Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Oct. 16, 2015 | |
Entity Registrant Name | AMC ENTERTAINMENT HOLDINGS, INC. | |
Entity Central Index Key | 1,411,579 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2015 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Class A common stock | ||
Entity Common Stock, Shares Outstanding | 21,575,532 | |
Class B common stock | ||
Entity Common Stock, Shares Outstanding | 75,826,927 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenues | ||||
Admissions | $ 441,262 | $ 417,448 | $ 1,393,338 | $ 1,305,135 |
Food and beverage | 216,764 | 189,065 | 667,804 | 582,426 |
Other theatre | 30,814 | 27,391 | 101,901 | 95,674 |
Total revenues | 688,840 | 633,904 | 2,163,043 | 1,983,235 |
Operating costs and expenses | ||||
Film exhibition costs | 233,390 | 220,608 | 751,894 | 689,928 |
Food and beverage costs | 31,080 | 27,209 | 95,395 | 82,673 |
Operating expense | 195,505 | 177,949 | 588,177 | 546,925 |
Rent | 115,861 | 112,258 | 348,804 | 341,063 |
General and administrative: | ||||
Merger, acquisition and transaction costs | 751 | 78 | 2,590 | 1,012 |
Other | 18,706 | 12,961 | 41,384 | 46,330 |
Depreciation and amortization | 58,008 | 54,327 | 173,034 | 160,854 |
Operating costs and expenses | 653,301 | 605,390 | 2,001,278 | 1,868,785 |
Operating income | 35,539 | 28,514 | 161,765 | 114,450 |
Other expense (income) | ||||
Other expense (income) | (11) | 9,273 | (8,397) | |
Interest expense: | ||||
Corporate borrowings | 22,682 | 26,897 | 73,478 | 84,544 |
Capital and financing lease obligations | 2,286 | 2,448 | 6,990 | 7,459 |
Equity in earnings of non-consolidated entities | (10,850) | (13,087) | (21,536) | (17,300) |
Investment expense (income) | 163 | 181 | (5,039) | (7,504) |
Total other expense | 14,281 | 16,428 | 63,166 | 58,802 |
Earnings from continuing operations before income taxes | 21,258 | 12,086 | 98,599 | 55,648 |
Income tax provision | 9,080 | 4,710 | 36,360 | 21,700 |
Earnings from continuing operations | 12,178 | 7,376 | 62,239 | 33,948 |
Gain from discontinued operations, net of income taxes | 313 | |||
Net earnings | $ 12,178 | $ 7,376 | $ 62,239 | $ 34,261 |
Basic earnings per share: | ||||
Earnings from continuing operations | $ 0.12 | $ 0.08 | $ 0.64 | $ 0.35 |
Basic earnings per share | $ 0.12 | $ 0.08 | $ 0.64 | $ 0.35 |
Average shares outstanding-Basic | 97,978 | 97,506 | 97,959 | 97,506 |
Diluted earnings per share: | ||||
Earnings from continuing operations | $ 0.12 | $ 0.08 | $ 0.63 | $ 0.35 |
Diluted earnings per share | $ 0.12 | $ 0.08 | $ 0.63 | $ 0.35 |
Average shares outstanding-Diluted | 98,073 | 97,628 | 98,024 | 97,628 |
Dividends declared per basic and diluted common share (in dollars per share) | $ 0.20 | $ 0.20 | $ 0.60 | $ 0.40 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Comprehensive income | ||||
Net earnings | $ 12,178 | $ 7,376 | $ 62,239 | $ 34,261 |
Unrealized foreign currency translation adjustment, net of tax | 700 | 1,090 | 981 | 657 |
Pension and other benefit adjustments: | ||||
Net loss arising during the period, net of tax | (45) | |||
Prior service credit arising during the period, net of tax | 746 | |||
Amortization of net (gain) loss reclassified into general and administrative: other, net of tax | 7 | (211) | (1,686) | (632) |
Amortization of prior service credit reclassified into general and administrative: other, net of tax | (254) | (1,762) | (762) | |
Curtailment gain reclassified into general and administrative: other, net of tax | (7,239) | |||
Settlement gain reclassified into general and administrative: other, net of tax | (175) | |||
Marketable securities: | ||||
Unrealized net holding gain (loss) arising during the period, net of tax | (2,311) | (2,597) | (1,868) | 762 |
Realized net gain reclassified into investment expense (income), net of tax | (5) | (10) | (154) | (25) |
Equity method investees' cash flow hedge: | ||||
Unrealized net holding gain (loss) arising during the period, net of tax | (465) | 408 | (847) | 136 |
Realized net loss reclassified into equity in earnings of non-consolidated entities, net of tax | 112 | 134 | 351 | 397 |
Other comprehensive income (loss) | (1,962) | (1,440) | (11,698) | 533 |
Total comprehensive income | $ 10,216 | $ 5,936 | $ 50,541 | $ 34,794 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and equivalents | $ 97,939 | $ 218,206 |
Receivables, net | 56,794 | 99,252 |
Deferred tax asset | 108,858 | 107,938 |
Other current assets | 84,400 | 84,343 |
Total current assets | 347,991 | 509,739 |
Property, net | 1,313,526 | 1,247,230 |
Intangible assets, net | 219,017 | 225,515 |
Goodwill | 2,289,800 | 2,289,800 |
Deferred tax asset | 62,953 | 73,844 |
Other long-term assets | 433,873 | 417,604 |
Total assets | 4,667,160 | 4,763,732 |
Current liabilities: | ||
Accounts payable | 212,195 | 262,635 |
Accrued expenses and other liabilities | 160,337 | 136,262 |
Deferred revenues and income | 167,938 | 213,882 |
Current maturities of corporate borrowings and capital and financing lease obligations | 17,803 | 23,598 |
Total current liabilities | 558,273 | 636,377 |
Corporate borrowings | 1,746,996 | 1,775,132 |
Capital and financing lease obligations | 95,489 | 101,533 |
Exhibitor services agreement | 312,160 | 316,815 |
Other long-term liabilities | 438,944 | 419,717 |
Total liabilities | $ 3,151,862 | $ 3,249,574 |
Commitments and contingencies | ||
Class A common stock (temporary equity) ($.01 par value, 167,211 shares issued and 130,442 shares outstanding as of September 30, 2015; 173,150 shares issued and 136,381 shares outstanding as of December 31, 2014) | $ 1,364 | $ 1,426 |
Stockholders' equity: | ||
Additional paid-in capital | 1,182,070 | 1,172,515 |
Treasury stock (36,769 shares as of September 30, 2015 and December 31, 2014, at cost) | (680) | (680) |
Accumulated other comprehensive income | 1,146 | 12,844 |
Accumulated earnings | 330,426 | 327,081 |
Total stockholders' equity | 1,513,934 | 1,512,732 |
Total liabilities and stockholders' equity | 4,667,160 | 4,763,732 |
Class A common stock | ||
Stockholders' equity: | ||
Common stock value | 214 | 214 |
Class B common stock | ||
Stockholders' equity: | ||
Common stock value | $ 758 | $ 758 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2015 | Dec. 31, 2014 |
Treasury stock, shares | 36,769 | 36,769 |
Class A common stock | ||
Common stock (temporary equity), par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock (temporary equity), shares issued (in shares) | 167,211 | 173,150 |
Common stock (temporary equity), shares outstanding (in shares) | 130,442 | 136,381 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, share authorized (in shares) | 524,173,073 | 524,173,073 |
Common stock, shares issued (in shares) | 21,445,090 | 21,423,839 |
Common stock, shares outstanding (in shares) | 21,445,090 | 21,423,839 |
Class B common stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, share authorized (in shares) | 75,826,927 | 75,826,927 |
Common stock, shares issued (in shares) | 75,826,927 | 75,826,927 |
Common stock, shares outstanding (in shares) | 75,826,927 | 75,826,927 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net earnings | $ 62,239,000 | $ 34,261,000 |
Adjustments to reconcile net earnings to net cash provided by operating activities: | ||
Depreciation and amortization | 173,034,000 | 160,854,000 |
Gain on extinguishment of debt | (8,544,000) | |
Amortization net discount (premium) on corporate borrowings | 674,000 | (790,000) |
Deferred income taxes | 17,671,000 | 19,665,000 |
Theatre and other closure expense | 3,911,000 | 8,224,000 |
Loss (gain) on dispositions | 281,000 | (400,000) |
Stock-based compensation | 9,377,000 | 6,072,000 |
Equity in earnings and losses from non-consolidated entities, net of distributions | (2,561,000) | (1,587,000) |
Landlord contributions | 43,224,000 | 45,188,000 |
Deferred rent | (18,272,000) | (13,146,000) |
Net periodic benefit credit | (18,089,000) | (2,564,000) |
Change in assets and liabilities: | ||
Receivables | 52,532,000 | 61,609,000 |
Other assets | 205,000 | 54,000 |
Accounts payable | (69,844,000) | (91,265,000) |
Accrued expenses and other liabilities | (42,277,000) | (98,285,000) |
Other, net | (2,880,000) | (756,000) |
Net cash provided by operating activities | 209,225,000 | 118,590,000 |
Cash flows from investing activities: | ||
Capital expenditures | (215,574,000) | (182,968,000) |
Investments in non-consolidated entities | (958,000) | (1,471,000) |
Proceeds from the disposition of long-term assets | 604,000 | 9,000 |
Other, net | (1,158,000) | 939,000 |
Net cash used in investing activities | (217,086,000) | (183,491,000) |
Cash flows from financing activities: | ||
Payment of initial public offering costs | (281,000) | |
Cash used to pay dividends | (59,012,000) | (39,003,000) |
Purchase of treasury stock | (92,000) | |
Deferred financing costs | (11,978,000) | (7,952,000) |
Principal payments under capital and financing lease obligations | (5,811,000) | (5,144,000) |
Principal payments under Term Loan | (5,813,000) | (5,813,000) |
Principal amount of coupon payment under Senior Subordinated Notes due 2020 | (3,357,000) | (3,052,000) |
Net cash used in financing activities | (112,085,000) | (326,065,000) |
Effect of exchange rate changes on cash and equivalents | (321,000) | 18,000 |
Net decrease in cash and equivalents | (120,267,000) | (390,948,000) |
Cash and equivalents at beginning of period | 218,206,000 | 546,454,000 |
Cash and equivalents at end of period | 97,939,000 | 155,506,000 |
Cash paid during the period for: | ||
Interest (net of amounts capitalized of $122 and $231) | 76,301,000 | 77,655,000 |
Income taxes paid (refunded), net | (1,028,000) | 1,890,000 |
Schedule of non-cash investing and financing activities: | ||
Investment in NCM (See Note 2-Investments) | 6,812,000 | 2,137,000 |
5.75 % Senior Subordinated Notes due 2025 | ||
Cash flows from financing activities: | ||
Proceeds from issuance of Senior Subordinated Notes | 600,000,000 | |
5.875% Senior Subordinated Notes due 2022 | ||
Cash flows from financing activities: | ||
Proceeds from issuance of Senior Subordinated Notes | 375,000,000 | |
9.75% Senior Subordinated Notes due 2020 | ||
Cash flows from financing activities: | ||
Repurchase of Senior Subordinated Notes | $ (626,114,000) | |
8.75% Senior Notes due 2019 | ||
Cash flows from financing activities: | ||
Repurchase of Senior Subordinated Notes | $ (639,728,000) |
CONSOLIDATED STATEMENTS OF CAS7
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
CONSOLIDATED STATEMENTS OF CASH FLOWS | ||
Interest, capitalized | $ 122 | $ 231 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 9 Months Ended |
Sep. 30, 2015 | |
BASIS OF PRESENTATION | |
BASIS OF PRESENTATION | NOTE 1—BASIS OF PRESENTATION AMC Entertainment Holdings, Inc. ("Holdings"), through its direct and indirect subsidiaries, including AMC Entertainment Inc. ("AMCE"), American Multi-Cinema, Inc. and its subsidiaries, (collectively with Holdings, unless the context otherwise requires, the "Company" or "AMC"), is principally involved in the theatrical exhibition business and owns, operates or has interests in theatres primarily located in the United States. Holdings is an indirect subsidiary of Dalian Wanda Group Co., Ltd. ("Wanda"), a Chinese private conglomerate. As of September 30, 2015, Wanda owned approximately 77.85% of Holdings' outstanding common stock and 91.34% of the combined voting power of Holdings' outstanding common stock and has the power to control Holdings' affairs and policies, including with respect to the election of directors (and, through the election of directors, the appointment of management), entering into mergers, sales of substantially all of the Company's assets and other extraordinary transactions. Use of Estimates: The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions are used for, but not limited to: (1) Impairments, (2) Film exhibition costs, (3) Income and operating taxes, (4) Theatre and other closure expense, and (5) Gift card and packaged ticket income. Actual results could differ from those estimates. Principles of Consolidation: The accompanying consolidated balance sheet as of December 31, 2014, which was derived from audited financial statements, and the unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and in accordance with the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by the accounting principles generally accepted in the United States of America for complete consolidated financial statements. In the opinion of management, these interim financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary for a fair statement of the Company's financial position and results of operations. All significant intercompany balances and transactions have been eliminated in consolidation. There are no noncontrolling (minority) interests in the Company's consolidated subsidiaries; consequently, all of its stockholders' equity, net earnings and total comprehensive income for the periods presented are attributable to controlling interests. Due to the seasonal nature of the Company's business, results for the nine months ended September 30, 2015 are not necessarily indicative of the results to be expected for the twelve months ending December 31, 2015. The Company manages its business under one reportable segment called Theatrical Exhibition. Other Expense (Income): The following table sets forth the components of other expense (income): Three Months Ended Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Loss on redemption of 9.75% Senior Subordinated Notes due 2020 $ — $ — $ $ — Gain on redemption of 8.75% Senior Notes due 2019 — — — ) Other income — ) — ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other expense (income) $ — $ ) $ $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Presentation: In the Consolidated Statements of Cash Flows, certain line items within operating activities have been presented separately from the "other, net" line item in the current year presentation, with conforming reclassifications made for the prior period presentation. |
INVESTMENTS
INVESTMENTS | 9 Months Ended |
Sep. 30, 2015 | |
INVESTMENTS | |
INVESTMENTS | NOTE 2—INVESTMENTS Investments in non-consolidated affiliates and certain other investments accounted for under the equity method generally include all entities in which the Company or its subsidiaries have significant influence, but not more than 50% voting control, and are recorded in the Consolidated Balance Sheets in other long-term assets. Investments in non-consolidated affiliates as of September 30, 2015, include interests in National CineMedia, LLC ("NCM" or "NCM LLC") of 15.04%, Digital Cinema Implementation Partners, LLC ("DCIP") of 29%, Open Road Releasing, LLC, operator of Open Road Films, LLC ("Open Road Films") of 50%, and AC JV, LLC ("AC JV"), owner of Fathom Events of 32%. The Company also has partnership interests in two U.S. motion picture theatres and one IMAX screen of 50% ("Theatre Partnerships"). Indebtedness held by equity method investees is non-recourse to the Company. Amounts payable to Theatre Partnerships were $2,628,000 and $6,194,000 as of September 30, 2015 and December 31, 2014, respectively. RealD Inc. Common Stock. The Company holds an investment in RealD Inc. common stock, which is accounted for as an equity security, available for sale, and is recorded in the Consolidated Balance Sheets in other long-term assets at fair value (Level 1). Equity in Earnings (Losses) of Non-Consolidated Entities Aggregated condensed financial information of the Company's significant non-consolidated equity method investments is shown below: Three Months Ended Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Revenues $ $ $ $ Operating costs and expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net earnings $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The components of the Company's recorded equity in earnings (losses) of non-consolidated entities are as follows: Three Months Ended Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 National CineMedia, LLC $ $ $ $ Digital Cinema Implementation Partners, LLC Open Road Releasing, LLC — ) ) AC JV, LLC ) Other ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The Company's recorded equity in earnings $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ NCM Transactions. As of September 30, 2015, the Company owns 19,663,664 common membership units, or a 15.04% interest, in NCM. The estimated fair value of the units in NCM was approximately $263,886,000, based on the publically quoted price per share of NCM, Inc. on September 30, 2015 of $13.42 per share. See Note 10—Commitments and Contingencies for information regarding the termination of the Screenvision, LLC merger agreement and the expenses associated with the termination. The Company recorded the following related party transactions with NCM: (In thousands) September 30, 2015 December 31, 2014 Due from NCM for on-screen advertising revenue $ $ Due to NCM for Exhibitor Services Agreement Promissory note payable to NCM Three Months Ended Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 NCM screen advertising revenues, net of screen integration fee $ $ $ $ NCM beverage advertising expense The Company recorded the following changes in the carrying amount of its investment in NCM and equity in earnings of NCM during the nine months ended September 30, 2015: (In thousands) Investment in NCM(1) Exhibitor Services Agreement(2) Other Comprehensive (Income) Cash Received Equity in (Earnings) Advertising (Revenue) Ending balance December 31, 2014 $ $ ) $ ) Receipt of common units(3) ) — Receipt of excess cash distributions ) — — $ $ — $ — Amortization of deferred revenue — — — — ) Unrealized gain from cash flow hedge — ) — — — Equity in earnings and loss from amortization of basis difference(4)(5) — — — ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the period ended or balance as of September 30, 2015 $ $ ) $ ) $ $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) After Wanda acquired Holdings on August 30, 2012, the Company's investment in NCM consisted of a single investment tranche (Tranche 1 Investment) consisting of 17,323,782 membership units. Subsequent membership units received as provided under the Common Unit Adjustment Agreement dated as of February 13, 2007, are recorded in a separate tranche (Tranche 2 Investments). (2) Represents the unamortized portion of the Exhibitor Services Agreement ("ESA") with NCM. Such amounts are being amortized to other theatre revenues over the remainder of the 30 year term of the ESA ending in 2036, using a units-of-revenue method, as described in ASC 470-10-35 (formerly EITF 88-18, Sales of Future Revenues ). (3) In March 2015, the Company received 469,163 membership units recorded at a fair value (Level 1) of $14.52 per unit with a corresponding credit to the ESA. (4) Reflects percentage ownership of NCM's earnings on both Tranche 1 and Tranche 2 Investments. (5) Certain differences between the Company's carrying value and the Company's share of NCM's membership equity have been identified and are amortized to equity in earnings over the respective lives of the assets and liabilities. During the nine months ended September 30, 2015 and the nine months ended September 30, 2014, the Company received payments of $5,352,000 and $8,045,000, respectively, related to the NCM tax receivable agreement. The receipts are recorded in investment expense (income), net of related amortization, for the NCM tax receivable agreement intangible asset. DCIP Transactions. The Company will make capital contributions to DCIP for projector and installation costs in excess of an agreed upon cap ($68,000 per system for digital conversions and as of September 30, 2015, $39,000 for new build locations). The Company pays equipment rent monthly and records the equipment rental expense on a straight-line basis over 12 years. The Company recorded the following related party transactions with DCIP: (In thousands) September 30, 2015 December 31, 2014 Due from DCIP for equipment and warranty purchases $ $ Deferred rent liability for digital projectors Three Months Ended Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Digital equipment rental expense $ $ $ $ Warranty reimbursements from DCIP Open Road Films Transactions. For the three months and nine months ended September 30, 2015, the Company suspended equity method accounting for its investment in Open Road Films when the negative investment in Open Road Films reached the Company's capital commitment of $10,000,000. The Company's share of cumulative losses from Open Road Films in excess of the Company's capital commitment was $2,060,000 as of September 30, 2015. For the three months and nine months ended September 30, 2014, the Company resumed the equity method accounting where the Company had previously suspended the equity method when the negative investment in Open Road Films reached the Company's capital commitment. The Company recorded the following related party transactions with Open Road Films: (In thousands) September 30, 2015 December 31, 2014 Due from Open Road Films $ $ Film rent payable to Open Road Films Three Months Ended Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Gross film exhibition cost on Open Road Films $ $ $ $ AC JV Transactions. The Company recorded the following related party transactions with AC JV: (In thousands) September 30, 2015 December 31, 2014 Due to AC JV for Fathom Events programming $ $ Three Months Ended Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Gross exhibition cost on Fathom Events programming $ $ $ $ |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 9 Months Ended |
Sep. 30, 2015 | |
STOCKHOLDERS' EQUITY | |
STOCKHOLDERS' EQUITY | NOTE 3—STOCKHOLDERS' EQUITY Common Stock Rights and Privileges The rights of the holders of Holdings' Class A common stock and Holdings' Class B common stock are identical, except with respect to voting and conversion applicable to the Class B common stock. Holders of Holdings' Class A common stock are entitled to one vote per share and holders of Holdings' Class B common stock are entitled to three votes per share. Holders of Class A common stock and Class B common stock will share ratably (based on the number of shares of common stock held) in any dividend declared by its board of directors, subject to any preferential rights of any outstanding preferred stock. The Class A common stock is not convertible into any other shares of Holdings' capital stock. Each share of Class B common stock is convertible at any time at the option of the holder into one share of Class A common stock. In addition, each share of Class B common stock shall convert automatically into one share of Class A common stock upon any transfer, whether or not for value, except for certain transfers described in Holdings' certificate of incorporation. Dividends The following is a summary of dividends and dividend equivalents declared to stockholders during the nine months ended September 30, 2015: Declaration Date Record Date Date Paid Amount per Share of Common Stock Total Amount Declared (In thousands) February 3, 2015 March 9, 2015 March 23, 2015 $ $ April 27, 2015 June 8, 2015 June 22, 2015 July 28, 2015 September 8, 2015 September 21, 2015 During the nine months ended September 30, 2015, the Company paid dividends and dividend equivalents of $59,012,000, increased additional paid-in capital for recognition of deferred tax assets of $223,000 related to the dividend equivalents paid, and accrued $107,000 for the remaining unpaid dividends at September 30, 2015. The aggregate dividends paid for Class A common stock, Class B common stock, and dividend equivalents were approximately $12,945,000, $45,496,000, and $571,000, respectively, during the nine months ended September 30, 2015. Related Party Transaction As of September 30, 2015 and December 31, 2014, the Company recorded a receivable due from Wanda of $637,000 and $156,000, respectively, for reimbursement of general administrative and other expense incurred on behalf of Wanda. Temporary Equity Certain members of management have the right to require Holdings to repurchase the Class A common stock held by them under certain limited circumstances pursuant to the terms of a stockholders agreement. Beginning on January 1, 2016 (or upon the termination of a management stockholder's employment by the Company without cause, by the management stockholder for good reason, or due to the management stockholder's death or disability) management stockholders will have the right, in limited circumstances, to require Holdings to purchase shares that are not fully and freely tradeable at a price equal to the price per share paid by such management stockholder with appropriate adjustments for any subsequent events such as dividends, splits, or combinations. The shares of Class A common stock subject to the stockholder agreement are classified as temporary equity, apart from permanent equity, as a result of the contingent redemption feature contained in the stockholder agreement. The Company determined the amount reflected in temporary equity for the Class A common stock based on the price paid per share by the management stockholders and Wanda on August 30, 2012, the date Wanda acquired Holdings. During the nine months ended September 30, 2015, a former employee who held 5,939 shares, relinquished his put right, therefore the related share amount of $62,000 was reclassified to additional paid-in capital, a component of stockholders' equity. Stock-Based Compensation Holdings adopted a stock-based compensation plan in December of 2013. The Company recognized stock-based compensation expense of $2,199,000 during the three months ended September 30, 2015 within general and administrative: other and a credit of $1,596,000 during the three months ended September 30, 2014. The credit during the three months ended September 30, 2014 was due to the reversal of stock-based compensation expense previously recognized prior to the modification of the performance target of the PSU awards in the prior year. The Company recognized stock-based compensation expense of $9,377,000 and $6,072,000 during the nine months ended September 30, 2015 and September 30, 2014, respectively. The Company's financial statements reflect an increase to additional paid-in capital related to stock-based compensation of $9,377,000 during the nine months ended September 30, 2015. As of September 30, 2015, there was approximately $2,144,000 of total estimated unrecognized compensation cost, assuming attainment of the performance target at 120% resulting in a 150% payout, related to stock-based compensation arrangements expected to be recognized during the remainder of calendar 2015. 2013 Equity Incentive Plan The 2013 Equity Incentive Plan provides for grants of non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock awards, restricted stock units, performance stock units, stock awards, and cash performance awards. The maximum number of shares of Holdings' common stock available for delivery pursuant to awards granted under the 2013 Equity Incentive Plan is 9,474,000 shares. At September 30, 2015, the aggregate number of shares of Holdings' common stock remaining available for grant was 8,266,166 shares. Awards Granted in 2015 Holdings' Board of Directors approved awards of stock, restricted stock units ("RSUs"), and performance stock units ("PSUs") to certain of the Company's employees and directors under the 2013 Equity Incentive Plan. The fair value of the stock at the grant dates of January 5, 2015, March 6, 2015, and August 7, 2015 was $24.97, $33.96, and $29.59 per share, respectively, and was based on the closing price of Holdings' stock. The award agreements generally had the following features: • Stock Award Agreement: On January 5, 2015, 4 members of Holdings' Board of Directors were granted an award of 3,828 fully vested shares of Class A common stock each, for a total award of 15,312 shares. The Company recognized approximately $382,000 of expense in general and administrative: other expense during the nine months ended September 30, 2015, in connection with these share grants. • Restricted Stock Unit Award Agreement: On March 6, 2015, RSU awards of 84,649 units were granted to certain members of management. Each RSU represents the right to receive one share of Class A common stock at a future date. The RSUs were fully vested at the date of grant. The RSUs will not be settled, and will be non-transferable, until the third anniversary of the date of grant. Under certain termination scenarios defined in the award agreement, the RSUs may be settled within 60 days following termination of service. Participants will receive dividend equivalents equal to the amount paid in respect to the shares of Class A common stock underlying the RSUs. The Company recognized approximately $2,875,000 of expense in general and administrative: other expense during the nine months ended September 30, 2015, in connection with these fully vested awards. On March 6, 2015, RSU awards of 58,749 units were granted to certain executive officers. The RSUs will be forfeited if Holdings does not achieve a specified cash flow from operating activities target for the twelve months ended December 31, 2015. These awards do not contain a service condition. The vested RSUs will not be settled, and will be non-transferable, until the third anniversary of the date of grant. Under certain termination scenarios defined in the award agreement, the vested RSUs may be settled within 60 days following termination of service. A dividend equivalent equal to the amount paid in respect of one share of Class A common stock underlying the RSUs began to accrue with respect to the RSUs on the date of grant. Such accrued dividend equivalents are paid to the holder upon vesting of the RSUs. Thereafter, dividend equivalents are paid to the holder whenever dividends are paid on the Class A common stock. The grant date fair value was $1,995,000. The Company recognized expense for these awards of $1,995,000, in general and administrative: other expense, during the nine months ended September 30, 2015, based on current estimates that the performance condition is expected to be achieved. On August 7, 2015, a RSU award of 19,226 units was granted to the Interim Chief Executive Officer and President, with a grant date fair value of approximately $569,000. Each RSU will convert into one share of Class A common stock immediately upon vesting which will occur upon the earliest of; (1) the first day of employment of a replacement Chief Executive Officer, (2) March 15, 2016, or (3) the Company's termination of the participant without cause. All unvested RSUs will be forfeited upon the participant's termination as Interim Chief Executive Officer and President prior to vesting as a result of the participant's voluntary resignation or removal from such position by the Board of Directors for cause. A dividend equivalent equal to the amount paid in respect of one share of Class A common stock underlying the RSUs began to accrue with respect to the RSUs on the date of grant. Such accrued dividend equivalents are paid to the holder upon vesting of the RSUs. The Company recognized approximately $135,000 in general and administrative: other expense during the nine months ended September 30, 2015, in connection with this award. • Performance Stock Unit Award Agreement: On March 6, 2015, PSU awards were granted to certain members of management and executive officers, with both a 2015 free cash flow performance target condition and a service condition, ending on December 31, 2015. The PSUs will vest ratably based on a scale ranging from 80% to 120% of the performance target with the vested amount ranging from 30% to 150%. The grant date fair value for these awards was approximately $4,870,000, measured using a performance target of 100%. If the performance target is met at 100% or 120%, the PSU awards granted on March 6, 2015 will be 143,398 units or 215,106 units, respectively. No PSUs will vest if Holdings does not achieve the free cash flow minimum performance target or the participant's service does not continue through the last day of the performance period, during the twelve months ended December 31, 2015. The vested PSUs will not be settled, and will be non-transferable, until the third anniversary of the date of grant. Under certain termination scenarios defined in the award agreement, the vested PSUs may be settled within 60 days following termination of service. A dividend equivalent equal to the amount paid in respect of one share of Class A common stock underlying the PSUs began to accrue with respect to the PSUs on the date of grant. Such accrued dividend equivalents are paid to the holder upon vesting of the PSUs. Thereafter, dividend equivalents are paid to the holder whenever dividends are paid on the Class A common stock. The Company recognized $2,064,000 and $3,990,000 of expense, in general and administrative: other expense, net of forfeitures, during the three months ended September 30, 2015 and the nine months ended September 30, 2015, respectively, based on current estimates that the target performance condition is expected to be achieved at 120%. The following table represents the RSU and PSU activity for the nine months ended September 30, 2015: Shares of RSU and PSU Weighted Average Grant Date Fair Value Beginning balance at January 1, 2015 — $ — Granted(1) Vested(2) ) Forfeited ) ​ ​ ​ ​ ​ ​ ​ ​ Nonvested at September 30, 2015 $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) The number of shares granted under the PSU award, assumes Holdings will attain a performance target at 120% during the twelve months ended December 31, 2015. The PSUs vest ratably based on a scale ranging from 80% to 120% of the performance target with the vested amount ranging from 30% to 150%. (2) Includes vested units of 3,131 that were withheld to cover tax obligations and were subsequently canceled. As a result of this transaction, additional paid-in capital decreased by $107,000. |
CORPORATE BORROWINGS
CORPORATE BORROWINGS | 9 Months Ended |
Sep. 30, 2015 | |
CORPORATE BORROWINGS | |
CORPORATE BORROWINGS | NOTE 4—CORPORATE BORROWINGS A summary of the carrying value of corporate borrowings and capital and financing lease obligations is as follows: (In thousands) September 30, 2015 December 31, 2014 Senior Secured Credit Facility-Term Loan due 2020 (3.50% as of September 30, 2015) $ $ 5% Promissory Note payable to NCM due 2019 9.75% Senior Subordinated Notes due 2020 5.875% Senior Subordinated Notes due 2022 5.75% Senior Subordinated Notes due 2025 — Capital and financing lease obligations, 6.0% - 11.5% ​ ​ ​ ​ ​ ​ ​ ​ Less: current maturities ) ) ​ ​ ​ ​ ​ ​ ​ ​ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ AMCE's Notes due 2020 On May 26, 2015, AMCE launched a cash tender offer for any and all of its outstanding 9.75% Senior Subordinated Notes due 2020 ("Notes due 2020") at a purchase price of $1,093 for each $1,000 principal amount of Notes due 2020 validly tendered and accepted by AMCE on or before June 2, 2015 at 8:00 a.m. New York City time (the "Expiration Date"). Holders of $581,324,000, or approximately 96.9%, of the Notes due 2020 validly tendered and did not withdraw their Notes due 2020 on or prior to the Expiration Date. The Company recorded a loss on extinguishment related to the redemption of the Notes due 2020 of approximately $9,273,000 in other expense (income) during the nine months ended September 30, 2015. On October 30, 2015, AMCE gave notice of its intention to redeem any and all of the remaining $18,676,000 principal amount of the Notes due 2020 on December 1, 2015 at 104.875% of the principal amount, plus accrued and unpaid interest to the redemption date. AMCE's Notes due 2025 On June 5, 2015, AMCE issued $600,000,000 aggregate principal amount of its 5.75% Senior Subordinated Notes due 2025 (the "Notes due 2025") in a private offering. AMCE capitalized deferred financing costs of approximately $11,803,000, related to the issuance of the Notes due 2025, during the nine months ended September 30, 2015. The Notes due 2025 mature on June 15, 2025. AMCE will pay interest on the Notes due 2025 at 5.75% per annum, semi-annually in arrears on June 15th and December 15th, commencing on December 15, 2015. AMCE may redeem some or all of the Notes due 2025 at any time on or after June 15, 2020 at 102.875% of the principal amount thereof, declining ratably to 100% of the principal amount thereof on or after June 15, 2023, plus accrued and unpaid interest to the redemption date. Prior to June 15, 2020, AMCE may redeem the Notes due 2025 at par plus a make-whole premium. AMCE used the net proceeds from the Notes due 2025 private offering and cash on hand, to pay the consideration for the tender offer for the Notes due 2020, plus any accrued and unpaid interest and related transaction fees and expenses. The Notes due 2025 are general unsecured senior subordinated obligations of AMCE and are fully and unconditionally guaranteed on a joint and several senior subordinated unsecured basis by all of its existing and future domestic restricted subsidiaries that guarantee its other indebtedness. The Notes due 2025 are not guaranteed by Holdings. The indenture governing the Notes due 2025 contains covenants limiting other indebtedness, dividends, purchases or redemptions of stock, transactions with affiliates, and mergers and sales of assets. On June 5, 2015, in connection with the issuance of the Notes due 2025, AMCE entered into a registration rights agreement. Subject to the terms of the registration rights agreement, AMCE filed a registration statement on June 19, 2015 pursuant to the Securities Act of 1933, as amended, relating to an offer to exchange the original Notes due 2025 for exchange Notes due 2025 registered pursuant to an effective registration statement; the registration statement was declared effective on June 29, 2015, and AMCE commenced the exchange offer. The exchange notes have terms substantially identical to the original notes except that the exchange notes do not contain terms with respect to transfer restrictions and registration rights and additional interest payable for the failure to consummate the exchange offer within 210 days after the issue date. After the exchange offer expired on July 27, 2015, all of the original Notes due 2025 were exchanged. As of September 30, 2015, AMCE was in compliance with all financial covenants relating to the Senior Secured Credit Facility, the Notes due 2020, the 5.875% Senior Subordinated Notes due 2022 (the "Notes due 2022"), and the Notes due 2025. |
INCOME TAXES
INCOME TAXES | 9 Months Ended |
Sep. 30, 2015 | |
INCOME TAXES | |
INCOME TAXES | NOTE 5—INCOME TAXES The Company's effective income tax rate is based on expected income, statutory rates and tax planning opportunities available in the various jurisdictions in which it operates. For interim financial reporting, the Company estimates the annual income tax rate based on projected taxable income for the full year and records a quarterly income tax provision or benefit in accordance with the anticipated annual rate, adjusted for discrete items, if any. The Company refines the estimates of the year's taxable income as new information becomes available, including actual year-to-date financial results. This continual estimation process often results in a change to the expected effective income tax rate for the year. When this occurs, the Company adjusts the income tax provision during the quarter in which the change in estimate occurs so that the year-to-date provision reflects the expected income tax rate. Significant judgment is required in determining the effective tax rate and in evaluating tax positions. The Company recognizes income tax-related interest expense and penalties as income tax expense and general and administrative expense, respectively. The effective tax rate based on the projected annual taxable income for the year ended December 31, 2015 is 39%. During the three months ended June 30, 2015, the Company received a favorable state ruling that resulted in a reduction of uncertain tax positions and, as a result, the Company recorded a net discrete tax benefit of approximately $2,900,000. During the three months ended September 30, 2015, the Company received a notice of proposed adjustment from the Internal Revenue Service based upon its ongoing review of the Company's tax return for the fiscal period ended March 29, 2012. As a result of this notification, the Company recorded a net discrete tax provision of $1,900,000 for interest on the proposed adjustment ($1,200,000 net of tax), reinstated approximately $17,700,000 of deferred tax assets and recorded current interest and taxes payable of $19,600,000. The Company has also calculated additional estimated New Jersey tax liability of approximately $694,000 resulting from the proposed adjustment. The net impact of these discrete items reduces the Company's projected annual effective rate for the year to 37.9% and the actual rate for the nine months ended September 30, 2015 to 36.9%. The Company's tax rate for the nine months ended September 30, 2014 differs from the statutory tax rate primarily due to state income taxes. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 9 Months Ended |
Sep. 30, 2015 | |
FAIR VALUE MEASUREMENTS | |
FAIR VALUE MEASUREMENTS | NOTE 6—FAIR VALUE MEASUREMENTS Fair value refers to the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the market in which the entity transacts business. The inputs used to develop these fair value measurements are established in a hierarchy, which ranks the quality and reliability of the information used to determine the fair values. The fair value classification is based on levels of inputs. Assets and liabilities that are carried at fair value are classified and disclosed in one of the following categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. Recurring Fair Value Measurements. The following table summarizes the fair value hierarchy of the Company's financial assets carried at fair value on a recurring basis as of September 30, 2015: Fair Value Measurements at September 30, 2015 Using (In thousands) Total Carrying Value at September 30, 2015(1) Quoted prices in active market (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Other long-term assets: Money market mutual funds $ $ $ — $ — Equity securities, available-for-sale: RealD Inc. common stock — — Mutual fund large U.S. equity — — Mutual fund small/mid U.S. equity — — Mutual fund international — — Mutual fund balanced — — Mutual fund fixed income — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets at fair value $ $ $ — $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Except for the investment in RealD Inc. common stock, the investments relate to a non-qualified deferred compensation arrangement on behalf of certain management. The Company has an equivalent liability for this related-party transaction recorded in other long-term liabilities for the deferred compensation obligation. Valuation Techniques. The Company's money market mutual funds are invested in funds that seek to preserve principal, are highly liquid, and therefore are recorded on the balance sheet at the principal amounts deposited, which equals fair value. The equity securities, available-for-sale, primarily consist of common stock and mutual funds invested in equity, fixed income, and international funds and are measured at fair value using quoted market prices. See Note 8—Accumulated Other Comprehensive Income for the unrealized gain on the equity securities recorded in accumulated other comprehensive income. Other Fair Value Measurement Disclosures. The Company is required to disclose the fair value of financial instruments that are not recognized at fair value in the statement of financial position for which it is practicable to estimate that value: Fair Value Measurements at September 30, 2015 Using (In thousands) Total Carrying Value at September 30, 2015 Quoted prices in active market (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Current maturities of corporate borrowings $ $ — $ $ Corporate borrowings — Valuation Technique. Quoted market prices and observable market based inputs were used to estimate fair value for Level 2 inputs. The Level 3 fair value measurement represents the transaction price of the corporate borrowings under market conditions. |
THEATRE AND OTHER CLOSURE AND D
THEATRE AND OTHER CLOSURE AND DISPOSITION OF ASSETS | 9 Months Ended |
Sep. 30, 2015 | |
THEATRE AND OTHER CLOSURE AND DISPOSITION OF ASSETS | |
THEATRE AND OTHER CLOSURE AND DISPOSITION OF ASSETS | NOTE 7—THEATRE AND OTHER CLOSURE AND DISPOSITION OF ASSETS A rollforward of reserves for theatre and other closure and disposition of assets is as follows: Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 Beginning balance $ $ Theatre and other closure expense Transfer of assets and liabilities — Foreign currency translation adjustment ) ) Cash payments ) ) ​ ​ ​ ​ ​ ​ ​ ​ Ending balance $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ In the accompanying Consolidated Balance Sheets, the current portion of the ending balance totaling $7,483,000 is included with accrued expenses and other liabilities and the long-term portion of the ending balance totaling $38,071,000 is included with other long-term liabilities. Theatre and other closure reserves for leases that have not been terminated were recorded at the present value of the future contractual commitments for the base rents, taxes and maintenance. During the three months ended September 30, 2015 and the three months ended September 30, 2014, the Company recognized theatre and other closure expense of $1,600,000 and $1,361,000, respectively, and during the nine months ended September 30, 2015 and the nine months ended September 30, 2014, the Company recognized theatre and other closure expense of $3,911,000 and $8,224,000, respectively. Theatre and other closure expense included the accretion on previously closed properties with remaining lease obligations. In May 2014, one theatre with 13 screens in Canada was permanently closed. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME | 9 Months Ended |
Sep. 30, 2015 | |
ACCUMULATED OTHER COMPREHENSIVE INCOME | |
ACCUMULATED OTHER COMPREHENSIVE INCOME | NOTE 8—ACCUMULATED OTHER COMPREHENSIVE INCOME The following table presents the change in accumulated other comprehensive income (loss) by component: (In thousands) Foreign Currency Pension and Other Benefits(1) Unrealized Net Gain on Marketable Securities Unrealized Net Gain from Equity Method Investees' Cash Flow Hedge Total Balance, December 31, 2014 $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other comprehensive income (loss) before reclassifications ) ) ) Amounts reclassified from accumulated other comprehensive income — ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other comprehensive income (loss) ) ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, September 30, 2015 $ $ ) $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) See Note 9—Employee Benefit Plans for further information regarding amounts reclassified from accumulated other comprehensive income. The following table presents the change in accumulated other comprehensive income (loss) by component: (In thousands) Foreign Currency Pension and Other Benefits Unrealized Net Gain on Marketable Securities Unrealized Net Gain from Equity Method Investees' Cash Flow Hedge Total Balance, December 31, 2013 $ ) $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other comprehensive income before reclassifications — Amounts reclassified from accumulated other comprehensive income — ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other comprehensive income (loss) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, September 30, 2014 $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The tax effects allocated to each component of other comprehensive loss during the three months ended September 30, 2015 and the three months ended September 30, 2014 is as follows: Three Months Ended September 30, 2015 September 30, 2014 (In thousands) Pre-Tax Amount Tax (Expense) Benefit Net-of-Tax Amount Pre-Tax Amount Tax (Expense) Benefit Net-of-Tax Amount Unrealized foreign currency translation adjustment $ $ ) $ $ $ ) $ Pension and other benefit adjustments: Amortization of net (gain) loss reclassified into general and administrative: other ) ) ) Amortization of prior service credit reclassified into general and administrative: other — — — ) ) Marketable securities: Unrealized net holding loss arising during the period ) ) ) ) Realized net gain reclassified into investment expense (income) ) ) ) ) Equity method investees' cash flow hedge: Unrealized net holding gain (loss) arising during the period ) ) ) Realized net loss reclassified into equity in earnings of non-consolidated entities ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other comprehensive income (loss) $ ) $ $ ) $ ) $ $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The tax effects allocated to each component of other comprehensive income (loss) during the nine months ended September 30, 2015 and the nine months ended September 30, 2014 is as follows: Nine Months Ended September 30, 2015 September 30, 2014 (In thousands) Pre-Tax Amount Tax (Expense) Benefit Net-of-Tax Amount Pre-Tax Amount Tax (Expense) Benefit Net-of-Tax Amount Unrealized foreign currency translation adjustment $ $ ) $ $ $ ) $ Pension and other benefit adjustments: Net loss arising during the period ) ) — — — Prior service credit arising during the period ) — — — Amortization of net (gain) reclassified into general and administrative: other ) ) ) ) Amortization of prior service credit reclassified into general and administrative: other ) ) ) ) Curtailment gain reclassified into general and administrative: other ) ) — — — Settlement gain reclassified into general and administrative: other ) ) — — — Marketable securities: Unrealized net holding gain (loss) arising during the period ) ) ) Realized net gain reclassified into investment expense (income) ) ) ) ) Equity method investees' cash flow hedge: Unrealized net holding gain (loss) arising during the period ) ) ) Realized net loss reclassified into equity in earnings of non-consolidated entities ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other comprehensive income (loss) $ ) $ $ ) $ $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 9 Months Ended |
Sep. 30, 2015 | |
EMPLOYEE BENEFIT PLANS | |
EMPLOYEE BENEFIT PLANS | NOTE 9—EMPLOYEE BENEFIT PLANS The Company sponsors frozen non-contributory qualified and non-qualified defined benefit pension plans generally covering all employees who, prior to the freeze, were age 21 or older and had completed at least 1,000 hours of service in their first twelve months of employment, or in a calendar year ending thereafter, and who were not covered by a collective bargaining agreement. The Company also offered eligible retirees the opportunity to participate in a health plan. Certain employees were eligible for subsidized postretirement medical benefits. The eligibility for these benefits was based upon a participant's age and service as of January 1, 2009. The Company also sponsors a postretirement deferred compensation plan. On January 12, 2015, the Compensation Committee and the Board of Directors of Holdings, adopted resolutions to terminate the AMC Postretirement Medical Plan with an effective date of March 31, 2015. During the three months ended March 31, 2015, the Company notified eligible associates that their retiree medical coverage under the plan will terminate after March 31, 2015. Payments to eligible associates were approximately $4,300,000 during the nine months ended September 30, 2015. The Company recorded net periodic benefit credits of $18,118,000, including curtailment gains, settlement gains, amortization of unrecognized prior service credits and amortization of actuarial gains recorded in accumulated other comprehensive income related to the termination and settlement of the plan during the nine months ended September 30, 2015. The net periodic benefit credit recognized for the plans in general and administrative: other during the three months ended September 30, 2015 and the three months ended September 30, 2014 consisted of the following: Pension Benefits Other Benefits (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Components of net periodic benefit cost: Service cost $ — $ — $ — $ Interest cost — Expected return on plan assets ) ) — — Amortization of net (gain) loss ) — ) Amortization of prior service credit — — — ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net periodic benefit credit $ ) $ ) $ — $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The net periodic benefit cost (credit) recognized for the plans in general and administrative: other during the nine months ended September 30, 2015 and the nine months ended September 30, 2014 consisted of the following: Pension Benefits Other Benefits (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Components of net periodic benefit cost: Service cost $ — $ — $ $ Interest cost Expected return on plan assets ) ) — — Amortization of net (gain) loss ) ) ) Amortization of prior service credit — — ) ) Curtailment gain — — ) — Settlement (gain) loss — ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net periodic benefit cost (credit) $ $ ) $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Sep. 30, 2015 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | NOTE 10—COMMITMENTS AND CONTINGENCIES The Company, in the normal course of business, is a party to various ordinary course claims from vendors (including food and beverage suppliers and film distributors), landlords, competitors, and other legal proceedings. If management believes that a loss arising from these actions is probable and can reasonably be estimated, the Company records the amount of the loss, or the minimum estimated liability when the loss is estimated using a range and no point is more probable than another. As additional information becomes available, any potential liability related to these actions is assessed and the estimates are revised, if necessary. Management believes that the ultimate outcome of such matters, individually and in the aggregate, will not have a material adverse effect on the Company's financial position or overall trends in results of operations. However, litigation and claims are subject to inherent uncertainties and unfavorable outcomes can occur. An unfavorable outcome might include monetary damages. If an unfavorable outcome were to occur, there exists the possibility of a material adverse impact on the results of operations in the period in which the outcome occurs or in future periods. On May 5, 2014, NCM, Inc., the sole manager of NCM LLC, announced that it had entered into a merger agreement to acquire Screenvision, LLC for $375,000,000, consisting of cash and NCM, Inc. common stock. Consummation of the transaction was subject to regulatory approvals and other customary closing conditions. On November 3, 2014, the U.S. Department of Justice filed an antitrust lawsuit seeking to enjoin the transaction. On March 16, 2015, NCM, Inc. and Screenvision, LLC decided to terminate the merger agreement. The termination of the merger agreement was effective upon NCM, Inc.'s payment of a $26,840,000 termination payment. The estimated legal and other transaction expenses were approximately $14,990,000. NCM LLC of which AMC was an approximate 15.05% owner at March 31, 2015, had agreed to indemnify NCM, Inc. and bear a pro rata portion of the termination fee and other transaction expenses. Accordingly, the Company recorded expense of approximately $6,300,000 in equity in earnings of non-consolidated entities associated with these transaction expenses recorded by NCM LLC during the nine months ended September 30, 2015. On May 28, 2015, the Company received a Civil Investigative Demand ("CID") from the Antitrust Division of the United States Department of Justice in connection with an investigation under Sections 1 and 2 of the Sherman Antitrust Act. Beginning in May of 2015, the Company also received CIDs from the Attorneys General for the States of Ohio, Texas, Washington, Florida, New York, and Kansas and from the District of Columbia, regarding similar inquiries under those states' antitrust laws. The CIDs request the production of documents and answers to interrogatories concerning potentially anticompetitive conduct, including film clearances and participation in certain joint ventures. The Company may receive additional CIDs from antitrust authorities in other jurisdictions in which it operates. The Company does not believe it has violated federal or state antitrust laws and is cooperating with the relevant governmental authorities. However, the Company cannot predict the ultimate scope, duration or outcome of these investigations. Starplex Cinemas. On July 13, 2015, the Company entered into a stock purchase agreement (the "Agreement") with SMH Theatres, Inc. ("Starplex Cinemas"), the shareholders of Starplex Cinemas and the shareholder representative named in the Agreement. Under the terms of the Agreement, the Company will acquire all of the outstanding common stock of Starplex Cinemas (the "Transaction") for $171,800,000 in cash, subject to working capital and other adjustments. Starplex Cinemas operates 33 theatres with 346 screens in small and mid-size markets in 12 states, which further complements the Company's large market portfolio. The Company expects to acquire Starplex Cinemas on a cash-free, debt-free basis. The Company expects to consummate the Transaction by the end of 2015, subject to customary closing conditions, including the expiration or early termination of the applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976. |
NEW ACCOUNTING PRONOUNCEMENTS
NEW ACCOUNTING PRONOUNCEMENTS | 9 Months Ended |
Sep. 30, 2015 | |
NEW ACCOUNTING PRONOUNCEMENTS | |
NEW ACCOUNTING PRONOUNCEMENTS | NOTE 11—NEW ACCOUNTING PRONOUNCEMENTS In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2015-03, Interest-Imputation of Interest (Subtopic 835-30)—Simplifying the Presentation of Debt Issuance Costs ("ASU 2015-03"), which requires debt issuance costs related to a recognized debt liability to be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this standard. ASU 2015-03 is effective for fiscal years beginning after December 15, 2015 and interim periods within those fiscal years. The Company will adopt ASU 2015-03 as of the beginning of 2016 and will change the presentation of the debt issuance costs, for its term loan and senior subordinated notes, by reclassifying the amount from other long-term assets to corporate borrowings in the Consolidated Balance Sheets. In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606), ("ASU 2014-09"), which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in GAAP when it becomes effective. On July 9, 2015, FASB decided to delay the effective date of ASU 2014-09 by one year. The new standard is effective for the Company on January 1, 2018. Companies may elect to adopt this application as of the original effective date for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016. The standard permits the use of either the retrospective or cumulative effect transition method. The Company is evaluating the effect that ASU 2014-09 will have on its consolidated financial statements and related disclosures and has not yet selected a transition method. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 9 Months Ended |
Sep. 30, 2015 | |
EARNINGS PER SHARE | |
EARNINGS PER SHARE | NOTE 12—EARNINGS PER SHARE Basic earnings per share is computed by dividing net earnings from continuing operations by the weighted-average number of common shares outstanding. Diluted earnings per share includes the effects of contingently issuable RSUs and PSUs, if dilutive. The following table sets forth the computation of basic and diluted earnings from continuing operations per common share: Three Months Ended Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Numerator: Earnings from continuing operations $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator (shares in thousands): Weighted average shares for basic earnings per common share Common equivalent shares for RSUs and PSUs ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Shares for diluted earnings per common share ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic earnings from continuing operations per common share $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diluted earnings from continuing operations per common share $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Vested RSUs have dividend rights identical to the Company's Class A and Class B common stock and are treated as outstanding shares for purposes of computing basic and diluted earnings per share. Unvested RSUs and unvested PSUs are subject to performance conditions and are included in diluted earnings per share, if dilutive, using the treasury stock method based on the number of shares, if any, that would be issuable under the terms of the Company's 2013 Equity Incentive Plan if the end of the reporting period were the end of the contingency period. During both the three months ended September 30, 2015 and the nine months ended September 30, 2015, unvested RSUs of 19,226 units, were not included in the computation of diluted earnings per share as vesting conditions were not met at the end of the reporting period. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Sep. 30, 2015 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 13—SUBSEQUENT EVENTS On October 29, 2015, Holdings' Board of Directors declared a cash dividend in the amount of $0.20 per share of Class A and Class B common stock, payable on December 21, 2015 to stockholders of record on December 7, 2015. On October 30, 2015, AMCE gave notice of its intention to redeem any and all outstanding aggregate principal amount of its Notes due 2020 on December 1, 2015 (the "Redemption Date"). The Notes due 2020 will be redeemed at a redemption price of 104.875% of the principal amount together with accrued and unpaid interest, if any, to the Redemption Date. The aggregate principal amount of the Notes due 2020 outstanding on October 30, 2015 was $18,676,000. |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 9 Months Ended |
Sep. 30, 2015 | |
BASIS OF PRESENTATION | |
Use of Estimates | Use of Estimates: The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions are used for, but not limited to: (1) Impairments, (2) Film exhibition costs, (3) Income and operating taxes, (4) Theatre and other closure expense, and (5) Gift card and packaged ticket income. Actual results could differ from those estimates. |
Principles of Consolidation | Principles of Consolidation: The accompanying consolidated balance sheet as of December 31, 2014, which was derived from audited financial statements, and the unaudited consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and in accordance with the instructions to Form 10-Q. Accordingly, they do not include all of the information and footnotes required by the accounting principles generally accepted in the United States of America for complete consolidated financial statements. In the opinion of management, these interim financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary for a fair statement of the Company's financial position and results of operations. All significant intercompany balances and transactions have been eliminated in consolidation. There are no noncontrolling (minority) interests in the Company's consolidated subsidiaries; consequently, all of its stockholders' equity, net earnings and total comprehensive income for the periods presented are attributable to controlling interests. Due to the seasonal nature of the Company's business, results for the nine months ended September 30, 2015 are not necessarily indicative of the results to be expected for the twelve months ending December 31, 2015. The Company manages its business under one reportable segment called Theatrical Exhibition. |
BASIS OF PRESENTATION (Tables)
BASIS OF PRESENTATION (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
BASIS OF PRESENTATION | |
Schedule of components of other expense (income) | Three Months Ended Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Loss on redemption of 9.75% Senior Subordinated Notes due 2020 $ — $ — $ $ — Gain on redemption of 8.75% Senior Notes due 2019 — — — ) Other income — ) — ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other expense (income) $ — $ ) $ $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Investments | |
Schedule of condensed financial information of the reporting entity's non-consolidated equity method investments | Three Months Ended Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Revenues $ $ $ $ Operating costs and expenses ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net earnings $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of components of the Company's recorded equity in earnings (losses) of non-consolidated entities | Three Months Ended Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 National CineMedia, LLC $ $ $ $ Digital Cinema Implementation Partners, LLC Open Road Releasing, LLC — ) ) AC JV, LLC ) Other ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The Company's recorded equity in earnings $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of changes in the carrying amount of the entity's investment in NCM and equity in earnings of NCM | (In thousands) Investment in NCM(1) Exhibitor Services Agreement(2) Other Comprehensive (Income) Cash Received Equity in (Earnings) Advertising (Revenue) Ending balance December 31, 2014 $ $ ) $ ) Receipt of common units(3) ) — Receipt of excess cash distributions ) — — $ $ — $ — Amortization of deferred revenue — — — — ) Unrealized gain from cash flow hedge — ) — — — Equity in earnings and loss from amortization of basis difference(4)(5) — — — ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ For the period ended or balance as of September 30, 2015 $ $ ) $ ) $ $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) After Wanda acquired Holdings on August 30, 2012, the Company's investment in NCM consisted of a single investment tranche (Tranche 1 Investment) consisting of 17,323,782 membership units. Subsequent membership units received as provided under the Common Unit Adjustment Agreement dated as of February 13, 2007, are recorded in a separate tranche (Tranche 2 Investments). (2) Represents the unamortized portion of the Exhibitor Services Agreement ("ESA") with NCM. Such amounts are being amortized to other theatre revenues over the remainder of the 30 year term of the ESA ending in 2036, using a units-of-revenue method, as described in ASC 470-10-35 (formerly EITF 88-18, Sales of Future Revenues ). (3) In March 2015, the Company received 469,163 membership units recorded at a fair value (Level 1) of $14.52 per unit with a corresponding credit to the ESA. (4) Reflects percentage ownership of NCM's earnings on both Tranche 1 and Tranche 2 Investments. (5) Certain differences between the Company's carrying value and the Company's share of NCM's membership equity have been identified and are amortized to equity in earnings over the respective lives of the assets and liabilities. |
NCM | |
Investments | |
Schedule of transactions | (In thousands) September 30, 2015 December 31, 2014 Due from NCM for on-screen advertising revenue $ $ Due to NCM for Exhibitor Services Agreement Promissory note payable to NCM Three Months Ended Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 NCM screen advertising revenues, net of screen integration fee $ $ $ $ NCM beverage advertising expense |
DCIP | |
Investments | |
Schedule of transactions | (In thousands) September 30, 2015 December 31, 2014 Due from DCIP for equipment and warranty purchases $ $ Deferred rent liability for digital projectors Three Months Ended Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Digital equipment rental expense $ $ $ $ Warranty reimbursements from DCIP |
Open Road Releasing, LLC, operator of ORF | |
Investments | |
Schedule of transactions | (In thousands) September 30, 2015 December 31, 2014 Due from Open Road Films $ $ Film rent payable to Open Road Films Three Months Ended Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Gross film exhibition cost on Open Road Films $ $ $ $ |
ACJV LLC | |
Investments | |
Schedule of transactions | (In thousands) September 30, 2015 December 31, 2014 Due to AC JV for Fathom Events programming $ $ Three Months Ended Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Gross exhibition cost on Fathom Events programming $ $ $ $ |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
STOCKHOLDERS' EQUITY | |
Schedule of the amount of dividends and dividend equivalents paid | Declaration Date Record Date Date Paid Amount per Share of Common Stock Total Amount Declared (In thousands) February 3, 2015 March 9, 2015 March 23, 2015 $ $ April 27, 2015 June 8, 2015 June 22, 2015 July 28, 2015 September 8, 2015 September 21, 2015 |
Schedule of RSU and PSU activity | Shares of RSU and PSU Weighted Average Grant Date Fair Value Beginning balance at January 1, 2015 — $ — Granted(1) Vested(2) ) Forfeited ) ​ ​ ​ ​ ​ ​ ​ ​ Nonvested at September 30, 2015 $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) The number of shares granted under the PSU award, assumes Holdings will attain a performance target at 120% during the twelve months ended December 31, 2015. The PSUs vest ratably based on a scale ranging from 80% to 120% of the performance target with the vested amount ranging from 30% to 150%. (2) Includes vested units of 3,131 that were withheld to cover tax obligations and were subsequently canceled. As a result of this transaction, additional paid-in capital decreased by $107,000. |
CORPORATE BORROWINGS (Tables)
CORPORATE BORROWINGS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
CORPORATE BORROWINGS | |
Summary of the carrying value of corporate borrowings and capital and financing lease obligations | (In thousands) September 30, 2015 December 31, 2014 Senior Secured Credit Facility-Term Loan due 2020 (3.50% as of September 30, 2015) $ $ 5% Promissory Note payable to NCM due 2019 9.75% Senior Subordinated Notes due 2020 5.875% Senior Subordinated Notes due 2022 5.75% Senior Subordinated Notes due 2025 — Capital and financing lease obligations, 6.0% - 11.5% ​ ​ ​ ​ ​ ​ ​ ​ Less: current maturities ) ) ​ ​ ​ ​ ​ ​ ​ ​ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
FAIR VALUE MEASUREMENTS | |
Schedule of fair value hierarchy of the entity's financial assets carried at fair value on a recurring basis | Fair Value Measurements at September 30, 2015 Using (In thousands) Total Carrying Value at September 30, 2015(1) Quoted prices in active market (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Other long-term assets: Money market mutual funds $ $ $ — $ — Equity securities, available-for-sale: RealD Inc. common stock — — Mutual fund large U.S. equity — — Mutual fund small/mid U.S. equity — — Mutual fund international — — Mutual fund balanced — — Mutual fund fixed income — — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Total assets at fair value $ $ $ — $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) Except for the investment in RealD Inc. common stock, the investments relate to a non-qualified deferred compensation arrangement on behalf of certain management. The Company has an equivalent liability for this related-party transaction recorded in other long-term liabilities for the deferred compensation obligation. |
Schedule of fair value of financial instruments that are not recognized at fair value in the statement of financial position for which it is practicable to estimate fair value | Fair Value Measurements at September 30, 2015 Using (In thousands) Total Carrying Value at September 30, 2015 Quoted prices in active market (Level 1) Significant other observable inputs (Level 2) Significant unobservable inputs (Level 3) Current maturities of corporate borrowings $ $ — $ $ Corporate borrowings — |
THEATRE AND OTHER CLOSURE AND27
THEATRE AND OTHER CLOSURE AND DISPOSITION OF ASSETS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
THEATRE AND OTHER CLOSURE AND DISPOSITION OF ASSETS | |
A rollforward of reserves for theatre and other closure and disposition of assets | Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 Beginning balance $ $ Theatre and other closure expense Transfer of assets and liabilities — Foreign currency translation adjustment ) ) Cash payments ) ) ​ ​ ​ ​ ​ ​ ​ ​ Ending balance $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
ACCUMULATED OTHER COMPREHENSI28
ACCUMULATED OTHER COMPREHENSIVE INCOME (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
ACCUMULATED OTHER COMPREHENSIVE INCOME | |
Schedule of changes in accumulated other comprehensive income | (In thousands) Foreign Currency Pension and Other Benefits(1) Unrealized Net Gain on Marketable Securities Unrealized Net Gain from Equity Method Investees' Cash Flow Hedge Total Balance, December 31, 2014 $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other comprehensive income (loss) before reclassifications ) ) ) Amounts reclassified from accumulated other comprehensive income — ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other comprehensive income (loss) ) ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, September 30, 2015 $ $ ) $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ (1) See Note 9—Employee Benefit Plans for further information regarding amounts reclassified from accumulated other comprehensive income. (In thousands) Foreign Currency Pension and Other Benefits Unrealized Net Gain on Marketable Securities Unrealized Net Gain from Equity Method Investees' Cash Flow Hedge Total Balance, December 31, 2013 $ ) $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other comprehensive income before reclassifications — Amounts reclassified from accumulated other comprehensive income — ) ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other comprehensive income (loss) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance, September 30, 2014 $ $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
Schedule of tax effects allocated to each component of other comprehensive income | Three Months Ended September 30, 2015 September 30, 2014 (In thousands) Pre-Tax Amount Tax (Expense) Benefit Net-of-Tax Amount Pre-Tax Amount Tax (Expense) Benefit Net-of-Tax Amount Unrealized foreign currency translation adjustment $ $ ) $ $ $ ) $ Pension and other benefit adjustments: Amortization of net (gain) loss reclassified into general and administrative: other ) ) ) Amortization of prior service credit reclassified into general and administrative: other — — — ) ) Marketable securities: Unrealized net holding loss arising during the period ) ) ) ) Realized net gain reclassified into investment expense (income) ) ) ) ) Equity method investees' cash flow hedge: Unrealized net holding gain (loss) arising during the period ) ) ) Realized net loss reclassified into equity in earnings of non-consolidated entities ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other comprehensive income (loss) $ ) $ $ ) $ ) $ $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Nine Months Ended September 30, 2015 September 30, 2014 (In thousands) Pre-Tax Amount Tax (Expense) Benefit Net-of-Tax Amount Pre-Tax Amount Tax (Expense) Benefit Net-of-Tax Amount Unrealized foreign currency translation adjustment $ $ ) $ $ $ ) $ Pension and other benefit adjustments: Net loss arising during the period ) ) — — — Prior service credit arising during the period ) — — — Amortization of net (gain) reclassified into general and administrative: other ) ) ) ) Amortization of prior service credit reclassified into general and administrative: other ) ) ) ) Curtailment gain reclassified into general and administrative: other ) ) — — — Settlement gain reclassified into general and administrative: other ) ) — — — Marketable securities: Unrealized net holding gain (loss) arising during the period ) ) ) Realized net gain reclassified into investment expense (income) ) ) ) ) Equity method investees' cash flow hedge: Unrealized net holding gain (loss) arising during the period ) ) ) Realized net loss reclassified into equity in earnings of non-consolidated entities ) ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other comprehensive income (loss) $ ) $ $ ) $ $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
EMPLOYEE BENEFIT PLANS | |
Net periodic benefit (credit) recognized for the plans | Pension Benefits Other Benefits (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Components of net periodic benefit cost: Service cost $ — $ — $ — $ Interest cost — Expected return on plan assets ) ) — — Amortization of net (gain) loss ) — ) Amortization of prior service credit — — — ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net periodic benefit credit $ ) $ ) $ — $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Pension Benefits Other Benefits (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Components of net periodic benefit cost: Service cost $ — $ — $ $ Interest cost Expected return on plan assets ) ) — — Amortization of net (gain) loss ) ) ) Amortization of prior service credit — — ) ) Curtailment gain — — ) — Settlement (gain) loss — ) — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Net periodic benefit cost (credit) $ $ ) $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
EARNINGS PER SHARE | |
Schedule of basic and diluted earnings from continuing operations per common share | Three Months Ended Nine Months Ended (In thousands) September 30, 2015 September 30, 2014 September 30, 2015 September 30, 2014 Numerator: Earnings from continuing operations $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator (shares in thousands): Weighted average shares for basic earnings per common share Common equivalent shares for RSUs and PSUs ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Shares for diluted earnings per common share ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic earnings from continuing operations per common share $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diluted earnings from continuing operations per common share $ $ $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ |
BASIS OF PRESENTATION (Details)
BASIS OF PRESENTATION (Details) | Sep. 30, 2015 |
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | |
Noncontrolling (minority) interests (as a percent) | 0.00% |
Wanda | |
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | |
Ownership percentage held in Holding entity | 77.85% |
Combined voting power held in Holdings (as a percent) | 91.34% |
BASIS OF PRESENTATION (Details
BASIS OF PRESENTATION (Details 2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Other Expense (Income): | |||
Gain on extinguishment of debt | $ (8,544) | ||
Other income | $ (11) | (11) | |
Other expense (income) | $ (11) | $ 9,273 | $ (8,397) |
9.75% Senior Subordinated Notes due 2020 | |||
Other Expense (Income): | |||
Interest rate of debt (as a percent) | 9.75% | ||
Gain on extinguishment of debt | $ 9,273 | ||
8.75% Senior Fixed Rate Notes due 2019 | |||
Other Expense (Income): | |||
Interest rate of debt (as a percent) | 8.75% | 8.75% | |
Gain on extinguishment of debt | $ (8,386) |
INVESTMENTS (Details)
INVESTMENTS (Details) | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)item | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)$ / sharesshares | Mar. 31, 2015$ / sharesshares | Dec. 31, 2014USD ($) | Aug. 30, 2012shares | |
Investments | ||||||||
The Company's recorded equity in earnings | $ 10,850,000 | $ 13,087,000 | $ 21,536,000 | $ 17,300,000 | ||||
Amounts due to affiliate | $ 2,628,000 | $ 6,194,000 | ||||||
Film exhibition costs | 233,390,000 | 220,608,000 | 751,894,000 | 689,928,000 | ||||
Operating Results: | ||||||||
Revenues | 154,838,000 | 142,400,000 | 433,831,000 | 398,584,000 | ||||
Operating costs and expenses | 99,850,000 | 97,641,000 | 341,178,000 | 305,632,000 | ||||
Net earnings | 54,988,000 | 44,759,000 | 92,653,000 | 92,952,000 | ||||
Changes in carrying amount of investment in NCM and equity in earnings of NCM | ||||||||
Equity in earnings and loss from amortization of basis difference | 10,850,000 | 13,087,000 | 21,536,000 | 17,300,000 | ||||
Equity in Losses | ||||||||
Equity in earnings of non-consolidated entities | (10,850,000) | (13,087,000) | (21,536,000) | (17,300,000) | ||||
NCM | ||||||||
Investments | ||||||||
Interest in non-consolidated affiliates (as a percent) | 15.04% | |||||||
Estimated fair market value of the units | $ 263,886,000 | |||||||
Receipt of common units | 6,812,000 | |||||||
Number of units owned (in shares) | shares | 19,663,664 | |||||||
The Company's recorded equity in earnings | 4,431,000 | 3,249,000 | 3,360,000 | 5,258,000 | ||||
Note payable to affiliate | $ 6,944,000 | 6,944,000 | ||||||
Financial Condition: | ||||||||
The company's recorded investment | 260,292,000 | 265,839,000 | 260,292,000 | 265,839,000 | ||||
Changes in carrying amount of investment in NCM and equity in earnings of NCM | ||||||||
Balance at the beginning of the period | 265,839,000 | |||||||
Receipt of common units | 6,812,000 | |||||||
Receipt of excess cash distributions | (15,953,000) | |||||||
Unrealized gain from cash flow hedge | 234,000 | |||||||
Equity in earnings and loss from amortization of basis difference | 4,431,000 | 3,249,000 | 3,360,000 | 5,258,000 | ||||
Balance at the end of the period | 260,292,000 | 260,292,000 | ||||||
Exhibitor Services Agreement | ||||||||
Balance at the beginning of the period | (316,815,000) | |||||||
Receipt of Common Units | (6,812,000) | |||||||
Amortization of ESA | 11,467,000 | |||||||
Balance at the end of the period | (312,160,000) | $ (312,160,000) | ||||||
Term of amortization of the exhibitor services agreement (ESA) with NCM | 30 years | |||||||
Other Comprehensive (Income) | ||||||||
Other comprehensive (income) at the beginning of the period | $ (3,780,000) | |||||||
Unrealized gain from cash flow hedge | (234,000) | |||||||
Other comprehensive (income) at the end of the period | (4,014,000) | (4,014,000) | ||||||
Membership units received in ESA (in shares) | shares | 469,163 | |||||||
Fair value of Membership units received in ESA (in dollars per share) | $ / shares | $ 14.52 | |||||||
Cash Received | ||||||||
Receipt of excess cash distributions | 15,953,000 | |||||||
Balance at the end of the period | 15,953,000 | 15,953,000 | ||||||
Equity in Losses | ||||||||
Equity in earnings of non-consolidated entities | (4,431,000) | (3,249,000) | (3,360,000) | (5,258,000) | ||||
Advertising (Revenue) | ||||||||
Amortization of ESA | (11,467,000) | |||||||
Advertising (Revenue) for the period | (11,467,000) | |||||||
NCM | NCM tax receivable agreement | ||||||||
Investments | ||||||||
Receipt under Tax Receivable Agreement | 5,352,000 | 8,045,000 | ||||||
NCM | Advertising (Revenue) | ||||||||
Investments | ||||||||
Amounts due from affiliate | 1,513,000 | 2,072,000 | ||||||
Revenues | 8,756,000 | 8,482,000 | 26,727,000 | 25,854,000 | ||||
NCM | Advertising expense | ||||||||
Investments | ||||||||
Expenses | 1,321,000 | 2,887,000 | 6,836,000 | 9,077,000 | ||||
NCM | Exhibitor services agreement | ||||||||
Investments | ||||||||
Amounts due to affiliate | $ 856,000 | 1,784,000 | ||||||
NCM | Capital units | Predecessor | ||||||||
Investments | ||||||||
Number of units owned (in shares) | shares | 17,323,782 | |||||||
NCM | NCM LLC | ||||||||
Investments | ||||||||
Price per share (in dollars per share) | $ / shares | $ 13.42 | |||||||
AC JV, LLC | ||||||||
Investments | ||||||||
Interest in non-consolidated affiliates (as a percent) | 32.00% | |||||||
The Company's recorded equity in earnings | (243,000) | 321,000 | 983,000 | 959,000 | ||||
Amounts due to affiliate | $ 520,000 | 333,000 | ||||||
Film exhibition costs | 2,228,000 | 1,961,000 | 6,297,000 | 4,476,000 | ||||
Changes in carrying amount of investment in NCM and equity in earnings of NCM | ||||||||
Equity in earnings and loss from amortization of basis difference | (243,000) | 321,000 | 983,000 | 959,000 | ||||
Equity in Losses | ||||||||
Equity in earnings of non-consolidated entities | 243,000 | (321,000) | $ (983,000) | (959,000) | ||||
U.S. theatres and IMAX screen | ||||||||
Investments | ||||||||
Interest in non-consolidated affiliates (as a percent) | 50.00% | |||||||
Number of U.S. theatres | item | 2 | |||||||
Number of IMAX screens | item | 1 | |||||||
DCIP | ||||||||
Investments | ||||||||
Interest in non-consolidated affiliates (as a percent) | 29.00% | |||||||
The Company's recorded equity in earnings | 6,253,000 | 5,537,000 | $ 16,844,000 | 15,082,000 | ||||
Amounts due from affiliate | $ 1,357,000 | 1,048,000 | ||||||
Capital contributions for projector and installation costs in excess of the cap per system for digital conversations | 68,000 | |||||||
Capital contributions for projector and installation costs in excess of the cap per system for new build locations | $ 39,000 | |||||||
Term for payment of equipment rent, including scheduled escalations | 12 years | |||||||
Deferred rent liability for digital projectors | $ 8,801,000 | 9,031,000 | ||||||
Digital equipment rental expense (continuing operations) | 1,350,000 | 1,268,000 | $ 4,026,000 | 5,270,000 | ||||
Warranty reimbursements received | 1,335,000 | 934,000 | 3,716,000 | 2,590,000 | ||||
Changes in carrying amount of investment in NCM and equity in earnings of NCM | ||||||||
Equity in earnings and loss from amortization of basis difference | 6,253,000 | 5,537,000 | 16,844,000 | 15,082,000 | ||||
Equity in Losses | ||||||||
Equity in earnings of non-consolidated entities | (6,253,000) | (5,537,000) | (16,844,000) | (15,082,000) | ||||
Open Road Releasing, LLC, operator of ORF | ||||||||
Investments | ||||||||
Interest in non-consolidated affiliates (as a percent) | 50.00% | |||||||
The Company's recorded equity in earnings | 3,630,000 | (430,000) | (4,450,000) | |||||
Amounts due from affiliate | $ 1,945,000 | 2,560,000 | ||||||
Film rent payable to Open Road Films | 84,000 | $ 709,000 | ||||||
Film exhibition costs | 660,000 | 900,000 | 4,100,000 | 10,000,000 | ||||
Changes in carrying amount of investment in NCM and equity in earnings of NCM | ||||||||
Equity in earnings and loss from amortization of basis difference | 3,630,000 | (430,000) | (4,450,000) | |||||
Equity in Losses | ||||||||
Equity in earnings of non-consolidated entities | (3,630,000) | 430,000 | 4,450,000 | |||||
Advertising (Revenue) | ||||||||
Capital commitment | $ 10,000,000 | |||||||
Cumulative loss | 2,060,000 | |||||||
Other | ||||||||
Investments | ||||||||
The Company's recorded equity in earnings | 409,000 | 350,000 | 779,000 | 451,000 | ||||
Changes in carrying amount of investment in NCM and equity in earnings of NCM | ||||||||
Equity in earnings and loss from amortization of basis difference | 409,000 | 350,000 | 779,000 | 451,000 | ||||
Equity in Losses | ||||||||
Equity in earnings of non-consolidated entities | $ (409,000) | $ (350,000) | $ (779,000) | $ (451,000) | ||||
Maximum | Investments in non-consolidated affiliates and certain other investments accounted for following the equity method | ||||||||
Investments | ||||||||
Interest in non-consolidated affiliates (as a percent) | 50.00% |
STOCKHOLDERS' EQUITY (Details)
STOCKHOLDERS' EQUITY (Details) | Aug. 07, 2015USD ($)$ / sharesshares | Jul. 28, 2015USD ($)$ / shares | Apr. 27, 2015USD ($)$ / shares | Mar. 06, 2015USD ($)$ / sharesshares | Feb. 03, 2015USD ($)$ / shares | Jan. 05, 2015item$ / sharesshares | Sep. 30, 2015USD ($)$ / sharesshares | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($)item$ / sharesshares | Sep. 30, 2014USD ($) | Dec. 31, 2014USD ($) |
Dividends | |||||||||||
Dividends declared | $ | $ 19,622,000 | $ 19,635,000 | $ 19,637,000 | ||||||||
Dividends Payable, Amount Per Share | $ / shares | $ 0.20 | $ 0.20 | $ 0.20 | ||||||||
Dividends and dividend equivalents | $ | $ 59,012,000 | $ 39,003,000 | |||||||||
Increase in additional paid in capital for recognition of deferred tax assets | $ | 223,000 | ||||||||||
Accrued unpaid dividends | $ | $ 107,000 | $ 107,000 | |||||||||
Temporary equity (in shares) | 5,939 | ||||||||||
Reclassification of temporary equity to stockholders' equity | $ | $ 62,000 | ||||||||||
Increase to additional paid-in capital related to stock based compensation | $ | 9,377,000 | ||||||||||
Equity disclosures | |||||||||||
Stock-based compensation expense included in general and administrative expenses | $ | 2,199,000 | $ 9,377,000 | $ 6,072,000 | ||||||||
Stock-based compensation credit included in general and administrative expenses | $ | $ 1,596,000 | ||||||||||
Expected performance target to be achieved (as a percent) | 120.00% | ||||||||||
Expected performance payout (as a percent) | 150.00% | ||||||||||
Total estimated unrecognized compensation cost related to nonvested stock-based compensation arrangements | $ | $ 2,144,000 | $ 2,144,000 | |||||||||
Restricted stock unit | Performance Vesting | |||||||||||
Dividends | |||||||||||
Vested units withheld for taxes | 3,131 | ||||||||||
Increase to additional paid-in capital related to stock based compensation | $ | $ (107,000) | ||||||||||
Equity disclosures | |||||||||||
Restricted stock unit granted (in shares) | 377,730 | ||||||||||
Shares of RSU and PSU | |||||||||||
Granted (in shares) | 377,730 | ||||||||||
Vested (in shares) | (84,649) | ||||||||||
Forfeited (in shares) | (47,255) | ||||||||||
Nonvested at the end of the period (in shares) | 245,826 | 245,826 | |||||||||
Weighted Average Grant Date Fair Value | |||||||||||
Granted (in dollars per share) | $ / shares | $ 33.74 | ||||||||||
Vested (in dollars per share) | $ / shares | 33.96 | ||||||||||
Forfeited (in dollars per share) | $ / shares | 33.96 | ||||||||||
Unvested at the end of the period (in dollars per share) | $ / shares | $ 33.62 | $ 33.62 | |||||||||
Members of management | Restricted stock unit | Performance Vesting | |||||||||||
Equity disclosures | |||||||||||
Expected performance target to be achieved (as a percent) | 120.00% | ||||||||||
2013 Equity Incentive Plan | Stock options | |||||||||||
Equity disclosures | |||||||||||
Number of shares authorized | 9,474,000 | 9,474,000 | |||||||||
Number of shares remaining available for grant | 8,266,166 | 8,266,166 | |||||||||
Price per share (in dollars per share) | $ / shares | $ 29.59 | $ 33.96 | $ 24.97 | ||||||||
2013 Equity Incentive Plan | Members of management and executive officers | Restricted stock unit | Performance Vesting | |||||||||||
Equity disclosures | |||||||||||
Stock-based compensation expense included in general and administrative expenses | $ | $ 2,064,000 | $ 3,990,000 | |||||||||
Number of days form the termination of service for settlement of fully vested RSU | 60 days | ||||||||||
Percentage of performance target | 100.00% | ||||||||||
Number of PSUs vesting, if Holdings does not achieve free cash flow minimum performance target | 0 | ||||||||||
Estimated grant date fair value | $ | $ 4,870,000 | ||||||||||
2013 Equity Incentive Plan | Members of management and executive officers | Restricted stock unit | Performance Vesting | Minimum | |||||||||||
Equity disclosures | |||||||||||
PSUs vesting as a percentage of performance target | 80.00% | ||||||||||
Percentage of performance target | 100.00% | ||||||||||
Awards to be granted on achieving specified percentage of performance target (in shares) | 143,398 | ||||||||||
2013 Equity Incentive Plan | Members of management and executive officers | Restricted stock unit | Performance Vesting | Maximum | |||||||||||
Equity disclosures | |||||||||||
PSUs vesting as a percentage of performance target | 120.00% | ||||||||||
Percentage of performance target | 120.00% | ||||||||||
Awards to be granted on achieving specified percentage of performance target (in shares) | 215,106 | ||||||||||
2013 Equity Incentive Plan | Members of management and executive officers | Restricted stock unit | Performance Vesting | 30% | Minimum | |||||||||||
Equity disclosures | |||||||||||
Percentage of performance target | 30.00% | ||||||||||
2013 Equity Incentive Plan | Members of management and executive officers | Restricted stock unit | Performance Vesting | 150% | Minimum | |||||||||||
Equity disclosures | |||||||||||
Percentage of performance target | 150.00% | ||||||||||
2013 Equity Incentive Plan | Members of management | Restricted stock unit | |||||||||||
Equity disclosures | |||||||||||
Stock-based compensation expense included in general and administrative expenses | $ | 2,875,000 | ||||||||||
Restricted stock unit granted (in shares) | 84,649 | ||||||||||
Number of shares that will be received under each RSU | 1 | ||||||||||
Shares of RSU and PSU | |||||||||||
Granted (in shares) | 84,649 | ||||||||||
2013 Equity Incentive Plan | Members of management | Restricted stock unit | Performance Vesting | |||||||||||
Equity disclosures | |||||||||||
Number of days form the termination of service for settlement of fully vested RSU | 60 days | ||||||||||
2013 Equity Incentive Plan | Executive officers | Restricted stock unit | |||||||||||
Equity disclosures | |||||||||||
Stock-based compensation expense included in general and administrative expenses | $ | 1,995,000 | ||||||||||
Restricted stock unit granted (in shares) | 58,749 | ||||||||||
Grant date fair value (in dollars) | $ | $ 1,995,000 | ||||||||||
Shares of RSU and PSU | |||||||||||
Granted (in shares) | 58,749 | ||||||||||
2013 Equity Incentive Plan | Executive officers | Restricted stock | |||||||||||
Equity disclosures | |||||||||||
Number of days form the termination of service for settlement of fully vested RSU | 60 days | ||||||||||
2013 Equity Incentive Plan | Chief Executive officer and President | Restricted stock unit | |||||||||||
Equity disclosures | |||||||||||
Stock-based compensation expense included in general and administrative expenses | $ | 135,000 | ||||||||||
Restricted stock unit granted (in shares) | 19,226 | ||||||||||
Number of shares that will be received under each RSU | 1 | ||||||||||
Grant date fair value (in dollars) | $ | $ 569,000 | ||||||||||
Shares of RSU and PSU | |||||||||||
Granted (in shares) | 19,226 | ||||||||||
Class A common stock | |||||||||||
Dividends | |||||||||||
Dividends and dividend equivalents | $ | 12,945,000 | ||||||||||
Class A common stock | 2013 Equity Incentive Plan | Board of Director | |||||||||||
Equity disclosures | |||||||||||
Stock-based compensation expense included in general and administrative expenses | $ | $ 382,000 | ||||||||||
Shares granted | 3,828 | ||||||||||
Total shares granted | 15,312 | ||||||||||
Number of Board of Directors to whom common stock was granted | item | 4 | ||||||||||
Class B common stock | |||||||||||
Common Stock Rights and Privileges | |||||||||||
Number of shares to be issued on conversion of each common stock at option of holder | 1 | ||||||||||
Number of shares to be issued on automatic conversion of each common stock | 1 | ||||||||||
Dividends | |||||||||||
Dividends and dividend equivalents | $ | $ 45,496,000 | ||||||||||
Dividend equivalents | |||||||||||
Dividends | |||||||||||
Dividends and dividend equivalents | $ | $ 571,000 | ||||||||||
Holdings | Class A common stock | |||||||||||
Common Stock Rights and Privileges | |||||||||||
Number of votes per share | item | 1 | ||||||||||
Holdings | Class B common stock | |||||||||||
Common Stock Rights and Privileges | |||||||||||
Number of votes per share | item | 3 | ||||||||||
Wanda | |||||||||||
Dividends | |||||||||||
Receivable due from related party | $ | $ 637,000 | $ 637,000 | $ 156,000 |
CORPORATE BORROWINGS (Details)
CORPORATE BORROWINGS (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Jun. 05, 2015 | May. 26, 2015 | Dec. 31, 2014 |
CORPORATE BORROWINGS | ||||
Corporate borrowings and capital and financing lease obligations | $ 1,860,288 | $ 1,900,263 | ||
Less: current maturities | (17,803) | (23,598) | ||
Corporate borrowings and capital and financing lease obligations, non-current | 1,842,485 | 1,876,665 | ||
Senior Secured Credit Facility-Term Loan due 2020 (3.50% as of June 30, 2015) | ||||
CORPORATE BORROWINGS | ||||
Corporate borrowings and capital and financing lease obligations | $ 754,404 | 760,018 | ||
Stated interest rate (as a percent) | 3.50% | |||
5% Promissory Note payable to NCM due 2019 | ||||
CORPORATE BORROWINGS | ||||
Corporate borrowings and capital and financing lease obligations | $ 6,944 | $ 6,944 | ||
Stated interest rate (as a percent) | 5.00% | 5.00% | ||
9.75% Senior Subordinated Notes due 2020 | ||||
CORPORATE BORROWINGS | ||||
Corporate borrowings and capital and financing lease obligations | $ 20,047 | $ 649,043 | ||
Stated interest rate (as a percent) | 9.75% | 9.75% | 9.75% | |
5.875% Senior Subordinated Notes due 2022 | ||||
CORPORATE BORROWINGS | ||||
Corporate borrowings and capital and financing lease obligations | $ 375,000 | $ 375,000 | ||
Stated interest rate (as a percent) | 5.875% | 5.875% | ||
5.75 % Senior Subordinated Notes due 2025 | ||||
CORPORATE BORROWINGS | ||||
Corporate borrowings and capital and financing lease obligations | $ 600,000 | |||
Stated interest rate (as a percent) | 5.75% | 5.75% | ||
Capital and financing lease obligations 6.0%-11.5% | ||||
CORPORATE BORROWINGS | ||||
Corporate borrowings and capital and financing lease obligations | $ 103,893 | $ 109,258 | ||
Capital and financing lease obligations 6.0%-11.5% | Minimum | ||||
CORPORATE BORROWINGS | ||||
Stated interest rate (as a percent) | 6.00% | 6.00% | ||
Capital and financing lease obligations 6.0%-11.5% | Maximum | ||||
CORPORATE BORROWINGS | ||||
Stated interest rate (as a percent) | 11.50% | 11.50% |
CORPORATE BORROWINGS (Details 2
CORPORATE BORROWINGS (Details 2) - USD ($) | May. 26, 2015 | Sep. 30, 2015 | Oct. 30, 2015 | Jun. 05, 2015 | Dec. 31, 2014 |
9.75% Senior Subordinated Notes due 2020 | |||||
Corporate borrowings and capital and financing lease obligations | |||||
Stated interest rate (as a percent) | 9.75% | 9.75% | 9.75% | ||
Purchase price | $ 1,093 | ||||
Aggregate principal amount of the Original Notes validly tendered under exchange offer | $ 581,324,000 | ||||
Percentage of principal amount of the outstanding Original Notes validly tendered under exchange offer | 96.90% | ||||
Loss on extinguishment related to the redemption | $ 9,273,000 | ||||
9.75% Senior Subordinated Notes due 2020 | Subsequent Event | |||||
Corporate borrowings and capital and financing lease obligations | |||||
Aggregate principal amount | $ 18,676,000 | ||||
Redemption price of debt instrument (as a percent) | 104.875% | ||||
5.75 % Senior Subordinated Notes due 2025 | |||||
Corporate borrowings and capital and financing lease obligations | |||||
Aggregate principal amount | $ 600,000,000 | ||||
Stated interest rate (as a percent) | 5.75% | 5.75% | |||
Capitalized deferred financing costs | $ 11,803,000 | ||||
Number of days to consummate exchange offer before additional interest is payable | 210 days | ||||
5.75 % Senior Subordinated Notes due 2025 | Minimum | |||||
Corporate borrowings and capital and financing lease obligations | |||||
Redemption price of debt instrument (as a percent) | 100.00% | ||||
5.75 % Senior Subordinated Notes due 2025 | Maximum | |||||
Corporate borrowings and capital and financing lease obligations | |||||
Redemption price of debt instrument (as a percent) | 102.875% |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2015 | Jun. 30, 2015 | Sep. 30, 2015 | Dec. 31, 2015 | |
Effect of: | ||||
Effective income tax rate (as a percent) | 36.90% | |||
Reduction of uncertain tax positions and net discrete tax benefit | $ 2,900,000 | |||
Net discrete tax provision for interest | $ 1,900,000 | |||
Net discrete tax provision for interest, net of tax | 1,200,000 | |||
Deferred tax asstes reinstated | 17,700,000 | |||
Interest and taxes payable | 19,600,000 | $ 19,600,000 | ||
New Jersey | ||||
Effect of: | ||||
Tax liability | $ 694,000 | $ 694,000 | ||
Forecast | ||||
Effect of: | ||||
Effective income tax rate (as a percent) | 39.00% | |||
Revised Forecast | ||||
Effect of: | ||||
Effective income tax rate (as a percent) | 37.90% |
FAIR VALUE MEASUREMENTS (Detail
FAIR VALUE MEASUREMENTS (Details) - Recurring basis $ in Thousands | Sep. 30, 2015USD ($) |
Other long-term assets: | |
Total assets at fair value | $ 18,141 |
Money Market Mutual Funds | |
Other long-term assets: | |
Money Market Mutual Funds | 124 |
Mutual Fund Large U.S. Equity | |
Other long-term assets: | |
Equity securities, available-for-sale: | 1,881 |
Mutual Fund Small/Mid U.S. Equity | |
Other long-term assets: | |
Equity securities, available-for-sale: | 2,132 |
Mutual Fund International | |
Other long-term assets: | |
Equity securities, available-for-sale: | 798 |
Mutual Fund Balance | |
Other long-term assets: | |
Equity securities, available-for-sale: | 709 |
Mutual Fund Fixed Income | |
Other long-term assets: | |
Equity securities, available-for-sale: | 746 |
Real D Inc. | Common Stock | |
Other long-term assets: | |
Equity securities, available-for-sale: | 11,751 |
Quoted prices in active market (Level 1) | |
Other long-term assets: | |
Total assets at fair value | 18,141 |
Quoted prices in active market (Level 1) | Money Market Mutual Funds | |
Other long-term assets: | |
Money Market Mutual Funds | 124 |
Quoted prices in active market (Level 1) | Mutual Fund Large U.S. Equity | |
Other long-term assets: | |
Equity securities, available-for-sale: | 1,881 |
Quoted prices in active market (Level 1) | Mutual Fund Small/Mid U.S. Equity | |
Other long-term assets: | |
Equity securities, available-for-sale: | 2,132 |
Quoted prices in active market (Level 1) | Mutual Fund International | |
Other long-term assets: | |
Equity securities, available-for-sale: | 798 |
Quoted prices in active market (Level 1) | Mutual Fund Balance | |
Other long-term assets: | |
Equity securities, available-for-sale: | 709 |
Quoted prices in active market (Level 1) | Mutual Fund Fixed Income | |
Other long-term assets: | |
Equity securities, available-for-sale: | 746 |
Quoted prices in active market (Level 1) | Real D Inc. | Common Stock | |
Other long-term assets: | |
Equity securities, available-for-sale: | $ 11,751 |
FAIR VALUE MEASUREMENTS (Deta39
FAIR VALUE MEASUREMENTS (Details 2) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Other Fair Value Measurement Disclosures | ||
Current Maturities of Corporate Borrowings | $ 9,399 | |
Corporate borrowings | 1,746,996 | $ 1,775,132 |
Significant other observable inputs (Level 2) | ||
Other Fair Value Measurement Disclosures | ||
Current Maturities of Corporate Borrowings | 7,989 | |
Corporate Borrowings | 1,728,247 | |
Significant unobservable inputs (Level 3) | ||
Other Fair Value Measurement Disclosures | ||
Current Maturities of Corporate Borrowings | 1,389 | |
Corporate Borrowings | $ 5,555 |
THEATRE AND OTHER CLOSURE AND40
THEATRE AND OTHER CLOSURE AND DISPOSITION OF ASSETS (Details) | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
May. 31, 2014item | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | Sep. 30, 2015USD ($) | Sep. 30, 2014USD ($) | |
A roll forward of reserves for theatre and other closure and disposition of assets | |||||
Beginning balance | $ 52,835,000 | $ 55,163,000 | |||
Theatre and other closure expense | $ 1,600,000 | $ 1,361,000 | 3,911,000 | 8,224,000 | |
Transfer of assets and liabilities | 2,439,000 | ||||
Foreign currency translation adjustment | (1,918,000) | (885,000) | |||
Cash payments | (9,274,000) | (9,063,000) | |||
Ending balance | 45,554,000 | $ 55,878,000 | 45,554,000 | $ 55,878,000 | |
Current portion included with accrued expenses and other liabilities | 7,483,000 | 7,483,000 | |||
Long-term portion included with other long-term liabilities | $ 38,071,000 | $ 38,071,000 | |||
One closed theatre | Canada | |||||
A roll forward of reserves for theatre and other closure and disposition of assets | |||||
Number of theatres closed | item | 1 | ||||
Number of screens in theatres | item | 13 |
ACCUMULATED OTHER COMPREHENSI41
ACCUMULATED OTHER COMPREHENSIVE INCOME (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Changes in accumulated other comprehensive income | ||||
Balance | $ 1,512,732 | |||
Other comprehensive income (loss) | $ (1,962) | $ (1,440) | (11,698) | $ 533 |
Balance | 1,513,934 | 1,513,934 | ||
Accumulated Other Comprehensive Income (Loss) | ||||
Changes in accumulated other comprehensive income | ||||
Balance | 12,844 | 24,204 | ||
Other comprehensive income (loss) before reclassifications | (1,033) | 1,555 | ||
Amounts reclassified from accumulated other comprehensive income | (10,665) | (1,022) | ||
Other comprehensive income (loss) | (11,698) | 533 | ||
Balance | 1,146 | 24,737 | 1,146 | 24,737 |
Foreign Currency | ||||
Changes in accumulated other comprehensive income | ||||
Balance | 627 | (351) | ||
Other comprehensive income (loss) before reclassifications | 700 | 1,090 | 981 | 657 |
Other comprehensive income (loss) | 981 | 657 | ||
Balance | 1,608 | 306 | 1,608 | 306 |
Pension and Other Benefits | ||||
Changes in accumulated other comprehensive income | ||||
Balance | 5,564 | 20,967 | ||
Other comprehensive income (loss) before reclassifications | 701 | |||
Amounts reclassified from accumulated other comprehensive income | (10,862) | (1,394) | ||
Other comprehensive income (loss) | (10,161) | (1,394) | ||
Balance | (4,597) | 19,573 | (4,597) | 19,573 |
Unrealized Net Gain on Marketable Securities | ||||
Changes in accumulated other comprehensive income | ||||
Balance | 3,812 | 1,216 | ||
Other comprehensive income (loss) before reclassifications | (2,311) | (2,597) | (1,868) | 762 |
Amounts reclassified from accumulated other comprehensive income | (5) | (10) | (154) | (25) |
Other comprehensive income (loss) | (2,022) | 737 | ||
Balance | 1,790 | 1,953 | 1,790 | 1,953 |
Unrealized Net Gain from Equity Method Investees' Cash Flow Hedge | ||||
Changes in accumulated other comprehensive income | ||||
Balance | 2,841 | 2,372 | ||
Other comprehensive income (loss) before reclassifications | (465) | 408 | (847) | 136 |
Amounts reclassified from accumulated other comprehensive income | 112 | 134 | 351 | 397 |
Other comprehensive income (loss) | (496) | 533 | ||
Balance | $ 2,345 | $ 2,905 | $ 2,345 | $ 2,905 |
ACCUMULATED OTHER COMPREHENSI42
ACCUMULATED OTHER COMPREHENSIVE INCOME (Details2) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Pre-Tax Amount | ||||
Other comprehensive income (loss), before tax | $ (3,215) | $ (2,360) | $ (19,175) | $ 874 |
Tax (Expense) Benefit | ||||
Other comprehensive income (loss), tax | 1,253 | 920 | 7,477 | (341) |
Net-of-Tax Amount | ||||
Other comprehensive income (loss) | (1,962) | (1,440) | (11,698) | 533 |
Foreign Currency | ||||
Pre-Tax Amount | ||||
Unrealized net holding gain (loss) arising during the period | 1,147 | 1,787 | 1,608 | 1,077 |
Tax (Expense) Benefit | ||||
Unrealized net holding gain (loss) arising during the period | (447) | (697) | (627) | (420) |
Net-of-Tax Amount | ||||
Unrealized net holding gain (loss) arising during the period | 700 | 1,090 | 981 | 657 |
Other comprehensive income (loss) | 981 | 657 | ||
Pension and other benefit adjustments, net gain or loss | ||||
Pre-Tax Amount | ||||
Unrealized net holding gain (loss) arising during the period | (73) | |||
Less: reclassification adjustment for net gain (loss) realized in net earnings | 12 | (346) | (2,763) | (1,037) |
Tax (Expense) Benefit | ||||
Unrealized net holding gain (loss) arising during the period | 28 | |||
Less: reclassification adjustment for net gain (loss) realized in net earnings | (5) | 135 | 1,077 | 405 |
Net-of-Tax Amount | ||||
Unrealized net holding gain (loss) arising during the period | (45) | |||
Less: reclassification adjustment for net gain (loss) realized in net earnings | 7 | (211) | (1,686) | (632) |
Pension and other benefit adjustments, prior service credit | ||||
Pre-Tax Amount | ||||
Unrealized net holding gain (loss) arising during the period | 1,223 | |||
Less: reclassification adjustment for net gain (loss) realized in net earnings | (417) | (2,888) | (1,249) | |
Tax (Expense) Benefit | ||||
Unrealized net holding gain (loss) arising during the period | (477) | |||
Less: reclassification adjustment for net gain (loss) realized in net earnings | 163 | 1,126 | 487 | |
Net-of-Tax Amount | ||||
Unrealized net holding gain (loss) arising during the period | 746 | |||
Less: reclassification adjustment for net gain (loss) realized in net earnings | (254) | (1,762) | (762) | |
Pension and other benefit adjustments, curtailment | ||||
Pre-Tax Amount | ||||
Less: reclassification adjustment for net gain (loss) realized in net earnings | (11,867) | |||
Tax (Expense) Benefit | ||||
Less: reclassification adjustment for net gain (loss) realized in net earnings | 4,628 | |||
Net-of-Tax Amount | ||||
Less: reclassification adjustment for net gain (loss) realized in net earnings | (7,239) | |||
Pension and other benefit adjustments, settlement | ||||
Pre-Tax Amount | ||||
Less: reclassification adjustment for net gain (loss) realized in net earnings | (288) | |||
Tax (Expense) Benefit | ||||
Less: reclassification adjustment for net gain (loss) realized in net earnings | 113 | |||
Net-of-Tax Amount | ||||
Less: reclassification adjustment for net gain (loss) realized in net earnings | (175) | |||
Unrealized Net Gain on Marketable Securities | ||||
Pre-Tax Amount | ||||
Unrealized net holding gain (loss) arising during the period | (3,788) | (4,257) | (3,062) | 1,250 |
Less: reclassification adjustment for net gain (loss) realized in net earnings | (7) | (15) | (252) | (40) |
Tax (Expense) Benefit | ||||
Unrealized net holding gain (loss) arising during the period | 1,477 | 1,660 | 1,194 | (488) |
Less: reclassification adjustment for net gain (loss) realized in net earnings | 2 | 5 | 98 | 15 |
Net-of-Tax Amount | ||||
Unrealized net holding gain (loss) arising during the period | (2,311) | (2,597) | (1,868) | 762 |
Less: reclassification adjustment for net gain (loss) realized in net earnings | (5) | (10) | (154) | (25) |
Other comprehensive income (loss) | (2,022) | 737 | ||
Unrealized Net Gain from Equity Method Investees' Cash Flow Hedge | ||||
Pre-Tax Amount | ||||
Unrealized net holding gain (loss) arising during the period | (763) | 669 | (1,389) | 223 |
Less: reclassification adjustment for net gain (loss) realized in net earnings | 184 | 219 | 576 | 650 |
Tax (Expense) Benefit | ||||
Unrealized net holding gain (loss) arising during the period | 298 | (261) | 542 | (87) |
Less: reclassification adjustment for net gain (loss) realized in net earnings | (72) | (85) | (225) | (253) |
Net-of-Tax Amount | ||||
Unrealized net holding gain (loss) arising during the period | (465) | 408 | (847) | 136 |
Less: reclassification adjustment for net gain (loss) realized in net earnings | $ 112 | $ 134 | 351 | 397 |
Other comprehensive income (loss) | $ (496) | $ 533 |
EMPLOYEE BENEFIT PLANS (Details
EMPLOYEE BENEFIT PLANS (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Employee benefit plan disclosures | ||||
Qualification age of employees for participation in the savings plan (in years) | 21 years | |||
Minimum service in first twelve months of employment for eligibility (in hours) | PT1000H | |||
Initial period of employment for eligibility (in months) | 12 months | |||
Targeted payment to associates | $ 4,300,000 | |||
Components of net periodic benefit (credit): | ||||
Net periodic benefit (credit) | (18,089,000) | $ (2,564,000) | ||
Pension Benefits | ||||
Components of net periodic benefit (credit): | ||||
Interest cost | $ 1,069,000 | $ 1,153,000 | 3,208,000 | 3,457,000 |
Expected return on plan assets | (1,167,000) | (1,308,000) | (3,500,000) | (3,922,000) |
Amortization of net (gain) loss | 12,000 | (259,000) | 34,000 | (776,000) |
Settlement (gain) loss | 287,000 | |||
Net periodic benefit (credit) | $ (86,000) | (414,000) | 29,000 | (1,241,000) |
Other Benefits | ||||
Components of net periodic benefit (credit): | ||||
Service cost | 9,000 | 2,000 | 27,000 | |
Interest cost | 54,000 | 7,000 | 160,000 | |
Amortization of net (gain) loss | (87,000) | (2,797,000) | (261,000) | |
Amortization of prior service credit | (417,000) | (2,888,000) | (1,249,000) | |
Curtailment gain | (11,867,000) | |||
Settlement (gain) loss | (575,000) | |||
Net periodic benefit (credit) | $ (441,000) | $ (18,118,000) | $ (1,323,000) |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) | Jul. 13, 2015USD ($)item | Mar. 16, 2015USD ($) | Sep. 30, 2015USD ($) | May. 05, 2014USD ($) |
Screen vision L L C Member | ||||
Commitments and contingencies line items | ||||
Total transaction value | $ 375,000,000 | |||
Termination fee | $ 26,840,000 | |||
Estimated legal and other transaction expense | $ 14,990,000 | |||
Ownership percentage | 15.05% | |||
Transaction expenses | $ 6,300,000 | |||
Starplex Cinemas | ||||
Commitments and contingencies line items | ||||
Total transaction value | $ 171,800,000 | |||
Number of Theatres | item | 33 | |||
Number of Screens in Theatres | item | 346 | |||
Number of states of operations | item | 12 |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Numerator: | ||||
Earnings from continuing operations | $ 12,178 | $ 7,376 | $ 62,239 | $ 33,948 |
Denominator (shares in thousands): | ||||
Weighted average shares for basic earnings per common share | 97,978,000 | 97,506,000 | 97,959,000 | 97,506,000 |
Common equivalent shares for RSUs and PSUs | 95,000 | 122,000 | 65,000 | 122,000 |
Shares for diluted earnings per common share | 98,073,000 | 97,628,000 | 98,024,000 | 97,628,000 |
Basic earnings from continuing operations per common share (in dollars per share) | $ 0.12 | $ 0.08 | $ 0.64 | $ 0.35 |
Diluted earnings from continuing operations per common share (in dollars per share) | $ 0.12 | $ 0.08 | $ 0.63 | $ 0.35 |
Restricted stock unit | ||||
Denominator (shares in thousands): | ||||
Anti-dilutive securities not included in the computations of diluted earnings per share (in shares) | 19,226 | 19,226 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - USD ($) | Oct. 29, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Oct. 30, 2015 |
Subsequent Event | ||||||
Cash dividend declared (in dollars per share) | $ 0.20 | $ 0.20 | $ 0.60 | $ 0.40 | ||
Subsequent Event | 9.75% Senior Subordinated Notes due 2020 | ||||||
Subsequent Event | ||||||
Aggregate principal amount | $ 18,676,000 | |||||
Redemption price of debt instrument (as a percent) | 104.875% | |||||
Class A common stock | Subsequent Event | ||||||
Subsequent Event | ||||||
Cash dividend declared (in dollars per share) | $ 0.20 | |||||
Class B common stock | Subsequent Event | ||||||
Subsequent Event | ||||||
Cash dividend declared (in dollars per share) | $ 0.20 |