Marcus Corporation (The)

Good morning everyone and welcome to the Markers Corporation second quarter earnings conference call. My name is Lydia and I'll be your operator today. At this time all participants are in listen only mode and will conduct a question and answer session towards the end of the conference. If at any time during the call you require assistance please press star zero and an operator will be happy to assist you. As a reminder this conference is being recorded. Joining us today are Greg Marcus, Chairman, President and Chief Executive Officer, and Chad Parris, Chief Financial Officer and Treasurer of the Marcus Corporation. At this time, I'd like to turn the program over to Mr. Parris for his opening remarks. Please go ahead, sir.

Thank you. Good morning and welcome to our fiscal 2024 second quarter conference call. I need to begin by stating that we plan to make a number of forward-looking statements on our call today. all of which we intend to qualify for the safe harbors from liability established by the Private Securities Litigation Reform Act. Our forward-looking statements may generally be identified by our use of words such as we believe, anticipate, expect, or words of similar import. Our forward-looking statements are subject to certain risks and uncertainties, which may cause our actual results to differ materially from those expected. Listeners are cautioned not to place undue reliance on our forward-looking statements. The risks and uncertainties which could impact our ability to achieve our expectations identified in our forward-looking statements are included under the heading forward-looking statements in the press release we issued this morning announcing our fiscal 2024 second quarter results and in the risk factors section of our fiscal 2023 annual report on Form 10-K, which you can access on the SEC's website. We will also post all Regulation G disclosures when applicable on our website at marcuscorp.com. The forward-looking statements made during this conference call are only made as of the date of this conference call, and we disclaim any obligation to publicly update such forward-looking statements to reflect subsequent events or circumstances. In addition, we routinely post news releases and other information regarding developments at our company that impact our investors, customers, vendors, and other stakeholders. you should look to our website, MarcusCorp.com, as an important source of information regarding our company. We also refer you to the disclosures we provided in today's earnings press release regarding the use of adjusted EBITDA, a non-GAAP measure used in evaluating our performance and its limitations. The reconciliation of adjusted EBITDA to the nearest GAAP measure is provided in today's release. Okay, with that behind us, let's begin. This morning, I'll start by spending a few minutes sharing the results from our second quarter. and discuss our balance sheet, liquidity, and recent financing transactions. I'll then turn the call over to Greg, who will focus his prepared remarks on where our businesses are today and what we are seeing ahead in the second half of the year. We'll then open up the call for questions. This morning, we reported a quarter that, as we expected, got off to a slow start, but picked up momentum and significantly improved as we moved further into the summer season. In theaters, the lingering effects of content supply challenges from the Hollywood strikes created a slower than normal start to the summer movie season in April and May. We then turned a corner in June with better content supply, and we saw audiences return for the big screen theatrical experience in big numbers. In hotels, we once again continued our trend of gains in group business and delivered a quarter with solid growth in revenue, occupancy, rev par, and earnings. I'll start with a few highlights from our consolidated results for the second quarter fiscal 2024. We generated consolidated revenues of $176 million, a decrease of $31 million, or 15%, compared to the prior year quarter, with revenue growth in our hotels and resorts division offset by revenue decrease in our theater division. We delivered $2.2 million of consolidated operating income and $22 million of adjusted EBITDA. Operating income was negatively impacted by a non-cash impairment charge of approximately $500,000 related to a leased theater location that we closed during the quarter and which is excluded from adjusted EBITDA. Below operating income, we incurred $13.9 million of debt conversion expense associated with the previously announced repurchase of $86.4 million of our convertible senior notes. I'll discuss our balance sheet and recent financing transactions further in a few minutes But I'll briefly explain the non-recurring debt conversion expense now. The required accounting for the repurchase transaction results in this charge to earnings for the premium paid above the principal value of the repurchased convertible notes. Conversely, the benefit for the cash value we received from the related proportionate unwind of our capital call transactions, which economically offsets the vast majority of the premium we paid to repurchase the convertible notes, is accounted for as a $12.9 million increase in equity that does not run through earnings from an accounting perspective. In other words, in terms of the economics of the transaction that was recognized in the second quarter, the net cash premium to repurchase the convertible notes was really $1 million. In addition to that unfavorable accounting treatment, our income tax expense for the quarter was negatively impacted by 1.1 million for the related non-cash tax impacts of the capped call unwind. In total, our net loss for the second quarter was negatively impacted by 15 million, or 47 cents per share, from the convertible debt repurchases and related transactions. As we have reported in the release, on the overall convertible debt repurchases and capped call unwind transactions, From a cash perspective, we were able to retire 86.4 million of convertible notes for only 87.9 million. Excluding the impacts of the convertible debt repurchases, our net loss for the second quarter of fiscal 2024 was 5.2 million or 17 cents per share. Turning to our segment results, I'll start this morning with our hotels and resorts division. Revenues were 74.5 million for the second quarter of fiscal 2024 an increase of 6.3% compared to the prior year. Total revenue before cost reimbursements increased over 3.4 million, or 5.6% over the second quarter of last year. REVPAR for our comparable owned hotels grew 6.5% during the second quarter compared to the prior year, growing at five of our seven owned hotels. The RevPAR increase resulted from an overall occupancy rate increase of 4.5 percentage points with an average daily rate or ADR that was down just slightly negative two tenths of a percent over the prior year. Our average occupancy rate for our own hotels was 72.7% during the second quarter of fiscal 2024. Our properties continue to perform well against both the competition in our markets and the industry as a whole. According to data received from Smith Travel Research, comparable competitive hotels in our markets experienced RevPAR growth of 4.6% for the second quarter of 2024 compared to the second quarter of fiscal 23, indicating that our hotels outperformed their competitive set by 1.9 percentage points. When comparing our RevPAR results to comparable upper upscale hotels throughout the United States, The upper upscale segment experienced an increase in rev par of 3% during our second quarter compared to the second quarter of fiscal 23, indicating that our hotels outperformed the industry by 3.5 percentage points. The trend of strong group business continued in the second quarter, with group rooms increasing to 44.6% of our total room mix during the second quarter of 2024, compared to 40.1% in the prior year quarter. The slight decrease in ADR resulted from an increase in our group rooms as a percentage of our overall room revenue mix, with growth in midweek group rooms sold, which generally increases occupancy at lower rates. We also continued to benefit from improvements to our revenue management strategy at certain properties to drive higher midweek occupancy at lower daily rate offerings to optimize overall room revenue and REVPAR. our success in growing group business and better revenue management drove our outperformance over our peers in the quarter. With the continued growth in group business and events, our banquet and catering operations grew with food and beverage revenues up 3.8% in the second quarter of fiscal 2024 compared to the prior year. Finally, hotels adjusted EBITDA grew to 11.4 million during the second quarter on the higher revenues. Turning to theaters, Our second quarter fiscal 2024 total revenue of $101.5 million decreased 25.9% compared to the prior year second quarter. Comparable theater admission revenue decreased 28.8% over the second quarter of 23, with comparable theater attendance decreasing 26.3%. According to data received from Comscore and compiled by us to evaluate our fiscal 2024 second quarter results using our comparable fiscal weeks, United States box office receipts decreased 26.8% during our fiscal 2024 second quarter compared to U.S. box office receipts during our fiscal 2023 second quarter, indicating our performance was approximately two percentage points below the industry. Looking by month, We underperformed in April and May, and then significantly outperformed the nation in June. We believe that our lower box office performance during the second quarter was primarily attributable to an unfavorable film mix compared with the second quarter of fiscal 2023, which included 12 weeks of the Super Mario Brothers movie, a film where we significantly outperformed our average market share in the prior year. While the second quarter this year also included the opening of a great blockbuster family film, where we are also enjoying high market share, Inside Out 2. With only two weeks of the film's run falling in our second quarter, much of this outperformance will benefit our third quarter. In addition to the improvement in film mix in June, we believe several changes that we made to promotions during the quarter positively impacted our improvement in performance in June, which Greg will discuss further. Our average admission price decreased by 3.1% during the second quarter of fiscal 2024 compared to last year. The decrease in our admission per caps was primarily due to the introduction of several promotions we introduced early in the summer to encourage movie going and drive attendance. These changes include our new $7 everyday matinee promotion for seniors and children and changes to our Value Tuesday promotion that reintroduced a free complimentary sized popcorn for MMR loyalty members, resulting in higher attendance on Tuesdays at a lower ticket price as compared to other days of the week. In addition, average admission price was negatively impacted by a decrease in the percentage of 3D and PLF ticket sales during the second quarter of 2024 compared to the second quarter last year, which was favorably impacted by high 3D ticket sales from Super Mario Brothers, and more films that played on PLF screens at higher attendance levels. Our average concession food and beverage revenues per person increased by 2.3% during the second quarter of fiscal 2024 compared to last year's second quarter. The increase was primarily due to pricing changes implemented during 2023 and by an increase in the number of concession items purchased per customer. Craig Vaughn, Our top 10 films in the quarter represented approximately 73% of the box office in the second quarter of fiscal 2024 compared to 80% for the top 10 films in the second quarter last year. Craig Vaughn, The less concentrated film slate resulted in an approximately two percentage point decrease in overall film cost as a percentage of admission revenues. On the lower revenues, Theater Division adjusted EBITDA during the second quarter of fiscal 2024 was $15.1 million compared to $31.3 million in the prior year quarter. Shifting the cash flow in the balance sheet, our cash flow from operations was $36 million in the second quarter of fiscal 2024 compared to $55 million in the prior year quarter, with a decrease in cash flow from operations primarily due to the lower EBITDA. Total capital expenditures during the second quarter of fiscal 24 were 19.8 million compared to 7 million in the second quarter of fiscal 23. A large portion of our capital expenditures during the second quarter were invested in the hotel business with guest room renovations at the Pfister Hotel and meeting space and ballroom renovations at Grand Geneva Resort and Spa. The remaining balance of capital expenditures during the quarter were for maintenance projects in both businesses. Our capital investments and renovations projects have progressed as planned, and we continue to expect capital expenditures for fiscal 2024 of 60 to 75 million, recognizing that the timing of several of our planned projects are subject to change as we are still finalizing the scope and timing of various projects, and the actual timing of these projects will impact our final capital expenditure number for the year. We will continue to update our capital expenditure estimates as the year progresses. We recently announced the completion of several refinancing transactions. First, as I mentioned earlier in the call, we entered into agreements to repurchase an aggregate 86.4 million of our convertible senior notes for cash consideration of 87.9 million, which is net of the cash we received from the proportionate unwind of the cap call transactions. We effected the repurchase over two tranches. The first $40 million tranche closed in the second quarter, and the second $46.4 million tranche closed in July during our third quarter. We believe the repurchase transactions significantly simplify our capital structure and eliminated potential future dilution at an attractive repurchase price. Following the repurchases, the remaining $13.5 million of convertible notes are a much smaller piece of our overall capital structure, and we expect to settle them with cash at or prior to their maturity in September 2025. Second, in July, we completed a private placement offering of 100 million of senior notes in two tranches, 60 million of 6.89% notes with final maturity in 2031, and 40 million of 7.02% notes with final maturity in 2034. The proceeds of this offering were used to fund the convertible notes repurchases and for general corporate purposes. This was our first return to the private placement debt market since the pandemic, and we were thrilled by the strong demand from new and existing debt investors for this oversubscribed debt offering. Through the completion of these financing transactions, we extended our weighted average debt maturity from 1.6 years to just over four years. We believe the successful execution of this financing once again underscores the importance of our core philosophies of maintaining a strong balance sheet with manageable leverage, ample liquidity, and owning our real estate. Our balance sheet remains strong, and we ended the second quarter with $33 million in cash and over $208 million in total liquidity, with a debt-to-capitalization ratio of 28% and net leverage of 1.9 times net debt to adjusted EBITDA. With that, I will now turn the call over to Greg.

Thanks, Chad. Good morning, everyone. Over the last few quarterly earnings calls, we've talked about our outlook for the year in terms of two storylines that we expected to play out over the short term. First, we expected two different trends in our divisions, with hotels continuing to grow with steady occupancy growth and events in our markets that we would benefit from. while we expected theaters to be impacted by product supply challenges following last year's Hollywood strikes. Second, in theaters, we expected the year to be a tale of two halves, with the most significant impact of the product supply shortages felt in the first half of the year, with stronger product returning in the second half of the year, building momentum heading into 2025. This has played out as expected, though when you peel back the onion, there are surprises both positive and negative within the quarter. While the second quarter started out very slowly in our theater division in April and May, we really started to see an inflection point in June with films that drew large audiences and even broke box office records. In hotels, we got off to a strong start that carried through to deliver a great quarter, which we expect to be followed by an even better third quarter given the events we have going on in our markets. While the quarterly comparisons to last year have been tough, they were not a surprise. We see improvement coming in the second half of the year, and our long-term outlook for both businesses remains positive. I'll start today with our hotel and resorts division. You've seen the segment numbers, and Chad shared some additional detail on the performance metrics, including our outperformance to the comp sets and upper upscale hotels nationally. Overall, the quarter was solid with several highlights. First, we continue to win group business that is filling in midweek occupancy and it helped grow our overall occupancy to nearly 73%. This is our highest occupancy level in the second quarter since the pandemic, and while it isn't quite all the way back to the typical second quarter pre-pandemic average of around 77%, we continue to get closer. Our average daily rates were effectively flat in the second quarter compared to the second quarter last year, and we held ADR despite the increase in group business, which is typically at lower rates. In addition, we continue to benefit from optimizing our revenue management strategies like properties. We've been aggressive on daily rates during low demand periods to drive occupancy and maximize revenue with our available room night capacity. The net result has been successful in growing our occupancy and overall rev part. Finally, We did continue to see some modest rate softening among leisure customers in the quarter at some of our properties, which was offset by rate growth in other segments. Our banquet and catering business continues to benefit from the strength in our group business with food and beverage revenues growing 3.8% in the second quarter of 2024 compared to the second quarter last year. As we look ahead, group bookings remain strong with our group room revenue bookings for the remainder of fiscal 2024 Our group pace in the year for the year, running approximately 11% ahead of where we were at this time last year, excluding the impact of the Republican National Convention in Milwaukee. Looking further ahead, our group pace for fiscal 2025 is running over 36% ahead of where we were at this time last year. Banquet and catering pace for the remainder of fiscal 2024 and 2025 is similarly ahead of where we were at this time last year. Our newly renovated meeting spaces and ballrooms at Grand Geneva Resort and Spa and at the Pfister have contributed to our success in winning groups and event bookings. The guest room renovation of the historic building at the Pfister Hotel was completed on schedule with all rooms back in service in time for the RNC. We plan to complete the last phase of the hotel renovation with a refresh of the lobby and public space later this year. The investments we have made in our properties put us in a great position to win in our markets. As we all saw a few weeks ago, Milwaukee recently hosted the Republican National Convention, and our three downtown hotels, the Pfister, St. Kate, and Hilton Milwaukee City Center, all played a big role in welcoming an estimated 50,000 visitors to the city. During the five nights of the event, we hosted convention attendees and many VIPs in a complete sellout of our over 1,250 rooms at these three hotels, with 19 convention events in our ballrooms and meeting spaces. In terms of financial impact to our third quarter, the RNC generated over $3 million in incremental revenue for the division over our volumes during the same week last year. This was a milestone event for the city with national media coverage that highlighted our great hospitality and all the things that make this city great. While the event certainly will be a net positive to our third quarter results, more importantly, we believe the event showcased the city's ability to successfully host large-scale conventions and events with venues including Baird Center, the expanded convention center that opened earlier this summer, and Pfizer Forum. We are optimistic that the success of the RNC will have a long-term positive impact on event bookings and hospitality demand in the market in future years. Turning to theaters, as I mentioned in my opening comments, we saw a significant difference in the performance of the division in April and May compared to June, both in terms of the overall box office in each month and in terms of our performance relative to the nation. The National Box Office had its biggest monthly decline of the year in April of approximately 38%, and then sequentially improved each month as we had more and better films to play. And Marcus Theater's box office comparisons followed that national trend. Chad went through our results for the quarter, including our circuit underperformance, underperforming the change in the National Box Office by two percentage points in the second quarter compared to last year. However, as Chad mentioned, While we started the quarter slowly, we finished strong. Looking by month, we underperformed in April and May, and then significantly outperformed the nation in June by over nine points for the month. There are several changes that occurred that we believe drove this positive trend that has now continued into July. First, I'll start with the changes that we made. On our last call, I noted with a softer film slate, we were refocusing on driving attendance, keep customers coming to the movies, and making sure we had a compelling offering for everyone. particularly our value-oriented customers. In May, we rolled out our Everyday Matinee promotion, which offers a $7 ticket for kids and seniors for any shows starting before 4 p.m. on a standard screen seven days a week. In addition, we continued to evolve our Value Tuesday promotion. We didn't make any further changes to admission prices on Tuesday. In May, we reintroduced a free complimentary-sized popcorn. for all MMR members, replacing the prior Tuesday promotion of a 20% discount on all food and non-alcoholic drink for MMR members. These changes are designed to drive attendance and appeal to value-oriented customers by making sure that moviegoing remains the most affordable out-of-home entertainment option. Based on the first two months of results, the changes appear to be contributing to our improved performance. Second, the mix of films shifted to genres that played well in our markets in May and including Inside Out 2, If, and Bad Boys Ride or Die, all of which outperformed our normal market share. We expected that the increase in promotions would create a headwind to our admission per caps, which were down 3.1% in the second quarter, and were also impacted by a challenging comparison with high 3D ticket sales for the Super Mario Brothers movie last year. In terms of the quantity of wide release films in the second quarter, We had a similar number of titles with 28 wide releases in the second quarter of fiscal 2024 compared to 29 in the second quarter last year. However, similar to what we saw in the first quarter, the second quarter slate this year was weaker overall with lesser performances and fewer blockbusters with an average opening weekend US box office gross per wide release film that was 28% lower than the same average in the second quarter last year. Only Inside Out 2 opened to over $100 million in the second quarter this year, compared to three films with an opening over $100 million and a fourth film, The Little Mermaid, coming very close with a $95 million opening during the second quarter last year. In June, we saw that once again, when quality product supply is there, audiences still want to come out to see films on the big screen. Inside Out 2 delivered the second highest grossing opening weekend animated film of all time and has gone on to become the highest grossing animated film of all time. overtaking other Pixar blockbusters, including Incredibles 2 and Frozen 2, with a domestic box office that now stands at over $600 million during its six-week run. The momentum continues into July with the releases of Despicable Me 4, Twisters, and Deadpool and Wolverine. With last weekend's highest R-rated opening of all time, Deadpool and Wolverine broke several records for market leaders as well, becoming our highest ever grossing weekend summer film, opening between May and August, and our highest ever PLF grossing opening weekend summer film. As we look ahead to the rest of the year, we see a stronger second half. This fall, we are excited about Beetlejuice, Beetlejuice, Joker, Folly Ado, and Venom, The Last Dance, among others. For the holidays, we look forward to films such as Gladiator 2, Moana 2, Wicked, The Lord of the Rings, The War of the Rohirrim, Kraven the Hunter, Mufasa, and Sonic the Hedgehog 3. As we look further ahead to next year, the slate for 2025 is stacked with several very strong franchises, including Superman Legacy, Captain America, Mission Impossible, Jurassic World, Karate Kid, The Fantastic Four, Snow White, Wicked 2, and Avatar 3, just to name a few. As we look at the product supply ramping back to and potentially exceeding 2023 levels in 2025, and further growth beyond, we remain very positive and optimistic about the long-term future for the industry and our theater business. Finally, I'd like to briefly talk about growth in theaters. While over the last few years we've closed several underperforming theater locations as we optimize our footprint, we continue to look at opportunities to grow this business in attractive locations and with a financial model that makes sense. We recently announced the addition of a new theater to our circuit at the shops at West End and St. Louis Park. a suburb of Minneapolis, Minnesota. This is our eighth location in Minnesota and our closest to Minneapolis, and it's a great example of what we think is possible when we work closely with landlords to reposition a theater, in this case, an attractive lifestyle center in a good market that we know. We reopened the theater as the Marcus West End Cinema in early July, bringing all of our great offerings and programs to customers on day one, including our magical movie rewards loyalty program, Marcus Passport, Value Tuesday, and Everyday Matinee. We look forward to making further improvements to the theater with the landlord in the months to come. Finally, I would like to briefly comment on the financing transactions that Chad covered earlier. As you can tell, we've been busy the last several months developing and executing a financing plan to extend and simplify our capital structure. And I would be remiss if I didn't congratulate Chad on leading a complex refinancing that we believe will be a huge positive for our shareholders in the long term. We often get questions on capital allocations our priorities and how we think about the mix of paying a dividend and share repurchases. One of the ways we viewed repurchasing a substantial portion of our convertible debt was that we were indirectly buying back our equity by limiting potential future delusion. We are continually evaluating where we can best deploy capital with each investment decision, whether for growth, maintaining our assets, or returning capital to shareholders through dividends or through our current share repurchase authorization of 2.4 million shares. In this regard, we are optimistic and opportunistic, and will deploy capital where we see the best returns. I'd like to once again express my appreciation for our dedicated associates at the Marcus Corporation. Their outstanding work and commitment to serving our customers is responsible for our success, and we appreciate all they do every day. As we say so often, they are our most important asset. So on behalf of our board of directors and our entire executive team, thank you to all of our associates. And with that, at this time, Chad and I would be happy to open the call up for any questions you may have.

Thank you. Please press star followed by the number one if you'd like to ask a question. And ensure your device is unmuted locally when it's your turn to speak. If you change your mind or your question has already been answered, you can withdraw your question by pressing star followed by the number two. We'll go first to Jim Goss with Barrington Research. Please go ahead. Your line is open.

All right, thank you. One question, or set of questions about the hotel sector. You talked about the benefits from the RNC. I'm wondering, was there any displacement impact from that event with demand pushed to other summer timeframes that you might benefit from later on? And did this event help heighten the profile of St. Kate the Arts Hotel and provide potential justification for additional expansion of that concept?

You know, look, it's a yes and no, Jim. It's complex what happens with the RNC. Yes, it did move some business later in the summer. So, you know, like the Northwestern Mutual Annual Conference was moved to accommodate it. You know, so that was probably the biggest move. And so, yeah, I'm sure it displaced some business, and I'm sure some people looked at the TV and said, wow, Milwaukee's cool. I should go there. because it's true. But the other side of that is that there was, and by the way, this is all a net positive, but there was a little displacement on the front end because the convention center was pretty much out of business for a few weeks before the RNC came about because just the setup was such an extensive setup. So, you know, there were positives and negatives to it, but overall, you know, we're really pleased with how it all turned out. As for St. Kate, yeah, you have to look at You know, you read my mind. I would like to, I'd like to have more of them, but we've got to get this one in a place where, and it's so hard to judge, you know, when you get a one-timer like the RNC. But again, we think the net positive, it continues to build, and that concept continues to grow every year, and we're pleased with how it's coming along. So we do think about exactly what you're talking about.

Okay, thanks. And on the I'm wondering, at this stage, is film flow importantly a numbers game, or is it dependent primarily on the quality and or demographic appeal of the film mix being released? I'm partly wondering about your read on consumer attitudes toward theatrical attendance at this stage. You're always pretty bullish on it, I think.

You know, I think you know my theory is that at the end of the day, it is the number of films released. However, I mean, that's, you know, I mean, it has to be what I would call a normal slate. You know, if you don't, if you release, you know, 110 films and not one of them is a tentpole, that's not what I would call a normal slate. And so I think, you know, sort of thinking about the earlier part of the year where the number of films released seemed to be at a higher cadence, what they were releasing, I'm glad they were putting movies out there, but not tent poles. We talk about what is a tent pole? Well, it holds a tent so lots of things can be inside of it. If you just had tent poles, well, you're not stocking your tent full. Or if you don't have tent poles, well, the ceiling is going to be a little lower, so to speak. At the end of the day, assuming the proportionate number of tentpoles and then smaller films and sort of a varied slate of different kinds of films, then I feel that the box office is still relatively predictable. But it needs to be, because look, people want to go to the movies. Look at what we are seeing right now. You know, and I want to, you know, you just think back a few years. No one's going to a family movie anymore. All of a sudden we have the highest animated film of all time. You know, oh, Marvel's done. Stick a fork in Marvel, and then we get Deadpool. I saw last night. It was so good. But, you know, it's just, you know, but you've got to take enough swings, and you've got to get people back in the habit. You know, oh, right now comedy's dead. Nobody's going to comedy, although everybody went to Deadpool, which I promise you is a comedy. People would love it. I don't know, seems to be more fun to laugh in a room full of people than to laugh by yourself on the sofa. Ha, ha, you know, that's great. But, you know, you want a room full of people around you. And so I think they just got to get back to that and build the audience. People have to get back in the habit of going.

Okay, one last one. Alternative content gained a little more traction when there's less content available. And I'm wondering if in the aftermath, as alternative content begins to subside from lack of need, what elements do you feel will have a more lasting impact and will it be confined to certain days of the week or anything else of that nature?

I think that alternative content will continue to be important to what we do. And I've always said I don't think that it's going to become the biggest part of our business. But those last customers are very profitable. Those are high margin customers. And I think that we'll need to be strategic and figure out. The key is for us to know the audiences, to know who that is and to effectively be able to market to them. Because that's ultimately the challenge of alternative content is to is to be able to market to an audience. You know, when you're not releasing something nationally and having, you know, and playing, you know, 500,000 runs of something, which is what a national run is of something over a month, you know, you have to, you can't throw as much marketing at it, so you have to be very efficient. And so our loyalty program, which continues to grow, and not just ours, because it needs all the industries, and I think all the industries' loyalty programs continue to grow. As we get better, marketing and finding those audiences you know for example I'll give you an example our our Indian film Bollywood content we're getting better at it and it's growing our St. Louis market had been very strong Warenburg and we want them had a very invested the time and and built that built that audience and we're growing that now again it's it's Craig Vaughn, Not huge dollar amounts, but over time it grows, and it can be meaningful and it can whether it's that or concert films or whatever we might be doing it's something we have to pay attention to this, as I said, those last dollars, the most profitable.

Okay, thanks for your thoughts appreciate it.

And next question today comes from my Kiki with the benchmark company, please go ahead to your line is open.

Craig Vaughn, Craig. Chad, good morning, guys, and great job. Congratulations on your financing transactions. Awesome to see that. Thanks, Mike. Chad, thank you. Yep. I guess the first topic on the hotel side, really strong growth, lease versus expectations maybe for the first half here. And I get the group data. Phil Kleisler- looks good but sort of your confidence here that you can continue to sort of grow the hotel piece second half of 24 and 25 and I guess the backdrop here somewhat Greg is that. Phil Kleisler- I think prior quarter, he expressed, maybe a little softness and in leisure so sort of curious update there and then your confidence for growth.

Yeah, Mike, I'll, I'll start. Um, as we've mentioned the prepared remarks, we did see some continued softness in leisure. I wouldn't say that it was meaningfully accelerating or different than what we mentioned in the first quarter. Um, but as you know, that's been a really hot segment of the business coming out of the pandemic. And so it's, it's normalizing, um, which I think generally we thought in the industry thought was, was gonna happen. What, what is happening? Tad Piper- Though it's offsetting it is we're seeing other segments of the business that have have more than offset it and that's primarily happening in occupancy. Tad Piper- This quarter, it even even managed to offset the softness and leisure rates to hold great flat, and so you know we like the fact that our mix of business gives us. the ability and opportunities to win in other segments to offset softness in certain sectors or parts of the business when it happens. And we were able to do that this quarter. And as we go into the second half of the year, we talked about the bookings and what the forward book looks like for group business, which looks strong for the balance of the year, good growth both this year and next year. that we think will continue to help us offset any softness that we see in leisure. But I would say it's more of sort of a continuation of what we saw, but we're managing it.

Well said.

Nothing to add.

All right. And then you called out the fester. You put some $20 million in capital on that. Just sort of curious, maybe the renovations that you did there and how you think that'll impact RevPAR or... utilization, ADR, I guess, specifically, if you want, or how that asset should grow after the money you put in.

I don't think we look at specific, we don't talk about specific assets like that, because other than, you know, it's a mixture of stuff, you know, when you do something like that, part of it is just you have to do it because, you know, that's what you do to stay in business and keep your assets up. But, you know, but it is so beautiful and And it's, you know, and the F&B market is so competitive and the banquets markets, and now when people come and they see how great the asset is, you know, I think there's obviously going to be a benefit to it. It's a little tough to quantify, but that is the, you know, the cost of being in business over time.

Yeah, I mean, where we see it, Mike, is really in the bookings and the group side of the business and, you know, Patrick O' Particularly renovated ballrooms. We're seeing that now, not just at the Pfister, but at Grand Geneva as well. Patrick O' You know, event planners like fresh space and you know that's where you after you make an investment like this, you'll start to win some of that over other Patrick O' alternative venues. And I do think that's related to what we're seeing in some of the group bookings. The other piece, as Greg said, is, you know, maintenance capital in nature, but also preserving, in the case of the Pfister, premium positioning in the market and a premium rate and maintaining the asset. So a little bit of defense there on maintaining a leadership position in the market.

Nice. Thank you. I guess topic two would be theater. It's nice to see you guys be opportunistic with the Showplace transaction. Curious what sort of opportunity you guys see in the market for similar deals as you look to expand your network now?

You know, I wish I could tell you they were lining up and there was a bunch of deals that we were able to do. But, you know, we keep looking. I do think that my theory is that when things stabilize out, more stuff will break free. This is the example. This is how the company was built originally. We're about to be 90, 80 years ago. My grandfather built the company by finding landlords that needed help. that said, you know, we can work together to do something. And my grandfather brought the skill of running the operation to the landlord that had the real estate, and they became partners. And that's the kind of deals we would like to do. And we are out talking to people, as you can see, because this deal got done. So we are out talking to people about trying to do these things. And I know our team is out looking and talking to people. But I can't tell you there's a long list of them right this second. But we'll just keep working at it.

Would you guys start to think now that you've sort of completed the financing piece? Obviously, that took a lot of time. But now that that's sort of cleaned up for you, would you start to consider more traditional M&A in the theater space as sort of the more important on the list of capital allocation opportunities?

Mike, I think it's changed. The M&A model in the theater business fundamentally different than it was pre-pandemic in that buying a circuit of theaters generally can be difficult because in the portfolio of locations, many of them are not cash flow positive. And so you really need to think about paying cash for a circuit and what you're getting. And you have to look location by location. What we're seeing in terms of opportunities Tad Piper- Are more individual deals, and so it you know it's it's a lot of hard work to do individual locations but that's where the financial returns are going to make sense and and you know. Tad Piper- singles and doubles not not you know purchases of 20 circuits that 20 locations in a circuit at a time and that I think where we're at until. stabilization somewhere quite a bit north of where we are today kind of resets and helps everybody understand what the rent levels need to look like in a leased circuit.

The last question, gentlemen, on the staying on the theater side within the promotional piece, it looks like, Greg, you're having success there. Do you think that is sort of any indication of a consumer that's, I hate to say trading down, but sort of seeking value here, Greg, or do you think that is maybe a factor of just not the best slate and they just need some extra motivation to get into the theater? And then I guess the follow-on would be now that the slate is looking great for the foreseeable future, can sort of like the build out of that promotional be sort of be, you know, contraproductive, I guess, you know, versus getting people in prime times with full ticket prices. Thanks, guys.

No, I think it's, look, there's a few things that are going on. I think the dynamics are such that, and let's break it like into a couple different parts. Like, so one of the idea of the return to free popcorn. I mean, You know, do I think that's indicative of a weaker consumer? No. You know, I think that free is a powerful word. I mean, you know, we didn't, it wasn't because we did, it was very interesting. We did a substitution. We had made the change. And by the way, we tested this. We didn't just do this radically, but, you know, without trying to test it. Obviously, our test didn't sort of match what ultimately happened. But the, you know, the idea of moving to, when you give free popcorn, well, if you don't want popcorn, then what value are we giving to someone on a value Tuesday? You know, we are giving, because we, and so we said, well, if we give you, you know, 20% across the concession stand, that's going to be a value potentially to more people. That was the theory, and as we tested it, it seemed to play out okay. But then when we rolled it out, you know, it didn't match our expectations. And so we went back to free popcorn and we changed what the offer was. And it really changed. it really seemed to be, you know, it's hard to exactly quantify which piece of, you know, of all that is, but it's something that we thought, okay, well, you know, you make a mistake and you go back and you change and that seems to be a more powerful driver for Tuesdays. Now, when I say Tuesdays, let me bring up to your next point, which is, you know, we worried about things being counterproductive. And, you know, the answer to that is Paul Minehart, Is no, because you know one of the things that we think about, and this is maybe the overlap of hotels overlapping with theatrical. Paul Minehart, And that is the right price for the right customer at the right time, not like we just cut a discount across the board, you know all all day and all night. Paul Minehart, You know our our seven side let's call it our seven and seven $7 matinee seven days a week for for seniors and kids that ends at four o'clock. And so, you know, might you displace a little bit of business? Yeah. But in the aggregate, the idea of keeping it affordable for families, which, again, is we know the consumer is weakening a little bit, you know, again, is so how do we appeal to that family that maybe how do we keep this affordable entertainment? Well, let's face it, you know, the studios have gone and And they've put out a lot of product into that fire hose with what the consumer perceives as virtually free in their streaming programs. And so, you know, how does that not impact us? That has to impact upstream, and they have to know that. And so we have to be able to be competitive so the family can make the decision to get off the sofa and invest their time and go to a theater, which we know, and the studios and we all know, is a much better... much better financial result for everyone and not just financial across the life of their content so you know because they that we all want people to be invested in the content we want people to go the reason to go to theatricals I've talked about before you sit on your sofa it's very passive you flick your remote and you can Stop it and start it and not watch it if you didn't like it in the first few minutes. You have no investment. When you go to a movie theater, you've made an investment of your time. And you will like something more. You will tell more people about it. You'll want to watch it again when it comes out in the ancillary markets. That's the window, selling to the same person over and over again. But you've got to have a price where you can make all those sales, and that's where we are. You know, I've talked about this before. I've told people this. I've probably talked about it on these calls. You know, 20 years from now, the number of kids who will say, you know, to someone, you know, I remember my parents took me to my first movie. You know, they took me in the living room and we turned on the TV and I watched Inside Out 2. That number will be zero. I promise you. But there will be so many kids who say, I remember my parents took me to my first movie. We went to the movie theater. My dad held my hand. He bought me popcorn, and I thought the characters were real. Inside Out 2 was my first movie. And they'll talk about it for the rest of their lives, and they'll be excited to go to Disney theme parks and experience the characters there and all of the flow-through benefits that you don't get just sitting on the couch. That doesn't mean sitting on the couch is bad. It just means it's not the same. Maybe more than you wanted in the answer, but you asked. Appreciate it, Greg.

Thank you. And our next question comes from Eric world with be Riley security. Your line is open.

Thanks. Thanks, guys. Get me in a couple of questions, a couple of follow ups on some ones that have been out there on the pricing question. So I guess on the midweek, many pricing and discount to get your rationale. Greg, they just went through why you guys made those changes. Should we make the assumption that those changes are viewed as more permanent changes to the pricing model and kind of promotional model or something that's more of a short-term move with the slate and kind of where wallets are right now?

Well, you know, we've announced that it's for the summer, but obviously we would seriously be considering it, you know, to bring it back on a more permanent basis. I think the most interesting thing, though, is actually how it looks like the pricing, the actual, you know, what we charge is less, you know, the $6 or $7, depending on if you're in our rewards program or not, you know, versus $5 seem to be less impactful than free popcorn, which is really very interesting. But, again, at $5 for 10 years, I defy anyone to tell me they don't want to raise for 10 years, especially in an inflationary environment. I think that was very understandable. It's still six bucks is an incredible value for that.

Got it. And then on the acquisition question around the theater space, how far outside of the Midwest kind of home base would you be willing to look for the right opportunity that comes along? And how do you view the benefits of of clustering intervention. And you talked about that, you know, obviously the, you know, Chad mentioned the, the, the acquisition kind of environment's a lot different than it was, you know, you're kind of looking at one of these and two of these and these that come up. So, I mean, if there's a single theater in a far away place, does that make sense? Or you really need to think with the customer base and loyalty, you really want to, and maybe kind of just management have more of a clustering or can you make it, make it work with, with one?

You could absolutely make it work with one. I mean, it's not as good as having a bunch of them because you can get your, you know, it's not like the old days. The old days when you had to have an ad in the newspaper, I mean, you know, we're talking, you know, real old days here. You know, you wanted to have a bunch of them in the market because you're, just because your ad looked so much larger, you know, when you ran all this, all of them on one and now, you know. the the you get people to your website and it's it's just it's different in that regard but still i do think that that there's some marketing benefits to being able to have multiple theaters in a market whether you for more for you know the ad hoc campaign oh you know seven dollars i mean i you know seven dollar matinee seven for you know seniors seven days a week for seniors and kids being able to market that is so much more efficiently is certainly helpful again not the same as the days of old And the more times people know your name and hear about you and get your programs out there, the better off you are. But overall, we can really manage them anywhere.

The only thing I'd add to that, Eric, is certainly the bulk of our locations and the things that really move the needle in terms of customer preferences, those locations are in the Midwest. But we do have single locations in certain markets. as far west as Aurora, Colorado, as far east as Philadelphia, where we have a few of them in that market, but a couple of them in that market. But we have done it before. We certainly can do single locations in a given market, particularly if it's a great theater.

Yeah. And I mean, apparently people have seen my tax all over the country.

So I imagine that's not limiting your inbounds from from a landlord, maybe somewhere in a distant state because of where you are, you're still getting those calls. Yes, absolutely. Okay. And this last question on the hotel side, you spoke about the strong group pace that you're seeing in 2025. Is there any way to kind of note, I guess, or kind of think about how much of that may be driven by the convention center expansion versus just normal group business improvements that you may just be experiencing your hotel i guess i'm just trying to get a sense of is that just an improvement of the baseline um i don't think just but is that improvement of the baseline to your hotel business prior to the tailwinds of the convention center expansion really kicking in uh well it's a little bit of both i mean look it's it's the business coming back it's the convention center getting stronger because you know is you know because they've been

There's certainly probably a bunch of people who say, well, I'm not booking your convention center until I see it done. But a bunch of people were excited about it, and I give credit to Peggy Williams, our local Convention Visitors Bureau. They've been out marketing hard, and the business flow is better.

Yeah, I guess the other thing I'd add, Eric, is 25, a little bit of both, they are starting to book in you know, some events further out on the calendar, 2027, that I think they would quickly say Milwaukee would not have gotten were it not for the expanded convention center. But next year, you know, near in, as Greg said, because they want, you know, some of this is they want to, event planners want to see it. You know, next year, it's just a little bit of both.

Perfect. Thank you both.

Thank you. We have no further questions at this time, so I'd like to turn the call back to Mr. Parrish for any additional or closing comments.

Great, thank you. Well, we'd like to thank everybody for joining us today. We look forward to talking to you once again in early November when we release the third quarter results. Until then, thank you and have a great day.

This concludes today's call. Thank you for joining. You may now disconnect your line.