Cedar Fair Announces Expiration and Results of Consent Solicitation For its Outstanding Notes
10 November 2023 - 12:45AM
Business Wire
Cedar Fair, L.P. (NYSE: FUN) (the “Company”), a leader in
regional amusement parks, water parks, and immersive entertainment,
together with its wholly owned subsidiaries as co-issuers (together
with the Company, the “Co-Issuers”), today announced the expiration
and results of its previously announced consent solicitation (the
“Consent Solicitation”) with respect to certain proposed amendments
(the “Proposed Amendments”) to the indentures (the “Indentures”)
governing its 5.375% Senior Notes due 2027 (the “2027 Notes”),
5.250% Senior Notes due 2029 (the “2029 Notes”), 5.500% Senior
Secured Notes due 2025 (the “2025 Notes”) and 6.500% Senior Notes
due 2028 (the “2028 Notes” and, together with the 2027 Notes, the
2029 Notes and the 2025 Notes, the “Notes”).
The Consent Solicitation was made pursuant to the terms of and
subject to the conditions set forth in the Consent Solicitation
Statement, dated November 3, 2023 (the “Statement”). All
capitalized terms used in this press release but not defined herein
have the meaning given to them in the Statement.
The Consent Solicitation expired at 5:00 p.m., New York City
time, on November 9, 2023 (the “Expiration Date”). As of the
Expiration Date and according to information received by Global
Bondholder Services Corporation, consents to the Proposed
Amendments had been provided and not validly revoked by Holders of
approximately 97.70% of the outstanding 2027 Notes, 94.44% of the
outstanding 2029 Notes, 90.22% of the outstanding 2025 Notes and
97.90% of the outstanding 2028 Notes. Accordingly, the Co-Issuers
have obtained the consents required to effect the Proposed
Amendments under the terms of each Indenture.
Subject to the terms and conditions in the Statement, all
Holders who validly delivered (and did not validly revoke) their
consents on or prior to the Revocation Deadline are eligible to
receive a cash payment (the “Consent Payment”) of $2.50 per $1,000
principal amount of 2027 Notes, $2.50 per $1,000 principal amount
of 2029 Notes, $1.25 per $1,000 principal amount of 2025 Notes and
$2.50 per $1,000 principal amount of 2028 Notes, in each case for
the benefit of the Holders of such series of Notes on the Record
Date.
On November 9, 2023 (the “Consent Effective Time”), the
Co-Issuers, their respective subsidiaries party to the Indentures
as guarantors and the trustee under the Indentures executed
supplemental indentures (the “Supplemental Indentures”) in respect
of the Notes to effect the Proposed Amendments in accordance with
the Statement. The Supplemental Indentures became effective upon
their execution and are binding on all Holders of the Notes,
including those who did not deliver a consent at or prior to the
Expiration Date, but the Proposed Amendments will become operative
only if the Co-Issuers make the Consent Payment as defined and
described in the Statement. The Co-Issuers expect to pay the
Consent Payment upon or immediately prior to consummation of the
Merger.
Goldman Sachs & Co. LLC was the solicitation agent in the
Consent Solicitation and Global Bondholder Services Corporation
served as the information, tabulation and paying agent. Persons
with questions regarding the Consent Solicitation should contact
Goldman Sachs & Co. LLC at (toll free) 1 (800) 828-3182 or
(collect) (212) 902-5962 or by e-mail at GS-LM-NYC@gs.com. Requests
for the Statement should be directed to Global Bondholder Services
Corporation, at (toll free) (855) 654-2015, (banks and brokers)
(212) 430-3774, by facsimile (for Eligible Institutions only) at
(212) 430-3775/3779 or by email to contact@gbsc-usa.com.
This press release is for informational purposes only and is
neither an offer to sell nor a solicitation of an offer to buy any
security. The Consent Solicitation was made solely by the Statement
referred to above and related materials and is subject to the terms
and conditions stated therein. Neither the Statement nor any
documents related to the Consent Solicitation have been filed with,
or approved or reviewed by, any federal or state securities
commission or regulatory authority of any country. No authority has
passed upon the accuracy or adequacy of the Statement or any
documents related to the Consent Solicitation, and it is unlawful
and may be a criminal offense to make any representation to the
contrary.
About Cedar Fair
Cedar Fair (NYSE: FUN), one of the largest regional
amusement-resort operators in the world, is a publicly traded
partnership headquartered in Sandusky, Ohio. Focused on its mission
to make people happy by providing fun, immersive, and memorable
experiences, the Company owns and operates 13 properties,
consisting of 11 amusement parks, four separately gated outdoor
water parks, and resort accommodations totaling more than 2,300
rooms and more than 600 luxury RV sites. Cedar Fair’s parks are
located in Ohio, California, North Carolina, South Carolina,
Virginia, Pennsylvania, Minnesota, Missouri, Michigan, Texas and
Toronto, Ontario.
Forward-Looking Statements
Some of the statements contained in this news release that are
not historical in nature constitute “forward-looking statements”
within the meaning of Section 27A of the Securities Act of 1933 and
Section 21E of the Securities Exchange Act of 1934, including
statements as to the Company’s expectations, beliefs, goals,
strategies regarding the future, the satisfaction of any conditions
relating to the payment of the Consent Payment and the potential
completion of the Merger. These estimates, projections, and other
forward-looking statements may involve risks and uncertainties that
are difficult to predict, may be beyond our control and could cause
actual results to differ materially from those described in such
statements. Although the Company believes that the expectations
reflected in such forward-looking statements are reasonable, it can
give no assurance that such expectations will prove to be correct.
Important factors, including general economic conditions, the
impacts of public health concerns, adverse weather conditions,
competition for consumer leisure time and spending, unanticipated
construction delays, changes in the Company’s capital investment
plans and projects and other factors discussed from time to time by
the Company in its reports filed with the Securities and Exchange
Commission (the “SEC”) could affect attendance at the Company’s
parks and the Company’s growth strategies, and cause actual results
to differ materially from the Company’s expectations or otherwise
to fluctuate or decrease. Additional information on risk factors
that may affect the business and financial results of the Company
can be found in the Company’s Annual Report on Form 10-K and in the
filings of the Company made from time to time with the SEC. The
Company undertakes no obligation to publicly update or revise any
forward-looking statements, whether a result of new information,
future events, information, circumstances or otherwise that arise
after the publication of this document.
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version on businesswire.com: https://www.businesswire.com/news/home/20231109148487/en/
Investor Contact: Michael Russell, 419.627.2233 Media Contact:
Gary Rhodes, 704.249.6119 Alternate Media Contact: Andrew Siegel /
Lucas Pers, Joele Frank, 212.355.4449
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