2020 Annual Report

2020 ANNUAL REPORT To Our Shareholders, When I was writing this letter one year ago, the world was entering an unprecedented global health crisis because of the COVID-19 virus, impacting nearly everyone on the planet. One year later, we are still dealing with the pandemic, but we believe the world is beginning to overcome the health crisis due to the rapid rollout and adoption of various vaccines created to protect the global population. It is our hope that you and your loved ones have been kept safe throughout this crisis. We also express our gratitude to the many healthcare workers and first responders worldwide who have cared for and continue to care for those affected and protect those who are vulnerable to this virus. Our annual financial results were significantly impacted by the COVID-19 pandemic. Because of the pandemic, we were forced to close all our parks and dramatically reduce our workforce in March 2020. In June of 2020, we began to re-open some of our parks, following strict health and safety protocols established by federal, state and local authorities. During 2020, we took necessary steps to preserve the Company’s financial position to weather this unprecedented crisis. Today, I am pleased to report that we are planning to have all 12 of our parks open for their 2021 operating seasons. 2020 FINANCIAL PERFORMANCE In February 2021, we reported fourth quarter and fiscal 2020 results that clearly demonstrated our Company’s agility, creativity and determination to operate in one of the most challenging environments we have ever encountered. While the COVID-19 pandemic severely impacted our operations with park closures in the spring followed by restricted openings including capacity limitations, our ambassadors worked collaboratively to find ways to operate within the health and safety guidelines established by federal, state and local governments. I am grateful for their commitment, teamwork and passion as they took care of our guests, our animals and each other throughout this period. In addition, I am pleased that we were able to operate our parks more efficiently than ever before due to our relentless focus on expense management and culture of operational efficiency. We look forward to the time when our parks can return to a more normalized operating environment. We believe there are significant additional opportunities to further improve and enhance our execution and drive meaningful growth in revenue and Adjusted EBITDA when our parks are no longer restricted by capacity limitations, and event restrictions. We have identified meaningful additional cost-savings opportunities that we believe will lead to strong margin improvement in the coming years. We are excited about the future and the opportunity to deliver significant operational and financial improvement that we expect will lead to meaningful increases in shareholder value once we have returned to a normalized operating environment. We want to thank our employee ambassadors for their continued dedication and effort to welcome back our guests while operating our parks in accordance with the latest health and safety protocols. We want to thank our loyal pass-holders and guests for continuing to visit our parks. And, finally we would like to thank our financial and operating partners for their continued support and understanding during these unprecedented times. We have the right assets and team, our balance sheet and liquidity are strong, we are successfully navigating through this extraordinary environment and we are confident we will emerge an even stronger and more profitable enterprise. We continue to have high confidence in our long-term strategy and in our ability to deliver significantly improved operating and financial results that will lead to meaningfully increased value for all stakeholders. Thank you for your investment in SeaWorld Entertainment. Sincerely, Marc G. Swanson Interim Chief Executive Officer UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2020 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission File Number: 001-35883 SeaWorld Entertainment, Inc. (Exact name of registrant as specified in its charter) Delaware 27-1220297 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 6240 Sea Harbor Drive Orlando, Florida 32821 (Address of principal executive offices) (Zip Code) (407) 226-5011 (Registrant’s telephone number, including area code) Securities registered pursuant to Section 12(b) of the Act: Title of each class Trading Symbol(s) Name of each exchange on which registered Common Stock, par value $0.01 per share SEAS New York Stock Exchange Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No ! Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act. Yes ☐ No ! Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ! No ☐ Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ! No ☐ Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated filer ☑ Accelerated filer ☐ Non-accelerated filer ☐ Smaller reporting company ☐ Emerging growth company ☐ If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐ Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act). Yes ☐ No ! The aggregate market value of the voting and non-voting common equity held by non-affiliates of the registrant as of June 30, 2020, the last business day of the registrant’s most recently completed second fiscal quarter, was $749,219,595 based upon the closing price of the registrant’s common stock, par value $0.01 per share, reported for such date on the New York Stock Exchange. For purposes of this computation, shares of the registrant’s common stock held by each executive officer and director and each person known to the registrant to own 10% or more of the outstanding voting power of the registrant have been excluded since such persons may be deemed to be affiliates. This determination of affiliate status is not a determination for other purposes. The registrant had outstanding 78,508,888 shares of Common Stock, par value $0.01 per share as of February 19, 2021. DOCUMENTS INCORPORATED BY REFERENCE Portions of the registrant’s definitive proxy statement to be filed with the Securities and Exchange Commission relating to the 2021 Annual Meeting of Stockholders, which statement will be filed pursuant to Regulation 14A not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K, are incorporated by reference into Part III of this report. SEAWORLD ENTERTAINMENT, INC. AND SUBSIDIARIES ANNUAL REPORT ON FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2020 TABLE OF CONTENTS Page No. SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS .......................................................................... 1 PART I. Item 1. Business......................................................................................................................................................................... 3 Item 1A. Risk Factors................................................................................................................................................................... 19 Item 1B. Unresolved Staff Comments ......................................................................................................................................... 39 Item 2. Properties....................................................................................................................................................................... 39 Item 3. Legal Proceedings ......................................................................................................................................................... 39 Item 4.

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