Schedule I-Registrant's Condensed Financial Statements

12 Months Ended

Dec. 31, 2015

Condensed Financial Information Of Parent Company Only Disclosure [Abstract]

Schedule I-Registrant's Condensed Financial Statements

SEAWORLD ENTERTAINMENT, INC.

PARENT COMPANY ONLY

CONDENSED BALANCE SHEETS

(In thousands, except share and per share amounts)

	December 31,
	2015			2014
Assets
Current Assets:
Cash	$	430		$	5,858
Total current assets		430			5,858
Investment in wholly owned subsidiary		517,257			580,018
Total assets	$	517,687		$	585,876
Liabilities and Stockholders' Equity
Current Liabilities:
Dividends payable	$	430		$	172
Other accrued expenses		—			5,686
Total current liabilities		430			5,858
Total liabilities		430			5,858
Commitments and contingencies
Stockholders' Equity:
Preferred stock, $0.01 par value—authorized, 100,000,000 shares, no shares    issued or outstanding at December 31, 2015 and 2014		—			—
Common stock, $0.01 par value—authorized, 1,000,000,000 shares; 90,320,374 and 90,191,100 shares issued at December 31, 2015 and 2014, respectively		903			902
Additional paid-in capital		624,765			655,471
Retained earnings		46,460			33,516
Treasury stock, at cost (6,519,773 and 4,105,970 shares at December 31, 2015   and 2014, respectively)		(154,871	)		(109,871	)
Total stockholders' equity		517,257			580,018
Total liabilities and stockholders' equity	$	517,687		$	585,876

SEAWORLD ENTERTAINMENT, INC.

PARENT COMPANY ONLY

CONDENSED STATEMENTS OF COMPREHENSIVE INCOME

FOR THE YEARS ENDED DECEMBER 31, 2015, 2014 AND 2013

(In thousands)

	Year Ended December 31,
	2015		2014		2013
Equity in net income of subsidiary	$	49,133	$	49,919	$	51,920
Net income	$	49,133	$	49,919	$	51,920
Other comprehensive income		—		—		—
Comprehensive income	$	49,133	$	49,919	$	51,920

SEAWORLD ENTERTAINMENT, INC.

PARENT COMPANY ONLY

CONDENSED STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2015, 2014 AND 2013

(In thousands)

	For the Year Ended December 31,
	2015			2014			2013
Cash Flows From Operating Activities:
Net income	$	49,133		$	49,919		$	51,920
Adjustments to reconcile net income to net cash provided by    operating activities:
Equity in net income of subsidiary		(49,133	)		(49,919	)		(51,920	)
Dividend received from subsidiary-return on capital    (net of forfeitures)		36,196			36,056			18,072
Net cash provided by operating activities		36,196			36,056			18,072
Cash Flows From Investing Activities:
Capital contributed to subsidiary		—			—			(249,106	)
Restricted payment from subsidiary		45,000			65,708			44,163
Dividend received from subsidiary-return of capital    (net of forfeitures)		36,381			36,056			18,072
Net cash provided by (used in) investing activities		81,381			101,764			(186,871	)
Cash Flows From Financing Activities:
Proceeds from issuance of common stock, net of    underwriter commissions		—			—			253,800
Purchase of treasury stock		(50,650	)		(60,058	)		(44,163	)
Dividend paid to common stockholders		(72,318	)		(72,113	)		(36,175	)
Offering costs		—			—			(4,694	)
(Payment) receipt of cash for tax withholdings on    equity-based compensation		(37	)		37			—
Net cash (used in) provided by financing activities		(123,005	)		(132,134	)		168,768
Change in Cash and Cash Equivalents		(5,428	)		5,686			(31	)
Cash and Cash Equivalents - Beginning of year		5,858			172			203
Cash and Cash Equivalents - End of year	$	430		$	5,858		$	172
Supplemental Disclosures of Noncash Financing Activities
Dividends declared, but unpaid	$	430		$	172		$	17,939
Treasury stock purchases settled in January 2015	$	—		$	5,650		$	—

1. DESCRIPTION OF SEAWORLD ENTERTAINMENT, INC.

SeaWorld Entertainment, Inc. (the “Parent”) was incorporated in Delaware on October 2, 2009. At that time, the Parent was owned by ten limited partnerships (the “Partnerships” or the “selling stockholders”), ultimately owned by affiliates of The Blackstone Group L.P. (“Blackstone”) and certain co-investors.  The Parent has no operations or significant assets or liabilities other than its investment in SeaWorld Parks & Entertainment, Inc. (“SEA”), which owns and operates eleven theme parks within the United States. Accordingly, the Parent is dependent upon distributions from SEA to fund its obligations. However, under the terms of SEA’s various debt agreements, SEA’s ability to pay dividends or lend to the Parent is restricted, except that SEA may pay specified amounts to the Parent to fund the payment of the Parent’s tax obligations.

2. BASIS OF PRESENTATION

The accompanying condensed financial statements (the “parent company only financial statements”) include the accounts of the Parent and its investment in SEA accounted for in accordance with the equity method, and do not present the financial statements of the Parent and its subsidiary on a consolidated basis.  Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been condensed or omitted since this information is included with the SeaWorld Entertainment, Inc. consolidated financial statements included elsewhere in this Annual Report on Form 10-K (the “consolidated financial statements”). These parent company only financial statements should be read in conjunction with the consolidated financial statements.

3. GUARANTEES

On December 1, 2009, SEA entered into senior secured credit facilities (the “Senior Secured Credit Facilities”) and issued senior notes (the “Senior Notes”). On March 30, 2015, SEA entered into an incremental term loan amendment (the “Incremental Amendment”) to its existing Senior Secured Credit Facilities and on April 7, 2015, SEA borrowed additional term loans pursuant to the Incremental Amendment.  The proceeds, along with cash on hand, were used to redeem all of the outstanding Senior Notes.  See further discussion in Note 11–Long-Term Debt of the accompanying consolidated financial statements.

Under the terms of the Senior Secured Credit Facilities, the obligations of SEA are fully, unconditionally and irrevocably guaranteed by Parent, any subsidiary of Parent that directly or indirectly owns 100% of the issued and outstanding equity interest of SEA, and subject to certain exceptions, each of SEA’s existing and future material domestic wholly-owned subsidiaries (collectively, the “Guarantors”).

4. DIVIDENDS FROM SUBSIDIARIES

SEA’s Board of Directors (the “Board”) has adopted a policy to pay a regular quarterly cash dividend to the Parent (defined as a restricted payment in the Senior Secured Credit Facilities).  As a result, SEA paid a cash dividend to the Parent during the years ended December 31, 2015, 2014 and 2013 related to dividend declarations as follows:  

Payment Date	Cash Dividends Paid
2015:
January 22, 2015	$	18,112
April 1, 2015(a)	$	18,204
July 1, 2015(a)	$	18,238
October 6, 2015	$	18,117
2014
January 3, 2014	$	17,767
April 1, 2014(a)	$	17,766
July 1, 2014(a)	$	18,290
October 6, 2014	$	18,290
2013:
July 1, 2013(a)	$	18,072
October 1, 2013	$	18,072

^(a)As SEA had an accumulated deficit at the time these dividends were declared to the Parent, these dividends were accounted for as a return of capital by the Parent.  The remaining dividends from SEA have been reflected as a return on capital in the accompanying parent company only financial statements.

The Parent’s Board has also adopted a policy to pay a regular quarterly dividend (defined as a restricted payment in the Senior Secured Credit Facilities).  The payment of cash dividends is within the discretion of the Parent’s Board and depends on many factors, including, but not limited to, SEA’s results of operations, financial condition, level of indebtedness, capital requirements, contractual restrictions, restrictions in its debt agreements and in any preferred stock, business prospects and other factors that the Board may deem relevant.

During the years ended December 31, 2015, 2014 and 2013, the Parent’s Board declared or paid quarterly cash dividends to all common stockholders of record as follows:

Record Date	Payment Date	Cash Dividend per Common Share
2015:
January 13, 2015	January 22, 2015	$	0.21
March 13, 2015	April 1, 2015	$	0.21
June 22, 2015	July 1, 2015	$	0.21
September 29, 2015	October 6, 2015	$	0.21
2014:
March 20, 2014	April 1, 2014	$	0.20
June 20, 2014	July 1, 2014	$	0.21
September 29, 2014	October 6, 2014	$	0.21
2013:
June 20, 2013	July 1, 2013	$	0.20
September 20, 2013	October 1, 2013	$	0.20
December 20, 2013	January 3, 2014	$	0.20

As of December 31, 2015, the Parent had $430 of cash dividends payable included in dividends payable in the accompanying condensed balance sheet.   See Note 19–Stockholders’ Equity of the accompanying consolidated financial statements for further discussion.

On January 5, 2016, SEA’s Board declared a cash dividend of up to $17,787 to the Parent, which was paid on January 22, 2016.  Additionally, the Parent’s Board declared a cash dividend of $0.21 per share to all common stockholders of record at the close of business on January 15, 2016, which was paid on January 22, 2016. On February 22, 2016, SEA’s Board declared a cash dividend of up to $18,600 to the Parent, which will be paid on April 1, 2016.  Additionally, the Parent’s Board declared a cash dividend of $0.21 per share to all common stockholders of record at the close of business on March 14, 2016, which will be paid on April 1, 2016.

5. STOCKHOLDERS’ EQUITY

Stock Split and Authorized Shares

On April 7, 2013, the Parent’s Board authorized an eight-for-one split of the Parent’s common stock which was effective on April 8, 2013. The Parent retained the current par value of $0.01 per share for all shares of common stock after the stock split, and accordingly, stockholders’ equity on the accompanying condensed balance sheet reflects the stock split. The Parent’s historical share information has been retroactively adjusted to give effect to this stock split.

Contemporaneously with the stock split, the Parent’s Board approved an increase in the number of authorized shares of common stock to 1 billion shares.  Additionally, upon the consummation of the initial public offering, the Parent’s Board authorized 100,000,000 shares of preferred stock at a par value of $0.01 per share.

Omnibus Incentive Plan

The Parent reserved 15,000,000 shares of common stock for future issuance under the 2013 Omnibus Incentive Plan (“Omnibus Incentive Plan”).  The Omnibus Incentive Plan is administered by the compensation committee of the Parent’s Board, and provides that the Parent may grant equity incentive awards to eligible employees, directors, consultants or advisors of the Parent or its subsidiary, SEA, in the form of stock options, stock appreciation rights, restricted stock, restricted stock units and other stock-based and performance compensation awards. If an award under the Omnibus Incentive Plan terminates, lapses, or is settled without the payment of the full number of shares subject to the award, the undelivered shares may be granted again under the Omnibus Incentive Plan. See further discussion in Note 18–Equity-Based Compensation of the accompanying consolidated financial statements.

Initial Public Offering and Use of Proceeds

On April 24, 2013, the Parent completed an initial public offering of its common stock in which it offered and sold 10,000,000 shares of common stock and the selling stockholders of the Parent offered and sold 19,900,000 shares of common stock including, 3,900,000 shares of common stock pursuant to the exercise in full of the underwriters’ over-allotment option.  The Parent did not receive any proceeds from shares sold by the selling stockholders. The shares offered and sold in the offering were registered under the Securities Act pursuant to the Parent’s Registration Statement on Form S-1, which was declared effective by the Securities and Exchange Commission on April 18, 2013.  The common stock is listed on the New York Stock Exchange under the symbol “SEAS”.

The Parent’s shares of common stock were sold at an initial public offering price of $27.00 per share, which generated net proceeds of approximately $245,400 to the Parent after deducting underwriting discounts and commissions, expenses and transaction costs.  Subsequent to the initial public offering, the Parent transferred the net proceeds to SEA as a capital contribution and increased its investment in SEA.  

Secondary Offerings and Concurrent Share Repurchases

On December 17, 2013, the selling stockholders completed an underwritten secondary offering of 18,000,000 shares of common stock. The selling stockholders received all of the net proceeds from the offering and no shares were sold by the Parent.

On April 9, 2014, the selling stockholders completed an underwritten secondary offering of 17,250,000 shares of common stock, including 2,250,000 shares pursuant to the exercise in full of the underwriters’ option to purchase additional shares. The selling stockholders received all of the net proceeds from the offering and no shares were sold by the Parent.

Concurrently with the closing of the secondary offering in December 2013 and April 2014, the Parent repurchased 1,500,000 and 1,750,000 shares, respectively, of its common stock directly from the selling stockholders in private, non-underwritten transactions at a price per share equal to the price per share paid to the selling stockholders by the underwriters in the respective secondary offerings.

Share Repurchase Program

On August 12, 2014, the Parent’s Board authorized the repurchase of up to $250,000 of the Company’s common stock (the “Share Repurchase Program”). Under the Share Repurchase Program, the Parent is authorized to repurchase shares through open market purchases, privately-negotiated transactions or otherwise in accordance with applicable federal securities laws, including through Rule 10b5-1 trading plans and under Rule 10b-18 of the Exchange Act. The Share Repurchase Program has no time limit and may be suspended or discontinued completely at any time. The number of shares to be purchased and the timing of purchases will be based on the level of the Company’s cash balances, general business and market conditions, and other factors, including legal requirements, debt covenant restrictions and alternative investment opportunities.

Pursuant to the Share Repurchase Program, during the year ended December 31, 2014, the Parent repurchased a total of 855,970 shares of common stock at an average price of $17.50 per share and a total cost of approximately $15,000. The Company paid $5,650 in January 2015 for settlement of shares repurchased in December 2014.

During the year ended December 31, 2015, the Parent repurchased a total of 2,413,803 shares of common stock at an average price of $18.62 per share and a total cost of approximately $45,000 leaving $190,000 available for future repurchases under the Share Repurchase Program as of December 31, 2015.

All of the repurchased shares from the Share Repurchase Program and the shares repurchased directly from the selling stockholders during the December 2013 and April 2014 secondary offerings were recorded as treasury stock at a total cost of $154,871 and $109,871 as of December 31, 2015 and 2014, respectively, and are reflected as a reduction to stockholders’ equity on the accompanying consolidated balance sheets. SEA transferred $45,000, $65,708 and $44,163 during the years ended December 31, 2015, 2014 and 2013, respectively, as restricted payments to the Parent for the payment of repurchased shares.