Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2024 | May 06, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 1-13703 | |
Entity Registrant Name | Six Flags Entertainment Corporation | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 13-3995059 | |
Entity Address, Address Line One | 1000 Ballpark Way Suite 400 | |
Entity Address, City or Town | Arlington | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 76011 | |
City Area Code | 972 | |
Local Phone Number | 595-5000 | |
Title of 12(b) Security | Common stock, $0.025 par value per share | |
Trading Symbol | SIX | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 84,270,276 | |
Entity Central Index Key | 0000701374 | |
Current Fiscal Year End Date | --12-29 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Apr. 02, 2023 |
Current assets: | |||
Cash and cash equivalents | $ 60,702 | $ 77,585 | $ 64,749 |
Accounts receivable, net | 53,523 | 62,660 | 45,462 |
Inventories | 39,188 | 31,624 | 41,016 |
Prepaid expenses and other current assets | 102,275 | 80,897 | 83,639 |
Total current assets | 255,688 | 252,766 | 234,866 |
Property and equipment, net: | |||
Property and equipment, at cost | 2,770,068 | 2,733,094 | 2,621,518 |
Accumulated depreciation | (1,472,781) | (1,447,861) | (1,380,846) |
Total property and equipment, net | 1,297,287 | 1,285,233 | 1,240,672 |
Goodwill | 659,618 | 659,618 | 659,618 |
Intangible assets, net of accumulated amortization of $312, $306 and $290 as of March 31, 2024, December 31, 2023 and April 2, 2023, respectively | 344,135 | 344,141 | 344,158 |
Right-of-use operating leases, net | 146,023 | 134,857 | 156,376 |
Other assets, net | 35,131 | 34,859 | 22,502 |
Total assets | 2,737,882 | 2,711,474 | 2,658,192 |
Current liabilities: | |||
Accounts payable | 44,539 | 27,235 | 43,513 |
Accrued compensation, payroll taxes and benefits | 21,304 | 18,957 | 14,417 |
Self-insurance reserves | 63,743 | 64,605 | 34,032 |
Accrued interest payable | 42,752 | 28,704 | 27,527 |
Other accrued liabilities | 69,949 | 73,087 | 60,032 |
Deferred revenue | 165,414 | 127,556 | 152,096 |
Short-term borrowings | 230,000 | 180,000 | 170,000 |
Current portion of long-term debt | 56,867 | 56,867 | 0 |
Short-term lease liabilities | 10,986 | 10,514 | 12,040 |
Total current liabilities | 705,554 | 587,525 | 513,657 |
Noncurrent liabilities: | |||
Long-term debt | 2,129,642 | 2,128,612 | 2,281,841 |
Long-term lease liabilities | 171,713 | 155,335 | 166,562 |
Other long-term liabilities | 27,195 | 27,263 | 28,477 |
Deferred income taxes | 161,139 | 189,700 | 162,973 |
Total liabilities | 3,195,243 | 3,088,435 | 3,153,510 |
Redeemable noncontrolling interests | 520,998 | 520,998 | 521,395 |
Stockholders' deficit: | |||
Preferred stock, $1.00 par value | 0 | 0 | 0 |
Common stock, $0.025 par value, 280,000,000 shares authorized; 84,274,760, 84,124,014 and 83,279,300 shares issued and outstanding at March 31, 2024, December 31, 2023 and April 2, 2023, respectively | 2,116 | 2,112 | 2,082 |
Capital in excess of par value | 1,133,551 | 1,131,208 | 1,122,429 |
Accumulated deficit | (2,044,329) | (1,961,603) | (2,070,530) |
Accumulated other comprehensive loss, net of tax | (69,697) | (69,676) | (70,694) |
Total stockholders' deficit | (978,359) | (897,959) | (1,016,713) |
Total liabilities and stockholders' deficit | $ 2,737,882 | $ 2,711,474 | $ 2,658,192 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Apr. 02, 2023 |
Statement of Financial Position [Abstract] | |||
Accumulated amortization of intangible assets | $ 312 | $ 306 | $ 290 |
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 | $ 1 |
Common stock, par value (in dollars per share) | $ 0.025 | $ 0.025 | $ 0.025 |
Common stock, shares authorized (in shares) | 280,000,000 | 280,000,000 | 280,000,000 |
Common stock, shares issued (in shares) | 84,274,760 | 84,124,014 | 83,279,300 |
Common stock, shares outstanding (in shares) | 84,274,760 | 84,124,014 | 83,279,300 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Apr. 02, 2023 | |
Total revenues | $ 133,291 | $ 142,190 |
Operating expenses (excluding depreciation and amortization shown separately below) | 113,955 | 108,870 |
Selling, general and administrative expenses (including stock-based compensation and excluding depreciation and amortization shown separately below) | 42,517 | 44,247 |
Costs of products sold | 11,123 | 9,765 |
Depreciation and amortization | 29,500 | 29,114 |
Loss on disposal of assets | 1,394 | 2,435 |
Operating loss | (65,198) | (52,241) |
Interest expense, net | 41,800 | 36,302 |
Other income, net | (1,040) | (832) |
Loss before income taxes | (105,958) | (87,711) |
Income tax benefit | (23,232) | (17,852) |
Net loss attributable to Six Flags Entertainment Corporation | $ (82,726) | $ (69,859) |
Weighted-average common shares outstanding: | ||
Basic (in shares) | 84,166 | 83,207 |
Diluted (in shares) | 84,166 | 83,207 |
Loss per average common share outstanding: | ||
Basic (in dollars per share) | $ (0.98) | $ (0.84) |
Diluted (in dollars per share) | $ (0.98) | $ (0.84) |
Park admissions | ||
Total revenues | $ 70,801 | $ 76,303 |
Park food, merchandise and other | ||
Total revenues | 54,397 | 52,786 |
Sponsorship, international agreements and accommodations | ||
Total revenues | $ 8,093 | $ 13,101 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Apr. 02, 2023 | |
Income Statement [Abstract] | ||
Stock-based compensation | $ 2,347 | $ 3,314 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Apr. 02, 2023 | ||
Statement of Comprehensive Income [Abstract] | |||
Net loss | $ (82,726) | $ (69,859) | |
Other comprehensive loss, net of tax | |||
Foreign currency translation adjustment | [1] | 422 | 916 |
Defined benefit retirement plan | [2] | 163 | 176 |
Change in cash flow hedging | [3] | (606) | (591) |
Other comprehensive income (loss), net of tax | (21) | 501 | |
Comprehensive loss attributable to Six Flags Entertainment Corporation | $ (82,747) | $ (69,358) | |
[1] Foreign currency translation adjustment is presented net of tax expense of $0.1 million for the three months ended March 31, 2024 and April 2, 2023. Defined benefit retirement plan is presented net of tax expense of $0.1 million for the three months ended March 31, 2024 and April 2, 2023, respectively. Change in fair value of cash flow hedging is presented net of tax benefit of $0.2 million for the three months ended March 31, 2024 and April 2, 2023. |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2024 | Apr. 02, 2023 | |
Statement of Comprehensive Income [Abstract] | ||
Foreign currency translation adjustment, tax expense | $ 0.1 | $ 0.1 |
Defined benefit retirement plan, tax expense | 0.1 | 0.1 |
Change in cash flow hedging, tax benefit | $ 0.2 | $ 0.2 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders Deficit - USD ($) $ in Thousands | Total | Common stock | Capital in excess of par value | Accumulated deficit | Accumulated other comprehensive loss |
Beginning balance (in shares) at Jan. 01, 2023 | 83,178,294 | ||||
Beginning balance at Jan. 01, 2023 | $ (950,565) | $ 2,079 | $ 1,119,222 | $ (2,000,671) | $ (71,195) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock (in shares) | 104,660 | ||||
Issuance of common stock | 0 | $ 3 | (3) | ||
Stock-based compensation | 3,314 | 3,314 | |||
Payment of tax withholdings on equity-based compensation through shares withheld (in shares) | (3,654) | ||||
Payment of tax withholdings on equity-based compensation through shares withheld | (104) | (104) | |||
Net loss attributable to Six Flags Entertainment Corporation | (69,859) | (69,859) | |||
Net other comprehensive income (loss), net of tax | 501 | 501 | |||
Ending balance (in shares) at Apr. 02, 2023 | 83,279,300 | ||||
Ending balance at Apr. 02, 2023 | (1,016,713) | $ 2,082 | 1,122,429 | (2,070,530) | (70,694) |
Beginning balance (in shares) at Dec. 31, 2023 | 84,124,014 | ||||
Beginning balance at Dec. 31, 2023 | (897,959) | $ 2,112 | 1,131,208 | (1,961,603) | (69,676) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Issuance of common stock (in shares) | 155,324 | ||||
Issuance of common stock | 120 | $ 4 | 116 | ||
Stock-based compensation | 2,347 | 2,347 | |||
Payment of tax withholdings on equity-based compensation through shares withheld (in shares) | (4,578) | ||||
Payment of tax withholdings on equity-based compensation through shares withheld | (120) | (120) | |||
Net loss attributable to Six Flags Entertainment Corporation | (82,726) | (82,726) | |||
Net other comprehensive income (loss), net of tax | (21) | (21) | |||
Ending balance (in shares) at Mar. 31, 2024 | 84,274,760 | ||||
Ending balance at Mar. 31, 2024 | $ (978,359) | $ 2,116 | $ 1,133,551 | $ (2,044,329) | $ (69,697) |
Condensed Consolidated Statem_5
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 | Apr. 02, 2023 | Dec. 31, 2023 | |
Cash flows from operating activities: | |||
Net loss | $ (82,726) | $ (69,859) | |
Adjustments to reconcile net loss to net cash provided by operating activities: | |||
Depreciation and amortization | 29,500 | 29,114 | |
Stock-based compensation | 2,347 | 3,314 | |
Interest accretion on notes payable | 211 | 278 | |
Amortization of debt issuance costs | 1,155 | 1,566 | |
Loss on disposal of assets | 1,394 | 2,435 | |
Deferred income tax benefit | (26,970) | (20,672) | |
Other | (1,651) | 30 | |
Changes in operating assets and liabilities: | |||
Decrease in accounts receivable - trade | 8,861 | 7,426 | |
Increase in inventories, prepaid expenses and other current assets | (29,608) | (18,672) | |
(Increase) decrease in deposits and other assets | (1,307) | 2,834 | |
(Increase) decrease in ROU operating leases | (11,328) | 2,847 | |
Increase in accounts payable, deferred revenue and accrued liabilities and other long-term liabilities | 49,995 | 12,070 | |
Increase in operating lease liabilities | 15,605 | 1,977 | |
(Decrease) increase in accrued interest payable | 14,048 | (10,957) | |
Net cash used in operating activities | (30,474) | (56,269) | |
Cash flows from investing activities: | |||
Additions to property and equipment | (37,218) | (25,488) | |
Property insurance recoveries | 0 | 481 | |
Proceeds from asset sales | 227 | 0 | |
Net cash used in investing activities | (36,991) | (25,007) | |
Cash flows from financing activities: | |||
Repayment of borrowings | (10,000) | (10,000) | |
Proceeds from borrowings | 60,000 | 80,000 | |
Payment of debt issuance costs | 0 | (970) | |
Payment of tax withholdings on equity-based compensation through shares withheld | (120) | (104) | |
Reduction in finance lease liability | (260) | (247) | |
Net cash provided by financing activities | 49,620 | 68,679 | |
Effect of exchange rate on cash | 962 | (2,776) | |
Net decrease in cash and cash equivalents | (16,883) | (15,373) | |
Cash and cash equivalents at beginning of period | 77,585 | 80,122 | $ 80,122 |
Cash and cash equivalents at end of period | 60,702 | 64,749 | $ 77,585 |
Supplemental cash flow information | |||
Cash paid for interest | 27,508 | 46,209 | |
Cash paid for income taxes | $ 3,743 | $ 311 |
General - Basis of Presentation
General - Basis of Presentation | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
General - Basis of Presentation | General — Basis of Presentation We own and operate regional theme parks and water parks. We are the largest regional theme park operator in the world, and we are the largest operator of water parks in North America based on the number of parks we operate. Of the 27 parks we own or operate, 24 parks are located in the United States, two are located in Mexico, and one is located in Montreal, Canada. The accompanying unaudited condensed consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States ("U.S. GAAP"). Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed, or omitted, pursuant to the rules and regulations of the SEC. Our current fiscal year will end on December 29, 2024. This Quarterly Report covers the period January 1, 2024 – March 31, 2024 (“the three months ended March 31, 2024”). The comparison period in the prior year covers the dates January 2, 2023 – April 2, 2023 (“the three months ended April 2, 2023”). The 2023 Annual Report includes additional information about us, our operations and our financial position, and should be referred to in conjunction with this Quarterly Report. The information furnished in this Quarterly Report reflects all normal and recurring adjustments that are, in the opinion of management, necessary to present a fair statement of the results for the periods presented. Results of operations for the three months ended March 31, 2024, are not indicative of the results expected for the full year. Our operations are highly seasonal, with approximately 70% - 75% of park attendance and revenues in a typical year occurring in the second and third calendar quarters of each year, with the most significant period falling between Memorial Day and Labor Day. Revision of Previously Issued Financial Statements During the third quarter of 2023, we identified an accounting error for our stock-based compensation expense related to the recognition of expense for dividend equivalent rights ("DERs"). The error primarily relates to the inadvertent reversal of stock-based compensation expense for vested DERs for periods beginning in the first quarter of 2020 through the fourth quarter of 2022. We have assessed the error and concluded that it was not material to any prior periods. However, the aggregate amount of the error would have been material to our condensed consolidated financial statements in the current period. Therefore, we have revised our previously issued financial information. Prior periods not presented herein will be revised, as applicable, in future filings. Refer to Note 10 - Revision to Previously Reported Financial Information for additional information. Merger with Cedar Fair L.P. On November 2, 2023, Holdings, Cedar Fair, CopperSteel and Copper Merger Sub entered into the Merger Agreement, providing for a merger of equals through (i) the merger of Copper Merger Sub with and into Cedar Fair (the “Cedar Fair First Merger”), with Cedar Fair continuing its existence as the surviving entity (the “Cedar Fair Surviving Entity”) following the Cedar Fair First Merger as a direct subsidiary of CopperSteel, (ii) the subsequent merger of the Cedar Fair Surviving Entity with and into CopperSteel (the “Cedar Fair Second Merger” and together with the Cedar Fair First Merger, the “Cedar Fair Mergers”), with CopperSteel continuing as the surviving corporation, and (iii) the subsequent merger of Six Flags with and into CopperSteel, with CopperSteel continuing as the surviving corporation (the “Six Flags Merger” and together with the Cedar Fair Mergers, the “Mergers”).If the Mergers are completed, subject to certain exceptions, (i) each issued and outstanding unit of limited partnership interest in Cedar Fair (each a “Cedar Fair Unit” and collectively, the “Cedar Fair Units”) will be converted into the right to receive one (1) share of common stock, par value $0.01 per share, of CopperSteel (the “CopperSteel Common Stock”), as may be adjusted pursuant to the Merger Agreement (the “Cedar Fair Exchange Ratio”), together with cash in lieu of fractional shares of CopperSteel Common Stock, without interest and (ii)each issued and outstanding share of Holdings common stock, par value $0.025 per share (the “Six Flags Common Stock”) will be converted into the right to receive 0.58 shares of CopperSteel Common Stock (as the same may be adjusted pursuant to the Merger Agreement, the “Six Flags Exchange Ratio”), together with cash in lieu of fractional shares of CopperSteel Common Stock, without interest. Subject to the terms of the Merger Agreement and applicable law, Six Flags will declare and set a record date for a special dividend to holder of record of Six Flags Common Stock as of the close of business one business day prior to the closing of the Mergers of (i) $1.00 plus (ii) the product (rounded to the nearest whole cent) of (a) the Six Flags Exchange Ratio and (ii) the aggregate amount of distributions per unit declared or paid by Cedar Fair with respect to a Cedar Fair Unit with a record date following November 2, 2023 and prior to the effective time of the Six Flags Merger, subject to certain adjustments provided under the Merger Agreement, the payment of which is contingent upon the consummation of the Mergers. Upon consummation of the Mergers, Holdings and Cedar Fair will each have been merged with and into CopperSteel, with CopperSteel as the parent entity and successor corporation to Holdings and Cedar Fair. Upon closing, CopperSteel will be headquartered in Charlotte, North Carolina, and is expected to change its name to “Six Flags Entertainment Corporation” and be listed on the New York Stock Exchange (“NYSE”) under the ticker symbol “FUN.” On March 12, 2024, at a special meeting stockholders of Holdings (the “Special Meeting”) called to consider and adopt the Merger Agreement., the stockholders of Holdings approved the Mergers. The obligations of Holdings and Cedar Fair to complete the Mergers are subject to the satisfaction or waiver, in whole or in part (to the extent permitted by applicable law) of a number of conditions set forth in the Merger Agreement, a copy of which is attached as an exhibit to the Annual Report on Form 10-K. Completion of the Mergers is subject to, among other things, antitrust review in the United States. Under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (“HSR Act”), and the rules promulgated thereunder, the Mergers cannot be completed until the parties to the Merger Agreement have given notification and furnished information to the Federal Trade Commission ("FTC") and the Department of Justice ("DOJ"), and until the applicable waiting period has expired or has been terminated On January 22, 2024, Holdings and Cedar Fair each received a request for additional information and documentary materials (a “Second Request”) from the DOJ in connection with the DOJ’s review of the Mergers. The effect of a Second Request is to extend the waiting period imposed by the HSR Act, until 30 days after each of Holdings and Cedar Fair has substantially complied with the Second Request issued to it, unless that period is extended voluntarily by the parties or terminated earlier by the DOJ. On April 19, 2024, Cedar Fair and Holdings certified substantial compliance with the Second Request. a. Consolidated U.S. GAAP Presentation Our accounting policies reflect industry practices and conform to U.S. GAAP. The unaudited condensed consolidated financial statements include our accounts and the accounts of our wholly owned subsidiaries. We also consolidate the partnerships that own Six Flags Over Texas ("SFOT") and Six Flags Over Georgia (including Six Flags White Water Atlanta) ("SFOG", and together with SFOT, the "Partnership Parks") in our unaudited condensed consolidated financial statements, as we have determined that we have the power to direct the activities of the Partnership Parks that most significantly impact their economic performance and we have the obligation to absorb losses and receive benefits from the Partnership Parks that can be potentially significant to these entities. The equity interests owned by non-affiliated parties in the Partnership Parks are reflected in the accompanying unaudited condensed consolidated balance sheets as redeemable non-controlling interests. b. Income Taxes We recorded a valuation allowance of $94.6 million, $93.6 million and $97.6 million as of March 31, 2024, December 31, 2023, and April 2, 2023, respectively, due to uncertainties related to our ability to use some of our deferred tax assets, primarily consisting of certain state net operating loss and other tax carryforwards, before they expire. The valuation allowance is based on our estimates of taxable income by jurisdiction in which we operate and the period over which our deferred tax assets are recoverable. Our projected taxable income over the foreseeable future indicates we will be able to use all of our federal net operating loss carryforwards before they expire. We classify interest and penalties attributable to income taxes as part of income tax expense. As of March 31, 2024, December 31, 2023, and April 2, 2023, the expense recognized for interest and penalties was not material. c. Goodwill As of March 31, 2024, the fair value of our single reporting unit exceeded our carrying amount. We have one reporting unit at the same level for which Holdings common stock is traded and we believe our market capitalization is the best indicator of our reporting unit’s fair value. As of March 31, 2024, we did not identify any triggering events that would require a full quantitative analysis to be performed. d. Long-Lived Assets We review long-lived assets, including finite-lived intangible assets subject to amortization, for impairment upon the occurrence of events or changes in circumstances that would indicate that the carrying value of the asset or group of assets may not be recoverable, “triggering event(s)”. Recoverability of assets to be held and used is measured by comparing the carrying amount of the asset or group of assets to the projected future net cash flows expected to be generated by the asset or group of assets. If such assets are not determined to be fully recoverable, any impairment to be recognized is measured by the amount by which the carrying amount of the asset or group of assets exceeds its respective estimated fair value. Assets held-for-sale are reported at the lower of the carrying amount or fair value less costs to sell. As of March 31, 2024, we did not identify any triggering events that would require a quantitative analysis. e. Earnings Per Common Share We incurred a net loss for the three months ended March 31, 2024 and April 2, 2023. Therefore, diluted shares outstanding equaled basic shares outstanding for purposes of determining loss per common share because their inclusion would be antidilutive. The computation of diluted earnings per share excluded the effect of 1,135,000 and 1,607,000 antidilutive stock options and restricted stock units for the three months ended March 31, 2024, and April 2, 2023, respectively. f. Stock Benefit Plans Pursuant to the Six Flags Entertainment Corporation Long-Term Incentive Plan (the "Long-Term Incentive Plan"), we may grant stock options, stock appreciation rights, restricted stock, restricted stock units, unrestricted stock, deferred stock units, performance stock units, performance and cash-settled awards and dividend equivalent rights ("DERs") to select employees, officers, directors and consultants. Periodically, we grant performance stock units to key employees. These awards vest based on attainment of specific performance targets most often related to Adjusted EBITDA or revenue over a defined period. As of March 31, 2024, we have not determined that it is probable that we will achieve any of the performance targets associated with our outstanding performance units, and we have therefore not recognized any expense for these awards. Upon closing of the Mergers, all outstanding performance units will convert to Restricted Stock Units ("RSU") or reissued as performance units in the new company, in accordance with the Merger agreement. During the three months ended March 31, 2024 and April 2, 2023, stock-based compensation expense consisted of the following: Three Months Ended (Amounts in thousands) March 31, 2024 April 2, 2023 Long-term incentive plan $ 2,322 $ 3,284 Employee stock purchase plan 25 30 Total stock-based compensation $ 2,347 $ 3,314 g. Accounts Receivable, Net Accounts receivable are reported at net realizable value and consist primarily of amounts due from guests for the sale of group outings and multi-use admission products that allow for payment plans, such as season passes, annual passes, memberships and our Six Flags Plus pass. We are not exposed to a significant concentration of credit risk; however, based on the age of receivables, our historical experience and other factors and assumptions we believe to be customary and reasonable, we record an allowance for doubtful accounts. As of March 31, 2024, December 31, 2023 and April 2, 2023, we have recorded an allowance for doubtful accounts of $3.6 million, $4.2 million, and $2.7 million, respectively, which is primarily comprised of estimated payment defaults under our Six Flags Plus pass and other multi-use admission products that allow for payment plans. To the extent that payments for products for which an allowance for doubtful accounts is established have not been recognized in revenue, the allowance recorded is offset with a corresponding reduction in deferred revenue. h. Recent Accounting Pronouncements Not Yet Adopted In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting, to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes, requiring more granular disclosure of the components of income taxes. This ASU is effective for fiscal years beginning after December 15, 2024 on a prospective basis. Early adoption is permitted. We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures. |
Revenue
Revenue | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Revenues are recognized when control of the promised goods or services is transferred to our customers in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Sales and other taxes we collect concurrent with revenue-producing activities are excluded from revenue. Incidental items that are immaterial in the context of the contract are recognized as expense. The following tables present our revenues disaggregated by contract duration for the three month periods ended March 31, 2024 and April 2, 2023, respectively. Long-term and short-term contracts consist of our contracts with customers with terms greater than one year and less than or equal to one year, respectively. Three Months Ended March 31, 2024 (Amounts in thousands) Park Admissions Park Food, Merchandise and Other Sponsorship, International Agreements and Accommodations Total Long-term contracts $ 13,875 $ 1,056 $ 1,959 $ 16,890 Short-term contracts and other (1) 56,926 53,341 6,134 116,401 Total revenues $ 70,801 $ 54,397 $ 8,093 $ 133,291 Three Months Ended April 2, 2023 (Amounts in thousands) Park Admissions Park Food, Merchandise and Other Sponsorship, International Agreements and Accommodations Total Long-term contracts $ 4,861 $ 540 $ 6,763 $ 12,164 Short-term contracts and other (1) 71,442 52,246 6,338 130,026 Total revenues $ 76,303 $ 52,786 $ 13,101 $ 142,190 ______________________________________ (1) Other revenues primarily include sales of single-use tickets and short-term transactional sales for which we have the right to invoice. Long-term Contracts As of December 31, 2023, $89.2 million of unearned revenue associated with outstanding long-term contracts was reported in "Deferred revenue," of which $4.5 million was recognized as revenue for long-term contracts during the three months ended March 31, 2024. As of March 31, 2024, the total unearned amount of revenue for remaining long-term contract performance obligations was $86.7 million. As of January 1, 2023, $33.5 million of unearned revenue associated with outstanding long-term contracts was reported in "Deferred revenue," of which $12.2 million was recognized as revenue for long-term contracts during the three months ended April 2, 2023. As of April 2, 2023, the total unearned amount of revenue for remaining long-term contract performance obligations was $42.8 million. As of March 31, 2024, we expect to recognize estimated revenue for partially or wholly unsatisfied performance obligations on long-term contracts of approximately $78.1 million in the remainder of 2024, $5.5 million in 2025, $4.4 million in 2026, $4.2 million in 2027, and $5.0 million in 2028 and thereafter. |
Long-Term Indebtedness
Long-Term Indebtedness | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Long-Term Indebtedness | Long-Term Indebtedness Credit Facility As of March 31, 2024, our credit facility consisted of a $500.0 million revolving credit facility (the “Revolving Credit Facility”) and a $479.0 million Tranche B Term Loan facility (the “Term Loan B”) pursuant to the amended and restated secured credit facility that we entered into in May 2020 and last amended in May 2023 (the “Credit Facility”). On May 3, 2023, we amended our existing senior secured credit facility to, among other things, (i) establish a $500.0 million replacement revolving credit facility maturing in May 2028, subject to springing maturity conditions, (ii) maintain the same interest rate margins on borrowings under the replacement revolving credit facility as were previously in effect, while reducing the fee on unused revolving commitments to 0.5%, stepping down to 0.375% upon achieving a senior secured leverage ratio of less than 1.25:1.00, (iii) replace LIBOR as the interest rate benchmark for borrowings under the senior secured credit facility with Term SOFR, plus a 0.10% Term SOFR Adjustment, (iv) modify the maximum senior secured leverage ratio that the Company must maintain to 4.50:1.00 for the four fiscal-quarter periods ending on or about December 31, 2022, March 31, 2023, and June 30, 2023, 4.25:1.00 for the four fiscal-quarter period ending on or about September 30, 2023, and each four fiscal-quarter period thereafter through the four fiscal-quarter period ending on or about June 30, 2024, and 3.75:1.00 for the four fiscal-quarter period ending on or about September 30, 2024, and each four fiscal-quarter period thereafter, and (v) make certain other changes to the covenants and other terms of the senior secured credit facility. As of March 31, 2024, our available borrowing capacity under our Revolving Credit Facility was $249.0 million after reducing the facility by $230.0 million borrowings outstanding and $21.0 million of outstanding letters of credit. As of December 31, 2023 and April 2, 2023, $180.0 million and $170.0 million, respectively, under the Revolving Credit Facility were outstanding (excluding amounts reserved for letters of credit in the amount of $21.0 million). Interest on the Revolving Credit Facility accrues at an annual rate of SOFR, plus a Term SOFR Adjustment of 0.10%, plus an applicable margin with an unused commitment fee based on our senior secured leverage ratio. As of March 31, 2024, the Revolving Credit Facility had an interest rate of 8.68%. As of March 31, 2024, the Revolving Credit Facility unused commitment fee was 0.500%. The Revolving Credit Facility matures in May 2028. As of March 31, 2024, December 31, 2023 and April 2, 2023, $479.0 million was outstanding under the Term Loan B. Interest on the Term Loan B accrues at an annual rate of SOFR, plus a Term SOFR Adjustment of 0.10%, plus 1.75%. The Term Loan B consists of only floating rate debt. As of March 31, 2024, the applicable interest rate on the Term Loan B was 7.18%. The Term Loan B matures on April 17, 2026. As of March 31, 2024, we are in compliance with all relevant covenants. Additionally, as of March 31, 2024, the entire remaining borrowing capacity of our Revolving Credit Facility would be available to us without breaching our maximum net leverage maintenance or other relevant covenant. 2024 Notes, 2025 Notes, 2027 Notes and 2031 Notes 2024 Notes and 2024 Notes Add-ons In June 2016, Holdings issued $300.0 million of 4.875% senior unsecured notes due 2024 and, in April 2017, issued an additional $700.0 million of senior unsecured notes due 2024 (together, the “2024 Notes”). During March of 2020, we prepaid $50.5 million of the outstanding 2024 Notes principal, reducing the outstanding amount to $949.5 million. On April 26, 2023, we commenced a cash tender offer (the “Tender Offer”) for any and all outstanding 2024 Notes. The consideration offered for each $1,000 principal amount of the 2024 Notes was $1,000.50 (the “Purchase Price”), plus accrued and unpaid interest. On May 3, 2023, we repaid $892.6 million, or 94.0% of the aggregate principal amount of the 2024 Notes that were tendered to us. The remainder of the 2024 Notes is due in July 2024. 2027 Notes In April 2017, Holdings issued $500.0 million of 5.50% senior notes due 2027 (the "2027 Notes"). 2025 Notes In April 2020, our subsidiary Six Flags Theme Parks (“SFTP”) issued $725.0 million of 7.00% senior secured notes due 2025 (the “2025 Notes”). On July 1, 2022, Holdings prepaid $360.0 million of the 2025 Notes at a premium of 103.5%. The transaction reduced the outstanding amount of the 2025 Notes to $365.0 million. 2031 Notes On May 3, 2023, the Company issued $800.0 million in aggregate principal amount of 7.25% senior unsecured notes due 2031 ( the "2031 Notes") at an offering price of 99.248% of the principal amount thereof. Net of the original issuance discount and debt issuance costs, the Company received net proceeds of $784.0 million. Net cash proceeds from the 2031 Notes, together with other available cash, including borrowings under our Revolving Credit Facility, were used to pay the Purchase Price, plus accrued and unpaid interest, with respect to the 2024 Notes. As of March 31, 2024, $56.9 million of the 2024 Notes, $365.0 million of the 2025 Notes, $500.0 million of the 2027 Notes and $800.0 million of the 2031 Notes, were issued and outstanding. Interest payments of $1.4 million for the 2024 Notes are due semi-annually on January 31 and July 31 of each year. Following the repayment of $360 million of the 2025 Notes, interest payments of $12.7 million for the 2025 Notes are due semi-annually on January 1 and July 1 each year. Interest payments of $13.8 million for the 2027 Notes are due semi-annually on April 15 and October 15 of each year. For the 2031 Notes, an interest payment of $29.0 million is due semi-annually on May 15 and November 15 of each year. Long-Term Indebtedness Summary As of March 31, 2024, December 31, 2023 and April 2, 2023, the principal balance of our long-term debt consisted of the following: As of (Amounts in thousands) March 31, 2024 December 31, 2023 April 2, 2023 Term Loan B $ 479,000 $ 479,000 $ 479,000 Revolving Credit Facility 230,000 180,000 170,000 2024 Notes 56,867 56,867 949,490 2025 Notes 365,000 365,000 365,000 2027 Notes 500,000 500,000 500,000 2031 Notes 800,000 800,000 — Net discount (5,956) (6,167) (1,859) Deferred financing costs (8,402) (9,221) (9,790) Total debt $ 2,416,509 $ 2,365,479 $ 2,451,841 Less current portion of long-term debt (56,867) (56,867) — Less short-term borrowings (230,000) (180,000) (170,000) Total long-term debt $ 2,129,642 $ 2,128,612 $ 2,281,841 Fair-Value of Long-Term Indebtedness As of March 31, 2024, December 31, 2023 and April 2, 2023, the fair value of our long-term debt was $2,430.4 million, $2,374.7 million and $2,423.8 million, respectively. Merger Commitment Letter Six Flags, Cedar Fair and CopperSteel have entered into a Second Amended and Restated Commitment Letter dated as of May 1, 2024 (the “Debt Commitment Letter”), with Goldman Sachs Bank USA (“Goldman Sachs”) and certain other additional arrangers party thereto (together with Goldman Sachs, collectively, the “Arrangers”), pursuant to which the Arrangers have committed to provide a senior secured revolving credit facility consisting of revolving credit commitments in an aggregate amount not to exceed $850 million (the “Committed Debt Financing”). The Debt Commitment Letter amends and restates that certain commitment letter, dated December 5, 2023, by and among Six Flags, Cedar Fair, CopperSteel, Goldman Sachs and the other additional arrangers party thereto. The obligation of the Arrangers to provide the Debt Financing under the Debt Commitment Letter is subject to a number of additional conditions, including the receipt of executed loan documentation, accuracy of certain representations and warranties, the consummation of the transactions contemplated by the Merger Agreement, the repayment in full of the existing Cedar Fair revolving credit facility and the repayment in full of the Six Flags credit facilities and the termination thereof. Recent Events |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Changes in the composition of Accumulated Other Comprehensive Loss ("AOCL") during the three months ended March 31, 2024, were as follows: (Amounts in thousands) Cumulative Translation Adjustment Cash Flow Hedges Defined Benefit Plans Income Taxes Accumulated Other Comprehensive Loss Balances at December 31, 2023 $ (30,009) $ 2,160 $ (37,334) $ (4,493) $ (69,676) Net current period change 563 — — (141) 422 Amounts reclassified from AOCI — (806) 217 146 (443) Balances at March 31, 2024 $ (29,446) $ 1,354 $ (37,117) $ (4,488) $ (69,697) Reclassifications out of AOCL during the three months ended March 31, 2024 and April 2, 2023: Reclassification of (Gain) Loss from AOCL into Earnings Three Months Ended Component of AOCL Location of Reclassification into Earnings March 31, 2024 April 2, 2023 Amortization of gain on interest rate hedge Interest expense, net $ (806) $ (787) Income tax expense 200 196 Net of tax $ (606) $ (591) Amortization of deferred actuarial loss and prior service cost Operating expenses $ 217 $ 234 Income tax benefit (54) (58) Net of tax $ 163 $ 176 Total reclassifications $ (443) $ (415) |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
Mar. 31, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments We hold interest rate swap agreements that mitigate the risk of an increase in the effective interest rate on the Term Loan B. We enter into derivative contracts for risk management purposes only and do not utilize derivative instruments for trading or speculative purposes. As such, in conjunction with the repayment of a portion of the Term Loan B in April 2020, certain of our interest rate swap agreements were de-designated because the hedged interest was no longer probable to occur. Derivative assets and derivative liabilities that have maturity dates equal to or less than twelve months from the balance sheet date are included in “Prepaid expenses and other current assets” and “Other accrued liabilities,” respectively. Derivative assets and derivative liabilities that have maturity dates greater than twelve months from the balance sheet date are included in “Other assets, net” and “Other long-term liabilities,” respectively. On March 24, 2022, we terminated the August 2019 Swap Agreements for net cash proceeds of $7.4 million. The swap agreements were used as economic hedges against rising interest rates and had been designated as cash flow hedges prior to termination. We recorded the settlement in accumulated other comprehensive income in the amount of $7.7 million which will be amortized through September 2024, the maturity date of the Term Loan B. Derivative assets recorded at fair value in an asset position as well as their classification on our unaudited condensed consolidated balance sheets as of March 31, 2024, December 31, 2023 and April 2, 2023: Derivative Assets (Amounts in thousands) March 31, 2024 December 31, 2023 April 2, 2023 Derivatives Not Designated as Hedging Instruments Interest rate swap agreements — prepaid expenses and other current assets $ 3,393 $ 3,156 $ 4,610 Interest rate swap agreements — other assets, net 2,441 2,262 3,225 $ 5,834 $ 5,418 $ 7,835 Derivative liabilities recorded at fair value in our unaudited condensed consolidated balance sheets as of March 31, 2024, December 31, 2023 and April 2, 2023: Derivative Liabilities (Amounts in thousands) March 31, 2024 December 31, 2023 April 2, 2023 Derivatives Not Designated as Hedging Instruments Interest rate swap agreements — other accrued liabilities $ 4,305 $ 4,047 $ 6,253 Interest rate swap agreements — other long-term liabilities 3,285 3,302 4,859 $ 7,590 $ 7,349 $ 11,112 Gains and losses on derivatives not designated as hedging instruments are recognized in “Interest expense, net” in our condensed consolidated statements of operations, and were not material for the three months ended March 31, 2024 and April 2, 2023. Gains and losses before taxes on derivatives designated as hedging instruments that were recognized in “Interest expense, net” in the condensed consolidated statements of operations for the three months ended March 31, 2024, and April 2, 2023, were as follows: Three Months Ended March 31, 2024 and April 2, 2023 Gain (Loss) Reclassified from (Amounts in thousands) 2024 2023 Interest rate swap agreements $ 806 $ 787 Total $ 806 $ 787 As of March 31, 2024, we expect to reclassify net gains of $1.4 million, currently recorded in AOCL, into “Interest expense, net” within the next twelve months. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Partnership Parks We have guaranteed the obligations of the general partners of those partnerships to (i) make minimum annual distributions (including rent) of approximately $88.5 million in 2024 (subject to cost of living adjustments) to the limited partners in the Partnership Parks (based on our ownership of units as of March 31, 2024, our share of the distribution will be approximately $39.4 million) and (ii) make minimum capital expenditures at each of the Partnership Parks during rolling five-year periods, based generally on 6.0% of the Partnership Parks’ revenues. Pursuant to the 2024 annual offer to purchase limited partnership units tendered by the unit holders (the "Partnership Park Put") in May 2024, we purchased 0.005 limited partnership units from the Texas partnership for a nominal amount and 0.269 limited partnership units of the Georgia partnership for $1.1 million. As we purchase additional units, we are entitled to a proportionate increase in our share of the minimum annual distributions. The agreed price for units tendered in the Partnership Park Put is based on a valuation of each of the respective Partnership Parks (the "Specified Price") that is the greater of (a) a valuation for each of the respective Partnership Parks derived by multiplying such park’s weighted average four-year EBITDA (as defined in the agreements that govern the partnerships) by a specified multiple (8.0 in the case of SFOG and 8.5 in the case of SFOT) and (b) a valuation derived from the highest prices previously offered for the units of the Partnership Parks by certain entities. In light of the temporary suspension of operations of the parks due to the COVID-19 pandemic in March 2020, which would have caused the value of the Partnership Park units to decrease in 2021 and thereafter, we adjusted our annual offer to purchase these units to set a minimum price floor for all future purchases. Pursuant to the new minimum price floor, the Specified Price for the Partnership Parks, if determined as of March 31, 2024, is $409.7 million in the case of SFOG and $527.4 million in the case of SFOT. As of March 31, 2024, we owned approximately 31.5% and 54.1% of the Georgia limited partner interests and Texas limited partner interests, respectively. Our obligations with respect to SFOG and SFOT will continue until 2027 and 2028, respectively. In January 2027 with respect to the Georgia Partnership and in January 2028 with respect to the Texas Partnership, we will have the option (each the "End-of-Term Option") to require the redemption of all the limited partnership units we do not then own in the Partnerships. To exercise the End-of-Term Option, we must give the Georgia Partnership notice of its exercise no later than December 31, 2024, and we must give the Texas Partnership notice of its exercise no later than December 31, 2025. If the End-of-Term Option is not exercised, the parties may decide to renew and extend the arrangements relating to the Partnership Parks. Alternatively, if the End-of-Term Option is not exercised, the Partnership Park entities may be sold and the proceeds applied to redeem the outstanding interests in the Georgia Partnership and Texas Partnership, as applicable. If the End-of-Term Option is exercised, the price offered, and required to be accepted by the holders' of the limited units we do not then own would, is based on the agreed-upon value of the partnerships included in the original agreements, multiplied by the change in the Consumer Price Index ("CPI") between the beginning and end of the agreement. The agreements for Georgia Partnership and Texas Partnership began in 1997 and 1998, respectively. The agreed-upon value for the partnerships when the agreements were executed was $250.0 million and $374.8 million for SFOG and SFOT, respectively. As of December 31, 2023, the agreed-upon value, as adjusted for CPI, would be $483.5 million and $712.7 million for SFOG and SFOT, respectively. The agreed-upon values, if determined as of December 31, 2023, multiplied by the 68.5% and 45.9% of units held by the limited partner for SFOG and SFOT, respectively, represent $330.9 million and $332.6 million that would be required to be paid to the limited partner of SFOG and SFOT, respectively, if the End-of-Term Option were to be exercised. The actual agreed-upon value for the End-of-Term Option will be further adjusted by CPI until the end of each respective agreement. The decision to exercise, or not exercise, the End-of-Term Option for either of SFOT or SFOG will ultimately be made based on numerous factors, including prevailing macro-economic and industry conditions and the cost and availability of financing to fund the purchase. We incurred $26.0 million of capital expenditures at the Partnership Parks during the 2023 season and expect to incur approximately $25.0 million to $30.0 million of capital expenditures at these parks during 2024, an amount in excess of the minimum required expenditure. Cash flows from operations at the Partnership Parks will be used to satisfy the annual distribution and capital expenditure requirements, before any funds are required from us. The Partnership Parks generated approximately $16.0 million of cash in 2023, after deduction of capital expenditures and excluding the impact of short-term intercompany advances from or payments to Holdings. Redeemable noncontrolling interests represent the non-affiliated parties' share of the assets of the Partnership Parks that are less than wholly-owned: SFOT, SFOG and Six Flags White Water Atlanta, which is owned by the partnership that owns SFOG. As of March 31, 2024, redeemable noncontrolling interests of the SFOG and SFOT partnerships was $280.2 million and $240.8 million, respectively, which approximates redemption value. Insurance We maintain insurance of the types and in amounts that we believe are commercially reasonable and that are available to businesses in our industry. The majority of our current insurance policies expire on December 31, 2024. We generally renegotiate our insurance policies on an annual basis. We cannot predict the level of the premiums that we may be required to pay for subsequent insurance coverage, the level of any self-insurance retention applicable thereto, the level of aggregate coverage available or the availability of coverage for specific risks. Self-Insurance Reserves Self-insurance reserves are recorded for the estimated amounts of guest and employee claims and expenses incurred each period that are not covered by insurance. Reserves are established for both identified claims and incurred but not reported (“IBNR”) claims. Such amounts are accrued for when claim amounts become probable and estimable. Reserves for identified claims are based upon the Company’s historical claims experience and third-party estimates of settlement costs. Reserves for IBNR claims are based upon our claims data history, actuarially determined loss development factors and certain other qualitative considerations. We maintain self-insurance reserves for healthcare, auto, general liability, and workers’ compensation claims. Legal Proceedings While certain legal proceedings and related indemnification obligations to which we are a party specify the amounts claimed, these claims may not represent reasonably possible losses. Except as noted below, given the inherent uncertainties of litigation, the ultimate outcome of these matters cannot be predicted at this time, nor can the amount of possible loss or range of loss, if any, be reasonably estimated, except in circumstances where an aggregate litigation accrual has been recorded for probable and reasonably estimable loss contingencies. A determination of the amount of accrual required, if any, for these contingencies is made after careful analysis of each matter. The required accrual may change in the future due to new information or developments in each matter or changes in approach such as a change in settlement strategy in dealing with these matters. Legal Proceedings Related to Proposed Mergers On February 16, 2024, a purported stockholder of the Company filed a complaint captioned Garfield vs. Baldanza, et al., No. 342-350320-24, against the Company, its Board of Directors (the "Board"), Cedar Fair, and CopperSteel (collectively, the "Defendants") in the District Court of Tarrant County, Texas (the "Garfield Complaint"). The Garfield Complaint alleged, among other things, that the Company made materially false and misleading statements in connection with the proposed Mergers in the definitive proxy statement/final prospectus (the “Proxy Statement/Prospectus”) filed with respect to the Mergers, and that the Board breached their fiduciary duties to stockholders in approving the merger and in disseminating the challenged disclosures. The Garfield Complaint sought, among other relief, to enjoin or unwind the proposed transaction unless and until the Defendants made certain supplemental disclosures. The Company received additional letters and draft complaints similarly demanding supplemental disclosures (the “Disclosure Demands”). On March 4, 2024, the Defendants and the plaintiff in the Garfield Complaint entered into a memorandum of understanding whereby the plaintiff agreed to voluntarily dismiss with prejudice all claims against the Defendants once the Company filed supplemental disclosures, among other things. Although the Company believes that the disclosures set forth in the Proxy/Prospectus complied with applicable laws, in order to moot the various disclosure claims in the Garfield Complaint and the Disclosure Demands, and to avoid nuisance and possible expense and business delays, the Company determined voluntarily to file certain supplemental disclosures set forth in a Form 8-K filed on March 4, 2023 (the “Supplemental Disclosures”). Following the Supplemental Disclosures, on March 8, 2024, the plaintiff in the Garfield Complaint filed a Notice of Nonsuit with Prejudice, dismissing his claims. Putative Securities Class Action Lawsuit In February 2020, two putative securities class action complaints were filed against Holdings and certain of its former executive officers (collectively, the “defendants”) in the U.S. District Court for the Northern District of Texas. On March 2, 2020, the two cases were consolidated in an action captioned Electrical Workers Pension Fund Local 103 I.B.E.W. v. Six Flags Entertainment Corp., et al. , Case No. 4:20-cv-00201-P (N.D. Tex.) (the “Electrical Workers litigation”), and an amended complaint was filed on March 20, 2020. On May 8, 2020, Oklahoma Firefighters Pension and Retirement System (“Oklahoma Firefighters”) and Electrical Workers Pension Fund Local 103 I.B.E.W. were appointed as lead plaintiffs, Bernstein Litowitz Berger & Grossman LLP was appointed as lead counsel, and McKool Smith PC was appointed as liaison counsel. On July 2, 2020, lead plaintiffs filed a consolidated complaint. The consolidated complaint alleges, among other things, that the defendants made materially false or misleading statements or omissions regarding the Company’s business, operations and growth prospects, specifically with respect to the development of its Six Flags branded parks in China and the financial health of its former partner, Riverside Investment Group Co. Ltd., in violation of the federal securities laws. The consolidated complaint seeks an unspecified amount of compensatory damages and other relief on behalf of a putative class of purchasers of Holdings’ publicly traded common stock during the period between April 24, 2018 and February 19, 2020. On August 3, 2020, defendants filed a motion to dismiss the consolidated complaint. On March 3, 2021, the district court granted defendants’ motion, dismissing the complaint in its entirety and with prejudice. On August 25, 2021, Co-Lead Plaintiff Oklahoma Firefighters filed a notice of appeal to the U.S. Court of Appeals for the Fifth Circuit (“the Fifth Circuit”) from the district court’s decisions granting defendants’ motion to dismiss, denying plaintiffs’ motion to amend or set aside judgment, and denying plaintiffs’ motion for leave to file a supplemental brief. The appeal was fully briefed as of December 15, 2021, and oral argument was held on March 7, 2022. On January 18, 2023, the Fifth Circuit reversed the dismissal and remanded the case to the district court for further proceedings. On February 9, 2023, the Fifth Circuit mandate issued to the district court. On March 7, 2023, the district court entered a scheduling order governing pre-trial proceedings. On April 18, 2023, Oklahoma Firefighters filed a motion for leave to file an amended complaint that would add a new named plaintiff, remove former Co-Lead Plaintiff Electrical Workers Pension Fund Local 103 I.B.E.W., and modify the case caption. On May 2, 2023, defendants filed an opposition to that motion and a motion for judgment on the pleadings. On June 2, 2023, the district court granted defendants’ motion for judgment on the pleadings, dismissing the case with prejudice, and denied Oklahoma Firefighters’ motions. On June 30, 2023, plaintiffs filed a notice of appeal to the Fifth Circuit from the district court’s decisions. The appeal was fully briefed as of December 4, 2023, and oral argument was held on March 4, 2024. On April 18, 2024, the Fifth Circuit reversed the dismissal and remanded the case to the district court. We believe this lawsuit is without merit; however, there can be no assurance regarding the ultimate outcome. Regardless of the merit of plaintiffs’ claims, litigation may be expensive, time-consuming, disruptive to the Company’s operations and distracting to management. The outcome of this litigation is inherently uncertain, and we cannot reasonably estimate any loss or range of loss that may arise from this matter. Stockholder Derivative Lawsuits On March 20, 2020, a putative stockholder derivative lawsuit was filed on behalf of nominal defendant Holdings in the U.S. District Court for the Northern District of Texas against certain of its then-current and former executive officers and directors (the “individual defendants”) in an action captioned Schwartz v. Reid-Anderson, et al. , Case No. 4:20-cv-00262-P (N.D. Tex.). In April 2020, two additional stockholder derivative lawsuits, making substantially identical allegations as the Schwartz complaint, were filed by Trustees of the St. Clair County Employees’ Retirement System and Mr. Mehmet Ali Albayrak in the U.S. District Court for the Northern District of Texas in actions captioned Martin, et al. v. Reid-Anderson, et al. , Case No. 4:20-cv-00311-P (N.D. Tex.) and Albayrak v. Reid-Anderson, et al. , Case No. 4:20-cv-00312-P (N.D. Tex.), respectively. On April 8, 2020, plaintiffs in all three of these putative derivative actions moved to consolidate the actions and appoint lead counsel. On May 8, 2020, the district court granted the plaintiffs’ motion to consolidate. The consolidated action is captioned In re Six Flags Entertainment Corp. Derivative Litigation , Case No. 4:20-cv-00262-P (N.D. Tex.). On August 10, 2020, plaintiffs filed a consolidated derivative complaint. The consolidated derivative complaint alleges breach of fiduciary duty, insider selling, waste of corporate assets, unjust enrichment, and contribution for violations of federal securities laws. The consolidated derivative complaint references, and makes many of the same allegations as are set forth in, the Electrical Workers litigation, alleging, among other things, that the individual defendants breached their fiduciary duties, committed waste, are liable for contribution for, or were unjustly enriched by making, failing to correct, or failing to implement adequate internal controls relating to alleged materially false or misleading statements or omissions regarding the Company’s business, operations and growth prospects, specifically with respect to the prospects of the development of Six Flags branded parks in China and the financial health of its former partner, Riverside Investment Group Co. Ltd. The consolidated derivative complaint also alleges that a former officer and director sold shares of the Company while allegedly in possession of material non-public information concerning the same. On September 9, 2020, Holdings and the individual defendants filed a motion to dismiss the consolidated complaint. On April 28, 2021, the district court granted defendants’ motion, dismissing the consolidated complaint in its entirety and with prejudice and denying leave to amend. Plaintiffs’ time to appeal the judgment dismissing this action in its entirety and with prejudice and denying leave to amend lapsed in May 2021. On May 5, 2020, a putative stockholder derivative lawsuit was filed on behalf of nominal defendant Holdings, by Richard Francisco in Texas state court against certain of its then-current and former executive officers and directors (the “individual defendants”) in an action captioned Francisco v. Reid-Anderson, et al., Case No. DC-20-06425 (160th Dist. Ct., Dallas Cty., Tex.) (the “Francisco action”). The petition in the Francisco action alleges breach of fiduciary duty, unjust enrichment, abuse of control, gross mismanagement, and waste of corporate assets. The petition in the Francisco action references, and makes many of the same allegations, as are set forth in the Electrical Workers litigation, alleging, among other things, that the individual defendants breached their fiduciary duties, were unjustly enriched by, abused their control, committed gross mismanagement, and committed waste by making, failing to correct, or failing to implement adequate internal controls relating to alleged materially false or misleading statements or omissions regarding the Company’s business, operations and growth prospects, specifically with respect to the prospects of the development of Six Flags branded parks in China and the financial health of its former partner, Riverside Investment Group Co. Ltd. The petition also alleges that a former officer and director engaged in insider trading. On May 28, 2020, the parties in the Francisco action filed a joint motion to stay proceedings through the resolution of the forthcoming motion to dismiss the Electrical Workers litigation. On June 3, 2020, the district court granted the joint motion to stay proceedings. On June 12, 2020, an additional stockholder derivative lawsuit, making substantially identical allegations as the Francisco petition, was filed on behalf of nominal defendant Holdings in Texas state court by putative stockholder Cliff Bragdon in an action captioned Bragdon v. Reid-Anderson, et al., Case No. DC-20-08180 (298th Dist. Ct., Dallas Cty., Tex.) (the “Bragdon action”). On July 10, 2020, the district court granted an agreed motion filed by the parties in the Francisco and Bragdon actions to consolidate cases, to accept service and an unopposed motion to appoint co-lead and liaison counsel, and to stay both the Francisco and Bragdon actions through final resolution of the motion to dismiss the Electrical Workers litigation. The consolidated state derivative action was captioned In re Six Flags Entertainment Corp. Derivative Litigation, Case No. DC-20-06425 (160th Dist. Ct., Dallas Cty., Tex.). On September 8, 2020, the parties to the consolidated state derivative action filed an agreed motion to transfer the case from Dallas County to Tarrant County, which motion was so ordered on September 27, 2020. The consolidated action is now captioned In re Six Flags Ent. Corp. Derivative Litigation, No. 096-320958-20 (96th Dist. Ct., Tarrant Cty., Tex.). On February 9, 2023, the stay was lifted in the consolidated action when the Fifth Circuit issued the mandate in the Electrical Workers litigation. On April 27, 2023 and May 30, 2023, the parties informed the court that they were conferring, that they would provide a further update within 30 days, and that, in the meantime, the defendants had no obligation to respond to the Francisco or Bragdon complaints or the consolidated action. On June 29, 2023, plaintiffs filed a notice of non-suit without prejudice. On February 16, 2023, a putative stockholder derivative lawsuit was filed on behalf of nominal defendant Holdings by John Hancock in Texas state court against certain of its former executive officers and directors (the “individual defendants”) in an action captioned Hancock v. Roedel, et al., Case No. 348-340304-23 (348th Dist. Ct., Tarrant Cty., Tex.). Plaintiff refers to and makes many of the same allegations as are set forth in the Electrical Workers litigation, claiming that, among other things, the individual defendants caused Six Flags to make false and misleading statements and omissions about the status of construction of Six Flags branded parks in China and the financial health of its former partner, Riverside Investment Group Co. Ltd. Plaintiff asserts breach of fiduciary duty and unjust enrichment claims. Plaintiff seeks an unspecified amount of monetary damages and equitable relief including, but not limited to, disgorgement. On May 5, 2023, the individual defendants and the Company agreed to accept service of the petition, and plaintiff agreed that the individual defendants and the Company had no obligation to respond to the petition and that defendant's answer dates are tolled until plaintiff files an amended petition. Plaintiff stated Plaintiff would file an amended petition by June 30, 2023. On August 25, 2023, Plaintiff filed an amended petition. On September 7, 2023, the individual defendants and the Company filed a motion to stay pending resolution of a duplicative federal derivative action, captioned Dela Cruz v. Reid-Anderson, et al, Case No. 3:23-CV-0396-D (N.D. Tex), and described below. On September 15, 2023, the court granted the motion to stay and ordered the action stayed until 30 days after a ruling by the federal court on the motions to dismiss pending in Dela Cruz v. Reid-Anderson. On March 6, 2024, the parties jointly stipulated to stay the action pending resolution of the appeal in Dela Cruz v. Reid-Anderson. Also on March 6, 2024, the court approved the stipulation and ordered the action stayed until 30 days after the Fifth Circuit's resolution of the appeal in Dela Cruz v. Reid-Anderson. On February 22, 2023, a putative stockholder derivative lawsuit was filed on behalf of nominal defendant Holdings by Antonio Dela Cruz in in the U.S. District Court for the Northern District of Texas against certain of its current and former executive officers and directors (the “individual defendants”) in an action captioned Cruz v. Reid-Anderson, et al., Case No. 3:23-CV-0396-D (N.D. Tex.). Plaintiff refers to and makes many of the same allegations as are set forth in the Electrical Workers litigation, claiming that, among other things, the individual defendants caused Six Flags to make false and misleading statements and omissions about the status of construction of Six Flags branded parks in China and the financial health of its former partner, Riverside Investment Group Co. Ltd. Plaintiff asserts contribution, breach of fiduciary duty, and unjust enrichment claims. Plaintiff seeks an unspecified amount of monetary damages and equitable relief including, but not limited to, disgorgement. On September 12, 2023, Six Flags and the individual defendants filed motions to dismiss the amended complaint. On January 12, 2024, the district court granted defendants' motions, dismissing the complaint in its entirety and with prejudice. On February 7, 2024, Plaintiffs filed a Notice of Appeal of the district court's decision. On February 27, 2024, the Fifth Circuit informed the parties that, among other things, the appeal has been docketed, the appellate record is complete, and the Appellant's brief is due within 40 days. On April 8, 2024, plaintiff filed the Appellant's brief. Defendants will file briefs in opposition. Wage and Hour Class Action Lawsuits Holdings and/or certain of its consolidated subsidiaries are named defendants in various lawsuits generally alleging violations of federal and/or state laws regulating wage and hour pay. Plaintiffs in these lawsuits seek monetary damages, including unpaid wages, statutory penalties, and/or attorneys’ fees and costs. Regardless of the merits of particular suits, litigation may be expensive, time-consuming, disruptive to the Company’s operations and distract management from the operation of our business. In recognition of these impacts on the business, the Company may enter into settlement agreements or other arrangements to settle litigation and resolve such disputes. No assurance can be given that such agreements can be obtained on acceptable terms or at all, or that litigation will not occur. These agreements may also significantly increase the Company’s operating expenses. The outcomes of these lawsuits are inherently uncertain, and we cannot reasonably estimate any loss or range of loss that may arise from these matters in excess of the amounts that we have recognized for these lawsuits, which amounts are not material to our consolidated financial statements. Personal Injury Lawsuit On November 18, 2021, the Texas Judicial Panel on Multidistrict Litigation consolidated numerous lawsuits filed against Six Flags Splashtown, LLC d/b/a Six Flags Hurricane Harbor Splashtown asserting claims arising from an alleged chemical vapor release on July 17, 2021 at Six Flags Splashtown. Certain plaintiffs have also named unaffiliated third parties as additional defendants. The consolidated multidistrict litigation is captioned In re Six Flags Splashtown Litigation (Master File No. 2021-77214), and is pending in the 295th Judicial District Court in Harris County, Texas. Plaintiffs are seeking compensatory and punitive damages. On April 14, 2023, Six Flags Splashtown settled with 421 plaintiffs, including all bellwether plaintiffs set for trial on April 17, 2023, for an immaterial amount. On September 22, 2023, Six Flag Splashtown settled with 55 additional plaintiffs, including the Bellwether plaintiffs set for trial on January 15, 2024, for an immaterial amount. On March 8, 2024, Six Flags Splashtown settled with six (6) plaintiffs who were set for trial on April 15, 2024, for an immaterial amount. Since mid-March 2024, Six Flags Splashtown has settled with all remaining plaintiffs arising from the alleged chemical release (13 plaintiffs represented by different law firms) who were set for trial later in 2024. All settlements were for an immaterial amount. All pro se plaintiffs have been dismissed. The parties are working to document these settlements and the Court has appointed a special master to determine the amounts each settling plaintiff in the 421-plaintiff group will receive. Although the parties are working diligently towards finalizing settlement documents and dismissal of these cases, no assurance can be given that all plaintiffs in the 421-plaintiff group will accept their allocated settlement amount and will enter into the finalized settlement with Six Flags Splashtown. The parties are also working towards finalizing the settlement agreement and releases from the other plaintiffs. As each plaintiff finalizes the settlement agreement and release, the parties will enter into agreed dismissals and seek final judgment in favor of Six Flags Splashtown. Although finalizing these settlements may come with additional operating expenses including payments for guardian ad litem fees, any additional costs that may arise from finalizing these settlements are not expected to be material to the Company’s operating results. Litigation Relating to Routine Proceedings We are also engaged from time to time in other routine legal and tax proceedings incidental to our business. We do not believe that any of these routine proceedings will have a material impact on the business or our financial condition. Securities and Exchange Commission Investigation The Securities and Exchange Commission is conducting an investigation into the Company’s disclosures and reporting made in 2018 through February 2020 related to its business, operations and growth prospects of its Six Flags branded parks in China and the financial health of its former business partner, Riverside Investment Group Co. Ltd. The Company received a document subpoena in February 2020 and subsequently certain current and former executives received subpoenas in connection with this matter and they continue to provide responsive information. The Company is fully cooperating and is committed to continuing to cooperate fully with the SEC in this matter. We cannot predict the length, scope or results of the investigation, or the impact, of the investigation on our results of operations, business or financial condition. |
Business Segments
Business Segments | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Business Segments | Business Segments Our chief operating decision maker “CODM” regularly receives consolidated information which is used to make strategic decisions. Each individual park location has a Park President or General Manager responsible for the operational results and executing the strategy set forth by the CODM. Substantially all of our parks provide similar products and services through a similar process to the same class of customer through a consistent method. We also believe that the parks share common economic characteristics. Based on these factors, we have only one reportable segment - parks. The following information reflects our goodwill and long-lived assets (which consists of property and equipment, right-of-use operating leases and intangible assets) as of March 31, 2024, December 31, 2023 and April 2, 2023: As of (Amounts in thousands) March 31, 2024 December 31, 2023 April 2, 2023 Domestic $ 2,307,386 $ 2,297,440 $ 2,283,902 Foreign 139,677 126,409 116,922 Total $ 2,447,063 $ 2,423,849 $ 2,400,824 The following information reflects our revenues and (loss) income before income taxes by domestic and foreign jurisdictions for the three months ended March 31, 2024, and April 2, 2023: Domestic Foreign Total 2024 (Amounts in thousands) Revenues $ 105,393 $ 27,898 $ 133,291 (Loss) income before income taxes (113,121) 7,163 (105,958) 2023 Revenues $ 120,482 $ 21,708 $ 142,190 (Loss) income before income taxes (95,356) 7,645 (87,711) |
Pension Benefits
Pension Benefits | 3 Months Ended |
Mar. 31, 2024 | |
Retirement Benefits [Abstract] | |
Pension Benefits | Pension Benefits We froze our pension plan effective March 31, 2006, and effective February 16, 2009, the remaining participants in the pension plan no longer earned future benefits. The following summarizes our pension costs during the three months ended March 31, 2024, and April 2, 2023, respectively: Three Months Ended (Amounts in thousands) March 31, 2024 April 2, 2023 Service cost $ — $ — Interest cost 1,877 1,954 Expected return on plan assets (2,409) (2,402) Amortization of net actuarial loss 217 234 Administrative fees 225 650 Total net periodic (benefit) expense $ (90) $ 436 The components of net periodic pension (benefit) expense were included in "Other (income) expense, net" in the condensed consolidated statements of operations. Weighted-Average Assumptions Used To Determine Net Cost Three Months Ended March 31, 2024 April 2, 2023 Discount rate 4.75 % 4.95 % Rate of compensation increase N/A N/A Expected return on plan assets 5.75 % 5.75 % Employer Contributions We did not make any pension contributions during the three month periods ended March 31, 2024 and April 2, 2023. |
Stock Repurchase Plans
Stock Repurchase Plans | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Stock Repurchase Plans | Stock Repurchase Plans On March 30, 2017, Holdings announced that its Board of Directors approved a stock repurchase plan that permits Holdings to repurchase an incremental $500.0 million in shares of Holdings’ common stock (the "March 2017 Stock Repurchase Plan"). As of March 31, 2024, Holdings had repurchased 8,071,000 shares at a cumulative cost of approximately $365.1 million and an average price per share of $45.24 under the March 2017 Stock Repurchase Plan, leaving approximately $134.9 million available for permitted repurchases. We have not made any repurchases during the three months ended March 31, 2024. |
Revision to Previously Reported
Revision to Previously Reported Financial Information | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Changes and Error Corrections [Abstract] | |
Revision to Previously Reported Financial Information | Revision to Previously Reported Financial Information During the third quarter of 2023, we identified an accounting error for our stock-based compensation expense related to the recognition of expense for dividend equivalent rights ("DERs"). The error primarily relates to the inadvertent reversal of stock-based compensation expense for vested DERs for periods beginning in the first quarter of 2020 through the fourth quarter of 2022. We have assessed the error and concluded that it was not material to any prior periods. However, the aggregate amount of the error would have been material to our condensed consolidated financial statements in the current period. Therefore, we have revised our previously issued financial information. Prior periods not presented herein will be revised, as applicable, in future filings. The following table presents the impact of correcting the error previously discussed on the affected line items of our condensed consolidated balance sheet as of January 1, 2023. As of January 1, 2023 (Amounts in thousands) As Reported Adjustments As Revised Capital in excess of par value $ 1,104,051 $ 15,171 $ 1,119,222 Accumulated deficit (1,985,500) (15,171) (2,000,671) Total stockholders' deficit (950,565) — (950,565) Total liabilities and stockholders' deficit $ 2,665,825 $ — $ 2,665,825 The following table presents the impact of correcting the error previously discussed on the affected line items of our condensed consolidated balance sheet as of April 2, 2023. As of April 2, 2023 (Amounts in thousands) As Reported Adjustments As Revised Capital in excess of par value $ 1,107,258 $ 15,171 $ 1,122,429 Accumulated deficit (2,055,359) (15,171) (2,070,530) Total stockholders' deficit (1,016,713) — (1,016,713) Total liabilities and stockholders' deficit $ 2,658,192 $ — $ 2,658,192 The impacts of the revisions have been reflected throughout the financial statements, including the applicable footnotes, as appropriate. |
General - Basis of Presentati_2
General - Basis of Presentation (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Consolidated U.S. GAAP Presentation | Consolidated U.S. GAAP Presentation Our accounting policies reflect industry practices and conform to U.S. GAAP. The unaudited condensed consolidated financial statements include our accounts and the accounts of our wholly owned subsidiaries. We also consolidate the partnerships that own Six Flags Over Texas ("SFOT") and Six Flags Over Georgia (including Six Flags White Water Atlanta) ("SFOG", and together with SFOT, the "Partnership Parks") in our unaudited condensed consolidated financial statements, as we have determined that we have the power to direct the activities of the Partnership Parks that most significantly impact their economic performance and we have the obligation to absorb losses and receive benefits from the Partnership Parks that can be potentially significant to these entities. The equity interests owned by non-affiliated parties in the Partnership Parks are reflected in the accompanying unaudited condensed consolidated balance sheets as redeemable non-controlling interests. |
Income Taxes | Income Taxes We recorded a valuation allowance of $94.6 million, $93.6 million and $97.6 million as of March 31, 2024, December 31, 2023, and April 2, 2023, respectively, due to uncertainties related to our ability to use some of our deferred tax assets, primarily consisting of certain state net operating loss and other tax carryforwards, before they expire. The valuation allowance is based on our estimates of taxable income by jurisdiction in which we operate and the period over which our deferred tax assets are recoverable. Our projected taxable income over the foreseeable future indicates we will be able to use all of our federal net operating loss carryforwards before they expire. |
Goodwill | GoodwillAs of March 31, 2024, the fair value of our single reporting unit exceeded our carrying amount. We have one reporting unit at the same level for which Holdings common stock is traded and we believe our market capitalization is the best indicator of our reporting unit’s fair value. |
Long-Lived Assets | Long-Lived Assets We review long-lived assets, including finite-lived intangible assets subject to amortization, for impairment upon the occurrence of events or changes in circumstances that would indicate that the carrying value of the asset or group of assets may not be recoverable, |
Stock Benefit Plans | Stock Benefit Plans Pursuant to the Six Flags Entertainment Corporation Long-Term Incentive Plan (the "Long-Term Incentive Plan"), we may grant stock options, stock appreciation rights, restricted stock, restricted stock units, unrestricted stock, deferred stock units, performance stock units, performance and cash-settled awards and dividend equivalent rights ("DERs") to select employees, officers, directors and consultants. Periodically, we grant performance stock units to key employees. These awards vest based on attainment of specific performance targets most often related to Adjusted EBITDA or revenue over a defined period. As of March 31, 2024, we have not determined that it is probable that we will achieve any of the performance targets associated with our outstanding performance units, and we have therefore not recognized any expense for these awards. Upon closing of the Mergers, all outstanding performance units will convert to Restricted Stock Units ("RSU") or reissued as performance units in the new company, in accordance with the Merger agreement. |
Accounts Receivable, Net | Accounts Receivable, Net Accounts receivable are reported at net realizable value and consist primarily of amounts due from guests for the sale of group outings and multi-use admission products that allow for payment plans, such as season passes, annual passes, memberships and our Six Flags Plus pass. We are not exposed to a significant concentration of credit risk; however, based on the age of receivables, our historical experience and other factors and assumptions we believe to be customary and reasonable, we record an allowance for doubtful accounts. As of March 31, 2024, December 31, 2023 and April 2, 2023, we have recorded an allowance for doubtful accounts of $3.6 million, $4.2 million, and $2.7 million, respectively, which is primarily comprised of estimated payment defaults under our Six Flags Plus pass and other multi-use admission products that allow for payment plans. To the extent that payments for products for which an allowance for doubtful accounts is established have not been recognized in revenue, the allowance recorded is offset with a corresponding reduction in deferred revenue. |
Recent Accounting Pronouncements Not Yet Adopted | Recent Accounting Pronouncements Not Yet Adopted In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2023-07, Segment Reporting, to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. This ASU is effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. Early adoption is permitted. We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures. In December 2023, the FASB issued ASU 2023-09, Income Taxes, requiring more granular disclosure of the components of income taxes. This ASU is effective for fiscal years beginning after December 15, 2024 on a prospective basis. Early adoption is permitted. We are currently evaluating the impact of this standard on our consolidated financial statements and related disclosures. |
General - Basis of Presentati_3
General - Basis of Presentation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Schedule of stock-based compensation expense | During the three months ended March 31, 2024 and April 2, 2023, stock-based compensation expense consisted of the following: Three Months Ended (Amounts in thousands) March 31, 2024 April 2, 2023 Long-term incentive plan $ 2,322 $ 3,284 Employee stock purchase plan 25 30 Total stock-based compensation $ 2,347 $ 3,314 |
Revenue (Tables)
Revenue (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of revenues disaggregation | The following tables present our revenues disaggregated by contract duration for the three month periods ended March 31, 2024 and April 2, 2023, respectively. Long-term and short-term contracts consist of our contracts with customers with terms greater than one year and less than or equal to one year, respectively. Three Months Ended March 31, 2024 (Amounts in thousands) Park Admissions Park Food, Merchandise and Other Sponsorship, International Agreements and Accommodations Total Long-term contracts $ 13,875 $ 1,056 $ 1,959 $ 16,890 Short-term contracts and other (1) 56,926 53,341 6,134 116,401 Total revenues $ 70,801 $ 54,397 $ 8,093 $ 133,291 Three Months Ended April 2, 2023 (Amounts in thousands) Park Admissions Park Food, Merchandise and Other Sponsorship, International Agreements and Accommodations Total Long-term contracts $ 4,861 $ 540 $ 6,763 $ 12,164 Short-term contracts and other (1) 71,442 52,246 6,338 130,026 Total revenues $ 76,303 $ 52,786 $ 13,101 $ 142,190 ______________________________________ (1) Other revenues primarily include sales of single-use tickets and short-term transactional sales for which we have the right to invoice. |
Long-Term Indebtedness (Tables)
Long-Term Indebtedness (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of long-term debt | As of March 31, 2024, December 31, 2023 and April 2, 2023, the principal balance of our long-term debt consisted of the following: As of (Amounts in thousands) March 31, 2024 December 31, 2023 April 2, 2023 Term Loan B $ 479,000 $ 479,000 $ 479,000 Revolving Credit Facility 230,000 180,000 170,000 2024 Notes 56,867 56,867 949,490 2025 Notes 365,000 365,000 365,000 2027 Notes 500,000 500,000 500,000 2031 Notes 800,000 800,000 — Net discount (5,956) (6,167) (1,859) Deferred financing costs (8,402) (9,221) (9,790) Total debt $ 2,416,509 $ 2,365,479 $ 2,451,841 Less current portion of long-term debt (56,867) (56,867) — Less short-term borrowings (230,000) (180,000) (170,000) Total long-term debt $ 2,129,642 $ 2,128,612 $ 2,281,841 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Schedule of components of AOCL | Changes in the composition of Accumulated Other Comprehensive Loss ("AOCL") during the three months ended March 31, 2024, were as follows: (Amounts in thousands) Cumulative Translation Adjustment Cash Flow Hedges Defined Benefit Plans Income Taxes Accumulated Other Comprehensive Loss Balances at December 31, 2023 $ (30,009) $ 2,160 $ (37,334) $ (4,493) $ (69,676) Net current period change 563 — — (141) 422 Amounts reclassified from AOCI — (806) 217 146 (443) Balances at March 31, 2024 $ (29,446) $ 1,354 $ (37,117) $ (4,488) $ (69,697) |
Schedule of reclassifications out of AOCL | Reclassifications out of AOCL during the three months ended March 31, 2024 and April 2, 2023: Reclassification of (Gain) Loss from AOCL into Earnings Three Months Ended Component of AOCL Location of Reclassification into Earnings March 31, 2024 April 2, 2023 Amortization of gain on interest rate hedge Interest expense, net $ (806) $ (787) Income tax expense 200 196 Net of tax $ (606) $ (591) Amortization of deferred actuarial loss and prior service cost Operating expenses $ 217 $ 234 Income tax benefit (54) (58) Net of tax $ 163 $ 176 Total reclassifications $ (443) $ (415) |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of derivative assets recorded at fair value | Derivative assets recorded at fair value in an asset position as well as their classification on our unaudited condensed consolidated balance sheets as of March 31, 2024, December 31, 2023 and April 2, 2023: Derivative Assets (Amounts in thousands) March 31, 2024 December 31, 2023 April 2, 2023 Derivatives Not Designated as Hedging Instruments Interest rate swap agreements — prepaid expenses and other current assets $ 3,393 $ 3,156 $ 4,610 Interest rate swap agreements — other assets, net 2,441 2,262 3,225 $ 5,834 $ 5,418 $ 7,835 |
Schedule of derivative liabilities recorded at fair value | Derivative liabilities recorded at fair value in our unaudited condensed consolidated balance sheets as of March 31, 2024, December 31, 2023 and April 2, 2023: Derivative Liabilities (Amounts in thousands) March 31, 2024 December 31, 2023 April 2, 2023 Derivatives Not Designated as Hedging Instruments Interest rate swap agreements — other accrued liabilities $ 4,305 $ 4,047 $ 6,253 Interest rate swap agreements — other long-term liabilities 3,285 3,302 4,859 $ 7,590 $ 7,349 $ 11,112 |
Schedule of gains and losses before taxes on derivatives designated as hedging instruments | Gains and losses before taxes on derivatives designated as hedging instruments that were recognized in “Interest expense, net” in the condensed consolidated statements of operations for the three months ended March 31, 2024, and April 2, 2023, were as follows: Three Months Ended March 31, 2024 and April 2, 2023 Gain (Loss) Reclassified from (Amounts in thousands) 2024 2023 Interest rate swap agreements $ 806 $ 787 Total $ 806 $ 787 |
Business Segments (Tables)
Business Segments (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Segment Reporting [Abstract] | |
Schedule of long-lived assets, revenues and income (loss) before income taxes by domestic and foreign categories | The following information reflects our goodwill and long-lived assets (which consists of property and equipment, right-of-use operating leases and intangible assets) as of March 31, 2024, December 31, 2023 and April 2, 2023: As of (Amounts in thousands) March 31, 2024 December 31, 2023 April 2, 2023 Domestic $ 2,307,386 $ 2,297,440 $ 2,283,902 Foreign 139,677 126,409 116,922 Total $ 2,447,063 $ 2,423,849 $ 2,400,824 The following information reflects our revenues and (loss) income before income taxes by domestic and foreign jurisdictions for the three months ended March 31, 2024, and April 2, 2023: Domestic Foreign Total 2024 (Amounts in thousands) Revenues $ 105,393 $ 27,898 $ 133,291 (Loss) income before income taxes (113,121) 7,163 (105,958) 2023 Revenues $ 120,482 $ 21,708 $ 142,190 (Loss) income before income taxes (95,356) 7,645 (87,711) |
Pension Benefits (Tables)
Pension Benefits (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Retirement Benefits [Abstract] | |
Summary of pension costs | The following summarizes our pension costs during the three months ended March 31, 2024, and April 2, 2023, respectively: Three Months Ended (Amounts in thousands) March 31, 2024 April 2, 2023 Service cost $ — $ — Interest cost 1,877 1,954 Expected return on plan assets (2,409) (2,402) Amortization of net actuarial loss 217 234 Administrative fees 225 650 Total net periodic (benefit) expense $ (90) $ 436 |
Schedule of weighted average assumptions used to determine benefit obligations and net cost | The components of net periodic pension (benefit) expense were included in "Other (income) expense, net" in the condensed consolidated statements of operations. Weighted-Average Assumptions Used To Determine Net Cost Three Months Ended March 31, 2024 April 2, 2023 Discount rate 4.75 % 4.95 % Rate of compensation increase N/A N/A Expected return on plan assets 5.75 % 5.75 % |
Revision to Previously Report_2
Revision to Previously Reported Financial Information (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of impact of errors corrections | The following table presents the impact of correcting the error previously discussed on the affected line items of our condensed consolidated balance sheet as of January 1, 2023. As of January 1, 2023 (Amounts in thousands) As Reported Adjustments As Revised Capital in excess of par value $ 1,104,051 $ 15,171 $ 1,119,222 Accumulated deficit (1,985,500) (15,171) (2,000,671) Total stockholders' deficit (950,565) — (950,565) Total liabilities and stockholders' deficit $ 2,665,825 $ — $ 2,665,825 The following table presents the impact of correcting the error previously discussed on the affected line items of our condensed consolidated balance sheet as of April 2, 2023. As of April 2, 2023 (Amounts in thousands) As Reported Adjustments As Revised Capital in excess of par value $ 1,107,258 $ 15,171 $ 1,122,429 Accumulated deficit (2,055,359) (15,171) (2,070,530) Total stockholders' deficit (1,016,713) — (1,016,713) Total liabilities and stockholders' deficit $ 2,658,192 $ — $ 2,658,192 |
General - Basis of Presentati_4
General - Basis of Presentation - Narrative (Details) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | |||
Nov. 02, 2023 $ / shares | Mar. 31, 2024 USD ($) park reporting_unit $ / shares shares | Apr. 02, 2023 USD ($) $ / shares shares | Sep. 30, 2024 | Dec. 31, 2023 USD ($) $ / shares | |
Accounting Policies [Line Items] | |||||
Number of parks owned or operated | 27 | ||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.025 | $ 0.025 | $ 0.025 | $ 0.025 | |
Special dividend to be declared (in dollars per share) | $ / shares | 1 | ||||
Valuation allowance | $ | $ 94.6 | $ 97.6 | $ 93.6 | ||
Number of reporting units | reporting_unit | 1 | ||||
Antidilutive stock options excluded from computation of diluted shares outstanding (in shares) | shares | 1,135 | 1,607 | |||
Allowance for doubtful accounts | $ | $ 3.6 | $ 2.7 | $ 4.2 | ||
CopperSteel HoldCo, Inc | |||||
Accounting Policies [Line Items] | |||||
Common stock, par value after business combination (in dollars per share) | $ / shares | $ 0.01 | ||||
Cedar Fair Merger | |||||
Accounting Policies [Line Items] | |||||
Issued and outstanding equity conversion ratio | 0.58 | ||||
Cedar Fair Merger | Cedar Fair, L.P. | |||||
Accounting Policies [Line Items] | |||||
Issued and outstanding equity conversion ratio | 1 | ||||
Minimum | Forecast | |||||
Accounting Policies [Line Items] | |||||
Percentage of park attendance and revenues typically occurring in second and third calendar quarters | 70% | ||||
Maximum | Forecast | |||||
Accounting Policies [Line Items] | |||||
Percentage of park attendance and revenues typically occurring in second and third calendar quarters | 75% | ||||
United States | |||||
Accounting Policies [Line Items] | |||||
Number of parks owned or operated | 24 | ||||
Mexico | |||||
Accounting Policies [Line Items] | |||||
Number of parks owned or operated | 2 | ||||
Canada | |||||
Accounting Policies [Line Items] | |||||
Number of parks owned or operated | 1 |
General - Basis of Presentati_5
General - Basis of Presentation - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Apr. 02, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Stock-based compensation | $ 2,347 | $ 3,314 |
Long-term incentive plan | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Stock-based compensation | 2,322 | 3,284 |
Employee stock purchase plan | ||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | ||
Stock-based compensation | $ 25 | $ 30 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Apr. 02, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 133,291 | $ 142,190 |
Long-term contracts | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 16,890 | 12,164 |
Short-term contracts and other | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 116,401 | 130,026 |
Park Admissions | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 70,801 | 76,303 |
Park Admissions | Long-term contracts | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 13,875 | 4,861 |
Park Admissions | Short-term contracts and other | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 56,926 | 71,442 |
Park Food, Merchandise and Other | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 54,397 | 52,786 |
Park Food, Merchandise and Other | Long-term contracts | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 1,056 | 540 |
Park Food, Merchandise and Other | Short-term contracts and other | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 53,341 | 52,246 |
Sponsorship, International Agreements and Accommodations | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 8,093 | 13,101 |
Sponsorship, International Agreements and Accommodations | Long-term contracts | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 1,959 | 6,763 |
Sponsorship, International Agreements and Accommodations | Short-term contracts and other | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 6,134 | $ 6,338 |
Revenue - Performance Obligatio
Revenue - Performance Obligations (Details) - Long-term contracts - USD ($) $ in Millions | 3 Months Ended | |||
Mar. 31, 2024 | Apr. 02, 2023 | Dec. 31, 2023 | Jan. 01, 2023 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Deferred revenue | $ 89.2 | $ 33.5 | ||
Deferred revenue recognized as revenue | $ 4.5 | $ 12.2 | ||
Performance obligation | 86.7 | $ 42.8 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-04-01 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Performance obligation | $ 78.1 | |||
Expected timing of satisfaction, period | 9 months | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-12-30 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Performance obligation | $ 5.5 | |||
Expected timing of satisfaction, period | 1 year | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-12-29 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Performance obligation | $ 4.4 | |||
Expected timing of satisfaction, period | 1 year | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-04 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Performance obligation | $ 4.2 | |||
Expected timing of satisfaction, period | 1 year | |||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2028-01-03 | ||||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | ||||
Performance obligation | $ 5 | |||
Expected timing of satisfaction, period |
Long-Term Indebtedness - Narrat
Long-Term Indebtedness - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |||||||||||
Jul. 01, 2024 | May 02, 2024 | May 03, 2023 | Jul. 01, 2022 | Mar. 31, 2020 | Mar. 31, 2024 | Apr. 02, 2023 | May 01, 2024 | Dec. 31, 2023 | Apr. 26, 2023 | Apr. 30, 2020 | Apr. 30, 2017 | Jun. 30, 2016 | |
Debt Instrument [Line Items] | |||||||||||||
Commitment fee percentage | 0.50% | ||||||||||||
Repayment of borrowings | $ 10,000,000 | $ 10,000,000 | |||||||||||
Estimate of fair value | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Fair value of long-term debt | $ 2,430,400,000 | 2,423,800,000 | $ 2,374,700,000 | ||||||||||
SOFR | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable rate | 0.10% | 0.10% | |||||||||||
Achievement of leverage ratio of less than 1.25 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Commitment fee percentage | 0.375% | ||||||||||||
Revolving Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument face amount | $ 500,000,000 | ||||||||||||
Revolving Credit Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 500,000,000 | ||||||||||||
Commitment fee percentage | 0.50% | ||||||||||||
Available borrowing capacity | $ 249,000,000 | ||||||||||||
Line of credit outstanding amount | 230,000,000 | 170,000,000 | 180,000,000 | ||||||||||
Letters of credit outstanding amount | $ 21,000,000 | 21,000,000 | 21,000,000 | ||||||||||
Interest rate | 8.68% | ||||||||||||
Debt outstanding amount | $ 230,000,000 | 170,000,000 | 180,000,000 | ||||||||||
Revolving Credit Facility | Subsequent Event | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Repayment of borrowings | $ 235,000,000 | ||||||||||||
Term Loan B | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 479,000,000 | ||||||||||||
Interest rate | 7.18% | ||||||||||||
Debt outstanding amount | $ 479,000,000 | 479,000,000 | 479,000,000 | ||||||||||
Term Loan B | Subsequent Event | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Repayment of borrowings | 479,000,000 | ||||||||||||
Term Loan B | SOFR | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable rate | 1.75% | ||||||||||||
Term Loan B | SOFR Adjustment | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Basis spread on variable rate | 0.10% | ||||||||||||
2031 Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument face amount | $ 800,000,000 | ||||||||||||
Interest rate | 7.25% | ||||||||||||
Debt outstanding amount | $ 800,000,000 | 0 | 800,000,000 | ||||||||||
Percentage of offering price | 99.248% | ||||||||||||
Net proceeds | $ 784,000,000 | ||||||||||||
Periodic payment of interest | 29,000,000 | ||||||||||||
Senior secured debt | Maximum | Four fiscal-quarter periods ending on or about December 31, 2022, March 31, 2023, and June 30, 2023 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Leverage ratio | 4.50 | ||||||||||||
Senior secured debt | Maximum | Four fiscal-quarter period ending on or about September 30, 2023, and each four fiscal-quarter period thereafter through the four fiscal-quarter period ending on or about June 30, 2024 | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Leverage ratio | 4.25 | ||||||||||||
Senior secured debt | Maximum | Four fiscal-quarter period ending on or about September 30, 2024, and each four fiscal-quarter period thereafter | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Leverage ratio | 3.75 | ||||||||||||
Senior secured debt | Achievement of leverage ratio of less than 1.25 | Minimum | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Leverage ratio | 1.25 | ||||||||||||
2024 Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument face amount | $ 300,000,000 | ||||||||||||
Interest rate | 4.875% | ||||||||||||
Debt outstanding amount | $ 949,500,000 | 56,867,000 | 949,490,000 | 56,867,000 | |||||||||
Pre-payment | $ 50,500,000 | ||||||||||||
Purchase price per $1,000 principal amount | $ 1,000.5 | ||||||||||||
Repayment of notes payable | $ 892,600,000 | ||||||||||||
Percentage of principal amount repaid | 94% | ||||||||||||
Periodic payment of interest | 1,400,000 | ||||||||||||
2024 Notes Additional Issuance | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument face amount | $ 700,000,000 | ||||||||||||
2027 Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument face amount | $ 500,000,000 | ||||||||||||
Interest rate | 5.50% | ||||||||||||
Debt outstanding amount | 500,000,000 | 500,000,000 | 500,000,000 | ||||||||||
Periodic payment of interest | 13,800,000 | ||||||||||||
2025 Notes | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt outstanding amount | $ 365,000,000 | 365,000,000 | $ 365,000,000 | $ 365,000,000 | |||||||||
Repayment of notes payable | $ 360,000,000 | ||||||||||||
Premium percentage on redemption | 103.50% | ||||||||||||
Periodic payment of interest | $ 12,700,000 | ||||||||||||
2025 Notes | Forecast | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Repayment of borrowings | $ 165,000,000 | ||||||||||||
2025 Notes | Subsidiaries | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument face amount | $ 725,000,000 | ||||||||||||
Interest rate | 7% | ||||||||||||
Merger Commitment Letter | Revolving Credit Facility | Cedar Fair, Holdings, and CopperSteel HoldCo, Inc. | Subsequent Event | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Maximum borrowing capacity | $ 850,000,000 | ||||||||||||
Senior Secured Notes Due 2032 | Subsequent Event | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument face amount | $ 850,000,000 | ||||||||||||
Interest rate | 6.625% | ||||||||||||
Percentage of offering price | 100% | ||||||||||||
Net proceeds | $ 843,600,000 |
Long-Term Indebtedness - Summar
Long-Term Indebtedness - Summary of Long-Term Indebtedness (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Apr. 02, 2023 | Jul. 01, 2022 | Mar. 31, 2020 |
Debt Instrument [Line Items] | |||||
Net discount | $ (5,956) | $ (6,167) | $ (1,859) | ||
Deferred financing costs | (8,402) | (9,221) | (9,790) | ||
Total debt | 2,416,509 | 2,365,479 | 2,451,841 | ||
Less current portion of long-term debt | (56,867) | (56,867) | 0 | ||
Less short-term borrowings | (230,000) | (180,000) | (170,000) | ||
Total long-term debt | 2,129,642 | 2,128,612 | 2,281,841 | ||
Term Loan B | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, gross | 479,000 | 479,000 | 479,000 | ||
Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, gross | 230,000 | 180,000 | 170,000 | ||
2024 Notes | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, gross | 56,867 | 56,867 | 949,490 | $ 949,500 | |
2025 Notes | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, gross | 365,000 | 365,000 | 365,000 | $ 365,000 | |
2027 Notes | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, gross | 500,000 | 500,000 | 500,000 | ||
2031 Notes | |||||
Debt Instrument [Line Items] | |||||
Long-term debt, gross | $ 800,000 | $ 800,000 | $ 0 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Changes in AOCL (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Apr. 02, 2023 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning balance | $ (897,959) | $ (950,565) |
Net current period change, net of income taxes | 422 | |
Amounts reclassified from AOCI, net of income taxes | (443) | |
Ending balance | (978,359) | (1,016,713) |
Accumulated Other Comprehensive Loss | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning balance | (69,676) | (71,195) |
Ending balance | (69,697) | $ (70,694) |
Cumulative Translation Adjustment | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning balance | (30,009) | |
Net current period change, before income taxes | 563 | |
Amounts reclassified from AOCI, before income taxes | 0 | |
Ending balance | (29,446) | |
Cash Flow Hedges | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning balance | 2,160 | |
Net current period change, before income taxes | 0 | |
Amounts reclassified from AOCI, before income taxes | (806) | |
Ending balance | 1,354 | |
Defined Benefit Plans | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning balance | (37,334) | |
Net current period change, before income taxes | 0 | |
Amounts reclassified from AOCI, before income taxes | 217 | |
Ending balance | (37,117) | |
Income Taxes | ||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | ||
Beginning balance | (4,493) | |
Net current period change, income taxes | (141) | |
Amounts reclassified from AOCI, income taxes | 146 | |
Ending balance | $ (4,488) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Loss - Reclassifications out of AOCL (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Apr. 02, 2023 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Interest expense, net | $ (41,800) | $ (36,302) |
Operating expenses | 113,955 | 108,870 |
Income tax expense (benefit) | (23,232) | (17,852) |
Reclassifications, net of tax | 82,726 | 69,859 |
Reclassification out of accumulated other comprehensive loss | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Reclassifications, net of tax | (443) | (415) |
Reclassification out of accumulated other comprehensive loss | Amortization of gain on interest rate hedge | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Interest expense, net | (806) | (787) |
Income tax expense (benefit) | 200 | 196 |
Reclassifications, net of tax | (606) | (591) |
Reclassification out of accumulated other comprehensive loss | Amortization of deferred actuarial loss and prior service cost | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | ||
Operating expenses | 217 | 234 |
Income tax expense (benefit) | (54) | (58) |
Reclassifications, net of tax | $ 163 | $ 176 |
Derivative Financial Instrume_3
Derivative Financial Instruments - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 24, 2022 | Mar. 31, 2024 | Apr. 02, 2023 | ||
Derivative [Line Items] | ||||
Change in cash flow hedging | [1] | $ (606) | $ (591) | |
Net gains expected to be reclassified from AOCL during the next twelve months | $ 1,400 | |||
Interest rate swap agreements | Derivatives Designated as Hedging Instruments | ||||
Derivative [Line Items] | ||||
Net cash proceeds | $ 7,400 | |||
Interest rate swap agreements | Derivatives Designated as Hedging Instruments | Term Loan B | ||||
Derivative [Line Items] | ||||
Change in cash flow hedging | $ 7,700 | |||
[1] Change in fair value of cash flow hedging is presented net of tax benefit of $0.2 million for the three months ended March 31, 2024 and April 2, 2023. |
Derivative Financial Instrume_4
Derivative Financial Instruments - Derivative Instruments Recorded at Fair Values (Details) - Interest rate swap agreements - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Apr. 02, 2023 |
Derivative Financial Instruments | |||
Derivative assets | $ 5,834 | $ 5,418 | $ 7,835 |
Derivative liabilities | 7,590 | 7,349 | 11,112 |
Derivatives Not Designated as Hedging Instruments | |||
Derivative Financial Instruments | |||
Derivative assets - other current assets | 3,393 | 3,156 | 4,610 |
Derivative assets - other non-current assets | 2,441 | 2,262 | 3,225 |
Derivative liabilities - other accrued liabilities | 4,305 | 4,047 | 6,253 |
Derivative liabilities - other long-term liabilities | $ 3,285 | $ 3,302 | $ 4,859 |
Derivative Financial Instrume_5
Derivative Financial Instruments - Gains and Losses before Taxes on Derivatives (Details) - Derivatives Designated as Hedging Instruments - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Apr. 02, 2023 | |
Derivative [Line Items] | ||
Gain (Loss) Reclassified from AOCL into Interest Expense, Net | $ 806 | $ 787 |
Interest rate swap agreements | ||
Derivative [Line Items] | ||
Gain (Loss) Reclassified from AOCL into Interest Expense, Net | $ 806 | $ 787 |
Commitments and Contingencies (
Commitments and Contingencies (Details) $ in Thousands | 1 Months Ended | 2 Months Ended | 3 Months Ended | 12 Months Ended | |||||||||||
May 09, 2024 USD ($) shares | Mar. 08, 2024 plaintiff | Sep. 22, 2023 plaintiff | Apr. 14, 2023 plaintiff | Apr. 08, 2020 claim | Mar. 02, 2020 claim | Apr. 30, 2020 claim | Feb. 29, 2020 claim | May 09, 2024 plaintiff | Mar. 31, 2024 USD ($) | Apr. 02, 2023 USD ($) | Dec. 29, 2024 USD ($) | Dec. 31, 2023 USD ($) | Dec. 31, 1998 USD ($) | Dec. 31, 1997 USD ($) | |
Details of commitments and contingencies | |||||||||||||||
Additions to property and equipment | $ 37,218 | $ 25,488 | |||||||||||||
Redeemable noncontrolling interests | $ 520,998 | $ 521,395 | $ 520,998 | ||||||||||||
Securities class action lawsuits | Pending litigation | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Number of claims filed | claim | 2 | 2 | |||||||||||||
Stockholder derivative lawsuits | Pending litigation | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Number of claims filed | claim | 2 | ||||||||||||||
Number of claims consolidated | claim | 3 | ||||||||||||||
Personal injury lawsuit | Settled litigation | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Number of plaintiffs | plaintiff | 6 | 55 | 421 | ||||||||||||
Subsequent Event | Personal injury lawsuit | Settled litigation | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Number of plaintiffs | plaintiff | 13 | ||||||||||||||
Six Flags over Texas | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Limited partner percentage of interests owned | 54.10% | ||||||||||||||
Percentage of remaining redeemable units | 45.90% | ||||||||||||||
Six Flags over Texas | Subsequent Event | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Units purchased in partnership parks (in shares) | shares | 0.005 | ||||||||||||||
Purchase price of partnership units | $ 0 | ||||||||||||||
Six Flags over Georgia | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Limited partner percentage of interests owned | 31.50% | ||||||||||||||
Percentage of remaining redeemable units | 68.50% | ||||||||||||||
Six Flags over Georgia | Subsequent Event | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Units purchased in partnership parks (in shares) | shares | 0.269 | ||||||||||||||
Purchase price of partnership units | $ 1,100 | ||||||||||||||
Six Flags over Texas and Georgia | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Annual distributions by general partners to limited partners in partnership parks | $ 88,500 | ||||||||||||||
Share of partnership parks' annual distributions paid to six flags entertainment corporation | $ 39,400 | ||||||||||||||
Rolling period for making minimum capital expenditure at each of the Partnership Parks | 5 years | ||||||||||||||
Percentage of capital expenditures to Partnership Parks' revenues | 6% | ||||||||||||||
Weighted average period of the park's EBITDA for calculation of value of purchase price | 4 years | ||||||||||||||
Additions to property and equipment | $ 26,000 | ||||||||||||||
Cash generated from operating activities by partnerships, after deduction of capital expenditures and excluding the impact of short-term intercompany advances | 16,000 | ||||||||||||||
Six Flags over Texas and Georgia | Minimum | Forecast | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Additions to property and equipment | $ 25,000 | ||||||||||||||
Six Flags over Texas and Georgia | Maximum | Forecast | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Additions to property and equipment | $ 30,000 | ||||||||||||||
Six Flags over Georgia | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Specified multiple for purchase price valuation (in multipliers) | 8 | ||||||||||||||
Specified price for purchase of partnership parks | $ 409,700 | ||||||||||||||
Agreed-upon value for the partnerships | 483,500 | $ 250,000 | |||||||||||||
Redeemable noncontrolling interests | $ 280,200 | ||||||||||||||
Six Flags over Georgia | Limited Partner | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Agreed-upon value for the partnerships | 330,900 | ||||||||||||||
Six Flags over Texas | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Specified multiple for purchase price valuation (in multipliers) | 8.5 | ||||||||||||||
Specified price for purchase of partnership parks | $ 527,400 | ||||||||||||||
Agreed-upon value for the partnerships | 712,700 | $ 374,800 | |||||||||||||
Redeemable noncontrolling interests | $ 240,800 | ||||||||||||||
Six Flags over Texas | Limited Partner | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Agreed-upon value for the partnerships | $ 332,600 |
Business Segments - Information
Business Segments - Information by Geographic Region (Details) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 USD ($) segment | Apr. 02, 2023 USD ($) | Dec. 31, 2023 USD ($) | |
Business segment information by geographical areas | |||
Number of reportable segments | segment | 1 | ||
Long-lived assets | $ 2,447,063 | $ 2,400,824 | $ 2,423,849 |
Revenues | 133,291 | 142,190 | |
(Loss) income before income taxes | (105,958) | (87,711) | |
Domestic | |||
Business segment information by geographical areas | |||
Long-lived assets | 2,307,386 | 2,283,902 | 2,297,440 |
Revenues | 105,393 | 120,482 | |
(Loss) income before income taxes | (113,121) | (95,356) | |
Foreign | |||
Business segment information by geographical areas | |||
Long-lived assets | 139,677 | 116,922 | $ 126,409 |
Revenues | 27,898 | 21,708 | |
(Loss) income before income taxes | $ 7,163 | $ 7,645 |
Pension Benefits (Details)
Pension Benefits (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Apr. 02, 2023 | |
Net periodic benefit cost: | ||
Service cost | $ 0 | $ 0 |
Interest cost | 1,877 | 1,954 |
Expected return on plan assets | (2,409) | (2,402) |
Amortization of net actuarial loss | 217 | 234 |
Administrative fees | 225 | 650 |
Total net periodic (benefit) expense | $ (90) | $ 436 |
Weighted-Average Assumptions Used To Determine Net Cost | ||
Discount rate | 4.75% | 4.95% |
Expected return on plan assets | 5.75% | 5.75% |
Employer contributions | $ 0 | $ 0 |
Stock Repurchase Plans (Details
Stock Repurchase Plans (Details) - March 2017 Stock Repurchase Plan - USD ($) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 84 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2024 | Mar. 30, 2017 | |
Stock Repurchase Plans and Shareholder Rights Plan | |||
Amount authorized to be repurchased under stock repurchase program | $ 500 | ||
Total number of shares purchased (in shares) | 8,071 | ||
Value of shares repurchased | $ 0 | $ 365.1 | |
Average cost of shares repurchased (in dollars per share) | $ 45.24 | ||
Permitted value of repurchases remaining | $ 134.9 | $ 134.9 |
Revision to Previously Report_3
Revision to Previously Reported Financial Information - Condensed Consolidated Balance Sheet (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Apr. 02, 2023 | Jan. 01, 2023 |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Capital in excess of par value | $ 1,133,551 | $ 1,131,208 | $ 1,122,429 | $ 1,119,222 |
Accumulated deficit | (2,044,329) | (1,961,603) | (2,070,530) | (2,000,671) |
Total stockholders' deficit | (978,359) | (897,959) | (1,016,713) | (950,565) |
Total liabilities and stockholders' deficit | $ 2,737,882 | $ 2,711,474 | 2,658,192 | 2,665,825 |
As Reported | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Capital in excess of par value | 1,107,258 | 1,104,051 | ||
Accumulated deficit | (2,055,359) | (1,985,500) | ||
Total stockholders' deficit | (1,016,713) | (950,565) | ||
Total liabilities and stockholders' deficit | 2,658,192 | 2,665,825 | ||
Adjustments | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Capital in excess of par value | 15,171 | 15,171 | ||
Accumulated deficit | (15,171) | (15,171) | ||
Total stockholders' deficit | 0 | 0 | ||
Total liabilities and stockholders' deficit | $ 0 | $ 0 |