United Parks & Resorts Files 8-K on Material Agreement, Financials

TL;DR

**United Parks & Resorts just dropped an 8-K covering a new material agreement and their latest financials!**

AI Summary

United Parks & Resorts Inc. (formerly SeaWorld Entertainment, Inc.) filed an 8-K on February 28, 2024, reporting on an Entry into a Material Definitive Agreement, Results of Operations and Financial Condition, Regulation FD Disclosure, and Financial Statements and Exhibits. The filing indicates a change in the company's name from SeaWorld Entertainment, Inc. to United Parks & Resorts Inc. as of December 17, 2012, and provides updated business and mailing addresses in Orlando, Florida.

Why It Matters

This filing provides investors with current information regarding significant agreements and financial performance, which can influence investment decisions and market perception of United Parks & Resorts Inc.

Risk Assessment

Risk Level: low — This 8-K is a routine disclosure of material events and financial conditions, not indicating any immediate elevated risk.

Key Players & Entities

• United Parks & Resorts Inc. (company) — Registrant
• SeaWorld Entertainment, Inc. (company) — Former company name
• February 28, 2024 (date) — Date of earliest event reported and filing date
• December 17, 2012 (date) — Date of name change from SeaWorld Entertainment, Inc.
• Orlando, Florida (location) — Business and mailing address

FAQ

Key Financial Figures

• $0.01 — ch registered Common Stock, par value $0.01 per share PRKS New York Stock Excha

Filing Documents

• prks-20240228.htm (8-K) — 51KB
• prks-ex10_1.htm (EX-10.1) — 44KB
• prks-ex99_1.htm (EX-99.1) — 658KB
• 0000950170-24-021629.txt ( ) — 910KB
• prks-20240228.xsd (EX-101.SCH) — 25KB
• prks-20240228_htm.xml (XML) — 4KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On February 27, 2024, United Parks & Resorts Inc. (the "Company") and Hill Path Capital LP ("Hill Path") entered into the First Amendment (the "Amendment") to the Stockholders Agreement, dated as of May 27, 2019 (as amended from time to time, the "Stockholders Agreement"), by and between the Company and Hill Path. The Amendment provides, among other things, that (A) any future amendment to or waiver by the Company of the Amendment will require approval of a majority of the directors of the Company's Board of Directors who are not Hill Path affiliates and are disinterested from Hill Path ("Special Committee Approval"); (B) (i) any future acquisition of all or substantially all of the Company's common stock not owned by Hill Path or its affiliates, whether by merger, consolidation, tender offer or otherwise or (ii) any material related party transaction with Hill Path or its affiliates will first require Special Committee Approval and approval by a majority of the Company's voting shares not owned or controlled by Hill Path ("Disinterested Stockholder Approval"); and (C) for most matters put to a stockholder vote (including director elections, acquisition transactions and other routine matters) where the Stockholders Agreement currently provides that Hill Path may vote such shares either (x) affirmatively in accordance with the recommendation of the Board of Directors (or, in the case of director elections, in favor of each person nominated by the Board of Directors or the Nominating and Corporate Governance Committee) or (y) in the same proportion as the shares not owned or controlled by Hill Path, Hill Path may only vote such shares in the same proportion as the votes of the Company's outstanding voting shares not owned or controlled by Hill Path. The Board has entered into the Amendment in connection with the announced Share Repurchase Program. The Amendment provides that its terms will only become effective

02 Results of Operations and Financial Condition

Item 2.02 Results of Operations and Financial Condition. On February 28, 2024, the Company issued a press release announcing the results of the Company's operations for the quarter and fiscal year ended December 31, 2023. The full text of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference in this Item 2.02. The information in this Current Report on Form 8-K and Exhibit 99.1 is being furnished pursuant to Item 2.02 of Form 8-K and shall not be deemed to be "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act of 1933, as amended (the "Securities Act"), or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure On February 28, 2024, the Company posted new written investor presentation materials on its investor relations website at http://www.unitedparksinvestors.com/events-and-presentations/default.aspx . The Company intends to use such materials from time to time in meetings with the investment community and for general marketing purposes. The information set forth under this Item 7.01 of this Current Report on Form 8-K shall not be deemed to be "filed" for purposes of Section 18 of the Exchange Act, or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing made by the Company under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits Exhibit No. Description 10.1 First Amendment to the Stockholders Agreement, dated as of February 27, 2024, by and between Hill Path Capital LP and United Parks & Resorts Inc. 99.1 Press release of United Parks & Resorts Inc., dated February 28, 2024, announcing results for the quarter and fiscal year ended December 31, 2023. 104 Cover page interactive data filed (embedded within the Inline XBRL document).

Signatures

Signatures Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. UNITED PARKS & RESORTS INC. Date: February 28, 2024 By: /s/ G. Anthony (Tony) Taylor Name: G. Anthony (Tony) Taylor Title: Chief Legal Officer, General Counsel and Corporate Secretary

View Full Filing

View this 8-K filing on SEC EDGAR