Six Flags Announces Private Offering of $850 Million of Senior Secured Notes

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”), intend to offer, as co-issuers, subject to market conditions and other factors, up to $850 million aggregate principal amount of Senior Secured Notes due 2032 (the “Notes”) in a private offering 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 non-U.S. persons outside the United States in accordance with Regulation S under the Securities Act.

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 offering 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.

Prior to the consummation of the Mergers, or in the event the Mergers are not consummated, Six Flags and SFTP will be the co-issuers of the Notes. Following the consummation of the Mergers (if the Mergers are consummated), HoldCo will assume the obligations of Six Flags in its capacity as a co-issuer under the Notes and the related indenture, and will thereafter become a co-issuer of the Notes. In addition, if the Mergers are consummated, Canada’s Wonderland Company, Magnum Management Corporation and Millennium Operations LLC (collectively, the “Cedar Fair Co-Issuers”), each of which is a subsidiary of Cedar Fair, will become a co-issuer of the Notes. As a result, if the Mergers are consummated, each of SFTP, HoldCo and the Cedar Fair Co-Issuers (together, the “Co-Issuers”) will be co-issuers of the Notes.