Cedar Fair lawyer to seek dismissal of lawsuits against Apollo sale

SANDUSKY As lawsuits to stop the sale of Cedar Fair to Apollo Global Management go before the court
Sandusky Register Staff
May 24, 2010

 

SANDUSKY

As lawsuits to stop the sale of Cedar Fair to Apollo Global Management go before the court today, the amusement company will try to dismiss them.

Both companies filed requests late Tuesday and Wednesday asking the court to halt motions to uncover information.

Dennis Murray Sr., representing Cedar Fair, said the complaints are premature, and he's requesting they be thrown out.

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"This would be a complete waste of time until the (unitholders) vote for (a) sale," Murray said.

He also points out the "go-shop" period in which Cedar Fair could accept a better deal doesn't expire until Monday.

At least nine lawsuits have been filed in Erie County alleging the deal is unfair to Cedar Fair unitholders. Cedar Fair's board of directors on Dec. 16 approved the sale to Apollo for $11.50 per limited unit for a sale price of $2.4 billion.

The $11.50 offer is a 28 percent premium over the Dec. 15 closing price. Unitholders have argued their units are worth more than the offered price.

In a new lawsuit, D. Jeffrey Rengel, Vianale & Vianale and attorneys representing John and Lynda Walker argue the offer is not only inadequate but the process leading up to the sale agreement was flawed.

"The board failed to identify other companies that might have been willing to pay a higher price for the unitholders' security," the lawsuit states.

Walker argues in the nine months leading up to Sept. 27, Cedar Fair reported a profit of $61.7 million on revenue of $810.5 million.

Murray argues unitholders have no basis for the lawsuits because they haven't proved the amusement company acted irresponsibly or that officials planned the sale for their own benefit.

He added Cedar Fair wasn't acting as an auctioneer and therefore was not obligated to sell the company to the highest bidder.

Cedar Fair's sale to Apollo must be approved by voters representing two-thirds of the about 55 million outstanding units.

The Columbus law firm Vorys, Sater, Seymour and Pease is representing Apollo Global.

Cedar Fair and Apollo both state unitholders do not have the right to a fast track for information because they think the acquisition is unfair. They also argue unitholders have not proved they could win the case, nor have they proved slowing down the exchange of information could hurt them.

The court is also expected to discuss consolidating all lawsuits related to the Cedar Fair deal.