-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, VXjz0KS7AaU4fxGglPo0hRL4uGZr3mprL4AnV+9MQ45Dth87kKD3rzb/dxE2BvL9 NtiDXtv+9DBORUffxQ1veg== 0001209191-10-030104.txt : 20100524 0001209191-10-030104.hdr.sgml : 20100524 20100524173216 ACCESSION NUMBER: 0001209191-10-030104 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20100520 FILED AS OF DATE: 20100524 DATE AS OF CHANGE: 20100524 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: JAFFER REHAN CENTRAL INDEX KEY: 0001364501 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13703 FILM NUMBER: 10855000 MAIL ADDRESS: STREET 1: C/O H PARTNERS MANAGEMENT, LLC STREET 2: 888 SEVENTH AVENUE, 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Six Flags Entertainment Corp CENTRAL INDEX KEY: 0000701374 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 736137714 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 1540 BROADWAY, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212 652-9403 MAIL ADDRESS: STREET 1: 1540 BROADWAY, 15TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 FORMER COMPANY: FORMER CONFORMED NAME: SIX FLAGS, INC. DATE OF NAME CHANGE: 20070322 FORMER COMPANY: FORMER CONFORMED NAME: SIX FLAGS INC DATE OF NAME CHANGE: 20000714 FORMER COMPANY: FORMER CONFORMED NAME: TIERCO GROUP INC/DE/ DATE OF NAME CHANGE: 19920703 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: H PARTNERS, LP CENTRAL INDEX KEY: 0001364411 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13703 FILM NUMBER: 10854997 BUSINESS ADDRESS: STREET 1: 888 SEVENTH AVENUE STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-265-4200 MAIL ADDRESS: STREET 1: 888 SEVENTH AVENUE STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: H PARTNERS MANAGEMENT, LLC CENTRAL INDEX KEY: 0001364412 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13703 FILM NUMBER: 10854999 BUSINESS ADDRESS: STREET 1: 888 SEVENTH AVENUE STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-265-4200 MAIL ADDRESS: STREET 1: 888 SEVENTH AVENUE STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: H PARTNERS CAPITAL, LLC CENTRAL INDEX KEY: 0001364413 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13703 FILM NUMBER: 10854998 BUSINESS ADDRESS: STREET 1: 888 SEVENTH AVENUE STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-265-4200 MAIL ADDRESS: STREET 1: 888 SEVENTH AVENUE STREET 2: 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: H OFFSHORE FUND, LTD. CENTRAL INDEX KEY: 0001439712 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13703 FILM NUMBER: 10854996 BUSINESS ADDRESS: STREET 1: C/O OGIER FIDUCIARY SERVICE (CAY) LTD STREET 2: P.O. BOX 1234 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1108 BUSINESS PHONE: 345-945-6264 MAIL ADDRESS: STREET 1: C/O OGIER FIDUCIARY SERVICE (CAY) LTD STREET 2: P.O. BOX 1234 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1108 FORMER NAME: FORMER CONFORMED NAME: H OFFSHORE FUND LTD DATE OF NAME CHANGE: 20080710 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: H Partners Phoenix SPV Fund, LP CENTRAL INDEX KEY: 0001490387 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13703 FILM NUMBER: 10855001 BUSINESS ADDRESS: STREET 1: C/O H PARTNERS PHOENIX CAPITAL, LLC STREET 2: 888 SEVENTH AVENUE, 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: 212-265-4200 MAIL ADDRESS: STREET 1: C/O H PARTNERS PHOENIX CAPITAL, LLC STREET 2: 888 SEVENTH AVENUE, 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: H Partners Phoenix Capital, LLC CENTRAL INDEX KEY: 0001491040 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-13703 FILM NUMBER: 10854995 BUSINESS ADDRESS: STREET 1: 888 SEVENTH AVENUE, 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 BUSINESS PHONE: (212) 265-4200 MAIL ADDRESS: STREET 1: 888 SEVENTH AVENUE, 29TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10019 FORMER NAME: FORMER CONFORMED NAME: H Partners Phoenix Capital LLC DATE OF NAME CHANGE: 20100504 4 1 c00348_4x0.xml MAIN DOCUMENT DESCRIPTION X0303 4 2010-05-20 0000701374 Six Flags Entertainment Corp SIXFQ 0001364501 JAFFER REHAN 888 SEVENTH AVENUE 29TH FLOOR NEW YORK NY 10019 0 0 1 0 0001364412 H PARTNERS MANAGEMENT, LLC 888 SEVENTH AVENUE 29TH FLOOR NEW YORK NY 10019 0 0 1 0 0001364413 H PARTNERS CAPITAL, LLC 888 SEVENTH AVENUE 29TH FLOOR NEW YORK NY 10019 0 0 1 0 0001364411 H PARTNERS, LP 888 SEVENTH AVENUE 29TH FLOOR NEW YORK NY 10019 0 0 1 0 0001439712 H OFFSHORE FUND, LTD. C/O OGIER FIDUCIARY SERVICE (CAY) LTD P.O. BOX 1234 GRAND CAYMAN E9 KY1-1108 0 0 1 0 0001491040 H Partners Phoenix Capital, LLC 888 SEVENTH AVENUE 29TH FLOOR NEW YORK NY 10019 0 0 1 0 0001490387 H Partners Phoenix SPV Fund, LP 888 SEVENTH AVENUE 29TH FLOOR NEW YORK NY 10019 0 0 1 0 Common Stock 2010-05-20 4 S 0 1662683 33.40 D 2887766 I See Footnote Common Stock 2010-05-20 4 S 0 768975 33.40 D 1335575 I See Footnote Common Stock 2010-05-20 4 P 0 1982998 33.40 A 1982998 I See Footnote H Partners, LP ("H LP") directly owns the reported securities. H Partners Capital, LLC ("H Capital") is the general partner of H LP. H Partners Management, LLC ("H Management") is the investment manager of H Capital and Rehan Jaffer is the managing member of H Management and H Capital. As a result, H Capital, H Management and Mr. Jaffer may be deemed to have voting and dispositive power with respect to the shares of common stock held by H LP. Each of H Capital, H Management and Mr. Jaffer disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. H Offshore Fund, Ltd. ("H Offshore") directly owns the reported securities. Since H Offshore beneficially owns less than 10% of the issuer's common stock as of the filing of this report, it is no longer subject to the reporting obligations of Section 16 of the Securities Exchange Act of 1934, as amended. H Management is the investment manager of H Offshore and Mr. Jaffer is the managing member of H Management. As a result, H Management and Mr. Jaffer may be deemed to have voting and dispositive power with respect to the shares of common stock held by H Offshore. Each of Mr. Jaffer and H Management disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. On May 20, 2010, H LP and H Offshore transferred 1,214,023 and 768,975 shares of common stock, respectively, to H Partners Phoenix SPV Fund, LP ("Phoenix SPV"). Phoenix SPV directly owns the reported securities. H Partners Phoenix Capital, LLC ("Phoenix Capital") is the general partner of Phoenix SPV. H Management is the investment manager of Phoenix Capital and Mr. Jaffer is the managing member of H Management and Phoenix Capital. As a result, Phoenix Capital, H Management and Mr. Jaffer may be deemed to have voting and dispositive power with respect to the shares of common stock held by Phoenix SPV. Each of Phoenix Capital, H Management and Mr. Jaffer disclaim beneficial ownership of the reported securities except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the securities for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. /s/ Rehan Jaffer 2010-05-24 H Partners Management, LLC By: /s/ Rehan Jaffer, as Managing Member 2010-05-24 H Partners Capital, LLC By: /s/ Rehan Jaffer, as Managing Member 2010-05-24 H Partners, LP By: H Partners Capital, LLC, as General Partner By: /s/ Rehan Jaffer, as Managing Member 2010-05-24 H Offshore Fund, Ltd. By: H Partners Management, LLC, as Investment Manager By: /s/ Rehan Jaffer, as Managing Member 2010-05-24 H Partners Phoenix Capital, LLC By: /s/ Rehan Jaffer, as Managing Member 2010-05-24 H Partners Phoenix SPV Fund, LP By: H Partners Phoenix Capital, LLC, as General Partner By: /s/ Rehan Jaffer, as Managing Member 2010-05-24 -----END PRIVACY-ENHANCED MESSAGE-----