Beast1979 Posted February 9, 2010 Share Posted February 9, 2010 So he buys up stock at a very low price, then when the time is right he throws out management and replaces it with his own? And he's done this before? Quote Link to comment Share on other sites More sharing options...
The Interpreter Posted February 9, 2010 Share Posted February 9, 2010 See also the Toledo Blade article I posted earlier: http://www.toledobla...881/-1/BUSINESS Quote Link to comment Share on other sites More sharing options...
Beast1979 Posted February 9, 2010 Share Posted February 9, 2010 We're facked. Quote Link to comment Share on other sites More sharing options...
Erosarrow05 Posted February 9, 2010 Share Posted February 9, 2010 "We're facked" ? Thats it? No reason why 'we' are out of luck, or as you so eloquently put it 'facked'? If I had as much money as 'Q' has invested in the company, I certainly would not sell when I know I can get more of my initial investment back. I don't see that as unreasonable at all and the decision 'Q' is making is in no way an uneducated one. You must realize they have a pool of advisors that are paid handsomely for their investment advice. Quote Link to comment Share on other sites More sharing options...
The Interpreter Posted February 9, 2010 Share Posted February 9, 2010 TEXAN SET TO BLOCK Cedar Fair SALE: http://www.sanduskyr...ont/1907118.txt According to the Sandusky Register, between Raynor's various holdings and Neuberger Berman, an investment company, the two largest holders now control 25.6 percent of the voting units. This means that in order for this to pass, just a bit less than 89.6 percent of the remaining units would have to vote for this proposal. Though not impossible, it almost is. Units whose holders do not vote will be counted as voting against the proposal. Separately, FUN's earning release is today. http://www.learningm...td-lyv-cuk.html Quote Link to comment Share on other sites More sharing options...
Beast1979 Posted February 9, 2010 Share Posted February 9, 2010 And he's set to block the Cedar Fair sale to Apollo so that he himself can take control of the company, not Apollo? Quote Link to comment Share on other sites More sharing options...
The Interpreter Posted February 9, 2010 Share Posted February 9, 2010 Jackson, you have asked this again and again. He has not announced his intentions. He does not have to. It appears that he thinks he can make money on this, and I have said that I believe he intends to replace management. Do we know that? No. I have a question for you. Why do you seem so worried about who controls Cedar Fair's top management? Kings Island survived the CBS years. Do not look at the past three years and a half to see how Cedar Fair's current top management would run the company in the future. They have new constraints they did not have then. The economy has tanked, the debt covenants have either already been breached or soon will be...and the company quietly got breathing room early this year...a story only covered by The Toledo Blade and The Richmond Times Dispatch over in Virginia. That breathing room was almost certainly contingent on Apollo taking over. If the Apollo deal did go through, current Cedar Fair top management would make many millions of dollars, even if immediately discharged. They almost certainly would NOT be allowed leeway to continue running the company exactly as it is now. Mr. Kinzel has himself said he is not a financial guy but an operations guy. No one knows what the future of Cedar Fair is right now. Not Mr. Raynor, not Mr. Kinzel, and certainly not Mr. Terpy. As I have said again and again, stay tuned. But understand one thing and understand it well, the days when Mr. Kinzel could, by himself with what some have characterized as his cozy little board of directors composed largely of his friends, decide what rides would be put where, who would be paid what, whose son would manage what park and how many nickels food prices would go up are over. Regardless of what happens next. Quote Link to comment Share on other sites More sharing options...
Beast1979 Posted February 9, 2010 Share Posted February 9, 2010 Ok, Thank You Terp for giving me a straight answer, that's what I was looking for, I was just trying to understand all of this stuff. You poked fun at me when I didn't get it so I tried to understand by asking questions and you got annoyed, so I guess I'm finished reading this topic. Quote Link to comment Share on other sites More sharing options...
The Interpreter Posted February 9, 2010 Share Posted February 9, 2010 I am not poking fun at you. I'm trying to interpret and explain things. Some things do not have clear answers, and some have no answers at all. Sometimes, all one can do is wait... My question, though, remains. Why do you appear to think current management would be better for the park than what is to come? Me? I have no way of knowing. At least not yet. Quote Link to comment Share on other sites More sharing options...
Beast1979 Posted February 9, 2010 Share Posted February 9, 2010 Because I was taught by the saying "Hope for the best but assume the worst", and I'm quite content with management now so new management stepping in doesn't exactly thrill me. So I'm worried, yeah. Quote Link to comment Share on other sites More sharing options...
Cory Butcher Posted February 9, 2010 Share Posted February 9, 2010 Interpreter, do you happen to know why Mr. Geoffrey Raynor is buying up units with both Q4 Funding and Q Funding? Or, rephrased, what would be the advantage to owning units with two different entities? Quote Link to comment Share on other sites More sharing options...
The Interpreter Posted February 9, 2010 Share Posted February 9, 2010 FOUNDER OF APOLLO SAYS UNCLEAR IF Cedar Fair DEAL WILL CLOSE: ...New York-based Apollo in December struck a classic leveraged buyout, agreeing a $2.4 billion deal to buy theme park operator Cedar Fair (FUN.N). Still, Black said it was unclear if that deal will close. While Apollo has financing for the deal, it is being challenged by some shareholders who argue that the deal undervalues the stock.... http://www.reuters.c...E6182IO20100209 Separately, Cory, I do not know for certain but suspect Mr. Raynor is doing this through more than one investment company for tax reasons. Quote Link to comment Share on other sites More sharing options...
Cory Butcher Posted February 10, 2010 Share Posted February 10, 2010 According to the SEC, as of February 9, 2010, Mr. Geoffrey Raynor now beneficially owns roughly 10,021,400 units or 18.15% of outstanding Cedar Fair units.. Quote Link to comment Share on other sites More sharing options...
The Interpreter Posted February 10, 2010 Share Posted February 10, 2010 ...which means he is still buying. This is getting interesting. I'd love to be a fly on the wall wherever one Mr. Richard Kinzel is right now.... 1 Quote Link to comment Share on other sites More sharing options...
The Interpreter Posted February 10, 2010 Share Posted February 10, 2010 FUN now trading at $11.49....less than the proposed acquisition price. Down nearly 3.4 percent when the market is essentially flat. Earnings release tomorrow. Something is going on here.... http://www.google.co...FUN&client=news Quote Link to comment Share on other sites More sharing options...
CedarPointer Posted February 10, 2010 Share Posted February 10, 2010 ...which means he is still buying. This is getting interesting. I'd love to be a fly on the wall wherever one Mr. Richard Kinzel is right now.... Actually... http://www.youtube.com/watch?v=v_-TvRpB3v4 1 Quote Link to comment Share on other sites More sharing options...
The Interpreter Posted February 10, 2010 Share Posted February 10, 2010 What is odd is for such movement volume is lighter than usual. One almost wonders if tomorrow's earning release is going to be very, very disappointing, and word has somehow leaked out to a select few. Quote Link to comment Share on other sites More sharing options...
jzarley Posted February 10, 2010 Share Posted February 10, 2010 ...which means he is still buying. This is getting interesting. I'd love to be a fly on the wall wherever one Mr. Richard Kinzel is right now.... It's around lunch time...probably having a private meeting in the middle of TGI Fridays (sorry...couldn't resist Quote Link to comment Share on other sites More sharing options...
The Interpreter Posted February 10, 2010 Share Posted February 10, 2010 Great minds think alike, see CedarPointer's post 466 above yours! And now it's back to $11.55...wonder who is buying now! Quote Link to comment Share on other sites More sharing options...
RailRider Posted February 10, 2010 Share Posted February 10, 2010 I look for this push by Mr. Raynor and others that are putting money in to FUN as their way of betting they can make more money by forcing Apollo to make a counter offer. I still look for Apollo to be the eventual owners and I wouldn't be surprised if Blackstone may eventually come in. Apollo to me looks to be a much smaller version of Blackstone. Quote Link to comment Share on other sites More sharing options...
The Interpreter Posted February 10, 2010 Share Posted February 10, 2010 Closed today at $11.50 in relatively light but volatile trading: http://www.google.co...FUN&client=news Quote Link to comment Share on other sites More sharing options...
The Interpreter Posted February 10, 2010 Share Posted February 10, 2010 MEETING SCHEDULED: DEFINITIVE PROXY STATEMENT FILED Cedar Fair SCHEDULES SPECIAL MEETING OF UNITHOLDERS TO VOTE ON PROPOSED MERGER WITH AFFILIATES OF APOLLO GLOBAL MANAGEMENT SANDUSKY, Ohio, February 10, 2010 – Cedar Fair, L.P. (NYSE: FUN), a leader in regional amusement parks, water parks and active entertainment, today announced that a Special Meeting of Unitholders will be held on March 16, 2010 at 9:00 a.m. local time. At the Special Meeting, unitholders will have the opportunity to consider and approve a proposal concerning the previously announced acquisition by affiliates of Apollo Global Management, pursuant to which Cedar Fair unitholders will receive $11.50 in cash for each Cedar Fair limited partnership unit that they hold. Cedar Fair unitholders of record as of the close of business on February 12, 2010 will be entitled to vote at the Special Meeting. The meeting will be held at The Sandusky State Theater in Sandusky, Ohio. A definitive proxy statement related to the merger was filed with the Securities and Exchange Commission today and will be mailed to Cedar Fair unitholders. It will also be available on the Company's website at www.cedarfair.com/ir/proxy. The definitive proxy statement contains important information about the terms of the merger, and unitholders are urged to read it carefully. The Company noted that it will release its fourth quarter 2009 and year-end results after market closing on February 11, 2010. About Cedar Fair Cedar Fair is a publicly traded partnership headquartered in Sandusky, Ohio, and one of the largest regional amusement-resort operators in the world. The Company owns and operates 11 amusement parks, six outdoor water parks, one indoor water park and five hotels. Amusement parks in the Company's northern region include two in Ohio: Cedar Point, consistently voted "Best Amusement Park in the World" in Amusement Today polls and Kings Island; as well as Canada's Wonderland, near Toronto; Dorney Park, PA; Valleyfair, MN; and Michigan's Adventure, MI. In the southern region are Kings Dominion, VA; Carowinds, NC; and Worlds of Fun, MO. Western parks in California include: Knott's Berry Farm; California's Great America; and Gilroy Gardens, which is managed under contract. Forward-Looking Statements Some of the statements contained in this news release (including information included or incorporated by reference herein) 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 the Company's 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 Company's 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 Company's future financial performance and cause actual results to differ materially from the Company's expectations, including uncertainties associated with the proposed sale of the Company to an affiliate of Apollo Global Management, the anticipated timing of filings and approvals relating to the transaction, the expected timing of completion of the transaction, the ability of third parties to fulfill their obligations relating to the proposed transaction, the ability of the parties to satisfy the conditions to closing of the merger agreement to complete the transaction 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 Company's 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. Additional Information About This Transaction This news release may be deemed to be solicitation material in respect of the proposed transaction. In connection with the proposed transaction, on February 10, 2010 the Company filed a definitive proxy statement and a form of proxy with the SEC and the definitive proxy statement and a form of proxy are being mailed to the Company's unitholders of record as of February 12, 2010. In addition, the Company will file with, or furnish, to the SEC all additional relevant materials. BEFORE MAKING ANY VOTING DECISION, INVESTORS AND SECURITY HOLDERS OF THE COMPANY ARE URGED TO READ ALL RELEVANT DOCUMENTS FILED WITH OR FURNISHED TO THE SEC, INCLUDING THE COMPANY'S DEFINITIVE PROXY STATEMENT, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain a copy of the definitive proxy statement and other documents filed by the Company free of charge from the SEC's website, www.sec.gov. The Company's unitholders will also be able to obtain, without charge, a copy of the definitive proxy statement and other relevant documents by directing a request by mail or telephone to Investor Relations, Cedar Fair, L.P., One Cedar Point Dr., Sandusky, OH 44870, telephone: (419) 627-2233, or from the Company's website, www.cedarfair.com or by contacting MacKenzie Partners, Inc., by toll-free telephone at 800-322-2885 or by e-mail at cedarfair@mackenziepartners.com. The Company and its directors and executive officers and certain other members of its management and employees may be deemed to participate in the solicitation of proxies in respect of the proposed transaction. Additional information regarding the interests of such potential participants is included in the definitive proxy statement. # # # # Source: Cedar Fair Entertainment Company Quote Link to comment Share on other sites More sharing options...
Beast1979 Posted February 10, 2010 Share Posted February 10, 2010 March 16....ugh, that's forever from now. And to think, even then it might not be over! Quote Link to comment Share on other sites More sharing options...
Cory Butcher Posted February 10, 2010 Share Posted February 10, 2010 The price action of the stock tomorrow is going to be interesting to say the least! And, Interpreter, that "Meeting scheduled" font is god-awful! Quote Link to comment Share on other sites More sharing options...
The Interpreter Posted February 10, 2010 Share Posted February 10, 2010 Font selection is not to be deemed as expressing an opinion about the transaction. The Interpreter, who just HAD to. Note also that the record date is Friday. As to the Apollo transaction, to vote you must have bought by and own on Friday. Quote Link to comment Share on other sites More sharing options...
The Interpreter Posted February 10, 2010 Share Posted February 10, 2010 How is this to be financed? From the proxy: Debt FinancingIn connection with the entry into the Merger Agreement, Parent received a debt commitment letter, dated December 16, 2009, from the Lenders to provide, severally but not jointly, in the aggregate up to $1,950,000,000 in debt financing to Parent and Merger Sub, consisting of (i) $1,250,000,000 senior secured credit facilities and (ii) up to $700,000,000 of senior unsecured increasing rate loans under the senior unsecured credit facility. The Lenders may invite other institutional lenders to participate in the debt financing described in the debt commitment letter and to undertake a portion of the commitment to provide such financing. The "merged" company would have at its Cedar Fair unit up to $1.95 billion in debt. Quote Link to comment Share on other sites More sharing options...
CoastersRZ Posted February 10, 2010 Share Posted February 10, 2010 The question will be, what happens after this vote, assuming it is not in favor of the proposed acquisition? Obviously, Cedar Fair has to pay the money out to Apollo. But what happens to their current debt obligations, which seem to be the reason why they sought out this merger in the first place. Quote Link to comment Share on other sites More sharing options...
The Interpreter Posted February 10, 2010 Share Posted February 10, 2010 Especially if the relief on covenants that Cedar Fair got the beginning of this year was contingent on the merger being approved. Whether or not this is the case has not been publicly stated. Obviously, it is not in current management's best interest to say that the company must proceed with this merger or it cannot go on...and the merger agreement requires them to recommend this merger right up to and including the vote at the special meeting. Quote Link to comment Share on other sites More sharing options...
The Interpreter Posted February 10, 2010 Share Posted February 10, 2010 From The Plain Dealer: http://www.cleveland..._for_march.html Quote Link to comment Share on other sites More sharing options...
The Interpreter Posted February 11, 2010 Share Posted February 11, 2010 ...Two large shareholders, holding nearly 30 percent of the stock, have said they intend to vote against the deal, maintaining the per-share sale price is too low. They would need another 4 or 5 percent of shares to oppose it to block the transaction. A proxy statement containing details of the deal is being mailed to shareholders, also known as partnership "unitholders." http://toledoblade.c...ESS03/100219962 30 percent? Does The Blade know something I haven't seen yet? Quote Link to comment Share on other sites More sharing options...
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