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Theme Parks: Palace Entertainment Holdings, LLC Proposes an Offering of $430 Million of Senior Secured Notes Due 2017

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Palace Entertainment Holdings, LLC (“Palace”), announced its intention to sell, subject to market and other conditions, $430 million aggregate principal amount of senior secured notes due 2017 (the “Notes”) in a private placement. The Notes will be fully and unconditionally guaranteed on a senior secured basis by all material domestic subsidiaries of Palace.

Palace intends to use the proceeds from the offering, along with available cash and equity contributions of shareholders, to refinance existing debt and to pay related transaction fees and expenses.

The Notes and related guarantees have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or any state securities laws. The Notes may not be offered or sold within the United States or to U.S. persons, except to “qualified institutional buyers” in reliance on the exemption from registration provided by Rule 144A under the Securities Act and outside the United States to certain non-U.S. persons in offshore transactions in accordance with Regulation S under the Securities Act. Therefore, the Notes are subject to restrictions on transferability and resale, and may not be transferred or resold absent an effective registration statement or an applicable exemption from such registration requirements of the Securities Act. You are hereby notified that sellers of the Notes may be relying on the exemption from the provisions of Section 5 of the Securities Act provided by Rule 144A.

This press release does not constitute an offer to sell or solicitation of an offer to purchase with respect to, Notes or other securities, nor shall there be any sale of the Notes in any state or jurisdiction in which such offer, solicitation or purchase would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.

About Palace Entertainment

Palace Entertainment owns and operates 40 parks nationwide, including water parks, family entertainment centers, theme parks and animal parks. Palace entertains millions of guests annually and is the largest operator of water parks and family entertainment centers in the nation. See www.palaceentertainment.com for more information.

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