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Cedar Fair agrees to be acquired by affiliate of Apollo Global Management

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Cedar Fair Press Release

SANDUSKY, OHIO, December 16, 2009 — Cedar Fair, L.P. (NYSE: FUN), a leader in regional amusement parks, water parks and active entertainment, announced today that it has entered into a definitive merger agreement to be acquired by an affiliate of Apollo Global Management, a leading global alternative asset manager.

Under the terms of the agreement, Cedar Fair unitholders will receive $11.50 in cash for each Cedar Fair limited partnership unit that they hold, representing a 43% premium over Cedar Fair’s volume weighted average closing unit price over the past 30 days and a 28% premium over the closing unit price on December 15, 2009. The transaction is valued at approximately $2.4 billion, including the refinancing of the Company’s outstanding indebtedness. Affiliates of J.P. Morgan, B of A Merrill Lynch, Barclays Capital Inc., UBS Investment Bank and KeyBanc Capital Markets have provided an aggregate $1.95 billion financing commitment in support of the transaction.

The board of directors of Cedar Fair has unanimously approved the merger agreement and has resolved to recommend that Cedar Fair limited partnership unitholders adopt the agreement.

Cedar Fair’s chairman, president and chief executive officer, Dick Kinzel, said, “We have considered a wide range of strategic alternatives over the past several years. After considering these strategic alternatives, we have concluded that the transaction with Apollo is in the best interest of our unitholders.”

“This transaction allows Cedar Fair unitholders to realize significant value from their investment in our Company over recent trading levels,” added lead director, Michael Kwiatkowski. “Apollo has a strong track record of growing businesses, and its desire to add Cedar Fair to its portfolio serves as a testament to our solid business model and the talent of our people.”

Aaron Stone, a Senior Partner at Apollo, said, “We are extremely pleased to be acquiring this premier amusement park operator. We look forward to partnering with Cedar Fair’s management team and employees to build on the many strengths of the Company. We are firmly committed to Cedar Fair’s continued growth as an industry leading amusement park operator.”

Transaction Details
The merger is conditioned upon, among other things, the approval of holders of two-thirds of Cedar Fair’s outstanding units, the receipt of regulatory approvals and other closing conditions. Assuming the satisfaction of these conditions, the transaction is expected to close by the beginning of the second quarter of 2010.  The merger agreement does not include a financing condition. Upon completion of the merger, Cedar Fair will become a private company, wholly-owned by an affiliate of Apollo Global Management.

Under the terms of the merger agreement, Cedar Fair may solicit alternative proposals from third parties for 40 days and will consider any such proposals. There can be no assurance that the solicitation of such proposals will result in an alternative transaction. In addition, Cedar Fair may, at any time, subject to the terms of the merger agreement, respond to unsolicited proposals.

Rothschild Inc. and Guggenheim Securities, LLC are the Company’s financial advisors, and Weil, Gotshal & Manges LLP and Squire, Sanders & Dempsey are its legal advisors. Wachtell, Lipton, Rosen & Katz and O’Melveny & Myers LLP acted as legal advisors and B of A Merrill Lynch, J.P. Morgan, Barclays Capital Inc., and UBS Investment Bank acted as financial advisors to Apollo Global Management in connection with the transaction.

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.

About Apollo Global Management
Apollo is a leading global alternative asset manager with offices in New York, Los Angeles, London, Singapore, Frankfort and Mumbai. Apollo had assets under management of over $51 billion as of September 30, 2009, in private equity, credit-oriented capital markets and real estate invested across a core group of nine industries where Apollo has considerable knowledge and resources.

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, the Company will file with, or furnish to, the SEC all relevant materials, including a proxy statement on Schedule 14A. 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 PROXY STATEMENT WHEN IT BECOMES AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. The final proxy statement will be mailed to unitholders of the Company. Investors and security holders will be able to obtain the proxy statement (when available) 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 proxy statement and other relevant documents (when available) 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.
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 will be included in the proxy statement and the other relevant documents filed with, or furnished to, the SEC when they become available.

News Stories, Rides, Thrill Rides

No new ride for Knott’s Berry Farm in 2010

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From the Los Angeles Times…

No new ride for Knott’s Berry Farm in 2010

Knott’s Berry Farm won’t be getting a “new” ride in 2010 after all.

The plan back in October was to relocate the 26-year-old Demon Drop thrill ride from sister park Cedar Point in Ohio to the Buena Park theme park. But parent company Cedar Fair has decided to ship the used drop tower to another theme park in the chain: Dorney Park in Allentown, Pa.

Dorney Park officials confirmed that the relocated Demon Drop would open during summer 2010, not by opening day (May 1) but probably by the Fourth of July. Theme park fan site NewsPlusNotes recently published photos of the disassembled ride in the Dorney Park parking lot.

Dorney Park will retain the Demon Drop name and logo, but may change the color scheme, according to park officials. The ride will be located in the northeast corner of the park near Thunder Creek Speedway go-carts. The existing Krazy Kars ride may have to be removed to make room for Demon Drop, officials said.

Knott’s officials acknowledged the 131-foot-tall drop tower would not have been a good fit physically or aesthetically next to the park’s iconic Ghost Town, where the ride was going to be installed.

Demon Drop features a four-passenger vehicle that rises up an elevator shaft, slides forward and falls down a curved track at 55 mph. Riders experience 2.5 seconds of weightlessness during the 99-foot drop.

Popular through the 1990s, the Intamin Freefall ride was replaced in many parks by newer, compressed-air tower rides, such as Knott’s own Supreme Scream (which debuted in 1998) and Dorney Park’s 200-foot-tall Dominator (installed in 2000).

The re-relocation of Demon Drop means Knott’s won’t be getting a new ride in 2010, but officials said the park might receive a new attraction. The ride reshuffling also halts plans to relocate Knott’s Screamin’ Swing to California’s Great America in Santa Clara. The 60-foot-tall swing ride will remain at Knott’s.

News Stories, Ride Construction, Thrill Rides, Water Rides

Demon dropped, Rapids rising at Cedar Point

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From the Sandusky Register…

SANDUSKY

CP_Demon_Drop_12012009aConstruction and deconstruction was happening at the same time at Cedar Point in Sandusky on Tuesday afternoon.

The 131 ft. tall Demon Drop was dismantled in preparation for a move to Cedar Fair’s park in Pennsylvania, Dorney Park. It will take 18 semi truckloads to transport the steel structure to Pennsylvania, according to Cedar Fair spokesman Robin Innes.

CP_Demon_Drop_12012009bAcross the peninsula in Frontiertown, Cedar Point’s new attraction for 2010, Shoot the Rapids, is in the early stages of construction with footers being poured and water and electric lines being run.

CP_Demon_Drop_12012009c

News and Updates, News Stories, Ride Construction, Water Rides

Cedar Point’s Shoot the Rapids planned for years

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From  The Sandusky Register…

SANDUSKY

As Cedar Fair’s corporate vice president of planning and design, Rob Decker helps Cedar Point chart its destiny for years to come. But Decker says his wife finds out about new rides at Cedar Point the same way anyone else does — when the news is announced in the media.

“My wife never knows what’s going on,” he said.

It’s not as if Decker never speaks to his wife. Cedar Point’s plans for the future are kept quiet until the amusement park is ready to go public.

Cedar Point announced Sept. 3 it’s building a new water flume ride, Shoot the Rapids, that will be ready when the park opens in May. The ride, which will cost $10.5 million, is aimed at pleasing the whole family but has an element of thrills. Riders will drop down an 85-foot hill before making their big splash.

The announcement wasn’t the result of a spur-of-the-moment decision. Cedar Fair may have announced the ride only a few weeks ago, but it made the decision to build Shoot the Rapids after years of secret planning.

The decision was made three or four years ago, Decker said. When the economy sank, the ride was put off a year. Cedar Point built a cheaper new attraction for 2009, the $1 million Starlight Experience light show.

Cedar Point maintains a five-year plan for capital improvements, and some planning goes out 10 years. The park has plans in place for new attractions in 2011, ’12 and ’13, although Decker says they are “subject to review.”

Only a few Cedar Fair executives who serve on the company’s planning commission are allowed to know about the amusement park’s capital improvements plans.

The code of secrecy also extends to the companies that build rides for the amusement park. They are required to sign nondisclosure agreements, so word about the attractions doesn’t leak out prematurely to coaster fans or to rivals such as the Six Flags chain.

Shoot the Rapids will be built by IntaRide of Glen Burnie, Md., the same company that built Maverick, Top Thrill Dragster and Millennium Force.

The company’s president, Sandor Kernacs, answered questions about Shoot the Rapids last week, but said he was willing to talk only because Cedar Point had announced the ride and now wanted publicity about it.

Cedar Point executives planning new rides often try to excite coaster fans, giving them new reasons to travel long distances and return to the park.

Millennium Force, about 300 feet tall, was the tallest roller coaster ever built when it opened in 2000. Cedar Point officials wondered if they had gone too far, Decker said. Was it too scary, too tall? Would only teenagers dare to ride it?

No, and no.

“When we opened up, everybody got on,” he said.

That emboldened Cedar Point executives who went on to build the even more extreme, 420-foot-tall Top Thrill Dragster.

But aside from delivering the world’s top thrills — Cedar Point has 17 roller coasters, more than any other amusement park on Earth — park executives also have to worry about making everyone happy, not just the extreme thrill-seekers.

Water rides are second in popularity only to roller coasters, said Robin Innes, a spokesman for the park.

Cedar Point will have three water rides after Shoot the Rapids opens. The two incumbents are Snake River Falls, which puts riders in a big boat that takes a plunge into the water, leaving its passengers soaked, and Thunder Canyon, a river rafting ride.

Shoot the Rapids fills the slot for a traditional flume ride, a ride in which boats float along in a water trough, Innes said, although it uses a chain to get up the first hill. A vacancy for a flume ride was created when the last one, White Water Landing, was dismantled after the 2005 season to make room for Maverick, which opened in 2007.

Guests have been asking for another water ride, said John Hildebrandt, the park’s general manager.

“Our guests wanted another option to cool off on warm summer days,” he said.

It’s also meant as a ride that everyone can enjoy, including Grandma and little kids, Decker said.

“We are hoping we can catch families and not dissuade the thrill seekers from coming to the park,” he said.

News and Updates, News Stories

Cedar Point wins Best Amusement Park for the 12th Year

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SANDUSKY — For the 12th consecutive year, Cedar Point was named the best amusement park in the world by Amusement Today, an industry magazine in Arlington, Texas.
 
Cedar Point, the flagship park of Cedar Fair LP, was the winner of the magazine’s award for Best Amusement Park during ceremonies held this week at the Legoland theme park in Carlsbad, Calif. Cedar Fair’s Kings Island amusement park near Cincinnati received an award for Best Kid’s Area for the ninth consecutive year. Also, Cedar Fair’s Worlds of Fun amusement park in Kansas City, Mo., received the Best New Ride of 2009 for its roller coaster, the Prowler.