Cover Page
Cover Page - shares | 3 Months Ended | |
Mar. 31, 2024 | May 03, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 1-9444 | |
Entity Registrant Name | CEDAR FAIR, L.P. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 34-1560655 | |
Entity Address, Address Line One | One Cedar Point Drive | |
Entity Address, City or Town | Sandusky | |
Entity Address, State or Province | OH | |
Entity Address, Postal Zip Code | 44870-5259 | |
City Area Code | 419 | |
Local Phone Number | 626-0830 | |
Title of 12(b) Security | Depositary Units (Representing Limited Partner Interests) | |
Trading Symbol | FUN | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 51,252,360 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0000811532 | |
Current Fiscal Year End Date | --12-31 |
UNAUDITED CONDENSED CONSOLIDATE
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 26, 2023 |
Current Assets: | |||
Cash and cash equivalents | $ 35,128 | $ 65,488 | $ 33,562 |
Receivables | 61,530 | 79,513 | 54,386 |
Inventories | 55,875 | 44,097 | 56,790 |
Prepaid insurance | 10,496 | 4,925 | 9,927 |
Other current assets | 27,158 | 14,817 | 29,498 |
Total current assets | 190,187 | 208,840 | 184,163 |
Property and Equipment: | |||
Land | 287,102 | 288,761 | 286,895 |
Land improvements | 522,517 | 523,336 | 491,777 |
Buildings | 987,558 | 991,424 | 930,054 |
Rides and equipment | 2,119,743 | 2,125,726 | 2,033,143 |
Construction in progress | 132,283 | 74,948 | 119,971 |
Total property and equipment, gross | 4,049,203 | 4,004,195 | 3,861,840 |
Less accumulated depreciation | (2,365,627) | (2,368,862) | (2,240,995) |
Total property and equipment, net | 1,683,576 | 1,635,333 | 1,620,845 |
Goodwill | 263,182 | 264,625 | 262,273 |
Other Intangibles, net | 48,796 | 49,062 | 48,707 |
Right-of-Use Asset | 77,267 | 81,173 | 89,681 |
Other Assets | 1,257 | 1,500 | 4,072 |
Total Assets | 2,264,265 | 2,240,533 | 2,209,741 |
Current Liabilities: | |||
Accounts payable | 52,847 | 37,595 | 66,196 |
Deferred revenue | 225,692 | 183,689 | 198,532 |
Accrued interest | 51,597 | 32,587 | 49,432 |
Accrued taxes | 14,720 | 45,296 | 12,405 |
Accrued salaries, wages and benefits | 13,674 | 37,421 | 23,942 |
Self-insurance reserves | 27,389 | 30,784 | 27,384 |
Other accrued liabilities | 38,347 | 35,354 | 33,627 |
Total current liabilities | 424,266 | 402,726 | 411,518 |
Deferred Tax Liability | 56,958 | 63,403 | 62,679 |
Lease Liability | 68,626 | 71,951 | 79,273 |
Other Liabilities | 9,393 | 9,964 | 11,236 |
Long-Term Debt: | |||
Revolving credit loans | 158,000 | 0 | 170,000 |
Notes | 2,277,941 | 2,275,451 | 2,268,275 |
Total long-term debt | 2,435,941 | 2,275,451 | 2,438,275 |
Commitments and Contingencies (Note 1) | |||
Partners’ Deficit | |||
Special L.P. interests | 5,290 | 5,290 | 5,290 |
General partner | (7) | (6) | (8) |
Limited partners, 51,252, 51,013 and 51,502 units outstanding as of March 31, 2024, December 31, 2023 and March 26, 2023, respectively | (751,215) | (602,947) | (815,254) |
Accumulated other comprehensive income | 15,013 | 14,701 | 16,732 |
Total partners' equity | (730,919) | (582,962) | (793,240) |
Total Liabilities and Partners' Equity | $ 2,264,265 | $ 2,240,533 | $ 2,209,741 |
UNAUDITED CONDENSED CONSOLIDA_2
UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares shares in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 26, 2023 |
Statement of Financial Position [Abstract] | |||
Limited partners, units outstanding (in shares) | 51,252 | 51,013 | 51,502 |
UNAUDITED CONDENSED CONSOLIDA_3
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Net revenues: | ||
Net revenues | $ 101,615 | $ 84,554 |
Costs and expenses: | ||
Cost of food, merchandise, and games revenues | 11,611 | 10,381 |
Operating expenses | 141,938 | 133,340 |
Selling, general and administrative | 61,424 | 46,465 |
Depreciation and amortization | 10,312 | 13,681 |
Loss on impairment / retirement of fixed assets, net | 2,614 | 3,636 |
Total costs and expenses | 227,899 | 207,503 |
Operating loss | (126,284) | (122,949) |
Interest expense | 34,696 | 32,129 |
Loss on foreign currency | 5,240 | 3,999 |
Other income | (337) | (441) |
Loss before taxes | (165,883) | (158,636) |
Benefit for taxes | (32,416) | (24,090) |
Net loss | (133,467) | (134,546) |
Net loss allocated to general partner | (1) | (1) |
Net loss allocated to limited partners | (133,466) | (134,545) |
Other comprehensive income, (net of tax): | ||
Foreign currency translation | 312 | 1,123 |
Other comprehensive income, (net of tax) | 312 | 1,123 |
Total comprehensive loss | $ (133,155) | $ (133,423) |
Basic loss per limited partner unit: | ||
Weighted average limited partner units outstanding (in shares) | 50,667 | 51,645 |
Net loss per limited partner unit (in dollars per share) | $ (2.63) | $ (2.61) |
Diluted loss per limited partner unit: | ||
Weighted average limited partner units outstanding (in shares) | 50,667 | 51,645 |
Net loss per limited partner unit (in dollars per share) | $ (2.63) | $ (2.61) |
Admissions | ||
Net revenues: | ||
Net revenues | $ 45,441 | $ 39,529 |
Food, merchandise and games | ||
Net revenues: | ||
Net revenues | 38,858 | 32,064 |
Accommodations, extra-charge products and other | ||
Net revenues: | ||
Net revenues | $ 17,316 | $ 12,961 |
UNAUDITED CONDENSED CONSOLIDA_4
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF PARTNERS’ DEFICIT - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Increase (Decrease) in Partners' Capital [Roll Forward] | ||
Beginning balance | $ (582,962) | $ (591,602) |
Net loss | (133,467) | (134,546) |
Repurchase of limited partnership units | (54,649) | |
Partnership distribution declared | (15,313) | (15,568) |
Limited partnership units related to equity-based compensation | 631 | 2,255 |
Tax effect of units involved in treasury unit transactions | (120) | (253) |
Foreign currency translation adjustment, net of tax | 312 | 1,123 |
Ending balance | $ (730,919) | $ (793,240) |
Limited Partners’ Deficit | ||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||
Beginning balance (in shares) | 51,013 | 52,563 |
Beginning balance | $ (602,947) | $ (612,497) |
Net loss | (133,466) | $ (134,545) |
Repurchase of limited partnership units (in shares) | (1,246) | |
Repurchase of limited partnership units | $ (54,646) | |
Partnership distribution declared | $ (15,313) | $ (15,568) |
Limited partnership units related to equity-based compensation (in shares) | 239 | 185 |
Limited partnership units related to equity-based compensation | $ 631 | $ 2,255 |
Tax effect of units involved in treasury unit transactions | $ (120) | $ (253) |
Ending balance (in shares) | 51,252 | 51,502 |
Ending balance | $ (751,215) | $ (815,254) |
General Partner’s Deficit | ||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||
Beginning balance | (6) | (4) |
Net loss | (1) | (1) |
Repurchase of limited partnership units | (3) | |
Ending balance | (7) | (8) |
Special L.P. Interests | ||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||
Beginning balance | 5,290 | 5,290 |
Ending balance | 5,290 | 5,290 |
Accumulated Other Comprehensive Income | ||
Increase (Decrease) in Partners' Capital [Roll Forward] | ||
Beginning balance | 14,701 | 15,609 |
Foreign currency translation adjustment, net of tax | 312 | 1,123 |
Ending balance | $ 15,013 | $ 16,732 |
UNAUDITED CONDENSED CONSOLIDA_5
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF PARTNERS’ DEFICIT (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Statement of Partners' Capital [Abstract] | ||
Partnership distribution declared, per unit (in dollars per share) | $ 0.300 | $ 0.300 |
Foreign currency translation adjustment, tax | $ 832 | $ 656 |
UNAUDITED CONDENSED CONSOLIDA_6
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
CASH FLOWS FOR OPERATING ACTIVITIES | ||
Net loss | $ (133,467) | $ (134,546) |
Adjustments to reconcile net loss to net cash for operating activities: | ||
Depreciation and amortization | 10,312 | 13,681 |
Non-cash foreign currency loss on USD notes | 5,227 | 3,756 |
Non-cash equity based compensation expense | 5,284 | 5,053 |
Non-cash deferred income tax benefit | (5,559) | (6,047) |
Other non-cash expenses | 3,106 | 4,287 |
Changes in assets and liabilities: | ||
(Increase) decrease in receivables | 17,866 | 16,465 |
(Increase) decrease in inventories | (11,874) | (11,550) |
(Increase) decrease in other assets | (16,949) | (10,421) |
Increase (decrease) in accounts payable | 9,218 | 9,703 |
Increase (decrease) in deferred revenue | 41,982 | 35,661 |
Increase (decrease) in accrued interest | 19,010 | 17,259 |
Increase (decrease) in accrued taxes | (30,325) | (24,169) |
Increase (decrease) in accrued salaries, wages and benefits | (23,703) | (29,344) |
Increase (decrease) in other liabilities | (738) | 3,069 |
Net cash for operating activities | (110,610) | (107,143) |
CASH FLOWS FOR INVESTING ACTIVITIES | ||
Capital expenditures | (57,086) | (54,697) |
Net cash for investing activities | (57,086) | (54,697) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Net borrowings on revolving credit loans | 158,000 | 170,000 |
Repurchase of limited partnership units | 0 | (54,851) |
Distributions paid to partners | (15,313) | (15,568) |
Payment of debt issuance costs | 0 | (2,353) |
Payments related to tax withholding for equity compensation | (4,653) | (2,798) |
Other | (120) | (253) |
Net cash from financing activities | 137,914 | 94,177 |
EFFECT OF EXCHANGE RATE CHANGES ON CASH AND CASH EQUIVALENTS | (578) | 36 |
CASH AND CASH EQUIVALENTS | ||
Net decrease for the period | (30,360) | (67,627) |
Balance, beginning of period | 65,488 | 101,189 |
Balance, end of period | 35,128 | 33,562 |
SUPPLEMENTAL INFORMATION | ||
Cash payments for interest | 14,476 | 14,154 |
Interest capitalized | 1,281 | 1,747 |
Net cash payments for income taxes | 2,587 | 5,351 |
Capital expenditures in accounts payable | $ 19,511 | $ 16,274 |
Description of the Business and
Description of the Business and Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Description of the Business and Significant Accounting Policies | Description of the Business and Significant Accounting Policies: Our unaudited condensed consolidated financial statements included in this Form 10-Q report have been prepared in accordance with the accounting policies described in the Notes to Consolidated Financial Statements for the year ended December 31, 2023, which were included in the Form 10-K filed on February 16, 2024. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been condensed or omitted pursuant to the rules and regulations of the Securities and Exchange Commission (the "Commission" or the "SEC"). These financial statements should be read in conjunction with the financial statements and the notes included in the Form 10-K referred to above. Merger Agreement with Six Flags On November 2, 2023, we announced that we entered into a definitive merger agreement to combine with Six Flags Entertainment Corporation (“Six Flags”) (NYSE: SIX). Subject to the terms and conditions set forth in the merger agreement, each issued and outstanding unit of limited partnership interest in Cedar Fair will be converted into the right to receive one (1) share of common stock of the new combined entity (subject to certain exceptions and as the same may be adjusted). Following the close of the transaction, the holders of units of Cedar Fair limited partnership interest will own approximately 51.2% of the outstanding shares of the combined company and the holders of Six Flags common stock will own approximately 48.8% of the outstanding shares of the combined company. The merger is expected to close in the first half of 2024, following regulatory approvals and satisfaction of other customary closing conditions. On March 12, 2024, Six Flags' stockholders voted to approve the adoption of the merger agreement. During the three months ended March 31, 2024, we incurred costs related to the proposed merger totaling $10.1 million, which included $6.4 million of third-party legal and consulting costs related to the transaction and $3.7 million of third-party integration consulting costs. These costs were recorded within "Selling, general and administrative" in the consolidated statement of operations and comprehensive loss. Contingencies We are a party to a number of lawsuits in the normal course of business. In the opinion of management, none of these matters, beyond what has been disclosed in this Form 10-Q, are expected to have a material effect in the aggregate on the unaudited condensed consolidated financial statements. New Accounting Pronouncements In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"). ASU 2023-07 requires the disclosure of incremental segment information on an annual and interim basis, including the disclosure of significant segment expense categories. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and interim periods beginning after December 15, 2024. Early adoption is permitted. The amendments should be applied retrospectively to all prior periods presented in the financial statements. We are in the process of evaluating the effect this standard will have on the consolidated financial statement disclosures. In December 2023, the FASB issued Accounting Standards Update No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"). ASU 2023-09 requires additional income tax disclosures, including amendments to the rate reconciliation and income taxes paid disclosure. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The amendments should be applied on a prospective basis, but retrospective application is permitted. We are in the process of evaluating the effect this standard will have on the consolidated financial statement disclosures. |
Interim Reporting
Interim Reporting | 3 Months Ended |
Mar. 31, 2024 | |
Quarterly Financial Information Disclosure [Abstract] | |
Interim Reporting | Interim Reporting: We are one of the largest regional amusement park operators in the world with 13 properties in our portfolio consisting of amusement parks, water parks and complementary resort facilities. Our parks operate seasonally except for Knott's Berry Farm, which is open daily on a year-round basis. Our seasonal parks are generally open daily from Memorial Day until Labor Day. Outside of daily operations, our seasonal parks are open during select weekends, including at most properties in the fourth quarter for Halloween and winter events. As a result, a substantial portion of our revenues from these seasonal parks are generated from Memorial Day through Labor Day with the major portion concentrated during the peak vacation months of July and August. To assure that these highly seasonal operations will not result in misleading comparisons of current and subsequent interim periods, we have adopted the following accounting procedures: (a) revenues from multi-use products are recognized over the estimated number of uses expected for each type of product; and the estimated number of uses is reviewed and may be updated periodically during the operating season prior to the ticket or product expiration, which generally occurs no later than the close of the operating season associated with each product; (b) depreciation, certain advertising and certain seasonal operating costs are expensed over each park’s operating season, including some costs incurred prior to the season, which are deferred and amortized over the season; and (c) all other costs are expensed as incurred or ratably over the entire year. For those operating costs that are expensed over each park's operating season, we recognize expense over each park's planned operating days. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition: As disclosed within the unaudited condensed consolidated statements of operations and comprehensive loss, revenues are generated from sales of (1) admission to our amusement parks and water parks, (2) food, merchandise and games both inside and outside the parks, and (3) accommodations, extra-charge products, and other revenue sources. Admission revenues include amounts paid to gain admission into our parks, including parking fees. Revenues related to extra-charge products, including premium benefit offerings such as front-of-line products, and online transaction fees charged to customers are included in "Accommodations, extra-charge products and other". The following table presents net revenues disaggregated by revenues generated within the parks and revenues generated from out-of-park operations less amounts remitted to outside parties under concessionaire arrangements for the periods presented. Three months ended (In thousands) March 31, 2024 March 26, 2023 In-park revenues $ 81,646 $ 68,303 Out-of-park revenues 23,265 19,225 Concessionaire remittance (3,296) (2,974) Net revenues $ 101,615 $ 84,554 Due to our highly seasonal operations, a substantial portion of our revenues are generated from Memorial Day through Labor Day. Most revenues are recognized on a daily basis based on actual guest spend at our properties. Revenues from multi-use products, including season-long products for admission, dining, beverage and other products, are recognized over the estimated number of uses expected for each type of product. The estimated number of uses is reviewed and may be updated periodically during the operating season prior to the ticket or product expiration, which generally occurs no later than the close of the operating season associated with that product. The number of uses is estimated based on historical usage adjusted for current period trends. For any bundled products that include multiple performance obligations, revenue is allocated using the retail price of each distinct performance obligation and any inherent discounts are allocated based on the gross margin and expected redemption of each performance obligation. We do not typically provide for refunds or returns. Many products, including season-long products, are sold to customers in advance, resulting in a contract liability ("deferred revenue"). Deferred revenue is typically at its highest immediately prior to the peak summer season, and at its lowest after the peak summer and important fall seasons, as well as at the beginning of the calendar year following the close of our parks' operating seasons. Season-long products represent most of the deferred revenue balance in any given period. Of the $183.7 million of current deferred revenue recorded as of January 1, 2024, 89% was related to season-long products. The remainder was related to deferred online transaction fees charged to customers, advanced resort reservations, advanced ticket sales, prepaid games cards, marina deposits and other deferred revenue. Approximately $14 million of the current deferred revenue balance as of January 1, 2024 was recognized during the three months ended March 31, 2024. As of March 31, 2024 and March 26, 2023, we had recorded $7.5 million and $9.5 million of non-current deferred revenue, respectively. The non-current deferred revenue balances in both periods primarily represented prepaid lease payments for a portion of the California's Great America parking lot. The prepaid lease payments are being recognized through 2027, or through the sale-leaseback period for the land under California's Great America. Payment is due immediately on the transaction date for most products. Our receivable balance includes outstanding amounts on installment purchase plans which are offered for season-long products, and includes sales to retailers, group sales and catering activities which are billed. Installment purchase plans vary in length from three monthly installments to 12 monthly installments. Payment terms for billings are typically net 30 days. Receivables in a typical operating year are highest in the peak summer months and lowest in the winter months. We are not exposed to a significant concentration of customer credit risk. As of March 31, 2024, December 31, 2023 and March 26, 2023, we recorded a $9.2 million, $6.3 million and $7.9 million allowance for doubtful accounts, respectively, representing estimated defaults on installment purchase plans. The default estimate is calculated using historical default rates adjusted for current period trends. The allowance for doubtful accounts is recorded as a reduction of deferred revenue to the extent revenue has not been recognized on the corresponding season-long products. |
Long-Lived Assets
Long-Lived Assets | 3 Months Ended |
Mar. 31, 2024 | |
Property, Plant and Equipment [Abstract] | |
Long-Lived Assets | Long-Lived Assets: Long-lived assets are reviewed for impairment upon the occurrence of events or changes in circumstances that would indicate that the carrying value of the assets may not be recoverable. In order to determine if an asset has been impaired, assets are grouped and tested at the lowest level for which identifiable, independent cash flows are available. A significant amount of judgment is involved in determining if an indicator of impairment has occurred. Such indicators may include, among others: a significant decrease in the market price of a long-lived asset; a significant adverse change in the extent or manner in which a long-lived asset is being used or in its physical condition; a significant adverse change in legal factors or in the business climate; an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset; past, current or future operating or cash flow losses that demonstrate continuing losses associated with the use of a long-lived asset; and a current expectation that a long-lived asset will be sold or disposed significantly before the end of its previously estimated useful life. Any adverse change in these factors could have a significant impact on the recoverability of these assets and could have a material impact on the unaudited condensed consolidated financial statements. We concluded no indicators of impairment existed during the first three months of 2024 and the first three months of 2023. We based our conclusions on our financial performance projections, as well as an updated analysis of macroeconomic and industry-specific conditions. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets: Goodwill and other indefinite-lived intangible assets, including trade names, are reviewed for impairment annually, or more frequently if indicators of impairment exist. We concluded no indicators of impairment existed during the first three months of 2024 and the first three months of 2023. We based our conclusions on our financial performance projections, as well as an updated analysis of macroeconomic and industry-specific conditions. Changes in the carrying value of goodwill for the three months ended March 31, 2024 and March 26, 2023 were: (In thousands) Goodwill Balance as of December 31, 2023 $ 264,625 Foreign currency translation (1,443) Balance as of March 31, 2024 $ 263,182 Balance as of December 31, 2022 $ 263,206 Foreign currency translation (933) Balance as of March 26, 2023 $ 262,273 As of March 31, 2024, December 31, 2023, and March 26, 2023, other intangible assets consisted of the following: (In thousands) Gross Accumulated Net March 31, 2024 Other intangible assets: Trade names (1) $ 48,613 $ (193) $ 48,420 License / franchise agreements 1,320 (944) 376 Total other intangible assets $ 49,933 $ (1,137) $ 48,796 December 31, 2023 Other intangible assets: Trade names (1) $ 48,934 $ (190) $ 48,744 License / franchise agreements 1,249 (931) 318 Total other intangible assets $ 50,183 $ (1,121) $ 49,062 March 26, 2023 Other intangible assets: Trade names (1) $ 48,411 $ (86) $ 48,325 License / franchise agreements 1,243 (861) 382 Total other intangible assets $ 49,654 $ (947) $ 48,707 (1) Trade name amortization represents amortization of the California's Great America trade name. The gross carrying amount of the California's Great America trade name totals $0.7 million. Our other trade names are indefinite-lived. |
Long-Term Debt
Long-Term Debt | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | Long-Term Debt: Long-term debt as of March 31, 2024, December 31, 2023, and March 26, 2023 consisted of the following: (In thousands) March 31, 2024 December 31, 2023 March 26, 2023 Revolving credit facility 9.1% YTD 2024; 8.4% YTD 2023 $ 158,000 $ — $ 170,000 Notes 2025 U.S. fixed rate senior secured notes at 5.500% 1,000,000 1,000,000 1,000,000 2027 U.S. fixed rate senior unsecured notes at 5.375% 500,000 500,000 500,000 2028 U.S. fixed rate senior unsecured notes at 6.500% 300,000 300,000 300,000 2029 U.S. fixed rate senior unsecured notes at 5.250% 500,000 500,000 500,000 2,458,000 2,300,000 2,470,000 Less current portion — — — 2,458,000 2,300,000 2,470,000 Less debt issuance costs and original issue discount (22,059) (24,549) (31,725) $ 2,435,941 $ 2,275,451 $ 2,438,275 Term Debt and Revolving Credit Facilities In April 2017, we amended and restated our credit agreement (the "2017 Credit Agreement") which included a senior secured revolving credit facility and a senior secured term loan facility. During 2022, we fully repaid the term loan facility. As of March 31, 2024, our total senior secured revolving credit facility capacity under the 2017 Credit Agreement, as amended, was $300 million with a Canadian sub-limit of $15 million. The senior secured revolving credit facility bore interest at Secured Overnight Financing Rate ("SOFR") plus 350 basis points ("bps") with a SOFR adjustment of 10 bps per annum and a floor of zero, required the payment of a 62.5 bps commitment fee per annum on the unused portion of the revolving credit facility, in each case without any step-downs, and was collateralized by substantially all of the assets of the Partnership. The senior secured revolving credit facility would have matured on February 10, 2028, provided that the maturity date would have been (x) January 30, 2025 if at least $200 million of the 2025 senior notes remained outstanding as of that date, or (y) January 14, 2027 if at least $200 million of the 2027 senior notes remained outstanding as of that date. Prior to an amendment entered into on February 10, 2023, borrowings under the senior secured revolving credit facility bore interest at LIBOR plus 350 bps or Canadian Dollar Offered Rate ("CDOR") plus 250 bps and matured in December 2023. There was $158.0 million of outstanding borrowings under the revolving credit facility as of March 31, 2024. The 2017 Credit Agreement, as amended, also provided for the issuance of documentary and standby letters of credit. After letters of credit of $19.9 million, we had $122.1 million of availability under our revolving credit facility as of March 31, 2024. In May 2024, we entered into a new credit agreement (the "2024 Credit Agreement") that includes a new senior secured term loan facility and revolving credit facility. The revolving credit facility under the 2024 Credit Agreement replaced the revolving credit facility under the 2017 Credit Agreement. See the Subsequent Events footnote at Note 11 for additional information. Notes In April 2020, as a result of the anticipated effects of the COVID-19 pandemic, we issued $1.0 billion of 5.500% senior secured notes due 2025 ("2025 senior notes") in a private placement. The 2025 senior notes and the related guarantees were secured by first-priority liens on the issuers' and the guarantors' assets that secured all the obligations under the 2017 Credit Agreement, as amended. Interest was payable under the 2025 senior notes semi-annually in May and November, with the principal due in full on May 1, 2025. The 2025 senior notes were redeemed in full in May 2024 with proceeds from the new senior secured term loan facility under the 2024 Credit Agreement. See the Subsequent Events footnote at Note 11 for additional information. In April 2017, we issued $500 million of 5.375% senior unsecured notes due 2027 ("2027 senior notes"). Interest is payable under the 2027 senior notes semi-annually in April and October, with the principal due in full on April 15, 2027. The 2027 senior notes may be redeemed, in whole or in part, at various prices depending on the date redeemed. In June 2019, we issued $500 million of 5.250% senior unsecured notes due 2029 ("2029 senior notes"). Interest is payable under the 2029 senior notes semi-annually in January and July, with the principal due in full on July 15, 2029. The 2029 senior notes may be redeemed, in whole or in part, at any time prior to July 15, 2024 at a price equal to 100% of the principal amount of the notes redeemed plus a "make-whole" premium together with accrued and unpaid interest and additional interest, if any, to the redemption date. Thereafter, the 2029 senior notes may be redeemed, in whole or in part, at various prices depending on the date redeemed. In October 2020, in response to the continuing effects of the COVID-19 pandemic, we issued $300 million of 6.500% senior unsecured notes due 2028 ("2028 senior notes"). Interest is payable under the 2028 senior notes semi-annually in April and October with the principal due in full on October 1, 2028. The 2028 senior notes may be redeemed, in whole or in part, at various prices depending on the date redeemed. As market conditions warrant, we may from time to time repurchase our outstanding debt securities in privately negotiated or open market transactions, by tender offer, exchange offer or otherwise. Covenants The 2017 Credit Agreement, as amended, included a senior secured leverage ratio of 3.75x Total First Lien Senior Secured Debt-to-Consolidated EBITDA (as defined in the 2017 Credit Agreement). This financial covenant was only required to be tested at the end of any fiscal quarter in which revolving credit facility borrowings were outstanding. We were in compliance with the applicable financial covenants under our credit agreement during the three months ended March 31, 2024. Our credit agreement and fixed rate note agreements include restricted payment provisions, which could limit our ability to pay partnership distributions. Pursuant to the terms of the indenture governing the 2027 senior notes, which includes the most restrictive of these restricted payments provisions under the terms of our outstanding notes, if our pro forma Total-Indebtedness-to-Consolidated-Cash-Flow Ratio (as defined in the indenture governing the 2027 senior notes) is greater than 5.25x, we can still make restricted payments of $100 million annually so long as no default or event of default has occurred and is continuing. If our pro forma Total-Indebtedness-to-Consolidated-Cash-Flow Ratio is less than or equal to 5.25x, we can make restricted payments up to our restricted payment pool. Our pro forma Total-Indebtedness-to-Consolidated-Cash-Flow Ratio was less than 5.25x as of March 31, 2024. On November 9, 2023, we entered into supplemental indentures related to the 2025 senior notes, 2027 senior notes, 2028 senior notes and 2029 senior notes (the "Amendments") following receipt of requisite consents from the holders of the notes. The Amendments enable us to select November 2, 2023, the date the merger agreement with Six Flags was entered into, as the testing date for purposes of calculating, with respect to the proposed merger and related transactions, any and all ratio tests under those notes, each of which was satisfied when tested on November 2, 2023. To become operative, the Amendments require a payment upon or immediately prior to the consummation of the proposed merger. See the Subsequent Events footnote at Note 11 for information regarding our financial covenants and restricted payment provisions under the 2024 Credit Agreement, which was entered into in May 2024. |
Fair Value Measurements
Fair Value Measurements | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements: The table below presents the balances of assets and liabilities measured at fair value as of March 31, 2024, December 31, 2023, and March 26, 2023 on a recurring basis as well as the fair values of other financial instruments, including their locations within the unaudited condensed consolidated balance sheets: (In thousands) Balance Sheet Location Fair Value Hierarchy Level March 31, 2024 December 31, 2023 March 26, 2023 Carrying Value Fair Carrying Value Fair Carrying Value Fair Financial assets (liabilities) measured on a recurring basis: Short-term investments Other current assets Level 1 $ 293 $ 293 $ 319 $ 319 $ 366 $ 366 Other financial assets (liabilities): 2025 senior notes Long-Term Debt (1) Level 2 $ (1,000,000) $ (997,500) $ (1,000,000) $ (996,250) $ (1,000,000) $ (987,500) 2027 senior notes Long-Term Debt (1) Level 1 $ (500,000) $ (491,250) $ (500,000) $ (490,000) $ (500,000) $ (476,875) 2028 senior notes Long-Term Debt (1) Level 1 $ (300,000) $ (300,000) $ (300,000) $ (298,125) $ (300,000) $ (290,250) 2029 senior notes Long-Term Debt (1) Level 1 $ (500,000) $ (472,500) $ (500,000) $ (472,500) $ (500,000) $ (456,250) (1) Carrying values of long-term debt balances are before reductions for debt issuance costs and original issue discount of $22.1 million, $24.5 million and $31.7 million as of March 31, 2024, December 31, 2023 and March 26, 2023, respectively. The carrying value of cash and cash equivalents, revolving credit loans, accounts receivable, accounts payable, and accrued liabilities approximates fair value because of the short maturity of these instruments. There were no assets measured at fair value on a non-recurring basis as of March 31, 2024, December 31, 2023 or March 26, 2023. |
Loss per Unit
Loss per Unit | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Unit [Abstract] | |
Loss per Unit | Loss per Unit: Net loss per limited partner unit was calculated based on the following unit amounts: Three months ended (In thousands, except per unit amounts) March 31, 2024 March 26, 2023 Basic weighted average units outstanding 50,667 51,645 Diluted weighted average units outstanding 50,667 51,645 Net loss per unit - basic $ (2.63) $ (2.61) Net loss per unit - diluted $ (2.63) $ (2.61) There were approximately 0.9 million and 0.6 million potentially dilutive units excluded from the computation of diluted loss per limited partner unit for the three month periods ended March 31, 2024 and March 26, 2023, respectively, as their effect would have been anti-dilutive due to the net loss in the periods. |
Income and Partnership Taxes
Income and Partnership Taxes | 3 Months Ended |
Mar. 31, 2024 | |
Income Tax Disclosure [Abstract] | |
Income and Partnership Taxes | Income and Partnership Taxes: We are subject to publicly traded partnership tax ("PTP tax") on certain partnership level gross income (net revenues less cost of food, merchandise, and games revenues), state and local income taxes on partnership income, U.S. federal, state and local income taxes on income from our corporate subsidiaries and foreign income taxes on our foreign subsidiary. As such, the total provision (benefit) for taxes includes amounts for the PTP gross income tax and federal, state, local and foreign income taxes. Under applicable accounting rules, the total provision (benefit) for income taxes includes the amount of taxes payable for the current year and the impact of deferred tax assets and liabilities, which represents future tax consequences of events that are recognized in different periods in the financial statements than for tax purposes. The total tax provision (benefit) for interim periods is determined by applying an estimated annual effective tax rate to the applicable quarterly income (loss). Our consolidated estimated annual effective tax rate differs from the statutory federal income tax rate primarily due to state, local and foreign income taxes, and certain partnership level income not being subject to federal tax. Unrecognized tax benefits, including accrued interest and penalties, were not material in any period presented. We recognize interest and penalties related to unrecognized tax benefits as income tax expense. The Inflation Reduction Act was signed into law on August 16, 2022 and created a new 15% corporate alternative minimum tax ("CAMT") based on adjusted financial statement income. The effective date of the provision was January 1, 2023. We will not be subject to CAMT as our reported earnings for each of the past three years did not exceed $1 billion. The Canadian government has issued draft Pillar Two legislation, which it intends to enact in 2024, that includes the Income Inclusion Rule and Qualified Domestic Minimum Top-Up Tax (as defined in the Global Minimum Tax Act). The Canadian legislation is expected to be effective for our fiscal year beginning January 1, 2024. We have performed an assessment of the potential exposure to Pillar Two income taxes. This assessment is based on the most recent information available regarding the financial performance of the constituent entities in the Partnership. We considered the applicable tax law changes on Pillar Two implementation in the relevant countries, and there is no material impact to our tax provision for the three months ended March 31, 2024. We will continue to evaluate the impact of these tax law changes on future reporting periods. |
Partners' Equity
Partners' Equity | 3 Months Ended |
Mar. 31, 2024 | |
Equity [Abstract] | |
Partners' Equity | Partners' Equity: On August 3, 2022, we announced that our Board of Directors approved a unit repurchase program authorizing the Partnership to repurchase units for an aggregate amount of not more than $250 million. There were 1.2 million limited partnership units repurchased under the August 2022 repurchase program during the three months ended March 26, 2023 at an average price of $43.84 per limited partner unit for an aggregate amount of $54.6 million. There was no remaining availability under the August 2022 repurchase program following our repurchase of units under that program during April 2023. Accordingly, there were no limited partnership units repurchased under the August 2022 repurchase program during the three months ended March 31, 2024. On May 4, 2023, we announced that our Board of Directors authorized the Partnership to repurchase additional units for an aggregate amount of not more than $250 million. There were no units repurchased under the May 2023 repurchase program during the three months ended March 31, 2024. There was $238.0 million of remaining availability under the May 2023 repurchase program as of March 31, 2024. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events: On May 1, 2024, we entered into the 2024 Credit Agreement, which includes a $1.0 billion senior secured term loan facility and a $300 million revolving credit facility. The revolving credit facility replaced the existing revolving credit facility under the 2017 Credit Agreement, as amended. The facilities provided under the 2024 Credit Agreement are collateralized by substantially all of the assets of the Partnership and its wholly owned domestic subsidiaries, subject to customary exceptions set forth in the 2024 Credit Agreement. The senior secured term loan facility amortizes at 25 bps quarterly, or $10.0 million per year; matures on May 1, 2031; and bears interest at Term SOFR plus a margin of 200 bps per annum or base rate plus a margin of 100 bps per annum. The revolving credit facility bears interest at Term SOFR or Term Canadian Overnight Repo Rate Average plus a margin of 200 bps per annum, or base rate or Canadian prime rate plus a margin of 100 bps per annum; matures on February 10, 2028, subject to a springing maturity date on the date that is 91 days prior to the final maturity of certain indebtedness in an aggregate outstanding principal amount greater than $200 million on such date; requires a commitment fee of 50 bps per annum on the unused portion of the revolving credit facility, which is subject to decrease to 37.5 bps upon achievement of a 3.0x Net First Lien Leverage Ratio (as defined in the 2024 Credit Agreement); and provides for the issuance of documentary and standby letters of credit. With respect to the revolving credit facility only, the 2024 Credit Agreement includes a maximum Net First Lien Leverage Ratio (as defined in the 2024 Credit Agreement) financial maintenance covenant tested as of the last day of each quarter (beginning with the quarter ending June 30, 2024) except for the quarter in which the consummation of the proposed merger occurs. The maximum Net First Lien Leverage Ratio will be 3.75x prior to the consummation of the proposed merger, with step-ups in respect of quarters ending thereafter. The 2024 Credit Agreement includes restricted payment provisions, which could limit our ability to pay partnership distributions. If our pro forma Net Secured Leverage Ratio (as defined in the 2024 Credit Agreement) is less than or equal to 2.50x, prior to the consummation of the merger, we can make unlimited restricted payments so long as no default or event of default has occurred and is continuing. If our pro forma Net Total Leverage Ratio (as defined in the 2024 Credit Agreement) is less than or equal to 5.25x, we can make restricted payments up to our Cumulative Credit (as defined in the 2024 Credit Agreement). Irrespective of any leverage calculations, we can make restricted payments not to exceed the greater of 7.0% of our Market Capitalization (as defined in the 2024 Credit Agreement) and $100 million annually prior to the consummation of the merger. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Pay vs Performance Disclosure | ||
Net loss | $ (133,467) | $ (134,546) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Description of the Business a_2
Description of the Business and Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Contingencies | Contingencies We are a party to a number of lawsuits in the normal course of business. In the opinion of management, none of these matters, beyond what has been disclosed in this Form 10-Q, are expected to have a material effect in the aggregate on the unaudited condensed consolidated financial statements. |
New Accounting Pronouncements | New Accounting Pronouncements In November 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2023-07, Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures ("ASU 2023-07"). ASU 2023-07 requires the disclosure of incremental segment information on an annual and interim basis, including the disclosure of significant segment expense categories. ASU 2023-07 is effective for fiscal years beginning after December 15, 2023 and interim periods beginning after December 15, 2024. Early adoption is permitted. The amendments should be applied retrospectively to all prior periods presented in the financial statements. We are in the process of evaluating the effect this standard will have on the consolidated financial statement disclosures. In December 2023, the FASB issued Accounting Standards Update No. 2023-09, Income Taxes (Topic 740): Improvements to Income Tax Disclosures ("ASU 2023-09"). ASU 2023-09 requires additional income tax disclosures, including amendments to the rate reconciliation and income taxes paid disclosure. ASU 2023-09 is effective for fiscal years beginning after December 15, 2024. Early adoption is permitted. The amendments should be applied on a prospective basis, but retrospective application is permitted. We are in the process of evaluating the effect this standard will have on the consolidated financial statement disclosures. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table presents net revenues disaggregated by revenues generated within the parks and revenues generated from out-of-park operations less amounts remitted to outside parties under concessionaire arrangements for the periods presented. Three months ended (In thousands) March 31, 2024 March 26, 2023 In-park revenues $ 81,646 $ 68,303 Out-of-park revenues 23,265 19,225 Concessionaire remittance (3,296) (2,974) Net revenues $ 101,615 $ 84,554 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Partnership's Carrying Value of Goodwill | Changes in the carrying value of goodwill for the three months ended March 31, 2024 and March 26, 2023 were: (In thousands) Goodwill Balance as of December 31, 2023 $ 264,625 Foreign currency translation (1,443) Balance as of March 31, 2024 $ 263,182 Balance as of December 31, 2022 $ 263,206 Foreign currency translation (933) Balance as of March 26, 2023 $ 262,273 |
Schedule of Partnership's Other Intangible Assets | As of March 31, 2024, December 31, 2023, and March 26, 2023, other intangible assets consisted of the following: (In thousands) Gross Accumulated Net March 31, 2024 Other intangible assets: Trade names (1) $ 48,613 $ (193) $ 48,420 License / franchise agreements 1,320 (944) 376 Total other intangible assets $ 49,933 $ (1,137) $ 48,796 December 31, 2023 Other intangible assets: Trade names (1) $ 48,934 $ (190) $ 48,744 License / franchise agreements 1,249 (931) 318 Total other intangible assets $ 50,183 $ (1,121) $ 49,062 March 26, 2023 Other intangible assets: Trade names (1) $ 48,411 $ (86) $ 48,325 License / franchise agreements 1,243 (861) 382 Total other intangible assets $ 49,654 $ (947) $ 48,707 (1) Trade name amortization represents amortization of the California's Great America trade name. The gross carrying amount of the California's Great America trade name totals $0.7 million. Our other trade names are indefinite-lived. |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt Instruments | Long-term debt as of March 31, 2024, December 31, 2023, and March 26, 2023 consisted of the following: (In thousands) March 31, 2024 December 31, 2023 March 26, 2023 Revolving credit facility 9.1% YTD 2024; 8.4% YTD 2023 $ 158,000 $ — $ 170,000 Notes 2025 U.S. fixed rate senior secured notes at 5.500% 1,000,000 1,000,000 1,000,000 2027 U.S. fixed rate senior unsecured notes at 5.375% 500,000 500,000 500,000 2028 U.S. fixed rate senior unsecured notes at 6.500% 300,000 300,000 300,000 2029 U.S. fixed rate senior unsecured notes at 5.250% 500,000 500,000 500,000 2,458,000 2,300,000 2,470,000 Less current portion — — — 2,458,000 2,300,000 2,470,000 Less debt issuance costs and original issue discount (22,059) (24,549) (31,725) $ 2,435,941 $ 2,275,451 $ 2,438,275 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis | The table below presents the balances of assets and liabilities measured at fair value as of March 31, 2024, December 31, 2023, and March 26, 2023 on a recurring basis as well as the fair values of other financial instruments, including their locations within the unaudited condensed consolidated balance sheets: (In thousands) Balance Sheet Location Fair Value Hierarchy Level March 31, 2024 December 31, 2023 March 26, 2023 Carrying Value Fair Carrying Value Fair Carrying Value Fair Financial assets (liabilities) measured on a recurring basis: Short-term investments Other current assets Level 1 $ 293 $ 293 $ 319 $ 319 $ 366 $ 366 Other financial assets (liabilities): 2025 senior notes Long-Term Debt (1) Level 2 $ (1,000,000) $ (997,500) $ (1,000,000) $ (996,250) $ (1,000,000) $ (987,500) 2027 senior notes Long-Term Debt (1) Level 1 $ (500,000) $ (491,250) $ (500,000) $ (490,000) $ (500,000) $ (476,875) 2028 senior notes Long-Term Debt (1) Level 1 $ (300,000) $ (300,000) $ (300,000) $ (298,125) $ (300,000) $ (290,250) 2029 senior notes Long-Term Debt (1) Level 1 $ (500,000) $ (472,500) $ (500,000) $ (472,500) $ (500,000) $ (456,250) (1) Carrying values of long-term debt balances are before reductions for debt issuance costs and original issue discount of $22.1 million, $24.5 million and $31.7 million as of March 31, 2024, December 31, 2023 and March 26, 2023, respectively. |
Loss per Unit (Tables)
Loss per Unit (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Earnings Per Unit [Abstract] | |
Schedule of Net Income Per Limited Partner Unit | Net loss per limited partner unit was calculated based on the following unit amounts: Three months ended (In thousands, except per unit amounts) March 31, 2024 March 26, 2023 Basic weighted average units outstanding 50,667 51,645 Diluted weighted average units outstanding 50,667 51,645 Net loss per unit - basic $ (2.63) $ (2.61) Net loss per unit - diluted $ (2.63) $ (2.61) There were approximately 0.9 million and 0.6 million potentially dilutive units excluded from the computation of diluted loss per limited partner unit for the three month periods ended March 31, 2024 and March 26, 2023, respectively, as their effect would have been anti-dilutive due to the net loss in the periods. |
Description of the Business a_3
Description of the Business and Significant Accounting Policies (Details) - USD ($) $ in Millions | 3 Months Ended | |
Nov. 02, 2023 | Mar. 31, 2024 | |
Six Flags | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Payments for merger related costs | $ 10.1 | |
Six Flags | Third-party Legal And Consulting Costs | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Payments for merger related costs | 6.4 | |
Six Flags | Third-party Integration Consulting Costs | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Payments for merger related costs | $ 3.7 | |
Six Flags Entertainment Corporation | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Corporate ownership interest (as a percent) | 51.20% | |
Six Flags Entertainment Corporation | Six Flags | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Corporate ownership interest (as a percent) | 48.80% |
Interim Reporting (Details)
Interim Reporting (Details) | Mar. 31, 2024 property |
Quarterly Financial Information Disclosure [Abstract] | |
Number of properties owned and operated | 13 |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Concessionaire remittance | $ (3,296) | $ (2,974) |
Net revenues | 101,615 | 84,554 |
In-park revenues | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | 81,646 | 68,303 |
Out-of-park revenues | ||
Disaggregation of Revenue [Line Items] | ||
Revenue from contract with customer | $ 23,265 | $ 19,225 |
Revenue Recognition - Narrative
Revenue Recognition - Narrative (Details) $ in Thousands | 3 Months Ended | |||
Jan. 01, 2024 USD ($) | Mar. 31, 2024 USD ($) monthlyInstallment | Dec. 31, 2023 USD ($) | Mar. 26, 2023 USD ($) | |
Disaggregation of Revenue [Line Items] | ||||
Deferred revenue | $ 183,700 | $ 225,692 | $ 183,689 | $ 198,532 |
Deferred revenue, season-long products (as a percent) | 89% | |||
Revenue from contract with customer | $ 14,000 | |||
Payment terms for billing | 30 days | |||
Allowance for doubtful accounts receivable | $ 9,200 | $ 6,300 | 7,900 | |
Minimum | ||||
Disaggregation of Revenue [Line Items] | ||||
Number of monthly installments | monthlyInstallment | 3 | |||
Maximum | ||||
Disaggregation of Revenue [Line Items] | ||||
Number of monthly installments | monthlyInstallment | 12 | |||
Non-current deferred revenue | ||||
Disaggregation of Revenue [Line Items] | ||||
Non-current deferred revenues specific to next year products | $ 7,500 | $ 9,500 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Schedule of Changes in Partnership's Carrying Value of Goodwill (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Goodwill [Roll Forward] | ||
Goodwill beginning of period | $ 264,625 | $ 263,206 |
Foreign currency translation | (1,443) | (933) |
Goodwill end of period | $ 263,182 | $ 262,273 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Other Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 26, 2023 | Jun. 26, 2022 |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||
Gross Carrying Amount | $ 49,933 | $ 50,183 | $ 49,654 | |
Accumulated Amortization | (1,137) | (1,121) | (947) | |
Net Carrying Value | 48,796 | 49,062 | 48,707 | |
California's Great America | Trade names | ||||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||
Indefinite-lived intangible assets, gross value | $ 700 | |||
Trade names | ||||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||
Gross Carrying Amount | 48,613 | 48,934 | 48,411 | |
Accumulated Amortization | (193) | (190) | (86) | |
Net Carrying Value | 48,420 | 48,744 | 48,325 | |
License / franchise agreements | ||||
Intangible Assets, Net (Excluding Goodwill) [Abstract] | ||||
Gross Carrying Amount | 1,320 | 1,249 | 1,243 | |
Accumulated Amortization | (944) | (931) | (861) | |
Net Carrying Value | $ 376 | $ 318 | $ 382 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 26, 2023 |
Debt Instrument [Line Items] | |||
Long-term debt, gross | $ 2,458,000 | $ 2,300,000 | $ 2,470,000 |
Less current portion | 0 | 0 | 0 |
Long-term debt, excluding current maturities, gross | 2,458,000 | 2,300,000 | 2,470,000 |
Less debt issuance costs and original issue discount | (22,059) | (24,549) | (31,725) |
Total long-term debt | $ 2,435,941 | 2,275,451 | $ 2,438,275 |
Revolving credit facility 9.1% YTD 2024; 8.4% YTD 2023 | Revolving credit facility | |||
Debt Instrument [Line Items] | |||
Weighted average interest rate | 9.10% | 8.40% | |
Long-term debt, gross | $ 158,000 | 0 | $ 170,000 |
Secured debt | 2025 U.S. fixed rate senior secured notes at 5.500% | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 5.50% | ||
Long-term debt, gross | $ 1,000,000 | 1,000,000 | 1,000,000 |
Secured debt | 2027 U.S. fixed rate senior unsecured notes at 5.375% | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 5.375% | ||
Long-term debt, gross | $ 500,000 | 500,000 | 500,000 |
Secured debt | 2028 U.S. fixed rate senior unsecured notes at 6.500% | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 6.50% | ||
Long-term debt, gross | $ 300,000 | 300,000 | 300,000 |
Secured debt | 2029 U.S. fixed rate senior unsecured notes at 5.250% | |||
Debt Instrument [Line Items] | |||
Interest rate (as a percent) | 5.25% | ||
Long-term debt, gross | $ 500,000 | $ 500,000 | $ 500,000 |
Long-Term Debt - Narrative (Det
Long-Term Debt - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |||
Jun. 30, 2019 | Mar. 31, 2024 | Oct. 31, 2020 | Apr. 30, 2020 | Apr. 30, 2017 | |
Debt Instrument [Line Items] | |||||
Revolving credit facility | $ 158,000,000 | ||||
Available borrowings under revolving credit facility | $ 122,100,000 | ||||
Restricted payments | |||||
Debt Instrument [Line Items] | |||||
Consolidated leverage ratio | 5.25 | ||||
Restricted payment | $ 100,000,000 | ||||
SOFR | |||||
Debt Instrument [Line Items] | |||||
Interest rate margin over LIBOR | 0.10% | ||||
Third Amendment, 2017 Credit Agreement | SOFR | |||||
Debt Instrument [Line Items] | |||||
Basis spread on variable rate | 3.50% | ||||
Third Amendment, 2017 Credit Agreement | LIBOR | |||||
Debt Instrument [Line Items] | |||||
Interest rate margin over LIBOR | 3.50% | ||||
Third Amendment, 2017 Credit Agreement | CDOR | |||||
Debt Instrument [Line Items] | |||||
Interest rate margin over LIBOR | 2.50% | ||||
Third Amendment, 2017 Credit Agreement | Secured debt | |||||
Debt Instrument [Line Items] | |||||
Interest rate margin floor | 0 | ||||
Third Amendment, 2017 Credit Agreement | Senior Secured Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Commitment fee (as a percent) | 0.625% | ||||
2025 Senior Notes | Secured debt | |||||
Debt Instrument [Line Items] | |||||
Debt instrument amended outstanding amount | $ 200,000,000 | ||||
Debt instrument, face amount | $ 1,000,000,000 | ||||
Interest rate (as a percent) | 5.50% | ||||
2027 Senior Notes | Secured debt | |||||
Debt Instrument [Line Items] | |||||
Debt instrument amended outstanding amount | 200,000,000 | ||||
Standby Letters of Credit | |||||
Debt Instrument [Line Items] | |||||
Standby letters of credit outstanding, amount | $ 19,900,000 | ||||
2027 U.S. fixed rate senior unsecured notes at 5.375% | Secured debt | |||||
Debt Instrument [Line Items] | |||||
Interest rate (as a percent) | 5.375% | ||||
2027 U.S. fixed rate senior unsecured notes at 5.375% | Senior unsecured notes | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | $ 500,000,000 | ||||
Interest rate (as a percent) | 5.375% | ||||
2029 U.S. fixed rate senior unsecured notes at 5.250% | Secured debt | |||||
Debt Instrument [Line Items] | |||||
Interest rate (as a percent) | 5.25% | ||||
2029 U.S. fixed rate senior unsecured notes at 5.250% | Senior unsecured notes | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | $ 500,000,000 | ||||
Interest rate (as a percent) | 5.25% | ||||
Redemption of original face amount (as a percent) | 100% | ||||
2028 U.S. fixed rate senior unsecured notes at 6.500% | Secured debt | |||||
Debt Instrument [Line Items] | |||||
Interest rate (as a percent) | 6.50% | ||||
2028 U.S. fixed rate senior unsecured notes at 6.500% | Senior unsecured notes | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, face amount | $ 300,000,000 | ||||
Interest rate (as a percent) | 6.50% | ||||
Revolving credit facility | Third Amendment, 2017 Credit Agreement | Secured debt | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 300,000,000 | ||||
Bridge loan | Second Amended 2017 Credit Agreement | |||||
Debt Instrument [Line Items] | |||||
Maximum borrowing capacity | $ 15,000,000 | ||||
Secured debt | Third Amendment, 2017 Credit Agreement | Period three | |||||
Debt Instrument [Line Items] | |||||
Total indebtedness to consolidated cash flow ratio requirement | 3.75 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Assets and Liabilities Measured at Fair Value on Recurring Basis (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 | Mar. 26, 2023 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Debt issuance costs | $ 22,100 | $ 24,500 | $ 31,700 |
Investment, Type [Extensible Enumeration] | Other current assets | Other current assets | Other current assets |
Level 1 | Fair value, recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | $ 293 | $ 319 | $ 366 |
Level 1 | Carrying Value | Fair value, recurring | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Short-term investments | 293 | 319 | 366 |
Long-term debt | Level 1 | Fair value, recurring | 2027 senior notes | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of notes | (491,250) | (490,000) | (476,875) |
Long-term debt | Level 1 | Fair value, recurring | 2028 senior notes | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of notes | (300,000) | (298,125) | (290,250) |
Long-term debt | Level 1 | Fair value, recurring | 2029 senior notes | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of notes | (472,500) | (472,500) | (456,250) |
Long-term debt | Level 1 | Carrying Value | Fair value, recurring | 2027 senior notes | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of notes | (500,000) | (500,000) | (500,000) |
Long-term debt | Level 1 | Carrying Value | Fair value, recurring | 2028 senior notes | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of notes | (300,000) | (300,000) | (300,000) |
Long-term debt | Level 1 | Carrying Value | Fair value, recurring | 2029 senior notes | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of notes | (500,000) | (500,000) | (500,000) |
Long-term debt | Level 2 | Fair value, recurring | 2025 senior notes | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of notes | (997,500) | (996,250) | (987,500) |
Long-term debt | Level 2 | Carrying Value | Fair value, recurring | 2025 senior notes | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Fair value of notes | $ (1,000,000) | $ (1,000,000) | $ (1,000,000) |
Loss per Unit - Schedule of Net
Loss per Unit - Schedule of Net Income Per Limited Partner Unit (Details) - $ / shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Earnings Per Unit [Abstract] | ||
Basic weighted average units outstanding (in shares) | 50,667 | 51,645 |
Diluted weighted average units outstanding (in shares) | 50,667 | 51,645 |
Net loss per unit - basic (in dollars per share) | $ (2.63) | $ (2.61) |
Net loss per unit - diluted (in dollars per share) | $ (2.63) | $ (2.61) |
Loss per Unit - Narrative (Deta
Loss per Unit - Narrative (Details) - shares shares in Millions | 3 Months Ended | |
Mar. 31, 2024 | Mar. 26, 2023 | |
Earnings Per Share [Abstract] | ||
Computation of earnings per share, amount | 0.9 | 0.6 |
Partners' Equity (Details)
Partners' Equity (Details) - USD ($) | 3 Months Ended | |||
Mar. 31, 2024 | Mar. 26, 2023 | May 04, 2023 | Aug. 03, 2022 | |
August 2022 Repurchase Program | ||||
Subsidiary or Equity Method Investee [Line Items] | ||||
Stock repurchase program, authorized | $ 250,000,000 | |||
Repurchase of limited partnership (in shares) | 0 | 1,200,000 | ||
Repurchase average price (in dollars per share) | $ 43.84 | |||
Repurchase of limited partnership amount | $ 54,600,000 | |||
Remaining authorized repurchase amount | $ 0 | |||
May 2023 Repurchase Program | ||||
Subsidiary or Equity Method Investee [Line Items] | ||||
Stock repurchase program, authorized | $ 250,000,000 | |||
Repurchase of limited partnership (in shares) | 0 | |||
Remaining authorized repurchase amount | $ 238,000,000 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | 3 Months Ended | |
May 01, 2024 USD ($) | Mar. 31, 2024 USD ($) | |
Restricted payments | ||
Subsequent Event [Line Items] | ||
Consolidated leverage ratio | 5.25 | |
Restricted payment | $ 100 | |
Subsequent event | Restricted payment prior to merger | ||
Subsequent Event [Line Items] | ||
Proforma net secured leverage ratio | 2.50 | |
Consolidated leverage ratio | 5.25 | |
Restricted payment percentage | 7% | |
Restricted payment | $ 100 | |
Subsequent event | 2024 Credit Agreement | ||
Subsequent Event [Line Items] | ||
First lien leverage ratio | 3.75 | |
Subsequent event | Revolving credit facility | ||
Subsequent Event [Line Items] | ||
Springing maturity term | 91 days | |
Principal amount | $ 200 | |
Commitment fee (as a percent) | 0.50% | |
Percentage of decrease in unused portion of credit facilities | 0.375% | |
First lien leverage ratio | 3 | |
Subsequent event | Revolving credit facility | CORRA | ||
Subsequent Event [Line Items] | ||
Effective interest rate (as a percent) | 2% | |
Subsequent event | Revolving credit facility | Canadian Prime Rate | ||
Subsequent Event [Line Items] | ||
Effective interest rate (as a percent) | 1% | |
Subsequent event | Revolving credit facility | 2024 Credit Agreement | ||
Subsequent Event [Line Items] | ||
Maximum borrowing capacity | $ 300 | |
Senior Secured Term Loan | Subsequent event | ||
Subsequent Event [Line Items] | ||
Debt instrument, face amount | $ 10 | |
Line of credit facility interest rate amortizes basis point | 0.25% | |
Senior Secured Term Loan | Subsequent event | SOFR | ||
Subsequent Event [Line Items] | ||
Basis spread on variable rate | 2% | |
Senior Secured Term Loan | Subsequent event | Base Rate | ||
Subsequent Event [Line Items] | ||
Basis spread on variable rate | 1% | |
Senior Secured Term Loan | Subsequent event | 2024 Credit Agreement | ||
Subsequent Event [Line Items] | ||
Debt instrument, face amount | $ 1,000 | |
Senior Secured Term Loan | Subsequent event | 2025 Senior Notes | ||
Subsequent Event [Line Items] | ||
Net proceeds from senior secured term loan | $ 1,000 |