Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2017 | Jul. 31, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | CNK | |
Entity Registrant Name | Cinemark Holdings, Inc. | |
Entity Central Index Key | 1,385,280 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Large Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 116,468,044 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 | |
Current assets | |||
Cash and cash equivalents | $ 504,179 | $ 561,235 | |
Inventories | 18,388 | 16,961 | |
Accounts receivable | 72,401 | 74,993 | |
Current income tax receivable | 4,108 | 7,367 | |
Prepaid expenses and other | 19,333 | 15,761 | |
Total current assets | 618,409 | 676,317 | |
Theatre properties and equipment | 3,192,491 | 3,059,754 | |
Less: accumulated depreciation and amortization | 1,435,505 | 1,355,218 | |
Theatre properties and equipment, net | 1,756,986 | 1,704,536 | |
Other assets | |||
Goodwill | [1] | 1,292,927 | 1,262,963 |
Intangible assets - net | 335,011 | 334,899 | |
Investments in and advances to affiliates | 106,345 | 98,317 | |
Long-term deferred tax asset | 2,139 | 2,051 | |
Deferred charges and other assets - net | 40,992 | 37,555 | |
Total other assets | 1,979,130 | 1,925,780 | |
Total assets | 4,354,525 | 4,306,633 | |
Current liabilities | |||
Current portion of long-term debt | 7,099 | 5,671 | |
Current portion of capital lease obligations | 23,051 | 21,139 | |
Current income tax payable | 3,766 | 5,071 | |
Current liability for uncertain tax positions | 10,731 | 10,085 | |
Accounts payable and accrued expenses | 361,239 | 401,259 | |
Total current liabilities | 405,886 | 443,225 | |
Long-term liabilities | |||
Long-term debt, less current portion | 1,782,104 | 1,782,441 | |
Capital lease obligations, less current portion | 228,854 | 234,281 | |
Long-term deferred tax liability | 149,415 | 135,014 | |
Long-term liability for uncertain tax positions | 8,209 | 8,105 | |
Deferred lease expenses | 41,629 | 42,378 | |
Other long-term liabilities | 45,875 | 44,301 | |
Total long-term liabilities | 2,613,218 | 2,590,448 | |
Commitments and contingencies (see Note 16) | 0 | 0 | |
Cinemark Holdings, Inc.'s stockholders' equity: | |||
Common stock, $0.001 par value: 300,000,000 shares authorized, 120,992,302 shares issued and 116,468,248 shares outstanding at June 30, 2017 and 120,657,254 shares issued and 116,210,252 shares outstanding at December 31, 2016 | 121 | 121 | |
Additional paid-in-capital | 1,134,886 | 1,128,442 | |
Treasury stock, 4,524,054 and 4,447,002 shares, at cost, at June 30, 2017 and December 31, 2016, respectively | (76,332) | (73,411) | |
Retained earnings | 516,830 | 453,679 | |
Accumulated other comprehensive loss | (251,969) | (247,013) | |
Total Cinemark Holdings, Inc.'s stockholders' equity | 1,323,536 | 1,261,818 | |
Noncontrolling interests | 11,885 | 11,142 | |
Total equity | 1,335,421 | 1,272,960 | |
Total liabilities and equity | 4,354,525 | 4,306,633 | |
NCM | |||
Other assets | |||
Investment in NCM | 201,716 | 189,995 | |
Long-term liabilities | |||
Deferred revenue - NCM | $ 357,132 | $ 343,928 | |
[1] | Balances are presented net of accumulated impairment losses of $214,031 for the U.S. operating segment and $27,622 for the international operating segment. |
CONDENSED CONSOLIDATED BALANCE3
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2017 | Dec. 31, 2016 |
Statement Of Financial Position [Abstract] | ||
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 120,992,302 | 120,657,254 |
Common stock, shares outstanding | 116,468,248 | 116,210,252 |
Treasury stock, shares | 4,524,054 | 4,447,002 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF INCOME - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Revenues | |||||
Admissions | $ 449,880 | $ 456,075 | $ 926,349 | $ 891,895 | |
Concession | 262,322 | 253,592 | 530,546 | 491,407 | |
Other | 38,993 | 34,737 | 73,910 | 65,971 | |
Total revenues | 751,195 | 744,404 | 1,530,805 | 1,449,273 | |
Cost of operations | |||||
Film rentals and advertising | 246,556 | 250,421 | 499,374 | 483,335 | |
Concession supplies | 41,839 | 39,208 | 83,939 | 75,111 | |
Salaries and wages | 89,812 | 84,237 | 174,013 | 159,373 | |
Facility lease expense | 82,388 | 80,252 | 166,650 | 159,056 | |
Utilities and other | 91,053 | 89,130 | 179,410 | 170,507 | |
General and administrative expenses | 37,834 | 35,987 | 76,050 | 73,853 | |
Depreciation and amortization | 59,137 | 52,358 | 116,493 | 101,687 | |
Impairment of long-lived assets | 4,301 | 1,425 | 4,574 | 1,917 | |
Loss on sale of assets and other | 54 | 5,824 | 888 | 4,045 | |
Total cost of operations | 652,974 | 638,842 | 1,301,391 | 1,228,884 | |
Operating income | 98,221 | 105,562 | 229,414 | 220,389 | |
Other income (expense) | |||||
Interest expense | [1] | (26,522) | (27,262) | (52,891) | (55,321) |
Loss on debt amendments and refinancing | (246) | (98) | (246) | (13,284) | |
Interest income | 1,380 | 2,013 | 2,713 | 3,365 | |
Foreign currency exchange gain (loss) | (155) | 512 | 1,434 | 2,398 | |
Distributions from NCM | 2,772 | 193 | 9,560 | 8,736 | |
Equity in income of affiliates | 5,805 | 5,065 | 15,865 | 12,207 | |
Total other expense | (16,966) | (19,577) | (23,565) | (41,899) | |
Income before income taxes | 81,255 | 85,985 | 205,849 | 178,490 | |
Income taxes | 29,445 | 31,617 | 73,845 | 65,076 | |
Net income | 51,810 | 54,368 | 132,004 | 113,414 | |
Less: Net income attributable to noncontrolling interests | 571 | 462 | 1,037 | 983 | |
Net income attributable to Cinemark Holdings, Inc. | $ 51,239 | $ 53,906 | $ 130,967 | $ 112,431 | |
Weighted average shares outstanding | |||||
Basic | 115,785 | 115,576 | 115,707 | 115,411 | |
Diluted | 116,072 | 115,758 | 116,020 | 115,660 | |
Earnings per share attributable to Cinemark Holdings, Inc.'s common stockholders | |||||
Basic | $ 0.44 | $ 0.46 | $ 1.12 | $ 0.97 | |
Diluted | 0.44 | 0.46 | 1.12 | 0.97 | |
Dividends declared per common share | $ 0.29 | $ 0.27 | $ 0.58 | $ 0.54 | |
[1] | Includes amortization of debt issue costs. |
CONDENSED CONSOLIDATED STATEME5
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Net income | $ 51,810 | $ 54,368 | $ 132,004 | $ 113,414 |
Other comprehensive income (loss), net of tax | ||||
Unrealized gain due to fair value adjustments on interest rate swap agreements, net of settlements, net of taxes of $0, $20, $0 and $138 | 0 | 33 | 0 | 234 |
Other comprehensive income (loss) in equity method investments | (95) | 146 | 103 | (176) |
Foreign currency translation adjustments | (18,401) | 24,887 | (3,508) | 38,667 |
Total other comprehensive income (loss), net of tax | (18,496) | 25,066 | (3,405) | 38,725 |
Total comprehensive income, net of tax | 33,314 | 79,434 | 128,599 | 152,139 |
Comprehensive income attributable to noncontrolling interests | (571) | (473) | (1,037) | (1,003) |
Comprehensive income attributable to Cinemark Holdings, Inc. | $ 32,743 | $ 78,961 | $ 127,562 | $ 151,136 |
CONDENSED CONSOLIDATED STATEME6
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Statement Of Income And Comprehensive Income [Abstract] | ||||
Unrealized gain due to fair value adjustments on interest rate swap agreements, taxes | $ 0 | $ 20 | $ 0 | $ 138 |
CONDENSED CONSOLIDATED STATEME7
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | ||
Operating activities | |||
Net income | $ 132,004 | $ 113,414 | |
Adjustments to reconcile net income to cash provided by operating activities: | |||
Depreciation | 115,755 | 100,655 | |
Amortization of intangible and other assets and favorable/unfavorable leases | 738 | 1,032 | |
Amortization of long-term prepaid rents | 989 | 985 | |
Amortization of debt issue costs | 3,063 | 2,664 | |
Amortization of deferred revenues, deferred lease incentives and other | (7,923) | (9,339) | |
Impairment of long-lived assets | 4,574 | 1,917 | |
Share based awards compensation expense | 6,444 | 7,660 | |
Loss on sale of assets and other | 888 | 4,045 | |
Write-off of unamortized debt issue costs associated with early retirement of debt | 0 | 2,369 | |
Deferred lease expenses | (722) | (647) | |
Equity in income of affiliates | (15,865) | (12,207) | |
Deferred income tax expenses | 14,515 | 2,101 | |
Distributions from equity investees | [1] | 14,919 | 8,270 |
Changes in assets and liabilities and other | (33,935) | (21,996) | |
Net cash provided by operating activities | 235,444 | 200,923 | |
Investing activities | |||
Additions to theatre properties and equipment and other | (182,800) | (131,524) | |
Acquisitions of theatres in the U.S. and international markets | (40,829) | (15,300) | |
Proceeds from sale of theatre properties and equipment and other | 14,521 | 441 | |
Proceeds from sale of marketable securities | 0 | 13,451 | |
Investment in joint ventures and other | (466) | (700) | |
Net cash used for investing activities | (209,574) | (133,632) | |
Financing activities | |||
Dividends paid to stockholders | (67,528) | (62,740) | |
Payroll taxes paid as a result of restricted stock withholdings | (2,921) | (6,802) | |
Proceeds from issuance of Senior Notes, net of discount | 0 | 222,750 | |
Retirement of Senior Subordinated Notes | 0 | (200,000) | |
Repayments of long-term debt | (1,427) | (15,217) | |
Payment of debt issue costs | (521) | (4,504) | |
Payments on capital leases | (10,143) | (9,529) | |
Other | (311) | 1,270 | |
Net cash used for financing activities | (82,851) | (74,772) | |
Effect of exchange rate changes on cash and cash equivalents | (75) | 2,542 | |
Decrease in cash and cash equivalents | (57,056) | (4,939) | |
Cash and cash equivalents: | |||
Beginning of period | 561,235 | 588,539 | |
End of period | $ 504,179 | $ 583,600 | |
[1] | Includes cash distributions received from equity investees that were recorded as a reduction of the respective investment balances (see Notes 6 and 7). |
The Company and Basis of Presen
The Company and Basis of Presentation | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Policies [Abstract] | |
The Company and Basis of Presentation | 1. The Company and Basis of Presentation Cinemark Holdings, Inc. and subsidiaries (the “Company”) operates in the motion picture exhibition industry, with theatres in the United States (“U.S.”), Brazil, Argentina, Chile, Colombia, Peru, Ecuador, Honduras, El Salvador, Nicaragua, Costa Rica, Panama, Guatemala, Bolivia, Curacao and Paraguay. The accompanying condensed consolidated balance sheet as of December 31, 2016, which was derived from audited financial statements, and the unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete consolidated financial statements. In the opinion of management, all adjustments, consisting of normal recurring adjustments, considered necessary for a fair presentation have been included. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and the accompanying notes. Actual results could differ from these estimates. Majority-owned subsidiaries that the Company has control of are consolidated while those affiliates of which the Company owns between 20% and 50% and does not control are accounted for under the equity method. Those of which the Company owns less than 20% are generally accounted for under the cost method, unless the Company is deemed to have the ability to exercise significant influence over the affiliate, in which case the Company would account for its investment under the equity method. Th These condensed consolidated financial statements should be read in conjunction with the audited annual consolidated financial statements and the notes thereto for the year ended December 31, 2016, included in the Annual Report on Form 10-K filed February 23, 2017 by the Company under the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Operating results for the three and six months ended June 30, 2017 are not necessarily indicative of the results to be achieved for the full year. |
New Accounting Pronouncements
New Accounting Pronouncements | 6 Months Ended |
Jun. 30, 2017 | |
Accounting Changes And Error Corrections [Abstract] | |
New Accounting Pronouncements | 2. New Accounting Pronouncements In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update 2014-09, Revenue from Contracts with Customers (Topic 606) • In August 2015, the FASB issued Accounting Standards Update 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date • In March 2016, the FASB issued Accounting Standards Update 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenues Gross versus Net) • In April 2016, the FASB issued Accounting Standards Update 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing • In May 2016, the FASB issued Accounting Standards Update 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients • In December 2016, the FASB issued Accounting Standards Update 2016-20, Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers The amendments in these accounting standards updates may be applied either using a modified retrospective transition method by means of a cumulative-effect adjustment to retained earnings as of the beginning of the fiscal year in which the guidance is effective or retrospectively to each period presented. Early adoption is permitted. The Company will adopt the amendments within these accounting standards updates in the first quarter of 2018. The Company is currently evaluating the impact of these accounting standards updates on its condensed consolidated financial statements, specifically with respect to the Company’s Exhibitor Services Agreement with NCM, loyalty program accounting, breakage income for stored value cards as well as other ancillary and contractual revenues. In February 2016, the FASB issued Accounting Standards Update 2016-02, Leases (Topic 842) In March 2016, the FASB issued Accounting Standards Update 2016-09, Compensation – Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting In August 2016, the FASB issued Accounting Standards Update 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments – a consensus of the FASB Emerging Issues Task Force In January 2017, the FASB issued Accounting Standards Update 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment |
Earnings Per Share
Earnings Per Share | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 3. Earnings Per Share The Company considers its unvested restricted stock awards, which contain non-forfeitable rights to dividends, participating securities, and includes such participating securities in its computation of earnings per share pursuant to the two-class method. Basic earnings per share for the two classes of stock (common stock and unvested restricted stock) is calculated by dividing net income by the weighted average number of shares of common stock and unvested restricted stock outstanding during the reporting period. Diluted earnings per share is calculated using the weighted average number of shares of common stock plus the potentially dilutive effect of common equivalent shares outstanding determined under both the two class method and the treasury stock method. Effective January 1, 2017, the Company adopted ASU 2016-09 on a prospective basis. In accordance with the amendments in ASU 2016-09, the Company’s diluted earnings per share calculation for the three and six months ended June 30, 2017 excludes the estimated income tax benefits and deficiencies in the application of the treasury stock method. Excess income tax benefits or deficiencies related to share based awards are recognized as discrete items in the income statement during the period in which they occur. See Note 8 for a discussion of share based awards and related income tax benefits recognized during the six months ended June 30, 2017 and 2016. The following table presents computations of basic and diluted earnings per share under the two-class method: Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Numerator: Net income attributable to Cinemark Holdings, Inc. $ 51,239 $ 53,906 $ 130,967 $ 112,431 Earnings allocated to participating share-based awards (1) $ (263 ) (272 ) (620 ) (496 ) Net income attributable to common stockholders $ 50,976 $ 53,634 $ 130,347 $ 111,935 Denominator (shares in thousands): Basic weighted average common stock outstanding 115,785 115,576 115,707 115,411 Common equivalent shares for restricted stock units 287 182 313 249 Diluted 116,072 115,758 116,020 115,660 Basic earnings per share attributable to common stockholders $ 0.44 $ 0.46 $ 1.12 $ 0.97 Diluted earnings per share attributable to common stockholders $ 0.44 $ 0.46 $ 1.12 $ 0.97 (1) For the three months ended June 30, 2017 and 2016, a weighted average of approximately 605 and 588 shares of unvested restricted stock, respectively, were considered participating securities. For the six months ended June 30, 2017 and 2016, a weighted average of approximately 552 and 514 shares of unvested restricted stock, respectively, were considered participating securities. |
Long Term Debt Activity
Long Term Debt Activity | 6 Months Ended |
Jun. 30, 2017 | |
Debt Disclosure [Abstract] | |
Long Term Debt Activity | 4. Long Term Debt Activity Senior Secured Credit Facility On June 16, 2017, Cinemark USA, Inc., our wholly-owned subsidiary, amended its senior secured credit facility to reduce the rate at which the term loan bears interest by 0.25% and to modify certain covenant definitions within the agreement. The Company incurred debt issue costs of approximately $521 in connection with the amendment, which are reflected as a reduction of long term debt on the condensed consolidated balance sheet as of June 30, 2017. In addition, the Company incurred approximately $246 in legal fees that are reflected as loss on debt amendments and refinancing on the condensed consolidated statements of income for the three and six months ended June 30, 2017. Fair Value of Long-Term Debt The Company estimates the fair value of its long-term debt using the market approach, which utilizes quoted market prices that fall under Level 2 of the U.S. GAAP fair value hierarchy as defined by ASC Topic 820. The carrying value of the Company’s long-term debt was $1,821,539 and $1,822,966 as of June 30, 2017 and December 31, 2016, respectively, excluding unamortized debt discounts and debt issue costs. The fair value of the Company’s long-term debt was $1,851,951 and $1,850,212 as of June 30, 2017 and December 31, 2016, respectively. |
Equity
Equity | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Equity | 5. Equity Below is a summary of changes in stockholders’ equity attributable to Cinemark Holdings, Inc., noncontrolling interests and total equity for the six months ended June 30, 2017 and 2016: Cinemark Holdings, Inc. Stockholders’ Noncontrolling Total Equity Interests Equity Balance at January 1, 2017 $ 1,261,818 $ 11,142 $ 1,272,960 Share based awards compensation expense 6,444 — 6,444 Stock withholdings related to share based awards that vested during the six months ended June 30, 2017 (2,921 ) — (2,921 ) Dividends paid to stockholders (1) (67,528 ) — (67,528 ) Dividends accrued on unvested restricted stock unit awards (1) (288 ) — (288 ) Dividends paid to noncontrolling interests — (294 ) (294 ) Net income 130,967 1,037 132,004 Other comprehensive income in equity method investees 103 — 103 Foreign currency translation adjustments (see Note 12) (5,059 ) — (5,059 ) Balance at June 30, 2017 $ 1,323,536 $ 11,885 $ 1,335,421 Cinemark Holdings, Inc. Stockholders’ Noncontrolling Total Equity Interests Equity Balance at January 1, 2016 $ 1,099,708 $ 11,105 $ 1,110,813 Share based awards compensation expense 7,660 ― 7,660 Stock withholdings related to share based awards that vested during the six months ended June 30, 2016 (6,802 ) ― (6,802 ) Issuance of common stock related to restricted stock units that vested during the six months ended June 30, 2016 1 ― 1 Tax benefit related to share based awards vesting 1,785 ― 1,785 Dividends paid to stockholders (2) (62,740 ) ― (62,740 ) Dividends accrued on unvested restricted stock unit (2) (264 ) ― (264 ) Dividends paid to noncontrolling interests ― (515 ) (515 ) Net income 112,431 983 113,414 Fair value adjustments on interest rate swap agreements designated as hedges, net of settlements, net of 234 ― 234 Gain realized on available-for-sale securities, net of taxes of (2,011 ) ― (2,011 ) Other comprehensive loss in equity method investees (176 ) ― (176 ) Foreign currency translation adjustments 38,647 20 38,667 Balance at June 30, 2016 $ 1,188,473 $ 11,593 $ 1,200,066 (1) The Company’s board of directors declared a cash dividend for the first quarter of 2017 in the amount of $0.29 per share of common stock payable to stockholders of record on June 8, 2017. The dividend was paid on June 22, 2017. The Company’s board of directors declared a cash dividend for the fourth quarter of 2016 in the amount of $0.29 per share of common stock payable to stockholders of record on March 8, 2017. The dividend was paid on March 20, 2017. (2) The Company’s board of directors declared a cash dividend for the first quarter of 2016 in the amount of $0.27 per share of common stock payable to stockholders of record on June 8, 2016. The dividend was paid on June 22, 2016. The Company’s board of directors declared a cash dividend for the fourth quarter of 2015 in the amount of $0.27 per share of common stock payable to stockholders of record on March 7, 2016. The dividend was paid on March 18, 2016. |
Investment in National CineMedi
Investment in National CineMedia | 6 Months Ended |
Jun. 30, 2017 | |
NCM | |
Investment in National CineMedia | 6. Investment in National CineMedia The Company has an investment in National CineMedia, LLC (“NCM”). NCM operates a digital in-theatre network in the U.S. for providing cinema advertising. Upon joining NCM, the Company entered into an Exhibitor Services Agreement with NCM (“ESA”), pursuant to which NCM provides advertising and promotions to our theatres. recognizes cash distributions it receives from NCM on its Tranche 1 Investment as a component of earnings as Distributions from NCM. Below is a summary of activity with NCM included in the Company’s condensed consolidated financial statements: Distributions Investment Deferred from Equity in Other Cash in NCM Revenue NCM Income Revenue Received Balance as of January 1, 2017 $ 189,995 $ (343,928 ) Receipt of common units due to annual common unit adjustment 18,363 (18,363 ) $ — $ — $ — $ — Revenues earned under ESA (1) — — — — (5,671 ) 5,671 Receipt of excess cash distributions (7,618 ) — (7,486 ) — — 15,104 Receipt under tax receivable agreement (2,089 ) — (2,074 ) — — 4,163 Equity in earnings 3,065 — — (3,065 ) — — Amortization of deferred revenue — 5,159 — — (5,159 ) — Balance as of and for the six month period ended June 30, 2017 $ 201,716 $ (357,132 ) $ (9,560 ) $ (3,065 ) $ (10,830 ) $ 24,938 (1) Amount includes the per patron and per digital screen theatre access fees due to the Company, net of amounts paid to NCM for on-screen advertising time provided to the Company’s beverage concessionaire of approximately $5,799. During the three months ended June 30, 2017 and 2016 the Company recorded equity in loss of approximately $176 and $28, respectively. During the six months ended June 30, 2017 and 2016, the Company recorded equity in earnings of approximately $3,065 and $1,845, respectively. The Company made payments to NCM of approximately $50 and $28 during the six months ended June 30, 2017 and 2016, respectively, related to installation of certain equipment used for digital advertising, which is included in theatre properties and equipment on the condensed consolidated balance sheets. Pursuant to a Common Unit Adjustment Agreement dated as of February 13, 2007 between NCM, Inc. and the Company, AMC Entertainment, Inc. (“AMC”) and Regal Entertainment Group (“Regal”) (collectively, “Founding Members”), annual adjustments to the common membership units are made primarily based on increases or decreases in the number of theatre screens operated and theatre attendance generated by each Founding Member. As further discussed in Note 5 to the Company’s financial statements as included in its 2016 Annual Report on Form 10-K, the common units received are recorded at fair value as an increase in the Company’s investment in NCM with an offset to deferred revenue. The deferred revenue is amortized over the remaining term of the ESA. During March 2017, NCM performed its annual common unit adjustment calculation under the Common Unit Adjustment Agreement. As a result of the calculation, on March 30, 2017, the Company received an additional 1,487,218 common units of NCM, each of which is convertible into one share of NCM, Inc. common stock. The Company recorded the additional common units received at estimated fair value with a corresponding adjustment to deferred revenue of approximately $18,363. The fair value of the common units received was estimated based on the market price of NCM, Inc. stock at the time the common units were determined, adjusted for volatility associated with the estimated time period it would take to convert the common units and register the respective shares. The deferred revenue will be recognized over the remaining term of the ESA, which is approximately 20 years. As of June 30, 2017, the Company owned a total of 27,871,862 common units of NCM, representing an ownership interest of approximately 18%. The estimated fair value of the Company’s investment in NCM was approximately $206,809 based on NCM, Inc.’s stock price as of June 30, 2017 of $7.42 per share. Below is summary financial information for NCM for the three months ended March 30, 2017 (the financial information for the three and six months ended June 29, 2017 is not yet available) and the three and six months ended June 30, 2016: Three Three Months Ended Six Months Ended March 30, 2017 June 30, 2016 June 30, 2016 Gross revenues $ 71,920 $ 115,383 $ 191,625 Operating income $ 5,070 $ 46,679 $ 52,430 Net income (loss) $ (7,912 ) $ 33,220 $ 25,710 |
Other Investments
Other Investments | 6 Months Ended |
Jun. 30, 2017 | |
Financial Support For Nonconsolidated Legal Entity [Abstract] | |
Other Investments | 7. Other Investments Below is a summary of activity for each of the Company’s other investments for the six months ended June 30, 2017: DCIP AC LLC DCDC Other Total Balance at January 1, 2017 $ 87,819 $ 5,980 $ 2,750 $ 1,768 $ 98,317 Cash contributions 466 — — — 466 Cash distributions (5,212 ) — — — (5,212 ) Equity in income 10,763 1,238 799 — 12,800 Equity in other comprehensive income 103 — — — 103 Other — — — (129 ) (129 ) Balance at June 30, 2017 $ 93,939 $ 7,218 $ 3,549 $ 1,639 $ 106,345 Digital Cinema Implementation Partners LLC (“DCIP”) On February 12, 2007, the Company, AMC and Regal entered into a joint venture known as DCIP to facilitate the implementation of digital cinema in the Company’s theatres and to establish agreements with major motion picture studios for the financing of digital cinema. As of June 30, 2017, the Company had a 33% voting interest in DCIP and a 24.3% economic interest in DCIP. The Company accounts for its investment in DCIP and its subsidiaries under the equity method of accounting. Below is summary financial information for DCIP for the three and six months ended June 30, 2017 and 2016. Three Months Ended Six Months Ended June 30, 2017 June 30, 2016 June 30, 2017 June 30, 2016 Gross revenues $ 47,095 $ 44,757 $ 92,574 $ 85,401 Operating income $ 29,393 $ 27,788 $ 57,872 $ 51,189 Net income $ 25,616 $ 22,276 $ 49,757 $ 40,778 As of June 30, 2017, the Company had 3,785 digital projection systems being leased under the master equipment lease agreement with Kasima LLC, which is an indirect subsidiary of DCIP and a related party to the Company. The Company had the following transactions, reflected in utilities and other costs on the condensed consolidated income statement, with DCIP during the three and six months ended June 30, 2017 and 2016: Three June 30, Six Months Ended June 30, 2017 2016 2017 2016 Equipment lease payments $ 1,511 $ 1,406 $ 2,881 $ 2,531 Warranty reimbursements from DCIP $ (2,023 ) $ (1,435 ) $ (3,907 ) $ (2,759 ) Management service fees $ 206 $ 206 $ 412 $ 412 AC JV, LLC During December 2013, the Company, Regal, AMC (the “AC Founding Members”) and NCM entered into a series of agreements that resulted in the formation of AC JV, LLC (“AC”), a new joint venture that now owns “Fathom Events” (consisting of Fathom Events and Fathom Consumer Events) formerly operated by NCM. The Fathom Events business focuses on the marketing and distribution of live and pre-recorded entertainment programming to various theatre operators to provide additional programs to augment their feature film schedule. The Fathom Consumer Events business includes live and pre-recorded concerts featuring contemporary music, opera and symphony, DVD product releases and marketing events, theatrical premieres, Broadway plays, live sporting events and other special events. The Company paid event fees to AC of $6,763 and $5,234 for the six months ended June 30, 2017 and 2016, respectively, which are included in film rentals and advertising costs on the condensed consolidated statements of income. AC was formed by the AC Founding Members and NCM. NCM, under a contribution agreement, contributed the assets associated with its Fathom Events division to AC in exchange for 97% ownership of the Class A Units of AC. Under a separate contribution agreement, the Founding Members each contributed cash of approximately $268 to AC in exchange for 1% of the Class A Units of AC. Subsequently, NCM and the Founding Members entered into a Membership Interest Purchase Agreement, under which NCM sold each of the Founding Members 31% of its Class A Units in AC, the aggregate value of which was determined to be $25,000, in exchange for a six-year promissory note. Each of the Founding Members’ promissory notes were originally for $8,333, bear interest at 5% per annum and require annual principal and interest payments. The remaining outstanding balance of the note payable from the Company to NCM as of June 30, 2017 was $4,167. Digital Cinema Distribution Coalition Digital Cinema Distribution Coalition (“DCDC”) is a joint venture among the Company, Universal, Warner Bros., AMC and Regal. DCDC operates a satellite distribution network that distributes all digital content to U.S. theatres via satellite. The Company has an approximate 14.6% ownership in DCDC. The Company paid approximately $446 and $465 to DCDC during the six months ended June 30, 2017 and 2016, respectively, related to content delivery services provided by DCDC. These fees are included in film rentals and advertising costs on the condensed consolidated statements of income. |
Treasury Stock and Share Based
Treasury Stock and Share Based Awards | 6 Months Ended |
Jun. 30, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Treasury Stock and Share Based Awards | 8. Treasury Stock and Share Based Awards Treasury Stock — Treasury stock represents shares of common stock repurchased or withheld by the Company and not yet retired. The Company has applied the cost method in recording its treasury shares. Below is a summary of the Company’s treasury stock activity for the six months ended June 30, 2017: Number of Treasury Shares Cost Balance at January 1, 2017 4,447,002 $ 73,411 Restricted stock withholdings (1) 67,903 2,921 Restricted stock forfeitures 9,149 — Balance at June 30, 2017 4,524,054 $ 76,332 (1) The Company withheld restricted shares as a result of the election by certain employees to satisfy their tax liabilities upon vesting in restricted stock and restricted stock units. The Company determined the number of shares to be withheld based upon market values ranging from $40.40 to $44.44 per share. As of June 30, 2017, the Company had no plans to retire any shares of treasury stock. Restricted Stock – During the six months ended June 30, 2017 , the Company granted 237,933 shares of restricted stock to directors and employees. The fair value of the restricted stock granted was determined based on the market value of the Company’s common stock on the dates of grant, which ranged from $38.65 to $42.37 per share. The Company assumed forfeiture rates that ranged from 0% to 10% for the restricted stock awards. The restricted stock granted to directors vests over a one year service period. The restricted stock granted to employees vests over a four year service period. The recipients of restricted stock are entitled to receive non-forfeitable dividends and to vote their respective shares, however, the sale and transfer of the restricted shares is prohibited during the restriction period. Below is a summary of restricted stock activity for the six months ended June 30, 2017: Shares of Weighted Average Restricted Grant Date Stock Fair Value Outstanding at January 1, 2017 606,618 $ 33.51 Granted 237,933 $ 41.94 Vested (189,804 ) $ 36.27 Forfeited (9,149 ) $ 32.91 Outstanding at June 30, 2017 645,598 $ 35.82 Unvested restricted stock at June 30, 2017 645,598 $ 35.82 Six Months Ended June 30, 2017 2016 Compensation expense recognized during the period $ 4,294 $ 4,708 Fair value of restricted shares that vested during the period $ 8,091 $ 14,423 Income tax benefit recognized upon vesting of restricted stock awards $ 2,633 $ 5,454 As of June 30, 2017 Restricted Stock Units – During the six months ended June 30, 2017 , the Company granted restricted stock units representing 175,634 hypothetical shares of common stock to employees. The restricted stock units vest based on a combination of financial performance factors and continued service. The financial performance factors are based on an implied equity value concept that determines an internal rate of return (“IRR”) during the two fiscal year periods ending December 31, 2018 based on a formula utilizing a multiple of Adjusted EBITDA subject to certain specified adjustments as specified by the Compensation Committee prior to the grant date. The financial performance factors for the restricted stock units have a threshold, target and maximum level of payment opportunity and vest on a prorata basis according to the IRR achieved by the Company during the performance period. If the IRR for the two-year period is at least 7%, which is the threshold, one-third of the maximum restricted stock units vest. If the IRR for the two-year period is at least 9.5%, which is the target, two-thirds of the maximum restricted stock units vest. If the IRR for the two-year period is at least 13%, which is the maximum, 100% of the maximum restricted stock units vest. Grantees are eligible to receive a ratable portion of the common stock issuable if the IRR is within the targets previously noted. Further, as an example, if the Company achieves an IRR equal to 11%, the number of restricted stock units that shall vest will be greater than the target but less than the maximum number that would have vested had the Company achieved the highest IRR. All restricted stock units granted during 2017 will vest subject to an additional two-year service requirement and will be paid in the form of common stock if the participant continues to provide services through February 2021, which is the fourth anniversary of the grant date. Restricted stock unit award participants are eligible to receive dividend equivalent payments from the grant date if, and at the time that, the restricted stock unit awards vest. Below is a table summarizing the potential number of shares that could vest under restricted stock unit awards granted during the six months ended June 30, 2017 Number of Shares Value at Vesting Grant at IRR of at least 7% 58,545 $ 2,481 at IRR of at least 9.5% 117,089 $ 4,961 at IRR of at least 13% 175,634 $ 7,442 Due to the fact that the IRR for the two-year performance period could not be determined at the time of the 2017 grant, the Company estimated that the most likely outcome is the achievement of the target IRR level. The fair value of the restricted stock unit awards was determined based on the closing price of the Company’s common stock on the date of grant, which was $42.37 per share. The Company assumed a forfeiture rate of 5% for the restricted stock unit awards. If during the service period, additional information becomes available to lead the Company to believe a different IRR level will be achieved for the two-year performance period, the Company will reassess the number of units that will vest for the grant and adjust its compensation expense accordingly on a prospective basis over the remaining service period. Six Months Ended June 30, 2017 2016 Number of restricted stock unit awards that vested during the period 97,115 213,984 Fair value of restricted stock unit awards that vested during the period $ 4,155 $ 7,260 Accumulated dividends paid upon vesting of restricted stock unit awards $ 313 $ 662 Compensation expense recognized during the period $ 2,150 $ 3,049 Income tax benefit recognized upon vesting of restricted stock unit awards $ 1,745 $ 2,952 As of June 30 , 2017 June 30, 2017 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | 9. Goodwill and Other Intangible Assets The Company’s goodwill was as follows: U.S. Operating Segment International Operating Segment Total Balance at January 1, 2017 (1) $ 1,164,163 $ 98,800 $ 1,262,963 Acquisitions of theatres (2) 9,180 22,380 31,560 Foreign currency translation adjustments — (1,596 ) (1,596 ) Balance at June 30, 2017 (1) $ 1,173,343 $ 119,584 $ 1,292,927 (1) Balances are presented net of accumulated impairment losses of $214,031 for the U.S. operating segment and $27,622 for the international operating segment. (2) Represents preliminary allocations associated with theacquisitions of The Company evaluates goodwill for impairment annually during the fourth quarter or whenever events or changes in circumstances indicate the carrying value of the goodwill may not be fully recoverable. The Company evaluates goodwill for impairment at the reporting unit level and has allocated goodwill to the reporting unit based on an estimate of its relative fair value. Management considers the reporting unit to be each of its nineteen regions in the U.S. and seven countries internationally with Honduras, El Salvador, Nicaragua, Costa Rica, Panama and Guatemala considered one reporting unit (the Company does not have goodwill recorded for all of its international locations). For the year ended December 31, 2016, the Company performed a qualitative goodwill impairment assessment on all reporting units, in accordance with ASC Topic 350-20-35. No events or changes in circumstances occurred during the six months ended June 30, 2017 that indicated the carrying value of goodwill might exceed its estimated fair value. Intangible assets consisted of the following: Balance at Balance at January 1, June 30, 2017 Additions (1) Amortization Other (2) 2017 Intangible assets with finite lives: Gross carrying amount $ 99,796 $ 2,620 $ — $ (1,282 ) $ 101,134 Accumulated amortization (64,606 ) ― (2,408 ) 1,162 (65,852 ) Total net intangible assets with finite lives $ 35,190 $ 2,620 $ (2,408 ) $ (120 ) $ 35,282 Intangible assets with indefinite lives: Tradename 299,709 ― ― 20 299,729 Total intangible assets — net $ 334,899 $ 2,620 $ (2,408 ) $ (100 ) $ 335,011 (1) Amount represents preliminary fair values allocated to intangible assets acquired as part of the acquisitions of theatres. (2 ) Amounts represent foreign currency translation adjustments and write-off of a fully amortized favorable lease associated with a closed domestic theatre. For the year ended December 31, 2016, the Company performed a qualitative assessment for all indefinite-lived tradename assets other than its tradename in Ecuador, for which the Company performed a quantitative assessment. For the year ended December 31, 2016, the Company also performed a quantitative test on its definite-lived tradename associated with the Rave theatres acquired in 2013. No events or changes in circumstances occurred during the six months ended June 30, 2017 that indicated the carrying value of indefinite-lived tradename assets might exceed their estimated fair values. Estimated aggregate future amortization expense for intangible assets is as follows: For the six months ended December 31, 2017 $ 2,796 For the twelve months ended December 31, 2018 5,709 For the twelve months ended December 31, 2019 4,846 For the twelve months ended December 31, 2020 4,740 For the twelve months ended December 31, 2021 2,189 Thereafter 15,002 Total $ 35,282 |
Impairment of Long-Lived Assets
Impairment of Long-Lived Assets | 6 Months Ended |
Jun. 30, 2017 | |
Impairment Or Disposal Of Tangible Assets Disclosure [Abstract] | |
Impairment of Long-Lived Assets | 10. Impairment of Long-Lived Assets The Company reviews long-lived assets for impairment indicators on a quarterly basis or whenever events or changes in circumstances indicate the carrying amount of the assets may not be fully recoverable. See discussion of the Company’s long-lived asset impairment evaluation process in “Critical Accounting Policies” in its Annual Report on Form 10-K for the year ended December 31, 2016, filed February 23, 2017. As noted in the discussion, fair value is determined based on a multiple of cash flows, which was six and a half times for the evaluations performed during the six months ended June 30, 2017 and 2016. As of June 30, 2017, the estimated aggregate fair value of the long-lived assets impaired during the six months ended June 30, 2017 was approximately $3,206. The long-lived asset impairment charges recorded during each of the periods presented are specific to theatres that were directly and individually impacted by increased competition, adverse changes in market demographics or adverse changes in the development or the conditions of the areas surrounding the theatre. Below is a summary of impairment charges for the periods presented: Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 U.S. theatre properties $ 84 $ 959 $ 357 $ 1,095 International theatre properties 4,217 466 4,217 822 Impairment of long-lived assets $ 4,301 $ 1,425 $ 4,574 $ 1,917 |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | 11. Fair Value Measurements The Company determines fair value measurements in accordance with FASB ASC Topic 820: Fair Value Measurements Level 1 – quoted market prices in active markets for identical assets or liabilities that are accessible at the measurement date; Level 2 – other than quoted market prices included in Level 1 that are observable for the asset or liability, either directly or indirectly; and Level 3 – unobservable and should be used to measure fair value to the extent that observable inputs are not available. The Company did not have any assets or liabilities measured at fair value on a recurring basis under ASC Topic 820 as of December 31, 2016 or June 30, 2017. Below is a reconciliation of the beginning and ending balance for liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the six months ended June 30, 2016: Liabilities (1) 2016 Beginning balances - January 1 $ 373 Total loss included in accumulated other comprehensive loss 71 Settlements included in interest expense (444 ) Ending balances – June 30 $ — (1) The Company was previously party to an interest rate swap agreement, which expired in April 2016. The Company uses the market approach for fair value measurements on a nonrecurring basis in the impairment evaluations of its long-lived assets (see Note 9 and Note 10). See additional explanation of fair value measurement techniques used for long-lived assets, goodwill and intangible assets in “Critical Accounting Policies” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2016, filed February 23, 2017. There were no changes in valuation techniques and there were no transfers in or out of Level 1, Level 2 or Level 3 during the six months ended June 30, 2017. |
Foreign Currency Translation
Foreign Currency Translation | 6 Months Ended |
Jun. 30, 2017 | |
Foreign Currency [Abstract] | |
Foreign Currency Translation | 12. Foreign Currency Translation The accumulated other comprehensive loss account in stockholders’ equity of $251,969 and $247,013 as of June 30, 2017 and December 31, 2016, respectively, primarily includes cumulative foreign currency adjustments of $252,106 and $247,047, respectively, from translating the financial statements of the Company’s international subsidiaries. All foreign countries where the Company has operations are non-highly inflationary, and the local currency is the same as the functional currency in all of the locations. Thus, any fluctuation in the currency results in a cumulative foreign currency translation adjustment recorded to accumulated other comprehensive loss. A highly inflationary economy is defined as an economy with a cumulative inflation rate of approximately 100 percent or more over a three-year period. If a country’s economy is classified as highly inflationary, the financial statements of the foreign entity operating in that country must be remeasured to the functional currency of the reporting entity. There has been a steady devaluation of the Argentine peso relative to the U.S. dollar in recent years. While the official cumulative inflation rate for Argentina over the last three years has not reached 100 percent, the Company will continue to monitor the inflation on a quarterly basis to determine whether remeasurement is necessary. Below is a summary of the impact of translating the June 30, 2017 financial statements of the Company’s international subsidiaries: Other Comprehensive Income (Loss) for The Exchange Rate as of Six Months Ended Country June 30, 2017 December 31, 2016 June 30, 2017 Brazil 3.31 3.26 $ (3,970 ) Argentina 16.54 16.04 (1,956 ) Peru 3.28 3.45 2,243 Chile 666.90 679.09 813 All other (638 ) $ (3,508 ) During the six months ended June 30, 2017, the Company reclassified $1,551 of cumulative foreign currency translation adjustments, related to a Canadian subsidiary that was liquidated, from accumulated other comprehensive loss to foreign currency exchange gain on the condensed consolidated statement of income. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 6 Months Ended |
Jun. 30, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | 13. Supplemental Cash Flow Information The following is provided as supplemental information to the condensed consolidated statements of cash flows: Six Months Ended June 30, 2017 2016 Cash paid for interest $ 49,603 $ 57,756 Cash paid for income taxes, net of refunds received $ 55,371 $ 35,445 Noncash investing and financing activities: Change in accounts payable and accrued expenses for the acquisition of theatre properties and equipment (1) $ (4,959 ) $ 11,362 Theatre properties acquired under capital lease $ 7,089 $ 9,779 Investment in NCM – receipt of common units (see Note 6) $ 18,363 $ 11,111 Dividends accrued on unvested restricted stock unit awards $ (288 ) $ (264 ) (1) Additions to theatre properties and equipment included in accounts payable as of June 30, 2017 and December 31, 2016 were $35,666 and $40,625, respectively. |
Segments
Segments | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Segments | 14. Segments The Company manages its international market and its U.S. market as separate reportable operating segments, with the international segment consisting of operations in Brazil, Argentina, Chile, Colombia, Peru, Ecuador, Honduras, El Salvador, Nicaragua, Costa Rica, Panama, Guatemala, Bolivia, Curacao and Paraguay. Each segment’s revenue is derived from admissions and concession sales and other ancillary revenues. The Company uses Adjusted EBITDA, as shown in the reconciliation table below, as the primary measure of segment profit and loss to evaluate performance and allocate its resources. The Company does not report total assets by segment because that information is not used to evaluate the performance of or allocate resources between segments. Below is a breakdown of selected financial information by reportable operating segment: Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Revenues U.S. $ 554,929 $ 560,534 $ 1,136,138 $ 1,104,449 International 199,926 187,561 401,994 351,736 Eliminations (3,660 ) (3,691 ) (7,327 ) (6,912 ) Total revenues $ 751,195 $ 744,404 $ 1,530,805 $ 1,449,273 Adjusted EBITDA (1) U.S. $ 129,394 $ 127,845 $ 294,048 $ 271,478 International 41,285 40,550 88,511 81,564 Total Adjusted EBITDA $ 170,679 $ 168,395 $ 382,559 $ 353,042 Capital expenditures U.S. $ 77,175 $ 58,182 $ 155,992 $ 99,380 International 14,438 25,597 26,808 32,144 Total capital expenditures $ 91,613 $ 83,779 $ 182,800 $ 131,524 (1) Distributions from NCM and other cash distributions from equity investees are reported entirely within the U.S. operating segment. The following table sets forth a reconciliation of net income to Adjusted EBITDA: Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Net income $ 51,810 $ 54,368 $ 132,004 $ 113,414 Add (deduct): Income taxes 29,445 31,617 73,845 65,076 Interest expense (1) 26,522 27,262 52,891 55,321 Other income (2) (7,030 ) (7,590 ) (20,012 ) (17,970 ) Loss on debt amendments and refinancing 246 98 246 13,284 Other cash distributions from equity investees (3) 2,870 184 14,919 8,270 Depreciation and amortization 59,137 52,358 116,493 101,687 Impairment of long-lived assets 4,301 1,425 4,574 1,917 Loss on sale of assets and other 54 5,824 888 4,045 Deferred lease expenses (375 ) (207 ) (722 ) (647 ) Amortization of long-term prepaid rents 496 514 989 985 Share based awards compensation expense 3,203 2,542 6,444 7,660 Adjusted EBITDA $ 170,679 $ 168,395 $ 382,559 $ 353,042 (1) Includes amortization of debt issue costs. (2) Includes interest income, foreign currency exchange (gain) loss and equity in income of affiliates and excludes distributions from NCM. (3) Includes cash distributions received from equity investees that were recorded as a reduction of the respective investment balances (see Notes 6 and 7). Financial Information About Geographic Areas Below is a breakdown of selected financial information by geographic area: Three Months Ended Six Months Ended June 30, June 30, Revenues 2017 2016 2017 2016 U.S. $ 554,929 $ 560,534 $ 1,136,138 $ 1,104,449 Brazil 87,841 74,996 182,540 146,505 Other international countries 112,085 112,565 219,454 205,231 Eliminations (3,660 ) (3,691 ) (7,327 ) (6,912 ) Total $ 751,195 $ 744,404 $ 1,530,805 $ 1,449,273 Theatre Properties and Equipment-net June 30, 2017 December 31, 2016 U.S. $ 1,362,902 $ 1,306,643 Brazil 188,770 197,896 Other international countries 205,314 199,997 Total $ 1,756,986 $ 1,704,536 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Jun. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 15 Related Party Transactions The Company manages theatres for Laredo Theatre, Ltd. (“Laredo”). The Company is the sole general partner and owns 75% of the limited partnership interests of Laredo. Lone Star Theatres, Inc. owns the remaining 25% of the limited partnership interests in Laredo and is 100% owned by Mr. David Roberts, Lee Roy Mitchell’s son-in-law. Lee Roy Mitchell is the Company’s Chairman of the Board of Directors and directly and indirectly owns approximately 9% of the Company’s common stock. Under the agreement, management fees are paid by Laredo to the Company at a rate of 5% of annual theatre revenues up to $50,000 and 3% of annual theatre revenues in excess of $50,000. The Company recorded $305 and $280 of management fee revenues during the six months ended June 30, 2017 and 2016, respectively. All such amounts are included in the Company’s condensed consolidated financial statements with the intercompany amounts eliminated in consolidation. The Company has an Aircraft Time Sharing Agreement with Copper Beech Capital, LLC to use, on occasion, a private aircraft owned by Copper Beech Capital, LLC. Copper Beech Capital, LLC is owned by Mr. Mitchell and his wife, Tandy Mitchell. The private aircraft is used by Mr. Mitchell and other executives who accompany Mr. Mitchell to business meetings for the Company. The Company reimburses Copper Beech Capital, LLC for the actual costs of fuel usage and the expenses of the pilots, landing fees, storage fees and similar expenses incurred during the trip. For the six months ended June 30, 2017 and 2016, the aggregate amounts paid to Copper Beech Capital, LLC for the use of the aircraft was $63 and $79, respectively. The Company leases 14 theatres and one parking facility from Syufy Enterprises, LP (“Syufy”) or affiliates of Syufy. Raymond Syufy is one of the Company’s directors and is an officer of the general partner of Syufy. Of these 15 leases, 14 have fixed minimum annual rent. The one lease without minimum annual rent has rent based upon a specified percentage of gross sales as defined in the lease. For the six months ended June 30, 2017 and 2016, the Company paid total rent of approximately $13,420 and $12,394, respectively, to Syufy. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 16. Commitments and Contingencies Joseph Amey, et al. v. Cinemark USA, Inc., Case No. 3:13cv05669, In the United States District Court for the Northern District of California, San Francisco Division. The case presents putative class action claims for damages and attorney’s fees arising from employee wage and hour claims under California law for alleged meal period, rest break, reporting time pay, unpaid wages, pay upon termination, and wage statements violations. The claims are also asserted as a representative action under the California Private Attorney General Act (“PAGA”). The Company denies the claims, denies that class certification is appropriate and denies that a PAGA representative action is appropriate, and is vigorously defending against the claims. The Company denies any violation of law and plans to vigorously defend against all claims. The Court recently determined that class certification is not appropriate and determined that a PAGA representative action is not appropriate. The plaintiff has appealed these rulings. The Company is unable to predict the outcome of this litigation or the range of potential loss. Flagship Theatres of Palm Desert, LLC d/b/a Cinemas Palme D’Or v. Century Theatres, Inc., and Cinemark USA, Inc.; Superior Court of the State of California, County of Los Angeles. Plaintiff in this case alleges that the Company violated California antitrust and unfair competition laws by engaging in “circuit dealing” with various motion picture distributors and tortuously interfered with Plaintiff’s business relationships. Plaintiff seeks compensatory damages, trebling of those damages under California law, punitive damages, injunctive relief, attorneys’ fees, costs and interest. Plaintiff also alleges that the Company’s conduct ultimately resulted in closure of its theatre in June 2016. The Company denied the allegations. In 2008, the Company moved for summary judgment on Plaintiff’s claims, arguing primarily that clearances between the theatres at issue were lawful and that Plaintiff lacked proof sufficient to support certain technical elements of its antitrust claims. The trial court granted that motion and dismissed Plaintiff’s claims. Plaintiff appealed and, in 2011, the Court of Appeal reversed, holding, among other things, that Plaintiff’s claims were not about the illegality of clearances but were focused, instead, on “circuit dealing.” Having re-framed the claims in that manner, the Court of Appeal held that the trial court’s decision to limit discovery to the market where the theatres at issue operated was an error, as “circuit dealing” necessarily involves activities in different markets. Upon return to the trial court, the parties engaged in additional, broadened discovery related to Plaintiff’s “circuit dealing” claim. Thereafter, the Company moved again for summary judgment on all of Plaintiff’s claims. That new motion for summary judgment was pending when, on or about April 11, 2014, the trial court granted the Company’s motion for terminating sanctions and entered a judgment dismissing the case with prejudice. Plaintiff then appealed that second dismissal, seeking to have the judgment reversed and the case remanded to the trial court. The Court of Appeal issued a ruling on May 24, 2016, reversing the granting of terminating sanctions and instead imposed a lesser evidentiary and damages preclusion sanction. The case returned to the trial court on October 6, 2016. The Company has denied Plaintiff’s allegations and is vigorously defending these claims. The Company is unable to predict the outcome of this litigation or the range of potential loss. The Company received a Civil Investigative Demand (“CID”) from the Antitrust Division of the United States Department of Justice. The CID relates to an investigation under Sections 1 and 2 of the Sherman Act. The Company also received CIDs from the Antitrust Section of the Office of the Attorney General of the State of Ohio and later from other states regarding similar inquiries under state antitrust laws. The CIDs request the Company to answer interrogatories, and produce documents, or both, related to the investigation of matters including film clearances, potential coordination and/or communication with other major theatre circuits and related joint ventures. The Company intends to fully cooperate with all federal and state government agencies. Although the Company does not believe that it has violated any federal or state antitrust or competition laws, it cannot predict the ultimate scope, duration or outcome of these investigations. From time to time, the Company is involved in various other legal proceedings arising from the ordinary course of its business operations, such as personal injury claims, employment matters, landlord-tenant disputes, patent claims and contractual disputes, some of which are covered by insurance. The Company believes its potential liability with respect to proceedings currently pending is not material, individually or in the aggregate, to the Company’s financial position, results of operations and cash flows. |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | The following table presents computations of basic and diluted earnings per share under the two-class method: Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Numerator: Net income attributable to Cinemark Holdings, Inc. $ 51,239 $ 53,906 $ 130,967 $ 112,431 Earnings allocated to participating share-based awards (1) $ (263 ) (272 ) (620 ) (496 ) Net income attributable to common stockholders $ 50,976 $ 53,634 $ 130,347 $ 111,935 Denominator (shares in thousands): Basic weighted average common stock outstanding 115,785 115,576 115,707 115,411 Common equivalent shares for restricted stock units 287 182 313 249 Diluted 116,072 115,758 116,020 115,660 Basic earnings per share attributable to common stockholders $ 0.44 $ 0.46 $ 1.12 $ 0.97 Diluted earnings per share attributable to common stockholders $ 0.44 $ 0.46 $ 1.12 $ 0.97 (1) For the three months ended June 30, 2017 and 2016, a weighted average of approximately 605 and 588 shares of unvested restricted stock, respectively, were considered participating securities. For the six months ended June 30, 2017 and 2016, a weighted average of approximately 552 and 514 shares of unvested restricted stock, respectively, were considered participating securities. |
Equity (Tables)
Equity (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Equity [Abstract] | |
Summary of Changes in Stockholders' Equity | Below is a summary of changes in stockholders’ equity attributable to Cinemark Holdings, Inc., noncontrolling interests and total equity for the six months ended June 30, 2017 and 2016: Cinemark Holdings, Inc. Stockholders’ Noncontrolling Total Equity Interests Equity Balance at January 1, 2017 $ 1,261,818 $ 11,142 $ 1,272,960 Share based awards compensation expense 6,444 — 6,444 Stock withholdings related to share based awards that vested during the six months ended June 30, 2017 (2,921 ) — (2,921 ) Dividends paid to stockholders (1) (67,528 ) — (67,528 ) Dividends accrued on unvested restricted stock unit awards (1) (288 ) — (288 ) Dividends paid to noncontrolling interests — (294 ) (294 ) Net income 130,967 1,037 132,004 Other comprehensive income in equity method investees 103 — 103 Foreign currency translation adjustments (see Note 12) (5,059 ) — (5,059 ) Balance at June 30, 2017 $ 1,323,536 $ 11,885 $ 1,335,421 Cinemark Holdings, Inc. Stockholders’ Noncontrolling Total Equity Interests Equity Balance at January 1, 2016 $ 1,099,708 $ 11,105 $ 1,110,813 Share based awards compensation expense 7,660 ― 7,660 Stock withholdings related to share based awards that vested during the six months ended June 30, 2016 (6,802 ) ― (6,802 ) Issuance of common stock related to restricted stock units that vested during the six months ended June 30, 2016 1 ― 1 Tax benefit related to share based awards vesting 1,785 ― 1,785 Dividends paid to stockholders (2) (62,740 ) ― (62,740 ) Dividends accrued on unvested restricted stock unit (2) (264 ) ― (264 ) Dividends paid to noncontrolling interests ― (515 ) (515 ) Net income 112,431 983 113,414 Fair value adjustments on interest rate swap agreements designated as hedges, net of settlements, net of 234 ― 234 Gain realized on available-for-sale securities, net of taxes of (2,011 ) ― (2,011 ) Other comprehensive loss in equity method investees (176 ) ― (176 ) Foreign currency translation adjustments 38,647 20 38,667 Balance at June 30, 2016 $ 1,188,473 $ 11,593 $ 1,200,066 (1) The Company’s board of directors declared a cash dividend for the first quarter of 2017 in the amount of $0.29 per share of common stock payable to stockholders of record on June 8, 2017. The dividend was paid on June 22, 2017. The Company’s board of directors declared a cash dividend for the fourth quarter of 2016 in the amount of $0.29 per share of common stock payable to stockholders of record on March 8, 2017. The dividend was paid on March 20, 2017. (2) The Company’s board of directors declared a cash dividend for the first quarter of 2016 in the amount of $0.27 per share of common stock payable to stockholders of record on June 8, 2016. The dividend was paid on June 22, 2016. The Company’s board of directors declared a cash dividend for the fourth quarter of 2015 in the amount of $0.27 per share of common stock payable to stockholders of record on March 7, 2016. The dividend was paid on March 18, 2016. |
Investment in National CineMe26
Investment in National CineMedia (Tables) - NCM | 6 Months Ended |
Jun. 30, 2017 | |
Summary of Activity With Equity Investee Included in the Company's Condensed Consolidated Financial Statements | Below is a summary of activity with NCM included in the Company’s condensed consolidated financial statements: Distributions Investment Deferred from Equity in Other Cash in NCM Revenue NCM Income Revenue Received Balance as of January 1, 2017 $ 189,995 $ (343,928 ) Receipt of common units due to annual common unit adjustment 18,363 (18,363 ) $ — $ — $ — $ — Revenues earned under ESA (1) — — — — (5,671 ) 5,671 Receipt of excess cash distributions (7,618 ) — (7,486 ) — — 15,104 Receipt under tax receivable agreement (2,089 ) — (2,074 ) — — 4,163 Equity in earnings 3,065 — — (3,065 ) — — Amortization of deferred revenue — 5,159 — — (5,159 ) — Balance as of and for the six month period ended June 30, 2017 $ 201,716 $ (357,132 ) $ (9,560 ) $ (3,065 ) $ (10,830 ) $ 24,938 (1) Amount includes the per patron and per digital screen theatre access fees due to the Company, net of amounts paid to NCM for on-screen advertising time provided to the Company’s beverage concessionaire of approximately $5,799. |
Summary Financial Information | Below is summary financial information for NCM for the three months ended March 30, 2017 (the financial information for the three and six months ended June 29, 2017 is not yet available) and the three and six months ended June 30, 2016: Three Three Months Ended Six Months Ended March 30, 2017 June 30, 2016 June 30, 2016 Gross revenues $ 71,920 $ 115,383 $ 191,625 Operating income $ 5,070 $ 46,679 $ 52,430 Net income (loss) $ (7,912 ) $ 33,220 $ 25,710 |
Other Investments (Tables)
Other Investments (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Summary of Activity for Each of Company's Other Investments | Below is a summary of activity for each of the Company’s other investments for the six months ended June 30, 2017: DCIP AC LLC DCDC Other Total Balance at January 1, 2017 $ 87,819 $ 5,980 $ 2,750 $ 1,768 $ 98,317 Cash contributions 466 — — — 466 Cash distributions (5,212 ) — — — (5,212 ) Equity in income 10,763 1,238 799 — 12,800 Equity in other comprehensive income 103 — — — 103 Other — — — (129 ) (129 ) Balance at June 30, 2017 $ 93,939 $ 7,218 $ 3,549 $ 1,639 $ 106,345 |
Digital Cinema Implementation Partners | |
Summary Financial Information | Below is summary financial information for DCIP for the three and six months ended June 30, 2017 and 2016. Three Months Ended Six Months Ended June 30, 2017 June 30, 2016 June 30, 2017 June 30, 2016 Gross revenues $ 47,095 $ 44,757 $ 92,574 $ 85,401 Operating income $ 29,393 $ 27,788 $ 57,872 $ 51,189 Net income $ 25,616 $ 22,276 $ 49,757 $ 40,778 |
Transactions with DCIP | The Company had the following transactions, reflected in utilities and other costs on the condensed consolidated income statement, with DCIP during the three and six months ended June 30, 2017 and 2016: Three June 30, Six Months Ended June 30, 2017 2016 2017 2016 Equipment lease payments $ 1,511 $ 1,406 $ 2,881 $ 2,531 Warranty reimbursements from DCIP $ (2,023 ) $ (1,435 ) $ (3,907 ) $ (2,759 ) Management service fees $ 206 $ 206 $ 412 $ 412 |
Treasury Stock and Share Base28
Treasury Stock and Share Based Awards (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Summary of Treasury Stock Activity | Below is a summary of the Company’s treasury stock activity for the six months ended June 30, 2017: Number of Treasury Shares Cost Balance at January 1, 2017 4,447,002 $ 73,411 Restricted stock withholdings (1) 67,903 2,921 Restricted stock forfeitures 9,149 — Balance at June 30, 2017 4,524,054 $ 76,332 (1) The Company withheld restricted shares as a result of the election by certain employees to satisfy their tax liabilities upon vesting in restricted stock and restricted stock units. The Company determined the number of shares to be withheld based upon market values ranging from $40.40 to $44.44 per share. |
Summary of Restricted Stock Activity | Below is a summary of restricted stock activity for the six months ended June 30, 2017: Shares of Weighted Average Restricted Grant Date Stock Fair Value Outstanding at January 1, 2017 606,618 $ 33.51 Granted 237,933 $ 41.94 Vested (189,804 ) $ 36.27 Forfeited (9,149 ) $ 32.91 Outstanding at June 30, 2017 645,598 $ 35.82 Unvested restricted stock at June 30, 2017 645,598 $ 35.82 |
Summary of Restricted Stock Unit Award Activity | Below is a table summarizing the potential number of shares that could vest under restricted stock unit awards granted during the six months ended June 30, 2017 Number of Shares Value at Vesting Grant at IRR of at least 7% 58,545 $ 2,481 at IRR of at least 9.5% 117,089 $ 4,961 at IRR of at least 13% 175,634 $ 7,442 |
Restricted Stock | |
Summary of Restricted Stock Award Activity | Six Months Ended June 30, 2017 2016 Compensation expense recognized during the period $ 4,294 $ 4,708 Fair value of restricted shares that vested during the period $ 8,091 $ 14,423 Income tax benefit recognized upon vesting of restricted stock awards $ 2,633 $ 5,454 |
Restricted Stock Units (RSUs) | |
Summary of Restricted Stock Unit Award Activity | Six Months Ended June 30, 2017 2016 Number of restricted stock unit awards that vested during the period 97,115 213,984 Fair value of restricted stock unit awards that vested during the period $ 4,155 $ 7,260 Accumulated dividends paid upon vesting of restricted stock unit awards $ 313 $ 662 Compensation expense recognized during the period $ 2,150 $ 3,049 Income tax benefit recognized upon vesting of restricted stock unit awards $ 1,745 $ 2,952 |
Goodwill and Other Intangible29
Goodwill and Other Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Goodwill | The Company’s goodwill was as follows: U.S. Operating Segment International Operating Segment Total Balance at January 1, 2017 (1) $ 1,164,163 $ 98,800 $ 1,262,963 Acquisitions of theatres (2) 9,180 22,380 31,560 Foreign currency translation adjustments — (1,596 ) (1,596 ) Balance at June 30, 2017 (1) $ 1,173,343 $ 119,584 $ 1,292,927 (1) Balances are presented net of accumulated impairment losses of $214,031 for the U.S. operating segment and $27,622 for the international operating segment. (2) Represents preliminary allocations associated with theacquisitions of |
Intangible Assets | Intangible assets consisted of the following: Balance at Balance at January 1, June 30, 2017 Additions (1) Amortization Other (2) 2017 Intangible assets with finite lives: Gross carrying amount $ 99,796 $ 2,620 $ — $ (1,282 ) $ 101,134 Accumulated amortization (64,606 ) ― (2,408 ) 1,162 (65,852 ) Total net intangible assets with finite lives $ 35,190 $ 2,620 $ (2,408 ) $ (120 ) $ 35,282 Intangible assets with indefinite lives: Tradename 299,709 ― ― 20 299,729 Total intangible assets — net $ 334,899 $ 2,620 $ (2,408 ) $ (100 ) $ 335,011 (1) Amount represents preliminary fair values allocated to intangible assets acquired as part of the acquisitions of theatres. (2 ) Amounts represent foreign currency translation adjustments and write-off of a fully amortized favorable lease associated with a closed domestic theatre. |
Estimated Aggregate Future Amortization Expense for Intangible Assets | Estimated aggregate future amortization expense for intangible assets is as follows: For the six months ended December 31, 2017 $ 2,796 For the twelve months ended December 31, 2018 5,709 For the twelve months ended December 31, 2019 4,846 For the twelve months ended December 31, 2020 4,740 For the twelve months ended December 31, 2021 2,189 Thereafter 15,002 Total $ 35,282 |
Impairment of Long-Lived Asse30
Impairment of Long-Lived Assets (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Impairment Or Disposal Of Tangible Assets Disclosure [Abstract] | |
Long-Lived Asset Impairment Charges | The long-lived asset impairment charges recorded during each of the periods presented are specific to theatres that were directly and individually impacted by increased competition, adverse changes in market demographics or adverse changes in the development or the conditions of the areas surrounding the theatre. Below is a summary of impairment charges for the periods presented: Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 U.S. theatre properties $ 84 $ 959 $ 357 $ 1,095 International theatre properties 4,217 466 4,217 822 Impairment of long-lived assets $ 4,301 $ 1,425 $ 4,574 $ 1,917 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Reconciliation of Beginning and Ending Balance for Liabilities Measured at Fair Value | Below is a reconciliation of the beginning and ending balance for liabilities measured at fair value on a recurring basis using significant unobservable inputs (Level 3) for the six months ended June 30, 2016: Liabilities (1) 2016 Beginning balances - January 1 $ 373 Total loss included in accumulated other comprehensive loss 71 Settlements included in interest expense (444 ) Ending balances – June 30 $ — (1) The Company was previously party to an interest rate swap agreement, which expired in April 2016. |
Foreign Currency Translation (T
Foreign Currency Translation (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Summary of Impact of Translating Financial Statements of Company's International Subsidiaries | Below is a summary of the impact of translating the June 30, 2017 financial statements of the Company’s international subsidiaries: Other Comprehensive Income (Loss) for The Exchange Rate as of Six Months Ended Country June 30, 2017 December 31, 2016 June 30, 2017 Brazil 3.31 3.26 $ (3,970 ) Argentina 16.54 16.04 (1,956 ) Peru 3.28 3.45 2,243 Chile 666.90 679.09 813 All other (638 ) $ (3,508 ) |
Supplemental Cash Flow Inform33
Supplemental Cash Flow Information (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Information to Condensed Consolidated Statements of Cash Flows | The following is provided as supplemental information to the condensed consolidated statements of cash flows: Six Months Ended June 30, 2017 2016 Cash paid for interest $ 49,603 $ 57,756 Cash paid for income taxes, net of refunds received $ 55,371 $ 35,445 Noncash investing and financing activities: Change in accounts payable and accrued expenses for the acquisition of theatre properties and equipment (1) $ (4,959 ) $ 11,362 Theatre properties acquired under capital lease $ 7,089 $ 9,779 Investment in NCM – receipt of common units (see Note 6) $ 18,363 $ 11,111 Dividends accrued on unvested restricted stock unit awards $ (288 ) $ (264 ) (1) Additions to theatre properties and equipment included in accounts payable as of June 30, 2017 and December 31, 2016 were $35,666 and $40,625, respectively. |
Segments (Tables)
Segments (Tables) | 6 Months Ended |
Jun. 30, 2017 | |
Segment Reporting [Abstract] | |
Selected Financial Information by Reportable Operating Segment | Below is a breakdown of selected financial information by reportable operating segment: Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Revenues U.S. $ 554,929 $ 560,534 $ 1,136,138 $ 1,104,449 International 199,926 187,561 401,994 351,736 Eliminations (3,660 ) (3,691 ) (7,327 ) (6,912 ) Total revenues $ 751,195 $ 744,404 $ 1,530,805 $ 1,449,273 Adjusted EBITDA (1) U.S. $ 129,394 $ 127,845 $ 294,048 $ 271,478 International 41,285 40,550 88,511 81,564 Total Adjusted EBITDA $ 170,679 $ 168,395 $ 382,559 $ 353,042 Capital expenditures U.S. $ 77,175 $ 58,182 $ 155,992 $ 99,380 International 14,438 25,597 26,808 32,144 Total capital expenditures $ 91,613 $ 83,779 $ 182,800 $ 131,524 (1) Distributions from NCM and other cash distributions from equity investees are reported entirely within the U.S. operating segment. |
Reconciliation of Net Income to Adjusted EBITDA | The following table sets forth a reconciliation of net income to Adjusted EBITDA: Three Months Ended Six Months Ended June 30, June 30, 2017 2016 2017 2016 Net income $ 51,810 $ 54,368 $ 132,004 $ 113,414 Add (deduct): Income taxes 29,445 31,617 73,845 65,076 Interest expense (1) 26,522 27,262 52,891 55,321 Other income (2) (7,030 ) (7,590 ) (20,012 ) (17,970 ) Loss on debt amendments and refinancing 246 98 246 13,284 Other cash distributions from equity investees (3) 2,870 184 14,919 8,270 Depreciation and amortization 59,137 52,358 116,493 101,687 Impairment of long-lived assets 4,301 1,425 4,574 1,917 Loss on sale of assets and other 54 5,824 888 4,045 Deferred lease expenses (375 ) (207 ) (722 ) (647 ) Amortization of long-term prepaid rents 496 514 989 985 Share based awards compensation expense 3,203 2,542 6,444 7,660 Adjusted EBITDA $ 170,679 $ 168,395 $ 382,559 $ 353,042 (1) Includes amortization of debt issue costs. (2) Includes interest income, foreign currency exchange (gain) loss and equity in income of affiliates and excludes distributions from NCM. (3) Includes cash distributions received from equity investees that were recorded as a reduction of the respective investment balances (see Notes 6 and 7). |
Selected Financial Information by Geographic Area | Below is a breakdown of selected financial information by geographic area: Three Months Ended Six Months Ended June 30, June 30, Revenues 2017 2016 2017 2016 U.S. $ 554,929 $ 560,534 $ 1,136,138 $ 1,104,449 Brazil 87,841 74,996 182,540 146,505 Other international countries 112,085 112,565 219,454 205,231 Eliminations (3,660 ) (3,691 ) (7,327 ) (6,912 ) Total $ 751,195 $ 744,404 $ 1,530,805 $ 1,449,273 Theatre Properties and Equipment-net June 30, 2017 December 31, 2016 U.S. $ 1,362,902 $ 1,306,643 Brazil 188,770 197,896 Other international countries 205,314 199,997 Total $ 1,756,986 $ 1,704,536 |
The Company and Basis of Pres35
The Company and Basis of Presentation - Additional Information (Detail) | Jun. 30, 2017 |
Minimum | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Equity method investment, ownership percentage | 20.00% |
Maximum | |
Organization Consolidation And Presentation Of Financial Statements [Line Items] | |
Equity method investment, ownership percentage | 50.00% |
Cost method investment, ownership Percentage | 20.00% |
Computations of Basic and Dilut
Computations of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Earnings Per Share Disclosure [Line Items] | |||||
Net income attributable to Cinemark Holdings, Inc. | $ 51,239 | $ 53,906 | $ 130,967 | $ 112,431 | |
Earnings allocated to participating share-based awards | [1] | (263) | (272) | (620) | (496) |
Net income attributable to common stockholders | $ 50,976 | $ 53,634 | $ 130,347 | $ 111,935 | |
Basic weighted average common stock outstanding | 115,785 | 115,576 | 115,707 | 115,411 | |
Diluted | 116,072 | 115,758 | 116,020 | 115,660 | |
Basic earnings per share attributable to common stockholders | $ 0.44 | $ 0.46 | $ 1.12 | $ 0.97 | |
Diluted earnings per share attributable to common stockholders | $ 0.44 | $ 0.46 | $ 1.12 | $ 0.97 | |
Restricted Stock Units (RSUs) | |||||
Earnings Per Share Disclosure [Line Items] | |||||
Common equivalent shares for restricted stock units | 287 | 182 | 313 | 249 | |
[1] | For the three months ended June 30, 2017 and 2016, a weighted average of approximately 605 and 588 shares of unvested restricted stock, respectively, were considered participating securities. For the six months ended June 30, 2017 and 2016, a weighted average of approximately 552 and 514 shares of unvested restricted stock, respectively, were considered participating securities |
Computations of Basic and Dil37
Computations of Basic and Diluted Earnings Per Share (Parenthetical) (Detail) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Earnings Per Share [Abstract] | ||||
Weighted average shares of participating unvested restricted stock | 605 | 588 | 552 | 514 |
Long Term Debt Activity - Addit
Long Term Debt Activity - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 16, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||||||
Loss on debt amendments and refinancing | $ 246 | $ 98 | $ 246 | $ 13,284 | ||
Carrying value of long-term debt | 1,821,539 | 1,821,539 | $ 1,822,966 | |||
Fair value of long-term debt | 1,851,951 | 1,851,951 | $ 1,850,212 | |||
Senior Secured Credit Facility Agreement | Debt Amendments | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, reduction in interest rate | 0.25% | |||||
Debt issuance costs | 521 | 521 | ||||
Loss on debt amendments and refinancing | $ 246 | $ 246 |
Summary of Changes in Stockhold
Summary of Changes in Stockholders Equity (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |||
Shareholders Equity [Line Items] | ||||||
Cinemark Holdings, Inc. stockholder's equity, Beginning Balance | $ 1,261,818 | |||||
Share based awards compensation expense | 6,444 | $ 7,660 | ||||
Stock withholdings related to share based awards that vested | (2,921) | (6,802) | ||||
Dividends paid to stockholders | (67,528) | [1] | (62,740) | [2] | ||
Dividends accrued on unvested restricted stock unit awards | (288) | [1] | (264) | [2] | ||
Dividends paid to noncontrolling interests | (294) | (515) | ||||
Net income attributable to Cinemark Holdings, Inc. | $ 51,239 | $ 53,906 | 130,967 | 112,431 | ||
Other comprehensive income (loss) in equity method investees | (95) | 146 | 103 | (176) | ||
Foreign currency translation adjustments | (5,059) | 38,667 | ||||
Cinemark Holding, Inc. stockholder's equity, Ending Balance | 1,323,536 | 1,323,536 | ||||
Noncontrolling Interests, Beginning balance | 11,142 | |||||
Net income attributable to Noncontrolling Interests | (571) | (462) | (1,037) | (983) | ||
Noncontrolling Interests, Ending Balance | 11,885 | 11,885 | ||||
Total Equity, Beginning Balance | 1,272,960 | 1,110,813 | ||||
Net income | 51,810 | 54,368 | 132,004 | 113,414 | ||
Total Equity, Ending Balance | 1,335,421 | 1,200,066 | 1,335,421 | 1,200,066 | ||
Issuance of common stock related to restricted stock units that vested | 1 | |||||
Tax benefit related to share based awards vesting | 1,785 | |||||
Fair value adjustments on interest rate swap agreements designated as hedges, net of settlements, net of taxes | 0 | 33 | 0 | 234 | ||
Gain realized on available-for-sale securities, net of taxes of $1,180 | (2,011) | |||||
Cinemark Holdings, Inc. Stockholders' Equity | ||||||
Shareholders Equity [Line Items] | ||||||
Cinemark Holdings, Inc. stockholder's equity, Beginning Balance | 1,261,818 | 1,099,708 | ||||
Share based awards compensation expense | 6,444 | 7,660 | ||||
Stock withholdings related to share based awards that vested | (2,921) | (6,802) | ||||
Dividends paid to stockholders | (67,528) | [1] | (62,740) | [2] | ||
Dividends accrued on unvested restricted stock unit awards | (288) | [1] | (264) | [2] | ||
Dividends paid to noncontrolling interests | 0 | 0 | ||||
Net income attributable to Cinemark Holdings, Inc. | 130,967 | 112,431 | ||||
Other comprehensive income (loss) in equity method investees | 103 | (176) | ||||
Foreign currency translation adjustments | (5,059) | 38,647 | ||||
Cinemark Holding, Inc. stockholder's equity, Ending Balance | 1,323,536 | 1,188,473 | 1,323,536 | 1,188,473 | ||
Issuance of common stock related to restricted stock units that vested | 1 | |||||
Tax benefit related to share based awards vesting | 1,785 | |||||
Fair value adjustments on interest rate swap agreements designated as hedges, net of settlements, net of taxes | 234 | |||||
Gain realized on available-for-sale securities, net of taxes of $1,180 | (2,011) | |||||
Noncontrolling Interests | ||||||
Shareholders Equity [Line Items] | ||||||
Share based awards compensation expense | 0 | 0 | ||||
Stock withholdings related to share based awards that vested | 0 | 0 | ||||
Dividends paid to stockholders | 0 | [1] | 0 | [2] | ||
Dividends accrued on unvested restricted stock unit awards | 0 | [1] | 0 | [2] | ||
Dividends paid to noncontrolling interests | (294) | (515) | ||||
Other comprehensive income (loss) in equity method investees | 0 | 0 | ||||
Foreign currency translation adjustments | 0 | 20 | ||||
Noncontrolling Interests, Beginning balance | 11,142 | 11,105 | ||||
Net income attributable to Noncontrolling Interests | 1,037 | 983 | ||||
Noncontrolling Interests, Ending Balance | $ 11,885 | $ 11,593 | $ 11,885 | 11,593 | ||
Issuance of common stock related to restricted stock units that vested | 0 | |||||
Tax benefit related to share based awards vesting | 0 | |||||
Fair value adjustments on interest rate swap agreements designated as hedges, net of settlements, net of taxes | 0 | |||||
Gain realized on available-for-sale securities, net of taxes of $1,180 | $ 0 | |||||
[1] | The Company’s board of directors declared a cash dividend for the first quarter of 2017 in the amount of $0.29 per share of common stock payable to stockholders of record on June 8, 2017. The dividend was paid on June 22, 2017. The Company’s board of directors declared a cash dividend for the fourth quarter of 2016 in the amount of $0.29 per share of common stock payable to stockholders of record on March 8, 2017. The dividend was paid on March 20, 2017. | |||||
[2] | The Company’s board of directors declared a cash dividend for the first quarter of 2016 in the amount of $0.27 per share of common stock payable to stockholders of record on June 8, 2016. The dividend was paid on June 22, 2016. The Company’s board of directors declared a cash dividend for the fourth quarter of 2015 in the amount of $0.27 per share of common stock payable to stockholders of record on March 7, 2016. The dividend was paid on March 18, 2016. |
Summary of Changes in Stockho40
Summary of Changes in Stockholders Equity (Parenthetical) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||||
Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2015 | Jun. 30, 2017 | Jun. 30, 2016 | |
Shareholders Equity [Line Items] | ||||||||
Unrealized loss due to fair value adjustments on interest rate swap agreements, taxes | $ 0 | $ 20 | $ 0 | $ 138 | ||||
Cash Dividends approved per common share | $ 0.29 | $ 0.29 | $ 0.29 | $ 0.27 | $ 0.27 | $ 0.27 | $ 0.58 | $ 0.54 |
Date of Record | Jun. 8, 2017 | Mar. 8, 2017 | Jun. 8, 2016 | Mar. 7, 2016 | ||||
Dividend Payable Date | Jun. 22, 2017 | Mar. 20, 2017 | Jun. 22, 2016 | Mar. 18, 2016 | ||||
Cinemark Holdings, Inc. Stockholders' Equity | ||||||||
Shareholders Equity [Line Items] | ||||||||
Unrealized loss due to fair value adjustments on interest rate swap agreements, taxes | $ 138 | |||||||
Gain realized on available-for-sale securities, taxes | $ 1,180 |
Summary of Activity with NCM In
Summary of Activity with NCM Included in Company's Consolidated Financial Statements (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Schedule of Equity Method Investments [Line Items] | |||||
Equity in income of affiliates | $ 5,805 | $ 5,065 | $ 15,865 | $ 12,207 | |
NCM | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Beginning Balance | 189,995 | ||||
Beginning Balance | (343,928) | ||||
Equity in income of affiliates | (176) | $ (28) | 3,065 | $ 1,845 | |
Ending Balance | 201,716 | 201,716 | |||
Ending Balance | (357,132) | (357,132) | |||
Investment In NCM | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Beginning Balance | 189,995 | ||||
Receipt of common units due to annual common unit adjustment | 18,363 | ||||
Receipt of excess cash distributions | (7,618) | ||||
Receipt under tax receivable agreement | (2,089) | ||||
Equity in income of affiliates | 3,065 | ||||
Ending Balance | 201,716 | 201,716 | |||
Deferred Revenue | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Beginning Balance | (343,928) | ||||
Receipt of common units due to annual common unit adjustment | (18,363) | ||||
Ending Balance | (357,132) | (357,132) | |||
Deferred Revenue | NCM | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Amortization of deferred revenue | 5,159 | ||||
Distributions from NCM | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Receipt of excess cash distributions | (7,486) | ||||
Receipt under tax receivable agreement | (2,074) | ||||
Ending Balance | (9,560) | (9,560) | |||
Equity in Earnings | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Ending Balance | (3,065) | (3,065) | |||
Equity in Earnings | NCM | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity in income of affiliates | (3,065) | ||||
Other Revenue | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Revenues earned under ESA | [1] | (5,671) | |||
Ending Balance | (10,830) | (10,830) | |||
Other Revenue | NCM | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Amortization of deferred revenue | (5,159) | ||||
Cash Received | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Revenues earned under ESA | [1] | 5,671 | |||
Receipt of excess cash distributions | 15,104 | ||||
Receipt under tax receivable agreement | 4,163 | ||||
Ending Balance | $ 24,938 | $ 24,938 | |||
[1] | Amount includes the per patron and per digital screen theatre access fees due to the Company, net of amounts paid to NCM for on-screen advertising time provided to the Company’s beverage concessionaire of approximately $5,799. |
Summary of Activity with NCM 42
Summary of Activity with NCM Included in Company's Consolidated Financial Statements (Parenthetical) (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($) | |
Equity Method Investments And Joint Ventures [Abstract] | |
Company's beverage concessionaire advertising costs | $ 5,799 |
Investment in National CineMe43
Investment in National CineMedia - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Mar. 30, 2017 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 |
Schedule of Equity Method Investments [Line Items] | |||||
Equity in (loss) earnings | $ 5,805 | $ 5,065 | $ 15,865 | $ 12,207 | |
Number of additional common units of NCM received under common unit adjustment agreement | 1,487,218 | ||||
Value of common units received from NCM | $ 18,363 | 11,111 | |||
Remaining term of exhibitor services agreement | 20 years | ||||
Number of common units of NCM owned by Company | 27,871,862 | 27,871,862 | |||
Interest in common units of NCM owned by Company | 18.00% | 18.00% | |||
Investment In NCM | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity in (loss) earnings | $ 3,065 | ||||
Estimated fair value of investment using NCM's stock price | $ 206,809 | $ 206,809 | |||
NCM stock price | $ 7.42 | $ 7.42 | |||
NCM | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Equity in (loss) earnings | $ (176) | $ (28) | $ 3,065 | 1,845 | |
NCM | Theatre Properties and Equipment | |||||
Schedule of Equity Method Investments [Line Items] | |||||
Payment for installation of certain equipment used for digital advertising | $ 50 | $ 28 |
Summary Financial Information f
Summary Financial Information for National CineMedia (Detail) - NCM - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |
Mar. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2016 | |
Schedule of Equity Method Investments [Line Items] | |||
Gross revenues | $ 71,920 | $ 115,383 | $ 191,625 |
Operating income | 5,070 | 46,679 | 52,430 |
Net income (loss) | $ (7,912) | $ 33,220 | $ 25,710 |
Summary of Activity for Each of
Summary of Activity for Each of Company's Other Investments (Detail) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Dec. 31, 2013 | Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Schedule of Equity Method Investments [Line Items] | ||||||
Investments, beginning balance | $ 98,317 | |||||
Cash distributions | [1] | $ (2,870) | $ (184) | (14,919) | $ (8,270) | |
Equity in income | 5,805 | 5,065 | 15,865 | 12,207 | ||
Equity in other comprehensive income | (95) | $ 146 | 103 | $ (176) | ||
Investments, ending balance | 106,345 | 106,345 | ||||
AC JV, LLC | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Cash contributions | $ 268 | |||||
Other Affiliates | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Investments, beginning balance | 98,317 | |||||
Cash contributions | 466 | |||||
Cash distributions | (5,212) | |||||
Equity in income | 12,800 | |||||
Equity in other comprehensive income | 103 | |||||
Other | (129) | |||||
Investments, ending balance | 106,345 | 106,345 | ||||
Other Affiliates | Digital Cinema Implementation Partners | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Investments, beginning balance | 87,819 | |||||
Cash contributions | 466 | |||||
Cash distributions | (5,212) | |||||
Equity in income | 10,763 | |||||
Equity in other comprehensive income | 103 | |||||
Other | 0 | |||||
Investments, ending balance | 93,939 | 93,939 | ||||
Other Affiliates | AC JV, LLC | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Investments, beginning balance | 5,980 | |||||
Cash contributions | 0 | |||||
Cash distributions | 0 | |||||
Equity in income | 1,238 | |||||
Equity in other comprehensive income | 0 | |||||
Other | 0 | |||||
Investments, ending balance | 7,218 | 7,218 | ||||
Other Affiliates | Digital Cinema Distribution Coalition | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Investments, beginning balance | 2,750 | |||||
Cash contributions | 0 | |||||
Cash distributions | 0 | |||||
Equity in income | 799 | |||||
Equity in other comprehensive income | 0 | |||||
Other | 0 | |||||
Investments, ending balance | 3,549 | 3,549 | ||||
Other Affiliates | Other Investments | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Investments, beginning balance | 1,768 | |||||
Cash contributions | 0 | |||||
Cash distributions | 0 | |||||
Equity in income | 0 | |||||
Equity in other comprehensive income | 0 | |||||
Other | (129) | |||||
Investments, ending balance | $ 1,639 | $ 1,639 | ||||
[1] | Includes cash distributions received from equity investees that were recorded as a reduction of the respective investment balances (see Notes 6 and 7). |
Other Investments - Additional
Other Investments - Additional Information (Detail) $ in Thousands | 1 Months Ended | 6 Months Ended | 12 Months Ended | |
Dec. 31, 2013USD ($) | Jun. 30, 2017USD ($)ProjectionSystem | Jun. 30, 2016USD ($) | Dec. 31, 2013USD ($) | |
Digital Cinema Implementation Partners | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percentage of voting interest | 33.00% | |||
Economic interest in Digital Cinema Implementation Partners | 24.30% | |||
Number of equipment being leased under master equipment lease agreement | ProjectionSystem | 3,785 | |||
AC JV, LLC | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Ownership of class A units sold to Founding Members | 97.00% | |||
Cash contributions | $ 268 | |||
Ownership of class A units | 1.00% | |||
Ownership of class A units | 31.00% | |||
Aggregate value of Class A units | $ 25,000 | |||
Promissory note term | 6 years | |||
Original principal value of promissory note with NCM | $ 8,333 | |||
Annual interest rate on promissory note | 5.00% | 5.00% | ||
Remaining outstanding balance of note payable | $ 4,167 | |||
AC JV, LLC | Film rentals and advertising | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Event fees | $ 6,763 | $ 5,234 | ||
Digital Cinema Distribution Coalition | ||||
Schedule of Equity Method Investments [Line Items] | ||||
Percentage of voting interest | 14.60% | |||
Payments for content delivery services | $ 446 | $ 465 |
Summary Financial Information47
Summary Financial Information for DCIP (Detail) - Other Affiliates - Digital Cinema Implementation Partners - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Schedule of Equity Method Investments [Line Items] | ||||
Gross revenues | $ 47,095 | $ 44,757 | $ 92,574 | $ 85,401 |
Operating income | 29,393 | 27,788 | 57,872 | 51,189 |
Net income | $ 25,616 | $ 22,276 | $ 49,757 | $ 40,778 |
Transactions with DCIP (Detail)
Transactions with DCIP (Detail) - Digital Cinema Implementation Partners - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Schedule of Equity Method Investments [Line Items] | ||||
Equipment lease payments | $ 1,511 | $ 1,406 | $ 2,881 | $ 2,531 |
Warranty reimbursements from DCIP | (2,023) | (1,435) | (3,907) | (2,759) |
Management service fees | $ 206 | $ 206 | $ 412 | $ 412 |
Summary of Treasury Stock Activ
Summary of Treasury Stock Activity (Detail) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017USD ($)shares | ||
Treasury Stock Shares [Abstract] | ||
Beginning Balance, Shares | shares | 4,447,002 | |
Restricted stock withholdings | shares | 67,903 | [1] |
Restricted stock forfeitures | shares | 9,149 | |
Ending Balance, Shares | shares | 4,524,054 | |
Beginning Balance, Cost | $ | $ 73,411 | |
Restricted stock withholdings | $ | 2,921 | [1] |
Restricted stock forfeitures | $ | 0 | |
Ending Balance, Cost | $ | $ 76,332 | |
[1] | The Company withheld restricted shares as a result of the election by certain employees to satisfy their tax liabilities upon vesting in restricted stock and restricted stock units. The Company determined the number of shares to be withheld based upon market values ranging from $40.40 to $44.44 per share. |
Summary of Treasury Stock Act50
Summary of Treasury Stock Activity (Parenthetical) (Detail) | 6 Months Ended |
Jun. 30, 2017$ / shares | |
Minimum | |
Schedule of Treasury Stock [Line Items] | |
Market Value of Restricted Shares | $ 40.40 |
Maximum | |
Schedule of Treasury Stock [Line Items] | |
Market Value of Restricted Shares | $ 44.44 |
Treasury Stock and Share Base51
Treasury Stock and Share Based Awards - Additional Information (Detail) $ / shares in Units, $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($)$ / sharesshares | |
Restricted Stock | |
Stockholders Equity Note [Line Items] | |
Number of hypothetical shares of common stock | shares | 237,933 |
Market value of common stock on the dates of grant | $ / shares | $ 41.94 |
Restricted Stock | Directors | |
Stockholders Equity Note [Line Items] | |
Award vesting period for restricted stock granted | 1 year |
Restricted Stock | Employees | |
Stockholders Equity Note [Line Items] | |
Award vesting period for restricted stock granted | 4 years |
Unvested Restricted Stock Awards | |
Stockholders Equity Note [Line Items] | |
Unrecognized compensation expense | $ | $ 17,106 |
Remaining Compensation Expense recognition period (in years) | 2 years |
Restricted Stock Units (RSUs) | |
Stockholders Equity Note [Line Items] | |
Number of hypothetical shares of common stock | shares | 175,634 |
Market value of common stock on the dates of grant | $ / shares | $ 42.37 |
Unrecognized compensation expense | $ | $ 9,354 |
Share-based compensation arrangement by share-based payment award, description | The financial performance factors are based on an implied equity value concept that determines an internal rate of return (“IRR”) during the two fiscal year periods ending December 31, 2018 based on a formula utilizing a multiple of Adjusted EBITDA subject to certain specified adjustments as specified by the Compensation Committee prior to the grant date |
Internal rate of return, performance period | 2 years |
Percentage of IRR, which is the threshold | 7.00% |
Percentage of IRR, which is the target | 9.50% |
Percentage of IRR, which is the maximum | 13.00% |
Percentage of restricted stock units vest | 100.00% |
Percentage of IRR expected | 11.00% |
Share-based compensation arrangement by share-based payment award, vesting condition | All restricted stock units granted during 2017 will vest subject to an additional two-year service requirement and will be paid in the form of common stock if the participant continues to provide services through February 2021, which is the fourth anniversary of the grant date |
Expected forfeiture rate | 5.00% |
Number of hypothetical shares of common stock at maximum IRR level | shares | 628,189 |
Actual cumulative forfeitures (in units) | shares | 7,407 |
Minimum | Restricted Stock | |
Stockholders Equity Note [Line Items] | |
Market value of common stock on the dates of grant | $ / shares | $ 38.65 |
Forfeiture rate for restricted stock awards | 0.00% |
Maximum | Restricted Stock | |
Stockholders Equity Note [Line Items] | |
Market value of common stock on the dates of grant | $ / shares | $ 42.37 |
Forfeiture rate for restricted stock awards | 10.00% |
Maximum | Restricted Stock Units (RSUs) | IRR at least 7% | |
Stockholders Equity Note [Line Items] | |
Vesting percentage of restricted stock units | 0.33% |
Maximum | Restricted Stock Units (RSUs) | IRR at least 9.5% | |
Stockholders Equity Note [Line Items] | |
Vesting percentage of restricted stock units | 0.67% |
Summary of Restricted Stock Act
Summary of Restricted Stock Activity (Detail) - Restricted Stock | 6 Months Ended |
Jun. 30, 2017$ / sharesshares | |
Shares of Restricted Stock | |
Shares of Restricted Stock, Beginning balance | shares | 606,618 |
Shares of Restricted Stock, Granted | shares | 237,933 |
Shares of Restricted Stock, Vested | shares | (189,804) |
Shares of Restricted Stock, Forfeited | shares | (9,149) |
Shares of Restricted Stock, Ending balance | shares | 645,598 |
Shares of Restricted Stock, Unvested restricted stock | shares | 645,598 |
Weighted Average Grant Date Fair Value | |
Weighted Average Grant Date Fair Value Outstanding, Beginning | $ / shares | $ 33.51 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 41.94 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 36.27 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 32.91 |
Weighted Average Grant Date Fair Value Outstanding, Ending | $ / shares | 35.82 |
Weighted Average Grant Date Fair Value, Unvested restricted stock | $ / shares | $ 35.82 |
Summary of Restricted Stock Awa
Summary of Restricted Stock Award Activity (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Jun. 30, 2016 | |
Restricted Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of restricted stock unit awards that vested during the period | 189,804 | |
Fair value of restricted shares that vested during the period | $ 8,091 | $ 14,423 |
Compensation expense recognized during the period | 4,294 | 4,708 |
Income tax benefit recognized upon vesting of restricted stock awards | $ 2,633 | $ 5,454 |
Restricted Stock Units (RSUs) | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of restricted stock unit awards that vested during the period | 97,115 | 213,984 |
Fair value of restricted shares that vested during the period | $ 4,155 | $ 7,260 |
Accumulated dividends paid upon vesting of restricted stock unit awards | 313 | 662 |
Compensation expense recognized during the period | 2,150 | 3,049 |
Income tax benefit recognized upon vesting of restricted stock awards | $ 1,745 | $ 2,952 |
Summary of Potential Number of
Summary of Potential Number of Shares Vesting under Restricted Stock Unit Awards (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2017USD ($)shares | |
Disclosure Of Restricted Stock Unit [Abstract] | |
Number of shares vesting at IRR of at least 7% | shares | 58,545 |
Number of shares vesting at IRR of at least 9.5% | shares | 117,089 |
Number of shares vesting at IRR of at least 13% | shares | 175,634 |
Value at grant at IRR of at least 7% | $ | $ 2,481 |
Value at grant at IRR of at least 9.5% | $ | 4,961 |
Value at grant at IRR of at least 13% | $ | $ 7,442 |
Summary of Goodwill (Detail)
Summary of Goodwill (Detail) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017USD ($) | ||
Goodwill [Line Items] | ||
Beginning Balance | $ 1,262,963 | [1] |
Acquisitions of theatres | 31,560 | [2] |
Foreign currency translation adjustments | (1,596) | |
Ending Balance | 1,292,927 | [1] |
U.S. Operating Segment | ||
Goodwill [Line Items] | ||
Beginning Balance | 1,164,163 | [1] |
Acquisitions of theatres | 9,180 | [2] |
Foreign currency translation adjustments | 0 | |
Ending Balance | 1,173,343 | [1] |
International Operating Segment | ||
Goodwill [Line Items] | ||
Beginning Balance | 98,800 | [1] |
Acquisitions of theatres | 22,380 | [2] |
Foreign currency translation adjustments | (1,596) | |
Ending Balance | $ 119,584 | [1] |
[1] | Balances are presented net of accumulated impairment losses of $214,031 for the U.S. operating segment and $27,622 for the international operating segment. | |
[2] | Represents preliminary allocations associated with theacquisitions of theatres. |
Summary of Goodwill (Parentheti
Summary of Goodwill (Parenthetical) (Detail) $ in Thousands | Jun. 30, 2017USD ($) |
U.S. Operating Segment | |
Goodwill [Line Items] | |
Accumulated impairment losses | $ 214,031 |
International Operating Segment | |
Goodwill [Line Items] | |
Accumulated impairment losses | $ 27,622 |
Goodwill and Other Intangible57
Goodwill and Other Intangible Assets - Additional Information (Detail) | 6 Months Ended |
Jun. 30, 2017CommunityCountry | |
U.S. Operating Segment | |
Goodwill [Line Items] | |
Number of reporting unit | Community | 19 |
International Operating Segment | |
Goodwill [Line Items] | |
Number of reporting unit | Country | 7 |
Intangible Assets (Detail)
Intangible Assets (Detail) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017USD ($) | ||
Intangible Assets Net Excluding Goodwill [Abstract] | ||
Intangible assets with finite lives, Beginning balance | $ 99,796 | |
Other, Gross carrying amount | (1,282) | [1] |
Intangible assets with finite lives, Ending balance | 101,134 | |
Intangible assets with finite lives, Accumulated amortization, Beginning balance | (64,606) | |
Accumulated amortization additions | 0 | [2] |
Accumulated amortization | (2,408) | |
Other Accumulated Amortization of Intangible Assets | 1,162 | [1] |
Intangible assets with finite lives, Accumulated amortization, Ending balance | (65,852) | |
Net intangible assets with finite lives, Beginning balance | 35,190 | |
Intangible assets with finite lives, additions | 2,620 | [2] |
Amortization, intangible assets | (2,408) | |
Other, Finite lived intangible assets | (120) | [1] |
Net intangible assets with finite lives, Ending balance | 35,282 | |
Indefinite-lived Intangible Assets, Tradename, Beginning Balance | 299,709 | |
Indefinite lived intangible assets, additions | 0 | [2] |
Other, Tradename | 20 | [1] |
Indefinite-lived Intangible Assets, Tradename, Ending Balance | 299,729 | |
Total intangible assets - net, Beginning balance | 334,899 | |
Other, Total intangible assets - net | (100) | [1] |
Total intangible assets - net, Ending balance | $ 335,011 | |
[1] | Amounts represent foreign currency translation adjustments and write-off of a fully amortized favorable lease associated with a closed domestic theatre. | |
[2] | Amount represents preliminary fair values allocated to intangible assets acquired as part of the acquisitions of theatres. |
Estimated Aggregate Future Amor
Estimated Aggregate Future Amortization Expense for Intangible Assets (Detail) - USD ($) $ in Thousands | Jun. 30, 2017 | Dec. 31, 2016 |
Finite Lived Intangible Assets Net [Abstract] | ||
For the six months ended December 31, 2017 | $ 2,796 | |
For the twelve months ended December 31, 2018 | 5,709 | |
For the twelve months ended December 31, 2019 | 4,846 | |
For the twelve months ended December 31, 2020 | 4,740 | |
For the twelve months ended December 31, 2021 | 2,189 | |
Thereafter | 15,002 | |
Total | $ 35,282 | $ 35,190 |
Impairment of Long-Lived Asse60
Impairment of Long-Lived Assets - Additional Information (Detail) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017USD ($) | Jun. 30, 2016 | |
Impairment Or Disposal Of Tangible Assets Disclosure [Abstract] | ||
Estimated aggregate fair value of long-lived assets impaired during current period | $ 3,206 | |
Multiple of cash flows used to estimate fair value of long-lived asset | 6.5 | 6.5 |
Long-Lived Asset Impairment Cha
Long-Lived Asset Impairment Charges (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | |
Impaired Long-Lived Assets Held and Used [Line Items] | ||||
Impairment of long-lived assets | $ 4,301 | $ 1,425 | $ 4,574 | $ 1,917 |
U.S. Operating Segment | ||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||
Theatre properties | 84 | 959 | 357 | 1,095 |
International Operating Segment | ||||
Impaired Long-Lived Assets Held and Used [Line Items] | ||||
Theatre properties | $ 4,217 | $ 466 | $ 4,217 | $ 822 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Detail) - USD ($) | Jun. 30, 2017 | Dec. 31, 2016 |
Fair Value Disclosures [Abstract] | ||
Assets at fair value on recurring basis | $ 0 | $ 0 |
Liabilities at fair value on recurring basis | $ 0 | $ 0 |
Reconciliation of Beginning and
Reconciliation of Beginning and Ending Balance for Liabilities Measured at Fair Value on Recurring Basis Unobservable Inputs (Detail) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017USD ($) | [1] | |
Fair Value Disclosures [Abstract] | ||
Beginning balances - Liabilities | $ 373 | |
Total loss included in accumulated other comprehensive loss | 71 | |
Settlements included in interest expense | (444) | |
Ending balances - Liabilities | $ 0 | |
[1] | (1)The Company was previously party to an interest rate swap agreement, which expired in April 2016. |
Foreign Currency Translation -
Foreign Currency Translation - Additional Information (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2017 | Dec. 31, 2016 | |
Foreign Currency Translation [Line Items] | ||
Accumulated other comprehensive income (loss) | $ 251,969 | $ 247,013 |
Cumulative foreign currency adjustments | $ 252,106 | $ 247,047 |
Cumulative inflation rate | 100.00% | |
Cumulative inflation period | 3 years | |
Argentina | ||
Foreign Currency Translation [Line Items] | ||
Cumulative inflation rate | 100.00% | |
Cumulative inflation period | 3 years | |
Canada | ||
Foreign Currency Translation [Line Items] | ||
Reclassification of cumulative foreign currency translation adjustments | $ 1,551 |
Summary of Impact of Translatin
Summary of Impact of Translating Financial Statements of Company's International Subsidiaries (Detail) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Jun. 30, 2017USD ($) | Jun. 30, 2016USD ($) | Dec. 31, 2016 | |
Foreign Currency Translation [Line Items] | |||||
Other comprehensive Income (Loss) | $ (18,401) | $ 24,887 | $ (3,508) | $ 38,667 | |
Brazil | |||||
Foreign Currency Translation [Line Items] | |||||
Exchange Rate | 3.31 | 3.31 | 3.26 | ||
Other comprehensive Income (Loss) | $ (3,970) | ||||
Argentina | |||||
Foreign Currency Translation [Line Items] | |||||
Exchange Rate | 16.54 | 16.54 | 16.04 | ||
Other comprehensive Income (Loss) | $ (1,956) | ||||
Peru | |||||
Foreign Currency Translation [Line Items] | |||||
Exchange Rate | 3.28 | 3.28 | 3.45 | ||
Other comprehensive Income (Loss) | $ 2,243 | ||||
Chile | |||||
Foreign Currency Translation [Line Items] | |||||
Exchange Rate | 666.90 | 666.90 | 679.09 | ||
Other comprehensive Income (Loss) | $ 813 | ||||
Other foreign countries | |||||
Foreign Currency Translation [Line Items] | |||||
Other comprehensive Income (Loss) | (638) | ||||
International Subsidiaries | Cinemark Holdings, Inc. Stockholders' Equity | |||||
Foreign Currency Translation [Line Items] | |||||
Other comprehensive Income (Loss) | $ (3,508) |
Supplemental Information to Con
Supplemental Information to Condensed Consolidated Statements of Cash Flows (Detail) - USD ($) $ in Thousands | 6 Months Ended | ||||
Jun. 30, 2017 | Jun. 30, 2016 | ||||
Supplemental Cash Flow Elements [Abstract] | |||||
Cash paid for interest | $ 49,603 | $ 57,756 | |||
Cash paid for income taxes, net of refunds received | 55,371 | 35,445 | |||
Noncash investing and financing activities: | |||||
Change in accounts payable and accrued expenses for the acquisition of theatre properties and equipment | [1] | (4,959) | 11,362 | ||
Theatre properties acquired under capital lease | 7,089 | 9,779 | |||
Investment in NCM – receipt of common units (see Note 6) | 18,363 | 11,111 | |||
Dividends accrued on unvested restricted stock unit awards | $ (288) | [2] | $ (264) | [3] | |
[1] | Additions to theatre properties and equipment included in accounts payable as of June 30, 2017 and December 31, 2016 were $35,666 and $40,625, respectively. | ||||
[2] | The Company’s board of directors declared a cash dividend for the first quarter of 2017 in the amount of $0.29 per share of common stock payable to stockholders of record on June 8, 2017. The dividend was paid on June 22, 2017. The Company’s board of directors declared a cash dividend for the fourth quarter of 2016 in the amount of $0.29 per share of common stock payable to stockholders of record on March 8, 2017. The dividend was paid on March 20, 2017. | ||||
[3] | The Company’s board of directors declared a cash dividend for the first quarter of 2016 in the amount of $0.27 per share of common stock payable to stockholders of record on June 8, 2016. The dividend was paid on June 22, 2016. The Company’s board of directors declared a cash dividend for the fourth quarter of 2015 in the amount of $0.27 per share of common stock payable to stockholders of record on March 7, 2016. The dividend was paid on March 18, 2016. |
Supplemental Information to C67
Supplemental Information to Condensed Consolidated Statements of Cash Flows (Parenthetical) (Detail) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2017 | Dec. 31, 2016 | |
Supplemental Cash Flow Elements [Abstract] | ||
Additions to theatre properties and equipment included in accounts payable | $ 35,666 | $ 40,625 |
Selected Financial Information
Selected Financial Information by Reportable Operating Segment (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Segment Reporting Information [Line Items] | |||||
Revenues | $ 751,195 | $ 744,404 | $ 1,530,805 | $ 1,449,273 | |
Adjusted EBITDA | [1] | 170,679 | 168,395 | 382,559 | 353,042 |
Capital expenditures | 91,613 | 83,779 | 182,800 | 131,524 | |
Operating Segments | U.S. Operating Segment | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 554,929 | 560,534 | 1,136,138 | 1,104,449 | |
Adjusted EBITDA | [1] | 129,394 | 127,845 | 294,048 | 271,478 |
Capital expenditures | 77,175 | 58,182 | 155,992 | 99,380 | |
Operating Segments | International Operating Segment | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | 199,926 | 187,561 | 401,994 | 351,736 | |
Adjusted EBITDA | [1] | 41,285 | 40,550 | 88,511 | 81,564 |
Capital expenditures | 14,438 | 25,597 | 26,808 | 32,144 | |
Eliminations | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | $ (3,660) | $ (3,691) | $ (7,327) | $ (6,912) | |
[1] | Distributions from NCM and other cash distributions from equity investees are reported entirely within the U.S. operating segment. |
Reconciliation of Net Income to
Reconciliation of Net Income to Adjusted EBITDA (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | ||
Segment Reporting [Abstract] | |||||
Net income | $ 51,810 | $ 54,368 | $ 132,004 | $ 113,414 | |
Add (deduct): | |||||
Income taxes | 29,445 | 31,617 | 73,845 | 65,076 | |
Interest expense | [1] | 26,522 | 27,262 | 52,891 | 55,321 |
Other income | [2] | (7,030) | (7,590) | (20,012) | (17,970) |
Loss on debt amendments and refinancing | 246 | 98 | 246 | 13,284 | |
Other cash distributions from equity investees | [3] | 2,870 | 184 | 14,919 | 8,270 |
Depreciation and amortization | 59,137 | 52,358 | 116,493 | 101,687 | |
Impairment of long-lived assets | 4,301 | 1,425 | 4,574 | 1,917 | |
Loss on sale of assets and other | 54 | 5,824 | 888 | 4,045 | |
Deferred lease expenses | (375) | (207) | (722) | (647) | |
Amortization of long-term prepaid rents | 496 | 514 | 989 | 985 | |
Share based awards compensation expense | 3,203 | 2,542 | 6,444 | 7,660 | |
Adjusted EBITDA | [4] | $ 170,679 | $ 168,395 | $ 382,559 | $ 353,042 |
[1] | Includes amortization of debt issue costs. | ||||
[2] | Includes interest income, foreign currency exchange (gain) loss and equity in income of affiliates and excludes distributions from NCM. | ||||
[3] | Includes cash distributions received from equity investees that were recorded as a reduction of the respective investment balances (see Notes 6 and 7). | ||||
[4] | Distributions from NCM and other cash distributions from equity investees are reported entirely within the U.S. operating segment. |
Selected Financial Informatio70
Selected Financial Information by Geographic Area (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2017 | Jun. 30, 2016 | Jun. 30, 2017 | Jun. 30, 2016 | Dec. 31, 2016 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenues | $ 751,195 | $ 744,404 | $ 1,530,805 | $ 1,449,273 | |
Theatre Properties and Equipment - net | 1,756,986 | 1,756,986 | $ 1,704,536 | ||
Reportable Geographical Components | U.S. | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenues | 554,929 | 560,534 | 1,136,138 | 1,104,449 | |
Theatre Properties and Equipment - net | 1,362,902 | 1,362,902 | 1,306,643 | ||
Reportable Geographical Components | Brazil | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenues | 87,841 | 74,996 | 182,540 | 146,505 | |
Theatre Properties and Equipment - net | 188,770 | 188,770 | 197,896 | ||
Reportable Geographical Components | Other international countries | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenues | 112,085 | 112,565 | 219,454 | 205,231 | |
Theatre Properties and Equipment - net | 205,314 | 205,314 | $ 199,997 | ||
Eliminations | |||||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||||
Revenues | $ (3,660) | $ (3,691) | $ (7,327) | $ (6,912) |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) | 6 Months Ended | |
Jun. 30, 2017USD ($)TheatreFacilityLease | Jun. 30, 2016USD ($) | |
Laredo Theatre, Ltd | ||
Related Party Transaction [Line Items] | ||
Company's interest in Laredo | 75.00% | |
Lone Star Theatre's interest in Laredo | 25.00% | |
Ownership interest held by David Roberts | 100.00% | |
Percentage of common stock held by Chairman of the Board of Directors | 9.00% | |
Percentage of management fees based on theatre revenues | 5.00% | |
Maximum amount of theater revenue used to calculate management fees | $ 50,000,000 | |
Percentage of management fees based on theatre revenues in excess | 3.00% | |
Minimum amount of theater revenue used to calculate management fees | $ 50,000,000 | |
Management fee revenues | 305,000 | $ 280,000 |
Copper Beech Capital LLC | ||
Related Party Transaction [Line Items] | ||
Amount paid for the use of aircraft | $ 63,000 | 79,000 |
Syufy Enterprises, LP | ||
Related Party Transaction [Line Items] | ||
Number of theatres leased | Theatre | 14 | |
Number of parking facilities leased | Facility | 1 | |
Total number of leases | Lease | 15 | |
Number of leases with minimum annual rent | Lease | 14 | |
Number of leases without minimum annual rent | Lease | 1 | |
Total rent paid to Syufy | $ 13,420,000 | $ 12,394,000 |