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SECURITIES AND EXCHANGE COMMISSION
WASHINGTON D.C. 20549
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FORM 8-K/A NO. 1
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported) February 9, 1998
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PREMIER PARKS INC.
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(Exact name of registrant as specified in its charter)
DELAWARE 0-9789 13-3995059
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
11501 NORTHEAST EXPRESSWAY, OKLAHOMA CITY, OKLAHOMA 73131
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(Address of principal executive offices, including zip code)
Registrant's telephone number, including area code (405) 475-2500
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(Former name or former address, if changed since last report)
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ITEM 2. Acquisition or Disposition of Assets.
On April 1, 1998, Premier Parks Inc. (the "Company" or the "Registrant")
acquired all of the outstanding capital stock of Six Flags Entertainment
Corporation ("SFEC") pursuant to an Agreement and Plan of Merger dated as of
February 9, 1998. SFEC through its direct and indirect wholly-owned
subsidiaries, operates 12 "Six Flags" branded theme parks in eight locations in
the United States. The Company acquired by merger all of the capital stock of
SFEC from its current stockholders for approximately $1.9 billion, including the
assumption of approximately $890 million of SFEC debt. The Company funded the
acquisition with the proceeds of concurrent public offerings of over $1.3
billion in equity, including $994 million in common stock and $310 million in
mandatorily convertible preferred stock, and approximately $1 billion in various
note issues and bank facilities.
As part of the transaction, the Company and certain affiliates of Time
Warner Entertainment (one of the sellers) entered into a long-term licensing
agreement that gives the Company the exclusive theme park rights in the United
States and Canada to all of Warner Bros.' and DC Comics' animated cartoon and
comic book characters, including Bugs Bunny, Daffy Duck, Tweety Bird, Yosemite
Sam, Batman, Superman and others. During 1997, the Six Flags parks had a
combined attendance of more than 22 million visitors.
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ITEM 7. Financial Statements and Exhibits.
*(a) Consolidated Financial Statements of Six Flags Entertainment
Corporation at December 28, 1997 and December 29, 1996 and for the
three years ended December 28, 1997, December 29, 1996 and December
31, 1995.
*(b) Pro Forma Financial Statements of Premier Parks Inc. at December 31,
1996 and 1997, and for each of the years in the two-year period
ended December 31, 1997.
(c) The following documents are filed herewith as exhibits to this Form
8-K:
**10(a) Agreement and Plan of Merger dated as of February 9, 1998,
by and among the Registrant, certain wholly-owned
subsidiaries of the Registrant, Six Flags Entertainment
Corporation ("SFEC") and each of the holders of capital
stock of SFEC.
**10(b) Press Release of the Registrant dated February 9, 1998.
10(c) Press Release of the Registrant dated April 1, 1998.
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* Incorporated by reference from the Registrant's Registration Statement on
Form S-3 (File No. 333-45859) declared effective on March 26. 1998.
** Previously filed.
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SIGNATURES
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Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Dated: April 7, 1998
PREMIER PARKS INC.
By: /s/ JAMES F. DANNHAUSER
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James F. Dannhauser
Chief Financial Officer
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EXHIBIT INDEX
EXHIBIT NO. DESCRIPTION
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*10(a) Agreement and Plan of Merger dated as of February 9, 1998, by and
among the Registrant, certain wholly-owned subsidiaries of the
Registrant, Six Flags Entertainment Corporation ("SFEC") and each
of the holders of capital stock of SFEC.
*10(b) Press Release of the Registrant dated February 9, 1998.
10(c) Press Release of the Registrant dated April 1, 1998.
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* Previously filed.
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Exhibit 10(c)
FOR IMMEDIATE RELEASE
New York, New York, April 1, 1998 -- Premier Parks Inc. (NYSE: PKS) today
announced that it has completed its acquisition of Six Flags Entertainment
Corporation from Time Warner Entertainment (TWE) and an investor group led by
Boston Ventures. With this transaction, Premier Parks becomes the world's
largest regional theme park operator. As part of the transaction, Premier and
TWE also entered into a long-term licensing agreement that gives Premier the
exclusive theme park rights in the U.S. and Canada to all of Warner Bros.' and
DC Comics' animated cartoon and comic book characters, including Bugs Bunny,
Daffy Duck, Tweety Bird, Yosemite Sam, Batman, Superman and others.
"This transaction gives Premier a strong platform for superior long-term
growth and increased profitability," said Kieran E. Burke, Chairman and CEO of
Premier Parks. "We greatly value our relationship with Time Warner and are very
excited about the potential to increase park attendance through the unmatched
appeal of the Looney Tunes and DC Comics characters. With our exclusive focus
on theme parks, proven operating expertise and the combined strengths of the Six
Flags and Looney Tunes brands, we are very excited about the future of Premier
Park," concluded Mr. Burke.
As previously announced, Premier acquired Six Flags for $1.9 billion,
including the assumption of approximately $890 million of Six Flags debt.
Premier funded the acquisition with the proceeds of concurrent public offerings
of over $1.3 billion in equity, including $994 million in common stock and $310
million in mandatorily convertible preferred stock, and approximately $1 billion
in various note issues and bank facilities.
Premier Parks Inc. is the largest regional theme park operator, and the
second largest theme park company, in the world, based on 1997 attendance of
approximately 37 million visitors. The Company operates 31 regional parks,
including parks serving nine of the ten largest metropolitan areas in the U.S.
and six locations in Europe.
Contact:
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James F. Dannhauser
Chief Financial Officer
(212) 599-4690
