0001481617-11-000031.txt : 20111121 0001481617-11-000031.hdr.sgml : 20111121 20111121165537 ACCESSION NUMBER: 0001481617-11-000031 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20111117 FILED AS OF DATE: 20111121 DATE AS OF CHANGE: 20111121 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: CEDAR FAIR L P CENTRAL INDEX KEY: 0000811532 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS AMUSEMENT & RECREATION [7990] IRS NUMBER: 341560655 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: ONE CEDAR POINT DRIVE CITY: SANDUSKY STATE: OH ZIP: 44870 BUSINESS PHONE: 4196260830 MAIL ADDRESS: STREET 1: ONE CEDAR POINT DRIVE CITY: SANDUSKY STATE: OH ZIP: 44870 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Amalgamated Gadget, L.P. CENTRAL INDEX KEY: 0001114634 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09444 FILM NUMBER: 111219549 BUSINESS ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: .817-332-9500 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 FORMER NAME: FORMER CONFORMED NAME: AMALGAMATED GADGET LP DATE OF NAME CHANGE: 20000512 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Scepter Holdings, Inc. CENTRAL INDEX KEY: 0001167376 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09444 FILM NUMBER: 111219548 BUSINESS ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 817-332-9500 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 FORMER NAME: FORMER CONFORMED NAME: SCEPTER HOLDINGS INC DATE OF NAME CHANGE: 20020213 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Q4 Funding LP CENTRAL INDEX KEY: 0001365089 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09444 FILM NUMBER: 111219552 BUSINESS ADDRESS: STREET 1: 301 COMMERCE STREET SUITE 3200 CITY: Fort Worth STATE: TX ZIP: 76102 BUSINESS PHONE: 817-332-9500 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET SUITE 3200 CITY: Fort Worth STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Q Funding III, L.P. CENTRAL INDEX KEY: 0001481617 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09444 FILM NUMBER: 111219555 BUSINESS ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 817-332-9500 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Prufrock Onshore, L.P. CENTRAL INDEX KEY: 0001481732 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09444 FILM NUMBER: 111219554 BUSINESS ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 817-332-9500 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: J Alfred Onshore, LLC CENTRAL INDEX KEY: 0001481825 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09444 FILM NUMBER: 111219553 BUSINESS ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 817-332-9500 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Star Spangled Sprockets, L.P. CENTRAL INDEX KEY: 0001481887 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09444 FILM NUMBER: 111219551 BUSINESS ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 817-332-9500 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Excalibur Domestic, LLC CENTRAL INDEX KEY: 0001481891 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-09444 FILM NUMBER: 111219550 BUSINESS ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 BUSINESS PHONE: 817-332-9500 MAIL ADDRESS: STREET 1: 301 COMMERCE STREET STREET 2: SUITE 3200 CITY: FORT WORTH STATE: TX ZIP: 76102 4 1 form4fun-nov21.xml OWNERSHIP DOCUMENT X0304 4 2011-11-17 0 0000811532 CEDAR FAIR L P FUN 0001481617 Q Funding III, L.P. 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 0001481732 Prufrock Onshore, L.P. 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 0001481825 J Alfred Onshore, LLC 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 0001365089 Q4 Funding LP 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 0001481887 Star Spangled Sprockets, L.P. 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 0001481891 Excalibur Domestic, LLC 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 0001114634 Amalgamated Gadget, L.P. 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 0001167376 Scepter Holdings, Inc. 301 COMMERCE STREET SUITE 3200 FORT WORTH TX 76102 0 0 1 0 Units Representing Limited Partner Interests 2011-11-17 4 S 0 2901186 22.21 D 666576 D Units Representing Limited Partner Interests 2011-11-17 4 S 0 1517811 22.21 D 1169465 D Units Representing Limited Partner Interests 2011-11-17 4 P 0 1517811 22.21 A 4418997 D Equity Swap (obligation to sell) 11.62 2011-11-17 4 J 1 1 10.59 D 2010-06-08 2020-06-08 Units Representing Limited Partner Interests 367151 0 D Equity Swap (obligation to sell) 11.62 2011-11-17 4 J 1 1 10.59 D 2010-06-08 2020-06-08 Units Representing Limited Partner Interests 1518466 0 D Equity Swap (obligation to sell) 11.62 2011-11-17 4 J 1 1 10.59 D 2010-06-08 2020-06-08 Units Representing Limited Partner Interests 1015569 0 D Equity Swap (obligation to sell) 11.62 2011-11-17 4 J 1 1 10.59 D 2010-06-08 2020-06-08 Units Representing Limited Partner Interests 1517811 0 D This transaction relates to the holdings of Q Funding III, L.P. ("Q3"). J Alfred Onshore, LLC ("J Alfred") is the general partner of Prufrock Onshore, L.P. ("Prufrock"), which is the general partner of Q3. Geoffrey P. Raynor ("Raynor") is the person who controls J Alfred. Pursuant to Rule 16a-l(a)(2)(ii)(B) under the Securities Exchange Act of 1934 (the "Act"), each of J Alfred, Prufrock and Raynor is deemed to be the beneficial owner of any positions beneficially owned by Q3 only to the extent of the greater of his or its respective direct or indirect interest. This transaction relates to the holdings of Q4 Funding, L.P. ("Q4"). Excalibur Domestic, LLC ("Excalibur") is the general partner of Star Spangled Sprockets, L.P. ("Star"), which is the general partner of Q4. Raynor is the person who controls Excalibur. Pursuant to Rule 16a-1(a)(2)(ii)(B) under the Act, each of Excalibur, Star and Raynor is deemed to be the beneficial owner of any positions beneficially owned by Q4 only to the extent of the greater of his or its respective direct or indirect interest. This transaction relates to the holdings of Amalgamated Gadget, L.P. ("Amalgamated") for and on behalf of R2-R4 PARQ, Inc. ("R2-R4") and R3 PARQ, Inc. ("R3"), pursuant to Investment Management Agreements with each of R2-R4 and R3. Pursuant to such Agreements, Amalgamated has sole voting and dispositive power of such Units, and R2-R4 and R3 have no beneficial ownership of such Units. This filing shall not be deemed an admission that Amalgamated is the beneficial owner of such Units for purposes of Section 16 of the Act. Scepter Holdings, Inc. ("Scepter") is the general partner of Amalgamated. Geoffrey P. Raynor ("Raynor") is the sole shareholder of Scepter. Pursuant to Rule 16a-1(a)(2)(ii)(B) under the Act, each of Scepter and Raynor is deemed to be the beneficial owner of any positions beneficially owned by Amalgamated only to the extent of the greater of his or its respective direct or indirect interest. On November 17, 2011, a previously executed cash settled total return equity swap transaction was terminated with respect to the holdings of Q3, one of the reporting persons, among affiliated funds at a price of $22.21 less $11.62, regarding 367,151 Units of the Issuer. This termination was settled in cash. On November 17, 2011, a previously executed cash settled total return equity swap transaction was terminated with respect to the holdings of Q3, one of the reporting persons, among affiliated funds at a price of $22.21 less $11.62, regarding 1,518,466 Units of the Issuer. This termination was settled in cash. On November 17, 2011, a previously executed cash settled total return equity swap transaction was terminated with respect to the holdings of Q3, one of the reporting persons, among affiliated funds at a price of $22.21 less $11.62, regarding 1,015,569 Units of the Issuer. This termination was settled in cash. On November 17, 2011, a previously executed cash settled total return equity swap transaction was terminated with respect to the holdings of Q4, one of the reporting persons, among affiliated funds at a price of $22.21 less $11.62, regarding 1,517,811 Units of the Issuer. This termination was settled in cash. Brandon Teague, Director of Trading for J Alfred Onshore, LLC, general partner of Prufrock Onshore, L.P., general partner of Q Funding III, L.P. 2011-11-21 Brandon Teague, Director of Trading for J Alfred Onshore, LLC, general partner of Prufrock Onshore, L.P. 2011-11-21 Brandon Teague, Director of Trading for J Alfred Onshore, LLC 2011-11-21 Brandon Teague, Director of Trading for Excalibur Domestic, LLC, general partner of Star Spangled Sprockets, L.P., general partner of Q4 Funding, L.P. 2011-11-21 Brandon Teague, Director of Trading for Excalibur Domestic, LLC, general partner of Star Spangled Sprockets, L.P. 2011-11-21 Brandon Teague, Director of Trading for Excalibur Domestic, LLC 2011-11-21 Brandon Teague, Director of Trading for Scepter Holdings, Inc., general partner of Amalgamated Gadget, L.P. 2011-11-21 Brandon Teague, Director of Trading for Scepter Holdings, Inc. 2011-11-21