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Cedar Fair Corporate Development Discussion Thread (FUN)


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I still have no worries about this.

 

As for loss of jobs, maybe jobs will get cut, mabe not. If they do well thats big business, if you don't like being treated as a number go work for a mom & pop place.

 

Life isn't all rainbows and candy handed out at every turn, its more like a Mayan ruin full of tricks and traps that if you get through you can reach the gold awesomeness at the end.

 

I would venture to say that having that attitude towards employees is a big part of why the quality (and finances) of Cedar Fair parks has gone down the drain over the last few years.

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I still have no worries about this.

 

As for loss of jobs, maybe jobs will get cut, mabe not. If they do well thats big business, if you don't like being treated as a number go work for a mom & pop place.

 

Life isn't all rainbows and candy handed out at every turn, its more like a Mayan ruin full of tricks and traps that if you get through you can reach the gold awesomeness at the end.

 

I would venture to say that having that attitude towards employees is a big part of why the quality (and finances) of Cedar Fair parks has gone down the drain over the last few years.

 

Big business is as big business does, but I agree with you.

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Big business is as big business does, but I agree with you.

 

Cedar Fair is not "big business." They are a regional theme park operator.

 

Theme parks cannot be successfully operated with a "big business" mentality. It didn't work for Disney under Eisner, it didn't work for the former management team @ Six Flags, and it's not working for Cedar Fair now.

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Big business is as big business does, but I agree with you.

 

Cedar Fair is not "big business." They are a regional theme park operator.

 

Theme parks cannot be successfully operated with a "big business" mentality. It didn't work for Disney under Eisner, it didn't work for the former management team @ Six Flags, and it's not working for Cedar Fair now.

 

 

I understand, I said I agree with you haha.

 

^^So I should fret and stress all winter right?

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What I am getting at is that your attitude of "Big business is as big business does, but I agree with you" does not hold true for Cedar Fair IMO. Regional theme parks are essentially giant "Mom and Pop" stores. Layoffs hit close to home in towns that basically rely on that park to keep them afloat. Think about it...What would Sandusky be besides a small lakeside town if it wasn't for Cedar Point?

 

But more to the point of what it means to the people who are concerned in this thread...layoffs could also mean even more declines in operations. Layoff the guy who has been the mechanic for a certain ride since it opened, and you can see a huge increase in downtime. Layoff the manager who motivated the crew of your favorite coaster to work hard, and suddenly your wait time has doubled. And so on and so forth.

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^

 

Touche.

 

Though I also have to admit all of this talk is a bit pre-mature, as lots of shareholders seems to think this deal sucks. The headline section for FUN on Yahoo finance is almost entirely law firms announcing their intent to "investigate" whether the purchase is a fair price. That can't be good?

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What I am getting at is that your attitude of "Big business is as big business does, but I agree with you" does not hold true for Cedar Fair IMO. Regional theme parks are essentially giant "Mom and Pop" stores. Layoffs hit close to home in towns that basically rely on that park to keep them afloat. Think about it...What would Sandusky be besides a small lakeside town if it wasn't for Cedar Point?

 

But more to the point of what it means to the people who are concerned in this thread...layoffs could also mean even more declines in operations. Layoff the guy who has been the mechanic for a certain ride since it opened, and you can see a huge increase in downtime. Layoff the manager who motivated the crew of your favorite coaster to work hard, and suddenly your wait time has doubled. And so on and so forth.

 

Yes and that is kinda what I meant. They act like big business when they are really not. I should've said it plainly apologies!

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THIS JUST IN:

 

Lawsuits filed against Cedar Fair

By MELISSA TOPEY and TOM JACKSON Wednesday, December 23, 2009 1:12 AM EST

 

SANDUSKY

 

 

 

 

 

 

 

New legal action could delay the sale of Cedar Fair to Apollo Global Management.

 

Four lawsuits filed in Erie County Common Pleas Court on behalf of five Cedar Fair unitholders claim the deal is unfair.

 

The civil suits represent Sandusky residents Mary Denslow and John R. Sprau, Indiana resident Todd Miller, Connecticut resident Kenneth Loiselle and Milford resident Joseph J. Braun.

 

They allege the offer price of $11.50 per limited partnership unit undervalues the company's worth, depriving its unitholders of the profits they seek.

 

The Dec. 16 deal, valued at $2.4 billion, includes $1.6 billion in debt. At least two-thirds of Cedar Fair's unitholders would have to approve the deal before Apollo could take the helm of the amusement park company. Meanwhile, the company has 33 days to accept another offer.

 

Stacy Frole, director of investor relations for Cedar Fair, had no immediate response to the lawsuits.

 

Given the size of the transaction, she said, "it's not surprising there would be people looking at litigation."

 

As for whether the offer is generous enough, Frole said the $11.50 per unit is a 28 percent premium over the Dec. 15 closing price.

 

Cedar Fair's managers and board of directors considered a wide range of options and decided the deal was in the best interest of unitholders, Frole added.

 

The lawsuits argue Cedar Fair and its executive board breached their financial responsibility in this deal.

 

D. Thomas Rengel, attorney for Denslow and Sprau, said part of this breach includes the fact that Cedar Fair may be required to pay Apollo up to $19.5 million if the sale sours.

 

Those who disagree with the Apollo deal are not convinced it's in their best interest.

 

"The whole objective is to make sure the shareholders get a fair shake," said William Flynn, one of several attorneys for Loiselle and Braun.

 

The lawsuits seek to stop Cedar Fair from moving forward until legal issues are addressed.

 

To do that, a judge would have to determine if the unitholders have a solid case against Cedar Fair. The judge must also determine what's in the public's best interest and which action would cause the least harm.

 

The lawsuits will likely be assigned to Judge Tygh Tone.

 

Tone said he will check to make sure he does not have a conflict of interest. Judge Roger Binette said he's not aware of any reason he could not accept the cases if Tone steps down.

 

While he would not discuss the particulars of this lawsuit, Tone said he generally addresses a request for injunctive relief -- in this case, stopping negotiations -- as soon as possible.

 

Denslow and Sprau requested the cases be consolidated into a class action lawsuit that others may join.

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Here's another article on the situation covered above...

 

http://www.prlog.org/10456655-cedar-fair-lp-board-under-investigation-concerning-unfair-takeover.html

 

An investigation on behalf of current investors Cedar Fair, L.P. (Public, NYSE:FUN), who purchased the FUN shares before December 16, 2009, over potential breaches of fiduciary duty and other violations of state law in connection with an alleged unfair takeover price was announced.

 

The investigation by a law firm focus on potential breaches of fiduciary duty and other violations of state law by the Board of Directors of Cedar Fair, L.P. arising out of their attempt to sell Cedar Fair, L.P. (Public, NYSE:FUN) to an affiliate of Apollo Global Management. On December 16, 2009 Cedar Fair, L.P. announced that it has entered into a definitive merger agreement to be acquired by an affiliate of Apollo Global Management. The transaction is valued at approximately $2.4 billion, including the refinancing of the Company’s outstanding indebtedness. Under the terms of the agreement, Cedar Fair unit-holders will receive $11.50 in cash for each Cedar Fair limited partnership unit that they hold. According to Cedar Fair, L.P the offer represents 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 and the board of directors of Cedar Fair has unanimously approved the merger agreement.

 

But according to an investigation by a law firm “the transaction appears to be unfair” to current investors of Cedar Fair, L.P. (Public, NYSE:FUN) because the “offer to purchase Cedar Fair, L.P. (FUN) appears opportunistically timed to take advantage of the current economic downturn” and is “grossly unfair, inadequate, and substantially below the fair or inherent value of FUN given that the Company's shares traded at $12.00 per share as recently as August 3, 2009 and at least one analyst set a price target for Cedar Fair stock at $15.00 per share. Shares of Cedar Fair, L.P. (FUN) traded at $11.21 per share after the announcement and at $9 per share the day before the announcement. Cedar Fair, L.P. unites (FUN) were down from its 52weekHigh of $14.10 per share, $23 per share in September ’08, and almost $30 per share in 2007.

 

The investigation “concerns whether the Cedar Fair, L.P. Board of Directors breach their fiduciary duties to Cedar Fair, L.P. (FUN) shareholders by agreeing to sell Cedar Fair at an unfair price thereby harming Cedar Fair, L.P. and its shareholders”, “whether the directors of Cedar Fair, L.P. may have breached their fiduciary duties by not acting in Cedar Fair shareholders' best interests”, and “the Company may not have adequately shopped itself around before entering into this transaction and, pursuant to this proposed transaction, the affiliate of Apollo Global Management may be underpaying for Cedar Fair, L.P. , thus unlawfully harming FUN shareholders”.

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Though I also have to admit all of this talk is a bit pre-mature, as lots of shareholders seems to think this deal sucks. The headline section for FUN on Yahoo finance is almost entirely law firms announcing their intent to "investigate" whether the purchase is a fair price. That can't be good?

This is what I'm thinking. Until late last year, this stock had been trading above $20 for years. I think a ton of investors won't be happy, however, how many shares of FUN are held by Cedar Fair executives who seem to approve of the deal?

 

What is the precedent in this sort of case? I'm really lacking in legal knowledge. Would the court have to find hard evidence of collusion in the stock price decline to stop this? Or could the court just say we're not going to let all these smaller shareholders get screwed out of millions of dollars?

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I would be pissed too!

 

I was just about to invest in Cedar fair due to the low stock price around 6.5, and get reimbursed in May/June when it shoots up to around 20 (especially since it will be opening two major roller coasters in that time)

 

So I am in favor of the lawsuit, but also In favor of Having Blackstone take over

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Or could the court just say we're not going to let all these smaller shareholders get screwed out of millions of dollars?

 

Courts are not in the position of determining market value (thank god), only if offenses are committed. If there's no evidence pointing at collusion, there's no reason not to allow the sale to go through, assuming the sale gets approved by stockholders. No evidence of collusion and no larger offers = that's what Cedar Fair may actually be worth.

 

One of the arguments against selling now is that the economy will rebound in 2010, and the value of Cedar Fair will go up. That's a big if. If Cedar Fair bets on black again and the economy comes up double zeros for the 3rd year in a row, it could be ruinous.

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Interesting discussion. I can say that we're voting "NO" on our 100 shares. The offer is well below what we paid in 2007. I also registered with The Shareholders Foundation to support whatever investigation they're leading into fiduciary failure. The price is simply too low, even for a down economy. And we're still pissed about the cessation of the dividend so we're not trusting Kinzel and his cronies right now.

kinzel.jpg.240a93546330f204de0d2890fe07045d.jpg

My secret feelings about the Cedar Fair sale...

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Or could the court just say we're not going to let all these smaller shareholders get screwed out of millions of dollars?

 

Courts are not in the position of determining market value (thank god), only if offenses are committed. If there's no evidence pointing at collusion, there's no reason not to allow the sale to go through, assuming the sale gets approved by stockholders. No evidence of collusion and no larger offers = that's what Cedar Fair may actually be worth.

 

One of the arguments against selling now is that the economy will rebound in 2010, and the value of Cedar Fair will go up. That's a big if. If Cedar Fair bets on black again and the economy comes up double zeros for the 3rd year in a row, it could be ruinous.

 

True, but. It may be like Kinzel and the management team that owns unit shares are planning to make up any losses in share value from the sale by keeping their jobs. If they have enough shares between them they could get this through. But the little matter of fiduciary duty could bite them. As board members they are to do what is best for ALL shareholders. So that may be a conflict of interest. This could get interesting.

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Also, surely Kinzel can profit at a much lower price than a sucker like me who bought near the top, right? He and his inner circle probably have large holdings that were acquired for next-to-nothing compared to Apollo's offer.

 

Funny you mention that...

 

According to THIS link, Kinzel currently owns 1,243,261 shares of FUN.

 

Transactions of note:

 

1/11/08: 10,000 shares @ 6.51

1/15/08: 30,000 shares @ 6.51

1/18/08: 30,000 shares @ 6.51

4/17/08: 640,000 shares @ 6.08

 

 

3/3/09: Sale of 167,000 shares @ 6.38

 

 

So of his shares, there are at least 543,000 left from transactions he made a little less than 2 years before this deal was announced that he stands to make a HUGE profit on.

 

News first broke in July of 2007 that they had enlisted Bear Stearns to help "gauge private equity firms’ interest in a buyout of the company."

 

I'm no expert on the financial markets by any means, so this could all be a strange coincidence, but...

 

The timeline of "start process of whoring out to private equity firms, buy a bunch of stock dirt cheap, sell to private equity firm for huge profit if the deal goes through" seems quite odd...

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Regardless of the profits Kinsel has made in the past, it does appear he still owns 1.2 million shares and is in the same boat as many on this board. It's unfortunate if you bought shares above the offer amount, but that's the risk involved with these purchases. I also think assuming the market and economy will rebound in 2010 is delusional. The recent positive indicators are due to the tax breaks on housing, and the fact most firms don't down size during the holidays. I'm waiting till February before even thinking how 2010 will be economically, but I am not optimistic.

 

With all that said, don't forget with CF's debt load, they could have followed SF and file bankruptcy. (then you'd loose everything).

 

I believe CF has made a strong business decision to get them through their debt obligations and remaining solvent.

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Regardless of the profits Kinsel has made in the past, it does appear he still owns 1.2 million shares and is in the same boat as many on this board. It's unfortunate if you bought shares above the offer amount, but that's the risk involved with these purchases.

 

That's a key issue...what's best for the board members isn't necessarily what is best for all the shareholders. I'm sure Martin isn't the only one who bought high that is questioning the sale...

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