Cedar Fair and Six Flags Announce Anticipated Closing Date of the Mergers and Six Flags’ Related Special Dividend
Cedar Fair and Six Flags have announced the expected closing date of their merger to be July 1, 2024. This merger is subject to regulatory and other conditions. Six Flags has declared a special dividend of $1.53 per share, payable on the same date, contingent on the merger's completion. Until then, both companies' stocks will continue trading under their respective symbols 'FUN' and 'SIX'. Post-merger, the combined company will be named Six Flags Entertainment and will trade under the ticker 'FUN'.
- Expected merger completion date set for July 1, 2024, providing clarity for investors.
- Special dividend of $1.53 per share announced by Six Flags, payable on July 1, 2024, contingent on merger completion.
- Combined company to retain the ticker 'FUN', benefiting from brand recognition.
- Merger aims to create increased operational efficiencies and market presence.
- Merger completion subject to regulatory and other conditions, introducing uncertainty.
- Cedar Fair and Six Flags stocks will be deregistered post-merger, affecting current shareholders.
- Special dividend payment contingent on merger completion, creating dependency on regulatory approval.
Insights
The announcement of the anticipated closing date for the merger between Cedar Fair and Six Flags is significant for investors. Mergers of this magnitude often have far-reaching financial implications. This merger is a ‘merger of equals,’ which implies an alignment in terms of valuation and strategic vision. However, it’s essential for investors to scrutinize the financial health of both entities.
For Cedar Fair and Six Flags, the combined entity's future growth potential and synergies will be vital. Cost savings from operational efficiencies and expanded market reach could enhance profitability. Investors should be aware of potential risks, including integration challenges and regulatory hurdles that could delay or derail the merger. The special dividend of
In the short term, this announcement may create positive sentiment and drive stock prices higher. Still, the long-term benefits will depend on the effective integration and realization of promised synergies. Investors should monitor the regulatory approvals closely as they represent a critical path to the merger’s success. The decision to trade under the ticker “FUN” post-merger indicates a brand strategy aligning with Cedar Fair’s identity.
The merger between Cedar Fair and Six Flags is poised to reshape the competitive landscape of the amusement park industry. This consolidation can lead to a stronger market position and increased pricing power. Investors should consider the demographic trends and consumer preferences that fuel the amusement park business. A larger company could offer more diverse attractions and potentially leverage better marketing strategies to boost attendance.
However, combining operations from two large companies might face significant cultural and managerial integration challenges. It's important to assess whether the merger will genuinely create value or if it’s merely a move to consolidate market position against competitors like Disney and Universal. The announcement’s timing allows investors to gauge market reactions and adjust their portfolios accordingly before the official merge.
This merger could also set a precedent for further consolidation within the industry, which might alter market dynamics, including ticket pricing and service offerings. Keeping an eye on industry trends and the execution of this merger will be essential for making informed investment decisions in this sector.
The completion of this merger is contingent on several regulatory conditions. Investors should be mindful of the legal landscape surrounding large-scale mergers. Regulatory bodies like the Federal Trade Commission (FTC) will closely scrutinize this deal to ensure it doesn’t violate antitrust laws. Any delays or issues here could impact the merger timeline and investor sentiment.
Understanding the specifics of the merger agreement can provide insights into potential legal hurdles. For example, the announced special dividend is conditional on the merger’s completion, which implies confidence from Six Flags’ Board of Directors that the merger will proceed as planned. However, any significant regulatory pushback could delay or alter these plans.
It’s also notable that both companies will deregister their current stocks and re-list under a single ticker. This step simplifies the stock structure but requires diligent compliance with SEC regulations during the transition. Investors should stay updated on any legal developments that could affect the merger’s progress.
Six Flags today additionally announced that its Board of Directors has declared a special dividend of
Until the Mergers are complete, Cedar Fair’s units and Six Flags’ common stock will continue to trade on the NYSE. Upon the closing of the Mergers, (i) Cedar Fair’s units, which currently trade on the NYSE under the ticker symbol “FUN” and (ii) Six Flags’ common stock, which currently trade on the NYSE under the ticker symbol “SIX,” will cease to be listed on the NYSE following the closing of the Mergers and will each be deregistered under the Securities Exchange Act of 1934, as amended. Immediately following the closing of the Mergers, the combined company will be renamed “Six Flags Entertainment Corporation” and trading of the combined company’s common stock on the NYSE is expected to begin on the day following the Expected Closing Date, July 2, 2024, under the ticker symbol “FUN.”
Cautionary Information Regarding Forward-Looking Statements
This press release contains certain “forward-looking statements” within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of historical fact, included in this communication that address activities, events or developments that Cedar Fair or Six Flags expects, believes or anticipates will or may occur in the future are forward-looking statements. Words such as “anticipate,” “believe,” “create,” “expect,” “future,” “guidance,” “intend,” “plan,” “potential,” “seek,” “synergies,” “target,” “will,” “would,” similar expressions, and variations or negatives of these words identify forward-looking statements. However, the absence of these words does not mean that the statements are not forward-looking. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about the consummation of the Mergers and the timing thereof. If the closing conditions are not satisfied by the Expected Closing Date, the special dividend will not be paid until a date, and to holders of record as of a date, to be later determined by the Board of Directors of Six Flags, or it may not be paid at all if the Mergers are not consummated. All such forward-looking statements are based upon current plans, estimates, expectations and ambitions that are subject to risks, uncertainties and assumptions, many of which are beyond the control of Cedar Fair and Six Flags, and that could cause actual results to differ materially from those expressed in such forward-looking statements. Important risk factors that may cause such a difference include, but are not limited to: the expected timing and likelihood of completion of the Mergers, including the timing, receipt and terms and conditions of any required governmental and regulatory approvals of the Mergers; anticipated tax treatment, unforeseen liabilities, future capital expenditures, revenues, expenses, earnings, synergies, economic performance, indebtedness, financial condition, losses, future prospects, business and management strategies for the management, expansion and growth of the combined company’s operations and other conditions to the completion of the Mergers, including the possibility that any of the anticipated benefits of the Mergers will not be realized or will not be realized within the expected time period; the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement relating to the Mergers; the outcome of any legal proceedings that may be instituted against Cedar Fair, Six Flags or their respective directors and others prior to the consummation of the Mergers; the inability to consummate the transaction due to the failure to satisfy other closing conditions; the potential adverse effects on the market price of either or both of Six Flags common stock or the Cedar Fair units; risks that the Mergers disrupt and/or harm current plans and operations of Cedar Fair or Six Flags, including that management’s time and attention will be diverted on transaction-related issues; the amount of the costs, fees, expenses and charges related to the transaction, including the possibility that the transaction may be more expensive to complete than anticipated; the ability of Cedar Fair and Six Flags to successfully integrate their businesses and to achieve anticipated synergies and value creation; potential adverse restrictions during the pendency of the Mergers that may impact Cedar Fair’s or Six Flags’ ability to pursue certain business opportunities and strategic transactions; potential adverse reactions or changes to business relationships resulting from the completion of the Mergers; legislative, regulatory, political and economic developments and changes in laws, regulations, and policies affecting Cedar Fair and Six Flags; potential business uncertainty, including the outcome of commercial negotiations and changes to existing business relationships during the pendency of the Mergers that could affect Cedar Fair’s and/or Six Flags’ financial performance and operating results; acts of terrorism or outbreak of war, hostilities, civil unrest, and other political or security disturbances; the impacts of pandemics or other public health crises, including the effects of government responses on people and economies; risks related to the potential impact of general economic, political and market factors on the companies or the Merger; those risks described in Item 1A of Cedar Fair’s Annual Report on Form 10-K, filed with the Securities and Exchange Commission (the “SEC”) on February 16, 2024, and subsequent reports on Forms 10-Q and 8-K; and those risks described in Item 1A of Six Flags’ Annual Report on Form 10-K, filed with the SEC on February 29, 2024, and subsequent reports on Forms 10-Q and 8-K (collectively, the “Reports”).
While the list of factors presented here is, and in the Reports are, considered representative, no such list should be considered to be a complete statement of all potential risks and uncertainties. Unlisted factors may present significant additional obstacles to the realization of forward-looking statements. The ability of Six Flags or Cedar Fair to achieve the goals for the Mergers may also be affected by our ability to manage the factors identified above. We caution you not to place undue reliance on any of these forward-looking statements as they are not guarantees of future performance or outcomes and actual performance and outcomes may differ materially from those made in or suggested by the forward-looking statements contained in this press release. Neither Six Flags nor Cedar Fair assumes any obligation to publicly provide revisions or updates to any forward-looking statements, whether as a result of new information, future developments or otherwise, should circumstances change, except as otherwise required by securities and other applicable laws.
No Offer or Solicitation
This communication relates to the proposed Mergers between Cedar Fair and Six Flags. This communication is for informational purposes only and does not constitute an offer to sell or the solicitation of an offer to buy any securities pursuant to the Mergers or otherwise, nor shall there be any sale, issuance, exchange or transfer of the securities referred to in this document in any jurisdiction in contravention of applicable law. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Important Additional Information
In connection with the Mergers, CopperSteel Holdco, Inc., (“Holdco”) filed with the
Investors and security holders may obtain free copies of the registration statement and the proxy statement/prospectus, as each may be amended from time to time, as well as other filings containing important information about Cedar Fair or Six Flags, without charge at the SEC’s Internet website (http://www.sec.gov). Investors and security holders may obtain free copies of the Registration Statement and the proxy statement/prospectus and other documents filed with the SEC by Cedar Fair, Six Flags and Holdco through the web site maintained by the SEC at www.sec.gov or by contacting the investor relations department of Cedar Fair or Six Flags at the following:
Cedar Fair
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
Six Flags
Evan Bertrand
Vice President, Investor Relations and Treasurer
+1-972-595-5180
investorrelations@sftp.com
The information included on, or accessible through, Cedar Fair’s or Six Flags’ website is not incorporated by reference into this communication.
View source version on businesswire.com: https://www.businesswire.com/news/home/20240618138819/en/
Michael Russell, Cedar Fair, 419.627.2233
Gary Rhodes, Cedar Fair, 704.249.6119
Evan Bertrand, Six Flags, +1-972-595-5180
Source: Cedar Fair, L.P.
FAQ
When is the expected closing date of the Cedar Fair and Six Flags merger?
What is the special dividend declared by Six Flags related to the merger?
Will the stock ticker for Cedar Fair change post-merger?
What happens to Cedar Fair and Six Flags stocks after the merger?
What conditions need to be satisfied for the Cedar Fair and Six Flags merger to complete?
