Six Flags Entertainment Corp (SIX) 2017 Q2 法說會逐字稿

Good morning, ladies and gentlemen, and welcome to the Six Flags Second Quarter 2017 Earnings Conference Call.

My name is Maria, and I will be your conference operator for today's call.

(Operator Instructions) Thank you.

I will now turn the call over to Steve Purtell, Senior Vice President, Investor Relations and Treasurer.

Sir?

Good morning and welcome to our second quarter call.

With me are Jim Reid-Anderson, Chairman, President and CEO of Six Flags; and Marshall Barber, our Chief Financial Officer.

We will begin the call with prepared comments and then open the call to your questions.

Our comments will include forward-looking statements within the meaning of the federal securities laws.

These statements are subject to risks and uncertainties that could cause actual results to differ materially from those described in such statements, and the company undertakes no obligation to update or revise these statements.

In addition, on the call, we will discuss non-GAAP financial measures.

Investors can find both a detailed discussion of business risks and reconciliations of non-GAAP financial measures to GAAP financial measures in the company's annual reports, quarterly reports or other forms filed or furnished with the SEC.

At this time, I will turn the call over to Jim.

Thank you very much, Steve.

Good morning, everyone, and thank you for joining us today.

It's a real pleasure for me to lead Six Flags once again and to be speaking with you today.

I want to take the opportunity to thank John Duffey for his incredible service to the company for 7 years, first as CFO and then as CEO.

John did a wonderful job and has been a key part of our amazing success story.

Everyone at the company wishes him the very best in his retirement.

I am very excited to be back in the CEO role, and I very much look forward to working with our dedicated employees, interacting with guests, engaging with our very supportive domestic and international partners, and of course, communicating our strategy to and creating strong shareholder value for our loyal shareholders.

On today's call, in addition to sharing highlights of the second quarter and year-to-date performance, which Marshall will review in detail later, I would also like to pull up and share with you at a higher level my thoughts on the regional theme park industry, Six Flags' position within the industry, our strategy going forward and our opportunities for improvement.

So let's start off with the financials.

Six Flags set new company records for the second quarter with revenue of $422 million and adjusted EBITDA of $166 million.

Heading into the second quarter, our Active-Pass base was at a record high level and year-to-date attendance through the Easter shift was up 5%.

We were well-positioned to achieve strong attendance growth.

Unfortunately, we experienced rainy weather on the East Coast in Texas during the Memorial Day weekend and the important final 2 weeks of June, which adversely impacted our attendance, especially one-day ticket sales.

Despite higher ticket pricing across all ticket types, both admissions and in-park per caps were dampened by the higher mix of season pass and member visitation.

On the positive side, we did see an increase in international licensing fees, which continue to represent an exciting growth driver for our company.

When assessing our performance, June year-to-date results are a more meaningful measure due to the Easter-related attendance shift between the first and second quarter.

For the first half of 2017, we experienced slightly lower revenue due to the rainy second quarter weather.

Adjusted EBITDA for the first half of the year was down slightly in line with revenue, but also due to the incremental startup costs associated with our new water parks.

While we are disappointed with our first half results, I do believe they were almost entirely due to weather, which tends to normalize over the course of the full season.

We remain optimistic about the balance of 2017 and our future, because our new capsule has been very well received, which is reinforced by improving guest satisfaction scores.

Our Active-Pass base is up 12% over last year's record high.

Our ticket prices are up year-over-year.

We expect to continue to gain more international partners, and we have 2 more water parks in our network than we had in 2016.

Our team remains energized and laser focused on delivering another record year, and we're working very hard to get as close as possible to the Project 600 target, which has become significantly more challenging to achieve in 2017 given our first half performance.

Now let me pull up for a minute and speak more broadly about 4 key reasons that I'm so excited to rejoin Six Flags as CEO right now.

First, the regional theme park sector remains very compelling for investors.

Unlike other consumer and retail sectors, the regional theme park sector has demonstrated high barriers to entry, resulting in pricing power and an ability to generate high profit margins without being disrupted by new entrants.

In fact, there have been no successful regional theme parks constructed in the United States in the last few decades, which is in contrast to other leisure sectors such as gaming, cruise lines and hotels.

Furthermore, the regional theme park industry is also in the sweet spot of a broader consumer trend that favors unique experiences as opposed to the purchase of goods.

This provides a backdrop that is very favorable to Six Flags to outperform the broader market for many years to come.

Second, Six Flags is the best company operating in the regional theme park space.

Our parks serve the top 10 DMAs in America.

We have the strongest and most recognized brand in the sector, both domestically and overseas.

Our EBITDA less CapEx margin is by far the highest in the theme park industry, and we truly have the best employees.

Third, the opportunities in front of Six Flags right now are greater than ever before.

Less than 1/3 of our unique visitors have a season pass or membership.

So we have plenty of room to continue upselling guests to our season pass program.

These guests generate double the annual profit of a single-day guest.

And on most days, we have plenty of capacity in our parks to accommodate higher attendance levels.

We're also still in the middle innings of our long-term ticket price optimization exercise.

And despite our progress over the last 7 years, we still have tremendous opportunity to raise prices going forward.

In addition, our value-for-the-money ratings are the highest they have ever been.

Our in-park opportunities are very exciting, especially for our All-Season Dining Pass, which still has a low penetration rate but is growing nicely.

We have a huge opportunity to leverage our internationally recognized brand by growing our international licensing business.

We have a great pipeline of new deals, which we expect to announce over the next few years.

China alone has the potential to have as many as Six Flags parks as the U.S., and we continue to receive inbound interest from all over the world.

These deals generate very high margins and significant cash flow with no capital investment.

Our strategy to acquire water parks nearby our existing theme park assets is very exciting.

In our first test market of Mexico City, we've seen season pass sales increase by almost 40% this year, most of which we estimate is due to the new water park being bundled into the season pass offering.

Since we announced our water park acquisition strategy, we have received multiple inbound enquiries from water park operators around the U.S. So the opportunity is not only compelling, but it's large scale.

And then fourth, Six Flags has an excellent track record of consistent earnings growth and shareholder value creation, which we can build on further.

Since this management team took over in 2010, assuming reinvestment of dividends, Six Flags has returned nearly 10x to shareholders versus 3x for the S&P 500.

This significant outperformance was largely driven by our EBITDA less CapEx growing from approximately $100 million to almost $400 million, multiples higher than any of our competitive peers.

Six Flags has generated record earnings in each of the past 7 years.

Along the way, we have achieved both of our previous aspirational earnings goals, Project 350 and Project 500.

While this has been a more challenging year financially, we are laser focused on delivering another year and closing -- another record year and closing that gap towards $600 million of modified EBITDA in 2017, and also achieving our aspirational goal of $750 million of modified EBITDA by 2020.

I know there was a lot of information there.

But to sum it all up, I would say that I believe personally that Six Flags is the best company operating in a truly compelling industry with meaningful company-specific growth opportunities ahead and a strong value creation track record to build on.

Now at this time, I'm going to turn the call over to Marshall, who's going to share a few more details on our second quarter and year-to-date financial results.

Marshall?

Thank you, Jim, and good morning to everyone on the call.

Second quarter revenue was up 4% to a new record high for the company driven by 5% attendance growth and a $3 million increase in sponsorship and international licensing revenue, offset by a 2% decline in guest spending per capita.

Adjusting for the Easter shift, attendance was up 1% for the quarter.

Like Jim, I'm going to focus my comments on our year-to-date performance due to the more meaningful year-over-year comparison.

First half attendance was up 2%, primarily driven by the 2 new water parks.

We experienced some adverse weather over key weekends during the second quarter at several parks.

While this negatively impacted results for the quarter, as of June 30, we still had approximately 2/3 of our annual attendance to come in the back half of the year, and we're confident that our guests will visit.

Revenue in the first half of the year was down slightly driven by a 2% decline in guest spending per capita due to the higher mix of season pass and member visitation with both admissions and in-park per capita spending down 2%, offset by a $2 million or 7% increase in sponsorship and international licensing revenue.

After adjusting for foreign currency translations, revenue was up slightly and adjusted EBITDA was flat for the first 6 months of the year at $131 million.

Turning to costs, our operating expenses in the first half of the year increased less than 1%.

We worked hard and were largely successful in offsetting the challenging weather environment, particularly given the incremental investments we made to start up and operate our 2 new water parks as well as some strategic investments in our international licensing business.

We believe these incremental investments in the 2 water parks in our international business will provide meaningful growth for the company going forward.

You will recall that in April, the company issued $1.2 billion of new senior notes.

We used $800 million of the proceeds to redeem our 2021 notes.

In relation to that transaction, the company recorded a $37 million charge on the extinguishment of that debt.

As we stated in our press release, given the weather-related challenges we faced in Q2, full achievement of Project 600 is no longer probable under U.S. GAAP definitions.

As a result, we reversed $28 million of stock-based compensation expense in the second quarter to reflect partial achievement.

Our team is fully committed to maximize our financial performance in 2017, and we will reassess the probability of achieving full payout under Project 600 as we progress through the balance of the year.

June year-to-date diluted earnings per share was a loss of $0.06, a decrease of $0.21 versus prior year, primarily due to the loss on extinguishment of debt, which was partially offset by the reduction of the Project 600 accrual.

On an LTM basis, our revenue was up $4 million, modified EBITDA was up $4 million or 1% and modified EBITDA margin was a record high, 41.3%.

During the first 6 months of the year, we repurchased $379 million of our stock, the largest portion of the cash coming from the proceeds of our new bond issuance.

At the end of June, the remaining amount offered for share repurchases was $463 million, which provides us the opportunity to repurchase additional shares using our excess cash flow over the remainder of the year.

We continue to believe that repurchasing our stock offers a tremendous value to our shareholders, especially given the recent pullback in our share price and we'll continue to opportunistically repurchase our shares going forward.

We were also pleased to successfully lower our borrowing rates on our bank debt to LIBOR plus 200 basis points.

This is the third pricing reduction in 12 months, allowing us to save an aggregate $4.2 million in annual interest costs.

Despite the early season weather challenges, we remain optimistic about our growth drivers for the rest of the year for the following 5 reasons: First, we had the opportunity to regain attendance as adverse weather typically causes guests to delay their visitation, especially earlier in the season.

As I mentioned, as of June 30, we still had 2/3 of our attendance remaining.

And last year, we experienced adverse weather throughout July and the first 2 weeks of August, but then went on to have an incredible fourth quarter and another record year.

Second, our Active-Pass base is at a record high, and our deferred revenue at June 30 is up $21 million over prior year, almost all of which will be recognized in the second half of the year.

Third, we should see a nice uplift in revenue from our incremental investment in special events such as Fright Fest and Holiday in the Park.

This year, we're adding Holiday in the Park at Six Flags, New England, and we expect to see a continued buildup at the other parks where we introduced this event in recent years.

Fourth, our international licensing revenue and EBITDA will accelerate with our 2 additional parks in China.

We also have a number of pending deals that may provide incremental revenue and EBITDA this year.

And finally, we're very excited to have opened 2 new water parks, which are doing very well and will drive meaningful contributions to EBITDA in the second half of the year.

As Jim mentioned, our entire organization remains keenly focused on closing the gap to our goal of $600 million of modified EBITDA established in 2014.

And now, I'll turn the call back over to Jim.

Thank you very much, Marshall.

As you can see, our team is really focused on delivering exceptional value not just to our shareholders as we've described, but also to our guests.

And we do have significant high-margin growth opportunities unique to Six Flags, both this year and for years to come.

Many of you will recall that when I first became CEO in 2010, I worked with the board and management team to establish a long-term operating strategy that was focused on 4 main drivers: One, introducing news in every park by constantly launching the most innovative attractions in the industry and expanding our special events; two, implementing price increases in the low to mid-single digits, while continuously improving guest satisfaction; three, upselling guests to our high-value programs, such as season passes, memberships and dining passes; and four, licensing our brand to partners outside of North America who will develop Six Flags branded parks.

Over the past 7 years, our consistent execution of this strategy has proven very successful.

Six Flags is now firmly established as the most profitable regional theme park company with sustained cash flow growth and exceptional shareholder returns.

In addition to the 4 main strategies to drive profit growth that my team established 7 years ago, we added a fifth value creation driver, which is to acquire water parks nearby our existing North American theme parks in order to extend our scale and reach at a high regional level and also provide integration benefits.

As I reflect on our strategy since 2010, and the more recent addition of the fifth leg, to roll out water parks, I firmly believe that these drivers can collectively deliver exceptional value creation for shareholders in the short, medium and long- term.

So having stepped back in as CEO, I really want to be clear that I'm committed to retaining the current strategy.

At the same time, as with all organizations, there are certain things that we can clearly do better as a team.

We all know that even companies with great strategies can underperform without great execution.

So this is where I will devote my attention.

We have strong foundations in place, but it's our responsibility to execute, and we must operate with greater focus and urgency to achieve our potential.

Consequently, I'm reevaluating all aspects of our operations to ensure that we have structures in place that drive clear and quick decision making and tight accountability.

And finally, as it relates to one of my favorite topics, capital allocation.

We will maintain our disciplined and shareholder-friendly policy of returning all excess cash to shareholders via dividends and share buybacks.

Today, our dividend yield is almost 5% and it's among the highest in the U.S. market, and we expect to continue growing that dividend each year by a high single to low double digits for the foreseeable future.

This is what makes Six Flags the ultimate growth and yield stock.

At this time, I'm going to ask our operator, Maria, to open the call up for any questions.

(Operator Instructions) Our first question comes from the line of Barton Crockett of FBR Capital Markets.

Welcome back, Jim.

I wanted to, I guess, ask a couple of questions, if I could.

First, since you kind of hit on the weather headwinds in June and you talked about and Marshall talked about the easy weather comps in July and for most of August, and we're basically nearly through with July, is there anything you can tell us about what's happening post second quarter?

Is weather a headwind or a tailwind at this point?

Thanks very much, Barton, and thank you for asking the first questions.

With regard to the current quarter, we will not be commenting.

I think you'll remember, my policy has historically been not to comment on the current quarter, and so we won't.

What I can tell you is that, the impact of weather in the second quarter was definitely substantial.

And I think you can track the weather very well and you've seen it hasn't been very kind on an ongoing basis.

So we'll come back and we'll update our investors on the third quarter once we have that -- those numbers and release them in October.

Okay.

And to follow up with something maybe a little bit more substantial.

On your -- I'm curious about, Jim, your commitment to staying in the seat for an extended period of time, because you stepped aside to let Duffy run as CEO and that was 17 months ago.

And at that point, I thought you were talking about your desire to do some other things, family related or otherwise.

Now you're back here.

Is this a long-term commitment from you?

Or is this kind of a transitional commitment, where eventually you'd look to bring in another CEO to take the spot that Duffy was occupying?

So I have to tell you that it was a sad decision that John took to retire.

I've worked with John 21 years and know him very well.

But once he made that decision, the board moved very, very quickly and concluded, Barton, given -- and I think you've commented on this in some of your reports, the expertise, the history with the company and the track record that I would be the best person to run the company.

And we decided very quickly and for the sake of transparency to announce that to our shareholders immediately.

And I have to tell you, I said it in my prepared comments, but I'd reinforce once again, I'm so excited to be back at this company.

I truly believe that I have the single best job in the world that doesn't get any better than working in theme parks, riding rides, eating food, working with amazing people.

And all these people, if you think about the number of shareholders that our employees at Six Flags, all of them think like shareholders and our goal together is to create value.

That's what we're all about for our shareholders.

And so I have to tell you that I'm here for the long term, I'm absolutely committed and I love what I'm doing.

Okay.

That's great to hear.

And then one final question, because I was a bit confused about the project or the $600 million target accounting.

Can you explain to me, is there a scenario where if you get close, but you don't actually hit $600 million where some of the over 2 million shares that are set aside would be awarded?

Or is this kind of 'you either get it or you don't' situation?

So all of our -- Barton, I saw that in your reports, I think you wrote that in the report this morning that you put out.

All of our projects dating back to 350, 500, 600, 750 have established target payouts for achieving target EBITDA in the target year.

But they all also contained enhancements and reductions for early, partial and late achievement.

And so there is a minimum adjusted threshold.

In the case of Project 600, it's $576 million.

And in that scenario, there would be a 75% payout.

So that's the reason that we -- once we went through the assessment of the probability of achieving the full $600 million, we, under GAAP, had to make that reduction that resulted in money coming back, in essence, reversal of part of the accrual to take us to 75% of the shares.

So there has been no change, that's been consistent through all of our projects.

But I do want to tell you Barton, and it's important people understand this.

While it has become that much more difficult and we -- both Marshall and I talked about it, you should understand that nobody at this company has given up.

And in fact, the urgency that I talked about just now in my prepared comments and the focus is on how we try to get there and get -- if not there, get as close as we possibly can.

So there's a lot of effort behind this to get there the right way and to maintain that excellent momentum that we've had as a company.

Our next question comes from the line of Tim Conder of Wells Fargo Securities.

Jim, welcome back, sir, and my apologies for the voice here.

Just to follow on Barton's question.

So the Project 600, let's assume that you partially achieve it in '17, would those payouts be made in early '18?

Or would that be only done then when you kind of close the books on Project 600 if you would then fully achieve it by '18?

So just a further clarification there.

Yes, Tim, thank you for welcoming back -- welcoming me back, I'm really happy to be here and to hear your voice.

With regard to Project 600 and that clarification, if we achieve the partial threshold level, then 75% of those shares do payout and they payout in the first quarter of 2018.

So you don't wait any further, but that's when they payout.

Okay, okay.

And then just a couple of other things.

Unique visitors, you commented on that only -- less than 1/3 of your Active-Pass base is unique visitors, so therefore remains a substantial opportunity long term.

Can you comment on your unique visitor trends year-to-date?

Is it up in active passes, single-day and group?

And then any comments that you -- or color you can give us on the mix shift between members and season passes on a year-to-date basis or year-over-year?

I'm going to hand over to Marshall, who is desperate to answer these 2 questions.

Marshall?

So our unique visitors have gone up for the year so far, largely driven by our season pass and members sales that we've had this year.

While we won't give the mix shift during the year, we will say that it has -- that is really one of the reasons that our per caps was down was because we had shifted a lot of attendance from our one-day tickets to our season passes.

So I would say, Tim, just building on Marshall's point because it's really important.

I think you've heard this before, but a season pass holder is our most valuable guest.

They are worth more than double a single-day guest over the course of the season.

And if we could, we'd convert every single one of them to season passes.

If you then add on, our All-Season Dining Pass, which you may remember I mentioned is really still relatively low penetration but fast-growing, then that Pass Holder is worth 3 to 4x a single-day guest.

So that's why I referenced in my comments the importance of the fact that season pass guests represent less than 1/3 of our unique visitation.

So in my opinion -- our opinion, and we're going after this very aggressively, there's plenty of opportunity to convert more guests to season pass.

And the further point I'd make to your question is, this unique visitation is up and it has been growing in recent years, and our goal is to continue to have that growth.

Okay.

So is it fair to say that unique visitation would be up in those 3 separate buckets, Active-Pass, single-day and group on a year-to-date basis, because you'd be -- you'd still, I think, would want to try to grow unique visitation in a way and try to convert them into Active-Pass long term?

Yes.

I think I'd be clear from the comments that I made and that Marshall made that, in terms of single-day, no, that's been more challenging, and I believe it's been challenging across the whole industry.

In other words, this is not a Six Flags-only effect.

It has been an issue everywhere.

So from a season pass perspective, by having this very, very strong season pass base and a unique position where our Active Pass Base is up 12%, that has meant that even through the weather, we powered through.

And it's -- put into perspective, we're not satisfied with this first half of the year, but the second quarter was a record.

Okay, okay.

And the dining penetration, where is that...

Okay, Tim, just to clarify.

One thing that you said Tim, you had said that 1/3 of our active base is season pass always.

It's actually 1/3 of our total visitors -- visitation.

It was just the term that you chose, Tim, I think.

Okay, okay, okay.

My apologies for doing it.

And the Dining Pass penetration, is that tracking expectations?

Yes.

It's -- that's one of my favorite things, the Dining pass.

It's been so successful.

We continue to grow both in dollar terms and in penetration and it's going to be a really big focus for our company going forward.

And I'll tell you, Tim, this is not a 1-year phenomena.

This is the next 5 to 10 years growth for the company coming through sales of all season dining passes.

Okay.

We heard the pretty good uptake also on that.

Okay.

Lastly, gentlemen, and again, thank you for the time here.

International, would you -- should we anticipate, and I know there is a lot of variability in the timing of how these agreements get signed.

But would you anticipate some incremental signings year-end 2017?

And then any update specifically on Vietnam?

So Tim, your voice is really crook.

I feel so bad that you're having to ask all these questions, but it's a great question.

And it's such -- it's just such an attractive area for us long term, because it allows us to monetize our globally known brand and expertise.

And I think we're only just beginning to realize the full potential of this international expansion.

I think you understand that we have very high margins, not only for the company but for our investors.

And there's no capital investment by the company.

Today, we've announced 5 parks.

I think you saw that licensing revenue has grown very, very, very nicely in 2016.

It was 38% up in 2016, 35% up this year, to-date, so really nice growth.

And we have an incredible pipeline of deals.

But I don't want to speculate on timing, because it's very much like M&A, Tim.

If you think you're going to have something, doesn't happen, sometimes it happens faster.

All I want you to know is that there are multiple opportunities, both in terms of the international licensing deals, but also in terms of water parks that we're looking at that will provide upside, we think, for us long-term.

I wish I could tell you specifics, but we'd rather not do that until we have something firm, okay?

And do you want to add?

I know Marshall's favorite topic is Vietnam.

Would you like to comment on Vietnam, Marshall?

Sure.

Vietnam continues to be a country that has a growing middle class and really one of the best countries, I think, for us in terms of opportunity.

Our partner, while in default, is still working to get his land rights and we've been out talking to several other partners who are qualified and able to build theme parks.

So we're very excited about Vietnam, and we're pretty confident that we'll have a theme park -- a Six Flags theme park there, or two, in the future.

Our next question comes from the line of Christopher Prykull of Goldman Sachs.

Jim, welcome back.

When you take a look at the -- for the first half and you sort of exclude some of the noise, so whether it's the Easter shift, the new water parks or weather.

Are you seeing anything from the consumer that would give you pause or make you incrementally concerned about attendance trends in the second half?

In other words, how should we think about in normalized organic attendance growth?

Well, I think when you look at the first half of the year and you look at the fact that we're still trending at all-time highs on attendance, and that we've seen very nice growth in pricing, we're feeling pretty good about what we're seeing from the consumer overall.

Obviously, we would have preferred that the weather was more in our favor, because we think the combo of all of that would have worked well.

But there is now sudden change, Chris, that has impacted us that would lead me to think differently about the consumer.

That's something that I think we would comment on if we saw something that was material.

There hasn't been.

So my view is, right now we're looking at the same sort of trends that we've seen historically.

And I'd reinforce that by adding that we have had the opportunity to take pricing, and our satisfaction scores around value has -- have gone up.

So nothing material on that front, Chris.

Okay, great.

That's good to hear.

And then maybe following up on the All-Season Dining.

What are you doing there in terms of driving up that attachment rate?

What's most important?

Is it the food offering?

Is it marketing?

Is it pricing?

Can you just give us an update there?

So Marshall is going to take this.

And so we are doing several things there.

First of all, dining, as Jim mentioned, is an incredible growth driver for us.

We are doing things around marketing.

Marketing it similar to how we market our season passes, where we're using the data that we have in our large and growing database to target individuals based on the behavior, to give pricing to individuals based on their behavior.

And really, we're taking all the learnings that we've had over the last 7 years in season pass and applying that to dining.

So it's worked out real well.

And again, we're very excited about where we are right now, and confident as we move into our 2017 sales window in September that we'll continue to grow this.

And Marshall, I think it's fair to say that the prompts that follow both a live interaction with a guest who has a season pass and also online, someone that is buying a season pass kind of leads you to All-Season Dining, and we target people very, very clearly.

And Chris, I said this earlier to the question that I think that Tim had asked, but I'm blown away by the growth.

But I'm also blown away by how low the penetration is and it just leads me to be very confident about the future and our potential there.

Great.

And then, Jim, you had mentioned earlier sort of one of the strengths of the amusement park space or the regional space is sort of limited capacity growth over the past 5 or 10 years.

Are there any park or leisure projects that are either underway or potentially in the planning stage that you are keeping an eye on that could potentially have an impact on Six's attendance at existing parks?

I have to tell you, Chris, we keep an eye on everything we watch.

As good -- as a good management team, it's our job to make sure we know what's going on in our local markets, because the truth is that other theme parks are not really our competitors, right?

There are other activities that provide an alternative for people who would come to theme parks.

And our goal is to take that more -- we want as much a share of people's wallets as we can get.

So there is nothing out there that is concerning us.

I will address head-on what I think is the source of your question, which is there -- it was a recently announced news that came out about some park opening in the Netherlands.

And the reality is that this project is, in essence, a mole that happens to have a ski slope, a small kids park and is absolutely not in competition with anything that we do at any of our parks including great adventure, very small in scale, indoors, not comparable.

And I think it's remarkable if you pull up and you look at the last 20, 30 years, there hasn't been a successful new theme park that is opened in the whole United States at all.

And in fact, the ones that have opened have pretty much crumbled.

So this market is as rock solid, bulletproof as it gets.

And if there is someone coming at us that will open up a park next door or close by, we'll have 4 to 5 years to be able to prepare for that.

But there's 0 on the horizon right now.

Great.

That's helpful.

And then just one or two quick last ones.

Can you provide an update on the performances of sort of the new water park in California?

Or any stats you can give there would be helpful?

So I have to tell you that I'm very, very pleased with both the new parks that we have, our park in Mexico, Oaxtepec, which is a Hurricane Harbor.

And our new park in Concord, California.

They're both performing very, very well.

These are parks that we have planned for a long time, and we're so happy to have them in our system.

And they are performing right where we want them to be.

Okay.

And one last quick one, if I could squeeze it in.

Jim, I know it might be hard to pick one, but what initiative excites you the most going forward?

Or in other words, what can provide the most upside optionality in your opinion?

I think you've heard before, Chris, that we tend to use many different triggers to try to drive revenue, profit and cash flow.

Our goal is to be in a position where we increase our overall profitability and especially cash flow, EBITDA minus CapEx, because our intent is to be in a position where we can fund all operations of the company and then return everything extra to shareholders as quickly as we can.

So given that as the backdrop, as I look at the opportunities that we have, it's hard to say there's only one, because you heard me list 5. But if you force me and said, you have to prioritize these, I would say pricing, season pass penetration, international expansion, All-Season Dining Pass -- that's the order that I would go in.

And I would just say, that each one of those has tremendous potential, each one of those.

I mean it.

It's so exciting to see what we have on our plate.

And it's a little depressing to me, I'll say to you, to have to report the numbers that we've reported because of weather.

But when I look out medium-, long-term, there's so much opportunity here that I think the best is still to come for this company.

Our next question comes from the line of Tyler Batory of Janney Capital Markets.

So Jim, you mentioned devoting more time to execution and evaluating all operations.

Can you maybe give a little more details or more color on what you mean by that?

Well, Tyler, in very simple terms, I have been out of the day-to-day running of the company for 16 months.

So it's not that I've been gone completely, as Executive Chairman I had certain activities and involvement, especially at a strategic level.

So I have been aware of what's going on.

But I think as companies transition, as they grow, and especially with our international expansion, I want to make sure that I assess each part of our organization and that we really are firing on all cylinders.

And I'll be blunt with you, I do think, what I said earlier in my prepared comments, are fair, I think that we can move with more urgency, I think the opportunities that we have are with us right now, the foundations that I talked being very strong, and I think we need to execute faster, more efficiently and in a more focused way to truly achieve our potential.

Because if you look at our share price, our share price has slowed over the last couple of years.

And I think that with the potential we have, I'd like to make sure that we're operating at the fastest pace, most efficient, getting the earnings we should be getting and the cash flow we should be generating.

Okay, great.

That's helpful.

And then do you think that the poor weather had any impacts on season pass sales?

And then when you look at the 12% Active Pass Base growth, I mean, how does that compare versus your expectations?

So I have to tell you, Tyler.

I know it's a question that comes up a lot and people think, "Oh, season pass sales are slowing and not growing as quickly as they could." I'm going to start by saying, I would like the active base to be higher.

And I would like higher season pass sales.

And by the way, if the weather hadn't been rough we would have sold more season passes.

So let's put all of that out of the way and say that's the reality of what we've got.

But then I need to turn around and say, our active base is up 12% from last year, which was a record.

So that's another record high.

And by the way, the growth in the Active Pass Base is higher than last year.

So in every single aspect of what we're looking at, this has been tremendous growth and a record.

So it's an ever-increasing base of pass holders.

So it's gets harder and harder to generate those big percentage growth numbers.

So we are our continuing to sell a record number of season passes and memberships, and the growth in absolute passes has actually accelerated.

And when you throw on top of that our North American water park strategy, that will allow us to expand our addressable market to sell even more passes.

So yes, I would have loved that it would be higher, but the reality is, these are very good numbers.

Our next question comes from the line of Ian Zaffino of Oppenheimer.

I just want -- I don't mean to beat a dead horse here, but on the whole accrual, what exactly triggered the reversal?

What did they see?

And I'm just trying to square that with, kind of what you guys have always said about if there's bad weather early in the season you wind up recovering it throughout the year.

And so that would kind of suggest that there would be no real change in your belief that you could hit $600 million.

So I'm just kind of wondering what exactly triggered the reversal?

And then I have a follow up.

Okay.

So the standard on the accounting rules is that it has to be more probable than not.

And so when you look at it on that standard given the weather that we had in May and June, it is just a bit -- we're going to have more difficulty and it's going to be more challenging in the back of the year to get to $600 million.

Now having said that, and I think Jim mentioned it, there are 200 people in the company that are incentivized to get us to $600 million.

And we're going to do everything we can to get back to where we need to be to hit the $600 million.

It's just more challenging at this point.

And to say, that it's more probable than not given that all the growth has to come in the back half of the year is difficult to say.

But we are focused on it.

And it is -- I can tell you from the people I've talked to here in the company, everybody is doing everything we can to get there.

So now with the accruals, what are they assuming?

Are they assuming now that you're going to get that partial award for the $575 million, $576 million?

Or are they assuming nothing?

So right now, we are assuming we're going to get the 75%, so we'll be over the $576 million.

That's why we had the $28 million adjustment downward on the accrual.

And then going forward, it will be about $10 million a quarter of additional stock-based compensation at the 75%.

Okay.

And Jim, I know you had mentioned before about capital allocation and giving it all back to shareholders.

Is M&A a potential here?

Is there anything, maybe some assets that you'd be interested in buying maybe in the U.S. or anywhere else?

Or is that just not part of the strategy?

Ian, you know that's a trick question, and you know I can't answer it, but I'll do my best.

I think we always look at M&A as an option.

It's one of those -- and I would in no way tie it to Project 600.

We assess the whole market, we look at what opportunities are out there.

As we've described, we got a team that is working on water parks, individual water parks and families and water parks and even theme parks.

And then maybe bigger opportunities that pop up every now and then, and we would obviously consider those.

But as with -- as you'd hear from anybody, any CEO answering this question, we would never be in a position to comment on anything like that until we're at a point where there was something to comment on.

Our next question comes from the line of Steve Wieczynski of Stifel.

I guess, the first one is, obviously, you had -- you talked a lot about the weather issues that you had in the second quarter.

But can you give us some color on those markets where weather was pretty much stable and whether that was a California, Georgia or something like that?

Did those parks perform in line, if not better than what you guys were expecting?

Yes, so the weather -- I guess, the inclement weather was on the East Coast, all the way really up and down the East Coast and in Texas.

Our parks in California performed as expected.

Our Mexican park -- our park down in Mexico City did very well as well.

And so really it was just centered around the eastern seaboard from Atlanta up to Montréal and Texas.

Okay, great.

And then second question, I guess, would be for you, Jim.

And you talked a lot about the issues facing you guys for the second half of the year around getting to Project 600.

But you didn't really talk in detail, I'm going to skip ahead of 600 and go to the 750.

I would assume you're still fully committed to that.

But can you help us understand, what are going to be the biggest drivers for you guys in your mind to achieve that target?

Yes, it's a fair question, Steve.

And I did mention it in my prepared comments, I talked about Project 750 and the truth is that we are absolutely focused on that goal and getting there by 2020.

And I think to your question, it's representative of all of the opportunities that we have and just maintaining our current strategy.

The target represents about an 8%, 9% growth rate annually and would create about $2.5 billion of shareholder value, if we achieve that and when we achieve that goal.

So if you look at the individual elements of what will get us there, I do think that it's a function of many things.

I think we need to continue driving the news in every park approach that has worked so well for us and that our guests love, so getting these new rides, attractions in every park, every year.

But then I think you really want to know what are the financial triggers.

And the financial triggers are: Ticket pricing, driving season pass, and membership penetration, driving the All-Season Dining Pass, special events such as Fright Fest, Holiday in the Park and Mardi Gras, the international licensing opportunity, which we've got multiple opportunities that we're working on right now; and then the water park rollout strategy.

All of these things together, I think, get us to where we need to be.

And part of the comment that I made earlier about really being focused and getting the urgency around delivering performance for our shareholders has come around making sure that each of these are very high profile within the company and that we're working on the bigger, high value items.

And those are the ones I've just laid out to you there.

Okay, great.

That's great color.

And then one more super quick one, I doubt you're going to answer this.

But you talked about you don't comment on the current quarter, but you basically said that those visits that were delayed or canceled because of weather you would expect to get some of those picked back up at later dates.

Has that phenomenon started to play out?

Again, Steve, I will not comment on that.

We're just not going to comment about current quarter, ever, going forward.

But what Marshall has referred to in his comments is that, traditionally that is what has happened.

Pretty much every year, since I've been at the company, that is what has happened.

I think Marshall has got something like 50 years or 60 years with the company.

And I think you've seen that historically, right Marshall?

Yes, that's right.

And especially, weather in the early part of the season because they have plenty of opportunity with the summer, with Fright Fest, with Holiday in the Park now at 10 parks, there's plenty of opportunity for them to come, and we're confident that they will.

Our next question comes from Matthew Brooks from Macquarie.

Can you remind me quickly when your NOLs are expected to be used up?

We expect to not -- we'll not be a federal taxpayer until at least 2019.

All right.

I was just wondering about the Dubai project.

Are you able to give us an update there in terms of the rides that have been commissioned, et cetera, at that project?

And maybe how well phase 1 of that project is doing?

Yes, I would, Matthew, give you comments at a very high level on all 5 of our projects.

And I would say, Dubai being the most advanced is moving forward very nicely.

We have a very strong relationship with the team there, and literally right on track.

And I would say that the same is true in China, where we've got 4 ongoing parks that are being built and right on track.

So no news there, no slowdown, all moving at the right pace.

Right.

And could you say like what was the contribution of the new water park in Mexico and California through the visits?

Or that's something that you want to quantify?

Yes.

We're not going to break that out.

We don't break parks out specifically for many reasons, including competitive reasons.

But what I think you heard that Marshall mentioned earlier was that there was definitely an impact cost-wise as we opened those parks.

But we're looking at very strong contributions from them in the balance of the year and going forward.

I also want to come back on your NOL question.

I know it wasn't specifically asked in this way, Matthew.

But I do want you to understand, because I think people look at this and say, "Okay, they're moving to a full taxpayer at some point in the future." But even with that, we feel very strongly about our ability as a company to continue to pay dividends and buy back shares.

And into the future, we're looking at dividends in the high single digit, low double-digit growth.

Okay, that's great.

On the water parks, though, I was just wondering whether the fall in per caps that we saw was partly due to not just a mix shift to pass holders, but also a mix shift to more water park visits, which would have increased because of those 2 new parks?

Yes.

They -- Matthew, they will drive down per cap some, they are at a lower per cap.

The amount -- the fact that they just opened and recently opened, they'd really, I guess, contribute more in July and August, but...

Yes.

I think, Marshall, building on what you're saying, I think it's important, Matthew, to understand that the contribution from a per cap perspective in the second quarter would not have been that great.

It would have an effect on per cap.

But the truth is that in this case, it's bad weather impacting single-day tickets that really drove the per caps down.

And the shift to season pass, that mix pushes you down.

Overall though, as we add more water parks, there will be a per cap effect.

But in my mind, it really doesn't matter because our goal isn't necessarily just to have higher per caps, although we'd like them.

What we're really trying to get is: Higher attendance, higher revenue, higher profit and most importantly, higher cash flow.

If we're generating higher cash flow, then the business, I think, is performing at a much stronger level.

And that's one of the things that we're incredibly proud of compared to anybody else in this industry.

If you look at our EBITDA minus CapEx and the growth that we've had and the percentage that we generate, that's where we really outperform everybody else.

And our goal is to continue driving that.

Right.

Last one from me, can you say what the average rise in your ticket prices was?

Was it in the sort of normal 3% or 4% kind of range?

Yes.

So as Jim mentioned, we feel very good about our price increases to date, both in season pass and in one-day tickets.

They've averaged 3% to 5% this year as really as well as last year, and we've seen no impact in terms of visitation or -- from having that price increase.

So because of the fact that we do have the -- our GSS, our guest satisfaction scores are at the highest level when it comes to value, we think we have growth potential on pricing for years to come.

Our next question comes from the line of Barton Crockett of FBR Capital Markets.

Okay, great.

I just wanted to come back with one quick follow-up.

You guys have said that the Mexico water park drove a 40% increase in season pass at the Mexico theme park.

Can you give us an any comparable color around California?

Or is there some kind of structural reason why maybe the season pass lift would be bigger in Mexico, warmer climate, emerging market, than it would be in mainstream American market like California?

So first, I think in terms of just that specific park in Concord, because we didn't really get control of the park until just before the park opened, we didn't have the ability to put it into of our marketing in the fall like we did with Mexico.

But I will say that, the upgrades from single-day to combo passes, we've been very pleased with.

That particular water park in Concord has -- had many days of record attendance since we've been operating it here.

And so we don't see any difference really between what -- the phenomena we had in Mexico and what's going to happen domestically once we get the park into the planning process and be able to sell parks in the Fall like we did with Mexico.

Our next question comes from the line of James Hardiman of Wedbush Securities.

And I apologize if any of this has been answered, I was having some phone issues earlier, but a couple for me.

I just wanted to be clear, I guess outside of weather, is there anything that you would call out with respect to actual results diverging from how you expected them to look?

Obviously, we don't have nearly as much visibility on what you expect from an international front.

But it seems to me that the $600 million goal is such an important goal that either the margin of error was that slim or the risk from weather -- bad weather in May and June is even greater than we thought.

Or maybe there is something we can't see that moved out of this year and into next or something like that.

But it seems like a pretty significant goal to be subject to the whims of some weather here and there.

Can you help us out with that?

Yes, James, so the goal we set back in 2014 represented 8% growth, annual growth.

As we entered into this year, we felt very good about everything that we saw in terms of season pass sales.

Now it was an aggressive target for 2017.

The weather that we had in the second quarter was really focused around Memorial Day and the final 2 weeks in the quarter, which were pretty -- were certainly important weeks for the quarter.

And I think you may -- you may even have added in bonuses, but we've talked about the fact from an accounting perspective, it has to be more profitable than not and it just didn't achieve that standard in June.

But we still -- I can promise you we are working very hard to get to $600 million and to close the gap from where we are today to where we can achieve $600 million.

But just so I'm clear, it wasn't beyond the normal operations of your parks.

It wasn't that any of the international deals slips beyond sort of how you were thinking about them.

And I guess, more broadly, can you speak to the practice of booking the incentive comp earlier than you actually achieve those goals.

Is that a bad idea and will we see that in the future with respect to future goals?

So on the part of the question related to international, I'll take that and then I'm going to have Marshall talk about the incentive comp.

James, there were no international deals that slipped.

We saw a very strong quarter from international, very proud of that team and the performance there.

And there is no other item -- I mentioned earlier, you may not have heard it, but I'm disappointed with the quarter, the whole team is.

We would have preferred that it was a better quarter.

And we're going to step up our efforts to do as well as we can in the balance of the year and going forward.

But there was a lot that went right and it still was a record revenue and record EBITDA quarter, so a lot to be proud of.

But significant enough miss on attendance, which I believe will be seen around the industry because of weather that had led to this change that we've described of this not -- no longer being probable.

Marshall will talk to this, but so you know, the accounting definitions are very clear and the rules that we have to follow are very clear.

There's not a lot of room for maneuver to say, we're not going to accrue this or we are going to accrue this.

We have to follow those rules.

Correct Marshall?

That's right.

We actually began assessing it every quarter since the beginning of the project.

And in the third quarter, coming off of the tremendous season pass sales that we had, coming -- the Fright Fest that we were right in the midst of, we were firing on all cylinders, and we felt very good.

We felt it was probable we'd hit $600 million.

By the way, we continue that same assessment on 750 as well and so we assess that every quarter as we go and when we deem that probable, we will begin accruing that as well.

But Jim is right, the rules are very clear, and so we are bound by those rules.

And it would be very nice if all financial results were to follow a straight line, James, but they really don't and the reality is there are vagaries, there are things that crop up and can take you off course.

But if you look at our history and go back, we delivered on Project 350, we delivered on Project 500.

Our goal is to continue to work as hard as we can to get as close to $600 this year as we can and then to continue on track for Project 750.

Got it.

And then just lastly.

Just 2 quick clarifications.

Jim, I think to the -- in the answer to the first question, you made a comment about weather and that 2Q weather was bad, but also that something about ongoing weather also hasn't been kind.

Was that a reference to early July or July-to-date weather also being a negative?

And then I think there was also a comment made about incremental strategic investments made in international.

Not sure you talked about what those were and how those may pay off.

Can you just speak to those?

I think the second part, the international piece, I think as you've looked at our international revenues and profitability growing, we've continued to expand very carefully that team to make sure that we have the right support there and that we're -- and we have an appropriate base in place to be able to expand as aggressively as we have been and continue to do that.

So that what that referenced.

With regard to weather, again, I will not comment on this quarter, James.

I think everybody can see the weather, if you're on the East Coast, you know what it's been like.

But I'm not making any comment about the performance for this third quarter.

Our next question comes from the line of Tim Conder of Wells Fargo Securities.

Just one housekeeping item.

Marshall, do you have the international revenue that occurred during Q2?

Yes.

I do, Tim.

The revenue in Q2 was $12.6 million.

And the comparable?

The comparable was $3.5 million.

We've talked about in the past that the revenue is lumpy in the -- by quarter and so some quarters because of deliverables will be higher than others.

I think if you look at the full year, we've sort of given you parameters about what the additional 2 parks that we've signed in China this year will provide for the full year.

And so in terms of the quarter to quarter, it will be a little bit lumpy.

Our next question comes from the line of Ryan Sundby of William Blair.

Just to stay on international here.

With Wanda announcing plans, I guess, earlier this month to maybe step back from their theme park ambitions, just wanted to confirm that you and your partner haven't really seen any change in that market?

And maybe conversely does this open up opportunity for you to kind of expand there?

Or maybe highlights the value that having Six Flags as a partner provides to theme park developers there?

Well, Ryan, what a perfect question.

You're definitely keeping track of what's going on around the world.

It's very difficult for us to say this is the reason that Wanda pulled out or whatever.

But I can tell you what my belief is.

I think this is a great example, exactly as you just said, of the value that we provide to our international partners.

We have significant expertise in building and operating theme parks.

And I think that Wanda, they have their own decisions, probably issues within China that we'd never be aware of.

But I think that there are issues around market selection, site selection, ride selection, inexperienced running theme parks and just very fast movement to multiple theme parks and they are very, very difficult to build and run without expertise.

And I think it takes more than money and cranes to build a successful theme park.

And I think that's part of the challenge that they faced.

Six Flags has incredible intellectual property.

We have a history of running fantastic theme parks.

We have an internationally recognized brand, and we provide thrilling entertainment.

And our partner in China has been superb to deal with, and there is no pull back, no change, we're moving full speed ahead.

But we're targeting great locations, we're very, very careful in the way that we select our sites.

And we have a team that is lined up ready to ensure that we support our partner in their goal of adding new parks as we go along one step at a time.

Okay, great.

That's great to hear.

And then Jim, I guess, just kind of looking back in these last 16 months as you've had time to kind of digest your previous stint.

Is there something that I guess you've learned or you would do differently this -- as you kind of come back?

It's your second time around here.

Just in terms of that and/or maybe your perspective on the company, is there something that you'd like to change going forward?

There is nothing that I would change, Ryan.

I'm not sure if you heard my comments earlier, but I'm really excited to be back.

It's such a great company, such good people and so much potential.

I feel very good about that.

And the only comment that I made earlier is that, I really want to make sure that given the miss in the first half of the year versus expectations, we don't like that internally.

We want to perform, we're all shareholders, I mean, every single full-time employee at this company is a shareholder.

And with the strong foundations we have in place, it's our responsibility to execute and operate.

And I talked about focus and especially urgency in getting things done.

So I wouldn't change our strategy, I wouldn't change any of the key imperatives that we have, they're all the same, but I want to ensure that we're moving at the fastest pace to deliver.

That's the thing I would highlight.

And ladies and gentleman that was our final question.

I will now turn the floor back over to Mr. Jim Reid-Anderson for any additional or closing marks.

Thanks very much, Maria.

I really appreciate all of you joining us today and for your continuing support of Six Flags.

The challenges in the second quarter are short-term in nature.

And I want you to know that I'm really excited, just as I said then to Ryan, about our future as we continue to develop our unique growth opportunities and build long-term shareholder value.

I do also hope that you're able to visit one of our parks very soon to experience our incredible new lineup of new rides and attractions.

Take care, everyone.

Thank you, ladies and gentlemen.

This does conclude today's conference call.

You may now disconnect.