strictly private and confidential...strictly private and confidential. stanley wang director,...

Strictly Private and Confidential

Stanley WangDirector, National Hospitality Group

Tel: (213) 943-1970

Cell: (586) 668-1114

Email: [email protected]

Disclaimer

1

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ACT ID ZAA0140405

Contacts

mailto:[email protected]

Table of Contents

I. Executive Summary

II. Operations Overview

III. In-Park Spending Overview

IV. Employee Overview

V. Industry & Competition

VI. Financial Overview

Appendix

2

Executive Summary

Let’s Make Someone’s Day

4

The goal is to make Raging Rivers WaterPark the heart of summer fun for the entire Midwest …

▪ With uniquely landscaped grounds that provide a naturally beautiful setting to enjoy …

▪ The greatest variety of water activities for the whole family, including a surf-action wave pool, lazy river, kiddie area, flume rides, slides, plus …

▪ Gift shop, food concessions and other fun attractions operating in a …

▪ Spotless, service orientated environment that is first-class in every respect

Source: Quote from Facebook

“I grew up going to Raging Rivers and the staff was always so helpful and kind. Their customer service and their EMT staff are excellent and always there when help is needed… I plan on visiting the park for many years to come as it is a great memory from my childhood and always a great time when I visit.”

-- Recent Guest

Investment Highlights

5

Attractive, unique asset

Ability to raise prices

Stable in a weak

economy

Continued season pass

penetration

Increased value from

potential hotel

development

Significant capital

previously invested in

the business

Strong management

team

Land available for park

expansion

Raging Rivers WaterPark, Inc. Overview

6

8Water Attractions

$143,0002018 Adj. EBITDA

~85,00010-Yr Avg. Annual Visitors

$1.7 million2018 Revenue

2,4442018 Season Pass Holders

Raging Rivers WaterPark, Inc. (“Raging Rivers” or the “Company”) is a destination water park located in Grafton, Illinois. The Company wasfounded in 1990 and continues to be owned by the founding family. With its 8 water attractions, Raging Rivers has been a destination of St. Louismetropolitan families seeking to escape the long, hot summers of St. Louis for 29 seasons.

In addition to the water park, the Company is surrounded by 143 acres of scenic, shovel-ready land that is available to further expand the waterpark as well as for a destination hotel with expansive views of the Mississippi River. The 143 acres has common ownership with Raging Rivers andis available for purchase in a separate transaction (see accompanying Palisades Confidential Information Presentation for additional information).

Long-Term Attendance Trends

7

Historical Long-Term Attendance (Guests in 000s)

Raging Rivers has welcomed roughly 3.0 million guests since opening in 1990. The Company is highly experienced and capable of operating in anyenvironment. Management has successfully navigated challenges over the years, including a 500-year flood in 1993, the opening of a major water parkcompetitor in 1999 and uncooperative weather.

Over its 29-season history, the Company has demonstrated that it has a solid foundation of annual attendance that translates into profits. There issignificant upside from increased attendance due to a highly scalable platform.

3.0 million guests served in 29 seasons

55.6

101.7 99.3

34.0

128.5

151.5

161.0 163.2

153.0

114.2

99.1

109.6

127.1 128.0

93.0

113.9 106.7

112.8

81.7

91.9

104.1 107.2

99.5

75.3 79.9

70.6 74.9

71.7 71.3

'90 '91 '92 '93 '94 '95 '96 '97 '98 '99 '00 '01 '02 '03 '04 '05 '06 '07 '08 '09 '10 '11 '12 '13 '14 '15 '16 '17 '18

Annual Attendance Historical Average 10-Yr Average

102.8

Closed for the summer in July due

to flood

84.6

Six Flags Hurricane

Harbor Opens

Days lost due to flooding

Financial Overview

Average Ticket Price 1

8

Attendance

Total Revenue Adjusted Normalized EBITDA

1 Defined as Net Ticket Revenue (net of discounts, fees and taxes) divided by Total Paying Visitors (i.e. excludes complimentary and Raging A’s tickets).

($ in Millions) ($ in Millions)

$1.7 $1.6

$1.7 $1.7 $1.7

13.0%

(6.2%)

9.6%

(2.8%) (0.7%)

2014 2015 2016 2017 2018

Revenue Growth %

$0.21 $0.19 $0.25

$0.10 $0.14

12.5% 12.4% 14.3%

6.2%

8.7%

2014 2015 2016 2017 2018

Adjusted EBITDA Margin %

$16.12

$17.55 $17.48 $17.44

$18.90

5.5% 8.9%

(0.4%) (0.2%)

8.4%

2014 2015 2016 2017 2018

Effective Ticket Price Growth %

79,859 70,561 74,943 71,701 71,262

6.0%

(11.6%)

6.2%

(4.3%)(0.6%)

2014 2015 2016 2017 2018

Attendance Growth %

13.1'' 14.4'' 13.1''

6.7'' 10.5'' 11.9''

23.9''

15.4''

7.4'' 9.8''

91.9 104.1 107.2 99.5 75.3 79.9 70.6 74.9 71.7 71.3

2009 2010 2011 2012 2013 2014 2015 2016 2017 2018

Season Total Rainfall Attendance (000s)

77°

82° 82° 82°

78°78° 79°

81°

79°80°

91.9 104.1 107.2 99.5 75.3 79.9 70.6 74.9 71.7 71.3

2009 2010 2011 2012 2013 2014 2015 2016 2017 2018

Avg. Temp for Season Attendance (000s)

Season Overview

Length of Season (in Days)

Note: Net Season Days defined as the number of days from Memorial Day Weekend to Labor Day (excluding planned closings) less full days closed due to weather

Source: Weather.gov

9

Season Commentary

Average St. Louis Metro Summer Temperature

For the last two seasons Raging Rivers has opened for the season on the Saturday of Memorial Day weekend and its last day open for the season wasLabor Day. The park was also closed Tuesday through Friday after Memorial Day and the two-week period (excluding weekends) before Labor Dayweekend due to difficulty in finding qualified lifeguards and lower attendance. The Company has tested different season lengths since 2007.

Attendance is greatly impacted by a number of factors out of the Company’s control – namely weather and length of season. In recent years the Companyhas had to deal with minor flooding, rain and abnormal temperatures.

Average St. Louis Metro Rainfall

▪ 2009: Cooler summer with rain. Several days closing early

▪ 2010: One of the best years for weather recently – only a few days with delayed openings and no full days lost

▪ 2011 & 2012: Very high temperatures with 27 days > 100 degrees

▪ 2013 & 2014: Mild temperatures and several days closed due to rain and flooding, including part of Memorial Day weekend

▪ 2015: Cool start in June and July with 12 entire days lost to rain

▪ 2016: Warm summer with no lost days due to rain

▪ 2017 & 2018: Hot, relatively dry weather

99 91 90 90

79 90

82 87 86 84

4

1 2 13

2 12 1 3

5

10 10 9 9 9 14

14 14 14

108

101 101 101 101 101

108

101 101 101

91.9 104.1 107.2 99.5 75.3 79.9 70.6 74.9 71.7 71.3

2009 2010 2011 2012 2013 2014 2015 2016 2017 2018

Net Season Days Closed Due to WeatherPlanned Closings Attendance (000s)

Guest Overview

10

Raging Rivers tracks multiple categories of guests visiting the park daily. An overview of the Company’s annual visitors is presented below.

Percentage of Guests Paying Full Price 1

Annual Guest Breakdown

Note: Events & Discounts not tracked prior to 20091 Calculated as (Daily all-day tickets sold – total number of discounts applied) / Total Number of Guests

Category Overview

▪ Consignment: Guests buying tickets through their employer

▪ Hotel: Guests receiving a discount for staying at local areahotels

▪ Group: Fifteen people or more for groups and 8 people ormore for birthday parties that are counted by entering throughturnstiles

▪ Complimentary: Two free tickets given to employees everypay period. Vendors receive 2,500 tickets annually. Company’sadvertising firm also uses tickets to leverage media trade

▪ Raging A’s Days: Free tickets given to K - 8 students forreceiving an A on their report card. The previous programrequired students to read a certain amount during the schoolyear. Over 600 area schools were invited to participate

▪ Season Pass: Season passholders visiting for the day

▪ Non-Swimmer (not visible): Guests who don’t participate inthe attractions

▪ After 3: Guests purchasing a daily ticket after 3pm andreceiving a $5 discount

▪ Senior Citizen: Guests 60+ in age

▪ Paid Child: Guests under 48” in height

▪ Paid Adult: Guests over 48” in height

▪ Events & Discounts: Special events such as Season PassBring A Friend Day (friend would be included here), companyevent, Make-A-Wish Event and Tour de Cure Diabetes BikeRide

2% 1% 2% 2% 3% 2% 2% 2% 2% 2%

47% 49% 49% 44% 39% 43%

38% 39% 40% 36%

5% 5% 5% 5%

5% 5%

5% 5% 5% 4%

4% 3%

4% 5% 5%

6%

5% 3%

5% 5%

13% 12% 13%

14%

14% 15%

17% 18% 20%

21%

10% 8% 8% 9%

10% 9% 9% 10%

7% 11%

11% 11% 11% 10% 15% 13% 14% 12% 12% 12%

3% 3% 2% 2% 3% 3% 3% 3% 3% 3%

3% 4% 3% 5% 5% 4% 5% 4% 3% 3%

2009 2010 2011 2012 2013 2014 2015 2016 2017 2018

26% 27% 26% 26% 21%

25% 23% 25% 29%

25%

2009 2010 2011 2012 2013 2014 2015 2016 2017 2018

Adjacent Land Offers Unique Opportunity to Enhance Value

11

Raging Rivers has approximately 152 acres of land adjacent to the park that can be used to develop a destination hotel as well as to expand the water park.Development of a destination hotel would likely create a significant amount of incremental traffic for the water park. A new hotel would also create theability to offer water park packages for guests during their stay. As outlined in the illustrative analysis below, the addition of a destination hotel createssignificant incremental value for the water park. Additional information on the adjacent land can be found in the accompanying Palisades ConfidentialInformation Presentation.

Incremental Value from Hotel – Sensitivity Analysis ($ in millions)1Illustrative Hotel Assumptions

1 All assumptions held constant except for those assumptions being sensitized.

Incremental Ticket Revenue Assumptions

Available Hotel Rooms 250

Average Daily Occupancy Rate x 60%

Average Number of Rooms Occupied Daily = 150

Average Net Season Days x 82

Rooms Occupied per Season = 12,360

Average Length of Stay (in days) ÷ 3

Estimated Number of Stays per Season = 4,120

Average Number of People per Stay x 4

Estimated Number of Hotel Guests per Season = 16,480

% of Guests Buying Water Park Passes x 50%

Estimated Number of Incremental Water Park Passes = 8,240

Average Price of Water Park Pass x $40.00

Incremental Ticket Revenue = $329,600

Incremental In-Park Revenue Assumptions

Estimated Number of Incremental Water Park Passes 8,240

Estimated Number of Visits per Guest x 2

Total Incremental Visitors per Season = 16,480

Per Capita Spending (Rental, Gift Shop & Food) x $7.12

Total Incremental In-Park Revenue = $117,303

Incremental Profit

Incremental In-Park Revenue $117,303

Incremental COGS - 45,067

Incremental In-Park Profit = 72,236

Incremental Ticket Revenue + 329,600

Total Incremental Profit = $401,836

Present Value of Incremental Profits @ 10.0% $4,018,361

$2.7 $3.3

$4.0 $3.2

$4.0 $4.8

$3.8

$4.7

$5.6

200 250 300

Number of Rooms

Number of Rooms & Occupancy Rate

50% Occupancy 60% Occupancy 70% Occupancy

$4.0 $5.0

$6.0

$3.2 $4.0

$4.8

$2.7 $3.3

$4.0

200 250 300

Number of Rooms

Number of Hotel Rooms & Discount Rate

8% Discount Rate 10% Discount Rate 12% Discount Rate

Resilient to Economic Downturns

12

Raging Rivers has successfully operated through three recessions in its history. The Company opened in July 1990 just as a recession was starting. Duringthe 2001 recession the Company managed to increase attendance ~11% over the previous year. During the Great Recession, which covered the 2008season, attendance fell 28%. However, 2008 was also affected by significant flooding, which resulted in the park being closed for 11 full days. Assuming thesame average daily attendance for 2008 for those days the park was closed, then adjusted attendance would have been ~93,600, resulting in a decline of17%.

The Company’s resilience to economic downturns is partly driven by its regional attraction. While super-regional parks such as the ones operated by CedarFair and Six Flags draw visitors from greater distances, Raging Rivers generally draws visitors within a closer radius. Because of this, during recessionaryperiods, many customers turn to regional operators, which can offer a staycation option at a lower cost than super-regional parks.

Historical Attendance

0

40,000

80,000

120,000

160,000

200,000

'90 '91 '92 '93 '94 '95 '96 '97 '98 '99 '00 '01 '02 '03 '04 '05 '06 '07 '08 '09 '10 '11 '12 '13 '14 '15 '16 '17 '18

Recession

Annual Attendance

Regional Overview

13

Raging Rivers is in the greater St. Louis Metropolitan Area, home to 2.8 million people and 19 Fortune 1,000 companies. Approximately 26 million peoplevisit St. Louis annually, taking in sights such as the world-famous St. Louis Arch and the St. Louis Zoo, which was recently voted the best U.S. zoo in the2017 10Best and USA TODAY Readers’ Choice contest. The metro area also has a major airport that is located only 40 minutes from the Company.

The PalisadesPere Marquette

State Park

Source: U.S. Census Bureau, Explore St. Louis and Fortune Magazine

Distance to St. Louis Area Landmarks

Pere Marquette

State Park

(in miles)

8

35

36

37

39

39

45

67

Operations Overview

Raging Rivers Attraction Overview

15

Raging Rivers has 8 water attractions for guests to enjoy, including water slides, a wave pool and multiple areas for smaller children. There are rides to suit allages, from the Swirlpool, which requires riders to be 48” and taller, to the kids area, Itty Bitty Surf City. The attractions are in pristine condition as theCompany performs significant daily and annual maintenance and has also upgraded equipment over the years in order to give guests the safest and mostenjoyable experience possible. The original cost of all of the equipment approached $2.0 million in the early 90’s and the Company has continued to invest inthe attractions over the years, further investing almost $500,000 to upgrade equipment.

Breaker Beach Wave Pool

Ride Description: 500,000 gallon pool that can be used with an inner tube or without. Wave cycle has 15 minutes rest then 7 minutes of 3 foot waves.

Height Restriction: No height restriction.

Date Put in Service: 1990

Initial Cost of Ride: $664,700

Significant Upgrades to Date: Various improvements over the years totaling ~$55,000.

Annual Cost: Annual operating chemical cost for a 90 day period is $13,500.

Cascade Body Flumes

Ride Description: Two flumes with one slide 518 feet and the other 512 feet in length. The slide can be used with an inner tube or without.

Height Restriction: Small children may ride on a parent’s lap without a tube. Single riders may ride with or without a tube.



Significant Upgrades to Date: ~$180,500 to paint and gel coat the body flumes in 2012, the first major repair job since installation.

Annual Cost: Shares a surge tank with Run-A-Way Raft and Shark Slide for a total annual chemical cost of $5,400.

Raging Rivers Attractions


16

Endless River

Ride Description: 2.5 MPH inner tube ride.

Height Restriction: Small children may ride with parent.



Significant Upgrades to Date: None to date.


Itty Bitty Surf City

Ride Description: Area designed for children that features two waterslides and two pools in addition to a rain tree and tunnel area.

Height Restriction: For guests 42" and under.



Significant Upgrades to Date: Various improvements over the years totaling $110,000, including $25,800 spent in 2016 for Westport Pools restoring and retrofitting all ride surfaces.


Run-A-Way Raft Ride

Ride Description: Concrete waterslide used with an inner tube. The ride is 600 feet long with three catch pools at the end.

Height Restriction: Must be able to carry own tube. One person per tube.



Significant Upgrades to Date: $51,900 spent in 1992 to reconfigure ride.

Annual Cost: Shares a surge tank with Cascade Body Flumes and Shark Slide for a total annual chemical cost of $5,400.


17

Swirlpool

Ride Description: Steep, enclosed tunnel flume leading into a bowl-like vortex that deposits riders into landing pool through a hole in the bowl. Riders reach speeds of almost 40 miles per hour in the flume.

Height Restriction: Must be 48” or taller and a strong swimmer. Deepest water in park at 7’.



Significant Upgrades to Date: Various improvements over the years totaling $71,200, including $55,600 to gel coat seams in 2015 and 2016.

Annual Cost: Total annual cost is $2,350. Chemicals cost $1,350 and maintenance costs $1,000.

Shark Slide

Ride Description: Flume 45 feet long that deposits into a landing catch pool. The ride has a relaxation pool before entering. The slide is used with an inner tube.

Height Restriction: Must be able to carry own tube. One person per tube.


Initial Cost of Ride: N/A

Significant Upgrades to Date: Reconfiguration in 1991.

Annual Cost: Shares a surge tank with Cascade Body Flumes and Run-A-Way Raft Ride for a total annual chemical cost of $5,400.

Tree House Harbor

Ride Description: 3,600 square foot pooled area for kids of all ages. Features water cannons, jets, two tunnel slides, a 1,000 gallon tippable water bucket, a crawl tunnel, a 16-foot waterfall, and a 7-foot water curtain.

Height Restriction: Fun for all ages. Slide only for children.



Significant Upgrades to Date: None to date.


$272,221

$39,049 $26,263

$12,066

$40,814 $25,079

$4,500 $38,728

$38,800

$54,695

$17,009

$272,221

$43,549

$64,991

$50,866

$95,509

$42,087

2012 2013 2014 2015 2016 2017

Capital Expenditures Long-Term Operating Expenses

Raging Rivers Stringent Maintenance Program

18

The Company has routinely reinvested in the business, having spent money on ride and park improvements as well a stringent maintenanceprogram, all in order to give guests the best experience possible. In addition to long-term capital expenditures, Raging Rivers has implemented arigorous approach to daily and annual maintenance in order to maintain the look of the park.

Historical Capital Expenditures In-Season Maintenance

Annual Maintenance Procedures

▪ The Company spends approximately $20,000 annually to repaint the park as well as pools on the property

▪ Body flumes are cleaned and waxed in the spring

$180,425 for

painting and

gel coating

Cascade Body

Flumes

$27,800 each

year for gel

coating

Swirlpool 1

$36,895

to replace

concrete

▪ All tabletops and chairs throughout the park are checked for cleanliness and/or cleaned daily

▪ Meeting with Director of Operations to insure the quality and cleanliness of water as well as required water levels

▪ Slides checked inside and out, as well as supports, for any potential issues

▪ Main sidewalks through the park power washed daily

▪ Wave pool deck and other concrete areas power washed as needed or in rotation

▪ Pools cleaned daily. Most are vacuumed and skimmed while the wave pool is vacuumed twice a week unless needed sooner

▪ Pool chemicals checked 3x daily and chemicals added as necessary

▪ Parking lot and bathrooms cleaned daily. Bathrooms inspected hourly

▪ Food thermostats checked 2x daily

1 2016 payment is net of a $10,000 grant

$19,400 to

construct the

Pavilion

Raging Rivers has an Impressive Safety Record

19

Raging Rivers takes pride in its safety record over its 29 seasons. Guest safety is the Company’s number one priority, which is evident in the lownumber of incidents and payouts.

Lifeguards by far have the greatest impact on park safety. These employees are thoroughly screened, tested and chosen on the basis of highlycompetitive standards. All lifeguards are Red Cross certified and are specially trained in water park lifesaving techniques. Lifeguards are on the frontlines in ensuring the Company’s standards are upheld. These standards include providing guests with safe, clean family fun, which is only possibleby establishing the highest safety standards, the most courteous and friendly staff, as well as exhibiting the cleanest park possible.

In addition to lifeguards, the Company also employs medical professionals who are able to quickly respond to any injuries in the park.

Historical Number of Incidents and Guest Accident Expense 1Lifeguard Overview

▪ Red Cross certified and specially trained in water park lifesaving techniques

▪ Thoroughly screened and tested

▪ Attend a safety briefing each day

▪ Trained on detailed operating procedures for all attractions

▪ Assigned a detailed rotation schedule each day

1 2012 payout consisted of $10,000 paid out for an incident from 2007

0

8

3

2

3

2

$14,000

$928

$4,070

$1,000

$2,000 $1,762

2012 2013 2014 2015 2016 2017

# of Incidents Guest Accident Expense

In-Park Spending Overview

In-Park Spending Overview

21

In-park spending is a significant source of revenue and profits for a water park. In 2018, in-park spending accounted for ~40% of total revenue. There aremultiple ways in which a guest can spend money at the park in addition to ticket purchases. These include food and beverage, which represents the largestamount of in-park purchases, rental revenue, parking revenue and gift shop revenue.

In addition to being a large contributor to the top line, in-park spending is also generally more predictable and an easier tool to affect the top line than isincreasing attendance. Increasing revenue through attendance involves a number of factors, many of which are out of the Company’s control, such asweather. However, in-park spending metrics are generally more predictable and more easily affected and controlled by management’s decisions.

2018 Per Capita Spending BreakdownHistorical per Capita Spending 1

1 Rental includes season pass add-ons

$11.58 $11.03 $12.17

$13.18 $13.31 $13.77 $13.20

$0.81 $0.81

$0.78 $0.95 $0.93

$0.99 $0.81

$0.83 $0.93

$0.95

$1.06 $1.11 $1.17

$1.16 $1.02

$1.03

$1.01

$1.00 $1.00 $0.98

$0.97 $4.78

$4.78

$4.99

$5.61 $5.46 $5.78

$5.78 $0.57

$1.03

$1.00 $0.37

$1.05

$19.58 $19.60

$20.89

$22.18 $22.87 $23.25

$21.92

2012 2013 2014 2015 2016 2017 2018

Effective Ticket Price Gift Shop per Capita

Rental Revenue per Capita Parking per Capita

Food Revenue per Capita Other Revenue per Capita

CAGR

4.0%

3.2%

5.9%

0.0%

3.6%

(0.9%)

(100.0%)

Effective Ticket Price60%

Gift Shop per Capita

4%

Rental Revenue per Capita

5%

Parking per Capita

5%

Food Revenue per Capita

26%

Raging Rivers has Multiple Food & Beverage Options

22

Raging Rivers Food & Beverage Options

Food and beverage sales are a significant source of revenue (~26% in 2018) and profit for Raging Rivers. In 2018, food and beverage generatedapproximately $413,000 in revenue. On average, a typical visitor that entered the park in 2018 spent $5.78 on food and beverage, up ~21% from $4.78 in2012.

Several long-established food and beverage options are available for guests visiting Raging Rivers. Surfside Café offers typical amusement park dining optionssuch as cheeseburgers, hot dogs, pizza, fries and more. Mexican food, as well as funnel cakes, can be found at Casa Grande while Riverside Grille offerschicken strips, hot dogs and other snacks. For those guests wanting something cold, there is also a Dippin Dots kiosk in addition to ice cream sold at theother eating locations.

Food is supplied by Kuna Foodservice and the Company’s beverages are supplied by Pepsi. The park also offers Budweiser, Bud Light, Michelob Ultra,Corona and other beers supplied by Donnewald and Robert Chick Fritz as well as alcoholic mixed drinks with liquor supplied by Southern Glazer’s ofIllinois. The Company estimates alcohol and beer sales to be approximately $20,000 annually. Alcohol sales are limited somewhat by the Company’s policyof limiting alcohol consumption to certain areas rather than allowing guests to take alcoholic beverages back to their seats in the park.

Souvenir Cup Overview

▪ Raging Rivers offers guests the option to buy a 32 ounce souvenir cup

▪ The cup costs $14.99 plus tax

▪ Guests can get free refills on the first day and $1 refills for the rest of the season

▪ Approximately 1,500 souvenir cups are sold each season

Rental Overview

23

Rental revenue is a source of relatively stable, high margin revenue generated through three primary sources – lockers, cabanas and tubes, which come in theform of a double or single-rider tube. These rental sources required large up-front capital expenditures, however each incremental dollar of revenue requiresvery little incremental cost in the form of a sales person, who is highly leverageable.

Raging Rivers has a long history in rental as lockers and tubes have been rented since the Company’s founding in 1990. In 2013, the Company constructed 3cabanas available for rent and has since constructed 4 additional cabanas. Guests have responded favorably to the new cabanas resulting in approximately a50% utilization rate throughout the season. The utilization rate increases on weekends at a time when prices are higher by $15 per cabana.

Historical Rental per CapitaCabana Overview

▪ 7 total available, constructed from 2013 through 2017

▪ $80 rental rate Monday – Thursday

▪ $95 rental rate Friday – Sunday

▪ Includes a dining table with six chairs and two chaise lounge chairs

▪ 15% off merchandise sales

▪ One free locker

▪ 8 guests included in price

$0.73 $0.69 $0.72 $0.72 $0.75

$0.67

$0.10 $0.18

$0.24 $0.28

$0.31 $0.38

$0.76

$0.84 $0.87

$0.96 $1.00

$1.06 $1.05

2012 2013 2014 2015 2016 2017 2018

Lockers & Tubes Cabanas

Employee Overview

Employee & Management Overview

25

Scott Adams

President

Mary Toppmeyer

Accounting

Connie Clark

Group Sales

Terry Flowers

Maintenance

Donna Morgan

Vice President, General Manager

Jeff Hughes

Operations

Raging Rivers has 6 full-time salaried employees with Donna Morgan managing the day-to-day operations of the Company. The full-time team,with an average experience of ~21 years with the Company, is highly experienced in the water park industry. During the season the total number ofemployees increases to ~150 as seasonal employees come on board as lifeguards, food service employees, gift shop employees, admissionsemployees as well as other seasonal positions.

Note: Solid boxes are full-time employees and empty boxes are seasonal. Numbers shown represent total seasonal hires.

Accounting

(3)

Office

(4)

Work Crew

(6)

House &

Grounds

Manager

Admissions

Manager

Lifeguards

(40)

Gift

Shop

(3)

EMT

(6)

Food

Service

(42)

Supervisor

(1)

House &

Grounds

(11)

Lifeguard

Manager

Lifeguard

Supervisor

(3)

EMT

Manager

Admissions

(16)

Supervisor

(1)

FS

Manager

FS

Supervisor

(2)

Part-Time Employee Overview

26

Raging Rivers depends heavily on season employees as they make up nearly all of the employees during the Company’s revenue generating period.Seasonal employees are recruited through multiple channels, including the Company’s website, TV advertisements, newspaper advertisements,Facebook and email campaigns. The Raging Rivers website and word of mouth are the primary sources of seasonal hires. The Company has beensuccessful in recruiting seasonal employees over the years and estimates approximately 50% come back the following season.

Seasonal employees generally make minimum wage for Illinois, which is currently $8.25 an hour. Seasonal employees in a managerial and supervisorrole generally make between $8.75 to $18.00 an hour based on experience and responsibilities.

Seasonal Pay Rates ($ per hour)Seasonal Employee Count

45

44

18

13

7

6

4

3

3

Food Service

Lifeguards

Admissions

House & Grounds

EMT

Work Crew

Office

Accounting

Gift Shop

$18.00

$12.00

$12.00

$11.50

$10.00

$8.75

$8.25

Food Service Manager

EMT Manager

Other Managers

Food Service Supervisor

EMT Employee

Other Supervisors

Hourly Employee

Leadership Team Biographies

27

Scott AdamsPresident

28 Years Experience

Donna MorganVice President, General

Manager

28 Years Experience

Mary ToppmeyerAccounting

10 Years Experience

Donna Smith Morgan is the Vice President and General Manager of Raging Rivers. She is responsible for the day-to-dayoperations of the Park during season, as well as overseeing maintenance, repairs and planning during the wintermonths.

Ms. Morgan has been with Raging Rivers since it began construction and became General Manager in 2011. Prior to becomingGeneral Manager, she held several roles at the Park, including office manager, public relations, financial accounting,marketing andoperations.

Her business affiliations include Grafton Chamber of Commerce, River Bend Growth Association, WorldWaterpark Association, Alton Convention & Visitor's Bureau, St. Louis Regional Growth Association and St.Louis Attractions Association.

Mary Toppmeyer is the park accountant. She has been employed fulltime for over 10 years. Ms. Toppmeyer workedat Raging Rivers during high school and college for the summer and part-time in the off season in House andGrounds, Office and Accounting. Prior to Raging Rivers Ms. Toppmeyer worked as an accountant at two CPA firmsin Godfrey, IL and Edwardsville, IL. At Raging Rivers she is in charge of the preparation of bank reconciliations,financial statements, winter budgets, new employee paperwork and payroll, sales and city tax, expense payment, andassisting with sales.

Scott Adams is the President of Raging Rivers. Mr. Adams’ responsibilities include overall park design anddevelopment, managing the Company’s finances and setting the Company’s overall strategy. He has been with RagingRivers since the Company’s founding in 1990. Mr. Adams is one of the original founders of the Company.

In addition to being President of Raging Rivers, Mr. Adams is President of H. Adams Development Co. where hisresponsibilities include overall management of commercial rental properties and land developments. Mr. Adams hasbeen in the professional real estate business since 1975. He also serves as President and principal broker of S. AdamsAgency, Inc where he is responsible for leasing and sales activities.

Mr. Adams was Co-Chairman of the Grafton, Illinois Flood Relief Committee during the flood of 1993, working withcity, county, state and federal officials and agencies to raise over $20 million in public and private funding to rebuildthe infrastructure of the City of Grafton to prepare for the regrowth and expansion of residential, commercial andrecreational facilities in Grafton.

Mr. Adams has several business affiliations including the Greater Gateway Association of Realtors, Illinois andNational Association of Realtors, Grafton Chamber of Commerce and River Bend Growth Association.

Leadership Team Biographies

28

Connie ClarkGroup Sales

20 Years Experience

Terry FlowersMaintenance

11 Years Experience

Jeff HughesOperations

26 Years Experience

Terry Flowers is the Maintenance Manager for Raging Rivers. He has been a team member for eleven years andcurrently serves as a manager during the season. Mr. Flowers is involved in all aspects of the outside operations of theCompany. He is responsible for maintenance and repairs during the summer season. In the off season Mr. Flowersmakes park improvements such as building bridges, improving walkways, building and repairing cabanas, repairingdecks as well as other long-term projects.

Jeff Hughes is the full time Pool Technician and Grounds Keeper for Raging Rivers. He has been a team member for26 years. His previous experience includes working as a barge deck hand on the Mississippi River. Mr. Hughes isresponsible for testing the pool water and making any necessary adjustments to the water chemistry to meet allstandards. He maintains the filtration/circulation systems, including regular backwashing of the filter systems, and alsoorders all pool chemicals. His responsibilities include hiring, training and managing the grounds crew during thesummer season. This crew, consisting of 13 people, manages the grounds and includes mowing, trimming, mulching,pressure washing as well as other activities when required.

Connie Clark is the Company’s Sales Director and Office Manager. She has been employed full time for over 20 years.Ms. Clark worked at Raging Rivers part-time while in high school and worked in the admissions department during thesummers while attending college. She became the Admissions Supervisor for her final two summers of college.Following graduation, Ms. Clark was employed full time as the Group Sales Director. At Raging Rivers Ms. Clark is incharge of group sales, consignment ticket sales and the Raging A’s Program. She also trains and manages the office andadmission staff, oversees the Company’s social media, and is the in house IT department.

Industry & Competition

Industry Overview

30

The water park industry in the U.S. is relatively mature. Barriers to entry for the industry are very high due to zoning restrictions, land costs andcapital requirements. Because of these dynamics there have been few new entrants in recent years. The most notable new park in recent years wasthe Schlitterbahn park in Kansas City.

The water park industry, and theme park industry in general, is exposed to standard leisure industry risks, including consumer confidence,employment, discretionary spending and gasoline prices, among others. In addition to the typical economic risks, water parks are also sensitive toevents beyond their control, including adverse weather and terrorism.

Attractive Macro Tailwinds

Note: Shaded areas represent recessionary periodsSource: Conference Board, Bureau of Labor Statistics, Capital IQ and U.S. Bureau of Economic Analysis

0

40

80

120

160

'00 '02 '04 '06 '08 '10 '12 '14 '16 '18

Consumer Confidence

Jul '19: 135.7

2%

4%

6%

8%

10%

'00 '02 '04 '06 '08 '10 '12 '14 '16 '18

Unemployment Rate

Jul '19: 3 .7%

(10%)

(5%)

0%

5%

10%

'00 '02 '04 '06 '08 '10 '12 '14 '16 '18

Real GDP Growth

Q2 '19: 2 .1%

$0

$1

$2

$3

$4

'00 '02 '04 '06 '08 '10 '12 '14 '16 '18

Gasoline Prices ($ per Gallon)

A ug '19: $1.72

Competition Overview

31

Water parks offer one of the best values for leisure consumers in the U.S., particularly when taking into account the value from a season pass.Raging Rivers, in particular, compares very favorably to other leisure activities in the St. Louis Metro area. In addition to the absolute dollar value ofthe ticket, guests are able to enjoy the water park for over seven hours, versus only two to four hours for a movie or professional sporting event.

Major competition for Raging Rivers includes Six Flags Hurricane Harbor, St. Louis Zoo, St. Louis Arch, St. Louis Cardinals and the St. LouisScience Center. In addition, there are several smaller water parks owned by local area cities. These water parks are generally smaller in nature withfewer attractions. Ownership views smaller water parks as incubators that introduce children to the water park concept and gets them excited forlarger, more exciting attractions. Selected competition for Raging Rivers customers is shown below.

Selected Local Water Park Competition

Source: Competition’s websites and equity research

Value of Entertainment

Event Cost Hrs. Cost / Hr.

Raging Rivers WaterPark Season Ticket $14.17 8.0 $1.77

Raging Rivers WaterPark Daily Ticket 24.95 8.0 3.12

Minor League Baseball Game 15.89 2.7 5.89

Regular Movie 14.17 2.1 6.75

IMAX Movie 21.17 2.4 8.82

Average Concert 50.00 3.0 16.67

MLB Game 52.92 2.8 18.90

MLS Game 35.00 1.8 19.44

NASCAR Race 92.16 3.3 27.93

NBA Game 83.40 2.3 36.26

NFL Game 119.65 3.1 38.60

NHL Game 90.90 2.3 39.52

Note: Raging Rivers tickets shown are full price. Season ticket shown

assumes $85 price and six visits per season to arrive at an average

cost per visit.

Distance Daily Season Pass Number of

Water Park Ownership (in miles) Ticket Individual Family 1, 2, 3 Attractions

White Birch Bay

Aquatic Center

City of Hazelwood,

MO33.2 $9.00 $107.50 $54.38 6

Splash City Family

Water Park

Collinsville Area Rec

District34.7 12.50 180.00 145.00 7

AquaportCity of Maryland

Heights, MO41.7 12.50 120.00 50.00 7

Six Flags Hurricane

HarborSix Flags 67.0 68.99 144.99 NA 11

1 White Birch family packages priced as a group. Price shown is average price per person for a family of four.2 Splash City family packages assumes price paid per person for two people. Each additional person is an average of $70 per person.3 Aquaport family packages assumes average price per person for a family of four.

Note: Six Flags ticket price includes admission to theme park

Note: City-owned ticket pricing assumes average of resident and non-resident pricing.

Note: All ticket prices shown are marquee prices before any discounts.

Financial Overview

Historical Financial Performance

33

Summary Financials

Fiscal Year Ending December 31,

2014 2015 2016 2017 2018

Total Visitors 79,859 70,561 74,943 71,701 71,262

Growth % 6.0% (11.6%) 6.2% (4.3%) (0.6%)

Total Net Ticket Revenue $971,701 $930,001 $997,742 $987,376 $987,762

Gift Shop Revenue 61,892 66,884 69,830 71,339 52,151

Total Rental Revenue 69,543 67,746 74,938 75,757 74,596

Parking Revenue 80,734 70,837 74,958 70,188 69,557

Season Pass Add-On Revenue 6,080 6,780 8,425 8,020 9,085

Total Food Revenue 398,321 396,153 409,405 414,215 412,532

Phillips 66 Tropical Night 26,229 27,534 32,246 0 0

Other Revenue 53,809 (1,196) 46,751 39,974 49,577

Total Revenue 1,668,309 1,564,739 1,714,295 1,666,870 1,655,260

Growth % 13.0% (6.2%) 9.6% (2.8%) (0.7%)

Cost of Sales 214,772 199,507 214,431 222,516 217,280

Gross Profit 1,453,537 1,365,231 1,499,864 1,444,353 1,437,979

Margin % 87.1% 87.2% 87.5% 86.7% 86.9%

Total SG&A 1,307,096 1,247,860 1,333,249 1,363,782 1,317,829

Miscellaneous Income 2,709 7,236 3,017 3,320 3,750

Sponsorship Income 8,000 8,000 8,000 6,000 6,000

Unadjusted EBITDA 157,150 132,607 177,632 89,891 129,901

Margin % 9.4% 8.5% 10.4% 5.4% 7.8%

Total Adjustments 52,099 61,621 68,035 13,650 13,365

Adjusted EBITDA 209,249 194,228 245,666 103,541 143,266

Margin % 12.5% 12.4% 14.3% 6.2% 8.7%

Depreciation 85,427 81,898 80,982 74,315 0

Adjusted EBIT $123,822 $112,330 $164,684 $29,226 $143,266

Margin % 7.4% 7.2% 9.6% 1.8% 8.7%

EBITDA Adjustments

34

Below are adjustments made to normalize EBITDA from season to season. Those items highlighted in purple are expenses for long-term repairsexpected to last into the future, similar in nature to a capital expenditure. It is expected that these repairs will not recur during the forecast period and,in certain cases, will last well beyond the next five years. Because of this, these items have been added back to historical EBITDA in order to makethe historical period comparable to the forecast period.

▪ Scott Adams Salary: Owner’s salary, which is expected to be eliminated after the sale.

▪ L-T Breaker Box Replacement: Upgraded outdated box that was the original box installed before opening in 1990.

▪ L-T Pumps / Motors Replacement: Cost of rehabbing and updating the lift station. This maintenance was last performed in 1999.

▪ Legal Fees Related to New Loan: Company incurred legal fees in conjunction with refinancing an existing bank loan.

▪ Gel Coated Seams Swirlpool #1: Company decided to gel coat the seams for a more enjoyable guest experience.

▪ L-T Electric Panel Replacement: Replaced aging electric panel.

▪ Gel Coated Seams Swirlpool #2: Company decided to gel coat the seams for a more enjoyable guest experience.

▪ Concrete Replacement: Company performed significant concrete repair above the normal level of repair.

▪ Meals & Entertainment: The Company estimates ~50% of meals and entertainment are owner-related expenses.

▪ Donations: Donations made at the direction of ownership and expected to be eliminated after the sale.

EBITDA AdjustmentsFiscal Year Ending December 31,

2014 2015 2016 2017 2018

Reported EBITDA $157,150 $132,607 $177,632 $89,891 $129,911

Scott Adams Salary 12,480 12,480 12,480 12,480 12,480

L-T Breaker Box Replacement 16,620 0 0 0 0

L-T Pumps/Motors Replacement 22,108 0 0 0 0

Costs Related to New Loan 0 9,595 0 0 0

Gel Coated Seams Swirlpool #1 0 27,800 0 0 0

L-T Electric Panel Replacement 0 11,000 0 0 0

Gel Coated Seams Swirlpool #2 0 0 17,800 0 0

Concrete Replacement 0 0 36,895 0 0

Meals & Entertainment 541 546 710 870 385

Donations 350 200 150 300 500

Total Adjustments 52,099 61,621 68,035 13,650 13,365

Total Adjusted EBITDA $209,249 $194,228 $245,666 $103,541 $143,276

Appendix

Raging Rivers Representative Food & Beverage Menus

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37


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