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James Draeger
-Who should be studying for that Managerial Accounting exam tonight
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Arena football has arrived in the Windy City. Go "Chicago Rush"
And Draegs, the company hasn't been called Premier Parks now for a long time. ;)
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Jeff - Webmaster/Admin - CoasterBuzz.com - Sillynonsense.com
"Pray that your country undergoes recovery!" - KMFDM
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**Why does Sea World have a seafood restaurant? I'm halfway through my fish burger and I realize, Oh my gosh....I could be eating a slow learner.**
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Is that a Q-bot in your pocket or are you just happy to see me?
The current entity, Six Flags, Inc. (formerly Premier Parks) bought the original Six Flags parks and many others well after that.
Bottom line, this suit has zero to do with the Six Flags we know today.
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Jeff - Webmaster/Admin - CoasterBuzz.com - Sillynonsense.com
"Pray that your country undergoes recovery!" - KMFDM
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Is that a Q-bot in your pocket or are you just happy to see me?
As it appears in the Six Flags Annual Report:
PARTNERSHIP STRUCTURE. On March 18, 1997, Six Flags completed arrangements
pursuant to which we will manage the Georgia park through 2026. Under the
agreements governing the arrangements, the Georgia park is owned (excluding real
property) by the Georgia Partnership of which our subsidiary is the managing
general partner. In the second quarter of 1997, two subsidiaries of Six Flags
made a tender offer for partnership interests ("LP Units") in the 99% limited
partner of the Georgia Partnership (the "Georgia Limited Partner"), that valued the Georgia park at $250 million (the "Georgia
Tender Offer Price"). Six Flags purchased approximately 25% of the LP Units in
the 1997 tender offer at an aggregate price of $62.7 million.
The key elements of the arrangements are as follows: (i) the Georgia
Limited Partner (which is not affiliated with us except for our ownership of
certain LP Units) receives minimum annual distributions (including rent on the
real estate) of $20.3 million in 2001, increasing each subsequent year in
proportion to increases in the cost of living; (ii) thereafter, we are entitled
to receive from available cash (after provision for reasonable reserves and
after capital expenditures per annum of approximately 6% of prior year's
revenues) a management fee equal to 3% of the prior year's gross revenues, and,
thereafter, any additional available cash is distributed 95% to us and 5% to the
Georgia Limited Partner; (iii) on an annual basis, we are required to offer to
purchase an additional 5% of the LP Units (accumulating to the extent not
purchased in any given year) at a price based on a valuation for the park equal
to the greater of $250.0 million or a value derived by multiplying the
weighted-average four year EBITDA of the park and, to the extent positive, Six
Flags White Water Atlanta, by 8.0; (iv) in 2027, we have the option to acquire
all remaining interests in the Georgia park at a price based on the Georgia
Tender Offer Price, increased in proportion to the increase in the cost of
living between December 1996 and December 2026; and (v) we are required to make
minimum capital expenditures at the Georgia park during rolling five-year
periods, based generally on 6% of the park's revenues. We were not required to
purchase a material number of LP Units in the 1998, 1999, 2000 and 2001 offers
to purchase. Cash flow from operations at the Georgia park is used to satisfy
these requirements first, before any funds are required from us. In addition, we
are entitled to retain our proportionate share (based on our holdings of LP
Units) of distributions made to the Georgia Limited Partner. In connection with
our acquisition of the former Six Flags, we entered into a Subordinated
Indemnity Agreement (the "Subordinated Indemnity Agreement") with certain Six
Flags entities, Time Warner Inc. ("Time Warner") and an affiliate of Time
Warner, pursuant to which, among other things, we transferred to Time Warner
(which has guaranteed the Six Flags obligations under these arrangements) record
title to the corporations which own the entities that have purchased and will
purchase LP Units, and we received an assignment from Time Warner of all cash
flow received on such LP Units and we otherwise control such entities. In
addition, we issued preferred stock of the managing partner of the Georgia
Partnership to Time Warner. In the event of a default by us of our obligations
described in this paragraph, these arrangements would permit Time Warner to take
full control of both the entities that own LP Units and the managing partner.
After all such obligations have been satisfied, Time Warner is required to
retransfer to us the entire equity interests of these entities.
The Report:
http://edgar.sec.gov/Archives/edgar/data/701374/000091205702012407/a2073739z10-k.txt
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"Grit Your Teeth, Bare The Load, Enjoy your ride, on Thunder Road"
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Jeff - Webmaster/Admin - CoasterBuzz.com - Sillynonsense.com
"Pray that your country undergoes recovery!" - KMFDM
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- "I used to be in the audio/visual club, but I was kicked out because of my views on Vietnam........and I was stealing projectors" - Homer Simpson
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