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CEDAR FAIR L P MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS (form 10-Q)

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Presentation of the company:


We generate our revenues from sales of (1) admission to our amusement parks and
water parks, (2) food, merchandise and games both inside and outside our parks,
and (3) accommodations, extra-charge products, and other revenue sources. Our
principal costs and expenses, which include salaries and wages, operating
supplies, maintenance and advertising, are relatively fixed for a typical
operating season and do not vary significantly with attendance.

Each of our properties is overseen by a General Manager and operates independently. Management reviews operating results, evaluates performance and makes operating decisions, including resource allocation, on a property-by-property basis.


Along with attendance and in-park per capita spending statistics, discrete
financial information and operating results are prepared at the individual park
level for use by the CEO, who is the Chief Operating Decision Maker (CODM), as
well as by the Chief Financial Officer, the Chief Operating Officer, Senior Vice
Presidents and the general managers.

Impact of the COVID-19 pandemic


The novel coronavirus (COVID-19) pandemic had a material impact on our business
in 2020, had a continuing negative impact in 2021 and may have a longer-term
negative effect. On March 14, 2020, we closed our properties in response to the
spread of COVID-19 and local government mandates. We ultimately resumed only
partial operations at 10 of our 13 properties in 2020. Due to soft demand trends
upon reopening in 2020, park operating calendars were adjusted, including
reduced operating days per week and operating hours within each operating day
and earlier closure of certain parks than a typical operating year. Following
March 14, 2020, Knott's Berry Farm's partial operations in 2020 were limited to
culinary festivals.

In May 2021, we opened all of our U.S. properties for the 2021 operating season
on a staggered basis with capacity restrictions, guest reservations, and other
operating protocols in place. Our 2021 operating calendars were designed to
align with anticipated capacity restrictions, guest demand and labor
availability, including fewer operating days in July and August at some of our
smaller properties and additional operating days in September and the fourth
quarter at most of our properties. As vaccination distribution efforts continued
during the second quarter of 2021 and we were able to hire additional labor, we
removed most capacity restrictions, guest reservation requirements and other
protocols at our U.S. properties beginning in July 2021. We were also able to
open our Canadian property, Canada's Wonderland, in July 2021. Canada's
Wonderland operated with capacity restrictions, guest reservations, and other
operating protocols in place throughout 2021.

All of our properties opened for the 2022 operating season without restrictions
as planned. We currently anticipate maintaining full park operating calendars
for the remainder of the 2022 operating season. However, we have and may
continue to adjust future park operating calendars as we respond to changes in
guest demand, labor availability and any federal, provincial, state and local
restrictions. Our future operations are dependent on factors outside of our
knowledge or control, including the duration and severity of the COVID-19
pandemic and actions taken to contain its spread and mitigate its public health
effects.

Critical accounting policies:


Management's Discussion and Analysis of Financial Condition and Results of
Operations is based upon our unaudited condensed consolidated financial
statements, which were prepared in accordance with accounting principles
generally accepted in the United States of America. These principles require us
to make judgments, estimates and assumptions during the normal course of
business that affect the amounts reported in the unaudited condensed
consolidated financial statements. Beyond estimates in the normal course of
business, management has also made significant estimates and assumptions related
to the COVID-19 pandemic to estimate the impact on our business, including
financial results in the near and long-term. Actual results could differ
significantly from those estimates under different assumptions and conditions.

Management believes that judgment and estimates related to the following critical accounting policies could have a material impact on our unaudited condensed consolidated financial statements:

• Depreciation of long-lived assets

• Goodwill and other intangible assets

•Self-Insurance Reserves

•Revenue Recognition

•Income Taxes

As of the third quarter of 2022, there have been no changes in the above critical accounting policies from those previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2021.

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Results of Operations:

We believe the following are key operational measures in our management and operations reports. They are used as major factors in important operational decisions because they are the main drivers of our financial and operational performance, measuring demand, prices and consumer behavior:

Attendance is defined as the number of guest visits to our separately closed amusement parks and outdoor water parks.

Per capita park spending is calculated as revenue generated at our separately closed amusement parks and outdoor water parks, plus related parking revenue (park revenue), divided by total attendance.


Out-of-park revenues are defined as revenues from resorts, out-of-park food and
retail locations, online transaction fees charged to customers, sponsorships and
all other out-of-park operations.

Net revenue includes in-fleet revenue and out-of-fleet revenue less amounts remitted to third parties under concession agreements (see note 3

).

End of nine months September 25, 2022 vs Nine months ended September 26, 2021


Due to the effects of the COVID-19 pandemic, the results for the nine months
ended September 25, 2022 were not directly comparable with the results for the
nine months ended September 26, 2021. The current nine-month period included
1,926 operating days compared with 1,381 operating days for the nine-month
period ended September 26, 2021. In the prior period and due to the effects of
the COVID-19 pandemic, we postponed the opening of our parks for the 2021
operating season to May 2021, when all of our properties opened on a staggered
basis except our Canadian property, Canada's Wonderland, which opened in July
2021. Upon opening in 2021, park operating calendars were reduced, guest
reservations were required and some operating restrictions were in place. We
removed most capacity restrictions, guest reservation requirements and other
protocols at our U.S. properties beginning in July 2021. Operating restrictions
remained in place at our Canadian property throughout the third quarter of 2021.
We adjusted our 2021 operating calendars to reflect anticipated changes in guest
demand, labor availability and state and local restrictions by including fewer
operating days in July and August at some of our smaller properties and by
including additional operating days in September. The 2021 period also included
the results from limited out-of-park attractions prior to the May 2021 opening
of our parks. Limited out-of-park attractions included some of our hotel
properties and a culinary festival at Knott's Berry Farm from March 5, 2021
through May 2, 2021.

The following table presents selected financial information for the nine months ended
September 25, 2022 and September 26, 2021:

                                                               Nine months ended                            Increase (Decrease)
                                                                              September 26,
                                                    September 25, 2022             2021                      $                     %
                                                                (Amounts in thousands, except per capita and operating days)
Net revenues                                        $   1,451,389             $   987,283          $          464,106             47.0  %
Operating costs and expenses                            1,003,317                 749,242                     254,075             33.9  %
Depreciation and amortization                             126,441                 112,906                      13,535             12.0  %
Loss on impairment / retirement of fixed
assets, net                                                 6,379                   5,873                         506                 N/M

Gain on sale of assets                                   (155,251)                     (2)                   (155,249)                N/M
Operating income                                    $     470,503             $   119,264          $          351,239            294.5  %

Other Data:

Attendance                                                 21,603                  14,178                       7,425             52.4  %
In-park per capita spending                         $       61.24                   62.26          $            (1.02)            (1.6) %
Out-of-park revenues                                $     173,416             $   134,054          $           39,362             29.4  %
Operating days                                              1,926                   1,381                         545             39.5  %



N/M    Not meaningful due to the nature of the expense line-item.

For the nine months ended September 25, 2022, net revenues totaled $1.5 billion
compared with $987.3 million for the nine months ended September 26, 2021. The
increase in net revenues was attributable to a 545 operating day increase in the
current period resulting in a 7.4 million-visit increase in attendance and a
$39.4 million increase in out-of-park revenues. In-park per capita spending for
the nine months ended September 25, 2022 decreased 1.6% to $61.24, which was
largely due to lower levels of guest spending in extra-charge products driven by
lower sales volume. While the majority of the increase in out-of-park revenues
was attributable to the 545 operating day increase in the current period,
out-of-park revenues also increased due to the reopening of Castaway Bay Resort
and Sawmill Creek Resort at Cedar Point following temporary closures for
renovations, offset somewhat by the prior period culinary festival at Knott's
Berry Farm. The increase in net revenues included a $3.9 million unfavorable
impact of foreign currency exchange rates at our Canadian park.

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Operating costs and expenses for the nine months ended September 25, 2022
increased to $1.0 billion from $749.2 million for the nine months ended
September 26, 2021. This was the result of a $47.6 million increase in cost of
goods sold, a $180.2 million increase in operating expenses and a $26.3 million
increase in SG&A expense, all of which were largely the result of the 545
operating day increase in the current period. The majority of the $180.2 million
increase in operating expenses was attributable to the increase in operating
days. Additionally, the increase in operating expenses was due to an increase in
full-time wages primarily related to a planned increase in head count at select
parks, an increase in the maintenance labor rate, and incremental land lease and
property tax costs associated with the sale-leaseback of the land at
California's Great America. The increase in operating costs and expenses
included a $1.8 million favorable impact of foreign currency exchange rates at
our Canadian park.

Depreciation and amortization expense for the nine months ended September 25,
2022 increased $13.5 million compared with the nine months ended September 26,
2021 due primarily to recent capital expenditures and the reduction of the
estimated useful lives of the long-lived assets at California's Great America
following the sale-leaseback of the land at California's Great America. The loss
on impairment / retirement of fixed assets for both periods was due to
retirement of assets in the normal course of business.

After a $155.3 million gain on the sale of the land at California's Great
America during the third quarter of 2022 and the items above, operating income
for the nine months ended September 25, 2022 totaled $470.5 million compared
with $119.3 million for the nine months ended September 26, 2021.

Interest expense for the nine months ended September 25, 2022 decreased $21.0
million primarily due to the redemption of the 2024 senior notes in December
2021. The net effect of our swaps resulted in a benefit to earnings of $25.6
million for the nine months ended September 25, 2022 compared with a $10.6
million benefit to earnings for the nine months ended September 26, 2021. The
difference was attributable to the change in fair value of our swap portfolio.
We terminated our interest rate swap agreements during the third quarter of 2022
following the full repayment of our senior secured term loan facility resulting
in a $5.3 million cash receipt, net of fees. In addition, we recognized a $1.8
million loss on early debt extinguishment upon full repayment of our senior
secured term debt facility during the third quarter of 2022. During the current
period, we also recognized a $24.2 million net charge to earnings for foreign
currency gains and losses compared with a $1.7 million net benefit for the nine
months ended September 26, 2021. The amounts primarily represented the
remeasurement of U.S. dollar denominated debt to the Canadian entity's
functional currency.

In the nine months ended September 25, 2022a tax provision of $61.4 million has been registered to account for PTP taxes and federal, state, local and foreign income taxes with respect to $16.9 million for the nine months ended
September 26, 2021. The increase in the tax provision is mainly attributable to the increase in the pre-tax profit of our taxable subsidiaries during the current period.


After the items above, net income for the nine months ended September 25, 2022
totaled $295.3 million, or $5.18 per diluted limited partner unit, compared with
a net loss of $21.3 million, or $0.38 per diluted limited partner unit, for the
nine months ended September 26, 2021.

End of nine months September 25, 2022 vs Nine months ended September 29, 2019


As described above, the results for the nine months ended September 25, 2022
were not directly comparable with the results for the nine months ended
September 26, 2021 due to the effects of the COVID-19 pandemic. Therefore, we
included a comparison of our current period results with the nine months ended
September 29, 2019. While the 2019 results are more comparable to our 2022
results, the 2022 results are also not directly comparable with the 2019 results
due to the acquisition of Schlitterbahn Waterpark and Resort New Braunfels and
Schlitterbahn Waterpark Galveston ("Schlitterbahn parks") on July 1, 2019. The
current nine-month period included 1,926 operating days compared with a total of
1,862 operating days for the nine-month period ended September 29, 2019. There
were 98 incremental operating days at the Schlitterbahn parks in the current
period compared with the corresponding 2019 period. Excluding the Schlitterbahn
parks, operating days for the nine months ended September 25, 2022 decreased 34
operating days compared with the nine months ended September 29, 2019 due to a
planned reduction of early-season operating days at some of our properties in
the current period.

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The following table presents key financial information for the nine months ended
September 25, 2022 and September 29, 2019:

                                                               Nine months ended                            Increase (Decrease)
                                                                              September 29,
                                                    September 25, 2022            2019                       $                     %
                                                                (Amounts in thousands, except per capita and operating days)
Net revenues                                        $   1,451,389            $  1,217,679          $          233,710             19.2  %
Operating costs and expenses                            1,003,317                 784,060                     219,257             28.0  %
Depreciation and amortization                             126,441                 137,828                     (11,387)            (8.3) %
Loss on impairment / retirement of fixed
assets, net                                                 6,379                   3,781                       2,598                 N/M

Gain on sale of assets                                   (155,251)                   (617)                   (154,634)                N/M
Operating income                                    $     470,503            $    292,627          $          177,876             60.8  %

Other Data:

Attendance                                                 21,603                  22,864                      (1,261)            (5.5) %
In-park per capita spending (1)                     $       61.24            $      48.73          $            12.51             25.7  %
Out-of-park revenues (1)                            $     173,416            $    140,452          $           32,964             23.5  %
Operating days                                              1,926                   1,862                          64              3.4  %



N/M    Not meaningful due to the nature of the expense line-item.

(1)  Net revenues as disclosed within the statements of operations and
comprehensive income (loss) consist of in-park revenues and out-of-park revenues
less amounts remitted to outside parties under concessionaire arrangements.
In-park per capita spending is calculated as in-park revenues divided by total
attendance. In-park revenues and concessionaire remittance totaled $1.1 billion
and $37.0 million, respectively, for the nine months ended September 29, 2019.

For the nine months ended September 25, 2022, net revenues totaled $1.5 billion
compared with $1.2 billion for the nine months ended September 29, 2019. The
increase in net revenues reflected the impact of a 26% increase in in-park per
capita spending to $61.24, and a 23%, or $33.0 million, increase in out-of-park
revenues. These increases were offset by the impact of a 6%, or
1.3 million-visit decline in attendance. The increase in in-park per capita
spending was driven by higher guest spending across all key revenue categories,
particularly admissions, food and beverage and extra-charge spending. The
increase in food and beverage and extra-charge spending was driven by both
increased pricing and increased sales volume. The increase in out-of-park
revenues was attributable to increased online transaction fees charged to
customers, higher revenues at our Cedar Point resort properties, higher sales at
Knott's Berry Farm's Marketplace, as well as revenues from the Resort at
Schlitterbahn New Braunfels which was acquired in July 2019. The decline in
attendance was driven by an expected slower recovery in group sales attendance,
the planned reduction of low-value ticket programs, and an overall decline in
single-day attendance. The increase in net revenues included a $3.6 million
favorable impact of foreign currency exchange rates at our Canadian park.

Operating costs and expenses for the nine months ended September 25, 2022
increased $219.3 million compared with the nine months ended September 29, 2019.
This was the result of a $27.1 million increase in cost of goods sold, a
$172.1 million increase in operating expenses and a $20.0 million increase in
SG&A expense. Cost of goods sold as a percentage of food, merchandise and games
revenue increased 0.8%. The increase in operating expenses was attributable to a
significant increase in seasonal labor rate, higher full-time wages primarily
related to a planned increase in head count at select parks, higher related
employee benefits, the inclusion of the results of the Schlitterbahn parks, and
higher costs for supplies. The increase in SG&A expense was largely due to an
increase in full-time wages, including an increase in accrued bonus and
equity-based compensation plan expenses, as well as an increase in transaction
fees and IT-related costs. These increases in SG&A expense were offset by a
decline in advertising costs driven by a more efficient marketing program. The
increase in operating costs and expenses included a $2.0 million unfavorable
impact of foreign currency exchange rates at our Canadian park.

Depreciation and amortization expense for the nine months ended September 25,
2022 decreased $11.4 million compared with the nine months ended September 29,
2019 due primarily to the prior period change in estimated useful life of a
long-lived asset at Kings Dominion, as well as the full depreciation of 15-year
useful lived property and equipment from our 2006 acquisition. The loss on
impairment / retirement of fixed assets for the nine months ended September 25,
2022 and September 29, 2019 included retirements of assets in the normal course
of business.

After a $155.3 million gain on the sale of the land at California's Great
America during the third quarter of 2022 and the items above, operating income
for the nine months ended September 25, 2022 totaled $470.5 million compared
with $292.6 million for the nine months ended September 29, 2019.

Interest expense for the nine months ended September 25, 2022 increased $43.6
million compared with the nine months ended September 29, 2019 due to interest
incurred on the 2025 senior notes, 2028 senior notes and 2029 senior notes
offset in part by the impact of the redemption of the 2024 senior notes in
December 2021 and the prepayment of term debt in 2020. The 2025
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senior notes and the 2028 senior notes were issued in 2020 to supplement
liquidity in response to the impacts of the COVID-19 pandemic, and the 2029
senior notes were issued at the end of the second quarter of 2019 in
coordination with the acquisition of the Schlitterbahn parks. The net effect of
our swaps resulted in a benefit to earnings of $25.6 million for the nine months
ended September 25, 2022 compared with a $21.1 million charge to earnings for
the nine months ended September 29, 2019. The difference was attributable to the
change in fair value of our swap portfolio. We terminated our interest rate swap
agreements during the third quarter of 2022 following the full repayment of our
senior secured term loan facility resulting in a $5.3 million cash receipt, net
of fees. In addition, we recognized a $1.8 million loss on early debt
extinguishment upon full repayment of our senior secured term debt facility
during the third quarter of 2022. During the current period, we also recognized
a $24.2 million net charge to earnings for foreign currency gains and losses
compared with a $12.5 million net benefit for the nine months ended
September 29, 2019. The amounts primarily represented the remeasurement of U.S.
dollar denominated debt to the Canadian entity's functional currency.

In the nine months ended September 25, 2022a tax provision of $61.4 million has been registered to account for PTP taxes and federal, state, local and foreign income taxes with respect to $43.5 million for the nine months ended
September 29, 2019. The increase in the tax provision is mainly attributable to an increase in the pre-tax profit of our taxable subsidiaries.


After the items above, net income for the nine months ended September 25, 2022
totaled $295.3 million, or $5.18 per diluted limited partner unit, compared with
$169.6 million, or $2.98 per diluted limited partner unit, for the nine months
ended September 29, 2019.

Three months completed September 25, 2022 vs. Three months completed September 26, 2021


The current three-month period included 1,088 operating days compared with 988
operating days for the three-month period ended September 26, 2021. There were
negative effects of the COVID-19 pandemic in the prior period. All of our
properties were open during the third quarter of 2021, and we removed most
capacity restrictions, guest reservation requirements and other protocols at our
U.S. properties beginning in July 2021. However, operating restrictions remained
in place at our Canadian property throughout the third quarter of 2021. We also
adjusted our third quarter 2021 operating calendars to reflect anticipated
changes in guest demand, labor availability and state and local restrictions by
including fewer operating days in July and August at some of our smaller
properties and by including additional operating days in September.

The following table presents the main financial information for the three months ended September 25, 2022 and September 26, 2021:

                                                               Three months ended                           Increase (Decrease)
                                                                              September 26,
                                                    September 25, 2022             2021                      $                     %
                                                                (Amounts in thousands, except per capita and operating days)
Net revenues                                        $    843,063              $   753,404          $           89,659             11.9  %
Operating costs and expenses                             484,673                  423,791                      60,882             14.4  %
Depreciation and amortization                             67,805                   77,461                      (9,656)           (12.5) %
Loss on impairment / retirement of fixed
assets, net                                                3,632                    2,397                       1,235                 N/M

Gain on sale of assets                                  (155,251)                       -                    (155,251)                N/M
Operating income                                    $    442,204              $   249,755          $          192,449             77.1  %

Other Data:

Attendance                                                12,304                   10,769                       1,535             14.3  %
In-park per capita spending                         $      62.62                    64.26          $            (1.64)            (2.6) %
Out-of-park revenues                                $     97,302              $    83,074          $           14,228             17.1  %
Operating days                                             1,088                      988                         100             10.1  %



N/M    Not meaningful due to the nature of the expense line-item.

For the three months ended September 25, 2022, net revenues totaled $843.1
million compared with $753.4 million for the three months ended September 26,
2021. The increase in net revenues was attributable to prior period operating
restrictions at Canada's Wonderland and a 100 operating day increase in the
current period resulting in a 1.5 million-visit increase in attendance. In-park
per capita spending for the three months ended September 25, 2022 decreased 2.6%
to $62.62, which was largely due to lower levels of guest spending in
extra-charge products attributable to lower sales volume and guest spending in
admissions driven by a higher season pass mix. Out-of-park revenues increased
$14.2 million mostly due to the reopening of Castaway Bay Resort and Sawmill
Creek Resort at Cedar Point following temporary closures for renovations. The
increase in net revenues included a $3.2 million unfavorable impact of foreign
currency exchange rates at our Canadian park.

Operating costs and expenses for the three months ended September 25, 2022
increased to $484.7 million from $423.8 million for the three months ended
September 26, 2021. This was the result of a $13.6 million increase in cost of
goods sold, a $50.0 million increase in operating expenses and a $2.7 million
decrease in SG&A expense. Cost of goods sold as a percentage of
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food, merchandise and games revenue increased 1.5%. The majority of the increase
in operating expenses was the result of prior period operating restrictions and
the 100 operating day increase in the current period. Additionally, the increase
in operating expenses was due to an increase in full-time wages primarily
related to a planned increase in head count at select parks, an increase in the
maintenance labor rate, and incremental land lease and property tax costs
associated with the sale-leaseback of the land at California's Great America.
The decrease in SG&A expense was attributable to a decrease in accrued bonus
compensation plan expense driven by company performance expectations offset by
an increase in transaction fees driven by higher online sales. The increase in
operating costs and expenses included a $1.2 million favorable impact of foreign
currency exchange rates at our Canadian park.

Depreciation and amortization expense for the three months ended September 25,
2022 decreased $9.7 million compared with the three months ended September 26,
2021 due to a lower percentage of total planned operating days in the third
quarter of 2022 compared with the percentage of total planned operating days in
the third quarter of 2021, somewhat offset by the reduction of the estimated
useful lives of the long-lived assets at California's Great America following
the sale-leaseback of the land at California's Great America. We recognize
depreciation expense over planned operating days for the majority of our assets.
The loss on impairment / retirement of fixed assets for both periods was due to
retirement of assets in the normal course of business.

After a $155.3 million gain on the sale of the land at California's Great
America during the third quarter of 2022 and the items above, operating income
for the three months ended September 25, 2022 totaled $442.2 million compared
with $249.8 million for the three months ended September 26, 2021.

Interest expense for the three months ended September 25, 2022 decreased $9.2
million primarily due to the redemption of the 2024 senior notes in December
2021. The net effect of our swaps resulted in a benefit to earnings of $3.7
million for the three months ended September 25, 2022 compared with a $3.2
million benefit to earnings for the three months ended September 26, 2021. The
difference was attributable to the change in fair value of our swap portfolio.
We terminated our interest rate swap agreements during the third quarter of 2022
following the full repayment of our senior secured term loan facility resulting
in a $5.3 million cash receipt, net of fees. In addition, we recognized a $1.8
million loss on early debt extinguishment upon full repayment of our senior
secured term debt facility during the third quarter of 2022. During the current
period, we also recognized a $14.4 million net charge to earnings for foreign
currency gains and losses compared with a $15.2 million net charge for the three
months ended September 26, 2021. The amounts primarily represented the
remeasurement of U.S. dollar denominated debt to the Canadian entity's
functional currency.

During the three months ended September 25, 2022, a provision for taxes of $61.2
million was recorded to account for PTP taxes and federal, state, local and
foreign income taxes compared with $43.8 million for the three months ended
September 26, 2021. The increase in provision for taxes was primarily
attributable to an increase in pretax income from our taxable subsidiaries in
the current period.

After the items above, net income for the three months ended September 25, 2022
totaled $333.1 million, or $5.86 per diluted limited partner unit, compared with
$148.0 million, or $2.60 per diluted limited partner unit, for the three months
ended September 26, 2021.

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Table of Contents Three Months Complete September 25, 2022 vs. Three months completed September 29, 2019


Due to continued effects of the COVID-19 pandemic on the 2021 period, we also
included a comparison of our current period results with the three months ended
September 29, 2019. The current three-month period included 1,088 operating days
compared with a total of 1,035 operating days for the three period ended
September 29, 2019. The 53 operating day increase was attributable to a four day
calendar shift from 2019 to 2022.

The following table presents the main financial information for the three months ended September 25, 2022 and September 29, 2019:

                                                               Three months ended                           Increase (Decrease)
                                                                              September 29,
                                                    September 25, 2022             2019                      $                     %
                                                                (Amounts in thousands, except per capita and operating days)
Net revenues                                        $    843,063              $   714,512          $          128,551             18.0  %
Operating costs and expenses                             484,673                  369,180                     115,493             31.3  %
Depreciation and amortization                             67,805                   68,335                        (530)            (0.8) %
Loss on impairment / retirement of fixed
assets, net                                                3,632                    1,675                       1,957                 N/M

Gain on sale of assets                                  (155,251)                       -                    (155,251)                N/M
Operating income                                    $    442,204              $   275,322          $          166,882             60.6  %

Other Data:

Attendance                                                12,304                   13,189                        (885)            (6.7) %
In-park per capita spending (1)                     $      62.62              $     49.94          $            12.68             25.4  %
Out-of-park revenues (1)                            $     97,302              $    76,347          $           20,955             27.4  %
Operating days                                             1,088                    1,035                          53              5.1  %



N/M    Not meaningful due to the nature of the expense line-item.

(1)  Net revenues as disclosed within the statements of operations and
comprehensive income (loss) consist of in-park revenues and out-of-park revenues
less amounts remitted to outside parties under concessionaire arrangements.
In-park per capita spending is calculated as in-park revenues divided by total
attendance. In-park revenues and concessionaire remittance totaled $658.6
million and $20.5 million, respectively, for the three months ended
September 29, 2019.

For the three months ended September 25, 2022, net revenues totaled $843.1
million compared with $714.5 million for the three months ended September 29,
2019. The increase in net revenues reflected the impact of a 25% increase in
in-park per capita spending to $62.62, and a 27%, or $21.0 million, increase in
out-of-park revenues. These increases were offset by the impact of a 7%, or 0.9
million-visit decline in attendance. The increase in in-park per capita spending
was driven by higher guest spending across all key revenue categories,
particularly admissions, food and beverage and extra-charge spending. The
increase in food and beverage and extra-charge spending was driven by both
increased pricing and increased sales volume. The increase in out-of-park
revenues was largely attributable to increased revenues at our Cedar Point
resort properties and increased online transaction fees charged to customers.
The decline in attendance was driven by an expected slower recovery in group
sales attendance, the planned reduction of low-value ticket programs, and an
overall decline in single-day attendance. The increase in net revenues included
a $1.8 million favorable impact of foreign currency exchange rates at our
Canadian park.

Operating costs and expenses for the three months ended September 25, 2022
increased $115.5 million compared with the three months ended September 29,
2019. This was the result of a $14.6 million increase in cost of goods sold, a
$95.8 million increase in operating expenses and a $5.1 million increase in SG&A
expense. Cost of goods sold as a percentage of food, merchandise and games
revenue increased 0.7%. The increase in operating expenses was largely
attributable to a significant increase in seasonal labor rate, higher full-time
wages primarily related to a planned increase in head count at select parks,
higher costs for supplies, and incremental land lease and property tax costs
associated with the sale-leaseback of the land at California's Great America.
The increase in SG&A expense was primarily due to an increase in transaction
fees, an increase in full-time wages, including an increase in accrued bonus
compensation plan expense, as well as an increase in IT-related costs. These
increases in SG&A expense were offset by a decline in advertising costs driven
by a more efficient marketing program. The increase in operating costs and
expenses included a $0.6 million unfavorable impact of foreign currency exchange
rates at our Canadian park.

Depreciation and amortization expense for the three months ended September 25,
2022 did not fluctuate materially compared to the three months ended
September 29, 2019. The loss on impairment / retirement of fixed assets for the
three months ended September 25, 2022 and September 29, 2019 included
retirements of assets in the normal course of business.

After a $155.3 million gain on the sale of the land at California's Great
America during the third quarter of 2022 and the items above, operating income
for the three months ended September 25, 2022 totaled $442.2 million compared
with $275.3 million for the three months ended September 29, 2019.
                                       22

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Contents


Interest expense for the three months ended September 25, 2022 increased $9.1
million compared with the three months ended September 29, 2019 due to interest
incurred on the 2025 senior notes and 2028 senior notes offset in part by the
impact of the redemption of the 2024 senior notes in December 2021 and the
prepayment of term debt in 2020. The 2025 senior notes and the 2028 senior notes
were issued to supplement liquidity in response to the impacts of the COVID-19
pandemic. The net effect of our swaps resulted in a benefit to earnings of $3.7
million for the three months ended September 25, 2022 compared with a $3.9
million charge to earnings for the three months ended September 29, 2019. The
difference was attributable to the change in fair value of our swap portfolio.
We terminated our interest rate swap agreements during the third quarter of 2022
following the full repayment of our senior secured term loan facility resulting
in a $5.3 million cash receipt, net of fees. In addition, we recognized a $1.8
million loss on early debt extinguishment upon full repayment of our senior
secured term debt facility during the third quarter of 2022. During the current
period, we also recognized a $14.4 million net charge to earnings for foreign
currency gains and losses compared with a $5.6 million net charge for the three
months ended September 29, 2019. The amounts primarily represented the
remeasurement of U.S. dollar denominated debt to the Canadian entity's
functional currency.

During the three months ended September 25, 2022, a provision for taxes of $61.2
million was recorded to account for PTP taxes and federal, state, local and
foreign income taxes compared with $48.8 million for the three months ended
September 29, 2019. The increase in provision for taxes was attributable to an
increase in pretax income from our taxable subsidiaries.

After the items above, net income for the three months ended September 25, 2022
totaled $333.1 million, or $5.86 per diluted limited partner unit, compared with
$190.0 million, or $3.34 per diluted limited partner unit, for the three months
ended September 29, 2019.

October Update

Due to the effects of the COVID-19 pandemic, we postponed the opening of our
parks for the 2021 operating season to May 2021. Therefore, we compared the
results for the ten months ended October 30, 2022 to the ten months ended
November 3, 2019. For the ten months ended October 30, 2022, preliminary net
revenues totaled approximately $1.68 billion and increased 22%, or $306 million,
compared with the ten months ended November 3, 2019. Based on preliminary
results for the ten months ended October 30, 2022, attendance totaled 24.9
million visits, down 4% or 0.9 million visits from 2019, in-park per capita
spending was $61.72, up 27% from 2019, and out-of-park revenues totaled $195
million, up 26% or $40 million from 2019. Operating days for the ten month
periods in 2022 and 2019 totaled 2,103 operating days and 2,028 operating days,
respectively. Excluding the Schlitterbahn parks, there were 13 fewer operating
days in the current period due to a planned reduction of early-season operating
days at some of our properties.

Net revenues consist of in-park revenues and out-of-park revenues less amounts
remitted to outside parties under concessionaire arrangements. In-park per
capita spending is calculated as in-park revenues divided by total attendance.
Preliminary in-park revenues and concessionaire remittance totaled approximately
$1.53 billion and $50 million, respectively, for the ten months ended October
30, 2022. In the comparable period, in-park revenues and concessionaire
remittance totaled approximately $1.26 billion and $40 million, respectively,
for the ten months ended November 3, 2019.

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Adjusted EBITDA

Adjusted EBITDA represents earnings before interest, taxes, depreciation,
amortization, other non-cash items, and adjustments as defined in our current
and prior credit agreements. Management believes Adjusted EBITDA is a meaningful
measure of park-level operating profitability and we use it for measuring
returns on capital investments, evaluating potential acquisitions, determining
awards under incentive compensation plans, and calculating compliance with
certain loan covenants. Adjusted EBITDA is widely used by analysts, investors
and comparable companies in our industry to evaluate our operating performance
on a consistent basis, as well as more easily compare our results with those of
other companies in our industry. Adjusted EBITDA is not a measurement of
operating performance computed in accordance with generally accepted accounting
principles ("GAAP") and should not be considered as a substitute for operating
income, net income or cash flows from operating activities computed in
accordance with GAAP. This measure is provided as a supplemental measure of our
operating results and may not be comparable to similarly titled measures of
other companies.

The table below sets forth a reconciliation of Adjusted EBITDA to net income
(loss) for the three- and nine-month periods ended September 25, 2022,
September 26, 2021 and September 29, 2019. Due to the effects of the COVID-19
pandemic on our 2021 results, we included comparisons to 2019 in addition to
comparisons to 2021.

                                                                 Three months ended                                           Nine months ended
                                                September 25,      

September 26, September 29, September 25, September 26,

    September 29,
(In thousands)                                      2022                2021                2019                2022                2021                2019
Net income (loss)                               $  333,050          $  147,987          $  189,955          $  295,313          $  (21,299)         $  169,580
Interest expense                                    37,049              46,270              27,967             115,386             136,371              71,814
Interest income                                     (1,562)                (35)               (807)             (2,113)                (66)             (1,121)
Provision for taxes                                 61,151              43,764              48,815              61,374              16,859              43,506
Depreciation and amortization                       67,805              77,461              68,335             126,441             112,906             137,828
EBITDA                                             497,493             315,447             334,265             596,401             244,771             421,607
Loss on early debt extinguishment                    1,810                   -                   -               1,810                   4                   -
Net effect of swaps                                 (3,700)             (3,186)              3,910             (25,641)            (10,582)             21,068
Non-cash foreign currency loss (gain)               14,369              15,157               5,617              24,217              (1,665)         

(12,528)

Non-cash equity compensation expense                 3,204               2,903               2,930              15,087              11,910           

8,760

Loss on impairment / retirement of fixed
assets, net                                          3,632               2,397               1,675               6,379               5,873               3,781

Gain on sale of assets                            (155,251)                  -                   -            (155,251)                 (2)               (617)
Acquisition-related costs                                -                   -               6,292                   -                   -               7,238

Other (1)                                              428                 650                 499               1,120               1,157                 782
Adjusted EBITDA                                 $  361,985          $  333,368          $  355,188          $  464,122          $  251,466          $  450,091


(1)  Consists of certain costs as defined in our current and prior credit
agreements. These items are excluded from the calculation of Adjusted EBITDA and
have included certain legal expenses and severance expenses. This balance also
includes unrealized gains and losses on short-term investments.

For the three months ended September 25, 2022, Adjusted EBITDA increased $28.6
million compared with the three months ended September 26, 2021. The increase
was primarily due to prior period operating restrictions, a 100 operating day
increase in the current period, and the related improvement in attendance offset
somewhat by an increase in expenses incurred, particularly for labor and cost of
goods sold. As compared with the three months ended September 29, 2019, Adjusted
EBITDA increased $6.8 million for the three months ended September 25, 2022.
This increase was due to higher net revenues in the current period attributable
to higher in-park per capita spending and increased out-of-park revenues, which
were somewhat offset by increased costs in the current period, particularly
labor costs.

For the nine months ended September 25, 2022, Adjusted EBITDA increased $212.7
million compared with the nine months ended September 26, 2021. The increase was
primarily due to a 545 operating day increase in the current period and the
related improvement in attendance and out-of-park revenues offset somewhat by an
increase in expenses incurred, particularly for labor and cost of goods sold. As
compared with the nine months ended September 29, 2019, Adjusted EBITDA
increased $14.0 million for the nine months ended September 25, 2022. This
increase in Adjusted EBITDA was due to higher net revenues in the current period
attributable to higher in-park per capita spending, increased out-of-park
revenues and the inclusion of the Schlitterbahn parks, which were somewhat
offset by increased costs in the current period, particularly labor costs.

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Liquidity and Capital Resources:

Our principal sources of liquidity include cash from operating activities,
funding from our long-term debt obligations and existing cash on hand. Due to
the seasonality of our business, we typically fund pre-opening operations with
revolving credit borrowings. Revolving credit borrowings are typically reduced
with our positive cash flow during the seasonal operating period. Our primary
uses of liquidity include operating expenses, partnership distributions, capital
expenditures, interest payments, income tax obligations, and recently, limited
partnership unit repurchases.

We have funded and expect to fund our remaining 2022 liquidity needs with cash
from operating activities and borrowings from our revolving credit facility. As
of September 25, 2022, we had cash on hand of $288.4 million and $280.1 million
of availability under our revolving credit facility. Based on this level of
liquidity, we concluded that we will have sufficient liquidity to satisfy our
obligations at least through the fourth quarter of 2023. Due to limited open
operations in early 2021 and in response to the negative effects of the COVID-19
pandemic, our first quarter 2021 liquidity needs were funded from cash on hand
from senior notes issued in 2020. We began generating positive cash flows from
operations during the second quarter of 2021.

Management has been focused on driving profitable and sustainable growth in the
business, reducing the Partnership's outstanding debt, reinstating the quarterly
partnership distribution, and accelerating the return of capital to our
unitholders.

-We expect to invest between $170 million and $180 million in total capital
expenditures for the 2022 operating season, which includes the completion of two
resort renovation projects, investments to expand our park offerings and develop
new revenue centers, and technology enhancements, such as cashless parks,
touch-free transactions and labor management tools.
-On June 27, 2022, the Partnership sold the land at California's Great America
for a cash purchase price of $310 million, subject to customary prorations, see
  Note 4  .
-We have made progress towards our goal of reducing our outstanding debt. In
December 2021, we redeemed $450 million of 5.375% senior unsecured notes due
2024 ("2024 senior notes"). In addition, we repaid the remaining outstanding
principal amount on our senior secured term loan facility in 2022 ($264.3
million), completing the full repayment of the term loan during the third
quarter of 2022.
-We paid our first partnership distribution since March 2020 of $0.30 per
limited partner unit, which was paid on September 15, 2022. On November 2, 2022,
we announced that our Board declared an additional partnership distribution of
$0.30 per limited partner unit, which will be payable on December 15, 2022 to
unitholders of record on December 1, 2022.
-Lastly, on August 3, 2022, we announced that our Board of Directors approved a
unit repurchase plan authorizing the Partnership to repurchase units for an
aggregate purchase price of not more than $250 million, see   Note 11  . There
were 1.5 million limited partnership units repurchased during the nine months
ended September 25, 2022 at an average price of $43.30 per limited partner unit
for an aggregate amount of $66.0 million. There was $184.0 million of remaining
availability under the repurchase program as of September 25, 2022. Through
October 31, 2022, there were 2.8 million limited partnership units repurchased
for an aggregate amount of $115.5 million.

We anticipate between $145 million and $150 million in annual cash interest for
2022 of which 75% of the payments occur in the second and fourth quarters. In
the second quarter of 2022, we received $77.1 million in tax refunds
attributable to the tax year 2020 net operating loss being carried back to prior
years in the United States. We received $11.1 million in tax refunds
attributable to net operating losses being carried back to prior years in Canada
during the first quarter of 2022. In 2022, we anticipate cash payments for
income taxes to range from $40 million to $50 million, exclusive of these tax
refunds.

As of September 25, 2022, deferred revenue totaled $187.7 million, including
non-current deferred revenue. This represented a decrease of $22.8 million
compared with total deferred revenue as of September 26, 2021. The decrease in
total deferred revenue was largely attributable to approximately $30 million of
2020 and 2021 season-long product extensions at Knott's Berry Farm and Canada's
Wonderland in 2021 into the 2022 operating season. Excluding the prior period
deferred revenue associated with product extensions, deferred revenue increased
4% as of September 25, 2022 compared with deferred revenue as of September 26,
2021. Virtually all 2022 season-long products will be recognized by December 31,
2022.

Operating Activities

Net cash from operating activities for the first nine months of 2022 totaled
$412.4 million, an increase of $182.3 million compared with the same period in
the prior year. The increase in net cash from operating activities was primarily
attributable to the delayed opening of our parks in the prior period to May 2021
resulting in less cash generated in the first nine months of 2021.

Investing activities


Net cash from investing activities for the first nine months of 2022 totaled
$172.0 million compared with $38.1 million of net cash for investing activities
in the same period in the prior year. The variance in net cash from (for)
investing activities was due to the current period sale of the land at
California's Great America and the prior period planned reduction in capital
spending to retain liquidity following the impacts of the COVID-19 pandemic.
                                       25

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Contents

Fundraising activities


Net cash for financing activities for the first nine months of 2022 totaled
$352.4 million, an increase of $346.3 million compared with the same period in
the prior year. The increase was attributable to $264.3 million of term debt
payments in the current period to fully repay the remaining outstanding balance
on our term debt facility, as well as repurchases of limited partnership units
and a $0.30 per unit partnership distribution, both of which occurred during the
third quarter of 2022.

Contractual Obligations

Of the September 25, 2022, our principal contractual obligations consisted of outstanding long-term debt agreements. Prior to the reduction in debt issuance costs and the initial issuance discount, our long-term debt arrangements included the following:


•$1.0 billion of 5.500% senior secured notes, maturing in May 2025, issued at
par. The 2025 senior notes and the related guarantees are secured by
first-priority liens on the issuers' and the guarantors' assets that secure all
the obligations under our credit facilities. The 2025 senior notes may be
redeemed, in whole or in part, at various prices depending on the date redeemed.
The 2025 senior notes pay interest semi-annually in May and November.

•$500 million of 5.375% senior unsecured notes, maturing in April 2027, issued
at par. The 2027 senior notes may be redeemed, in whole or in part, at various
prices depending on the date redeemed. The 2027 senior notes pay interest
semi-annually in April and October.

•$300 million of 6.500% senior unsecured notes, maturing in October 2028, issued
at par. Prior to October 1, 2023, up to 35% of the 2028 senior notes may be
redeemed with the net cash proceeds of certain equity offerings at a price equal
to 106.500% of the principal amount thereof, together with accrued and unpaid
interest and additional interest, if any. The 2028 senior notes may be redeemed,
in whole or in part, at any time prior to October 1, 2023 at a price equal to
100% of the principal amount of the notes redeemed plus a "make-whole" premium
together with accrued and unpaid interest and additional interest, if any, to
the redemption date. Thereafter, the 2028 senior notes may be redeemed, in whole
or in part, at various prices depending on the date redeemed. The 2028 senior
notes pay interest semi-annually in April and October.

•$500 million of 5.250% senior unsecured notes, maturing in July 2029, issued at
par. The 2029 senior notes may be redeemed, in whole or in part, at any time
prior to July 15, 2024 at a price equal to 100% of the principal amount of the
notes redeemed plus a "make-whole" premium together with accrued and unpaid
interest and additional interest, if any, to the redemption date. Thereafter,
the 2029 senior notes may be redeemed, in whole or in part, at various prices
depending on the date redeemed. The 2029 senior notes pay interest semi-annually
in January and July.

•No borrowings under the $300 million senior secured revolving credit facility
under our current credit agreement with a Canadian sub-limit of $15 million. The
revolving credit facility bears interest at LIBOR plus 350 bps or Canadian
Dollar Offered Rate ("CDOR") plus 250 bps and requires the payment of a 62.5 bps
commitment fee per annum on the unused portion of the credit facilities. The
revolving credit facility is scheduled to mature in December 2023. The credit
agreement provides for the issuance of documentary and standby letters of
credit. After letters of credit, which totaled $19.9 million as of September 25,
2022, we had $280.1 million of availability under the revolving credit facility.
Our letters of credit are primarily in place to backstop insurance arrangements.

On December 17, 2021, we redeemed $450 million of 5.375% senior unsecured notes,
which otherwise would have matured in June 2024, at a redemption price equal to
100.896% of the principal amount plus accrued and unpaid interest. We repaid the
remaining outstanding balance on our senior secured term loan facility in 2022
($264.3 million in principal amount), completing the full repayment of the term
loan during the third quarter of 2022. Subsequently, we also terminated our
interest rate swap agreements.

The 2017 Credit Agreement, as amended, includes a Senior Secured Leverage Ratio
of 4.50x Total First Lien Senior Secured Debt-to-Consolidated EBITDA, which will
step down to 4.00x in the second quarter of 2023 and which will step down
further to 3.75x in the third quarter of 2023. The 2017 Credit Agreement, as
amended, included an Additional Restrictions Period to provide further covenant
relief during the COVID-19 pandemic. We terminated the Additional Restrictions
Period during the first quarter of 2022 by achieving compliance with the Senior
Secured Leverage Ratio covenant as of the end of the fourth quarter of 2021. We
were in compliance with the applicable financial covenants under our credit
agreement during the nine months ended September 25, 2022.

Our fixed rate note agreements include Restricted Payment provisions, which
could limit our ability to pay partnership distributions. Pursuant to the terms
of the indenture governing the 2027 senior notes, which includes the most
restrictive of these Restricted Payments provisions under our fixed rate note
agreements, if our pro forma Total-Indebtedness-to-Consolidated-Cash-Flow Ratio
is greater than 5.25x, we can still make Restricted Payments of $100 million
annually so long as no default or event of default has occurred and is
continuing. If our pro forma Total-Indebtedness-to-Consolidated-Cash-Flow Ratio
is less than or equal to 5.25x, we can make Restricted Payments up to our
Restricted Payment pool. Our pro forma
Total-Indebtedness-to-Consolidated-Cash-Flow Ratio was less than 5.25x as of
September 25, 2022.

                                       26

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Financial and Non-Financial Disclosure About the Issuers and Guarantors of Our Registered Senior Notes


As discussed within the Long-Term Debt footnote at   Note 6  , we had four
tranches of fixed rate senior notes outstanding at September 25, 2022: the 2025,
2027, 2028 and 2029 senior notes. The 2024 senior notes were fully redeemed on
December 17, 2021. The 2024, 2027, 2028 and 2029 senior notes were registered
under the Securities Act of 1933. The 2025 senior notes were sold in a private
placement in reliance on exemptions from registration under the Securities Act
of 1933. Cedar Fair, L.P., Canada's Wonderland Company ("Cedar Canada"), and
Magnum Management Corporation ("Magnum") were the co-issuers of the 2024 senior
notes. Cedar Fair, L.P., Cedar Canada, Magnum, and Millennium Operations LLC
("Millennium") are the co-issuers of the 2027, 2028 and 2029 senior notes. Our
senior notes have been irrevocably and unconditionally guaranteed, on a joint
and several basis, by each wholly owned subsidiary of Cedar Fair (other than the
co-issuers) that guarantees our credit facilities under our credit agreement. A
full listing of the issuers and guarantors of our registered senior notes can be
found within Exhibit 22, and additional information with respect to our
registered senior notes and the related guarantees follows.

The 2027, 2028 and 2029 senior notes each rank equally in right of payment with
all of each issuer's existing and future senior unsecured debt, including the
other registered senior notes. However, the 2027, 2028 and 2029 senior notes
rank effectively junior to our secured debt under the 2017 Credit Agreement, as
amended, and the 2025 senior notes to the extent of the value of the assets
securing such debt.

In the event that the co-issuers (except for Cedar Fair, L.P.) or any subsidiary
guarantor is released from its obligations under our senior secured credit
facilities (or the 2017 Credit Agreement, as amended), such entity will also be
released from its obligations under the registered senior notes. In addition,
the co-issuers (except for Cedar Fair, L.P.) or any subsidiary guarantor can be
released from its obligations under the 2027, 2028 and 2029 senior notes under
the following circumstances, assuming the associated transactions are in
compliance with the applicable provisions of the indentures governing the 2027,
2028 and 2029 senior notes: i) any direct or indirect sale, conveyance or other
disposition of the capital stock of such entity following which the entity
ceases to be a direct or indirect subsidiary of Cedar Fair or a sale or
disposition of all or substantially all of the assets of such entity; ii) if
such entity is dissolved or liquidated; iii) if we designate such entity as an
Unrestricted Subsidiary; iv) upon transfer of such entity in a qualifying
transaction if following such transfer the entity ceases to be a direct or
indirect Restricted Subsidiary of Cedar Fair or is a Restricted Subsidiary that
is not a guarantor under any credit facility; or v) in the case of the
subsidiary guarantors, upon a discharge of the indenture or upon any legal
defeasance or covenant defeasance of the indenture.

The obligations of each guarantor are limited to the extent necessary to prevent
such guarantee from constituting a fraudulent conveyance or fraudulent transfer
under applicable law. This provision may not, however, protect a guarantee from
being voided under fraudulent transfer law, or may reduce the applicable
guarantor's obligation to an amount that effectively makes its guarantee
worthless. If a guarantee were rendered voidable, it could be subordinated by a
court to all other indebtedness of the guarantor, and depending on the amount of
such indebtedness, could reduce the guarantee to zero. Each guarantor that makes
a payment or distribution under a guarantee is entitled to a pro rata
contribution from each other guarantor based on the respective net assets of the
guarantors.

The following tables provide summarized financial information for each of our
co-issuers and guarantors of the 2024, 2027, 2028 and 2029 senior notes (the
"Obligor Group"). We presented each entity that is or was a co-issuer of any
series of the registered senior notes separately. The subsidiaries that
guarantee the 2027, 2028 and 2029 senior notes are presented on a combined basis
with intercompany balances and transactions between entities in such guarantor
subsidiary group eliminated. Intercompany balances and transactions between the
co-issuers and guarantor subsidiaries have not been eliminated. The subsidiaries
that guaranteed the 2024 senior notes included the guarantor subsidiary group,
as well as Millennium. Millennium is a co-issuer under the 2027, 2028 and 2029
senior notes and was a guarantor under the 2024 senior notes. Certain
subsidiaries of Cedar Fair did not guarantee our credit facilities or senior
notes as the assets and results of operations of these subsidiaries were
immaterial (the "non-guarantor" subsidiaries). The summarized financial
information excludes results of the non-guarantor subsidiaries and does not
reflect investments of the Obligor Group in the non-guarantor subsidiaries. The
Obligor Group's amounts due from, amounts due to, and transactions with the
non-guarantor subsidiaries have not been eliminated and included intercompany
receivables from non-guarantors of $14.1 million and $14.0 million as of
September 25, 2022 and December 31, 2021, respectively.

                                       27
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  Table of Contents
Summarized Financial
Information                                                                                               Millennium
                                                                                                          (Co-Issuer
                                                               Magnum              Cedar Canada          2027, 2028 &
                                      Cedar Fair,            (Co-Issuer             (Co-Issuer               2029                Guarantor
(In thousands)                       L.P. (Parent)          Subsidiary)    

Subsidiary) Guarantor 2024) Subsidiaries (1) Balance at September 25, 2022

Current Assets                      $      1,323          $       3,048          $     102,682          $    691,055          $   1,341,392

Non-Current Assets                        (2,259)             1,691,194                554,936             2,177,024              1,880,500

Current Liabilities                      318,388              1,213,354                275,965               246,304                 93,475

Non-Current Liabilities                  147,708                  1,188                 22,369             2,136,487                169,309

Sale at December 31, 2021

Current Assets                      $        517          $      97,221          $      96,042          $    572,865          $   1,187,211

Non-Current Assets                      (138,126)             1,647,952                540,332             2,368,737              2,145,307

Current Liabilities                      410,779              1,331,130                 29,050               227,483                 58,949

Non-Current Liabilities                  147,021                 21,274                 24,043             2,385,100                 97,803

Nine month period ended September 25, 2022

Net revenues                      $ 189,961      $ 419,860      $ 149,071      $ 1,765,862      $ 239,359

Operating income (loss)             187,651        (76,129)        71,618           93,617        194,269

Net income                          295,989        138,093         53,495                -        189,063

Twelve month period ended December 31, 2021


Net revenues                      $  35,908      $ 363,340      $  75,353   

$1,449,022 $344,778


Operating income (loss)              31,808       (156,079)        12,545          136,844        124,405

Net (loss) income                   (46,741)       (34,647)         1,967                -         62,586



(1)  With respect to the 2024 senior notes, if the financial information
presented for Millennium was combined with that of the other guarantor
subsidiaries that have been presented on a combined basis, the following
additional intercompany balances and transactions between Millennium and such
other guarantor entities would be eliminated: Current Assets and Current
Liabilities - $13.6 million as of September 25, 2022 and $13.4 million as of
December 31, 2021; Non-Current Assets - $2,062.7 million as of September 25,
2022 and $2,254.9 million as of December 31, 2021; and Net revenues - $18.9
million as of September 25, 2022 and $126.6 million as of December 31, 2021.
Combined amounts for all guarantors of the 2024 senior notes for all other line
items within the table would be computed by adding the amounts in the Millennium
and Guarantor Subsidiaries columns.

Forward-looking statements


Some of the statements contained in this report (including the "Management's
Discussion and Analysis of Financial Condition and Results of Operations"
section) that are not historical in nature are forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Securities Exchange Act of 1934, including statements as to our expectations,
beliefs, goals and strategies regarding the future. These forward-looking
statements may involve risks and uncertainties that are difficult to predict,
may be beyond our control and could cause actual results to differ materially
from those described in such statements. Although we believe that the
expectations reflected in such forward-looking statements are reasonable, we can
give no assurance that such expectations will prove to be correct or that our
growth strategies will achieve the targeted results. Important factors,
including the impacts of the COVID-19 pandemic, general economic conditions,
adverse weather conditions, competition for consumer leisure time and spending,
unanticipated construction delays, changes in our capital investment plans and
projects and other factors we discuss from time to time in our reports filed
with the Securities and Exchange Commission (the "SEC") could adversely affect
our future financial performance and our growth strategies and could cause
actual results to differ materially from our expectations or otherwise to
fluctuate or decrease. Additional information on risk factors that may affect
our business and financial results can be found in our Annual Report on Form
10-K and in the filings we make from time to time with the SEC, including this
Form 10-Q. We do not undertake any obligation to publicly update or revise any
forward-looking statements to reflect future events, information or
circumstances that arise after the filing date of this document.

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