Hello, everyone, and welcome to today's conference call on Cedar Fair and Six Flags to combine in merger of equals, creating a leading amusement park operator. My name is Seb, and I'll be the operator for your call today. If you would like to ask a question on today's call, you can do so by pressing star one on your telephone keypad, or if you would like to withdraw your question, please press star two. I will now hand over to the speakers' team to begin the call. Thank you, Seb, and good morning to everyone. My name is Michael Russell, Corporate Director of Investor Relations for Cedar Fair. Welcome to today's call to discuss this morning's press release issued to the wire jointly by Cedar Fair and Six Flags, announcing a proposed merger of equals between the two companies. Also, we will briefly touch on both companies' financial results for the third quarter of 2023, including in our press releases issued this morning to the wire services, which can be found on our respective investor websites, ir.cedarfair.com and investors.sixflags.com. Before we begin, I need to remind you that comments made during this call will include forward-looking statements within the meanings of the federal securities laws. These statements may involve risks and uncertainties that could cause actual results to differ from those described in such statements. For a more detailed discussion of these risks, you may refer to the periodic filings with the SEC by Cedar Fair and Six Flags. On the call with me this morning are Selim Bassoul, CEO of Six Flags; Richard Zimmerman, CEO of Cedar Fair; Brian Witherow, CFO of Cedar Fair; and Gary Mick, CFO of Six Flags. We have an action-packed call today, so let me quickly run through the agenda. Brian and Gary are going to kick things off with a brief overview of each company's third quarter results announced this morning. Then Selim and Richard will take you through a deep dive of this combination and the significant opportunities we expect to unlock together. We'll then turn the call to Brian for a review of the compelling financial benefits. After that, Richard will wrap things up before we open the floor to Q and A. With that, I'll turn the call over to Brian. Thanks, Michael, and good morning, everyone. Today is truly an exciting day for Cedar Fair and Six Flags, and we look forward to sharing more about the transaction. I'll start off by reviewing Cedar Fair's third quarter operating results before discussing preliminary results for the five-week period ended October 29. After weather and other factors contributed to a disappointing start, we had a twofold strategy for the second half of the year. First, generate higher demand levels with the goal of recapturing attendance disrupted by weather earlier in the year. And second, aggressively seize upon cost savings opportunities that will not only improve our near-term operating margins, but also put us on a path to return to pre-pandemic margin levels over time. I'm very pleased to report the net effect of these strategic efforts resulted in a 7% increase in third quarter Adjusted EBITDA to a record $388 million, and a 320 basis point increase in Adjusted EBITDA margin to 46.1%. These outstanding results were driven by a 100,000 visit increase in attendance, and more importantly, by a more than $25 million reduction in Adjusted EBITDA-related operating costs and expenses in the quarter. Credit goes to our incredible team who tackled this challenge during the season's busiest and most intense stretch of the season. During the quarter, we entertained 12.4 million guests and generated net revenues of $842 million, compared with 12.3 million guests and net revenues of $843 million in the third quarter of 2022. The slight decrease in net revenues is primarily attributable to a 2% decrease in in-park per capita spending, offset in part by a 1% increase in attendance and a 2% increase in out-of-park revenues. During the quarter, we reduced operating expenses by $22 million, while also reducing cost of goods sold by $3 million. The decrease in operating expenses was driven by our new cost-saving initiatives, highlighted by a meaningful reduction in seasonal labor hours and in-park entertainment costs. Meanwhile, SG&A expenses in the period increased $8 million, primarily due to increased marketing efforts and initial costs associated with today's announced transaction. Turning our attention to preliminary results through this past Sunday, October 29, for the most recent five weeks, we generated preliminary net revenues of $226 million, down less than 1% compared with net revenues for the comparable five-week period a year ago. Our revenue performance in October reflects a 2% or 69,000 visit increase in attendance, consistent out-of-park revenues, and a 3% decrease in in-park per capita spending. In total, we entertained 3.3 million guests over the five-week period. Based on our preliminary results for October, through the first 10 months of 2023, we have now entertained 24.2 million guests and generated preliminary net revenues of $1.7 billion. Lastly, I want to provide a quick update on early sales of our 2024 season passes and other advanced purchase products. As of the end of the third quarter, our deferred revenue balance totaled $208 million, representing an increase of $20 million or 11% compared to deferred revenues at the end of the third quarter last year. The increase in deferred revenues has been driven by an outstanding start to fall sales of 2024 season passes and related all-season products. Through this past week, combined sales are pacing up 24% or approximately $30 million over the same time last year. We're confident that our season pass strategy and outstanding start position us well for another strong season in 2024. With that, let me turn the call over to Gary to review Six Flags' third quarter results. Thank you, Brian. Six Flags also released our third quarter results today. So before we jump into the transaction, I'll say a few words about the quarter. This was a quarter focused on investing. We made great strides in improving our guest experience by investing in our digital transformation, events, shows, food and beverage, and new entertainment. We made intentional and deliberate decisions to try new things, including introducing new shows designed to cater to a multigenerational audience, enhanced fireworks displays and state-of-the-art drone shows, testing and promoting speedy gates, automated toll plazas, launching our first-ever water park festival, as well as introducing a water float parade in our Texas theme parks that experienced record-breaking heat this summer. Lastly, we initiated our Fright Fest, Brewfest, and Oktoberfest events up to three weeks earlier than in previous years. We have identified what resonated with our visitors and what did not, which puts us in an advantageous position to make data-driven decisions moving forward. While these efforts drove a short-term increase in our operating expenses, they are integral to our long-term strategy of consistently enhancing visitor experiences and optimizing our park operations. We've also invested in media to drive season passes, single-day tickets, and our Do It All in a Day promotion. This resulted in increased attendance, revenue, and pass sales in the third quarter versus prior year, as well as a solid start on the sale of next year's passes, which will largely benefit next year's revenue. We also cultivated our sponsorship relationships, resulting in additional revenues and cross-branding initiatives. That said, poor weather continued putting pressure on results in the third quarter, with eight weekends of rainfall in the Northeast and Mid-Atlantic regions, beginning after Labor Day, that coincided with the start of our fall festival lineup. Now moving on to financial results. For the quarter, total attendance was 9.3 million guests, up 16% from third quarter 2022. Revenue in the quarter increased $43 million, or 8%, to $547 million. This is primarily the result of higher attendance, partially offset by a decrease in total guest spending per capita of $5 or 8% versus third quarter 2022. Admission spending per capita decreased $4 or 12%, and in-park spending per capita decreased $1 or 2%. The decrease in admission spending per capita was driven primarily by lower average season pass and single-day ticket pricing versus 2023, as we worked to optimize our pricing structure. In-park spending per capita declined versus prior year as a result of a higher mix of season pass attendance versus prior year. We have seen strong growth in food and beverage sales, both in units and total sales, largely fueled by our revamped culinary assortment and events lineup, which partially offset the in-park per capita decline, driven by the season pass mix. We expect to derive additional value going forward from our digital guest-facing innovations, such as our self-serve kiosks, Six Pay wristbands, and mobile food ordering. On the cost side, in the third quarter, cash, operating, and SG&A expenses were up $43 million, or 20%. Our costs grew in the third quarter for the following reasons: First, our attendance growth in the quarter had the expected result of driving seasonal labor, cost of sales, and other variable costs. Second, we boosted our advertising for our 2024 fall season pass promotion. We are pleased with the success so far in our pass sales, and this is expected to serve as a nice tailwind in 2024, but the expenses associated with this effort are reflected in the third quarter. Third, while we invested expense in the earlier start to the fall events lineup, we did not yield the attendance lifts we were hoping for in the quarter due to poor weather on the weekends late in September. Lastly, as I mentioned earlier, we made significant investments in new entertainment, events, shows, and digital guest-facing innovations. Adjusted EBITDA for the quarter was $220 million, a $5 million decrease, or 2%, compared to third quarter 2022, with higher revenues offset by the cost investments previously mentioned. Our active pass base as of October 1, 2023, comprised 5.3 million pass holders, an 8% increase over the prior year. Deferred revenue as of October 1, 2023, was $148 million, up $21 million or 17% compared to third quarter 2022, primarily driven by our strong fall pass promotion. Total capital expenditures for the quarter was $42 million, an increase of $24 million compared to third quarter 2022. Year-to-date capital expenditures, $109 million. Our liquidity position as of October 1 was $457 million. This included $390 million of available revolver capacity, net of $21 million of letters of credit, plus $67 million in cash. Lastly, during the third quarter, we paid down $80 million in debt. We are excited about the future and the insights this summer has granted us. We are approaching 2024 with great strength and confidence. Now, I will turn it over to Selim. Thanks, Gary. I am very excited about the strategic combination between Six Flags and Cedar Fair, and the incredible opportunity it will unlock for both businesses. In fact, in my 25 years of leading companies through transactions, I have never been more excited about a combination as this one. First, I'm excited because this combination starts and ends with the guests. If you've known me and look at my track record, I am customer obsessed. Thanks to the dedicated and resilient team at Six Flags, we have made incredible progress in the past two years. Our transformation has been grounded in instilling a guest-obsessed culture and harnessing what makes our parks so special to deliver an exceptional guest experience. This transaction is all about our guests, the value it will create for them, the additional perks we will provide, and the additional thrills we will create, not only locally, but regionally. Second, it's cultural. The fit between Six Flags and Cedar Fair culture is fully aligned. We think of Cedar Fair as outstanding operators. I saw this firsthand as I visited their parks, where we, at Six Flags, are very strong in that we are huge innovators. If you look again at my track record, at Middleby, I disrupted the industry with innovation, and we've done that again here at Six Flags over the last two years, and we are starting to unveil many of these innovations just now and continuing into 2024. We expect to take the best practices of both businesses, the best operating team and the most innovative team, and bring them together with the best parks in the industry. Third, what I love about this combination is the value it will create for our shareholders. This starts with our expected annual synergies of $200 million, which have been fully vetted. We are confident we can achieve these in the next three years and create significant value along the way. In addition, this combination de-risks our businesses in many ways, in terms of leverage, weather, and the regional mix of our portfolio. We will operate an expanded and complementary portfolio of 42 amusement and water parks, nine resort properties, and other entertainment experiences that our guests love. Our expanded footprint will reduce dependency on any one park or any one region, providing us more earning stability and allowing us to offer more exciting options to guests. Our free cash flow generation will allow us to quickly delever, while also deploying capital strategically into our business to enhance performance. Importantly, this merger will also allow us to grow our new company into a global brand with our IP. Our combined season pass and loyalty programs will make this deal even sweeter for our most loyal guests, providing enhanced access and additional perks. Finally, our employees. We would not have made this deal if we did not believe it would be good for our people. In the long run, we expect this to create new growth, giving employees more opportunities and the flexibility to put themselves in a position to succeed. This will also allow us to take the brightest, the smartest, and the most dedicated to work within a bigger company and within our parks. Together, we'll create a vision of excellence and friendliness, ultimately elevating the experience, the guest experience, even more and faster. On a personal note, I have come to know Richard and Brian well as we worked to reach today's milestone. I could not think of better partners for this new chapter. Richard? Thanks, Selim. I echo that sentiment. Working closely with you and the Six Flags team to get this announcement done has only reinforced my confidence in how complementary our businesses are. Since the pandemic, our team has done tremendous work to create a more agile business. We've invested in the highest revenue opportunities, focused on new attractions and upgraded dining options to offer our guests a truly special experience. We have doubled down on technology and data analytics, providing us with deeper insights into our operations and our guests. We've done so while prudently managing variable costs, optimizing our cost structure, while driving incremental demand and guest spending. We've made incredible progress on all fronts. Attendance and guest satisfaction are at all-time highs. In-park and out-of-park spending continue to grow, and our company's financial performance remains strong. The robust third quarter results we announced this morning reflect how far we've come. With that said, we have more work to do as we continue to drive top-line growth, optimize our cost structure, and further improve operating margins. With that, I'll get into the transaction. This is a Merger of Equals transaction, offering a tax-efficient means for both Cedar Fair unit holders and Six Flags shareholders to participate in the significant value of the combined company. Cedar Fair unit holders will receive 1 share of stock in the new combined company for each Cedar Fair unit owned, and Six Flags shareholders will receive 0.58 shares for each Six Flags share owned. Additionally, immediately prior to close, Six Flags will issue a special dividend consisting of two parts. Part one is a fixed $1 per outstanding share. Part two is a per-share amount equal to the aggregate distributions paid to Cedar Fair unit holders between today and the close of the transaction. Following the close of the transaction, Cedar Fair unit holders will own slightly more than 51%, and Six Flags shareholders will own slightly less than 49% of the new company. Selim will serve as Executive Chair of the combined company, leading a board that will comprise six directors from each of the current Cedar Fair and Six Flags boards. Selim will also partner with me to achieve a full range of cost savings and revenue uplift. Thanks, everybody. We apologize for the technical difficulties, but let me jump back in. Thank you, Selim. I echo your sentiment. Working closely with you and the Six Flags team to get to this announcement has only reinforced my confidence in how complementary our businesses are. Since the pandemic, our team has done tremendous work to create a more agile business. We've invested in the highest revenue opportunities, focused on new attractions and upgraded dining options to offer our guests a truly special experience. We have doubled down on technology and data analytics, providing us with deeper insights into our operations and our guests. We've done so while prudently managing variable costs, optimizing our cost structure, while driving incremental demand and guest spending. We've made incredible progress on all fronts. Attendance and guest satisfaction are at all-time highs. In-park and out-of-park spending continue to grow, and our company's financial performance remains strong. The robust third quarter results we announced this morning reflect how far we've come. With that said, we have more work to do as we continue to drive top-line growth, optimize our cost structure, and further improve operating margins. With that, let me get into the transaction. This merger, this is a Merger of Equals transaction, offering a tax-efficient means for both Cedar Fair unit holders and Six Flags shareholders to participate in the significant value of the combined company. Cedar Fair unit holders will receive 1 share of stock in the new combined company for each Cedar Fair unit owned, and Six Flags shareholders will receive 0.58 shares for each Six Flags share owned. Additionally, immediately prior to close, Six Flags will issue a special dividend consisting of two parts. Part one is a fixed $1 per outstanding share. Part two is a per-share amount equal to the aggregate distributions paid to Cedar Fair unit holders between today and the close of the transaction. Following the close of the transaction, Cedar Fair unit holders will own slightly more than 51%, and Six Flags shareholders will own slightly less than 49% of the new company. Selim will serve as Executive Chair of the combined company, leading a board that will comprise six directors from each of the current Cedar Fair and Six Flags boards. Selim will also partner with me to achieve the full range of cost savings and revenue uplift opportunities we expect to unlock. Meanwhile, Brian will serve as Chief Financial Officer of the new company, and Gary will lead the integration efforts as Chief Integration Officer. The new company will operate under the Six Flags name and trade under the ticker symbol FUN, F-U-N, on the New York Stock Exchange. It will be structured as a C corp, which both companies' boards determined will unlock the most value for the new company's shareholders. Finally, the new company will be headquartered in Charlotte, North Carolina. Continuing with terms on slide six. We expect this transaction to unlock considerable upside opportunity for our shareholders. The transaction is expected to be EPS accretive to Cedar Fair unit holders and Six Flags shareholders within 12 months of close. We also anticipate total annual synergies of $200 million, comprised of $120 million in cost savings, which we expect to realize within two years of closing, and $80 million of incremental EBITDA, which we expect to realize within three years. Finally, we expect to utilize enhanced cash flow generation to delever down to our target ratio of 3.0x, with additional flexibility to invest in our growth initiatives and drive shareholder returns. Brian will speak more to these and other financial benefits in a moment. In terms of path to completion, we expect the transaction to close in the first half of 2024. Moving to slide seven, I want to turn to our shared focus on the guest experience. Both Cedar Fair and Six Flags are built around a commitment to providing amazing experiences that create memories that last a lifetime. By doing so, we boost season pass sales, drive higher attendance, and increase guest spending. As we just discussed, our combined company will offer a more diversified experience across live entertainment formats. Whether guests visit one of our amusement parks, water parks, resorts, safaris, or campgrounds, they can expect the same outstanding service and standard of excellence. Inside our parks, we expect to leverage the capabilities of both companies to create a more engaging and immersive experience, so that guests choose us from amid the wide array of options they have to spend their leisure time and leisure money. Investment in our parks has been a key focus at Cedar Fair over the last few years, and we're excited to leverage our experience and strategies across a broader portfolio. With our financial profile, we will have the flexibility to invest in new rides and attractions, broader food and beverage selections, additional in-park offerings, and cross-park initiatives. For example, on slide eight, you can see a snapshot of the incredible portfolio of IP that the new company will have, including Looney Tunes, DC Comics, and Peanuts. Our combined portfolio will open up new opportunities to develop engaging themed rides and guest offerings. Turning to slide nine, which gives a snapshot of our combined company. As I mentioned, we will operate a portfolio of 42 parks and nine resort properties across the U.S., Canada, and Mexico. Together, Cedar Fair and Six Flags entertain just under 50 million guests annually. As we saw from our results today, attendance numbers continue to grow and guest spending remains robust as both companies have invested in their parks. Our strong attendance numbers and guest spending levels set the foundation for a much stronger combined financial profile. On a pro forma basis, over the trailing twelve months, ending with each company's fiscal third quarter, the combined company would have generated $3.4 billion in revenue and $1.2 billion in Adjusted EBITDA, inclusive of our expected synergies. We will also have a healthy margin profile with a pro forma modified EBITDA margin of 36%. The combined company would have generated $826 million in free cash flow, and our net leverage would be 3.7x Adjusted EBITDA, reflecting expected synergies and enhanced cash flow generation, which we expect to reduce to approximately 3x within two years of closing. With this strong financial profile, we look forward to advancing strategic investment throughout our parks to grow attendance, increase guest spending, and improve profitability. As you can see on slide 10, we will have a much wider offering for guests who increasingly look for new and differentiated out-of-home leisure experiences. For guests who want to make a pit stop, go on a day trip, or plan a weekend away, the combined company will have offerings to meet every interest, whether they prefer cooking under the stars or playing all-star athlete for the day, roller coasters or lazy rivers. They will find one of these at one of our properties. We'll also have significantly more diversified footprint. Slide 11 highlights the complementary nature of our 42 parks across North America and illustrates the significant opportunity to attract more guests to our parks. This opportunity starts with season pass programs of both companies. Season pass holders account for more than half of the annual attendance mix for Cedar Fair and Six Flags, though the overlap between the two is minimal, and most guests only visit 1-2 parks. We see an opportunity for the combined company to increase the opportunities for guests to choose an incremental visit to a Cedar Fair or Six Flags park in their region, rather than select another leisure option. Rollout of a combined company pass will give our guests more choice and enhanced value, making amusement park entertainment more accessible to more guests than ever before. I'll now turn it over to Brian to walk through the financial benefits in more detail. Thanks, Richard. I'll start by running through an overview of the compelling financial benefits this transaction creates for the combined company and shareholders on slide 12, before diving deeper on each. New company will start from a position of financial strength, with $1.2 billion in Adjusted EBITDA on a trailing 12-month basis, inclusive of the $200 million in expected run rate synergies. We also expect the transaction to be accretive to earnings per share for both companies within the first twelve months post. Our diversified footprint will improve performance consistency with a broader scope of locations and offerings to mitigate weather-related and seasonal earnings volatility. I'll speak more to that in just a minute. Moving down the list, the new company will have a robust balance sheet with attractive free cash flow generation to reduce leverage, invest back in our portfolio, and drive shareholder returns. Finally, one other important detail, the transaction structure does not trigger change of control provisions for either company's notes, minimizing financing needs. The opportunity to enhance value was what brought Cedar Fair and Six Flags to the table to make this merger a reality. As you can see, the opportunity in front of us is significant. Given the depth of operational expertise we have, we are confident in our ability to capitalize on this potential for the benefit of our shareholders. Slide 13 highlights our diversified footprint and the considerable earnings stability it will provide. Cedar Fair and Six Flags are each more heavily concentrated in different regions. For Cedar Fair, it's the Midwest and for Six Flags to the south. By combining our footprints, we'll have a more balanced presence, particularly in regions with extended operating seasons. As a result, no single geography will contribute greater than 30% of total park level EBITDA. Said another way, currently, several of our largest parks account for the majority of our respective earnings. The combined companies' expanded and diverse portfolio addresses this imbalance, with no single park contributing more than about 17% of the new company's park level EBITDA. Striking this balance is critical, as our businesses are currently prone to weather-related and other macro factors out of our control. We expect our broader portfolio will mitigate the impact of these headwinds, extend our operating calendars, and limit earnings volatility. Turning to synergies, as noted earlier, we've identified $120 million of annual run rate cost savings that we expect to realize within two years of closing. As you'll see on slide 14, these cost savings come from the areas you'd see in a combination, largely duplicative corporate functions, administrative efficiencies, and other operational cost reductions. We believe all the savings areas we've identified are highly achievable. We expect to realize roughly 65% of these cost savings in the first year, with the remaining to be realized in year two. Both Cedar Fair and Six Flags have disciplined cost structures and strong track records of driving efficiencies. We will continue to look for additional cost savings opportunities as we work through our integration planning process. While we expect to drive significant cost savings, we are most excited about the revenue growth opportunity. As shown on slide 15, we've already identified additional revenue uplift opportunities, implying an approximately $80 million of incremental EBITDA that we expect to capture within three years of close as we invest in our parks and improve the guest experience. Half of that $80 million comes from implementing an enhanced combined season pass program and fully optimizing our Flash Pass and Fast Lane program opportunities. These are popular offerings that represent great value for our guests among all their leisure options. The other half will come from the expected improvement in in-park spending, particularly at Six Flags parks, as a result of investments in our food and beverage and merchandise offerings. This is one that we can take from the Cedar Fair playbook, having seen the results of investment in these areas firsthand. As Richard mentioned, combining our IP portfolios creates an opportunity to bolster merchandise sales and roll out new themed offerings at all of our parks. Together, we will create a more agile and consistent growth model, while also delivering an enhanced and more immersive experience for our guests, both of which contribute to the inherent value creation for shareholders. Our ability to invest in these growth opportunities will be underpinned by a strong balance sheet and cash flow generation profile. We expect to have a combined leverage ratio of approximately 3.7x, reflecting expected synergies and enhanced cash flow generation. But we have outlined a clear path to reduce that to approximately 3x within the first two years. Following the close of the transaction, we will prioritize delevering to hit our target leverage ratio and ensure we are maintaining our robust capital structure. While this is our first priority, the combined company is committed to allocating capital to maximize shareholder returns once we achieve this targeted leverage. As you can see on the right side of slide 16, we expect free cash flow just below $800 million, a 66% conversion rate, which is a four percentage point improvement on Six Flags' current conversion rate and a nine percentage point improvement on Cedar Fair's. We're confident that our substantial free cash flow generation will provide us with ample flexibility to delever while increasing investments in our parks to grow attendance, increase guest spending, and improve profitability, all while enhancing guest value and experience across the portfolio. With that, I'll pass it back to Richard to close the call. Thanks, Brian. On slide 17, we've outlined the key milestones from today until the close of the transaction. One of the first steps we're taking is completing commitments for our new revolver and bond backstop. We are also already starting to assemble our integration planning team, which will be led by Gary Mick and include leaders from both companies. A thoughtful and comprehensive integration plan is critical to setting up our combined company for long-term success, and this effort will be our highest priority. Six Flags will hold its shareholder vote at the right time, and we are confident that we can tick through the other required approvals and closing conditions in the first half of the year. Before we turn to Q and A, I want to reiterate how thrilled I am to reach this milestone. This transaction will allow us to take a massive step forward as we bring together two iconic park portfolios to unlock new and exciting opportunities for our guests, our teams, and our combined shareholders. Together, we will have an expanded and diversified footprint of 42 beloved parks and nine resort properties. Our complementary footprints will provide us with significant stability and mitigate the impact of anomalous weather conditions like those we experienced earlier this year. We will also have a robust financial profile with a strong balance sheet, enhanced and diversified cash flow generation, and $200 million of identified and achievable cost savings and revenue uplift opportunities. All of this will allow us to build on what makes our businesses and our parks so special and deliver an even more entertaining experience for our guests. Moreover, we'll be able to leverage our complementary operating capabilities and technology platforms to make our parks more immersive and increase investments to broaden our offerings. As we do so, we will build on our businesses' strong track records of profitable growth and value creation. All of these opportunities are only possible because of the great work of the Cedar Fair and Six Flags teams. I know I can speak for myself, Selim, Brian, and Gary when I say we are so excited about the road ahead for our combined business. On behalf of the Cedar Fair and Six Flags teams, thanks for listening in today. With that, we can now begin Q and A. Thank you. If you would like to ask a question, please press star one on your telephone keypad now, or press star two if you would like to withdraw your question. Our first question today comes from Steven Wieczynski from Stifel. Please go ahead. Yeah. Hey, guys, good morning, and, congratulations, you know, on the deal here. So, you know, Richard and Selim, wanna ask about just maybe the general philosophy of the combined company moving forward. And what I mean by that is, you know, Cedar Fair has, you know, has always talked about moderate price increases, moderate attendance growth, while Six Flags, under you, Selim, has been pushing for much, you know, higher pricing while trying to, you know, limit attendance growth. So just, you know, just wondering how we should think about the combined company moving forward, and which, you know, I guess, which operating strategy will, you know, will ultimately be utilized going forward? Steve, good morning. Great question. Thanks for that. Let me jump in here and say, we really believe the opportunity ahead for us to create significant value for everybody involved, our guests, our employees, our shareholders, really rests in our being able to take the best of both companies and combine them. We're gonna work through, as Brian and I did when Cedar Fair acquired Paramount Parks, looking at both sides of the portfolio. There are things that we each do extremely well that are, as I've said in my prepared remarks, very complementary, and we have an opportunity to really step back, have an open mind, and really take a look at how we can best create value. Selim? I believe, Steve, that, it really does not stop the work we've done at Six Flags. It, it basically enhances it. As I visited and toured, Cedar Fair parks, I was very impressed by literally the premiumization they've got, whether it's in food service or in the landscaping, the way they're basically, theming their rides. I think there is opportunities for both of us to still improve pricing, opportunities to make, margins. But I can tell you, this is not about only, prices. It's mostly about how do you create values and additional perks for our guests. I believe that is critical. We have both millions of guests, and I think that, I think about a simple example. We have a membership, and they don't have a membership. I would love to have our members be able to take their membership and their dining meal plan and go to Cedar Fair Park and be able to enjoy more parks. I would love also to have what they've done, where they have guests that spend per cap higher than us, and be able to come and spend in our retail stores and in our food service. It's a fantastic complementary business here. So, so Steve, it's all about price-value equation and, listen, creating more value for our guests. Next question? Yeah, sure. So thanks for that, guys. I appreciate that. And then second question, probably for Brian or Gary, but you know, when we think about the synergy number that you know that you guys have laid out here, the you know the all-in $200 million number, you know, listening to Brian's prepared remarks, it sounds like that $200 million number might just actually be a starting point, and there could be more you know potentially behind that. Am I thinking about that right, or am I reading too much into that? And if there is you know if there is potential upside to that $200 million, you know, do you think it would come more from the revenue side or more from the cost side? Yeah, Steve, it's Brian. I'll let Gary jump in. Gary and I are gonna spend a lot of time focused on this, right? As we said in our prepared remarks, the cost side of this is front and center. We believe we can realize those cost savings synergies over the next two years. We're not gonna stop at what we've identified today. I think as we get deeper into this transaction and into the integration process, we may uncover other things. But certainly, I think where there is probably more upside is on the revenue. That's something we're really excited about, but as you know, this takes a little bit longer to sometimes get to those revenue synergies. There's a lot of system integration that has to happen. So I think that may be where there's more upside longer term. But right now, our immediate focus is building out that integration plan, as Richard said, and mining those, those cost synergies as quickly as we possibly can. Yeah, I echo that, and thank you, Brian. What we have on the table so far is what we've identified, and if there's more, we certainly will execute to that. At this stage, that's what we have found. Okay, great. Thanks, guys, appreciate it. Congratulations. Thanks. Thanks for you, Steve. Our next question comes from Thomas Yeh from Morgan Stanley. Please go ahead. Thanks so much. Good morning, and congratulations. Yeah, as we think about holding the portfolio together, what's the right way to think about the long-term capital intensity of the business? It sounds like you expect to take advantage of some of the synergies to drive higher investments at close. And Selim, you've recently given long-term CapEx guidance based on some of the incremental opportunities that you've seen. Does that go up further now? Is, you know, I think, Brian, you mentioned that primarily there's some opportunities in driving more in-park food and bev investments. Just wondering what you're seeing as incremental opportunity on top of that. Yeah, Thomas, Brian. I think on the CapEx front, you know, one of the things that we'll be spending a lot of time together working on is how quickly can we get to some of those synergies, particularly the revenue synergies. As we mentioned, you know, in Richard's prepared remarks, it will take some capital to activate some of the synergies, the revenue synergies, the expanded guest spending opportunities. As Selim noted, premium experiences, we've backstopped that with a lot of capital investment, particularly in areas like food and beverage. So, we don't have a specific number as to where that will end up. We'll be spending a lot of time collectively as a management team and then working with our new board on where we want that to be. But capital is gonna be a key part of mining those opportunities for growth. The key point from my perspective, Thomas, is as we delever this company and generate significant cash flow, we'll have the resources to invest behind the highest ROI projects and get to that growth quickly. Okay, makes sense. Just as a follow-up, Richard, you mentioned the increased value proposition for season pass holders across a larger footprint. Just curious about dimensionalizing the appropriate TAM of pass holders that could visit multiple parks. Any sense of an overlap benefit in areas, you know, like California, for example? Thank you. You know, if you look at the growth both companies have had over the last decade in season passes, it's clear that our customers see tremendous value in this program. It's driven our growth. It's been a core part of our enhanced CRM program. We know a lot about our season pass holders, as Six Flags does. We think there's an opportunity to look at the two programs, meld them together over time in a way that will increase the opportunity for guests to visit, but also acknowledge the value of the expanded portfolio. So we're both excited on both sides of the companies to take a look at how we create something that our guests really want and that they place tremendous value in. Not only that, but I'll speak, it's as we've gotten to know each other and look at the data, our highest NPS scores come from, respectively, our season pass holders. It's clear they're our most loyal customers and fans, and they'll be really interested in the value we can bring to the communities. Thanks so much. Thanks, Thomas. Our next question is from James Hardiman at Citigroup. Please go ahead. Hey, good morning. And, you know, I echo what's been said. Congratulations on the merger. I'm sure there was a lot of work that went into this, but it does seem like you guys are potentially creating some value here. I was hoping you could dig in. It sounds like I'm sure there were some period of discussions about the best form that the new company could take. Why the C corp? Richard and Brian, we've talked a lot over the years about, you know, on the one hand, you've got some nice tax benefits, on the other, I think investors see the MLP as maybe a less sort of liquid vehicle. So why the C corp? And maybe walk us through sort of the tax consequences here for MLP owners, if you can? James, good morning. Thanks for the question. You know, when we look at the MLP structure, which historically has made sense for Cedar Fair, our board determined that the C corp structure will best position the combined company, unlock the most value for our unitholders going forward for our unitholders and shareholders going forward. As a C corp, we'll have significantly more access to capital and appeal to a much broader base, investor base than we would have as a MLP. This structure will also enhance the liquidity of our shares, providing a lot more flexibility to the combined shareholders. This decision also reflects the feedback we've received from unitholders over the last several years, many of whom have suggested that a C corp structure makes far more sense for where the business is today. In terms of the tax structure, let me throw that one to Brian. Yeah, I mean, this transaction, you know, as Richard just noted, we feel, going forward, the C corp structure certainly creates the most value for our unitholders and the Six shareholders. And we've tried to structure this in the most efficient way for exiting the MLP. Got it. That's helpful. But just to be clear, the MLP units will be converted to C corp shares, right? Which is effectively. There will be a tax event for unitholders, I'm assuming. Is that how this is ultimately gonna work? The answer to the first part is yes, James. We will be converting to C corp shares. In terms of the implications to the investors, as you know, every one of our MLP investors has a different tax basis, and there's different tax implications. That answer is a lot more complicated and will depend on the individual investor. Okay, got it. That's helpful. And then just maybe a follow-up to the question on the synergies and the joint pass is one that I'm sure is gonna get a lot of focus, right? The combined season pass. You know, it's. I think both companies over the years have had something where you could go to most, if not all, the parks, and it didn't seem like that many customers took you up on that. What's different here? Is it just more, you know, more locations, maybe Southern Cal, North Cal, D.C. area, that might make that more of a value proposition for a consumer? How do we think about that, and what's different? Yeah, James. No, yeah, I'd say the way you characterize it is largely accurate. As we know, our parks are regional in nature. We're not destination for the most part, although we have some that mimic those characteristics. We generate, as does Six Flags, most of our attendance within a two-and-a-half-hour drive time. So by definition, being regional, it's all close to the park. As you think about it, it's been a very small percentage that's visited multiple parks, more than one or two, but it's a very appealing guest segment for us. Even though it's small, they really value that opportunity and see the value. So as we think about how to customize our season pass program, which we've been doing, we've evolved it over the last 10 years as Six Flags has, we think there's an opportunity to continue to customize, to tap that value that, that smaller group really represents. I would like to add something. I look at the Vail Resorts model with the Epic Pass, and I like that model where you will get, depending on how you structure that pass, we might be able to incentivize. Today, I can tell you, I agree with Richard, our guests do not truly go from one park to another. They don't basically transcend Six Flags to Cedar Fair, but maybe we can create a model like Vail Resorts, where they got the Epic, Epic Pass and gave an incentive for people if they want to visit other ski resorts. That makes a lot of sense. I appreciate it, guys, and good luck. Thanks, James. Our next question comes from Ian Zaffino at Oppenheimer. Please go ahead. Hi. Hi, great. Thank you very much. You know, maybe a question for Richard. Can you just maybe talk about the assets and the CapEx maybe at the Six Flags parks that you'd expect to put in? You know, how do you feel about the state of those assets and not necessarily on the merchandising side or the customer experience, but the actual rides itself, and maybe the need to, you know, the maintenance that they, that those assets necessarily need, and how are you kind of thinking about that? Thanks. Thanks, Ian. You know, as I, as I think about bringing together these two iconic portfolios, what hits me more and more is how this is like buying, putting together beachfront property. These are irreplaceable assets that have incredible value to sustain cash flow, revenue generation, cash flow generation over time. So in each portfolio, we would say there are always things, and as somebody who used to run a single park and I run the chain, you know, you walk the park and you see things you wanna fix, you see things where you wanna make it better for your guests. The list is always long, but we're trying to get to as many of those things over time as we can. I think there's opportunity on both sides to continue to improve our sites, improve our parks, listen to our guests and what they value, and make sure that we create that, that memorable experience and that special experience for folks as they come through our gates. Okay, thank you. And then, as far as, you know, use of cash flow, is this gonna just be a pure deleveraging story for until you're down to three times? Is there any other use of it outside of, like, the investment in the park as far as just distributions to shareholders through either dividends, buybacks or, any other means? Thanks. No, as we talked about in our prepared remarks, our immediate priority is getting the integration plan together, generate the synergies, and delever as quickly as possible. Once we reach that point, then I think, you know, we will, management, along with working with Selim and the board, evaluate what's the best way to maximize shareholder returns and focus on growth versus unlocking the value that we think is inherent in the combined company. Okay, thank you very much. Thanks, Ian. Our next question comes from Chris Woronka from Deutsche Bank. Please go ahead. Hey, good morning, guys. Appreciate all the details so far. So my question kind of, kind of relates to timing and the transition and how you view 2024. You know, how much of the, what you want to get done can, can kind of get done for next time season? I guess the question is really kind of how, you know, how messy could 2024 be versus how good could it be? We assume that by 2025, you're, you're much closer to where you, where you want to be. You know, just, just risk and opportunity for the, for the 2024 peak season, if, if, if you will. Thanks. Chris, thanks for the question. Let me tell you, I am so excited by the momentum each company has as we go into 2024. We've got an opportunity to really focus on the integration, get it right, be a model of that people look to from an integration perspective when they talk about a merger of equals and putting two companies together. But the momentum we've got, I think, shows that we're gonna have a strong year, and we've got the momentum heading in. You look at season pass sales from each fall program, from each of us, we're both up 20%. You look at what typically has happened when we're up, when that's strong in the fall, it typically leads to a really good. So I think the environment is working well for us. I know there's always been a lot of concern about the health of consumers, and I think that's one of the overhangs in our sector. But I think what we keep proving, and you look at the top line revenue of both companies in the third quarter, we've got an extremely strong start to next year. Layer getting to the synergies more quickly, from a, from the cost side, they're easier to measure. From a CapEx perspective and getting to the investments, we need to create those plans. But as we've always said, this is a long lead cycle for any significant investment in our parks. Both parks have put together robust plans on the capital side for 2024 and 2025. We're gonna try and modify those to make sure we're tapping the best opportunity within the combined portfolio, but work hard on 2025 and 2026, and how we move as quickly as possible to unlock the revenue uplift opportunities. Okay. Very helpful. Thanks, Richard. Thanks, Chris. Our next question comes from Michael Swartz, from Truist. Please go ahead. Hey, good morning, everyone. Just a couple questions, and maybe one more broadly speaking, as it pertains to maybe the scope of the transaction. Whether or not it's tied to regulatory review or not, I mean, is there a kind of a broader, you know, look into a portfolio review? I know you talked about the 40-plus properties, and it sounds like you're kind of committed to all of those, but are there areas where you think you may look to maybe divest some lower, you know, lower return, lower quality properties? You know, Michael, good morning. Good question. As we look at the portfolio, and I've said this before, these are really irreplaceable assets. We've always struggled with, you know, how do you grow if you shrink your portfolio? But I, I do think as we look at the combined portfolio, we're gonna evaluate the whole range of ways to unlock and maximize the values. I'm most excited about focusing on all 42 to see how we optimize and create the ability to generate as much revenue uplift and cash flow generation as possible. But over time, you know, as stewards of capital in the market, I think our board will have the opportunity to evaluate what will really drive and maximize shareholder returns, once we get to that targeted leverage ratio, and we're looking forward. Okay, perfect. That's, that's great. The second question, I think, Richard, you may have prefaced it with saying there's little overlap between kind of the consumer, maybe you were referring to the season pass base. But is there any granularity or just context you can add to maybe the pure overlap between the guest bases? You know, we're gonna take a look at each park, so diving into the data and see what we can unlock in terms of that overlap in terms of guest market. I do think that there's an opportunity to create a new chapter here with a new story, and that really speaks to our consumers differently and speaks to the opportunity that within the bigger portfolio. You know, Selim referenced Vail, and how as they kept adding mountains, they created more value for their guests. So I think there's a compelling opportunity here to change the narrative about the value. You know, we compete against all forms of out-of-home entertainment, and we have such a small share, only 5% of the out-of-home entertainment market. I think that this opportunity lets us hopefully get people to understand they can spend their leisure time and dollars with us. And when they come to us, you know, as I've always said to all our general managers, "You know, the best measure of your success is how many of your guests come back next year." We focus that on every day. We open every one of our parks, both at Six Flags and Cedar Fair. Our next question comes from Barton Crockett, from Rosenblatt Securities. Please go ahead. Okay, thanks for taking the question. I was interested in, first, the regulatory, the antitrust, positioning, not much discussion about that. And, you know, you do have a couple of markets where you overlap, like around the D.C. area, with, you know, your park in Maryland, and the park in Virginia, Kings Dominion and Six Flags. You know, to a degree in San Antonio with the water park and also Los Angeles. And just in this environment, I mean, antitrust is such a loaded political question for any kind of big corporate merger. How do you feel about the antitrust setup, and maybe the potential to have to divest stuff to get the deal done? Barton, good morning. Thanks for the, thanks for the question. Listen, you know, as we think about the, the regulatory approval process, we are 100% committed to this transaction and think we will proceed out to close. We understand there's a process to go through, but we've been well advised, and we are absolutely confident that we can get this successfully completed as planned. You know, you look at amusement parks, I touched on it just before by coming up out of home. We compete in a highly fragmented and constantly evolving leisure economy. Includes everything from bowling, to athletic events, to movie theaters. We're complementary across our geographies, and I really do think we're part of the broader landscape of all the leisure opportunities that consumers have when they get up in the morning or when they think about what they want to do on the weekend. From that perspective, I don't see a lot of overlap. I would like to add something interesting that happened literally last week, and we have the Rangers that played the World Series, and the Rangers Stadium is less than a quarter mile away from our Dallas Six Flags Over Texas. First, congratulations on the Texas Rangers for winning the World Series. We're very excited being based in Arlington, Texas. Many of our season passes ended up parking in the parking lots and walking into, because they have free parking, given their season pass, and walked across to the Texas Rangers Stadium to attend the World Series. We were expecting to be way before the series started or after the series opened, the game opened, they would come to our park, and they did not. What was interesting is, anecdotally, we found out that when there is a game, even if it's a quarter mile away, and they parked, our season pass holders park now parking, they went back home. So we did not benefit from the World Series being played a quarter mile away from our park, which tells you that entertainment, other form of entertainment takes away from our attendance. So we competed against the World Series, thinking that it would be a boon for us for that day. Okay, thanks, thanks for that color. I was also curious for this deal, are there provisions to ensure, you know, to compensate one party or the other if the deal is broken? And is there a timeline for this to be completed, you know, or people can walk away without any penalty? Martin, all of those types of details will be included in the merger proxy statement, which will come out at the appropriate time. Okay. And then just on the business, the branding situation here is interesting, with Six Flags being essentially a, you know, a national, you know, nearly global brand, and Cedar Fair being a collection of kind of local brands. Is the idea over time that it might make sense to rebrand, to attach the Six Flags brand to the Cedar Fair properties, you know, as part of this kind of multi-park pass, positioning and the Vail positioning? Is that something that could be contemplated? You know, Barton, I, I touched on this before. We have loyal and passionate customers, deeply held loyalty and, and passion around our unique regional brands. We think of this as a broader portfolio with incredibly powerful brands, but we really respect, you know, Cedar Point and Six Flags Magic Mountain. Everybody has, and every region has such a unique identifier. I view this as an opportunity just to reinforce the strong regional brands and understand who we are. We sort of talked about the difference between regional and destination. This is really an opportunity to enhance our regional brands, and over time, create more value and choices for our customers. Okay. All right, thank you. Our next question comes from Paul Golding at Macquarie. Please go ahead. Thanks so much, and congratulations on the announcement. I just wanted to drill a little deeper into your prior comment, Richard, around branding. It seems like there's an opportunity, as we've seen with other theme park holding companies that have multiple brands, to leverage attraction IP, whether it's for a new ride or event or festival. Is that something that we could expect to see? And how are you thinking about maintaining the unique branding on the park overall, relative to the capital efficiencies you could see for specific attractions that require investment? Thanks. Thanks, Paul. You know, great question. One of the things that excites me as somebody who came into the Cedar Fair organization from the Paramount side, understanding the movie studio and the drive for exploiting IP and enhancing that, along with Six Flags, looking at the Warner Brothers, we have, as we said on prepared remarks, really three powerful IPs that we can think about how best fit within the portfolio: Peanuts, DC Comics, and of course, the Warner Brothers connection. I'm so excited to think about how we could potentially roll out and enhance the guest experience in all our regions and rethink how we use IP. IP is an incredibly important differentiator in the minds of our consumers, and I think our ability to unlock how we look at that in the future gets me really excited. I know for our internal design staffs on both sides, as we think about how to plot and plan the guest experience going forward, I think our challenge is to work more closely with the holders of the IP and think about how we might both benefit from a closer association. Thanks. Then just a quick follow-up that's maybe more of a housekeeping question. As you are now out in the marketplace talking about the potential for a combined network pass, is there anything that we should consider in terms of changes or considerations to your selling process for the current mix of pass products across both footprints in the lead up to the merger and the timeline of an anticipated first half 2024 close? You know, both of us are midway in our cycle already. You know, it really starts late summer, early fall. Again, the numbers are tremendous. Deferred Revenue up 20% in both companies. So, you know, tremendous success. I think we're gonna run each company's playbook well into the spring of this cycle, and then look at how we can adapt and evolve in a way that makes sense, in a way that makes sure that we're delivering, as we listen to our customers, what they're telling us would enhance the program. Great. Thanks so much. Our final question comes from Robert Ohmes from KeyCorp. Please go ahead. Hi, thank you. I was hoping just to dig a little bit more into kind of the why now aspect of the deal. I mean, you've both had some long-term targets out there, and kind of whether that was standalone, you know, seem to be bearing some fruit here into next year. I guess, is there anything to read into kind of your standalone outlooks and how you're feeling about it? You're heading into next year, you're kind of with the macro environment the way it is. Good question, Robert. Good morning. I will tell you that, as I mentioned before, I think we're both coming into this transaction excited about what the combined company can do, but coming from a position of strength. You saw the third quarter for both companies, nice recovery in the revenue uplift. I think there's we can both be excited at the standalone opportunities, but both boards determined that by putting these companies together, we could really achieve a level of return for our owners that we couldn't get on a standalone basis. There's opportunities available to us, and we've articulated throughout this call, that really will let us just drive home the value of this transaction and achieve the potential. That's what Selim and I are most excited about as we look at this, is the potential of the combined company that we think neither one of us could reach on our own. Selim? Yes, I think what is exciting, why now? Let's talk about why now. Neither one of the companies needed to do the deal. We were not coerced to the deal. I can tell you on Six Flags, we are just almost finished with our transformation, and you're starting seeing attendance coming up double digits, despite weather this summer. Our fall sales is basically starting this, the 2024 very, very well. However, we believe truly that this merger creates a successful amusement park operator in the highly competitive leisure space, with an expanded and diversified footprint, a more robust operating model, and a strong revenue and cash flow generation. I tell you, over the past two years, we have taken significant steps to transform our operation and create a more agile business while investing in new offerings to delight and excite our guests. I know that Richard and Brian and their team were earlier than us doing all the, what I call, elevating the experience. So we're trying to catch up. So this combination builds on our momentum by making sure that we create a geographic footprint that is expected to mitigate the impact of seasonality and reduce earnings volatility. Combining our complementary operating capabilities and technology portfolio will help us create a platform for Richard and Brian to improve our park offerings and more efficient system-wide performance. I will tell you what I love about Cedar Fair, is they were delivering a more engaging and immersive guest experience than we've ever done. And that's something we need to take to our guests. And finally, I think increasing and bolstering our free cash flow will increase flexibility to invest in new rides and attractions, broader food and beverage selection, additional in-park offerings, and cross-park initiatives. And then, from our side, we are bringing a lot of technologies that are starting to unveil in this fourth quarter in 2024, specifically to make our guests easier to do business with us. All of which will be strategically deployed to grow attendance, increase per capita spending, and improve profitability. I will tell you, there are a lot of monetizing initiatives that we are both excited about that are coming in, in 2024. Thank you. Maybe just as a quick follow-up, I mean, can you give me color around kind of the potential long-term margin profile of the combined business? I know Six Flags had talked about getting margin, you know, into the low 40s. You know, can you talk about where the combined company can get to? Yeah, this is Brian. You know, from a margin perspective, certainly we're excited about the possibilities. As Richard and Selim have said, you know, the combined company has much more upside, as we maximize, you know, the strengths of each side, and that should benefit us as it relates to margins. As Six has shown over the last couple of years, the ability to deliver strong margins is certainly one of their strengths, and as the last quarter showed, that's a clear focus for the Cedar Fair team as well. Ultimately, our top priority is driving EBITDA growth and free cash flow generation, but margin will remain a very high priority, and we think the upside is significant. All right. Thank you very much. Congratulations on the deal. Thanks, Robert. Thanks, Robert. This concludes the Q and A session. I will now hand the call back to Richard Zimmerman to wrap up. Thank you, everybody, for your time and attention today, and for your interest in the new combined Six Flags Cedar Fair company. We are speaking for Selim, Gary, Brian, and I. We are excited to get to work starting today to tap the potential of this combined company. So thank you, and we look forward to talking to you soon. Thank you all for joining today's conference call. You may now disconnect.