CEDAR FAIR L P - FORM 8-K - EX-99.1 - TEXT OF NEWS RELEASE ISSUED BY CEDAR FAIR ON JULY 15, 2010 - July 16, 2010
CEDAR FAIR ANNOUNCES PRICING OF $405 MILLION SENIOR UNSECURED NOTES
SANDUSKY, OHIO, July 15, 2010 Cedar Fair Entertainment Company (NYSE: FUN), a leader in regional amusement parks, water parks and active entertainment, today announced that it priced $405 million aggregate principal amount of 9.125% senior unsecured notes due 2018 (the Notes) in a private placement. The Notes will be guaranteed by Cedar Fairs wholly-owned subsidiaries.
Concurrently with the closing of this offering, which is expected to occur on July 29, 2010 and is subject to customary closing conditions, Cedar Fair intends to terminate its existing credit facilities and enter into a new $1,150 million senior secured term loan facility and a new $300 million senior secured revolving credit facility. Cedar Fair intends to use the net proceeds from the offering of the Notes, along with proceeds from the new senior secured credit facilities, to repay in full all amounts outstanding under its existing credit facilities.
The Notes may be offered only to qualified institutional buyers under Rule 144A of the Securities Act of 1933, as amended (the Securities Act), and to certain non-U.S. persons in transactions outside the United States under Regulation S of the Securities Act. The Notes have not been registered under the Securities Act, and, the Notes may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and other applicable securities laws.
This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the Notes, in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.
Some of the statements contained in this news release may constitute forward-looking statements within the meaning of the safe harbor provisions of the United States Private Securities Litigation Reform Act of 1995, including statements as to Cedar Fairs expectations, beliefs and strategies regarding the future. These forward-looking statements may involve risks and uncertainties that are difficult to predict, may be beyond the Companys control and could cause actual results to differ materially from those described in such statements. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, we can give no assurance that such expectations will prove to be correct. Important factors could adversely affect the Companys future financial performance and cause actual results to differ materially from the Companys expectations, including general economic conditions, competition for consumer leisure time and spending, adverse weather conditions, unanticipated construction delays and the risk factors discussed from time to time by the Company in reports filed with the Securities and Exchange Commission (the SEC). Additional information on risk factors that may affect the business and financial results of the Company can be found in the Companys Annual Report on Form 10-K and in the filings of the Company made from time to time with the SEC. The Company undertakes no obligation to correct or update any forward-looking statements, whether as a result of new information, future events or otherwise.