment terms are generally within 30 days and contain no significant financing components. Contract Liabilities GES and Pursuit typically receive customer deposits prior to transferring the related product or service to the customer. These deposits are recorded as a contract liability and are recognized as revenue upon satisfaction of the related contract performance obligation(s). GES also provides customer rebates and volume discounts to certain event organizers that are recorded as contract liabilities and are recognized as a reduction of revenue. These amounts are included in the Condensed Consolidated Balance Sheets under the captions “Contract liabilities” and “Other deferred items and liabilities.” Changes to contract liabilities are as follows: (in thousands) Balance at December 31, 2018 $ 35,600 Cash additions 150,566 Revenue recognized (123,330 ) Foreign exchange translation adjustment (451 ) Balance at September 30, 2019 $ 62,385 Contract Costs GES capitalizes certain incremental costs incurred in obtaining and fulfilling contracts. Capitalized costs principally relate to direct costs of materials and services incurred in fulfilling services of future exhibitions, conferences, and events, and also include up-front incentives and commissions incurred upon contract signing. Costs associated with preliminary contract activities (i.e. proposal activities) are expensed as incurred. Capitalized contract costs are expensed upon the transfer of the related goods or services and are included in cost of services or cost of products, as applicable. The deferred incremental costs of obtaining and fulfilling contracts are included in the Condensed Consolidated Balance Sheets under the captions “Current contract costs” and “Other investments and assets.” Changes to contract costs are as follows: (in thousands) Balance at December 31, 2018 $ 21,478 Additions 58,330 Expenses (44,666 ) Cancelled (45 ) Foreign exchange translation adjustment (263 ) Balance at September 30, 2019 $ 34,834 As of September 30, 2019, capitalized contract costs consisted of $2.4 million to obtain contracts and $32.4 million to fulfill contracts. We did not recognize an impairment loss with respect to capitalized contract costs during the three and nine months ended September 30, 2019 or 2018. Disaggregation of Revenue The following tables disaggregate GES and Pursuit revenue by major product line, timing of revenue recognition, and markets served: GES Three Months Ended September 30, 2019 (in thousands) GES North America (1) GES EMEA (1) Intersegment Eliminations Total Services: Core services $ 155,581 $ 22,425 $ — $ 178,006 Audio-visual 18,742 4,402 — 23,144 Event technology 4,760 1,414 — 6,174 Intersegment eliminations — — (5,724 ) (5,724 ) Total services 179,083 28,241 (5,724 ) 201,600 Products: Core products 12,900 12,945 — 25,845 Total revenue $ 191,983 $ 41,186 $ (5,724 ) $ 227,445 Timing of revenue recognition: Services transferred over time $ 179,083 $ 28,241 $ (5,724 ) $ 201,600 Products transferred over time (2) 10,558 2,305 — 12,863 Products transferred at a point in time 2,342 10,640 — 12,982 Total revenue $ 191,983 $ 41,186 $ (5,724 ) $ 227,445 Markets: Exhibitions $ 89,088 $ 29,519 $ — $ 118,607 Conferences 56,205 6,320 — 62,525 Corporate events 41,205 5,147 — 46,352 Consumer events 5,485 200 — 5,685 Intersegment eliminations — — (5,724 ) (5,724 ) Total revenue $ 191,983 $ 41,186 $ (5,724 ) $ 227,445 (1) During the first quarter of 2019, we realigned GES’ organizational structure. As a result, we changed GES’ reportable segments to reflect how our chief operating decision maker regularly reviews and makes decisions regarding the allocation of resources. Accordingly, GES’ new reportable segments are GES North America and GES EMEA. (2) GES’ graphics product revenue is recognized over time as it is considered a part of the single performance obligation satisfied over time. Nine Months Ended September 30, 2019 (in thousands) GES North America (1) GES EMEA (1) Intersegment Eliminations Total Services: Core services $ 563,566 $ 95,309 $ — $ 658,875 Audio-visual 61,323 15,171 — 76,494 Event technology 23,368 6,501 — 29,869 Intersegment eliminations — — (14,731 ) (14,731 ) Total services 648,257 116,981 (14,731 ) 750,507 Products: Core products 50,649 48,086 — 98,735 Total revenue $ 698,906 $ 165,067 $ (14,731 ) $ 849,242 Timing of revenue recognition: Services transferred over time $ 648,257 $ 116,981 $ (14,731 ) $ 750,507 Products transferred over time (2) 33,601 10,595 — 44,196 Products transferred at a point in time 17,048 37,491 — 54,539 Total revenue $ 698,906 $ 165,067 $ (14,731 ) $ 849,242 Markets: Exhibitions $ 364,404 $ 124,467 $ — $ 488,871 Conferences 209,522 20,172 — 229,694 Corporate events 103,860 19,464 — 123,324 Consumer events 21,120 964 — 22,084 Intersegment eliminations — — (14,731 ) (14,731 ) Total revenue $ 698,906 $ 165,067 $ (14,731 ) $ 849,242 (1) During the first quarter of 2019, we realigned GES’ organizational structure. As a result, we changed GES’ reportable segments to reflect how our chief operating decision maker regularly reviews and makes decisions regarding the allocation of resources. Accordingly, GES’ new reportable segments are GES North America and GES EMEA. (2) GES’ graphics product revenue is recognized over time as it is considered a part of the single performance obligation satisfied over time. Three Months Ended September 30, 2018 (in thousands) GES North America (1) GES EMEA (1) Intersegment Eliminations Total Services: Core services $ 162,967 $ 27,511 $ — $ 190,478 Audio-visual 17,309 4,423 — 21,732 Event technology 4,874 1,745 — 6,619 Intersegment eliminations — — (2,379 ) (2,379 ) Total services 185,150 33,679 (2,379 ) 216,450 Products: Core products 15,705 13,955 — 29,660 Total revenue $ 200,855 $ 47,634 $ (2,379 ) $ 246,110 Timing of revenue recognition: Services transferred over time $ 185,150 $ 33,679 $ (2,379 ) $ 216,450 Products transferred over time (2) 10,645 2,862 — 13,507 Products transferred at a point in time 5,060 11,093 — 16,153 Total revenue $ 200,855 $ 47,634 $ (2,379 ) $ 246,110 Markets: Exhibitions $ 114,387 $ 35,787 $ — $ 150,174 Conferences 42,053 4,232 — 46,285 Corporate events 35,555 6,728 — 42,283 Consumer events 8,860 887 — 9,747 Intersegment eliminations — — (2,379 ) (2,379 ) Total revenue $ 200,855 $ 47,634 $ (2,379 ) $ 246,110 (1) During the first quarter of 2019, we realigned GES’ organizational structure. As a result, we changed GES’ reportable segments to reflect how our chief operating decision maker regularly reviews and makes decisions regarding the allocation of resources. Accordingly, GES’ new reportable segments are GES North America and GES EMEA. (2) GES’ graphics product revenue is recognized over time as it is considered a part of the single performance obligation satisfied over time. Nine Months Ended September 30, 2018 (in thousands) GES North America (1) GES EMEA (1) Intersegment Eliminations Total Services: Core services $ 555,175 $ 88,270 $ — $ 643,445 Audio-visual 55,134 14,144 — 69,278 Event technology 23,443 7,866 — 31,309 Intersegment eliminations — — (11,888 ) (11,888 ) Total services 633,752 110,280 (11,888 ) 732,144 Products: Core products 50,058 46,936 — 96,994 Total revenue $ 683,810 $ 157,216 $ (11,888 ) $ 829,138 Timing of revenue recognition: Services transferred over time $ 633,752 $ 110,280 $ (11,888 ) $ 732,144 Products transferred over time (2) 32,982 11,018 — 44,000 Products transferred at a point in time 17,076 35,918 — 52,994 Total revenue $ 683,810 $ 157,216 $ (11,888 ) $ 829,138 Markets: Exhibitions $ 397,945 $ 116,410 $ — $ 514,355 Conferences 170,910 21,677 — 192,587 Corporate events 93,797 17,170 — 110,967 Consumer events 21,158 1,959 — 23,117 Intersegment eliminations — — (11,888 ) (11,888 ) Total revenue $ 683,810 $ 157,216 $ (11,888 ) $ 829,138 (1) During the first quarter of 2019, we realigned GES’ organizational structure. As a result, we changed GES’ reportable segments to reflect how our chief operating decision maker regularly reviews and makes decisions regarding the allocation of resources. Accordingly, GES’ new reportable segments are GES North America and GES EMEA. (2) GES’ graphics product revenue is recognized over time as it is considered a part of the single performance obligation satisfied over time. Pursuit Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2019 2018 2019 2018 Services: Admissions $ 49,353 $ 51,316 $ 76,034 $ 78,375 Accommodations 41,292 24,623 56,636 35,358 Transportation 6,868 7,602 12,817 14,292 Travel planning 2,004 651 4,107 1,450 Intersegment eliminations (671 ) (554 ) (1,355 ) (1,260 ) Total services revenue 98,846 83,638 148,239 128,215 Products: Food and beverage 19,333 16,074 28,903 23,998 Retail operations 16,864 12,341 23,977 17,917 Total products revenue 36,197 28,415 52,880 41,915 Total revenue $ 135,043 $ 112,053 $ 201,119 $ 170,130 Timing of revenue recognition: Services transferred over time $ 98,846 $ 83,638 $ 148,239 $ 128,215 Products transferred at a point in time 36,197 28,415 52,880 41,915 Total revenue $ 135,043 $ 112,053 $ 201,119 $ 170,130 Markets: Banff Jasper Collection $ 75,337 $ 58,525 $ 116,433 $ 94,133 Alaska Collection 26,909 25,546 39,287 36,373 Glacier Park Collection 28,098 23,418 36,296 30,684 FlyOver 4,699 4,564 9,103 8,940 Total revenue $ 135,043 $ 112,053 $ 201,119 $ 170,130 |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Share-Based Compensation | Note 3. Share-Based Compensation The following table summarizes share-based compensation expense: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2019 2018 2019 2018 Performance unit incentive plan (“PUP”) $ 1,033 $ 1,607 $ 4,013 $ 3,125 Restricted stock 687 609 2,163 1,779 Restricted stock units 111 78 272 152 Share-based compensation before income tax benefit 1,831 2,294 6,448 5,056 Income tax benefit (460 ) (580 ) (1,625 ) (1,276 ) Share-based compensation, net of income tax benefit $ 1,371 $ 1,714 $ 4,823 $ 3,780 We did not record any share-based compensation expense through restructuring charges during the three and nine months ended September 30, 2019 or 2018. The following table summarizes the activity of the outstanding share-based compensation awards: PUP Awards Restricted Stock Restricted Stock Units Shares Weighted-Average Grant Date Fair Value Shares Weighted-Average Grant Date Fair Value Shares Weighted-Average Grant Date Fair Value Balance at December 31, 2018 239,809 $ 40.65 176,769 $ 40.87 12,090 $ 39.04 Granted 73,418 $ 58.28 55,440 $ 57.86 5,025 $ 56.81 Vested (95,309 ) $ 26.98 (82,647 ) $ 32.15 (5,377 ) $ 26.98 Forfeited (2,192 ) $ 55.92 (5,323 ) $ 50.03 (115 ) $ 52.15 Balance at September 30, 2019 215,726 $ 52.54 144,239 $ 52.05 11,623 $ 52.17 Viad Corp Omnibus Incentive Plan We grant share-based compensation awards to our officers, directors, and certain key employees pursuant to the 2017 Viad Corp Omnibus Incentive Plan (the “2017 Plan”). The 2017 Plan has a 10-year life and provides for the following types of awards: (a) incentive and non-qualified stock options; (b) restricted stock and restricted stock units; (c) performance units or performance shares; (d) stock appreciation rights; (e) cash-based awards; and (f) certain other stock-based awards. In June 2017, we registered 1,750,000 shares of common stock issuable under the 2017 Plan. As of September 30, 2019, there were 1,582,828 shares available for future grant under the 2017 Plan. PUP Awards The vesting of PUP award shares is based upon achievement of certain performance-based criteria over a three-year period. During the nine months ended September 30, 2019, we granted PUP awards with a grant date fair value of $4.3 million, of which $1.7 million are payable in shares. Liabilities related to PUP awards were $5.1 million as of September 30, 2019 and $7.0 million as of December 31, 2018. In 2019, PUP awards granted in 2016 vested and we paid $5.6 million in cash and $3.4 million in shares. In 2019, we withheld 25,771 shares for $1.5 million related to tax withholding requirements on vested PUP awards paid in shares. In 2018, PUP awards granted in 2015 vested and we distributed cash payouts of $5.9 million. Restricted Stock As of September 30, 2019, the unamortized cost of outstanding restricted stock awards was $3.3 million, which we expect to recognize over a weighted-average period of approximately 1.3 years. We repurchased 24,586 shares for $1.4 million during the nine months ended September 30, 2019 and 21,767 shares for $1.2 million during the nine months ended September 30, 2018 related to tax withholding requirements on vested share-based awards. Restricted Stock Units Aggregate liabilities related to restricted stock units were $0.4 million as of September 30, 2019 and $0.4 million as of December 31, 2018. During the nine months ended September 30, 2019, restricted stock units vested and we paid $0.3 million in cash and $0.2 million in shares. During the nine months ended September 30, 2018, the 2015 restricted stock units vested and we distributed $0.2 million in cash payouts. Stock Options The following table summarizes stock option activity: Shares Weighted-Average Exercise Price Options outstanding and exercisable at December 31, 2018 58,689 $ 16.62 Exercised (5,546 ) $ 16.62 Options outstanding and exercisable at September 30, 2019 53,143 $ 16.62 |
Acquisition of Businesses
Acquisition of Businesses | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Acquisition of Businesses | Note 4. Acquisition of Businesses 2019 Acquisitions Belton Chalet On May 16, 2019, we acquired the Belton Chalet in Glacier National Park for total cash consideration of $3.2 million. Transaction costs associated with the acquisition were $0.3 million, which are included in “Cost of services” in the Condensed Consolidated Statements of Operations. These assets have been included in the consolidated financial statements from the date of acquisition. Mountain Park Lodges On June 8, 2019, we acquired a 60% equity interest in Mountain Park Lodges’ group of seven hotels and an undeveloped land parcel located in Jasper National Park for total consideration of $100.6 million Canadian dollars (approximately $76 million U.S. dollars). The seven Mountain Park Lodges properties include: Sawridge Inn and Conference Centre (152 guest rooms); Pyramid Lake Resort (62 guest rooms); The Crimson Hotel (99 guest rooms); Chateau Jasper (119 guest rooms); Pocahontas Cabins (57 guest rooms); Marmot Lodge (107 guest rooms); and Lobstick Lodge (139 guest rooms). As the majority owner of these properties, we consolidate 100% of the results of operations in our consolidated financial statements and record the 40% owners’ share of the income or loss attributable to non-redeemable noncontrolling interest. The following table summarizes the preliminary recording of the fair value allocation of the assets acquired and liabilities assumed as of the date of acquisition. During the three months ended September 30, 2019, we made certain purchase accounting measurement period adjustments based on refinements to assumptions used in the preliminary valuation. The purchase price allocation is not yet final and is subject to change within the measurement period (up to one year from the acquisition date) as the valuation of property and equipment, intangible assets, and working capital is finalized. (in thousands) Purchase price paid as: Cash $ 70,975 Cash - Additional purchase price paid for tax liability 4,862 Net working capital adjustment 18 Consideration transferred 75,855 Right to manage (1,276 ) Purchase price, net 74,579 Fair value of net assets acquired: Accounts receivable $ 333 Inventories 152 Prepaid expenses 276 Property and equipment 101,840 Intangible assets 21,982 Total assets acquired 124,583 Accounts payable 329 Advanced deposits payable 400 Deferred tax liability 11,463 Other liabilities 16 Total liabilities assumed 12,208 Noncontrolling interest equity 49,719 Total fair value of net assets acquired 62,656 Excess purchase price over fair value of net assets acquired (“goodwill”) $ 11,923 Under the acquisition method of accounting, the purchase price as shown in the table above is allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair value. The excess purchase price over the fair value of net assets acquired was recorded as “Goodwill.” Goodwill is included in the Pursuit business group. The primary factor that contributed to the purchase price resulting in the recognition of goodwill related to future growth opportunities when combined with our other businesses. G oodwill is not deductible for tax purposes. The estimated values of current assets and liabilities were based upon their historical costs on the acquisition date due to their short-term nature. Transaction costs associated with the Mountain Park Lodges were $0.8 million in 2019 and $0.1 million in 2018, which are included in “Corporate activities” in the Condensed Consolidated Statements of Operations. We included these assets and results of operations in the consolidated financial statements from the date of acquisition. During the nine months ended September 30, 2019, revenue related to the Mountain Park Lodges was $15.1 million and operating income was $7.1 million. Identifiable intangible assets acquired in the Mountain Park Lodges acquisition were $22.0 million and consist primarily of in-place leases, customer relationships, and trade names. The weighted average amortization period related to the intangible assets is approximately 27.6 years. Pursuit – Geothermal Lagoon Attraction On July 25, 2019, we announced plans for a new geothermal lagoon attraction that will be located on an oceanfront lot just outside downtown Reykjavik, Iceland. We acquired a 51% controlling interest in the new geothermal lagoon attraction for $13.2 million, which we will operate in partnership with Geothermal Lagoon ehf., the Icelandic entity that owns the lagoon assets. Due to the recent timing of the acquisition, the purchase price allocation is not yet final and is subject to change within the measurement period (up to one year from the acquisition date). We expect to open our new attraction in 2021. Supplementary pro forma financial information The following table summarizes the unaudited pro forma results of operations attributable to Viad, assuming the Mountain Park Lodges acquisition had been completed on January 1, 2018: Three Months Ended Nine Months Ended (in thousands, except per share data) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Revenue $ 362,488 $ 370,025 $ 1,058,622 $ 1,022,463 Depreciation and amortization $ 16,347 $ 17,529 $ 46,695 $ 48,455 Income (loss) from continuing operations $ 34,607 $ 42,500 $ 28,709 $ 53,651 Net income (loss) attributable to Viad $ 31,416 $ 39,549 $ 26,765 $ 52,334 Diluted income (loss) per share $ 1.53 $ 1.94 $ 1.29 $ 2.55 Basic income (loss) per share $ 1.53 $ 1.94 $ 1.29 $ 2.56 2018 Acquisition Maligne Canyon Restaurant In March 2018, we acquired the Maligne Canyon Restaurant and Gift Shop for total cash consideration of $6.0 million Canadian dollars (approximately $4.6 million U.S. dollars). Transaction costs associated with the acquisition were $24 thousand in 2018, which are included in “Cost of services” in the Condensed Consolidated Statements of Operations. These assets have been included in the consolidated financial statements from the date of acquisition. The Maligne Canyon Restaurant has been renovated and rebranded as the Maligne Canyon Wilderness Kitchen. |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | Note 5. Inventories Inventories, which consist primarily of exhibit design and construction materials and supplies, as well as retail inventory, are stated at the lower of cost (first-in, first-out and specific identification methods) or net realizable value. The components of inventories consisted of the following: September 30, December 31, (in thousands) 2019 2018 Raw materials $ 10,656 $ 12,368 Finished goods 5,667 4,261 Inventories $ 16,323 $ 16,629 |
Other Current Assets
Other Current Assets | 9 Months Ended |
Sep. 30, 2019 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Other Current Assets | Note 6. Other Current Assets Other current assets consisted of the following: September 30, December 31, (in thousands) 2019 2018 Income tax receivable $ 9,672 $ 10,886 Prepaid software maintenance 5,070 4,010 Prepaid vendor payments 3,992 4,492 Prepaid insurance 2,521 2,754 Prepaid taxes 1,625 591 Prepaid other 2,737 1,755 Other 966 998 Other current assets $ 26,583 $ 25,486 |
Property and Equipment
Property and Equipment | 9 Months Ended |
Sep. 30, 2019 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment | Note 7. Property and Equipment Property and equipment consisted of the following: September 30, December 31, (in thousands) 2019 2018 Land and land interests $ 33,984 $ 32,887 Buildings and leasehold improvements 366,633 238,995 Equipment and other 411,824 383,284 Gross property and equipment 812,441 655,166 Accumulated depreciation (351,165 ) (321,319 ) Property and equipment, net (excluding finance leases) 461,276 333,847 Finance lease right-of-use assets, net 25,257 — Property and equipment, net $ 486,533 $ 333,847 Depreciation expense was $12.7 million for the three months ended September 30, 2019 and $34.0 million for the nine months ended September 30, 2019. Depreciation expense was $13.3 million for the three months ended September 30, 2018 and $35.9 million for nine months ended September 30, 2018. Amortization expense on finance leases was $0.7 million for the three months ended September 30, 2019 and $1.9 million for the nine months ended September 30, 2019. Property and equipment purchased through accounts payable and accrued liabilities increased $2.0 million during the nine months ended September 30, 2019 and $4.4 million for the nine months ended September 30, 2018. |
Other Investments and Assets
Other Investments and Assets | 9 Months Ended |
Sep. 30, 2019 | |
Investments All Other Investments [Abstract] | |
Other Investments and Assets | Note 8. Other Investments and Assets Other investments and assets consisted of the following: September 30, December 31, (in thousands) 2019 2018 Cash surrender value of life insurance $ 24,060 $ 23,815 Self-insured liability receivable 9,176 9,176 Contract costs 3,175 3,461 Other mutual funds 2,933 2,517 Other 3,159 3,941 Other investments and assets $ 42,503 $ 42,910 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Note 9. Goodwill and Other Intangible Assets The changes in the carrying amount of goodwill are as follows: (in thousands) GES North America GES EMEA Pursuit Total Balance at December 31, 2018 $ 154,944 $ 29,954 $ 76,432 $ 261,330 Business acquisitions — — 12,413 12,413 Foreign currency translation adjustments 200 (1,126 ) 1,506 580 Other adjustment — — 1,245 1,245 Balance at September 30, 2019 $ 155,144 $ 28,828 $ 91,596 $ 275,568 Other intangible assets consisted of the following: September 30, 2019 December 31, 2018 (in thousands) Useful Life (Years) Gross Carrying Value Accumulated Amortization Net Carrying Value Gross Carrying Value Accumulated Amortization Net Carrying Value Intangible assets subject to amortization: Customer contracts and relationships 7.4 $ 73,249 $ (36,645 ) $ 36,604 $ 67,729 $ (31,201 ) $ 36,528 Operating contracts and licenses 26.6 23,933 (1,803 ) 22,130 9,180 (1,376 ) 7,804 Tradenames 6.8 9,289 (4,100 ) 5,189 7,705 (3,109 ) 4,596 Non-compete agreements 2.3 5,149 (4,816 ) 333 5,174 (4,080 ) 1,094 Other 8.1 16,148 (835 ) 15,313 1,365 (553 ) 812 Total amortized intangible assets 127,768 (48,199 ) 79,569 91,153 (40,319 ) 50,834 Indefinite-lived intangible assets: Business licenses 460 — 460 460 — 460 Other intangible assets $ 128,228 $ (48,199 ) $ 80,029 $ 91,613 $ (40,319 ) $ 51,294 Intangible asset amortization expense was $2.9 million for the three months ended September 30, 2019 and $8.2 million for the nine months ended September 30, 2019. Intangible asset amortization was $2.9 million for the three months ended September 30, 2018 and $8.4 million for the nine months ended September 30, 2018. At September 30, 2019, the estimated future amortization expense related to intangible assets subject to amortization is as follows: (in thousands) Year ending December 31, Remainder of 2019 $ 2,569 2020 10,030 2021 8,987 2022 7,698 2023 6,481 Thereafter 43,804 Total $ 79,569 |
Other Current Liabilities
Other Current Liabilities | 9 Months Ended |
Sep. 30, 2019 | |
Other Liabilities Current [Abstract] | |
Other Current Liabilities | Note 10. Other Current Liabilities Other current liabilities consisted of the following: September 30, December 31, (in thousands) 2019 2018 Continuing operations: Commissions payable $ 8,660 $ 2,703 Self-insured liability 6,161 5,688 Accrued sales and use taxes 5,183 5,397 Accrued employee benefit costs 4,493 3,224 Accrued income tax payable 3,623 — Accrued legal settlement 2,500 — Current portion of pension and postretirement liabilities 2,134 2,310 Accrued dividends 2,010 2,012 Accrued restructuring 1,753 716 Accommodation services deposits 1,483 1,541 Accrued professional fees 1,261 886 Deferred rent (1) — 1,659 Other taxes 1,139 695 Other 3,462 4,501 Total continuing operations 43,862 31,332 Discontinued operations: Environmental remediation liabilities 407 555 Self-insured liability 252 295 Other 76 76 Total discontinued operations 735 926 Total other current liabilities $ 44,597 $ 32,258 (1) lease obligations |
Other Deferred Items and Liabil
Other Deferred Items and Liabilities | 9 Months Ended |
Sep. 30, 2019 | |
Other Liabilities Disclosure [Abstract] | |
Other Deferred Items and Liabilities | Note 11. Other Deferred Items and Liabilities Other deferred items and liabilities consisted of the following: September 30, December 31, (in thousands) 2019 2018 Continuing operations: Foreign deferred tax liability $ 17,933 $ 9,768 Multi-employer pension plan withdrawal liability 15,508 — Self-insured liability 9,429 10,681 Self-insured excess liability 9,176 9,176 Accrued compensation 7,104 6,664 Accrued restructuring 2,200 1,535 Contract liabilities 125 2,124 Deferred rent (1) — 2,719 Other 3,093 1,868 Total continuing operations 64,568 44,535 Discontinued operations: Self-insured liability 2,273 2,437 Environmental remediation liabilities 1,871 1,775 Other 497 244 Total discontinued operations 4,641 4,456 Total other deferred items and liabilities $ 69,209 $ 48,991 (1) Upon the adoption of Topic 842, we reclassified deferred rent to operating lease obligations |
Debt and Finance Lease Obligati
Debt and Finance Lease Obligations | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debt and Finance Lease Obligations | Note 12. Debt and Finance Lease Obligations The components of our long-term debt and finance lease obligations consisted of the following: September 30, December 31, (in thousands, except interest rates) 2019 2018 2018 Credit Facility, 4.1% weighted-average interest rate at September 30, 2019 and 4.3% at December 31, 2018, due through 2023 (1) $ 295,378 $ 227,792 FlyOver Iceland Credit Facility, 4.9% weighted-average interest rate at September 30, 2019, due through 2022 (1) 5,452 — Less unamortized debt issuance costs (1,925 ) (2,310 ) Total debt (2) 298,905 225,482 Finance lease obligations, 6.2% weighted-average interest rate at September 30, 2019 and 4.5% at December 31, 2018, due through 2021 25,330 4,639 Total debt and finance lease obligations (3) 324,235 230,121 Current portion (4) (298,940 ) (229,416 ) Long-term debt and finance lease obligations $ 25,295 $ 705 (1) Represents the weighted-average interest rate in effect at the respective periods, including any applicable margin. The interest rates do not include amortization of debt issuance costs or commitment fees. (2) The estimated fair value of total debt was $297.8 million as of September 30, 2019 and $228.6 million as of December 31, 2018. The fair value of debt was estimated by discounting the future cash flows using rates currently available for debt of similar terms and maturity, which is a Level 2 measurement. Refer to Note 13 – Fair Value Measurements. (3) Cash paid for interest on debt was $8.8 million for the nine months ended September 30, 2019 and $6.2 million for the nine months ended September 30, 2018. (4) Borrowings under the 2018 Credit Facility are classified as current because all borrowed amounts are due within one year. 2018 Credit Agreement Effective October 24, 2018, we entered into a Second Amended and Restated Credit Agreement (the “2018 Credit Agreement”). The 2018 Credit Agreement has a maturity date of October 24, 2023 and provides for a $450 million revolving credit facility (“2018 Credit Facility”). Proceeds from the 2018 Credit Facility were used to refinance certain of our outstanding debt and provide us with additional funds for our operations, growth initiatives, acquisitions, and other general corporate purposes in the ordinary course of business. The 2018 Credit Facility may be increased up to an additional $250 million under certain circumstances and has a $20 million sublimit for letters of credit. Borrowings and letters of credit can be denominated in U.S. dollars, Euros, Canadian dollars, or British pounds. Our lenders under the 2018 Credit Facility have a first perfected security interest in all of our personal property including GES, GES Event Intelligence Services, Inc., CATC Alaska Tourism Corporation (“CATC”), ON Event Services, LLC (“ON Services”), and 65% of the capital stock of our top-tier foreign subsidiaries (other than Esja). Financial covenants include an interest coverage ratio of not less than 3.00 to 1.00 and a leverage ratio of not greater than 3.50 to 1.00, with a step-up to 4.00 to 1.00 for four quarters following a material acquisition of $50 million or more. Dividends are permitted up to $15 million in any calendar year. In addition, we can declare and pay dividends or repurchase our common stock up to $20 million per calendar year. Dividends and repurchases above those thresholds are permitted as long as our pro forma leverage ratio is less than or equal to 2.75 to 1.00. Unsecured debt is allowed provided we are in compliance with the leverage ratio. In addition, the unsecured debt must mature after the expiration of the 2018 Credit Facility, cannot have scheduled principal payments while the 2018 Credit Facility is in place, and any covenants for unsecured debt cannot be more restrictive than the 2018 Credit Facility. Significant other covenants include limitations on investments, additional indebtedness, sales and dispositions of assets, and liens on property. As of September 30, 2019, the interest coverage ratio was 10.17 to 1.00, the leverage ratio was 2.32 to 1.00, and we were in compliance with all covenants under the 2018 Credit Agreement. Effective July 23, 2019, we entered into an amendment (“Amendment No.1”) to the 2018 Credit Agreement. Amendment No.1 modified the terms related to the withdrawal liabilities of single and multi-employer ERISA plans. Borrowings under the 2018 Credit Facility (of which GES, GES Event Intelligence Services, Inc., CATC, and ON Services are guarantors) are indexed to the prime rate or the London Interbank Offered Rate (“LIBOR”), plus appropriate spreads tied to our leverage ratio. As LIBOR will be phased out in 2021, our 2018 Credit Facility includes a method for determining an alternative or successor rate of interest that gives consideration to the new prevailing market convention. The vast majority of our borrowings under the 2018 Credit Facility are indexed to LIBOR. Commitment fees and letters of credit fees are also tied to our leverage ratio. The fees on the unused portion of the 2018 Credit Facility were 0.35% annually as of September 30, 2019. Only our borrowings under the 2018 Credit Facility and the discount rates we use to account for some leases are indexed to LIBOR. We do not expect the alternative or successor rate to LIBOR to have a material impact on either our 2018 Credit Facility or the accounting for our leases. As of September 30, 2019, capacity remaining under the 2018 Credit Facility was $151.0 million, reflecting borrowings of $295.4 million and $3.6 million in outstanding letters of credit. FlyOver Iceland Credit Facility Effective February 15, 2019, FlyOver Iceland ehf., a wholly-owned subsidiary of Esja, entered into a credit agreement with a €5.0 million (approximately $5.5 million) credit facility (the “FlyOver Iceland Credit Facility”) with a maturity date of March 1, 2022. The loan proceeds were used to complete the development of the FlyOver Iceland attraction. Quarterly payments will be made until the loan is repaid. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 13. Fair Value Measurements The fair value of an asset or liability is defined as the price that would be received by selling an asset or paying to transfer a liability in an orderly transaction between market participants at the measurement date. The fair value guidance requires an entity to maximize the use of quoted prices and other observable inputs and minimize the use of unobservable inputs when measuring fair value, and also establishes a fair value hierarchy, which prioritizes the inputs to valuation techniques used to measure fair value as follows: Level 1 - Quoted prices in active markets for identical assets or liabilities. Level 2 - Observable inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 - Unobservable inputs to the valuation methodology that are significant to the measurement of fair value. Money market mutual funds and certain other mutual fund investments are measured at fair value on a recurring basis using Level 1 inputs. The fair value information related to these assets is summarized in the following tables: Fair Value Measurements at Reporting Date Using (in thousands) September 30, 2019 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Money market funds (1) $ 122 $ 122 $ — $ — Other mutual funds (2) 2,933 2,933 — — Total assets at fair value on a recurring basis $ 3,055 $ 3,055 $ — $ — Fair Value Measurements at Reporting Date Using (in thousands) December 31, 2018 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Money market funds (1) $ 121 $ 121 $ — $ — Other mutual funds (2) 2,517 2,517 — — Total assets at fair value on a recurring basis $ 2,638 $ 2,638 $ — $ — (1) Money market funds are included in “Cash and cash equivalents” in the Condensed Consolidated Balance Sheets. These investments are classified as available-for-sale and are recorded at fair value. There have been no realized gains or losses related to these investments and we have not experienced any redemption restrictions with respect to any of the money market mutual funds. (2) Other mutual funds are included in “Other investments and assets” in the Condensed Consolidated Balance Sheets. The carrying values of cash and cash equivalents, receivables, and accounts payable approximate fair value due to the short-term maturities of these instruments. Refer to Note 12 – Debt and Finance Lease Obligations for the estimated fair value of debt obligations. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
Sep. 30, 2019 | |
Accumulated Other Comprehensive Income Loss [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Note 14. Accumulated Other Comprehensive Income (Loss) Changes in accumulated other comprehensive income (“AOCI”) by component are as follows: (in thousands) Cumulative Foreign Currency Translation Adjustments Unrecognized Net Actuarial Loss and Prior Service Credit, Net Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2018 $ (36,332 ) $ (11,643 ) $ (47,975 ) Other comprehensive income before reclassifications 3,868 — 3,868 Amounts reclassified from AOCI, net of tax — 196 196 Net other comprehensive income 3,868 196 4,064 Balance at September 30, 2019 $ (32,464 ) $ (11,447 ) $ (43,911 ) (in thousands) Unrealized Gains on Investments Cumulative Foreign Currency Translation Adjustments Unrecognized Net Actuarial Loss and Prior Service Credit, Net Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2017 $ 616 $ (12,026 ) $ (11,158 ) $ (22,568 ) Other comprehensive loss before reclassifications — (7,864 ) — (7,864 ) Amounts reclassified from AOCI, net of tax — — (715 ) (715 ) Net other comprehensive loss — (7,864 ) (715 ) (8,579 ) Adoption of ASU 2016-01 (1) (616 ) — — (616 ) Balance at September 30, 2018 $ — $ (19,890 ) $ (11,873 ) $ (31,763 ) (1) Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities Amounts reclassified that relate to our defined benefit pension and postretirement plans include the amortization of prior service costs and actuarial net losses recognized during each period presented. These costs are recorded as components of net periodic cost for each period presented. Refer to Note 17 – Pension and Postretirement Benefits for additional information. |
Income Per Share
Income Per Share | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Income Per Share | Note 15. Income Per Share The components of basic and diluted income per share are as follows: Three Months Ended Nine Months Ended September 30, September 30, (in thousands, except per share data) 2019 2018 2019 2018 Net income attributable to Viad (diluted) $ 31,416 $ 37,389 $ 27,463 $ 51,492 Less: Allocation to non-vested shares (226 ) (338 ) (196 ) (493 ) Adjustment to the redemption value of redeemable noncontrolling interest (264 ) (84 ) (530 ) (174 ) Net income allocated to Viad common stockholders (basic) $ 30,926 $ 36,967 $ 26,737 $ 50,825 Basic weighted-average outstanding common shares 20,168 20,145 20,129 20,187 Additional dilutive shares related to share-based compensation 143 242 138 240 Diluted weighted-average outstanding shares 20,311 20,387 20,267 20,427 Income per share: Basic income attributable to Viad common stockholders $ 1.53 $ 1.84 $ 1.33 $ 2.52 Diluted income attributable to Viad common stockholders $ 1.53 $ 1.83 $ 1.33 $ 2.51 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 16. Income Taxes The effective tax rate was 25.6% for the three months ended September 30, 2019 and 21.8% for the three months ended September 30, 2018. The effective tax rate was 26.5% for the nine months ended September 30, 2019 and 22.8% for the nine months ended September 30, 2018. The income tax provision was computed based on our estimated annualized effective tax rate and the full-year forecasted income plus the tax impact of unusual, infrequent, or nonrecurring items during the period. The effective tax rate for the nine months ended September 30, 2019 was more than the federal statutory rate of 21% primarily due to the impact of foreign income taxed at higher rates, non-deductible expenses, and global intangible low-taxed income (“GILTI”) tax. The effective tax rate for the nine months ended September 30, 2018 was more than the federal statutory rate primarily due to foreign income tax at higher rates. Cash paid for income taxes was $12.1 million for the nine months ended September 30, 2019 and $20.2 million for the nine months ended September 30, 2018. |
Pension and Postretirement Bene
Pension and Postretirement Benefits | 9 Months Ended |
Sep. 30, 2019 | |
Compensation And Retirement Disclosure [Abstract] | |
Pension and Postretirement Benefits | Note 17. Pension and Postretirement Benefits The components of net periodic benefit cost of our pension and postretirement benefit plans for the three months ended September 30, 2019 and 2018 consist of the following: Domestic Plans Pension Plans Postretirement Benefit Plans Foreign Pension Plans (in thousands) 2019 2018 2019 2018 2019 2018 Service cost $ 15 $ 13 $ 13 $ 4 $ 101 $ 138 Interest cost 209 198 93 129 92 91 Expected return on plan assets (35 ) (65 ) — — (122 ) (126 ) Amortization of prior service credit — — (47 ) (51 ) — — Recognized net actuarial loss 96 124 (43 ) 187 37 38 Net periodic benefit cost $ 285 $ 270 $ 16 $ 269 $ 108 $ 141 The components of net periodic benefit cost of our pension and postretirement benefit plans for the nine months ended September 30, 2019 and 2018 consist of the following: Domestic Plans Pension Plans Postretirement Benefit Plans Foreign Pension Plans (in thousands) 2019 2018 2019 2018 2019 2018 Service cost $ 46 $ 48 $ 48 $ 60 $ 303 $ 418 Interest cost 646 585 343 337 281 273 Expected return on plan assets (74 ) (145 ) — — (364 ) (382 ) Amortization of prior service credit — — (141 ) (154 ) — — Recognized net actuarial loss 302 370 84 304 111 120 Net periodic benefit cost $ 920 $ 858 $ 334 $ 547 $ 331 $ 429 We expect to contribute $1.0 million to our funded pension plans, $1.2 million to our unfunded pension plans, and $1.2 million to our postretirement benefit plans in 2019. During the nine months ended September 30, 2019, we contributed $1.0 million to our funded pension plans, $0.7 million to our unfunded pension plans, and $0.7 million to our postretirement benefit plans. |
Restructuring Charges
Restructuring Charges | 9 Months Ended |
Sep. 30, 2019 | |
Restructuring And Related Activities [Abstract] | |
Restructuring Charges | Note 18. Restructuring Charges GES As part of our efforts to drive efficiencies and simplify our business operations, we have taken certain restructuring actions designed to reduce our cost structure primarily within GES. These actions include consolidating facilities and operations in the U.S., Canada, and the United Kingdom. During 2019, we completed some strategic simplification actions, including a facility consolidation in Las Vegas and other restructuring actions. As a result, we recorded restructuring charges primarily consisting of severance and related benefits as a result of workforce reductions and charges related to the consolidation and downsizing of facilities representing the remaining operating lease obligations (net of estimated sublease income) and related costs. Other Restructurings We recorded restructuring charges in connection with the consolidation of certain support functions at our corporate headquarters. These charges primarily consist of severance and related benefits due to headcount reductions. Changes to the restructuring liability by major restructuring activity are as follows: GES Other Restructurings (in thousands) Severance & Employee Benefits Facilities Severance & Employee Benefits Total Balance at December 31, 2018 $ 2,039 $ 200 $ 12 $ 2,251 Restructuring charges 5,243 1,397 205 6,845 Cash payments (4,428 ) (513 ) (220 ) (5,161 ) Adjustment to liability (45 ) 56 7 18 Balance at September 30, 2019 $ 2,809 $ 1,140 $ 4 $ 3,953 As of September 30, 2019, we expect to pay the liabilities related to severance and employee benefits by the end of 2020. The liability related to future lease payments will be paid over the remaining lease terms. Refer to Note 22 – |
Leases and Other
Leases and Other | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Leases and Other | Note 19. Leases and Other The balance sheet presentation of our operating and finance leases is as follows: September 30, (in thousands) Classification on the Condensed Consolidated Balance Sheet 2019 Assets: Operating lease assets Operating lease right-of-use assets $ 103,403 Finance lease assets Property and equipment, net 25,257 Total lease assets $ 128,660 Liabilities: Current: Operating lease obligations Operating lease obligations $ 22,526 Finance lease obligations Current portion of debt and finance lease obligations 2,784 Noncurrent: Operating lease obligations Long-term operating lease obligations 82,630 Finance lease obligations Long-term debt and finance lease obligations 22,546 Total lease liabilities $ 130,486 The components of lease expense consisted of the following: Three Months Ended Nine Months Ended (in thousands) September 30, 2019 September 30, 2019 Finance lease cost: Amortization of right-of-use assets $ 697 $ 1,895 Interest on lease liabilities 130 379 Operating lease cost 6,625 19,456 Short-term lease cost 571 1,348 Variable lease cost 1,478 4,695 Sublease income (1) 226 — Total lease cost, net $ 9,727 $ 27,773 (1) Leases Not Yet Commenced As of September 30, 2019, we had certain facility and land leases that were executed but for which we did not have control of the underlying assets. Accordingly, we did not record the lease liabilities and right-of-use assets on our Condensed Consolidated Balance Sheets. These leases include future planned attractions for Pursuit that are currently in the planning or development phase and that we expect to commence between fiscal years 2019 and 2022 with lease terms of 15 to 20 years. Other information related to operating and finance leases are as follows: Three Months Ended Nine Months Ended (in thousands) September 30, 2019 September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 7,250 $ 20,853 Operating cash flows from finance leases $ 210 $ 459 Financing cash flows from finance leases $ 525 $ 1,537 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 49,123 $ 62,375 Finance leases $ 14,893 $ 35,844 September 30, 2019 Weighted-average remaining lease term (years): Operating leases 8.23 Finance leases 15.41 Weighted-average discount rate: Operating leases 5.78 % Finance leases 6.16 % As of September 30, 2019, the estimated future minimum lease payments under non-cancellable leases, excluding variable leases and variable non-lease components, are as follows: (in thousands) Operating Leases Finance Leases Total Remainder of 2019 $ 7,040 $ 1,323 $ 8,363 2020 23,839 4,136 27,975 2021 17,340 3,381 20,721 2022 15,102 2,920 18,022 2023 12,368 2,784 15,152 Thereafter 62,643 25,125 87,768 Total future lease payments 138,332 39,669 178,001 Less: Amount representing interest (33,176 ) (14,339 ) (47,515 ) Present value of minimum lease payments 105,156 25,330 130,486 Current portion 22,526 2,784 25,310 Long-term portion $ 82,630 $ 22,546 $ 105,176 As of September 30, 2019, the estimated future minimum rentals under non-cancellable leases, which includes rental income from facilities that we own and sublease income from facilities that we lease, are as follows: (in thousands) Remainder of 2019 $ 453 2020 2,020 2021 1,716 2022 1,384 2023 1,192 Thereafter 5,764 Total minimum sublease rents $ 12,529 As previously disclosed in our 2018 Form 10-K and under the previous lease accounting standard, our future minimum rental payments and related sublease rentals receivable with respect to non-cancelable operating leases with terms in excess of one year would have been as follows as of December 31, 2018: (in thousands) Rental Payments Receivable Under Subleases 2019 $ 28,671 $ 2,382 2020 22,919 1,582 2021 13,217 1,711 2022 8,280 1,370 2023 6,201 1,270 Thereafter 8,305 2,798 Total $ 87,593 $ 11,113 |
Litigation, Claims, Contingenci
Litigation, Claims, Contingencies and Other | 9 Months Ended |
Sep. 30, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Litigation, Claims, Contingencies and Other | Note 20. Litigation, Claims, Contingencies, and Other We are plaintiffs or defendants to various actions, proceedings, and pending claims, some of which involve, or may involve, compensatory, punitive, or other damages. Litigation is subject to many uncertainties and it is possible that some of the legal actions, proceedings, or claims could be decided against us. For the nine months ended September 30, 2019, we recorded an $8.5 million charge to resolve a legal dispute at GES involving a former industry contractor. Although the amount of liability as of September 30, 2019 with respect to unresolved legal matters is not ascertainable, we believe that any resulting liability, after taking into consideration amounts already provided for and insurance coverage, will not have a material effect on our business, financial position, or results of operations. We are subject to various U.S. federal, state, and foreign laws and regulations governing the prevention of pollution and the protection of the environment in the jurisdictions in which we have or had operations. If we fail to comply with these environmental laws and regulations, civil and criminal penalties could be imposed and we could become subject to regulatory enforcement actions in the form of injunctions and cease and desist orders. As is the case with many companies, we also face exposure to actual or potential claims and lawsuits involving environmental matters relating to our past operations. As of September 30, 2019 , we had recorded environmental remediation liabilities of $ 2.3 million related to previously sold operations. Although we are a party to certain environmental disputes, we believe that any resulting liabilities, after taking into consideration amounts already provided for and insurance coverage, will not have a material effect on our financial position or results of operations. As of September 30, 2019, on behalf of our subsidiaries, we had certain obligations under guarantees to third parties. These guarantees are not subject to liability recognition in the condensed consolidated financial statements and relate to leased facilities entered into by our subsidiary operations. We would generally be required to make payments to the respective third parties under these guarantees in the event that the related subsidiary could not meet its own payment obligations. The maximum potential amount of future payments that we would be required to make under all guarantees existing as of September 30, 2019 would be $76.5 million. These guarantees relate to our leased equipment and facilities through January 2040. There are no recourse provisions that would enable us to recover from third parties any payments made under the guarantees. Furthermore, there are no collateral or similar arrangements pursuant to which we could recover payments. A significant number of our employees are unionized and we are a party to approximately 100 collective-bargaining agreements, with approximately one-third requiring renegotiation each year. If we are unable to reach an agreement with a union during the collective-bargaining process, the union may call for a strike or work stoppage, which may, under certain circumstances, adversely impact our business and results of operations. We believe that relations with our employees are satisfactory and that collective-bargaining agreements expiring in 2019 will be renegotiated in the ordinary course of business. Although our labor relations are currently stable, disruptions could occur, with the possibility of an adverse impact on the operating results of GES. During the second quarter of 2019, we finalized the terms of a new collective-bargaining agreement with the Teamsters Local 727 union. The terms included a withdrawal from the under-funded Central States Pension Plan. Accordingly, we recorded a charge of $15.5 million, which represents the estimated present value of future contributions we will be required to make to the plan as a result of this withdrawal of this union from the plan. We are self-insured up to certain limits for workers’ compensation, employee health benefits, automobile, product and general liability, and property loss claims. The aggregate amount of insurance liabilities (up to our retention limit) related to our continuing operations was $15.6 million as of September 30, 2019, which includes $11.0 million related to workers’ compensation liabilities, and $4.6 million related to general/auto liability claims. We have also retained and provided for certain workers’ compensation insurance liabilities in conjunction with previously sold businesses of $2.5 million as of September 30, 2019. The estimated employee health benefit claims incurred but not yet reported was $1.5 million as of September 30, 2019. Provisions for losses for claims incurred, including estimated claims incurred but not yet reported, are made based on our historical experience, claims frequency, and other factors. A change in the assumptions used could result in an adjustment to recorded liabilities. We have purchased insurance for amounts in excess of the self-insured levels, which generally range from $0.2 million to $0.5 million on a per claim basis. We do not maintain a self-insured retention pool fund as claims are paid from current cash resources at the time of settlement. Our net cash payments in connection with these insurance liabilities were $2.0 million for the three months ended September 30, 2019, $5.3 million for the nine months ended September 30, 2019, $1.4 million for the three months ended September 30, 2018, and $4.1 million for the nine months ended September 30, 2018. In addition, as of September 30, 2019, we have recorded insurance liabilities of $9.2 million related to continuing operations, which represents the amount for which we remain the primary obligor after self-insured insurance limits, without taking into consideration the above-referenced insurance coverage. Of this total, $8.5 million related to workers’ compensation liabilities and $0.7 million related to general/auto liability claims, which are recorded in other deferred items and liabilities in the Condensed Consolidated Balance Sheets with a corresponding receivable in other investments. |
Redeemable Noncontrolling Inter
Redeemable Noncontrolling Interest | 9 Months Ended |
Sep. 30, 2019 | |
Noncontrolling Interest [Abstract] | |
Redeemable Noncontrolling Interest | Note 21. Redeemable Noncontrolling Interest On November 3, 2017, we acquired the controlling interest (54.5% of the common stock) in Esja, a private corporation in Reykjavik, Iceland. Through Esja and its wholly-owned subsidiary, we are operating a new FlyOver Iceland attraction. The minority Esja shareholders have the right to sell (or “put”) their Esja shares to us based on a multiple of 5.0x EBITDA as calculated on the trailing 12 months from the most recently completed quarter before the put option exercise. The put option is only exercisable after 36 months of business operation (the “Reference Date”) and if the FlyOver Iceland attraction has earned a minimum of €3.25 million in unadjusted EBITDA during the most recent fiscal year and during the trailing 12-month period prior to exercise (the “Put Option Condition”). The put option is exercisable during a period of 12 months following the Reference Date (the “Option Period”) if the Put Option Condition has been met. If the Put Option Condition has not been met during the first Option Period, the Reference Date will be extended for an additional 12 months up to three times. If after 72 months, the FlyOver Iceland attraction has not achieved the Put Option Condition, the put option expires. If the Put Option Condition is met during any of the Option Periods, yet the shares are not exercised prior to the end of the 12-month Option Period, the put option will expire. The noncontrolling interest’s carrying value is determined by the fair value of the noncontrolling interest as of the acquisition date and the noncontrolling interest’s share of the subsequent net income or loss. This value is benchmarked against the redemption value of the sellers’ put option. The carrying value is adjusted to the redemption value, provided that it does not fall below the initial carrying value, as determined by the purchase price allocation. We have made a policy election to reflect any changes caused by such an adjustment to retained earnings, rather than to current earnings. Changes in the redeemable noncontrolling interest are as follows: (in thousands) Balance at December 31, 2018 $ 5,909 Net loss attributable to redeemable noncontrolling interest (644 ) Adjustment to the redemption value 530 Foreign currency translation adjustment (364 ) Balance at September 30, 2019 $ 5,431 |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Information | Note 22. Segment Information We measure the profit and performance of our operations on the basis of segment operating income (loss) which excludes restructuring charges and recoveries. Intersegment sales are eliminated in consolidation and intersegment transfers are not significant. Corporate activities include expenses not allocated to operations. Depreciation and amortization and share-based compensation expense are the only significant non-cash items for the reportable segments. During the first quarter of 2019, we realigned GES’ organizational structure. As a result, we changed GES’ reportable segments to reflect how our chief operating decision maker regularly reviews and makes decisions regarding the allocation of resources. Accordingly, GES’ new reportable segments are GES North America and GES EMEA. We made no changes to the Pursuit reportable segment. Our reportable segments, with reconciliations to consolidated totals, are as follows: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2019 2018 2019 2018 Revenue: GES: North America $ 191,983 $ 200,855 $ 698,906 $ 683,810 EMEA 41,186 47,634 165,067 157,216 Intersegment eliminations (5,724 ) (2,379 ) (14,731 ) (11,888 ) Total GES 227,445 246,110 849,242 829,138 Pursuit 135,043 112,053 201,119 170,130 Total revenue $ 362,488 $ 358,163 $ 1,050,361 $ 999,268 Segment operating income (loss): GES: North America $ (8,562 ) $ 1,367 $ 22,635 $ 25,055 EMEA (3,024 ) (207 ) 2,775 5,690 Total GES (11,586 ) 1,160 25,410 30,745 Pursuit 66,392 55,408 64,710 53,770 Segment operating income 54,806 56,568 90,120 84,515 Corporate eliminations (1) 16 18 49 51 Corporate activities (2,680 ) (3,777 ) (7,795 ) (8,529 ) Operating income 52,142 52,809 82,374 76,037 Interest income 79 101 260 238 Interest expense (3,740 ) (2,608 ) (9,612 ) (7,031 ) Multi-employer pension plan withdrawal — — (15,508 ) — Other expense (281 ) (527 ) (1,192 ) (1,308 ) Restructuring recoveries (charges): GES North America (881 ) (162 ) (5,139 ) (402 ) GES EMEA (759 ) (13 ) (1,501 ) (467 ) Pursuit — — — (140 ) Corporate (62 ) — (205 ) 10 Impairment recoveries: Pursuit — — — 35 Legal settlement: GES — — (8,500 ) — Income from continuing operations before income taxes $ 46,498 $ 49,600 $ 40,977 $ 66,972 (1) |
Common Stock Repurchases
Common Stock Repurchases | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Common Stock Repurchases | Note 23. Common Stock Repurchases We previously announced our Board of Directors’ authorization to repurchase shares of our common stock from time to time at prevailing market prices. Effective February 7, 2019, our Board of Directors authorized the repurchase of an additional 500,000 shares. No shares were repurchased on the open market during the nine months ended September 30, 2019. As of September 30, 2019, 600,067 shares remain available for repurchase. During the nine months ended September 30, 2018, we repurchased 175,091 shares on the open market for $9.1 million. Additionally, we repurchased shares related to tax withholding requirements on vested restricted stock awards. Refer to Note 3 – Share-Based Compensation. |
Overview and Basis of Present_2
Overview and Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Nature of Business | Nature of Business We are an international experiential services company with operations principally in the United States, Canada, the United Kingdom, continental Europe, and the United Arab Emirates. We are committed to providing unforgettable experiences to our clients and guests. We operate through three reportable business segments: GES North America, GES EMEA (collectively, “GES”), and Pursuit. GES GES is a global, full-service live events company offering a comprehensive range of services to the world’s leading brands and event organizers. GES’ clients include event organizers and corporate brand marketers. Event organizers schedule and run events from start to finish. Corporate brand marketers include exhibitors and domestic and international corporations that want to promote their brands, services and innovations, feature new products, and build business relationships. GES serves corporate brand marketers when they exhibit at shows and when GES is engaged to manage their global exhibit program or produce their proprietary corporate events. Services and Products Offered GES provides a full suite of services and products for event organizers and corporate brand marketers • Core Services. GES provides official contracting services and products, including the design and production of experiences, material handling, rigging, electrical, and other on-site event services. • Event Technology. GES offers a comprehensive range of event technology services, including event accommodation solutions, registration and data analytics, and event management tools. • Audio-Visual. GES offers a variety of high-impact multi-media services and technology, including video production, lighting design, digital studio services, entertainment services and talent coordination, projection mapping, and computer rental and support. Markets Served GES provides the above services and products across four live event markets: Exhibitions, Conferences, Corporate Events, and Consumer Events (collectively, “Live Events”). • Exhibitions facilitate business-to-business and business-to-consumer sales and marketing. • Conferences facilitate attendee education and may also include an expo or trade show to further facilitate attendee education and to facilitate business-to-business and business-to-consumer sales and marketing. • Corporate events facilitate attendee education of the sponsoring company’s products or product ecosystem. • Consumer events entertain, educate, or create an experience, typically around a specific genre. Pursuit Pursuit is a collection of inspiring and unforgettable travel experiences that includes world-class recreational attractions, unique hotels and lodges, food and beverage, retail, sightseeing, and ground transportation services Services and Products Offered Pursuit comprises four lines of business: Attractions, including food and beverage services and retail operations; Hospitality, including food and beverage services and retail operations; Transportation; and Travel Planning. Services offered by these lines of business (or a subset of these) include admissions, accommodations, transportation, and travel planning. Products offered include food and beverage and retail operations. Markets Served Pursuit provides the above services and products across the following geographic markets: • The Banff Jasper Collection is a leading travel and tourism provider in the Canadian Rockies in Alberta, Canada with two lodging properties in Banff National Park, eight lodging properties in Jasper National Park, including the recently acquired Mountain Park Lodges, five world-class recreational attractions, food and beverage services, retail operations, sightseeing and transportation services. • The Alaska Collection is a leading travel and tourism provider in Alaska with two lodging properties and a sightseeing excursion in Denali National Park and Preserve, a lodge in Talkeetna, Alaska’s top-rated wildlife and glacier cruise, and two lodging properties located near Kenai Fjords National Park. The Alaska Collection also provides food and beverage services and retail operations. • The Glacier Park Collection is an operator of nine lodging properties, food and beverage services, and retail operations in and around Glacier National Park in Montana and Waterton Lakes National Park in Alberta, Canada, with a leading share of rooms in the Glacier Park market. • FlyOver is a recreational attraction that provides a virtual flight ride experience that combines motion seating, audio-visual media, and special effects including wind, scents, and mist to provide a true flying experience for guests . Our FlyOver attractions include: FlyOver Canada; FlyOver Iceland ( Opened August 2019); FlyOver Las Vegas (expected opening in 2021); and FlyOver Toronto (expected opening in 2022). • Pursuit announced a plan for a new geothermal lagoon attraction in Iceland. It will be located on an oceanfront lot just outside downtown Reykjavik. We expect to open this new attraction in 2021. |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements were prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and with the instructions to Form 10-Q and Article 10 of Regulation S-X for interim financial information. Accordingly, these financial statements do not include all of the information required by GAAP or SEC rules and regulations for complete financial statements. These financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the results for the interim periods presented. Interim results are not necessarily indicative of the results for the full year. These unaudited condensed consolidated financial statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2018, filed with the SEC on February 27, 2019 (“2018 Form 10-K”). The condensed consolidated financial statements include the accounts of Viad and its subsidiaries. We have eliminated all significant intercompany account balances and transactions in consolidation. |
Impact of Recent Accounting Pronouncements | Impact of Recent Accounting Pronouncements The following table provides a brief description of recent accounting pronouncements: Standard Description Date of adoption Effect on the financial statements Standards Not Yet Adopted ASU 2016-13 , Financial Instruments – Credit Losses (Topic 326) - Measurement of Credit Losses on Financial Instruments The amendment eliminates the incurred credit loss impairment methodology in current GAAP and replaces it with an expected credit loss concept based on historical experience, current conditions, and reasonable and supportable forecasts. Subsequent to the issuance of ASU 2016-13, the FASB issued additional amendments which do not change the core principle of the guidance stated in ASU 2016-13. Rather, they are intended to clarify and improve understanding of certain topics included within the credit losses standard. January 1, 2020 We are currently evaluating the potential impact of the adoption of this new guidance on our consolidated financial statements. We will be required to use a forward-looking expected credit loss model for trade receivables. Adoption of this new standard will be applied using the modified retrospective approach through a cumulative-effect adjustment to retained earnings as of the effective date in an amount necessary to adjust our current credit loss methodology to equal the current estimate of expected losses on financial assets held at that date. We do not expect this new guidance to have a material impact on our consolidated financial statements. Standard Description Date of adoption Effect on the financial statements Standards Recently Adopted ASU 2018-15 , Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40) Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract The amendment aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The amendment also requires an entity to expense the capitalized implementation costs of a hosting arrangement that is a service contract over the term of the hosting arrangement. Early adoption is permitted and may be applied on either a retrospective or prospective basis. September 30, 2019 We early adopted this new guidance on a retrospective basis and determined it did not have a material impact on our consolidated financial statements. ASU 2016-02 , Leases (Topic 842) The amendment increases transparency and comparability by requiring the recognition of a right-of-use asset and a lease liability on the balance sheet. The standard also requires more detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of cash flows arising from leases. January 1, 2019 We adopted ASU 2016-02 and its related amendments (collectively, “Topic 842”) on January 1, 2019 using the optional transition method. Under this method, a cumulative adjustment to retained earnings is recorded, if any, and prior periods are not restated. We determined there was no cumulative effect adjustment to retained earnings on January 1, 2019. The adoption of Topic 842 did not have a material impact on our Consolidated Statement of Operations. The most significant impact related to facility and equipment leases, which were previously recorded as operating leases. Upon adoption as of January 1, 2019, we recognized an additional right-of-use asset and lease liability of $59 million on the balance sheet. The existing deferred rent liabilities balance, resulting from historical straight-lining of operating leases, was reclassified upon adoption to reduce the measurement of leased assets. Refer to our Leases Significant Accounting Policy immediately following this table and Note 19 - Leases and Other for additional information. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reported period. Estimates and assumptions are used in accounting for, among other things: the fair value of our reporting units used to perform annual impairment testing of recorded goodwill; allowances for uncollectible accounts receivable; provisions for income taxes, including uncertain tax positions; valuation allowances related to deferred tax assets; liabilities for losses related to self-insured liability claims; liabilities for losses related to environmental remediation obligations; sublease income associated with restructuring liabilities; assumptions used to measure pension and postretirement benefit costs and obligations; assumptions used to determine share-based compensation costs under the fair value method; assumptions used to determine the redemption value of redeemable noncontrolling interests; and the allocation of purchase price of acquired businesses. Actual results could differ from these and other estimates. |
Revenue Recognition | Revenue Recognition Revenue is measured based on a specified amount of consideration in a contract with a customer, net of commissions paid to customers and amounts collected on behalf of third parties. We recognize revenue when a performance obligation is satisfied by transferring control of a product or service to a customer. GES’ service revenue is primarily derived through its comprehensive range of services to event organizers and corporate brand marketers including Core Services, Event Technology, and Audio-Visual . Pursuit’s service revenue is derived through its admissions, accommodations, transportation, and travel planning services. Pursuit’s product revenue is derived through food and beverage and retail sales. Pursuit’s revenue is recognized at the time services are performed or upon delivery of the product. Pursuit’s service revenue is recognized over time as the customer simultaneously receives and consumes the benefits. Pursuit’s product revenue is recognized at a point in time. |
Noncontrolling Interests - Non-redeemable and Redeemable | Noncontrolling Interests – Non-redeemable and Redeemable Non-redeemable noncontrolling interest represents the portion of equity in a subsidiary that is not attributable, directly or indirectly, to us. Our non-redeemable noncontrolling interest relates to the 20% equity ownership interest that we do not own in Glacier Park, Inc. and the 40% equity interest that we do not own in the recently acquired Mountain Park Lodges. We report non-redeemable noncontrolling interest within stockholders’ equity in the Condensed Consolidated Balance Sheets. The amount of consolidated net income or loss attributable to Viad and the non-redeemable noncontrolling interest is presented in the Condensed Consolidated Statements of Operations. Noncontrolling interests with redemption features that are not solely within our control are considered redeemable noncontrolling interests. Our redeemable noncontrolling interest relates to our 54.5% equity ownership interest in Esja Attractions ehf. (“Esja”). The Esja |
Leases | Leases We adopted Topic 842 on January 1, 2019, which requires that we recognize a right-of-use (“ROU”) asset and lease liability on the balance sheet, and requires lessees to classify leases as either finance or operating leases. The classification of the lease determines whether the lease expense is recognized on an effective interest method basis (finance lease) or on a straight-line basis (operating lease) over the lease term. In determining whether an agreement contains a lease, we consider if we have a right to control the use of the underlying asset during the lease term in exchange for an obligation to make lease payments arising from the lease. We recognize ROU assets and lease liabilities at commencement date, which is when the underlying asset is available for use to a lessee, based on the present value of lease payments over the lease term. Our operating and finance leases are primarily facility, equipment, and land leases. Our facility leases comprise mainly manufacturing facilities, sales and design facilities, offices, storage and/or warehouses, and truck marshaling yards. These facility leases generally have lease terms ranging up to 25 years. Our equipment leases comprise mainly vehicles, hardware, and office equipment, each with various lease terms. Our land leases comprise mainly leases in Canada and Iceland on which our hotels or attractions are located and have lease terms ranging up to 42 years. We made the accounting policy election not to recognize ROU assets and lease liabilities for leases with a term of twelve months or less. We elected to apply the package of practical expedients permitted under Topic 842 transition guidance, which among other things, allows us to carry forward our historical lease classifications. We also elected the practical expedient to not separate non-lease components from lease components for all asset classes, and payments associated with fixed non-lease components are included in measuring the ROU asset and lease liability. If a lease contains a renewal option that is reasonably certain to be exercised, then the lease term includes the optional periods in measuring a ROU asset and lease liability. Variable leases and variable non-lease components are not included in the calculation of the ROU asset and corresponding lease liability. For facility leases, variable lease costs include the costs of common area maintenance, taxes, and insurance for which we pay our lessors an estimate that is adjusted to actual expense on a quarterly or annual basis depending on the underlying contract terms. These variable lease payments are expensed as incurred. Upon the adoption of Topic 842, our accounting for finance leases, previously referred to as capital leases, remains substantially unchanged from prior guidance. Our lease agreements do not contain any significant residual value guarantees or restrictive covenants. Substantially all of our lease agreements do not specify an implicit borrowing rate, and as such, we utilize an incremental borrowing rate based on lease term and country, in order to calculate the present value of our future lease payments. The discount rate represents a risk-adjusted rate on a secured basis, and is the expected rate at which we would borrow funds to satisfy the scheduled lease liability payment streams commensurate with the lease term and the country. On January 1, 2019, the discount rate used on existing leases at adoption was extrapolated based on the remaining lease term and the country using available data as of that date. For new or renewed leases starting in 2019, the discount rate is determined using available data at lease commencement and based on the lease term and country including any reasonably certain renewal periods. We are also a lessor to third party tenants who either lease certain portions of facilities that we own or sublease certain portions of facilities that we lease. Lease income from owned facilities is recorded as rental income and sublease income from leased facilities is recorded against lease expense in the Condensed Consolidated Statements of Operations. All of our leases for which we are the lessor are classified as operating leases under Topic 842. |
Revenue and Related Contract _2
Revenue and Related Contract Costs and Contract Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Revenue From Contract With Customer [Abstract] | |
Summary of Changes in Contract Liabilities | Changes to contract liabilities are as follows: (in thousands) Balance at December 31, 2018 $ 35,600 Cash additions 150,566 Revenue recognized (123,330 ) Foreign exchange translation adjustment (451 ) Balance at September 30, 2019 $ 62,385 |
Summary of Changes in Contract Costs | Changes to contract costs are as follows: (in thousands) Balance at December 31, 2018 $ 21,478 Additions 58,330 Expenses (44,666 ) Cancelled (45 ) Foreign exchange translation adjustment (263 ) Balance at September 30, 2019 $ 34,834 |
Disaggregate GES and Pursuit Revenue by Major Product Line Timing of Revenue Recognition and Markets Served | The following tables disaggregate GES and Pursuit revenue by major product line, timing of revenue recognition, and markets served: GES Three Months Ended September 30, 2019 (in thousands) GES North America (1) GES EMEA (1) Intersegment Eliminations Total Services: Core services $ 155,581 $ 22,425 $ — $ 178,006 Audio-visual 18,742 4,402 — 23,144 Event technology 4,760 1,414 — 6,174 Intersegment eliminations — — (5,724 ) (5,724 ) Total services 179,083 28,241 (5,724 ) 201,600 Products: Core products 12,900 12,945 — 25,845 Total revenue $ 191,983 $ 41,186 $ (5,724 ) $ 227,445 Timing of revenue recognition: Services transferred over time $ 179,083 $ 28,241 $ (5,724 ) $ 201,600 Products transferred over time (2) 10,558 2,305 — 12,863 Products transferred at a point in time 2,342 10,640 — 12,982 Total revenue $ 191,983 $ 41,186 $ (5,724 ) $ 227,445 Markets: Exhibitions $ 89,088 $ 29,519 $ — $ 118,607 Conferences 56,205 6,320 — 62,525 Corporate events 41,205 5,147 — 46,352 Consumer events 5,485 200 — 5,685 Intersegment eliminations — — (5,724 ) (5,724 ) Total revenue $ 191,983 $ 41,186 $ (5,724 ) $ 227,445 (1) During the first quarter of 2019, we realigned GES’ organizational structure. As a result, we changed GES’ reportable segments to reflect how our chief operating decision maker regularly reviews and makes decisions regarding the allocation of resources. Accordingly, GES’ new reportable segments are GES North America and GES EMEA. (2) GES’ graphics product revenue is recognized over time as it is considered a part of the single performance obligation satisfied over time. Nine Months Ended September 30, 2019 (in thousands) GES North America (1) GES EMEA (1) Intersegment Eliminations Total Services: Core services $ 563,566 $ 95,309 $ — $ 658,875 Audio-visual 61,323 15,171 — 76,494 Event technology 23,368 6,501 — 29,869 Intersegment eliminations — — (14,731 ) (14,731 ) Total services 648,257 116,981 (14,731 ) 750,507 Products: Core products 50,649 48,086 — 98,735 Total revenue $ 698,906 $ 165,067 $ (14,731 ) $ 849,242 Timing of revenue recognition: Services transferred over time $ 648,257 $ 116,981 $ (14,731 ) $ 750,507 Products transferred over time (2) 33,601 10,595 — 44,196 Products transferred at a point in time 17,048 37,491 — 54,539 Total revenue $ 698,906 $ 165,067 $ (14,731 ) $ 849,242 Markets: Exhibitions $ 364,404 $ 124,467 $ — $ 488,871 Conferences 209,522 20,172 — 229,694 Corporate events 103,860 19,464 — 123,324 Consumer events 21,120 964 — 22,084 Intersegment eliminations — — (14,731 ) (14,731 ) Total revenue $ 698,906 $ 165,067 $ (14,731 ) $ 849,242 (1) During the first quarter of 2019, we realigned GES’ organizational structure. As a result, we changed GES’ reportable segments to reflect how our chief operating decision maker regularly reviews and makes decisions regarding the allocation of resources. Accordingly, GES’ new reportable segments are GES North America and GES EMEA. (2) GES’ graphics product revenue is recognized over time as it is considered a part of the single performance obligation satisfied over time. Three Months Ended September 30, 2018 (in thousands) GES North America (1) GES EMEA (1) Intersegment Eliminations Total Services: Core services $ 162,967 $ 27,511 $ — $ 190,478 Audio-visual 17,309 4,423 — 21,732 Event technology 4,874 1,745 — 6,619 Intersegment eliminations — — (2,379 ) (2,379 ) Total services 185,150 33,679 (2,379 ) 216,450 Products: Core products 15,705 13,955 — 29,660 Total revenue $ 200,855 $ 47,634 $ (2,379 ) $ 246,110 Timing of revenue recognition: Services transferred over time $ 185,150 $ 33,679 $ (2,379 ) $ 216,450 Products transferred over time (2) 10,645 2,862 — 13,507 Products transferred at a point in time 5,060 11,093 — 16,153 Total revenue $ 200,855 $ 47,634 $ (2,379 ) $ 246,110 Markets: Exhibitions $ 114,387 $ 35,787 $ — $ 150,174 Conferences 42,053 4,232 — 46,285 Corporate events 35,555 6,728 — 42,283 Consumer events 8,860 887 — 9,747 Intersegment eliminations — — (2,379 ) (2,379 ) Total revenue $ 200,855 $ 47,634 $ (2,379 ) $ 246,110 (1) During the first quarter of 2019, we realigned GES’ organizational structure. As a result, we changed GES’ reportable segments to reflect how our chief operating decision maker regularly reviews and makes decisions regarding the allocation of resources. Accordingly, GES’ new reportable segments are GES North America and GES EMEA. (2) GES’ graphics product revenue is recognized over time as it is considered a part of the single performance obligation satisfied over time. Nine Months Ended September 30, 2018 (in thousands) GES North America (1) GES EMEA (1) Intersegment Eliminations Total Services: Core services $ 555,175 $ 88,270 $ — $ 643,445 Audio-visual 55,134 14,144 — 69,278 Event technology 23,443 7,866 — 31,309 Intersegment eliminations — — (11,888 ) (11,888 ) Total services 633,752 110,280 (11,888 ) 732,144 Products: Core products 50,058 46,936 — 96,994 Total revenue $ 683,810 $ 157,216 $ (11,888 ) $ 829,138 Timing of revenue recognition: Services transferred over time $ 633,752 $ 110,280 $ (11,888 ) $ 732,144 Products transferred over time (2) 32,982 11,018 — 44,000 Products transferred at a point in time 17,076 35,918 — 52,994 Total revenue $ 683,810 $ 157,216 $ (11,888 ) $ 829,138 Markets: Exhibitions $ 397,945 $ 116,410 $ — $ 514,355 Conferences 170,910 21,677 — 192,587 Corporate events 93,797 17,170 — 110,967 Consumer events 21,158 1,959 — 23,117 Intersegment eliminations — — (11,888 ) (11,888 ) Total revenue $ 683,810 $ 157,216 $ (11,888 ) $ 829,138 (1) During the first quarter of 2019, we realigned GES’ organizational structure. As a result, we changed GES’ reportable segments to reflect how our chief operating decision maker regularly reviews and makes decisions regarding the allocation of resources. Accordingly, GES’ new reportable segments are GES North America and GES EMEA. (2) GES’ graphics product revenue is recognized over time as it is considered a part of the single performance obligation satisfied over time. Pursuit Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2019 2018 2019 2018 Services: Admissions $ 49,353 $ 51,316 $ 76,034 $ 78,375 Accommodations 41,292 24,623 56,636 35,358 Transportation 6,868 7,602 12,817 14,292 Travel planning 2,004 651 4,107 1,450 Intersegment eliminations (671 ) (554 ) (1,355 ) (1,260 ) Total services revenue 98,846 83,638 148,239 128,215 Products: Food and beverage 19,333 16,074 28,903 23,998 Retail operations 16,864 12,341 23,977 17,917 Total products revenue 36,197 28,415 52,880 41,915 Total revenue $ 135,043 $ 112,053 $ 201,119 $ 170,130 Timing of revenue recognition: Services transferred over time $ 98,846 $ 83,638 $ 148,239 $ 128,215 Products transferred at a point in time 36,197 28,415 52,880 41,915 Total revenue $ 135,043 $ 112,053 $ 201,119 $ 170,130 Markets: Banff Jasper Collection $ 75,337 $ 58,525 $ 116,433 $ 94,133 Alaska Collection 26,909 25,546 39,287 36,373 Glacier Park Collection 28,098 23,418 36,296 30,684 FlyOver 4,699 4,564 9,103 8,940 Total revenue $ 135,043 $ 112,053 $ 201,119 $ 170,130 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Share-Based Compensation Expense | The following table summarizes share-based compensation expense: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2019 2018 2019 2018 Performance unit incentive plan (“PUP”) $ 1,033 $ 1,607 $ 4,013 $ 3,125 Restricted stock 687 609 2,163 1,779 Restricted stock units 111 78 272 152 Share-based compensation before income tax benefit 1,831 2,294 6,448 5,056 Income tax benefit (460 ) (580 ) (1,625 ) (1,276 ) Share-based compensation, net of income tax benefit $ 1,371 $ 1,714 $ 4,823 $ 3,780 |
Summary of Activity of the Outstanding Share-Based Compensation Awards | The following table summarizes the activity of the outstanding share-based compensation awards: PUP Awards Restricted Stock Restricted Stock Units Shares Weighted-Average Grant Date Fair Value Shares Weighted-Average Grant Date Fair Value Shares Weighted-Average Grant Date Fair Value Balance at December 31, 2018 239,809 $ 40.65 176,769 $ 40.87 12,090 $ 39.04 Granted 73,418 $ 58.28 55,440 $ 57.86 5,025 $ 56.81 Vested (95,309 ) $ 26.98 (82,647 ) $ 32.15 (5,377 ) $ 26.98 Forfeited (2,192 ) $ 55.92 (5,323 ) $ 50.03 (115 ) $ 52.15 Balance at September 30, 2019 215,726 $ 52.54 144,239 $ 52.05 11,623 $ 52.17 |
Summary of Stock Option Activity | The following table summarizes stock option activity: Shares Weighted-Average Exercise Price Options outstanding and exercisable at December 31, 2018 58,689 $ 16.62 Exercised (5,546 ) $ 16.62 Options outstanding and exercisable at September 30, 2019 53,143 $ 16.62 |
Acquisition of Businesses (Tabl
Acquisition of Businesses (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary recording of the fair value allocation of the assets acquired and liabilities assumed as of the date of acquisition. During the three months ended September 30, 2019, we made certain purchase accounting measurement period adjustments based on refinements to assumptions used in the preliminary valuation. The purchase price allocation is not yet final and is subject to change within the measurement period (up to one year from the acquisition date) as the valuation of property and equipment, intangible assets, and working capital is finalized. (in thousands) Purchase price paid as: Cash $ 70,975 Cash - Additional purchase price paid for tax liability 4,862 Net working capital adjustment 18 Consideration transferred 75,855 Right to manage (1,276 ) Purchase price, net 74,579 Fair value of net assets acquired: Accounts receivable $ 333 Inventories 152 Prepaid expenses 276 Property and equipment 101,840 Intangible assets 21,982 Total assets acquired 124,583 Accounts payable 329 Advanced deposits payable 400 Deferred tax liability 11,463 Other liabilities 16 Total liabilities assumed 12,208 Noncontrolling interest equity 49,719 Total fair value of net assets acquired 62,656 Excess purchase price over fair value of net assets acquired (“goodwill”) $ 11,923 |
Schedule of Proforma Results of Operations | The following table summarizes the unaudited pro forma results of operations attributable to Viad, assuming the Mountain Park Lodges acquisition had been completed on January 1, 2018: Three Months Ended Nine Months Ended (in thousands, except per share data) September 30, 2019 September 30, 2018 September 30, 2019 September 30, 2018 Revenue $ 362,488 $ 370,025 $ 1,058,622 $ 1,022,463 Depreciation and amortization $ 16,347 $ 17,529 $ 46,695 $ 48,455 Income (loss) from continuing operations $ 34,607 $ 42,500 $ 28,709 $ 53,651 Net income (loss) attributable to Viad $ 31,416 $ 39,549 $ 26,765 $ 52,334 Diluted income (loss) per share $ 1.53 $ 1.94 $ 1.29 $ 2.55 Basic income (loss) per share $ 1.53 $ 1.94 $ 1.29 $ 2.56 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Components of Inventories | The components of inventories consisted of the following: September 30, December 31, (in thousands) 2019 2018 Raw materials $ 10,656 $ 12,368 Finished goods 5,667 4,261 Inventories $ 16,323 $ 16,629 |
Other Current Assets (Tables)
Other Current Assets (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | |
Schedule of Other Current Assets | Other current assets consisted of the following: September 30, December 31, (in thousands) 2019 2018 Income tax receivable $ 9,672 $ 10,886 Prepaid software maintenance 5,070 4,010 Prepaid vendor payments 3,992 4,492 Prepaid insurance 2,521 2,754 Prepaid taxes 1,625 591 Prepaid other 2,737 1,755 Other 966 998 Other current assets $ 26,583 $ 25,486 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment | Property and equipment consisted of the following: September 30, December 31, (in thousands) 2019 2018 Land and land interests $ 33,984 $ 32,887 Buildings and leasehold improvements 366,633 238,995 Equipment and other 411,824 383,284 Gross property and equipment 812,441 655,166 Accumulated depreciation (351,165 ) (321,319 ) Property and equipment, net (excluding finance leases) 461,276 333,847 Finance lease right-of-use assets, net 25,257 — Property and equipment, net $ 486,533 $ 333,847 |
Other Investments and Assets (T
Other Investments and Assets (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Investments All Other Investments [Abstract] | |
Summary of Other Investments and Assets | Other investments and assets consisted of the following: September 30, December 31, (in thousands) 2019 2018 Cash surrender value of life insurance $ 24,060 $ 23,815 Self-insured liability receivable 9,176 9,176 Contract costs 3,175 3,461 Other mutual funds 2,933 2,517 Other 3,159 3,941 Other investments and assets $ 42,503 $ 42,910 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of the Goodwill Balances by Component and Segment | The changes in the carrying amount of goodwill are as follows: (in thousands) GES North America GES EMEA Pursuit Total Balance at December 31, 2018 $ 154,944 $ 29,954 $ 76,432 $ 261,330 Business acquisitions — — 12,413 12,413 Foreign currency translation adjustments 200 (1,126 ) 1,506 580 Other adjustment — — 1,245 1,245 Balance at September 30, 2019 $ 155,144 $ 28,828 $ 91,596 $ 275,568 |
Summary of Other Intangible Assets | Other intangible assets consisted of the following: September 30, 2019 December 31, 2018 (in thousands) Useful Life (Years) Gross Carrying Value Accumulated Amortization Net Carrying Value Gross Carrying Value Accumulated Amortization Net Carrying Value Intangible assets subject to amortization: Customer contracts and relationships 7.4 $ 73,249 $ (36,645 ) $ 36,604 $ 67,729 $ (31,201 ) $ 36,528 Operating contracts and licenses 26.6 23,933 (1,803 ) 22,130 9,180 (1,376 ) 7,804 Tradenames 6.8 9,289 (4,100 ) 5,189 7,705 (3,109 ) 4,596 Non-compete agreements 2.3 5,149 (4,816 ) 333 5,174 (4,080 ) 1,094 Other 8.1 16,148 (835 ) 15,313 1,365 (553 ) 812 Total amortized intangible assets 127,768 (48,199 ) 79,569 91,153 (40,319 ) 50,834 Indefinite-lived intangible assets: Business licenses 460 — 460 460 — 460 Other intangible assets $ 128,228 $ (48,199 ) $ 80,029 $ 91,613 $ (40,319 ) $ 51,294 |
Estimated Future Amortization Expense Related to Intangible Assets Subject to Amortization | At September 30, 2019, the estimated future amortization expense related to intangible assets subject to amortization is as follows: (in thousands) Year ending December 31, Remainder of 2019 $ 2,569 2020 10,030 2021 8,987 2022 7,698 2023 6,481 Thereafter 43,804 Total $ 79,569 |
Other Current Liabilities (Tabl
Other Current Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Other Liabilities Current [Abstract] | |
Other Current Liabilities | Other current liabilities consisted of the following: September 30, December 31, (in thousands) 2019 2018 Continuing operations: Commissions payable $ 8,660 $ 2,703 Self-insured liability 6,161 5,688 Accrued sales and use taxes 5,183 5,397 Accrued employee benefit costs 4,493 3,224 Accrued income tax payable 3,623 — Accrued legal settlement 2,500 — Current portion of pension and postretirement liabilities 2,134 2,310 Accrued dividends 2,010 2,012 Accrued restructuring 1,753 716 Accommodation services deposits 1,483 1,541 Accrued professional fees 1,261 886 Deferred rent (1) — 1,659 Other taxes 1,139 695 Other 3,462 4,501 Total continuing operations 43,862 31,332 Discontinued operations: Environmental remediation liabilities 407 555 Self-insured liability 252 295 Other 76 76 Total discontinued operations 735 926 Total other current liabilities $ 44,597 $ 32,258 (1) lease obligations |
Other Deferred Items and Liab_2
Other Deferred Items and Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Other Liabilities Disclosure [Abstract] | |
Summary of Other Deferred Items and Liabilities | Other deferred items and liabilities consisted of the following: September 30, December 31, (in thousands) 2019 2018 Continuing operations: Foreign deferred tax liability $ 17,933 $ 9,768 Multi-employer pension plan withdrawal liability 15,508 — Self-insured liability 9,429 10,681 Self-insured excess liability 9,176 9,176 Accrued compensation 7,104 6,664 Accrued restructuring 2,200 1,535 Contract liabilities 125 2,124 Deferred rent (1) — 2,719 Other 3,093 1,868 Total continuing operations 64,568 44,535 Discontinued operations: Self-insured liability 2,273 2,437 Environmental remediation liabilities 1,871 1,775 Other 497 244 Total discontinued operations 4,641 4,456 Total other deferred items and liabilities $ 69,209 $ 48,991 (1) Upon the adoption of Topic 842, we reclassified deferred rent to operating lease obligations |
Debt and Finance Lease Obliga_2
Debt and Finance Lease Obligations (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt and Finance Lease Obligations | The components of our long-term debt and finance lease obligations consisted of the following: September 30, December 31, (in thousands, except interest rates) 2019 2018 2018 Credit Facility, 4.1% weighted-average interest rate at September 30, 2019 and 4.3% at December 31, 2018, due through 2023 (1) $ 295,378 $ 227,792 FlyOver Iceland Credit Facility, 4.9% weighted-average interest rate at September 30, 2019, due through 2022 (1) 5,452 — Less unamortized debt issuance costs (1,925 ) (2,310 ) Total debt (2) 298,905 225,482 Finance lease obligations, 6.2% weighted-average interest rate at September 30, 2019 and 4.5% at December 31, 2018, due through 2021 25,330 4,639 Total debt and finance lease obligations (3) 324,235 230,121 Current portion (4) (298,940 ) (229,416 ) Long-term debt and finance lease obligations $ 25,295 $ 705 (1) Represents the weighted-average interest rate in effect at the respective periods, including any applicable margin. The interest rates do not include amortization of debt issuance costs or commitment fees. (2) The estimated fair value of total debt was $297.8 million as of September 30, 2019 and $228.6 million as of December 31, 2018. The fair value of debt was estimated by discounting the future cash flows using rates currently available for debt of similar terms and maturity, which is a Level 2 measurement. Refer to Note 13 – Fair Value Measurements. (3) Cash paid for interest on debt was $8.8 million for the nine months ended September 30, 2019 and $6.2 million for the nine months ended September 30, 2018. (4) Borrowings under the 2018 Credit Facility are classified as current because all borrowed amounts are due within one year. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Summary of Fair Value Assets Measured on Recurring Basis | The fair value information related to these assets is summarized in the following tables: Fair Value Measurements at Reporting Date Using (in thousands) September 30, 2019 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Money market funds (1) $ 122 $ 122 $ — $ — Other mutual funds (2) 2,933 2,933 — — Total assets at fair value on a recurring basis $ 3,055 $ 3,055 $ — $ — Fair Value Measurements at Reporting Date Using (in thousands) December 31, 2018 Quoted Prices in Active Markets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Assets: Money market funds (1) $ 121 $ 121 $ — $ — Other mutual funds (2) 2,517 2,517 — — Total assets at fair value on a recurring basis $ 2,638 $ 2,638 $ — $ — (1) Money market funds are included in “Cash and cash equivalents” in the Condensed Consolidated Balance Sheets. These investments are classified as available-for-sale and are recorded at fair value. There have been no realized gains or losses related to these investments and we have not experienced any redemption restrictions with respect to any of the money market mutual funds. (2) Other mutual funds are included in “Other investments and assets” in the Condensed Consolidated Balance Sheets. |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Accumulated Other Comprehensive Income Loss [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) | Changes in accumulated other comprehensive income (“AOCI”) by component are as follows: (in thousands) Cumulative Foreign Currency Translation Adjustments Unrecognized Net Actuarial Loss and Prior Service Credit, Net Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2018 $ (36,332 ) $ (11,643 ) $ (47,975 ) Other comprehensive income before reclassifications 3,868 — 3,868 Amounts reclassified from AOCI, net of tax — 196 196 Net other comprehensive income 3,868 196 4,064 Balance at September 30, 2019 $ (32,464 ) $ (11,447 ) $ (43,911 ) (in thousands) Unrealized Gains on Investments Cumulative Foreign Currency Translation Adjustments Unrecognized Net Actuarial Loss and Prior Service Credit, Net Accumulated Other Comprehensive Income (Loss) Balance at December 31, 2017 $ 616 $ (12,026 ) $ (11,158 ) $ (22,568 ) Other comprehensive loss before reclassifications — (7,864 ) — (7,864 ) Amounts reclassified from AOCI, net of tax — — (715 ) (715 ) Net other comprehensive loss — (7,864 ) (715 ) (8,579 ) Adoption of ASU 2016-01 (1) (616 ) — — (616 ) Balance at September 30, 2018 $ — $ (19,890 ) $ (11,873 ) $ (31,763 ) (1) Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities |
Income Per Share (Tables)
Income Per Share (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Reconciliation of Basic and Diluted Income Per Share | The components of basic and diluted income per share are as follows: Three Months Ended Nine Months Ended September 30, September 30, (in thousands, except per share data) 2019 2018 2019 2018 Net income attributable to Viad (diluted) $ 31,416 $ 37,389 $ 27,463 $ 51,492 Less: Allocation to non-vested shares (226 ) (338 ) (196 ) (493 ) Adjustment to the redemption value of redeemable noncontrolling interest (264 ) (84 ) (530 ) (174 ) Net income allocated to Viad common stockholders (basic) $ 30,926 $ 36,967 $ 26,737 $ 50,825 Basic weighted-average outstanding common shares 20,168 20,145 20,129 20,187 Additional dilutive shares related to share-based compensation 143 242 138 240 Diluted weighted-average outstanding shares 20,311 20,387 20,267 20,427 Income per share: Basic income attributable to Viad common stockholders $ 1.53 $ 1.84 $ 1.33 $ 2.52 Diluted income attributable to Viad common stockholders $ 1.53 $ 1.83 $ 1.33 $ 2.51 |
Pension and Postretirement Be_2
Pension and Postretirement Benefits (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Compensation And Retirement Disclosure [Abstract] | |
Components of Net Periodic Benefit Cost of Pension and Postretirement Benefit Plans | The components of net periodic benefit cost of our pension and postretirement benefit plans for the three months ended September 30, 2019 and 2018 consist of the following: Domestic Plans Pension Plans Postretirement Benefit Plans Foreign Pension Plans (in thousands) 2019 2018 2019 2018 2019 2018 Service cost $ 15 $ 13 $ 13 $ 4 $ 101 $ 138 Interest cost 209 198 93 129 92 91 Expected return on plan assets (35 ) (65 ) — — (122 ) (126 ) Amortization of prior service credit — — (47 ) (51 ) — — Recognized net actuarial loss 96 124 (43 ) 187 37 38 Net periodic benefit cost $ 285 $ 270 $ 16 $ 269 $ 108 $ 141 The components of net periodic benefit cost of our pension and postretirement benefit plans for the nine months ended September 30, 2019 and 2018 consist of the following: Domestic Plans Pension Plans Postretirement Benefit Plans Foreign Pension Plans (in thousands) 2019 2018 2019 2018 2019 2018 Service cost $ 46 $ 48 $ 48 $ 60 $ 303 $ 418 Interest cost 646 585 343 337 281 273 Expected return on plan assets (74 ) (145 ) — — (364 ) (382 ) Amortization of prior service credit — — (141 ) (154 ) — — Recognized net actuarial loss 302 370 84 304 111 120 Net periodic benefit cost $ 920 $ 858 $ 334 $ 547 $ 331 $ 429 |
Restructuring Charges (Tables)
Restructuring Charges (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Restructuring And Related Activities [Abstract] | |
Changes to Restructuring Liability by Major Restructuring Activity | Changes to the restructuring liability by major restructuring activity are as follows: GES Other Restructurings (in thousands) Severance & Employee Benefits Facilities Severance & Employee Benefits Total Balance at December 31, 2018 $ 2,039 $ 200 $ 12 $ 2,251 Restructuring charges 5,243 1,397 205 6,845 Cash payments (4,428 ) (513 ) (220 ) (5,161 ) Adjustment to liability (45 ) 56 7 18 Balance at September 30, 2019 $ 2,809 $ 1,140 $ 4 $ 3,953 |
Leases and Other (Tables)
Leases and Other (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Summary of Balance Sheet Presentation of Operating and Finance Leases | The balance sheet presentation of our operating and finance leases is as follows: September 30, (in thousands) Classification on the Condensed Consolidated Balance Sheet 2019 Assets: Operating lease assets Operating lease right-of-use assets $ 103,403 Finance lease assets Property and equipment, net 25,257 Total lease assets $ 128,660 Liabilities: Current: Operating lease obligations Operating lease obligations $ 22,526 Finance lease obligations Current portion of debt and finance lease obligations 2,784 Noncurrent: Operating lease obligations Long-term operating lease obligations 82,630 Finance lease obligations Long-term debt and finance lease obligations 22,546 Total lease liabilities $ 130,486 |
Components of Lease Expense | The components of lease expense consisted of the following: Three Months Ended Nine Months Ended (in thousands) September 30, 2019 September 30, 2019 Finance lease cost: Amortization of right-of-use assets $ 697 $ 1,895 Interest on lease liabilities 130 379 Operating lease cost 6,625 19,456 Short-term lease cost 571 1,348 Variable lease cost 1,478 4,695 Sublease income (1) 226 — Total lease cost, net $ 9,727 $ 27,773 (1) |
Schedule of Other Information Related to Operating and Finance Leases | Other information related to operating and finance leases are as follows: Three Months Ended Nine Months Ended (in thousands) September 30, 2019 September 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 7,250 $ 20,853 Operating cash flows from finance leases $ 210 $ 459 Financing cash flows from finance leases $ 525 $ 1,537 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 49,123 $ 62,375 Finance leases $ 14,893 $ 35,844 September 30, 2019 Weighted-average remaining lease term (years): Operating leases 8.23 Finance leases 15.41 Weighted-average discount rate: Operating leases 5.78 % Finance leases 6.16 % |
Schedule of Estimated Future Minimum Lease Payments Under Non-cancelable Leases Excluding Variable Leases and Variable Non-lease Components | As of September 30, 2019, the estimated future minimum lease payments under non-cancellable leases, excluding variable leases and variable non-lease components, are as follows: (in thousands) Operating Leases Finance Leases Total Remainder of 2019 $ 7,040 $ 1,323 $ 8,363 2020 23,839 4,136 27,975 2021 17,340 3,381 20,721 2022 15,102 2,920 18,022 2023 12,368 2,784 15,152 Thereafter 62,643 25,125 87,768 Total future lease payments 138,332 39,669 178,001 Less: Amount representing interest (33,176 ) (14,339 ) (47,515 ) Present value of minimum lease payments 105,156 25,330 130,486 Current portion 22,526 2,784 25,310 Long-term portion $ 82,630 $ 22,546 $ 105,176 |
Schedule of Estimated Future Minimum Rentals Under Non-cancellable Leases | As of September 30, 2019, the estimated future minimum rentals under non-cancellable leases, which includes rental income from facilities that we own and sublease income from facilities that we lease, are as follows: (in thousands) Remainder of 2019 $ 453 2020 2,020 2021 1,716 2022 1,384 2023 1,192 Thereafter 5,764 Total minimum sublease rents $ 12,529 |
Future minimum rental payments and related sublease rentals receivable | As previously disclosed in our 2018 Form 10-K and under the previous lease accounting standard, our future minimum rental payments and related sublease rentals receivable with respect to non-cancelable operating leases with terms in excess of one year would have been as follows as of December 31, 2018: (in thousands) Rental Payments Receivable Under Subleases 2019 $ 28,671 $ 2,382 2020 22,919 1,582 2021 13,217 1,711 2022 8,280 1,370 2023 6,201 1,270 Thereafter 8,305 2,798 Total $ 87,593 $ 11,113 |
Redeemable Noncontrolling Int_2
Redeemable Noncontrolling Interest (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Noncontrolling Interest [Abstract] | |
Summary of Changes in Redeemable Noncontrolling Interest | Changes in the redeemable noncontrolling interest are as follows: (in thousands) Balance at December 31, 2018 $ 5,909 Net loss attributable to redeemable noncontrolling interest (644 ) Adjustment to the redemption value 530 Foreign currency translation adjustment (364 ) Balance at September 30, 2019 $ 5,431 |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Reconciliation of income statement items from reportable segments | Our reportable segments, with reconciliations to consolidated totals, are as follows: Three Months Ended Nine Months Ended September 30, September 30, (in thousands) 2019 2018 2019 2018 Revenue: GES: North America $ 191,983 $ 200,855 $ 698,906 $ 683,810 EMEA 41,186 47,634 165,067 157,216 Intersegment eliminations (5,724 ) (2,379 ) (14,731 ) (11,888 ) Total GES 227,445 246,110 849,242 829,138 Pursuit 135,043 112,053 201,119 170,130 Total revenue $ 362,488 $ 358,163 $ 1,050,361 $ 999,268 Segment operating income (loss): GES: North America $ (8,562 ) $ 1,367 $ 22,635 $ 25,055 EMEA (3,024 ) (207 ) 2,775 5,690 Total GES (11,586 ) 1,160 25,410 30,745 Pursuit 66,392 55,408 64,710 53,770 Segment operating income 54,806 56,568 90,120 84,515 Corporate eliminations (1) 16 18 49 51 Corporate activities (2,680 ) (3,777 ) (7,795 ) (8,529 ) Operating income 52,142 52,809 82,374 76,037 Interest income 79 101 260 238 Interest expense (3,740 ) (2,608 ) (9,612 ) (7,031 ) Multi-employer pension plan withdrawal — — (15,508 ) — Other expense (281 ) (527 ) (1,192 ) (1,308 ) Restructuring recoveries (charges): GES North America (881 ) (162 ) (5,139 ) (402 ) GES EMEA (759 ) (13 ) (1,501 ) (467 ) Pursuit — — — (140 ) Corporate (62 ) — (205 ) 10 Impairment recoveries: Pursuit — — — 35 Legal settlement: GES — — (8,500 ) — Income from continuing operations before income taxes $ 46,498 $ 49,600 $ 40,977 $ 66,972 (1) |
Overview and Basis of Present_3
Overview and Basis of Presentation - Narrative (Details) | Jan. 01, 2019USD ($) | Sep. 30, 2019USD ($)SegmentLodgeRecreationalExcursion |
Overview And Summary Of Significant Accounting Policies [Line Items] | ||
Number of reportable segments | Segment | 3 | |
Operating lease right-of-use assets | $ | $ 103,403,000 | |
Operating lease, liability | $ | $ 105,156,000 | |
Percentage of non equity ownership related redeemable noncontrolling interests | 54.50% | |
Renewal lease starting period | 2019 | |
Maximum | ||
Overview And Summary Of Significant Accounting Policies [Line Items] | ||
Lease expiration period | 25 years | |
Maximum | Land | ||
Overview And Summary Of Significant Accounting Policies [Line Items] | ||
Lease expiration period | 42 years | |
Glacier Park Inc | ||
Overview And Summary Of Significant Accounting Policies [Line Items] | ||
Percentage of non-equity ownership related to non-redeemable noncontrolling interests | 20.00% | |
Mountain Park Lodges | ||
Overview And Summary Of Significant Accounting Policies [Line Items] | ||
Percentage of non-equity ownership related to non-redeemable noncontrolling interests | 40.00% | |
Accounting Standards Update 2016-02 | ||
Overview And Summary Of Significant Accounting Policies [Line Items] | ||
Cumulative effect adjustment to retained earnings | $ | $ 0 | |
Operating lease right-of-use assets | $ | 59,000,000 | |
Operating lease, liability | $ | $ 59,000,000 | |
GES | ||
Overview And Summary Of Significant Accounting Policies [Line Items] | ||
Number of live event markets | Segment | 4 | |
Pursuit | ||
Overview And Summary Of Significant Accounting Policies [Line Items] | ||
Number of business lines | Segment | 4 | |
Pursuit | Banff Jasper Collection | ||
Overview And Summary Of Significant Accounting Policies [Line Items] | ||
Number of recreational attractions | Recreational | 5 | |
Pursuit | Banff Jasper Collection | Banff National Park | ||
Overview And Summary Of Significant Accounting Policies [Line Items] | ||
Number of lodges | 2 | |
Pursuit | Banff Jasper Collection | Jasper National Park | ||
Overview And Summary Of Significant Accounting Policies [Line Items] | ||
Number of lodges | 8 | |
Pursuit | Alaska Collection | Denali National Park and Preserve | ||
Overview And Summary Of Significant Accounting Policies [Line Items] | ||
Number of lodges | 2 | |
Number of sightseeing excursion | Excursion | 1 | |
Pursuit | Alaska Collection | Talkeetna | ||
Overview And Summary Of Significant Accounting Policies [Line Items] | ||
Number of lodges | 1 | |
Pursuit | Alaska Collection | Kenai Fjords National Park | ||
Overview And Summary Of Significant Accounting Policies [Line Items] | ||
Number of lodges | 2 | |
Pursuit | Glacier Park Collection | ||
Overview And Summary Of Significant Accounting Policies [Line Items] | ||
Number of lodges | 9 |
Revenue and Related Contract _3
Revenue and Related Contract Costs and Contract Liabilities - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenue recognition description of capitalized contract costs | Capitalized contract costs are expensed upon the transfer of the related goods or services and are included in cost of services or cost of products, as applicable | |||
Capitalized contract costs to obtain contracts | $ 2,400,000 | $ 2,400,000 | ||
Capitalized contract costs to fulfill contracts | 32,400,000 | $ 32,400,000 | ||
Impairment loss on capitalized contract costs | $ 0 | $ 0 | $ 0 | |
GES | ||||
Disaggregation Of Revenue [Line Items] | ||||
Performance obligation description of payment terms | Payment terms are generally within 30-60 days and contain no significant financing components | |||
GES | Minimum | ||||
Disaggregation Of Revenue [Line Items] | ||||
Performance obligation payment terms | 30 days | |||
GES | Maximum | ||||
Disaggregation Of Revenue [Line Items] | ||||
Performance obligation payment terms | 60 days | |||
Pursuit | ||||
Disaggregation Of Revenue [Line Items] | ||||
Performance obligation description of payment terms | When credit is extended, payment terms are generally within 30 days and contain no significant financing components | |||
Performance obligation payment terms | 30 days |
Revenue and Related Contract _4
Revenue and Related Contract Costs and Contract Liabilities - Summary of Changes in Contract Liabilities (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Revenue From Contract With Customer [Abstract] | |
Balance at December 31, 2018 | $ 35,600 |
Cash additions | 150,566 |
Revenue recognized | (123,330) |
Foreign exchange translation adjustment | (451) |
Balance at September 30, 2019 | $ 62,385 |
Revenue and Related Contract _5
Revenue and Related Contract Costs and Contract Liabilities - Summary of Changes in Contract Costs (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Revenue From Contract With Customer [Abstract] | |
Balance at December 31, 2018 | $ 21,478 |
Additions | 58,330 |
Expenses | (44,666) |
Cancelled | (45) |
Foreign exchange translation adjustment | (263) |
Balance at September 30, 2019 | $ 34,834 |
Revenue and Related Contract _6
Revenue and Related Contract Costs and Contract Liabilities - Disaggregate GES and Pursuit Revenue by Major Product Line Timing of Revenue Recognition and Markets Served (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | $ 362,488 | $ 358,163 | $ 1,050,361 | $ 999,268 | |
GES | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 227,445 | 246,110 | 849,242 | 829,138 | |
GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 227,445 | 246,110 | 849,242 | 829,138 | |
GES | Intersegment Eliminations | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | (5,724) | (2,379) | (14,731) | (11,888) | |
Pursuit | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 135,043 | 112,053 | 201,119 | 170,130 | |
Pursuit | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 135,043 | 112,053 | 201,119 | 170,130 | |
Pursuit | Intersegment Eliminations | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | (671) | (554) | (1,355) | (1,260) | |
EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 191,983 | 200,855 | 698,906 | 683,810 |
EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 41,186 | 47,634 | 165,067 | 157,216 |
Services Transferred Over Time | GES | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 201,600 | 216,450 | 750,507 | 732,144 | |
Services Transferred Over Time | GES | Intersegment Eliminations | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | (5,724) | (2,379) | (14,731) | (11,888) | |
Services Transferred Over Time | Pursuit | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 98,846 | 83,638 | 148,239 | 128,215 | |
Services Transferred Over Time | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 179,083 | 185,150 | 648,257 | 633,752 |
Services Transferred Over Time | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 28,241 | 33,679 | 116,981 | 110,280 |
Products Transferred Over Time | GES | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [2] | 12,863 | 13,507 | 44,196 | 44,000 |
Products Transferred Over Time | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1],[2] | 10,558 | 10,645 | 33,601 | 32,982 |
Products Transferred Over Time | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1],[2] | 2,305 | 2,862 | 10,595 | 11,018 |
Products Transferred at a Point in Time | GES | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 12,982 | 16,153 | 54,539 | 52,994 | |
Products Transferred at a Point in Time | Pursuit | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 36,197 | 28,415 | 52,880 | 41,915 | |
Products Transferred at a Point in Time | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 2,342 | 5,060 | 17,048 | 17,076 |
Products Transferred at a Point in Time | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 10,640 | 11,093 | 37,491 | 35,918 |
Core Services | GES | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 178,006 | 190,478 | 658,875 | 643,445 | |
Core Services | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 155,581 | 162,967 | 563,566 | 555,175 |
Core Services | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 22,425 | 27,511 | 95,309 | 88,270 |
Audio Visual | GES | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 23,144 | 21,732 | 76,494 | 69,278 | |
Audio Visual | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 18,742 | 17,309 | 61,323 | 55,134 |
Audio Visual | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 4,402 | 4,423 | 15,171 | 14,144 |
Event Technology | GES | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 6,174 | 6,619 | 29,869 | 31,309 | |
Event Technology | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 4,760 | 4,874 | 23,368 | 23,443 |
Event Technology | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 1,414 | 1,745 | 6,501 | 7,866 |
Total Services | GES | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 201,600 | 216,450 | 750,507 | 732,144 | |
Total Services | GES | Intersegment Eliminations | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | (5,724) | (2,379) | (14,731) | (11,888) | |
Total Services | Pursuit | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 98,846 | 83,638 | 148,239 | 128,215 | |
Total Services | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 179,083 | 185,150 | 648,257 | 633,752 |
Total Services | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 28,241 | 33,679 | 116,981 | 110,280 |
Core Products | GES | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 25,845 | 29,660 | 98,735 | 96,994 | |
Core Products | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 12,900 | 15,705 | 50,649 | 50,058 |
Core Products | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 12,945 | 13,955 | 48,086 | 46,936 |
Exhibitions | GES | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 118,607 | 150,174 | 488,871 | 514,355 | |
Exhibitions | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 89,088 | 114,387 | 364,404 | 397,945 |
Exhibitions | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 29,519 | 35,787 | 124,467 | 116,410 |
Conferences | GES | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 62,525 | 46,285 | 229,694 | 192,587 | |
Conferences | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 56,205 | 42,053 | 209,522 | 170,910 |
Conferences | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 6,320 | 4,232 | 20,172 | 21,677 |
Corporate Events | GES | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 46,352 | 42,283 | 123,324 | 110,967 | |
Corporate Events | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 41,205 | 35,555 | 103,860 | 93,797 |
Corporate Events | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 5,147 | 6,728 | 19,464 | 17,170 |
Consumer Events | GES | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 5,685 | 9,747 | 22,084 | 23,117 | |
Consumer Events | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 5,485 | 8,860 | 21,120 | 21,158 |
Consumer Events | EMEA | GES | Operating Segments | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | [1] | 200 | 887 | 964 | 1,959 |
Accommodations | Pursuit | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 41,292 | 24,623 | 56,636 | 35,358 | |
Admissions | Pursuit | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 49,353 | 51,316 | 76,034 | 78,375 | |
Transportation | Pursuit | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 6,868 | 7,602 | 12,817 | 14,292 | |
Travel Planning | Pursuit | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 2,004 | 651 | 4,107 | 1,450 | |
Food and Beverage | Pursuit | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 19,333 | 16,074 | 28,903 | 23,998 | |
Retail Operations | Pursuit | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 16,864 | 12,341 | 23,977 | 17,917 | |
Products | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 62,042 | 58,076 | 151,615 | 138,910 | |
Products | Pursuit | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 36,197 | 28,415 | 52,880 | 41,915 | |
Banff Jasper Collection | Pursuit | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 75,337 | 58,525 | 116,433 | 94,133 | |
Alaska Collection | Pursuit | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 26,909 | 25,546 | 39,287 | 36,373 | |
Glacier Park Collection | Pursuit | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | 28,098 | 23,418 | 36,296 | 30,684 | |
FlyOver | Pursuit | |||||
Disaggregation Of Revenue [Line Items] | |||||
Total revenue | $ 4,699 | $ 4,564 | $ 9,103 | $ 8,940 | |
[1] | During the first quarter of 2019, we realigned GES’ organizational structure. As a result, we changed GES’ reportable segments to reflect how our chief operating decision maker regularly reviews and makes decisions regarding the allocation of resources. Accordingly, GES’ new reportable segments are GES North America and GES EMEA. | ||||
[2] | GES’ graphics product revenue is recognized over time as it is considered a part of the single performance obligation satisfied over time. |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Share-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Summary of share-based compensation expense | ||||
Share-based compensation before income tax benefit | $ 1,831 | $ 2,294 | $ 6,448 | $ 5,056 |
Income tax benefit | (460) | (580) | (1,625) | (1,276) |
Share-based compensation, net of income tax benefit | 1,371 | 1,714 | 4,823 | 3,780 |
Performance Unit Incentive Plan (“PUP”) | ||||
Summary of share-based compensation expense | ||||
Share-based compensation before income tax benefit | 1,033 | 1,607 | 4,013 | 3,125 |
Restricted stock | ||||
Summary of share-based compensation expense | ||||
Share-based compensation before income tax benefit | 687 | 609 | 2,163 | 1,779 |
Restricted stock units | ||||
Summary of share-based compensation expense | ||||
Share-based compensation before income tax benefit | $ 111 | $ 78 | $ 272 | $ 152 |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Repurchase of common stock for employee tax withholding obligations amount | $ 3,019,000 | $ 1,179,000 | |||
2017 Plan | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Useful Life of the plan | 10 years | ||||
Common stock shares issuable | 1,750,000 | 1,750,000 | |||
Shares available for grant | 1,582,828 | 1,582,828 | |||
2007 Plan | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Award vesting period | 3 years | ||||
2007 Plan | Performance Unit Incentive Plan (“PUP”) | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Awards with grant date fair value during the period | $ 4,300,000 | ||||
Stock value payable | 1,700,000 | ||||
Liability awards recorded | $ 5,100,000 | 5,100,000 | $ 7,000,000 | ||
Payments to employees | $ 5,600,000 | 5,900,000 | |||
Repurchase of common stock for employee tax withholding obligations amount, shares | 25,771 | ||||
Repurchase of common stock for employee tax withholding obligations amount | $ 1,500,000 | ||||
Paid to employees as shares | $ 3,400,000 | ||||
2007 Plan | Restricted Stock | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Repurchase of common stock for employee tax withholding obligations amount, shares | 24,586 | 21,767 | |||
Repurchase of common stock for employee tax withholding obligations amount | $ 1,400,000 | $ 1,200,000 | |||
Unamortized cost | 3,300,000 | $ 3,300,000 | |||
Recognition period of unrecognized cost | 1 year 3 months 18 days | ||||
2007 Plan | Restricted Stock Units | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Payments to employees | $ 300,000 | 200,000 | |||
Liabilities related to restricted stock | 400,000 | 400,000 | $ 400,000 | ||
Payments to employees in shares | 200,000 | ||||
Restructuring Charges | |||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||||
Share-based compensation before income tax benefit | $ 0 | $ 0 | $ 0 | $ 0 |
Share-Based Compensation - Su_2
Share-Based Compensation - Summary of Activity of the Outstanding Share-Based Compensation Awards (Details) | 9 Months Ended |
Sep. 30, 2019$ / sharesshares | |
Performance Unit Incentive Plan (“PUP”) | |
Summary of activity of the outstanding share-based compensation awards | |
Beginning Balance, Shares | shares | 239,809 |
Granted, Shares | shares | 73,418 |
Vested, Shares | shares | (95,309) |
Forfeited, Shares | shares | (2,192) |
Ending Balance, Shares | shares | 215,726 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Beginning Balance, Weighted-Average Grant Date Fair Value | $ / shares | $ 40.65 |
Granted, Weighted-Average Grant Date Fair Value | $ / shares | 58.28 |
Vested, Weighted-Average Grant Date Fair Value | $ / shares | 26.98 |
Forfeited, Weighted-Average Grant Date Fair Value | $ / shares | 55.92 |
Ending Balance, Weighted-Average Grant Date Fair Value | $ / shares | $ 52.54 |
Restricted Stock | |
Summary of activity of the outstanding share-based compensation awards | |
Beginning Balance, Shares | shares | 176,769 |
Granted, Shares | shares | 55,440 |
Vested, Shares | shares | (82,647) |
Forfeited, Shares | shares | (5,323) |
Ending Balance, Shares | shares | 144,239 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Beginning Balance, Weighted-Average Grant Date Fair Value | $ / shares | $ 40.87 |
Granted, Weighted-Average Grant Date Fair Value | $ / shares | 57.86 |
Vested, Weighted-Average Grant Date Fair Value | $ / shares | 32.15 |
Forfeited, Weighted-Average Grant Date Fair Value | $ / shares | 50.03 |
Ending Balance, Weighted-Average Grant Date Fair Value | $ / shares | $ 52.05 |
Restricted Stock Units | |
Summary of activity of the outstanding share-based compensation awards | |
Beginning Balance, Shares | shares | 12,090 |
Granted, Shares | shares | 5,025 |
Vested, Shares | shares | (5,377) |
Forfeited, Shares | shares | (115) |
Ending Balance, Shares | shares | 11,623 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract] | |
Beginning Balance, Weighted-Average Grant Date Fair Value | $ / shares | $ 39.04 |
Granted, Weighted-Average Grant Date Fair Value | $ / shares | 56.81 |
Vested, Weighted-Average Grant Date Fair Value | $ / shares | 26.98 |
Forfeited, Weighted-Average Grant Date Fair Value | $ / shares | 52.15 |
Ending Balance, Weighted-Average Grant Date Fair Value | $ / shares | $ 52.17 |
Share-Based Compensation - Su_3
Share-Based Compensation - Summary of Stock Option Activity (Details) | 9 Months Ended |
Sep. 30, 2019$ / sharesshares | |
Options outstanding and exercisable | |
Options outstanding and exercisable Beginning Balance, Shares | shares | 58,689 |
Exercised, Shares | shares | (5,546) |
Option outstanding and exercisable Ending Balance, Shares | shares | 53,143 |
Weighted-Average Exercise Price | |
Options outstanding and exercisable Beginning Balance, Weighted-Average Exercise Price | $ / shares | $ 16.62 |
Exercised, Weighted-Average Exercise Price | $ / shares | 16.62 |
Options outstanding and exercisable Ending Balance, Weighted-Average Exercise Price | $ / shares | $ 16.62 |
Acquisition of Businesses - Nar
Acquisition of Businesses - Narrative (Details) $ in Thousands, $ in Millions | Jul. 25, 2019USD ($) | Jun. 08, 2019USD ($)HotelGuest_Room | Jun. 08, 2019CAD ($)HotelGuest_Room | May 16, 2019USD ($) | Mar. 31, 2018USD ($) | Mar. 31, 2018CAD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Dec. 31, 2018USD ($) |
Business Acquisition [Line Items] | |||||||||||
Operating Income | $ 52,142 | $ 52,809 | $ 82,374 | $ 76,037 | |||||||
Total revenue | 362,488 | 358,163 | 1,050,361 | 999,268 | |||||||
Pursuit | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Total revenue | $ 135,043 | $ 112,053 | 201,119 | 170,130 | |||||||
Belton Chalet | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Purchase price | $ 3,200 | ||||||||||
Acquisition related costs | $ 300 | ||||||||||
Business acquisition date | May 16, 2019 | ||||||||||
Mountain Park Lodges | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Purchase price | $ 70,975 | ||||||||||
Acquisition related costs | 800 | $ 100 | |||||||||
Business acquisition date | Jun. 8, 2019 | Jun. 8, 2019 | |||||||||
Percentage of controlling interest acquired | 60.00% | 60.00% | |||||||||
Number of hotels acquired | Hotel | 7 | 7 | |||||||||
Total consideration | $ 76,000 | $ 100.6 | |||||||||
Percentage of operations results consolidated to financial statements | 100.00% | 100.00% | |||||||||
Percentage of non-redeemable noncontrolling portion of income (loss) recorded in financial statements | 40.00% | 40.00% | |||||||||
Operating Income | 7,100 | ||||||||||
Total revenue | $ 15,100 | ||||||||||
Identifiable intangible assets acquired | $ 22,000 | ||||||||||
Weighted average amortization period | 27 years 7 months 6 days | 27 years 7 months 6 days | |||||||||
Mountain Park Lodges | Sawridge Inn and Conference Centre | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Number of guest rooms | Guest_Room | 152 | 152 | |||||||||
Mountain Park Lodges | Pyramid Lake Resort | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Number of guest rooms | Guest_Room | 62 | 62 | |||||||||
Mountain Park Lodges | Crimson Hotel | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Number of guest rooms | Guest_Room | 99 | 99 | |||||||||
Mountain Park Lodges | Chateau Jasper | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Number of guest rooms | Guest_Room | 119 | 119 | |||||||||
Mountain Park Lodges | Pocahontas Cabins | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Number of guest rooms | Guest_Room | 57 | 57 | |||||||||
Mountain Park Lodges | Marmot Lodge | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Number of guest rooms | Guest_Room | 107 | 107 | |||||||||
Mountain Park Lodges | Lobstick Lodge | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Number of guest rooms | Guest_Room | 139 | 139 | |||||||||
Geothermal Lagoon Attraction | Pursuit | Geothermal Lagoon ehf | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Percentage of controlling interest acquired | 51.00% | ||||||||||
Payments to acquire controlling interest | $ 13,200 | ||||||||||
Maligne Canyon Restaurant | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Purchase price | $ 4,600 | $ 6 | |||||||||
Acquisition related costs | $ 24 | ||||||||||
Business acquisition date | Mar. 31, 2018 | Mar. 31, 2018 |
Acquisition of Businesses - Sch
Acquisition of Businesses - Schedule of Recognized Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Jun. 08, 2019 | Sep. 30, 2019 | Dec. 31, 2018 |
Business Acquisition [Line Items] | |||
Excess purchase price over fair value of net assets acquired (“goodwill”) | $ 275,568 | $ 261,330 | |
Mountain Park Lodges | |||
Business Acquisition [Line Items] | |||
Purchase price | $ 70,975 | ||
Cash - Additional purchase price paid for tax liability | 4,862 | ||
Net working capital adjustment | 18 | ||
Consideration transferred | 75,855 | ||
Right to manage | (1,276) | ||
Purchase price, net | 74,579 | ||
Accounts receivable | 333 | ||
Inventories | 152 | ||
Prepaid expenses | 276 | ||
Property and equipment | 101,840 | ||
Intangible assets | 21,982 | ||
Total assets acquired | 124,583 | ||
Accounts payable | 329 | ||
Advanced deposits payable | 400 | ||
Deferred tax liability | 11,463 | ||
Other liabilities | 16 | ||
Total liabilities assumed | 12,208 | ||
Noncontrolling interest equity | 49,719 | ||
Total fair value of net assets acquired | 62,656 | ||
Excess purchase price over fair value of net assets acquired (“goodwill”) | $ 11,923 |
Acquisition of Businesses - S_2
Acquisition of Businesses - Schedule of Proforma Results of Operations (Details) - Mountain Park Lodges - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Business Acquisition [Line Items] | ||||
Revenue | $ 362,488 | $ 370,025 | $ 1,058,622 | $ 1,022,463 |
Depreciation and amortization | 16,347 | 17,529 | 46,695 | 48,455 |
Income (loss) from continuing operations | 34,607 | 42,500 | 28,709 | 53,651 |
Net income (loss) attributable to Viad | $ 31,416 | $ 39,549 | $ 26,765 | $ 52,334 |
Diluted income (loss) per share | $ 1.53 | $ 1.94 | $ 1.29 | $ 2.55 |
Basic income (loss) per share | $ 1.53 | $ 1.94 | $ 1.29 | $ 2.56 |
Inventories - Components of Inv
Inventories - Components of Inventories (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Components of Inventories | ||
Raw materials | $ 10,656 | $ 12,368 |
Finished goods | 5,667 | 4,261 |
Inventories | $ 16,323 | $ 16,629 |
Other Current Assets - Schedule
Other Current Assets - Schedule of Other Current Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Deferred Costs Capitalized Prepaid And Other Assets Disclosure [Abstract] | ||
Income tax receivable | $ 9,672 | $ 10,886 |
Prepaid software maintenance | 5,070 | 4,010 |
Prepaid vendor payments | 3,992 | 4,492 |
Prepaid insurance | 2,521 | 2,754 |
Prepaid taxes | 1,625 | 591 |
Prepaid other | 2,737 | 1,755 |
Other | 966 | 998 |
Other current assets | $ 26,583 | $ 25,486 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Property Plant And Equipment [Line Items] | ||
Gross property and equipment | $ 812,441 | $ 655,166 |
Accumulated depreciation | (351,165) | (321,319) |
Property and equipment, net (excluding finance leases) | 461,276 | 333,847 |
Finance lease right-of-use assets, net | 25,257 | |
Property and equipment, net | 486,533 | 333,847 |
Land and land interests | ||
Property Plant And Equipment [Line Items] | ||
Gross property and equipment | 33,984 | 32,887 |
Buildings and leasehold improvements | ||
Property Plant And Equipment [Line Items] | ||
Gross property and equipment | 366,633 | 238,995 |
Equipment and other | ||
Property Plant And Equipment [Line Items] | ||
Gross property and equipment | $ 411,824 | $ 383,284 |
Property and Equipment - Narrat
Property and Equipment - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Property Plant And Equipment [Abstract] | ||||
Depreciation expense | $ 12,700 | $ 13,300 | $ 34,000 | $ 35,900 |
Amortization expense on finance leases | $ 697 | 1,895 | ||
Property and equipment purchased through accounts payable and accrued liabilities, increased amount | $ 2,000 | $ 4,400 |
Other Investments and Assets -
Other Investments and Assets - Summary of Other Investments and Assets (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Investments All Other Investments [Abstract] | ||
Cash surrender value of life insurance | $ 24,060 | $ 23,815 |
Self-insured liability receivable | 9,176 | 9,176 |
Contract costs | 3,175 | 3,461 |
Other mutual funds | 2,933 | 2,517 |
Other | 3,159 | 3,941 |
Other investments and assets | $ 42,503 | $ 42,910 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Summary of Goodwill Balances by Component and Segment (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Goodwill [Line Items] | |
Balance, beginning | $ 261,330 |
Business acquisitions | 12,413 |
Foreign currency translation adjustments | 580 |
Other adjustment | 1,245 |
Balance, ending | 275,568 |
GES North America | |
Goodwill [Line Items] | |
Balance, beginning | 154,944 |
Foreign currency translation adjustments | 200 |
Balance, ending | 155,144 |
GES EMEA | |
Goodwill [Line Items] | |
Balance, beginning | 29,954 |
Foreign currency translation adjustments | (1,126) |
Balance, ending | 28,828 |
Pursuit | |
Goodwill [Line Items] | |
Balance, beginning | 76,432 |
Business acquisitions | 12,413 |
Foreign currency translation adjustments | 1,506 |
Other adjustment | 1,245 |
Balance, ending | $ 91,596 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Summary of Other Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets, Net [Abstract] | ||
Intangible assets subject to amortization, Gross Carrying Value | $ 127,768 | $ 91,153 |
Intangible assets subject to amortization, Accumulated Amortization | (48,199) | (40,319) |
Intangible assets subject to amortization, Net Carrying Value | 79,569 | 50,834 |
Other intangible assets, Gross Carrying Value | 128,228 | 91,613 |
Other intangible assets, Net Carrying Value | $ 80,029 | 51,294 |
Customer contracts and relationships | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Intangible assets subject to amortization, Useful Life (Years) | 7 years 4 months 24 days | |
Intangible assets subject to amortization, Gross Carrying Value | $ 73,249 | 67,729 |
Intangible assets subject to amortization, Accumulated Amortization | (36,645) | (31,201) |
Intangible assets subject to amortization, Net Carrying Value | $ 36,604 | 36,528 |
Operating contracts and licenses | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Intangible assets subject to amortization, Useful Life (Years) | 26 years 7 months 6 days | |
Intangible assets subject to amortization, Gross Carrying Value | $ 23,933 | 9,180 |
Intangible assets subject to amortization, Accumulated Amortization | (1,803) | (1,376) |
Intangible assets subject to amortization, Net Carrying Value | $ 22,130 | 7,804 |
Tradenames | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Intangible assets subject to amortization, Useful Life (Years) | 6 years 9 months 18 days | |
Intangible assets subject to amortization, Gross Carrying Value | $ 9,289 | 7,705 |
Intangible assets subject to amortization, Accumulated Amortization | (4,100) | (3,109) |
Intangible assets subject to amortization, Net Carrying Value | $ 5,189 | 4,596 |
Non-compete agreements | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Intangible assets subject to amortization, Useful Life (Years) | 2 years 3 months 18 days | |
Intangible assets subject to amortization, Gross Carrying Value | $ 5,149 | 5,174 |
Intangible assets subject to amortization, Accumulated Amortization | (4,816) | (4,080) |
Intangible assets subject to amortization, Net Carrying Value | $ 333 | 1,094 |
Other | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Intangible assets subject to amortization, Useful Life (Years) | 8 years 1 month 6 days | |
Intangible assets subject to amortization, Gross Carrying Value | $ 16,148 | 1,365 |
Intangible assets subject to amortization, Accumulated Amortization | (835) | (553) |
Intangible assets subject to amortization, Net Carrying Value | 15,313 | 812 |
Business licenses | ||
Finite-Lived Intangible Assets, Net [Abstract] | ||
Indefinite-lived intangible assets, Gross Carrying Value | $ 460 | $ 460 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Services | ||||
Segment Reporting Information [Line Items] | ||||
Intangible asset amortization expense | $ 2.9 | $ 2.9 | $ 8.2 | $ 8.4 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Estimated Future Amortization Expense Related to Intangible Assets Subject to Amortization (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Estimated amortization expense related to amortized intangible assets | ||
Remainder of 2019 | $ 2,569 | |
2020 | 10,030 | |
2021 | 8,987 | |
2022 | 7,698 | |
2023 | 6,481 | |
Thereafter | 43,804 | |
Intangible assets subject to amortization, Net Carrying Value | $ 79,569 | $ 50,834 |
Other Current Liabilities - Sch
Other Current Liabilities - Schedule of Other Current Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | |
Continuing operations: | |||
Commissions payable | $ 8,660 | $ 2,703 | |
Self-insured liability | 6,161 | 5,688 | |
Accrued sales and use taxes | 5,183 | 5,397 | |
Accrued employee benefit costs | 4,493 | 3,224 | |
Accrued income tax payable | 3,623 | ||
Accrued legal settlement | 2,500 | ||
Current portion of pension and postretirement liabilities | 2,134 | 2,310 | |
Accrued dividends | 2,010 | 2,012 | |
Accrued restructuring | 1,753 | 716 | |
Accommodation services deposits | 1,483 | 1,541 | |
Accrued professional fees | 1,261 | 886 | |
Deferred rent | [1] | 1,659 | |
Other taxes | 1,139 | 695 | |
Other | 3,462 | 4,501 | |
Total continuing operations | 43,862 | 31,332 | |
Discontinued operations: | |||
Environmental remediation liabilities | 407 | 555 | |
Self-insured liability | 252 | 295 | |
Other | 76 | 76 | |
Total discontinued operations | 735 | 926 | |
Total other current liabilities | $ 44,597 | $ 32,258 | |
[1] | lease obligations |
Other Deferred Items and Liab_3
Other Deferred Items and Liabilities - Summary of Other Deferred Items and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | |
Continuing operations: | |||
Foreign deferred tax liability | $ 17,933 | $ 9,768 | |
Multi-employer pension plan withdrawal liability | 15,508 | ||
Self-insured liability | 9,429 | 10,681 | |
Self-insured excess liability | 9,176 | 9,176 | |
Accrued compensation | 7,104 | 6,664 | |
Accrued restructuring | 2,200 | 1,535 | |
Contract liabilities | 125 | 2,124 | |
Deferred rent | [1] | 2,719 | |
Other | 3,093 | 1,868 | |
Total continuing operations | 64,568 | 44,535 | |
Discontinued operations: | |||
Self-insured liability | 2,273 | 2,437 | |
Environmental remediation liabilities | 1,871 | 1,775 | |
Other | 497 | 244 | |
Total discontinued operations | 4,641 | 4,456 | |
Total other deferred items and liabilities | $ 69,209 | $ 48,991 | |
[1] | Upon the adoption of Topic 842, we reclassified deferred rent to operating lease obligations |
Debt and Finance Lease Obliga_3
Debt and Finance Lease Obligations - Schedule of Long-term Debt and Finance Lease Obligations (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | |||
Less unamortized debt issuance costs | $ (1,925) | $ (2,310) | |
Total debt | [1] | 298,905 | 225,482 |
Finance lease obligations, 6.2% weighted-average interest rate at September 30, 2019 and 4.5% at December 31, 2018, due through 2021 | 25,330 | 4,639 | |
Total debt and finance lease obligations | [2] | 324,235 | 230,121 |
Current portion | [3] | (298,940) | (229,416) |
Long-term debt and finance lease obligations | 25,295 | 705 | |
FlyOver Iceland Credit Facility | |||
Debt Instrument [Line Items] | |||
Credit facility | [4] | 5,452 | |
2018 Credit Agreement | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Credit facility | [4] | $ 295,378 | $ 227,792 |
[1] | The estimated fair value of total debt was $297.8 million as of September 30, 2019 and $228.6 million as of December 31, 2018. The fair value of debt was estimated by discounting the future cash flows using rates currently available for debt of similar terms and maturity, which is a Level 2 measurement. Refer to Note 13 – Fair Value Measurements | ||
[2] | Cash paid for interest on debt was $8.8 million for the nine months ended September 30, 2019 and $6.2 million for the nine months ended September 30, 2018. | ||
[3] | Borrowings under the 2018 Credit Facility are classified as current because all borrowed amounts are due within one year | ||
[4] | Represents the weighted-average interest rate in effect at the respective periods, including any applicable margin. The interest rates do not include amortization of debt issuance costs or commitment fees. |
Debt and Finance Lease Obliga_4
Debt and Finance Lease Obligations - Schedule of Long-term Debt and Finance Lease Obligations (Parenthetical) (Details) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Debt Instrument [Line Items] | |||
Weighted average interest rate on long term debt | 6.20% | 4.50% | |
Fair value of debt | $ 297.8 | $ 228.6 | |
Cash paid for interest on debt | $ 8.8 | $ 6.2 | |
Current revolving credit facility maturity period | 1 year | 1 year | |
FlyOver Iceland Credit Facility | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate on long term debt | 4.90% | ||
2018 Credit Agreement | Revolving Credit Facility | |||
Debt Instrument [Line Items] | |||
Interest rate on credit facility | 4.10% | 4.30% |
Debt and Finance Lease Obliga_5
Debt and Finance Lease Obligations - Narrative (Details) € in Millions | Oct. 24, 2018USD ($) | Sep. 30, 2019USD ($) | Feb. 15, 2019USD ($) | Feb. 15, 2019EUR (€) | Dec. 31, 2018USD ($) | |
FlyOver Iceland Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Maturity date | Mar. 1, 2022 | |||||
Revolving credit facility, balance outstanding | [1] | $ 5,452,000 | ||||
Maximum borrowing capacity on credit facility | $ 5,500,000 | € 5 | ||||
2018 Credit Agreement | Revolving Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Borrowing capacity on line of credit | $ 450,000,000 | |||||
Additional borrowing capacity on line of credit | 250,000,000 | |||||
Line of Credit borrowings used to support letter of credit | $ 20,000,000 | |||||
Maturity date | Oct. 24, 2023 | |||||
Interest coverage ratio | 1017.00% | |||||
Leverage ratio | 232.00% | |||||
Financial covenants leverage ratio step up | 400.00% | |||||
Minimum amount for material acquisition | $ 50,000,000 | |||||
Annual share repurchase and dividends limit on leverage ratio basis | $ 20,000,000 | |||||
Leverage ratio required for dividend or share activity | 275.00% | |||||
Maximum additional dividends amount permitted to distribute | $ 15,000,000 | |||||
Commitment fee percentage on line of credit | 0.35% | |||||
Remaining borrowing capacity on line of credit | $ 151,000,000 | |||||
Revolving credit facility, balance outstanding | [1] | 295,378,000 | $ 227,792,000 | |||
Letters of credit outstanding | $ 3,600,000 | |||||
2018 Credit Agreement | Revolving Credit Facility | Minimum | ||||||
Line of Credit Facility [Line Items] | ||||||
Interest coverage ratio | 300.00% | |||||
Leverage ratio | 350.00% | |||||
Top Tier Foreign Subsidiaries | 2018 Credit Agreement | Revolving Credit Facility | ||||||
Line of Credit Facility [Line Items] | ||||||
Percent of lenders security interest on capital stock foreign subsidiary | 65.00% | |||||
[1] | Represents the weighted-average interest rate in effect at the respective periods, including any applicable margin. The interest rates do not include amortization of debt issuance costs or commitment fees. |
Fair Value Measurements - Summa
Fair Value Measurements - Summary of Fair Value Assets Measured on Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 | |
Fair value information related to assets | |||
Assets | $ 3,055 | $ 2,638 | |
Quoted Prices in Active Markets (Level 1) | |||
Fair value information related to assets | |||
Assets | 3,055 | 2,638 | |
Money market funds | |||
Fair value information related to assets | |||
Assets | [1] | 122 | 121 |
Money market funds | Quoted Prices in Active Markets (Level 1) | |||
Fair value information related to assets | |||
Assets | [1] | 122 | 121 |
Other mutual funds | |||
Fair value information related to assets | |||
Assets | [2] | 2,933 | 2,517 |
Other mutual funds | Quoted Prices in Active Markets (Level 1) | |||
Fair value information related to assets | |||
Assets | [2] | $ 2,933 | $ 2,517 |
[1] | Money market funds are included in “Cash and cash equivalents” in the Condensed Consolidated Balance Sheets. These investments are classified as available-for-sale and are recorded at fair value. There have been no realized gains or losses related to these investments and we have not experienced any redemption restrictions with respect to any of the money market mutual funds. | ||
[2] | Other mutual funds are included in “Other investments and assets” in the Condensed Consolidated Balance Sheets. |
Fair Value Measurements - Sum_2
Fair Value Measurements - Summary of Fair Value Assets Measured on Recurring Basis (Parenthetical) (Details) - Money market funds | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Realized gains on the investments | $ 0 |
Unrealized gains on the investments | $ 0 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) - Schedule of Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||||
Beginning Balance | $ 436,181 | $ 442,937 | $ 450,555 | $ 442,937 | ||
Ending Balance | 478,064 | 429,479 | 532,527 | 478,064 | ||
Cumulative Foreign Currency Translation Adjustments | ||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||||
Beginning Balance | (12,026) | (36,332) | (12,026) | |||
Other comprehensive income (loss) before reclassifications | 3,868 | (7,864) | ||||
Net other comprehensive income (loss) | 3,868 | (7,864) | ||||
Ending Balance | (19,890) | (32,464) | (19,890) | |||
Unrecognized Net Actuarial Loss and Prior Service Credit, Net | ||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||||
Beginning Balance | (11,158) | (11,643) | (11,158) | |||
Amounts reclassified from AOCI, net of tax | 196 | (715) | ||||
Net other comprehensive income (loss) | 196 | (715) | ||||
Ending Balance | (11,873) | (11,447) | (11,873) | |||
Accumulated Other Comprehensive Income (Loss) | ||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||||
Beginning Balance | (33,719) | (22,568) | (47,975) | (22,568) | ||
Other comprehensive income (loss) before reclassifications | 3,868 | (7,864) | ||||
Amounts reclassified from AOCI, net of tax | 196 | (715) | ||||
Net other comprehensive income (loss) | 4,064 | (8,579) | ||||
Ending Balance | $ (31,763) | (25,848) | $ (43,911) | (31,763) | ||
Accumulated Other Comprehensive Income (Loss) | ASU 2016-01 | ||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||||
Adoption of ASU | (616) | (616) | [1] | |||
Unrealized Gains on Investments | ||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||||
Beginning Balance | $ 616 | 616 | ||||
Unrealized Gains on Investments | ASU 2016-01 | ||||||
Accumulated Other Comprehensive Income (Loss), Net of Tax [Roll Forward] | ||||||
Adoption of ASU | [1] | $ (616) | ||||
[1] | Financial Instruments – Overall: Recognition and Measurement of Financial Assets and Financial Liabilities |
Income Per Share - Reconciliati
Income Per Share - Reconciliation of Basic and Diluted Income (loss) Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Numerator: | ||||
Net income attributable to Viad (diluted) | $ 31,416 | $ 37,389 | $ 27,463 | $ 51,492 |
Less: Allocation to non-vested shares | (226) | (338) | (196) | (493) |
Adjustment to the redemption value of redeemable noncontrolling interest | (264) | (84) | (530) | (174) |
Net income allocated to Viad common stockholders (basic) | $ 30,926 | $ 36,967 | $ 26,737 | $ 50,825 |
Denominator: | ||||
Basic weighted-average outstanding common shares | 20,168 | 20,145 | 20,129 | 20,187 |
Additional dilutive shares related to share-based compensation | 143 | 242 | 138 | 240 |
Diluted weighted-average outstanding shares | 20,311 | 20,387 | 20,267 | 20,427 |
Basic income attributable to Viad common stockholders | $ 1.53 | $ 1.84 | $ 1.33 | $ 2.52 |
Diluted income attributable to Viad common stockholders | $ 1.53 | $ 1.83 | $ 1.33 | $ 2.51 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Tax Disclosure [Abstract] | ||||
Effective income tax rate | 25.60% | 21.80% | 26.50% | 22.80% |
Federal statutory tax rate | 21.00% | |||
Income taxes paid | $ 12.1 | $ 20.2 |
Pension and Postretirement Be_3
Pension and Postretirement Benefits - Components of Net Periodic Benefit Cost of Pension and Postretirement Benefit Plans (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Domestic Plans | Pension Plans | ||||
Net periodic benefit cost: | ||||
Service cost | $ 15 | $ 13 | $ 46 | $ 48 |
Interest cost | 209 | 198 | 646 | 585 |
Expected return on plan assets | (35) | (65) | (74) | (145) |
Recognized net actuarial loss | 96 | 124 | 302 | 370 |
Net periodic benefit cost | 285 | 270 | 920 | 858 |
Domestic Plans | Postretirement Benefit Plans | ||||
Net periodic benefit cost: | ||||
Service cost | 13 | 4 | 48 | 60 |
Interest cost | 93 | 129 | 343 | 337 |
Amortization of prior service credit | (47) | (51) | (141) | (154) |
Recognized net actuarial loss | (43) | 187 | 84 | 304 |
Net periodic benefit cost | 16 | 269 | 334 | 547 |
Foreign Pension Plans | ||||
Net periodic benefit cost: | ||||
Service cost | 101 | 138 | 303 | 418 |
Interest cost | 92 | 91 | 281 | 273 |
Expected return on plan assets | (122) | (126) | (364) | (382) |
Recognized net actuarial loss | 37 | 38 | 111 | 120 |
Net periodic benefit cost | $ 108 | $ 141 | $ 331 | $ 429 |
Pension and Postretirement Be_4
Pension and Postretirement Benefits - Narrative (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Postretirement Benefit Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
Amount expected to contribute in postretirement benefit plans | $ 1.2 |
Pension and Other Postretirement Benefit Contributions | 0.7 |
Funded Plans | Pension Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
Amount expected to contribute in funded pension plans | 1 |
Pension Contributions | 1 |
Unfunded Pension Plans | Pension Plans | |
Defined Benefit Plan Disclosure [Line Items] | |
Amount expected to contribute in unfunded pension plans | 1.2 |
Pension Contributions | $ 0.7 |
Restructuring Charges - Changes
Restructuring Charges - Changes to Restructuring Liability by Major Restructuring Activity (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Restructuring Cost And Reserve [Line Items] | ||||
Beginning balance | $ 2,251 | |||
Restructuring charges | $ 1,702 | $ 175 | 6,845 | $ 999 |
Cash payments | (5,161) | |||
Adjustment to liability | 18 | |||
Ending balance | 3,953 | 3,953 | ||
GES | Severance & Employee Benefits | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Beginning balance | 2,039 | |||
Restructuring charges | 5,243 | |||
Cash payments | (4,428) | |||
Adjustment to liability | (45) | |||
Ending balance | 2,809 | 2,809 | ||
GES | Facilities | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Beginning balance | 200 | |||
Restructuring charges | 1,397 | |||
Cash payments | (513) | |||
Adjustment to liability | 56 | |||
Ending balance | 1,140 | 1,140 | ||
Other Restructuring | Severance & Employee Benefits | ||||
Restructuring Cost And Reserve [Line Items] | ||||
Beginning balance | 12 | |||
Restructuring charges | 205 | |||
Cash payments | (220) | |||
Adjustment to liability | 7 | |||
Ending balance | $ 4 | $ 4 |
Leases and Other - Summary of B
Leases and Other - Summary of Balance Sheet Presentation of Operating and Finance Leases (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Lessee Lease Description [Line Items] | |
Operating lease right-of-use assets | $ 103,403 |
Finance lease assets | 25,257 |
Total lease assets | 128,660 |
Operating lease obligations | 22,526 |
Finance lease obligations | 2,784 |
Operating lease obligations | 82,630 |
Finance lease obligations | 22,546 |
Total lease liabilities | 130,486 |
Operating Lease Right-of-Use Assets | |
Lessee Lease Description [Line Items] | |
Operating lease right-of-use assets | 103,403 |
Property and Equipment, Net | |
Lessee Lease Description [Line Items] | |
Finance lease assets | 25,257 |
Operating Lease Obligations | |
Lessee Lease Description [Line Items] | |
Operating lease obligations | 22,526 |
Current Portion of Debt and Finance Lease Obligations | |
Lessee Lease Description [Line Items] | |
Finance lease obligations | 2,784 |
Long-Term Operating Lease Obligations | |
Lessee Lease Description [Line Items] | |
Operating lease obligations | 82,630 |
Long-Term Debt and Finance Lease Obligations | |
Lessee Lease Description [Line Items] | |
Finance lease obligations | $ 22,546 |
Leases and Other - Components o
Leases and Other - Components of Least Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2019 | ||
Finance lease cost: | |||
Amortization of right-of-use assets | $ 697 | $ 1,895 | |
Interest on lease liabilities | 130 | 379 | |
Operating lease cost | 6,625 | 19,456 | |
Short-term lease cost | 571 | 1,348 | |
Variable lease cost | 1,478 | 4,695 | |
Sublease income | [1] | 226 | |
Total lease cost, net | $ 9,727 | $ 27,773 | |
[1] |
Leases and Other - Narrative (D
Leases and Other - Narrative (Details) | 9 Months Ended |
Sep. 30, 2019 | |
Lessee Lease Description [Line Items] | |
Operating lease not yet commenced, description | we had certain facility and land leases that were executed but for which we did not have control of the underlying assets. Accordingly, we did not record the lease liabilities and right-of-use assets on our Condensed Consolidated Balance Sheets. These leases include future planned attractions for Pursuit that are currently in the planning or development phase and that we expect to commence between fiscal years 2019 and 2022 with lease terms of 15 to 20 years |
Minimum | |
Lessee Lease Description [Line Items] | |
Operating lease not yet commenced, term of contract | 15 years |
Maximum | |
Lessee Lease Description [Line Items] | |
Operating lease not yet commenced, term of contract | 20 years |
Leases and Other - Schedule of
Leases and Other - Schedule of Other Information Related to Operating and Finance Leases (Details) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019USD ($) | Sep. 30, 2019USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ 7,250 | $ 20,853 |
Operating cash flows from finance leases | 210 | 459 |
Financing cash flows from finance leases | 525 | 1,537 |
Right-of-use assets obtained in exchange for lease obligations: | ||
Operating leases | 49,123 | 62,375 |
Finance leases | $ 14,893 | $ 35,844 |
Weighted-average remaining lease term (years): | ||
Operating leases | 8 years 2 months 23 days | 8 years 2 months 23 days |
Finance leases | 15 years 4 months 28 days | 15 years 4 months 28 days |
Weighted-average discount rate: | ||
Operating leases | 5.78% | 5.78% |
Finance leases | 6.16% | 6.16% |
Leases and Other - Schedule o_2
Leases and Other - Schedule of Estimated Future Minimum Lease Payments Under Non-cancelable Leases Excluding Variable Leases and Variable Non-lease Components (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Operating Leases | ||
Remainder of 2019 | $ 7,040 | |
2020 | 23,839 | |
2021 | 17,340 | |
2022 | 15,102 | |
2023 | 12,368 | |
Thereafter | 62,643 | |
Total future lease payments | 138,332 | |
Less: Amount representing interest | (33,176) | |
Present value of minimum lease payments | 105,156 | |
Current portion | 22,526 | |
Long-term portion | 82,630 | |
Finance Leases | ||
Remainder of 2019 | 1,323 | |
2020 | 4,136 | |
2021 | 3,381 | |
2022 | 2,920 | |
2023 | 2,784 | |
Thereafter | 25,125 | |
Total future lease payments | 39,669 | |
Less: Amount representing interest | (14,339) | |
Present value of minimum lease payments | 25,330 | $ 4,639 |
Current portion | 2,784 | |
Long-term portion | 22,546 | |
Total | ||
Remainder of 2019 | 8,363 | |
2020 | 27,975 | |
2021 | 20,721 | |
2022 | 18,022 | |
2023 | 15,152 | |
Thereafter | 87,768 | |
Total future lease payments | 178,001 | |
Less: Amount representing interest | (47,515) | |
Total lease liabilities | 130,486 | |
Current portion | 25,310 | |
Long-term portion | $ 105,176 |
Leases and Other - Schedule o_3
Leases and Other - Schedule of Estimated Future Minimum Rentals Under Non-cancellable Leases (Details) $ in Thousands | Sep. 30, 2019USD ($) |
Future Minimum Sublease Rentals Under Non-cancellable Leases | |
Remainder of 2019 | $ 453 |
2020 | 2,020 |
2021 | 1,716 |
2022 | 1,384 |
2023 | 1,192 |
Thereafter | 5,764 |
Total minimum sublease rents | $ 12,529 |
Leases and Other - Schedule o_4
Leases and Other - Schedule of Future Minimum Rental Payments and Related Sublease Rentals Receivable (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Future minimum rental payments and related sublease rentals receivable | |
Rental Payments, 2019 | $ 28,671 |
Rental Payments, 2020 | 22,919 |
Rental Payments, 2021 | 13,217 |
Rental Payments, 2022 | 8,280 |
Rental Payments, 2023 | 6,201 |
Rental Payments, Thereafter | 8,305 |
Rental Payments, Total | 87,593 |
Receivable Under Subleases, 2019 | 2,382 |
Receivable Under Subleases, 2020 | 1,582 |
Receivable Under Subleases, 2021 | 1,711 |
Receivable Under Subleases, 2022 | 1,370 |
Receivable Under Subleases, 2023 | 1,270 |
Receivable Under Subleases, Thereafter | 2,798 |
Receivable Under Subleases, Total | $ 11,113 |
Litigation, Claims, Contingen_2
Litigation, Claims, Contingencies and Other - Narrative (Details) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019USD ($) | Sep. 30, 2018USD ($) | Sep. 30, 2019USD ($)Agreement | Sep. 30, 2018USD ($) | |
Loss Contingencies [Line Items] | ||||
Legal settlement | $ 8,500,000 | |||
Environmental remediation liability | $ 2,300,000 | 2,300,000 | ||
Maximum potential amount of future payments | 76,500,000 | $ 76,500,000 | ||
Guarantees relate to facilities and equipment leased by the company | 2040-01 | |||
Recourse provision to recover guarantees | 0 | $ 0 | ||
Bargaining agreements | Agreement | 100 | |||
Multiemployer plans, withdrawal obligation | 15,500,000 | $ 15,500,000 | ||
Self insurance reserve | 15,600,000 | 15,600,000 | ||
Workers' compensation liability | 11,000,000 | 11,000,000 | ||
Self insurance reserve for general and auto | 4,600,000 | 4,600,000 | ||
Self insurance reserve on discontinued operations | 2,500,000 | 2,500,000 | ||
Estimated employee health benefit claims incurred but not yet reported | 1,500,000 | 1,500,000 | ||
Payments for self insurance | 2,000,000 | $ 1,400,000 | 5,300,000 | $ 4,100,000 |
Self insurance reserve in which company is the primary obligor | 9,200,000 | 9,200,000 | ||
Self insurance reserve in which company is the primary obligor for workers compensation | 8,500,000 | 8,500,000 | ||
Self insurance reserve in which company is the primary obligor for general liability | 700,000 | 700,000 | ||
Minimum | ||||
Loss Contingencies [Line Items] | ||||
General range on claims | 200,000 | 200,000 | ||
Maximum | ||||
Loss Contingencies [Line Items] | ||||
General range on claims | $ 500,000 | 500,000 | ||
GES | ||||
Loss Contingencies [Line Items] | ||||
Legal settlement | $ 8,500,000 |
Redeemable Noncontrolling Int_3
Redeemable Noncontrolling Interest - Narrative (Details) - Esja Attractions ehf. - EUR (€) | 9 Months Ended | |
Sep. 30, 2019 | Nov. 03, 2017 | |
Redeemable Noncontrolling Interest [Line Items] | ||
Percentage of controlling interest acquired | 54.50% | |
EBITDA trailing period | 12 months | |
Put option right of exercisable period upon earnings | 36 months | |
Redeemable noncontrolling interest conditions | The put option is only exercisable after 36 months of business operation (the “Reference Date”) and if the FlyOver Iceland attraction has earned a minimum of €3.25 million in unadjusted EBITDA during the most recent fiscal year and during the trailing 12-month period prior to exercise (the “Put Option Condition”). The put option is exercisable during a period of 12 months following the Reference Date (the “Option Period”) if the Put Option Condition has been met. If the Put Option Condition has not been met during the first Option Period, the Reference Date will be extended for an additional 12 months up to three times. If after 72 months, the FlyOver Iceland attraction has not achieved the Put Option Condition, the put option expires. If the Put Option Condition is met during any of the Option Periods, yet the shares are not exercised prior to the end of the 12-month Option Period, the put option will expire. | |
Put option exercisable period | 12 months | |
Put option additional exercisable period upon not meeting of conditions | 12 months | |
FlyOver Iceland | ||
Redeemable Noncontrolling Interest [Line Items] | ||
Put option expiration period | 72 months | |
FlyOver Iceland | Minimum | ||
Redeemable Noncontrolling Interest [Line Items] | ||
Unadjusted EBITDA | € 3,250,000 |
Redeemable Noncontrolling Int_4
Redeemable Noncontrolling Interest - Summary of Changes in Redeemable Noncontrolling Interest (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Noncontrolling Interest [Abstract] | ||||
Beginning balance | $ 5,909 | |||
Net loss attributable to redeemable noncontrolling interest | $ (368) | $ (128) | (644) | $ (289) |
Adjustment to the redemption value | 530 | |||
Foreign currency translation adjustment | (364) | |||
Ending balance | $ 5,431 | $ 5,431 |
Segment Information - Reconcili
Segment Information - Reconciliation of Income Statement Items from Reportable Segments (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | ||
Reportable segments reconciliations: | |||||
Total revenue | $ 362,488 | $ 358,163 | $ 1,050,361 | $ 999,268 | |
Segment operating income (loss) | 52,142 | 52,809 | 82,374 | 76,037 | |
Interest income | 79 | 101 | 260 | 238 | |
Interest expense | (3,740) | (2,608) | (9,612) | (7,031) | |
Multi-employer pension plan withdrawal | (15,508) | ||||
Other expense | (281) | (527) | (1,192) | (1,308) | |
Restructuring recoveries (charges) | (1,702) | (175) | (6,845) | (999) | |
Income from continuing operations before income taxes | 46,498 | 49,600 | 40,977 | 66,972 | |
GES | |||||
Reportable segments reconciliations: | |||||
Total revenue | 227,445 | 246,110 | 849,242 | 829,138 | |
Pursuit | |||||
Reportable segments reconciliations: | |||||
Total revenue | 135,043 | 112,053 | 201,119 | 170,130 | |
Operating Segments | |||||
Reportable segments reconciliations: | |||||
Segment operating income (loss) | 54,806 | 56,568 | 90,120 | 84,515 | |
Operating Segments | GES | |||||
Reportable segments reconciliations: | |||||
Total revenue | 227,445 | 246,110 | 849,242 | 829,138 | |
Segment operating income (loss) | (11,586) | 1,160 | 25,410 | 30,745 | |
Legal settlement | (8,500) | ||||
Operating Segments | Pursuit | |||||
Reportable segments reconciliations: | |||||
Total revenue | 135,043 | 112,053 | 201,119 | 170,130 | |
Segment operating income (loss) | 66,392 | 55,408 | 64,710 | 53,770 | |
Restructuring recoveries (charges) | (140) | ||||
Impairment recoveries | 35 | ||||
Intersegment Eliminations | GES | |||||
Reportable segments reconciliations: | |||||
Total revenue | (5,724) | (2,379) | (14,731) | (11,888) | |
Intersegment Eliminations | Pursuit | |||||
Reportable segments reconciliations: | |||||
Total revenue | (671) | (554) | (1,355) | (1,260) | |
Corporate Eliminations | |||||
Reportable segments reconciliations: | |||||
Segment operating income (loss) | [1] | 16 | 18 | 49 | 51 |
Corporate | |||||
Reportable segments reconciliations: | |||||
Segment operating income (loss) | (2,680) | (3,777) | (7,795) | (8,529) | |
Restructuring recoveries (charges) | (62) | (205) | 10 | ||
North America | Operating Segments | GES | |||||
Reportable segments reconciliations: | |||||
Total revenue | [2] | 191,983 | 200,855 | 698,906 | 683,810 |
Segment operating income (loss) | (8,562) | 1,367 | 22,635 | 25,055 | |
Restructuring recoveries (charges) | (881) | (162) | (5,139) | (402) | |
EMEA | Operating Segments | GES | |||||
Reportable segments reconciliations: | |||||
Total revenue | [2] | 41,186 | 47,634 | 165,067 | 157,216 |
Segment operating income (loss) | (3,024) | (207) | 2,775 | 5,690 | |
Restructuring recoveries (charges) | $ (759) | $ (13) | $ (1,501) | $ (467) | |
[1] | Corporate eliminations represent the elimination of depreciation expense recorded by Pursuit associated with previously eliminated intercompany profit realized by GES for renovations to Pursuit’s Banff Gondola. | ||||
[2] | During the first quarter of 2019, we realigned GES’ organizational structure. As a result, we changed GES’ reportable segments to reflect how our chief operating decision maker regularly reviews and makes decisions regarding the allocation of resources. Accordingly, GES’ new reportable segments are GES North America and GES EMEA. |
Common Stock Repurchases - Narr
Common Stock Repurchases - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Feb. 07, 2019 | |
Common Stock Repurchases (Textual) [Abstract] | |||
Authorized repurchase of additional shares | 500,000 | ||
Repurchased shares | 0 | 175,091 | |
Shares remain available for repurchase | 600,067 | ||
Common stock purchased for treasury | $ 9.1 |