Posted
From the press release:
Six Flags Entertainment Corporation (NYSE: FUN) (the “Company,” “Six Flags,” “we,” “us” or “our”), the largest regional amusement park operator in North America, today announced that the Company and its wholly-owned subsidiaries, Canada’s Wonderland Company (“Canada’s Wonderland”) and Millennium Operations LLC (“Millennium Operations” and, together with Canada’s Wonderland, the “Subsidiary Co-Issuers,” and, together with the Company, the “Co-Issuers”), intend to offer, subject to market conditions and other factors, $1.0 billion in aggregate principal amount of Senior Notes due 2032 (the “Notes”) in a private offering (the “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.
The Company intends to apply the net proceeds from the Offering, together with cash on hand, towards the full redemption (the “Redemptions”) of the Company’s 5.375% Senior Notes due April 15, 2027 and 5.500% Senior Notes due April 15, 2027 (collectively, the “2027 Notes”) and to pay accrued and unpaid interest on the 2027 Notes, if any, to, but not including, the redemption date, and to pay fees and expenses in connection with the Offering and the Redemptions. Concurrently with the commencement of the Offering, the Company issued notices of conditional full redemption to holders of the applicable 2027 Notes to redeem the respective 2027 Notes in full. The Redemptions are each conditioned upon the consummation of a financing, which may be satisfied by the Offering, resulting in aggregate gross proceeds to the Company of at least $1.0 billion. There can be no assurances as to when and if such conditions will be satisfied and the Company may waive the conditions at its discretion.
The Notes will be senior unsecured obligations of the Co-Issuers and will initially be fully and unconditionally guaranteed by all of the Company’s direct and indirect wholly-owned restricted subsidiaries (other than the Subsidiary Co-Issuers) that, as of immediately before the consummation of the Offering, are obligors under the Company’s credit agreement.
The Notes will be offered to qualified institutional buyers pursuant to Rule 144A under 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. In addition, this press release does not constitute a notice of redemption of the 2027 Notes. Information concerning the terms and conditions of the Redemptions is described in the notices of conditional full redemption distributed to holders of the 2027 Notes by the respective trustees under the indentures governing the 2027 Notes.