v3.26.1
Mergers (Tables)
 6 Months Ended
Jun. 28, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
Schedule of Computation of Estimated Fair value of Consideration Transferred
The following table illustrates the computation of the estimated fair value of consideration transferred. As part of the Mergers, Cedar Fair paid $205.2 million of outstanding borrowings under Former Six Flags' revolving credit facility, inclusive of interest and fees, and paid the $128.2 million Special Dividend (as defined below).
(In thousands)Consideration
Fair value of Combined Company Common Stock issued (1)
$2,531,714 
Former Six Flags revolving credit facility repaid upon close of the Mergers205,169 
Payment of outstanding pre-merger Special Dividend per the Merger Agreement (2)128,161 
Fair value of Former Six Flags equity awards converted (3)
19,511 
Fair value of purchase consideration transferred2,884,555 
Fair value of redeemable non-controlling interests (4)
545,685 
Less: cash acquired182,914 
Total merger consideration, net of cash acquired$3,247,326 
(1)    Reflects Former Six Flags Common Stock outstanding as of July 1, 2024 converted into Combined Company common stock based upon the Six Flags Exchange Ratio.
(2)    On June 18, 2024, Former Six Flags declared a special dividend, payable to holders of record of Former Six Flags Common Stock as of the close of business one business day prior to the Closing Date, June 28, 2024, with a per share amount of $1.53, which is equal to (a) $1.00 plus (b) the product (rounded up to the nearest whole cent) of (i) the Six Flags Exchange Ratio and (ii) the aggregate amount of distributions per unit declared or paid by Cedar Fair with respect to a Cedar Fair Unit with a record date following November 2, 2023 and prior to the time the Six Flags Merger became effective after giving effect to appropriate adjustments to reflect the Mergers (the “Special Dividend”), which distributions per Cedar Fair Unit were $0.90 in the aggregate. The payment of the Special Dividend was completed on or about July 8, 2024.
(3)    Reflects the estimated Closing Date fair value of the converted Former Six Flags equity awards for which associated service has been allocated to the pre-combination period.
(4)    Reflects the fair value of Former Six Flags redeemable non-controlling interests as of the Closing Date. The fair value reflects the consideration that would have been received by the non-controlling interest holders if the Closing Date was also the redemption date for the non-controlling interests.
Schedule of Purchase Price Allocation of Assets Acquired and Liabilities Assumed The following table summarizes the final purchase price allocation of the assets acquired and liabilities assumed in the Mergers:
(In thousands)Preliminary AllocationMeasurement Period AdjustmentsAdjusted Allocation
Receivables$84,853 $5,939 $90,792 
Inventories40,580 (443)40,137 
Other current assets53,000 (8,111)44,889 
Property and equipment, net3,356,409 (646,356)2,710,053 
Other intangibles, net850,000 — 850,000 
Right-of-use assets167,074 2,828 169,902 
Other assets14,688 — 14,688 
Total assets acquired4,566,604 (646,143)3,920,461 
Current maturities of long-term debt56,867 (284)56,583 
Accounts payable73,445 353 73,798 
Deferred revenue206,398 2,545 208,943 
Accrued interest23,448 — 23,448 
Accrued taxes15,465 (5,752)9,713 
Accrued salaries, wages and benefits19,216 466 19,682 
Self-insurance reserves75,670 8,064 83,734 
Other accrued liabilities63,487 (2,203)61,284 
Deferred tax liabilities756,211 (63,638)692,573 
Lease liabilities184,343 5,096 189,439 
Other liabilities24,497 — 24,497 
Long-term debt2,373,322 — 2,373,322 
Total liabilities assumed3,872,369 (55,353)3,817,016 
Total net assets acquired694,235 (590,790)103,445 
Goodwill2,553,091 590,790 3,143,881 
Fair value of net assets acquired$3,247,326 $— $3,247,326