Exhibit 99.1 Contact: Evan Bertrand Vice President, Investor Relations and Treasurer +1-972-595-5180 investorrelations@sftp.com Six Flags Reports Fourth Quarter and Full Year 2023 Performance ARLINGTON, Texas — February 29, 2024 — Six Flags Entertainment Corporation (NYSE: SIX), the world's largest regional theme park company and the largest operator of water parks in North America, today reported fourth quarter Revenue of $293 million, Net Loss of $22 million, and Adjusted EBITDA of $98 million. For the fu ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 _________________________________________________________ FORM 10-Q _________________________________________________________ x Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended October 1, 2023 or o 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: 1-13703 ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended July 2, 2023 or Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant wa ...

So that would – I mean, that would essentially still – I mean if you kind of normalize that, you guys still would be on that pace for that double-digit increase in attendance for the full year? That's a great – Steve, that's a great question. First of all, our DNA at the end is thrill ride, and we have to go back and reinvest in ride. So in the last most probably first two years of my tenure, which is last year and this year, we've been very focused on premiumization and beautification. And I would say one ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended April 2, 2023 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: 1-13703 Six Flags Entertainment Corporation (Exact Name of Registrant as Specified in Its Charter) Title of each class Tradin ...

Selim Bassoul I think that marketing is sometime very difficult to measure the impact. But we've seen, compared to the testing in the last year when we cut back on marketing and this year that there is a correlation, as you well said about marketing, media spend and attendance. However, we have realized that this year specifically, we're increasing our marketing spend to promote all the initiatives we have. And I want to just give a color of all what we're doing very briefly about what's happening. So we ar ...

General Information This section provides foundational details on forward-looking statements, public information access, and company definitions [Cautionary Note Regarding Forward-Looking Statements](index=3&type=section&id=CAUTIONARY%20NOTE%20REGARDING%20FORWARD-LOOKING%20STATEMENTS) This section highlights that the report contains forward-looking statements subject to various risks and uncertainties, including those related to the COVID-19 pandemic, economic conditions, liquidity, and strategic plans, which could cause actual results to differ materially - Forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, assumptions, and other factors, some beyond the company's control, which could cause actual results to differ materially[5](index=5&type=chunk) - Key risk factors include global COVID-19 pandemic disruptions, economic uncertainty (including inflation), liquidity needs, strategic plan execution, capital plan implementation, impact of diverse geographical locations, compliance with laws, ability to obtain financing, interest payments, accounting pronouncements, litigation outcomes, income tax liability, and uncertain tax positions[5](index=5&type=chunk) - Additional risks include factors impacting attendance (e.g., contagious diseases like COVID-19 and Monkeypox, events, disturbances, terrorist activities), government regulations, economic impact of political instability (e.g., war in Ukraine), product recalls, safety incidents, insurance availability, inability to achieve financial targets, adverse weather, credit market conditions, changes in consumer tastes, construction delays, competition, seasonal workforce dependence, unionization, labor laws, environmental laws, corporate taxation, and legal proceedings[6](index=6&type=chunk)[7](index=7&type=chunk)[13](index=13&type=chunk) [Available Information](index=5&type=section&id=Available%20Information) The company provides access to its annual, quarterly, and current reports free of charge through its investor relations website and the SEC, or by written request - Copies of annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K, and amendments are available free of charge through the company's website (investors.sixflags.com) and the SEC[10](index=10&type=chunk) - Reports are made available on the website as soon as reasonably practicable after electronic filing with the SEC[10](index=10&type=chunk) [Company Definitions](index=5&type=section&id=Company%20Definitions) This section clarifies the terminology used throughout the report, defining 'we,' 'our,' 'Company,' and 'Six Flags' as referring to Six Flags Entertainment Corporation and its consolidated subsidiaries, while 'Holdings' refers solely to Six Flags Entertainment Corporation - The terms 'we,' 'our,' 'Company,' and 'Six Flags' refer collectively to Six Flags Entertainment Corporation and its consolidated subsidiaries[11](index=11&type=chunk) - 'Holdings' refers only to Six Flags Entertainment Corporation, without regard to its consolidated subsidiaries[11](index=11&type=chunk) [PART I. FINANCIAL INFORMATION](index=6&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) This part presents unaudited condensed consolidated financial statements and management's analysis of financial condition and operations [Item 1. Financial Statements](index=6&type=section&id=Item%201.%20Financial%20Statements) This section presents the unaudited condensed consolidated financial statements, including balance sheets, statements of operations, comprehensive income (loss), stockholders' deficit, and cash flows, along with detailed notes explaining the basis of presentation, significant accounting policies, and specific financial items for the reported periods - Six Flags owns and operates **27 regional theme parks and waterparks**, with 24 in the United States, two in Mexico, and one in Montreal, Canada[37](index=37&type=chunk) - The company's operations are highly seasonal, with approximately **75% of park attendance and revenues** typically occurring in the second and third calendar quarters, primarily between Memorial Day and Labor Day[41](index=41&type=chunk) - The COVID-19 pandemic continues to present material uncertainty and risk, impacting financial results due to fluctuating infection rates, supply chain challenges, and wage rate increases[42](index=42&type=chunk) - The company consolidates the partnerships that own Six Flags Over Texas (SFOT) and Six Flags Over Georgia (SFOG) as subsidiaries, reflecting non-affiliated equity interests as redeemable noncontrolling interests[44](index=44&type=chunk) [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This section presents the company's financial position, detailing assets, liabilities, and stockholders' deficit Condensed Consolidated Balance Sheets (Amounts in thousands) | Category | July 3, 2022 | January 2, 2022 | July 4, 2021 | | :-------------------------------- | :----------- | :-------------- | :----------- | | **ASSETS** | | | | | Total current assets | $262,796 | $516,035 | $479,865 | | Total property and equipment, net | $1,254,434 | $1,250,927 | $1,239,503 | | Total other assets | $1,196,563 | $1,201,628 | $1,209,031 | | **Total assets** | **$2,713,793** | **$2,968,590** | **$2,928,399** | | **LIABILITIES AND STOCKHOLDERS' DEFICIT** | | | | | Total current liabilities | $639,881 | $463,239 | $595,231 | | Total noncurrent liabilities | $2,611,213 | $2,965,484 | $2,950,372 | | **Total liabilities** | **$3,251,094** | **$3,428,723** | **$3,545,603** | | Redeemable noncontrolling interests | $543,719 | $522,067 | $542,950 | | Total stockholders' deficit | $(1,081,020) | $(982,200) | $(1,160,154) | | **Total liabilities and stockholders' deficit** | **$2,713,793** | **$2,968,590** | **$2,928,399** | [Condensed Consolidated Statements of Operations](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) This section presents the company's revenues, expenses, and net income or loss over specific reporting periods Condensed Consolidated Statements of Operations (Amounts in thousands, except per share data) | Metric | Three Months Ended July 3, 2022 | Three Months Ended July 4, 2021 | Six Months Ended July 3, 2022 | Six Months Ended July 4, 2021 | | :------------------------------------------ | :------------------------------ | :------------------------------ | :---------------------------- | :---------------------------- | | Total revenues | $435,422 | $459,787 | $573,529 | $541,811 | | Operating expenses | $173,582 | $183,768 | $283,526 | $276,411 | | Selling, general and administrative expenses | $53,573 | $50,205 | $92,905 | $86,331 | | Costs of products sold | $35,710 | $39,194 | $45,825 | $46,409 | | Income (loss) before income taxes | $92,433 | $120,660 | $7,658 | $(7,049) | | Income tax expense (benefit) | $24,716 | $29,257 | $5,603 | $(2,613) | | Net income (loss) | $67,717 | $91,403 | $2,055 | $(4,436) | | Net income (loss) attributable to Six Flags Entertainment Corporation | $45,392 | $70,520 | $(20,270) | $(25,319) | | Basic EPS | $0.53 | $0.82 | $(0.24) | $(0.30) | | Diluted EPS | $0.53 | $0.81 | $(0.24) | $(0.30) | [Condensed Consolidated Statements of Comprehensive Income (Loss)](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Income%20(Loss)) This section presents the company's net income or loss alongside other comprehensive income or loss components Condensed Consolidated Statements of Comprehensive Income (Loss) (Amounts in thousands) | Metric | Three Months Ended July 3, 2022 | Three Months Ended July 4, 2021 | Six Months Ended July 3, 2022 | Six Months Ended July 4, 2021 | | :------------------------------------------ | :------------------------------ | :------------------------------ | :---------------------------- | :---------------------------- | | Net income (loss) | $67,717 | $91,403 | $2,055 | $(4,436) | | Other comprehensive income, net of tax | $3,690 | $1,807 | $9,255 | $4,016 | | Comprehensive income (loss) | $71,407 | $93,210 | $11,310 | $(420) | | Comprehensive income (loss) attributable to Six Flags Entertainment Corporation | $49,082 | $72,327 | $(11,015) | $(21,303) | [Condensed Consolidated Statements of Stockholders' Deficit](index=11&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Deficit) This section details changes in the company's equity, including common stock, capital, and accumulated deficit Condensed Consolidated Statements of Stockholders' Deficit (Amounts in thousands, except share data) | Category | Balances at April 4, 2021 | Balances at July 4, 2021 | Balances at April 3, 2022 | Balances at July 3, 2022 | | :------------------------------------------ | :------------------------ | :----------------------- | :------------------------ | :----------------------- | | Common stock (shares issued) | 85,369,434 | 85,871,956 | 86,248,545 | 83,026,556 | | Common stock (amount) | $2,134 | $2,147 | $2,156 | $2,075 | | Capital in excess of par value | $1,104,904 | $1,108,680 | $1,124,603 | $1,103,534 | | Accumulated deficit | $(2,249,207) | $(2,178,493) | $(2,088,913) | $(2,114,697) | | Accumulated other comprehensive loss | $(94,295) | $(92,488) | $(75,622) | $(71,932) | | **Total stockholders' deficit** | **$(1,236,464)** | **$(1,160,154)** | **$(1,037,776)** | **$(1,081,020)** | [Condensed Consolidated Statements of Cash Flows](index=13&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This section presents the company's cash inflows and outflows from operating, investing, and financing activities Condensed Consolidated Statements of Cash Flows (Amounts in thousands) | Category | Six Months Ended July 3, 2022 | Six Months Ended July 4, 2021 | | :------------------------------------ | :---------------------------- | :---------------------------- | | Net cash provided by operating activities | $63,237 | $129,333 | | Net cash used in investing activities | $(55,342) | $(42,209) | | Net cash (used in) provided by financing activities | $(269,018) | $7,930 | | Net change in cash and cash equivalents | $(260,783) | $95,127 | | Cash and cash equivalents at end of period | $74,802 | $252,887 | [Notes to Condensed Consolidated Financial Statements](index=14&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed explanations and disclosures supporting the condensed consolidated financial statements [1. General — Basis of Presentation](index=14&type=section&id=1.%20General%20%E2%80%94%20Basis%20of%20Presentation) This section outlines foundational principles and significant accounting policies for financial statement preparation [b. Income Taxes](index=16&type=section&id=b.%20Income%20Taxes) This section details the company's income tax provisions, including valuation allowances for net operating loss carryforwards and expected utilization - A valuation allowance of **$108.4 million** was recorded as of July 3, 2022, due to uncertainties related to the ability to use certain state net operating loss and other tax carryforwards[45](index=45&type=chunk) - The company expects to use all federal net operating loss carryforwards before they expire[45](index=45&type=chunk) [c. Goodwill and Intangibles](index=16&type=section&id=c.%20Goodwill%20and%20Intangibles) This section describes the company's annual impairment testing for goodwill and indefinite-lived intangible assets, noting no impairment identified - Goodwill and indefinite-lived intangible assets are tested for impairment annually; the company is considered a single reporting unit[47](index=47&type=chunk) - As of July 3, 2022, the fair value of the single reporting unit exceeded its carrying amount, and no triggering events for a full quantitative analysis were identified[48](index=48&type=chunk) [e. Earnings (loss) Per Common Share](index=17&type=section&id=e.%20Earnings%20(loss)%20Per%20Common%20Share) This section presents the calculation of basic and diluted earnings per common share for the reported periods Earnings (loss) Per Common Share (Amounts in thousands, except per share data) | Metric | Three Months Ended July 3, 2022 | Three Months Ended July 4, 2021 | Six Months Ended July 3, 2022 | Six Months Ended July 4, 2021 | | :------------------------------------------ | :------------------------------ | :------------------------------ | :---------------------------- | :---------------------------- | | Net income (loss) attributable to Six Flags Entertainment Corporation | $45,392 | $70,520 | $(20,270) | $(25,319) | | Basic EPS | $0.53 | $0.82 | $(0.24) | $(0.30) | | Diluted EPS | $0.53 | $0.81 | $(0.24) | $(0.30) | [f. Stock Benefit Plans](index=17&type=section&id=f.%20Stock%20Benefit%20Plans) This section outlines the company's stock benefit plans and the associated stock-based compensation expense - The Long-Term Incentive Plan allows for grants of stock options, restricted stock, performance stock units, and other equity awards to employees, officers, directors, and consultants[52](index=52&type=chunk) Stock-Based Compensation Expense (Amounts in thousands) | Plan | Three Months Ended July 3, 2022 | Three Months Ended July 4, 2021 | Six Months Ended July 3, 2022 | Six Months Ended July 4, 2021 | | :------------------------ | :------------------------------ | :------------------------------ | :---------------------------- | :---------------------------- | | Long-Term Incentive Plan | $3,229 | $2,785 | $7,379 | $9,347 | | Employee Stock Purchase Plan | $(6) | $216 | $69 | $291 | | **Total Stock-Based Compensation** | **$3,223** | **$3,001** | **$7,448** | **$9,638** | [g. Accounts Receivable, Net](index=17&type=section&id=g.%20Accounts%20Receivable,%20Net) This section details the composition of accounts receivable and the allowance for doubtful accounts, primarily for membership programs - Accounts receivable primarily consist of amounts due from guests for group outings and multi-use admission products (season passes, annual passes, memberships)[55](index=55&type=chunk) - The allowance for doubtful accounts was **$6.7 million** as of July 3, 2022, a decrease from **$13.8 million** at January 2, 2022, and **$29.8 million** at July 4, 2021, primarily for estimated payment defaults under membership and annual pass programs[55](index=55&type=chunk) [h. Recent Accounting Pronouncements Not Yet Adopted](index=19&type=section&id=h.%20Recent%20Accounting%20Pronouncements%20Not%20Yet%20Adopted) This section discusses recent accounting pronouncements, specifically ASU 2020-04, and its expected immaterial impact on financial statements - FASB issued ASU 2020-04, Reference Rate Reform (Topic 848), providing optional expedients for contracts affected by reference rate reform (e.g., LIBOR)[56](index=56&type=chunk) - The company does not expect Update 2020-04 to have a material effect on its condensed consolidated financial statements[56](index=56&type=chunk) [2. Revenue](index=19&type=section&id=2.%20Revenue) This section details the company's revenue recognition policies, disaggregated by contract duration, and unearned revenue balances - Revenues are recognized when control of promised goods or services is transferred to customers, disaggregated by contract duration (long-term and short-term)[57](index=57&type=chunk)[58](index=58&type=chunk) Total Revenues by Contract Duration (Amounts in thousands) | Category | Three Months Ended July 3, 2022 | Three Months Ended July 4, 2021 | Six Months Ended July 3, 2022 | Six Months Ended July 4, 2021 | | :------------------------ | :------------------------------ | :------------------------------ | :---------------------------- | :---------------------------- | | Long-term contracts | $21,727 | $85,351 | $32,988 | $97,521 | | Short-term contracts and other | $413,695 | $374,436 | $540,541 | $444,290 | | **Total revenues** | **$435,422** | **$459,787** | **$573,529** | **$541,811** | - Long-term contracts include season passes (over 12 months), sponsorship contracts, and international agreements. Short-term contracts primarily consist of annual passes, season passes (under 12 months), memberships, and transactional sales[62](index=62&type=chunk)[65](index=65&type=chunk) - As of July 3, 2022, **$37.6 million** of unearned revenue from long-term contracts remained, with approximately **$50.9 million** expected to be recognized in the remainder of 2022[63](index=63&type=chunk)[64](index=64&type=chunk) [3. Long-Term Indebtedness](index=21&type=section&id=3.%20Long-Term%20Indebtedness) This section provides details on the company's credit facilities, outstanding debt, interest rates, and recent debt repayment activities - The credit facility includes a **$350.0 million** revolving credit loan and a **$479.0 million** Tranche B Term Loan. The revolving loan capacity was reduced from **$481.0 million** to **$350.0 million** on May 18, 2022[68](index=68&type=chunk) - As of July 3, 2022, **$200.0 million** was outstanding under the revolving loan (**5.17% interest rate**) and **$479.0 million** under the Term Loan B (**3.42% interest rate**)[69](index=69&type=chunk)[72](index=72&type=chunk) - On July 1, 2022, Holdings prepaid **$360.0 million** of the 2025 Notes at a premium of **103.5%**, resulting in a **$17.5 million** loss on debt extinguishment[74](index=74&type=chunk) Principal Balance of Long-Term Debt (Amounts in thousands) | Debt Type | July 3, 2022 | January 2, 2022 | July 4, 2021 | | :---------------------------------- | :----------- | :-------------- | :----------- | | Second Amended and Restated Term Loan B | $479,000 | $479,000 | $479,000 | | Second Amended and Restated Revolving Loan | $200,000 | $— | $— | | 2024 Notes | $949,490 | $949,490 | $949,490 | | 2025 Notes | $365,000 | $725,000 | $725,000 | | 2027 Notes | $500,000 | $500,000 | $500,000 | | **Total debt (before discounts/costs)** | **$2,493,490** | **$2,653,490** | **$2,653,490** | [4. Accumulated Other Comprehensive Loss](index=24&type=section&id=4.%20Accumulated%20Other%20Comprehensive%20Loss) This section presents the components and changes in accumulated other comprehensive loss, including translation adjustments and cash flow hedges Accumulated Other Comprehensive Loss (AOCL) Balances (Amounts in thousands) | Category | Balances at January 2, 2022 | Net current period change | Amounts reclassified from AOCI | Balances at July 3, 2022 | | :-------------------------------- | :-------------------------- | :------------------------ | :----------------------------- | :----------------------- | | Cumulative Translation Adjustment | $(31,970) | $(209) | $— | $(32,179) | | Cash Flow Hedges | $(4,985) | $11,778 | $343 | $7,136 | | Defined Benefit Plans | $(44,093) | $— | $458 | $(43,635) | | Income Taxes | $(139) | $(2,912) | $(203) | $(3,254) | | **Total AOCL** | **$(81,187)** | **$8,657** | **$598** | **$(71,932)** | [5. Derivative Financial Instruments](index=24&type=section&id=5.%20Derivative%20Financial%20Instruments) This section describes the company's use of interest rate swap agreements for risk mitigation and details derivative assets and liabilities - The company uses interest rate swap agreements to mitigate the risk of increasing LIBOR rates on its Second Amended and Restated Term Loan B, entering into derivatives for risk management only[79](index=79&type=chunk) - On March 24, 2022, the August 2019 Swap Agreements were terminated for net cash proceeds of **$7.4 million**, with the settlement recorded in accumulated other comprehensive income to be amortized through September 2024[81](index=81&type=chunk) Derivative Assets and Liabilities (Amounts in thousands) | Category | July 3, 2022 | January 2, 2022 | July 4, 2021 | | :--------------------------------------- | :----------- | :-------------- | :----------- | | **Derivative Assets** | | | | | Derivatives Not Designated as Hedging Instruments | $6,517 | $— | $833 | | **Derivative Liabilities** | | | | | Derivatives Designated as Cash Flow Hedges | $— | $(5,032) | $(11,603) | | Derivatives Not Designated as Hedging Instruments | $(12,785) | $(8,593) | $(11,379) | | **Total Derivative Liabilities** | **$(12,785)** | **$(13,625)** | **$(22,982)** | - The company expects to reclassify net losses of **$3.1 million**, currently in AOCL, into 'Interest expense, net' within the next twelve months[85](index=85&type=chunk) [6. Commitments and Contingencies](index=26&type=section&id=6.%20Commitments%20and%20Contingencies) This section outlines the company's various commitments and contingencies, including partnership park guarantees, insurance, and litigation [Partnership Parks](index=26&type=section&id=Partnership%20Parks) This section details commitments and guarantees for partnership parks, including minimum distributions and capital expenditures - The company guarantees minimum annual distributions (approximately **$80.5 million** in 2022) and capital expenditures for the Partnership Parks (Six Flags Over Texas and Six Flags Over Georgia)[86](index=86&type=chunk) - In May 2022, the company purchased **0.2536 units** from the Texas partnership for **$0.6 million**[87](index=87&type=chunk) - A minimum price floor for Partnership Park units was set due to the COVID-19 pandemic, valuing SFOG at **$409.7 million** and SFOT at **$527.4 million** as of July 3, 2022[88](index=88&type=chunk) - Redeemable noncontrolling interests for the SFOT and SFOG partnerships totaled **$543.7 million** as of July 3, 2022[90](index=90&type=chunk) [Insurance](index=27&type=section&id=Insurance) This section describes the company's insurance coverage, annual renegotiations, and future premium and coverage uncertainties - The company maintains commercially reasonable insurance policies, with most expiring on December 31, 2022, and renegotiates them annually[92](index=92&type=chunk)[93](index=93&type=chunk) - The company cannot predict future premium levels, self-insurance retention, aggregate coverage, or the availability of coverage for specific risks[93](index=93&type=chunk) [Litigation](index=29&type=section&id=Litigation) This section details ongoing legal proceedings, including securities, derivative, wage and hour, and personal injury claims [Securities Class Action Lawsuits](index=29&type=section&id=Securities%20Class%20Action%20Lawsuits) This section details securities class action lawsuits alleging false statements on China park development and partner financial health - A consolidated securities class action lawsuit (Electrical Workers litigation) alleges materially false or misleading statements regarding the company's China park development and the financial health of its former partner[95](index=95&type=chunk) - The district court dismissed the complaint with prejudice in March 2021, and plaintiffs filed an appeal to the U.S. Court of Appeals for the Fifth Circuit in August 2021[95](index=95&type=chunk)[96](index=96&type=chunk) - Management believes these lawsuits are without merit and intends to defend them vigorously[97](index=97&type=chunk) [Stockholder Derivative Lawsuits](index=29&type=section&id=Stockholder%20Derivative%20Lawsuits) This section details stockholder derivative lawsuits alleging breach of fiduciary duty and unjust enrichment related to China park development - Consolidated stockholder derivative lawsuits allege breach of fiduciary duty, insider selling, waste of corporate assets, and unjust enrichment related to alleged misstatements about China park development and partner financial health[99](index=99&type=chunk)[101](index=101&type=chunk) - The federal district court dismissed the consolidated complaint with prejudice in April 2021, and a consolidated state derivative action remains stayed[100](index=100&type=chunk)[101](index=101&type=chunk) - Management believes these complaints are without merit and intends to defend them vigorously[102](index=102&type=chunk) [Wage and Hour Class Action Lawsuits](index=31&type=section&id=Wage%20and%20Hour%20Class%20Action%20Lawsuits) This section details class action lawsuits alleging wage and hour law violations in California and Massachusetts - Multiple class action lawsuits have been filed in California and Massachusetts alleging violations of wage and hour laws, including overtime, meal/rest breaks, wage statements, and background checks[103](index=103&type=chunk)[105](index=105&type=chunk)[106](index=106&type=chunk)[107](index=107&type=chunk)[108](index=108&type=chunk)[109](index=109&type=chunk) - Several California lawsuits have reached settlement agreements for immaterial amounts, with preliminary or final court approvals pending[103](index=103&type=chunk)[106](index=106&type=chunk)[107](index=107&type=chunk)[108](index=108&type=chunk) - The outcome of the Massachusetts lawsuit and one California lawsuit is currently not determinable, and a reasonable estimate of loss or range of loss cannot be made[105](index=105&type=chunk)[109](index=109&type=chunk) [Personal Injury Lawsuit](index=33&type=section&id=Personal%20Injury%20Lawsuit) This section details multidistrict litigation arising from an alleged chemical vapor release at Six Flags Splashtown - Multidistrict litigation consolidated lawsuits against Six Flags Splashtown arising from an alleged chemical vapor release on July 17, 2021[110](index=110&type=chunk) - Plaintiffs are seeking compensatory and punitive damages; the outcome is currently not determinable, and any loss in excess of the recorded amount is not material to consolidated financial statements[110](index=110&type=chunk) [7. Business Segments](index=33&type=section&id=7.%20Business%20Segments) This section describes the company's single parks segment and provides geographical asset and revenue breakdowns - The company operates as a single reportable segment: parks, with owned or managed parks primarily in the United States, Mexico, and Canada[112](index=112&type=chunk) Goodwill and Long-Lived Assets by Geography (Amounts in thousands) | Category | July 3, 2022 | January 2, 2022 | July 4, 2021 | | :------- | :----------- | :-------------- | :----------- | | Domestic | $2,322,514 | $2,324,420 | $2,304,446 | | Foreign | $116,550 | $117,066 | $132,116 | | **Total** | **$2,439,064** | **$2,441,486** | **$2,436,562** | Revenues and (Loss) Income Before Income Taxes by Geography (Six Months Ended) (Amounts in thousands) | Category | Domestic (2022) | Foreign (2022) | Total (2022) | Domestic (2021) | Foreign (2021) | Total (2021) | | :-------------------------- | :-------------- | :------------- | :----------- | :-------------- | :------------- | :----------- | | Revenues | $531,041 | $42,488 | $573,529 | $521,346 | $20,465 | $541,811 | | (Loss) income before income taxes | $(1,063) | $8,721 | $7,658 | $(1,753) | $(5,296) | $(7,049) | [8. Pension Benefits](index=35&type=section&id=8.%20Pension%20Benefits) This section details the company's frozen pension plan, net periodic pension benefit, and employer contribution status - The company's pension plan was frozen effective March 31, 2006, and participants no longer earned future benefits after February 16, 2009[114](index=114&type=chunk) Total Net Periodic Pension Benefit (Amounts in thousands) | Period | July 3, 2022 | July 4, 2021 | | :------------------------ | :----------- | :----------- | | Three Months Ended | $(1,147) | $(1,179) | | Six Months Ended | $(2,293) | $(2,358) | - No employer pension contributions were made during the six-month periods ended July 3, 2022, and July 4, 2021[116](index=116&type=chunk) [9. Stock Repurchase Plans and Shareholder Rights Plan](index=36&type=section&id=9.%20Stock%20Repurchase%20Plans%20and%20Shareholder%20Rights%20Plan) This section outlines the company's stock repurchase activities and remaining authorization under its March 2017 plan - As of July 3, 2022, Holdings had repurchased **8,071,000 shares** at a cumulative cost of approximately **$365.1 million** under the March 2017 Stock Repurchase Plan, with **$134.9 million** remaining available[117](index=117&type=chunk) - The amount of share repurchases is limited by covenants in the Second Amended and Restated Credit Facility, the 2024 Notes, the 2025 Notes, and the 2027 Notes[118](index=118&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=37&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section provides management's perspective on the company's financial performance and condition, highlighting key drivers of revenue and expenses, operational strategies, and liquidity management for the reported periods [Overview](index=37&type=section&id=Overview) This section provides an overview of Six Flags' operations, primary revenue sources, EBITDA performance, and recent management changes - Six Flags is the largest regional theme park and waterpark operator in the world, with **27 parks** across North America[122](index=122&type=chunk) - Revenue is primarily derived from ticket sales (approximately **55% of total revenue** for the six months ended July 3, 2022), in-park sales, and sponsorship/international agreements[124](index=124&type=chunk) - Earnings before interest, taxes, depreciation, and amortization (EBITDA) increased **$15.0 million** for the six months ended July 3, 2022, driven by increased guest spending per capita and cost savings[124](index=124&type=chunk) - Justin Hunt, Vice President, Controller, and Principal Accounting Officer, resigned effective July 15, 2022, with CFO Gary Mick assuming these roles on an interim basis[128](index=128&type=chunk) [Results of Operations](index=40&type=section&id=Results%20of%20Operations) This section analyzes the company's financial performance, comparing revenues, expenses, and key metrics for the current and prior periods [Three Months Ended July 3, 2022 Compared to Three Months Ended July 4, 2021](index=40&type=section&id=Three%20Months%20Ended%20July%203,%202022%20Compared%20to%20Three%20Months%20Ended%20July%204,%202021) This section compares the company's financial results for the three months ended July 3, 2022, against the same period in the prior year Revenue and Attendance (Three Months Ended) | Metric | July 3, 2022 | July 4, 2021 | Change | % Change | | :------------------------------------ | :----------- | :----------- | :----- | :------- | | Total revenue (in thousands) | $435,422 | $459,787 | $(24,365) | (5)% | | Attendance (in thousands) | 6,652 | 8,550 | (1,898) | (22)% | - Total guest spending per capita increased by **$11.93** to **$63.87**, driven by a **27% increase** in admissions revenue per capita and an **18% increase** in in-park spending per capita[132](index=132&type=chunk) - Operating expenses decreased **$10.2 million (6%)** due to lower labor expenditures from reduced operating hours and efficient scheduling, partially offset by higher wage rates[133](index=133&type=chunk) - Selling, general and administrative expenses increased **$3.4 million (7%)** primarily due to shifting back-office functions to a shared-services center, moving costs from operating expenses, offset by lower advertising[134](index=134&type=chunk)[135](index=135&type=chunk) - Loss on debt extinguishment was **$17.5 million**, resulting from the **$360.0 million** repayment of 2025 Notes, including a **$12.6 million** premium and **$5.0 million** write-off of deferred financing costs[140](index=140&type=chunk) - Income tax expense was **$24.7 million (27% effective tax rate)**, primarily due to state/foreign income taxes and a **$4.0 million** discrete tax assessment in Mexico[141](index=141&type=chunk) [Six Months Ended July 3, 2022 Compared to Six Months Ended July 4, 2021](index=43&type=section&id=Six%20Months%20Ended%20July%203,%202022%20Compared%20to%20Six%20Months%20Ended%20July%204,%202021) This section compares the company's financial results for the six months ended July 3, 2022, against the same period in the prior year Revenue and Attendance (Six Months Ended) | Metric | July 3, 2022 | July 4, 2021 | Change | % Change | | :------------------------------------ | :----------- | :----------- | :----- | :------- | | Total revenue (in thousands) | $573,529 | $541,811 | $31,718 | 6% | | Attendance (in thousands) | 8,339 | 9,895 | (1,556) | (16)% | - Total guest spending per capita increased by **$13.70** to **$66.21**, driven by a **29% increase** in admissions revenue per capita and a **22% increase** in in-park spending per capita[144](index=144&type=chunk) - Operating expenses increased **$7.1 million (3%)** due to increased operating days at California and Mexico parks (closed in Q1 2021) and inflation, partially offset by decreased operating days/hours in Q2 from park optimization[145](index=145&type=chunk) - Selling, general and administrative expenses increased **$6.6 million (8%)** due to shifting back-office functions to a shared-services center, moving costs from operating expenses, offset by lower advertising[146](index=146&type=chunk)[147](index=147&type=chunk) - A **$2.0 million** gain on disposal of assets was recognized, compared to a **$1.2 million** loss in the prior year, driven by insurance proceeds for prior year losses[150](index=150&type=chunk) - Loss on debt extinguishment was **$17.5 million**, resulting from the **$360.0 million** repayment of 2025 Notes, including a **$12.6 million** premium and **$5.0 million** write-off of deferred financing costs[152](index=152&type=chunk) - Income tax expense was **$5.6 million**, driven by a **$4.0 million** discrete tax assessment in Mexico, state/foreign income taxes, and nondeductible expenses[153](index=153&type=chunk) [Calculation of EBITDA for the three and six months ended July 3, 2022 and July 4, 2021](index=46&type=section&id=Calculation%20of%20EBITDA%20for%20the%20three%20and%20six%20months%20ended%20July%203,%202022%20and%20July%204,%202021) This section reconciles net income to non-GAAP measures like Modified EBITDA and Adjusted EBITDA, explaining key drivers of change - Management uses non-GAAP measures: Modified EBITDA, Adjusted EBITDA, and Adjusted EBITDA minus capex for budgeting, performance measurement, and incentive compensation[155](index=155&type=chunk)[156](index=156&type=chunk)[157](index=157&type=chunk) Reconciliation of Net Income (Loss) to Adjusted EBITDA (Amounts in thousands) | Metric | Three Months Ended July 3, 2022 | Three Months Ended July 4, 2021 | Six Months Ended July 3, 2022 | Six Months Ended July 4, 2021 | | :------------------------------------ | :------------------------------ | :------------------------------ | :---------------------------- | :---------------------------- | | Net income (loss) | $67,717 | $91,403 | $2,055 | $(4,436) | | Modified EBITDA | $177,700 | $191,311 | $162,092 | $145,631 | | Adjusted EBITDA | $155,375 | $170,428 | $139,767 | $124,748 | | Capital expenditures, net of property insurance recovery | $(26,352) | $(19,117) | $(55,342) | $(42,250) | | Adjusted EBITDA minus capex | $129,023 | $151,311 | $84,425 | $82,498 | - Adjusted EBITDA decreased by **$15.1 million** for the three months ended July 3, 2022, primarily due to a **$24.3 million** revenue decrease, partially offset by cost savings[160](index=160&type=chunk) - Adjusted EBITDA increased by **$15.0 million** for the six months ended July 3, 2022, driven by a **$31.7 million** revenue increase from resumed operations, partially offset by higher operating costs[161](index=161&type=chunk) [Liquidity, Capital Commitments and Resources](index=48&type=section&id=Liquidity,%20Capital%20Commitments%20and%20Resources) This section discusses the company's liquidity sources, uses of cash, and adequacy of resources for future operational and financial needs - Principal liquidity sources are cash from operations, borrowings, and existing cash; uses include working capital, debt service, park investments, partner payments, and common stock repurchases[163](index=163&type=chunk) - The company expects cash flow from operations, available cash, and amounts under the Second Amended and Restated Credit Facility to be adequate for liquidity needs for at least the next twelve months[166](index=166&type=chunk) - As of July 3, 2022, the company had approximately **$74.8 million** of unrestricted cash and **$129.0 million** available for borrowing under the Second Amended and Restated Revolving Loan[170](index=170&type=chunk) - Net cash provided by operating activities was **$63.2 million** for the six months ended July 3, 2022, compared to **$129.3 million** in the prior year period[172](index=172&type=chunk) - Net cash used in financing activities was **$269.0 million** for the six months ended July 3, 2022, primarily due to **$360.0 million** debt repayment and **$96.8 million** stock repurchases, partially offset by **$200.0 million** revolving loan borrowing[172](index=172&type=chunk) [Contractual Obligations](index=51&type=section&id=Contractual%20Obligations) This section outlines the company's contractual obligations, including long-term debt payments and interest, noting recent material changes - No material changes to contractual obligations since January 2, 2022, outside the ordinary course of business, except for the early paydown of **$360 million** on the 2025 Notes[175](index=175&type=chunk) Long-Term Debt Payment Due by Period (Amounts in thousands) | Category | 2022 | 2023 - 2024 | 2025 - 2026 | 2027 and beyond | Total | | :---------------------------------------------------------------- | :--- | :---------- | :---------- | :-------------- | :---- | | Long-term debt including current portion (2025 Notes and Second Amended and Restated Revolving Loan) | $— | $200,000 | $365,000 | $— | $565,000 | | Interest on 2025 Notes | $11,803 | $46,583 | $6,951 | $— | $65,337 | [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=51&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company reported no material changes in its market risk exposure as of July 3, 2022, compared to the disclosures in its 2021 Annual Report - There have been no material changes in the company's market risk exposure from that disclosed in the 2021 Annual Report as of July 3, 2022[177](index=177&type=chunk) [Item 4. Controls and Procedures](index=51&type=section&id=Item%204.%20Controls%20and%20Procedures) Management concluded disclosure controls were effective, with no material changes to internal control over financial reporting during the quarter - The Chief Executive Officer and Chief Financial Officer concluded that the company's disclosure controls and procedures were effective as of July 3, 2022[178](index=178&type=chunk) - No changes in internal control over financial reporting occurred during the fiscal quarter ended July 3, 2022, that have materially affected, or are reasonably likely to materially affect, internal control over financial reporting[179](index=179&type=chunk) [PART II. OTHER INFORMATION](index=51&type=section&id=PART%20II.%20OTHER%20INFORMATION) This part provides additional disclosures on legal proceedings, risk factors, equity sales, and exhibits [Item 1. Legal Proceedings](index=51&type=section&id=Item%201.%20Legal%20Proceedings) The company is involved in various legal actions, primarily guest injury claims, with further details referenced in Note 6 - The company is involved in various legal actions, generally for guest injuries, arising in the normal course of business[181](index=181&type=chunk) - Although adequately insured against guest claims, damages that cannot be insured against (e.g., punitive damages) could have a material adverse effect on operations[181](index=181&type=chunk) - For detailed information regarding legal proceedings, refer to Note 6, Commitments and Contingencies, in the unaudited condensed consolidated financial statements[182](index=182&type=chunk) [Item 1A. Risk Factors](index=53&type=section&id=Item%201A.%20Risk%20Factors) No material changes to the principal risk factors affecting the business, results of operations, and financial condition were reported since the 2021 Annual Report - There have been no material changes to the principal risks that are material to the company's business, results of operations, and financial condition from the risk factors disclosed in the 2021 Annual Report as of July 3, 2022[183](index=183&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=53&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) Holdings continued its stock repurchase plan, having repurchased 8,071,000 shares for $365.1 million as of August 8, 2022, with $134.9 million remaining available - As of August 8, 2022, Holdings had repurchased **8,071,000 shares** of common stock at a cumulative cost of approximately **$365.1 million** under the March 2017 Stock Repurchase Plan[184](index=184&type=chunk) - Approximately **$134.9 million** remained available for permitted repurchases under the plan[184](index=184&type=chunk) Stock Repurchase Activity (April 4 - July 3, 2022) | Period | Total number of shares purchased | Average price paid per share | Total number of shares purchased as part of publicly announced plans or programs | Approximate dollar value of shares that may yet be purchased under the plans or programs | | :---------------- | :------------------------------- | :--------------------------- | :---------------------------------------------------------------- | :-------------------------------------------------------------------- | | April 4 - May 1 | — | $— | — | $231,673,000 | | May 2 - May 29 | 2,174,781 | $27.76 | 2,174,781 | $171,299,000 | | May 30 - July 3 | 1,289,604 | $28.23 | 1,289,604 | $134,899,000 | | **Total** | **3,464,385** | **$27.76** | **3,464,385** | **$134,899,000** | [Item 6. Exhibits](index=54&type=section&id=Item%206.%20Exhibits) This section lists the exhibits filed with the Form 10-Q, including employment agreements, CEO/CFO certifications, and Inline XBRL financial statements - Exhibits include employment agreements, certifications of the Chief Executive Officer and Chief Financial Officer pursuant to Section 302 and 906 of the Sarbanes-Oxley Act of 2002, and Inline XBRL formatted financial statements[186](index=186&type=chunk) [Signatures](index=55&type=section&id=Signatures) The report was duly signed on behalf of Six Flags Entertainment Corporation by its President and Chief Executive Officer and Chief Financial Officer on August 11, 2022 - The report was signed by Selim Bassoul, President and Chief Executive Officer, and Gary Mick, Chief Financial Officer and Interim Principal Accounting Officer, on August 11, 2022[189](index=189&type=chunk)

[FORM 10-Q General Information](index=1&type=section&id=FORM%2010-Q%20General%20Information) This section provides the SEC filing details for Six Flags Entertainment Corporation's Form 10-Q, including its filer status and shares outstanding [SEC Filing Details](index=1&type=section&id=SEC%20Filing%20Details) This section outlines the key filing specifics for Six Flags Entertainment Corporation's Form 10-Q, including its filer status and common stock outstanding - Filing Type: Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended April 3, 2022[2](index=2&type=chunk) - Registrant: Six Flags Entertainment Corporation[2](index=2&type=chunk) - Filer Status: **Large Accelerated Filer**[3](index=3&type=chunk) - Shares Outstanding: **86,443,033 shares of common stock** as of May 9, 2022[3](index=3&type=chunk) [Cautionary Note Regarding Forward-Looking Statements and General Disclosures](index=3&type=section&id=Cautionary%20Note%20Regarding%20Forward-Looking%20Statements) This section provides a cautionary note on forward-looking statements, outlining key risks and uncertainties that could materially affect actual results [Cautionary Note Regarding Forward-Looking Statements](index=3&type=section&id=Cautionary%20Note%20Regarding%20Forward-Looking%20Statements) This section warns that forward-looking statements are subject to significant risks and uncertainties, including COVID-19 impacts and strategic execution challenges - Forward-looking statements are not guarantees of future performance and are subject to risks, uncertainties, assumptions, and other factors beyond the company's control[6](index=6&type=chunk) - Key risk factors include COVID-19 pandemic disruptions, adequacy of cash flows, strategic plan timing and costs, capital plan implementation, geographical park diversity, regulatory compliance, ability to obtain financing, interest payments, accounting pronouncements, litigation outcomes, tax liability, and uncertain tax positions[6](index=6&type=chunk) - Additional risks include factors impacting attendance (e.g., local conditions, contagious diseases, global instability), product recalls, safety incidents, insurance availability, inability to achieve financial targets, adverse weather, economic conditions, changes in consumer tastes, competition, seasonal workforce dependence, labor disputes, and environmental/tax laws[7](index=7&type=chunk) [Available Information](index=5&type=section&id=Available%20Information) This section details how to access Six Flags' SEC filings, available free on its investor relations website or via written request - SEC reports (10-K, 10-Q, 8-K) are available free on the company's investor relations website: investors.sixflags.com[10](index=10&type=chunk) - Physical copies of reports can be requested in writing from Six Flags Entertainment Corporation, Attn: Investor Relations[10](index=10&type=chunk) [Definitions](index=5&type=section&id=Definitions) This section defines key terms like 'Company' and 'Holdings' as used throughout the report for clarity and precision - 'We,' 'our,' 'Company,' and 'Six Flags' refer to Six Flags Entertainment Corporation and its consolidated subsidiaries[11](index=11&type=chunk) - 'Holdings' refers specifically to Six Flags Entertainment Corporation, excluding its consolidated subsidiaries[11](index=11&type=chunk) [PART I. FINANCIAL INFORMATION](index=6&type=section&id=PART%20I.%20FINANCIAL%20INFORMATION) This section presents the unaudited condensed consolidated financial statements, including balance sheets, statements of operations, and cash flows, reflecting the company's seasonal business [Item 1. Financial Statements](index=6&type=section&id=Item%201.%20Financial%20Statements) This section provides the unaudited condensed consolidated financial statements, prepared under U.S. GAAP, highlighting the seasonal nature of the company's operations - The company operates **27 regional theme parks and waterparks**, with 24 in the U.S., two in Mexico, and one in Canada, making it the largest regional theme park operator globally and largest waterpark operator in North America by park count[27](index=27&type=chunk) - The financial statements are unaudited and condensed, prepared in conformity with U.S. GAAP, with certain information and footnote disclosures condensed or omitted per SEC rules[28](index=28&type=chunk) - Results for the three months ended April 3, 2022, are not indicative of full-year results due to the highly seasonal nature of operations, with approximately **75% of attendance and revenues** typically occurring in the second and third calendar quarters[31](index=31&type=chunk) - The COVID-19 pandemic continues to present material uncertainty and risk, impacting performance and financial results due to fluctuating infection rates, restrictions, and global supply chain/wage cost challenges[32](index=32&type=chunk) [Condensed Consolidated Balance Sheets](index=6&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) This section presents the company's financial position, detailing assets, liabilities, and stockholders' deficit at specific reporting dates | Metric (Amounts in thousands) | April 3, 2022 | January 2, 2022 | April 4, 2021 | | :---------------------------- | :------------ | :-------------- | :------------ | | Cash and cash equivalents | $252,203 | $335,585 | $62,905 | | Total current assets | $433,279 | $516,035 | $217,548 | | Total assets | $2,884,032 | $2,968,590 | $2,673,965 | | Total current liabilities | $444,265 | $463,239 | $466,008 | | Long-term debt | $2,631,246 | $2,629,524 | $2,624,361 | | Total liabilities | $3,399,741 | $3,428,723 | $3,387,053 | | Total stockholders' deficit | $(1,037,776) | $(982,200) | $(1,236,464) | [Condensed Consolidated Statements of Operations](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) This section outlines the company's financial performance, including revenues, expenses, and net loss for the reported periods | Metric (Amounts in thousands) | Three Months Ended April 3, 2022 | Three Months Ended April 4, 2021 | | :---------------------------- | :------------------------------- | :------------------------------- | | Total revenues | $138,107 | $82,024 | | Operating expenses | $109,944 | $92,643 | | Selling, general and administrative expenses | $39,332 | $36,126 | | Interest expense | $37,857 | $38,460 | | Loss before income taxes | $(84,775) | $(127,709) | | Net loss | $(65,662) | $(95,839) | | Net loss per average common share outstanding - basic and diluted | $(0.76) | $(1.12) | [Condensed Consolidated Statements of Comprehensive Loss](index=8&type=section&id=Condensed%20Consolidated%20Statements%20of%20Comprehensive%20Loss) This section details the company's comprehensive loss, including net loss and other comprehensive income or loss components | Metric (Amounts in thousands) | Three Months Ended April 3, 2022 | Three Months Ended April 4, 2021 | | :---------------------------- | :------------------------------- | :------------------------------- | | Net loss | $(65,662) | $(95,839) | | Other comprehensive income, net of tax | $5,565 | $2,209 | | Comprehensive loss | $(60,097) | $(93,630) | [Condensed Consolidated Statements of Stockholders' Deficit](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Stockholders'%20Deficit) This section presents changes in the company's stockholders' deficit, including common stock, capital in excess of par, and accumulated deficit | Metric (Amounts in thousands) | Balances at January 2, 2022 | Balances at April 3, 2022 | | :---------------------------- | :-------------------------- | :------------------------ | | Common stock, Shares issued | 86,162,879 | 86,248,545 | | Common stock, Amount | $2,154 | $2,156 | | Capital in excess of par value | $1,120,084 | $1,124,603 | | Accumulated deficit | $(2,023,251) | $(2,088,913) | | Accumulated other comprehensive loss | $(81,187) | $(75,622) | | Total stockholders' deficit | $(982,200) | $(1,037,776) | [Condensed Consolidated Statements of Cash Flows](index=10&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) This section summarizes the cash inflows and outflows from operating, investing, and financing activities for the reported periods | Metric (Amounts in thousands) | Three Months Ended April 3, 2022 | Three Months Ended April 4, 2021 | | :---------------------------- | :------------------------------- | :------------------------------- | | Net cash used in operating activities | $(55,712) | $(80,398) | | Net cash used in investing activities | $(28,990) | $(23,100) | | Net cash provided by financing activities | $81 | $8,798 | | Net change in cash and cash equivalents | $(83,382) | $(94,855) | | Cash and cash equivalents at end of period | $252,203 | $62,905 | | Cash paid for interest | $52,157 | $63,937 | | Cash paid for income taxes | $885 | $268 | [Notes to Condensed Consolidated Financial Statements](index=11&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) This section provides detailed notes on accounting policies, revenue recognition, debt, derivatives, and commitments, offering crucial context to the financial statements [Note 1. General — Basis of Presentation](index=11&type=section&id=Note%201.%20General%20%E2%80%94%20Basis%20of%20Presentation) This note details the basis of financial statement presentation, including consolidation policies, valuation allowances, and goodwill impairment testing - The company consolidates partnership parks (Six Flags Over Texas and Six Flags Over Georgia) as subsidiaries due to its power to direct their activities and absorb/receive significant economic impacts[34](index=34&type=chunk) - A valuation allowance of **$107.8 million** was recorded as of April 3, 2022, due to uncertainties in using certain state net operating loss and other tax carryforwards[35](index=35&type=chunk) - The company is a single reporting unit for goodwill impairment testing, and its market capitalization is considered the best indicator of fair value; no triggering events for impairment were identified as of April 3, 2022[38](index=38&type=chunk) - Diluted shares outstanding equaled basic shares outstanding for loss per common share due to net losses in both periods, excluding antidilutive stock options, restricted stock units, and performance stock units[40](index=40&type=chunk) - Stock-based compensation expense for the three months ended April 3, 2022, was **$4.225 million**, down from **$6.637 million** in the prior year[43](index=43&type=chunk) - An allowance for doubtful accounts of **$5.7 million** was recorded as of April 3, 2022, primarily for estimated payment defaults under the membership program[44](index=44&type=chunk) [Note 2. Revenue](index=16&type=section&id=Note%202.%20Revenue) This note explains the company's revenue recognition policies, disaggregating revenue by contract duration and detailing unearned revenue - Revenues are disaggregated by contract duration (long-term and short-term) Long-term contracts include season passes purchased in the preceding year, sponsorship contracts, and international agreements Short-term contracts primarily include current year season passes, memberships, and transactional sales[49](index=49&type=chunk)[51](index=51&type=chunk)[54](index=54&type=chunk) - Season pass and membership revenues are recognized over the estimated redemption rate, based on historical experience and other factors[55](index=55&type=chunk) - As of April 3, 2022, **$59.0 million of unearned revenue** for long-term contracts remained, with **$75.9 million** expected to be recognized in the remainder of 2022[52](index=52&type=chunk)[53](index=53&type=chunk) | Revenue Type (Amounts in thousands) | Three Months Ended April 3, 2022 | Three Months Ended April 4, 2021 | | :---------------------------------- | :------------------------------- | :------------------------------- | | Long-term contracts | $11,261 | $12,170 | | Short-term contracts and other | $126,846 | $69,854 | | Total revenues | $138,107 | $82,024 | [Note 3. Long-Term Indebtedness](index=18&type=section&id=Note%203.%20Long-Term%20Indebtedness) This note details the company's long-term debt, including credit facilities, various notes, and interest rate swap agreements - The credit facility consists of a **$481.0 million revolving credit loan** (maturing April 2024) and a **$479.0 million Tranche B Term Loan** (maturing April 2026)[57](index=57&type=chunk)[58](index=58&type=chunk)[61](index=61&type=chunk) - As of April 3, 2022, no amounts were outstanding under the revolving loan (excluding letters of credit), and **$479.0 million** was outstanding under the Term Loan B[58](index=58&type=chunk)[59](index=59&type=chunk) - The company has **$949.5 million in 2024 Notes**, **$725.0 million in 2025 Notes**, and **$500.0 million in 2027 Notes** outstanding[62](index=62&type=chunk) - The August 2019 interest rate swap agreements were terminated on March 24, 2022, making the Second Amended and Restated Term Loan B entirely floating rate debt[60](index=60&type=chunk)[61](index=61&type=chunk) | Debt Type (Amounts in thousands) | April 3, 2022 | January 2, 2022 | April 4, 2021 | | :------------------------------- | :------------ | :-------------- | :------------ | | Second Amended and Restated Term Loan B | $479,000 | $479,000 | $479,000 | | 2024 Notes | $949,490 | $949,490 | $949,490 | | 2025 Notes | $725,000 | $725,000 | $725,000 | | 2027 Notes | $500,000 | $500,000 | $500,000 | | Total long-term debt | $2,631,246 | $2,629,524 | $2,624,361 | - Fair value of long-term debt was **$2,660.5 million** as of April 3, 2022, compared to **$2,703.5 million** on January 2, 2022, and **$2,700.5 million** on April 4, 2021[64](index=64&type=chunk) [Note 4. Accumulated Other Comprehensive Loss](index=21&type=section&id=Note%204.%20Accumulated%20Other%20Comprehensive%20Loss) This note provides a breakdown of accumulated other comprehensive loss components and reclassifications out of AOCI | Component (Amounts in thousands) | Balances at January 2, 2022 | Balances at April 3, 2022 | | :------------------------------- | :-------------------------- | :------------------------ | | Cumulative Translation Adjustment | $(31,970) | $(37,141) | | Cash Flow Hedges | $(4,985) | $7,672 | | Defined Benefit Plans | $(44,093) | $(43,864) | | Income Taxes | $(139) | $(2,289) | | Accumulated Other Comprehensive Loss | $(81,187) | $(75,622) | - Reclassifications out of AOCI for the three months ended April 3, 2022, totaled **$1.008 million**, primarily from amortization of loss on interest rate hedges and deferred actuarial loss[66](index=66&type=chunk) [Note 5. Derivative Financial Instruments](index=22&type=section&id=Note%205.%20Derivative%20Financial%20Instruments) This note describes the company's use of interest rate swap agreements for risk management and their impact on financial statements - The company uses interest rate swap agreements to mitigate LIBOR rate increase risk on the Term Loan B, solely for risk management, not speculation[67](index=67&type=chunk) - The August 2019 Swap Agreements were terminated on March 24, 2022, for **$7.4 million net cash proceeds**, with the **$7.7 million settlement** recorded in AOCI to be amortized through September 2024[69](index=69&type=chunk) - Derivative assets as of April 3, 2022, were **$3.996 million** (non-current interest rate swaps), while derivative liabilities were **$11.762 million** (current and non-current interest rate swaps not designated as hedges)[70](index=70&type=chunk) - Net losses of **$3.3 million** currently in AOCI are expected to be reclassified into 'Interest expense, net' within the next twelve months[71](index=71&type=chunk) [Note 6. Commitments and Contingencies](index=23&type=section&id=Note%206.%20Commitments%20and%20Contingencies) This note outlines the company's various commitments, including partnership park guarantees, unit purchase obligations, and ongoing legal proceedings - The company guarantees minimum annual distributions (**$80.5 million in 2022**) and capital expenditures (**6.0% of revenues**) for the Partnership Parks (SFOT, SFOG)[72](index=72&type=chunk) - The maximum unit purchase obligation for Partnership Park units in 2022 is approximately **$522.1 million**, with a minimum price floor set due to COVID-19 impacts[73](index=73&type=chunk) - Capital expenditures at Partnership Parks were **$25.5 million in 2021** and are projected at **$19.8 million for 2022**, exceeding minimum requirements[74](index=74&type=chunk) - Redeemable noncontrolling interests for SFOG and SFOT partnerships were **$280.2 million** and **$241.9 million**, respectively, as of April 3, 2022[76](index=76&type=chunk) - The company is involved in various legal actions, including securities class action lawsuits (appeal pending), stockholder derivative lawsuits (dismissed or stayed), and wage and hour class action lawsuits (some settled for immaterial amounts, others pending)[79](index=79&type=chunk)[81](index=81&type=chunk)[82](index=82&type=chunk)[85](index=85&type=chunk)[88](index=88&type=chunk)[89](index=89&type=chunk)[90](index=90&type=chunk)[91](index=91&type=chunk)[92](index=92&type=chunk)[93](index=93&type=chunk) - A multidistrict personal injury litigation is pending regarding a chemical vapor release at Six Flags Splashtown, which the company intends to vigorously defend[94](index=94&type=chunk) [Note 7. Business Segments](index=31&type=section&id=Note%207.%20Business%20Segments) This note identifies the company's single reportable segment (parks) and provides disaggregated financial information by geographic region - The company operates as a single reportable segment: parks, with most owned/managed parks in the U.S., two in Mexico, and one in Montreal, Canada[97](index=97&type=chunk) | Metric (Amounts in thousands) | April 3, 2022 | January 2, 2022 | April 4, 2021 | | :---------------------------- | :------------ | :-------------- | :------------ | | Domestic Goodwill & Long-Lived Assets | $2,321,053 | $2,324,420 | $2,312,048 | | Foreign Goodwill & Long-Lived Assets | $114,556 | $117,066 | $131,207 | | Total Goodwill & Long-Lived Assets | $2,435,609 | $2,441,486 | $2,443,255 | | Metric (Amounts in thousands) | Domestic (2022) | Foreign (2022) | Total (2022) | Domestic (2021) | Foreign (2021) | Total (2021) | | :---------------------------- | :-------------- | :------------- | :----------- | :-------------- | :------------- | :----------- | | Revenues | $125,903 | $12,204 | $138,107 | $78,673 | $3,351 | $82,024 | | Loss before income taxes | $(83,048) | $(1,727) | $(84,775) | $(121,192) | $(6,517) | $(127,709) | [Note 8. Pension Benefits](index=31&type=section&id=Note%208.%20Pension%20Benefits) This note details the company's frozen pension plan, including net periodic benefit costs and contribution information - The pension plan was frozen in 2006, and participants stopped earning future benefits in 2009[99](index=99&type=chunk) | Pension Costs (Amounts in thousands) | Three Months Ended April 3, 2022 | Three Months Ended April 4, 2021 | | :----------------------------------- | :------------------------------- | :------------------------------- | | Service cost | $300 | $275 | | Interest cost | $1,384 | $1,275 | | Expected return on plan assets | $(3,059) | $(3,069) | | Amortization of net actuarial loss | $229 | $340 | | Total net periodic benefit | $(1,146) | $(1,179) | - No pension contributions were made during the three months ended April 3, 2022, or April 4, 2021[101](index=101&type=chunk) [Note 9. Stock Repurchase Plans](index=32&type=section&id=Note%209.%20Stock%20Repurchase%20Plans) This note describes the company's stock repurchase plan, available authorization, and the temporary suspension of repurchases and dividends - The Board approved a **$500.0 million stock repurchase plan** in March 2017 As of April 3, 2022, **$231.7 million** remained available[102](index=102&type=chunk) - Stock repurchases and dividend payments were suspended until the earlier of December 31, 2022, or when incremental revolving credit commitments are reduced by **$131 million**, due to COVID-19 impacts and credit facility amendments[103](index=103&type=chunk) [Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations](index=33&type=section&id=Item%202.%20Management's%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) This section offers management's analysis of financial condition and results, covering business overview, critical accounting policies, revenue and expense analysis, and liquidity - Six Flags is the world's largest regional theme park operator and North America's largest waterpark operator, with **27 parks** offering diverse entertainment experiences[107](index=107&type=chunk) - Revenue is primarily from ticket sales (**53-54% of total revenue**), in-park sales (food, merchandise, games), and sponsorship/international agreements[109](index=109&type=chunk) - Principal costs include salaries, employee benefits, advertising, third-party services, repairs, utilities, rent, and insurance, with a large portion being relatively fixed[110](index=110&type=chunk) [Overview](index=33&type=section&id=Overview) This section provides a high-level summary of the company's business and financial performance, emphasizing seasonality and key drivers - The first quarter results are not indicative of the full year due to seasonality, with over half of annual revenue typically generated between Memorial Day and Labor Day[108](index=108&type=chunk) - Earnings before interest, taxes, depreciation, and amortization (EBITDA) increased by **$30 million** in Q1 2022 compared to the prior year, driven by higher attendance and guest spending per capita due to more parks being open[109](index=109&type=chunk) [Critical Accounting Policies and Estimates](index=33&type=section&id=Critical%20Accounting%20Policies%20and%20Estimates) This section discusses the significant accounting policies and estimates that require management judgment and affect reported financial amounts - Financial statements require management to make estimates and assumptions affecting reported amounts, which are evaluated continuously using historical experience and current economic conditions[112](index=112&type=chunk)[113](index=113&type=chunk) - No material developments or changes to critical accounting policies and estimates have occurred since the 2021 Annual Report[113](index=113&type=chunk) [Recent Events](index=35&type=section&id=Recent%20Events) This section highlights significant recent corporate events, including changes in executive leadership - Sandeep Reddy resigned as EVP and CFO effective March 27, 2022, with Stephen Purtell assuming the role of interim CFO while a search for a permanent replacement is underway[114](index=114&type=chunk) [Results of Operations](index=36&type=section&id=Results%20of%20Operations) This section provides a detailed analysis of the company's revenues, expenses, and profitability for the reported periods | Metric (Amounts in thousands, except per capita) | Three Months Ended April 3, 2022 | Three Months Ended April 4, 2021 | Percentage Change (%) | | :----------------------------------------------- | :------------------------------- | :------------------------------- | :-------------------- | | Total revenue | $138,107 | $82,024 | 68% | | Operating expenses | $109,944 | $92,643 | 19% | | Selling, general and administrative expenses | $39,332 | $36,126 | 9% | | Cost of products sold | $10,115 | $7,215 | 40% | | Depreciation and amortization | $29,049 | $28,833 | 1% | | (Gain) loss on disposal of assets | $(2,100) | $520 | N/M | | Interest expense, net | $37,530 | $38,420 | (2)% | | Loss before income taxes | $(84,775) | $(127,709) | (34)% | | Net loss | $(65,662) | $(95,839) | (31)% | | Attendance (in thousands) | 1,686 | 1,346 | 25% | | Total guest spending per capita | $75.46 | $56.16 | 34% | - Revenue increased by **$56.1 million (68%)** due to a **25% increase in attendance** and a **34% increase in total guest spending per capita**, primarily from more operating days in 2022 compared to pandemic-impacted 2021[118](index=118&type=chunk) - Total guest spending per capita rose by **$19.30 to $75.46**, driven by a **31% increase in admissions revenue per capita** and a **39% increase in in-park spending per capita**, reflecting higher ticket pricing, membership revenue recognition, and premiumization strategies[119](index=119&type=chunk) - Operating expenses increased by **$17.3 million (19%)** due to increased operating days at California and Mexico parks, which were closed in Q1 2021[120](index=120&type=chunk) - Selling, general and administrative expenses increased by **$3.2 million (9%)** due to a centralization initiative shifting costs from operating expenses[121](index=121&type=chunk) - Cost of products sold increased by **$2.9 million (40%)** due to higher attendance, but as a percentage of in-park revenue, it slightly decreased due to retail price increases, revenue mix, and reduced membership discounts[122](index=122&type=chunk) - A **$2.1 million gain on disposal of assets** was recognized in Q1 2022, compared to a **$0.5 million loss** in Q1 2021, primarily from insurance proceeds for prior year losses[124](index=124&type=chunk) - Net interest expense decreased by **$0.9 million (2%)** due to lower interest rates on the unhedged portion of the Term Loan B[125](index=125&type=chunk) - Income tax benefit decreased by **$12.8 million** due to a lower pre-tax loss, with effective tax rates of **23.0% in 2022** and **24.9% in 2021**[126](index=126&type=chunk) - Adjusted EBITDA minus capex increased by **$28.7 million**, driven by higher revenue from resumed operations, partially offset by increased operating and SG&A expenses, and a **$5.4 million increase in capital expenditures**[133](index=133&type=chunk) | Non-GAAP Metrics (Amounts in thousands) | Three Months Ended April 3, 2022 | Three Months Ended April 4, 2021 | | :-------------------------------------- | :------------------------------- | :------------------------------- | | Net loss | $(65,662) | $(95,839) | | Modified EBITDA | $(15,608) | $(45,680) | | Adjusted EBITDA | $(15,608) | $(45,680) | | Capital expenditures, net of property insurance recovery | $(28,990) | $(23,133) | | Adjusted EBITDA minus capex | $(44,598) | $(68,813) | [Liquidity, Capital Commitments and Resources](index=39&type=section&id=Liquidity,%20Capital%20Commitments%20and%20Resources) This section discusses the company's sources and uses of liquidity, capital commitments, and available financial resources - Principal liquidity sources are cash from operations, borrowings, and existing cash; uses include working capital, debt service, park investments, and payments to Partnership Parks[134](index=134&type=chunk) - Stock repurchases and dividend payments are suspended until at least December 31, 2022, or until specific credit facility conditions are met[135](index=135&type=chunk) - The company expects cash flow from operations, available cash, and credit facility amounts to be adequate for liquidity needs for the next twelve months, including capital expenditures and debt service[136](index=136&type=chunk) - Federal net operating loss carryforwards are expected to offset approximately **$32.5 million of taxable income annually** for 2022-2024, with 2020 NOLs carrying forward indefinitely[136](index=136&type=chunk) - Total indebtedness, net of discount and deferred financing costs, was approximately **$2,631.2 million** as of April 3, 2022[141](index=141&type=chunk) - Anticipated annual cash interest payments are approximately **$150 million for 2022** and **$155 million for 2023**[141](index=141&type=chunk) - As of April 3, 2022, the company had **$252.2 million in unrestricted cash** and **$460.0 million available** under the revolving loan[142](index=142&type=chunk) - Net cash used in operating activities decreased to **$55.7 million in Q1 2022** from **$80.4 million in Q1 2021**, driven by increased net income[145](index=145&type=chunk) - Net cash used in investing activities increased to **$29.0 million in Q1 2022** from **$23.1 million in Q1 2021**, due to delayed capital budget spending in the prior year[145](index=145&type=chunk) - The Russia-Ukraine war is increasing global economic challenges, including inflation and supply-chain disruption, which the company continues to monitor for impacts on consumer demand, suppliers, cybersecurity, and liquidity[147](index=147&type=chunk) [Contractual Obligations](index=43&type=section&id=Contractual%20Obligations) This section addresses the company's contractual obligations, noting any material changes since the last reporting period - No material changes to contractual obligations have occurred since January 2, 2022, outside the ordinary course of business[148](index=148&type=chunk) [Item 3. Quantitative and Qualitative Disclosures About Market Risk](index=43&type=section&id=Item%203.%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This section confirms no material changes to the company's market risk exposure since the 2021 Annual Report disclosure - No material changes in market risk exposure from that disclosed in the 2021 Annual Report as of April 3, 2022[149](index=149&type=chunk) [Item 4. Controls and Procedures](index=43&type=section&id=Item%204.%20Controls%20and%20Procedures) This section confirms the effectiveness of disclosure controls and procedures and reports no material changes to internal control over financial reporting - Disclosure controls and procedures were evaluated as effective as of April 3, 2022, ensuring timely and accurate information disclosure[150](index=150&type=chunk) - No material changes in internal control over financial reporting occurred during the fiscal quarter ended April 3, 2022[151](index=151&type=chunk) [PART II. OTHER INFORMATION](index=45&type=section&id=PART%20II.%20OTHER%20INFORMATION) This section covers additional information not included in the financial statements, such as legal proceedings, risk factors, equity sales, and exhibits [Item 1. Legal Proceedings](index=45&type=section&id=Item%201.%20Legal%20Proceedings) This section outlines the company's involvement in routine legal actions and refers to Note 6 for details on significant ongoing proceedings - The company is exposed to claims by guests for injuries in the normal course of business, and while adequately insured, certain damages (e.g., punitive) could have a material adverse effect[154](index=154&type=chunk) - Further details on legal proceedings are provided in Note 6, 'Commitments and Contingencies,' of the unaudited condensed consolidated financial statements[155](index=155&type=chunk) [Item 1A. Risk Factors](index=45&type=section&id=Item%201A.%20Risk%20Factors) This section confirms no material changes to the principal risk factors affecting the company's business and financial condition since the 2021 Annual Report - No material changes to the principal risk factors have occurred since the 2021 Annual Report[156](index=156&type=chunk) [Item 2. Unregistered Sales of Equity Securities and Use of Proceeds](index=45&type=section&id=Item%202.%20Unregistered%20Sales%20of%20Equity%20Securities%20and%20Use%20of%20Proceeds) This section reports no stock repurchases during the quarter and details the suspension of repurchases and dividends due to credit facility amendments - No stock repurchases were made during the three months ended April 3, 2022[157](index=157&type=chunk) - As of May 9, 2022, **$231.7 million** remained available under the **$500.0 million March 2017 Stock Repurchase Plan**[157](index=157&type=chunk) - Stock repurchases and dividend payments are suspended until the earlier of December 31, 2022, or when specific conditions related to the credit facility are met[158](index=158&type=chunk) [Item 6. Exhibits](index=45&type=section&id=Item%206.%20Exhibits) This section lists all exhibits filed with the Form 10-Q, including required certifications and financial statement formats - Exhibits include certifications (CEO, CFO) under Sarbanes-Oxley Act, Form of Performance Stock Unit Agreement, and financial statements formatted in Inline XBRL[159](index=159&type=chunk)[161](index=161&type=chunk)[162](index=162&type=chunk) [Signatures](index=48&type=section&id=Signatures) This section contains the official signatures of the company's authorized officers, certifying the submission of the report [Signatures of Authorized Officers](index=48&type=section&id=Signatures%20of%20Authorized%20Officers) This section provides the official signatures of the President and CEO and the Interim CFO, certifying the report's submission - Report signed by Selim Bassoul (President and CEO) and Stephen Purtell (SVP and Interim CFO) on May 12, 2022[165](index=165&type=chunk)

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-K ☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the fiscal year ended January 2, 2022 ☐ 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: 1-13703 SIX FLAGS ENTERTAINMENT CORPORATION (Exact name of registrant as specified in its charter) Delaware (State or other jurisdicti ...

Table of Contents UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q ☒ Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended October 3, 2021 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: 1-13703 Six Flags Entertainment Corporation (Exact Name of Registrant as Specified in Its Charter) Delaware (State or Other ...