0000914121-05-000119.txt : 20120628
0000914121-05-000119.hdr.sgml : 20120628
20050114150933
ACCESSION NUMBER: 0000914121-05-000119
CONFORMED SUBMISSION TYPE: SC 13D/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20050114
DATE AS OF CHANGE: 20050114
GROUP MEMBERS: DANIEL M. SNYDER
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: SIX FLAGS INC
CENTRAL INDEX KEY: 0000701374
STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990]
IRS NUMBER: 736137714
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-33593
FILM NUMBER: 05530539
BUSINESS ADDRESS:
STREET 1: 11501 NE EXPWY
CITY: OKLAHOMA CITY
STATE: OK
ZIP: 73131
BUSINESS PHONE: 4054752500
MAIL ADDRESS:
STREET 1: 122 EAST 42ND STREET 49TH STREET
CITY: NEW YORK
STATE: NY
ZIP: 10168
FORMER COMPANY:
FORMER CONFORMED NAME: TIERCO GROUP INC/DE/
DATE OF NAME CHANGE: 19920703
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: RED ZONE LLC
CENTRAL INDEX KEY: 0001301723
IRS NUMBER: 201475706
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13D/A
BUSINESS ADDRESS:
STREET 1: 21300 REDSKIN PARK DRIVE
CITY: ASHBURN
STATE: VA
ZIP: 20147
BUSINESS PHONE: 703-726-7133
MAIL ADDRESS:
STREET 1: 21300 REDSKIN PARK DRIVE
CITY: ASHBURN
STATE: VA
ZIP: 20147
SC 13D/A
1
re704458-13da_2.txt
2ND AMENDMENT
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D
(Rule 13d-101)
INFORMATION TO BE INCLUDED IN STATEMENTS
FILED PURSUANT TO RULE 13d-1(a) AND AMENDMENTS
THERETO FILED PURSUANT TO RULE 13d-2(a)
Amendment No. 2
Six Flags, Inc.
--------------------------------------------------------------------------------
(Name of Issuer)
Common Stock, par value $.025 per share
--------------------------------------------------------------------------------
(Title of Class of Securities)
83001P109
---------------------------------
(CUSIP Number)
Dennis J. Block, Esq.
Cadwalader, Wickersham & Taft LLP
100 Maiden Lane
New York, NY 10038
(212) 504-5555
--------------------------------------------------------------------------------
(Name, Address and Telephone Number of Person Authorized to Receive
Notices and Communications)
January 14, 2005
---------------------------------
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(e), Rule 13d-1(f) or Rule 13d-1(g), check the
following box [_].
Note: Schedules filed in paper format shall include a signed original and five
copies of the schedule, including all exhibits. See Rule 13d-7(b) for other
parties to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
--------------------------- --------------------
CUSIP No. 83001P109 SCHEDULE 13D Page 2
--------------------------- --------------------
--------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
Red Zone LLC
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON 20-1475706
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions) (a)[_] (b)[X]
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS (See Instructions)
WC
--------------------------------------------------------------------------------
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
Delaware
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
0 shares of Common Stock
NUMBER OF
SHARES ----------------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 8,150,000 shares of Common Stock
EACH
REPORTING ----------------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH 0 shares of Common Stock
----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
8,150,000 shares of Common Stock
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
8,150,000 shares of Common Stock
--------------------------------------------------------------------------------
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See Instructions) [_]
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.76%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON (See Instructions)
OO
--------------------------------------------------------------------------------
--------------------------- --------------------
CUSIP No. 83001P109 SCHEDULE 13D Page 3
--------------------------- --------------------
--------------------------------------------------------------------------------
1 NAME OF REPORTING PERSON
Daniel M. Snyder
I.R.S. IDENTIFICATION NO. OF ABOVE PERSON N/A
--------------------------------------------------------------------------------
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(See Instructions) (a)[_] (b)[X]
--------------------------------------------------------------------------------
3 SEC USE ONLY
--------------------------------------------------------------------------------
4 SOURCE OF FUNDS (See Instructions)
Not Applicable
--------------------------------------------------------------------------------
5 CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
TO ITEMS 2(d) or 2(e) [_]
--------------------------------------------------------------------------------
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
--------------------------------------------------------------------------------
7 SOLE VOTING POWER
0 shares of Common Stock
NUMBER OF
SHARES ----------------------------------------------------------------
BENEFICIALLY 8 SHARED VOTING POWER
OWNED BY 8,150,000 shares of Common Stock
EACH
REPORTING ----------------------------------------------------------------
PERSON 9 SOLE DISPOSITIVE POWER
WITH 0 shares of Common Stock
----------------------------------------------------------------
10 SHARED DISPOSITIVE POWER
8,150,000 shares of Common Stock
--------------------------------------------------------------------------------
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY REPORTING PERSON
8,150,000 shares of Common Stock
--------------------------------------------------------------------------------
12 CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
SHARES (See Instructions) [_]
--------------------------------------------------------------------------------
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
8.76%
--------------------------------------------------------------------------------
14 TYPE OF REPORTING PERSON (See Instructions)
IN
--------------------------------------------------------------------------------
--------------------------- --------------------
CUSIP No. 83001P109 SCHEDULE 13D Page 4
--------------------------- --------------------
INTRODUCTION
This Amendment No. 2 (this "Amendment") relates to the Schedule 13D filed
on behalf of Red Zone LLC, a Delaware limited liability company ("Red Zone") and
Daniel M. Snyder, and individual ("Mr. Snyder") (collectively, the "Reporting
Persons") with the Securities and Exchange Commission on August 30, 2004, as
amended by Amendment No. 1 filed on September 2, 2004 (the "Schedule 13D"),
relating to shares of common stock, par value $.025 per share ("Common Stock"),
of Six Flags, Inc. (the "Company").
Item 4 of the Schedule 13D is amended and supplemented as follows:
Item 4. Purpose of Transaction.
On January 14, 2005, Red Zone, on behalf of the Reporting Persons,
delivered a letter to the Presiding Independent Director of the Company, which
among other things, expressed the Reporting Persons' continued disappointment
with the Company's performance. The Reporting Persons also stated that in light
of what the Reporting Persons believe will be a disappointing future for the
Company, the Reporting Persons have determined that continued investment in the
Company is not in their best interest.
Item 7. Materials to be Filed as Exhibits.
The following exhibit is filed with this Amendment:
EXHIBIT 3 Letter, dated January 14, 2005, from Red Zone LLC to the Presiding
Independent Director of Six Flags, Inc.
--------------------------- --------------------
CUSIP No. 83001P109 SCHEDULE 13D Page 5
--------------------------- --------------------
Signature
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: January 14, 2005
RED ZONE LLC
By: /s/ Daniel M. Snyder
-------------------------------
Name: Daniel M. Snyder
Title: Managing Member
By: /s/ Daniel M. Snyder
-------------------------------
Daniel M. Snyder
EXHIBIT 3
RED ZONE LLC
2300 Redskins Park Drive
Ashburn, Virginia 20147
January 14, 2005
Michael E. Gellert
Presiding Independent Director
Six Flags, Inc.
122 East 42nd Street
New York, NY 10168
Dear Mr. Gellert:
It has been over three months since we wrote to you to express our
disappointment with the response of the non-management directors to our concerns
regarding current management's performance and our views regarding how to
reverse the company's continuing decline and protect and enhance stockholder
value.
Since then, management has:
o Reduced its guidance for full year 2004 and third quarter
Adjusted EBITDA and third quarter revenues;
o Announced that attendance, revenues, EBITDA (modified) and
Adjusted EBITDA for the first nine months of 2004 were all
less than in the comparable period in 2003 while operating
costs and expenses increased over the prior year period.
o Reported a loss of $67.7 million for the first nine months of
2004 compared to income of $4.2 million for the same period in
2003.
o Continued to bet the future of the company on its misplaced
capital expenditure plan, an overly expensive advertising
campaign and a flawed guest service enhancement program.
Your October 12, 2004 letter served only to reconfirm our view that the
non-management directors are continuing to protect an underperforming management
team and encouraging the status quo at the very time when strong and decisive
leadership is necessary to reverse the negative trend at Six Flags. We find it
quite ironic that the non-management directors would accuse the undersigned of
demonstrating a lack of understanding of the theme park business. While we
freely admit that we have not in the past managed a theme park business, we do
have extensive experience in the venue-based entertainment business and are very
confident that the
suggestions we have made to improve performance at Six Flags, if implemented
properly by a qualified management team, would increase stockholder value in the
long-term. As the above results indicate, whatever understanding of the business
that the board and current management have is not being put to good use.
Whether the non-management directors adopt the proposals we have suggested is
not the issue - the company's performance is - and to date the board and
management have failed to turn the company around. We simply do not agree that
the board should continue to have confidence in the current management team. We
believe it is time for a change. Blaming the company's poor performance on the
weather and the economy cannot last forever. A management team is paid to
overcome challenges and it is the board's responsibility to explore all avenues
to increase stockholder value notwithstanding the obstacles the company can be
expected to face. At our September 28, 2004 meeting, we offered to assist in
implementing change at the company by having Dan Snyder and two other
knowledgeable stockholders join the board to work closely with the other
directors to identify a new management team. You have mischaracterized this
proposal as an effort to seek control of the company.
While the company's expensive advertising campaign and 2005 capital plan might
increase park attendance, we believe much more can be done to increase
stockholder value in the long-term. We have already outlined certain of these
proposals to the non-management directors. The board's failure to respond
proactively to our concerns and proposals is troubling as is the board's
approval of new indemnification agreements for management and itself. We believe
the board's steadfast and blind loyalty to an under-performing management team
will in the short term, at best, simply maintain the status quo and in the
longer term result in a material loss of stockholder value.
In light of what we believe will be a disappointing future for the Company, we
have determined that continued investment in the Company is not in our best
interest and that our capital and other resources should be allocated to more
promising investments, especially those that have a board and management team
that truly understands what it means to be responsive to shareholder concerns.
Sincerely,
RED ZONE LLC
By: /s/ Daniel M. Snyder
-------------------------------
Name: Daniel M. Synder
Title: Managing Member
cc: Non-Management Directors