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Six Flags proposes $1.2B debt offering, starts tender offer

Six Flags Entertainment Corp. plans to offer up to $1.2 billion of senior notes in a private offering.

The company said March 30 that it intends to use a portion of the proceeds to refinance its $800 million of 5.25% senior notes due 2021 and for general corporate purposes, including share repurchases and transaction expenses. The company expects this refinancing transaction to enhance its covenant flexibility and extend its maturity schedule.

Also, Six Flags started a cash tender offer for any and all of its outstanding 5.25% senior notes due 2021. The tender offer is being made pursuant to an offer to purchase and consent solicitation statement and the accompanying consent and letter of transmittal, each dated March 30.

The offer will expire at 11:59 p.m. ET on April 26, unless extended or earlier terminated, the company said March 30.

Holders who validly tender their notes on or before 5 p.m. ET on April 12, and whose notes are accepted for payment, will receive total consideration equal to $1,027.66 per $1,000 principal amount of the notes, plus accrued and unpaid interest on the notes up to, but not including, the initial settlement date. The total consideration includes an early participation premium of $30 per $1,000 principal amount of the notes. Holders who tender notes on or before 5 p.m. ET on April 12 may withdraw such tender at any time on or prior to the withdrawal time.

Holders who validly tender their notes after the early tender expiration, but on or before the expiration time, and whose notes are accepted for payment, will receive the tender consideration equal to $997.66 per $1,000 principal amount of the notes plus accrued and unpaid interest up to, but not including, the final settlement date.

Further, the company is soliciting consents from the note holders for certain proposed amendments that would, among other things, eliminate substantially all restrictive covenants contained in the indenture governing the notes.

Also, Six Flags issued a conditional notice of redemption of all outstanding notes. The redemption price for the notes is 102.625% of the outstanding principal amount thereof, plus accrued and unpaid interest, if any, through April 28. The redemption date is expected to occur on May 1.