Six Flags Entertainment Corporation/NEWFUN
Six Flags Entertainment Corporation/NEW Fair Value Disclosure
Fair Value Measurements:
The table below includes the balances of assets and liabilities measured at fair value as of December 31, 2025 and December 31, 2024 on a recurring basis, as well as the fair values of other financial instruments, including their locations within the consolidated balance sheets:
| (In thousands) | December 31, 2025 | December 31, 2024 | |||||||||||||||||||||||||||
| Balance Sheet Location | Fair Value Hierarchy Level | Carrying Value | Fair Value | Carrying Value | Fair Value | ||||||||||||||||||||||||
| Assets (liabilities) measured on a recurring basis: | |||||||||||||||||||||||||||||
| Short-term investments | Other current assets | Level 1 | $ | 193 | $ | 193 | $ | 290 | $ | 290 | |||||||||||||||||||
| Net pension plan asset | Other assets | See Note 10 | |||||||||||||||||||||||||||
| Other financial assets (liabilities): | |||||||||||||||||||||||||||||
| Term debt | Long-term debt (1) | Level 2 | $ | (1,481,221) | $ | (1,466,720) | $ | (995,000) | $ | (999,353) | |||||||||||||||||||
2027 notes at 5.375% | Long-term debt (1) | Level 1 | $ | (500,000) | $ | (497,650) | $ | (500,000) | $ | (493,700) | |||||||||||||||||||
2028 notes at 6.500% | Long-term debt (1) | Level 1 | $ | (300,000) | $ | (293,907) | $ | (300,000) | $ | (301,161) | |||||||||||||||||||
2029 notes at 5.250% | Long-term debt (1) | Level 1 | $ | (500,000) | $ | (466,145) | $ | (500,000) | $ | (480,755) | |||||||||||||||||||
2025 notes at 7.000% | Long-term debt (1) | Level 2 | — | — | $ | (200,000) | $ | (199,624) | |||||||||||||||||||||
2027 notes at 5.500% | Long-term debt (1) | Level 2 | $ | (500,000) | $ | (498,635) | $ | (500,000) | $ | (496,845) | |||||||||||||||||||
2031 notes at 7.250% | Long-term debt (1) | Level 2 | $ | (800,000) | $ | (769,000) | $ | (800,000) | $ | (817,288) | |||||||||||||||||||
2032 notes at 6.625% | Long-term debt (1) | Level 2 | $ | (850,000) | $ | (858,526) | $ | (850,000) | $ | (861,433) | |||||||||||||||||||
(1)Carrying values of long-term debt balances are before reductions for (1) current maturities of long-term debt of $15.0 million and $210.0 million as of December 31, 2025 and December 31, 2024, respectively; (2) debt issuance costs and original issue discount of $43.3 million and $49.6 million as of December 31, 2025 and December 31, 2024, respectively; and (3) acquisition fair value layers of $21.2 million and $22.6 million as of December 31, 2025 and December 31, 2024, respectively.
In connection with the preparation of the financial statements for the third quarter of 2025, management tested the Former Six Flags and Schlitterbahn reporting units, as well as the Six Flags trade name and Schlitterbahn trade name, for impairment. These reporting units and trade names were tested for impairment due to a decline in estimated future cash flows as a result of revenue and earnings not meeting expectations through the more seasonally significant third quarter, as well as due to a more significant, sustained decline in the Company's share price through the third quarter when compared to industry peers. In connection with the preparation of the financial statements for the third quarter of 2025, which includes the peak summer months of July and August and by itself can account for nearly half of full year attendance and over half of full year earnings, management had greater clarity regarding performance trends and full year results. Management concluded the estimated fair value of these trade names and certain reporting units no longer exceeded their carrying values resulting in a cumulative $1.52 billion impairment recorded during the third quarter of 2025. The impairment charges were equal to the amount by which the carrying amounts exceeded fair value and were recorded in "Loss on impairment of goodwill and other intangibles" within the consolidated statements of operations and comprehensive (loss) income.
During the third quarter of 2024, management tested the Schlitterbahn reporting unit for impairment due to a decline in estimated future cash flows as a result of changes in planned capital allocations across the Company portfolio following the Mergers. Management concluded the estimated fair value of the Schlitterbahn reporting unit no longer exceeded its carrying value resulting in a $42.5 million impairment recorded during the third quarter of 2024. The impairment charge was equal to the amount
by which the carrying amount exceeded fair value and was recorded in "Loss on impairment of goodwill and other intangibles" within the consolidated statements of operations and comprehensive (loss) income.
The fair value determination for the reporting units and indefinite-lived intangible assets included numerous assumptions based on Level 3 inputs. The fair value of the reporting units in 2025 was established using an income (discounted cash flow) approach of which the primary assumptions included growth rates in revenues and costs, estimates of future expected changes in operating margins and cash expenditures, terminal value growth rates, future estimates of capital expenditures, changes in future working capital requirements, and a discount rate based on a weighted-average cost of capital that reflected current market conditions. The fair value of the indefinite-lived intangible assets was determined using a relief-from-royalty method of which the principal assumptions included royalty rates, growth rates in revenues, estimates of future expected changes in operating margins, and a discount rate based on a weighted-average cost of capital that reflected current market conditions.
The carrying value of cash and cash equivalents, revolving credit loans, accounts receivable, accounts payable, and accrued liabilities approximates fair value because of the short maturity of these instruments. There were no assets or liabilities measured at fair value on a non-recurring basis as of December 31, 2025 or December 31, 2024. The net plan asset for the Former Six Flags pension plan is measured at fair value annually as described in Note 10 to the accompanying consolidated financial statements.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 26, 2026 | Showing above |
| 2024 | Mar 3, 2025 | |
About Fair Value Disclosures
Fair value disclosures classify all assets and liabilities measured at fair value into a three-level hierarchy: Level 1 (quoted market prices), Level 2 (observable inputs like yield curves), and Level 3 (unobservable inputs requiring management estimates). The proportion of Level 3 assets directly reflects how much of the balance sheet depends on internal models rather than market evidence.
Key signals: a growing Level 3 balance relative to total fair-value assets increases valuation uncertainty and earnings volatility risk. Watch for transfers between levels — assets moving from Level 2 to Level 3 often signal deteriorating market liquidity. Unrealized gains and losses on Level 3 positions flow through earnings or other comprehensive income, so large swings deserve scrutiny. For financial institutions, examine the sensitivity disclosures that show how Level 3 valuations change under alternative assumptions. Compare the fair value of debt against its carrying amount to gauge hidden leverage.