Cedar Fair Reaches Agreement with Investor on New Directors

Q Funding III, L.P. and Q4 Funding, L.P. to participate actively in the Company’s selection of new directors.


Wednesday, 05 May 2010


Cedar Fair Press Release

SANDUSKY, OHIO, May 5, 2010 – Cedar Fair Entertainment Company (NYSE: FUN), a leader in regional amusement parks, water parks and active entertainment, today announced that it has reached an agreement with its largest unitholder – Q Funding III, L.P. and Q4 Funding, L.P. (“Q”) – that will allow Q to participate actively in the Company’s selection of new directors.

Under the agreement, the Company will increase its Board from seven directors to nine immediately following the Company’s 2010 Annual Meeting of Unitholders, scheduled for June 7, 2010. The two new Directors will be selected from a list of candidates developed by the executive search firm of Spencer Stuart, which Q has retained, based on criteria developed by the Company and Q. The Company and Q will mutually agree upon two Class I Directors, with a term expiring at the Company’s 2013 Annual Meeting of Unitholders. If the Company and Q are unable to agree prior to the Company’s 2010 Annual Meeting of Unitholders, then the Company and Q will each select one Class I Director in their sole discretion. The Company has agreed to reduce the Board back to seven directors by the Company’s 2011 Annual Meeting.

In addition, under the agreement, Q has agreed to voluntarily dismiss the action it filed on April 29, 2010 in the Court of Chancery of the State of Delaware against the Company and its general partner. Q has also agreed to vote all of its units on the two matters to be considered at the Company’s 2010 Annual Meeting of Unitholders as recommended by the Board.

“Maintaining a strong, independent Board of Directors is critical to the Company’s long-term success,” said Dick Kinzel, Cedar Fair’s chairman, president and chief executive officer. “We appreciate Q’s ongoing interest in the Company, as well as its willingness to work with us in our mutual pursuit for long-term unitholder value creation.”

“We believe Cedar Fair is a company with significant opportunities,” said Scott McCarty, Portfolio Manager at Q Investments. “We welcome the opportunity to help identify additional directors who can help management to progressively realize this potential in 2010 and beyond.”