Six Flags Announces Closing of Offering of $850 Million of 6.625% Senior Secured Notes due 2032
May 02 2024 - 9:20AM
Business Wire
Six Flags Entertainment Corporation (NYSE: SIX) (the “Company,”
“Six Flags,” “we,” “us” or “our”), the world’s largest regional
theme park company and the largest operator of water parks in North
America, today announced that the Company and its wholly-owned
subsidiary, Six Flags Theme Parks Inc. (“SFTP”), as co-issuers,
have closed their private offering of $850 million aggregate
principal amount of 6.625% Senior Secured Notes due 2032 (the
“Notes”).
As previously announced, on November 2, 2023, the Company
entered into that certain Agreement and Plan of Merger (the “Merger
Agreement” and the merger transactions contemplated thereby, the
“Mergers”), by and among the Company, Cedar Fair, L.P. (“Cedar
Fair”), CopperSteel HoldCo, Inc. (“HoldCo”) and CopperSteel Merger
Sub, LLC. Pursuant to the Merger Agreement, Cedar Fair and Six
Flags will each merge with and into HoldCo, with HoldCo continuing
as the surviving entity.
The Company intends to apply the net proceeds from the Notes
towards (i) the principal amounts outstanding under its existing
term loan facility and revolving credit facility and (ii) a portion
of the outstanding 7.000% Senior Secured Notes due July 1, 2025
issued by SFTP. The remainder of the net proceeds from the Notes
offering are expected to be used (together with other sources of
cash) for general corporate purposes, including but not limited to
working capital, operating expenses, capital expenditures, debt
service requirements, the payment of the special dividend in
connection with the Mergers, and the payment of fees and expenses
related to the Mergers.
The Notes have been offered and sold only to persons reasonably
believed to be qualified institutional buyers pursuant to Rule 144A
under the Securities Act of 1933, as amended (the “Securities
Act”), and to certain persons outside of the United States pursuant
to Regulation S under the Securities Act. The Notes and the related
guarantees have not been registered under the Securities Act or the
securities laws of any state or other jurisdiction and may not be
offered or sold in the United States without registration or an
applicable exemption from the Securities Act and applicable state
securities or blue sky laws and foreign securities laws.
This press release is for informational purposes only and does
not constitute an offer to sell, or a solicitation of an offer to
buy, any security. No offer, solicitation, or sale will be made in
any jurisdiction in which such an offer, solicitation, or sale
would be unlawful. Any offers of the Notes will be made only by
means of a private offering memorandum.
About Six Flags Entertainment Corporation
Six Flags Entertainment Corporation is the world’s largest
regional theme park company with 27 parks across the United States,
Mexico and Canada. For 63 years, Six Flags has entertained hundreds
of millions of guests with world-class coasters, themed rides,
thrilling water parks and unique attractions. Six Flags is
committed to creating an inclusive environment that fully embraces
the diversity of our team members and guests.
Cautionary Information Regarding
Forward-Looking Statements
This Press Release contains forward-looking statements within
the meaning of Section 27A of the Securities Act, and Section 21E
of the Exchange Act. Forward-looking statements include all
statements that are not historical facts and can be identified by
words such as “anticipates,” “intends,” “plans,” “seeks,”
“believes,” “estimates,” “expects,” “may,” “should,” “could” and
variations of such words or similar expressions. These
forward-looking statements are not guarantees of future performance
and are subject to risks, uncertainties, assumptions and other
factors, some of which are beyond our control, which could cause
actual results to differ materially from those expressed or implied
by such forward-looking statements. These factors include (i) the
adequacy of our cash flows from operations, available cash and
available amounts under our credit facilities to meet our liquidity
needs, (ii) the risk that the proposed Mergers disrupt current
plans and operations of the Company and the effect of the
announcement or pendency of the Mergers on the business
relationships, operating results and business generally of the
Company, (iii) our expectations regarding the timing, costs,
benefits and results of our strategic plan, (iv) the impact of
macro-economic conditions, including inflation on consumer
spending, (v) our ability to implement our capital plans in a
timely and cost effective manner, and our expectations regarding
the anticipated costs, benefits and results of such capital plans,
(vi) the extent to which having parks in diverse geographical
locations protects our consolidated results against the effects of
adverse weather and other events, (vii) our ongoing compliance with
laws and regulations, and the effect of, and cost and timing of
compliance with, newly enacted laws and regulations, (viii) our
ability to obtain additional financing and the increased cost of
capital due to rising interest rates, (ix) our expectations
regarding the effect of certain accounting pronouncements, (x) our
expectations regarding the cost or outcome of any litigation or
other disputes, (xi) our annual income tax liability and the
availability and effect of net operating loss carryforwards and
other tax benefits, and (xii) our expectations regarding uncertain
tax positions.
Forward-looking statements are based on our current expectations
and assumptions regarding our business, the economy and other
future conditions. Because forward-looking statements relate to the
future, they are, by their nature, subject to inherent
uncertainties, risks and changes in circumstances that are
difficult to predict. A more complete discussion of these factors
and other risks applicable to our business is contained in the
Company’s Annual Report on Form 10-K, filed with the Securities and
Exchange Commission on February 29, 2024, as amended by the
Company’s Annual Report on Form 10-K/A filed with the Securities
and Exchange Commission on April 29, 2024. While we believe that
the expectations reflected in such forward-looking statements are
reasonable, we make no assurance that such expectations will be
realized and actual results could vary materially. Factors or
events that could cause our actual results to differ may emerge
from time to time, and it is not possible for us to predict all of
them. We undertake no obligation, except as required by applicable
law, to publicly update any forward-looking statement, whether as a
result of new information, future developments or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20240501112126/en/
Evan Bertrand Investor Relations +1-972-595-5180
investorrelations@sftp.com
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