Festival Fun, Palace Finance get needed consents for 10 7/8% notes

By Jennifer Chiou

New York, Jan. 8 - Festival Fun Parks, LLC and Palace Finance, Inc. announced the receipt of the required consents to amend their 10 7/8% senior series B notes due 2014 after holders of 99.96% of the notes tendered by the early deadline.

The companies are soliciting consents to eliminate substantially all of the restrictive covenants and certain events of default contained in the indenture.

The tender ends at 12:01 a.m. ET on Jan. 31. It began on Dec. 20.

The companies said that they will pay 103% plus accrued interest. Those who tendered by the consent deadline of 5 p.m. ET on Jan. 7 will additionally receive a consent fee of 5%.

Festival Fun and Palace previously said that they entered into irrevocable commitment letters with the holders of $99.57 million of the notes who agreed to irrevocably tender their notes and deliver their consents.

The commitment letters are conditioned on the companies keeping the total consideration, including the consent payment, at no less than 108% plus accrued interest, the completion of the tender and a final deadline of no later than 5 p.m. ET on Jan. 31.

Merrill Lynch & Co. is the dealer manager and solicitation agent (888 654-8637 or call collect 212 449-4914). Global Bondholder Services Corp. is the information agent (866 952-2200).

On Nov. 8, Palace Entertainment Holdings Inc. said it received tenders for $8.82 million of the 10 7/8% notes under a change-of-control offer that expired on Oct. 31, and Festival Fun Parks purchased them on Nov. 5 for $8.96 million.

As already reported, the change-of-control offer was required under the notes' indenture following Centaur Holdings United States, Inc.'s acquisition of Palace Entertainment from Palace Holdings Group, LLC.

Centaur is an affiliate of Parques Reunidos SA, which is primarily owned by Candover Partners Ltd.

Based in Newport Beach, Calif., Palace Entertainment owns and manages a portfolio of 32 family oriented parks in eight states.

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