XML 49 R28.htm IDEA: XBRL DOCUMENT
v3.24.0.1

Income Taxes | 12 Months Ended
--- | ---
Dec. 31, 2023
Income Tax Disclosure [Abstract] |
Income Taxes | Note 18. Income Taxes We record current income tax expense for the amounts that we expect to report and pay on our income tax returns and deferred income tax expense for the change in the deferred tax assets and liabilities. On December 22, 2017, the United States enacted the Tax Cuts and Jobs Act (the “Tax Act”) that significantly changed United States tax law. One part of this Tax Act required us to pay a deemed repatriation tax of $5.2 million on our cumulative foreign earnings and profit. After application of tax payments and credits, $1.0 million of the liability remains outstanding as of December 31, 2023 and 2022 and is due in 2025. We cannot provide any assurance that changes in tax laws or regulations, both within the United States and other jurisdictions in which we operate, such as the proposed 15% global minimum tax under the Organization for Economic Co-operation and Development (the “OECD”) Pillar Two, Global Anti-Base Erosion Rules (the “Pillar Two Rules”), will not materially and adversely affect our effective tax rates, tax payments financial condition and results of operations. As of December 31, 2023, among the jurisdictions where a country has already enacted legislation adopting Pillar Two rules, only the United Kingdom’s adoption may have an immaterial impact on our future effective tax rates and future cash payments. Income (loss) from continuing operations before income taxes consisted of the following:
|  | Year Ended December 31, |
(in thousands) |  | 2023 |  |  | 2022 |  |  | 2021 |
Foreign |  | $ | 90,325 |  |  | $ | 40,178 |  |  | $ | (17,750 | )
United States |  |  | (47,252 | ) |  |  | (5,558 | ) |  |  | (77,331 | )
Income (loss) from continuing operations before income taxes |  | $ | 43,073 |  |  | $ | 34,620 |  |  | $ | (95,081 | )
Significant components of the income tax provision from continuing operations are as follows:
|  | Year Ended December 31, |
(in thousands) |  | 2023 |  |  | 2022 |  |  | 2021 |
Current: |  |  |  |  |  |  |  |  |
United States: |  |  |  |  |  |  |  |  |
Federal |  | $ | 101 |  |  | $ | 78 |  |  | $ | 49 |
State |  |  | 593 |  |  |  | 302 |  |  |  | (581 | )
Foreign |  |  | 19,714 |  |  |  | 7,773 |  |  |  | (7,268 | )
Total current |  |  | 20,408 |  |  |  | 8,153 |  |  |  | (7,800 | )
Deferred: |  |  |  |  |  |  |  |  |
United States: |  |  |  |  |  |  |  |  |
Federal |  |  | — |  |  |  | 45 |  |  |  | — |
State |  |  | (1,588 | ) |  |  | — |  |  |  | — |
Foreign |  |  | (21 | ) |  |  | 1,775 |  |  |  | 6,012 |
Total deferred |  |  | (1,609 | ) |  |  | 1,820 |  |  |  | 6,012 |
Income tax (benefit) expense |  | $ | 18,799 |  |  | $ | 9,973 |  |  | $ | (1,788 | )
We are subject to income tax in the jurisdictions in which we operate. A reconciliation of the statutory federal income tax rate to the effective tax rate is as follows:
|  | Year Ended December 31, |
(in thousands) |  | 2023 |  |  | 2022 |  |  | 2021 |
Computed income tax expense (benefit) at statutory federal income tax rate |  | $ | 9,046 |  |  |  | 21.0 | % |  | $ | 7,270 |  |  |  | 21.0 | % |  | $ | (19,967 | ) |  |  | 21.0 | %
State income tax expense (benefit), net of federal benefit |  |  | (995 | ) |  |  | (2.3 | )% |  |  | 1,264 |  |  |  | 3.6 | % |  |  | (7,959 | ) |  |  | 8.4 | %
Remeasurement of deferred taxes due to change in tax rates |  |  | (735 | ) |  |  | (1.7 | )% |  |  | (499 | ) |  |  | (1.4 | )% |  |  | — |  |  |  | — |
Foreign tax rate differential |  |  | 792 |  |  |  | 1.8 | % |  |  | 733 |  |  |  | 2.1 | % |  |  | (672 | ) |  |  | 0.7 | %
U.S. tax expense on current year foreign earnings, net of foreign tax credits and deductions |  |  | 1,730 |  |  |  | 4.0 | % |  |  | 401 |  |  |  | 1.2 | % |  |  | — |  |  |  | — |
Change in valuation allowance not included in other line items |  |  | 2,974 |  |  |  | 6.9 | % |  |  | (702 | ) |  |  | (2.0 | )% |  |  | 21,859 |  |  |  | (23.0 | )%
Write-off of tax attributes |  |  | 3,365 |  |  |  | 7.8 | % |  |  | — |  |  |  | — |  |  |  | — |  |  |  | — |
Restructuring |  |  | — |  |  |  | — |  |  |  | — |  |  |  | — |  |  |  | 4,676 |  |  |  | (4.9 | )%
Other adjustments, net |  |  | 2,622 |  |  |  | 6.1 | % |  |  | 1,506 |  |  |  | 4.3 | % |  |  | 275 |  |  |  | (0.3 | )%
Income tax (benefit) expense |  | $ | 18,799 |  |  |  | 43.6 | % |  | $ | 9,973 |  |  |  | 28.8 | % |  | $ | (1,788 | ) |  |  | 1.9 | %
The components of deferred income tax assets and liabilities included in the Consolidated Balance Sheets are as follows:
|  | December 31, |
(in thousands) |  | 2023 |  |  | 2022 |
Deferred tax assets: |  |  |  |  |  |
Tax credit carryforwards |  | $ | 5,679 |  |  | $ | 7,461 |
Pension, compensation, and other employee benefits |  |  | 16,369 |  |  |  | 16,287 |
Accrued liabilities and reserves |  |  | 4,714 |  |  |  | 4,000 |
Net operating loss carryforwards |  |  | 50,470 |  |  |  | 52,422 |
Leases |  |  | 5,398 |  |  |  | 2,897 |
Goodwill and other intangible assets |  |  | 3,990 |  |  |  | 5,100 |
Deferral of United States interest deductions |  |  | 23,048 |  |  |  | 13,048 |
Other deferred income tax assets |  |  | 10,245 |  |  |  | 9,601 |
Total deferred tax assets |  |  | 119,913 |  |  |  | 110,816 |
Valuation allowance |  |  | (105,353 | ) |  |  | (101,639 | )
Foreign deferred tax assets included above |  |  | (4,522 | ) |  |  | (2,166 | )
United States net deferred tax assets |  |  | 10,038 |  |  |  | 7,011 |
Deferred tax liabilities: |  |  |  |  |  |
Property and equipment |  |  | (24,336 | ) |  |  | (21,090 | )
Goodwill and other intangible assets |  |  | (12,576 | ) |  |  | (10,857 | )
Leases |  |  | — |  |  |  | (295 | )
Other deferred income tax liabilities |  |  | (4,020 | ) |  |  | (4,023 | )
Total deferred tax liabilities |  |  | (40,932 | ) |  |  | (36,265 | )
Foreign deferred tax liabilities included above |  |  | (32,410 | ) |  |  | (29,170 | )
United States net deferred tax liabilities included above |  |  | (8,522 | ) |  |  | (7,095 | )
United States net deferred tax assets (liabilities) |  | $ | 1,516 |  |  | $ | (84 | )
In 2023, due to our income generated in GES Middle East and Europe, we incurred a global intangible low-taxed income (“GILTI”) tax of $1.7 million. The increase in our valuation allowance of $2.9 million was primarily the result of the disallowance of the interest deduction in the United States. The $3.4 million write-off of tax attributes was primarily due to expiring foreign tax credits and net operating losses on liquidated companies. We use significant judgment in forming conclusions regarding the recoverability of our deferred tax assets and evaluate all available positive and negative evidence to determine if it is more-likely-than-not that the deferred tax assets will be realized. To the extent recovery does not appear likely, a valuation allowance must be recorded. In determining the recoverability of our deferred assets, we considered our cumulative loss incurred over the four-year period ended December 31, 2023 in each tax jurisdiction. Given the weight of objectively verifiable historical losses from our operations, we have recorded a valuation allowance on most of the deferred tax assets in the U.S., United Kingdom, Germany, and our FlyOver operations in Iceland and Toronto. The valuation allowance was $105.4 million as of December 31, 2023 and $101.6 million at December 31, 2022. Due to our loss in the U.S. in 2023, our valuation allowance increased $8.7 million primarily as a result of the federal and states’ disallowance of the interest deduction. This was offset by a decrease of $5.0 million primarily due to the write-off of deferred assets and the related valuation allowance for expiring foreign tax credits and net operating losses on liquidated companies, the removal of the valuation allowance for onPeak LLC’s separate state deferred assets due to their cumulative income, and the utilization of deferred tax assets in Europe. We had gross deferred tax assets of $119.9 million as of December 31, 2023 and $110.8 million as of December 31, 2022. As of December 31, 2023, we had foreign tax credit carryforwards of $4.9 million, including $2.1 million against United States income tax that will begin to expire in 2027. Foreign tax credits creditable against United Kingdom taxes were $2.8 million, which can be carried forward indefinitely. As of December 31, 2023, we had $0.6 million of United States research and development credit carryforwards and $0.3 million of other general U.S. federal business credits that will begin to expire in 2038. We have recorded a valuation allowance on all tax credit carryforwards. We had gross federal, state, and foreign net operating loss carryforwards of $355.3 million as of December 31, 2023 and $373.3 million as of December 31, 2022. The net operating loss carryforwards for 2023 that relate to the United States federal, United Kingdom, Germany, and Poland may be carried forward indefinitely. Certain state net operating loss carryforwards of $160.5 million expire from 2024 through 2042, although many states now have unlimited carryforwards. We recorded a valuation allowance on all net operating losses, except certain losses generated by GES operations in certain U.S. states, and Canada (excluding FlyOver Canada Toronto). The remaining $4.4 million of Canadian net operating losses may be carried forward to offset taxable income in the next 20 years, of which we recorded a valuation allowance of $3.3 million for FlyOver Canada Toronto. The gross net operating loss carryforwards of Iceland of $11.7 million will expire between 2027 and 2033. During 2023, we wrote off all remaining net operating losses and related valuation allowances associated with our prior operations in Switzerland and Hong Kong as the legal liquidations were materially completed during the year. We have not recorded deferred taxes for withholding taxes on current unremitted earnings of our subsidiaries in the United Kingdom, the Netherlands, and certain subsidiaries in Canada as there are no withholding taxes applied on the distributions of those current earnings in operations outside of the United States. We exercise judgment in determining the income tax provision for positions taken on prior returns when the ultimate tax determination is uncertain. We classify liabilities associated with uncertain tax positions as “Other deferred items and liabilities” in the Consolidated Balance Sheets unless expected to be paid or released within one year. We had liabilities associated with uncertain tax positions of $0.7 million as of December 31, 2023 and $0.9 million as of December 31, 2022. As of December 31, 2023, these amounts do not include any accrual of interest nor penalties as none would be owed on these amounts. We elected that all uncertain tax positions, including interest and penalties, are classified as a component of income tax expense. A reconciliation of the liabilities associated with uncertain tax positions (excluding interest and penalties) is as follows:
(in thousands) |  |  |
Balance at December 31, 2020 |  | $ | 250 |
Additions for tax positions taken in prior years |  |  | 285 |
Balance at December 31, 2021 |  |  | 535 |
Reductions for lapse of applicable statutes |  |  | (23 | )
Additions for tax positions taken in prior years |  |  | 378 |
Balance at December 31, 2022 |  |  | 890 |
Reductions for lapse of applicable statutes |  |  | (217 | )
Additions for tax positions taken in prior years |  |  | 66 |
Balance at December 31, 2023 |  | $ | 739 |
Our 2019 through 2021 Canadian tax years for some of our Canadian subsidiaries are currently being audited by the local taxing authorities. We do not anticipate any material adjustments for those years. United States federal tax years and various state tax years from 2020 through 2022 remain subject to income tax examinations by tax authorities. The tax years 2019 through 2021 remain subject to examination by various other foreign taxing jurisdictions. We made $20.3 million of net cash payments during 2023 and received net cash refunds from income taxes of $0.8 million during 2022, and net cash refunds of $7.1 million during 2021. Of the net cash payments made in 2023, $16.6 million of the payments were made in Canada, $1.8 million in the Netherlands, $1.4 million were made in Iceland, Saudi Arabia, and to various domestic U.S. states, and the remaining $1.0 million were withholding taxes incurred due to cross border operational payments.

X
- References No definition available. + Details
Name: | us-gaap_IncomeTaxDisclosureAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 946 -SubTopic 20 -Name Accounting Standards Codification -Section 50 -Paragraph 13 -Publisher FASB -URI https://asc.fasb.org//1943274/2147480990/946-20-50-13 Reference 2: http://www.xbrl.org/2003/role/disclosureRef -Topic 235 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SX 210.4-08(h)(2)) -Publisher FASB -URI https://asc.fasb.org//1943274/2147480678/235-10-S99-1 Reference 3: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -Name Accounting Standards Codification -Publisher FASB -URI https://asc.fasb.org//740/tableOfContent Reference 4: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 14 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-14 Reference 5: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 21 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-21 Reference 6: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 270 -Name Accounting Standards Codification -Section 50 -Paragraph 1 -Publisher FASB -URI https://asc.fasb.org//1943274/2147482526/740-270-50-1 Reference 7: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 17 -Subparagraph (b) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482685/740-10-50-17 Reference 8: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 1 -Subparagraph (SAB TOPIC 6.I.5.Q1) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479360/740-10-S99-1 Reference 9: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 10 -Name Accounting Standards Codification -Section S99 -Paragraph 2 -Subparagraph (SAB Topic 11.C) -Publisher FASB -URI https://asc.fasb.org//1943274/2147479360/740-10-S99-2 Reference 10: http://www.xbrl.org/2003/role/disclosureRef -Topic 740 -SubTopic 30 -Name Accounting Standards Codification -Section 50 -Paragraph 2 -Subparagraph (a) -Publisher FASB -URI https://asc.fasb.org//1943274/2147482603/740-30-50-2 + Details
Name: | us-gaap_IncomeTaxDisclosureTextBlock
Namespace Prefix: | us-gaap_
Data Type: | dtr-types:textBlockItemType
Balance Type: | na
Period Type: | duration