Six Flags Declines To Purchase Outstanding Partnership Interests In SFOT

[DonHelbig]

Six Flags announced it will not exercise its contractual call option to acquire the remaining non-controlling partner interests in Six Flags Over Texas.

https://investors.sixflags.com/news/press-releases/press-release-details/2026/Six-Flags-Announces-Decision-Regarding-Six-Flags-Over-Texas-Partnership-Call-Option/default.aspx

 

[DiamondbackFan]

Six Flags will probably opt to renew or extend the the Texas Partnership and still has majority ownership of the Texas partnership. By declining the buyout, they can avoid taking on another $344.2 million in debt to pay for the buyout.

The End-of Term Option from the last quarterly report:

Quote

To exercise the End-of-Term Option for the Texas Partnership, the Combined Company must give the Texas Partnership notice of its exercise no later than December 31, 2025. If the End-of-Term Option is not exercised, the parties may decide to renew and extend the arrangements relating to the Texas Partnership. Alternatively, if the End-of-Term Option is not exercised, the Texas Partnership entities may be sold and the proceeds applied to redeem the outstanding interests in the Texas Partnership. If the End-of-Term Option is exercised, the price offered, and required to be accepted by the holders' of the limited units that the Combined Company does not then own, is based on the agreed upon value of the Texas Partnership included in the original agreements, multiplied by the change in the Consumer Price Index ("CPI") between the beginning and end of the agreement. The decision to exercise, or not exercise, the End-of-Term Option for SFOT will ultimately be made based on numerous factors, including prevailing macro-economic and industry conditions and the cost and availability of financing to fund the purchase.

The agreements for the Georgia Partnership and Texas Partnership began in 1997 and 1998, respectively. The agreed-upon value for the partnerships when the agreements were executed was $250.0 million and $374.8 million for SFOG and SFOT, respectively. As of September 28, 2025, the agreed-upon value, as adjusted for CPI, would be $517.8 million and $762.3 million for SFOG and SFOT, respectively. The agreed-upon values, if determined as of September 28, 2025, multiplied by the 68.5% and 45.9% of units held by the limited partner for SFOG and SFOT, respectively, represent $355.1 million and $344.2 million that would be required to be paid to the limited partner of SFOG and SFOT, respectively, at the End-of-Term Option. The actual agreed upon value of the End-of-Term Option will be further adjusted by CPI until the end of each respective agreement.

https://d18rn0p25nwr6d.cloudfront.net/CIK-0001999001/6109e747-0c95-451d-91e6-6687f18de9f3.pdf