
		March 27, 2022		December 31, 2021		March 28, 2021			June 26, 2022		December 31, 2021		June 27, 2021
ASSETS	ASSETS							ASSETS
Current Assets:	Current Assets:							Current Assets:
Cash and cash equivalents	Cash and cash equivalents	$	49,963	$	61,119	$	271,730	Cash and cash equivalents	$	124,929	$	61,119	$	292,596
Receivables	Receivables	61,454		62,109		33,402		Receivables	101,449		62,109		52,259
Inventories	Inventories	39,269		32,113		48,004		Inventories	56,608		32,113		46,983

Current income tax receivable	Current income tax receivable	77,212		84,051		93,496		Current income tax receivable	2,526		84,051		91,608

Land held for sale								Land held for sale	150,595		—		—
Other current assets	Other current assets	36,666		24,249		32,773		Other current assets	40,268		24,249		40,298
		264,564		263,641		479,405			476,375		263,641		523,744
Property and Equipment:	Property and Equipment:							Property and Equipment:
Land	Land	444,207		443,190		443,579		Land	291,166		443,190		445,274
Land improvements	Land improvements	487,653		486,014		467,390		Land improvements	490,191		486,014		485,242
Buildings	Buildings	855,436		855,297		845,838		Buildings	913,699		855,297		857,452
Rides and equipment	Rides and equipment	1,994,480		1,986,235		1,963,551		Rides and equipment	2,025,153		1,986,235		2,001,500
Construction in progress	Construction in progress	90,555		57,666		83,658		Construction in progress	44,637		57,666		41,078
		3,872,331		3,828,402		3,804,016			3,764,846		3,828,402		3,830,546
Less accumulated depreciation	Less accumulated depreciation	(2,126,499)		(2,117,659)		(1,993,568)		Less accumulated depreciation	(2,164,908)		(2,117,659)		(2,028,345)
		1,745,832		1,710,743		1,810,448			1,599,938		1,710,743		1,802,201
Goodwill	Goodwill	268,117		267,232		267,718		Goodwill	265,988		267,232		269,193
Other Intangibles, net	Other Intangibles, net	50,185		49,994		50,513		Other Intangibles, net	49,702		49,994		50,751
Right-of-Use Asset	Right-of-Use Asset	16,176		16,294		13,741		Right-of-Use Asset	17,818		16,294		13,520
Other Assets	Other Assets	5,426		5,116		5,836		Other Assets	7,176		5,116		4,824
		$	2,350,300	$	2,313,020	$	2,627,661		$	2,416,997	$	2,313,020	$	2,664,233
LIABILITIES AND PARTNERS’ EQUITY	LIABILITIES AND PARTNERS’ EQUITY							LIABILITIES AND PARTNERS’ EQUITY
Current Liabilities:	Current Liabilities:							Current Liabilities:

Accounts payable	Accounts payable	$	57,838	$	53,912	$	22,613	Accounts payable	$	80,948	$	53,912	$	51,452
Deferred revenue	Deferred revenue	224,215		187,599		189,652		Deferred revenue	297,930		187,599		275,506
Accrued interest	Accrued interest	51,133		32,011		58,977		Accrued interest	31,374		32,011		34,402
Accrued taxes	Accrued taxes	9,084		9,075		9,878		Accrued taxes	17,734		9,075		13,002
Accrued salaries, wages and benefits	Accrued salaries, wages and benefits	24,242		53,833		17,809		Accrued salaries, wages and benefits	30,358		53,833		28,344
Self-insurance reserves	Self-insurance reserves	24,268		24,573		22,071		Self-insurance reserves	24,662		24,573		22,336
Other accrued liabilities	Other accrued liabilities	16,310		20,511		12,011		Other accrued liabilities	26,388		20,511		17,913
		407,090		381,514		333,011			509,394		381,514		442,955
Deferred Tax Liability	Deferred Tax Liability	53,609		66,483		49,972		Deferred Tax Liability	62,956		66,483		38,488
Derivative Liability	Derivative Liability	5,884		20,086		35,524		Derivative Liability	—		20,086		31,690
Lease Liability	Lease Liability	13,289		13,345		10,749		Lease Liability	14,548		13,345		10,620

Other Liabilities	Other Liabilities	10,933		11,144		21,534		Other Liabilities	9,847		11,144		21,325
Long-Term Debt:	Long-Term Debt:							Long-Term Debt:
Revolving credit loans	Revolving credit loans	125,000		—		—		Revolving credit loans	90,000		—		—
Term debt	Term debt	259,246		258,391		255,866		Term debt	190,920		258,391		256,713
Notes	Notes	2,262,830		2,260,545		2,701,615		Notes	2,265,114		2,260,545		2,704,002
		2,647,076		2,518,936		2,957,481			2,546,034		2,518,936		2,960,715
Partners’ Deficit	Partners’ Deficit							Partners’ Deficit
Special L.P. interests	Special L.P. interests	5,290		5,290		5,290		Special L.P. interests	5,290		5,290		5,290
General partner	General partner	(8)		(7)		(8)		General partner	(7)		(7)		(9)
Limited partners, 57,042, 56,854 and 56,828 units outstanding as of March 27, 2022, December 31, 2021 and March 28, 2021, respectively		(804,659)		(712,714)		(785,400)
Limited partners, 57,040, 56,854 and 56,829 units outstanding as of June 26, 2022, December 31, 2021 and June 27, 2021, respectively								Limited partners, 57,040, 56,854 and 56,829 units outstanding as of June 26, 2022, December 31, 2021 and June 27, 2021, respectively	(745,680)		(712,714)		(840,663)
Accumulated other comprehensive income (loss)	Accumulated other comprehensive income (loss)	11,796		8,943		(492)		Accumulated other comprehensive income (loss)	14,615		8,943		(6,178)
		(787,581)		(698,488)		(780,610)			(725,782)		(698,488)		(841,560)
		$	2,350,300	$	2,313,020	$	2,627,661		$	2,416,997	$	2,313,020	$	2,664,233


		Three months ended			Three months ended						Six months ended
			March 27, 2022			March 28, 2021			June 26, 2022		June 27, 2021		June 26, 2022		June 27, 2021
Net revenues:	Net revenues:							Net revenues:
Admissions	Admissions		$	49,436		$	—	Admissions	$	253,494	$	99,072	$	302,930	$	99,072
Food, merchandise and games	Food, merchandise and games		36,715			7,246		Food, merchandise and games	177,153		83,945		213,868		91,191
Accommodations, extra-charge products and other	Accommodations, extra-charge products and other		12,684			2,496		Accommodations, extra-charge products and other	78,844		41,120		91,528		43,616
			98,835			9,742			509,491		224,137		608,326		233,879
Costs and expenses:	Costs and expenses:							Costs and expenses:
Cost of food, merchandise, and games revenues	Cost of food, merchandise, and games revenues		10,824			2,306		Cost of food, merchandise, and games revenues	49,162		23,630		59,986		25,936
Operating expenses	Operating expenses		119,850			66,154		Operating expenses	232,421		155,945		352,271		222,099
Selling, general and administrative	Selling, general and administrative		40,786			30,350		Selling, general and administrative	65,601		47,066		106,387		77,416
Depreciation and amortization	Depreciation and amortization		9,599			1,453		Depreciation and amortization	49,037		33,992		58,636		35,445
Loss on impairment / retirement of fixed assets, net	Loss on impairment / retirement of fixed assets, net		1,548			1,539		Loss on impairment / retirement of fixed assets, net	1,199		1,937		2,747		3,476

Gain on sale of investment	Gain on sale of investment		—			(2)		Gain on sale of investment	—		—		—		(2)
			182,607			101,800			397,420		262,570		580,027		364,370
Operating loss			(83,772)			(92,058)
Operating income (loss)								Operating income (loss)	112,071		(38,433)		28,299		(130,491)
Interest expense	Interest expense		38,123			44,096		Interest expense	40,214		46,005		78,337		90,101
Net effect of swaps	Net effect of swaps		(14,202)			(3,562)		Net effect of swaps	(7,739)		(3,834)		(21,941)		(7,396)
Loss on early debt extinguishment	Loss on early debt extinguishment		—			4		Loss on early debt extinguishment	—		—		—		4
Loss (gain) on foreign currency	Loss (gain) on foreign currency		15			(5,805)		Loss (gain) on foreign currency	9,845		(11,099)		9,860		(16,904)
Other income	Other income		(49)			(78)		Other income	(394)		(27)		(443)		(105)
Loss before taxes			(107,659)			(126,713)
Benefit for taxes			(19,150)			(16,297)
Net loss			(88,509)			(110,416)
Net loss allocated to general partner			(1)			(1)
Net loss allocated to limited partners			$	(88,508)		$	(110,415)
Income (loss) before taxes								Income (loss) before taxes	70,145		(69,478)		(37,514)		(196,191)
Provision (benefit) for taxes								Provision (benefit) for taxes	19,373		(10,608)		223		(26,905)
Net income (loss)								Net income (loss)	50,772		(58,870)		(37,737)		(169,286)
Net income (loss) allocated to general partner								Net income (loss) allocated to general partner	1		(1)		—		(2)
Net income (loss) allocated to limited partners								Net income (loss) allocated to limited partners	$	50,771	$	(58,869)	$	(37,737)	$	(169,284)

Net loss			$	(88,509)		$	(110,416)
Net income (loss)								Net income (loss)	$	50,772	$	(58,870)	$	(37,737)	$	(169,286)
Other comprehensive income (loss), (net of tax):	Other comprehensive income (loss), (net of tax):							Other comprehensive income (loss), (net of tax):
Foreign currency translation adjustment	Foreign currency translation adjustment		2,853			(3,091)		Foreign currency translation adjustment	2,819		(5,686)		5,672		(8,777)

Other comprehensive income (loss), (net of tax)	Other comprehensive income (loss), (net of tax)		2,853			(3,091)		Other comprehensive income (loss), (net of tax)	2,819		(5,686)		5,672		(8,777)
Total comprehensive loss			$	(85,656)		$	(113,507)
Basic loss per limited partner unit:
Total comprehensive income (loss)								Total comprehensive income (loss)	$	53,591	$	(64,556)	$	(32,065)	$	(178,063)
Basic income (loss) per limited partner unit:								Basic income (loss) per limited partner unit:
Weighted average limited partner units outstanding	Weighted average limited partner units outstanding		56,678			56,552		Weighted average limited partner units outstanding	56,760		56,622		56,720		56,588
Net loss per limited partner unit			$	(1.56)		$	(1.95)
Diluted loss per limited partner unit:
Net income (loss) per limited partner unit								Net income (loss) per limited partner unit	$	0.89	$	(1.04)	$	(0.67)	$	(2.99)
Diluted income (loss) per limited partner unit:								Diluted income (loss) per limited partner unit:
Weighted average limited partner units outstanding	Weighted average limited partner units outstanding		56,678			56,552		Weighted average limited partner units outstanding	57,127		56,622		56,720		56,588
Net loss per limited partner unit			$	(1.56)		$	(1.95)
Net income (loss) per limited partner unit								Net income (loss) per limited partner unit	$	0.89	$	(1.04)	$	(0.67)	$	(2.99)


For the three months ended													For the three months ended	Limited Partnership Units Outstanding	Limited Partners’ Deficit		General Partner’s Deficit		Special L.P. Interests		Accumulated Other Comprehensive Income (Loss)		Total Partners’ Deficit
Balance as of March 28, 2021													Balance as of March 28, 2021	56,828	$	(785,400)	$	(8)	$	5,290	$	(492)	$	(780,610)
Net loss													Net loss	—	(58,869)		(1)		—		—		(58,870)

Limited partnership units related to equity-based compensation													Limited partnership units related to equity-based compensation	1	3,619		—		—		—		3,619
Tax effect of units involved in treasury unit transactions													Tax effect of units involved in treasury unit transactions	—	(13)		—		—		—		(13)
Foreign currency translation adjustment, net of tax $(801)													Foreign currency translation adjustment, net of tax $(801)	—	—		—		—		(5,686)		(5,686)

Balance as of June 27, 2021													Balance as of June 27, 2021	56,829	$	(840,663)	$	(9)	$	5,290	$	(6,178)	$	(841,560)

Balance as of March 27, 2022													Balance as of March 27, 2022	57,042	$	(804,659)	$	(8)	$	5,290	$	11,796	$	(787,581)
Net income													Net income	—	50,771		1		—		—		50,772

Limited partnership units related to equity-based compensation													Limited partnership units related to equity-based compensation	(2)	8,218		—		—		—		8,218
Tax effect of units involved in treasury unit transactions													Tax effect of units involved in treasury unit transactions	—	(10)		—		—		—		(10)
Foreign currency translation adjustment, net of tax $982													Foreign currency translation adjustment, net of tax $982	—	—		—		—		2,819		2,819

Balance as of June 26, 2022													Balance as of June 26, 2022	57,040	$	(745,680)	$	(7)	$	5,290	$	14,615	$	(725,782)

For the three months ended		Limited Partnership Units Outstanding	Limited Partners’ Deficit		General Partner’s Deficit		Special L.P. Interests		Accumulated Other Comprehensive Income (Loss)		Total Partners’ Deficit
For the six months ended													For the six months ended	Limited Partnership Units Outstanding	Limited Partners’ Deficit		General Partner’s Deficit		Special L.P. Interests		Accumulated Other Comprehensive Income (Loss)		Total Partners’ Deficit
Balance as of December 31, 2020	Balance as of December 31, 2020	56,706	$	(674,319)	$	(7)	$	5,290	$	2,599	$	(666,437)	Balance as of December 31, 2020	56,706	$	(674,319)	$	(7)	$	5,290	$	2,599	$	(666,437)
Net loss	Net loss	—	(110,415)		(1)		—		—		(110,416)		Net loss	—	(169,284)		(2)		—		—		(169,286)

Limited partnership units related to equity-based compensation	Limited partnership units related to equity-based compensation	122	882		—		—		—		882		Limited partnership units related to equity-based compensation	123	4,501		—		—		—		4,501
Tax effect of units involved in treasury unit transactions	Tax effect of units involved in treasury unit transactions	—	(1,548)		—		—		—		(1,548)		Tax effect of units involved in treasury unit transactions	—	(1,561)		—		—		—		(1,561)
Foreign currency translation adjustment, net of tax $(427)		—	—		—		—		(3,091)		(3,091)
Foreign currency translation adjustment, net of tax $(1,228)													Foreign currency translation adjustment, net of tax $(1,228)	—	—		—		—		(8,777)		(8,777)

Balance as of March 28, 2021		56,828	$	(785,400)	$	(8)	$	5,290	$	(492)	$	(780,610)
Balance as of June 27, 2021													Balance as of June 27, 2021	56,829	$	(840,663)	$	(9)	$	5,290	$	(6,178)	$	(841,560)

Balance as of December 31, 2021	Balance as of December 31, 2021	56,854	$	(712,714)	$	(7)	$	5,290	$	8,943	$	(698,488)	Balance as of December 31, 2021	56,854	$	(712,714)	$	(7)	$	5,290	$	8,943	$	(698,488)
Net loss	Net loss	—	(88,508)		(1)		—		—		(88,509)		Net loss	—	(37,737)		—		—		—		(37,737)

Limited partnership units related to equity-based compensation	Limited partnership units related to equity-based compensation	188	(1,458)		—		—		—		(1,458)		Limited partnership units related to equity-based compensation	186	6,760		—		—		—		6,760
Tax effect of units involved in treasury unit transactions	Tax effect of units involved in treasury unit transactions	—	(1,979)		—		—		—		(1,979)		Tax effect of units involved in treasury unit transactions	—	(1,989)		—		—		—		(1,989)
Foreign currency translation adjustment, net of tax $(425)		—	—		—		—		2,853		2,853
Foreign currency translation adjustment, net of tax $557													Foreign currency translation adjustment, net of tax $557	—	—		—		—		5,672		5,672

Balance as of March 27, 2022		57,042	$	(804,659)	$	(8)	$	5,290	$	11,796	$	(787,581)
Balance as of June 26, 2022													Balance as of June 26, 2022	57,040	$	(745,680)	$	(7)	$	5,290	$	14,615	$	(725,782)


		Three months ended					Six months ended
		March 27, 2022		March 28, 2021			June 26, 2022		June 27, 2021
CASH FLOWS FOR OPERATING ACTIVITIES
CASH FLOWS FROM (FOR) OPERATING ACTIVITIES						CASH FLOWS FROM (FOR) OPERATING ACTIVITIES
Net loss	Net loss	$	(88,509)	$	(110,416)	Net loss	$	(37,737)	$	(169,286)
Adjustments to reconcile net loss to net cash for operating activities:
Adjustments to reconcile net loss to net cash from (for) operating activities:						Adjustments to reconcile net loss to net cash from (for) operating activities:
Depreciation and amortization	Depreciation and amortization	9,599		1,453		Depreciation and amortization	58,636		35,445
Loss on early debt extinguishment	Loss on early debt extinguishment	—		4		Loss on early debt extinguishment	—		4

Non-cash foreign currency gain on debt	Non-cash foreign currency gain on debt	—		(5,435)		Non-cash foreign currency gain on debt	—		(15,777)
Non-cash equity based compensation expense	Non-cash equity based compensation expense	3,658		5,369		Non-cash equity based compensation expense	11,883		9,007
Non-cash deferred income tax (benefit) provision		(13,469)		9,896
Non-cash deferred income tax benefit						Non-cash deferred income tax benefit	(2,732)		(2,495)
Net effect of swaps	Net effect of swaps	(14,202)		(3,562)		Net effect of swaps	(21,941)		(7,396)
Other non-cash expenses	Other non-cash expenses	3,802		3,489		Other non-cash expenses	17,545		7,330
Changes in assets and liabilities:	Changes in assets and liabilities:					Changes in assets and liabilities:
(Increase) decrease in receivables	(Increase) decrease in receivables	693		1,077		(Increase) decrease in receivables	(39,442)		(17,723)
(Increase) decrease in inventories	(Increase) decrease in inventories	(7,107)		(464)		(Increase) decrease in inventories	(24,573)		677
(Increase) decrease in tax receivable		6,902		(25,130)
(Increase) decrease in tax receivable/accrual						(Increase) decrease in tax receivable/accrual	90,123		(19,785)
(Increase) decrease in other assets	(Increase) decrease in other assets	(12,620)		(5,534)		(Increase) decrease in other assets	(16,245)		(14,034)
Increase (decrease) in accounts payable	Increase (decrease) in accounts payable	(5,150)		8,505		Increase (decrease) in accounts payable	19,722		33,384
Increase (decrease) in deferred revenue	Increase (decrease) in deferred revenue	36,173		11,522		Increase (decrease) in deferred revenue	109,627		97,157
Increase (decrease) in accrued interest	Increase (decrease) in accrued interest	19,121		25,200		Increase (decrease) in accrued interest	(637)		617
Increase (decrease) in accrued salaries, wages and benefits	Increase (decrease) in accrued salaries, wages and benefits	(29,621)		(7,177)		Increase (decrease) in accrued salaries, wages and benefits	(23,428)		3,334
Increase (decrease) in other liabilities	Increase (decrease) in other liabilities	(4,636)		824		Increase (decrease) in other liabilities	5,447		6,560
Net cash for operating activities		(95,366)		(90,379)
Net cash from (for) operating activities						Net cash from (for) operating activities	146,248		(52,981)
CASH FLOWS FOR INVESTING ACTIVITIES	CASH FLOWS FOR INVESTING ACTIVITIES					CASH FLOWS FOR INVESTING ACTIVITIES
Capital expenditures	Capital expenditures	(33,981)		(8,361)		Capital expenditures	(95,790)		(25,491)

Proceeds from sale of investment						Proceeds from sale of investment	—		1,405

Net cash for investing activities	Net cash for investing activities	(33,981)		(8,361)		Net cash for investing activities	(95,790)		(24,086)
CASH FLOWS FROM (FOR) FINANCING ACTIVITIES	CASH FLOWS FROM (FOR) FINANCING ACTIVITIES					CASH FLOWS FROM (FOR) FINANCING ACTIVITIES
Net borrowings on revolving credit loans	Net borrowings on revolving credit loans	125,000		—		Net borrowings on revolving credit loans	90,000		—

Term debt payments						Term debt payments	(69,000)		—

Payment of debt issuance costs						Payment of debt issuance costs	—		(77)
Payments related to tax withholding for equity compensation	Payments related to tax withholding for equity compensation	(5,114)		(4,489)		Payments related to tax withholding for equity compensation	(5,126)		(4,507)
Other	Other	(1,980)		(1,596)		Other	(1,987)		(1,563)
Net cash from (for) financing activities	Net cash from (for) financing activities	117,906		(6,085)		Net cash from (for) financing activities	13,887		(6,147)
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS	EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS	285		(181)		EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS	(535)		(926)
CASH AND CASH EQUIVALENTS	CASH AND CASH EQUIVALENTS					CASH AND CASH EQUIVALENTS
Net decrease for the period		(11,156)		(105,006)
Net increase (decrease) for the period						Net increase (decrease) for the period	63,810		(84,140)
Balance, beginning of period	Balance, beginning of period	61,119		376,736		Balance, beginning of period	61,119		376,736
Balance, end of period	Balance, end of period	$	49,963	$	271,730	Balance, end of period	$	124,929	$	292,596
SUPPLEMENTAL INFORMATION	SUPPLEMENTAL INFORMATION					SUPPLEMENTAL INFORMATION
Cash payments for interest expense	Cash payments for interest expense	$	16,469	$	16,085	Cash payments for interest expense	$	74,345	$	83,937
Interest capitalized	Interest capitalized	608		559		Interest capitalized	1,468		1,150
Net cash refunds for income taxes	Net cash refunds for income taxes	(10,559)		(330)		Net cash refunds for income taxes	(78,931)		(10)
Capital expenditures in accounts payable	Capital expenditures in accounts payable	16,420		3,401		Capital expenditures in accounts payable	14,715		8,302

The accompanying unaudited condensed consolidated financial statements have been prepared from the financial records of Cedar Fair, L.P. (the "Partnership," "we," "us," or "our") without audit and reflect all adjustments (consisting of normal recurring adjustments) which are, in the opinion of management, necessary to fairly present the results of the interim periods covered in this report. Due to the seasonal nature of our amusement and water park operations, the results for any interim period may not be indicative of the results expected for the full fiscal year.

The novel coronavirus (COVID-19) pandemic had a material impact on our business in 2020, had a continuing negative impact in 2021 and may have a longer-term negative effect. On March 14, 2020, we closed our properties in response to the spread of COVID-19 and local government mandates. We ultimately resumed only partial operations at 10 of our 13 properties in 2020. Due to soft demand trends upon reopening in 2020, park operating calendars were adjusted, including reduced operating days per week and operating hours within each operating day and earlier closure of certain parks than a typical operating year. Following March 14, 2020, Knott's Berry Farm's partial operations in 2020 were limited to culinary festivals.

In May 2021, we opened all of our U.S. properties for the 2021 operating season on a staggered basis with capacity restrictions, guest reservations, and other operating protocols in place. Our 2021 operating calendars were designed to align with anticipated capacity restrictions, guest demand and labor availability, including fewer operating days in July and August at some of our smaller properties and additional operating days in September and the fourth quarter at most of our properties. As vaccination distribution efforts continued during the second quarter of 2021 and we were able to hire additional labor, we removed most capacity restrictions, guest reservation requirements and other protocols at our U.S. properties beginning in July 2021. We were also able to open our Canadian property, Canada's Wonderland, in July 2021. Canada's Wonderland operated with capacity restrictions, guest reservations, and other operating protocols in place throughout 2021.

During the second quarter of 2022, all of our properties had opened for the 2022 operating season without restrictions as planned. We ~~adjusted our~~currently anticipate maintaining full park operating calendars ~~in 2021~~for the 2022 operating season at all of our parks. However, we have and may continue to adjust future park operating calendars as we respond to changes in guest demand, labor availability and any federal, provincial, state and local restrictions. We currently anticipate returning to full park operating calendars for the 2022 operating season at all of our parks. NaN of our 13 properties opened for the 2022 operating season in the first quarter of 2022 as planned, including Knott's Berry Farm which has remained open since May 2021.

Our future operations are dependent on factors outside of our knowledge or control, including the duration and severity of the COVID-19 pandemic and actions taken to contain its spread and mitigate its public health effects. Furthermore, management has made significant estimates and assumptions to ~~determine our liquidity requirements and~~ estimate the impact of the COVID-19 pandemic on our business, including financial results in the near and long-term. Actual results could materially differ from these estimates depending on the ultimate extent of the effects of the COVID-19 pandemic.

Except for the changes described below, our unaudited condensed consolidated financial statements included in this Form 10-Q report have been prepared in accordance with the accounting policies described in the Notes to Consolidated Financial Statements for the year ended December 31, 2021, which were included in the Form 10-K filed on February 18, 2022. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (the "Commission"). These financial statements should be read in conjunction with the financial statements and the notes included in the Form 10-K referred to above.

In March 2020, the FASB issued Accounting Standards Update No. 2020-04, Facilitation of the Effects of Reference Rate Reform on Financial Reporting ("ASU 2020-04"). ASU 2020-04 provides optional guidance to ease the potential burden in accounting for (or recognizing the effects of) reference rate reform on contracts, hedging relationships, and other transactions that reference London Interbank Offered Rate ("LIBOR") or another reference rate expected to be discontinued because of reference rate reform. ASU 2020-04 is effective as of March 12, 2020 through December 31, 2022. In January 2021, the FASB amended ASU 2020-04 by issuing Accounting Standards Update No. 2021-01, Reference Rate Reform Scope ("ASU 2021-01"). ASU 2021-01 clarifies the scope of optional expedients and exceptions to derivatives that are affected by the discounting transition. We are in the process of evaluating the effect these standards will have on the unaudited condensed consolidated financial statements and related disclosures.

We are one of the largest regional amusement park operators in the world with 13 properties in our portfolio consisting of amusement parks, water parks and complementary resort facilities. Our parks operate seasonally except for Knott's Berry Farm, which is typically open daily on a year-round basis. Our seasonal parks are generally open during weekends beginning in March, April or May, and then daily from Memorial Day until Labor Day. After Labor Day, our seasonal parks are open during select weekends in September and, in most cases, in the fourth quarter for Halloween and winter events. As a result, a substantial portion of our revenues from these seasonal parks typically are generated during an approximate 130- to 140-day operating season with the major portion concentrated in the third quarter during the peak vacation months of July and August. COVID-19 impacted our parks' operating calendars in 2021 as described within Note 1.

To assure that these highly seasonal operations will not result in misleading comparisons of current and subsequent interim periods, we have adopted the following accounting procedures: (a) revenues from multi-use products are recognized over the estimated number of uses expected for each type of product; and the estimated number of uses is reviewed and may be updated periodically during the operating season prior to the ticket or product expiration, which generally occurs no later than the close of the operating season; (b) depreciation, certain advertising and certain seasonal operating costs are expensed over each park’s operating season, including some costs incurred prior to the season, which are deferred and amortized over the season; and (c) all other costs are expensed as incurred or ratably over the entire year. For those operating costs that are expensed over each park's operating season, we recognize expense over each park's planned operating days.

As disclosed within the unaudited condensed consolidated statements of operations and comprehensive ~~loss,~~income (loss), revenues are generated from sales of (1) admission to our amusement parks and water parks, (2) food, merchandise and games both inside and outside the parks, and (3) accommodations, extra-charge products, and other revenue sources. Admission revenues include amounts paid to gain admission into our parks, including parking fees. Revenues related to extra-charge products, including premium benefit offerings such as front-of-line products, and online transaction fees charged to customers are included in "Accommodations, extra-charge products and other".


		Three months ended					Three months ended				Six months ended
(In thousands)	(In thousands)		March 27, 2022		March 28, 2021			(In thousands)	June 26, 2022		June 27, 2021		June 26, 2022		June 27, 2021
In-park revenues	In-park revenues		$	85,535	$	—		In-park revenues	$	466,987	$	190,666	$	552,523	$	190,666
Out-of-park revenues	Out-of-park revenues		16,492		10,147			Out-of-park revenues	59,622		40,833		76,114		50,980
Concessionaire remittance	Concessionaire remittance		(3,192)		(405)			Concessionaire remittance	(17,118)		(7,362)		(20,311)		(7,767)
Net revenues	Net revenues		$	98,835	$	9,742		Net revenues	$	509,491	$	224,137	$	608,326	$	233,879

Due to our highly seasonal operations, a substantial portion of our revenues typically are generated during an approximate 130- to 140-day operating season. Most revenues are recognized on a daily basis based on actual guest spend at our properties. Revenues from multi-use products, including season-long products for admission, dining, beverage and other products, are recognized over the estimated number of uses expected for each type of product. The estimated number of uses is reviewed and may be updated periodically during the operating season prior to the ticket or product expiration, which generally occurs no later than the close of the operating season. The number of uses is estimated based on historical usage adjusted for current period trends. For any bundled products that include multiple performance obligations, revenue is allocated using the retail price of each distinct performance obligation and any inherent discounts are allocated based on the gross margin and expected redemption of each performance obligation. We do not typically provide for refunds or returns.

Due to the effects of the COVID-19 pandemic, we extended the validity of our 2020 season-long products through the 2021 operating season in order to ensure our season pass holders received a full season of access to our parks. The extended validity of the 2020 season-long products resulted in a significant amount of revenue deferred from 2020 into 2021. All 2020 and 2021 season-long product revenue had been recognized as of December 31, 2021 except for season-long product extensions into 2022 at two parks. In the first quarter of 2021, Knott's Berry Farm offered a further day-for-day extension into calendar year 2022 for 2020 and 2021 season-long products for every day the park was closed in ~~2021, as well as a further~~2021. The extension for ~~out-of-state season pass holders due to more restrictive state guidelines for out-of-state visitors.~~the 2020 and 2021 season-long products at Knott's Berry Farm concluded during the second quarter of 2022 and all related revenue had been recognized. In the second quarter of 2021, Canada's Wonderland extended its 2020 and 2021 season-long products through September 5, 2022. ~~No other parks offered similar plans. As of March 27, 2022, we expect deferred~~All Canada's Wonderland 2020 and 2021 season-long product revenue ~~related to these further extended season-long products~~is expected to be ~~realized within~~recognized by the

Of the $187.6 million of current deferred revenue recorded as of January 1, 2022, 91% was related to season-long products. The remainder was related to deferred online transaction fees charged to customers, advanced ticket sales, prepaid games cards, advanced resort reservations, marina deposits and other deferred revenue. Approximately ~~$20~~$84 million of the current deferred revenue balance as of January 1, 2022 was recognized during the ~~three~~six months ended ~~March 27,~~June 26, 2022. As of January 1, 2022 and ~~March 27,~~June 26, 2022, we also had recorded $10.0 million and ~~$9.8~~$8.7 million, respectively, of non-current deferred revenue which largely represented prepaid lease payments for a portion of the California's Great America parking lot. The prepaid lease payments are being recognized through 2027 following the sale of the land under California's Great America; see Note 11. Prior to the sale, the prepaid lease payments were being recognized through 2039.

Payment is due immediately on the transaction date for most products. Our receivable balance includes outstanding amounts on installment purchase plans which are offered for season-long products, and includes sales to retailers, group sales and catering activities which are billed. Installment purchase plans vary in length from 3 monthly installments to 12 monthly installments. Payment terms for billings are typically net 30 days. Receivables in a typical operating year are highest in the peak summer months and lowest in the winter months. We are not exposed to a significant concentration of customer credit risk. As of ~~March 27,~~June 26, 2022, December 31, 2021 and ~~March 28,~~June 27, 2021, we recorded ~~an $8.0~~a $13.6 million, $5.7 million and ~~$8.7~~$10.8 million allowance for doubtful accounts, respectively, representing estimated defaults on installment purchase plans. The default estimate is calculated using historical default rates adjusted for current period trends. The allowance for doubtful accounts is recorded as a reduction of deferred revenue to the extent revenue has not been recognized on the corresponding season-long products. Due to the effects of the COVID-19 pandemic and given the uncertainty around the timing of the reopening of our parks, we paused collections on our installment purchase plans in April 2020. For those parks which opened during the summer of 2020, we resumed collections of guest payments on installment purchase products as each of these parks opened for the 2020 operating season. For those parks which did not open during the summer of 2020, we resumed collections of guest payments in April 2021, except for Canada's Wonderland where we resumed collections in June 2021. All 2020 and 2021 installment plans had concluded as of December 31, 2021.

Long-lived assets are reviewed for impairment upon the occurrence of events or changes in circumstances that would indicate that the carrying value of the assets may not be recoverable. In order to determine if an asset has been impaired, assets are grouped and tested at the lowest level for which identifiable, independent cash flows are available. A significant amount of judgment is involved in determining if an indicator of impairment has occurred. Such indicators may include, among others: a significant decrease in the market price of a long-lived asset; a significant adverse change in the extent or manner in which a long-lived asset is being used or in its physical condition; a significant adverse change in legal factors or in the business climate; an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset; past, current or future operating or cash flow losses that demonstrate continuing losses associated with the use of a long-lived asset; and a current expectation that a long-lived asset will be sold or disposed significantly before the end of its previously estimated useful life. Any adverse change in these factors could have a significant impact on the recoverability of these assets and could have a material impact on the unaudited condensed consolidated financial statements.

As of June 26, 2022, we classified the land at California's Great America totaling $150.6 million as held for sale within the unaudited condensed consolidated balance sheet. We completed a sale of the land on June 27, 2022; see Note 11. Concurrently with the sale, we entered into a lease contract that allows us to operate the park during a six-year term with an option to extend the term for an additional five years. Upon termination of the lease, we will remove the rides and attractions from the land. As a result, during the second quarter of 2022, we changed the estimated useful lives of the remaining property and equipment at California's Great America to an approximate 5.5-year period, or through December 31, 2027. We expect this to result in an approximate $8 million increase in annual depreciation expense over the 5.5-year period. We may dispose of the remaining property and equipment at California's Great America significantly before the end of their previously estimated useful lives if the assets are not sold to a third party or transferred for an alternate use. As a result, we also tested the long-lived assets at California's Great America for impairment, which resulted in no impairment. The fair value of the long-lived assets was determined using a replacement cost approach.

Goodwill and other indefinite-lived intangible assets, including trade names, are reviewed for impairment annually, or more frequently if indicators of impairment exist. During the second quarter of 2022, we concluded the useful life of the trade name, California's Great America, was no longer indefinite due to the anticipated sale of the land and the eventual disposal of the remaining assets; see Note 11. As a result, we tested the California's Great America trade name totaling $0.7 million for impairment resulting in no impairment charges. The fair value of the trade name was calculated using a relief-from-royalty model. We began amortizing the trade name over an approximate 5.5-year period, or through December 31, 2027, during the second quarter of 2022.


(In thousands)	(In thousands)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Value		(In thousands)	Gross Carrying Amount		Accumulated Amortization		Net Carrying Value
March 27, 2022
June 26, 2022								June 26, 2022
Other intangible assets:	Other intangible assets:							Other intangible assets:
Trade names	Trade names	$	49,712	$	—	$	49,712	Trade names	$	49,238	$	—	$	49,238
License / franchise agreements	License / franchise agreements	4,271		(3,798)		473		License / franchise agreements	4,295		(3,831)		464
Total other intangible assets	Total other intangible assets	$	53,983	$	(3,798)	$	50,185	Total other intangible assets	$	53,533	$	(3,831)	$	49,702

December 31, 2021	December 31, 2021							December 31, 2021
Other intangible assets:	Other intangible assets:							Other intangible assets:
Trade names	Trade names	$	49,515	$	—	$	49,515	Trade names	$	49,515	$	—	$	49,515
License / franchise agreements	License / franchise agreements	4,262		(3,783)		479		License / franchise agreements	4,262		(3,783)		479
Total other intangible assets	Total other intangible assets	$	53,777	$	(3,783)	$	49,994	Total other intangible assets	$	53,777	$	(3,783)	$	49,994

March 28, 2021
June 27, 2021								June 27, 2021
Other intangible assets:	Other intangible assets:							Other intangible assets:
Trade names	Trade names	$	49,623	$	—	$	49,623	Trade names	$	49,951	$	—	$	49,951
License / franchise agreements	License / franchise agreements	4,259		(3,369)		890		License / franchise agreements	4,263		(3,463)		800
Total other intangible assets	Total other intangible assets	$	53,882	$	(3,369)	$	50,513	Total other intangible assets	$	54,214	$	(3,463)	$	50,751


(In thousands)	(In thousands)	March 27, 2022		December 31, 2021		March 28, 2021		(In thousands)	June 26, 2022		December 31, 2021		June 27, 2021

Revolving credit facility	Revolving credit facility	$	125,000	$	—	$	—	Revolving credit facility	$	90,000	$	—	$	—
U.S. term loan averaging 1.88% YTD 2022; 1.85% in 2021; 1.88% YTD 2021 (1)		264,250		264,250		264,250
U.S. term loan averaging 2.19% YTD 2022; 1.85% in 2021; 1.87% YTD 2021 (1)								U.S. term loan averaging 2.19% YTD 2022; 1.85% in 2021; 1.87% YTD 2021 (1)	195,250		264,250		264,250
Notes	Notes							Notes
2024 U.S. fixed rate senior unsecured notes at 5.375%	2024 U.S. fixed rate senior unsecured notes at 5.375%	—		—		450,000		2024 U.S. fixed rate senior unsecured notes at 5.375%	—		—		450,000
2025 U.S. fixed rate senior secured notes at 5.500%	2025 U.S. fixed rate senior secured notes at 5.500%	1,000,000		1,000,000		1,000,000		2025 U.S. fixed rate senior secured notes at 5.500%	1,000,000		1,000,000		1,000,000
2027 U.S. fixed rate senior unsecured notes at 5.375%	2027 U.S. fixed rate senior unsecured notes at 5.375%	500,000		500,000		500,000		2027 U.S. fixed rate senior unsecured notes at 5.375%	500,000		500,000		500,000
2028 U.S. fixed rate senior unsecured notes at 6.500%	2028 U.S. fixed rate senior unsecured notes at 6.500%	300,000		300,000		300,000		2028 U.S. fixed rate senior unsecured notes at 6.500%	300,000		300,000		300,000
2029 U.S. fixed rate senior unsecured notes at 5.250%	2029 U.S. fixed rate senior unsecured notes at 5.250%	500,000		500,000		500,000		2029 U.S. fixed rate senior unsecured notes at 5.250%	500,000		500,000		500,000
		2,689,250		2,564,250		3,014,250			2,585,250		2,564,250		3,014,250
Less current portion	Less current portion	—		—		—		Less current portion	—		—		—
		2,689,250		2,564,250		3,014,250			2,585,250		2,564,250		3,014,250
Less debt issuance costs and original issue discount	Less debt issuance costs and original issue discount	(42,174)		(45,314)		(56,769)		Less debt issuance costs and original issue discount	(39,216)		(45,314)		(53,535)
		$	2,647,076	$	2,518,936	$	2,957,481		$	2,546,034	$	2,518,936	$	2,960,715

In April 2017, we amended and restated our ~~existing~~ credit agreement (the "2017 Credit Agreement") which includes our senior secured term loan facility and senior secured revolving credit facility. The $750 million senior secured term loan facility under the 2017 Credit Agreement matures on April 15, 2024 and, following an amendment in March 2018, bears interest at London InterBank Offered Rate ("LIBOR") plus 175 basis points (bps). The pricing terms for the March 2018 amendment reflected $0.9 million of Original Issue Discount ("OID"). In April 2020, as a result of the anticipated effects of the COVID-19 pandemic, we further amended the 2017 Credit Agreement (the "Second Amendment") to suspend and revise certain financial covenants, and to adjust the interest rate on and reflect additional commitments and capacity for our revolving credit facility. In conjunction with the Second Amendment, we prepaid $463.3 million of our outstanding senior secured term loan facility. Following the prepayment, we do not have any ~~required~~ remaining scheduled quarterly payments required on our senior secured term loan facility. During the second quarter of 2022, we made a $69.0 million payment on our outstanding senior secured term loan facility which was required pursuant to certain loan covenants. In September 2020, in response to the continuing effects of the COVID-19 pandemic, we further amended the 2017 Credit Agreement (the "Third Amendment") to further suspend and revise certain of the financial covenants and extend the maturity of and adjust the terms that apply to a portion of our senior secured revolving credit facility. We also amended the 2017 Credit Agreement in December 2021 to allow for the redemption of the 2024 senior notes and in February 2022 to allow for ~~greater~~larger sale and leaseback transactions. The facilities provided under the 2017 Credit Agreement, as amended, are collateralized by substantially all of the assets of the Partnership.

As of ~~March 27,~~June 26, 2022, our total senior secured revolving credit facility capacity under the 2017 Credit Agreement, as amended, was ~~$375~~$300 million with a Canadian sub-limit of $15 million. ~~Senior~~The senior secured revolving credit facility ~~borrowings following the Second Amendment bore~~bears interest at LIBOR plus ~~300~~350 bps or Canadian Dollar Offered Rate ("CDOR") plus 200 bps, required the payment of a 37.5 bps commitment fee per annum on the unused portion of the revolving credit facility and were scheduled to mature in April 2022. In September 2020, the Third Amendment extended the maturity date of $300 million of the $375 million senior secured revolving credit facility to December 2023 (which portion of the facility is subsequently referred to as the "2023 Revolving Credit Facility Capacity"). Under the Third Amendment, the 2023 Revolving Credit Facility Capacity bears interest at LIBOR plus 350 bps or CDOR plus 250 bps, ~~and~~ requires the payment of a 62.5 bps commitment fee per annum on the unused portion of the ~~2023 Revolving Credit Facility Capacity,~~revolving credit facility, in each case without any ~~step-downs. The terms of the remaining~~step-downs, and matures in December 2023. In April 2022, $75 million ~~available under~~of the senior secured revolving credit facility ~~remained unchanged from~~capacity under the ~~Second Amendment, and such amount~~2017 Credit Agreement matured, and the outstanding borrowings were repaid. While such $75 million of senior secured revolving credit facility capacity was ~~repaid in April 2022.~~available, borrowings under this portion of the revolver capacity bore interest at LIBOR plus 300 bps or CDOR plus 200 bps, and the unused portion of this revolving credit facility capacity required the payment of a 37.5 bps commitment fee per annum. The 2017 Credit Agreement, as amended, also provides for the issuance of documentary and standby letters of credit. After outstanding borrowings of ~~$125.0~~$90.0 million and letters of credit of $15.8 million, we had ~~$234.2~~$194.2 million of available borrowings under our revolving credit facility as of ~~March 27,~~June 26, 2022.

In April 2020, as a result of the anticipated effects of the COVID-19 pandemic and in connection with the Second Amendment, we issued $1.0 billion of 5.500% senior secured notes due 2025 ("2025 senior notes") in a private placement. The 2025 senior notes and the related guarantees are secured by first-priority liens on the issuers' and the guarantors' assets that secure all the obligations under our credit facilities. The net proceeds from the offering of the 2025 senior notes were used to repay $463.3 million of our then-outstanding senior secured term loan facility. The remaining amount was for general corporate and working capital purposes, including fees and expenses related to the transaction. The 2025 senior notes pay interest semi-annually in May and November, with the principal due in full on May 1, 2025. The 2025 senior notes may be redeemed, in whole or in part, at various prices depending on the date redeemed.

In June 2014, we issued $450 million of 5.375% senior unsecured notes due 2024 ("2024 senior notes"). The 2024 senior notes paid interest semi-annually in June and December, with the principal due in full on June 1, 2024. On December 17, 2021, we redeemed all of the 2024 senior notes at a redemption price equal to 100.896% of the principal amount plus accrued and unpaid interest. As a result, we recognized a $5.9 million loss on early debt extinguishment during the fourth quarter of 2021, inclusive of debt premium payments of $4.1 million and the write-off of debt issuance costs of $1.8 million.

In June 2019, we issued $500 million of 5.250% senior unsecured notes due 2029 ("2029 senior notes"). The 2029 senior notes pay interest semi-annually in January and July, with the principal due in full on July 15, 2029. Prior to July 15, 2022, up to 35% of the 2029 senior notes may be redeemed with the net cash proceeds of certain equity offerings at a price equal to 105.250% of the principal amount thereof, together with accrued and unpaid interest and additional interest, if any. The 2029 senior notes may be redeemed, in whole or in part, at any time prior to July 15, 2024 at a price equal to 100% of the principal amount of the notes redeemed plus a "make-whole" premium together with accrued and unpaid interest and additional interest, if any, to the redemption date. Thereafter, the 2029 senior notes may be redeemed, in whole or in part, at various prices depending on the date redeemed.

In October 2020, in response to the continuing effects of the COVID-19 pandemic, we issued $300 million of 6.500% senior unsecured notes due 2028 ("2028 senior notes"). The net proceeds from the offering of the 2028 senior notes ~~was~~were for general corporate and working capital purposes, including fees and expenses related to the transaction. The 2028 senior notes pay interest semi-annually in April and October with the principal due in full on October 1, 2028. Prior to October 1, 2023, up to 35% of the 2028 senior notes may be redeemed with the net cash proceeds of certain equity offerings at a price equal to 106.500% of the principal amount thereof, together with accrued and unpaid interest, if any. The 2028 senior notes may be redeemed, in whole or in part, at any time prior to October 1, 2023 at a price equal to 100% of the principal amount of the notes redeemed plus a "make-whole" premium together with accrued and unpaid interest and additional interest, if any, to the redemption date. Thereafter, the 2028 senior notes may be redeemed, in whole or in part, at various prices depending on the date redeemed.

The 2017 Credit Agreement, as amended, includes a Senior Secured Leverage Ratio of 4.50x Total First Lien Senior Secured Debt-to-Consolidated EBITDA, ~~starting with the first quarter of 2022,~~ which will step down to 4.00x in the second quarter of 2023 and which will step down further to 3.75x in the third quarter of 2023. The 2017 Credit Agreement, as amended, included an Additional Restrictions Period to provide further covenant relief during the COVID-19 pandemic. We terminated the Additional Restrictions Period during the first quarter of 2022 by achieving compliance with the Senior Secured Leverage Ratio covenant as of the end of the fourth quarter of 2021 without giving effect to deemed EBITDA from 2019 for any fiscal quarter of 2021 under the Additional Restrictions Period. During the Additional Restrictions Period, the credit agreement allowed the covenant calculations for the first, second, and third quarters in 2022 to include Consolidated EBITDA from the second, third and fourth quarters of the fiscal year ended December 31, 2019 in lieu of the Consolidated EBITDA for the corresponding quarters in 2021. The credit agreement also required that we maintain a minimum liquidity level of at least $125 million, tested at all times, until the earlier of December 31, 2022 or the termination of the Additional Restrictions Period; and required that we suspend certain Restricted Payments, including partnership distributions, under the credit agreement until the termination of the Additional Restrictions Period. We were in compliance with the applicable financial covenants under our credit agreement during the ~~three~~six months ended ~~March 27,~~June 26, 2022.

Our fixed rate note agreements include Restricted Payment provisions, which could limit our ability to pay partnership distributions. Pursuant to the terms of the indenture governing the 2027 senior notes, which includes the most restrictive of these Restricted Payments provisions under our fixed rate note agreements, if our pro forma Total-Indebtedness-to-Consolidated-Cash-Flow Ratio is greater than 5.25x, we can still make Restricted Payments of $100 million annually so long as no default or event of default has occurred and is continuing. If our pro forma Total-Indebtedness-to-Consolidated-Cash-Flow Ratio is less than or equal to 5.25x, we can make Restricted Payments up to our Restricted Payment pool. Our pro forma Total-Indebtedness-to-Consolidated-Cash-Flow Ratio was ~~greater~~less than 5.25x as of ~~March 27,~~June 26, 2022.

Derivative financial instruments are used within our overall risk management program to manage certain interest rate and foreign currency risks. By utilizing a derivative instrument to hedge exposure to LIBOR rate changes, we are exposed to counterparty credit risk, in particular the failure of the counterparty to perform under the terms of the derivative contract. To mitigate this risk, hedging instruments are placed with a counterparty that we believe poses minimal credit risk. We do not use derivative financial instruments for trading purposes.

We have 4 interest rate swap agreements with a notional value of $500 million that convert one-month variable rate LIBOR to a fixed rate of 2.88% through December 31, 2023. This results in a 4.63% fixed interest rate for borrowings under our senior secured term loan facility after the impact of interest rate swap agreements. NaN of the interest rate swap agreements are designated as hedging instruments. The fair value of our swap portfolio, including the location within the unaudited condensed consolidated balance sheets, for the periods presented were as follows:


(In thousands)	(In thousands)	Balance Sheet Location	Fair Value Hierarchy Level	March 27, 2022				December 31, 2021				March 28, 2021				(In thousands)	Balance Sheet Location	Fair Value Hierarchy Level	June 26, 2022				December 31, 2021				June 27, 2021
				Carrying Value		Fair Value		Carrying Value		Fair Value		Carrying Value		Fair Value					Carrying Value		Fair Value		Carrying Value		Fair Value		Carrying Value		Fair Value
Financial assets (liabilities) measured on a recurring basis:	Financial assets (liabilities) measured on a recurring basis:															Financial assets (liabilities) measured on a recurring basis:
Short-term investments	Short-term investments	Other current assets	Level 1	$	474	$	474	$	478	$	478	$	348	$	348	Short-term investments	Other current assets	Level 1	$	333	$	333	$	478	$	478	$	361	$	361
Interest rate swaps	Interest rate swaps	Derivative Liability	Level 2	$	(5,884)	$	(5,884)	$	(20,086)	$	(20,086)	$	(35,524)	$	(35,524)	Interest rate swaps	Other Assets (Derivative Liability)	Level 2	$	1,855	$	1,855	$	(20,086)	$	(20,086)	$	(31,690)	$	(31,690)
Other financial assets (liabilities):	Other financial assets (liabilities):															Other financial assets (liabilities):
Term debt	Term debt	Long-Term Debt (1)	Level 2	$	(264,250)	$	(260,286)	$	(264,250)	$	(257,644)	$	(264,250)	$	(257,644)	Term debt	Long-Term Debt (1)	Level 2	$	(195,250)	$	(187,928)	$	(264,250)	$	(257,644)	$	(264,250)	$	(258,965)
2024 senior notes	2024 senior notes	Long-Term Debt (1)	Level 1	—		—		—		—		$	(450,000)	$	(454,500)	2024 senior notes	Long-Term Debt (1)	Level 1	—		—		—		—		$	(450,000)	$	(453,938)
2025 senior notes	2025 senior notes	Long-Term Debt (1)	Level 2	$	(1,000,000)	$	(1,015,000)	$	(1,000,000)	$	(1,035,000)	$	(1,000,000)	$	(1,043,750)	2025 senior notes	Long-Term Debt (1)	Level 2	$	(1,000,000)	$	(975,000)	$	(1,000,000)	$	(1,035,000)	$	(1,000,000)	$	(1,041,250)
2027 senior notes	2027 senior notes	Long-Term Debt (1)	Level 1	$	(500,000)	$	(493,750)	$	(500,000)	$	(513,750)	$	(500,000)	$	(513,125)	2027 senior notes	Long-Term Debt (1)	Level 1	$	(500,000)	$	(467,500)	$	(500,000)	$	(513,750)	$	(500,000)	$	(516,250)
2028 senior notes	2028 senior notes	Long-Term Debt (1)	Level 1 (2)	$	(300,000)	$	(304,500)	$	(300,000)	$	(319,125)	$	(300,000)	$	(321,375)	2028 senior notes	Long-Term Debt (1)	Level 1	$	(300,000)	$	(288,000)	$	(300,000)	$	(319,125)	$	(300,000)	$	(324,000)
2029 senior notes	2029 senior notes	Long-Term Debt (1)	Level 1	$	(500,000)	$	(486,250)	$	(500,000)	$	(513,750)	$	(500,000)	$	(510,625)	2029 senior notes	Long-Term Debt (1)	Level 1	$	(500,000)	$	(446,250)	$	(500,000)	$	(513,750)	$	(500,000)	$	(515,000)


		Three months ended			Three months ended						Six months ended
(In thousands, except per unit amounts)	(In thousands, except per unit amounts)		March 27, 2022			March 28, 2021		(In thousands, except per unit amounts)	June 26, 2022		June 27, 2021		June 26, 2022		June 27, 2021
Basic weighted average units outstanding	Basic weighted average units outstanding		56,678			56,552		Basic weighted average units outstanding	56,760		56,622		56,720		56,588
Effect of dilutive units:								Effect of dilutive units:
Deferred units								Deferred units	56		—		—		—

Restricted units								Restricted units	288		—		—		—
Unit options								Unit options	23		—		—		—

Diluted weighted average units outstanding	Diluted weighted average units outstanding		56,678			56,552		Diluted weighted average units outstanding	57,127		56,622		56,720		56,588
Net loss per unit - basic			$	(1.56)		$	(1.95)
Net loss per unit - diluted			$	(1.56)		$	(1.95)
Net income (loss) per unit - basic								Net income (loss) per unit - basic	$	0.89	$	(1.04)	$	(0.67)	$	(2.99)
Net income (loss) per unit - diluted								Net income (loss) per unit - diluted	$	0.89	$	(1.04)	$	(0.67)	$	(2.99)

There were approximately ~~0.6~~0.4 million potentially dilutive units excluded from the computation of diluted loss per limited partner unit for the three months ended June 27, 2021, as their effect would have been anti-dilutive due to the net loss in the period. There were approximately 0.5 million potentially dilutive units excluded from the computation of diluted loss per limited partner unit for both of the ~~three months~~six month periods ended ~~March 27,~~June 26, 2022 and ~~March 28,~~June 27, 2021, as their effect would have been anti-dilutive due to the net loss in each period.

We are subject to publicly traded partnership tax (PTP tax) on certain partnership level gross income (net revenues less cost of food, merchandise, and games revenues), state and local income taxes on partnership income, U.S. federal, state and local income taxes on income from our corporate subsidiaries and foreign income taxes on our foreign subsidiary. As such, the total provision (benefit) for taxes includes amounts for the PTP gross income tax and federal, state, local and foreign income taxes. Under applicable accounting rules, the total provision (benefit) for income taxes includes the amount of taxes payable for the current year and the impact of deferred tax assets and liabilities, which represents future tax consequences of events that are recognized in different periods in the financial statements than for tax purposes.

AsDuring the second quarter of ~~March 27,~~ 2022, ~~and December 31, 2021, $79.7~~we received $77.1 million in tax refunds attributable to the net operating loss in tax year 2020 being carried back to prior years in the United States were recorded within "Current income tax receivable" in the unaudited condensed consolidated balance sheet. We anticipate receiving these tax refunds during 2022. This amount was offset by accrued tax payables within the same jurisdictions for the three months ended March 27, 2022.States. We received ~~$10.3~~$11.1 million in tax refunds attributable to the net operating loss of our Canadian corporate subsidiary being carried back to prior years in Canada during the first quarter of 2022. The ~~Canadian~~ refunds were recorded as a receivable as of December 31, ~~2021.~~2021 in "Current income tax receivable" within the consolidated balance sheet.

At the beginning of the third quarter of 2022, on June 27, 2022, the Partnership sold the land at California's Great America for a cash purchase price of $310 million, subject to customary prorations. Concurrently with the sale of the land, we entered into a lease contract for the land that allows us to operate the park during a six year term with an option to extend the term for an additional five years. The lease is subject to early termination by the buyer with at least two years' prior notice. The annual base rent under the lease will initially be $12.2 million and will increase by 2.5% each year. Upon termination of the lease, we will close existing park operations and remove the rides and attractions from the land.

On August 3, 2022, we announced that our Board of Directors approved a unit repurchase plan authorizing the Partnership to repurchase units for an aggregate purchase price of not more than $250 million. The unit repurchase program will be subject to Rule 10b-18 of the Securities Exchange Act of 1934. Subject to applicable rules and regulations, we may repurchase units from time-to-time in the open market or by negotiated transactions. The amount and timing of repurchases will be based on a variety of factors, including liquidity, capital needs of the business, market conditions, regulatory requirements, and other corporate considerations. No limit was placed on the duration of the repurchase program. The unit repurchase program does not obligate the Partnership to repurchase any minimum dollar amount or specific number of units, and the program may be modified, suspended, or discontinued at any time.

We generate our revenues from sales of (1) admission to our amusement parks and water parks, (2) food, merchandise and games both inside and outside our parks, and (3) accommodations, extra-charge products, and other revenue sources. Our principal costs and expenses, which include salaries and wages, operating supplies, maintenance ~~advertising, utilities~~ and ~~property taxes,~~advertising, are relatively fixed for a typical operating season and do not vary significantly with attendance.

During the second quarter of 2022, all of our properties had opened for the 2022 operating season without restrictions as planned. We ~~adjusted our~~currently anticipate maintaining full park operating calendars ~~in 2021~~for the 2022 operating season at all of our parks. However, we have and may continue to adjust future park operating calendars as we respond to changes in guest demand, labor availability and any federal, provincial, state and local restrictions. We currently anticipate returning to full park operating calendars for the 2022 operating season at all of our parks. Five of our 13 properties opened for the 2022 operating season in the first quarter of 2022 as planned, including Knott's Berry Farm which has remained open since May 2021. Our future operations are dependent on factors outside of our knowledge or control, including the duration and severity of the COVID-19 pandemic and actions taken to contain its spread and mitigate its public health effects.

Management’s Discussion and Analysis of Financial Condition and Results of Operations is based upon our unaudited condensed consolidated financial statements, which were prepared in accordance with accounting principles generally accepted in the United States of America. These principles require us to make judgments, estimates and assumptions during the normal course of business that affect the amounts reported in the unaudited condensed consolidated financial statements. Beyond estimates in the normal course of business, management has also made significant estimates and assumptions related to the COVID-19 pandemic to determine our liquidity requirements and estimate the impact on our business, including financial results in the near and long-term. Actual results could differ significantly from those estimates under different assumptions and conditions.

Adjusted EBITDA represents earnings before interest, taxes, depreciation, amortization, other non-cash items, and adjustments as defined in our current and prior credit agreements. Adjusted EBITDA is not a measurement of operating performance computed in accordance with generally accepted accounting principles ("GAAP") and should not be considered as a substitute for operating income, net income or cash flows from operating activities computed in accordance with GAAP. We believe that Adjusted EBITDA is a meaningful measure as it is widely used by analysts, investors and comparable companies in our industry to evaluate our operating performance on a consistent basis, as well as more easily compare our results with those of other companies in our industry. Further, management believes Adjusted EBITDA is a meaningful measure of park-level operating profitability and we use it for measuring returns on capital investments, evaluating potential acquisitions, determining awards under incentive compensation plans, and calculating compliance with certain loan covenants. Adjusted EBITDA is provided in the discussion of results of operations that follows as a supplemental measure of our operating results and is not intended to be a substitute for operating income, net income or cash flows from operating activities as defined under GAAP. In addition, Adjusted EBITDA may not be comparable to similarly titled measures of other companies.


		Three months ended			Three months ended								Six months ended
(In thousands)	(In thousands)		March 27, 2022			March 28, 2021		March 31, 2019		(In thousands)	June 26, 2022		June 27, 2021		June 30, 2019		June 26, 2022		June 27, 2021		June 30, 2019
Net loss			$	(88,509)		$	(110,416)	$	(83,673)
Net income (loss)										Net income (loss)	$	50,772	$	(58,870)	$	63,298	$	(37,737)	$	(169,286)	$	(20,375)
Interest expense	Interest expense		38,123			44,096		20,920		Interest expense	40,214		46,005		22,927		78,337		90,101		43,847
Interest income	Interest income		(42)			(13)		(233)		Interest income	(509)		(18)		(81)		(551)		(31)		(314)
Benefit for taxes			(19,150)			(16,297)		(19,985)
Provision (benefit) for taxes										Provision (benefit) for taxes	19,373		(10,608)		14,676		223		(26,905)		(5,309)
Depreciation and amortization	Depreciation and amortization		9,599			1,453		13,589		Depreciation and amortization	49,037		33,992		55,904		58,636		35,445		69,493
EBITDA	EBITDA		(59,979)			(81,177)		(69,382)		EBITDA	158,887		10,501		156,724		98,908		(70,676)		87,342
Loss on early debt extinguishment	Loss on early debt extinguishment		—			4		—		Loss on early debt extinguishment	—		—		—		—		4		—
Net effect of swaps	Net effect of swaps		(14,202)			(3,562)		6,379		Net effect of swaps	(7,739)		(3,834)		10,779		(21,941)		(7,396)		17,158
Non-cash foreign currency loss (gain)	Non-cash foreign currency loss (gain)		14			(5,804)		(8,664)		Non-cash foreign currency loss (gain)	9,834		(11,018)		(9,481)		9,848		(16,822)		(18,145)
Non-cash equity compensation expense	Non-cash equity compensation expense		3,658			5,369		2,543		Non-cash equity compensation expense	8,225		3,638		3,287		11,883		9,007		5,830
Loss on impairment / retirement of fixed assets, net	Loss on impairment / retirement of fixed assets, net		1,548			1,539		1,424		Loss on impairment / retirement of fixed assets, net	1,199		1,937		682		2,747		3,476		2,106

Gain on sale of investment	Gain on sale of investment		—			(2)		(617)		Gain on sale of investment	—		—		—		—		(2)		(617)

Acquisition-related costs										Acquisition-related costs	—		—		946		—		—		946

Other (1)	Other (1)		545			11		159		Other (1)	147		496		124		692		507		283
Adjusted EBITDA	Adjusted EBITDA		$	(68,416)		$	(83,622)	$	(68,158)	Adjusted EBITDA	$	170,553	$	1,720	$	163,061	$	102,137	$	(81,902)	$	94,903

Due to the effects of the COVID-19 pandemic, the results for the ~~three~~six months ended ~~March 27,~~June 26, 2022 were not directly comparable with the results for the ~~three~~six months ended ~~March 28,~~June 27, 2021. The current ~~three-month~~six-month period included ~~130~~838 operating days compared with no393 operating days for the ~~three-month~~six-month period ended ~~March 28,~~June 27, 2021. In the prior period and due to the effects of the COVID-19 pandemic, we postponed the opening of our parks for the 2021 operating season to May ~~2021.~~2021, when all of our properties opened on a staggered basis except our Canadian property, Canada's Wonderland. Upon opening in 2021, park operating calendars were reduced, guest reservations were required and some operating restrictions were in place. The ~~prior~~2021 period ~~accordingly only~~also included the results from limited out-of-park ~~operations, including~~attractions prior to the ~~operation~~May 2021 opening of our parks. Limited out-of-park attractions included some of our hotel properties and a culinary festival at Knott's Berry Farm ~~which operated beginning~~from March 5, 2021 through May 2, 2021.


		Three months ended				Increase (Decrease)					Six months ended				Increase (Decrease)
		March 27, 2022		March 28, 2021		$		%			June 26, 2022		June 27, 2021		$		%
		(Amounts in thousands, except per capita and operating days)									(Amounts in thousands, except per capita and operating days)
Net revenues	Net revenues	$	98,835	$	9,742	$	89,093	N/M		Net revenues	$	608,326	$	233,879	$	374,447	160.1	%
Operating costs and expenses	Operating costs and expenses	171,460		98,810		72,650		73.5	%	Operating costs and expenses	518,644		325,451		193,193		59.4	%
Depreciation and amortization	Depreciation and amortization	9,599		1,453		8,146		N/M		Depreciation and amortization	58,636		35,445		23,191		65.4	%
Loss on impairment / retirement of fixed assets, net	Loss on impairment / retirement of fixed assets, net	1,548		1,539		9		N/M		Loss on impairment / retirement of fixed assets, net	2,747		3,476		(729)		N/M

Gain on sale of investment	Gain on sale of investment	—		(2)		2		N/M		Gain on sale of investment	—		(2)		2		N/M
Operating loss		$	(83,772)	$	(92,058)	$	8,286	9.0	%
Operating income (loss)										Operating income (loss)	$	28,299	$	(130,491)	$	158,790	121.7	%

Other Data:	Other Data:									Other Data:
Adjusted EBITDA (1)	Adjusted EBITDA (1)	$	(68,416)	$	(83,622)	$	15,206	18.2	%	Adjusted EBITDA (1)	$	102,137	$	(81,902)	$	184,039	224.7	%

Attendance	Attendance	1,453		—		1,453		N/M		Attendance	9,299		3,409		5,890		172.8	%
In-park per capita spending	In-park per capita spending	$	58.86	—		$	58.86	N/M		In-park per capita spending	$	59.42	55.94		$	3.48	6.2	%
Out-of-park revenues	Out-of-park revenues	$	16,492	$	10,147	$	6,345	62.5	%	Out-of-park revenues	$	76,114	$	50,980	$	25,134	49.3	%
Operating days	Operating days	130		—		130		100.0	%	Operating days	838		393		445		113.2	%

For the ~~three~~six months ended ~~March 27,~~June 26, 2022, net revenues totaled ~~$98.8~~$608.3 million compared with ~~$9.7~~$233.9 million for the ~~three~~six months ended ~~March 28,~~June 27, 2021. The increase in net revenues was attributable to a ~~130~~445 operating day increase in the current period ~~which also contributed to~~resulting in a ~~$6.3~~5.9 million-visit increase in attendance and a $25.1 million increase in out-of-park revenues. ~~Net~~In-park per capita spending for the six months ended June 26, 2022 increased 6.2% to $59.42, which represented higher levels of guest spending in admissions and food and beverage. The increase in net revenues ~~were not materially impacted by~~included a $1.1 million unfavorable impact of foreign currency exchange ~~rates.~~rates at our Canadian park.

Operating costs and expenses for the ~~three~~six months ended ~~March 27,~~June 26, 2022 increased to ~~$171.5~~$518.6 million from ~~$98.8~~$325.5 million for the ~~three~~six months ended ~~March 28,~~June 27, 2021. This was the result of ~~an $8.5~~a $34.1 million increase in cost of goods sold, a ~~$53.7~~$130.2 million increase in operating expenses and a ~~$10.4~~$29.0 million increase in SG&A expense, all of which were largely the result of ~~a 130~~the 445 operating day increase in the current period. The majority of the ~~$53.7~~$130.2 million increase in operating expenses was attributable to the increase in operating days. ~~However,~~Additionally, the increase in operating expenses was ~~also~~ due to an increase in full-time wages ~~which was~~ primarily ~~attributable~~related to a planned increase in head count at select ~~parks. Operating~~parks and an increase in seasonal labor rate. The increase in operating costs and expenses ~~were not materially impacted by~~included a $0.8 million favorable impact of foreign currency ~~rates.~~exchange rates at our Canadian park.

Depreciation and amortization expense for the ~~three~~six months ended ~~March 27,~~June 26, 2022 increased ~~$8.1~~$23.2 million compared with the ~~three~~six months ended ~~March 28,~~June 27, 2021 due primarily to ~~a 130~~the 445 operating day increase in the current period. We recognize depreciation expense over planned operating days for the majority of our assets. The loss on impairment / retirement of fixed assets for both periods was due to retirement of assets in the normal course of business.

Interest expense for the ~~three~~six months ended ~~March 27,~~June 26, 2022 decreased ~~$6.0~~$11.8 million due to the redemption of the 2024 senior notes in December 2021. The net effect of our swaps resulted in a benefit to earnings of ~~$14.2~~$21.9 million for the ~~three~~six months ended ~~March 27,~~June 26, 2022 compared with a ~~$3.6~~$7.4 million benefit to earnings for the ~~three~~six months ended ~~March 28,~~June 27, 2021. The difference was attributable to the change in fair value of our swap portfolio. During the ~~prior~~current period, we also recognized a ~~$5.8~~$9.9 million net charge to earnings for foreign currency gains and losses compared with a $16.9 million net benefit for the six months ended

During the ~~three~~six months ended ~~March 27,~~June 26, 2022, a ~~benefit~~provision for taxes of ~~$19.2~~$0.2 million was recorded to account for PTP taxes and federal, state, local and foreign income taxes compared with a benefit for taxes of ~~$16.3~~$26.9 million for the ~~three~~six months ended ~~March 28,~~June 27, 2021. The difference in ~~benefit~~provision for taxes was primarily attributable to a ~~higher valuation allowance recorded during~~lower pretax loss from our taxable subsidiaries in the ~~three months ended March 28, 2021.~~current period.

For the ~~three~~six months ended ~~March 27,~~June 26, 2022, Adjusted EBITDA ~~loss~~ totaled ~~$68.4~~$102.1 million compared with an Adjusted EBITDA loss of ~~$83.6~~$81.9 million for the ~~three~~six months ended ~~March 28,~~June 27, 2021. The ~~decrease~~increase in Adjusted EBITDA ~~loss~~ was primarily due to the ~~impact of COVID-19 related park closures~~445 operating day increase in ~~early 2021~~the current period and the related improvement in attendance, in-park per capita spending and out-of-park revenues offset somewhat by an increase in ~~early 2022.~~related expenses incurred, particularly for labor and cost of goods sold.

As described above, the results for the ~~three~~six months ended ~~March 27,~~June 26, 2022 were not directly comparable with the results for the ~~three~~six months ended ~~March 28,~~June 27, 2021 due to the effects of the COVID-19 pandemic. Therefore, we included a comparison of our current period results with the ~~three~~six months ended ~~March 31,~~June 30, 2019. ~~The current three-month period included 130 operating days compared~~While the 2019 results are more comparable to our 2022 results, the 2022 results are also not directly comparable with ~~a total~~the 2019 results due to the acquisition of ~~101 operating days for the three-month period ended March 31, 2019. The current period included normal off-season expenses at~~ Schlitterbahn Waterpark and Resort New Braunfels and Schlitterbahn Waterpark Galveston ("Schlitterbahn parks") on July 1, 2019 and 9a four day natural calendar shift following three years of passed time. The current six-month period included 838 operating days compared with a total of 827 operating days for the six-month period ended June 30, 2019. Of the 838 current period operating days, 105 operating days were at the Schlitterbahn parks. Excluding the Schlitterbahn parks, operating days for the six months ended June 26, 2022 decreased 94 operating days compared with the six months ended June 30, 2019 due to the four day calendar shift and a planned reduction of early-season operating days at ~~Schlitterbahn Waterpark Galveston. We acquired both properties on July 1, 2019.~~ some of our properties.


		Three months ended				Increase (Decrease)					Six months ended				Increase (Decrease)
		March 27, 2022		March 31, 2019		$		%			June 26, 2022		June 30, 2019		$		%
		(Amounts in thousands, except per capita and operating days)									(Amounts in thousands, except per capita and operating days)
Net revenues	Net revenues	$	98,835	$	66,977	$	31,858	47.6	%	Net revenues	$	608,326	$	503,167	$	105,159	20.9	%
Operating costs and expenses	Operating costs and expenses	171,460		137,520		33,940		24.7	%	Operating costs and expenses	518,644		414,880		103,764		25.0	%
Depreciation and amortization	Depreciation and amortization	9,599		13,589		(3,990)		(29.4)	%	Depreciation and amortization	58,636		69,493		(10,857)		(15.6)	%
Loss on impairment / retirement of fixed assets, net	Loss on impairment / retirement of fixed assets, net	1,548		1,424		124		N/M		Loss on impairment / retirement of fixed assets, net	2,747		2,106		641		N/M

Gain on sale of investment	Gain on sale of investment	—		(617)		617		N/M		Gain on sale of investment	—		(617)		617		N/M
Operating loss		$	(83,772)	$	(84,939)	$	1,167	1.4	%
Operating income										Operating income	$	28,299	$	17,305	$	10,994	63.5	%

Other Data:	Other Data:									Other Data:
Adjusted EBITDA (1)	Adjusted EBITDA (1)	$	(68,416)	$	(68,158)	$	(258)	(0.4)	%	Adjusted EBITDA (1)	$	102,137	$	94,903	$	7,234	7.6	%

Attendance	Attendance	1,453		1,175		278		23.7	%	Attendance	9,299		9,675		(376)		(3.9)	%
In-park per capita spending (2)	In-park per capita spending (2)	$	58.86	$	46.13	$	12.73	27.6	%	In-park per capita spending (2)	$	59.42	$	47.09	$	12.33	26.2	%
Out-of-park revenues (2)	Out-of-park revenues (2)	$	16,492	$	14,761	$	1,731	11.7	%	Out-of-park revenues (2)	$	76,114	$	64,105	$	12,009	18.7	%
Operating days	Operating days	130		101		29		28.7	%	Operating days	838		827		11		1.3	%

(2) Net revenues as disclosed within the statements of operations and comprehensive ~~loss~~income (loss) consist of in-park revenues and out-of-park revenues less amounts remitted to outside parties under concessionaire arrangements. In-park per capita spending is calculated as in-park revenues divided by total attendance. In-park revenues and concessionaire remittance totaled ~~$54.2~~$455.6 million and ~~$2.0~~$16.5 million, respectively, for the ~~three~~six months ended ~~March 31,~~June 30, 2019.

For the ~~three~~six months ended ~~March 27,~~June 26, 2022, net revenues totaled ~~$98.8~~$608.3 million compared with ~~$67.0~~$503.2 million for the ~~three~~six months ended ~~March 31,~~June 30, 2019. The increase in net revenues reflected the impact of a ~~24% increase in attendance and a 28%~~26% increase in in-park per capita ~~spending.~~spending to $59.42 for the six months ended June 26, 2022, a 19%, or $12.0 million, increase in out-of-park revenues, and the inclusion of the results of the Schlitterbahn parks. These increases were offset by the impact of a 4%, or 0.4 million-visit decline in attendance. The increase in in-park per capita spending was driven by higher guest spending across all key revenue categories,

particularly admissions, food and beverage and extra-charge spending, and was driven by both increased pricing and increased transactions. The increase in out-of-park revenues was attributable to increased online transaction fees charged to customers, higher sales at Knott's Berry Farm's Marketplace, as well as revenues from the Resort at Schlitterbahn New Braunfels which was acquired in July 2019. The decline in attendance was driven by ~~season pass~~94 fewer operating days at our legacy parks (excluding the Schlitterbahn parks), an expected slower recovery in group sales attendance, and the planned reduction of low-value ticket programs.

Operating costs and expenses for the six months ended June 26, 2022 increased $103.8 million compared with the six months ended June 30, 2019. This was the result of a $12.5 million increase in cost of goods sold, a $76.3 million increase in operating expenses and a $14.9 million increase in SG&A expense. Cost of goods sold as a percentage of food, merchandise and games revenue increased 1%. The increase in operating expenses was attributable to higher full-time wages primarily related to a ~~lesser extent, general admission~~planned increase in head count at ~~Knott's Berry Farm. There~~select parks, an increase in seasonal labor rate, higher related employee benefits, and the inclusion of the results of the Schlitterbahn parks. The increase in SG&A expense was largely due to an increase in full-time wages, including an increase in equity-based compensation plan expense due to improved company performance, as well as an increase in transaction fees. These increases in SG&A expense were offset by a decline in advertising costs driven by a more efficient marketing program.

Interest expense for the six months ended June 26, 2022 increased $34.5 million compared with the six months ended June 30, 2019 due to interest incurred on the 2025 senior notes, 2028 senior notes and 2029 senior notes offset in part by the impact of the redemption of the 2024 senior notes in December 2021. The 2025 senior notes and the 2028 senior notes were issued in 2020 as a result of the COVID-19 pandemic, and the 2029 senior notes were issued at the end of the second quarter of 2019 in coordination with the acquisition of the Schlitterbahn parks. The net effect of our swaps resulted in a benefit to earnings of $21.9 million for the six months ended June 26, 2022 compared with a $17.2 million charge to earnings for the six months ended June 30, 2019. The difference was attributable to the change in fair value of our swap portfolio. During the current period, we also recognized a $9.9 million net charge to earnings for foreign currency gains and losses compared with an $18.1 million net benefit for the six months ended June 30, 2019. The amounts primarily represented the remeasurement of U.S. dollar denominated debt to the Canadian entity's functional currency.

Due to the effects of the COVID-19 pandemic, the results for the three months ended June 26, 2022 were not directly comparable with the results for the three months ended June 27, 2021. The current three-month period included 708 operating days compared with 393 operating days for the three-month period ended June 27, 2021. In the prior period and due to the effects of the COVID-19 pandemic, we postponed the opening of our parks for the 2021 operating season ~~passes outstanding~~to May 2021, when all of our properties opened on a staggered basis except our Canadian property, Canada's Wonderland. Upon opening in 2021, park operating calendars were reduced, guest reservations were required and some operating restrictions were in place. The 2021 period also included the results from limited out-of-park attractions prior to the May 2021 opening of our parks. Limited out-of-park attractions included some of our hotel properties and a culinary festival at Knott's Berry Farm that ran through May 2, 2021.


	Three months ended				Increase (Decrease)
	June 26, 2022		June 27, 2021		$		%
	(Amounts in thousands, except per capita and operating days)
Net revenues	$	509,491	$	224,137	$	285,354	127.3	%
Operating costs and expenses	347,184		226,641		120,543		53.2	%
Depreciation and amortization	49,037		33,992		15,045		44.3	%
Loss on impairment / retirement of fixed assets, net	1,199		1,937		(738)		N/M


Operating income (loss)	$	112,071	$	(38,433)	$	150,504	N/M

Other Data:
Adjusted EBITDA (1)	$	170,553	$	1,720	$	168,833	N/M

Attendance	7,846		3,409		4,437		130.2	%
In-park per capita spending	$	59.52	55.94		$	3.58	6.4	%
Out-of-park revenues	$	59,622	$	40,833	$	18,789	46.0	%
Operating days	708		393		315		80.2	%

For the three months ended June 26, 2022, net revenues totaled $509.5 million compared with $224.1 million for the three months ended June 27, 2021. The increase in net revenues was attributable to a 315 operating day increase in the current period resulting in a 4.4 million-visit increase in attendance and an $18.8 million increase in out-of-park revenues. In-park per capita spending for the three months ended June 26, 2022 increased 6.4% to $59.52, which represented higher levels of guest spending in admissions and food and beverage. The increase in net revenues included a $1.6 million unfavorable impact of foreign currency exchange rates at our Canadian park.

Operating costs and expenses for the three months ended June 26, 2022 increased to $347.2 million from $226.6 million for the three months ended June 27, 2021. This was the result of a $25.5 million increase in cost of goods sold, a $76.5 million increase in operating expenses and an $18.5 million increase in SG&A expense, all of which were largely the result of the 315 operating day increase in the current period. The majority of the increases in operating expenses and SG&A expenses was attributable to the increase in operating days. Additionally, the increase in operating expenses was due to an increase in seasonal labor rate and an increase in full-time wages primarily related to a planned increase in head count at select parks. In addition, the increase in SG&A expense was also attributable to an increase in equity-based compensation plan expense due to improved company performance. The increase in operating costs and expenses included a $0.9 million favorable impact of foreign currency exchange rates at our Canadian park.

As described above, the results for the three months ended June 26, 2022 were not directly comparable with the results for the three months ended June 27, 2021 ~~season passes through May 2022.~~due to the effects of the COVID-19 pandemic. Therefore, we included a comparison of our current period results with the three months ended June 30, 2019. While the 2019 results are more comparable to our 2022 results, the 2022 results are also not directly comparable with the 2019 results due to the acquisition of the Schlitterbahn parks on July 1, 2019 and a four day natural calendar shift following three years of passed time. The current three-month period included 708 operating days compared with a total of 726 operating days for the three period ended June 30, 2019. Of the 708 current period operating days, 96 operating days were at the Schlitterbahn parks. Excluding the Schlitterbahn parks, operating days for the three months ended June 26, 2022 decreased 114 operating days compared with the three months ended June 30, 2019 due to the four day calendar shift and a planned reduction of early-season operating days at some of our properties.


	Three months ended				Increase (Decrease)
	June 26, 2022		June 30, 2019		$		%
	(Amounts in thousands, except per capita and operating days)
Net revenues	$	509,491	$	436,190	$	73,301	16.8	%
Operating costs and expenses	347,184		277,360		69,824		25.2	%
Depreciation and amortization	49,037		55,904		(6,867)		(12.3)	%
Loss on impairment / retirement of fixed assets, net	1,199		682		517		N/M


Operating income	$	112,071	$	102,244	$	9,827	9.6	%

Other Data:
Adjusted EBITDA (1)	$	170,553	$	163,061	$	7,492	4.6	%

Attendance	7,846		8,500		(654)		(7.7)	%
In-park per capita spending (2)	$	59.52	$	47.22	$	12.30	26.0	%
Out-of-park revenues (2)	$	59,622	$	49,344	$	10,278	20.8	%
Operating days	708		726		(18)		(2.5)	%

For the three months ended June 26, 2022, net revenues totaled $509.5 million compared with $436.2 million for the three months ended June 30, 2019. The increase in net revenues reflected the impact of a 26% increase in in-park per capita spending to $59.52 for the three months ended June 26, 2022, a 21%, or $10.3 million, increase in out-of-park revenues, and the inclusion of the results of the Schlitterbahn parks. These increases were offset by the impact of an 8%, or 0.7 million-visit decline

in attendance. The increase in in-park per capita spending was driven by higher guest spending across all key revenue categories, particularly admissions, food and beverage and extra-charge spending, and was driven by both increased pricing and increased transactions. ~~Out-of-park revenues for the three months ended March 27, 2022 increased $1.7 million compared with the three months ended March 31, 2019.~~ The increase in out-of-park revenues was ~~largely~~ attributable to increased ~~sales at Knott's Berry Farm Marketplace, as well~~

asonline transaction fees charged to customers, revenues from the Resort at Schlitterbahn New Braunfels which was acquired in July 2019, and increased revenues at our Cedar Point ~~Sports Center which opened~~resort properties. The decline in ~~early 2020. The increase~~attendance was driven by 114 fewer operating days at our legacy parks (excluding the Schlitterbahn parks), an expected slower recovery in ~~out-of-park revenues in~~group sales attendance, and the ~~current period was offset by the temporary closure~~planned reduction of ~~a hotel property at Cedar Point for renovations.~~low-value ticket programs.

Operating costs and expenses for the three months ended ~~March 27,~~June 26, 2022 increased ~~$33.9~~$69.8 million compared with the three months ended ~~March 31,~~June 30, 2019. This was the result of a ~~$3.2~~$9.4 million increase in cost of goods sold, a ~~$21.6~~$54.6 million increase in operating expenses and a ~~$9.1~~$5.8 million increase in SG&A expense. ~~The increase in cost~~Cost of goods sold ~~was attributable to an increase in sales volume.~~as a percentage of food, merchandise and games revenue increased 1%. The increase in operating expenses was ~~primarily~~largely attributable to an increase in seasonal labor rate, higher full-time wages ~~which was due largely~~primarily related to a planned increase in head count at select ~~parks. The increase in operating expenses was also due to an increase in seasonal labor rate,~~parks, and ~~employer taxes and health benefits.~~the inclusion of the results of the Schlitterbahn parks. The increase in SG&A expense was primarily due to ~~an increase in operating supplies, specifically IT-related costs and transaction fees, as well as~~ an increase in full-time wages, including an increase in ~~accrued profit sharing.~~equity-based compensation plan expense due to improved company performance, as well as an increase in transaction fees. These increases in SG&A expense were offset by a decline in advertising costs driven by a more efficient marketing program.

Depreciation and amortization expense for the three months ended ~~March 27,~~June 26, 2022 decreased ~~$4.0~~$6.9 million compared with the three months ended ~~March 31,~~June 30, 2019 due primarily to the ~~change in estimated~~full depreciation of 15-year useful ~~life of a long-lived asset at Kings Dominion in 2019.~~lived property and equipment from our 2006 acquisition. The loss on impairment / retirement of fixed assets for the three months ended ~~March 27,~~June 26, 2022 and ~~March 31,~~June 30, 2019 included retirements of assets in the normal course of business.

Interest expense for the three months ended ~~March 27,~~June 26, 2022 increased ~~$17.2~~$17.3 million compared with the three months ended ~~March 31,~~June 30, 2019 ~~primarily~~ due to interest incurred on the 2025 senior notes, ~~and~~ 2028 senior notes ~~both of which were issued in 2020,~~and 2029 senior notes offset in part by the impact of the redemption of the 2024 senior ~~notes.~~notes in December 2021. The 2025 senior notes and the 2028 senior notes were issued in 2020 as a result of the COVID-19 pandemic, and the 2029 senior notes were issued at the end of the second quarter of 2019 in coordination with the acquisition of the Schlitterbahn parks. The net effect of our swaps resulted in a benefit to earnings of ~~$14.2~~$7.7 million for the three months ended ~~March 27,~~June 26, 2022 compared with a ~~$6.4~~$10.8 million charge to earnings for the three months ended ~~March 31,~~June 30, 2019. The difference was attributable to the change in fair value of our swap portfolio. During the ~~prior~~current period, we also recognized ~~an $8.7~~a $9.8 million net ~~benefit~~charge to earnings for foreign currency gains and ~~losses.~~losses compared with a $9.5 million net benefit for the three months ended June 30, 2019. The ~~amount~~amounts primarily represented the remeasurement of ~~the 2024 senior notes from the U.S.-dollar~~U.S. dollar denominated debt to the ~~legal~~Canadian entity's functional currency.

During the three months ended ~~March 27,~~June 26, 2022, a ~~benefit~~provision for taxes of ~~$19.2~~$19.4 million was recorded to account for PTP taxes and federal, state, local and foreign income taxes compared with ~~a benefit for taxes of $20.0~~$14.7 million for the three months ended ~~March 31,~~June 30, 2019. The ~~decrease~~increase in ~~benefit~~provision for taxes was attributable to ~~a decrease~~an increase in ~~the annual effective tax rate applied to the~~pretax income from our taxable subsidiaries.

For the three months ended ~~March 27,~~June 26, 2022, Adjusted EBITDA ~~loss~~ totaled ~~$68.4~~$170.6 million compared to ~~$68.2~~$163.1 million for the three months ended ~~March 31,~~June 30, 2019. The increase in Adjusted EBITDA ~~losses were comparable~~was due to higher net revenues in the current period attributable to ~~increased attendance,~~higher in-park per capita spending, ~~and~~increased out-of-park revenues ~~being largely~~and the inclusion of the Schlitterbahn parks, which were somewhat offset by increased costs in the current period, particularly labor costs.

Due to the effects of the COVID-19 pandemic, we postponed the opening of our parks for the 2021 operating season to May 2021. Therefore, we compared the results for the ~~four~~seven months ended ~~May 1,~~July 31, 2022 to the ~~four~~seven months ended ~~May 5,~~August 4, 2019. For the ~~four~~seven months ended ~~May 1,~~July 31, 2022, preliminary net revenues totaled approximately ~~$193 million~~$1.03 billion and increased ~~33%~~17%, or ~~$48~~$152 million, compared with the ~~four~~seven months ended ~~May 5,~~August 4, 2019. ~~The increase was driven by an 8% increase in~~Based on preliminary results for the seven months ended July 31, 2022, attendance ~~a 28% increase in~~totaled 15.4 million visits, down 6% from 2019, in-park per capita spending was $60.76, up 25% from 2019, and out-of-park revenues totaled $125 million, up 19% from 2019. Operating days for the seven month periods in 2022 and 2019 totaled 1,362 operating days and 1,352 operating days, respectively. Excluding the Schlitterbahn parks, there were 94 fewer operating days in the current period due to a four day calendar shift and a ~~10% increase in out-of-park revenues, in each case as compared to the four months ended May 5, 2019.~~planned reduction of early-season operating days at some of our properties.

Our principal sources of liquidity include cash from operating activities, funding from our long-term debt obligations and existing cash on hand. Due to the seasonality of our business, we typically fund pre-opening operations with revolving credit borrowings. Revolving credit borrowings are typically reduced with our positive cash flow during the seasonal operating period. Our primary uses of liquidity include operating expenses, partnership distributions, capital expenditures, interest payments and income tax obligations.

We expect to fund our 2022 liquidity needs with cash from operating activities and borrowings from our revolving credit facility. As of ~~March 27,~~June 26, 2022, we had cash on hand of ~~$50.0~~$124.9 million and ~~$234.2~~$194.2 million of available borrowings under our revolving credit facility. Based on this level of liquidity, we concluded that we will have sufficient liquidity to satisfy our obligations at least through the ~~first~~third quarter of 2023. Due to limited open operations in early 2021 and in response to the negative effects of the COVID-19 pandemic, our first quarter 2021 liquidity needs were funded from cash on hand from senior notes issued in 2020. We began generating positive cash flows from operations during the second quarter of 2021.

Management ishas been focused on driving profitable and sustainable growth in the business, reducing the Partnership's outstanding debt, ~~and~~ reinstating the quarterly Partnership ~~distribution.~~distribution, and accelerating the return of capital to our unitholders. We expect to invest between $200 million and $215 million in total capital expenditures for the 2022 operating season, which ~~include~~includes the completion of several resort renovation projects, investments to expand our park offerings and develop new revenue centers, and technology enhancements, such as cashless parks, touch-free transactions and labor management tools. In December 2021, we made progress towards our goal of reducing our outstanding debt by redeeming $450 million of 5.375% senior unsecured notes due 2024 ("2024 senior notes"). In addition, we made a $69.0 million payment on our outstanding senior secured term loan facility during the second quarter of 2022. On August 3, 2022, we announced the declaration of a distribution of $0.30 per limited partner unit, which will be payable on September 15, 2022. This represents the first partnership distribution since March 2020. Lastly, on August 3, 2022, we also announced that our Board of Directors approved a unit repurchase plan authorizing the Partnership to repurchase units for an aggregate purchase price of not more than $250 million. The unit repurchase program will be subject to Rule 10b-18 of the Securities Exchange Act of 1934. Subject to applicable rules and regulations, we may repurchase units from time-to-time in the open market or by negotiated transactions. The amount and timing of repurchases will be based on a variety of factors, including liquidity, capital needs of the business, market conditions, regulatory requirements, and other corporate considerations. No limit was placed on the duration of the repurchase program. The unit repurchase program does not obligate the Partnership to repurchase any minimum dollar amount or specific number of units, and the program may be modified, suspended, or discontinued at any time.

We anticipate $150 million in annual cash interest infor 2022 of which 75% of the payments occur in the second and fourth quarters. ~~We are expecting to receive $79.7~~In the second quarter of 2022, we received $77.1 million in tax refunds attributable to the tax year 2020 net operating loss being carried back to prior years in the United States. We ~~anticipate receiving the U.S. tax refund during 2022. We~~ received ~~$10.3~~$11.1 million in tax refunds attributable to net operating losses being carried back to prior years in Canada during the first quarter of 2022. In 2022, we anticipate cash payments for income taxes to range from ~~$45~~$40 million to ~~$60~~$55 million, exclusive of these tax refunds.

As of ~~March 27,~~June 26, 2022, deferred revenue totaled ~~$234~~$306.7 million, including non-current deferred revenue. This represented an increase of ~~$36~~$72.6 million since ~~December 31, 2021.~~March 27, 2022. The increase in deferred revenue was largely attributable to sales of season-long products for admission, dining, beverage and other products, as well as sales of advanced admission, single day products and resort bookings, as the parks ~~begin their~~head into the most significant months of operation for the 2022 operating ~~seasons.~~season.

Net cash ~~for~~from operating activities for the first ~~three~~six months of 2022 totaled ~~$95.4~~$146.2 million, an increase of ~~$5.0~~$199.2 million compared with net cash for operating activities for the same period in the prior year. The increase in net cash ~~for~~from operating activities was primarily attributable to ~~a larger first quarter bonus payment~~the delayed opening of our parks in the ~~current~~prior period ~~offset by an increase~~to May 2021 resulting in ~~season pass sales~~less cash generated in the ~~current period.~~first six months of 2021.

Net cash from financing activities for the first ~~three~~six months of 2022 totaled ~~$117.9~~$13.9 million, an increase of ~~$124.0~~$20.0 million compared with net cash for financing activities for the same period in the prior year. The variance was attributable to ~~$125~~$90 million of borrowings on our revolving credit facility offset by a $69 million payment of term debt in the current period. We utilized cash on hand from senior notes issued in 2020 to fund our operations in ~~early~~the first six months of 2021.

•$~~264~~195 million of senior secured term debt, maturing in April 2024 under the 2017 Credit Agreement, as amended. The term debt bears interest at London InterBank Offering Rate ("LIBOR") plus 175 basis points (bps), under amendments we entered into on March 14, 2018. The pricing terms for the 2018 amendment reflected $0.9 million of Original Issue Discount ("OID"). Following a $463.3 million prepayment during the second quarter of 2020, we do not have any ~~required~~ remaining quarterly ~~payments. Therefore,~~payments required. During the second quarter of 2022, we made a $69.0 million payment on our outstanding senior secured term loan facility which was required pursuant to certain loan covenants. We had no current maturities as of ~~March 27,~~June 26, 2022.

•$300 million of 6.500% senior unsecured notes, maturing in October 2028, issued at par. Prior to October 1, 2023, up to 35% of the 2028 senior notes may be redeemed with the net cash proceeds of certain equity offerings at a price equal to 106.500% of the principal amount thereof, together with accrued and unpaid interest and additional interest, if any. The 2028 senior notes may be redeemed, in whole or in part, at any time prior to October 1, 2023 at a price equal to 100% of the principal amount of the notes redeemed plus a "make-whole" premium together with accrued and unpaid interest and additional interest, if any, to the redemption date. Thereafter, the 2028 senior notes may be redeemed, in whole or in part, at various prices depending on the date redeemed. The 2028 senior notes pay interest semi-annually in April and October.

•$500 million of 5.250% senior unsecured notes, maturing in July 2029, issued at par. Prior to July 15, 2022, up to 35% of the 2029 senior notes may be redeemed with the net cash proceeds of certain equity offerings at a price equal to 105.250% of the principal amount thereof, together with accrued and unpaid interest and additional interest, if any. The 2029 senior notes may be redeemed, in whole or in part, at any time prior to July 15, 2024 at a price equal to 100% of the principal amount of the notes redeemed plus a "make-whole" premium together with accrued and unpaid interest and additional interest, if any, to the redemption date. Thereafter, the 2029 senior notes may be redeemed, in whole or in part, at various prices depending on the date redeemed. The 2029 senior notes pay interest semi-annually in January and July.

•$~~125~~90 million of borrowings under the ~~$375~~$300 million senior secured revolving credit facility under our current credit agreement with a Canadian sub-limit of $15 million. ~~$300 million of the~~The revolving credit facility bears interest at LIBOR plus 350 bps or Canadian Dollar Offered Rate ("CDOR") plus 250 bps and requires the payment of a 62.5 bps commitment fee per annum on the unused portion of the credit facilities. ~~$300 million of the~~The revolving credit facility is scheduled to mature in December 2023. The remaining $75 million of the revolving credit facility bore interest at LIBOR plus 300 bps or CDOR plus 200 bps and required the payment of a 37.5 bps commitment fee per annum on the unused portion of the credit facilities. $75 million of the revolving credit facility matured and was repaid in April 2022. The credit agreement provides for the issuance of documentary and standby letters of credit. After letters of credit, which totaled $15.8 million as of ~~March 27,~~June 26, 2022, we had ~~$234.2~~$194.2 million of available borrowings under the revolving credit facility. Our letters of credit are primarily in place to backstop insurance arrangements.

As of ~~March 27,~~June 26, 2022, we had four interest rate swap agreements with a notional value of $500 million that convert one-month variable rate LIBOR to a fixed rate of 2.88% through December 31, 2023. This results in a 4.63% fixed interest rate for borrowings under our senior secured term loan facility after the impact of interest rate swap agreements. None of our interest rate swap agreements were designated as cash flow hedges in the periods presented. As of ~~March 27,~~June 26, 2022, the fair value of our swap portfolio was classified as long-term and recorded in ~~"Derivative Liability"~~"Other Assets" within the unaudited condensed consolidated balance sheet.

As discussed within the Long-Term Debt footnote at Note 6, we had four tranches of fixed rate senior notes outstanding at ~~March 27,~~June 26, 2022: the 2025, 2027, 2028 and 2029 senior notes. The 2024 senior notes were fully redeemed on December 17, 2021. The 2024, 2027, 2028 and 2029 senior notes were registered under the Securities Act of 1933. The 2025 senior notes were sold in a private placement in reliance on exemptions from registration under the Securities Act of 1933. Cedar Fair, L.P., Canada's Wonderland Company ("Cedar Canada"), and Magnum Management Corporation ("Magnum") were the co-issuers of the 2024 senior notes. Cedar Fair, L.P., Cedar Canada, Magnum, and Millennium Operations LLC (“Millennium”) are the co-issuers of the 2027, 2028 and 2029 senior notes. Our senior notes have been irrevocably and unconditionally guaranteed, on a joint and several basis, by each wholly owned subsidiary of Cedar Fair (other than the co-issuers) that guarantees our credit facilities under our credit agreement. A full listing of the issuers and guarantors of our registered senior notes can be found within Exhibit 22, and additional information with respect to our registered senior notes and the related guarantees follows.

In the event that the co-issuers (except for Cedar Fair, L.P.) or any subsidiary guarantor is released from its obligations under our senior secured credit facilities (or the 2017 Credit Agreement, as amended), such entity will also be released from its obligations under the registered senior notes. In addition, the co-issuers (except for Cedar Fair, L.P.) or any subsidiary guarantor can be released from its obligations under the 2027, 2028 and 2029 senior notes under the following circumstances, assuming the associated transactions are in compliance with the applicable provisions of the indentures governing the 2027, 2028 and 2029 senior notes: i) any direct or indirect sale, conveyance or other disposition of the capital stock of such entity following which the entity ceases to be a direct or indirect subsidiary of Cedar Fair or a sale or disposition of all or substantially all of the assets of such entity; ii) if such entity is dissolved or liquidated; iii) if we designate such entity as an Unrestricted Subsidiary; iv) upon transfer of such entity in a qualifying transaction if following such transfer the entity ceases to be a direct or indirect Restricted Subsidiary of Cedar Fair or is a Restricted Subsidiary that is not a guarantor under any credit facility; or v) in the case of the subsidiary guarantors, upon a discharge of the indenture or upon any legal defeasance or covenant defeasance of the indenture.

The obligations of each guarantor are limited to the extent necessary to prevent such guarantee from constituting a fraudulent conveyance or fraudulent transfer under applicable law. This provision may not, however, protect a guarantee from being voided under fraudulent transfer law, or may reduce the applicable guarantor’s obligation to an amount that effectively makes its guarantee worthless. If a guarantee were rendered voidable, it could be subordinated by a court to all other indebtedness of the guarantor, and depending on the amount of such indebtedness, could reduce the guarantee to zero. Each guarantor that makes a payment or distribution under a guarantee is entitled to a pro rata contribution from each other guarantor based on the respective net assets of the guarantors.

The following tables provide summarized financial information for each of our co-issuers and guarantors of the 2024, 2027, 2028 and 2029 senior notes (the "Obligor Group"). We presented each entity that is or was a co-issuer of any series of the registered senior notes separately. The subsidiaries that guarantee the 2027, 2028 and 2029 senior notes are presented on a combined basis with intercompany balances and transactions between entities in such guarantor subsidiary group eliminated. Intercompany balances and transactions between the co-issuers and guarantor subsidiaries have not been eliminated. The subsidiaries that guaranteed the 2024 senior notes included the guarantor subsidiary group, as well as Millennium. Millennium is a co-issuer under the 2027, 2028 and 2029 senior notes and was a guarantor under the 2024 senior notes. Certain subsidiaries of Cedar Fair did not guarantee our credit facilities or senior notes as the assets and results of operations of these subsidiaries were immaterial (the "non-guarantor" subsidiaries). The summarized financial information excludes results of the non-guarantor subsidiaries and does not reflect investments of the Obligor Group in the non-guarantor subsidiaries. The Obligor Group's amounts due from, amounts due to, and transactions with the non-guarantor subsidiaries have not been eliminated and included intercompany receivables from non-guarantors of $13.7 million and $14.0 million as of ~~March 27,~~June 26, 2022 and December 31, 2021, respectively.


Summarized Financial Information (In thousands)	Summarized Financial Information (In thousands)	Cedar Fair L.P. (Parent)		Magnum (Co-Issuer Subsidiary)		Cedar Canada (Co-Issuer Subsidiary)		Millennium (Co-Issuer 2027, 2028 & 2029 Guarantor 2024)		Guarantor Subsidiaries (1)		Summarized Financial Information (In thousands)	Cedar Fair L.P. (Parent)		Magnum (Co-Issuer Subsidiary)		Cedar Canada (Co-Issuer Subsidiary)		Millennium (Co-Issuer 2027, 2028 & 2029 Guarantor 2024)		Guarantor Subsidiaries (1)
Balance as of March 27, 2022
Balance as of June 26, 2022												Balance as of June 26, 2022

Current Assets	Current Assets	$	211	$	97,370	$	31,508	$	580,156	$	1,194,169	Current Assets	$	1,120	$	26,170	$	60,269	$	606,349	$	1,420,273

Non-Current Assets	Non-Current Assets	(258,382)		1,298,699		540,339		2,405,232		1,857,064		Non-Current Assets	(216,327)		1,417,172		546,320		2,453,781		1,728,623

Current Liabilities	Current Liabilities	378,797		1,058,321		257,574		277,783		59,016		Current Liabilities	359,584		1,067,613		279,034		335,066		91,478

Non-Current Liabilities	Non-Current Liabilities	147,250		7,006		24,629		2,512,991		97,654		Non-Current Liabilities	147,479		1,122		23,179		2,412,813		96,766

Balance as of December 31, 2021	Balance as of December 31, 2021											Balance as of December 31, 2021

Current Assets	Current Assets	$	517	$	97,221	$	96,042	$	572,865	$	1,187,211	Current Assets	$	517	$	97,221	$	96,042	$	572,865	$	1,187,211

Non-Current Assets	Non-Current Assets	(138,126)		1,647,952		540,332		2,368,737		2,145,307		Non-Current Assets	(138,126)		1,647,952		540,332		2,368,737		2,145,307

Current Liabilities	Current Liabilities	410,779		1,331,130		29,050		227,483		58,949		Current Liabilities	410,779		1,331,130		29,050		227,483		58,949

Non-Current Liabilities	Non-Current Liabilities	147,021		21,274		24,043		2,385,100		97,803		Non-Current Liabilities	147,021		21,274		24,043		2,385,100		97,803


Three Months Ended March 27, 2022
Six Months Ended June 26, 2022												Six Months Ended June 26, 2022

Net revenues	Net revenues	$	—	$	18,673	$	65	$	93,487	$	11,870	Net revenues	$	10,707	$	162,706	$	43,866	$	645,836	$	138,809

Operating (loss) income		(19,171)		(68,606)		(6,595)		29,634		(18,796)
Operating income (loss)												Operating income (loss)	9,109		(96,464)		9,548		62,003		44,423

Net loss		(88,225)		(61,248)		(11,489)		—		(28,034)
Net (loss) income												Net (loss) income	(37,305)		(28,212)		422		—		22,426

Twelve Months Ended December 31, 2021	Twelve Months Ended December 31, 2021											Twelve Months Ended December 31, 2021

Net revenues	Net revenues	$	35,908	$	363,340	$	75,353	$	1,449,022	$	344,778	Net revenues	$	35,908	$	363,340	$	75,353	$	1,449,022	$	344,778

Operating income (loss)	Operating income (loss)	31,808		(156,079)		12,545		136,844		124,405		Operating income (loss)	31,808		(156,079)		12,545		136,844		124,405

Net (loss) income	Net (loss) income	(46,741)		(34,647)		1,967		—		62,586		Net (loss) income	(46,741)		(34,647)		1,967		—		62,586

(1) With respect to the 2024 senior notes, if the financial information presented for Millennium was combined with that of the other guarantor subsidiaries that have been presented on a combined basis, the following additional intercompany balances and transactions between Millennium and such other guarantor entities would be eliminated: Current Assets and Current Liabilities - ~~$13.3~~$13.2 million as of ~~March 27,~~June 26, 2022 and $13.4 million as of December 31, 2021; Non-Current Assets - ~~$2,291.4~~$2,338.6 million as of ~~March 27,~~June 26, 2022 and $2,254.9 million as of December 31, 2021; and Net revenues - ~~$15.0~~$46.9 million as of ~~March 27,~~June 26, 2022 and $126.6 million as of December 31, 2021. Combined amounts for all guarantors of the 2024 senior notes for all other line items within the table would be computed by adding the amounts in the Millennium and Guarantor Subsidiaries columns.

Some of the statements contained in this report (including the "Management’s Discussion and Analysis of Financial Condition and Results of Operations" section) that are not historical in nature are 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 our expectations, beliefs, goals and strategies regarding the future. These 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 we believe that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct, including the timing of any debt paydown or payment of partnership distributions, or that our growth strategies will achieve the targeted results. Important factors, including the impacts of the COVID-19 pandemic, general economic conditions, adverse weather conditions, competition for consumer leisure time and spending, unanticipated construction delays, changes in our capital investment plans and projects and other factors we discuss from time to time in our reports filed with the Securities and Exchange Commission (the "SEC") could adversely affect our future financial performance, as well as the timing of any debt paydown or payment of partnership distributions, and our growth strategies and could cause actual results to differ materially from our expectations or otherwise to fluctuate or decrease. Additional information on risk factors that may affect our business and financial results can be found in our Annual Report on Form 10-K and in the filings we make from time to time with the SEC, including this Form 10-Q. We do not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information or circumstances that arise after the filing date of this document.

As of ~~March 27,~~June 26, 2022, on an adjusted basis after giving effect to the impact of interest rate swap agreements, all of our outstanding long-term debt represented fixed-rate debt except for revolving credit borrowings. Assuming the daily average balance over the past twelve months on revolving credit borrowings of approximately ~~$13.9~~$50.4 million, a hypothetical 100 bps increase in 30-day LIBOR on our variable-rate debt (including term debt and not considering the impact of our interest rate swaps) would lead to an increase of approximately ~~$2.8~~$2.5 million in cash interest costs over the next twelve months.

We maintain a system of controls and procedures designed to ensure that information required to be disclosed by us in our reports under the Securities Exchange Act of 1934, as amended, is recorded, processed, summarized and reported within the time periods specified by the Commission and that such information is accumulated and communicated to management, including the Chief Executive Officer and the Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure. As of ~~March 27,~~June 26, 2022, management, with the participation of the Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures. Based upon that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures were effective as of ~~March 27,~~June 26, 2022.

(a) (b) (c) (d)

Period
Total Number of Units Purchased (1)
Average Price Paid per Unit Total Number of Units Purchased as Part of Publicly Announced Plans or Programs Maximum Number (or Approximate Dollar Value) of Units that May Yet Be Purchased Under the Plans or Programs
January 1 - January 31 — — — $ —
February 1 - February 28 40,925 $ 57.07 — —
March 1 - March 27 — — — —
Total 40,925 $ 57.07 — $ —


	(a)	(b)		(c)	(d)
Period	Total Number of Units Purchased (1)	Average Price Paid per Unit		Total Number of Units Purchased as Part of Publicly Announced Plans or Programs	Maximum Number (or Approximate Dollar Value) of Units that May Yet Be Purchased Under the Plans or Programs (2)
March 28 - April 30	—	—		—	$	—
May 1 - May 31	249	$	46.81	—	—
June 1 - June 26	—	—		—	—
Total	249	$	46.81	—	$	—


Delaware						34-1560655
(State or other jurisdiction of incorporation or organization)						(I.R.S. Employer Identification No.)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Depositary Units (Representing Limited Partner Interests)	FUN	New York Stock Exchange


Title of Class						Units Outstanding as of ~~April~~July 29, 2022
Depositary Units (Representing Limited Partner Interests)						~~57,041,634~~57,039,740


Note 1	Description of the Business and Significant Accounting Policies	8
Note 2	Interim Reporting	9
Note 3	Revenue Recognition	9
Note 4	Long-Lived Assets	10
Note 5	Goodwill and Other Intangible Assets	11
Note 6	Long-Term Debt	12
Note 7	Derivative Financial Instruments	1413
Note 8	Fair Value Measurements	14
Note 9	~~Loss~~Income (Loss) per Unit	1514
Note 10	Income and Partnership Taxes	15
Note 11	Subsequent Events	15


Exhibit (10.1)						~~Amendment No. 5,~~Contract of Sale, dated ~~as of February 7,~~June 27, 2022, entered into by and between California’s Great America, LLC and Prologis, L.P. Incorporated herein by reference to Exhibit 10.1 to the Amended and Restated Credit Agreement, dated as of April 13, 2017, among Cedar Fair, Magnum, Cedar Canada and Millennium, as borrowers, the lenders party thereto from time to time, JPMorgan Chase Bank, N.A., as administrative agent and collateral agent and the other parties thereto.

~~Exhibit (10.2)~~						~~2016 Omnibus Incentive Plan~~Registrant's Form ~~of Restricted Unit Award Declaration (2022 Employment Agreement Version).~~

~~Exhibit (10.3)~~						~~2016 Omnibus Incentive Plan Form of Restricted Unit Award Declaration (2022 Non-Employment Agreement Version).~~

~~Exhibit (10.4)~~						~~2016 Omnibus Incentive Plan Form of Performance Unit Award Agreement (2022 Employment Agreement Version).~~

~~Exhibit (10.5)~~						~~2016 Omnibus Incentive Plan Form of Performance Unit Award Agreement (2022 Non-Employment Agreement Version).~~8-K (File No. 001-09444) filed on June 27, 2022.

Exhibit (22)						Subsidiary Guarantors and Issuers of Guaranteed Securities. Incorporated herein by reference to Exhibit 22 to the Registrant's Form 10-K (File No. 001-09444) filed on February 18, 2022.

Exhibit (31.1)						Certification of Principal Executive Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit (31.2)						Certification of Principal Financial Officer Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

Exhibit (32)						Certifications Pursuant to 18 U.S.C. 1350, as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

Exhibit (101)						The following materials from the Partnership's Quarterly Report on Form 10-Q for the quarter ended ~~March 27,~~June 26, 2022 formatted in Inline XBRL: (i) the Unaudited Condensed Consolidated Statements of Operations and Comprehensive ~~Loss,~~Income (Loss), (ii) the Unaudited Condensed Consolidated Balance Sheets, (iii) the Unaudited Condensed Consolidated Statements of Cash Flow, (iv) the Unaudited Condensed Consolidated Statements of Partners' Deficit, and (v) related notes, tagged as blocks of text and including detailed tags.

Exhibit (104)						The cover page from the Partnership's Quarterly Report on Form 10-Q for the quarter ended ~~March 27,~~June 26, 2022 formatted in Inline XBRL (included as Exhibit 101).


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934


		CEDAR FAIR, L.P.
		(Registrant)

		By Cedar Fair Management, Inc.
		General Partner

Date:	~~May 4,~~August 3, 2022	/s/ Richard A. Zimmerman
		Richard A. Zimmerman
		President and Chief Executive Officer

Date:	~~May 4,~~August 3, 2022	/s/ Brian C. Witherow
		Brian C. Witherow
		Executive Vice President and
		Chief Financial Officer