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Cedar Fair Board Members resign


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The timing of this announcement suggests all is not well at Cedar Fair.  I placed a telephone call to Investor Relations representative Mr. Michael Russell seeking additional information about these departures and the appointment of the new board members.  I left a voice mail message seeking a return call from Mr. Russell concerning the BOD changes.  Later I received a call from someone in Investor Relations who mistakenly thought I was calling concerning tax information.  

She then acknowledged the mistake, saying she returned the wrong call, and that Mr. Russell had my message and would be calling me at some murky unspecified time in the future.  She cited it may be a few days as he was "busy returning other calls" as I might imagine.  Hum.  Not inspiring of confidence.  

A couple of issues make these departures and appointments concerning: 

First, it is the Unit-holders responsibility to elect board members, not managements duty to appoint them (unless, of course, in cases such as sudden incapacitation, death, or removal due to cause or malfeasance).  Cedar Fair held its Annual Shareholder Meeting just a short time ago on May 18th and that was the proper opportunity and time to replace directors.
 
Second, what  transpired in the ensuing four odd months to require the sudden and unexpected departure and replacement, by appointment, of these board members?  Cedar Fair provides little guidance on these issues in their News Release.  Why?  Perhaps timely responding to investor inquiries would help quell concerns.  

Third, why did Cedar Fair fumble the New Release, quickly requiring an updated document retracting the effective dates of the departures and appointments?  First release indicated the effective date was October 3rd, then this was corrected to October 1st.  Sloppy.  Suggests turmoil in the corporate offices.  How could such a vital fact have been wrongly reported?  Did no one proof read the first sentence of the News Release?

Forth, why has Cedar Fair not released information addressing these unsettling departures and appointments?  These do not have the appearance of being "business as usual" type transactions.  Given the unsavory history of misleading announcements concerning the departure of former executive Jacob (Jack) Falfas this becomes a more salient transaction.  Recall, FUN was found to have lied about the circumstances of Falfas's departure by both courts and arbitration judges.

Fifth, it is odd newly appointed BOD member, Ms. Michelle McKinney Frymire, holds expertise in the areas of Audit, Board and Corporate Governance, Nomination, and Compensation.  She would be aware it is the duty of such committees and directors to look forward and present viable candidates to stand for election at Annual Meetings.  That this did not occur in this instance suggests something is off kilter.  It will be interesting to track Ms. Frymire's tenure on the FUN board.

Six, newly appointed Director Jennifer Mason has an impressive history of finance and risk management duties at Marriott International.  "Capital allocation, financial risk management, insurance, financial strategy, capital allocation, financial risk management, insurance, claims, business continuity, and global safety and security" are all pointed out as skills she brings to Cedar Fair in the News Release.  Interesting the release failed to explain how those specific skill sets would benefit the company.  Has a problem involving a deficit in these areas been identified by Cedar Fair?  Again, the silence from FUN is deafening.

Seven, why are calls and messages not being returned by Cedar Fair in a timely manner?  Other than my calls yesterday to Cedar Fair additional calls have gone unanswered.  Including the request for an email address for an executive.  

The unprofessional behavior is concerning and leads to a loss of confidence in the management and directors entrusted with the care of our company.  This lack of attention and transparency leaves the impression Cedar Fair may be hiding something concerning.

Perhaps Corporate Director of Investor Relations Michael Russell will carve out the time to return calls and address these questions.  
           

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