3
FORM 10 - Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
(Mark One)
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended March 26, 1995
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________.
Commission file number 1-9444
CEDAR FAIR, L.P.
(Exact name of registrant as specified in its charter)
DELAWARE 34-1560655
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
P.O. BOX 5006, Sandusky, Ohio 44871-8006
(Address of principal executive offices)
(zip code)
(419)626-0830
(Registrant's telephone number, including area code)
Indicate by check mark whether the Registrant (1) has
filed all reports required to be filed by Section 13 or
15(d) of the Securities Exchange Act of 1934 during the
preceding 12 months (or for such shorter period that
the Registrant was required to file such reports), and
(2) has been subject to such filing requirements for
the past 90 days.
Yes X No
Title of Class Units Outstanding As Of
Depositary Units May 5, 1995
(Representing Limited Partner 22,240,208
Interests)
<PAGE>
CEDAR FAIR, L.P.
INDEX
Part I - Financial Information
Item 1. Financial Statements 3-7
Item 2. Management's Discussion and 8
Analysis of Financial Condition
and Results of Operations
Part II - Other Information
Item 6. Exhibits and Reports on Form 8-K 9
Signatures 10
<PAGE>
<TABLE>
PART I - FINANCIAL INFORMATION
Item 1. Financial Statements
CEDAR FAIR, L.P.
CONSOLIDATED BALANCE SHEETS
(In thousands)
<CAPTION>
3/26/95 12/31/94
<S> <C> <C>
ASSETS
Current Assets:
Cash $ 714 $ 350
Receivables 244 1,350
Inventories 7,046 3,416
Prepaids 3,076 3,082
11,080 8,198
Land, Buildings and Equipment:
Land 22,675 22,675
Land improvements 31,366 31,366
Buildings 70,259 70,259
Rides and equipment 174,450 174,450
Construction in progress 11,599 4,503
310,349 303,253
Less accumulated depreciation (98,930) (98,922)
211,419 204,331
Intangibles, net of amortization 11,365 11,453
$233,864 $223,982
LIABILITIES AND PARTNERS' EQUITY
Current Liabilities:
Accounts payable $ 11,826 $ 5,728
Distribution payable to partners 12,636 12,636
Accrued interest 599 1,595
Accrued taxes 2,748 2,751
Accrued salaries, wages and benefits 2,445 3,241
Self insurance reserves 5,909 6,087
Other accrued liabilities 1,748 1,588
37,911 33,602
Other Liabilities 3,383 3,926
Long-Term Debt:
Revolving credit loans 52,500 21,400
Term debt 50,000 50,000
102,500 71,400
Partners' Equity:
Special L.P. interests 5,290 5,290
General partners 139 389
Limited partners,22,240,208 units 84,641 109,375
outstanding
90,070 115,054
$233,864 $223,982
The accompanying Notes to Consolidated Financial Statements are
an integral part of these balance sheets.
<PAGE>
</TABLE>
<TABLE>
CEDAR FAIR, L.P.
CONSOLIDATED STATEMENTS OF OPERATIONS
(In thousands except per unit data)
<CAPTION>
Three months ended Twelve months
ended
3/26/95 3/27/94 3/26/95 3/27/94
<S> <C> <C> <C> <C>
Net revenues $ 382 $ 358 $198,382 $179,009
Costs and expenses:
Cost of products sold 142 112 21,143 19,544
Operating expenses 8,882 8,076 73,730 67,108
Selling, general and
administrative 1,984 2,082 21,247 20,909
Depreciation and 96 112 14,944 14,467
amortization
11,104 10,382 131,064 122,028
Operating income (loss) (10,722) (10,024) 67,318 56,981
Insurance claim settlements -- 1,600 502 1,600
Interest expense, net 1,626 1,615 7,304 6,552
Deferred tax credit -- -- -- 11,000
Net income (loss) (12,348) (10,039) 60,516 63,029
Net income (loss) allocated
to general partners (123) (100) 605 630
Net income (loss) allocated
to limited partners $(12,225) $ (9,939) $59,911 $ 62,399
Weighted average limited
partner units outstanding 22,292 22,262 22,274 22,255
Net income (loss) per
limited partner unit $ (.55) $ (.45) $ 2.69 $ 2.80
The accompanying Notes to Consolidated Financial Statements are
an integral part of these statements.
<PAGE>
</TABLE>
<TABLE>
CEDAR FAIR, L.P.
CONSOLIDATED STATEMENTS OF PARTNERS' EQUITY
(In thousands)
<CAPTION>
Special General Limited Total
L.P. Partners Partners Partners
' ' '
Interest Equity Equity Equity
s
<S> <C> <C> <C> <C>
Balance at December 31, $ 5,290 $ 389 $109,375 $115,054
1994
Allocation of net loss -- (123) (12,225) (12,348)
Distribution declared -- (127) (12,509) (12,636)
($.5625 per limited
partner unit)
Balance at March 26, 1995 $ 5,290 $ 139 $ 84,641 $ 90,070
The accompanying Notes to Consolidated Financial Statements are
an integral part of these statements.
<PAGE>
</TABLE>
<TABLE>
CEDAR FAIR, L.P.
CONSOLIDATED STATEMENTS OF CASH FLOW
(In thousands)
<CAPTION>
Three months Twelve months
ended ended
3/26/95 3/27/94 3/26/95 3/27/94
<S> <C> <C> <C> <C>
CASH FLOWS FROM (FOR) OPERATING
ACTIVITIES
Net income (loss) $(12,348 $(10,039 $ 60,516 $ 63,029
) )
Adjustments to reconcile net
income to net cash from (for)
operating activities
Depreciation and amortization 96 112 14,944 14,467
Deferred tax credit -- -- -- (11,000)
Change in assets and liabilities
Decrease (increase) in inventories (3,630) (3,294) (250) 3
Decrease in current and other 1,112 823 1,007 712
assets
Increase (decrease) in accounts 6,098 5,050 1,743 (91)
payable
Increase (decrease) in self-
insurance reserves (178) (207) 1,932 1,176
Increase (decrease) in other
current liabilities (1,611) (19) (1,244) 1,092
Increase (decrease) in other (543) 14 1,029 1,281
liabilities
Net cash from (for) operating (11,004) (7,560) 79,677 70,669
activities
CASH FLOWS FROM (FOR) INVESTING
ACTIVITIES
Capital expenditures (7,096) (5,693) (22,668) (24,780)
Net cash (for) investing (7,096) (5,693) (22,668) (24,780)
activities
CASH FLOWS FROM (FOR) FINANCING
ACTIVITIES
Net borrowings (payments) on
revolving credit loans 31,100 25,100 (9,400) (2,000)
Distributions paid to partners (12,636) (11,232) (47,738) (43,245)
Net cash from (for) financing 18,464 13,868 (57,138) (45,245)
activities
Cash and cash equivalents:
Net increase (decrease) for the 364 615 (129) 644
period
Balance, beginning of period 350 228 843 199
Balance, end of period $ 714 $ 843 $ 714 $ 843
SUPPLEMENTAL INFORMATION
Cash payments for interest expense $ 3,784 $ 549 $ 9,112 $ 6,575
The accompanying Notes to Consolidated Financial Statements are
an integral part of these statements.
<PAGE>
CEDAR FAIR, L.P.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
FOR THE QUARTERS ENDED
MARCH 26, 1995 AND MARCH 27, 1994
The accompanying consolidated financial statements have been
prepared from the financial records of Cedar Fair, L.P. (the
Partnership) without audit and reflect all adjustments which are,
in the opinion of management, necessary to fairly present the
results of the interim periods covered in this report.
Due to the highly seasonal nature of the Partnership's amusement
park operations, the results for the interim periods are not
indicative of the results to be expected for the full year.
Accordingly, the Partnership has elected to present financial
information regarding operations for the preceding twelve month
periods ended March 26, 1995 and March 27, 1994 to accompany the
quarterly results. Because amounts for the 12 months ended March
26, 1995 include actual 1994 season operating results, they are
not necessarily indicative of 1995 full calendar year operations.
The operating results for the three and twelve months ended March
27, 1994, include a gain of $1.6 million relating to an insurance
claim for flood damage and business interruption losses at the
Partnership's Minnesota park in 1993. Operating results for the
twelve-month period ended March 27, 1994, also includes a one-
time, non-cash credit for deferred taxes of $11 million resulting
from 1993 changes in federal tax laws.
(1) Significant Accounting and Reporting Policies
The Partnership's consolidated financial statements for the
quarters ended March 26, 1995 and March 27, 1994 included in this
Form 10-Q report have been prepared in accordance with the
accounting policies described in the Notes to Consolidated
Financial Statements for the year ended December 31, 1994, which
were included in the Form 10-K filed on March 29, 1995. Certain
information and footnote disclosures normally included in
financial statements prepared in accordance with generally
accepted accounting principles have been condensed or omitted
pursuant to the rules and regulations of the Securities and
Exchange Commission. These financial statements should be read
in conjunction with the financial statements and the notes
thereto included in the Form 10-K referred to above.
(2) Interim Reporting
The Partnership operates three amusement parks (Cedar Point in
Sandusky, Ohio, Valleyfair in Shakopee, Minnesota and Dorney Park
& Wildwater Kingdom near Allentown, Pennsylvania), all of which
are open to the public from early May to early October. These
parks generate virtually all of the Partnership's annual revenue
with the major portion concentrated in the third quarter during
the peak vacation months of July and August.
To assure that these highly seasonal operations will not result
in misleading comparisons of current and subsequent interim
periods, the Partnership has adopted the following reporting
procedures: (a) depreciation, advertising and certain seasonal
operating costs are expensed ratably during the operating season,
including certain costs incurred prior to the season and
amortized over the season and (b) all other costs are expensed as
incurred or ratably over the entire year.
<PAGE>
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Results of Operations
The Partnership's amusement parks are open to the public from
early May to early October. Therefore, net revenues for the
first quarter are historically minimal and are generated
primarily from restaurant operations and marina rentals. Net
revenues for the quarter ended March 26, 1995 were $382,000
compared to $358,000 for the quarter ended March 27, 1994.
Operating results for the first quarter include normal off-season
operating, maintenance and administrative expenses for the three
parks. Net loss for the quarter was $12.3 million or $.55 per
limited partner unit, compared with a loss of $10.0 million, or
$.45 per unit, in 1994. Operating results for the prior period
include a final insurance settlement of $1.6 million, or $.07 per
unit, relating to a claim for flood damage and business
interruption at the Partnership's Minnesota park in 1993.
Included in costs and expenses are approximately $930,000 of
incentive fees payable to the managing general partner relating
to the 1995 first quarter distribution, which exceeded the
minimum distribution as defined in the partnership agreement by
23 cents per unit, or $5,167,000 in the aggregate. This compares
to $718,000 of incentive fees in the 1994 first quarter.
Financial Condition
The Partnership has available through April, 1997 a $95 million
revolving credit facility, of which $52.5 million was borrowed
and in use as of March 26, 1995. This credit facility is
adequate to meet seasonal working capital needs, planned capital
expenditures and distribution requirements.
In our highly seasonal business with investment heavily
concentrated in property and equipment, the negative working
capital ratio of 3.4 at March 26, 1995 is financially
advantageous. Current assets are at normal seasonal levels and
credit facilities are in place to fund current liabilities as
required.
<PAGE>
PART II - OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
Exhibits:
(a) Exhibits: None
(b) Reports on Form 8-K: None
<PAGE>
SIGNATURES
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 thereunto duly authorized.
CEDAR FAIR, L.P.
(Registrant)
By Cedar Fair Management Company
Managing General Partner
Date: May 5, 1995 By Bruce A. Jackson
Bruce A. Jackson
Vice President
(Chief Financial Officer)
By Charles M. Paul
Charles M. Paul
Controller
(Chief Accounting Officer)
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 5
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1995
<PERIOD-END> MAR-26-1995
<CASH> 714
<SECURITIES> 0
<RECEIVABLES> 244
<ALLOWANCES> 0
<INVENTORY> 7,046
<CURRENT-ASSETS> 11,080
<PP&E> 310,349
<DEPRECIATION> 98,930
<TOTAL-ASSETS> 233,864
<CURRENT-LIABILITIES> 37,911
<BONDS> 0
<COMMON> 84,641
0
0
<OTHER-SE> 5,429
<TOTAL-LIABILITY-AND-EQUITY> 233,864
<SALES> 289
<TOTAL-REVENUES> 382
<CGS> 142
<TOTAL-COSTS> 11,008
<OTHER-EXPENSES> 96
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 1,626
<INCOME-PRETAX> (12,348)
<INCOME-TAX> 0
<INCOME-CONTINUING> 0
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> (12,348)
<EPS-PRIMARY> (.55)
<EPS-DILUTED> 0
</TABLE>
