UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) April 30, 2004
SIX FLAGS, INC.
(Exact name of registrant as specified in its charter)
Delaware |
| 0-9789 |
| 73-613774 |
(State or other |
| (Commission |
| (IRS Employer |
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11501 Northeast Expressway, Oklahoma City, Oklahoma 73131 | ||||
(Address of principal executive offices, including zip code) | ||||
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Registrant’s telephone number, including area code (405) 475-2500 | ||||
ITEM 5. Other Events
Six Flags, Inc. (the “Company”) adopted Financial Accounting Standards Board Interpretation No. 46 (“FIN 46”) in the fourth quarter of 2003. Under FIN 46, the results of Six Flags Over Georgia, Six Flags White Water Atlanta, Six Flags Over Texas and Six Flags Marine World were consolidated in the Company’s financial statements for the year ended December 31, 2003 and will be consolidated in the Company’s financial statements for future periods.
In addition, the Company has announced that it has consummated the separate sales of Six Flags Worlds of Adventure and of its European Division (collectively, the “Divested Parks”). Beginning with the first quarter of 2004, these parks will be reported as discontinued operations.
In order to assist investors’ understanding of the effects of the adoption of FIN 46 and of the treatment of the Divested Parks as discontinued operations on a quarterly basis, the Company has posted to its website, and is furnishing herewith, the quarterly results of operations for 2002 and 2003 as if FIN 46 had been in effect and the Divested Parks had been discontinued operations in each of the quarterly periods presented. This is consistent with the method in which the Company’s results will be reported commencing with the first quarter of 2004.
The Company has also supplementally posted to its website, and is furnishing herewith, the historical quarterly performance for 2002 and 2003 reflecting the adoption of FIN 46 but considering the Divested Parks as continuing operations. These results differ from our financial information that will in the future be presented in accordance with generally accepted accounting principles, but have been made available to provide additional information to assist in understanding our results.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Dated: April 30, 2004 |
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| SIX FLAGS, INC. | ||||
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| By: |
| /s/ Kieran E. Burke |
| |
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| Kieran E. Burke | |||
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| Chairman of the Board and | |||
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| Chief Executive Officer | |||
2
HISTORICAL QUARTERLY FINANCIAL INFORMATION
REFLECTING APPLICATION OF FIN 46 WITH CLEVELAND
AND EUROPE AS DISCONTINUED OPERATIONS
SIX FLAGS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
2003 QUARTERLY FINANCIAL STATEMENTS
(UNAUDITED)
|
| Q1 |
| Q2 |
| Q3 |
| Q4 |
| 2003 |
| ||
|
|
|
|
|
|
|
|
|
|
|
| ||
Attendance |
| 1,376,000 |
| 11,937,000 |
| 17,833,000 |
| 3,503,000 |
| 34,649,000 |
| ||
|
|
|
|
|
|
|
|
|
|
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| ||
Revenue: |
|
|
|
|
|
|
|
|
|
|
| ||
Theme park admissions |
| $ | 21,135,000 |
| 198,726,000 |
| 300,821,000 |
| 51,470,000 |
| 572,152,000 |
| |
Theme park food, merchandise and other |
| 22,727,000 |
| 162,646,000 |
| 244,371,000 |
| 46,747,000 |
| 476,491,000 |
| ||
Total revenue |
| 43,862,000 |
| 361,372,000 |
| 545,192,000 |
| 98,217,000 |
| 1,048,643,000 |
| ||
|
|
|
|
|
|
|
|
|
|
|
| ||
Operating costs and expenses |
|
|
|
|
|
|
|
|
|
|
| ||
Operating expenses |
| 77,674,000 |
| 129,887,000 |
| 141,693,000 |
| 75,065,000 |
| 424,319,000 |
| ||
Selling, general and administrative |
| 34,394,000 |
| 87,987,000 |
| 55,081,000 |
| 28,647,000 |
| 206,109,000 |
| ||
Noncash compensation (primarily selling, general and administrative) |
| 25,000 |
| 26,000 |
| 25,000 |
| 25,000 |
| 101,000 |
| ||
Cost of products sold |
| 3,634,000 |
| 29,899,000 |
| 42,445,000 |
| 7,960,000 |
| 83,938,000 |
| ||
Depreciation |
| 35,223,000 |
| 35,301,000 |
| 35,140,000 |
| 38,618,000 |
| 144,282,000 |
| ||
Amortization |
| 263,000 |
| 263,000 |
| 263,000 |
| 382,000 |
| 1,171,000 |
| ||
Total operating costs and expenses |
| 151,213,000 |
| 283,363,000 |
| 274,647,000 |
| 150,697,000 |
| 859,920,000 |
| ||
Income from operations |
| (107,351,000 | ) | 78,009,000 |
| 270,545,000 |
| (52,480,000 | ) | 188,723,000 |
| ||
|
|
|
|
|
|
|
|
|
|
|
| ||
Other income (expense) |
|
|
|
|
|
|
|
|
|
|
| ||
Interest expense |
| (54,612,000 | ) | (53,590,000 | ) | (52,417,000 | ) | (54,620,000 | ) | (215,239,000 | ) | ||
Interest income |
| 293,000 |
| 260,000 |
| 873,000 |
| 502,000 |
| 1,928,000 |
| ||
Minority interest in earnings |
| 7,474,000 |
| (20,875,000 | ) | (26,527,000 | ) | 3,931,000 |
| (35,997,000 | ) | ||
Early repurchase of debt |
| 0 |
| (27,592,000 | ) | 0 |
| 0 |
| (27,592,000 | ) | ||
Other income (expense) |
| (46,000 | ) | (300,000 | ) | (1,000,000 | ) | (1,099,000 | ) | (2,445,000 | ) | ||
Total other income (expense) |
| (46,891,000 | ) | (102,097,000 | ) | (79,071,000 | ) | (51,286,000 | ) | (279,345,000 | ) | ||
Income before income taxes |
| (154,242,000 | ) | (24,088,000 | ) | 191,474,000 |
| (103,766,000 | ) | (90,622,000 | ) | ||
Income tax expense (benefit) |
| (57,283,000 | ) | (8,258,000 | ) | 74,440,000 |
| (37,463,000 | ) | (28,564,000 | ) | ||
|
|
|
|
|
|
|
|
|
|
|
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Income (loss) before discontinued operations |
| (96,959,000 | ) | (15,830,000 | ) | 117,034,000 |
| (66,303,000 | ) | (62,058,000 | ) | ||
Discontinued operations, net of tax |
| (13,146,000 | ) | 3,561,000 |
| 23,139,000 |
| (13,209,000 | ) | 345,000 |
| ||
Net income (loss) |
| $ | (110,105,000 | ) | (12,269,000 | ) | 140,173,000 |
| (79,512,000 | ) | (61,713,000 | ) | |
Net income (loss) applicable to common stock |
| $ | (115,598,000 | ) | (17,761,000 | ) | 134,679,000 |
| (85,003,000 | ) | (83,683,000 | ) | |
Weighted average number of common shares outstanding - basic |
| 92,617,000 |
| 92,617,000 |
| 92,617,000 |
| 92,617,000 |
| 92,617,000 |
| ||
Weighted average number of common shares outstanding - diluted |
| 92,617,000 |
| 92,617,000 |
| 106,409,000 |
| 92,617,000 |
| 92,617,000 |
| ||
Net income (loss) per average common share outstanding - basic |
|
|
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|
|
|
|
|
|
|
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Income (loss) before discontinued operations |
| $ | (1.11 | ) | (0.23 | ) | 1.20 |
| (0.78 | ) | (0.90 | ) | |
Discontinued operations, net of tax |
| (0.14 | ) | 0.04 |
| 0.25 |
| (0.14 | ) | 0.00 |
| ||
Net income (loss) |
| $ | (1.25 | ) | (0.19 | ) | 1.45 |
| (0.92 | ) | (0.90 | ) | |
|
|
|
|
|
|
|
|
|
|
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Net income (loss) per average common share outstanding - diluted |
|
|
|
|
|
|
|
|
|
|
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Income (loss) before discontinued operations |
| $ | (1.11 | ) | (0.23 | ) | 1.10 |
| (0.78 | ) | (0.90 | ) | |
Discontinued operations, net of tax |
| (0.14 | ) | 0.04 |
| 0.22 |
| (0.14 | ) | 0.00 |
| ||
Net income (loss) |
| $ | (1.25 | ) | (0.19 | ) | 1.32 |
| (0.92 | ) | (0.90 | ) | |
|
|
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Attendance |
|
|
|
|
|
|
|
|
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Domestic |
| 928,000 |
| 10,852,000 |
| 16,540,000 |
| 3,023,000 |
| 31,343,000 |
| ||
International |
| 448,000 |
| 1,085,000 |
| 1,293,000 |
| 480,000 |
| 3,306,000 |
| ||
Total |
| 1,376,000 |
| 11,937,000 |
| 17,833,000 |
| 3,503,000 |
| 34,649,000 |
| ||
|
|
|
|
|
|
|
|
|
|
|
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Domestic revenue |
| $ | 36,487,000 |
| 342,005,000 |
| 518,148,000 |
| 89,431,000 |
| 986,071,000 |
| |
International revenue |
| 7,375,000 |
| 19,367,000 |
| 27,044,000 |
| 8,786,000 |
| 62,572,000 |
| ||
Total revenue |
| $ | 43,862,000 |
| 361,372,000 |
| 545,192,000 |
| 98,217,000 |
| 1,048,643,000 |
| |
|
|
|
|
|
|
|
|
|
|
|
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EBITDA Reconciliation (1) |
|
|
|
|
|
|
|
|
|
|
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Net income |
| $ | (110,105,000 | ) | (12,269,000 | ) | 140,173,000 |
| (79,512,000 | ) | (61,713,000 | ) | |
Cumulative effect of accounting change |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| ||
Discontinued Operations |
| 13,146,000 |
| (3,561,000 | ) | (23,139,000 | ) | 13,209,000 |
| (345,000 | ) | ||
Income tax benefit |
| (57,283,000 | ) | (8,258,000 | ) | 74,440,000 |
| (37,463,000 | ) | (28,564,000 | ) | ||
Other expense |
| 46,000 |
| 300,000 |
| 1,000,000 |
| 1,099,000 |
| 2,445,000 |
| ||
Early repurchase of debt |
| 0 |
| 27,592,000 |
| 0 |
| 0 |
| 27,592,000 |
| ||
Minority interest |
| (7,474,000 | ) | 20,875,000 |
| 26,527,000 |
| (3,931,000 | ) | 35,997,000 |
| ||
Interest expense (net) |
| 54,319,000 |
| 53,330,000 |
| 51,544,000 |
| 54,118,000 |
| 213,311,000 |
| ||
Amortization |
| 263,000 |
| 263,000 |
| 263,000 |
| 382,000 |
| 1,171,000 |
| ||
Depreciation |
| 35,223,000 |
| 35,301,000 |
| 35,140,000 |
| 38,618,000 |
| 144,282,000 |
| ||
Non-cash compensation |
| 25,000 |
| 26,000 |
| 25,000 |
| 25,000 |
| 101,000 |
| ||
EBITDA (modified) |
| (71,840,000 | ) | 113,599,000 |
| 305,973,000 |
| (13,455,000 | ) | 334,277,000 |
| ||
Third party interest in EBITDA of certain parks |
| 6,069,000 |
| (22,267,000 | ) | (28,056,000 | ) | 2,559,000 |
| (41,695,000 | ) | ||
Adjusted EBITDA |
| $ | (65,771,000 | ) | 91,332,000 |
| 277,917,000 |
| (10,896,000 | ) | 292,582,000 |
| |
3
HISTORICAL QUARTERLY FINANCIAL INFORMATION
REFLECTING APPLICATION OF FIN 46 WITH CLEVELAND
AND EUROPE AS DISCONTINUED OPERATIONS
SIX FLAGS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
2002 QUARTERLY FINANCIAL STATEMENTS
(Unaudited)
|
| Q1 |
| Q2 |
| Q3 |
| Q4 |
| 2002 |
| ||
|
|
|
|
|
|
|
|
|
|
|
| ||
Attendance |
| 1,501,000 |
| 12,345,000 |
| 18,047,000 |
| 3,070,000 |
| 34,963,000 |
| ||
|
|
|
|
|
|
|
|
|
|
|
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Revenue: |
|
|
|
|
|
|
|
|
|
|
| ||
Theme park admissions |
| $ | 25,714,000 |
| 210,946,000 |
| 299,747,000 |
| 47,242,000 |
| 583,649,000 |
| |
Theme park food, merchandise and other |
| 29,339,000 |
| 165,573,000 |
| 238,811,000 |
| 41,723,000 |
| 475,446,000 |
| ||
Total revenue |
| 55,053,000 |
| 376,519,000 |
| 538,558,000 |
| 88,965,000 |
| 1,059,095,000 |
| ||
|
|
|
|
|
|
|
|
|
|
|
| ||
Operating costs and expenses |
|
|
|
|
|
|
|
|
|
|
| ||
Operating expenses |
| 75,227,000 |
| 127,668,000 |
| 138,101,000 |
| 65,705,000 |
| 406,701,000 |
| ||
Selling, general and administrative |
| 39,666,000 |
| 77,126,000 |
| 47,596,000 |
| 24,538,000 |
| 188,926,000 |
| ||
Noncash compensation (primarily selling, general and administrative) |
| 2,604,000 |
| 2,445,000 |
| 2,446,000 |
| 1,761,000 |
| 9,256,000 |
| ||
Cost of products sold |
| 4,753,000 |
| 31,099,000 |
| 42,179,000 |
| 7,911,000 |
| 85,942,000 |
| ||
Depreciation |
| 33,808,000 |
| 33,436,000 |
| 34,337,000 |
| 35,221,000 |
| 136,802,000 |
| ||
Amortization |
| 193,000 |
| 204,000 |
| 393,000 |
| 289,000 |
| 1,079,000 |
| ||
Total operating costs and expenses |
| 156,251,000 |
| 271,978,000 |
| 265,052,000 |
| 135,425,000 |
| 828,706,000 |
| ||
Income from operations |
| (101,198,000 | ) | 104,541,000 |
| 273,506,000 |
| (46,460,000 | ) | 230,389,000 |
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|
|
|
|
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Other income (expense) |
|
|
|
|
|
|
|
|
|
|
| ||
Interest expense |
| (61,577,000 | ) | (57,496,000 | ) | (56,311,000 | ) | (55,953,000 | ) | (231,337,000 | ) | ||
Interest income |
| 1,405,000 |
| 524,000 |
| 744,000 |
| 555,000 |
| 3,228,000 |
| ||
Minority interest in earnings |
| 7,569,000 |
| (23,393,000 | ) | (24,227,000 | ) | 3,291,000 |
| (36,760,000 | ) | ||
Early repurchase of debt |
| 0 |
| (29,895,000 | ) | 0 |
| 0 |
| (29,895,000 | ) | ||
Other income (expense) |
| 180,000 |
| (1,045,000 | ) | (1,331,000 | ) | (3,804,000 | ) | (6,000,000 | ) | ||
Total other income (expense) |
| (52,423,000 | ) | (111,305,000 | ) | (81,125,000 | ) | (55,911,000 | ) | (300,764,000 | ) | ||
Income before income taxes |
| (153,621,000 | ) | (6,764,000 | ) | 192,381,000 |
| (102,371,000 | ) | (70,375,000 | ) | ||
Income tax expense (benefit) |
| (57,725,000 | ) | 862,000 |
| 76,908,000 |
| (41,944,000 | ) | (21,899,000 | ) | ||
Income (loss) before cumulative effect of a change in accounting principle and discontinued operations |
| (95,896,000 | ) | (7,626,000 | ) | 115,473,000 |
| (60,427,000 | ) | (48,476,000 | ) | ||
Cumulative effect of a change in accounting principle |
| (61,054,000 | ) | 0 |
| 0 |
| 0 |
| (61,054,000 | ) | ||
Discontinued operations, net of tax |
| (12,278,000 | ) | 1,664,000 |
| 24,191,000 |
| (9,745,000 | ) | 3,832,000 |
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Net income (loss) |
| $ | (169,228,000 | ) | (5,962,000 | ) | 139,664,000 |
| (70,172,000 | ) | (105,698,000 | ) | |
Net income (loss) applicable to common stock |
| $ | (174,721,000 | ) | (11,454,000 | ) | 134,170,000 |
| (75,663,000 | ) | (127,668,000 | ) | |
Weighted average number of common shares outstanding - basic |
| 92,436,000 |
| 92,455,000 |
| 92,535,000 |
| 92,616,000 |
| 92,511,000 |
| ||
Weighted average number of common shares outstanding - diluted |
| 92,436,000 |
| 92,455,000 |
| 106,325,000 |
| 92,616,000 |
| 92,511,000 |
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Net income (loss) per average common share outstanding - basic |
|
|
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|
|
|
|
|
|
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Income (loss) before cumulative effect of a change in accounting principle and discontinued operations |
| $ | (1.10 | ) | (0.14 | ) | 1.19 |
| (0.71 | ) | (0.76 | ) | |
Cumulative effect of a change in accounting principle |
| (0.66 | ) | 0.00 |
| 0.00 |
| 0.00 |
| (0.66 | ) | ||
Discontinued operations, net of tax |
| (0.13 | ) | 0.02 |
| 0.26 |
| (0.11 | ) | 0.04 |
| ||
Net income (loss) |
| $ | (1.89 | ) | (0.12 | ) | 1.45 |
| (0.82 | ) | (1.38 | ) | |
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Net income (loss) per average common share outstanding - diluted |
|
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|
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|
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Income (loss) before cumulative effect of a change in accounting principle and discontinued operations |
| $ | (1.10 | ) | (0.14 | ) | 1.08 |
| (0.71 | ) | (0.76 | ) | |
Cumulative effect of a change in accounting principle |
| (0.66 | ) | 0.00 |
| 0.00 |
| 0.00 |
| (0.66 | ) | ||
Discontinued operations, net of tax |
| (0.13 | ) | 0.02 |
| 0.23 |
| (0.11 | ) | 0.04 |
| ||
Net income (loss) |
| $ | (1.89 | ) | (0.12 | ) | 1.31 |
| (0.82 | ) | (1.38 | ) | |
|
|
|
|
|
|
|
|
|
|
|
| ||
Attendance |
|
|
|
|
|
|
|
|
|
|
| ||
Domestic |
| 1,050,000 |
| 11,348,000 |
| 16,655,000 |
| 2,541,000 |
| 31,594,000 |
| ||
International |
| 451,000 |
| 997,000 |
| 1,392,000 |
| 529,000 |
| 3,369,000 |
| ||
Total |
| 1,501,000 |
| 12,345,000 |
| 18,047,000 |
| 3,070,000 |
| 34,963,000 |
| ||
|
|
|
|
|
|
|
|
|
|
|
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Revenue |
|
|
|
|
|
|
|
|
|
|
| ||
Domestic revenue |
| $ | 45,054,000 |
| 359,113,000 |
| 513,264,000 |
| 79,988,000 |
| 997,419,000 |
| |
International revenue |
| 9,999,000 |
| 17,406,000 |
| 25,294,000 |
| 8,977,000 |
| 61,676,000 |
| ||
Total revenue |
| $ | 55,053,000 |
| 376,519,000 |
| 538,558,000 |
| 88,965,000 |
| 1,059,095,000 |
| |
|
|
|
|
|
|
|
|
|
|
|
| ||
EBITDA Reconciliation (1) |
|
|
|
|
|
|
|
|
|
|
| ||
Net income |
| $ | (169,228,000 | ) | (5,962,000 | ) | 139,664,000 |
| (70,172,000 | ) | (105,698,000 | ) | |
Cumulative effect of accounting change |
| 61,054,000 |
| 0 |
| 0 |
| 0 |
| 61,054,000 |
| ||
Discontinued operations |
| 12,278,000 |
| (1,664,000 | ) | (24,191,000 | ) | 9,745,000 |
| (3,832,000 | ) | ||
Income tax benefit |
| (57,725,000 | ) | 862,000 |
| 76,908,000 |
| (41,944,000 | ) | (21,899,000 | ) | ||
Other expense |
| (180,000 | ) | 1,045,000 |
| 1,331,000 |
| 3,804,000 |
| 6,000,000 |
| ||
Early repurchase of debt |
| 0 |
| 29,895,000 |
| 0 |
| 0 |
| 29,895,000 |
| ||
Minority interest |
| (7,569,000 | ) | 23,393,000 |
| 24,227,000 |
| (3,291,000 | ) | 36,760,000 |
| ||
Interest expense (net) |
| 60,172,000 |
| 56,972,000 |
| 55,567,000 |
| 55,398,000 |
| 228,109,000 |
| ||
Amortization |
| 193,000 |
| 204,000 |
| 393,000 |
| 289,000 |
| 1,079,000 |
| ||
Depreciation |
| 33,808,000 |
| 33,436,000 |
| 34,337,000 |
| 35,221,000 |
| 136,802,000 |
| ||
Non-cash compensation |
| 2,604,000 |
| 2,445,000 |
| 2,446,000 |
| 1,761,000 |
| 9,256,000 |
| ||
EBITDA (modified) |
| (64,593,000 | ) | 140,626,000 |
| 310,682,000 |
| (9,189,000 | ) | 377,526,000 |
| ||
Third party interest in EBITDA of certain parks |
| 6,036,000 |
| (24,895,000 | ) | (25,758,000 | ) | 1,634,000 |
| (42,983,000 | ) | ||
Adjusted EBITDA |
| $ | (58,557,000 | ) | 115,731,000 |
| 284,924,000 |
| (7,555,000 | ) | 334,543,000 |
| |
4
Footnote 1
(1) EBITDA (Modified) is defined as net income (loss) before cumulative effect of a change in accounting principle, income (loss) from discontinued operations, income tax benefit, other expense, early repurchase of debt (formerly extraordinary loss), minority interest, interest expense (net), depreciation and amortization and non-cash compensation. Adjusted EBITDA is defined as EBITDA (Modified) less the interest of third parties in EBITDA of the four parks that are less than wholly owned. The Company believes that EBITDA (Modified) and Adjusted EBITDA (collectively, the “EBITDA-Based Measures”) provide useful information to investors regarding the Company’s operating performance and its capacity to incur and service debt and fund capital expenditures. The Company believes that the EBITDA-Based Measures are used by many investors, equity analysts and rating agencies as a measure of performance. In addition, Adjusted EBITDA is approximately equal to “Consolidated Cash Flow” as defined in the indentures relating to the Company’s senior notes. Neither of the EBITDA-Based Measures is defined by GAAP and neither should be considered in isolation or as an alternative to net income (loss), net cash provided by (used in) operating, investing and financing activities or other financial data prepared in accordance with GAAP or as an indicator of the Company’s operating performance.
5
HISTORICAL QUARTERLY FINANCIAL INFORMATION
REFLECTING APPLICATION OF FIN 46 WITH CLEVELAND
AND EUROPE AS CONTINUING OPERATIONS
SIX FLAGS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
2003 QUARTERLY FINANCIAL STATEMENTS
(UNAUDITED)
|
| Q1 |
| Q2 |
| Q3 |
| Q4 |
| 2003 |
| ||
|
|
|
|
|
|
|
|
|
|
|
| ||
Attendance |
| 1,416,000 |
| 14,319,000 |
| 21,871,000 |
| 4,121,000 |
| 41,727,000 |
| ||
|
|
|
|
|
|
|
|
|
|
|
| ||
Revenue: |
|
|
|
|
|
|
|
|
|
|
| ||
Theme park admissions |
| $ | 21,540,000 |
| 234,079,000 |
| 364,642,000 |
| 59,589,000 |
| 679,850,000 |
| |
Theme park food, merchandise and other |
| 24,896,000 |
| 187,732,000 |
| 290,801,000 |
| 53,390,000 |
| 556,819,000 |
| ||
Total revenue |
| 46,436,000 |
| 421,811,000 |
| 655,443,000 |
| 112,979,000 |
| 1,236,669,000 |
| ||
|
|
|
|
|
|
|
|
|
|
|
| ||
Operating costs and expenses |
|
|
|
|
|
|
|
|
|
|
| ||
Operating expenses |
| 93,028,000 |
| 158,151,000 |
| 173,338,000 |
| 93,136,000 |
| 517,653,000 |
| ||
Selling, general and administrative |
| 38,913,000 |
| 102,773,000 |
| 68,698,000 |
| 34,556,000 |
| 244,940,000 |
| ||
Noncash compensation (primarily selling, general and administrative) |
| 25,000 |
| 26,000 |
| 25,000 |
| 25,000 |
| 101,000 |
| ||
Cost of products sold |
| 3,687,000 |
| 35,512,000 |
| 52,737,000 |
| 9,229,000 |
| 101,165,000 |
| ||
Depreciation |
| 44,648,000 |
| 45,090,000 |
| 46,128,000 |
| 49,160,000 |
| 185,026,000 |
| ||
Amortization |
| 346,000 |
| 347,000 |
| 347,000 |
| 465,000 |
| 1,505,000 |
| ||
Total operating costs and expenses |
| 180,647,000 |
| 341,899,000 |
| 341,273,000 |
| 186,571,000 |
| 1,050,390,000 |
| ||
Income from operations |
| (134,211,000 | ) | 79,912,000 |
| 314,170,000 |
| (73,592,000 | ) | 186,279,000 |
| ||
|
|
|
|
|
|
|
|
|
|
|
| ||
Other income (expense) |
|
|
|
|
|
|
|
|
|
|
| ||
Interest expense |
| (55,006,000 | ) | (53,990,000 | ) | (52,774,000 | ) | (54,924,000 | ) | (216,694,000 | ) | ||
Interest income |
| 322,000 |
| 294,000 |
| 910,000 |
| 629,000 |
| 2,155,000 |
| ||
Minority interest in earnings |
| 7,474,000 |
| (20,875,000 | ) | (26,526,000 | ) | 3,930,000 |
| (35,997,000 | ) | ||
Early repurchase of debt |
| 0 |
| (27,592,000 | ) | 0 |
| 0 |
| (27,592,000 | ) | ||
Other income (expense) |
| (39,000 | ) | (270,000 | ) | (1,030,000 | ) | (1,658,000 | ) | (2,997,000 | ) | ||
Total other income (expense) |
| (47,249,000 | ) | (102,433,000 | ) | (79,420,000 | ) | (52,023,000 | ) | (281,125,000 | ) | ||
Income before income taxes |
| (181,460,000 | ) | (22,521,000 | ) | 234,750,000 |
| (125,615,000 | ) | (94,846,000 | ) | ||
Income tax expense |
| (71,355,000 | ) | (10,252,000 | ) | 94,577,000 |
| (46,103,000 | ) | (33,133,000 | ) | ||
Income before cumulative effect of a change in accounting principle |
| (110,105,000 | ) | (12,269,000 | ) | 140,173,000 |
| (79,512,000 | ) | (61,713,000 | ) | ||
Cumulative effect of a change in accounting principle |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| ||
Net income (loss) |
| $ | (110,105,000 | ) | (12,269,000 | ) | 140,173,000 |
| (79,512,000 | ) | (61,713,000 | ) | |
Net income (loss) applicable to common stock |
| $ | (115,598,000 | ) | (17,761,000 | ) | 134,679,000 |
| (85,003,000 | ) | (83,683,000 | ) | |
Weighted average number of common shares outstanding - basic |
| 92,617,000 |
| 92,617,000 |
| 92,617,000 |
| 92,617,000 |
| 92,617,000 |
| ||
Weighted average number of common shares outstanding - diluted |
| 92,617,000 |
| 92,617,000 |
| 106,409,000 |
| 92,617,000 |
| 92,617,000 |
| ||
Net income (loss) per average common share |
|
|
|
|
|
|
|
|
|
|
| ||
Income before cumulative effect of a change in accounting principle |
| $ | (1.25 | ) | (0.19 | ) | 1.45 |
| (0.92 | ) | (0.90 | ) | |
Cumulative effect of a change in accounting principle |
| 0.00 |
| 0.00 |
| 0.00 |
| 0.00 |
| 0.00 |
| ||
Net income (loss) |
| $ | (1.25 | ) | (0.19 | ) | 1.45 |
| (0.92 | ) | (0.90 | ) | |
|
|
|
|
|
|
|
|
|
|
|
| ||
Net income (loss) per average common share |
|
|
|
|
|
|
|
|
|
|
| ||
Income before cumulative effect of a change in accounting principle |
| $ | (1.25 | ) | (0.19 | ) | 1.32 |
| (0.92 | ) | (0.90 | ) | |
Cumulative effect of a change in accounting principle |
| 0.00 |
| 0.00 |
| 0.00 |
| 0.00 |
| 0.00 |
| ||
Net income (loss) |
| $ | (1.25 | ) | (0.19 | ) | 1.32 |
| (0.92 | ) | (0.90 | ) | |
|
|
|
|
|
|
|
|
|
|
|
| ||
Attendance |
|
|
|
|
|
|
|
|
|
|
| ||
Domestic |
| 928,000 |
| 11,285,000 |
| 17,580,000 |
| 3,091,000 |
| 32,884,000 |
| ||
International |
| 488,000 |
| 3,034,000 |
| 4,291,000 |
| 1,030,000 |
| 8,843,000 |
| ||
Total |
| 1,416,000 |
| 14,319,000 |
| 21,871,000 |
| 4,121,000 |
| 41,727,000 |
| ||
|
|
|
|
|
|
|
|
|
|
|
| ||
Revenue |
|
|
|
|
|
|
|
|
|
|
| ||
Domestic revenue |
| $ | 37,688,000 |
| 355,916,000 |
| 553,645,000 |
| 91,074,000 |
| 1,038,323,000 |
| |
International revenue |
| 8,748,000 |
| 65,895,000 |
| 101,798,000 |
| 21,905,000 |
| 198,346,000 |
| ||
Total revenue |
| $ | 46,436,000 |
| 421,811,000 |
| 655,443,000 |
| 112,979,000 |
| 1,236,669,000 |
| |
|
|
|
|
|
|
|
|
|
|
|
| ||
EBITDA Reconciliation (2) |
|
|
|
|
|
|
|
|
|
|
| ||
Net income |
| $ | (110,105,000 | ) | (12,269,000 | ) | 140,173,000 |
| (79,512,000 | ) | (61,713,000 | ) | |
Cumulative effect of accounting change |
| 0 |
| 0 |
| 0 |
| 0 |
| 0 |
| ||
Income tax benefit |
| (71,355,000 | ) | (10,252,000 | ) | 94,577,000 |
| (46,103,000 | ) | (33,133,000 | ) | ||
Other expense |
| 39,000 |
| 270,000 |
| 1,030,000 |
| 1,658,000 |
| 2,997,000 |
| ||
Early repurchase of debt |
| 0 |
| 27,592,000 |
| 0 |
| 0 |
| 27,592,000 |
| ||
Minority interest |
| (7,474,000 | ) | 20,875,000 |
| 26,526,000 |
| (3,930,000 | ) | 35,997,000 |
| ||
Interest expense (net) |
| 54,684,000 |
| 53,696,000 |
| 51,864,000 |
| 54,295,000 |
| 214,539,000 |
| ||
Amortization |
| 346,000 |
| 347,000 |
| 347,000 |
| 465,000 |
| 1,505,000 |
| ||
Depreciation |
| 44,648,000 |
| 45,090,000 |
| 46,128,000 |
| 49,160,000 |
| 185,026,000 |
| ||
Non-cash compensation |
| 25,000 |
| 26,000 |
| 25,000 |
| 25,000 |
| 101,000 |
| ||
EBITDA (modified) |
| (89,192,000 | ) | 125,375,000 |
| 360,670,000 |
| (23,942,000 | ) | 372,911,000 |
| ||
Third party interest in EBITDA of certain parks |
| 6,068,000 |
| (22,269,000 | ) | (28,054,000 | ) | 2,553,000 |
| (41,702,000 | ) | ||
Adjusted EBITDA |
| $ | (83,124,000 | ) | 103,106,000 |
| 332,616,000 |
| (21,389,000 | ) | 331,209,000 |
| |
6
HISTORICAL QUARTERLY FINANCIAL INFORMATION
REFLECTING APPLICATION OF FIN 46 WITH CLEVELAND
AND EUROPE AS CONTINUING OPERATIONS
SIX FLAGS, INC.
CONSOLIDATED STATEMENTS OF OPERATIONS
2002 QUARTERLY FINANCIAL STATEMENTS
(UNAUDITED)
|
| Q1 |
| Q2 |
| Q3 |
| Q4 |
| 2002 |
| |
|
|
|
|
|
|
|
|
|
|
|
| |
Attendance |
| 1,678,000 |
| 14,787,000 |
| 22,303,000 |
| 3,727,000 |
| 42,495,000 |
| |
|
|
|
|
|
|
|
|
|
|
|
| |
Revenue: |
|
|
|
|
|
|
|
|
|
|
| |
Theme park admissions |
| $ | 27,279,000 |
| 242,547,000 |
| 364,541,000 |
| 54,228,000 |
| 688,595,000 |
|
Theme park food, merchandise and other |
| 32,570,000 |
| 187,605,000 |
| 284,384,000 |
| 49,126,000 |
| 553,685,000 |
| |
Total revenue |
| 59,849,000 |
| 430,152,000 |
| 648,925,000 |
| 103,354,000 |
| 1,242,280,000 |
| |
|
|
|
|
|
|
|
|
|
|
|
| |
Operating costs and expenses |
|
|
|
|
|
|
|
|
|
|
| |
Operating expenses |
| 89,350,000 |
| 153,835,000 |
| 167,414,000 |
| 80,915,000 |
| 491,514,000 |
| |
Selling, general and administrative |
| 45,170,000 |
| 91,026,000 |
| 58,531,000 |
| 27,513,000 |
| 222,240,000 |
| |
Noncash compensation (primarily selling, general and administrative) |
| 2,604,000 |
| 2,445,000 |
| 2,446,000 |
| 1,761,000 |
| 9,256,000 |
| |
Cost of products sold |
| 5,032,000 |
| 36,418,000 |
| 51,600,000 |
| 9,844,000 |
| 102,894,000 |
| |
Depreciation |
| 42,128,000 |
| 42,081,000 |
| 43,619,000 |
| 43,804,000 |
| 171,632,000 |
| |
Amortization |
| 276,000 |
| 287,000 |
| 476,000 |
| 373,000 |
| 1,412,000 |
| |
Total operating costs and expenses |
| 184,560,000 |
| 326,092,000 |
| 324,086,000 |
| 164,210,000 |
| 998,948,000 |
| |
Income from operations |
| (124,711,000 | ) | 104,060,000 |
| 324,839,000 |
| (60,856,000 | ) | 243,332,000 |
| |
|
|
|
|
|
|
|
|
|
|
|
| |
Other income (expense) |
|
|
|
|
|
|
|
|
|
|
| |
Interest expense |
| (62,112,000 | ) | (57,656,000 | ) | (57,938,000 | ) | (56,228,000 | ) | (233,934,000 | ) | |
Interest income |
| 1,528,000 |
| 401,000 |
| 745,000 |
| 555,000 |
| 3,229,000 |
| |
Minority interest in earnings |
| 7,569,000 |
| (23,393,000 | ) | (24,227,000 | ) | 3,291,000 |
| (36,760,000 | ) | |
Early repurchase of debt |
| 0 |
| (29,895,000 | ) | 0 |
| 0 |
| (29,895,000 | ) | |
Other income (expense) |
| 212,000 |
| (1,053,000 | ) | (1,123,000 | ) | (4,074,000 | ) | (6,038,000 | ) | |
Total other income (expense) |
| (52,803,000 | ) | (111,596,000 | ) | (82,543,000 | ) | (56,456,000 | ) | (303,398,000 | ) | |
Income before income taxes |
| (177,514,000 | ) | (7,536,000 | ) | 242,296,000 |
| (117,312,000 | ) | (60,066,000 | ) | |
Income tax expense |
| (69,340,000 | ) | (1,574,000 | ) | 102,632,000 |
| (47,140,000 | ) | (15,422,000 | ) | |
Income before cumulative effect of a change in accounting principle |
| (108,174,000 | ) | (5,962,000 | ) | 139,664,000 |
| (70,172,000 | ) | (44,644,000 | ) | |
Cumulative effect of a change in accounting principle |
| (61,054,000 | ) | 0 |
| 0 |
| 0 |
| (61,054,000 | ) | |
Net income (loss) |
| $ | (169,228,000 | ) | (5,962,000 | ) | 139,664,000 |
| (70,172,000 | ) | (105,698,000 | ) |
Net income (loss) applicable to common stock |
| $ | (174,721,000 | ) | (11,454,000 | ) | 134,170,000 |
| (75,663,000 | ) | (127,668,000 | ) |
Weighted average number of common shares outstanding - basic |
| 92,436,000 |
| 92,455,000 |
| 92,535,000 |
| 92,616,000 |
| 92,511,000 |
| |
Weighted average number of common shares outstanding - diluted |
| 92,436,000 |
| 92,455,000 |
| 106,325,000 |
| 92,616,000 |
| 92,511,000 |
| |
Net income (loss) per average common share outstanding - basic |
|
|
|
|
|
|
|
|
|
|
| |
Income before cumulative effect of a change in accounting principle |
| $ | (1.23 | ) | (0.12 | ) | 1.45 |
| (0.82 | ) | (0.72 | ) |
Cumulative effect of a change in accounting principle |
| (0.66 | ) | 0.00 |
| 0.00 |
| 0.00 |
| (0.66 | ) | |
Net income (loss) |
| $ | (1.89 | ) | (0.12 | ) | 1.45 |
| (0.82 | ) | (1.38 | ) |
|
|
|
|
|
|
|
|
|
|
|
| |
Net income (loss) per average common share outstanding - diluted |
|
|
|
|
|
|
|
|
|
|
| |
Income before cumulative effect of a change in accounting principle |
| $ | (1.23 | ) | (0.12 | ) | 1.31 |
| (0.82 | ) | (0.72 | ) |
Cumulative effect of a change in accounting principle |
| (0.66 | ) | 0.00 |
| 0.00 |
| 0.00 |
| (0.66 | ) | |
Net income (loss) |
| $ | (1.89 | ) | (0.12 | ) | 1.31 |
| (0.82 | ) | (1.38 | ) |
|
|
|
|
|
|
|
|
|
|
|
| |
Attendance |
|
|
|
|
|
|
|
|
|
|
| |
Domestic |
| 1,050,000 |
| 11,828,000 |
| 17,869,000 |
| 2,603,000 |
| 33,350,000 |
| |
International |
| 628,000 |
| 2,959,000 |
| 4,434,000 |
| 1,124,000 |
| 9,145,000 |
| |
Total |
| 1,678,000 |
| 14,787,000 |
| 22,303,000 |
| 3,727,000 |
| 42,495,000 |
| |
|
|
|
|
|
|
|
|
|
|
|
| |
Revenue |
|
|
|
|
|
|
|
|
|
|
| |
Domestic revenue |
| $ | 46,226,000 |
| 375,032,000 |
| 555,531,000 |
| 82,405,000 |
| 1,059,194,000 |
|
International revenue |
| 13,623,000 |
| 55,120,000 |
| 93,394,000 |
| 20,949,000 |
| 183,086,000 |
| |
Total revenue |
| $ | 59,849,000 |
| 430,152,000 |
| 648,925,000 |
| 103,354,000 |
| 1,242,280,000 |
|
|
|
|
|
|
|
|
|
|
|
|
| |
EBITDA Reconciliation (2) |
|
|
|
|
|
|
|
|
|
|
| |
Net income |
| $ | (169,228,000 | ) | (5,962,000 | ) | 139,664,000 |
| (70,172,000 | ) | (105,698,000 | ) |
Cumulative effect of accounting change |
| 61,054,000 |
| 0 |
| 0 |
| 0 |
| 61,054,000 |
| |
Income tax benefit |
| (69,340,000 | ) | (1,574,000 | ) | 102,632,000 |
| (47,140,000 | ) | (15,422,000 | ) | |
Other expense |
| (212,000 | ) | 1,053,000 |
| 1,123,000 |
| 4,074,000 |
| 6,038,000 |
| |
Early repurchase of debt |
| 0 |
| 29,895,000 |
| 0 |
| 0 |
| 29,895,000 |
| |
Minority interest |
| (7,569,000 | ) | 23,393,000 |
| 24,227,000 |
| (3,291,000 | ) | 36,760,000 |
| |
Interest expense (net) |
| 60,584,000 |
| 57,255,000 |
| 57,193,000 |
| 55,673,000 |
| 230,705,000 |
| |
Amortization |
| 276,000 |
| 287,000 |
| 476,000 |
| 373,000 |
| 1,412,000 |
| |
Depreciation |
| 42,128,000 |
| 42,081,000 |
| 43,619,000 |
| 43,804,000 |
| 171,632,000 |
| |
Non-cash compensation |
| 2,604,000 |
| 2,445,000 |
| 2,446,000 |
| 1,761,000 |
| 9,256,000 |
| |
EBITDA (modified) |
| (79,703,000 | ) | 148,873,000 |
| 371,380,000 |
| (14,918,000 | ) | 425,632,000 |
| |
Third party interest in EBITDA of certain parks |
| 6,036,000 |
| (24,895,000 | ) | (25,758,000 | ) | 1,634,000 |
| (42,983,000 | ) | |
Adjusted EBITDA |
| $ | (73,667,000 | ) | 123,978,000 |
| 345,622,000 |
| (13,284,000 | ) | 382,649,000 |
|
7
FOOTNOTE 2
(2) EBITDA (Modified) is defined as net income (loss) before cumulative effect of a change in accounting principle, income tax benefit, other expense, early repurchase of debt (formerly extraordinary loss), minority interest, interest expense (net), depreciation and amortization and non-cash compensation. Adjusted EBITDA is defined as EBITDA (Modified) less the interest of third parties in EBITDA of the four parks that are less than wholly owned. The Company believes that EBITDA (Modified) and Adjusted EBITDA (collectively, the “EBITDA-Based Measures”) provide useful information to investors regarding the Company’s operating performance and its capacity to incur and service debt and fund capital expenditures. The Company believes that the EBITDA-Based Measures are used by many investors, equity analysts and rating agencies as a measure of performance. In addition, Adjusted EBITDA is approximately equal to “Consolidated Cash Flow” as defined in the indentures relating to the Company’s senior notes. Neither of the EBITDA-Based Measures is defined by GAAP and neither should be considered in isolation or as an alternative to net income (loss), net cash provided by (used in) operating, investing and financing activities or other financial data prepared in accordance with GAAP or as an indicator of the Company’s operating performance.
8
