Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 01, 2023 | Mar. 03, 2023 | Jul. 03, 2022 | |
Document and Entity Information | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Jan. 01, 2023 | ||
Entity Registrant Name | Six Flags Entertainment Corporation | ||
Entity File Number | 1-13703 | ||
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 Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
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 | ||
ICFR Auditor Attestation Flag | false | ||
Entity Public Float | $ 1,912.9 | ||
Entity Common Stock, Shares Outstanding | 83,161,736 | ||
Entity Central Index Key | 0000701374 | ||
Current Fiscal Year End Date | --01-01 | ||
Document Fiscal Year Focus | 2022 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Auditor Name | KPMG LLP | ||
Auditor Firm ID | 185 | ||
Auditor Location | Dallas, Texas |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 80,122 | $ 335,585 |
Accounts receivable, net | 49,405 | 97,722 |
Inventories | 44,811 | 27,273 |
Prepaid expenses and other current assets | 66,452 | 55,455 |
Total current assets | 240,790 | 516,035 |
Property and equipment, net: | ||
Property and equipment, at cost | 2,592,485 | 2,501,829 |
Accumulated depreciation | (1,350,739) | (1,250,902) |
Total property and equipment, net | 1,241,746 | 1,250,927 |
Other assets: | ||
Right-of-use operating leases, net | 158,838 | 186,754 |
Debt issuance costs | 2,764 | 4,899 |
Deposits and other assets | 17,905 | 6,170 |
Goodwill | 659,618 | 659,618 |
Intangible assets, net of accumulated amortization | 344,164 | 344,187 |
Total other assets | 1,183,289 | 1,201,628 |
Total assets | 2,665,825 | 2,968,590 |
Current liabilities: | ||
Accounts payable | 38,887 | 38,251 |
Accrued compensation, payroll taxes and benefits | 15,224 | 51,473 |
Accrued insurance reserves | 34,053 | 32,182 |
Accrued interest payable | 38,484 | 50,554 |
Other accrued liabilities | 67,346 | 74,290 |
Deferred revenue | 128,627 | 177,831 |
Short-term borrowings | 100,000 | |
Short-term lease liabilities | 11,688 | 11,158 |
Total current liabilities | 434,309 | 435,739 |
Noncurrent liabilities: | ||
Long-term debt | 2,280,531 | 2,629,524 |
Long-term lease liabilities | 164,804 | 178,200 |
Other long-term liabilities | 30,714 | 36,969 |
Deferred income taxes | 184,637 | 148,291 |
Total noncurrent liabilities | 2,660,686 | 2,992,984 |
Total liabilities | 3,094,995 | 3,428,723 |
Redeemable noncontrolling interests | 521,395 | 522,067 |
Stockholders' deficit: | ||
Preferred stock, $1.00 par value | ||
Common stock, $0.025 par value, 280,000,000 shares authorized; 83,178,294 and 86,162,879 shares issued and outstanding at January 1, 2023 and January 2, 2022, respectively | 2,079 | 2,154 |
Capital in excess of par value | 1,104,051 | 1,120,084 |
Accumulated deficit | (1,985,500) | (2,023,251) |
Accumulated other comprehensive loss | (71,195) | (81,187) |
Total stockholders' deficit | (950,565) | (982,200) |
Total liabilities and stockholders' deficit | $ 2,665,825 | $ 2,968,590 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Jan. 01, 2023 | Jan. 02, 2022 |
Consolidated Balance Sheets | ||
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Common stock, par value (in dollars per share) | $ 0.025 | $ 0.025 |
Common stock, shares authorized (in shares) | 280,000,000 | 280,000,000 |
Common stock, shares issued (in shares) | 83,178,294 | 86,162,879 |
Common stock, shares outstanding (in shares) | 83,178,294 | 86,162,879 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Total revenues | $ 1,358,236 | $ 1,496,905 | $ 356,575 |
Operating expenses (excluding depreciation and amortization shown separately below) | 591,560 | 647,250 | 389,726 |
Selling, general and administrative expenses (including stock-based compensation of $7,673, $21,462 and $19,530 in 2022, 2021 and 2020, respectively, and excluding depreciation and amortization shown separately below) | 162,158 | 211,381 | 147,295 |
Costs of products sold | 108,146 | 125,728 | 34,119 |
Other net periodic pension benefit | (5,410) | (5,894) | (5,190) |
Depreciation and amortization | 117,124 | 114,434 | 120,173 |
Loss on disposal of assets | 3,927 | 12,137 | 7,689 |
Interest expense | 143,217 | 152,901 | 155,411 |
Interest income | (1,627) | (465) | (688) |
Loss on debt extinguishment | 17,533 | 6,106 | |
Other expense, net | 4,126 | 18,122 | 24,993 |
Loss on impairment of park assets | 16,943 | ||
Income (loss) before income taxes | 200,539 | 221,311 | (523,059) |
Income tax expense (benefit) | 46,960 | 49,622 | (140,967) |
Net income (loss) | 153,579 | 171,689 | (382,092) |
Less: Net income attributable to noncontrolling interests | (44,651) | (41,766) | (41,288) |
Net income (loss) attributable to Six Flags Entertainment Corporation | $ 108,928 | $ 129,923 | $ (423,380) |
Weighted-average common shares outstanding: Basic (in shares) | 84,366 | 85,708 | 84,800 |
Weighted-average common shares outstanding: Diluted (in shares) | 84,695 | 86,651 | 84,800 |
Net earnings (loss) per average common share outstanding: Basic (in dollars per share) | $ 1.29 | $ 1.52 | $ (4.99) |
Net earnings (loss) per average common share outstanding: Diluted (in dollars per share) | $ 1.29 | $ 1.50 | (4.99) |
Cash dividends declared per common share | $ 0.25 | ||
Park admissions | |||
Total revenues | $ 735,415 | $ 795,649 | $ 202,646 |
Park food, merchandise and other | |||
Total revenues | 570,965 | 655,451 | 126,306 |
Sponsorship, international agreements and accommodations | |||
Total revenues | $ 51,856 | $ 45,805 | $ 27,623 |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Consolidated Statements of Operations | |||
Stock-based compensation | $ 7,673 | $ 21,462 | $ 19,530 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | ||
Consolidated Statements of Comprehensive Income | ||||
Net income (loss) | $ 153,579 | $ 171,689 | $ (382,092) | |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustment | [1] | (1,271) | (3,691) | (4,053) |
Defined benefit retirement plan | [2] | 3,535 | 10,146 | (6,259) |
Change in cash flow hedging | [3] | 7,728 | 8,862 | (11,482) |
Other comprehensive income (loss), net of tax | 9,992 | 15,317 | (21,794) | |
Comprehensive income (loss) | 163,571 | 187,006 | (403,886) | |
Less: Comprehensive income attributable to noncontrolling interests | (44,651) | (41,766) | (41,288) | |
Comprehensive income (loss) attributable to Six Flags Entertainment Corporation | $ 118,920 | $ 145,240 | $ (445,174) | |
[1] Foreign currency translation adjustment is presented net of tax benefit of $0.1 million for the year ended January 1, 2023, and net of tax expense of $0.9 million and $1.2 million for the years ended January 2, 2022, and December 31, 2020, respectively. Defined benefit retirement plan is presented net of tax expense of $1.2 million and $3.4 million for the years ended January 1, 2023, and January 2, 2022, respectively, and net of tax benefit of $2.1 million for the year ended December 31, 2020. Change in cash flow hedging is presented net of tax expense of $2.6 and $3.0 million for the years ended January 1, 2023, and January 2, 2022, respectively, and net of tax benefit of $3.8 million for the years ended December 31, 2020. |
Consolidated Statements of Co_2
Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Consolidated Statements of Comprehensive Income | |||
Foreign currency translation adjustment, tax expense (benefit) | $ (0.1) | $ 0.9 | $ 1.2 |
Defined benefit retirement plan, tax expense (benefit) | 1.2 | 3.4 | (2.1) |
Change in cash flow hedging, tax expense (benefit) | $ 2.6 | $ 3 | $ (3.8) |
Consolidated Statements of Equi
Consolidated Statements of Equity (Deficit) - USD ($) $ in Thousands | Common stock | Capital in excess of par value | Accumulated deficit | Accumulated other comprehensive loss | Total |
Beginning balance at Dec. 31, 2019 | $ 2,116 | $ 1,066,223 | $ (1,709,747) | $ (74,710) | $ (716,118) |
Beginning balance (in shares) at Dec. 31, 2019 | 84,633,845 | ||||
Increase (Decrease) in Equity (Deficit) | |||||
Issuance of common stock | $ 8 | 2,237 | 2,245 | ||
Issuance of common stock (in shares) | 371,182 | ||||
Stock-based compensation | 19,530 | 19,530 | |||
Payment of tax withholdings on equity-based compensation through shares withheld | (54) | (54) | |||
Payment of tax withholdings on equity-based compensation through shares withheld (in shares) | (2,291) | ||||
Employee stock purchase plan | $ 2 | 1,281 | 1,283 | ||
Employee stock purchase plan (in shares) | 73,165 | ||||
Fresh start valuation adjustment for SFOT units purchased | 924 | 924 | |||
Dividends declared to common stockholders | (21,165) | (21,165) | |||
Change in redemption value of partnership units | (18) | (18) | |||
Net income (loss) attributable to Six Flags Entertainment Corporation | (423,380) | (423,380) | |||
Other comprehensive income (loss), net of tax | (21,794) | (21,794) | |||
Ending balance at Dec. 31, 2020 | $ 2,126 | 1,089,199 | (2,153,368) | (96,504) | (1,158,547) |
Ending balance (in shares) at Dec. 31, 2020 | 85,075,901 | ||||
Increase (Decrease) in Equity (Deficit) | |||||
Issuance of common stock | $ 30 | 13,425 | 13,455 | ||
Issuance of common stock (in shares) | 1,175,610 | ||||
Stock-based compensation | 21,462 | 21,462 | |||
Payment of tax withholdings on equity-based compensation through shares withheld | $ (3) | (5,292) | (5,295) | ||
Payment of tax withholdings on equity-based compensation through shares withheld (in shares) | (127,066) | ||||
Employee stock purchase plan | $ 1 | 1,290 | 1,291 | ||
Employee stock purchase plan (in shares) | 38,434 | ||||
Fresh start valuation adjustment for SFOT units purchased | 194 | 194 | |||
Net income (loss) attributable to Six Flags Entertainment Corporation | 129,923 | 129,923 | |||
Other comprehensive income (loss), net of tax | 15,317 | 15,317 | |||
Ending balance at Jan. 02, 2022 | $ 2,154 | 1,120,084 | (2,023,251) | (81,187) | (982,200) |
Ending balance (in shares) at Jan. 02, 2022 | 86,162,879 | ||||
Increase (Decrease) in Equity (Deficit) | |||||
Issuance of common stock | $ 11 | 1,028 | 1,039 | ||
Issuance of common stock (in shares) | 435,921 | ||||
Stock-based compensation | 7,673 | 7,673 | |||
Repurchase of common stock | $ (87) | (25,394) | (71,293) | $ (96,774) | |
Repurchase of common stock (in shares) | (3,464,385) | (3,464,000) | |||
Payment of tax withholdings on equity-based compensation through shares withheld | (267) | $ (267) | |||
Payment of tax withholdings on equity-based compensation through shares withheld (in shares) | (9,903) | ||||
Employee stock purchase plan | $ 1 | 927 | 928 | ||
Employee stock purchase plan (in shares) | 53,782 | ||||
Fresh start valuation adjustment for SFOT units purchased | 116 | 116 | |||
Net income (loss) attributable to Six Flags Entertainment Corporation | 108,928 | 108,928 | |||
Other comprehensive income (loss), net of tax | 9,992 | 9,992 | |||
Ending balance at Jan. 01, 2023 | $ 2,079 | $ 1,104,051 | $ (1,985,500) | $ (71,195) | $ (950,565) |
Ending balance (in shares) at Jan. 01, 2023 | 83,178,294 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Cash flows from operating activities: | |||
Net income (loss) | $ 153,579 | $ 171,689 | $ (382,092) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation and amortization | 117,124 | 114,434 | 120,173 |
Stock-based compensation | 7,673 | 21,462 | 19,530 |
Interest accretion on notes payable | 1,111 | 1,108 | 1,157 |
Loss on debt extinguishment | 17,533 | 6,106 | |
Amortization of debt issuance costs | 7,097 | 7,911 | 6,535 |
Other, including loss on disposal of assets | 839 | 10,567 | (4,029) |
Deferred income taxes expense (benefit) | 30,638 | 39,618 | (134,198) |
Loss on impairment of park assets | 16,943 | ||
Change in accounts receivable | 48,648 | (61,245) | 71,654 |
Change inventories, prepaid expenses and other current assets | (28,856) | 29,265 | (19,452) |
Change in deposits and other assets | (11,720) | 924 | 5,604 |
Change in ROU operating leases | 11,410 | 9,905 | 4,477 |
Change in accounts payable, deferred revenue, accrued liabilities and other long-term liabilities | (79,585) | 12,078 | 79,075 |
Change in operating lease liabilities | (11,003) | (13,181) | 524 |
Change in accrued interest payable | (12,070) | (9,630) | 34,056 |
Net cash provided by (used in) operating activities | 269,361 | 334,905 | (190,880) |
Cash flows from investing activities: | |||
Additions to property and equipment | (116,589) | (121,742) | (100,878) |
Property insurance recoveries | 5,080 | 2,514 | |
Purchase of identifiable intangible assets | (12) | ||
Proceeds from sale of assets | 53 | 7,470 | |
Net cash used in investing activities | (111,509) | (121,701) | (90,894) |
Cash flows from financing activities: | |||
Repayment of borrowings | (460,000) | (2,000) | (526,510) |
Proceeds from borrowings | 200,000 | 2,000 | 884,000 |
Payment of debt issuance costs | (24,987) | ||
Payment of cash dividends | (200) | (813) | (22,499) |
Proceeds from issuance of common stock | 1,039 | 14,486 | 3,528 |
Stock repurchases | (96,774) | ||
Redemption premium payments on debt extinguishment | (12,600) | ||
Payment of tax withholdings on equity-based compensation through shares withheld | (5,295) | (54) | |
Reduction in finance lease liability | (1,016) | (641) | (493) |
Purchase of redeemable noncontrolling interest | (556) | (1,115) | (4,976) |
Distributions to noncontrolling interests | (44,651) | (41,766) | (41,288) |
Net cash (used in) provided by financing activities | (414,758) | (35,144) | 266,721 |
Effect of exchange rate on cash | 1,443 | (235) | (1,366) |
Net (decrease) increase in cash and cash equivalents | (255,463) | 177,825 | (16,419) |
Cash and cash equivalents at beginning of period | 335,585 | 157,760 | 174,179 |
Cash and cash equivalents at end of period | 80,122 | 335,585 | 157,760 |
Supplemental cash flow information | |||
Cash paid for interest | 146,693 | 147,628 | 99,239 |
Cash paid for income taxes | $ 10,637 | $ 11,278 | $ 5,917 |
Description of Business
Description of Business | 12 Months Ended |
Jan. 01, 2023 | |
Description of Business | |
Description of Business | 1. Description of Business We own and operate regional theme parks and water parks. We are the largest regional theme park operator in the world and the largest operator of water parks in North America. Of the 27 parks we currently own or operate, 24 parks are located in the United States, two parks are located in Mexico and one park is located in Montreal, Canada. On April 1, 1998, we acquired the former Six Flags Entertainment Corporation ("Former SFEC", a corporation that has been merged out of existence and that has always been a separate corporation from Holdings), which had operated regional theme parks and water parks under the Six Flags name for nearly 40 years and established an internationally recognized brand name. We own the "Six Flags" brand name in the United States and foreign countries throughout the world. To capitalize on this name recognition, 23 of our current parks are branded as "Six Flags" parks. Inflation and Supply Chain Our operations can be impacted by increases in prices, whether caused by inflation or other economic drivers. Our business relies on a large number of seasonal workers. Our labor costs continue to increase due to shortages of qualified workers and competition from other employers. We continually seek to optimize and deploy our existing employees to both maximize revenue generating opportunities and provide the best guest experience. Hiring and retaining our workers continues to be a priority to avoid further labor shortages. Due to the COVID-19 pandemic and Russia’s invasion of Ukraine, we have experienced widespread supply chain impacts. Supply chain disruption has continued for many of the products and inputs that we use in our parks, including food, merchandise and replacement parts. We have continued to mitigate these impacts to the extent possible by passing these costs on to our customers when possible. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Jan. 01, 2023 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies a. Basis of Presentation The 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") as subsidiaries in our consolidated financial statements as we have determined that we have the power to direct the activities of those entities that most significantly impact the entities’ economic performance and we have the obligation to absorb losses and receive benefits from the entities 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 consolidated balance sheets as redeemable noncontrolling interests. The portion of earnings or loss attributable to non-affiliated parties in the Partnership Parks is reflected as net income attributable to noncontrolling interests in the accompanying consolidated statements of operations. See Note 6 for further discussion. This Annual Report covers the period January 3, 2022, through January 1, 2023 (“the year ended January 1, 2023” or “2022”). The comparison period in the prior year covers January 1, 2021, through January 2, 2022 (“the year ended January 2, 2022” or “2021”). The year ended January 2, 2022, contained three extra days due to the calendar change from calendar year reporting. The year ended December 31, 2020, covers the period between January 1, 2020, through December 31, 2020 (“the year ended December 31, 2020” or “2020”). Intercompany transactions and balances have been eliminated in consolidation. Certain previously reported amounts have been reclassified to conform to the current year presentation. b. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities in our consolidated financial statements and accompanying notes. Actual results could differ from those estimates. We evaluate our estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which we believe to be reasonable under the circumstances. We adjust such estimates and assumptions when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in these estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. c. Fair Value Measurement Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 820, Fair Value Measurement Fair Value Measurement ● Level 1: quoted prices in active markets for identical assets; ● Level 2: inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the instrument; and ● Level 3: inputs to the valuation methodology are unobservable for the asset or liability. The fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties. We use a market approach for our recurring fair value measurements, and we endeavor to use the best information available. Accordingly, valuation techniques that maximize the use of observable impacts are favored. We present the estimated fair values and classifications of our financial instruments in accordance with ASC Topic 820, Fair Value Measurement The following methods and assumptions were used to estimate the fair value of each class of financial instruments: ● The carrying values of cash and cash equivalents, accounts receivable, notes receivable, accounts payable and accrued liabilities approximate fair value because of the short maturity of these instruments. ● The measurement of the fair value of long-term debt is based on market prices that generally are observable for similar liabilities at commonly quoted intervals and is considered a Level 2 fair value measurement. Refer to Note 8 for additional information. ● The measurement of the fair value of derivative assets and liabilities is based on market prices that generally are observable for similar assets and liabilities at commonly quoted intervals and is considered a Level 2 fair value measurement. Derivative assets and 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 liabilities that have maturity dates greater than twelve months from the balance sheet date are included in deposits and other assets and other long-term liabilities, respectively. See Note 7 for additional information on our derivative instruments. d. Cash Equivalents Cash equivalents consists of transaction settlements in process from credit card companies and short-term highly liquid investments with a remaining maturity as of the date of purchase of three months or less. For purposes of the consolidated statements of cash flows, we consider all highly liquid debt instruments with remaining maturities as of their date of purchase of three months or less to be cash equivalents. Cash equivalents were not significant as of January 1, 2023 and January 2, 2022. e. Inventories Inventories are stated at lower of weighted average cost or net realizable value and primarily consist of products purchased for resale, including merchandise, food and miscellaneous supplies. Products are removed from inventory at weighted average cost. We have recorded a $0.4 million and a $0.3 million allowance for slow moving inventory as of January 1, 2023, and January 2, 2022, respectively. f. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets include $25.8 million and $23.8 million of spare parts inventory for existing rides and attractions as of January 1, 2023, and January 2, 2022. These items are expensed as the repair or maintenance of rides and attractions occur. g. Advertising Costs Production costs of commercials and programming are charged to operations in the year first aired. The costs of other advertising, promotion, and marketing programs are charged to operations when incurred with the exception of direct-response advertising which is charged to the period it will benefit. As of January 1, 2023, and January 2, 2022, we had $0.3 million and $2.7 million in prepaid advertising, respectively. The amounts capitalized are included in prepaid expenses. Advertising and promotions expense was $37.3 million, $55.5 million and $19.6 million for the years ended January 1, 2023, January 2, 2022 and December 31, 2020, respectively. These amounts are presented within “Selling, general and administrative expenses”. h. Debt Issuance Costs We capitalize costs related to the issuance of debt. Debt issuance costs directly related to the Second Amended and Restated Revolving Loan are presented within other assets as debt issuance costs in our consolidated balance sheets. Debt issuance costs directly related to the Second Amended and Restated Term Loam B and our senior unsecured notes are presented within noncurrent liabilities as a reduction of long-term debt in our consolidated balance sheets. The amortization of such costs is recognized as interest expense using the interest method over the term of the respective debt issue. Amortization related to debt issuance costs was $7.1 million, $7.9 million and $6.5 million for the years ended January 1, 2023, January 2, 2022 and December 31, 2020, respectively. See Note 8 for further discussion. i. Property and Equipment Property and equipment additions are recorded at cost and the carrying value is depreciated using the straight-line method over the estimated useful lives of the assets. Maintenance and repair costs that do not improve service potential or extend economic life are charged directly to expense as incurred, while betterments and renewals are generally capitalized as property and equipment. When an item is retired or otherwise disposed of, the cost and applicable accumulated depreciation are removed and the resulting gain or loss is recognized. See Note 4 for further detail of the components of our property and equipment. The estimated useful lives of the assets are as follows: Rides and attractions 5 - 25 years Land improvements 10 - 15 years Buildings and improvements Approximately 30 years Furniture and equipment 5 - 10 years j. Goodwill and Indefinite-Lived Intangible Assets Goodwill and intangible assets with indefinite useful lives are tested for impairment annually in the fourth quarter, or more frequently if events or circumstances indicate that the assets might be impaired. We identify our reporting unit and determine the carrying value of the reporting unit by assigning the assets and liabilities, including the existing goodwill and intangible assets, to the reporting unit. We then determine the fair value of the reporting unit and compare it to the carrying amount of the reporting unit. All of our parks are operated in a similar manner and have comparable characteristics in that they produce and distribute similar services and products using similar processes, have similar types of customers, are subject to similar regulations and exhibit similar economic characteristics. As such, Holdings is a single reporting unit. For each year, the fair value of Holdings exceeded our carrying amount. We use market capitalization as the best indicator of our reporting unit’s fair value as it best approximates the value of Holdings. We perform a qualitative analysis on indefinite-lived intangible assets to determine if it is more likely than not that the fair value of the intangible asset was less than its carrying amount as a basis for determining whether it was necessary to perform a quantitative impairment test. The fair value of indefinite-lived intangible assets is generally determined based on a discounted cash flow analysis. An impairment loss occurs to the extent that the carrying value exceeds the fair value. For goodwill, if the fair value of the reporting unit were to be less than the carrying amount, an impairment loss would be recognized to the extent that the carrying amount of the reporting unit exceeds its fair value. k. Impairment of 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. Asset groups are tested at the level of the lowest identifiable group of assets that generate cash inflows that are largely independent of the cash inflows from other assets of groups of assets. We have determined that our lowest identifiable group of assets that generate cash inflows is at the individual theme park or water park level. We test or long-lived asset groups when changes in circumstances indicate that their carrying value may not be recoverable. Events that trigger a test for recoverability include material adverse changes in projected revenues or expenses, present cash flow losses combined with a history of cash flow losses and a forecast that demonstrates significant continuing losses or significant negative industry or economic concerns at either the local or macroeconomic level. If this evaluation indicates a triggering event has occurred, a test for recoverability is performed. When a triggering event occurs, a test for recoverability is performed, comparing projected undiscounted future cash flows to the carrying value of the theme park or water park. If the undiscounted forecasted cash flows are less than the carrying value of the assets, the theme park’s or water park’s fair value is measured relying primarily on a discounted cash flow method. An impairment charge is recognized for the amount by which the carrying value of the theme park or water park exceeds its fair value. When an impairment loss is recognized for one of our parks, the adjusted carrying amounts are depreciated over their remaining useful life. In measuring the fair value of one of our theme parks or water parks, we generally estimate the fair value of the asset group using the discounted cash flow income approach. This approach requires that we make cash flow projections based on assumptions and estimates derived from operating results, forecasts, expected growth rates and cost of capital. We also make certain assumptions about future economic conditions and other data. During the year ended January 1, 2023, we determined that our leased water park outside of Houston, Texas, Six Flags Hurricane Harbor Splashtown (“Splashtown”) was not recoverable following three years of losses, as well as projected future negative cash flows. We estimated the fair value of Splashtown using an income approach, using projected discounted cash flows. The valuation was based on unobservable inputs that require significant judgements for which information is limited, including assumptions regarding future attendance, per-capita guest spending, operating costs and capital requirements. The discount rate utilized in the model was our internal weighted-average-cost-of-capital, which we believe is reasonable and consistent with a rate that would be utilized by another market participant. Based on this analysis, we determined that the carrying value of Splashtown exceeded its fair value, resulting in a pre-tax, non-cash loss on impairment of $16.9 million. The loss on impairment was allocated proportionally, in the amounts of $15.1 million and $1.8 million, to “Right-of-use operating leases, net” and “Property and equipment”, respectively on our consolidated balance sheet. l. Revenue Recognition We account for revenue from contracts with customers based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. We recognize revenue upon admission into our parks, provision of our services, or when products are delivered to our guests. Revenues are presented in the accompanying consolidated statements of operations net of sales taxes collected from our guests that are remitted or payable to government taxing authorities. For season passes, memberships in the initial twelve-month term and other multi-use admissions, we estimate a redemption rate based on historical experience and other factors and assumptions we believe to be customary and reasonable and recognize a pro-rata portion of the revenue as the guests visit our parks. Amounts owed or received for multi-use admissions in excess of redemptions are recognized in deferred revenue. In contrast to our season pass and other multi-use offerings (such as our all season dining pass program, which enables season passholders and members to eat meals and snacks any day they visit the park for one upfront payment) that expire at the end of each operating season, the membership program continues on a month-to-month basis after the initial twelve-month membership term and can be canceled any time after the initial term pursuant to the terms of the membership program. Guests enrolled in the membership program can visit our parks an unlimited number of times whenever the parks are open as long as the guest remains enrolled in the membership program. We review the estimated redemption rate on an ongoing basis and revise it as necessary throughout the year, including impact of changes to our season pass and memberships described above. For any bundled products with multiple performance obligations, revenue is allocated using the retail price of each distinct performance obligation and products that are not sold on a stand-alone basis are treated as residual. In connection with the temporary closure of our parks due to COVID-19 in March 2020, we added one As of January 1, 2023, deferred revenue was primarily comprised of (i) unredeemed season pass and all-season dining pass revenue and (ii) membership payments received while parks were closed during COVID-19. Certain contracts with customers, primarily memberships and season passes, may include bundled products with multiple performance obligations. For such arrangements, we allocate revenue to each performance obligation based on its relative standalone selling price. We generally determine standalone selling prices based on the observable retail prices charged to customers and use residual for any products not sold on a stand-alone basis. We generally expense (i) sales commissions when incurred, and (ii) certain costs to obtain a contract where the amortization period would have been one year or less. These costs are recognized in "Selling, general and administrative expenses." We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less or (ii) contracts for which we recognize revenue at the amount for which we have the right to invoice for services performed. For certain of our contracts that have an original expected length of one year or less, we use the practical expedient applicable to such contracts and do not consider the time value of money. We have entered into international agreements to assist a third party in the planning, design, development and operation of a Six Flags-branded park outside of North America. These agreements consist of a brand licensing agreement, project services agreement, and management services agreement. We treat these agreements as one contract because they were negotiated with a single commercial objective. We have identified three distinct promises within the agreement with the third party partner as brand licensing, project services and management services. Each of these promises is its own performance obligation and distinct, as the third party could benefit from each service on its own with other readily available resources, and each service is separately identifiable from other services in the context of the contract. We recognize revenue under our international agreements over the relevant service period of each performance obligation based on its relative stand-alone selling price, as determined by our best estimate of selling price. We review the service period of each performance obligation on an ongoing basis and revise it as necessary throughout the year. Revisions to the relevant service periods of the performance obligations may result in revisions to revenue in future periods and are recognized in the period in which the change is identified. m. 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, including the membership program. We are not exposed to a significant concentration of credit risk, however, based on the age of the receivables, our historical experience and other factors and assumptions we believe to be customary and reasonable, we do record an allowance for doubtful accounts. As of January 1, 2023, and January 2, 2022, we have recorded an allowance for doubtful accounts of $4.1 million and $13.8 million, respectively. The allowance for doubtful accounts is primarily comprised of estimated defaults under our membership plans and season passes with payment plans. n. Derivative Instruments and Hedging Activities We recognize all derivatives as either assets or liabilities in the consolidated balance sheet and measure those instruments at fair value. If certain conditions are met, a derivative may be specifically designated as a hedge for accounting purposes. The accounting for changes in the fair value of a derivative (e.g., gains and losses) depends on the intended use of the derivative and the resulting designation. We formally document all relationships between hedging instruments and hedged items, as well as our risk-management objective and our strategy for undertaking various hedge transactions. This process includes linking all derivatives that are designated as cash flow hedges to forecasted transactions. We also assess, both at the hedge’s inception and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items. Change in the fair value of a derivative that is effective and that is designated and qualifies as a cash-flow hedge are recorded in other comprehensive (loss) income until operations are affected by the variability in cash flows of the designated hedged item, at which point they are reclassified to interest expense. Change in fair value of a derivative that is not designated as a hedge are recorded in other expense, net in the consolidated statements of operations on a current basis. See Note 7 for a further discussion. o. Commitments and Contingencies We are involved in various lawsuits and claims that arise in the normal course of business. Amounts associated with lawsuits or claims are reserved for matters in which it is believed that losses are probable and can be reasonably estimated. In addition to matters in which it is believed that losses are probable, disclosure is also provided for matters in which the likelihood of an unfavorable outcome is at least reasonably possible but for which a reasonable estimate of loss or range of loss is not possible. Legal fees are expensed as incurred. See Note 15 for further discussion. p. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, including net operating loss and other tax carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. We have a valuation allowance of $96.0 million and $107.4 million as of January 1, 2023, and January 2, 2022, respectively, due to uncertainties related to our ability to utilize some of our deferred tax assets, primarily consisting of certain state net operating loss, foreign tax credits and other tax carryforwards, before they expire. The valuation allowance was based on our estimates of taxable income by jurisdiction in which we operate and the period over which our deferred tax assets were recoverable. We expect to generate taxable income that will allow for the utilization of all of our federal net operating loss carryforwards. Our liability for income taxes is finalized as auditable tax years pass their respective statutes of limitations in the various jurisdictions in which we are subject to tax. However, these jurisdictions may audit prior years for which the statute of limitations is closed for the purpose of making an adjustment to our taxable income in a year for which the statute of limitations has not closed. Accordingly, taxing authorities of these jurisdictions may audit prior years of the group and its predecessors for the purpose of adjusting net operating loss carryforwards to years for which the statute of limitations has not closed. We classify interest and penalties attributable to income taxes as part of income tax expense. As of January 1, 2023, and January 2, 2022, we had no accrued interest and penalties liability. Because we do not permanently reinvest foreign earnings, United States deferred income taxes have been provided on unremitted foreign earnings to the extent that such foreign earnings are expected to be taxable upon repatriation. For global intangible low taxed income ("GILTI") under the Tax Cuts and Jobs Act, we have elected to account for GILTI as a component of tax expense in the period in which we are subject to the rules (the "period cost method"). See Note 11 for further discussion. q. Earnings (Loss) Per Common Share Basic earnings (loss) per common share is computed by dividing net income (loss) attributable to Holdings’ common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per common share is computed by dividing net income attributable to Holdings’ common stockholders by the weighted average number of common shares outstanding during the period including the effect of all dilutive common stock equivalents using the treasury stock method. In periods for which there is a net loss, diluted loss per common share is equal to basic loss per common share, since the effect of including any common stock equivalents would be antidilutive. r. Stock-Based Compensation Pursuant to the Six Flags Entertainment Corporation Long-Term Incentive Plan (the "Long-Term Incentive Plan"), Holdings may grant stock options, stock appreciation rights, restricted stock, restricted stock units, unrestricted stock, deferred stock units, performance and cash-settled awards and dividend equivalents to select employees, officers, directors and consultants of Holdings and its affiliates. We recognize the fair value of each grant as compensation expense on a straight-line basis over the vesting period using the graded vesting terms of the respective grant. The fair value of stock option grants is estimated on the date of grant using the Black-Scholes option pricing valuation model. The fair value of stock, restricted stock units and restricted stock awards is the quoted market price of Holdings’ stock on the date of grant. See Note 10 for further discussion of stock-based compensation and related disclosures. s. Comprehensive Income (Loss) Comprehensive income (loss) consists of net income (loss), changes in the foreign currency translation adjustment, changes in the fair value of derivatives that are designated as hedges and changes in the net actuarial gains (losses) and amortization of prior service costs on our defined benefit retirement plan. t. Redeemable Noncontrolling Interest We record the carrying amount of our redeemable noncontrolling interests at their fair value at the date of issuance. We recognize the changes in their redemption value immediately as they occur and adjust the carrying value of these redeemable noncontrolling interests to equal the redemption value at the end of each reporting period, if greater than the redeemable noncontrolling interest carrying value. This method would view the end of the reporting period as if it were also the redemption date for the redeemable noncontrolling interests. We conduct an annual review to determine if the fair value of the redeemable units is less than the redemption amount. If the fair value of the redeemable units is less than the redemption amount, there would be a charge to earnings per share allocable to common stockholders. The redemption amount at the end of each reporting period did not exceed the fair value of the redeemable units. u. Leases We enter into various noncancelable operating and finance leases, primarily for operating rights to amusement parks, land, office space, warehouses, office equipment and machinery. We determine if an arrangement is or contains a lease at contract inception and recognize a right-of-use ("ROU") asset and lease liability at the lease commencement date. For both our operating and finance leases, the lease liability is initially and subsequently measured at the present value of the unpaid lease payments at the lease commencement date. Key estimates and judgments include how we determine (i) the discount rate used to discount the unpaid lease payments to present value, (ii) the lease term and (iii) the lease payments. We discount our unpaid lease payments using the interest rate implicit in the lease or, if that rate cannot be readily determined, its incremental borrowing rate ("IBR"). Generally, we cannot determine the interest rate implicit in the lease and therefore we use the IBR as a discount rate for our leases. The IBR reflects the rate of interest we would pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. The lease term for all of our leases includes the noncancelable period of the lease plus any additional periods covered by an option to extend the lease that are reasonably certain to be executed by us. Lease payments included in the measurement of the lease liability comprise fixed payments owed over the lease term, variable lease payments that depend on an index or rate, and the exercise price of an option to purchase the underlying asset if it is reasonably certain that we will exercise the option. The ROU asset is initially measured at cost, which comprises the initial amount of lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred, less any lease incentives received. For our operating leases, the ROU asset is subsequently measured throughout the lease term at the carrying amount of the lease liability, plus initial direct costs, and adjusted for any prepaid or accrued lease payments, less the unamortized balance of lease incentives received. Lease expense for lease payments is recognized on a straight-line basis over the term of the operating lease. Variable lease payments associated with our leases are recognized upon the occurrence of the event, activity, or circumstance in the lease agreement on which those payments are assessed. Variable lease payments for operating leases are presented as operating expense in our consolidated statements of operations in the same line item as expense arising from fixed lease payments. Property taxes and insurance paid on behalf of our lessors is included within variable lease payments. Operating lease ROU assets net of accumulated amortization are presented as "Right-of-use operating leases, net" on the consolidated balance sheets. The current portion of operating lease liabilities is presented as "Short-term operating lease liabilities" and the long-term portion is presented separately as "Long-term operating lease liabilities" on the consolidated balance sheets. Finance lease ROU assets are presented within “Property and equipment, at cost” and the related lease amortization within “Accumulated depreciation” on our consolidated balance sheets. The current portion of the finance lease liabilities is presented as “Short-term lease liabilities” and the long-term portion is presented separately as “Long-term lease liabilities” on our consolidated balance sheets. We have elected not to recognize ROU assets and lease liabilities for short-term leases that have a lease term of 12 months or less. We recognize the lease payments associated with short-term leases as an expense on a straight-line basis over the lease term. Variable lease payments associated with short-term leases are recognized and presented in the same manner as for all other leases. The ROU assets for operating leases may be periodically reduced by impairment losses. We use the long-lived assets impairment guidance to determine whether an ROU asset is impaired and if so, the amount of the impairment loss to recognize. We monitor for events or changes in circumstances that require a reassessment of one of our leases. When a reassessment results in the remeasurement of a lease liability, an adjustment is made to the carrying amount of the corresponding ROU asset unless doing so would reduce the carrying amount of the ROU asset to an amount less than zero. In that case, the amount of the adjustment that would result in a negative ROU asset balance is recorded in our consolidated statements of operations. We incurred an impairment charge of $15.1 million related to our right-of-use operating leases, net during the |
Revenue
Revenue | 12 Months Ended |
Jan. 01, 2023 | |
Revenue | |
Revenue | 3. Revenue Revenue Recognition 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 years ended January 1, 2023, January 2, 2022 and December 31, 2020, 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. Year Ended January 1, 2023 Sponsorship, Park Food, International Merchandise Agreements and (Amounts in thousands) Park Admissions and Other Accommodations Consolidated Long-term contracts $ 65,207 $ 10,266 $ 24,342 $ 99,815 Short-term contracts and other (a) 670,208 560,699 27,514 1,258,421 Total revenues $ 735,415 $ 570,965 $ 51,856 $ 1,358,236 Year Ended January 2, 2022 Sponsorship, Park Food, International Merchandise Agreements and (Amounts in thousands) Park Admissions and Other Accommodations Consolidated Long-term contracts $ 237,932 $ 28,347 $ 33,371 $ 299,650 Short-term contracts and other (a) 557,717 627,104 12,434 1,197,255 Total revenues $ 795,649 $ 655,451 $ 45,805 $ 1,496,905 Year Ended December 31, 2020 Sponsorship, Park Food, International Merchandise Agreements and (Amounts in thousands) Park Admissions and Other Accommodations Consolidated Long-term contracts $ 28,627 $ 2,431 $ 20,762 $ 51,820 Short-term contracts and other (a) 174,019 123,875 6,861 304,755 Total revenues $ 202,646 $ 126,306 $ 27,623 $ 356,575 (a) Other revenues primarily include sales of single-day tickets and short-term transactional sales for which we have the right to invoice. Long-term Contracts Our long-term contracts consist of season passes purchased by customers in the year preceding the operating season to which they relate, sponsorship contracts and international agreements with third parties. We earn season pass revenue when our customers purchase a season pass for a fixed fee, which entitles the customer to visit our parks, including certain water parks, throughout the duration of the parks’ operating season. We earn sponsorship revenue from separately-priced contracts with third parties pursuant to which we sell and advertise the third party’s products within the parks in exchange for consideration. Advertisements may include, but are not limited to, banners, signs, radio ads, association with certain events, sponsorship of rides within our parks and retail promotions. We earn international agreements revenue pursuant to arrangements in which we assist in the development and management of Six Flags-branded parks outside of North America. Within our international agreements, we have identified three distinct performance obligations as brand licensing, project services and management services. We do not consider revenue recognized for the performance obligations related to our international agreements to be significant, neither individually nor in the aggregate, to any period presented. See Note 1 for additional information on our accounting for performance obligations under these contracts. The transaction price for our long-term contracts is explicitly stated within the contracts. Our sponsorship contracts and international agreements may include estimated variable consideration such as penalties for delay in performance of contract terms, and certain volume-based discounts and rebates. We do not believe there will be significant changes to our estimates of variable consideration. Our brand licensing and management services performance agreements include royalty payments and management fees, respectively, based on gross sales from Six Flags-branded parks once opened. We have elected to apply the sales-based royalty exemption to the brand licensing performance obligation, and accordingly, do not estimate revenue attributable to the gross sales-based royalty. We have also elected to apply the direct allocation exemption to the management services performance obligation, and accordingly, do not estimate revenue attributable to the gross sales-based management fee. We recognize season pass revenue in "Park admissions" and “Park food, merchandise and other” over the estimated redemption rate, as we believe this appropriately depicts the transfer of service to our customers. We estimate the redemption rate based on historical experience and other factors and assumptions that we believe to be customary and reasonable. We review the estimated redemption rate regularly, on an ongoing basis, and revise it as necessary throughout the year. Amounts received for multi-use admissions in excess of redemptions are recognized in "Deferred revenue." We recognize sponsorship and international agreements revenue over the term of the agreements using the passage of time as a measure of complete satisfaction of the performance obligations in "Sponsorship, international agreements and accommodations." Amounts received for unsatisfied sponsorship and international agreements performance obligations are recognized in "Deferred revenue." At January 1, 2021, $77.6 million of unearned revenue associated with outstanding long-term contracts was reported in “Deferred revenue,” and $86.2 million was recognized as revenue for long-term contracts during the year ended January 2, 2022. As of January 2, 2022, the total unearned amount of revenue for remaining long-term contract performance obligations was $58.7 million. At January 3, 2022, $58.7 million of unearned revenue associated with outstanding long-term contracts was reported in "Deferred revenue," and $86.3 million was recognized as revenue for long-term contracts during the year ended January 1, 2023. As of January 1, 2023, the total unearned amount of revenue for remaining long-term contract performance obligations was $33.5 million. As of January 1, 2023, we expect to recognize estimated revenue for partially or wholly unsatisfied performance obligations on long-term contracts of approximately $43.9 million in 2023 2024 2025 2026 2027 Short-term Contracts and Other Our short-term contracts consist primarily of season passes and memberships with customers, certain sponsorship contracts and international agreements with third parties. We earn revenue from a customer’s purchase of our season pass and membership products, which entitles the customer to visit our parks, including certain water parks, throughout the duration of the parks’ operating season for a fixed fee. Some membership and season pass products include other benefits and discounts for our guests during their visits. We earn sponsorship and international agreements revenue from contracts with third parties, pursuant to which we sell and advertise the third party’s products within our parks on a short-term basis that generally coincides with our annual operating season, and pursuant to certain activities in connection with our international agreements. The transaction price for our short-term contracts is explicitly stated within the contracts. We generally recognize revenue from short-term contracts over the passage of time, with the exception of season pass and membership revenues. We estimate the redemption rate based on historical experience and other factors and assumptions we believe to be customary and reasonable. We review the estimated redemption rate regularly and on an ongoing basis and revise it as necessary throughout the year. Amounts received for multi-use admissions in excess of redemptions are recognized in "Deferred revenue." Other revenues consist primarily of revenues from single-day tickets for entrance to our parks, in-park services (such as the sale of food and beverages, merchandise, games and attractions, standalone parking sales and other services inside our parks), accommodations revenue, and other miscellaneous products and services. Due to the short-term transactional nature of such purchases, we apply the practical expedient to recognize revenue for single-day ticket sales, in-park services, accommodations, and other miscellaneous services and goods for which we have the right to invoice. Arrangements with Multiple Performance Obligations Certain contracts with customers, primarily season passes and memberships, may include bundled products with multiple performance obligations. For such arrangements, we allocate revenue to each performance obligation based on its relative standalone selling price. We generally determine standalone selling prices based on the observable retail prices charged to customers and use residual for any products not sold on a stand-alone basis. We generally expense (i) sales commissions when incurred, and (ii) certain costs to obtain a contract where the amortization period would have been one year or less. These costs are recognized in "Selling, general and administrative expenses." We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less or (ii) contracts for which we recognize revenue at the amount for which we have the right to invoice for services performed. For certain of our contracts that have an original expected length of one year or less, we use the practical expedient applicable to such contracts and do not consider the time value of money. Practical Expedients and Exemptions We generally expense (i) sales commissions when incurred, and (ii) certain costs to obtain a contract where the amortization period would have been one year or less. These costs are recorded within Selling, general and administrative expenses. We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount for which we have the right to invoice for services performed. For certain of our contracts that have an original expected length of one year or less, we use the practical expedient applicable to such contracts and do not consider the time value of money. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Jan. 01, 2023 | |
Property and Equipment | |
Property and Equipment | 4. Property and Equipment As of January 1, 2023, and January 2, 2022, property and equipment was classified as follows: Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 Land $ 219,453 $ 219,453 Land improvements 315,140 300,756 Buildings and improvements 342,258 328,251 Rides and attractions 1,305,781 1,238,671 Equipment and other 409,853 414,698 Property and equipment, at cost 2,592,485 2,501,829 Accumulated depreciation (1,350,739) (1,250,902) Property and equipment, net $ 1,241,746 $ 1,250,927 As of January 1, 2023, it was determined that the carrying value of our assets at Six Flags Hurricane Harbor Splashtown may not be recoverable. An impairment loss of $16.9 million was recognized with approximately $1.8 million attributable to “Property and equipment” and the remainder to “Right of use operating assets, net”. Depreciation expense related to fixed assets totaled $116.4 million, $114.4 million and $119.2 million for the years ended January, 1, 2023, January 2, 2022 and December 31, 2020, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Jan. 01, 2023 | |
Goodwill and Intangible Assets | |
Goodwill and Intangible Assets | 5. Goodwill and Intangible Assets For the year ended January 1, 2023, we performed a qualitative analysis of our goodwill and indefinite-lived intangible assets and noted no indicators of impairment. As of each of January 1, 2023, and January 2, 2022, the carrying amount of goodwill was $659.6 million. As of January 1, 2023, and January 2, 2022, intangible assets, net consisted of the following: As of January 1, 2023 Weighted-Average Remaining Gross Net Amortization Period Carrying Accumulated Carrying (Amounts in thousands, except years) (Years) Value Amortization Value Indefinite-lived intangible assets: Trade names, trademarks and other $ 344,075 $ — $ 344,075 Finite-lived intangible assets: Third party licensing rights 3.4 373 (284) 89 Total intangible assets, net $ 344,448 $ (284) $ 344,164 As of January 2, 2022 Weighted-Average Remaining Gross Net Amortization Period Carrying Accumulated Carrying (Amounts in thousands, except years) (Years) Value Amortization Value Indefinite-lived intangible assets: Trade names, trademarks and other $ 344,075 $ — $ 344,075 Finite-lived intangible assets: Third party licensing rights 5.0 373 (261) 112 Total intangible assets, net $ 344,448 $ (261) $ 344,187 Amortization expense related to finite-lived intangible assets was a nominal amount during the years ended January 1, 2023, and January 2, 2022. We recognized $1.0 million of amortization expense related to finite-lived intangible assets during the year ended December 31, 2020. We expect that amortization expense on our existing intangible assets subject to amortization for the succeeding five years and thereafter will approximate the following: (Amounts in thousands) For the year ending: 2023 $ 23 2024 23 2025 23 2026 12 2027 1 2028 and thereafter 7 $ 89 |
Noncontrolling Interests, Partn
Noncontrolling Interests, Partnerships and Joint Ventures | 12 Months Ended |
Jan. 01, 2023 | |
Noncontrolling Interests, Partnerships and Joint Ventures | |
Noncontrolling Interests, Partnerships and Joint Ventures | 6. Noncontrolling Interests, Partnerships and Joint Ventures Redeemable Noncontrolling Interests 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. The following table presents a rollforward of redeemable noncontrolling interests in the Partnership Parks: (Amounts in thousands) SFOT SFOG Total Balance at December 31, 2020 $ 242,595 $ 280,781 $ 523,376 Fresh start accounting fair market value adjustment for purchased units (126) (68) (194) Purchases of redeemable units (603) (512) (1,115) Change in redemption value of partnership units — — — Net income attributable to noncontrolling interests 20,866 20,900 41,766 Distributions to noncontrolling interests (20,866) (20,900) (41,766) Balance at January 2, 2022 241,866 280,201 522,067 Fresh start accounting fair market value adjustment for purchased units (116) — (116) Purchases of redeemable units (556) — (556) Net income attributable to noncontrolling interests 22,283 22,368 44,651 Distributions to noncontrolling interests (22,283) (22,368) (44,651) Balance at January 1, 2023 $ 241,194 $ 280,201 $ 521,395 See Note 15 for a description of the partnership arrangements applicable to the Partnership Parks, the accounts of which are included in the accompanying consolidated financial statements. As of January 1, 2023, the redemption value of the noncontrolling partnership units in SFOT and SFOG equaled the carrying values. |
Derivative Financial Instrument
Derivative Financial Instruments | 12 Months Ended |
Jan. 01, 2023 | |
Derivative Financial Instruments | |
Derivative Financial Instruments | 7. Derivative Financial Instruments We hold interest rate swap agreements that mitigate the risk of an increase in the LIBOR rate in effect on the Second Amended and Restated Term Loan B. We enter into derivative contracts for risk management purposes only and do not utilize derivative instruments for trading or speculative purposes. In June 2019, we entered into the June 2019 Swap Agreements with an aggregate notional amount of $300.0 million to mitigate the risk of an increase in the LIBOR interest rate on the Second Amended and Restated Term Loan B. The term of the June 2019 Swap Agreements began in June 2019 and expires in June 2023. Upon execution, we designated and documented the June 2019 Swap Agreements as cash flow hedges. The June 2019 Swap Agreements serve as economic hedges and provide protection against rising interest rates. In August 2019, we entered into the August 2019 Swap Agreements with an aggregate notional amount of $400.0 million to mitigate the risk of an increase in the LIBOR interest rate in effect on the Second Amended and Restated Term Loan B. The term of the August 2019 Swap Agreements began in August 2019 and expires in August 2024. Upon execution, we designated and documented the August 2019 Swap Agreements as cash flow hedges. The August 2019 Swap Agreements serve as economic hedges and provide protection against rising interest rates. In March 2020, we executed a strategy commonly known as a “blend and extend” on $100.0 million of the June 2019 Swap Agreements that extended the length of one of the June 2019 Swap Agreements through April 2026. We extended the existing pay-fixed swap rate over a longer period than its original term at a lower interest rate, while maintaining the same overall value of the swap. The remaining $200.0 million of the June 2019 Swap Agreements did not change. On April 22, 2020, we repaid $315.0 million of the Second Amended and Restated Term Loan B. In conjunction, the June 2019 Swap Agreements and the Modified June 2019 Swap Agreement were de-designated, since the hedged interest was no longer probable of occurring due to the repayment of the debt. As a result, $14.9 million was reclassified from accumulated other comprehensive loss to interest expense in the consolidated statement of operations. Consistent with company policy, we hold and issue derivative instruments for risk management purposes only and do not utilize derivative instruments for trading or speculative purposes. Accordingly, in April 2020 we entered into $300.0 million of notional amount counter-agreements (the “April 2020 Counter-agreements”) designed to economically offset the impact of the de-designated swap agreements with expiration dates in June 2023 and April 2026. 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 until the maturity of the Second Amended and Restated Term Loan B. By utilizing a derivative instrument to hedge our exposure to LIBOR rate changes, we are exposed to credit risk and market risk. Credit risk is the failure of the counterparty to perform under the terms of the derivative contract. To mitigate this risk, hedging instruments are placed with counterparties that we believe pose minimal credit risk. Market risk is the adverse effect on the value of a financial instrument that results from a change in interest rates, commodity prices or currency exchange rates. We manage the market risk associated with derivative instruments by establishing and monitoring parameters that limit the types and degree of market risk that we may undertake. We hold and issue derivative instruments for risk management purposes only and do not utilize derivatives for trading or speculative purposes. We record derivative instruments at fair value on our consolidated balance sheets. When in qualifying relationships, the gains and losses on cash flow designated derivatives are deferred in accumulated other comprehensive loss (“AOCL”) and are reclassified to interest expense when the forecasted transaction takes place. The fair value of derivatives that are not designated as hedging instruments are recorded directly to “interest expense”. 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 deposits and other assets and other long-term liabilities, respectively. 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 “Deposits and other assets” and “Other long-term liabilities,” respectively. Derivative assets recorded at fair value in our consolidated balance sheets as of January 1, 2023 and January 2, 2022, respectively, consisted of the following: Derivative Assets (Amounts in thousands) January 1, 2023 January 2, 2022 Derivatives Not Designated as Hedging Instruments Interest rate swap agreements - other current assets 6,135 — Interest rate swap agreements - other non-current assets 4,446 — $ 10,581 $ — Derivative liabilities recorded at fair value in our consolidated balance sheets as of January 1, 2023 and January 2, 2022, respectively, consisted of the following: Derivative Liabilities (Amounts in thousands) January 1, 2023 January 2, 2022 Derivatives Designated as Cash Flow Hedges Interest rate swap agreements — other accrued liabilities $ — $ (3,986) Interest rate swap agreements — other long-term liabilities — (1,046) Derivatives Not Designated as Hedging Instruments Interest rate swap agreements - other accrued liabilities (8,476) (4,012) Interest rate swap agreements - other long-term liabilities (6,224) (4,581) $ (14,700) $ (13,625) Losses before taxes on derivatives not designated as a cash flow hedge of $0.4 million were presented in “Interest expense” in the consolidated statement of operations for the year ended January 1, 2023. Gains and losses before taxes on derivatives designated as hedging instruments were presented in “Interest expense” in the consolidated statement of operations for the years ended January 1, 2023, January 2, 2022 and December 31, 2020 were as follows: Gain (Loss) Loss (Gain) Reclassified from Recognized in AOCL AOCL into Operations (Amounts in thousands) January 1, 2023 January 2, 2022 December 31, 2020 January 1, 2023 January 2, 2022 December 31, 2020 Interest Rate Swap Agreements $ 11,540 $ 6,299 $ (33,902) $ 1,218 $ (5,535) $ (3,685) Total $ 11,540 $ 6,299 $ (33,902) $ 1,218 $ (5,535) $ (3,685) As of January 1, 2023, we expect to reclassify net gains of $3.2 million, currently recorded in AOCL, into “Interest expense, net” within the next twelve months. |
Long-Term Indebtedness
Long-Term Indebtedness | 12 Months Ended |
Jan. 01, 2023 | |
Long-Term Indebtedness | |
Long-Term Indebtedness | 8. Long-Term Indebtedness Credit Facility As part of our ongoing operations, we periodically refinance our existing credit facility. As of January 1, 2023, our credit facility consisted of a $350.0 million revolving credit loan facility (the “Second Amended and Restated Revolving Loan”) and a $479.0 million Tranche B Term Loan facility (the “Second Amended and Restated Term Loan B”) pursuant to the amended and restated credit facility that we entered into in 2019 (the “Second Amended and Restated Credit Facility”). Our prior credit facility (as previously amended as described below, the “2015 Credit Facility”) consisted of a $250.0 million revolving credit loan facility (the “2015 Revolving Loan”) and a $700.0 million Tranche B Term Loan (the “2015 Term Loan B”) and was amended and restated in conjunction with the Second Amended and Restated Credit Facility. On April 8, 2020, we increased the Second Amended and Restated Revolving Loan by $131.0 million from $350.0 million to $481.0 million. On April 15, 2020, we amended the Second Amended and Restated Credit Facility substantially concurrently with the closing of the $725.0 million 2025 Notes discussed below to, among other things, (i) permit the issuance of the 2025 Notes, including specifically, permitting the 2025 Notes to mature inside the Second Amended and Restated Term Loan B, (ii) suspend the testing of the senior secured leverage ratio financial maintenance covenant in the Second Amended and Restated Credit Facility through the end of 2020, (iii) re-establish the financial maintenance covenant thereafter (provided that for the first, second, and third quarters in 2021 that such covenant is tested, we will be permitted to use the quarterly Borrower Consolidated Adjusted EBITDA (as defined in the Second Amended and Restated Credit Facility) from the second, third and fourth quarters of 2019 in lieu of the actual Borrower Consolidated Adjusted EBITDA for the corresponding quarters of 2020) and (iv) add a minimum liquidity covenant that will apply from the date of the Credit Agreement Amendment through December 31, 2021. The Credit Agreement Amendment became effective on April 22, 2020, after giving effect to the repayment of a portion of the Second Amended and Restated Term Loan B with a portion of the proceeds from the 2025 Notes. On April 22, 2020, SFTP completed the private sale of $725.0 million in aggregate principal amount of 7.00% senior secured notes due 2025 (discussed below). The net proceeds from this offering were used to repay the outstanding balance of the Second Amended and Restated Revolving Loan and $315.0 million of the Second Amended and Restated Term Loan B and for general corporate and working capital purposes, including expenses relating to the offering. We recognized a loss on debt extinguishment of $5.1 million related to the transaction. On August 26, 2020, we amended the Second Amended and Restated Credit Facility which, among other things, (i) extended the previously effectuated suspension of the senior secured leverage ratio financial maintenance covenant in the Second Amended and Restated Credit Facility through the end of 2021, (ii) re-established the senior secured leverage ratio financial maintenance covenant thereafter (provided that for each quarter in 2022 (other than the fourth quarter) that the financial maintenance covenant is tested, SFTP will be permitted to use its quarterly Borrower Consolidated Adjusted EBITDA (as defined in the Credit Agreement governing the Second Amended and Restated Credit Facility) from the second, third, and fourth quarters of 2019 in lieu of the actual Borrower Consolidated Adjusted EBITDA for the corresponding quarters of 2021), (iii) reduced the commitment fee on the revolving credit facility, and (iv) extended the minimum liquidity covenant that will apply through December 31, 2022. The extension of the modifications to the financial covenant and other provisions in the Second Amended and Restated Credit Facility pursuant to this amendment will be in effect from the date of the amendment until the earlier of the delivery of the compliance certificate for the fourth quarter of 2022 and the date on which SFTP, in its sole discretion, elects to calculate its compliance with the financial maintenance covenant by using its actual Borrower Consolidated Adjusted EBITDA instead of the 2019 figures as outlined above. In addition, the incremental $131.0 million revolving credit commitments to the Second Amended and Restated Revolving Loan were extended by one year to December 31, 2022. On May 18, 2022, we reduced and terminated the Series B replacement Revolving Commitments by $131.0 million, which reduced the Second Amended and Restated Revolving Loan capacity to $350.0 million from $481.0 million. As of January 1, 2023, we had $100.0 million outstanding under the Second Amended and Restated Revolving Loan (excluding amounts reserved for letters of credit in the amount of $21.0 million). As of January 2, 2022, no amounts were outstanding under the Second Amended and Restated Revolving Loan (excluding amounts reserved for letters of credit in the amount of $20.2 million). Interest on the Second Amended and Restated Revolving Loan accrues at an annual rate of LIBOR plus an applicable margin with an unused commitment fee based on our senior secured leverage ratio. As of January 1, 2023, the Second Amended and Restated Revolving Loan unused commitment fee was 0.625%. The Second Amended and Restated Revolving Loan will mature on April 17, 2024. As of January 1, 2023 and January 2, 2022, $479.0 million was outstanding under the Second Amended and Restated Term Loan B. Interest on the Second Amended and Restated Term Loan B accrues at an annual rate of LIBOR plus an applicable margin, based on our consolidated leverage ratio. As of January 1, 2023 and January 2, 2022, the applicable interest rate on the Second Amended and Restated Term Loan B was 6.14% and 3.00%, respectively. The Second Amended and Restated Term Loan B will mature on April 17, 2026. The Second Amended and Restated Credit Facility is guaranteed by Holdings, Six Flags Operations Inc. ("SFO") and certain of the domestic subsidiaries of SFTP (collectively, the "Loan Parties"). The Second Amended and Restated Credit Facility is secured by a first priority security interest in substantially all of the assets of the Loan Parties. The Second Amended and Restated Credit Facility agreement contains certain representations, warranties, affirmative covenants and financial covenants (specifically, a maximum senior secured net leverage maintenance covenant). In addition, the Second Amended and Restated Credit Facility agreement contains restrictive covenants that, subject to certain exceptions, limit or restrict, among other things, the incurrence of indebtedness and liens, fundamental changes, restricted payments, capital expenditures, investments, prepayments of certain indebtedness, transactions with affiliates, changes in fiscal periods, modifications of certain documents, activities of the Company and SFO and hedging agreements, subject, in each case, to certain carve-outs. 2024 Notes, 2024 Notes Add-ons, 2025 Notes and 2027 Notes On June 16, 2016, Holdings issued $300.0 million of 4.875% senior unsecured notes due July 31, 2024 (the "2024 Notes"). We capitalized $4.7 million of debt issuance costs directly associated with the issuance of the 2024 Notes. We used approximately $150.0 million of the proceeds from the issuance of the 2024 Notes to reduce our borrowings under the 2015 Term Loan B. We used the remaining net proceeds of the sale of the 2024 Notes for general corporate and working capital purposes, which primarily included repurchases of Holdings common stock. On April 13, 2017, Holdings issued an additional $700.0 million of 4.875% Senior Notes due July 31, 2024 (the "2024 Notes Add-on"). We capitalized $3.9 million of debt issuance costs directly associated with the issuance of the 2024 Notes Add-on. Interest payments of $24.4 million for the 2024 Notes and the 2024 Notes Add-on are due semi-annually on January 31 and July 31 of each year. On April 13, 2017, Holdings issued $500.0 million of 5.50% Senior Notes due April 15, 2027 (the "2027 Notes"). We capitalized $2.6 million of debt issuance costs directly associated with the issuance of the 2027 Notes. Interest payments of $13.8 million are due semi-annually on April 15 and October 15 of each year. During March of 2020, we prepaid $50.5 million of the outstanding 2024 Notes principal, reducing the outstanding amount to $949.5 million. We recognized a loss on debt extinguishment of $1.0 million. Interest payments of $23.1 million for the 2024 Notes and the 2024 Notes Add-on are due semi-annually on January 31 and July 31 of each year. On April 22, 2020, SFTP completed the private sale of $725.0 million in aggregate principal amount of 7.00% senior secured notes due 2025 (the “2025 Notes”). The net proceeds from this offering were used to repay the outstanding balance of the Second Amended and Restated Revolving Loan and $315.0 million of the Second Amended and Restated Term Loan B and for general corporate and working capital purposes, including expenses relating to the offering. Interest payments of $25.4 million are due semi-annually on January 1 and July 1 of each year, with the exception of January 1, 2021, which included the interest from April 22, 2020 through July 1, 2020 and totaled $35.1 million. On July 1, 2022, the Company redeemed $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. We incurred a $17.5 million loss on debt extinguishment containing $12.6 million for the premium paid above par and $5.0 million related to the write-off of deferred financing costs related to the transaction. The 2024 Notes, the 2024 Notes Add-on, 2025 Notes and the 2027 Notes are guaranteed by the Loan Parties. The 2024 Notes, the 2024 Notes Add-on, 2025 Notes and the 2027 Notes contain restrictive covenants that, subject to certain exceptions, limit or restrict, among other things, the ability of the Loan Parties to incur additional indebtedness, create liens, engage in mergers, consolidations and other fundamental changes, make investments, engage in transactions with affiliates, pay dividends and repurchase capital stock. The 2024 Notes, the 2024 Notes Add-on, 2025 Notes and the 2027 Notes contain certain events of default, including payment defaults, breaches of covenants and representations, cross defaults to other material indebtedness, judgment, and changes of control and bankruptcy events of default. Covenant Compliance The Credit Agreement contains a number of customary negative covenants. Subject to certain exceptions, these covenants restrict our ability to, among other things, incur additional indebtedness, incur liens, make investments, sell assets, pay dividends, make capital expenditures, repurchase stock or engage in transactions with affiliates. The Credit Agreement also requires that as of the end of each fiscal quarter our senior secured leverage ratio, which is the ratio of our Senior Secured Debt to our Borrower Consolidated Adjusted EBITDA for the preceding four fiscal quarters, not exceed 4.25 to 1.0 (as each such term is defined in the Credit Agreement). The maximum senior secured leverage ratio will step down to 4.0 to 1.0 beginning with the first fiscal quarter end of 2023, and then down to 3.75 to 1.0 from the third fiscal quarter of 2023. In 2020, we entered into amendments to the Credit Agreement which, among other things, allowed us to use our Borrower Consolidated Adjusted EBITDA from 2019 rather than actual Borrower Consolidated Adjusted EBITDA for the corresponding quarters in 2021 when testing of our senior secured leverage ratio throughout 2022. In connection with these amendments, we agreed to various restrictions, including the suspension of dividend payments on Holdings common stock and stock repurchases, a prohibition from prepaying debt, and a requirement that we maintain minimum liquidity (defined as unrestricted cash and cash equivalents and available commitments under the Second Amended and Restated Revolving Loan) of at least $150 million for a specified period. The restriction on prepaying debt and the minimum liquidity requirement end on the earlier of December 31, 2022 or such time that we demonstrates compliance with our senior secured leverage ratio using actual results. On May 18, 2022, we reduced and terminated the Series B replacement Revolving Commitments by $131.0 million, which reduced the Second Amended and Restated Revolving Loan capacity to $350.0 million from $481.0 million and began testing our senior secured leverage ratio using actual results. The termination of the additional capacity and testing with actual results eliminated the minimum liquidity requirement and ended various restrictions on dividend payments of Holdings’ common stock and stock repurchases and our prohibition from repaying debt. Total Indebtedness Summary As of January 1, 2023 and January 2, 2022, total long-term debt consisted of the following: As of (Amounts in thousands) January 1, 2023 January 2, 2022 Second Amended and Restated Term Loan B $ 479,000 $ 479,000 Second Amended and Restated Revolving Loan 100,000 — 2024 Notes 949,490 949,490 2025 Notes 365,000 725,000 2027 Notes 500,000 500,000 Net discount (2,138) (3,249) Deferred financing costs (10,821) (20,717) Total debt $ 2,380,531 $ 2,629,524 Less short-term borrowings 100,000 — Total long-term debt $ 2,280,531 $ 2,629,524 As of January 1, 2023, annual maturities of long-term debt, assuming no acceleration of maturities, were as follows: (Amounts in thousands) For the year ending: 2023 $ — 2024 1,049,490 2025 365,000 2026 479,000 2027 500,000 2028 and thereafter — $ 2,393,490 Fair-Value of Long-Term Indebtedness As of January 1, 2023, and January 2, 2022, the fair value of our long-term debt was $2,284.3 million and $2,703.5 million, respectively. The measurement of the fair value of long-term debt is based on market prices that are generally observable for similar liabilities at commonly quoted intervals and is considered a Level 2 fair value measurement. |
Selling, General and Administra
Selling, General and Administrative Expenses | 12 Months Ended |
Jan. 01, 2023 | |
Selling, General and Administrative Expenses | |
Selling, General and Administrative Expenses | 9. Selling, General and Administrative Expenses Selling, general and administrative expenses comprised the following for the years ended January 1, 2023, January 2, 2022 and December 31, 2020: Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 December 31, 2020 Park $ 106,077 $ 117,830 $ 80,027 Corporate 56,081 93,551 67,268 Total selling, general and administrative expenses $ 162,158 $ 211,381 $ 147,295 |
Stock Benefit Plans
Stock Benefit Plans | 12 Months Ended |
Jan. 01, 2023 | |
Stock Benefit Plans | |
Stock Benefit Plans | 10. Stock Benefit Plans Pursuant to the Long-Term Incentive Plan, Holdings may grant stock options, stock appreciation rights, restricted stock, restricted stock units, unrestricted stock, deferred stock units, performance and cash-settled awards and dividend equivalents to select employees, officers, directors and consultants of Holdings and its affiliates. The Company has reserved 19.3 million shares of common stock for issuance under Long-Term Incentive Plan, of which approximately 5.6 million are available for future issuance as of January 1, 2023. During the years ended January 1, 2023, January 2, 2022 and December 31, 2020, we recognized stock-based compensation expense related to the Long-Term Incentive Plan of $7.7 million, $21.1 million and $19.1 million, respectively, included in selling, general and administrative expense. As of January 1, 2023, options to purchase approximately 1,684,000 shares of common stock of Holdings, approximately 957,000 shares of restricted stock or restricted stock units and approximately 595,000 shares of performance stock units Stock Options Stock options granted under the Long-Term Incentive Plan are designated as either incentive stock options or non-qualified stock options. Stock options are generally granted with an exercise price equal to the fair market value of the common stock of Holdings on the date of grant. While certain stock options are subject to acceleration in connection with a change in control, stock options are generally cumulatively exercisable in four The estimated fair value of our stock options granted was calculated using the Black-Scholes option pricing valuation model. This model takes into account several factors and assumptions. The risk-free interest rate is based on the yield on United States Treasury zero-coupon issues with a remaining term equal to the expected term assumption at the time of grant. We have sufficient historical data to develop an expected term assumption and we calculated the expected term using a mid-point scenario with a one-year grant date filter to exclude grants for which vesting could not have yet occurred. Expected volatility is based three one No stock options were granted during the years ended January 1, 2023, and January 2, 2022. The following weighted-average assumptions were utilized in the Black-Scholes model to value the stock options granted during the year ended December 31, 2020: December 31, 2020 CEO Employees Risk-free interest rate — % 1.60 % Expected life (in years) — 3.67 Expected volatility — % 28.38 % Expected dividend yield — % 7.18 % The following table summarizes stock option activity for the year ended January 1, 2023: Weighted Avg. Weighted Avg. Exercise Price Remaining Aggregate Per Share Contractual Intrinsic Value (Amounts in thousands, expect per share and term data) Shares ($) Term ($) Balance at January 2, 2022 3,421 $ 54.25 Granted — $ — Exercised (30) $ 35.06 Canceled (1,542) $ 52.59 Forfeited (165) $ 60.20 Expired — $ — Balance at January 1, 2023 1,684 $ 55.52 4.80 $ — Vested and expected to vest at January 1, 2023 1,684 $ 55.52 4.80 $ — Options exercisable at January 1, 2023 1,551 $ 55.25 4.27 $ — The following table presents the weighted average grant date fair value per share of the options granted, the total intrinsic value of options exercised, the total fair value of options that have vested, and the total cash received from the exercise of stock options during the years ended January 1, 2023, January 2, 2022 and December 31, 2020: Year Ended (Amounts in thousands, expect per share data) January 1, 2023 January 2, 2022 December 31, 2020 Weighted average grant date fair value per share of options granted $ — $ — $ 4.85 Total intrinsic value of options exercised $ 181 $ 5,470 $ 1,275 Total fair value of vested options $ 223 $ 5,491 $ 7,369 Total cash received from the exercise of stock options $ 1,039 $ 13,209 $ 2,235 As of January 1, 2023, there was $0.1 million of unrecognized compensation expense related to option awards. The weighted-average period over which that cost is expected to be recognized is 0.64 years. Stock, Restricted Stock and Restricted Stock Units Stock, restricted stock and restricted stock units granted under the Long-Term Incentive Plan may be subject to transfer and other restrictions as determined by the compensation committee of Holdings’ Board of Directors. Generally, the unvested portion of restricted stock and restricted stock unit awards is forfeited upon termination of employment. The fair value of stock, restricted stock and restricted stock unit awards on the date of grant is expensed on a straight-line basis over the requisite service period of the graded vesting term as if the award was, in substance, multiple awards. The following table summarizes stock, restricted stock and restricted stock unit activity for the year ended January 1, 2023: Weighted Average Grant Date Fair Value Per Share (Amounts in thousands, except per share amounts Shares ($) Non-vested balance at January 2, 2022 1,340 $ 34.91 Granted 416 $ 36.10 Vested (364) $ 30.82 Forfeited (435) $ 33.66 Canceled — $ — Non-vested balance at January 1, 2023 957 $ 37.55 The following table presents the weighted average grant date fair value per share of stock awards granted, the total grant date fair value of stock awards granted, and the total fair value of stock awards that have vested during the years ended January 1, 2023, January 2, 2022, and December 31, 2020: Year Ended (Amounts in thousands, expect per share data) January 1, 2023 January 2, 2022 December 31, 2020 Weighted average grant date fair value per share of stock awards granted $ 36.10 $ 44.07 $ 18.86 Total grant date fair value of stock awards granted $ 15,009 $ 44,855 $ 29,597 Total fair value of vested stock awards $ 11,210 $ 14,681 $ 2,011 There was $17.1 million of total unrecognized stock-based compensation expense related to stock, restricted stock and restricted stock units as of January 1, 2023, that is expected to be recognized over a weighted-average period of 1.22 years. Deferred Share Units Non-employee directors can elect to receive the value of their annual cash retainer as a deferred share unit award ("DSU") under the Long-Term Incentive Plan whereby the non-employee director is granted DSUs in an amount equal to such director’s annual cash retainer divided by the closing price of Holdings’ common stock on the date of the annual stockholders meeting. Each DSU represents Holdings’ obligation to issue one share of common stock. The shares are delivered approximately thirty days following the cessation of the non-employee director’s service as a director of Holdings. DSUs generally vest consistent with the manner in which non-employee directors’ cash retainers are paid. The fair value of the DSUs on the date of grant is expensed on a straight line basis over the requisite service period. During the years ended January 1, 2023, January 2, 2022 and December 31, 2020, approximately 8,000, 7,000 and 7,000 DSUs were granted, respectively. The DSUs had a weighted-average grant date fair value of $29.70, $43.36 and $31.43 per DSU, respectively. The total grant date fair value of DSUs granted was $0.2 million for the years ended January 1, 2023, and December 31, 2020 and $0.3 million for the year ended January 2, 2022. As of January 1, 2023, there was no unrecognized compensation expense related to the outstanding DSUs. Dividend Equivalent Rights On February 8, 2012, Holdings’ Board of Directors granted dividend equivalent rights (“DERs”) to holders of unvested stock options. If and when Holdings paid quarterly cash dividends on its common stock, the DERs accrue dividends from the stock option grant date through the date of vesting of the stock option, and are distributed, in either cash or stock, upon the vesting of the stock option award. Generally, holders of stock options for fewer than 1,000 shares of stock will receive their accumulated accrued dividends in cash and holders of stock options for 1,000 shares of stock or greater will receive their accumulated accrued dividends in shares of common stock. Holdings’ Board of Directors has not granted stock options since the year ended December 31, 2019; however, many options are still outstanding from prior grants. We recorded a reversal of stock-based compensation for DER grants of $7.4 million and $0.3 million for the years ended January 1, 2023 and January 2, 2022, respectively, and stock-based compensation for DER grants of $0.3 million for the year ended December 31, 2020. All DERs issued upon stock options vesting during these periods accrued based on dividends that Holdings’ declared prior to the suspension of dividend payments in connection with the increase in the Second Amended and Restated Revolving Loan in April 2020. Performance Stock Units During the year ended January 2, 2022, performance stock units were granted to key employees that will vest upon the achievement of specified EBITDA and revenue performance goals by 2023. The aggregate payout at target achievement under these awards if the performance goals are achieved in 2023 would be 64,000 shares, but could be more or less depending on the level of achievement and timing thereof. There has been no stock-based compensation expense recorded for the performance stock units because, as of January 1, 2023, it is not deemed probable that we will achieve the specified performance targets by 2023. Based on the grant date fair value of these performance stock units as determined by the closing price of Holdings’ common stock on the date of grant, the total unrecognized compensation cost related to these performance stock units at target achievement in 2023 is $3.2 million, which will be expensed over the service period if achievement of the performance conditions becomes probable. We will continue to evaluate the probability of achieving the performance conditions going forward, and we will record the appropriate expense as necessary. No expense has been recognized as of January 1, 2023. During the year ended January 2, 2022, performance stock units were granted to the chief executive officer that will vest upon the achievement of specified EBITDA performance goals during fiscal years 2022 through 2024, employee and guest satisfaction, and ESG achievement metrics. The aggregate payout at target achievement under these awards if the performance goals are achieved by 2024 would be 50,000 shares, but could be more or less depending on the level of achievement and timing thereof. There has been no stock-based compensation expense recorded for the performance stock units because, as of January 1, 2023, it is not deemed probable that we will achieve the specified performance targets by 2024. Based on the grant date fair value of these performance stock units as determined by the closing price of Holdings’ common stock on the date of grant, the total unrecognized compensation cost related to these performance stock units at target achievement in 2024 is $2.2 million, which will be expensed over the service period if achievement of the performance conditions becomes probable. We will continue to evaluate the probability of achieving the performance conditions going forward, and we will record the appropriate expense as necessary. No expense has been recognized as of January 1, 2023. During the year ended January 1, 2023, performance stock units were granted to key employees that will vest upon the achievement of specified EBITDA performance goals by 2024. The aggregate payout at target achievement under these awards if the performance goals are achieved in 2024 would be 482,000 shares, but could be more or less depending on the level of achievement and timing thereof. There has been no stock-based compensation expense recorded for the performance stock units because, as of January 1, 2023, it is not deemed probable that we will achieve the specified performance targets by 2024. Based on the grant date fair value of these performance stock units as determined by the closing price of Holdings’ common stock on the date of grant, the total unrecognized compensation cost related to these performance stock units at target achievement in 2024 is $18.7 million, which will be expensed over the service period if achievement of the performance conditions becomes probable. We will continue to evaluate the probability of achieving the performance conditions going forward, and we will record the appropriate expense as necessary. No expense has been recognized as of January 1, 2023. Employee Stock Purchase Plan The Six Flags Entertainment Corporation Employee Stock Purchase Plan (the "ESPP") allows eligible employees to purchase Holdings’ common stock at 90% of the lower of the market value of the common stock at the beginning or end of each successive six-month offering period. Amounts accumulated through participants’ payroll deductions ("purchase rights") are used to purchase shares of common stock at the end of each purchase period. No more than 2,000,000 shares of common stock of Holdings may be issued pursuant to the ESPP. Holdings’ common stock may be issued from authorized and unissued shares, treasury shares or shares purchased on the open market. As of January 1, 2023, we had 1,487,000 shares available for purchase pursuant to the ESPP. Stock-based compensation related to purchase rights is recognized based on the intrinsic value of each respective six-month ESPP offering period. As of January 1, 2023, and January 2, 2022, no purchase rights were outstanding under the ESPP. Stock-based compensation consisted of the following amounts for the years ended January 1, 2023, January 2, 2022 and December 31, 2020. We present separately the reversal of previously recorded stock-based compensation related to the Employee Stock Purchase Plan. Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 December 31, 2020 Long-term incentive plan Options and restricted stock $ 7,549 $ 21,102 $ 19,078 Employee stock purchase plan 124 360 452 Total stock-based compensation $ 7,673 $ 21,462 $ 19,530 |
Income Taxes
Income Taxes | 12 Months Ended |
Jan. 01, 2023 | |
Income Taxes | |
Income Taxes | 11. Income Taxes The following table summarizes the domestic and foreign components of our income (loss) before income taxes for the years ended January 1, 2023, January 2, 2022 and December 31, 2020: Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 December 31, 2020 Domestic $ 168,751 $ 219,283 $ (487,594) Foreign 31,789 2,028 (35,464) Income (loss) before income taxes $ 200,539 $ 221,311 $ (523,059) The following table summarizes the components of income tax expense (benefit) for the years ended January 1, 2023, January 2, 2022 and December 31, 2020: (Amounts in thousands) Current Deferred Total 2022: U.S. federal $ (362) $ 20,691 $ 20,329 Foreign 12,943 3,745 16,688 State and local 3,741 6,202 9,943 Income tax expense $ 16,322 $ 30,638 $ 46,960 2021: U.S. federal $ 1,631 $ 33,765 $ 35,396 Foreign 1,367 (322) 1,045 State and local 7,006 6,175 13,181 Income tax expense $ 10,004 $ 39,618 $ 49,622 2020: U.S. federal $ (3,530) $ (99,976) $ (103,506) Foreign — (7,642) (7,642) State and local (3,239) (26,580) (29,819) Income tax benefit $ (6,769) $ (134,198) $ (140,967) Recorded income tax expense (benefit) differed from amounts computed by applying the U.S. federal income tax rate of 21% for the years ended January 1, 2023, January 2, 2022 and December 31, 2020 to income (loss) before income taxes as a result of the following: Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 December 31, 2020 Computed "expected" federal income tax (benefit) expense $ 42,113 $ 46,475 $ (109,842) Effect of noncontrolling interest income distribution (9,377) (8,771) (8,671) Change in valuation allowance (11,408) 1,845 (2,482) Effect of state and local income taxes, net of federal tax benefit 17,514 10,414 (14,356) Deductible compensation in excess of book 1,463 (4,341) 773 Nondeductible compensation 264 5,652 951 Effect of foreign income taxes 8,913 (1,082) (4,072) Effect of foreign tax credits (977) (94) (528) Other, net (1,546) (476) (2,740) Income tax expense (benefit) $ 46,960 $ 49,622 $ (140,967) In connection with emergence from Chapter 11 in 2010, the Company recognized cancellation of debt income ("CODI") upon discharge of its outstanding indebtedness. Under federal tax laws, after emergence from Chapter 11, the Company’s NOLs were reduced by approximately Sections 382 and 383 of the Internal Revenue Code (“IRC”) impose an annual limitation on the utilization of NOLs and other favorable Tax Attribute carryforwards. As a result of the emergence from Chapter 11, the limitation amount is the product of the value of the Company, computed under special rules that apply to a bankruptcy reorganization, and a published rate that applied for the month the Company emerged from Chapter 11. The Company’s limitation amount is approximately year to which NOLs and other Tax Attribute carryforwards that existed at emergence are carried forward. The Company has approximately Substantially all of our future taxable temporary differences (deferred tax liabilities) relate to the different financial accounting and tax depreciation methods and periods for property and equipment (20 to 25 years for financial reporting purposes and as few as 1 year for tax reporting purposes when 100% bonus depreciation is elected) and intangibles. Our net operating loss carryforwards, foreign tax credits, alternative minimum tax credits, accrued insurance expenses and deferred compensation amounts represent future income tax benefits (deferred tax assets). The following table summarizes the components of deferred income tax assets and deferred tax liabilities as of January 1, 2023, and January 2, 2022: Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 Deferred tax assets $ 222,593 $ 251,446 Less: Valuation allowance 95,983 107,391 Net deferred tax assets 126,610 144,055 Deferred tax liabilities 311,247 292,346 Net deferred tax liability $ 184,637 $ 148,291 Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 Deferred tax assets: Federal net operating loss carryforwards $ 45,463 $ 70,060 State net operating loss carryforwards 72,814 88,494 Deferred compensation 6,201 8,597 Foreign tax credits 17,786 19,005 Interest limitation carryforward 32,867 4,884 Accrued insurance, pension liability and other 47,462 60,406 Total deferred tax assets $ 222,593 $ 251,446 Deferred tax liabilities: Property and equipment $ 223,337 $ 213,676 Intangible assets and other 87,910 78,670 Total deferred tax liabilities $ 311,247 $ 292,346 As of January 1, 2023, we had approximately $0.3 billion and $5.7 billion of gross net operating loss carryforwards available for U.S. federal income tax and state income tax purposes, respectively, that expire through 2030 and 2038, respectively. Foreign tax credits of $17.8 million expire between 2023 and 2027. We have a valuation allowance of $96.0 million and $107.4 million as of January 1, 2023, and January 2, 2022, respectively, due to uncertainties related to our ability to utilize some of our deferred tax assets before they expire. We analyze our ability to use our foreign tax credits based on our most probable outcome for future foreign sourced income. Based on that analysis, we have determined it is not more likely than not that some of our foreign tax credits will not be fully utilized and have established a valuation allowance of approximately $15.9 million at January 1, 2023. The remainder of our valuation allowance at January 1, 2023 and January 2, 2022 was based on our inability to use state deferred tax assets related to NOLs that were generated in states where we no longer do business or where we have consistently not generated taxable income. The change in valuation allowance is all attributable to income from operations. Our unrecognized tax benefit as of each of January 1, 2023 and January 2, 2022 was $25.6 million. We classify interest and penalties attributable to income taxes as part of income tax expense. Due to the Company’s NOL position, we have not accrued any penalties and interest. |
Preferred Stock, Common Stock a
Preferred Stock, Common Stock and Other Stockholders' Equity | 12 Months Ended |
Jan. 01, 2023 | |
Preferred Stock, Common Stock and Other Stockholders' Equity | |
Preferred Stock, Common Stock and Other Stockholders' Equity | 12. Preferred Stock, Common Stock and Other Stockholders’ Equity Common Stock As of January 1, 2023, the number of authorized shares of common stock was 280,000,000, of which 83,178,294 shares were outstanding, 5,634,000 shares were reserved for future issuance through our Long-Term Incentive Plan, and 1,487,000 shares were reserved for future issuance through the ESPP. Pursuant to the ESPP, Holdings’ common stock may be issued from authorized and unissued shares, treasury shares or shares purchased on the open market. On March 30, 2017, Holdings announced that its Board of Directors approved a new 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 January 1, 2023, 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. During the year ended January 1, 2023, we repurchased 3,464,000 shares for an aggregate price of $96.8 million. We did not repurchase any shares during the years ended January 2, 2022, and December 31, 2020. Holdings has not paid a quarterly cash dividend since the first quarter of 2020. Preferred Stock As of January 1, 2023, the number of authorized shares of preferred stock was 5,000,000, none issued Accumulated Other Comprehensive Loss The balances for each component of accumulated other comprehensive loss are as follows: Accumulated Cumulative Other Translation Cash Flow Defined Benefit Income Comprehensive (Amounts in thousands) Adjustment Hedges Plans Taxes Loss Balance as of December 31, 2019 $ (22,184) $ (1,530) $ (49,282) $ (1,714) $ (74,710) Net current period change (5,228) (33,902) (9,345) 11,968 (36,507) Amounts reclassified from AOCL — 3,685 985 (1,165) 3,505 Effects of Adoption of ASU 2018-02 — 14,928 — (3,720) 11,208 Balance as of December 31, 2020 $ (27,412) $ (16,819) $ (57,642) $ 5,369 $ (96,504) Net current period change (4,558) 6,299 12,147 (3,766) 10,122 Amounts reclassified from AOCL — 5,535 1,402 (1,742) 5,195 Balance as of January 2, 2022 $ (31,970) $ (4,985) $ (44,093) $ (139) $ (81,187) Net current period change (1,175) 11,540 3,817 (3,947) 10,235 Amounts reclassified from AOCL — (1,218) 891 84 (243) Balances at January 1, 2023 $ (33,145) $ 5,337 $ (39,385) $ (4,002) $ (71,195) The Company had the following reclassifications out of accumulated other comprehensive loss during the years ended January 1, 2023, January 2, 2022 and December 31, 2020: Amount of Reclassification from AOCL Year Ended Component of AOCL Location of Reclassification into Income January 1, 2023 January 2, 2022 December 31, 2020 Amortization of loss on interest rate hedge Interest expense $ (1,218) $ 5,535 $ 3,685 Income tax benefit 306 (1,390) (917) Net of tax $ (912) $ 4,145 $ 2,768 Amortization of deferred actuarial loss and prior service cost Operating expenses $ 891 $ 1,402 $ 985 Income tax expense (222) (352) (248) Net of tax $ 669 $ 1,050 $ 737 Total reclassifications $ (243) $ 5,195 $ 3,505 |
Pension Benefits
Pension Benefits | 12 Months Ended |
Jan. 01, 2023 | |
Pension Benefits | |
Pension Benefits | 13. Pension Benefits As part of the acquisition of Former SFEC, we assumed the obligations related to the SFTP Defined Benefit Plan (the "SFTP Benefit Plan"). The SFTP Benefit Plan covered substantially all of SFTP’s employees. During 1999, the SFTP Benefit Plan was amended to cover substantially all of our domestic full-time employees. During 2004, the SFTP Benefit Plan was further amended to cover certain seasonal workers, retroactive to January 1, 2003. The SFTP Benefit Plan permits normal retirement at age 65, with early retirement at ages 55 through 64 upon attainment of 10 years of credited service. The early retirement benefit is reduced for benefits commencing before age 62. Plan benefits are calculated according to a benefit formula based on age, average compensation over the highest consecutive five-year period during the employee’s last ten years of employment and years of service. The SFTP Benefit Plan assets are invested primarily in equity and fixed income securities, as well as alternative investments, such as hedge funds. The SFTP Benefit Plan does not have significant liabilities other than benefit obligations. Under our funding policy, contributions to the SFTP Benefit Plan are determined using the projected unit credit cost method. This funding policy meets the requirements under the Employee Retirement Income Security Act of 1974 (“ERISA”). We froze the SFTP Benefit Plan effective March 31, 2006, and as of February 16, 2009, participants in the plan no longer earned future benefits. Obligations and Funded Status The following table sets forth the change in our benefit plan obligation and fair value of plan assets as of January 1, 2023, January 2, 2022 and December 31, 2020: Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 December 31, 2020 Change in benefit obligation: Beginning balance $ 218,150 $ 237,126 $ 221,458 Interest cost 5,518 5,119 6,431 Actuarial (gain) loss (49,740) (14,628) 18,243 Benefits paid (10,667) (9,467) (9,006) Benefit obligation at end of period $ 163,261 $ 218,150 $ 237,126 Change in fair value of plan assets: Beginning balance $ 217,997 $ 218,773 $ 205,463 Actual return on assets (33,721) 9,871 21,987 Employer contributions — — 1,500 Benefits paid (1,165) (9,467) (9,006) Administrative fees (10,667) (1,180) (1,171) Fair value of plan assets at end of period $ 172,444 $ 217,997 $ 218,773 Employer contributions and benefits paid in the above table include only those amounts contributed directly to, or paid directly from, plan assets. As of January 1, 2023, and January 2, 2022, the SFTP Benefit Plan’s projected benefit obligation exceeded the fair value of SFTP Benefit Plan assets resulting in the SFTP Benefit Plan being overfunded by $9.2 million and underfunded by $0.2 million, respectively. The overfunded / underfunded amount is recognized in deposits and other assets or other long-term liabilities in our consolidated balance sheets, respectively. Other net periodic pension benefit is separately disclosed within the consolidated statement of operations. We use December 31 as our measurement date. The weighted average assumptions used to determine benefit obligations are as follows: Year Ended January 1, 2023 January 2, 2022 Discount rate 4.95 % 2.60 % Rate of compensation increase N/A N/A Net periodic benefit cost and other comprehensive income (loss) The following table sets forth the components of net periodic benefit cost and other comprehensive income (loss): Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 December 31, 2020 Net periodic benefit cost: Service cost $ 1,200 $ 1,100 $ 1,200 Interest cost 5,518 5,119 6,431 Expected return on plan assets (12,237) (12,272) (13,119) Amortization of net actuarial loss 891 1,402 985 Total net periodic benefit $ (4,628) $ (4,651) $ (4,503) Other comprehensive income: Current year actuarial gain $ 3,817 $ 12,147 $ (9,345) Recognized net actuarial loss 891 1,402 985 Total other comprehensive gain $ 4,708 $ 13,549 $ (8,360) As of January 1, 2023, and January 2, 2022, we have recorded $39.4 million (net of tax of $9.2 million) and $48.6 million (net of tax of $8.1 million), respectively, in accumulated other comprehensive loss in our consolidated balance sheets. We anticipate that $0.9 million will be amortized from accumulated other comprehensive loss into net periodic benefit cost in 2023. The weighted average assumptions used to determine net costs are as follows: Year Ended January 1, 2023 January 2, 2022 December 31, 2020 Discount rate 2.60 % 2.20 % 3.00 % Rate of compensation increase N/A N/A N/A Expected return on plan assets 5.75 % 5.75 % 6.50 % Corridor 10.00 % 10.00 % 10.00 % Average future life expectancy (in years) 24.17 24.77 25.70 The discount rate assumption was developed based on high-quality corporate bond yields as of the measurement date. High quality corporate bond yield indices on over 500 AA high grade bonds are considered when selecting the discount rate. The return on plan assets assumption was developed based on consideration of historical market returns, current market conditions, and the SFTP Benefit Plan’s past experience. Estimates of future market returns by asset category are reflective of actual long-term historical returns. Overall, it was projected that the SFTP Benefit Plan could achieve a 5.75% net return over time based on a consistent application of the existing asset allocation strategy and a continuation of the SFTP Benefit Plan’s policy of monitoring manager performance. Description of Investment Committee and Strategy The Investment Committee is responsible for managing the investment of SFTP Benefit Plan assets and ensuring that the SFTP Benefit Plan’s investment program is in compliance with all provisions of ERISA, other relevant legislation, related SFTP Benefit Plan documents and the Statement of Investment Policy. The Investment Committee has retained several mutual funds, commingled funds and/or investment managers to manage SFTP Benefit Plan assets and implement the investment process. The investment managers, in implementing their investment processes, have the authority and responsibility to select appropriate investments in the asset classes specified by the terms of the applicable prospectus or other investment manager agreements with the SFTP Benefit Plan. The primary financial objective of the SFTP Benefit Plan is to secure participant retirement benefits. To achieve this, the key objective in the SFTP Benefit Plan’s financial management is to promote stability and, to the extent appropriate, growth in funded status. Other related and supporting financial objectives are also considered in conjunction with a comprehensive review of current and projected SFTP Benefit Plan financial requirements. The assets of the fund are invested to achieve the greatest reward for the SFTP Benefit Plan consistent with a prudent level of risk. The asset return objective is to achieve, as a minimum over time, the passively managed return earned by market index funds, weighted in the proportions outlined by the asset class exposures in the SFTP Benefit Plan’s long-term target asset allocation. The SFTP Benefit Plan’s portfolio may be allocated across several hedge fund styles and strategies. Plan Assets The target allocations for plan assets are 92% fixed income securities, 3% international equity securities and 5% alternative investments. Equity securities primarily include investments in large-cap companies located in the United States and abroad. Fixed income securities include bonds and debentures issued by domestic and foreign private and governmental issuers. Alternative investments are comprised of hedge fund of funds. The following table presents the categories of our plan assets and the related levels of inputs in the fair value hierarchy used to determine the fair value, as defined in Note 2(c): Fair Value Measurements as of January 1, 2023 Quoted Prices in Significant Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs (Amounts in thousands) Total (Level 1) (Level 2) (Level 3) ASSET CATEGORY: Equity Securities: International Equity (a) $ 8,415 $ 8,415 $ — $ — Fixed Income: Long Duration Fixed Income (b) 159,158 159,158 — — Alternatives: Other Investments (c) 4,871 — — — Fair Value of Plan Assets $ 172,444 $ 167,573 $ — $ — Fair Value Measurements as of January 2, 2022 Quoted Prices in Significant Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs (Amounts in thousands) Total (Level 1) (Level 2) (Level 3) ASSET CATEGORY: Equity Securities: International Equity (a) $ 16,747 $ 16,747 $ — $ — Fixed Income: Long Duration Fixed Income (b) 164,200 164,200 — — Alternatives: Other Investments (c) 37,050 — — — Fair Value of Plan Assets $ 217,997 $ 180,947 $ — $ — (a) This category consists of mutual funds invested primarily in equity securities (common stocks, securities that are convertible into common stocks, preferred stocks, warrants and rights to subscribe to common stocks) of non-U.S. issuers purchased in foreign markets. The mutual funds are actively traded on U.S. or foreign registered exchanges, or the over-the-counter markets. (b) The assets are comprised of U.S. Treasury Separate Trading of Registered Interest and Principal of Securities ("U.S. Treasury STRIPS") and mutual funds which are actively traded on the registered exchanges. The mutual funds are invested primarily in high quality government and corporate fixed income securities, as well as synthetic instruments or derivatives having economic characteristics similar to fixed income securities. (c) Common/collective trust investments that are measured at fair value using the net asset value per share practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the total fair value of plan assets. The Company has participant redemptions restricted to the last business day of the quarter, with either a 65 or 90 day period redemption notice. Expected Cash Flows We do not plan to make any contributions to plan trusts in 2023. The following table summarizes expected future benefit payments: (Amounts in thousands) Expected benefit payments: 2023 $ 10,685 2024 11,019 2025 11,274 2026 11,430 2027 11,615 2028 through 2032 58,265 Total expected benefit payments $ 114,288 |
Earnings (Loss) Per Share of Co
Earnings (Loss) Per Share of Common Stock | 12 Months Ended |
Jan. 01, 2023 | |
Earnings (Loss) Per Common Share | |
Earnings (Loss) Per Share of Common Stock | 14. Earnings (Loss) Per Share of Common Stock For the years ended January 1, 2023, and January 2, 2022, the computation of diluted earnings per common share included the effect of 0.3 million and 0.9 million dilutive stock options and restricted stock units, respectively. For the years ended January 1, 2023, January 2, 2022 and December 31, 2020, the computation of diluted earnings (loss) per share of common stock excluded the effect of 2.5 million, 3.4 million and 6.3 million antidilutive stock options and restricted stock units, respectively. Earnings (loss) per common share for the years ended January 1, 2023, January 2, 2022 and December 31, 2020 was calculated as follows: For The Year Ended (Amounts in thousands, except per share amounts) January 1, 2023 January 2, 2022 December 31, 2020 Net income (loss) attributable to Six Flags Entertainment Corporation common stockholders $ 108,928 $ 129,923 $ (423,380) Weighted-average common shares outstanding—basic 84,366 85,708 84,800 Effect of dilutive stock options and restricted stock units 329 943 — Weighted-average common shares outstanding—diluted 84,695 86,651 84,800 Earnings (loss) per share—basic $ 1.29 $ 1.52 $ (4.99) Earnings (loss) per share—diluted $ 1.29 $ 1.50 $ (4.99) |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Jan. 01, 2023 | |
Commitments and Contingencies | |
Commitments and Contingencies | 15. Commitments and Contingencies Partnership Parks On April 1, 1998, we acquired all of the capital stock of Former SFEC for $976.0 million, paid in cash. In addition to our obligations under outstanding indebtedness and other securities issued or assumed in the Former SFEC acquisition, we also guaranteed certain contractual obligations relating to the Partnership Parks. Specifically, we guaranteed the obligations of the general partners of those partnerships to (i) make minimum annual distributions (including rent) of approximately $85.6 million in 2023 (subject to cost of living adjustments) to the limited partners in the Partnership Parks (based on our ownership of units as of January 1, 2023, our share of the distribution will be approximately $38.1 million) and (ii) make minimum capital expenditures at each of the Partnership Parks during rolling five-year periods, based generally on 6% of the Partnership Parks’ revenues. Cash flow from operations at the Partnership Parks is used to satisfy these requirements, before any funds are required from us. We also guaranteed the obligation of our subsidiaries to annually purchase all outstanding limited partnership units to the extent tendered by the unit holders (the "Partnership Park Put"). 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 paid for the units of the Partnership Parks by certain entities. In light of the temporary suspension of operations of the Partnership Parks due to the COVID-19 pandemic in March 2020, which would cause the value of the limited partnership units of the Partnership Parks to decrease in 2021 and thereafter, we adjusted our annual offer to purchase these units. Accordingly, to preserve liquidity in 2020 and avoid uncertainty with future purchase prices for the units, we adjusted the 2020 offer price to set a minimum price floor for all future purchases. Pursuant to the valuation methodologies described in the preceding sentence, the Specified Price for the Partnership Parks, if determined as of January 1, 2023 is $409.7 million in the case of SFOG and $527.4 million in the case of SFOT. As of January 1, 2023, 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 2027 and 2028, we will have the option to purchase all remaining units in the Georgia limited partner and the Texas limited partner, respectively, at a price based on the Specified Price, increased by a cost of living adjustment. Pursuant to the 2022 annual offer, 0.25358 units from the Texas partnership for approximately $0.6 million in May 2022. We did not purchase any units from the Georgia partnership during 2022. Pursuant to the 2021 annual offer, we purchased 0.125 units from the Georgia partnership for approximately $0.5 million and 0.2748 units from the Texas partnership for approximately $0.6 million in May 2021. As we purchase additional units, we are entitled to a proportionate increase in our share of the minimum annual distributions. The maximum unit purchase obligations for 2023 at both parks aggregates to approximately $521.4 million, representing approximately 68.5% of the outstanding units of SFOG and 45.9% of the outstanding units of SFOT. The $350.0 million accordion feature on the Second Amended and Restated Term Loan B under the Second Amended and Restated Credit Facility is available for borrowing for future "put" obligations if necessary. In connection with our acquisition of the Former SFEC, we entered into the Subordinated Indemnity Agreement with certain of the Company’s entities, Time Warner and an affiliate of Time Warner (an indirect subsidiary of AT&T Inc. as a result of a merger in 2018), pursuant to which, among other things, we transferred to Time Warner (which has guaranteed all of our obligations under the Partnership Park arrangements) record title to the corporations which own the entities that have purchased and will purchase limited partnership units of the Partnership Parks, and we received an assignment from Time Warner of all cash flow received on such limited partnership units, and we otherwise control such entities. In addition, we issued preferred stock of the managing partner of the partnerships to Time Warner. In the event of a default by us under the Subordinated Indemnity Agreement or of our obligations to our partners in the Partnership Parks, these arrangements would permit Time Warner to take full control of both the entities that own limited partnership units and the managing partner. If we satisfy all such obligations, Time Warner is required to transfer to us the entire equity interests of these entities. The 2022 sale of Time Warner to Discovery did not affect the Time Warner guarantee of our obligations under the Subordinated Indemnity Agreement. We incurred $20.6 million of capital expenditures at these parks during the 2022 season and intend to incur approximately $20.4 million of capital expenditures at these parks for the 2023 season, 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 $73.0 million of cash in 2022 from operating activities after deduction of capital expenditures and excluding the impact of short-term intercompany advances from or payments to Holdings. As of January 1, 2023 and January 2, 2022, we had total loans receivable outstanding of $288.3 million, from the partnerships that own the Partnership Parks, primarily to fund the acquisition of Six Flags White Water Atlanta, and to make capital improvements and distributions to the limited partners. License Agreements We are party to a license agreement pursuant to which we have the exclusive right on a long-term basis to theme park use in the United States and Canada (excluding the Las Vegas, Nevada metropolitan area) of all animated, cartoon and comic book characters that Warner Bros. and DC Comics have the right to license for such use. The term of the agreement expires in 2053. The license fee is payable on a per-theme park basis, and is subject to CPI increases and scheduled adjustments, including periodic market resets. In November 1999, we entered into license agreements pursuant to which we have the exclusive right on a long-term basis to parks use in Europe, Central and South America of all animated, cartoon and comic book characters that Warner Bros. and DC Comics have the right to license for such use. Under such agreements, the license fee is based on specified percentages of the gross revenues of the applicable parks. 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. We maintain multi-layered general liability policies that provide for excess liability coverage of up to $100.0 million per occurrence. For incidents arising on or after December 31, 2008, our self-insured retention is $2.0 million, followed by a $0.5 million deductible per occurrence applicable to all claims in the policy year for our domestic parks and our park in Canada and a nominal amount per occurrence for our parks in Mexico. Defense costs are in addition to these retentions. Our general liability policies cover the cost of punitive damages only in certain jurisdictions. Based upon reported claims and an estimate for incurred, but not reported claims, we accrue a liability for our retention contingencies. For workers’ compensation claims arising after November 15, 2003, our deductible is $0.75 million. We also maintain fire and extended coverage, business interruption, terrorism and other forms of insurance typical to businesses in this industry. The all peril property coverage policies insure our real and personal properties (other than land) against physical damage resulting from a variety of hazards. Additionally, we maintain information security and privacy liability insurance in the amount of $10.0 million with a $0.25 million retention per event. We generally renegotiate our insurance policies on an annual basis. The majority of our current insurance policies expire on December 31, 2023. We cannot predict the level of the premiums that we may be required to pay for subsequent insurance coverage, the level of any retention applicable thereto, the level of aggregate coverage available or the availability of coverage for specific risks. 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. Privacy Class Action Lawsuits On January 7, 2016, a putative class action complaint was filed against Holdings in the Circuit Court of Lake County, Illinois. On April 22, 2016, Great America, LLC was added as a defendant. The complaint asserts that we violated the Illinois Biometric Information Privacy Act ("BIPA") in connection with the admission of season pass holders and members through the finger scan program that commenced in the 2014 operating season at Six Flags Great America in Gurnee, Illinois, and seeks statutory damages, attorneys’ fees and an injunction. An aggrieved party under BIPA may recover (i) $1,000 if a company is found to have negligently violated BIPA or (ii) $5,000 if found to have intentionally or recklessly violated BIPA, plus reasonable attorneys’ fees in each case. The complaint does not allege that any information was misused or disseminated. On April 7, 2017, the trial court certified two questions for consideration by the Illinois Appellate Court of the Second District. On June 7, 2017, the Illinois Appellate Court granted our motion to appeal. Accordingly, two questions regarding the interpretation of BIPA were certified for consideration by the Illinois Appellate Court. On December 21, 2017, the Illinois Appellate Court found in our favor, holding that the plaintiff had to allege more than a technical violation of BIPA and had to be injured in some way in order to have a right of action. On March 1, 2018, the plaintiff filed a petition for leave to appeal to the Illinois Supreme Court. On May 30, 2018, the Illinois Supreme Court granted the plaintiff’s leave to appeal and oral arguments were heard on November 20, 2018. On January 25, 2019, the Illinois Supreme Court found in favor of the plaintiff, holding that the plaintiff does not need to allege an actual injury beyond the violation of his rights under BIPA in order to proceed with a complaint. On May 7, 2021, the parties entered into a settlement agreement to resolve the lawsuit, and on October 29, 2021, the circuit court granted final settlement approval. We have reserved the full amount of our obligations under the settlement agreement. During 2017, four putative class action complaints were filed against Holdings or one of its subsidiaries. Complaints were filed on August 11, 2017, in the Circuit Court of Lake County, Illinois; on September 1, 2017, in the United States District Court for the Northern District of Georgia; on September 11, 2017, in the Superior Court of Los Angeles County, California; and on November 30, 2017, in the Superior Court of Ocean County, New Jersey. The complaints allege that we, in violation of federal law, printed more than the last five digits of a credit or debit card number on customers’ receipts and/or the expiration dates of those cards. A willful violation may subject a company to liability for actual damages or statutory damages between $100 and $1,000 per person, punitive damages in an amount determined by a court and reasonable attorneys’ fees, all of which are sought by the plaintiffs. The complaints do not allege that any information was misused. On October 20, 2020, the parties entered into a settlement agreement to resolve the lawsuits, for an immaterial amount, and final approval was granted by the circuit court on June 18, 2021 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. 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, plaintiffs 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. Plaintiffs’ appeal is captioned Oklahoma Firefighters Pension & Ret. Sys. v. Six Flags Ent. Corp., et al. 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 (160 th 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. (298 th 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 (96 th Dist. Ct., Tarrant Cty., Tex.). 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. th 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. 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. COVID-19 Park Closure Lawsuits Since COVID-19 began affecting the operations of our parks in mid-March 2020, three similar purported class action complaints were filed against Holdings or one of its subsidiaries in the U.S. District Court for the Central District of California on April 10, 2020, April 13, 2020, and April 21, 2020. These complaints allege that we, in violation of California law, charged members and season passholders while the parks were closed and did not provide refunds for the amounts charged. The complaints seek compensatory damages, punitive damages, restitution, and unspecified injunctive relief. On April 22, 2021, the parties entered into a settlement agreement to resolve the lawsuits, and on January 5, 2022, the court granted final settlement approval. We have reserved the full amount of our obligations under the settlement agreement. 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 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 Tax and other contingencies As of January 1, 2023, and January 2, 2022, we had a nominal amount of accrued liabilities for tax and other indemnification contingencies related to certain parks sold in previous years that could be recognized as recovery losses from discontinued operations in the future if such liabilities are not requested to be paid. |
Leases
Leases | 12 Months Ended |
Jan. 01, 2023 | |
Leases | |
Leases | 16. Leases We have operating leases for amusement parks, land, vehicles, machinery and certain equipment. Our leases have remaining lease terms of less than one year to 43 years, some of which include an option to extend the underlying leases for up to 20 years, and some of which include an option to terminate the underlying lease within one year. For our noncancelable operating leases with such options to extend, because we may determine it is not reasonably certain we will exercise the option, the options are not considered in determining the lease term, and associated potential option payments are excluded from lease payments. Our leases generally do not include restrictive financial or other covenants. Payments due under the lease contracts include fixed payments and, for certain of our leases, variable payments. The components of lease cost for the year ended January 1, 2023 and January 2, 2022 are as follows: Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 Finance Lease Expense Amortization of ROU assets $ 980 $ 900 Interest on lease liabilities 90 106 Operating lease cost 23,896 24,152 Short-term lease cost 6,038 3,904 Variable lease cost 5,363 6,744 Total lease cost $ 36,367 $ 35,806 Lease costs for the years ended January 1, 2023, January 2, 2022 and December 31, 2020 included minimum rental payments under operating leases recognized on a straight-line basis over the term of the lease. Other information related to leases for the years ended January 1, 2023 and January 2, 2022 is as follows: Year Ended (Amounts in thousands, except for lease term and discount rate) January 1, 2023 January 2, 2022 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows for operating leases $ 22,578 $ 26,936 Financing cash flows for finance leases 926 641 Operating cash flows from finance leases 90 106 Operating Leases ROU assets obtained in exchange for lease liabilities 268 384 Finance Leases ROU assets obtained in exchange for lease liabilities — 1,702 Additional information related to our operating leases for the year ended January 1, 2023 is as follows: Weighted average remaining lease term (in years) 18.0 Weighted average discount rate 6.88 % Additional information related to our finance leases for the year ended January 1, 2023 is as follows: Weighted average remaining lease term (in years) 2.0 Weighted average discount rate 3.84 % The following tables set forth supplemental balance sheet information related to operating and finance leases as of January 1, 2023 and January 2, 2022: Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 Operating Leases Right of use assets, net $ 158,838 $ 186,754 Short-term lease liabilities 10,689 10,181 Long-term lease liabilities 163,892 176,180 Total operating lease obligation $ 174,581 $ 186,361 Finance Leases Property and equipment, at cost $ 3,920 $ 4,131 Accumulated depreciation (2,074) (1,148) Total property and equipment, net $ 1,846 $ 2,983 Short-term lease liabilities $ 999 $ 977 Long-term lease liabilities 912 2,020 Total finance lease obligation $ 1,911 $ 2,997 Maturities of noncancelable operating and finance lease liabilities as of January 1, 2023, are summarized in the table below. (Amounts in thousands) As of January 1, 2023 Finance Leases Operating Leases 2024 $ 1,052 $ 22,086 2025 797 20,332 2026 132 18,233 2027 — 17,791 2028 — 17,751 Thereafter — 224,009 Total $ 1,981 $ 320,202 Less: present value discount (70) (145,621) Lease liability $ 1,911 $ 174,581 During the year ended January 1, 2023, we recognized an impairment loss on the right-of-use asset of $15.1 million at our Houston water park. |
Business Segments
Business Segments | 12 Months Ended |
Jan. 01, 2023 | |
Business Segments | |
Business Segments | 17. Business Segments Our chief operating decision maker “CODM” regularly receives consolidated information which is used to make strategy 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. All of our owned or managed parks are located in the United States with the exception of two parks in Mexico and one park in Montreal, Canada. We also have revenue and expenses related to the development of Six Flags-branded parks outside of North America. The following information reflects our long-lived assets (which consists of property and equipment, intangible assets and right-of-use assets), revenues and income (loss) before income taxes by domestic and foreign jurisdictions as of or for the years ended January 1, 2023, January 2, 2022 and December 31, 2020: Domestic Foreign Total As of or for the year ended January 1, 2023 Long-lived assets $ 2,290,318 $ 114,048 $ 2,404,366 Revenues 1,235,356 122,879 1,358,236 Income before income taxes 168,751 31,789 200,539 As of or for the year ended January 2, 2022 Long-lived assets $ 2,324,420 $ 117,066 $ 2,441,486 Revenues 1,407,671 89,234 1,496,905 Income before income taxes 219,283 2,028 221,311 As of or for the year ended December 31, 2020 Long-lived assets $ 2,317,009 $ 134,805 $ 2,451,814 Revenues 334,713 21,862 356,575 Loss before income taxes (487,594) (35,465) (523,059) |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Jan. 01, 2023 | |
Summary of Significant Accounting Policies | |
Basis of Presentation | a. Basis of Presentation The 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") as subsidiaries in our consolidated financial statements as we have determined that we have the power to direct the activities of those entities that most significantly impact the entities’ economic performance and we have the obligation to absorb losses and receive benefits from the entities 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 consolidated balance sheets as redeemable noncontrolling interests. The portion of earnings or loss attributable to non-affiliated parties in the Partnership Parks is reflected as net income attributable to noncontrolling interests in the accompanying consolidated statements of operations. See Note 6 for further discussion. This Annual Report covers the period January 3, 2022, through January 1, 2023 (“the year ended January 1, 2023” or “2022”). The comparison period in the prior year covers January 1, 2021, through January 2, 2022 (“the year ended January 2, 2022” or “2021”). The year ended January 2, 2022, contained three extra days due to the calendar change from calendar year reporting. The year ended December 31, 2020, covers the period between January 1, 2020, through December 31, 2020 (“the year ended December 31, 2020” or “2020”). Intercompany transactions and balances have been eliminated in consolidation. Certain previously reported amounts have been reclassified to conform to the current year presentation. |
Use of Estimates | b. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of contingent assets and liabilities in our consolidated financial statements and accompanying notes. Actual results could differ from those estimates. We evaluate our estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which we believe to be reasonable under the circumstances. We adjust such estimates and assumptions when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in these estimates resulting from continuing changes in the economic environment will be reflected in the financial statements in future periods. |
Fair Value Measurement | c. Fair Value Measurement Financial Accounting Standards Board ("FASB") Accounting Standards Codification ("ASC") Topic 820, Fair Value Measurement Fair Value Measurement ● Level 1: quoted prices in active markets for identical assets; ● Level 2: inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the instrument; and ● Level 3: inputs to the valuation methodology are unobservable for the asset or liability. The fair value of a financial instrument is the amount at which the instrument could be exchanged in a current transaction between willing parties. We use a market approach for our recurring fair value measurements, and we endeavor to use the best information available. Accordingly, valuation techniques that maximize the use of observable impacts are favored. We present the estimated fair values and classifications of our financial instruments in accordance with ASC Topic 820, Fair Value Measurement The following methods and assumptions were used to estimate the fair value of each class of financial instruments: ● The carrying values of cash and cash equivalents, accounts receivable, notes receivable, accounts payable and accrued liabilities approximate fair value because of the short maturity of these instruments. ● The measurement of the fair value of long-term debt is based on market prices that generally are observable for similar liabilities at commonly quoted intervals and is considered a Level 2 fair value measurement. Refer to Note 8 for additional information. ● The measurement of the fair value of derivative assets and liabilities is based on market prices that generally are observable for similar assets and liabilities at commonly quoted intervals and is considered a Level 2 fair value measurement. Derivative assets and 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 liabilities that have maturity dates greater than twelve months from the balance sheet date are included in deposits and other assets and other long-term liabilities, respectively. See Note 7 for additional information on our derivative instruments. |
Cash Equivalents | d. Cash Equivalents Cash equivalents consists of transaction settlements in process from credit card companies and short-term highly liquid investments with a remaining maturity as of the date of purchase of three months or less. For purposes of the consolidated statements of cash flows, we consider all highly liquid debt instruments with remaining maturities as of their date of purchase of three months or less to be cash equivalents. Cash equivalents were not significant as of January 1, 2023 and January 2, 2022. |
Inventories | e. Inventories Inventories are stated at lower of weighted average cost or net realizable value and primarily consist of products purchased for resale, including merchandise, food and miscellaneous supplies. Products are removed from inventory at weighted average cost. We have recorded a $0.4 million and a $0.3 million allowance for slow moving inventory as of January 1, 2023, and January 2, 2022, respectively. |
Prepaid Expenses and Other Current Assets | f. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets include $25.8 million and $23.8 million of spare parts inventory for existing rides and attractions as of January 1, 2023, and January 2, 2022. These items are expensed as the repair or maintenance of rides and attractions occur. |
Advertising Costs | g. Advertising Costs Production costs of commercials and programming are charged to operations in the year first aired. The costs of other advertising, promotion, and marketing programs are charged to operations when incurred with the exception of direct-response advertising which is charged to the period it will benefit. As of January 1, 2023, and January 2, 2022, we had $0.3 million and $2.7 million in prepaid advertising, respectively. The amounts capitalized are included in prepaid expenses. Advertising and promotions expense was $37.3 million, $55.5 million and $19.6 million for the years ended January 1, 2023, January 2, 2022 and December 31, 2020, respectively. These amounts are presented within “Selling, general and administrative expenses”. |
Debt Issuance Costs | h. Debt Issuance Costs We capitalize costs related to the issuance of debt. Debt issuance costs directly related to the Second Amended and Restated Revolving Loan are presented within other assets as debt issuance costs in our consolidated balance sheets. Debt issuance costs directly related to the Second Amended and Restated Term Loam B and our senior unsecured notes are presented within noncurrent liabilities as a reduction of long-term debt in our consolidated balance sheets. The amortization of such costs is recognized as interest expense using the interest method over the term of the respective debt issue. Amortization related to debt issuance costs was $7.1 million, $7.9 million and $6.5 million for the years ended January 1, 2023, January 2, 2022 and December 31, 2020, respectively. See Note 8 for further discussion. |
Property and Equipment | i. Property and Equipment Property and equipment additions are recorded at cost and the carrying value is depreciated using the straight-line method over the estimated useful lives of the assets. Maintenance and repair costs that do not improve service potential or extend economic life are charged directly to expense as incurred, while betterments and renewals are generally capitalized as property and equipment. When an item is retired or otherwise disposed of, the cost and applicable accumulated depreciation are removed and the resulting gain or loss is recognized. See Note 4 for further detail of the components of our property and equipment. The estimated useful lives of the assets are as follows: Rides and attractions 5 - 25 years Land improvements 10 - 15 years Buildings and improvements Approximately 30 years Furniture and equipment 5 - 10 years |
Goodwill and Indefinite-Lived Intangible Assets | j. Goodwill and Indefinite-Lived Intangible Assets Goodwill and intangible assets with indefinite useful lives are tested for impairment annually in the fourth quarter, or more frequently if events or circumstances indicate that the assets might be impaired. We identify our reporting unit and determine the carrying value of the reporting unit by assigning the assets and liabilities, including the existing goodwill and intangible assets, to the reporting unit. We then determine the fair value of the reporting unit and compare it to the carrying amount of the reporting unit. All of our parks are operated in a similar manner and have comparable characteristics in that they produce and distribute similar services and products using similar processes, have similar types of customers, are subject to similar regulations and exhibit similar economic characteristics. As such, Holdings is a single reporting unit. For each year, the fair value of Holdings exceeded our carrying amount. We use market capitalization as the best indicator of our reporting unit’s fair value as it best approximates the value of Holdings. We perform a qualitative analysis on indefinite-lived intangible assets to determine if it is more likely than not that the fair value of the intangible asset was less than its carrying amount as a basis for determining whether it was necessary to perform a quantitative impairment test. The fair value of indefinite-lived intangible assets is generally determined based on a discounted cash flow analysis. An impairment loss occurs to the extent that the carrying value exceeds the fair value. For goodwill, if the fair value of the reporting unit were to be less than the carrying amount, an impairment loss would be recognized to the extent that the carrying amount of the reporting unit exceeds its fair value. |
Impairment of Long-Lived Assets | k. Impairment of 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. Asset groups are tested at the level of the lowest identifiable group of assets that generate cash inflows that are largely independent of the cash inflows from other assets of groups of assets. We have determined that our lowest identifiable group of assets that generate cash inflows is at the individual theme park or water park level. We test or long-lived asset groups when changes in circumstances indicate that their carrying value may not be recoverable. Events that trigger a test for recoverability include material adverse changes in projected revenues or expenses, present cash flow losses combined with a history of cash flow losses and a forecast that demonstrates significant continuing losses or significant negative industry or economic concerns at either the local or macroeconomic level. If this evaluation indicates a triggering event has occurred, a test for recoverability is performed. When a triggering event occurs, a test for recoverability is performed, comparing projected undiscounted future cash flows to the carrying value of the theme park or water park. If the undiscounted forecasted cash flows are less than the carrying value of the assets, the theme park’s or water park’s fair value is measured relying primarily on a discounted cash flow method. An impairment charge is recognized for the amount by which the carrying value of the theme park or water park exceeds its fair value. When an impairment loss is recognized for one of our parks, the adjusted carrying amounts are depreciated over their remaining useful life. In measuring the fair value of one of our theme parks or water parks, we generally estimate the fair value of the asset group using the discounted cash flow income approach. This approach requires that we make cash flow projections based on assumptions and estimates derived from operating results, forecasts, expected growth rates and cost of capital. We also make certain assumptions about future economic conditions and other data. During the year ended January 1, 2023, we determined that our leased water park outside of Houston, Texas, Six Flags Hurricane Harbor Splashtown (“Splashtown”) was not recoverable following three years of losses, as well as projected future negative cash flows. We estimated the fair value of Splashtown using an income approach, using projected discounted cash flows. The valuation was based on unobservable inputs that require significant judgements for which information is limited, including assumptions regarding future attendance, per-capita guest spending, operating costs and capital requirements. The discount rate utilized in the model was our internal weighted-average-cost-of-capital, which we believe is reasonable and consistent with a rate that would be utilized by another market participant. Based on this analysis, we determined that the carrying value of Splashtown exceeded its fair value, resulting in a pre-tax, non-cash loss on impairment of $16.9 million. The loss on impairment was allocated proportionally, in the amounts of $15.1 million and $1.8 million, to “Right-of-use operating leases, net” and “Property and equipment”, respectively on our consolidated balance sheet. |
Revenue Recognition | l. Revenue Recognition We account for revenue from contracts with customers based on the principle that revenue is recognized to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. We recognize revenue upon admission into our parks, provision of our services, or when products are delivered to our guests. Revenues are presented in the accompanying consolidated statements of operations net of sales taxes collected from our guests that are remitted or payable to government taxing authorities. For season passes, memberships in the initial twelve-month term and other multi-use admissions, we estimate a redemption rate based on historical experience and other factors and assumptions we believe to be customary and reasonable and recognize a pro-rata portion of the revenue as the guests visit our parks. Amounts owed or received for multi-use admissions in excess of redemptions are recognized in deferred revenue. In contrast to our season pass and other multi-use offerings (such as our all season dining pass program, which enables season passholders and members to eat meals and snacks any day they visit the park for one upfront payment) that expire at the end of each operating season, the membership program continues on a month-to-month basis after the initial twelve-month membership term and can be canceled any time after the initial term pursuant to the terms of the membership program. Guests enrolled in the membership program can visit our parks an unlimited number of times whenever the parks are open as long as the guest remains enrolled in the membership program. We review the estimated redemption rate on an ongoing basis and revise it as necessary throughout the year, including impact of changes to our season pass and memberships described above. For any bundled products with multiple performance obligations, revenue is allocated using the retail price of each distinct performance obligation and products that are not sold on a stand-alone basis are treated as residual. In connection with the temporary closure of our parks due to COVID-19 in March 2020, we added one As of January 1, 2023, deferred revenue was primarily comprised of (i) unredeemed season pass and all-season dining pass revenue and (ii) membership payments received while parks were closed during COVID-19. Certain contracts with customers, primarily memberships and season passes, may include bundled products with multiple performance obligations. For such arrangements, we allocate revenue to each performance obligation based on its relative standalone selling price. We generally determine standalone selling prices based on the observable retail prices charged to customers and use residual for any products not sold on a stand-alone basis. We generally expense (i) sales commissions when incurred, and (ii) certain costs to obtain a contract where the amortization period would have been one year or less. These costs are recognized in "Selling, general and administrative expenses." We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less or (ii) contracts for which we recognize revenue at the amount for which we have the right to invoice for services performed. For certain of our contracts that have an original expected length of one year or less, we use the practical expedient applicable to such contracts and do not consider the time value of money. We have entered into international agreements to assist a third party in the planning, design, development and operation of a Six Flags-branded park outside of North America. These agreements consist of a brand licensing agreement, project services agreement, and management services agreement. We treat these agreements as one contract because they were negotiated with a single commercial objective. We have identified three distinct promises within the agreement with the third party partner as brand licensing, project services and management services. Each of these promises is its own performance obligation and distinct, as the third party could benefit from each service on its own with other readily available resources, and each service is separately identifiable from other services in the context of the contract. We recognize revenue under our international agreements over the relevant service period of each performance obligation based on its relative stand-alone selling price, as determined by our best estimate of selling price. We review the service period of each performance obligation on an ongoing basis and revise it as necessary throughout the year. Revisions to the relevant service periods of the performance obligations may result in revisions to revenue in future periods and are recognized in the period in which the change is identified. |
Accounts Receivable, Net | m. 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, including the membership program. We are not exposed to a significant concentration of credit risk, however, based on the age of the receivables, our historical experience and other factors and assumptions we believe to be customary and reasonable, we do record an allowance for doubtful accounts. As of January 1, 2023, and January 2, 2022, we have recorded an allowance for doubtful accounts of $4.1 million and $13.8 million, respectively. The allowance for doubtful accounts is primarily comprised of estimated defaults under our membership plans and season passes with payment plans. |
Derivative Instruments and Hedging Activities | n. Derivative Instruments and Hedging Activities We recognize all derivatives as either assets or liabilities in the consolidated balance sheet and measure those instruments at fair value. If certain conditions are met, a derivative may be specifically designated as a hedge for accounting purposes. The accounting for changes in the fair value of a derivative (e.g., gains and losses) depends on the intended use of the derivative and the resulting designation. We formally document all relationships between hedging instruments and hedged items, as well as our risk-management objective and our strategy for undertaking various hedge transactions. This process includes linking all derivatives that are designated as cash flow hedges to forecasted transactions. We also assess, both at the hedge’s inception and on an ongoing basis, whether the derivatives that are used in hedging transactions are highly effective in offsetting changes in cash flows of hedged items. Change in the fair value of a derivative that is effective and that is designated and qualifies as a cash-flow hedge are recorded in other comprehensive (loss) income until operations are affected by the variability in cash flows of the designated hedged item, at which point they are reclassified to interest expense. Change in fair value of a derivative that is not designated as a hedge are recorded in other expense, net in the consolidated statements of operations on a current basis. See Note 7 for a further discussion. |
Commitments and Contingencies | o. Commitments and Contingencies We are involved in various lawsuits and claims that arise in the normal course of business. Amounts associated with lawsuits or claims are reserved for matters in which it is believed that losses are probable and can be reasonably estimated. In addition to matters in which it is believed that losses are probable, disclosure is also provided for matters in which the likelihood of an unfavorable outcome is at least reasonably possible but for which a reasonable estimate of loss or range of loss is not possible. Legal fees are expensed as incurred. See Note 15 for further discussion. |
Income Taxes | p. Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases, including net operating loss and other tax carryforwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. We have a valuation allowance of $96.0 million and $107.4 million as of January 1, 2023, and January 2, 2022, respectively, due to uncertainties related to our ability to utilize some of our deferred tax assets, primarily consisting of certain state net operating loss, foreign tax credits and other tax carryforwards, before they expire. The valuation allowance was based on our estimates of taxable income by jurisdiction in which we operate and the period over which our deferred tax assets were recoverable. We expect to generate taxable income that will allow for the utilization of all of our federal net operating loss carryforwards. Our liability for income taxes is finalized as auditable tax years pass their respective statutes of limitations in the various jurisdictions in which we are subject to tax. However, these jurisdictions may audit prior years for which the statute of limitations is closed for the purpose of making an adjustment to our taxable income in a year for which the statute of limitations has not closed. Accordingly, taxing authorities of these jurisdictions may audit prior years of the group and its predecessors for the purpose of adjusting net operating loss carryforwards to years for which the statute of limitations has not closed. We classify interest and penalties attributable to income taxes as part of income tax expense. As of January 1, 2023, and January 2, 2022, we had no accrued interest and penalties liability. Because we do not permanently reinvest foreign earnings, United States deferred income taxes have been provided on unremitted foreign earnings to the extent that such foreign earnings are expected to be taxable upon repatriation. For global intangible low taxed income ("GILTI") under the Tax Cuts and Jobs Act, we have elected to account for GILTI as a component of tax expense in the period in which we are subject to the rules (the "period cost method"). See Note 11 for further discussion. |
Earnings (Loss) Per Common Share | q. Earnings (Loss) Per Common Share Basic earnings (loss) per common share is computed by dividing net income (loss) attributable to Holdings’ common stockholders by the weighted average number of common shares outstanding for the period. Diluted earnings per common share is computed by dividing net income attributable to Holdings’ common stockholders by the weighted average number of common shares outstanding during the period including the effect of all dilutive common stock equivalents using the treasury stock method. In periods for which there is a net loss, diluted loss per common share is equal to basic loss per common share, since the effect of including any common stock equivalents would be antidilutive. |
Stock-Based Compensation | r. Stock-Based Compensation Pursuant to the Six Flags Entertainment Corporation Long-Term Incentive Plan (the "Long-Term Incentive Plan"), Holdings may grant stock options, stock appreciation rights, restricted stock, restricted stock units, unrestricted stock, deferred stock units, performance and cash-settled awards and dividend equivalents to select employees, officers, directors and consultants of Holdings and its affiliates. We recognize the fair value of each grant as compensation expense on a straight-line basis over the vesting period using the graded vesting terms of the respective grant. The fair value of stock option grants is estimated on the date of grant using the Black-Scholes option pricing valuation model. The fair value of stock, restricted stock units and restricted stock awards is the quoted market price of Holdings’ stock on the date of grant. See Note 10 for further discussion of stock-based compensation and related disclosures. |
Comprehensive Income (Loss) | s. Comprehensive Income (Loss) Comprehensive income (loss) consists of net income (loss), changes in the foreign currency translation adjustment, changes in the fair value of derivatives that are designated as hedges and changes in the net actuarial gains (losses) and amortization of prior service costs on our defined benefit retirement plan. |
Redeemable Noncontrolling Interest | t. Redeemable Noncontrolling Interest We record the carrying amount of our redeemable noncontrolling interests at their fair value at the date of issuance. We recognize the changes in their redemption value immediately as they occur and adjust the carrying value of these redeemable noncontrolling interests to equal the redemption value at the end of each reporting period, if greater than the redeemable noncontrolling interest carrying value. This method would view the end of the reporting period as if it were also the redemption date for the redeemable noncontrolling interests. We conduct an annual review to determine if the fair value of the redeemable units is less than the redemption amount. If the fair value of the redeemable units is less than the redemption amount, there would be a charge to earnings per share allocable to common stockholders. The redemption amount at the end of each reporting period did not exceed the fair value of the redeemable units. |
Leases | u. Leases We enter into various noncancelable operating and finance leases, primarily for operating rights to amusement parks, land, office space, warehouses, office equipment and machinery. We determine if an arrangement is or contains a lease at contract inception and recognize a right-of-use ("ROU") asset and lease liability at the lease commencement date. For both our operating and finance leases, the lease liability is initially and subsequently measured at the present value of the unpaid lease payments at the lease commencement date. Key estimates and judgments include how we determine (i) the discount rate used to discount the unpaid lease payments to present value, (ii) the lease term and (iii) the lease payments. We discount our unpaid lease payments using the interest rate implicit in the lease or, if that rate cannot be readily determined, its incremental borrowing rate ("IBR"). Generally, we cannot determine the interest rate implicit in the lease and therefore we use the IBR as a discount rate for our leases. The IBR reflects the rate of interest we would pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms. The lease term for all of our leases includes the noncancelable period of the lease plus any additional periods covered by an option to extend the lease that are reasonably certain to be executed by us. Lease payments included in the measurement of the lease liability comprise fixed payments owed over the lease term, variable lease payments that depend on an index or rate, and the exercise price of an option to purchase the underlying asset if it is reasonably certain that we will exercise the option. The ROU asset is initially measured at cost, which comprises the initial amount of lease liability adjusted for lease payments made at or before the lease commencement date, plus any initial direct costs incurred, less any lease incentives received. For our operating leases, the ROU asset is subsequently measured throughout the lease term at the carrying amount of the lease liability, plus initial direct costs, and adjusted for any prepaid or accrued lease payments, less the unamortized balance of lease incentives received. Lease expense for lease payments is recognized on a straight-line basis over the term of the operating lease. Variable lease payments associated with our leases are recognized upon the occurrence of the event, activity, or circumstance in the lease agreement on which those payments are assessed. Variable lease payments for operating leases are presented as operating expense in our consolidated statements of operations in the same line item as expense arising from fixed lease payments. Property taxes and insurance paid on behalf of our lessors is included within variable lease payments. Operating lease ROU assets net of accumulated amortization are presented as "Right-of-use operating leases, net" on the consolidated balance sheets. The current portion of operating lease liabilities is presented as "Short-term operating lease liabilities" and the long-term portion is presented separately as "Long-term operating lease liabilities" on the consolidated balance sheets. Finance lease ROU assets are presented within “Property and equipment, at cost” and the related lease amortization within “Accumulated depreciation” on our consolidated balance sheets. The current portion of the finance lease liabilities is presented as “Short-term lease liabilities” and the long-term portion is presented separately as “Long-term lease liabilities” on our consolidated balance sheets. We have elected not to recognize ROU assets and lease liabilities for short-term leases that have a lease term of 12 months or less. We recognize the lease payments associated with short-term leases as an expense on a straight-line basis over the lease term. Variable lease payments associated with short-term leases are recognized and presented in the same manner as for all other leases. The ROU assets for operating leases may be periodically reduced by impairment losses. We use the long-lived assets impairment guidance to determine whether an ROU asset is impaired and if so, the amount of the impairment loss to recognize. We monitor for events or changes in circumstances that require a reassessment of one of our leases. When a reassessment results in the remeasurement of a lease liability, an adjustment is made to the carrying amount of the corresponding ROU asset unless doing so would reduce the carrying amount of the ROU asset to an amount less than zero. In that case, the amount of the adjustment that would result in a negative ROU asset balance is recorded in our consolidated statements of operations. We incurred an impairment charge of $15.1 million related to our right-of-use operating leases, net during the year ended January 1, 2023. |
Recent Accounting Pronouncements Not Yet Adopted | v. Recently Accounting Pronouncements Not Yet Adopted In March 2020, FASB issued ASU 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Summary of Significant Accounting Policies | |
Schedule of estimated useful lives of property and equipment | Rides and attractions 5 - 25 years Land improvements 10 - 15 years Buildings and improvements Approximately 30 years Furniture and equipment 5 - 10 years |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Revenue | |
Schedule of revenues disaggregated by contract duration | Year Ended January 1, 2023 Sponsorship, Park Food, International Merchandise Agreements and (Amounts in thousands) Park Admissions and Other Accommodations Consolidated Long-term contracts $ 65,207 $ 10,266 $ 24,342 $ 99,815 Short-term contracts and other (a) 670,208 560,699 27,514 1,258,421 Total revenues $ 735,415 $ 570,965 $ 51,856 $ 1,358,236 Year Ended January 2, 2022 Sponsorship, Park Food, International Merchandise Agreements and (Amounts in thousands) Park Admissions and Other Accommodations Consolidated Long-term contracts $ 237,932 $ 28,347 $ 33,371 $ 299,650 Short-term contracts and other (a) 557,717 627,104 12,434 1,197,255 Total revenues $ 795,649 $ 655,451 $ 45,805 $ 1,496,905 Year Ended December 31, 2020 Sponsorship, Park Food, International Merchandise Agreements and (Amounts in thousands) Park Admissions and Other Accommodations Consolidated Long-term contracts $ 28,627 $ 2,431 $ 20,762 $ 51,820 Short-term contracts and other (a) 174,019 123,875 6,861 304,755 Total revenues $ 202,646 $ 126,306 $ 27,623 $ 356,575 (a) Other revenues primarily include sales of single-day tickets and short-term transactional sales for which we have the right to invoice. |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Property and Equipment | |
Schedule of property and equipment | Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 Land $ 219,453 $ 219,453 Land improvements 315,140 300,756 Buildings and improvements 342,258 328,251 Rides and attractions 1,305,781 1,238,671 Equipment and other 409,853 414,698 Property and equipment, at cost 2,592,485 2,501,829 Accumulated depreciation (1,350,739) (1,250,902) Property and equipment, net $ 1,241,746 $ 1,250,927 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Goodwill and Intangible Assets | |
Schedule of intangible assets, net | As of January 1, 2023 Weighted-Average Remaining Gross Net Amortization Period Carrying Accumulated Carrying (Amounts in thousands, except years) (Years) Value Amortization Value Indefinite-lived intangible assets: Trade names, trademarks and other $ 344,075 $ — $ 344,075 Finite-lived intangible assets: Third party licensing rights 3.4 373 (284) 89 Total intangible assets, net $ 344,448 $ (284) $ 344,164 As of January 2, 2022 Weighted-Average Remaining Gross Net Amortization Period Carrying Accumulated Carrying (Amounts in thousands, except years) (Years) Value Amortization Value Indefinite-lived intangible assets: Trade names, trademarks and other $ 344,075 $ — $ 344,075 Finite-lived intangible assets: Third party licensing rights 5.0 373 (261) 112 Total intangible assets, net $ 344,448 $ (261) $ 344,187 |
Schedule of future amortization expense related to finite-lived intangible assets | (Amounts in thousands) For the year ending: 2023 $ 23 2024 23 2025 23 2026 12 2027 1 2028 and thereafter 7 $ 89 |
Noncontrolling Interests, Par_2
Noncontrolling Interests, Partnership and Joint Ventures (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Noncontrolling Interests, Partnerships and Joint Ventures | |
Schedule of changes in redeemable noncontrolling interests | (Amounts in thousands) SFOT SFOG Total Balance at December 31, 2020 $ 242,595 $ 280,781 $ 523,376 Fresh start accounting fair market value adjustment for purchased units (126) (68) (194) Purchases of redeemable units (603) (512) (1,115) Change in redemption value of partnership units — — — Net income attributable to noncontrolling interests 20,866 20,900 41,766 Distributions to noncontrolling interests (20,866) (20,900) (41,766) Balance at January 2, 2022 241,866 280,201 522,067 Fresh start accounting fair market value adjustment for purchased units (116) — (116) Purchases of redeemable units (556) — (556) Net income attributable to noncontrolling interests 22,283 22,368 44,651 Distributions to noncontrolling interests (22,283) (22,368) (44,651) Balance at January 1, 2023 $ 241,194 $ 280,201 $ 521,395 |
Derivative Financial Instrume_2
Derivative Financial Instruments (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Derivative Financial Instruments | |
Schedule of derivative assets at fair value | Derivative Assets (Amounts in thousands) January 1, 2023 January 2, 2022 Derivatives Not Designated as Hedging Instruments Interest rate swap agreements - other current assets 6,135 — Interest rate swap agreements - other non-current assets 4,446 — $ 10,581 $ — |
Schedule of derivative liabilities at fair value | Derivative Liabilities (Amounts in thousands) January 1, 2023 January 2, 2022 Derivatives Designated as Cash Flow Hedges Interest rate swap agreements — other accrued liabilities $ — $ (3,986) Interest rate swap agreements — other long-term liabilities — (1,046) Derivatives Not Designated as Hedging Instruments Interest rate swap agreements - other accrued liabilities (8,476) (4,012) Interest rate swap agreements - other long-term liabilities (6,224) (4,581) $ (14,700) $ (13,625) |
Schedule of gains and losses before taxes on derivatives designated as hedging instruments | Gain (Loss) Loss (Gain) Reclassified from Recognized in AOCL AOCL into Operations (Amounts in thousands) January 1, 2023 January 2, 2022 December 31, 2020 January 1, 2023 January 2, 2022 December 31, 2020 Interest Rate Swap Agreements $ 11,540 $ 6,299 $ (33,902) $ 1,218 $ (5,535) $ (3,685) Total $ 11,540 $ 6,299 $ (33,902) $ 1,218 $ (5,535) $ (3,685) |
Long-Term Indebtedness (Tables)
Long-Term Indebtedness (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Long-Term Indebtedness | |
Schedule of long-term debt | As of (Amounts in thousands) January 1, 2023 January 2, 2022 Second Amended and Restated Term Loan B $ 479,000 $ 479,000 Second Amended and Restated Revolving Loan 100,000 — 2024 Notes 949,490 949,490 2025 Notes 365,000 725,000 2027 Notes 500,000 500,000 Net discount (2,138) (3,249) Deferred financing costs (10,821) (20,717) Total debt $ 2,380,531 $ 2,629,524 Less short-term borrowings 100,000 — Total long-term debt $ 2,280,531 $ 2,629,524 |
Schedule of annual maturities of long-term debt | As of January 1, 2023, annual maturities of long-term debt, assuming no acceleration of maturities, were as follows: (Amounts in thousands) For the year ending: 2023 $ — 2024 1,049,490 2025 365,000 2026 479,000 2027 500,000 2028 and thereafter — $ 2,393,490 |
Selling, General and Administ_2
Selling, General and Administrative Expenses (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Selling, General and Administrative Expenses | |
Summary of selling, general and administrative expenses | Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 December 31, 2020 Park $ 106,077 $ 117,830 $ 80,027 Corporate 56,081 93,551 67,268 Total selling, general and administrative expenses $ 162,158 $ 211,381 $ 147,295 |
Stock Benefit Plans (Tables)
Stock Benefit Plans (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Stock Benefit Plans | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | December 31, 2020 CEO Employees Risk-free interest rate — % 1.60 % Expected life (in years) — 3.67 Expected volatility — % 28.38 % Expected dividend yield — % 7.18 % |
Schedule of Share-based Compensation, Stock Options, Activity | Weighted Avg. Weighted Avg. Exercise Price Remaining Aggregate Per Share Contractual Intrinsic Value (Amounts in thousands, expect per share and term data) Shares ($) Term ($) Balance at January 2, 2022 3,421 $ 54.25 Granted — $ — Exercised (30) $ 35.06 Canceled (1,542) $ 52.59 Forfeited (165) $ 60.20 Expired — $ — Balance at January 1, 2023 1,684 $ 55.52 4.80 $ — Vested and expected to vest at January 1, 2023 1,684 $ 55.52 4.80 $ — Options exercisable at January 1, 2023 1,551 $ 55.25 4.27 $ — |
Schedule of Share-based Payment Award, Stock Options, Weighted-Average Information | Year Ended (Amounts in thousands, expect per share data) January 1, 2023 January 2, 2022 December 31, 2020 Weighted average grant date fair value per share of options granted $ — $ — $ 4.85 Total intrinsic value of options exercised $ 181 $ 5,470 $ 1,275 Total fair value of vested options $ 223 $ 5,491 $ 7,369 Total cash received from the exercise of stock options $ 1,039 $ 13,209 $ 2,235 |
Schedule of Nonvested Share Activity | The following table summarizes stock, restricted stock and restricted stock unit activity for the year ended January 1, 2023: Weighted Average Grant Date Fair Value Per Share (Amounts in thousands, except per share amounts Shares ($) Non-vested balance at January 2, 2022 1,340 $ 34.91 Granted 416 $ 36.10 Vested (364) $ 30.82 Forfeited (435) $ 33.66 Canceled — $ — Non-vested balance at January 1, 2023 957 $ 37.55 |
Schedule of Share-based Payment Award, Other than Stock Options, Weighted-Average Information | Year Ended (Amounts in thousands, expect per share data) January 1, 2023 January 2, 2022 December 31, 2020 Weighted average grant date fair value per share of stock awards granted $ 36.10 $ 44.07 $ 18.86 Total grant date fair value of stock awards granted $ 15,009 $ 44,855 $ 29,597 Total fair value of vested stock awards $ 11,210 $ 14,681 $ 2,011 |
Schedule of stock-based compensation expense | Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 December 31, 2020 Long-term incentive plan Options and restricted stock $ 7,549 $ 21,102 $ 19,078 Employee stock purchase plan 124 360 452 Total stock-based compensation $ 7,673 $ 21,462 $ 19,530 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Income Taxes | |
Schedule of Income before Income Tax, Domestic and Foreign | Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 December 31, 2020 Domestic $ 168,751 $ 219,283 $ (487,594) Foreign 31,789 2,028 (35,464) Income (loss) before income taxes $ 200,539 $ 221,311 $ (523,059) |
Schedule of Components of Income Tax Expense (Benefit) | (Amounts in thousands) Current Deferred Total 2022: U.S. federal $ (362) $ 20,691 $ 20,329 Foreign 12,943 3,745 16,688 State and local 3,741 6,202 9,943 Income tax expense $ 16,322 $ 30,638 $ 46,960 2021: U.S. federal $ 1,631 $ 33,765 $ 35,396 Foreign 1,367 (322) 1,045 State and local 7,006 6,175 13,181 Income tax expense $ 10,004 $ 39,618 $ 49,622 2020: U.S. federal $ (3,530) $ (99,976) $ (103,506) Foreign — (7,642) (7,642) State and local (3,239) (26,580) (29,819) Income tax benefit $ (6,769) $ (134,198) $ (140,967) |
Schedule of Effective Income Tax Rate Reconciliation | Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 December 31, 2020 Computed "expected" federal income tax (benefit) expense $ 42,113 $ 46,475 $ (109,842) Effect of noncontrolling interest income distribution (9,377) (8,771) (8,671) Change in valuation allowance (11,408) 1,845 (2,482) Effect of state and local income taxes, net of federal tax benefit 17,514 10,414 (14,356) Deductible compensation in excess of book 1,463 (4,341) 773 Nondeductible compensation 264 5,652 951 Effect of foreign income taxes 8,913 (1,082) (4,072) Effect of foreign tax credits (977) (94) (528) Other, net (1,546) (476) (2,740) Income tax expense (benefit) $ 46,960 $ 49,622 $ (140,967) |
Schedule of Deferred Tax Assets and Liabilities | Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 Deferred tax assets $ 222,593 $ 251,446 Less: Valuation allowance 95,983 107,391 Net deferred tax assets 126,610 144,055 Deferred tax liabilities 311,247 292,346 Net deferred tax liability $ 184,637 $ 148,291 Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 Deferred tax assets: Federal net operating loss carryforwards $ 45,463 $ 70,060 State net operating loss carryforwards 72,814 88,494 Deferred compensation 6,201 8,597 Foreign tax credits 17,786 19,005 Interest limitation carryforward 32,867 4,884 Accrued insurance, pension liability and other 47,462 60,406 Total deferred tax assets $ 222,593 $ 251,446 Deferred tax liabilities: Property and equipment $ 223,337 $ 213,676 Intangible assets and other 87,910 78,670 Total deferred tax liabilities $ 311,247 $ 292,346 |
Preferred Stock, Common Stock_2
Preferred Stock, Common Stock and Other Stockholders' Equity (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Preferred Stock, Common Stock and Other Stockholders' Equity | |
Schedule of components of AOCI | Accumulated Cumulative Other Translation Cash Flow Defined Benefit Income Comprehensive (Amounts in thousands) Adjustment Hedges Plans Taxes Loss Balance as of December 31, 2019 $ (22,184) $ (1,530) $ (49,282) $ (1,714) $ (74,710) Net current period change (5,228) (33,902) (9,345) 11,968 (36,507) Amounts reclassified from AOCL — 3,685 985 (1,165) 3,505 Effects of Adoption of ASU 2018-02 — 14,928 — (3,720) 11,208 Balance as of December 31, 2020 $ (27,412) $ (16,819) $ (57,642) $ 5,369 $ (96,504) Net current period change (4,558) 6,299 12,147 (3,766) 10,122 Amounts reclassified from AOCL — 5,535 1,402 (1,742) 5,195 Balance as of January 2, 2022 $ (31,970) $ (4,985) $ (44,093) $ (139) $ (81,187) Net current period change (1,175) 11,540 3,817 (3,947) 10,235 Amounts reclassified from AOCL — (1,218) 891 84 (243) Balances at January 1, 2023 $ (33,145) $ 5,337 $ (39,385) $ (4,002) $ (71,195) |
Schedule of reclassifications out of accumulated other comprehensive income (loss) | Amount of Reclassification from AOCL Year Ended Component of AOCL Location of Reclassification into Income January 1, 2023 January 2, 2022 December 31, 2020 Amortization of loss on interest rate hedge Interest expense $ (1,218) $ 5,535 $ 3,685 Income tax benefit 306 (1,390) (917) Net of tax $ (912) $ 4,145 $ 2,768 Amortization of deferred actuarial loss and prior service cost Operating expenses $ 891 $ 1,402 $ 985 Income tax expense (222) (352) (248) Net of tax $ 669 $ 1,050 $ 737 Total reclassifications $ (243) $ 5,195 $ 3,505 |
Pension Benefits (Tables)
Pension Benefits (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Pension Benefits | |
Schedule of changes in benefit plan obligation and fair value of plan assets | Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 December 31, 2020 Change in benefit obligation: Beginning balance $ 218,150 $ 237,126 $ 221,458 Interest cost 5,518 5,119 6,431 Actuarial (gain) loss (49,740) (14,628) 18,243 Benefits paid (10,667) (9,467) (9,006) Benefit obligation at end of period $ 163,261 $ 218,150 $ 237,126 Change in fair value of plan assets: Beginning balance $ 217,997 $ 218,773 $ 205,463 Actual return on assets (33,721) 9,871 21,987 Employer contributions — — 1,500 Benefits paid (1,165) (9,467) (9,006) Administrative fees (10,667) (1,180) (1,171) Fair value of plan assets at end of period $ 172,444 $ 217,997 $ 218,773 |
Schedule of weighted average assumptions used to determine benefit obligations and net cost | Year Ended January 1, 2023 January 2, 2022 Discount rate 4.95 % 2.60 % Rate of compensation increase N/A N/A Year Ended January 1, 2023 January 2, 2022 December 31, 2020 Discount rate 2.60 % 2.20 % 3.00 % Rate of compensation increase N/A N/A N/A Expected return on plan assets 5.75 % 5.75 % 6.50 % Corridor 10.00 % 10.00 % 10.00 % Average future life expectancy (in years) 24.17 24.77 25.70 |
Schedule of components of net periodic benefit cost and amounts recognized in other comprehensive income (loss) | Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 December 31, 2020 Net periodic benefit cost: Service cost $ 1,200 $ 1,100 $ 1,200 Interest cost 5,518 5,119 6,431 Expected return on plan assets (12,237) (12,272) (13,119) Amortization of net actuarial loss 891 1,402 985 Total net periodic benefit $ (4,628) $ (4,651) $ (4,503) Other comprehensive income: Current year actuarial gain $ 3,817 $ 12,147 $ (9,345) Recognized net actuarial loss 891 1,402 985 Total other comprehensive gain $ 4,708 $ 13,549 $ (8,360) |
Schedule of fair value of plan assets | Fair Value Measurements as of January 1, 2023 Quoted Prices in Significant Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs (Amounts in thousands) Total (Level 1) (Level 2) (Level 3) ASSET CATEGORY: Equity Securities: International Equity (a) $ 8,415 $ 8,415 $ — $ — Fixed Income: Long Duration Fixed Income (b) 159,158 159,158 — — Alternatives: Other Investments (c) 4,871 — — — Fair Value of Plan Assets $ 172,444 $ 167,573 $ — $ — Fair Value Measurements as of January 2, 2022 Quoted Prices in Significant Significant Active Markets for Observable Unobservable Identical Assets Inputs Inputs (Amounts in thousands) Total (Level 1) (Level 2) (Level 3) ASSET CATEGORY: Equity Securities: International Equity (a) $ 16,747 $ 16,747 $ — $ — Fixed Income: Long Duration Fixed Income (b) 164,200 164,200 — — Alternatives: Other Investments (c) 37,050 — — — Fair Value of Plan Assets $ 217,997 $ 180,947 $ — $ — (a) This category consists of mutual funds invested primarily in equity securities (common stocks, securities that are convertible into common stocks, preferred stocks, warrants and rights to subscribe to common stocks) of non-U.S. issuers purchased in foreign markets. The mutual funds are actively traded on U.S. or foreign registered exchanges, or the over-the-counter markets. (b) The assets are comprised of U.S. Treasury Separate Trading of Registered Interest and Principal of Securities ("U.S. Treasury STRIPS") and mutual funds which are actively traded on the registered exchanges. The mutual funds are invested primarily in high quality government and corporate fixed income securities, as well as synthetic instruments or derivatives having economic characteristics similar to fixed income securities. (c) Common/collective trust investments that are measured at fair value using the net asset value per share practical expedient have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to the total fair value of plan assets. The Company has participant redemptions restricted to the last business day of the quarter, with either a 65 or 90 day period redemption notice. |
Summary of expected employer contributions and future benefit payments | (Amounts in thousands) Expected benefit payments: 2023 $ 10,685 2024 11,019 2025 11,274 2026 11,430 2027 11,615 2028 through 2032 58,265 Total expected benefit payments $ 114,288 |
Earnings (Loss) Per Share of _2
Earnings (Loss) Per Share of Common Stock (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Earnings (Loss) Per Common Share | |
Schedule of earnings per share of common stock | For The Year Ended (Amounts in thousands, except per share amounts) January 1, 2023 January 2, 2022 December 31, 2020 Net income (loss) attributable to Six Flags Entertainment Corporation common stockholders $ 108,928 $ 129,923 $ (423,380) Weighted-average common shares outstanding—basic 84,366 85,708 84,800 Effect of dilutive stock options and restricted stock units 329 943 — Weighted-average common shares outstanding—diluted 84,695 86,651 84,800 Earnings (loss) per share—basic $ 1.29 $ 1.52 $ (4.99) Earnings (loss) per share—diluted $ 1.29 $ 1.50 $ (4.99) |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Leases | |
Schedule of components of lease cost | Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 Finance Lease Expense Amortization of ROU assets $ 980 $ 900 Interest on lease liabilities 90 106 Operating lease cost 23,896 24,152 Short-term lease cost 6,038 3,904 Variable lease cost 5,363 6,744 Total lease cost $ 36,367 $ 35,806 |
Schedule of other information related to leases | Other information related to leases for the years ended January 1, 2023 and January 2, 2022 is as follows: Year Ended (Amounts in thousands, except for lease term and discount rate) January 1, 2023 January 2, 2022 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows for operating leases $ 22,578 $ 26,936 Financing cash flows for finance leases 926 641 Operating cash flows from finance leases 90 106 Operating Leases ROU assets obtained in exchange for lease liabilities 268 384 Finance Leases ROU assets obtained in exchange for lease liabilities — 1,702 Additional information related to our operating leases for the year ended January 1, 2023 is as follows: Weighted average remaining lease term (in years) 18.0 Weighted average discount rate 6.88 % Additional information related to our finance leases for the year ended January 1, 2023 is as follows: Weighted average remaining lease term (in years) 2.0 Weighted average discount rate 3.84 % |
Schedule of supplemental balance sheet information of leases | Year Ended (Amounts in thousands) January 1, 2023 January 2, 2022 Operating Leases Right of use assets, net $ 158,838 $ 186,754 Short-term lease liabilities 10,689 10,181 Long-term lease liabilities 163,892 176,180 Total operating lease obligation $ 174,581 $ 186,361 Finance Leases Property and equipment, at cost $ 3,920 $ 4,131 Accumulated depreciation (2,074) (1,148) Total property and equipment, net $ 1,846 $ 2,983 Short-term lease liabilities $ 999 $ 977 Long-term lease liabilities 912 2,020 Total finance lease obligation $ 1,911 $ 2,997 |
Schedule of maturities of noncancelable operating lease liabilities | (Amounts in thousands) As of January 1, 2023 Finance Leases Operating Leases 2024 $ 1,052 $ 22,086 2025 797 20,332 2026 132 18,233 2027 — 17,791 2028 — 17,751 Thereafter — 224,009 Total $ 1,981 $ 320,202 Less: present value discount (70) (145,621) Lease liability $ 1,911 $ 174,581 |
Business Segments (Tables)
Business Segments (Tables) | 12 Months Ended |
Jan. 01, 2023 | |
Business Segments | |
Schedule of information reflecting long-lived assets, revenues and income (loss) before income taxes by domestic and foreign categories | Domestic Foreign Total As of or for the year ended January 1, 2023 Long-lived assets $ 2,290,318 $ 114,048 $ 2,404,366 Revenues 1,235,356 122,879 1,358,236 Income before income taxes 168,751 31,789 200,539 As of or for the year ended January 2, 2022 Long-lived assets $ 2,324,420 $ 117,066 $ 2,441,486 Revenues 1,407,671 89,234 1,496,905 Income before income taxes 219,283 2,028 221,311 As of or for the year ended December 31, 2020 Long-lived assets $ 2,317,009 $ 134,805 $ 2,451,814 Revenues 334,713 21,862 356,575 Loss before income taxes (487,594) (35,465) (523,059) |
Description of Business (Detail
Description of Business (Details) | 12 Months Ended |
Jan. 01, 2023 item | |
Description of Business | |
Number of parks owned or operated | 27 |
Period of operation of theme parks by the former SFEC under Six Flags name (in years) | 40 years |
Number of parks branded as "Six Flags" parks | 23 |
United States | |
Description of Business | |
Number of parks owned or operated | 24 |
Mexico | |
Description of Business | |
Number of parks owned or operated | 2 |
Canada | |
Description of Business | |
Number of parks owned or operated | 1 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Jan. 01, 2023 USD ($) payment item contract | Jan. 02, 2022 USD ($) | Dec. 31, 2020 USD ($) | |
Summary of Significant Accounting Policies | ||||
Valuation allowance for slow moving inventory | $ 400 | $ 300 | ||
Spare parts inventory for existing rides and attractions included in prepaid expenses and other current assets | 25,800 | 23,800 | ||
Prepaid advertising | 300 | 2,700 | ||
Advertising and promotions expense | 37,300 | 55,500 | $ 19,600 | |
Amortization of debt issuance costs | 7,097 | 7,911 | $ 6,535 | |
Impairment loss | $ 16,943 | |||
Initial membership term | 12 months | |||
Number of upfront payments | payment | 1 | |||
Time period added to membership privileges | 1 month | |||
Number of contracts in a typical international agreement | contract | 1 | |||
Number of distinct promises within a typical international agreement | item | 3 | |||
Allowance for doubtful accounts | $ 4,100 | 13,800 | ||
Valuation allowance | 95,983 | 107,391 | ||
Accrued interest and penalties, income taxes | 0 | $ 0 | ||
Impairment charge on right-of-use operating leases | $ 15,100 | |||
Minimum | ||||
Summary of Significant Accounting Policies | ||||
Property and equipment, estimated useful lives (in years) | 20 years | |||
Maximum | ||||
Summary of Significant Accounting Policies | ||||
Property and equipment, estimated useful lives (in years) | 25 years | |||
Rides and attractions | Minimum | ||||
Summary of Significant Accounting Policies | ||||
Property and equipment, estimated useful lives (in years) | 5 years | |||
Rides and attractions | Maximum | ||||
Summary of Significant Accounting Policies | ||||
Property and equipment, estimated useful lives (in years) | 25 years | |||
Land improvements | Minimum | ||||
Summary of Significant Accounting Policies | ||||
Property and equipment, estimated useful lives (in years) | 10 years | |||
Land improvements | Maximum | ||||
Summary of Significant Accounting Policies | ||||
Property and equipment, estimated useful lives (in years) | 15 years | |||
Buildings and improvements | ||||
Summary of Significant Accounting Policies | ||||
Property and equipment, estimated useful lives (in years) | 30 years | |||
Furniture and equipment | Minimum | ||||
Summary of Significant Accounting Policies | ||||
Property and equipment, estimated useful lives (in years) | 5 years | |||
Furniture and equipment | Maximum | ||||
Summary of Significant Accounting Policies | ||||
Property and equipment, estimated useful lives (in years) | 10 years | |||
Assets at Six Flags Hurricane Harbor Splashtown | ||||
Summary of Significant Accounting Policies | ||||
Impairment loss | $ 16,900 | |||
Impairment loss attributable to property and equipment | 1,800 | |||
Impairment loss attributable to right of use operating assets, net | $ 15,100 |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Revenue | |||
Revenues | $ 1,358,236 | $ 1,496,905 | $ 356,575 |
Long-term contracts | |||
Revenue | |||
Revenues | 99,815 | 299,650 | 51,820 |
Short-term contracts and other | |||
Revenue | |||
Revenues | 1,258,421 | 1,197,255 | 304,755 |
Park Admissions | |||
Revenue | |||
Revenues | 735,415 | 795,649 | 202,646 |
Park Admissions | Long-term contracts | |||
Revenue | |||
Revenues | 65,207 | 237,932 | 28,627 |
Park Admissions | Short-term contracts and other | |||
Revenue | |||
Revenues | 670,208 | 557,717 | 174,019 |
Park Food, Merchandise and Other | |||
Revenue | |||
Revenues | 570,965 | 655,451 | 126,306 |
Park Food, Merchandise and Other | Long-term contracts | |||
Revenue | |||
Revenues | 10,266 | 28,347 | 2,431 |
Park Food, Merchandise and Other | Short-term contracts and other | |||
Revenue | |||
Revenues | 560,699 | 627,104 | 123,875 |
Sponsorship, International Agreements, and Accommodations | |||
Revenue | |||
Revenues | 51,856 | 45,805 | 27,623 |
Sponsorship, International Agreements, and Accommodations | Long-term contracts | |||
Revenue | |||
Revenues | 24,342 | 33,371 | 20,762 |
Sponsorship, International Agreements, and Accommodations | Short-term contracts and other | |||
Revenue | |||
Revenues | $ 27,514 | $ 12,434 | $ 6,861 |
Revenue - Narrative (Details)
Revenue - Narrative (Details) $ in Millions | 12 Months Ended | |||
Jan. 01, 2023 USD ($) item | Jan. 02, 2022 USD ($) | Jan. 01, 2022 USD ($) | Jan. 01, 2021 USD ($) | |
Summary of Significant Accounting Policies | ||||
Number of distinct obligations within international agreements | item | 3 | |||
Long-term contracts | ||||
Summary of Significant Accounting Policies | ||||
Contract with customer, liability | $ 58.7 | $ 58.7 | $ 77.6 | |
Unearned contract with customer revenue recognized | $ 86.2 | |||
Revenue for long-term contracts | $ 86.3 |
Revenue - Performance Obligatio
Revenue - Performance Obligations (Details) - Long-term contracts $ in Millions | Jan. 01, 2023 USD ($) |
Revenue | |
Performance obligation | $ 33.5 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2023-01-02 | |
Revenue | |
Performance obligation | $ 43.9 |
Expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2024-01-01 | |
Revenue | |
Performance obligation | $ 6.9 |
Expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2025-01-01 | |
Revenue | |
Performance obligation | $ 0.9 |
Expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2026-01-01 | |
Revenue | |
Performance obligation | $ 0.9 |
Expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2027-01-01 | |
Revenue | |
Performance obligation | $ 0.3 |
Expected timing of satisfaction, period | 1 year |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Property and Equipment | ||
Property and equipment, at cost | $ 2,592,485 | $ 2,501,829 |
Accumulated depreciation | (1,350,739) | (1,250,902) |
Total property and equipment, net | 1,241,746 | 1,250,927 |
Land | ||
Property and Equipment | ||
Property and equipment, at cost | 219,453 | 219,453 |
Land improvements | ||
Property and Equipment | ||
Property and equipment, at cost | 315,140 | 300,756 |
Buildings and improvements | ||
Property and Equipment | ||
Property and equipment, at cost | 342,258 | 328,251 |
Rides and attractions | ||
Property and Equipment | ||
Property and equipment, at cost | 1,305,781 | 1,238,671 |
Equipment and other | ||
Property and Equipment | ||
Property and equipment, at cost | $ 409,853 | $ 414,698 |
Property and Equipment - Additi
Property and Equipment - Additional information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Property and Equipment | |||
Impairment loss | $ 16,943 | ||
Depreciation expense | 116,400 | $ 114,400 | $ 119,200 |
Assets at Six Flags Hurricane Harbor Splashtown | |||
Property and Equipment | |||
Impairment loss | 16,900 | ||
Impairment loss attributable to property and equipment | $ 1,800 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020 | Jan. 01, 2023 | Jan. 02, 2022 | |
Goodwill and Intangible Assets | |||
Goodwill | $ 659,618 | $ 659,618 | |
Amortization expense | $ 1,000 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Schedule of Intangible Asset (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 01, 2023 | Jan. 02, 2022 | |
Intangible assets | ||
Accumulated Amortization | $ (284) | $ (261) |
Net Carrying Value | 89 | |
Intangible assets, gross | 344,448 | 344,448 |
Total intangible assets, net | $ 344,164 | $ 344,187 |
Third party licensing rights | ||
Intangible assets | ||
Weighted-Average Remaining Amortization Period (Years) | 3 years 4 months 24 days | 5 years |
Gross Carrying Value | $ 373 | $ 373 |
Accumulated Amortization | (284) | (261) |
Net Carrying Value | 89 | 112 |
Trade names, trademarks and other | ||
Intangible assets | ||
Indefinite-lived intangible assets | $ 344,075 | $ 344,075 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Amortization (Details) $ in Thousands | Jan. 01, 2023 USD ($) |
Goodwill and Intangible Assets | |
2023 | $ 23 |
2024 | 23 |
2025 | 23 |
2026 | 12 |
2027 | 1 |
2028 and thereafter | 7 |
Net Carrying Value | $ 89 |
Noncontrolling Interests, Par_3
Noncontrolling Interests, Partnerships and Joint Ventures (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Changes in redeemable noncontrolling interests | |||
Redeemable noncontrolling interests, beginning balance | $ 522,067 | $ 523,376 | |
Fresh start accounting fair market value adjustment for purchased units | (116) | (194) | |
Purchase of redeemable units | (556) | (1,115) | $ (4,976) |
Net income attributable to noncontrolling interests | 44,651 | 41,766 | |
Distributions to noncontrolling interests | (44,651) | (41,766) | |
Redeemable noncontrolling interests, ending balance | 521,395 | 522,067 | 523,376 |
Six Flags over Texas | |||
Changes in redeemable noncontrolling interests | |||
Redeemable noncontrolling interests, beginning balance | 241,866 | 242,595 | |
Fresh start accounting fair market value adjustment for purchased units | (116) | (126) | |
Purchase of redeemable units | (556) | (603) | |
Net income attributable to noncontrolling interests | 22,283 | 20,866 | |
Distributions to noncontrolling interests | (22,283) | (20,866) | |
Redeemable noncontrolling interests, ending balance | 241,194 | 241,866 | 242,595 |
Six Flags over Georgia | |||
Changes in redeemable noncontrolling interests | |||
Redeemable noncontrolling interests, beginning balance | 280,201 | 280,781 | |
Fresh start accounting fair market value adjustment for purchased units | (68) | ||
Purchase of redeemable units | (512) | ||
Net income attributable to noncontrolling interests | 22,368 | 20,900 | |
Distributions to noncontrolling interests | (22,368) | (20,900) | |
Redeemable noncontrolling interests, ending balance | $ 280,201 | $ 280,201 | $ 280,781 |
Derivative Financial Instrume_3
Derivative Financial Instruments (Details) - USD ($) $ in Thousands | 12 Months Ended | |||||||||
Mar. 24, 2022 | Apr. 22, 2020 | Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | Apr. 30, 2020 | Mar. 31, 2020 | Aug. 31, 2019 | Jun. 30, 2019 | ||
Derivative Financial Instruments | ||||||||||
Repayment of borrowings | $ 460,000 | $ 2,000 | $ 526,510 | |||||||
Interest expense | 143,217 | 152,901 | 155,411 | |||||||
Settlement amount included in accumulated other comprehensive income | [1] | $ 7,728 | $ 8,862 | $ (11,482) | ||||||
Second Amended and Restated Term Loan B | ||||||||||
Derivative Financial Instruments | ||||||||||
Repayment of borrowings | $ 315,000 | |||||||||
Second Amended and Restated Term Loan B | Reclassification out of Accumulated Other Comprehensive Income. | ||||||||||
Derivative Financial Instruments | ||||||||||
Interest expense | $ 14,900 | |||||||||
Interest rate swap | Derivatives Designated as Cash Flow Hedges | ||||||||||
Derivative Financial Instruments | ||||||||||
Net cash proceeds | $ 7,400 | |||||||||
Interest rate swap | Amended And Restated Term Loan B | Derivatives Designated as Cash Flow Hedges | ||||||||||
Derivative Financial Instruments | ||||||||||
Settlement amount included in accumulated other comprehensive income | $ 7,700 | |||||||||
June 2019 Swap Agreements | ||||||||||
Derivative Financial Instruments | ||||||||||
Notional amount | $ 200,000 | $ 300,000 | ||||||||
August 2019 Swap Agreements | ||||||||||
Derivative Financial Instruments | ||||||||||
Notional amount | $ 400,000 | |||||||||
Modified June 2019 Swap Agreement | ||||||||||
Derivative Financial Instruments | ||||||||||
Notional amount | $ 100,000 | |||||||||
April 2020 Counter-agreements | ||||||||||
Derivative Financial Instruments | ||||||||||
Notional amount | $ 300,000 | |||||||||
[1] Change in cash flow hedging is presented net of tax expense of $2.6 and $3.0 million for the years ended January 1, 2023, and January 2, 2022, respectively, and net of tax benefit of $3.8 million for the years ended December 31, 2020. |
Derivative Financial Instrume_4
Derivative Financial Instruments - Derivative Instruments Recorded at Fair Values (Details) - Interest rate swap agreements - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Derivative Financial Instruments | ||
Derivative assets | $ 10,581 | |
Derivative liabilities | (14,700) | $ (13,625) |
Derivatives Designated as Cash Flow Hedges | ||
Derivative Financial Instruments | ||
Derivative liabilities - Current | (3,986) | |
Derivative liabilities - Non-current | (1,046) | |
Derivatives Not Designated as Hedging Instruments | ||
Derivative Financial Instruments | ||
Derivative assets - Current | 6,135 | |
Derivative assets - Non-current | 4,446 | |
Derivative liabilities - Current | (8,476) | (4,012) |
Derivative liabilities - Non-current | $ (6,224) | $ (4,581) |
Derivative Financial Instrume_5
Derivative Financial Instruments - Gains and Losses before Taxes on Derivatives (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Derivative Financial Instruments | |||
Loss to be reclassified from AOCI to operations during the next twelve months | $ 3,200 | ||
Derivatives Designated as Cash Flow Hedges | |||
Derivative Financial Instruments | |||
Gain (Loss) Recognized in AOCL | 11,540 | $ 6,299 | $ (33,902) |
Loss (Gain) Reclassified from AOCL into Operations | 1,218 | (5,535) | (3,685) |
Derivatives Designated as Cash Flow Hedges | Interest Rate Swap Agreements | |||
Derivative Financial Instruments | |||
Gain (Loss) Recognized in AOCL | 11,540 | 6,299 | (33,902) |
Loss (Gain) Reclassified from AOCL into Operations | 1,218 | $ (5,535) | $ (3,685) |
Derivatives Not Designated as Hedging Instruments | |||
Derivative Financial Instruments | |||
Loss recognized in interest expense | $ 400 |
Long-Term Indebtedness - Additi
Long-Term Indebtedness - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||||
Jul. 01, 2022 | May 18, 2022 | Apr. 22, 2020 | Apr. 13, 2017 | Jun. 16, 2016 | Mar. 31, 2020 | Oct. 01, 2023 | Apr. 02, 2023 | Jan. 01, 2023 | Dec. 31, 2020 | May 17, 2022 | Jan. 02, 2022 | Apr. 08, 2020 | Apr. 07, 2020 | Apr. 16, 2019 | |
Summary of Long-term debt | |||||||||||||||
Loss on debt extinguishment | $ 17,533 | $ 6,106 | |||||||||||||
Outstanding amount | 2,380,531 | $ 2,629,524 | |||||||||||||
Long-term debt, gross | 2,393,490 | ||||||||||||||
Payments of debt issuance costs | 24,987 | ||||||||||||||
Amended And Restated Revolving Loan | |||||||||||||||
Summary of Long-term debt | |||||||||||||||
Maximum borrowing capacity | $ 350,000 | ||||||||||||||
Letters of credit outstanding amount | 20,200 | ||||||||||||||
Commitment fee percentage | 0.625% | ||||||||||||||
Amended And Restated Term Loan B | |||||||||||||||
Summary of Long-term debt | |||||||||||||||
Maximum borrowing capacity | $ 479,000 | ||||||||||||||
Repayment of debt | $ 315,000 | ||||||||||||||
Loss on debt extinguishment | 5,100 | ||||||||||||||
2015 Revolving Loan | |||||||||||||||
Summary of Long-term debt | |||||||||||||||
Maximum borrowing capacity | $ 250,000 | ||||||||||||||
Credit Facility 2015 - Term Loan B | |||||||||||||||
Summary of Long-term debt | |||||||||||||||
Maximum borrowing capacity | $ 700,000 | ||||||||||||||
Second Amended and Restated Revolving Loan | |||||||||||||||
Summary of Long-term debt | |||||||||||||||
Maximum borrowing capacity | $ 350,000 | $ 481,000 | $ 481,000 | $ 350,000 | |||||||||||
Incremental borrowing capacity | 131,000 | $ 131,000 | |||||||||||||
Outstanding amount | 100,000 | ||||||||||||||
Letters of credit outstanding amount | 21,000 | ||||||||||||||
Long-term line of credit | 0 | 0 | |||||||||||||
Long-term debt, gross | 100,000 | ||||||||||||||
Liquidity amount | $ 150,000 | ||||||||||||||
Second Amended and Restated Term Loan B | |||||||||||||||
Summary of Long-term debt | |||||||||||||||
Repayment of debt | 315,000 | ||||||||||||||
Long-term debt, gross | 479,000 | 479,000 | |||||||||||||
2025 Notes | |||||||||||||||
Summary of Long-term debt | |||||||||||||||
Repayment of debt | $ 360,000 | ||||||||||||||
Loss on debt extinguishment | 17,500 | ||||||||||||||
Outstanding amount | $ 365,000 | ||||||||||||||
Long-term debt, gross | 365,000 | $ 725,000 | |||||||||||||
Premium percentage on redemption | 103.50% | ||||||||||||||
Premium on redemption | $ 12,600 | ||||||||||||||
Write off of deferred debt issuance cost | $ 5,000 | ||||||||||||||
2025 Notes | Six Flags Theme Parks Inc. | |||||||||||||||
Summary of Long-term debt | |||||||||||||||
Debt instrument face amount | $ 725,000 | ||||||||||||||
Interest rate, stated percentage | 7% | ||||||||||||||
Periodic payment of interest | 25,400 | ||||||||||||||
Period payment of interest - first payment | $ 35,100 | ||||||||||||||
Series B replacement Revolving Commitments | |||||||||||||||
Summary of Long-term debt | |||||||||||||||
Amount of debt reduced and terminated | $ 131,000 | ||||||||||||||
Amended And Restated Term Loan B As Amended June 2017 | |||||||||||||||
Summary of Long-term debt | |||||||||||||||
Interest rate, stated percentage | 6.14% | 3% | |||||||||||||
Long-term debt, gross | $ 479,000 | $ 479,000 | |||||||||||||
2024 Notes | |||||||||||||||
Summary of Long-term debt | |||||||||||||||
Debt instrument face amount | $ 300,000 | ||||||||||||||
Interest rate, stated percentage | 4.875% | ||||||||||||||
Loss on debt extinguishment | $ 1,000 | ||||||||||||||
Long-term debt, gross | 949,500 | 949,490 | 949,490 | ||||||||||||
Payments of debt issuance costs | $ 4,700 | ||||||||||||||
Proceeds from issuance of debt utilized for extinguishment of existing debt instruments | $ 150,000 | ||||||||||||||
Periodic payment of interest | $ 24,400 | 23,100 | |||||||||||||
Pre-payment | $ 50,500 | ||||||||||||||
Senior Unsecured 2024 Notes Add-on | |||||||||||||||
Summary of Long-term debt | |||||||||||||||
Debt instrument face amount | $ 700,000 | ||||||||||||||
Interest rate, stated percentage | 4.875% | ||||||||||||||
Payments of debt issuance costs | $ 3,900 | ||||||||||||||
2027 Notes | |||||||||||||||
Summary of Long-term debt | |||||||||||||||
Debt instrument face amount | $ 500,000 | ||||||||||||||
Interest rate, stated percentage | 5.50% | ||||||||||||||
Long-term debt, gross | $ 500,000 | $ 500,000 | |||||||||||||
Payments of debt issuance costs | $ 2,600 | ||||||||||||||
Periodic payment of interest | $ 13,800 | ||||||||||||||
Senior secured debt | |||||||||||||||
Summary of Long-term debt | |||||||||||||||
Leverage ratio | 3.75% | 4% | 4.25% |
Long-Term Indebtedness - Schedu
Long-Term Indebtedness - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jul. 01, 2022 | Jan. 02, 2022 | Mar. 31, 2020 |
Summary of Long-term debt | ||||
Long-term debt, gross | $ 2,393,490 | |||
Net discount | (2,138) | $ (3,249) | ||
Deferred financing costs | (10,821) | (20,717) | ||
Total debt | 2,380,531 | 2,629,524 | ||
Less short-term borrowings | 100,000 | |||
Total long-term debt | 2,280,531 | 2,629,524 | ||
Second Amended and Restated Term Loan B | ||||
Summary of Long-term debt | ||||
Long-term debt, gross | 479,000 | 479,000 | ||
Second Amended and Restated Revolving Loan | ||||
Summary of Long-term debt | ||||
Long-term debt, gross | 100,000 | |||
Total debt | 100,000 | |||
2024 Notes | ||||
Summary of Long-term debt | ||||
Long-term debt, gross | 949,490 | 949,490 | $ 949,500 | |
2025 Notes | ||||
Summary of Long-term debt | ||||
Long-term debt, gross | 365,000 | 725,000 | ||
Total debt | $ 365,000 | |||
2027 Notes | ||||
Summary of Long-term debt | ||||
Long-term debt, gross | 500,000 | 500,000 | ||
Estimate of Fair Value Measurement | ||||
Summary of Long-term debt | ||||
Total long-term debt | $ 2,284,300 | $ 2,703,500 |
Long-Term Indebtedness - Sche_2
Long-Term Indebtedness - Schedule of Maturities (Details) $ in Thousands | Jan. 01, 2023 USD ($) |
Long-Term Indebtedness | |
2024 | $ 1,049,490 |
2025 | 365,000 |
2026 | 479,000 |
2027 | 500,000 |
Long-term debt, gross | $ 2,393,490 |
Selling, General and Administ_3
Selling, General and Administrative Expenses (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Selling, General and Administrative Expenses | |||
Total selling, general and administrative expenses | $ 162,158 | $ 211,381 | $ 147,295 |
Operating Segments | |||
Selling, General and Administrative Expenses | |||
Total selling, general and administrative expenses | 106,077 | 117,830 | 80,027 |
Corporate, Non-Segment | |||
Selling, General and Administrative Expenses | |||
Total selling, general and administrative expenses | $ 56,081 | $ 93,551 | $ 67,268 |
Stock Benefit Plans - Additiona
Stock Benefit Plans - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Stock Benefit Plans | |||
Allocated share-based compensation expense | $ 7,673 | $ 21,462 | $ 19,530 |
Stock Options | |||
Stock Benefit Plans | |||
Percent based on historical data | 75% | ||
Percent based on forward-looking data | 25% | ||
Employee | Performance awards | |||
Stock Benefit Plans | |||
Allocated share-based compensation expense | $ 0 | ||
Compensation cost not yet recognized | $ 3,200 | ||
Number of shares of common stock that may be issued under the Plan (in shares) | 64,000 | ||
Employee | Chief Executive Officer | Performance awards | |||
Stock Benefit Plans | |||
Allocated share-based compensation expense | $ 0 | ||
Compensation cost not yet recognized | $ 18,700 | $ 2,200 | |
Number of shares of common stock that may be issued under the Plan (in shares) | 482,000 | 50,000 | |
Long Term Incentive Plan | |||
Stock Benefit Plans | |||
Allocated share-based compensation expense | $ 0 | ||
Shares available for future grant (in shares) | 5,634,000 | ||
Number of shares of common stock that may be issued under the Plan (in shares) | 19,300,000 | ||
Long Term Incentive Plan | Performance awards | |||
Stock Benefit Plans | |||
Nonvested, number (in shares) | 595,000 | ||
Long Term Incentive Plan | Stock Options | |||
Stock Benefit Plans | |||
Options to purchase common stock outstanding (in shares) | 1,684,000 | 3,421,000 | |
Award vesting period | 4 years | ||
Expiration period | 10 years | ||
Compensation cost not yet recognized | $ 100 | ||
Period for recognition | 7 months 20 days | ||
Threshold for accumulated accrued dividend distribution to receive cash dividends (in shares) | 1,000 | ||
Threshold for accumulated accrued dividend distribution to receive stock dividends (in shares) | 1,000 | ||
Long Term Incentive Plan | 2017 Performance Award | |||
Stock Benefit Plans | |||
Allocated share-based compensation expense | $ 7,700 | $ 21,100 | $ 19,100 |
Long Term Incentive Plan | Restricted Stock And Restricted Stock Units | |||
Stock Benefit Plans | |||
Nonvested, number (in shares) | 957,000 | ||
Long Term Incentive Plan | Deferred Stock Units | |||
Stock Benefit Plans | |||
Compensation cost not yet recognized | $ 0 | ||
Number of Shares to be Issued for each award (in shares) | 1 | ||
Period after which shares are to be delivered | 30 days | ||
Weighted average grant date fair value of stock awards granted (in dollars per share) | $ 29.70 | $ 43.36 | $ 31.43 |
Total grant date fair value of stock awards granted | $ 200 | $ 300 | $ 200 |
Granted (in shares) | 8,000 | 7,000 | 7,000 |
Long Term Incentive Plan | Dividend Equivalent Rights | |||
Stock Benefit Plans | |||
Allocated share-based compensation expense | $ 300 | ||
Reversal of share-based compensation expense | $ 7,400 | $ 300 | |
Employee Stock Purchase Plan | |||
Stock Benefit Plans | |||
Allocated share-based compensation expense | $ 124 | $ 360 | $ 452 |
Percentage of the market value of common stock at beginning or end of the offering period for shares eligible to be purchased | 90% | ||
Number of shares of common stock that may be issued under the Plan (in shares) | 2,000,000 | ||
Shares in ESOP (in shares) | 1,487,000 |
Stock Benefit Plans - Weighted-
Stock Benefit Plans - Weighted-average Assumptions (Details) - Long Term Incentive Plan - Stock Options | 12 Months Ended |
Dec. 31, 2020 | |
Chief Executive Officer | |
Stock Benefit Plans | |
Expected life (in years) | 0 years |
Key Employees | |
Stock Benefit Plans | |
Risk-free interest rate | 1.60% |
Expected life (in years) | 3 years 8 months 1 day |
Expected volatility | 28.38% |
Expected dividend yield | 7.18% |
Stock Benefit Plans - Stock Opt
Stock Benefit Plans - Stock Option Activity (Details) - Long Term Incentive Plan - Stock Options | 12 Months Ended |
Jan. 01, 2023 $ / shares shares | |
Shares outstanding | |
Options outstanding at the beginning of the period (in shares) | shares | 3,421,000 |
Exercised (in shares) | shares | (30,000) |
Canceled or exchanged (in shares) | shares | (1,542,000) |
Forfeited (in shares) | shares | (165,000) |
Options outstanding at the end of the period (in shares) | shares | 1,684,000 |
Vested and expected to vest at the end of the period (in shares) | shares | 1,684,000 |
Options exercisable at end of the period (in shares) | shares | 1,551,000 |
Weighted Average Exercise Price | |
Outstanding, Weighted average exercise price at the beginning of the period (in dollars per share) | $ / shares | $ 54.25 |
Exercised, Weighted average exercise price (in dollars per share) | $ / shares | 35.06 |
Canceled or exchanged, Weighted average exercise price (in dollars per share) | $ / shares | 52.59 |
Forfeited, Weighted average exercise price (in dollars per share) | $ / shares | 60.20 |
Outstanding, Weighted average exercise price at the end of the period (in dollars per share) | $ / shares | 55.52 |
Vested and expected to vest, Weighted average exercise price (in dollars per share) | $ / shares | 55.52 |
Options exercisable at period end, Weighted average exercise price (in dollars per share) | $ / shares | $ 55.25 |
Weighted Average Remaining Contractual Term | |
Balance at the end of the period, Weighted average remaining contractual term | 4 years 9 months 18 days |
Vested and expected to vest at the end of the period, Weighted average remaining contractual term | 4 years 9 months 18 days |
Options exercisable at the end of the period. Weighted average remaining contractual term | 4 years 3 months 7 days |
Stock Benefit Plans - Aspects o
Stock Benefit Plans - Aspects of Awards (Details) - Long Term Incentive Plan - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Stock Options | |||
Stock Benefit Plans | |||
Weighted average grant date fair value of options granted | $ 4.85 | ||
Total intrinsic value of options exercised | $ 181 | $ 5,470 | $ 1,275 |
Total fair value of options that have vested | 223 | 5,491 | 7,369 |
Total cash received from the exercise of stock options | 1,039 | $ 13,209 | $ 2,235 |
Compensation cost not yet recognized | $ 100 | ||
Period for recognition | 7 months 20 days | ||
Restricted Stock and Restricted Stock Units | |||
Stock Benefit Plans | |||
Weighted average grant date fair value of stock awards granted (in dollars per share) | $ 36.10 | $ 44.07 | $ 18.86 |
Total grant date fair value of stock awards granted | $ 15,009 | $ 44,855 | $ 29,597 |
Total fair value of stock awards that have vested | 11,210 | $ 14,681 | $ 2,011 |
Compensation cost not yet recognized | $ 17,100 | ||
Period for recognition | 1 year 2 months 19 days |
Stock Benefit Plans - Summary o
Stock Benefit Plans - Summary of Stock, Restricted Stock, and Restricted Stock Unit Activity (Details) - Long Term Incentive Plan - Restricted Stock and Restricted Stock Units - $ / shares shares in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Shares | |||
Non-vested balance at the beginning of the period (in shares) | 1,340 | ||
Granted (in shares) | 416 | ||
Vested (in shares) | (364) | ||
Forfeited (in shares) | (435) | ||
Canceled (in shares) | 0 | ||
Non-vested balance at the end of the period (in shares) | 957 | 1,340 | |
Weighted Average Grant Date Fair Value Per Share ($) | |||
Non-vested balance at the beginning of the period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 34.91 | ||
Granted, Weighted Average Grant Date Fair Value (in dollars per share) | 36.10 | $ 44.07 | $ 18.86 |
Vested, Weighted Average Grant Date Fair Value (in dollars per share) | 30.82 | ||
Forfeited, Weighted Average Grant Date Fair Value (in dollars per share) | 33.66 | ||
Canceled (in dollars per share) | 0 | ||
Non-vested balance at the end of the period, Weighted Average Grant Date Fair Value (in dollars per share) | $ 37.55 | $ 34.91 |
Stock Benefit Plans - Stock-bas
Stock Benefit Plans - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Stock Benefit Plans | |||
Stock-based compensation | $ 7,673 | $ 21,462 | $ 19,530 |
Long Term Incentive Plan | |||
Stock Benefit Plans | |||
Stock-based compensation | 0 | ||
Long Term Incentive Plan | Options and other | |||
Stock Benefit Plans | |||
Stock-based compensation | 7,549 | 21,102 | 19,078 |
Employee Stock Purchase Plan | |||
Stock Benefit Plans | |||
Stock-based compensation | $ 124 | $ 360 | $ 452 |
Income Taxes - Foreign and Dome
Income Taxes - Foreign and Domestic Components of Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Income Taxes | |||
Domestic | $ 168,751 | $ 219,283 | $ (487,594) |
Foreign | 31,789 | 2,028 | (35,464) |
Income (loss) before income taxes | $ 200,539 | $ 221,311 | $ (523,059) |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Income Taxes | |||
U.S. federal | $ 20,329 | $ 35,396 | $ (103,506) |
Foreign | 16,688 | 1,045 | (7,642) |
State and local | 9,943 | 13,181 | (29,819) |
Income Tax Expense (Benefit), Total | 46,960 | 49,622 | (140,967) |
Current | |||
U.S. federal | (362) | 1,631 | (3,530) |
Foreign | 12,943 | 1,367 | |
State and local | 3,741 | 7,006 | (3,239) |
Income tax expense | 16,322 | 10,004 | (6,769) |
Deferred | |||
U.S. federal | 20,691 | 33,765 | (99,976) |
Foreign | 3,745 | (322) | (7,642) |
State and local | 6,202 | 6,175 | (26,580) |
Income tax expense | $ 30,638 | $ 39,618 | $ (134,198) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Income Taxes | |||
Computed "expected" federal income tax (benefit) expense | $ 42,113 | $ 46,475 | $ (109,842) |
Effect of noncontrolling interest income distribution | (9,377) | (8,771) | (8,671) |
Change in valuation allowance | (11,408) | 1,845 | (2,482) |
Effect of state and local income taxes, net of federal tax benefit | 17,514 | 10,414 | (14,356) |
Deductible compensation in excess of book | 1,463 | (4,341) | 773 |
Nondeductible compensation | 264 | 5,652 | 951 |
Effect of foreign income taxes | 8,913 | (1,082) | (4,072) |
Effect of foreign tax credits | (977) | (94) | (528) |
Other, net | (1,546) | (476) | (2,740) |
Income Tax Expense (Benefit), Total | $ 46,960 | $ 49,622 | $ (140,967) |
Income Taxes - Components of Ta
Income Taxes - Components of Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Income Taxes | ||
Deferred tax assets | $ 222,593 | $ 251,446 |
Less: Valuation allowance | 95,983 | 107,391 |
Net deferred tax assets | 126,610 | 144,055 |
Net deferred tax liability | 184,637 | 148,291 |
Deferred tax assets: | ||
Federal net operating loss carryforwards | 45,463 | 70,060 |
State net operating loss carryforwards | 72,814 | 88,494 |
Deferred compensation | 6,201 | 8,597 |
Foreign tax credits | 17,786 | 19,005 |
Interest limitation carryforward | 32,867 | 4,884 |
Accrued insurance, pension liability and other | 47,462 | 60,406 |
Total deferred tax assets | 222,593 | 251,446 |
Deferred tax liabilities: | ||
Property and equipment | 223,337 | 213,676 |
Intangible assets and other | 87,910 | 78,670 |
Deferred tax liabilities | $ 311,247 | $ 292,346 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | Dec. 31, 2010 | |
Operating Loss Carryforwards | ||||
U.S. federal income tax rate (as a percent) | 21% | 21% | 21% | |
Reduction in net operating loss as a result of emergence from Chapter 11 | $ 804,800 | |||
Estimated annual limitation | $ 32,500 | |||
NOL carry forwards related to Section 382 limitation | 62,500 | |||
Foreign tax credits | 17,786 | $ 19,005 | ||
Valuation allowance | 95,983 | 107,391 | ||
Foreign tax credits valuation allowance | 15,900 | |||
Unrecognized tax benefit | $ 25,600 | |||
U.S. Federal | ||||
Operating Loss Carryforwards | ||||
Net operating loss carryforwards | 300,000 | |||
State | ||||
Operating Loss Carryforwards | ||||
Net operating loss carryforwards | $ 5,700,000 | |||
Minimum | ||||
Operating Loss Carryforwards | ||||
Property, plant and equipment, useful life | 20 years | |||
Property, plant and equipment, useful life, tax | 1 year | |||
Maximum | ||||
Operating Loss Carryforwards | ||||
Property, plant and equipment, useful life | 25 years |
Preferred Stock, Common Stock_3
Preferred Stock, Common Stock and Other Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | 70 Months Ended | |||
Jan. 01, 2023 | Jan. 01, 2023 | Jan. 01, 2023 | Jan. 02, 2022 | Mar. 30, 2017 | |
Preferred Stock, Common Stock and Other Stockholders' Equity (Deficit) | |||||
Common stock, shares authorized (in shares) | 280,000,000 | 280,000,000 | 280,000,000 | 280,000,000 | |
Common stock, shares outstanding (in shares) | 83,178,294 | 83,178,294 | 83,178,294 | 86,162,879 | |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | 5,000,000 | ||
Preferred stock, shares issued | 0 | 0 | 0 | ||
Preferred stock, shares authorized for future issuance | 0 | 0 | 0 | ||
Total number of shares purchased (in shares) | 3,464,000 | ||||
Value of shares repurchased | $ 96,774 | ||||
March 2017 Stock Repurchase Plan | |||||
Preferred Stock, Common Stock and Other Stockholders' Equity (Deficit) | |||||
Amount authorized of shares to be repurchased under Stock Repurchase Program | $ 500,000 | ||||
Shares acquired, average cost (in dollars per share) | $ 45.24 | ||||
Permitted dollar value of repurchases remaining | $ 134,900 | ||||
Total number of shares purchased (in shares) | 8,071,000 | ||||
Value of shares repurchased | $ 365,100 | ||||
Long Term Incentive Plan | |||||
Preferred Stock, Common Stock and Other Stockholders' Equity (Deficit) | |||||
Shares available for future grant (in shares) | 5,634,000 | 5,634,000 | 5,634,000 | ||
Employee Stock Purchase Plan | |||||
Preferred Stock, Common Stock and Other Stockholders' Equity (Deficit) | |||||
Shares in ESOP (in shares) | 1,487,000 | 1,487,000 | 1,487,000 |
Preferred Stock, Common Stock_4
Preferred Stock, Common Stock and Other Stockholders' Equity - Dividends (Details) $ in Thousands | 12 Months Ended |
Jan. 01, 2023 USD ($) shares | |
Preferred Stock, Common Stock and Other Stockholders' Equity | |
Total number of shares purchased (in shares) | shares | 3,464,000 |
Value of shares repurchased | $ | $ 96,774 |
Preferred Stock, Common Stock_5
Preferred Stock, Common Stock and Other Stockholders' Equity - Components of AOCI (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Accumulated Other Comprehensive Loss | |||
Beginning balance | $ (982,200) | $ (1,158,547) | $ (716,118) |
Ending balance | (950,565) | (982,200) | (1,158,547) |
Cumulative Translation Adjustment | |||
Accumulated Other Comprehensive Loss | |||
Beginning balance | (31,970) | (27,412) | (22,184) |
Net current period change | 1,175 | (4,558) | (5,228) |
Ending balance | (33,145) | (31,970) | (27,412) |
Cash Flow Hedges | |||
Accumulated Other Comprehensive Loss | |||
Beginning balance | (4,985) | (16,819) | (1,530) |
Net current period change | (11,540) | 6,299 | (33,902) |
Amounts reclassified from AOCI | (1,218) | 5,535 | 3,685 |
Effects of Adoption of ASU 2018-02 | 14,928 | ||
Ending balance | 5,337 | (4,985) | (16,819) |
Defined Benefit Plans | |||
Accumulated Other Comprehensive Loss | |||
Beginning balance | (44,093) | (57,642) | (49,282) |
Net current period change | (3,817) | 12,147 | (9,345) |
Amounts reclassified from AOCI | 891 | 1,402 | 985 |
Ending balance | (39,385) | (44,093) | (57,642) |
Income Taxes | |||
Accumulated Other Comprehensive Loss | |||
Beginning balance | (139) | 5,369 | (1,714) |
Net current period change | 3,947 | (3,766) | 11,968 |
Amounts reclassified from AOCI | 84 | (1,742) | (1,165) |
Effects of Adoption of ASU 2018-02 | (3,720) | ||
Ending balance | (4,002) | (139) | 5,369 |
Accumulated other comprehensive loss | |||
Accumulated Other Comprehensive Loss | |||
Beginning balance | (81,187) | (96,504) | (74,710) |
Net current period change | (10,235) | 10,122 | (36,507) |
Amounts reclassified from AOCI | (243) | 5,195 | 3,505 |
Effects of Adoption of ASU 2018-02 | 11,208 | ||
Ending balance | $ (71,195) | $ (81,187) | $ (96,504) |
Preferred Stock, Common Stock_6
Preferred Stock, Common Stock and Other Stockholders' Equity - Reclassifications out of AOCI (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Reclassifications out of accumulated other comprehensive income (loss): | |||
Interest expense | $ (143,217) | $ (152,901) | $ (155,411) |
Income tax expense | (46,960) | (49,622) | 140,967 |
Net income (loss) | 153,579 | 171,689 | (382,092) |
Reclassification out of Accumulated Other Comprehensive Income. | |||
Reclassifications out of accumulated other comprehensive income (loss): | |||
Net income (loss) | (243) | 5,195 | 3,505 |
Reclassification out of Accumulated Other Comprehensive Income. | Amortization of loss on interest rate hedge | |||
Reclassifications out of accumulated other comprehensive income (loss): | |||
Interest expense | (1,218) | 5,535 | 3,685 |
Income tax expense | 306 | (1,390) | (917) |
Net income (loss) | (912) | 4,145 | 2,768 |
Reclassification out of Accumulated Other Comprehensive Income. | Amortization of deferred actuarial loss and prior service cost | |||
Reclassifications out of accumulated other comprehensive income (loss): | |||
Operating expenses | 891 | 1,402 | 985 |
Income tax expense | (222) | (352) | (248) |
Net income (loss) | $ 669 | $ 1,050 | $ 737 |
Pension Benefits - Additional I
Pension Benefits - Additional Information (Details) $ in Millions | 12 Months Ended | ||
Jan. 01, 2023 USD ($) item | Jan. 02, 2022 USD ($) | Dec. 31, 2020 | |
Pension Benefits | |||
Normal retirement age (in years) | 65 years | ||
Early retirement age, low end of range (in years) | 55 years | ||
Early retirement age, high end of range (in years) | 64 years | ||
Attainment of credited service (in years) | 10 years | ||
Threshold age for reduction in early retirement benefit (in years) | 62 years | ||
Number of highest consecutive period of average compensation, used in plan benefit calculation (in years) | 5 years | ||
Period of average compensation, used in plan benefit calculation (in years) | 10 years | ||
Funded status (deficit) | $ 9.2 | $ (0.2) | |
AOCL, defined benefit plan, after tax | 39.4 | 48.6 | |
AOCL, defined benefit plan, tax | 9.2 | $ 8.1 | |
Estimated amount to be amortized from AOCL | $ 0.9 | ||
Number of a high grade bonds considered when selecting discount rate | item | 500 | ||
Expected return on plan assets | 5.75% | 5.75% | 6.50% |
Fixed income securities | |||
Pension Benefits | |||
Target allocation, percent | 92% | ||
International Equity | |||
Pension Benefits | |||
Target allocation, percent | 3% | ||
Alternatives | |||
Pension Benefits | |||
Target allocation, percent | 5% |
Pension Benefits - Benefit Plan
Pension Benefits - Benefit Plan Obligation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Change in benefit obligation: | |||
Beginning balance | $ 218,150 | $ 237,126 | $ 221,458 |
Interest cost | $ 5,518 | $ 5,119 | $ 6,431 |
Defined Benefit Plan Net Periodic Benefit Cost Credit Interest Cost Statement Of Income Or Comprehensive Income Extensible List Not Disclosed Flag | true | true | true |
Actuarial loss (gain) | $ (49,740) | $ (14,628) | $ 18,243 |
Benefits paid | (10,667) | (9,467) | (9,006) |
Benefit obligation at end of period | 163,261 | 218,150 | 237,126 |
Change in fair value of plan assets: | |||
Beginning balance | 217,997 | 218,773 | 205,463 |
Actual return on assets | (33,721) | 9,871 | 21,987 |
Employer contributions | 1,500 | ||
Administrative fees | (10,667) | (1,180) | (1,171) |
Benefits paid | (1,165) | (9,467) | (9,006) |
Fair value of plan assets at end of period | $ 172,444 | $ 217,997 | $ 218,773 |
Pension Benefits - Assumptions
Pension Benefits - Assumptions Used (Details) | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Pension Benefits | |||
Discount rate to determine benefit obligations | 4.95% | 2.60% | |
Discount rate | 2.60% | 2.20% | 3% |
Expected return on plan assets | 5.75% | 5.75% | 6.50% |
Corridor | 10% | 10% | 10% |
Average future life expectancy (in years) | 24 years 2 months 1 day | 24 years 9 months 7 days | 25 years 8 months 12 days |
Pension Benefits - Net Periodic
Pension Benefits - Net Periodic Benefit and Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Net periodic benefit cost: | |||
Service cost | $ 1,200 | $ 1,100 | $ 1,200 |
Interest cost | 5,518 | 5,119 | 6,431 |
Expected return on plan assets | $ (12,237) | $ (12,272) | $ (13,119) |
Defined Benefit Plan Net Periodic Benefit Cost Credit Expected Return Loss Statement Of Income Or Comprehensive Income Extensible List Not Disclosed Flag | true | true | true |
Amortization of net actuarial loss | $ 891 | $ 1,402 | $ 985 |
Defined Benefit Plan Net Periodic Benefit Cost Credit Amortization Of Gain Loss Statement Of Income Or Comprehensive Income Extensible List Not Disclosed Flag | true | true | true |
Total net periodic benefit | $ (4,628) | $ (4,651) | $ (4,503) |
Other comprehensive income: | |||
Current year actuarial gain | 3,817 | 12,147 | (9,345) |
Recognized net actuarial loss | 891 | 1,402 | 985 |
Total other comprehensive gain | $ 4,708 | $ 13,549 | $ (8,360) |
Pension Benefits - Plan Assets
Pension Benefits - Plan Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | Dec. 31, 2019 | |
Pension Benefits | ||||
Fair Value of Plan Assets | $ 172,444 | $ 217,997 | $ 218,773 | $ 205,463 |
Minimum | ||||
Pension Benefits | ||||
Redemption notice | 65 days | |||
Maximum | ||||
Pension Benefits | ||||
Redemption notice | 90 days | |||
International Equity | ||||
Pension Benefits | ||||
Fair Value of Plan Assets | $ 8,415 | 16,747 | ||
Long Duration Fixed Income | ||||
Pension Benefits | ||||
Fair Value of Plan Assets | 159,158 | 164,200 | ||
Other Investments | ||||
Pension Benefits | ||||
Fair Value of Plan Assets | 4,871 | 37,050 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||||
Pension Benefits | ||||
Fair Value of Plan Assets | 167,573 | 180,947 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | International Equity | ||||
Pension Benefits | ||||
Fair Value of Plan Assets | 8,415 | 16,747 | ||
Quoted Prices in Active Markets for Identical Assets (Level 1) | Long Duration Fixed Income | ||||
Pension Benefits | ||||
Fair Value of Plan Assets | $ 159,158 | $ 164,200 |
Pension Benefits - Expected Cas
Pension Benefits - Expected Cash Flows (Details) $ in Thousands | Jan. 01, 2023 USD ($) |
Expected benefit payments: | |
2023 | $ 10,685 |
2024 | 11,019 |
2025 | 11,274 |
2026 | 11,430 |
2027 | 11,615 |
2028 through 2032 | 58,265 |
Total expected benefit payments | $ 114,288 |
Earnings (Loss) Per Share of _3
Earnings (Loss) Per Share of Common Stock (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 | Jan. 02, 2022 | Dec. 31, 2020 | |
Earnings (Loss) Per Common Share | |||
Antidilutive stock options excluded from computation of diluted shares outstanding (in shares) | 2,500 | 3,400 | 6,300 |
Calculation of earnings per share of common stock | |||
Net income (loss) attributable to Six Flags Entertainment Corporation common stockholders | $ 108,928 | $ 129,923 | $ (423,380) |
Weighted-average common shares outstanding: | |||
Weighted-average common shares outstanding: Basic (in shares) | 84,366 | 85,708 | 84,800 |
Effect of dilutive stock options and restricted stock units (in shares) | 329 | 943 | |
Weighted-average common shares outstanding-diluted (in shares) | 84,695 | 86,651 | 84,800 |
Earnings (loss) per share - basic (in dollars per share) | $ 1.29 | $ 1.52 | $ (4.99) |
Earnings (loss) per share - diluted (in dollars per share) | $ 1.29 | $ 1.50 | $ (4.99) |
Commitments and Contingencies (
Commitments and Contingencies (Details) | 1 Months Ended | 12 Months Ended | |||||||||||||
Apr. 08, 2020 claim | Mar. 02, 2020 claim | Jan. 07, 2016 USD ($) | Apr. 01, 1998 USD ($) | May 31, 2021 USD ($) shares | May 31, 2020 USD ($) | Apr. 30, 2020 claim | Mar. 31, 2020 claim | Feb. 29, 2020 claim | May 31, 2019 shares | Jan. 01, 2023 USD ($) multiple | Jan. 02, 2022 USD ($) | Dec. 31, 2020 USD ($) | Dec. 31, 2017 lawsuit | Apr. 07, 2017 item | |
Details of commitments and contingencies | |||||||||||||||
Additions to property and equipment | $ 116,589,000 | $ 121,742,000 | $ 100,878,000 | ||||||||||||
Former SFEC | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Acquisition price | $ 976,000,000 | ||||||||||||||
Pending Litigation | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Number of claims filed | claim | 3 | ||||||||||||||
Privacy Class Action Lawsuits | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Number of questions certified for consideration by appellate court | item | 2 | ||||||||||||||
Privacy Class Action Lawsuits | Pending Litigation | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Number of claims filed | lawsuit | 4 | ||||||||||||||
Privacy Class Action Lawsuits | Pending Litigation | Minimum | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Range of possible loss per aggrieved party | 100 | ||||||||||||||
Privacy Class Action Lawsuits | Pending Litigation | Maximum | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Range of possible loss per aggrieved party | 1,000 | ||||||||||||||
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 | ||||||||||||||
BIPA | Privacy Class Action Lawsuits | Minimum | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Range of possible loss per aggrieved party | $ 1,000 | ||||||||||||||
BIPA | Privacy Class Action Lawsuits | Maximum | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Range of possible loss per aggrieved party | $ 5,000 | ||||||||||||||
Multi-layered general liability policies | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Excess liability coverage per occurrence | 100,000,000 | ||||||||||||||
Self-insured retention per occurrence | 2,000,000 | ||||||||||||||
Deductible per occurrence applicable to all claims in the policy year | 500,000 | ||||||||||||||
Workers' compensation claims | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Deductible per occurrence applicable to all claims in the policy year | 750,000 | ||||||||||||||
Information security and privacy liability insurance policy | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Self-insured retention per occurrence | 250,000 | ||||||||||||||
Insurance value maintained | 10,000,000 | ||||||||||||||
Amended And Restated Term Loan B As Amended June 2017 | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Additional contingent borrowing capacity | $ 350,000,000 | ||||||||||||||
Six Flags over Georgia | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Remaining redeemable units (as a percent) | 68.50% | ||||||||||||||
Limited partner interests owned (as a percent) | 31.50% | ||||||||||||||
Six Flags over Texas | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Units purchased in partnership parks (in units) | shares | 0.25358 | ||||||||||||||
Purchase price of partnership units | $ 600,000 | ||||||||||||||
Remaining redeemable units (as a percent) | 45.90% | ||||||||||||||
Limited partner interests owned (as a percent) | 54.10% | ||||||||||||||
Six Flags over Texas and Georgia | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Annual distributions by general partners to limited partners in partnership parks | $ 85,600,000 | ||||||||||||||
Share of partnership parks' annual distributions paid to six flags entertainment corporation | $ 38,100,000 | ||||||||||||||
Rolling period for making minimum capital expenditure at each of the Partnership Parks | 5 years | ||||||||||||||
Percentage of capital expenditures to Partnership Parks' revenues | 6% | ||||||||||||||
Redemption value of noncontrolling interests | $ 521,400,000 | ||||||||||||||
Weighted average period of the park's EBITDA for calculation of value of purchase price | 4 years | ||||||||||||||
Estimated capital expenditures on partnership parks in the next fiscal year | $ 20,400,000 | ||||||||||||||
Additions to property and equipment | 20,600,000 | ||||||||||||||
Cash generated from operating activities by partnerships, after deduction of capital expenditures and excluding the impact of short-term intercompany advances | 73,000,000 | ||||||||||||||
Total loans receivable | $ 288,300,000 | $ 288,300,000 | |||||||||||||
Six Flags over Georgia | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Units purchased in partnership parks (in units) | shares | 0.125 | ||||||||||||||
Purchase price of partnership units | $ 500,000 | ||||||||||||||
Specified multiple for purchase price valuation (in multipliers) | multiple | 8 | ||||||||||||||
Specified price for purchase of partnership parks | $ 409,700,000 | ||||||||||||||
Six Flags over Texas | |||||||||||||||
Details of commitments and contingencies | |||||||||||||||
Units purchased in partnership parks (in units) | shares | 0.2748 | ||||||||||||||
Purchase price of partnership units | $ 600,000 | ||||||||||||||
Specified multiple for purchase price valuation (in multipliers) | multiple | 8.5 | ||||||||||||||
Specified price for purchase of partnership parks | $ 527,400,000 |
Leases - Additional Information
Leases - Additional Information (Details) $ in Millions | 12 Months Ended |
Jan. 01, 2023 USD ($) | |
Leases | |
Option to terminate, term | 1 year |
Assets at Six Flags Hurricane Harbor Splashtown | |
Leases | |
Impairment loss attributable to right of use operating assets, net | $ 15.1 |
Minimum | |
Leases | |
Term of contract | 1 year |
Maximum | |
Leases | |
Term of contract | 43 years |
Renewal term | 20 years |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jan. 01, 2023 | Jan. 02, 2022 | |
Leases | ||
Amortization of ROU assets | $ 980 | $ 900 |
Interest on lease liabilities | 90 | 106 |
Operating lease cost | 23,896 | 24,152 |
Short-term lease cost | 6,038 | 3,904 |
Variable lease cost | 5,363 | 6,744 |
Total lease cost | 36,367 | 35,806 |
Operating cash flows for operating leases | 22,578 | 26,936 |
Financing cash flows for finance leases | 926 | 641 |
Operating cash flows from finance leases | 90 | 106 |
ROU assets obtained in exchange for operating lease liabilities | $ 268 | 384 |
ROU assets obtained in exchange for finance lease liabilities | $ 1,702 | |
Weighted-average remaining operating lease term (in years) | 18 years | |
Weighted-average operating lease discount rate | 6.88% | |
Weighted-average remaining finance lease term (in years) | 2 years | |
Weighted-average finance lease discount rate | 3.84% |
Leases - Supplemental Balance S
Leases - Supplemental Balance Sheet Information (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Leases | ||
Right of Use Assets, net | $ 158,838 | $ 186,754 |
Short-term lease liabilities | $ 10,689 | $ 10,181 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Operating And Finance Lease Liability Current | Operating And Finance Lease Liability Current |
Long-term lease liabilities | $ 163,892 | $ 176,180 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Operating And Finance Lease Liability Noncurrent | Operating And Finance Lease Liability Noncurrent |
Total operating lease obligation | $ 174,581 | $ 186,361 |
Operating Lease, Liability, Statement of Financial Position [Extensible List] | Operating And Finance Lease Liability Current, Operating And Finance Lease Liability Noncurrent | Operating And Finance Lease Liability Current, Operating And Finance Lease Liability Noncurrent |
Property and equipment, at cost | $ 2,592,485 | $ 2,501,829 |
Accumulated depreciation | (1,350,739) | (1,250,902) |
Total property and equipment, net | 1,241,746 | 1,250,927 |
Short-term lease liabilities | $ 999 | $ 977 |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Operating And Finance Lease Liability Current | Operating And Finance Lease Liability Current |
Long-term lease liabilities | $ 912 | $ 2,020 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Operating And Finance Lease Liability Noncurrent | Operating And Finance Lease Liability Noncurrent |
Total finance lease obligations | $ 1,911 | $ 2,997 |
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Operating And Finance Lease Liability Current, Operating And Finance Lease Liability Noncurrent | Operating And Finance Lease Liability Current, Operating And Finance Lease Liability Noncurrent |
Finance Leases | ||
Leases | ||
Property and equipment, at cost | $ 3,920 | $ 4,131 |
Accumulated depreciation | (2,074) | (1,148) |
Total property and equipment, net | $ 1,846 | $ 2,983 |
Leases - Future Minimum Lease O
Leases - Future Minimum Lease Obligations (Details) - USD ($) $ in Thousands | Jan. 01, 2023 | Jan. 02, 2022 |
Leases | ||
2024 | $ 22,086 | |
2025 | 20,332 | |
2026 | 18,233 | |
2027 | 17,791 | |
2028 | 17,751 | |
Thereafter | 224,009 | |
Total | 320,202 | |
Less: present value discount | (145,621) | |
Lease liability | 174,581 | $ 186,361 |
Finance Leases | ||
2024 | 1,052 | |
2025 | 797 | |
2026 | 132 | |
Total | 1,981 | |
Less : present value discount | (70) | |
Lease Liability | $ 1,911 | $ 2,997 |
Business Segments - Information
Business Segments - Information by Geographic Region (Details) $ in Thousands | 12 Months Ended | ||
Jan. 01, 2023 USD ($) item segment | Jan. 02, 2022 USD ($) | Dec. 31, 2020 USD ($) | |
Business segment information by geographical areas | |||
Number of reportable segments | segment | 1 | ||
Number of parks owned or operated | item | 27 | ||
Long-lived assets | $ 2,404,366 | $ 2,441,486 | $ 2,451,814 |
Revenues | 1,358,236 | 1,496,905 | 356,575 |
Income before income taxes | $ 200,539 | 221,311 | (523,059) |
Mexico | |||
Business segment information by geographical areas | |||
Number of parks owned or operated | item | 2 | ||
Canada | |||
Business segment information by geographical areas | |||
Number of parks owned or operated | item | 1 | ||
Domestic | |||
Business segment information by geographical areas | |||
Long-lived assets | $ 2,290,318 | 2,324,420 | 2,317,009 |
Revenues | 1,235,356 | 1,407,671 | 334,713 |
Income before income taxes | 168,751 | 219,283 | (487,594) |
Foreign | |||
Business segment information by geographical areas | |||
Long-lived assets | 114,048 | 117,066 | 134,805 |
Revenues | 122,879 | 89,234 | 21,862 |
Income before income taxes | $ 31,789 | $ 2,028 | $ (35,465) |