Texan set to block Cedar Fair sale

By TOM JACKSON Tuesday, February 9, 2010 11:50 PM EST

SANDUSKY





Texas investment banker Geoffrey Raynor has vowed to block the Cedar Fair deal with Apollo, and he now controls 9,383,176 'No' votes.

SEC documents show Raynor now controls 17 percent of Cedar Fair's outstanding units, up from the 9.8 percent he held Jan. 20. That's the biggest chunk of Cedar Fair units controlled by any single voter.

Apollo Global Management's $2.4 billion offer to buy Cedar Fair must win approval from two-thirds of the possible votes. Each outstanding unit represents one vote, so someone who holds 100 units casts 100 votes.

Those unitholders who don't vote will have their units automatically counted as 'No' votes.

Neuberger Berman, a New York asset management firm that controls the second-largest number of votes, also seeks to block the merger.

That company manages 9.6 percent of Cedar Fair's outstanding units and has full discretion on voting for 8.6 percent of Cedar Fair's units.

Raynor's spokesman, Tom Johnson, said Raynor sticks behind a news release that said he opposes the Apollo deal and considers Apollo's $11.50 per unit offer too low.

"Cedar Fair has numerous options to unlock the value in its units, but has thus far chosen to take the path that creates the least value for all of its unitholders," the release said in part. "(Raynor's company) believes other large holders intend to vote against the proposed transaction and urges all holders to do the same."

Cedar Fair's units, which had been trading above $12 in recent days, closed Monday at $11.86.

A voting deadline hasn't been set yet on the proposed merger, but it apparently will be announced any day now. The voting dates and other new details concerning the merger proposal will be included when Cedar Fair files its final proxy statement and mails it to unitholders.

"We expect it to be filed sometime in the near future," said Stacy Frole, director of investor relations for Cedar Fair.