Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Mar. 11, 2021 | Jun. 30, 2020 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Document Period End Date | Dec. 31, 2020 | ||
Entity File Number | 001-33892 | ||
Entity Registrant Name | AMC ENTERTAINMENT HOLDINGS, INC. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 26-0303916 | ||
Entity Address, Address Line One | One AMC Way | ||
Entity Address, Address Line Two | 11500 Ash Street | ||
Entity Address, City or Town | Leawood | ||
Entity Address, State or Province | KS | ||
Entity Address, Postal Zip Code | 66211 | ||
City Area Code | 913 | ||
Local Phone Number | 213-2000 | ||
Title of 12(b) Security | Class A common stock | ||
Trading Symbol | AMC | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Public Float | $ 225,437,754 | ||
Entity Central Index Key | 0001411579 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Class A common stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 450,156,186 | ||
Class B common stock | |||
Document Information [Line Items] | |||
Entity Common Stock, Shares Outstanding | 0 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenues | |||
Revenues | $ 1,242.4 | $ 5,471 | $ 5,460.8 |
Operating costs and expenses | |||
Operating expense, excluding depreciation and amortization below | 856 | 1,686.6 | 1,654.7 |
Rent | 884.1 | 967.8 | 797.8 |
General and administrative: | |||
Merger, acquisition and other costs | 24.6 | 15.5 | 31.3 |
Other, excluding depreciation and amortization below | 156.7 | 153 | 179.3 |
Depreciation and amortization | 498.3 | 450 | 537.8 |
Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill | 2,513.9 | 84.3 | 13.8 |
Operating costs and expenses | 5,345.1 | 5,335 | 5,195.8 |
Operating income (loss) | (4,102.7) | 136 | 265 |
Other expense (income): | |||
Other expense (income) | 28.9 | 13.4 | (108.1) |
Interest expense: | |||
Corporate borrowings | 311 | 292.8 | 262.3 |
Finance lease obligations | 5.9 | 7.6 | 38.5 |
Non-cash NCM exhibitor services agreement | 40 | 40.4 | 41.5 |
Equity in (earnings) loss of non-consolidated entities | 30.9 | (30.6) | (86.7) |
Investment expense (income) | 10.1 | (16) | (6.2) |
Total other expense, net | 426.8 | 307.6 | 141.3 |
Net earnings (loss) before income taxes | (4,529.5) | (171.6) | 123.7 |
Income tax provision (benefit) | 59.9 | (22.5) | 13.6 |
Net earnings (loss) | (4,589.4) | (149.1) | 110.1 |
Less: Net loss attributable to noncontrolling interests | (0.3) | ||
Net earnings (loss) attributable to AMC Entertainment Holdings, Inc. | $ (4,589.1) | $ (149.1) | $ 110.1 |
Net earnings (loss) per share attributable to AMC Entertainment Holdings, Inc.'s common stockholders: | |||
Basic | $ (39.15) | $ (1.44) | $ 0.91 |
Diluted | $ (39.15) | $ (1.44) | $ 0.41 |
Average shares outstanding: | |||
Basic (in thousands) | 117,212 | 103,832 | 120,621 |
Diluted (in thousands) | 117,212 | 103,832 | 130,105 |
Admissions | |||
Revenues | |||
Revenues | $ 712.1 | $ 3,301.3 | $ 3,385 |
Operating costs and expenses | |||
Operating costs and expenses | 322.7 | 1,699.1 | 1,710.2 |
Food and beverage | |||
Revenues | |||
Revenues | 362.4 | 1,719.6 | 1,671.5 |
Operating costs and expenses | |||
Operating costs and expenses | 88.8 | 278.7 | 270.9 |
Total other theatre | |||
Revenues | |||
Revenues | $ 167.9 | $ 450.1 | $ 404.3 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS | |||
Net earnings (loss) | $ (4,589.4) | $ (149.1) | $ 110.1 |
Other comprehensive income (loss): | |||
Unrealized foreign currency translation adjustments, net of tax | 67 | (16.5) | (127.7) |
Realized loss on foreign currency transactions reclassified into other expense | 1.9 | 0.5 | 1 |
Pension adjustments: | |||
Net gain (loss) arising during the period, net of tax | (4.1) | (15.5) | 4.2 |
Equity method investee's cash flow hedge: | |||
Unrealized net holding gain (loss) arising during the period | (0.1) | 0.2 | |
Realized net gain reclassified into equity in earnings of non-consolidated entities | (2.2) | ||
Other comprehensive income (loss) | 64.8 | (31.6) | (124.5) |
Total comprehensive loss | (4,524.6) | (180.7) | (14.4) |
Comprehensive loss attributable to noncontrolling interests | (0.1) | ||
Comprehensive loss attributable to AMC Entertainment Holdings, Inc. | $ (4,524.5) | $ (180.7) | $ (14.4) |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 308.3 | $ 265 |
Restricted cash | 13.1 | 10.5 |
Receivables, net | 91 | 254.2 |
Other current assets | 74.6 | 143.4 |
Total current assets | 487 | 673.1 |
Property, net | 2,322.5 | 2,649.2 |
Operating lease right-of-use assets, net | 4,451.5 | 4,796 |
Intangible assets, net | 163.2 | 195.3 |
Goodwill | 2,547.3 | 4,789.1 |
Deferred tax asset, net | 0.3 | 70.1 |
Other long-term assets | 304.6 | 503 |
Total assets | 10,276.4 | 13,675.8 |
Current liabilities: | ||
Accounts payable | 298.8 | 543.3 |
Accrued expenses and other liabilities | 257.8 | 324.6 |
Deferred revenues and income | 405.4 | 449.2 |
Current maturities of corporate borrowings | 20 | 20 |
Current maturities of finance lease liabilities | 12.9 | 10.3 |
Current maturities of operating lease liabilities | 583.6 | 585.8 |
Total current liabilities | 1,578.5 | 1,933.2 |
Corporate borrowings | 5,695.8 | 4,733.4 |
Finance lease liabilities | 83.1 | 89.6 |
Operating lease liabilities | 4,957.8 | 4,913.8 |
Exhibitor services agreement | 537.6 | 549.7 |
Deferred tax liability, net | 40.5 | 46 |
Other long-term liabilities | 241.3 | 195.9 |
Total liabilities | 13,134.6 | 12,461.6 |
Commitments and contingencies | ||
Stockholders' equity (deficit): | ||
Additional paid-in capital | 2,465.6 | 2,001.9 |
Treasury stock (3,732,625 shares as of December 31, 2020 and December 31, 2019, at cost) | (56.4) | (56.4) |
Accumulated other comprehensive income (loss) | 38.7 | (26.1) |
Accumulated deficit | (5,335.3) | (706.2) |
Total AMC Entertainment Holdings, Inc.'s stockholders' equity (deficit) | (2,885.1) | 1,214.2 |
Noncontrolling interests | 26.9 | |
Total equity (deficit) | (2,858.2) | 1,214.2 |
Total liabilities and stockholders' equity (deficit) | 10,276.4 | 13,675.8 |
Class A common stock | ||
Stockholders' equity (deficit): | ||
Common stock value | 1.8 | 0.5 |
Class B common stock | ||
Stockholders' equity (deficit): | ||
Common stock value | $ 0.5 | $ 0.5 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Treasury stock, shares | 3,732,625 | 3,732,625 |
Class A common stock | ||
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) | 176,295,874 | 55,812,702 |
Common stock, shares outstanding (in shares) | 172,563,249 | 52,080,077 |
Class B common stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, share authorized (in shares) | 51,769,784 | 51,769,784 |
Common stock, shares issued (in shares) | 51,769,784 | 51,769,784 |
Common stock, shares outstanding (in shares) | 51,769,784 | 51,769,784 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities: | |||
Net earnings (loss) | $ (4,589.4) | $ (149.1) | $ 110.1 |
Adjustments to reconcile net earnings (loss) to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 498.3 | 450 | 537.8 |
(Gain) loss on extinguishment of debt | (93.6) | 16.6 | |
Deferred income taxes | 64 | (33.7) | (6.4) |
Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill | 2,513.9 | 84.3 | 13.8 |
Amortization of net discount (premium) on corporate borrowings to interest expense | (22) | 11.3 | 0.2 |
Amortization of deferred financing costs to interest expense | 14.2 | 15.8 | 16 |
PIK interest expense | 73.4 | ||
Non-cash portion of stock-based compensation | 25.4 | 4.4 | 14.9 |
Gain on dispositions | (17.4) | (17.4) | (3.2) |
Loss (gain) on derivative asset and derivative liability | 109 | (5.8) | (111.4) |
Equity in (earnings) loss from non-consolidated entities, net of distributions | 45.4 | 2.7 | (40) |
NCM held-for-sale impairment loss | 16 | ||
Landlord contributions | 43.6 | 106.5 | 127.6 |
Other non-cash rent | (4.9) | 25.7 | |
Deferred rent | 3.4 | (62.3) | (101.6) |
Net periodic benefit cost | 1.8 | 1.7 | 1.1 |
Change in assets and liabilities: | |||
Receivables | 159.3 | 0.7 | (0.2) |
Other assets | 76.8 | 30.9 | (0.4) |
Accounts payable | (176.4) | 104.8 | (85.6) |
Accrued expenses and other liabilities | 102.5 | (0.6) | 68.5 |
Other, net | 43.2 | (7.5) | (3.4) |
Net cash provided by (used in) operating activities | (1,129.5) | 579 | 523.2 |
Cash flows from investing activities: | |||
Capital expenditures | (173.8) | (518.1) | (576.3) |
Proceeds from sale leaseback transactions | 50.1 | ||
Acquisition of theatre assets | (11.8) | ||
Proceeds from disposition of long-term assets | 26 | 23.2 | 14.2 |
Investments in non-consolidated entities, net | (9.3) | (9.7) | (11.4) |
Other, net | 2.5 | 0.3 | (2.1) |
Net cash used in investing activities | (154.6) | (516.1) | (317.2) |
Cash flows from financing activities: | |||
Call premiums paid for Senior Secured Notes due 2023 and Senior Subordinated Notes due 2022 | (15.9) | ||
Proceeds from issuance of Senior Unsecured Convertible Notes due 2024 | 600 | ||
Borrowings (repayments) under revolving credit facilities | 321.8 | (12) | 12.1 |
Scheduled principal payments under Term Loans | (20) | (21.9) | (13.8) |
Proceeds from sale of noncontrolling interest | 37 | ||
Principal payments under finance lease obligations | (6.2) | (10.9) | (71) |
Principal payments under promissory note | (1.4) | (1.4) | |
Cash used to pay for deferred financing costs | (15.4) | (11.9) | (15.5) |
Cash used to pay dividends | (6.5) | (84.1) | (258.1) |
Taxes paid for restricted unit withholdings | (5.1) | (1.3) | (1.7) |
Retirement of Class B common stock | (423.6) | ||
Purchase of treasury stock | (21.8) | ||
Net cash provided by (used in) financing activities | 1,330.3 | (112.9) | (194.8) |
Effect of exchange rate changes on cash and cash equivalents and restricted cash | (0.3) | 1.5 | (5.5) |
Net increase (decrease) in cash and cash equivalents and restricted cash | 45.9 | (48.5) | 5.7 |
Cash and cash equivalents and restricted cash at beginning of period | 275.5 | 324 | 318.3 |
Cash and cash equivalents and restricted cash at end of period | 321.4 | 275.5 | 324 |
Cash paid during the period for: | |||
Interest (including amounts capitalized of $1.1 million, $1.0 million and $0.5 million) | 237.5 | 284.5 | 278.3 |
Income taxes (received) paid, net | (10.5) | (1.7) | 19.5 |
Schedule of non-cash activities: | |||
Investment in NCM | 5.2 | (6.3) | |
Construction payables at period end | 18.2 | 97 | 100.8 |
Mudrick transaction, see Note 8-Corporate Borrowings and Finance Lease Obligations | 70.2 | ||
DCIP digital projectors transaction, see Note 6-Investments | 125.2 | ||
Class A common stock | |||
Cash flows from financing activities: | |||
Proceeds from Class A common stock issuance | 264.7 | ||
Cash used to pay dividends | (1.6) | (41.7) | (122) |
Senior Secured Credit Facility Term-Loan Due 2026 | |||
Cash flows from financing activities: | |||
Proceeds from issuance of Term Loan due 2026 | 1,990 | ||
Senior Secured Credit Facility Term Loans Due 2022 And 2023 | |||
Cash flows from financing activities: | |||
Scheduled principal payments under Term Loans | (1,338.5) | ||
6.0% Senior Secured Notes due 2023 | |||
Cash flows from financing activities: | |||
Payments of Senior Subordinated Notes | (230) | ||
5.875% Senior Subordinated Notes due 2022 | |||
Cash flows from financing activities: | |||
Payments of Senior Subordinated Notes | $ (375) | ||
10.5 % First Lien Notes due 2025 | |||
Cash flows from financing activities: | |||
Proceeds from issuance of First Lien Notes | 490 | ||
10.5 % First Lien Notes due 2026 | |||
Cash flows from financing activities: | |||
Proceeds from issuance of First Lien Notes | $ 270 | ||
NCM | |||
Adjustments to reconcile net earnings (loss) to net cash provided by (used in) operating activities: | |||
Gain on disposition of NCM | (30.6) | ||
Cash flows from investing activities: | |||
Proceeds from disposition of NCM | 162.5 | ||
Screenvision | |||
Cash flows from investing activities: | |||
Proceeds from disposition of NCM | $ 45.8 |
CONSOLIDATED STATEMENTS OF CA_2
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
CONSOLIDATED STATEMENTS OF CASH FLOWS | |||
Interest, capitalized | $ 1.1 | $ 1 | $ 0.5 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) - USD ($) $ in Millions | Class A common stockDividend declaredAccumulated Earnings (Deficit) | Class A common stockDividend declaredTotal AMC Stockholders' Equity (Deficit) | Class A common stockDividend declared | Class A common stockSpecial dividendsAccumulated Earnings (Deficit) | Class A common stockSpecial dividendsTotal AMC Stockholders' Equity (Deficit) | Class A common stockSpecial dividends | Class A common stockCommon Stock | Class A common stock | Class B common stockDividend declaredAccumulated Earnings (Deficit) | Class B common stockDividend declaredTotal AMC Stockholders' Equity (Deficit) | Class B common stockDividend declared | Class B common stockSpecial dividendsAccumulated Earnings (Deficit) | Class B common stockSpecial dividendsTotal AMC Stockholders' Equity (Deficit) | Class B common stockSpecial dividends | Class B common stockCommon Stock | Class B common stock | Additional Paid-in Capital | Treasury Stock | Accumulated Other Comprehensive Income (Loss) | Accumulated Earnings (Deficit) | Total AMC Stockholders' Equity (Deficit) | Noncontrolling Interests | Total |
Balance at the beginning of the period at Dec. 31, 2017 | $ 0.5 | $ 0.8 | $ 2,241.6 | $ (48.2) | $ 125.6 | $ (207.9) | $ 2,112.4 | $ 2,112.4 | |||||||||||||||
Balance (in shares) at Dec. 31, 2017 | 51,814,304 | 75,826,927 | 3,232,625 | ||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||||||||||||
Cumulative effect adjustment for the adoption of new accounting principle | 4.4 | (36.2) | (31.8) | (31.8) | |||||||||||||||||||
Net earnings (loss) | 110.1 | 110.1 | 110.1 | ||||||||||||||||||||
Net earnings (loss) | 110.1 | ||||||||||||||||||||||
Other comprehensive income (loss) | (124.5) | (124.5) | (124.5) | ||||||||||||||||||||
Dividends declared | $ (42.9) | $ (42.9) | $ (42.9) | $ (82.7) | $ (82.7) | $ (82.7) | $ (55.9) | $ (55.9) | $ (55.9) | $ (80.3) | $ (80.3) | $ (80.3) | |||||||||||
Reversed dividend accrual for nonvested PSU's | 0.5 | 0.5 | 0.5 | ||||||||||||||||||||
RSUs surrendered to pay for payroll taxes | (1.8) | (1.8) | (1.8) | ||||||||||||||||||||
RSUs surrendered to pay for payroll taxes (in shares) | 326,005 | ||||||||||||||||||||||
Stock-based compensation | 14.9 | 14.9 | 14.9 | ||||||||||||||||||||
Stock-based compensation (in shares) | 28,055 | ||||||||||||||||||||||
Shares repurchases | $ (8.2) | (8.2) | (8.2) | ||||||||||||||||||||
Shares repurchases (in shares) | (500,000) | 500,000 | |||||||||||||||||||||
Reclassification from temporary equity | 0.4 | 0.4 | 0.4 | ||||||||||||||||||||
Reclassification from temporary equity (in shares) | 37,105 | ||||||||||||||||||||||
Common stock repurchase and cancellation | $ (0.3) | (256.7) | (155.6) | (412.6) | (412.6) | ||||||||||||||||||
Common stock repurchased and cancellation (in shares) | (24,057,143) | ||||||||||||||||||||||
Balance at the end of the period at Dec. 31, 2018 | $ 0.5 | $ 0.5 | 1,998.4 | $ (56.4) | 5.5 | (550.9) | 1,397.6 | 1,397.6 | |||||||||||||||
Balance (in shares) at Dec. 31, 2018 | 51,705,469 | 51,769,784 | 3,732,625 | ||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||||||||||||
Cumulative effect adjustment for the adoption of new accounting principle | 76.2 | 76.2 | 76.2 | ||||||||||||||||||||
Net earnings (loss) | (149.1) | (149.1) | (149.1) | ||||||||||||||||||||
Net earnings (loss) | (149.1) | ||||||||||||||||||||||
Other comprehensive income (loss) | (31.6) | (31.6) | (31.6) | ||||||||||||||||||||
Dividends declared | (40.8) | (40.8) | (40.8) | (41.6) | (41.6) | (41.6) | |||||||||||||||||
RSUs surrendered to pay for payroll taxes | (1.3) | (1.3) | (1.3) | ||||||||||||||||||||
Stock-based compensation | 4.4 | 4.4 | 4.4 | ||||||||||||||||||||
Stock-based compensation (in shares) | 335,665 | ||||||||||||||||||||||
Reclassification from temporary equity | 0.4 | 0.4 | 0.4 | ||||||||||||||||||||
Reclassification from temporary equity (in shares) | 38,943 | ||||||||||||||||||||||
Balance at the end of the period at Dec. 31, 2019 | $ 0.5 | $ 0.5 | 2,001.9 | $ (56.4) | (26.1) | (706.2) | 1,214.2 | 1,214.2 | |||||||||||||||
Balance (in shares) at Dec. 31, 2019 | 52,080,077 | 52,080,077 | 51,769,784 | 51,769,784 | 3,732,625 | ||||||||||||||||||
Increase (Decrease) in Stockholders' Equity | |||||||||||||||||||||||
Cumulative effect adjustment for the adoption of new accounting principle | (16.9) | (16.9) | (16.9) | ||||||||||||||||||||
Net earnings (loss) | (4,589.1) | (4,589.1) | $ (0.3) | (4,589.1) | |||||||||||||||||||
Net earnings (loss) | (4,589.4) | ||||||||||||||||||||||
Other comprehensive income (loss) | 64.6 | 64.6 | 0.2 | 64.8 | |||||||||||||||||||
Baltics noncontrolling capital contribution | (0.2) | 0.2 | 27 | 27 | |||||||||||||||||||
Dividends declared | $ (3.2) | $ (3.2) | $ (3.2) | $ (1.6) | $ (1.6) | $ (1.6) | |||||||||||||||||
Derivative asset valuation allowance adjustment | (2.4) | (2.4) | (2.4) | ||||||||||||||||||||
Reclassification of derivative liability and derivative asset for Conversion Price Reset of Convertible Notes due 2026 | 89.9 | (15.9) | 74 | 74 | |||||||||||||||||||
RSUs surrendered to pay for payroll taxes | (5.1) | (5.1) | (5.1) | ||||||||||||||||||||
Class A common stock issuance | $ 0.9 | 263.8 | 264.7 | 264.7 | |||||||||||||||||||
Class A common stock issuance (In shares) | 90,955,685 | ||||||||||||||||||||||
Stock-based compensation | 25.4 | 25.4 | 25.4 | ||||||||||||||||||||
Stock-based compensation (in shares) | 2,549,465 | ||||||||||||||||||||||
Exchange Offer Class A common stock issuance | $ 0.1 | 20.1 | 20.2 | 20.2 | |||||||||||||||||||
Exchange Offer Class A common stock issuance (in shares) | 5,000,000 | ||||||||||||||||||||||
Class A common stock issuance commitment and exchange shares | $ 0.3 | 69.8 | 70.1 | 70.1 | |||||||||||||||||||
Class A common stock issuance commitment and exchange shares (in shares) | 21,978,022 | ||||||||||||||||||||||
Balance at the end of the period at Dec. 31, 2020 | $ 1.8 | $ 0.5 | $ 2,465.6 | $ (56.4) | $ 38.7 | $ (5,335.3) | $ (2,885.1) | $ 26.9 | $ (2,858.2) | ||||||||||||||
Balance (in shares) at Dec. 31, 2020 | 172,563,249 | 172,563,249 | 51,769,784 | 51,769,784 | 3,732,625 |
CONSOLIDATED STATEMENTS OF ST_2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (DEFICIT) (Parenthetical) - $ / shares | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Class A common stock | Dividend declared | |||
Cash dividend declared (in dollars per share) | $ 0.03 | $ 0.20 | $ 0.20 |
Class A common stock | Special dividends | |||
Cash dividend declared (in dollars per share) | 1.55 | ||
Class B common stock | Dividend declared | |||
Cash dividend declared (in dollars per share) | $ 0.03 | $ 0.20 | 0.20 |
Class B common stock | Special dividends | |||
Cash dividend declared (in dollars per share) | $ 1.55 |
THE COMPANY AND SIGNIFICANT ACC
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2020 | |
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | |
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | NOTE 1—THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES AMC Entertainment Holdings, Inc. (“Holdings”), through its direct and indirect subsidiaries, including 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 located in the United States and Europe. As of December 31, 2020, Dalian Wanda Group Co., Ltd. (“Wanda”), a Chinese private conglomerate, owned approximately 23.08% of Holdings’ outstanding common stock and 47.37 % of the combined voting power of Holdings’ outstanding common stock and had significant influence over 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. On February 1, 2021, Wanda exercised their right to convert all outstanding Class B common stock to Class A common stock resulting in ownership in Holdings’ outstanding common stock and voting power of Holdings’ outstanding common stock of approximately 9.8% as of March 3, 2021. Temporarily Suspended Operations. Liquidity. In response to the COVID-19 pandemic, the Company has taken and continues to take significant steps to preserve cash by eliminating non-essential costs, including reductions to the Company’s variable and elements of its fixed cost structure, including, but not limited to: ● Suspended non-essential operating expenditures, including marketing & promotional and travel and entertainment expenses; and where possible, utilities and reduced essential operating expenditures to minimum levels necessary while theatres are closed; ● Terminated or deferred all non-essential capital expenditures to minimum levels necessary while theatres are operating for limited hours or closed; ● Implemented measures to reduce corporate-level employment costs while closed, including full or partial furloughs of all corporate-level Company employees for a period of time, including senior executives, with individual work load and salary reductions ranging from 20% to 100% ; cancellation of pending annual merit pay increases; and elimination or reduction of non-healthcare benefits. With the resumption of operations, the Company eliminated the full and partial furloughs; ● All domestic theatre-level crew members were fully furloughed and theatre-level managements’ hours were reduced to the minimum levels necessary to begin resumption of operations when permitted. Similar efforts to reduce theatre-level and corporate employment costs were undertaken internationally consistent with applicable laws across the jurisdictions in which the Company operates. As the Company resumed limited operations, employment costs increased; ● Working with the Company’s landlords, vendors, and other business partners to manage, defer, and/or abate the related rent expenses and operating expenses; ● Introduced an active cash management process, which, among other things, requires senior management approval of all outgoing payments; ● Since April 24, 2020, the Company has been prohibited from making dividend payments in accordance with the covenant suspension conditions in its Senior Secured Credit Facility Agreement. The Company had also previously elected to decrease the dividend paid in the first quarter of 2020 by $0.17 per share when compared to the first quarter of 2019. The cash savings as a result of the prior decrease and current prohibition on making dividend payments was $77.6 million during the year ended December 31, 2020 in comparison to the year ended December 31, 2019; and ● The Company is prohibited from making purchases under its stock repurchase program in accordance with the covenant suspension conditions in its Senior Secured Credit Facility Agreement. The Company intends to seek any available potential benefits, including loans, investments or guarantees, under future government programs for which the Company qualifies domestically and internationally. The Company has taken advantage of many forms of governmental assistance internationally including but not limited to revenue and fixed cost reimbursements, payroll subsidies, rent support programs, direct grants, and property tax holidays. The Company cannot predict the manner in which such benefits will be allocated or administered, and the Company cannot assure it will be able to access such benefits in a timely manner or at all. In addition to preserving cash, the Company enhanced liquidity through debt issuance, debt exchanges and equity sales as follows. See Note 8 — — ● The April 2020 issuance of $500 million of 10.5% first lien notes due 2025 (the “First Lien Notes due 2025”). ● The July 2020 completion of a debt exchange offer in which the Company issued approximately $1.46 billion aggregate principal amount of 10% / 12% Cash /PIK Toggle Second Lien Subordinated Secured Notes due 2026 (the “Second Lien Notes due 2026”) in exchange for approximately $2.02 billion principal amount of the Company’s senior subordinated notes, reducing the principal amounts of the Company’s debt by approximately $555 million and extending maturities on approximately $1.7 billion of debt to 2026, most of which was maturing in 2024 and 2025 previously. Interest on the Second Lien Notes due 2026 for the first three six-month interest periods after the issue date is expected to be paid all or in part on an in-kind basis pursuant to the terms of the 10% / 12% Cash/PIK Toggle Second Lien Subordinated Secured Notes due 2026. ● The July 2020 issuance of the 10.5% first lien secured notes due 2026 (the “First Lien Notes due 2026”) in which the Company received proceeds of $270.0 million, net of discounts and deferred charges. ● The launch of several “at-the-market” equity offerings to raise capital through the sale of the Company’s Class A common stock. During the year ended December 31, 2020, the Company sold 91.0 million shares, generating $272.8 million in gross proceeds and paid fees to sales agents of $6.8 million. In January 2021, the Company sold approximately 187.0 million shares, generating $596.9 million in gross proceeds and paid fees to sales agents of $14.9 million. ● The December 2020 issuance of 21,978,022 shares of Class A common stock to Mudrick Capital Management, LP (“Mudrick”) in exchange for $104.5 million aggregate principal amount of the Second Lien Notes due 2026 and a commitment from Mudrick to purchase $100 million aggregate principal amount of 15% / 17% /Cash/PIK Toggle First Lien Secured Notes due 2026 (“First Lien Toggle Notes due 2026”) which the Company issued to Mudrick in January 2021 for cash. ● The January 2021 conversion by holders of all $600 million of the Company’s 2.95% Convertible Senior Secured Notes due 2026 into shares of the Company’s Class A common stock at a conversion price of $13.51 which resulted in the issuance of 44,422,860 shares of its Class A Common Stock and reduced annual cash interest expense by $17.7 million. ● The February 2021 entry into a new £140.0 million and €296.0 million term loan facility agreement (the “Odeon Term Loan Facility”) by Odeon Cinemas Group Limited (“Odeon”). Approximately £89.7 million and €12.8 million of the net proceeds from the Odeon Term Loan Facility was used to repay in full Odeon’s obligations (including principal, interest, fees and cash collateralized letters of credit) under its existing revolving credit facility and the remaining net proceeds will be used for general corporate purposes . If attendance levels increase consistent with our assumptions described below, it currently estimates that its existing cash and cash equivalents, net proceeds from the completed issuances of debt and common stock in January 2021 and borrowings under the Odeon Term Loan Facility in February 2021 will be sufficient to comply with minimum liquidity requirements under our debt covenants, fund operations, and satisfy obligations including cash outflows for increased rent and planned capital expenditures currently and through at least March 31, 2022. This requires that the Company achieves significant increases in attendance levels beginning in the third quarter of 2021 and ultimately reaching 90% of pre COVID-19 attendance levels by the fourth quarter of 2021 and through the first quarter of 2022, as the vaccine rollout continues and more Hollywood product is released in its theatres. The Company entered into the Ninth Amendment (as defined below) to the Credit Agreement (as defined below) pursuant to which the requisite revolving lenders party thereto agreed to extend the suspension period for the financial covenant applicable to the Revolving Credit Facility (as defined below) from March 31, 2021 to March 31, 2022, as described, and on the terms and conditions specified, therein. As a result, the Company will be subject to the financial covenant beginning with the quarter ending June 30, 2022. The Company is subject to minimum liquidity requirements of approximately $145 million of which $100 million is required under the conditions for the Extended Covenant Suspension Period under the Senior Secured Revolving Credit Facility during the Extended Covenant Suspension Period, as amended, and £32.5 million (approximately $45 million) required under the Odeon Term Loan Facility. The Company’s liquidity needs thereafter will depend, among other things, on the timing of a full resumption of operations, the timing of movie releases and its ability to generate cash from operations. The Company continues to explore potential sources of additional liquidity, which is essential to its long-term viability, including: ● Additional equity financing. The Company may continue to pursue equity issuances that include its remaining authorized shares. The amount of liquidity the Company might generate will primarily depend on the market price of its Class A common stock, trading volumes, which impact the number of shares the Company is able to sell, and the available periods during which sales may be made. Because the Company’s market price and trading volumes are volatile, there is no guarantee as to the amounts of liquidity it might generate or that its prior experience accurately predicts the results the Company will achieve. ● Landlord Negotiations . Commencing in 2021, the Company’s cash expenditures for rent are scheduled to increase significantly as a result of rent obligations that had been deferred to 2021 and future years that were approximately $450.0 million as of December 31, 2020. In light of the Company’s liquidity challenges, and in order to establish its long-term viability, the Company believes it must continue to reach accommodations with its landlords to abate or defer a substantial portion of the Company’s rent obligations, in addition to generating sufficient amounts of liquidity through equity issuances and the other potential financing arrangements discussed below. Accordingly, the Company has entered into additional landlord negotiations to seek material reductions, abatements and deferrals in its rent obligations. In connection with these negotiations, the Company has ceased to make rent payments under a portion of its leases and has received notices of default, the result of which may permit landlords to threaten or seek a variety of remedies. The Company continues to renegotiate leases with landlords to attain additional concessions and address any instances of default. To the extent the Company achieves substantial deferrals but not abatements, its cash requirements will increase substantially in the future. ● Other Creditor Discussions . While the liquidity the Company has raised has substantially extended its liquidity runway, the new debt the Company has issued or that has been committed, together with the higher interest rate payments that will be required in the future but have largely been deferred, will substantially increase its leverage and future cash requirements. These future cash requirements, like the Company’s deferred rent obligations, will present a challenge to its long-term viability if its operating income does not return to pre-COVID levels. Even then, the Company believes it will need to engage in discussions with its creditors to substantially reduce its leverage. The Company expects to continue to explore alternatives that include new-money financing, potentially in connection with converting debt to equity, which would help manage its leverage but would be dilutive to holders of its common stock. The Company expects it will continue to receive from and discuss proposals with all classes of creditors. These discussions may not result in any agreement on commercially acceptable terms. ● Covenant Suspension. The Company entered into the Ninth Amendment to the Credit Agreement, pursuant to which the requisite revolving lenders party thereto agreed to extend the suspension period for the financial covenant applicable to the Revolving Credit Facility from March 31, 2021 to March 31, 2022, as described, and on the terms and conditions specified, therein. See Note 17 — Subsequent Events for further information. ● Joint-venture or other arrangements with existing business partners and minority investments in the Company’s capital stock. The Company continues to explore other potential arrangements, including equity investments, to generate additional liquidity. It is very difficult to estimate the Company’s liquidity requirements, future cash burn rates and future attendance levels. Depending on the Company’s assumptions regarding the timing and ability to achieve more normalized levels of operating revenue, the estimates of amounts of required liquidity vary significantly. Similarly, it is very difficult to predict when theatre attendance levels will normalize, which the Company expects will depend on the widespread availability and use of effective vaccines for the coronavirus. However, the Company’s current cash burn rates are not sustainable. Further, the Company cannot predict what future changes may occur to the supply or release date of movie titles available for theatrical exhibition once moviegoers are prepared to return in large numbers. Nor can the Company know with certainty the impact of Warner Bros.’s announcement that it is releasing its entire 2021 slate of movies on HBO Max at the same time as the movies debut in theatres or any similar announcements regarding the release of movie titles concurrently to the home video or streaming markets, as those arrangements will be subject to negotiations that have not yet taken place. There can be no assurance that the attendance level and other assumptions used to estimate the Company’s liquidity requirements and future cash burn will be correct, and its ability to be predictive is uncertain due to the unknown magnitude and duration of the COVID-19 pandemic. Further, there can be no assurances that the Company will be successful in generating the additional liquidity necessary to meet its obligations beyond twelve months from the issuance of these financial statements on terms acceptable to the Company or at all. If the Company is unable to maintain or renegotiate its minimum liquidity covenant requirements, it could have a significant adverse effect on the Company’s business, financial condition and operating results. The Company also realized significant cancellation of debt income (“CODI”) in connection with its debt restructuring. As a result of such CODI, the Company estimates a significant portion of its net operating losses and tax credits will be eliminated as a result of tax attribute reductions. Any loss of tax attributes as a result of such CODI may adversely affect the Company’s cash flows and therefore its ability to service its indebtedness. Use of Estimates. The preparation of financial statements in conformity with U.S. 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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Principles of Consolidation. The consolidated financial statements include the accounts of Holdings and all subsidiaries, as discussed above. All significant intercompany balances and transactions have been eliminated in consolidation. Majority-owned subsidiaries that the Company has control of are consolidated in the Company’s consolidated subsidiaries; consequently, a portion of its stockholders’ equity, net earnings (loss) and total comprehensive income (loss) for the periods presented are attributable to noncontrolling interests. The Company manages its business under two reportable segments for its theatrical exhibition operations, U.S. markets and International markets. Noncontrolling Interests. disposed. At December 31, 2020, the carrying amounts of the major classes of assets and liabilities included as part of the disposal group that were previously included in the International markets reportable segment were; goodwill of $41.8 million, property, net, of $13.0 million, operating lease right-of-use assets, net of $15.7 million, and current and long-term operating lease liabilities of $2.4 million and $13.7 million, respectively. The remaining cash consideration is payable upon completion of the sale of the remaining 51% equity interest in Lithuania and Estonia, which is expected to occur in two separate transactions by country following competition council clearance in each country. At December 31, 2020, the Company’s noncontrolling interest of 49% in Lithuania and Estonia was $26.9 million. The Company estimates the sale of Forum Cinemas will be completed in 2021. Revenues. The Company recognizes income from non-redeemed or partially redeemed gift cards in proportion to the pattern of rights exercised by the customer (“proportional method”) where it applies an estimated non-redemption rate for its gift card sales channels, which range from 13% to 18.5% of the current month sales of gift cards, and the Company recognizes in other theatre revenues the total amount of expected income for non-redemption for that current month’s sales as income over the next 24 months in proportion to the pattern of actual redemptions. The Company has determined its non-redeemed rates and redemption patterns using data accumulated over ten years. Upon adoption of ASC 606 on January 1, 2018, the Company recognizes ticket fee revenues based on a gross transaction price. The Company believes it is a principal (as opposed to agent) in the arrangement with third-party internet ticketing companies in regard to the sale of online tickets because the Company controls the online tickets before they are transferred to the customer. The online ticket fee revenues and the third-party commission or service fees are recorded in the line items other theatre revenues and operating expense, respectively, in the consolidated statements of operations. Film Exhibition Costs. Film exhibition costs are accrued based on the applicable box office receipts and estimates of the final settlement to the film licensors. Film exhibition costs include certain advertising costs. As of December 31, 2020 and December 31, 2019, the Company recorded film payables of $16.4 million and $166.5 million, respectively, which are included in accounts payable in the accompanying consolidated balance sheets. Food and Beverage Costs. The Company records rebate payments from vendors as a reduction of food and beverage costs when earned. Exhibitor Services Agreement. — Customer Engagement Programs. AMC Stubs ® TM tier called AMC Stubs ® TM The portion of the admissions and food and beverage revenues attributed to the rewards is deferred as a reduction of admissions and food and beverage revenues and is allocated between admissions and food and beverage revenues based on expected member redemptions. Upon redemption, deferred rewards are recognized as revenues along with associated cost of goods. The Company estimates point breakage in assigning value to the points at the time of sale based on historical trends. The program’s annual membership fee is allocated to the material rights for discounted or free products and services and is initially deferred, net of estimated refunds, and recognized as the rights are redeemed based on estimated utilization, over the one-year membership period in admissions, food and beverage, and other revenues. A portion of the revenues related to a material right are deferred as a virtual rewards performance obligation using the relative standalone selling price method and are recognized as the rights are redeemed or expire. AMC Stubs ® ® Advertising Costs. The Company expenses advertising costs as incurred and does not have any direct-response advertising recorded as assets. Advertising costs were $10.7 million, $42.6 million, and $45.4 million for the years ended December 31, 2020, December 31, 2019, and December 31, 2018, respectively, and are recorded in operating expense in the accompanying consolidated statements of operations. Cash and Equivalents. All highly liquid debt instruments and investments purchased with an original maturity of three months or less are classified as cash equivalents. Derivative Asset and Liability. — — Intangible Assets. Intangible assets were recorded at fair value for intangible assets resulting from the acquisition of Holdings by Wanda on August 30, 2012 and other theatre acquisitions. Intangible assets are comprised of amounts assigned to management contracts, a contract with an equity method investee, and a non-compete agreement, each of which are being amortized on a straight-line basis over the estimated remaining useful lives of the assets. The Company evaluates definite-lived intangible assets whenever events or changes in circumstances indicate that the carrying amount of the asset group may not be fully recoverable. Trademark and trade names are considered either definite or indefinite-lived intangible assets. Indefinite-lived intangible assets are not amortized but rather evaluated for impairment annually or more frequently as specific events or circumstances dictate. The Company first assesses the qualitative factors to determine whether the existence of events and circumstances indicate that it is more likely than not the fair value of an indefinite-lived intangible asset is less than its carrying amount as a basis for determining whether it is necessary to perform the quantitative impairment test. During the year ended December 31, 2020, the Company recorded impairment losses related to definite-lived intangible assets of $14.4 million in the U.S. markets and indefinite-lived intangible assets of $15.2 million in the International markets. There were no intangible asset impairment charges incurred during the years ended December 31, 2019 and December 31, 2018. Investments. The Company accounts for its investments in non-consolidated entities using either the cost or equity methods of accounting as appropriate, and has recorded the investments within other long-term assets in its consolidated balance sheets. Equity earnings and losses are recorded when the Company’s ownership interest provides the Company with significant influence. The Company follows the guidance in ASC 323-30-35-3, investment in a limited liability company, which prescribes the use of the equity method for investments where the Company has significant influence. The Company classifies gains and losses on sales of investments or impairments accounted for using the cost method in investment expense (income). Gains and losses on cash sales are recorded using the weighted average cost of all interests in the investments. Gains and losses related to non-cash negative common unit adjustments are recorded using the weighted average cost of those units in NCM. See Note 6 — Goodwill. The Company’s recorded goodwill was $2,547.3 million and $4,789.1 million as of December 31, 2020 and December 31, 2019, respectively. Goodwill represents the excess of purchase price over fair value of net tangible and identifiable intangible assets related to the acquisition of Holdings by Wanda on August 30, 2012 and subsequent theatre business acquisitions. The Company evaluates goodwill recorded at the Company’s two A decline in the common stock price and prices of the Company’s corporate borrowings and the resulting impact on market capitalization are two of several factors considered when making this evaluation. Based on sustained declines during the first quarter of 2020 in the Company’s enterprise market capitalization and the temporary suspension of operations at all the Company’s theatres on or before March 17, 2020 due to the COVID-19 pandemic, the Company performed a Step 1 quantitative goodwill impairment test of the Domestic and International reporting units as of March 31, 2020. In performing the Step 1 quantitative goodwill impairment test as of March 31, 2020, the Company used an enterprise value approach to measure fair value of the reporting units. The enterprise fair values of the Domestic Theatres and International Theatres reporting units were less than their carrying values and goodwill impairment charges of $1,124.9 million and $619.4 million, respectively, were recorded as of March 31, 2020 for the Company’s Domestic Theatres and International Theatres reporting units. In accordance with ASC 350-20-35-30, the Company performed an assessment to determine whether there were any events or changes in circumstances that would warrant an interim ASC 350 impairment analysis as of September 30, 2020. Due to the suspension of operations during the second and third quarters of 2020 and the further delay or cancellation of film releases, the Company performed a Step 1 quantitative impairment test of the Domestic and International reporting units as of September 30, 2020. In performing the Step 1 quantitative goodwill impairment test as of September 30, 2020, the Company used an enterprise value approach to measure fair value of the reporting units. See Note 12 — Due to the further delay or cancellation of film releases and the further suspension of operations in the International markets, the Company performed a Step 1 quantitative impairment test of the Domestic and International reporting units as of December 31, 2020. In performing the Step 1 quantitative goodwill impairment test as of December 31, 2020, the Company used an enterprise value approach to measure fair value of the reporting units. See Note 12 — As of September 30, 2019 and based on recent sustained declines in the trading price of the Company’s Class A common stock, the Company performed a quantitative goodwill impairment test of the Domestic and International reporting units as of September 30, 2019. In performing the quantitative goodwill impairment test as of September 30, 2019, the Company used an enterprise value approach to measure fair value of the reporting. The enterprise fair values of the Domestic Theatres and International Theatres reporting units exceeded their carrying values by approximately 9.9% and 11.8%, respectively. Accordingly, there was no goodwill impairment recorded as of September 30, 2019. In accordance with ASC 350-20-35-30, the Company performed an assessment to determine whether there were any events or changes in circumstances that would warrant an interim ASC 350 impairment analysis as of December 31, 2019. Given the further decline in the Company’s stock price during the fourth quarter of 2019, the Company performed a qualitative impairment test to evaluate whether it is more likely than not that the fair value of its two reporting units are less than their respective carrying amounts as of December 31, 2019. The Company compared its projected financial information and assumptions utilized in the quantitative analysis as of September 30, 2019 to the fourth quarter results noting operating performance is consistent with the projections and there have been no other changes which would impact management’s conclusion that the fair values of its reporting units exceed their carrying values. The Company also observed that its estimated fair value of its corporate borrowings and finance lease obligations remained relatively consistent from September 30, 2019 to December 31, 2019, which represents approximately 80% of the Company’s market enterprise value. The Company observed higher enterprise value control premiums for a recent acquisition agreement in its industry than those utilized for the market approach. In considering the totality of the aforementioned factors together with the excess of fair value over carrying value calculated in both its reporting units in the previous impairment test, the Company has concluded that it is not more likely than not that the fair values of its two reporting units have been reduced below their respective carrying amounts. As a result, the Company concluded that an interim quantitative impairment test as of December 31, 2019 was not required. Other Long-term Assets. Other long-term assets are comprised principally of investments in partnerships and joint ventures, costs incurred in connection with the Company’s line-of-credit revolving credit arrangement, which is being amortized to interest expense using the effective interest rate method over the respective life of the issuance, and capitalized computer software, which is amortized over the estimated useful life of the software. See Note 7 — Accounts Payable. Under the Company’s cash management system, checks issued but not presented to banks frequently result in book overdraft balances for accounting purposes and are classified within accounts payable in the balance sheet. The change in book overdrafts are reported as a component of operating cash flows for accounts payable as they do not represent bank overdrafts. The amount of these checks included in accounts payable as of December 31, 2020 and December 31, 2019 was $1.8 million and $40.9 million, respectively. Leases. The The Company leases theatres and equipment under operating and finance leases. The majority of the Company’s operations are conducted in premises occupied under lease agreements with initial base terms ranging generally from 12 to 15 years, with certain leases containing options to extend the leases for up to an additional 20 years. The Company typically does not believe that exercise of the renewal options is reasonably assured at the inception of the lease agreements and, therefore, considers the initial base term as the lease term. Lease terms vary but generally the leases provide for fixed and escalating rentals, contingent escalating rentals based on the Consumer Price Index and other indexes not to exceed certain specified amounts and variable rentals based on a percentage of revenues. The Company often receives contributions from landlords for renovations at existing locations. The Company records the amounts received from landlords as an adjustment to the right-of-use asset and amortizes the balance as a reduction to rent expense over the base term of the lease agreement. Operating lease right-of-use assets and lease liabilities were recorded at commencement date based on the present value of minimum lease payments over the remaining lease term. The minimum lease payments include base rent and other fixed payments, including fixed maintenance costs. The Company’s leases have remaining lease terms of approximately 1 year to 25 years, which may include the option to extend the lease when it is reasonably certain the Company will exercise that option. The present value of the lease payments is calculated using the incremental borrowing rate for operating leases, which was determined using a portfolio approach based on the rate of interest that the Company would have to pay to borrow an amount equal to the lease payments on a collateralized basis over a similar term. Operating lease expense is recorded on a straight-line basis over the lease term. The Company elected the practical expedient to not separate lease and non-lease components and also elected the short-term practical expedient for all leases that qualify. As a result, the Company will not recognize right-of-use assets or liabilities for short-term leases that qualify for the short-term |
REVENUE RECOGNITION
REVENUE RECOGNITION | 12 Months Ended |
Dec. 31, 2020 | |
REVENUE RECOGNITION | |
REVENUE RECOGNITION | NOTE 2—REVENUE RECOGNITION Disaggregation of Revenue. Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Major revenue types Admissions $ 712.1 $ 3,301.3 $ 3,385.0 Food and beverage 362.4 1,719.6 1,671.5 Other theatre: Advertising 80.5 143.0 142.2 Other theatre 87.4 307.1 262.1 Other theatre 167.9 450.1 404.3 Total revenues $ 1,242.4 $ 5,471.0 $ 5,460.8 Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Timing of revenue recognition Products and services transferred at a point in time $ 1,086.0 $ 5,071.0 $ 5,218.7 Products and services transferred over time 156.4 400.0 242.1 Total revenues $ 1,242.4 $ 5,471.0 $ 5,460.8 (1) Amounts primarily include subscription and advertising revenues. The following tables provide the balances of receivables and deferred revenue income: (In millions) December 31, 2020 December 31, 2019 Current assets Receivables related to contracts with customers $ 23.1 $ 160.3 Miscellaneous receivables 67.9 93.9 Receivables, net $ 91.0 $ 254.2 (In millions) December 31, 2020 December 31, 2019 Current liabilities Deferred revenue related to contracts with customers $ 400.6 $ 447.1 Miscellaneous deferred income 4.8 2.1 Deferred revenue and income $ 405.4 $ 449.2 The significant changes in contract liabilities with customers included in deferred revenues and income are as follows: Deferred Revenues Related to Contracts (In millions) with Customers Balance December 31, 2018 $ 412.8 Cash received in advance 457.1 Customer loyalty rewards accumulated, net of expirations: Admission revenues 29.4 Food and beverage 69.7 Other theatre 2.8 Reclassification to revenue as the result of performance obligations satisfied: Admission revenues (307.8) Food and beverage (116.7) Other theatre (95.6) Disposition of Austria theatres (1.2) Foreign currency translation adjustment (3.4) Balance December 31, 2019 $ 447.1 Cash received in advance 110.8 Customer loyalty rewards accumulated, net of expirations: Admission revenues 8.4 Food and beverage 15.0 Reclassification to revenue as the result of performance obligations satisfied: Admission revenues (118.5) Food and beverage (32.0) Other theatre (33.8) Foreign currency translation adjustment 3.6 Balance December 31, 2020 $ 400.6 (1) Includes movie tickets, food and beverage, gift cards, exchange tickets, and AMC Stubs ® loyalty membership fees. (2) Amount of rewards accumulated, net of expirations, that are attributed to AMC Stubs ® and other loyalty programs. (3) Amount of rewards redeemed that are attributed to gift cards, exchange tickets, movie tickets, AMC Stubs ® loyalty programs and other loyalty programs. (4) Amounts relate to income from non-redeemed or partially redeemed gift cards, non-redeemed exchange tickets, AMC Stubs ® loyalty membership fees and other loyalty programs. The Company suspended the recognition of deferred revenues related to certain loyalty programs, gift cards, and exchange tickets during the period in which its operations were temporarily suspended. As the Company reopened theatres during the three months ended September 30, 2020, A-list members had the option to reactivate their subscription, which restarted the monthly charge for the program. The Company resumed the recognition of deferred revenues related to certain loyalty programs, gift cards and exchange tickets as operations resumed. The significant changes to contract liabilities included in the exhibitor services agreement (“ESA”), classified as long-term liabilities in the consolidated balance sheets, are as follows: Exhibitor Services (In millions) Agreement Balance December 31, 2018 $ 564.0 Common Unit Adjustment–additions of common units 1.4 Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied (15.7) Balance December 31, 2019 $ 549.7 Common Unit Adjustment–additions of common units 4.8 Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied (16.9) Balance December 31, 2020 $ 537.6 (1) Represents the fair value amount of the NCM common units that were surrendered due to the annual Common Unit Adjustment. Such amount will increase the deferred revenues that are being amortized to other theatre revenues over the remainder of the 30 -year term of the ESA ending in February 2037. Transaction Price Allocated to the Remaining Performance Obligations: (In millions) Exhibitor Services Agreement Year Ended 2021 $ 18.1 Year Ended 2022 19.5 Year Ended 2023 21.0 Year Ended 2024 22.6 Year Ended 2025 24.3 Years Ended 2026 through February 2037 432.1 Total $ 537.6 Gift cards and exchange tickets. Loyalty programs. TM The Company applies the practical expedient in ASC 606-10-50-14 and does not disclose information about remaining performance obligations that have original expected durations of one year or less. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2020 | |
LEASES | |
LEASES | NOTE 3—LEASES The Company adopted ASC 842 on January 1, 2019 using the modified retrospective transition method; and therefore, the comparative information has not been adjusted for the year ended December 31, 2018. The Company leases theatres and equipment under operating and finance leases. The Company typically does not believe that exercise of the renewal options is reasonably certain at the lease commencement and, therefore, considers the initial base term as the lease term. Lease terms vary but generally the leases provide for fixed and escalating rentals, contingent escalating rentals based on the Consumer Price Index and other indexes not to exceed certain specified amounts and variable rentals based on a percentage of revenues. The Company often receives contributions from landlords for renovations at existing locations. The Company records the amounts received from landlords as an adjustment to the right-of-use asset and amortizes the balance as a reduction to rent expense over the base term of the lease agreement. Equipment leases primarily consist of digital projectors and food and beverage equipment. The following is the impact of the adoption of ASC 842 on the Company’s consolidated statement of operations for the year ended December 31, 2019: Year Ended December 31, 2019 Without Adoption of U.S. Markets International Markets (In millions) ASC 842 Adjustments Adjustments As Reported Operating costs and expenses Rent (1)(2)(4) $ 851.3 $ 69.5 $ 47.0 $ 967.8 Depreciation and amortization (2)(3) 546.0 (53.6) (42.4) 450.0 Operating costs and expenses 5,314.5 15.9 4.6 5,335.0 Operating income 156.5 (15.9) (4.6) 136.0 Other expense (income) Interest expense: Capital and financing lease obligations (1) 35.2 (13.2) (14.4) 7.6 Net loss (156.2) (2.7) 9.8 (149.1) (1) Cash rent payments for build-to-suit failed sale leasebacks of $44.0 million and $39.6 million for U.S. markets and International markets, respectively, are accounted for as operating leases under ASC 842 that were previously accounted for as financing leases under ASC 840. (2) Non-cash amortization expense for favorable lease terms of $18.3 million and $7.4 million for U.S. markets and International markets, respectively, reclassified to rent expense and amortized over the shorter base lease term under ASC 842. (3) Depreciation on build-to-suit failed sale leaseback buildings that are eliminated upon adoption of ASC 842. (4) Amortization of deferred gains on sale leaseback transactions of $7.2 million for U.S. markets is eliminated upon adoption of ASC 842. The Company received, or is in process of negotiating, rent concessions provided by the lessors that aided, or will aid, in mitigating the economic effects of COVID-19. These concessions primarily consist of rent abatements and the deferral of rent payments. In instances where there were no substantive changes to the lease terms, i.e., modifications that resulted in total payments of the modified lease being substantially the same or less than the total payments of the existing lease, the Company elected the relief as provided by the FASB staff related to the accounting for certain lease concessions. The Company elected not to account for these concessions as a lease modification, and therefore the Company has remeasured the related lease liability and right of use asset but did not reassess the lease classification or change the discount rate to the current rate in effect upon the remeasurement. The deferred payment amounts have been recorded in the Company’s lease liabilities to reflect the change in the timing of payments. The deferred payment amounts included in current maturities of operating lease liabilities and long-term operating lease liabilities are reflected in the consolidated statements of cash flows as part of the change in accrued expenses and other liabilities. Those leases that did not meet the criteria for treatment under the FASB relief were evaluated as lease modifications. The deferred payment amounts included in accounts payable for contractual rent amounts due and not paid are reflected in the consolidated statements of cash flows as part of the change in accounts payable. In addition, the Company included deferred lease payments in operating lease right-of-use assets as a result of lease remeasurements. A summary of deferred payment amounts related to rent obligations for which payments have been deferred to 2021 and future years are provided below: December 31, (In millions) 2020 Fixed operating lease deferred amounts included in: Right-of-use assets as a result of lease remeasurements $ 120.9 Accounts payables-contractual rent payments due and not paid 138.5 Current maturities of operating lease liabilities 67.5 Long-term operating lease liabilities 57.0 Finance lease deferred amounts included in: Property, net, as a result of lease remeasurements 2.1 Accounts payables-contractual rent payments due and not paid 0.5 Current maturities of finance lease liabilities-other 3.0 Long-term finance lease liabilities-other 4.6 Long-term finance lease liabilities 2.6 Variable lease deferred amounts included in: Accounts payables-contractual rent payments due and not paid 15.8 Current maturities of operating lease liabilities-resolution of contingencies 9.1 Long-term operating lease liabilities-resolution of contingencies 28.4 Total deferred lease amounts $ 450.0 The following table reflects the lease costs for the year ended December 31, 2020 and December 31, 2019: Year Ended Consolidated Statement December 31, December 31, (In millions) of Operations 2020 2019 Operating lease cost Theatre properties Rent $ 813.7 $ 876.0 Theatre properties Operating expense 2.8 9.1 Equipment Operating expense 14.6 14.4 Office and other General and administrative: other 5.4 5.5 Finance lease cost Amortization of finance lease assets Depreciation and amortization 6.7 9.2 Interest expense on lease liabilities Finance lease obligations 5.9 7.6 Variable lease cost Theatre properties Rent 70.4 91.8 Equipment Operating expense 6.4 56.3 Total lease cost $ 925.9 $ 1,069.9 As of December 31, 2020 Weighted Average Weighted Average Remaining Discount Lease Term and Discount Rate Lease Term (years) Rate Operating leases 10.4 9.8% Finance leases 12.9 6.9% Year Ended December 31, December 31, (In millions) 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in finance leases $ (3.2) $ (7.6) Operating cash flows used in operating leases (446.5) (941.6) Financing cash flows used in finance leases (6.2) (10.9) Landlord contributions: Operating cashflows provided by operating leases 43.6 106.5 Supplemental disclosure of noncash leasing activities: Right-of-use assets obtained in exchange for new operating lease liabilities 201.5 463.2 (1) Includes lease extensions and an option exercises. Minimum annual payments required under existing operating and finance leases and the net present value thereof as of December 31, 2020 are as follows: Operating Lease Financing Lease (In millions) Payments Payments 2021 $ 1,044.7 $ 18.6 2022 971.8 16.3 2023 862.6 12.1 2024 785.2 10.0 2025 752.9 9.4 Thereafter 4,371.1 76.3 Total lease payments 8,788.3 142.7 Less imputed interest (3,246.9) (46.7) Total $ 5,541.4 $ 96.0 (1) Does not include amounts recorded in accounts payable for deferred rent. As of December 31, 2020, the Company had signed additional operating lease agreements for 6 theatres that have not yet commenced of approximately $155.2 million, which are expected to commence between 2021 and 2024, and carry lease terms of approximately 5 to 20 years. The timing of lease commencement is dependent on the landlord providing the Company with control and access to the related facility. |
PROPERTY
PROPERTY | 12 Months Ended |
Dec. 31, 2020 | |
PROPERTY | |
PROPERTY | NOTE 4— PROPERTY A summary of property is as follows: (In millions) December 31, 2020 December 31, 2019 Property owned: Land $ 92.6 $ 106.3 Buildings and improvements 222.3 230.4 Leasehold improvements 1,833.8 1,834.8 Furniture, fixtures and equipment 2,343.7 2,216.8 4,492.4 4,388.3 Less: accumulated depreciation 2,232.1 1,812.5 2,260.3 2,575.8 Property leased under finance leases: Building and improvements 73.2 81.0 Less: accumulated depreciation and amortization 11.0 7.6 62.2 73.4 $ 2,322.5 $ 2,649.2 Property is recorded at cost or fair value, in the case of property resulting from acquisitions. The Company uses the straight-line method in computing depreciation and amortization for financial reporting purposes. The estimated useful lives for leasehold improvements and buildings subject to a ground lease reflect the shorter of the expected useful lives of the assets or the base terms of the corresponding lease agreements plus renewal options expected to be exercised for these leases for assets placed in service subsequent to the lease inception. The estimated useful lives are as follows: Buildings and improvements 1 to 40 years Leasehold improvements 1 to 20 years Furniture, fixtures and equipment 1 to 15 years Expenditures for additions (including interest during construction) and betterments are capitalized, and expenditures for maintenance and repairs are charged to expense as incurred. The cost of assets retired or otherwise disposed of and the related accumulated depreciation and amortization are eliminated from the accounts in the year of disposal. Gains or losses resulting from property disposals are included in operating expense in the accompanying consolidated statements of operations. Depreciation expense was $453.2 million, $413.6 million, and $498.2 million for the years ended December 31, 2020, December 31, 2019 and December 31, 2018, respectively. |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2020 | |
GOODWILL AND INTANGIBLE ASSETS | |
GOODWILL AND INTANGIBLE ASSETS | NOTE 5—GOODWILL AND INTANGIBLE ASSETS The following table summarizes the changes in goodwill by reporting unit: (In millions) U.S. International Total Balance December 31, 2018 $ 3,072.6 $ 1,716.1 $ 4,788.7 Currency translation adjustment — 0.4 0.4 Balance December 31, 2019 $ 3,072.6 $ 1,716.5 $ 4,789.1 Impairment adjustment March 31, 2020 (1,124.9) (619.4) (1,744.3) Impairment adjustment September 30, 2020 (151.2) (5.6) (156.8) Impairment adjustment December 31, 2020 — (405.3) (405.3) Baltics disposition-Latvia — (7.9) (7.9) Currency translation adjustment — 72.5 72.5 Balance December 31, 2020 $ 1,796.5 $ 750.8 $ 2,547.3 December 31, 2020 December 31, 2019 Gross Gross Remaining Carrying Accumulated Carrying Accumulated (In millions) Useful Life Amount Amortization Amount Amortization Amortizable Intangible Assets: Management contracts and franchise rights 1 to 6 years $ 12.0 $ (9.8) $ 11.8 $ (7.9) Non-compete agreement 2.6 (2.6) 2.6 (2.1) Starplex trade name 6 years 7.9 (3.4) 7.9 (2.6) Carmike trade name 3 years 9.3 (5.3) 9.3 (4.0) NCM tax receivable agreement 20.9 (20.9) 20.9 (6.2) Total, amortizable $ 52.7 $ (42.0) $ 52.5 $ (22.8) Non-amortizing Intangible Assets: AMC trademark $ 104.4 $ 104.4 Odeon trade names 40.7 50.7 Nordic trade names 7.4 10.5 Total, unamortizable $ 152.5 $ 165.6 — Amortization expense associated with the intangible assets noted above is as follows: Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Recorded amortization $ 4.5 $ 5.1 $ 19.2 Estimated annual amortization for the next five calendar years for intangible assets is projected below: (In millions) 2021 2022 2023 2024 2025 Projected annual amortization $ 3.6 $ 2.6 $ 2.2 $ 1.0 $ 1.0 |
INVESTMENTS
INVESTMENTS | 12 Months Ended |
Dec. 31, 2020 | |
INVESTMENTS | |
INVESTMENTS | NOTE 6—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 December 31, 2020, include interests in DCIP of 29.0%, DCDC of 14.6%, AC JV, owner of Fathom Events, of 32.0%, SV Holdco, owner of Screenvision, 18.3%, DCM of 50.0%, and SCC of 10.0%. The Company also has partnership interests in three U.S. motion picture theatres and approximately 50.0% interest in 54 theatres in Europe. Indebtedness held by equity method investees is non-recourse to the Company. NCM Transactions Pursuant to the Company’s Common Unit Adjustment Agreement, from time to time common units of NCM held by the Founding Members will be adjusted up or down through a formula (“Common Unit Adjustment”), primarily based on increases or decreases in the number of theatre screens operated and theatre attendance generated by each Founding Member. The common unit adjustment is computed annually, except that an earlier common unit adjustment will occur for a Founding Member if its acquisition or disposition of theatres, in a single transaction or cumulatively since the most recent common unit adjustment, will cause a change of 2% or more in the total annual attendance of all of the Founding Members. In the event that a common unit adjustment is determined to be a negative number, the Founding Member shall cause, at its election, either (a) the transfer and surrender to NCM of a number of common units equal to all or part of such Founding Member’s common unit adjustment or (b) pay to NCM an amount equal to such Founding Member’s common unit adjustment calculated in accordance with the Common Unit Adjustment Agreement. In March 2018, the NCM Common Unit Adjustment ("CUA") resulted in a negative adjustment of 915,150 common units for the Company. The Company elected to return the units and recorded the surrendered common units as a reduction to deferred revenues for the ESA at fair value of $5.2 million, based upon a price per share of NCM, Inc. of $5.64 on March 15, 2018. The Company’s investment in NCM was reduced by the carrying value of the common units of $6.3 million resulting in a loss from the surrender of the NCM common units of $1.1 million, which was recorded to equity in earnings (loss) of Non-Consolidated Entities in March 2018. In June 18, 2018, the Company entered into two Unit Purchase Agreements (the “Agreements”) with each of Regal Cinemas, Inc. (“Regal”) and Cinemark USA, Inc. (“Cinemark”) pursuant to which Regal and Cinemark each separately agreed to purchase 10,738,740 common units of NCM at a sales price of $7.30 per unit and aggregate consideration of approximately $156.8 million (the “Sales”). The Sales closed on July 5, 2018. Following the closing of the Sales, it reduced the Company’s then ownership of common stock shares in NCM, Inc. or common units in NCM to zero. NCM consented to the Sales and waived its rights under the memorandum of understanding that provided the Company would not reduce its combined ownership of NCM and NCM, Inc. below 4.5%. The Company recorded a $28.9 million gain on the sale of its NCM investment during the year ended December 31, 2018. In March 2019, the NCM CUA resulted in a positive adjustment of 197,118 common units for the Company. The Company received the units and recorded the common units as an addition to deferred revenues for the ESA at fair value of $1.4 million, based upon a price per share of National CineMedia, Inc. (“NCM, Inc.”) of $7.24 on March 14, 2019. In March 2020, the NCM CUA resulted in a positive adjustment of 1,390,566 common units for the Company. The Company received the units and recorded the common units as an addition to deferred revenues for the ESA at fair value of $4.8 million, based upon a price per share of National CineMedia, Inc. (“NCM, Inc.”) of $3.46 on March 12, 2020. The Company does not have significant influence over this entity and the investment is recorded at fair value each period. DCIP Transactions The Company received distributions from DCIP in in the fourth quarter of 2020 of digital projectors it had been leasing with an estimated fair value of $125.2 million, which the Company recorded as a reduction to its investment in DCIP. The distribution reduced the Company’s recorded investment below $0 and therefore the Company recorded equity in earnings of $5.1 million to increase its investment to $0 as the Company has not guaranteed any of the liabilities of DCIP. The Company will not record its share of any equity in earnings of DCIP until such time as the excess distribution amount recorded to earnings has been satisfied with prospective earnings from DCIP. AC JV Transactions On December 26, 2013, the Company amended and restated its existing ESA with NCM in connection with the spin-off by NCM of its Fathom Events business to AC JV, a newly-formed company owned 32% by each of the Founding Members and 4% by NCM. In consideration for the spin-off, NCM received a total of $25.0 million in promissory notes from its Founding Members (approximately $8.3 million from each Founding Member). Interest on the promissory note is at a fixed rate of 5% per annum, compounded annually. Interest and principal payments were due annually in six equal installments commencing on the first anniversary of the closing. The Company paid the sixth and final annual installment related to the promissory note in December 2019. As of December 31, 2019, Cinemark and Regal also amended and restated their respective ESAs with NCM in connection with the spin-off. The ESAs were modified to remove those provisions addressing the rights and obligations related to digital programing services of the Fathom Events business. Those provisions are now contained in the Amended and Restated Digital Programming Exhibitor Services Agreements (the “Digital ESAs”) that were entered into on December 26, 2013 by NCM and each of the Founding Members. These Digital ESAs were then assigned by NCM to AC JV as part of the Fathom spin-off. SV Holdco. (“Screenvision”) The Company acquired its investment in SV Holdco on December 21, 2016, in connection with the acquisition of Carmike. SV Holdco is a holding company that owns and operates the Screenvision advertising business through a subsidiary entity. SV Holdco has elected to be taxed as a partnership for U.S. federal income tax purposes. On May 30, 2018, Screenvision entered into an Agreement and Plan of Merger which resulted in a change of control in Screenvision. The Company received distributions and merger consideration of $45.8 million on July 2, 2018 upon consummation of the Screenvision merger and retains a 18.2% common membership interest. The Company reduced the carrying value of its investment in Screenvision to $0 and recorded equity in earnings for the excess distribution of $30.1 million during the year ended December 31, 2018. Summary Financial Information Investments in non-consolidated affiliates accounted for under the equity method as of December 31, 2020, include interests in SV Holdco, DCM, DCIP, AC JV, DCDC, SCC, 54 theatres in Europe, three U.S. motion picture theatres, and other immaterial investments. Condensed financial information of the Company’s significant non-consolidated equity method investments is shown below with amounts presented under U.S. GAAP: (In millions) December 31, 2020 December 31, 2019 Current assets $ 267.6 $ 339.3 Noncurrent assets 347.4 843.3 Total assets 615.0 1,182.6 Current liabilities 181.0 222.4 Noncurrent liabilities 213.5 260.5 Total liabilities 394.5 482.9 Stockholders’ equity 220.5 699.7 Liabilities and stockholders’ equity 615.0 1,182.6 The Company’s recorded investment 80.9 239.1 (1) Certain differences in the Company’s recorded investments, and its proportional ownership share resulting from the acquisition of Holdings by Wanda on August 30, 2012, where the investments were recorded at fair value, are amortized to equity in (earnings) losses of non-consolidated entities over the estimated useful lives of the underlying assets and liabilities. Other non-amortizing differences are considered to represent goodwill and are evaluated for impairment annually. Condensed financial information of the Company’s significant non-consolidated equity method investments is shown below and amounts are presented under U.S. GAAP for the periods of ownership by the Company: Year Ended December 31, December 31, December 31, (In millions) 2020 2019 2018 Revenues $ 162.7 $ 694.5 $ 902.8 Operating costs and expenses 347.9 583.7 743.0 Net earnings (loss) $ (185.2) $ 110.8 $ 159.8 The components of the Company’s recorded equity in earnings (loss) of non-consolidated entities are as follows: Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 The Company’s recorded equity in earnings (loss) $ (30.9) $ 30.6 $ 86.7 The Company recorded the following changes in the carrying amount of its investment in NCM LLC and equity in earnings of NCM LLC during the years ended December 31, 2020, December 31, 2019, and December 31, 2018: Accumulated G&A: Exhibitor Other Equity in Mergers and Investment Services Comprehensive Cash (Earnings) Acquisitions Advertising (In millions) in NCM Agreement(1) (Income)/Loss Received Losses Expense (Revenue) Ending balance at December 31, 2017 $ 161.1 $ (530.9) $ (2.5) ASC 606 revenue recognition change in amortization method — (52.9) — — — — — Surrender of common units for common unit adjustment (6.3) 5.2 — — 1.1 — — Receipt of excess cash distributions (15.3) — — 15.3 — — — Impairment loss - held for sale (14.4) — — — 14.4 — — Expenses on sale of NCM common units — — — (1.4) 1.4 — — Sale of NCM common units (128.3) — 2.4 156.8 (30.9) — — Equity in earnings 3.2 — 0.1 — (3.3) — — Amortization of ESA — 14.6 — — — — (14.6) Ending balance at December 31, 2018 $ — $ (564.0) $ — $ 170.7 $ (17.3) $ — $ (14.6) Receipt of NCM shares — (1.4) — — — — — Amortization of ESA — 15.7 — — — — (15.7) Ending balance at December 31, 2019 $ — $ (549.7) $ — $ — $ — $ — $ (15.7) Receipt of NCM shares — (4.8) — — — — — Amortization of ESA — 16.9 — — — — (16.9) Ending balance at December 31, 2020 $ — $ (537.6) $ — $ — $ — $ — $ (16.9) (1) Represents the unamortized portion of the 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 2037. Related Party Transactions As of As of (In millions) December 31, 2020 December 31, 2019 Due from DCM for on-screen advertising revenue $ — $ 4.2 Loan receivable from DCM 0.7 0.7 Due from DCIP for warranty expenditures 5.7 3.5 Due to AC JV for Fathom Events programming (0.9) (0.8) Due from Screenvision for on-screen advertising revenue 0.4 3.4 Due from Nordic JVs 1.2 2.5 Due to Nordic JVs for management services (0.5) (1.6) Due from SCC related to the joint venture 0.7 8.3 Due to U.S. theatre partnerships (0.4) (1.0) Year Ended (In millions) Consolidated Statements of Operations December 31, 2020 December 31, 2019 December 31, 2018 DCM screen advertising revenues Other revenues $ 3.8 $ 22.4 $ 20.1 DCIP equipment rental expense Operating expense 1.0 3.6 6.5 Gross exhibition cost on AC JV Fathom Events programming Film exhibition costs 3.9 13.6 12.9 Screenvision screen advertising revenues Other revenues 2.6 15.6 15.1 |
SUPPLEMENTAL BALANCE SHEET INFO
SUPPLEMENTAL BALANCE SHEET INFORMATION | 12 Months Ended |
Dec. 31, 2020 | |
SUPPLEMENTAL BALANCE SHEET INFORMATION | |
SUPPLEMENTAL BALANCE SHEET INFORMATION | NOTE 7—SUPPLEMENTAL BALANCE SHEET INFORMATION Assets held for sale, other assets and liabilities consist of the following: (In millions) December 31, 2020 December 31, 2019 Other current assets: Income taxes receivable $ 8.0 $ 11.7 Prepaids 33.8 63.4 Merchandise inventory 21.3 37.5 Other 11.5 30.8 $ 74.6 $ 143.4 Other long-term assets: Investments in real estate $ 16.0 $ 16.8 Deferred financing costs revolving credit facility 8.3 11.3 Investments in equity method investees 80.9 239.1 Computer software 101.6 115.8 Investment in common stock 16.6 28.0 Pension asset 20.8 19.6 Derivative asset — 38.0 Prepaid commitment fee and deferred charges 28.6 — Other 31.8 34.4 $ 304.6 $ 503.0 Accrued expenses and other liabilities: Taxes other than income $ 86.6 $ 75.2 Interest 31.4 21.2 Payroll and vacation 28.3 43.8 Current portion of casualty claims and premiums 6.7 12.6 Accrued bonus 0.6 32.5 Accrued licensing and percentage rent 16.5 24.7 Current portion of pension 0.6 0.5 Other 87.1 114.1 $ 257.8 $ 324.6 Other long-term liabilities: Pension $ 64.3 $ 59.9 Casualty claims and premiums 28.2 17.9 Contingent lease liabilities 30.2 — Other 118.6 118.1 $ 241.3 $ 195.9 (1) See Note 1 — The Company and Significant Accounting Policies and Note 11—Commitments and Contingencies for information regarding contingent lease guarantees, as required by ASU 2016-13. (2) See Note 8 — Corporate Borrowings and Finance Lease Obligations for information regarding the prepaid commitment fee and deferred charges related entry into the entry into a material definitive agreement and also Note 17 — Subsequent Events for information regarding the First Lien Toggle Notes due 2026 agreement. |
CORPORATE BORROWINGS AND FINANC
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | 12 Months Ended |
Dec. 31, 2020 | |
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | |
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | NOTE 8—CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS A summary of the carrying value of corporate borrowings and finance lease obligations is as follows: (In millions) December 31, 2020 December 31, 2019 First Lien Secured Debt: Senior Secured Credit Facility-Term Loan due 2026 (3.23% as of December 31, 2020) $ 1,965.0 $ 1,985.0 Senior Secured Credit Facility-Revolving Credit Facility Due 2024 (range of 2.65% to 2.74% as of December 31, 2020) 212.2 — Odeon Revolving Credit Facility Due 2022 (2.5785% as of December 31, 2020) 93.7 — Odeon Revolving Credit Facility Due 2022 (2.6% as of December 31, 2020) 27.1 — 10.5% First Lien Notes due 2025 500.0 — 2.95% Senior Secured Convertible Notes due 2026 600.0 — 10.5% First Lien Notes due 2026 300.0 — Second Lien Secured Debt: 10%/12%/Cash/PIK/Toggle Second Lien Subordinated Notes due 2026 1,423.6 — Senior Debt: 2.95% Senior Unsecured Convertible Notes due 2024 — 600.0 Subordinated Debt: 6.375% Senior Subordinated Notes due 2024 (£4.0 million par value as of December 31, 2020) 5.4 655.8 5.75% Senior Subordinated Notes due 2025 98.3 600.0 5.875% Senior Subordinated Notes due 2026 55.6 595.0 6.125% Senior Subordinated Notes due 2027 130.7 475.0 $ 5,411.6 $ 4,910.8 Finance lease obligations 96.0 99.9 Paid-in-kind interest for 10%/12%/Cash/PIK/Toggle Second Lien Subordinated Notes due 2026 7.6 — Deferred financing costs (42.1) (88.8) Net premium (discount) 338.7 (69.1) Derivative liability — 0.5 $ 5,811.8 $ 4,853.3 Less: Current maturities corporate borrowings (20.0) (20.0) Current maturities finance lease obligations (12.9) (10.3) $ 5,778.9 $ 4,823.0 (1) The following table provides the net premium (discount) amounts of corporate borrowings: December 31, December 31, (In millions) 2020 2019 10%/12%/Cash/PIK/Toggle Second Lien Subordinated Notes due 2026 $ 445.1 $ — 2.95% Senior Secured Convertible Notes due 2026 (61.5) — 2.95% Senior Unsecured Convertible Notes due 2024 — (73.7) 10.5% First Lien Notes due 2026 (28.5) — 10.5% First Lien Notes due 2025 (8.9) — Senior Secured Credit Facility-Term Loan due 2026 (7.5) (9.0) 6.375% Senior Subordinated Notes due 2024 — 13.6 $ 338.7 $ (69.1) The following table provides the principal payments required and maturities of corporate borrowings as of December 31, 2020: Principal Amount of Corporate (In millions) Borrowings (1) 2021 $ 20.0 2022 140.7 2023 20.0 2024 237.7 2025 618.3 Thereafter 4,374.9 Total $ 5,411.6 (1) See Note 17 — Subsequent Events for information regarding the new Odeon Term Loan Facility and the First Lien Toggle Notes due 2026. Entry into Material Definitive Agreements Mudrick Transaction. — On December 14, 2020, Mudrick received a total of 21,978,022 shares of the Company’s Class A common stock; of which 8,241,758 shares (“Commitment Shares”) relates to consideration received for a commitment fee and 13,736,264 shares (“Exchange Shares”) as consideration received for the second lien exchange. Mudrick exchanged $100 million aggregate principal amount of the Second Lien Notes due 2026 that were held by Mudrick for the Exchange Shares (the “Second Lien Exchange”) and waived its claim to PIK interest of $4.5 million principal amount. The fair value of 21,978,022 shares of the Company’s Class A common stock was $70.1 million based on the market closing price of $3.19 per share on December 14, 2020. At December 31, 2020, the Class A common shares issued were recorded by the Company in stockholders’ deficit with an offset in other long term assets as a discount of $26.3 million for the Commitment Shares and as consideration of $43.8 million for the Second Lien Exchange. The discount will be amortized to interest expense over the term of the First Lien Toggle Notes due 2026 using the effective interest method. During the year ended December 31, 2020, the Company recorded a gain on extinguishment of the Second Lien Notes due 2026 of $93.6 million based on the fair value of the Exchange Shares of $43.8 million and the carrying value of the $104.5 million principal amount of the Second Lien Notes exchanged of $137.4 million. The Company filed a shelf registration statement in December 2020, which was declared effective providing for the resale of the Exchange Shares. Odeon Term Loan Facility. On February 15, 2021, Odeon entered into a new — Senior Subordinated Debt Exchange Offers On July 31, 2020, the Company consummated its previously announced private offers to exchange (the “Exchange Offers”) any and all of its outstanding 6.375% Senior Subordinated Notes due 2024, 5.75% Senior Subordinated Notes due 2025, 5.875% Senior Subordinated Notes due 2026 and 6.125% Senior Subordinated Notes due 2027 (together the “Existing Subordinated Notes”) for newly issued Second Lien Notes due 2026. The aggregate principal amounts of the Existing Subordinated Notes set forth in the table below were validly tendered and subsequently accepted. Such accepted Existing Subordinated Notes were retired and cancelled. (In thousands) Total Aggregate Principal Amount Validly Tendered Percentage of Outstanding Existing Subordinated Notes Validly Tendered 6.375% Senior Subordinated Notes due 2024 ( $ 632,145 99.20 % 5.75% Senior Subordinated Notes due 2025 $ 501,679 83.61 % 5.875% Senior Subordinated Notes due 2026 $ 539,393 90.65 % 6.125% Senior Subordinated Notes due 2027 $ 344,279 72.48 % The Exchange Offers reduced the principal amounts of the Company’s debt by approximately $555 million, which represented approximately 23.9% of the principal amount of the Existing Subordinated Notes. The Company raised $300 million in additional cash from the issuance of the new First Lien Notes due 2026, prior to deducting $36 million related to discounts and deferred financing costs paid to the lenders. Additionally, certain holders of the Existing Subordinated Notes that agreed to backstop the rights offering for $200 million of the First Lien Notes due 2026 received five million Class A common shares, or 4.6% of AMC’s outstanding shares as of July 31, 2020, worth $20.2 million at the market closing price on July 31, 2020. The closing of the Exchange Offers also allowed the Company to extend maturities on approximately $1.7 billion of debt to 2026, most of which was maturing in 2024 and 2025 previously. Interest due for 12 to 18 months after issuance on the Second Lien Notes due 2026 is expected to be paid all or in part on an in-kind basis, thereby generating a further near-term cash savings for the Company of between approximately $120 million and $180 million. The Company realized significant cancellation of debt income for tax purposes in connection with its debt restructuring. As a result of such CODI, a significant portion of its net operating losses will be eliminated as a result of tax attribute reductions, see Note 10 — In connection with the Exchange Offers, the Company also received consents from eligible holders of the Existing Subordinated Notes to amend the indentures governing the Existing Subordinated Notes to among other things, (i) release the existing subsidiary guarantees of the Existing Subordinated Notes, (ii) eliminate substantially all of the restrictive covenants, certain affirmative covenants and certain events of default contained in the indentures governing the Existing Subordinated Notes, and (iii) make other conforming changes to internally conform to certain proposed amendments. The Company performed an assessment on a lender-by-lender basis to identify certain lenders that met the criteria for a troubled debt restructuring (“TDR”) under ASC 470-60, Troubled Debt Restructurings by Debtors (“ASC 470-60”) as the Company was experiencing financial difficulties and the lenders granted a concession. The portion of the loans that did not meet the assessment of TDR under ASC 470-60 were treated as modifications. The Company accounted for the exchange of approximately $1,782.5 million principal amount of its Existing Senior Subordinated Notes for approximately $1,289.1 million principal amount of the Second Lien Notes due 2026 as TDR. The Company accounted for the exchange of the remaining approximately $235.0 million principal amount of its Existing Senior Subordinated Notes for approximately $173.2 million principal amount of the Second Lien Notes due 2026 as a modification of debt as the lenders did not grant a concession and the difference between the present value of the old and new cash flows was less than 10%. The TDR and modification did not result in a gain recognition and the Company established new effective interest rates based on the carrying value of the Existing Subordinated Notes and recorded the new fees paid to third parties of approximately $39.3 million in other expense, during the year ended December 31, 2020. Second Lien Notes due 2026. In connection with the Second Lien Exchange on December 14, 2020, Mudrick exchanged — In connection with the Exchange Offers on July 31, 2020, the Company issued $1,462.3 million aggregate principal amount of the new Second Lien Notes due 2026 in exchange for the Existing Subordinated Notes. The Second Lien Notes due 2026 were issued pursuant to an indenture, dated as of July 31, 2020, among the Company, the guarantors named therein and GLAS Trust Company LLC, as trustee and collateral agent. The Company has reflected a premium of $535.1 million on the Second Lien Notes due 2026 as the difference between the principal balance of the Second Lien Notes due 2026 and the $1,997.4 million carrying value of the Existing Subordinated Notes exchanged. The premium will be amortized to interest expense over the term of the Second Lien Notes due 2026 using the effective interest method. In connection with the Exchange Offers and the First Lien Notes due 2026, the Company issued five million shares of Class A common stock to certain holders of subordinated notes as consideration for their commitment to backstop the issuance of $200 million of the First Lien Notes due 2026. Pursuant to the Backstop Commitment Agreement dated July 10, 2020, certain of the actual or beneficial holders of Existing Subordinated Notes agreed to purchase 100% of the First Lien Notes due 2026 that were not subscribed for in connection with the $200 million rights offering to holders of the Existing Subordinated Notes participating in the Exchange Offers. Those providing a backstop commitment pursuant to the Backstop Commitment Agreement received their pro-rata share of five million shares of the Class A common stock, or 4.6% of AMC’s outstanding shares as of July 31, 2020, worth $20.2 million at the market closing price on July 31, 2020. The equity issuance was recorded by the Company in stockholders’ deficit with an offset in corporate borrowings as a discount. The discount will be amortized to interest expense over the term of the Second Lien Notes due 2026 using the effective interest method. As part of the registration rights agreement related to the issuance of the Class A common stock, the Company filed a shelf registration statement in August 2020 providing for the resale of the shares of Class A common stock issued as consideration for the backstop commitment described above. The Second Lien Notes due 2026 bear cash interest at a rate of 10% per annum payable semi-annually in arrears on June 15 and December 15, beginning on December 15, 2020. Subject to the limitation in the next succeeding sentence, interest for the first three interest periods after the issue date may, at the Company’s option, be paid in PIK interest at a rate of 12% per annum. For the first interest period ending December 15, 2020, the Company elected to pay in PIK interest. The Company’s ability to pay PIK interest with respect to the third The Second Lien Notes due 2026 are redeemable at the Company’s option prior to June 15, 2023, at a redemption price equal to 100% of their aggregate principal amount and accrued and unpaid interest, plus an applicable make-whole premium. On or after June 15, 2023, the Second Lien Notes due 2026 will be redeemable, in whole or in part, at a redemption price equal to (i) 106.0% for the twelve-month period beginning on June 15, 2023; (ii) 103.0% for the twelve-month period beginning on June 15, 2024 and (iii) 100.0% at any time thereafter, plus accrued and unpaid interest. If the Company or its restricted subsidiaries sell assets, under certain circumstances, the Company will be required to apply the net proceeds to redeem the new Second Lien Notes due 2026 at a price equal to 100% of the issue price of the new Second Lien Notes due 2026, plus accrued and unpaid interest to, but excluding the redemption date. Upon a Change of Control (as defined in the indenture governing the Second Lien Notes due 2026), the Company must offer to purchase the Second Lien Notes due 2026 at a purchase price equal to 101% of the principal amount, plus accrued and unpaid interest. The Second Lien Notes due 2026 have not been registered under the Securities Act of 1933, as amended (the “Securities Act”) and will mature on June 15, 2026. The Second Lien Notes due 2026 are fully and unconditionally guaranteed on a joint and several basis by each of the Company’s subsidiaries that currently guarantee its obligations under the Company’s Senior Secured Credit Facility. The Second Lien Notes due 2026 are secured on a second-priority basis by substantially all of the tangible and intangible assets owned by the Company and the guarantor subsidiaries that secure obligations under the Senior Secured Credit Facility (“Collateral”). The Second Lien Notes due 2026 are subordinated in right of payment to all indebtedness of the Company that is secured by a first-priority lien on the Collateral. The indenture governing the Second Lien Notes due 2026 contains covenants that restrict the ability of the Company to: incur additional debt or issue certain preferred shares; pay dividends on or make other distributions in respect of its capital stock or make other restricted payments; make certain investments; or transfer certain assets; create liens on certain assets to secure debt; consolidate, merge, sell or otherwise dispose of all or substantially all of its assets; enter into certain transactions with its affiliates; and allow to exist certain restrictions on the ability of its subsidiaries to pay dividends or make other payments to the Company. The Second Lien Notes due 2026 Indenture also contains certain affirmative covenants and events of default. First Lien Notes due 2026. In connection with the Exchange Offers, certain holders of the Existing Subordinated Notes purchased indenture, dated as of July 31, 2020, among the Company, the guarantors named therein and GLAS Trust Company LLC, as trustee and collateral agent. Separately, upon the closing of its private debt exchange, Silver Lake Alpine, L.P. and Silver Lake Alpine (Offshore Master), L.P., each affiliates of Silver Lake Group, L.L.C. (“Silver Lake”), purchased from the Company $100 million principal amount of First Lien Notes due 2026. The 10.5% First Lien Notes due 2026 issued to affiliates of Silver Lake were issued pursuant to an indenture, dated as of July 31, 2020, among the Company, the guarantors named therein and U.S. Bank National Association, as trustee and collateral agent. The terms of the 10.5% First Lien Notes due 2026 issued to the holders of the Existing Subordinated Notes and the 10.5% First Lien Notes due 2026 issued to Silver Lake are substantially identical. The $300 million principal amount of new funding is prior to deducting discounts of $30.0 million and deferred financing costs paid to lenders of $6.0 million related to the First Lien Notes due 2026. The discount and deferred financing costs will be amortized to interest expense over the term using the effective interest method. Silver Lake has sold the previously held $100 million aggregate principal amount of the First Lien Notes due 2026 previously held. The First Lien Notes due 2026 bear interest at a rate of 10.5% per annum, payable semi-annually on June 15 and December 15, beginning on December 15, 2020. The First Lien Notes due 2026 are redeemable at the Company’s option prior to June 15, 2022, at a redemption price equal to 100% of their aggregate principal amount and accrued and unpaid interest, plus an applicable make-whole premium. On or after June 15, 2022, the First Lien Notes due 2026 will be redeemable, in whole or in part, at redemption prices equal to (i) 105.250% for the twelve-month period beginning on June 15, 2022; (ii) 102.625% for the twelve-month period beginning on June 15, 2023 and (iii) 100.000% at any time thereafter, plus accrued and unpaid interest, if any. In addition, at any time on or prior to June 15, 2022, the Company may, subject to certain limitations specified in the First Lien Notes due 2026 Indenture, on one or more occasions, redeem up to 35% of the aggregate principal amount of the First Lien Notes due 2026 at a redemption price equal to 110.500% of the aggregate principal amount thereof, plus accrued and unpaid interest, if any, with the net cash proceeds of certain equity offerings. If the Company or its restricted subsidiaries sell assets, under certain circumstances, the Company will be required to use the net proceeds to redeem the First Lien Notes due 2026 at a price equal to 100% of the issue price of the First Lien Notes due 2026, plus accrued and unpaid interest, if any. Upon a Change of Control (as defined in the indentures governing the First Lien Notes due 2026), the Company must offer to purchase the First Lien Notes due 2026 at a purchase price equal to 101% of the principal amount, plus accrued and unpaid interest, if any. The First Lien Notes due 2026 have not been registered under the Securities Act and will mature on April 24, 2026. The First Lien Notes due 2026 are fully and unconditionally guaranteed on a joint and several basis by each of the Company’s subsidiaries that currently guarantee its obligations under the Company’s Senior Secured Credit Facility. The First Lien Notes due 2026 are secured by a first-priority lien on the Collateral. The indentures governing the First Lien Notes due 2026 contain covenants that restrict the ability of the Company to: incur additional debt or issue certain preferred shares; pay dividends on or make other distributions in respect of its capital stock or make other restricted payments; make certain investments; or transfer certain assets; create liens on certain assets to secure debt; consolidate, merge, sell or otherwise dispose of all or substantially all of its assets; enter into certain transactions with its affiliates; and allow to exist certain restrictions on the ability of its subsidiaries to pay dividends or make other payments to the Company. The indentures governing the First Lien Notes due 2026 also contain certain affirmative covenants and events of default. Senior Secured Credit Facilities. On March 8, 2021, the Company entered into the Ninth Amendment to the Credit Agreement (the “Ninth Amendment”) with the requisite revolving lenders party thereto and the Administrative Agent, pursuant to which such revolving lenders agreed to extend the Initial Covenant Suspension Period for the financial covenant applicable to the Revolving Credit Facility from March 31, 2021 to March 31, 2022, as described, and on the terms and conditions specified, therein. See Note 17 — In addition, on March 8, 2021 the Company entered into the Tenth Amendment to the Credit Agreement (the “Tenth Amendment”), pursuant to which the Company agreed not to consent to certain modifications to the Credit Agreement described in the Tenth Amendment without the consent of the majority of the revolving lenders party to the Tenth Amendment. On July 31, 2020, the Company entered into the Eighth Amendment to the Credit Agreement (the “Eighth Amendment”) with Citicorp North America, Inc., as the administrative agent, pursuant to which certain restrictive provisions, including modifications to the covenants limiting indebtedness, liens, investments, asset sales and restricted payments, were added to the Credit Agreement to ensure that the terms and conditions of the First Lien Notes due 2026, the Convertible Notes due 2026 and the Second Lien Notes due 2026 (subject to certain exceptions) are not materially more favorable (when taken as a whole) to the noteholders than the terms and conditions of the Credit Agreement (when taken as a whole) are to the lenders thereunder. The Company accounted for this transaction as a modification of debt. On April 23, 2020, the Company entered into the Seventh Amendment to the Credit Agreement (the “Seventh Amendment”) with the requisite revolving lenders party thereto and Citicorp North America, Inc., as administrative agent, pursuant to which the requisite revolving lenders party thereto agreed to suspend the financial covenant applicable to the Revolving Credit Facility for the period from and after the effective date of the Seventh Amendment to and including the earlier of (a) March 31, 2021 and (b) the day immediately preceding the last day of the Test Period (as defined in the Credit Agreement) during which the Company has delivered a Financial Covenant Election (as defined in the Credit Agreement) to the Administrative Agent (such period, the “Initial Covenant Suspension Period”). During the Initial Covenant Suspension Period, the Company will not, and will not permit any of its restricted subsidiaries to, make certain restricted payments, and such conditions were further amended by the Ninth Amendment. As an ongoing condition to the suspension of the financial covenant, the Company agreed to a minimum Liquidity (as defined in the Seventh Amendment) test, which was amended by the Ninth Amendment. In addition, the Seventh Amendment provides for certain changes to the covenants limiting indebtedness, liens and restricted payments that are intended to match corresponding restrictions under the 10.5% first lien notes due 2025 (the “First Lien Notes due 2025”) and to ensure that the terms and conditions of the First Lien Notes due 2025 (subject to certain exceptions) are not materially more favorable (when taken as a whole) to the noteholders than the terms and conditions of the Credit Agreement (when taken as a whole) are to the lenders thereunder. Pursuant to the terms of the Seventh Amendment, these more restrictive terms will be operative until the repayment, satisfaction, defeasance or other discharge of the obligations under the First Lien Notes due 2025 or an effective amendment of, other consent or waiver with respect to, or covenant defeasance pursuant to the Indenture as result of which the covenants limiting indebtedness, liens and restricted payments thereunder are of no further force or effect. Certain Provisions of the Seventh Amendment are amended by the Ninth Amendment. All obligations under the Credit Agreement are guaranteed by, subject to certain exceptions, each of the Company’s current and future wholly-owned material U.S. restricted subsidiaries. All obligations under the Credit Agreement, and the guarantees of those obligations, are secured by substantially all of the assets of the Company and each guarantor, subject to customary exceptions, including: ● a pledge of 100% of the equity interests directly held by the Company and each guarantor in any wholly-owned material subsidiary of the Company or any guarantor (which pledge, in the case of any non-U.S. subsidiary of a U.S. subsidiary, will not include more than 65% of the voting stock of such non-U.S. subsidiary), subject to certain exceptions; and ● a security interest in substantially all other tangible and intangible assets of the Company and each guarantor, subject to certain exceptions. The Credit Agreement will require the Company to prepay outstanding term loans, subject to certain exceptions, with: ● 50% (which percentage will be reduced to 0% if the Company attains a certain secured net leverage ratio) of the Company’s annual excess cash flow; ● 100% of the net cash proceeds of certain non-ordinary course asset sales by the Company and its restricted subsidiaries (including casualty and condemnation events, subject to de minimis thresholds), and subject to the right to reinvest 100% of such proceeds, subject to certain qualifications; and ● 100% of the net proceeds of any issuance or incurrence of debt by the Company or any of its restricted subsidiaries, other than certain debt permitted under the Credit Agreement. The foregoing mandatory prepayments will be used to reduce the installments of principal payments on the Term Loan Facility. The Company may voluntarily repay outstanding loans under the Senior Secured Credit Facilities at any time without premium or penalty, except for customary “breakage” costs with respect to LIBOR loans under the Senior Secured Credit Facilities. Borrowings under the Term Loan Facility bear interest at a rate per annum equal to, at the Company’s option, either (1) an applicable margin plus a base rate determined by reference to the highest of (a) 0.50% per annum plus the Federal Funds Effective Rate, (b) the prime rate announced by the Administrative Agent from time to time and (c) LIBOR determined by reference to the cost of funds for U.S. dollar deposits for an interest period of one month adjusted for certain additional costs, plus 1.00% or (2) an applicable margin plus LIBOR determined by reference to the costs of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs. Borrowings under the Revolving Credit Facility bear interest at a rate per annum equal to an applicable margin based upon a leverage-based pricing grid, plus, at the Company’s option, either (1) a base rate determined by reference to the highest of (a) 0.50% per annum plus the Federal Funds Effective Rate, (b) the prime rate announced by the Administrative Agent from time to time and (c) LIBOR determined by reference to the cost of funds for U.S. dollar deposits for an interest period of one month adjusted for certain additional costs, plus 1.00% or (2) LIBOR determined by reference to the costs of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs. As of December 31, 2020, the applicable margins for LIBOR borrowings under the Term Loan Facility and the Revolving Credit Facility were 3.00% and 2.50% , respectively. The Credit Agreement contains other customary terms, including (1) representations, warranties and affirmative covenants, (2) negative covenants, including limitations on indebtedness, liens, mergers and acquisitions, asset sales, investments, distributions, prepayments of subordinated debt and transactions with affiliates, in each case subject to baskets, thresholds and other exceptions, and (3) customary events of default. The availability of certain baskets and the ability to enter into certain transactions will also be subject to compliance with certain financial ratios. In addition, the Revolving Credit Facility includes a financial covenant that requires, in certain circumstances, compliance with a certain secured leverage ratio. Convertible Notes due 2026. Concurrently with the Exchange Offers, to obtain the consent of the holders of the U.S. Bank National Association, as trustee and collateral agent. The Company accounted for this transaction as a modification of debt as the lenders did not grant a concession and the difference between the present value of the old and new cash flows was less than 10%. The modification did not result in the recognition of any gain or loss and the Company established new effective interest rates based on the carrying value of the Convertible Notes due 2024. Third party costs related to the transaction were expensed as incurred and amounts paid to lenders were capitalized and amortized through maturity of the debt. The carrying value of the Convertible Notes is as follows: Carrying Value Increase Carrying Value Increase Reclassification Carrying Value at Issuance on to Expense as of to Expense to Additional as of (In millions) December 31, 2018 (Income) December 31, 2019 (Income) Paid-in Capital December 31, 2020 Principal balance $ 600.0 $ — $ 600.0 $ — $ — $ 600.0 Discount (86.7) 13.0 (73.7) 12.2 — (61.5) Deferred financing costs (13.0) 1.8 (11.2) 1.7 — (9.5) Derivative liability 24.0 (23.5) 0.5 89.4 (89.9) — Carrying value $ 524.3 $ (8.7) $ 515.6 $ 103.3 $ (89.9) $ 529.0 On September 14, 2018, the Company issued $600.0 million aggregate principal amount of its 2.95% Senior Unsecured Convertible Notes due 2024 to Silver Lake and others. The Convertible Notes due 2024 would have matured on September 15, 2024, subject to earlier conversion by the holders thereof, repurchase by the Company at the option of the holders or redemption by the Company upon the occurrence of certain contingencies, as discussed below. On April 24, 2020, the Company entered into a supplemental indenture (the “Supplemental Indenture”) to the Convertible Notes due 2024 indenture, dated as of September 14, 2018. The Supplemental Indenture amended the debt covenant under the Convertible Notes due 2024 Indenture to permit the Company to issue the First Lien Notes due 2025, among other changes. On July 31, 2020, concurrently with the Exchange Offers to obtain the consent of the holders of the Convertible Notes due 2024 to the transactions contemplated by the Exchange Offers, the Company restructured the $600 million of Convertible Notes due 2024 issued in 2018 to Silver Lake and others pursuant to which the maturity of the Convertible Notes due 2024 were extended to May 1, 2026 (the reset of the conversion price as discussed below was not extended ) and a first-priority lien on the Collateral was granted to secure indebtedness thereunder. The Convertible Notes due 2026 are convertible at the option of the holders thereof on the same terms as the Convertible Notes due 2024. Upon maturity, the $600.0 million principal amount of the Convertible Notes due 2026 will be payable in cash. The Company will pay interest in cash on the Convertible Notes due 2026 at 2.95% per annum, semi-annually in arrears on September 15th and March 15th, commencing on September 15, 2020. On September 14, 2018, the Company bifurcated the conversion feature from the principal balance of the Convertible Notes due 2024 as a derivative liability because (1) a conversion feature is not clearly and closely related to the debt instrument and the reset of the conversion price discussed in the following paragraph causes the conversion feature to not be considered indexed to the Company’s equity, (2) the conversion feature standing alone meets the definition of a derivative, and (3) the Convertible Notes due 2024 are not remeasured at fair value each reporting period with changes in fair value recorded in the consolidated statement of operations. The initial derivative liability of $90.4 million is offset by a discount to the principal balance and is amortized to interest expense resulting in an effective rate of 5.98% over the extended term of the Convertible Notes due 2026. The Company also recorded deferred financing costs of approximately $13.6 million related to the issuance of the Convertible Notes due 2024 and will amortize those costs to interest expense under the effective interest method over the extended term of the Convertible Notes due 2026. The Company recorded interest expense for the year ended December 31, 2020 of $31.8 million, for the year ended December 31, 2019 of $32.6 million and for the period from September 14, 2018 to December 31, 2018 of $9.7 million. The derivative liability was remeasured at fair value each reporting period, a Level 3 fair value estimate, until the conversion price reset on September 14, 2020, with changes in fair value recorded in the consolidated statements of operations as other expense or income. On September 14, 2020, the conversion price reset from $18.95 per share to $13.51 per share pursuant to the terms of |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 12 Months Ended |
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STOCKHOLDERS' EQUITY | NOTE 9—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. Equity Distribution Agreements On September 24, 2020, the Company entered into an equity distribution agreement with Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC, as sales agents to sell 15 million shares, and also on October 20, 2020 to sell an additional 15 million shares, of the Company’s Class A common stock, par value $0.01 per share, through an “at-the-market” offering program. On November 10, 2020 and December 11, 2020, the Company entered into an equity distribution agreement with Goldman Sachs & Co. LLC and B. Riley Securities, Inc., as sales agents to sell up to 20 million and 178.0 million shares, respectively, of Class A common stock, par value $0.01 per share, through an “at-the-market” offering program. The Company raised gross proceeds of approximately $272.8 million for the year ended December 31, 2020, through its at-the-market offering of approximately 90,955,685 shares of its Class A common stock and paid fees to the sales agents and other fees of approximately $8.1 million. The Company has used and continues to use the net proceeds from the sale of the Class A common stock pursuant to the equity distribution agreement for general corporate purposes, which may include the repayment, refinancing, redemption or repurchase of existing indebtedness or working capital, capital expenditures and other investments. See Note 17 — Exchange Offers Certain backstop purchasers of the First Lien Notes due 2026 that participated in the Exchange Offer received five million Class A common shares. See Note 8 — Mudrick Transaction On December 14, 2020, Mudrick received a total of 21,978,022 shares of the Company’s Class A common stock; of which 8,241,758 shares relates to consideration received for a commitment fee and 13,736,264 shares as consideration received for (i) the commitment provided with respect to the First Lien Toggle Notes due 2026 and (ii) the Second Lien Exchange. See Note 8 — Dividends Since April 24, 2020, the Company has been prohibited from making dividend payments in accordance with the covenant suspension conditions in its Senior Secured Credit Facility Agreement. The following is a summary of dividends and dividend equivalents declared to stockholders during the year ended December 31, 2020: Amount per Total Amount Share of Declared Declaration Date Record Date Date Paid Common Stock (In millions) February 26, 2020 March 9, 2020 March 23, 2020 $ 0.03 $ 3.2 During the year ended December 31, 2020, the Company paid dividends and dividend equivalents of $6.5 million and accrued $0.4 million for the remaining unpaid dividends at December 31, 2020. The aggregate dividends paid for Class A common stock, Class B common stock, and dividend equivalents were approximately $1.6 million, $1.6 million, and $3.3 million, respectively. The following is a summary of dividends and dividend equivalents declared to stockholders during the year ended December 31, 2019: Amount per Total Amount Share of Declared Declaration Date Record Date Date Paid Common Stock (In millions) February 15, 2019 March 11, 2019 March 25, 2019 $ 0.20 $ 21.3 May 3, 2019 June 10, 2019 June 24, 2019 0.20 21.3 August 2, 2019 September 9, 2019 September 23, 2019 0.20 21.3 October 24, 2019 December 2, 2019 December 16, 2019 0.20 21.0 During the year ended December 31, 2019, the Company paid dividends and dividend equivalents of $84.1 million and accrued $2.3 million for the remaining unpaid dividends at December 31, 2019. The aggregate dividends paid for Class A common stock, Class B common stock, and dividend equivalents were approximately $41.7 million, $41.4 million, and $1.0 million, respectively. The following is a summary of dividends and dividend equivalents declared to stockholders during the year ended December 31, 2018: Amount per Total Amount Share of Declared Declaration Date Record Date Date Paid Common Stock (In millions) February 28, 2018 March 12, 2018 March 26, 2018 $ 0.20 $ 26.0 May 3, 2018 June 11, 2018 June 25, 2018 0.20 26.0 July 24, 2018 September 10, 2018 September 24, 2018 0.20 25.8 September 14, 2018 September 25, 2018 September 28, 2018 1.55 162.9 November 1, 2018 December 10, 2018 December 26, 2018 0.20 21.2 During the year ended December 31, 2018, the Company paid dividends and dividend equivalents of $258.1 million and accrued $4.0 million for the remaining unpaid dividends at December 31, 2018. The aggregate dividends paid for Class A common stock, Class B common stock, and dividend equivalents were approximately $122.0 million, $136.1 million, and $0.1 million, respectively. Related Party Transactions As of December 31, 2020 and December 31, 2019, the Company recorded a receivable due from Wanda of $0.7 million and $0.8 million, respectively for reimbursement of general administrative and other expense incurred on behalf of Wanda. The Company recorded cost reductions for general and administrative services provided on behalf of Wanda of $0.3 million, $0.4 million and $0.0 million for the years ended December 31, 2020, December 31, 2019, and December 31, 2018, respectively. Wanda owns Legendary Entertainment, a motion picture production company. The Company will occasionally play Legendary’s films in its theatres as a result of transactions with independent film distributors. On September 14, 2018, the Company entered into the Investment Agreement with Silver Lake, relating to the issuance to Silver Lake (or its designated affiliates) of $600.0 million principal amount of the Convertible Notes due 2024 and entered into an amended and restated investment agreement with Silver Lake, relating to the issuance of the Convertible Notes due 2026 on August 31, 2020. See Note 8 — — On September 14, 2018, the Company, Silver Lake and Wanda entered into a Right of First Refusal Agreement (the “ ROFR Agreement As of December 31, 2020, Wanda owns 23.08% of AMC through its 51,769,784 shares of Class B common stock. With the three-to-one voting ratio between the Company’s Class B and Class A common stock, Wanda had significant influence over of AMC with 47.37% of the voting power of the Company’s common stock. As discussed in Note 8 — — Treasury Stock On February 27, 2020, the Company announced that its Board of Directors authorized a share repurchase program for an aggregate purchase of up to $200.0 million shares of Class A common stock. As of April 24, 2020, the Company is prohibited from making purchases under its authorized stock repurchase program in accordance with the covenant suspension conditions in its Senior Secured Credit Facility Agreement. As of December 31, 2020, $200.0 million remained available for repurchase under this plan. A three-year time limit had been set for the completion of this program, expiring February 26, 2023. Stock-Based Compensation 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 (“RSU’s”), performance stock units (“PSU’s), stock awards, and cash performance awards. The maximum number of shares of Holdings’ common stock available for delivery pursuant to awards granted under the second amendment to the 2013 Equity Incentive Plan is 15 million shares. At December 31, 2020, the aggregate number of shares of Holdings’ common stock available for grant was 8,520,193 shares. The Company recorded stock-based compensation expense of $25.4 million, $4.4 million, and $14.9 million within general and administrative: other during the years ended December 31, 2020, December 31, 2019, and December 31, 2018, respectively. As of December 31, 2020, the remaining unrecognized compensation cost related to stock-based compensation arrangements was approximately $15.2 million. The weighted average period over which this remaining compensation expense will be recognized is approximately 1.5 years. Awards Granted in 2020, 2019, and 2018 AMC’s Board of Directors approved awards of stock, RSU’s, and PSU’s to certain of the Company’s employees and directors under the 2013 Equity Incentive Plan. During years 2020, 2019, and 2018, the grant date fair value of these awards was based on the closing price of AMC’s stock on the date of grant, which ranged from $2.36 to $15.65 per share. A dividend equivalent for restricted stock units and performance stock units equal to the amount paid in respect of one share of Class A common stock underlying the unit began to accrue with respect to the unit on the date of grant. Such accrued dividend equivalents are paid to the holder upon vesting of the units. Each unit represents the right to receive one share of Class A common stock at a future date. The award agreements generally had the following features: ● Stock Award Agreement: The Company granted fully vested shares of Class A common stock to its independent members of AMC’s Board of Directors during the years ended December 31, 2020, Decembers 31, 2019, and December 31, 2018 of 77,090 , 32,464 , and 28,055 , respectively. In connection with these share grants, the Company recorded approximately $0.5 million during each of the years ended December 31, 2020, December 31, 2019, and December 31, 2018 in general and administrative: other expense. ● Restricted Stock Unit Award Agreement: The Company granted RSU awards of 1,511,297 , 730,167 , 656,576 to certain members of management during the years ended December 31, 2020, December 31, 2019, and December 31, 2018. Each RSU represents the right to receive one share of Class A common stock at a future date. The RSUs granted during 2020, 2019, and 2018 vest over three years with 1/3 vesting in each year. These RSUs will be settled within 30 days of vesting. The Company recorded approximately $8.7 million, $8.2 million and $6.2 million, respectively, in connection with these awards. ● Restricted Stock Unit Award Executive Agreement: During the year ended December 31, 2019, the Company granted RSU awards of 200,000 to an executive officer (“2019 RSU executive”) of the Company with one-half vesting on the first anniversary of employment on December 2, 2020 and the remaining one-half vesting ratably over a three year period ending on December 2, 2022. All unvested RSUs shall be forfeited upon termination of services. These RSUs will be settled within 30 days of vesting. The Company recorded approximately $1.0 million and $0.1 million of expense in general and administrative: other expense during the years ended December 31, 2020 and December 31, 2019, respectively. ● Restricted Stock Unit Named Executive Officer Award Agreement: During the years ended December 31, 2017 and December 31, 2016, RSU awards of 129,214 and 135,981 units, respectively, were granted to certain executive officers covered by Section 162(m) of the Internal Revenue Code. The RSUs vest over three years with 1/3 vesting each year if the cash flow from operating activities target was met. The vested RSUs will be settled within 30 days of vesting. The RSUs will be forfeited if AMC does not achieve a specified cash flow from operating activities target. The Company recorded expense for these awards of $1.4 million and $2.4 million in general and administrative: other expense, during the years ended December 31, 2019 and December 31, 2018, respectively, based on achievement of the performance condition for 2019, and 2018. ● Performance Stock Unit Award Agreement: During the year ended December 31, 2020, PSU awards of 1,436,297 were granted to certain members of management and executive officers, with three-year cumulative Adjusted EBITDA and free cash flow target conditions and service conditions, covering a performance period beginning January 1, 2020 and ending on December 31, 2022. The PSUs will vest based on achieving 80% to 120% of the performance targets with the corresponding vested unit amount ranging from 50% to 200% (or 30% to 200% for PSU awards granted prior to year 2020). If the performance target is met at 100%, the PSU awards granted during the year ended December 31, 2020 will vest at 1,436,297 units in the aggregate. No PSUs will vest if Holdings does not achieve 80% of the three-year cumulative Adjusted EBITDA and free cash flow target. Additionally, unvested PSU’s shall be ratably forfeited upon termination of service prior to December 31, 2022. The vested PSUs will be settled within 30 days of vesting which will occur upon certification of performance results by the Compensation Committee of the Board of Directors. During the year ended December 31, 2019, PSU awards of 730,167 were granted to certain members of management and executive officers, with three-year cumulative Adjusted EBITDA, diluted earnings per share, and net profit performance target conditions and service conditions, covering a performance period beginning January 1, 2019 and ending on December 31, 2021. During the year ended December 31, 2018, PSU awards of 653,669 were granted to certain members of management and executive officers with three-year cumulative net profit, Adjusted EBITDA, and diluted earnings per share performance target conditions and service conditions, covering a performance period beginning January 1, 2018 and ending on December 31, 2020. During the year ended December 31, 2017, PSU awards were granted to certain members of management and executive officers with three-year cumulative net profit, Adjusted EBITDA, and diluted earnings per share performance target conditions and service conditions, covering a performance period beginning January 1, 2017 and ending on December 31, 2019. The performance conditions were not met as of December 31, 2019 and 100% of the awards were forfeited. On October 30, 2020, based upon the recommendation of the Compensation Committee, the Board of Directors of the Company approved a modification to the PSUs for the awards granted in 2018, 2019, and 2020. The modification included separating the three-year cumulative performance targets into three separate year performance targets applicable to each tranche year. Due to the dramatic impact of the COVID-19 pandemic on the Company’s business, the Board of Directors waived attainment of the 2020 tranche year performance targets and established a vesting level for such PSUs at 90%. In addition, the service conditions were modified, and vesting is now subject to the participant’s continued employment through the end of the three-year cumulative period. The Company accounted for the modification in accordance with ASC 718-20, Compensation-Stock Compensation, as an exchange of the original award, that was not expected to vest, for a new award. The Company measured the fair value of the new award on the modification date, October 30, 2020, because the Company determined that achieving performance thresholds were probable for certain tranche awards. The Company recorded approximately $1.2 million, $(5.8) million, and $5.8 million of expense (credit) related to PSUs in general and administrative: other expense during the years ended December 31, 2020, December 31, 2019 and December 31, 2018, respectively. At December 31, 2019, the Company determined that achieving the PSU performance thresholds was improbable and reversed previously recorded expense of $5.8 million on these units during the year ended December 31, 2019. ● Performance Stock Unit Executive Award Agreement: During the year ended December 31, 2019, a PSU market condition award of 300,000 was granted to an executive officer of the Company that would vest based upon achieving target prices for the Company’s Class A common stock. This award was subsequently cancelled and replaced with the PSU market condition award granted on February 26, 2020. On February 26, 2020 and March 5, 2020, special performance stock unit awards (“SPSUs”), totaling 3,570,000 units were granted to certain executive officers that will vest based upon achieving target prices for the Company’s Class common stock. The SPSUs are eligible to vest in tranches contingent upon (i) the attainment of certain 20 trading day volume weighted average closing prices and (ii) fulfillment of the three-year service requirement from the date of grant. The vested SPSUs will be settled within 30 days of vesting. Any unvested SPSUs remaining after 10 years will be forfeited. If service is terminated prior to the three year anniversary from the date of grant, unvested SPSUs shall be forfeited. The target prices and vesting tranches are set forth in the table below: Tranche Target Stock Price SPSUs Vesting 1 $12.00 595,003 2 $16.00 595,003 3 $20.00 595,003 4 $24.00 595,003 5 $28.00 594,994 6 $32.00 594,994 The Company used the Monte Carlo simulation model to estimate the fair value of the SPSUs. This model utilizes multiple input variables to estimate the probability that the market conditions will be achieved. The Company used the following assumptions in determining the fair value of the SPSUs: Assumptions Expected stock price volatility 45.0% Expected dividend yield 2.02% and 2.44% Risk-free interest rate 1.33% and 0.92% Grant-date stock price $5.93 and $4.92 The expected stock price volatility was based on the historical volatility of the Company’s stock for a period equivalent to the derived service period. The expected dividend yield is based on annual expected dividend payments. The risk-free interest rate was based on the treasury yield rates as of the date of grant for a period equivalent to the performance measurement period. The fair value of each SPSU is amortized over the requisite or derived service period, which is up to 6.4 years. The SPSUs granted on February 26, 2020 and March 5, 2020 have a grant date fair value of approximately $12.2 million. On October 30, 2020, based upon the recommendation of the Compensation Committee, the Board of Directors of the Company approved a modification to the SPSUs for the awards. Each SPSU award agreement was amended as follows: ● The stock price thresholds (ranging from $12 to $24) and service requirement for tranches 1 through 4 of the SPSUs were eliminated and such SPSUs vested on October 30, 2020; ● Participants shall be prohibited from selling the shares of common stock issued upon the foregoing vesting until October 30, 2021; ● The stock price threshold for tranche 5 of the SPSUs was changed to $4 from $28 and the stock price threshold for tranche 6 of the SPSUs was changed to $8 from $32; and ● The service requirement for tranches 5 and 6 was shortened to end on October 30, 2021. As a result of the SPSU modification of market conditions, the incremental fair value amount assigned to the grant date fair value was approximately $7.3 million in accordance with ASC 718-20, Compensation-Stock Compensation. During the year ended December 31, 2020, the Company recorded a total of $14.0 million related to SPSUs in general and administrative: other expense. The following table represents the nonvested RSU and PSU activity for the years ended December 31, 2020, December 31, 2019 and December 31, 2018: Weighted Average Shares of RSU Grant Date PSU and SPSU Fair Value Beginning balance at January 1, 2018 1,083,841 $ 28.61 Granted 1,313,152 15.65 Vested (408,848) 21.68 Forfeited (53,698) 20.69 Beginning balance at January 1, 2019 1,934,447 $ 21.50 Granted 1,960,334 12.89 Vested (303,201) 21.76 Forfeited (220,632) 17.17 Cancelled (100,855) 21.46 Beginning balance at January 1, 2020 3,270,093 $ 15.88 Granted 6,517,594 4.66 Vested (2,472,375) 8.61 Forfeited (1,020,122) 16.97 Cancelled (2,135,929) 7.22 Nonvested at December 31, 2020 4,159,261 $ 6.80 (1) Represents vested RSUs and PSUs surrendered in lieu of taxes and cancelled awards returned to the 2013 Equity Incentive Plan. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2020 | |
INCOME TAXES | |
INCOME TAXES | NOTE 10—INCOME TAXES Current income tax expense represents the amounts expected to be reported on the Company’s income tax returns, and deferred tax expense or benefit represents the change in net deferred tax assets and liabilities. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and liabilities as measured by the enacted tax rates that will be in effect when these differences reverse. Valuation allowances are recorded as appropriate to reduce deferred tax assets to the amount considered likely to be realized. Management assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of the existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative loss incurred over the three-year period ended December 31, 2020 for domestic operations. Such objective evidence limits the ability to consider other subjective evidence, such as the Company’s projections for future taxable income. For the year ended December 31, 2020, the Company remained in a cumulative loss over the past three-year period. The Company evaluates its deferred tax assets each period to determine if a valuation allowance is required based on whether it is “more likely than not” that some portion of the deferred tax assets would not be realized. The ultimate realization of these deferred tax assets is dependent upon the generation of sufficient taxable income during future periods on a federal, state and foreign jurisdiction basis. The Company conducts its evaluation by considering all available positive and negative evidence, including historical operating results, forecasts of future profitability, the duration of statutory carryforward periods, and the outlooks for the U.S. motion picture and broader economy, among others. During the first quarter of 2020, the severe impact of COVID-19 on operations in Germany and Spain caused the Company to conclude the realizability of deferred tax assets held in those jurisdictions does not meet the more likely than not standard. As such, a charge of $33.1 million and $40.1 million was recorded for Germany and Spain, respectively. During the fourth quarter of 2017, the Company determined that it was appropriate to record a valuation allowance against U.S. deferred tax assets. In addition, several other international jurisdictions carried valuation allowances against their deferred tax assets at the beginning of 2020. Cancellation of Debt Income. — billion of CODI for tax purposes. IRS §108 provides relief from recognizing the CODI as current taxable income to the extent that the tax paying legal entity is insolvent as defined by the US Tax Code. The Company currently estimates that the level of its insolvency at July 31, 2020 exceeds the indicated amount of CODI resulting from the debt exchange. To the extent that the entity is insolvent, rather than recognize current taxable income, the entity may reduce its tax attributes including net operating losses, capital losses, tax credits, depreciable assets, investment in subsidiaries and other investments in the amount of the excluded CODI. For purposes of determining the current and deferred tax provision, and uncertain tax positions for the year ended December 31, 2020, the Company estimated approximately $1.2 billion of its net operating losses have been eliminated as a result of tax attribute reduction. The actual effective rate for the year ended December 31, 2020 was (1.3)%. The Company’s consolidated tax rate for the year ended December 31, 2020 differs from the U.S. statutory tax rate primarily due to the valuation allowances in U.S. and foreign jurisdictions, foreign tax rate differences, federal and state tax credits, partially offset by state income taxes, permanent differences related to goodwill impairments, interest, compensation, and other discrete items. No tax impact was recorded on the $2,306.4 million goodwill impairment charge incurred during the year ended December 31, 2020, as the portion impaired was permanently non-deductible. At December 31, 2020 and December 31, 2019, the Company has recorded net deferred tax liabilities of $40.2 million and net deferred tax assets of $24.1 million, respectively. Cares Act. The income tax provision (benefit) reflected in the consolidated statements of operations consists of the following components: Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Current: Federal $ 0.1 $ (0.1) $ (0.5) Foreign (0.1) 8.4 5.0 State (4.1) 2.9 15.5 Total current (4.1) 11.2 20.0 Deferred: Federal 2.7 (4.2) 0.8 Foreign 57.6 (42.8) (7.5) State 3.7 13.3 0.3 Total deferred 64.0 (33.7) (6.4) Total provision (benefit) $ 59.9 $ (22.5) $ 13.6 Pre-tax income (losses) consisted of the following: Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Domestic $ (3,036.4) $ (165.1) $ 154.4 Foreign (1,493.1) (6.5) (30.7) Total $ (4,529.5) $ (171.6) $ 123.7 The difference between the effective tax rate on earnings (loss) from continuing operations before income taxes and the U.S. federal income tax statutory rate is as follows: Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Income tax expense (benefit) at the federal statutory rate $ (951.2) $ (36.0) $ 26.0 Effect of: State income taxes (89.5) (7.2) 8.9 Increase in reserve for uncertain tax positions (1.9) 8.4 5.2 Federal and state credits (3.6) (6.5) (5.9) Permanent items - goodwill impairment 456.3 — — Permanent items - other 13.2 (6.6) 5.7 Foreign rate differential 19.7 11.8 (5.9) Other 1.7 (10.6) 9.7 Valuation allowance 615.2 24.2 (30.1) Income tax expense (benefit) $ 59.9 $ (22.5) $ 13.6 Effective income tax rate (1.3) % 13.1 % 11.0 % The significant components of deferred income tax assets and liabilities as of December 31, 2020 and December 31, 2019 are as follows: December 31, 2020 December 31, 2019 Deferred Income Tax Deferred Income Tax (In millions) Assets Liabilities Assets Liabilities Tangible assets $ — $ (179.7) $ — $ (152.6) Right-of-use assets — (1,043.1) — (1,187.2) Accrued liabilities 24.2 — 17.0 — Intangible assets — (105.0) — (99.7) Receivables 8.5 — 7.8 — Investments 55.7 — 17.8 — Capital loss carryforwards 1.2 — 1.2 — Pension and deferred compensation 15.4 — 21.6 — Corporate borrowings 42.0 — — (101.8) Disallowed interest 32.3 — 42.1 — Deferred revenue 193.3 — 170.8 — Lease liabilities 1,294.3 — 1,377.7 — Finance lease obligations 1.6 — 2.4 — Other credit carryovers 19.6 — 18.0 — Other comprehensive income — (1.1) — (1.0) Net operating loss carryforwards 365.5 — 202.8 — Total $ 2,053.6 $ (1,328.9) $ 1,879.2 $ (1,542.3) Less: Valuation allowance (764.9) — (312.8) — Net deferred income taxes $ 1,288.7 $ (1,328.9) $ 1,566.4 $ (1,542.3) A rollforward of the Company’s valuation allowance for deferred tax assets is as follows: Additions Charged Balance at Charged Charged (Credited) Beginning of (Credited) to (Credited) to to Other Balance at (In millions) Period Expenses(1) Goodwill Accounts(2) End of Period Calendar Year 2020 Valuation allowance-deferred income tax assets $ 312.8 615.2 — (163.1) $ 764.9 Calendar Year 2019 Valuation allowance-deferred income tax assets $ 323.6 24.2 — (35.0) $ 312.8 Calendar Year 2018 Valuation allowance-deferred income tax assets $ 338.4 (30.1) — 15.3 $ 323.6 (1) The 2020 valuation allowance primarily relates to the Company’s increase in the current year’s federal, state and international net operating losses, for which no benefit has been recognized, and the establishment of a valuation allowance to reduce the previously recognized benefit of deferred tax assets in Germany and Spain, which an expense of $73.2 million has been recognized. (2) Primarily relates to amounts resulting from the Company’s changes in deferred tax assets and associated valuation allowance that are not related to income statement activity as well as amounts charged to other comprehensive income. In 2019, this includes $(28.6) million of valuation allowance associated with the sale of the Austria theatres. The Company has federal income tax net operating loss carryforwards of $686.5 million. Approximately $284.6 million will begin to expire in 2021, and will completely expire in 2036, and will be limited annually due to certain change in ownership provisions of the Internal Revenue Code. Approximately $401.9 million can be used indefinitely. The Company’s foreign net operating losses of $859.7 million can be used indefinitely except for approximately $9.3 million, which will expire in various amounts between years 2022 and 2035. The Company also has state income tax loss carryforwards of $1,024.6 million. Approximately $735.3 million may be used over various periods ranging from 1 to 20 years. Approximately $289.3 million can be used indefinitely. A reconciliation of the change in the amount of unrecognized tax benefits was as follows: Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Balance at beginning of period $ 31.0 $ 22.0 $ 15.3 Gross increases—current period tax positions 4.8 10.5 7.3 Gross decreases—prior period tax positions (1.3) (1.5) (0.6) Gross decreases—expiration of statute of limitations (1.0) — — Balance at end of period $ 33.5 $ 31.0 $ 22.0 The Company recognizes income tax-related interest expense and penalties as income tax expense and general and administrative expense, respectively. No interest expense or penalties related to federal uncertain tax positions have been recognized for the years ended December 31, 2020, December 31, 2019, and December 31, 2018. The Company analyzed and reviewed the remaining state uncertain tax positions to determine the necessity of accruing interest and penalties. For the year ended December 31, 2020, the Company recognized $1.1 million of interest expense and $0.5 million of penalties. For the year ended December 31, 2019, the Company recognized no interest expense or penalties. The total amount of accrued interest and penalties for state uncertain tax positions at December 31, 2020 and December 31, 2019 was $1.6 million and $0.1 million, respectively. The total amount of net unrecognized tax benefits at December 31, 2020 and December 31, 2019 that would impact the effective tax rate, if recognized, would be $6.9 million and $12.2 million, respectively. The Company believes that it is reasonably possible that approximately $7.2 million of its unrecognized tax positions related to state taxes may be recognized by the end of 2021 as a result of settlements or the expiration of statute of limitations. The Company, or one of its subsidiaries, files income tax returns in the U.S. federal jurisdiction, and various state and foreign jurisdictions. An IRS examination of the tax year March 29, 2012 is currently ongoing. Generally, tax years beginning after December 31, 2002 are still open to examination by various taxing authorities. Additionally, as discussed above, the Company has net operating loss (“NOL”) carryforwards for tax years ended December 31, 2001 through December 31, 2020, in the U.S. and various state jurisdictions which have carryforwards of varying lengths of time. These NOLs are subject to adjustment based on the statute of limitations applicable to the return in which they are utilized, not the year in which they are generated. Various state, local and foreign income tax returns are also under examination by taxing authorities. The Company does not believe that the outcome of any examination will have a material impact on its consolidated financial statements. Utilization of the Company’s net operating loss carryforwards, disallowed business interest carryforward and other tax attributes became subject to the Section 382 ownership change limitation due to changes in our stock ownership on January 29, 2021. Accordingly, our ability to utilize any net operating loss carryforwards and other tax attributes may be significantly limited. See Note 17 — |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2020 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | NOTE 11—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 discussed below, 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 January 12, 2018 and January 19, 2018, two putative federal securities class actions, captioned Hawaii Structural Ironworkers Pension Trust Fund v. AMC Entertainment Holdings, Inc., et al. (the “Hawaii Action”), and Nichols v. AMC Entertainment Holdings, Inc., et al. On May 21, 2018, a stockholder derivative complaint, captioned Gantulga v. Aron, et al. Gantulga v. Aron, et al. On October 2, 2019, a stockholder derivative complaint, captioned Kenna v. Aron On March 20, 2020, a stockholder derivative complaint, captioned Manuel v. Aron, et al On April 7, 2020, a stockholder derivative complaint, captioned Dinkevich v. Aron, et al On December 31, 2019, the Company received a stockholder litigation demand, requesting that the Board investigate the allegations in the Actions and pursue claims on the Company’s behalf based on those allegations. On May 5, 2020, the Board determined not to pursue the claims sought in the demand at this time. On July 15, 2020, the Company received a second stockholder litigation demand requesting substantially the same action as the stockholder demand it received on December 31, 2019. On September 23, 2020, the Board determined not to pursue the claims sought in the demand at this time. On April 22, 2019, a putative stockholder class and derivative complaint, captioned Lao v. Dalian Wanda Group Co., Ltd. the Special Litigation Committee filed a report with the court recommending that the court dismiss all of the claims asserted in the Lao Action, and moved to dismiss all of the claims in the Lao Action. The court has not yet ruled on the Special Litigation Committee’s motion to dismiss. The Company remains contingently liable for lease payments under certain leases of theatres that it previously divested, in the event that such assignees are unable to fulfill their future lease payment obligations. During the year ended December 31, 2020, the Company recorded $15.0 million, in estimated credit losses related to contingent lease guarantees in other expense. The Company applied a probability weighted approach for the estimation of credit loss reserve for contingent lease guarantees expected to be funded over the lease term using the discounted cash flow method. The Company a contingent lease liability of $30.2 million recorded in other long term liabilities. See Note 1 — |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2020 | |
FAIR VALUE MEASUREMENTS | |
FAIR VALUE MEASUREMENTS | NOTE 12—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 inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. Recurring Fair Value Measurements. Fair Value Measurements at December 31, 2020 Using Significant Total Carrying Quoted prices in Significant other unobservable Value at active market observable inputs inputs (In millions) December 31, 2020 (Level 1) (Level 2) (Level 3) Other long-term assets: Money market mutual funds $ 1.1 $ 1.1 $ — $ — Investments measured at net asset value 10.6 — — — Marketable equity securities: Investment in NCM 5.2 5.2 — — Total assets at fair value $ 16.9 $ 6.3 $ — $ — Fair Value Measurements at December 31, 2019 Using Significant Total Carrying Quoted prices in Significant other unobservable Value at active market observable inputs inputs (In millions) December 31, 2019 (Level 1) (Level 2) (Level 3) Other long-term assets: Money market mutual funds $ 0.6 $ 0.6 $ — $ — Derivative asset 38.0 — — 38.0 Investments measured at net asset value 11.9 — — — Marketable equity securities: Investment in NCM 0.7 0.7 — — Total assets at fair value $ 51.2 $ 1.3 $ — $ 38.0 Corporate Borrowings: Derivative liability $ 0.5 $ — $ — $ 0.5 Total liabilities at fair value $ 0.5 $ — $ — $ 0.5 (1) The investments relate to non-qualified deferred compensation arrangements on behalf of certain members of 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. On September 14, 2018, the Company issued Convertible Notes due 2024 with a conversion feature that gave rise to an embedded derivative instrument and a stock purchase and cancellation agreement that gave rise to a derivative asset (See Note 8 — Nonrecurring Fair Value Measurements. Fair Value Measurements Using Significant other Significant Total Carrying Quoted prices in observable unobservable Value at active market inputs inputs Total (In millions) Measurement Date Measurement Date (Level 1) (Level 2) (Level 3) Losses Property, net: Property net March 31, 2020 $ 40.5 $ — $ — $ 40.5 $ 30.9 Property net September 30, 2020 14.3 — — 14.3 8.5 Property net December 31, 2020 25.4 — — 25.4 20.7 Operating lease right-of-use assets Operating lease right-of-use assets March 31, 2020 124.0 — — 124.0 60.4 Operating lease right-of-use assets September 30, 2020 56.8 — — 56.8 19.6 Operating lease right-of-use assets December 31, 2020 69.0 — — 69.0 37.8 Intangible assets, net Definite-lived intangible assets March 31, 2020 6.6 — — 6.6 8.0 Indefinite-lived intangible assets March 31, 2020 50.3 — — 50.3 8.3 Definite-lived intangible assets September 30, 2020 — — — — 6.4 Indefinite-lived intangible assets September 30, 2020 43.8 — — 43.8 4.6 Indefinite-lived intangible assets December 31, 2020 44.0 — — 44.0 2.3 Goodwill Goodwill March 31, 2020 2,938.0 — — 2,938.0 1,744.3 Goodwill September 30, 2020 2,874.4 — — 2,874.4 156.8 Goodwill December 31, 2020 2,547.3 — — 2,547.3 405.3 Other long-term assets Cost method investments March 31, 2020 — — — — 7.2 Cost method investments December 31, 2020 11.3 — — 11.3 8.7 Equity method investments December 31, 2020 17.2 — — 17.2 8.6 Total $ 8,862.9 $ — $ — $ 8,862.9 $ 2,538.4 Fair Value Measurements at December 31, 2019 Using Significant other Significant Total Carrying Quoted prices in observable unobservable Value at active market inputs inputs Total (In millions) December 31, 2019 (Level 1) (Level 2) (Level 3) Losses Property, net: Property net $ 29.2 $ — $ — $ 29.2 $ 23.1 Operating lease right-of-use assets Operating lease right-of-use assets 123.3 — — 123.3 60.0 Other long-term assets Property owned, net 3.0 — — 3.0 1.2 Equity interest investment 2.2 — — 2.2 3.6 Total $ 157.7 $ — $ — $ 157.7 $ 87.9 Valuation Techniques. Odeon trade names — Other Fair Value Measurement Disclosures. Fair Value Measurements at December 31, 2020 Using Significant other Significant Total Carrying Quoted prices in observable unobservable Value at active market inputs inputs (In millions) December 31, 2020 (Level 1) (Level 2) (Level 3) Current maturities of corporate borrowings $ 20.0 $ — $ 12.9 $ — Corporate borrowings 5,695.8 — 2,485.9 278.0 Fair Value Measurements at December 31, 2019 Using Significant other Significant Total Carrying Quoted prices in observable unobservable Value at active market inputs inputs (In millions) December 31, 2019 (Level 1) (Level 2) (Level 3) Current maturities of corporate borrowings $ 20.0 $ — $ 20.4 $ — Corporate borrowings 4,733.4 — 4,135.3 514.9 Valuation Technique. — The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities approximate fair value because of the short maturity of these instruments. |
OPERATING SEGMENTS
OPERATING SEGMENTS | 12 Months Ended |
Dec. 31, 2020 | |
OPERATING SEGMENTS | |
OPERATING SEGMENTS | NOTE 13—OPERATING SEGMENTS — ® Below is a breakdown of select financial information by reportable operating segment: Year Ended Revenues (In millions) December 31, 2020 December 31, 2019 December 31, 2018 U.S. markets $ 826.7 $ 4,023.2 $ 4,013.2 International markets 415.7 1,447.8 1,447.6 Total revenues $ 1,242.4 $ 5,471.0 $ 5,460.8 Year Ended Adjusted EBITDA (1) (In millions) December 31, 2020 December 31, 2019 December 31, 2018 U.S. markets $ (768.2) $ 575.6 $ 700.5 International markets (231.0) 195.8 228.7 Total Adjusted EBITDA $ (999.2) $ 771.4 $ 929.2 (1) The Company presents Adjusted EBITDA as a supplemental measure of its performance. The Company defines Adjusted EBITDA as net earnings (loss) plus (i) income tax provision (benefit), (ii) interest expense and (iii) depreciation and amortization, as further adjusted to eliminate the impact of certain items that the Company does not consider indicative of the Company’s ongoing operating performance and to include attributable EBITDA from equity investments in theatre operations in International markets and any cash distributions of earnings from its other equity method investees. The measure of segment profit and loss the Company uses to evaluate performance and allocate its resources is Adjusted EBITDA, which is consistent with how Adjusted EBITDA is defined in the Company’s debt indentures. Year Ended Capital Expenditures (In millions) December 31, 2020 December 31, 2019 December 31, 2018 U.S. markets $ 109.9 $ 369.4 $ 395.6 International markets 63.9 148.7 180.7 Total capital expenditures $ 173.8 $ 518.1 $ 576.3 Year Ended Revenues (In millions) December 31, 2020 December 31, 2019 December 31, 2018 United States $ 826.7 $ 4,023.2 $ 4,013.2 United Kingdom 127.9 500.4 513.5 Spain 52.1 200.3 193.9 Sweden 63.2 177.5 192.1 Italy 47.5 200.0 178.5 Germany 38.2 135.0 114.3 Finland 43.4 103.0 101.7 Ireland 9.3 37.9 34.9 Other foreign countries 34.1 93.7 118.7 Total $ 1,242.4 $ 5,471.0 $ 5,460.8 As of As of Long-term assets, net (In millions) December 31, 2020 December 31, 2019 U.S. markets $ 6,895.3 $ 9,039.6 International markets 2,894.1 3,963.1 Total long-term assets $ 9,789.4 $ 13,002.7 (1) Long-term assets are comprised of property, operating lease right-of-use assets, intangible assets, goodwill, deferred tax asset, net and other long-term assets. The following table sets forth a reconciliation of net earnings (loss) to Adjusted EBITDA: Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Net earnings (loss) $ (4,589.4) $ (149.1) $ 110.1 Plus: Income tax provision (benefit) 59.9 (22.5) 13.6 Interest expense 356.9 340.8 342.3 Depreciation and amortization 498.3 450.0 537.8 Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill 2,513.9 84.3 13.8 Certain operating expense (income) (3) (9.4) 14.8 24.0 Equity in (earnings) loss of non-consolidated entities (4) 30.9 (30.6) (86.7) Cash distributions from non-consolidated entities (5) 17.4 35.8 35.2 Attributable EBITDA (6) 0.2 5.0 7.3 Investment expense (income) 10.1 (16.0) (6.2) Other expense (income) (7) 66.9 13.3 (108.2) Other non-cash rent (8) (4.9) 25.7 — General and administrative — unallocated: Merger, acquisition and other costs (9) 24.6 15.5 31.3 Stock-based compensation expense (10) 25.4 4.4 14.9 Adjusted EBITDA $ (999.2) $ 771.4 $ 929.2 (1) For information regarding the income tax provision (benefit), see Note 10 — Income Taxes. (2) During the year ended December 31, 2020, the Company recorded goodwill non-cash impairment charges of $1,276.1 million and $1,030.3 million related to the enterprise fair values of the Domestic Theatres and International Theatres reporting units, respectively. During the year ended December 31, 2020, the Company recorded non-cash impairment charges related to its long-lived assets of $152.5 million on 101 theatres in the U.S. markets with 1,139 screens which were related to property, net, operating lease right-of-use assets, net and other long-term assets and $25.4 million on 37 theatres in the International markets with 340 screens which were related to property, net and operating lease right-of-use assets, net. The Company recorded non-cash impairment charges related to indefinite-lived intangible assets of $12.5 million and $2.7 million related to the Odeon and Nordic trade names, respectively, in the International Theatres reporting unit during the year ended December 31, 2020. The Company also recorded non-cash impairment charges of $14.4 million related to its definite-lived intangible assets in the Domestic Theatres reporting unit during the year ended December 31, 2020. During the year ended December 31, 2019, the Company recorded non-cash impairment of long-lived assets of $84.3 million on 40 theatres in the U.S. markets with 512 screens, 14 theatres in the International markets with 148 screens, and a U.S. property held and not used. During the year ended December 31, 2018, the Company recorded non-cash impairment losses of $13.8 million on 13 theatres in the U.S. markets with 150 screens and on 15 theatres in the International markets with 118 screens. (3) Amounts represent preopening expense related to temporarily closed screens under renovation, theatre and other closure expense for the permanent closure of screens including the related accretion of interest, non-cash deferred digital equipment rent expense, and disposition of assets and other non-operating gains or losses included in operating expenses. The Company has excluded these items as they are non-cash in nature or are non-operating in nature. (4) During the year ended December 31, 2020, December 31, 2019 and December 31, 2018, the Company recorded $(14.5) million, $25.4 million and $29.1 million, respectively, in equity in earnings (loss) from DCIP. In addition, the Company recorded impairment losses in the International markets during the year ended December 31, 2020 related to equity method investments of $8.6 million in equity in (earnings) loss of non-consolidated entities. During the year ended December 31, 2018, the Company recorded equity in earnings related to AMC’s sale of all remaining NCM units of $28.9 million and a gain of $30.1 million related to the Screenvision merger. Equity in earnings of non-consolidated entities also includes loss on the surrender (disposition) of a portion of AMC’s investment in NCM of $1.1 million and a lower of carrying value or fair value impairment loss of the held-for sale portion of the Company’s investment in NCM of $16.0 million for the year ended December 31 , 2018. (5) Includes U.S. non-theatre distributions from equity method investments and International non- theatre distributions from equity method investments to the extent received. The Company believes including cash distributions is an appropriate reflection of the contribution of these investments to the Company’s operations. (6) Attributable EBITDA includes the EBITDA from equity investments in theatre operators in certain International markets. See below for a reconciliation of the Company’s equity in (earnings) loss of non-consolidated entities to attributable EBITDA. Because these equity investments are in theatre operators in regions where the Company holds a significant market share, the Company believes attributable EBITDA is more indicative of the performance of these equity investments and management uses this measure to monitor and evaluate these equity investments. The Company also provides services to these theatre operators including information technology systems, certain on-screen advertising services and the Company’s gift card and package ticket program. Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Equity in (earnings) loss of non-consolidated entities $ 30.9 $ (30.6) $ (86.7) Less: Equity in (earnings) loss of non-consolidated entities excluding International theatre joint ventures 27.4 (29.2) (81.9) Equity in earnings (loss) of International theatre joint ventures (3.5) 1.4 4.8 Income tax provision 0.1 0.4 0.4 Investment income (0.4) (0.7) (0.5) Interest expense 0.1 — — Depreciation and amortization 3.2 3.4 2.6 Other expense 0.7 0.5 — Attributable EBITDA $ 0.2 $ 5.0 $ 7.3 (7) Other expense (income) for the year ended December 31, 2020 included a loss of $109.0 million related to the fair value adjustments of the Company’s derivative liability and derivative asset for the Convertible Notes, financing fees related to the Exchange Offer of $39.3 million, and credit losses related to contingent lease guarantees of $15.0 million, partially offset by a gain on extinguishment of the Second Lien Notes due 2026 of $93.6 million and financing related foreign currency transaction losses. During the year ended December 31, 2019, the Company recorded a loss on repayment of indebtedness of $16.6 million and the financing related foreign currency transaction losses, partially offset by a gain of $5.8 million as a result of the decrease in fair value of its derivative liability and asset for the Convertible Notes. During the year ended December 31, 2018, the Company recorded a gain of $111.4 million as a result of the decrease in fair value of its derivative liability and the increase in fair value of the derivative asset for the Convertible Notes, partially offset by financing losses and financing related foreign currency transaction losses. (8) Reflects amortization of certain intangible assets reclassified from depreciation and amortization to rent expense, due to the adoption of ASC 842, and deferred rent benefit related to the impairment of right-of-use operating lease assets. (9) Merger, acquisition and other costs are excluded as they are non-operating in nature. (10) Non-cash or non-recurring expense included in general and administrative: other. |
ACCUMULATED OTHER COMPREHENSIVE
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | 12 Months Ended |
Dec. 31, 2020 | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | NOTE 14—ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) The following tables present the change in accumulated other comprehensive income (loss) by component: Unrealized Net Gain (Loss) from Equity Foreign Method Investees’ (In millions) Currency Pension Benefits Cash Flow Hedge Total Balance December 31, 2018 $ 7.2 $ (1.8) $ 0.1 $ 5.5 Other comprehensive loss before reclassifications (16.5) (15.5) (0.1) (32.1) Amounts reclassified from accumulated other comprehensive loss 0.5 — — 0.5 Balance December 31, 2019 $ (8.8) $ (17.3) $ — $ (26.1) Other comprehensive (gain) loss before reclassifications 67.0 (4.1) — 62.9 Amounts reclassified from accumulated other comprehensive loss 1.9 — — 1.9 Balance December 31, 2020 $ 60.1 $ (21.4) $ — $ 38.7 The tax effects allocated to each component of other comprehensive income (loss) is as follows: Year Ended December 31, 2020 December 31, 2019 December 31, 2018 Tax Tax Tax Pre-Tax (Expense) Net-of-Tax Pre-Tax (Expense) Net-of-Tax Pre-Tax (Expense) Net-of-Tax (In millions) Amount Benefit Amount Amount Benefit Amount Amount Benefit Amount Unrealized foreign currency translation adjustment $ 66.8 $ 0.2 $ 67.0 $ (18.3) $ 1.8 $ (16.5) $ (127.5) $ (0.2) $ (127.7) Realized loss on foreign currency transactions 1.9 — 1.9 0.5 — 0.5 1.0 — 1.0 Pension and other benefit adjustments: Net gain (loss) arising during the period (4.1) — (4.1) (16.1) 0.6 (15.5) 3.8 0.4 4.2 Equity method investee's cash flow hedge: Unrealized net holding gain (loss) arising during the period — — — (0.1) — (0.1) 0.2 — 0.2 Realized net (gain) loss reclassified into equity in earnings of non-consolidated entities — — — — — — (2.2) — (2.2) Other comprehensive income (loss) $ 64.6 $ 0.2 $ 64.8 $ (34.0) $ 2.4 $ (31.6) $ (124.7) $ 0.2 $ (124.5) |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 12 Months Ended |
Dec. 31, 2020 | |
EARNINGS (LOSS) PER SHARE | |
EARNINGS (LOSS) PER SHARE | NOTE 15—EARNINGS (LOSS) PER SHARE Basic earnings (loss) per share is computed by dividing net earnings (loss) by the weighted-average number of common shares outstanding. Diluted earnings per share includes the effects of unvested RSU’s with a service condition only and unvested contingently issuable RSUs and PSUs that have service and performance conditions, if dilutive, as well as potential dilutive shares from the conversion feature of the Convertible Notes due 2026, if dilutive. The following table sets forth the computation of basic and diluted earnings (loss) per common share: Year Ended Year Ended Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Numerator: Net earnings (loss) attributable to AMC Entertainment Holdings, Inc. for basic earnings (loss) per share $ (4,589.1) $ (149.1) $ 110.1 Calculation of net earnings for diluted earnings (loss) per share: Marked-to-market gain on derivative liability — — (66.4) Interest expense for Convertible Notes due 2026 — — 9.7 Net earnings (loss) available for diluted earnings $ (4,589.1) $ (149.1) $ 53.4 Denominator Weighted average shares for basic earnings per common share 117,212 103,832 120,621 Common equivalent shares for RSUs and PSUs — — 29 Common equivalent shares if converted: Convertible Notes 2026 — — 9,455 Weighted average shares for diluted earnings per common share 117,212 103,832 130,105 Basic earnings (loss) per common share: $ (39.15) $ (1.44) $ 0.91 Diluted earnings (loss) per common share: $ (39.15) $ (1.44) $ 0.41 Vested RSUs, PSUs, and SPSUs 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. For the year ended December 31, 2020, December 31, 2019, and December 31, 2018, unvested RSUs of 1,131,333, 1,377,992, and 210,558, respectively, were not included in the computation of diluted earnings (loss) per share because they would be anti-dilutive. Unvested PSUs and SPSUs are subject to performance and market conditions, respectively, and are included in diluted earnings per share, if dilutive, 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. Unvested PSUs of 649,209, 477,630 and 364,269 at the minimum performance targets for the years ended December 31, 2020, December 31, 2019, and December 31, 2018, respectively, and unvested SPSUs of 578,328 at the minimum market condition for the year ended December 31, 2020, were not included in the computation of diluted earnings (loss) per share because they would not be issuable if the end of the reporting period were the end of the contingency period or they would be anti-dilutive. The Company uses the if-converted method for calculating any potential dilutive effect of the Convertible Notes that were issued on September 14, 2018. The Company has not adjusted net loss for the year ended December 31, 2020 and December 31, 2019 to eliminate the interest expense of $31.8 million and $32.6 million, respectively, and the loss (gain) for the derivative liability related to the Convertible Notes of $89.4 million and $(23.5) million, respectively, in the computation of diluted loss per share because the effects would be anti-dilutive. The Company has not included in diluted weighted average shares approximately 35.5 million and 31.7 million shares issuable upon conversion for the year ended December 31, 2020 and December 31, 2019, respectively, as the effects would be anti-dilutive. For the year ended December 31, 2018, the Company adjusted net earnings to eliminate the interest expense and the (gain) for the derivative liability related to the Convertible Notes due 2026 of $9.7 million and $(66.4) million, respectively, in the computation of diluted earnings per share. The Company has included in diluted weighted average shares approximately 9.5 million shares issuable upon conversion for the year ended December 31, 2018, as the effects were dilutive. Based on the current conversion price of $13.51 per share, the Convertible Notes are convertible into 44,422,860 Class A common shares. |
SUPPLEMENTAL FINANCIAL INFORMAT
SUPPLEMENTAL FINANCIAL INFORMATION BY QUARTER (UNAUDITED) | 12 Months Ended |
Dec. 31, 2020 | |
SUPPLEMENTAL FINANCIAL INFORMATION By QUARTER (UNAUDITED) | |
SUPPLEMENTAL FINANCIAL INFORMATION BY QUARTER (UNAUDITED) | NOTE 16—SUPPLEMENTAL FINANCIAL INFORMATION BY QUARTER (UNAUDITED) 2020 Quarter Quarter Quarter Quarter Year Ended Ended Ended Ended Ended March 31, June 30, September 30, December 31, December 31, (In millions, except per share data) 2020 2020 2020 2020 2020 Total revenues $ 941.5 $ 18.9 $ 119.5 $ 162.5 $ 1,242.4 Operating loss (1,986.1) (471.6) (675.4) (969.6) (4,102.7) Net loss attributable to AMC Entertainment Holdings, Inc. (2,176.3) (561.2) (905.8) (945.8) (4,589.1) Basic loss per share: $ (20.88) $ (5.38) $ (8.41) $ (6.21) $ (39.15) Diluted loss per share: $ (20.88) $ (5.38) $ (8.41) $ (6.21) $ (39.15) Weighted average shares outstanding: (in thousands) Basic 104,245 104,319 107,695 152,307 117,212 Diluted 104,245 104,319 107,695 152,307 117,212 (1) On March 17, 2020, the Company temporarily suspended all theatre operations to prevent the spread of COVID-19. In early June 2020, the Company resumed limited operations in the International markets and in late August 2020, the Company resumed limited operations in the U.S. markets. (2) In the first, second, third, and fourth quarters of calendar 2020, the Company recorded $19.6 million, $(6.4) million, $95.8 million, and $0 , respectively, of other expense (income) related to derivative assets and liabilities. See Note 8 — Corporate Borrowings and Finance Lease Obligations for a discussion of the derivative asset and derivative liability gains. Other expense (income) includes financing fees related to the modification of debt of $36.3 million and $3.0 million in the third and fourth quarter, respectively, and a gain on extinguishment of Second Lien Notes due 2026 of $93.6 million in the fourth quarter of calendar 2020. (3) During the first, second, third, and fourth quarter of 2020, the Company recorded non-cash expense in impairment of long-lived assets, definite and indefinite-lived intangible assets, and goodwill of $1,851.9 million, $0, $195.9 million, and $466.1 million, respectively. 2019 Quarter Quarter Quarter Quarter Year Ended Ended Ended Ended Ended March 31, June 30, September 30, December 31, December 31, (In millions, except per share data) 2019 2019 2019 2019 2019 Total revenues $ 1,200.4 $ 1,506.1 $ 1,316.8 $ 1,447.7 $ 5,471.0 Operating income (loss) (33.7) 105.5 20.8 43.4 136.0 Net earnings (loss) attributable to AMC Entertainment Holdings, Inc. (130.2) 49.4 (54.8) (13.5) (149.1) Basic earnings (loss) per share: $ (1.25) $ 0.48 $ (0.53) $ (0.13) $ (1.44) Diluted earnings (loss) per share: $ (1.25) $ 0.17 $ (0.53) $ (0.13) $ (1.44) Weighted average shares outstanding: (in thousands) Basic 103,783 103,845 103,850 103,850 103,832 Diluted 103,783 135,528 103,850 103,850 103,832 (1) In the first, second, third, and fourth quarters of calendar 2019, the Company recorded $28.4 million, $(41.0) million, $(2.8) million, and $9.6 million, respectively, of other expense (income) related to derivative assets and liabilities. See Note 8 — Corporate Borrowings and Finance Lease Obligations for a discussion of the derivative asset and derivative liability gains. (2) During the fourth quarter of 2019, the Company recorded non-cash impairment of long-lived assets of $84.3 million on 40 theatres in the U.S. markets with 512 screens and on 14 theatres in the International markets with 148 screens, and one U.S. property held and not used. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2020 | |
SUBSEQUENT EVENTS. | |
SUBSEQUENT EVENTS | NOTE 17— SUBSEQUENT EVENTS Equity Distribution Agreements. On January 25, 2021, the Company entered into an equity distribution agreement with Goldman Sachs & Co. LLC and B. Riley Securities, Inc., as sales agents, to sell up to — First Lien Toggle Notes due 2026. On January 15, 2021, the Company issued Odeon Term Loan Facility. On February 15, 2021, Odeon Cinemas Group Limited (“Odeon”), a wholly-owned subsidiary of the Company entered into a new Convertible Notes due 2026. On January 27, 2021, affiliates of Silver Lake and certain co-investors (collectively, the “Noteholders”) elected to convert (the “Conversion”) all Class B common stock. Senior Secured Credit Facility. under its Credit Agreement from a period ending on March 31, 2021 to a period ending on March 31, 2022 (the “Extended Covenant Suspension Period”). During the Extended Covenant Suspension Period, the Company will not, and will not permit any of its restricted subsidiaries to, (i) make certain restricted payments, (ii) subject to certain exceptions, incur any indebtedness for borrowed money that is pari passu or senior in right of payment or security with the Revolving Loans (as defined in the Credit Agreement) or (iii) make any investment in or otherwise dispose of any assets to any subsidiary of the Company that is not a Loan Party (as defined in the Credit Agreement) to facilitate a new financing incurred by a subsidiary of the Company. In addition, as an ongoing condition to the suspension of the financial covenant, the Company also agreed to (i) a minimum liquidity test of $100 million, (ii) an anti-cash hoarding test at any time Revolving Loans are outstanding and (iii) additional reporting obligations. On March 8, 2021 the Company entered into the Tenth Amendment to Credit Agreement, pursuant to which the Company agreed not to consent to certain modifications to the Credit Agreement described in the Tenth Amendment without the consent of the majority of the revolving lenders party to the Tenth Amendment. |
THE COMPANY AND SIGNIFICANT A_2
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | |
Temporarily Suspended Operations | Temporarily Suspended Operations. |
Liquidity | Liquidity. In response to the COVID-19 pandemic, the Company has taken and continues to take significant steps to preserve cash by eliminating non-essential costs, including reductions to the Company’s variable and elements of its fixed cost structure, including, but not limited to: ● Suspended non-essential operating expenditures, including marketing & promotional and travel and entertainment expenses; and where possible, utilities and reduced essential operating expenditures to minimum levels necessary while theatres are closed; ● Terminated or deferred all non-essential capital expenditures to minimum levels necessary while theatres are operating for limited hours or closed; ● Implemented measures to reduce corporate-level employment costs while closed, including full or partial furloughs of all corporate-level Company employees for a period of time, including senior executives, with individual work load and salary reductions ranging from 20% to 100% ; cancellation of pending annual merit pay increases; and elimination or reduction of non-healthcare benefits. With the resumption of operations, the Company eliminated the full and partial furloughs; ● All domestic theatre-level crew members were fully furloughed and theatre-level managements’ hours were reduced to the minimum levels necessary to begin resumption of operations when permitted. Similar efforts to reduce theatre-level and corporate employment costs were undertaken internationally consistent with applicable laws across the jurisdictions in which the Company operates. As the Company resumed limited operations, employment costs increased; ● Working with the Company’s landlords, vendors, and other business partners to manage, defer, and/or abate the related rent expenses and operating expenses; ● Introduced an active cash management process, which, among other things, requires senior management approval of all outgoing payments; ● Since April 24, 2020, the Company has been prohibited from making dividend payments in accordance with the covenant suspension conditions in its Senior Secured Credit Facility Agreement. The Company had also previously elected to decrease the dividend paid in the first quarter of 2020 by $0.17 per share when compared to the first quarter of 2019. The cash savings as a result of the prior decrease and current prohibition on making dividend payments was $77.6 million during the year ended December 31, 2020 in comparison to the year ended December 31, 2019; and ● The Company is prohibited from making purchases under its stock repurchase program in accordance with the covenant suspension conditions in its Senior Secured Credit Facility Agreement. The Company intends to seek any available potential benefits, including loans, investments or guarantees, under future government programs for which the Company qualifies domestically and internationally. The Company has taken advantage of many forms of governmental assistance internationally including but not limited to revenue and fixed cost reimbursements, payroll subsidies, rent support programs, direct grants, and property tax holidays. The Company cannot predict the manner in which such benefits will be allocated or administered, and the Company cannot assure it will be able to access such benefits in a timely manner or at all. In addition to preserving cash, the Company enhanced liquidity through debt issuance, debt exchanges and equity sales as follows. See Note 8 — — ● The April 2020 issuance of $500 million of 10.5% first lien notes due 2025 (the “First Lien Notes due 2025”). ● The July 2020 completion of a debt exchange offer in which the Company issued approximately $1.46 billion aggregate principal amount of 10% / 12% Cash /PIK Toggle Second Lien Subordinated Secured Notes due 2026 (the “Second Lien Notes due 2026”) in exchange for approximately $2.02 billion principal amount of the Company’s senior subordinated notes, reducing the principal amounts of the Company’s debt by approximately $555 million and extending maturities on approximately $1.7 billion of debt to 2026, most of which was maturing in 2024 and 2025 previously. Interest on the Second Lien Notes due 2026 for the first three six-month interest periods after the issue date is expected to be paid all or in part on an in-kind basis pursuant to the terms of the 10% / 12% Cash/PIK Toggle Second Lien Subordinated Secured Notes due 2026. ● The July 2020 issuance of the 10.5% first lien secured notes due 2026 (the “First Lien Notes due 2026”) in which the Company received proceeds of $270.0 million, net of discounts and deferred charges. ● The launch of several “at-the-market” equity offerings to raise capital through the sale of the Company’s Class A common stock. During the year ended December 31, 2020, the Company sold 91.0 million shares, generating $272.8 million in gross proceeds and paid fees to sales agents of $6.8 million. In January 2021, the Company sold approximately 187.0 million shares, generating $596.9 million in gross proceeds and paid fees to sales agents of $14.9 million. ● The December 2020 issuance of 21,978,022 shares of Class A common stock to Mudrick Capital Management, LP (“Mudrick”) in exchange for $104.5 million aggregate principal amount of the Second Lien Notes due 2026 and a commitment from Mudrick to purchase $100 million aggregate principal amount of 15% / 17% /Cash/PIK Toggle First Lien Secured Notes due 2026 (“First Lien Toggle Notes due 2026”) which the Company issued to Mudrick in January 2021 for cash. ● The January 2021 conversion by holders of all $600 million of the Company’s 2.95% Convertible Senior Secured Notes due 2026 into shares of the Company’s Class A common stock at a conversion price of $13.51 which resulted in the issuance of 44,422,860 shares of its Class A Common Stock and reduced annual cash interest expense by $17.7 million. ● The February 2021 entry into a new £140.0 million and €296.0 million term loan facility agreement (the “Odeon Term Loan Facility”) by Odeon Cinemas Group Limited (“Odeon”). Approximately £89.7 million and €12.8 million of the net proceeds from the Odeon Term Loan Facility was used to repay in full Odeon’s obligations (including principal, interest, fees and cash collateralized letters of credit) under its existing revolving credit facility and the remaining net proceeds will be used for general corporate purposes . If attendance levels increase consistent with our assumptions described below, it currently estimates that its existing cash and cash equivalents, net proceeds from the completed issuances of debt and common stock in January 2021 and borrowings under the Odeon Term Loan Facility in February 2021 will be sufficient to comply with minimum liquidity requirements under our debt covenants, fund operations, and satisfy obligations including cash outflows for increased rent and planned capital expenditures currently and through at least March 31, 2022. This requires that the Company achieves significant increases in attendance levels beginning in the third quarter of 2021 and ultimately reaching 90% of pre COVID-19 attendance levels by the fourth quarter of 2021 and through the first quarter of 2022, as the vaccine rollout continues and more Hollywood product is released in its theatres. The Company entered into the Ninth Amendment (as defined below) to the Credit Agreement (as defined below) pursuant to which the requisite revolving lenders party thereto agreed to extend the suspension period for the financial covenant applicable to the Revolving Credit Facility (as defined below) from March 31, 2021 to March 31, 2022, as described, and on the terms and conditions specified, therein. As a result, the Company will be subject to the financial covenant beginning with the quarter ending June 30, 2022. The Company is subject to minimum liquidity requirements of approximately $145 million of which $100 million is required under the conditions for the Extended Covenant Suspension Period under the Senior Secured Revolving Credit Facility during the Extended Covenant Suspension Period, as amended, and £32.5 million (approximately $45 million) required under the Odeon Term Loan Facility. The Company’s liquidity needs thereafter will depend, among other things, on the timing of a full resumption of operations, the timing of movie releases and its ability to generate cash from operations. The Company continues to explore potential sources of additional liquidity, which is essential to its long-term viability, including: ● Additional equity financing. The Company may continue to pursue equity issuances that include its remaining authorized shares. The amount of liquidity the Company might generate will primarily depend on the market price of its Class A common stock, trading volumes, which impact the number of shares the Company is able to sell, and the available periods during which sales may be made. Because the Company’s market price and trading volumes are volatile, there is no guarantee as to the amounts of liquidity it might generate or that its prior experience accurately predicts the results the Company will achieve. ● Landlord Negotiations . Commencing in 2021, the Company’s cash expenditures for rent are scheduled to increase significantly as a result of rent obligations that had been deferred to 2021 and future years that were approximately $450.0 million as of December 31, 2020. In light of the Company’s liquidity challenges, and in order to establish its long-term viability, the Company believes it must continue to reach accommodations with its landlords to abate or defer a substantial portion of the Company’s rent obligations, in addition to generating sufficient amounts of liquidity through equity issuances and the other potential financing arrangements discussed below. Accordingly, the Company has entered into additional landlord negotiations to seek material reductions, abatements and deferrals in its rent obligations. In connection with these negotiations, the Company has ceased to make rent payments under a portion of its leases and has received notices of default, the result of which may permit landlords to threaten or seek a variety of remedies. The Company continues to renegotiate leases with landlords to attain additional concessions and address any instances of default. To the extent the Company achieves substantial deferrals but not abatements, its cash requirements will increase substantially in the future. ● Other Creditor Discussions . While the liquidity the Company has raised has substantially extended its liquidity runway, the new debt the Company has issued or that has been committed, together with the higher interest rate payments that will be required in the future but have largely been deferred, will substantially increase its leverage and future cash requirements. These future cash requirements, like the Company’s deferred rent obligations, will present a challenge to its long-term viability if its operating income does not return to pre-COVID levels. Even then, the Company believes it will need to engage in discussions with its creditors to substantially reduce its leverage. The Company expects to continue to explore alternatives that include new-money financing, potentially in connection with converting debt to equity, which would help manage its leverage but would be dilutive to holders of its common stock. The Company expects it will continue to receive from and discuss proposals with all classes of creditors. These discussions may not result in any agreement on commercially acceptable terms. ● Covenant Suspension. The Company entered into the Ninth Amendment to the Credit Agreement, pursuant to which the requisite revolving lenders party thereto agreed to extend the suspension period for the financial covenant applicable to the Revolving Credit Facility from March 31, 2021 to March 31, 2022, as described, and on the terms and conditions specified, therein. See Note 17 — Subsequent Events for further information. ● Joint-venture or other arrangements with existing business partners and minority investments in the Company’s capital stock. The Company continues to explore other potential arrangements, including equity investments, to generate additional liquidity. It is very difficult to estimate the Company’s liquidity requirements, future cash burn rates and future attendance levels. Depending on the Company’s assumptions regarding the timing and ability to achieve more normalized levels of operating revenue, the estimates of amounts of required liquidity vary significantly. Similarly, it is very difficult to predict when theatre attendance levels will normalize, which the Company expects will depend on the widespread availability and use of effective vaccines for the coronavirus. However, the Company’s current cash burn rates are not sustainable. Further, the Company cannot predict what future changes may occur to the supply or release date of movie titles available for theatrical exhibition once moviegoers are prepared to return in large numbers. Nor can the Company know with certainty the impact of Warner Bros.’s announcement that it is releasing its entire 2021 slate of movies on HBO Max at the same time as the movies debut in theatres or any similar announcements regarding the release of movie titles concurrently to the home video or streaming markets, as those arrangements will be subject to negotiations that have not yet taken place. There can be no assurance that the attendance level and other assumptions used to estimate the Company’s liquidity requirements and future cash burn will be correct, and its ability to be predictive is uncertain due to the unknown magnitude and duration of the COVID-19 pandemic. Further, there can be no assurances that the Company will be successful in generating the additional liquidity necessary to meet its obligations beyond twelve months from the issuance of these financial statements on terms acceptable to the Company or at all. If the Company is unable to maintain or renegotiate its minimum liquidity covenant requirements, it could have a significant adverse effect on the Company’s business, financial condition and operating results. The Company also realized significant cancellation of debt income (“CODI”) in connection with its debt restructuring. As a result of such CODI, the Company estimates a significant portion of its net operating losses and tax credits will be eliminated as a result of tax attribute reductions. Any loss of tax attributes as a result of such CODI may adversely affect the Company’s cash flows and therefore its ability to service its indebtedness. |
Use of Estimates | Use of Estimates. The preparation of financial statements in conformity with U.S. 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 consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Principles of Consolidation | Principles of Consolidation. The consolidated financial statements include the accounts of Holdings and all subsidiaries, as discussed above. All significant intercompany balances and transactions have been eliminated in consolidation. Majority-owned subsidiaries that the Company has control of are consolidated in the Company’s consolidated subsidiaries; consequently, a portion of its stockholders’ equity, net earnings (loss) and total comprehensive income (loss) for the periods presented are attributable to noncontrolling interests. The Company manages its business under two reportable segments for its theatrical exhibition operations, U.S. markets and International markets. |
Noncontrolling Interests | Noncontrolling Interests. disposed. At December 31, 2020, the carrying amounts of the major classes of assets and liabilities included as part of the disposal group that were previously included in the International markets reportable segment were; goodwill of $41.8 million, property, net, of $13.0 million, operating lease right-of-use assets, net of $15.7 million, and current and long-term operating lease liabilities of $2.4 million and $13.7 million, respectively. The remaining cash consideration is payable upon completion of the sale of the remaining 51% equity interest in Lithuania and Estonia, which is expected to occur in two separate transactions by country following competition council clearance in each country. At December 31, 2020, the Company’s noncontrolling interest of 49% in Lithuania and Estonia was $26.9 million. The Company estimates the sale of Forum Cinemas will be completed in 2021. |
Revenues | Revenues. The Company recognizes income from non-redeemed or partially redeemed gift cards in proportion to the pattern of rights exercised by the customer (“proportional method”) where it applies an estimated non-redemption rate for its gift card sales channels, which range from 13% to 18.5% of the current month sales of gift cards, and the Company recognizes in other theatre revenues the total amount of expected income for non-redemption for that current month’s sales as income over the next 24 months in proportion to the pattern of actual redemptions. The Company has determined its non-redeemed rates and redemption patterns using data accumulated over ten years. Upon adoption of ASC 606 on January 1, 2018, the Company recognizes ticket fee revenues based on a gross transaction price. The Company believes it is a principal (as opposed to agent) in the arrangement with third-party internet ticketing companies in regard to the sale of online tickets because the Company controls the online tickets before they are transferred to the customer. The online ticket fee revenues and the third-party commission or service fees are recorded in the line items other theatre revenues and operating expense, respectively, in the consolidated statements of operations. |
Film Exhibition Costs | Film Exhibition Costs. Film exhibition costs are accrued based on the applicable box office receipts and estimates of the final settlement to the film licensors. Film exhibition costs include certain advertising costs. As of December 31, 2020 and December 31, 2019, the Company recorded film payables of $16.4 million and $166.5 million, respectively, which are included in accounts payable in the accompanying consolidated balance sheets. |
Food and Beverage Costs | Food and Beverage Costs. The Company records rebate payments from vendors as a reduction of food and beverage costs when earned. |
Exhibitor Services Agreement | Exhibitor Services Agreement. — |
Customer Engagement Programs | Customer Engagement Programs. AMC Stubs ® TM tier called AMC Stubs ® TM The portion of the admissions and food and beverage revenues attributed to the rewards is deferred as a reduction of admissions and food and beverage revenues and is allocated between admissions and food and beverage revenues based on expected member redemptions. Upon redemption, deferred rewards are recognized as revenues along with associated cost of goods. The Company estimates point breakage in assigning value to the points at the time of sale based on historical trends. The program’s annual membership fee is allocated to the material rights for discounted or free products and services and is initially deferred, net of estimated refunds, and recognized as the rights are redeemed based on estimated utilization, over the one-year membership period in admissions, food and beverage, and other revenues. A portion of the revenues related to a material right are deferred as a virtual rewards performance obligation using the relative standalone selling price method and are recognized as the rights are redeemed or expire. AMC Stubs ® ® |
Advertising Costs | Advertising Costs. The Company expenses advertising costs as incurred and does not have any direct-response advertising recorded as assets. Advertising costs were $10.7 million, $42.6 million, and $45.4 million for the years ended December 31, 2020, December 31, 2019, and December 31, 2018, respectively, and are recorded in operating expense in the accompanying consolidated statements of operations. |
Cash and Equivalents | Cash and Equivalents. All highly liquid debt instruments and investments purchased with an original maturity of three months or less are classified as cash equivalents. |
Derivative Asset and Liability | Derivative Asset and Liability. — — |
Intangible Assets | Intangible Assets. Intangible assets were recorded at fair value for intangible assets resulting from the acquisition of Holdings by Wanda on August 30, 2012 and other theatre acquisitions. Intangible assets are comprised of amounts assigned to management contracts, a contract with an equity method investee, and a non-compete agreement, each of which are being amortized on a straight-line basis over the estimated remaining useful lives of the assets. The Company evaluates definite-lived intangible assets whenever events or changes in circumstances indicate that the carrying amount of the asset group may not be fully recoverable. Trademark and trade names are considered either definite or indefinite-lived intangible assets. Indefinite-lived intangible assets are not amortized but rather evaluated for impairment annually or more frequently as specific events or circumstances dictate. The Company first assesses the qualitative factors to determine whether the existence of events and circumstances indicate that it is more likely than not the fair value of an indefinite-lived intangible asset is less than its carrying amount as a basis for determining whether it is necessary to perform the quantitative impairment test. During the year ended December 31, 2020, the Company recorded impairment losses related to definite-lived intangible assets of $14.4 million in the U.S. markets and indefinite-lived intangible assets of $15.2 million in the International markets. There were no intangible asset impairment charges incurred during the years ended December 31, 2019 and December 31, 2018. |
Investments | Investments. The Company accounts for its investments in non-consolidated entities using either the cost or equity methods of accounting as appropriate, and has recorded the investments within other long-term assets in its consolidated balance sheets. Equity earnings and losses are recorded when the Company’s ownership interest provides the Company with significant influence. The Company follows the guidance in ASC 323-30-35-3, investment in a limited liability company, which prescribes the use of the equity method for investments where the Company has significant influence. The Company classifies gains and losses on sales of investments or impairments accounted for using the cost method in investment expense (income). Gains and losses on cash sales are recorded using the weighted average cost of all interests in the investments. Gains and losses related to non-cash negative common unit adjustments are recorded using the weighted average cost of those units in NCM. See Note 6 — |
Goodwill | Goodwill. The Company’s recorded goodwill was $2,547.3 million and $4,789.1 million as of December 31, 2020 and December 31, 2019, respectively. Goodwill represents the excess of purchase price over fair value of net tangible and identifiable intangible assets related to the acquisition of Holdings by Wanda on August 30, 2012 and subsequent theatre business acquisitions. The Company evaluates goodwill recorded at the Company’s two A decline in the common stock price and prices of the Company’s corporate borrowings and the resulting impact on market capitalization are two of several factors considered when making this evaluation. Based on sustained declines during the first quarter of 2020 in the Company’s enterprise market capitalization and the temporary suspension of operations at all the Company’s theatres on or before March 17, 2020 due to the COVID-19 pandemic, the Company performed a Step 1 quantitative goodwill impairment test of the Domestic and International reporting units as of March 31, 2020. In performing the Step 1 quantitative goodwill impairment test as of March 31, 2020, the Company used an enterprise value approach to measure fair value of the reporting units. The enterprise fair values of the Domestic Theatres and International Theatres reporting units were less than their carrying values and goodwill impairment charges of $1,124.9 million and $619.4 million, respectively, were recorded as of March 31, 2020 for the Company’s Domestic Theatres and International Theatres reporting units. In accordance with ASC 350-20-35-30, the Company performed an assessment to determine whether there were any events or changes in circumstances that would warrant an interim ASC 350 impairment analysis as of September 30, 2020. Due to the suspension of operations during the second and third quarters of 2020 and the further delay or cancellation of film releases, the Company performed a Step 1 quantitative impairment test of the Domestic and International reporting units as of September 30, 2020. In performing the Step 1 quantitative goodwill impairment test as of September 30, 2020, the Company used an enterprise value approach to measure fair value of the reporting units. See Note 12 — Due to the further delay or cancellation of film releases and the further suspension of operations in the International markets, the Company performed a Step 1 quantitative impairment test of the Domestic and International reporting units as of December 31, 2020. In performing the Step 1 quantitative goodwill impairment test as of December 31, 2020, the Company used an enterprise value approach to measure fair value of the reporting units. See Note 12 — As of September 30, 2019 and based on recent sustained declines in the trading price of the Company’s Class A common stock, the Company performed a quantitative goodwill impairment test of the Domestic and International reporting units as of September 30, 2019. In performing the quantitative goodwill impairment test as of September 30, 2019, the Company used an enterprise value approach to measure fair value of the reporting. The enterprise fair values of the Domestic Theatres and International Theatres reporting units exceeded their carrying values by approximately 9.9% and 11.8%, respectively. Accordingly, there was no goodwill impairment recorded as of September 30, 2019. In accordance with ASC 350-20-35-30, the Company performed an assessment to determine whether there were any events or changes in circumstances that would warrant an interim ASC 350 impairment analysis as of December 31, 2019. Given the further decline in the Company’s stock price during the fourth quarter of 2019, the Company performed a qualitative impairment test to evaluate whether it is more likely than not that the fair value of its two reporting units are less than their respective carrying amounts as of December 31, 2019. The Company compared its projected financial information and assumptions utilized in the quantitative analysis as of September 30, 2019 to the fourth quarter results noting operating performance is consistent with the projections and there have been no other changes which would impact management’s conclusion that the fair values of its reporting units exceed their carrying values. The Company also observed that its estimated fair value of its corporate borrowings and finance lease obligations remained relatively consistent from September 30, 2019 to December 31, 2019, which represents approximately 80% of the Company’s market enterprise value. The Company observed higher enterprise value control premiums for a recent acquisition agreement in its industry than those utilized for the market approach. In considering the totality of the aforementioned factors together with the excess of fair value over carrying value calculated in both its reporting units in the previous impairment test, the Company has concluded that it is not more likely than not that the fair values of its two reporting units have been reduced below their respective carrying amounts. As a result, the Company concluded that an interim quantitative impairment test as of December 31, 2019 was not required. |
Other Long-term Assets | Other Long-term Assets. Other long-term assets are comprised principally of investments in partnerships and joint ventures, costs incurred in connection with the Company’s line-of-credit revolving credit arrangement, which is being amortized to interest expense using the effective interest rate method over the respective life of the issuance, and capitalized computer software, which is amortized over the estimated useful life of the software. See Note 7 — |
Accounts Payable | Accounts Payable. Under the Company’s cash management system, checks issued but not presented to banks frequently result in book overdraft balances for accounting purposes and are classified within accounts payable in the balance sheet. The change in book overdrafts are reported as a component of operating cash flows for accounts payable as they do not represent bank overdrafts. The amount of these checks included in accounts payable as of December 31, 2020 and December 31, 2019 was $1.8 million and $40.9 million, respectively. |
Leases | Leases. The The Company leases theatres and equipment under operating and finance leases. The majority of the Company’s operations are conducted in premises occupied under lease agreements with initial base terms ranging generally from 12 to 15 years, with certain leases containing options to extend the leases for up to an additional 20 years. The Company typically does not believe that exercise of the renewal options is reasonably assured at the inception of the lease agreements and, therefore, considers the initial base term as the lease term. Lease terms vary but generally the leases provide for fixed and escalating rentals, contingent escalating rentals based on the Consumer Price Index and other indexes not to exceed certain specified amounts and variable rentals based on a percentage of revenues. The Company often receives contributions from landlords for renovations at existing locations. The Company records the amounts received from landlords as an adjustment to the right-of-use asset and amortizes the balance as a reduction to rent expense over the base term of the lease agreement. Operating lease right-of-use assets and lease liabilities were recorded at commencement date based on the present value of minimum lease payments over the remaining lease term. The minimum lease payments include base rent and other fixed payments, including fixed maintenance costs. The Company’s leases have remaining lease terms of approximately 1 year to 25 years, which may include the option to extend the lease when it is reasonably certain the Company will exercise that option. The present value of the lease payments is calculated using the incremental borrowing rate for operating leases, which was determined using a portfolio approach based on the rate of interest that the Company would have to pay to borrow an amount equal to the lease payments on a collateralized basis over a similar term. Operating lease expense is recorded on a straight-line basis over the lease term. The Company elected the practical expedient to not separate lease and non-lease components and also elected the short-term practical expedient for all leases that qualify. As a result, the Company will not recognize right-of-use assets or liabilities for short-term leases that qualify for the short-term practical expedient, but instead will recognize the lease payments as lease cost on a straight-line basis over the lease term. The Company’s lease agreements do not contain residual value guarantees. Short-term leases and sublease arrangements are immaterial. Equipment leases primarily consist of food and beverage equipment. |
Sale Leaseback Transactions | Sale Leaseback Transactions. Prior to adopting ASC 842 on January 1, 2019, the Company deferred gains on sale leaseback transactions and amortized the gains over the remaining lease term. Losses on sale leaseback transactions were recorded at the time of sale if the fair value of the property sold is less than the net book value of the property. On June 18, 2018, the Company completed the sale leaseback of the real estate assets associated with one theatre for proceeds, net of closing costs, of $50.1 million and the deferred gain on the sale was approximately $27.3 |
Impairment of Long-lived Assets | Impairment of Long-lived Assets. The Company reviews long-lived assets, including definite-lived intangibles and theatre assets (including operating lease right-of-use assets) whenever events or changes in circumstances indicate that the carrying amount of the asset group may not be fully recoverable. The Company identifies impairments related to internal use software when management determines that the remaining carrying value of the software will not be realized through future use. The Company evaluates events or circumstances, including competition in the markets where it operates, that would indicate the carrying value of theatre assets may not be fully recoverable. If an event or circumstance is identified indicating carrying value may not be recoverable, the sum of future undiscounted cash flows is compared to the carrying value. If the carrying value exceeds the future undiscounted cash flows, the carrying value of the asset is reduced to fair value, with the difference recorded as an impairment charge. Assets are evaluated for impairment on an individual theatre basis, which management believes is the lowest level for which there are identifiable cash flows. The Company evaluates theatres using historical and projected data of theatre level cash flow as its primary indicator of potential impairment and considers the seasonality of its business when making these evaluations. The fair value of assets is determined as either the expected selling price less selling costs (where appropriate) or the present value of the estimated future cash flows, adjusted as necessary for market participant factors. There is considerable management judgment necessary to determine the estimated future cash flows and fair values of the Company’s theatres and other long-lived assets, and, accordingly, actual results could vary significantly from such estimates, which fall under Level 3 within the fair value measurement hierarchy, see Note 12 — The following table summarizes the Company’s assets that were impaired: Year Ended December 31, December 31, December 31, (In millions) 2020 2019 2018 Impairment of long-lived assets $ 177.9 $ 84.3 $ 13.8 Impairment of definite-lived intangible assets 14.4 — — Impairment of indefinite-lived intangible assets 15.2 — — Impairment of goodwill 2,306.4 — — Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill 2,513.9 84.3 13.8 Impairment of equity method investments recorded in equity in earnings (loss) of non-consolidated entities 8.6 Impairment of other assets recorded in investment expense (income) 15.9 3.6 — Total impairment loss $ 2,538.4 $ 87.9 $ 13.8 (1) See Note 5—Goodwill and Intangible Assets for information regarding goodwill impairment. During the year ended December 31, 2020, the Company recorded non-cash impairment of long-lived assets of $152.5 million on 101 theatres in the U.S. markets with 1,139 screens (in Alabama, Arizona, Arkansas, California, Colorado, District of Columbia, Florida, Georgia, Illinois, Indiana, Iowa, Kentucky, Massachusetts, Michigan, Minnesota, Missouri, Montana, Nebraska, New Hampshire, New Jersey, New York, North Carolina, North Dakota, Ohio, Oklahoma, Pennsylvania, South Dakota, Tennessee, Texas, Washington, Wisconsin and Wyoming) and $25.4 million on 37 theatres in the International markets with 340 screens (in Finland, Germany, Ireland, Italy, Norway, Portugal, Spain, Sweden, and UK), which were related to property, net and operating lease right-of-use assets, net. During the year ended December 31, 2020, the Company recorded impairment losses related to definite-lived intangible assets of $14.4 million in the U.S. markets. For indefinite-lived intangible asset, the Company recorded impairment charges related to the Odeon trade name of $12.5 million and Nordic trade names of $2.7 million during the year ended December 31, 2020. During the year ended December 31, 2020, the Company recorded impairment losses in the International markets related to equity method investments of $8.6 million in equity in (earnings) loss of non-consolidated entities. In addition, during the year ended December 31, 2020, the Company recorded impairment losses of $15.9 million within investment expense (income), related to equity interest investments without a readily determinable fair value accounted for under the cost method in the U.S. markets. During the year ended December 31, 2019, the Company recorded an impairment of long-lived assets loss of $76.6 million on 40 theatres in the U.S. markets with 512 screens and an impairment of long-lived assets loss of $7.7 million on 14 theatres with 148 screens in the International markets, which was related to property held and used, operating lease right-of-use assets, and a U.S. property held and not used in other long-term assets. In addition, the Company recorded an impairment loss of $3.6 million within investment expense (income), related to an equity interest investment without a readily determinable fair value accounted for under the cost method. During the year ended December 31, 2018, the Company recorded an impairment of long-lived assets loss of $13.8 million on 13 theatres in the U.S. markets with 150 screens and 15 theatres with 118 screens in the International markets which was related to property held and used. |
Foreign Currency Translation | Foreign Currency Translation. Operations outside the United States are generally measured using the local currency as the functional currency. Assets and liabilities are translated at the rates of exchange at the balance sheet date. Income and expense items are translated at average rates of exchange. The resultant translation adjustments are included in foreign currency translation adjustment, a separate component of accumulated other comprehensive income (loss). Gains and losses from foreign currency transactions are included in net earnings (loss), except those intercompany transactions of a long-term investment nature, and also the Company’s £4.0 million, 6.375% Senior Subordinated Notes due 2024, which have been designated as a non-derivative net investment hedge of the Company’s investment in Odeon and UCI Cinemas Holdings Limited (“Odeon”). If the Company substantially liquidates its investment in a foreign entity, any gain or loss on currency translation or transaction balance recorded in accumulated other comprehensive loss is recorded as part of a gain or loss on disposition. |
Employee Benefit Plans | Employee Benefit Plans. The Company sponsors frozen non-contributory qualified and non-qualified defined benefit pension plans in the U.S., frozen defined benefit pension plans in the U.K., and a defined benefit pension plan in Sweden that is not frozen. The Company also sponsors a postretirement deferred compensation plan and a defined contribution plan. U.S. Pension Benefits International Pension Benefits Year Ended Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2020 December 31, 2019 Aggregated projected benefit obligation at end of period (1) $ (123.9) $ (115.9) $ (133.1) $ (120.5) Aggregated fair value of plan assets at end of period 84.2 76.3 128.7 119.4 Net liability for benefit cost - funded status $ (39.7) $ (39.6) $ (4.4) $ (1.1) (1) At December 31, 2020 and December 31, 2019, U.S. aggregated accumulated benefit obligations were $123.9 million and $115.9 million, respectively, and international aggregated accumulated benefit obligations were $129.5 million and $117.2 million, respectively. The Company expects to contribute $3.7 million to the U.S. pension plans, during the calendar year 2021. The Company intends to make future cash contributions to the plans in an amount necessary to meet minimum funding requirements according to applicable benefit plan regulations. The weighted-average assumptions used to determine benefit obligations are as follows: U.S. Pension Benefits International Pension Benefits December 31, 2020 December 31, 2019 December 31, 2020 December 31, 2019 Discount rate 2.26% 3.07% 1.78% 1.97% Rate of compensation increase N/A N/A 2.29% 2.27% The weighted-average assumptions used to determine net periodic benefit cost are as follows: U.S. Pension Benefits International Pension Benefits Year Ended Year Ended December 31, December 31, December 31, December 31, December 31, December 31, 2020 2019 2018 2020 2019 2018 Discount rate 3.07% 4.12% 3.42% 1.97% 2.86% 2.58% Weighted average expected long-term return on plan assets 6.70% 6.70% 7.00% 2.15% 2.99% 2.86% Rate of compensation increase N/A N/A N/A 2.27% 2.19% 2.19% The offset to the pension liability is recorded in equity as a component of accumulated other comprehensive (income) loss. For further information, see Note 14—Accumulated Other Comprehensive Income (Loss) for pension amounts and activity recorded in accumulated other comprehensive income. For the years ended December 31, 2020, December 31, 2019, and December 31, 2018, net periodic benefit costs were $1.8 million, $1.7 million, and $1.1 million, respectively. The service cost component of net periodic benefit costs is recorded in general and administrative other and the non-operating component is recorded in other expense (income) in the consolidated statements of operations. The following table provides the benefits expected to be paid in each of the next five years, and in the aggregate for the five years thereafter: (In millions) U.S. Pension Benefits International Pension Benefits 2021 $ 4.7 $ 3.3 2022 5.4 3.4 2023 4.8 3.5 2024 5.2 3.6 2025 5.3 3.7 Years 2026 - 2030 28.9 19.9 Under the defined contribution plan, the Company sponsors a voluntary 401(k) savings plan covering certain U.S. employees age 21 or older and who are not covered by a collective bargaining agreement. Under the Company’s 401(k) Savings Plan, except during the 2020 furlough period, the Company matched 100% of each eligible employee’s elective contributions up to 3% and 50% of contributions up to 5% of the employee’s eligible compensation. |
Income and Operating Taxes | Income and Operating Taxes. The Company accounts for income taxes in accordance with ASC 740-10. Under ASC 740-10, deferred income tax effects of transactions reported in different periods for financial reporting and income tax return purposes are recorded by the asset and liability method. This method gives consideration to the future tax consequences of deferred income or expense items and recognizes changes in income tax laws in the period of enactment. Holdings and its domestic subsidiaries file a consolidated U.S. federal income tax return and combined income tax returns in certain state jurisdictions. Foreign subsidiaries file income tax returns in foreign jurisdictions. Income taxes are determined based on separate Company computations of income or loss. Tax sharing arrangements are in place and utilized when tax benefits from affiliates in the consolidated group are used to offset what would otherwise be taxable income generated by Holdings or another affiliate. |
Casualty Insurance | Casualty Insurance. The Company is self-insured for general liability up to $1.0 million per occurrence and carries a $0.5 million deductible limit per occurrence for workers’ compensation claims. The Company utilizes actuarial projections of its ultimate losses to calculate its reserves and expense. The actuarial method includes an allowance for adverse developments on known claims and an allowance for claims which have been incurred but which have not yet been reported. As of December 31, 2020 and December 31, 2019, the Company recorded casualty insurance reserves of $32.7 million and $29.4 million. The Company recorded expenses related to general liability and workers’ compensation claims of $32.8 million, $32.6 million, and $25.1 million for the years ended December 31, 2020, December 31, 2019, and December 31, 2018, respectively. Casualty insurance expense is recorded in operating expense. |
Other Expense (Income) | Other Expense (Income): The following table sets forth the components of other expense (income): Year Ended December 31, (In millions) 2020 2019 2018 Derivative liability fair value adjustment for embedded conversion feature in the Convertible Notes $ 89.4 $ (23.5) $ (66.4) Derivative asset fair value adjustment for contingent call option related to the Class B common stock purchase and cancellation agreement 19.6 17.7 (45.0) Business interruption insurance recoveries (0.5) (1.1) (0.4) Credit losses related to contingent lease guarantees 15.0 — — Governmental assistance due to COVID-19 (38.6) — — Loss on Pound sterling forward contract — 0.9 0.4 Foreign currency transactions losses (2.8) 1.5 1.4 Non-operating components of net periodic benefit cost 1.1 1.2 0.8 Loss on repayment of indebtedness — 16.6 — Gain on extinguishment Second Lien Notes due 2026 (93.6) — — Financing fees related to modification of debt 39.3 — 0.4 Other — 0.1 0.7 Other expense (income) $ 28.9 $ 13.4 $ (108.1) |
Accounting Pronouncements Recently Adopted | Accounting Pronouncements Recently Adopted Financial Instruments. Fair Value Measurement. Cloud Computing Arrangement. Accounting Pronouncements Issued Not Yet Adopted Income Taxes. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which is intended to improve consistency and simplify several areas of existing guidance. ASU 2019-12 removes certain exceptions to the general principles related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The new guidance also clarifies the accounting for transactions that result in a step-up in the tax basis for goodwill. ASU 2019-12 is effective for the Company in the first quarter of 2021. The Company is currently evaluating the effect that ASU 2019-12 will have on its consolidated financial statements and the applicable adoption method to be utilized. |
THE COMPANY AND SIGNIFICANT A_3
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | |
Schedule of impairment of assets | Year Ended December 31, December 31, December 31, (In millions) 2020 2019 2018 Impairment of long-lived assets $ 177.9 $ 84.3 $ 13.8 Impairment of definite-lived intangible assets 14.4 — — Impairment of indefinite-lived intangible assets 15.2 — — Impairment of goodwill 2,306.4 — — Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill 2,513.9 84.3 13.8 Impairment of equity method investments recorded in equity in earnings (loss) of non-consolidated entities 8.6 Impairment of other assets recorded in investment expense (income) 15.9 3.6 — Total impairment loss $ 2,538.4 $ 87.9 $ 13.8 (1) See Note 5—Goodwill and Intangible Assets for information regarding goodwill impairment. |
Schedule of benefit obligations and plan assets and the accrued liability | U.S. Pension Benefits International Pension Benefits Year Ended Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2020 December 31, 2019 Aggregated projected benefit obligation at end of period (1) $ (123.9) $ (115.9) $ (133.1) $ (120.5) Aggregated fair value of plan assets at end of period 84.2 76.3 128.7 119.4 Net liability for benefit cost - funded status $ (39.7) $ (39.6) $ (4.4) $ (1.1) (1) At December 31, 2020 and December 31, 2019, U.S. aggregated accumulated benefit obligations were $123.9 million and $115.9 million, respectively, and international aggregated accumulated benefit obligations were $129.5 million and $117.2 million, respectively. |
Schedule of weighted-average assumptions used to determine benefit obligations | The weighted-average assumptions used to determine benefit obligations are as follows: U.S. Pension Benefits International Pension Benefits December 31, 2020 December 31, 2019 December 31, 2020 December 31, 2019 Discount rate 2.26% 3.07% 1.78% 1.97% Rate of compensation increase N/A N/A 2.29% 2.27% The weighted-average assumptions used to determine net periodic benefit cost are as follows: U.S. Pension Benefits International Pension Benefits Year Ended Year Ended December 31, December 31, December 31, December 31, December 31, December 31, 2020 2019 2018 2020 2019 2018 Discount rate 3.07% 4.12% 3.42% 1.97% 2.86% 2.58% Weighted average expected long-term return on plan assets 6.70% 6.70% 7.00% 2.15% 2.99% 2.86% Rate of compensation increase N/A N/A N/A 2.27% 2.19% 2.19% |
Schedule of expected benefit payments | (In millions) U.S. Pension Benefits International Pension Benefits 2021 $ 4.7 $ 3.3 2022 5.4 3.4 2023 4.8 3.5 2024 5.2 3.6 2025 5.3 3.7 Years 2026 - 2030 28.9 19.9 |
Schedule components of other expense (income) | Year Ended December 31, (In millions) 2020 2019 2018 Derivative liability fair value adjustment for embedded conversion feature in the Convertible Notes $ 89.4 $ (23.5) $ (66.4) Derivative asset fair value adjustment for contingent call option related to the Class B common stock purchase and cancellation agreement 19.6 17.7 (45.0) Business interruption insurance recoveries (0.5) (1.1) (0.4) Credit losses related to contingent lease guarantees 15.0 — — Governmental assistance due to COVID-19 (38.6) — — Loss on Pound sterling forward contract — 0.9 0.4 Foreign currency transactions losses (2.8) 1.5 1.4 Non-operating components of net periodic benefit cost 1.1 1.2 0.8 Loss on repayment of indebtedness — 16.6 — Gain on extinguishment Second Lien Notes due 2026 (93.6) — — Financing fees related to modification of debt 39.3 — 0.4 Other — 0.1 0.7 Other expense (income) $ 28.9 $ 13.4 $ (108.1) |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | |
Schedule of disaggregated revenue | Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Major revenue types Admissions $ 712.1 $ 3,301.3 $ 3,385.0 Food and beverage 362.4 1,719.6 1,671.5 Other theatre: Advertising 80.5 143.0 142.2 Other theatre 87.4 307.1 262.1 Other theatre 167.9 450.1 404.3 Total revenues $ 1,242.4 $ 5,471.0 $ 5,460.8 Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Timing of revenue recognition Products and services transferred at a point in time $ 1,086.0 $ 5,071.0 $ 5,218.7 Products and services transferred over time 156.4 400.0 242.1 Total revenues $ 1,242.4 $ 5,471.0 $ 5,460.8 (1) Amounts primarily include subscription and advertising revenues. |
Schedule of receivables and deferred revenue income | (In millions) December 31, 2020 December 31, 2019 Current assets Receivables related to contracts with customers $ 23.1 $ 160.3 Miscellaneous receivables 67.9 93.9 Receivables, net $ 91.0 $ 254.2 (In millions) December 31, 2020 December 31, 2019 Current liabilities Deferred revenue related to contracts with customers $ 400.6 $ 447.1 Miscellaneous deferred income 4.8 2.1 Deferred revenue and income $ 405.4 $ 449.2 |
Schedule of components of liabilities included in the exhibitor services agreement | (In millions) Exhibitor Services Agreement Year Ended 2021 $ 18.1 Year Ended 2022 19.5 Year Ended 2023 21.0 Year Ended 2024 22.6 Year Ended 2025 24.3 Years Ended 2026 through February 2037 432.1 Total $ 537.6 |
Customers included in deferred revenues and income | |
Disaggregation of Revenue [Line Items] | |
Schedule of changes in contract liabilities | Deferred Revenues Related to Contracts (In millions) with Customers Balance December 31, 2018 $ 412.8 Cash received in advance 457.1 Customer loyalty rewards accumulated, net of expirations: Admission revenues 29.4 Food and beverage 69.7 Other theatre 2.8 Reclassification to revenue as the result of performance obligations satisfied: Admission revenues (307.8) Food and beverage (116.7) Other theatre (95.6) Disposition of Austria theatres (1.2) Foreign currency translation adjustment (3.4) Balance December 31, 2019 $ 447.1 Cash received in advance 110.8 Customer loyalty rewards accumulated, net of expirations: Admission revenues 8.4 Food and beverage 15.0 Reclassification to revenue as the result of performance obligations satisfied: Admission revenues (118.5) Food and beverage (32.0) Other theatre (33.8) Foreign currency translation adjustment 3.6 Balance December 31, 2020 $ 400.6 (1) Includes movie tickets, food and beverage, gift cards, exchange tickets, and AMC Stubs ® loyalty membership fees. (2) Amount of rewards accumulated, net of expirations, that are attributed to AMC Stubs ® and other loyalty programs. (3) Amount of rewards redeemed that are attributed to gift cards, exchange tickets, movie tickets, AMC Stubs ® loyalty programs and other loyalty programs. (4) Amounts relate to income from non-redeemed or partially redeemed gift cards, non-redeemed exchange tickets, AMC Stubs ® loyalty membership fees and other loyalty programs. |
Exhibitor services agreement | |
Disaggregation of Revenue [Line Items] | |
Schedule of changes in contract liabilities | Exhibitor Services (In millions) Agreement Balance December 31, 2018 $ 564.0 Common Unit Adjustment–additions of common units 1.4 Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied (15.7) Balance December 31, 2019 $ 549.7 Common Unit Adjustment–additions of common units 4.8 Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied (16.9) Balance December 31, 2020 $ 537.6 (1) Represents the fair value amount of the NCM common units that were surrendered due to the annual Common Unit Adjustment. Such amount will increase the deferred revenues that are being amortized to other theatre revenues over the remainder of the 30 -year term of the ESA ending in February 2037. |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
LEASES | |
Schedule of deferred payment amounts related to rent obligations for which payments have been deferred | December 31, (In millions) 2020 Fixed operating lease deferred amounts included in: Right-of-use assets as a result of lease remeasurements $ 120.9 Accounts payables-contractual rent payments due and not paid 138.5 Current maturities of operating lease liabilities 67.5 Long-term operating lease liabilities 57.0 Finance lease deferred amounts included in: Property, net, as a result of lease remeasurements 2.1 Accounts payables-contractual rent payments due and not paid 0.5 Current maturities of finance lease liabilities-other 3.0 Long-term finance lease liabilities-other 4.6 Long-term finance lease liabilities 2.6 Variable lease deferred amounts included in: Accounts payables-contractual rent payments due and not paid 15.8 Current maturities of operating lease liabilities-resolution of contingencies 9.1 Long-term operating lease liabilities-resolution of contingencies 28.4 Total deferred lease amounts $ 450.0 |
Schedule of components of lease costs | Year Ended Consolidated Statement December 31, December 31, (In millions) of Operations 2020 2019 Operating lease cost Theatre properties Rent $ 813.7 $ 876.0 Theatre properties Operating expense 2.8 9.1 Equipment Operating expense 14.6 14.4 Office and other General and administrative: other 5.4 5.5 Finance lease cost Amortization of finance lease assets Depreciation and amortization 6.7 9.2 Interest expense on lease liabilities Finance lease obligations 5.9 7.6 Variable lease cost Theatre properties Rent 70.4 91.8 Equipment Operating expense 6.4 56.3 Total lease cost $ 925.9 $ 1,069.9 |
Schedule of weighted average remaining lease term and discount rate | As of December 31, 2020 Weighted Average Weighted Average Remaining Discount Lease Term and Discount Rate Lease Term (years) Rate Operating leases 10.4 9.8% Finance leases 12.9 6.9% |
Schedule of cash flow and supplemental information | Year Ended December 31, December 31, (In millions) 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in finance leases $ (3.2) $ (7.6) Operating cash flows used in operating leases (446.5) (941.6) Financing cash flows used in finance leases (6.2) (10.9) Landlord contributions: Operating cashflows provided by operating leases 43.6 106.5 Supplemental disclosure of noncash leasing activities: Right-of-use assets obtained in exchange for new operating lease liabilities 201.5 463.2 (1) Includes lease extensions and an option exercises. |
Schedule of minimum annual payments required under existing leases | Operating Lease Financing Lease (In millions) Payments Payments 2021 $ 1,044.7 $ 18.6 2022 971.8 16.3 2023 862.6 12.1 2024 785.2 10.0 2025 752.9 9.4 Thereafter 4,371.1 76.3 Total lease payments 8,788.3 142.7 Less imputed interest (3,246.9) (46.7) Total $ 5,541.4 $ 96.0 (1) Does not include amounts recorded in accounts payable for deferred rent. |
PROPERTY (Tables)
PROPERTY (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
PROPERTY | |
Summary of property | (In millions) December 31, 2020 December 31, 2019 Property owned: Land $ 92.6 $ 106.3 Buildings and improvements 222.3 230.4 Leasehold improvements 1,833.8 1,834.8 Furniture, fixtures and equipment 2,343.7 2,216.8 4,492.4 4,388.3 Less: accumulated depreciation 2,232.1 1,812.5 2,260.3 2,575.8 Property leased under finance leases: Building and improvements 73.2 81.0 Less: accumulated depreciation and amortization 11.0 7.6 62.2 73.4 $ 2,322.5 $ 2,649.2 |
Schedule of estimated useful lives | Buildings and improvements 1 to 40 years Leasehold improvements 1 to 20 years Furniture, fixtures and equipment 1 to 15 years |
GOODWILL AND INTANGIBLE ASSETS
GOODWILL AND INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
GOODWILL AND INTANGIBLE ASSETS | |
Schedule of Activity of Goodwill | (In millions) U.S. International Total Balance December 31, 2018 $ 3,072.6 $ 1,716.1 $ 4,788.7 Currency translation adjustment — 0.4 0.4 Balance December 31, 2019 $ 3,072.6 $ 1,716.5 $ 4,789.1 Impairment adjustment March 31, 2020 (1,124.9) (619.4) (1,744.3) Impairment adjustment September 30, 2020 (151.2) (5.6) (156.8) Impairment adjustment December 31, 2020 — (405.3) (405.3) Baltics disposition-Latvia — (7.9) (7.9) Currency translation adjustment — 72.5 72.5 Balance December 31, 2020 $ 1,796.5 $ 750.8 $ 2,547.3 |
Schedule of detail of other intangible assets | December 31, 2020 December 31, 2019 Gross Gross Remaining Carrying Accumulated Carrying Accumulated (In millions) Useful Life Amount Amortization Amount Amortization Amortizable Intangible Assets: Management contracts and franchise rights 1 to 6 years $ 12.0 $ (9.8) $ 11.8 $ (7.9) Non-compete agreement 2.6 (2.6) 2.6 (2.1) Starplex trade name 6 years 7.9 (3.4) 7.9 (2.6) Carmike trade name 3 years 9.3 (5.3) 9.3 (4.0) NCM tax receivable agreement 20.9 (20.9) 20.9 (6.2) Total, amortizable $ 52.7 $ (42.0) $ 52.5 $ (22.8) Non-amortizing Intangible Assets: AMC trademark $ 104.4 $ 104.4 Odeon trade names 40.7 50.7 Nordic trade names 7.4 10.5 Total, unamortizable $ 152.5 $ 165.6 |
Schedule of amortization expense associated with the intangible assets | Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Recorded amortization $ 4.5 $ 5.1 $ 19.2 |
Schedule of estimated annual amortization for the next five calendar years for intangible assets | (In millions) 2021 2022 2023 2024 2025 Projected annual amortization $ 3.6 $ 2.6 $ 2.2 $ 1.0 $ 1.0 |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
INVESTMENTS | |
Schedule of Condensed Financial Information of Non-consolidated Equity Method Investments | (In millions) December 31, 2020 December 31, 2019 Current assets $ 267.6 $ 339.3 Noncurrent assets 347.4 843.3 Total assets 615.0 1,182.6 Current liabilities 181.0 222.4 Noncurrent liabilities 213.5 260.5 Total liabilities 394.5 482.9 Stockholders’ equity 220.5 699.7 Liabilities and stockholders’ equity 615.0 1,182.6 The Company’s recorded investment 80.9 239.1 (1) Certain differences in the Company’s recorded investments, and its proportional ownership share resulting from the acquisition of Holdings by Wanda on August 30, 2012, where the investments were recorded at fair value, are amortized to equity in (earnings) losses of non-consolidated entities over the estimated useful lives of the underlying assets and liabilities. Other non-amortizing differences are considered to represent goodwill and are evaluated for impairment annually. Condensed financial information of the Company’s significant non-consolidated equity method investments is shown below and amounts are presented under U.S. GAAP for the periods of ownership by the Company: Year Ended December 31, December 31, December 31, (In millions) 2020 2019 2018 Revenues $ 162.7 $ 694.5 $ 902.8 Operating costs and expenses 347.9 583.7 743.0 Net earnings (loss) $ (185.2) $ 110.8 $ 159.8 |
Schedule of Components of Recorded Equity in Earnings (Losses) of Non-consolidated Entities | Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 The Company’s recorded equity in earnings (loss) $ (30.9) $ 30.6 $ 86.7 |
Schedule of Changes in the Carrying Amount of Investment and Equity in Losses | Accumulated G&A: Exhibitor Other Equity in Mergers and Investment Services Comprehensive Cash (Earnings) Acquisitions Advertising (In millions) in NCM Agreement(1) (Income)/Loss Received Losses Expense (Revenue) Ending balance at December 31, 2017 $ 161.1 $ (530.9) $ (2.5) ASC 606 revenue recognition change in amortization method — (52.9) — — — — — Surrender of common units for common unit adjustment (6.3) 5.2 — — 1.1 — — Receipt of excess cash distributions (15.3) — — 15.3 — — — Impairment loss - held for sale (14.4) — — — 14.4 — — Expenses on sale of NCM common units — — — (1.4) 1.4 — — Sale of NCM common units (128.3) — 2.4 156.8 (30.9) — — Equity in earnings 3.2 — 0.1 — (3.3) — — Amortization of ESA — 14.6 — — — — (14.6) Ending balance at December 31, 2018 $ — $ (564.0) $ — $ 170.7 $ (17.3) $ — $ (14.6) Receipt of NCM shares — (1.4) — — — — — Amortization of ESA — 15.7 — — — — (15.7) Ending balance at December 31, 2019 $ — $ (549.7) $ — $ — $ — $ — $ (15.7) Receipt of NCM shares — (4.8) — — — — — Amortization of ESA — 16.9 — — — — (16.9) Ending balance at December 31, 2020 $ — $ (537.6) $ — $ — $ — $ — $ (16.9) (1) Represents the unamortized portion of the 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 2037. |
Schedule of Related Party Transactions with Equity Method Investees | As of As of (In millions) December 31, 2020 December 31, 2019 Due from DCM for on-screen advertising revenue $ — $ 4.2 Loan receivable from DCM 0.7 0.7 Due from DCIP for warranty expenditures 5.7 3.5 Due to AC JV for Fathom Events programming (0.9) (0.8) Due from Screenvision for on-screen advertising revenue 0.4 3.4 Due from Nordic JVs 1.2 2.5 Due to Nordic JVs for management services (0.5) (1.6) Due from SCC related to the joint venture 0.7 8.3 Due to U.S. theatre partnerships (0.4) (1.0) Year Ended (In millions) Consolidated Statements of Operations December 31, 2020 December 31, 2019 December 31, 2018 DCM screen advertising revenues Other revenues $ 3.8 $ 22.4 $ 20.1 DCIP equipment rental expense Operating expense 1.0 3.6 6.5 Gross exhibition cost on AC JV Fathom Events programming Film exhibition costs 3.9 13.6 12.9 Screenvision screen advertising revenues Other revenues 2.6 15.6 15.1 |
SUPPLEMENTAL BALANCE SHEET IN_2
SUPPLEMENTAL BALANCE SHEET INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
SUPPLEMENTAL BALANCE SHEET INFORMATION | |
Schedule of other assets and liabilities | (In millions) December 31, 2020 December 31, 2019 Other current assets: Income taxes receivable $ 8.0 $ 11.7 Prepaids 33.8 63.4 Merchandise inventory 21.3 37.5 Other 11.5 30.8 $ 74.6 $ 143.4 Other long-term assets: Investments in real estate $ 16.0 $ 16.8 Deferred financing costs revolving credit facility 8.3 11.3 Investments in equity method investees 80.9 239.1 Computer software 101.6 115.8 Investment in common stock 16.6 28.0 Pension asset 20.8 19.6 Derivative asset — 38.0 Prepaid commitment fee and deferred charges 28.6 — Other 31.8 34.4 $ 304.6 $ 503.0 Accrued expenses and other liabilities: Taxes other than income $ 86.6 $ 75.2 Interest 31.4 21.2 Payroll and vacation 28.3 43.8 Current portion of casualty claims and premiums 6.7 12.6 Accrued bonus 0.6 32.5 Accrued licensing and percentage rent 16.5 24.7 Current portion of pension 0.6 0.5 Other 87.1 114.1 $ 257.8 $ 324.6 Other long-term liabilities: Pension $ 64.3 $ 59.9 Casualty claims and premiums 28.2 17.9 Contingent lease liabilities 30.2 — Other 118.6 118.1 $ 241.3 $ 195.9 (1) See Note 1 — The Company and Significant Accounting Policies and Note 11—Commitments and Contingencies for information regarding contingent lease guarantees, as required by ASU 2016-13. (2) See Note 8 — Corporate Borrowings and Finance Lease Obligations for information regarding the prepaid commitment fee and deferred charges related entry into the entry into a material definitive agreement and also Note 17 — Subsequent Events for information regarding the First Lien Toggle Notes due 2026 agreement. |
CORPORATE BORROWINGS (Tables)
CORPORATE BORROWINGS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Summary of the carrying value of corporate borrowings and capital and financing lease obligations | (In millions) December 31, 2020 December 31, 2019 First Lien Secured Debt: Senior Secured Credit Facility-Term Loan due 2026 (3.23% as of December 31, 2020) $ 1,965.0 $ 1,985.0 Senior Secured Credit Facility-Revolving Credit Facility Due 2024 (range of 2.65% to 2.74% as of December 31, 2020) 212.2 — Odeon Revolving Credit Facility Due 2022 (2.5785% as of December 31, 2020) 93.7 — Odeon Revolving Credit Facility Due 2022 (2.6% as of December 31, 2020) 27.1 — 10.5% First Lien Notes due 2025 500.0 — 2.95% Senior Secured Convertible Notes due 2026 600.0 — 10.5% First Lien Notes due 2026 300.0 — Second Lien Secured Debt: 10%/12%/Cash/PIK/Toggle Second Lien Subordinated Notes due 2026 1,423.6 — Senior Debt: 2.95% Senior Unsecured Convertible Notes due 2024 — 600.0 Subordinated Debt: 6.375% Senior Subordinated Notes due 2024 (£4.0 million par value as of December 31, 2020) 5.4 655.8 5.75% Senior Subordinated Notes due 2025 98.3 600.0 5.875% Senior Subordinated Notes due 2026 55.6 595.0 6.125% Senior Subordinated Notes due 2027 130.7 475.0 $ 5,411.6 $ 4,910.8 Finance lease obligations 96.0 99.9 Paid-in-kind interest for 10%/12%/Cash/PIK/Toggle Second Lien Subordinated Notes due 2026 7.6 — Deferred financing costs (42.1) (88.8) Net premium (discount) 338.7 (69.1) Derivative liability — 0.5 $ 5,811.8 $ 4,853.3 Less: Current maturities corporate borrowings (20.0) (20.0) Current maturities finance lease obligations (12.9) (10.3) $ 5,778.9 $ 4,823.0 (1) The following table provides the net premium (discount) amounts of corporate borrowings: |
Summary of net premium (discount) amounts of corporate borrowings | December 31, December 31, (In millions) 2020 2019 10%/12%/Cash/PIK/Toggle Second Lien Subordinated Notes due 2026 $ 445.1 $ — 2.95% Senior Secured Convertible Notes due 2026 (61.5) — 2.95% Senior Unsecured Convertible Notes due 2024 — (73.7) 10.5% First Lien Notes due 2026 (28.5) — 10.5% First Lien Notes due 2025 (8.9) — Senior Secured Credit Facility-Term Loan due 2026 (7.5) (9.0) 6.375% Senior Subordinated Notes due 2024 — 13.6 $ 338.7 $ (69.1) |
Schedule of minimum annual payments required under existing capital and financing lease obligations (net present value thereof) and maturities of corporate borrowings | Principal Amount of Corporate (In millions) Borrowings (1) 2021 $ 20.0 2022 140.7 2023 20.0 2024 237.7 2025 618.3 Thereafter 4,374.9 Total $ 5,411.6 (1) See Note 17 — Subsequent Events for information regarding the new Odeon Term Loan Facility and the First Lien Toggle Notes due 2026. |
Summary of debt validly tendered and accepted | (In thousands) Total Aggregate Principal Amount Validly Tendered Percentage of Outstanding Existing Subordinated Notes Validly Tendered 6.375% Senior Subordinated Notes due 2024 ( $ 632,145 99.20 % 5.75% Senior Subordinated Notes due 2025 $ 501,679 83.61 % 5.875% Senior Subordinated Notes due 2026 $ 539,393 90.65 % 6.125% Senior Subordinated Notes due 2027 $ 344,279 72.48 % |
Convertible Notes | |
Summary of the carrying value of corporate borrowings and capital and financing lease obligations | Carrying Value Increase Carrying Value Increase Reclassification Carrying Value at Issuance on to Expense as of to Expense to Additional as of (In millions) December 31, 2018 (Income) December 31, 2019 (Income) Paid-in Capital December 31, 2020 Principal balance $ 600.0 $ — $ 600.0 $ — $ — $ 600.0 Discount (86.7) 13.0 (73.7) 12.2 — (61.5) Deferred financing costs (13.0) 1.8 (11.2) 1.7 — (9.5) Derivative liability 24.0 (23.5) 0.5 89.4 (89.9) — Carrying value $ 524.3 $ (8.7) $ 515.6 $ 103.3 $ (89.9) $ 529.0 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Schedule of the Dividends and Dividend Equivalents Paid | Amount per Total Amount Share of Declared Declaration Date Record Date Date Paid Common Stock (In millions) February 26, 2020 March 9, 2020 March 23, 2020 $ 0.03 $ 3.2 Amount per Total Amount Share of Declared Declaration Date Record Date Date Paid Common Stock (In millions) February 15, 2019 March 11, 2019 March 25, 2019 $ 0.20 $ 21.3 May 3, 2019 June 10, 2019 June 24, 2019 0.20 21.3 August 2, 2019 September 9, 2019 September 23, 2019 0.20 21.3 October 24, 2019 December 2, 2019 December 16, 2019 0.20 21.0 Amount per Total Amount Share of Declared Declaration Date Record Date Date Paid Common Stock (In millions) February 28, 2018 March 12, 2018 March 26, 2018 $ 0.20 $ 26.0 May 3, 2018 June 11, 2018 June 25, 2018 0.20 26.0 July 24, 2018 September 10, 2018 September 24, 2018 0.20 25.8 September 14, 2018 September 25, 2018 September 28, 2018 1.55 162.9 November 1, 2018 December 10, 2018 December 26, 2018 0.20 21.2 |
Schedule of Nonvested RSU and PSU Activity | Weighted Average Shares of RSU Grant Date PSU and SPSU Fair Value Beginning balance at January 1, 2018 1,083,841 $ 28.61 Granted 1,313,152 15.65 Vested (408,848) 21.68 Forfeited (53,698) 20.69 Beginning balance at January 1, 2019 1,934,447 $ 21.50 Granted 1,960,334 12.89 Vested (303,201) 21.76 Forfeited (220,632) 17.17 Cancelled (100,855) 21.46 Beginning balance at January 1, 2020 3,270,093 $ 15.88 Granted 6,517,594 4.66 Vested (2,472,375) 8.61 Forfeited (1,020,122) 16.97 Cancelled (2,135,929) 7.22 Nonvested at December 31, 2020 4,159,261 $ 6.80 (1) Represents vested RSUs and PSUs surrendered in lieu of taxes and cancelled awards returned to the 2013 Equity Incentive Plan. |
Special Performance Stock Unit | |
Schedule of target prices and vesting tranches | Tranche Target Stock Price SPSUs Vesting 1 $12.00 595,003 2 $16.00 595,003 3 $20.00 595,003 4 $24.00 595,003 5 $28.00 594,994 6 $32.00 594,994 |
Schedule of assumptions in determining the fair value of the SPSUs | Assumptions Expected stock price volatility 45.0% Expected dividend yield 2.02% and 2.44% Risk-free interest rate 1.33% and 0.92% Grant-date stock price $5.93 and $4.92 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
INCOME TAXES | |
Schedule of component of income tax provision reflected in the consolidated statements of operations | Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Current: Federal $ 0.1 $ (0.1) $ (0.5) Foreign (0.1) 8.4 5.0 State (4.1) 2.9 15.5 Total current (4.1) 11.2 20.0 Deferred: Federal 2.7 (4.2) 0.8 Foreign 57.6 (42.8) (7.5) State 3.7 13.3 0.3 Total deferred 64.0 (33.7) (6.4) Total provision (benefit) $ 59.9 $ (22.5) $ 13.6 |
Schedule of pre-tax income (losses) | Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Domestic $ (3,036.4) $ (165.1) $ 154.4 Foreign (1,493.1) (6.5) (30.7) Total $ (4,529.5) $ (171.6) $ 123.7 |
Schedule of the difference between the effective tax rate on earnings (loss) from continuing operations before income taxes and the U.S. federal income tax statutory rate | Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Income tax expense (benefit) at the federal statutory rate $ (951.2) $ (36.0) $ 26.0 Effect of: State income taxes (89.5) (7.2) 8.9 Increase in reserve for uncertain tax positions (1.9) 8.4 5.2 Federal and state credits (3.6) (6.5) (5.9) Permanent items - goodwill impairment 456.3 — — Permanent items - other 13.2 (6.6) 5.7 Foreign rate differential 19.7 11.8 (5.9) Other 1.7 (10.6) 9.7 Valuation allowance 615.2 24.2 (30.1) Income tax expense (benefit) $ 59.9 $ (22.5) $ 13.6 Effective income tax rate (1.3) % 13.1 % 11.0 % |
Schedule of significant components of deferred income tax assets and liabilities | December 31, 2020 December 31, 2019 Deferred Income Tax Deferred Income Tax (In millions) Assets Liabilities Assets Liabilities Tangible assets $ — $ (179.7) $ — $ (152.6) Right-of-use assets — (1,043.1) — (1,187.2) Accrued liabilities 24.2 — 17.0 — Intangible assets — (105.0) — (99.7) Receivables 8.5 — 7.8 — Investments 55.7 — 17.8 — Capital loss carryforwards 1.2 — 1.2 — Pension and deferred compensation 15.4 — 21.6 — Corporate borrowings 42.0 — — (101.8) Disallowed interest 32.3 — 42.1 — Deferred revenue 193.3 — 170.8 — Lease liabilities 1,294.3 — 1,377.7 — Finance lease obligations 1.6 — 2.4 — Other credit carryovers 19.6 — 18.0 — Other comprehensive income — (1.1) — (1.0) Net operating loss carryforwards 365.5 — 202.8 — Total $ 2,053.6 $ (1,328.9) $ 1,879.2 $ (1,542.3) Less: Valuation allowance (764.9) — (312.8) — Net deferred income taxes $ 1,288.7 $ (1,328.9) $ 1,566.4 $ (1,542.3) |
Schedule of rollforward of the Company's valuation allowance for deferred tax assets | Additions Charged Balance at Charged Charged (Credited) Beginning of (Credited) to (Credited) to to Other Balance at (In millions) Period Expenses(1) Goodwill Accounts(2) End of Period Calendar Year 2020 Valuation allowance-deferred income tax assets $ 312.8 615.2 — (163.1) $ 764.9 Calendar Year 2019 Valuation allowance-deferred income tax assets $ 323.6 24.2 — (35.0) $ 312.8 Calendar Year 2018 Valuation allowance-deferred income tax assets $ 338.4 (30.1) — 15.3 $ 323.6 (1) The 2020 valuation allowance primarily relates to the Company’s increase in the current year’s federal, state and international net operating losses, for which no benefit has been recognized, and the establishment of a valuation allowance to reduce the previously recognized benefit of deferred tax assets in Germany and Spain, which an expense of $73.2 million has been recognized. (2) Primarily relates to amounts resulting from the Company’s changes in deferred tax assets and associated valuation allowance that are not related to income statement activity as well as amounts charged to other comprehensive income. In 2019, this includes $(28.6) million of valuation allowance associated with the sale of the Austria theatres. |
Schedule of reconciliation of the change in the amount of unrecognized tax benefits | Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Balance at beginning of period $ 31.0 $ 22.0 $ 15.3 Gross increases—current period tax positions 4.8 10.5 7.3 Gross decreases—prior period tax positions (1.3) (1.5) (0.6) Gross decreases—expiration of statute of limitations (1.0) — — Balance at end of period $ 33.5 $ 31.0 $ 22.0 |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
FAIR VALUE MEASUREMENTS | |
Schedule of Fair Value Hierarchy of Financial Assets Carried at Fair Value on a Recurring Basis | Fair Value Measurements at December 31, 2020 Using Significant Total Carrying Quoted prices in Significant other unobservable Value at active market observable inputs inputs (In millions) December 31, 2020 (Level 1) (Level 2) (Level 3) Other long-term assets: Money market mutual funds $ 1.1 $ 1.1 $ — $ — Investments measured at net asset value 10.6 — — — Marketable equity securities: Investment in NCM 5.2 5.2 — — Total assets at fair value $ 16.9 $ 6.3 $ — $ — Fair Value Measurements at December 31, 2019 Using Significant Total Carrying Quoted prices in Significant other unobservable Value at active market observable inputs inputs (In millions) December 31, 2019 (Level 1) (Level 2) (Level 3) Other long-term assets: Money market mutual funds $ 0.6 $ 0.6 $ — $ — Derivative asset 38.0 — — 38.0 Investments measured at net asset value 11.9 — — — Marketable equity securities: Investment in NCM 0.7 0.7 — — Total assets at fair value $ 51.2 $ 1.3 $ — $ 38.0 Corporate Borrowings: Derivative liability $ 0.5 $ — $ — $ 0.5 Total liabilities at fair value $ 0.5 $ — $ — $ 0.5 (1) The investments relate to non-qualified deferred compensation arrangements on behalf of certain members of management. The Company has an equivalent liability for this related-party transaction recorded in other long-term liabilities for the deferred compensation obligation. |
Summary of fair value hierarchy of the Company's assets that were measured at fair value on a nonrecurring basis | Fair Value Measurements Using Significant other Significant Total Carrying Quoted prices in observable unobservable Value at active market inputs inputs Total (In millions) Measurement Date Measurement Date (Level 1) (Level 2) (Level 3) Losses Property, net: Property net March 31, 2020 $ 40.5 $ — $ — $ 40.5 $ 30.9 Property net September 30, 2020 14.3 — — 14.3 8.5 Property net December 31, 2020 25.4 — — 25.4 20.7 Operating lease right-of-use assets Operating lease right-of-use assets March 31, 2020 124.0 — — 124.0 60.4 Operating lease right-of-use assets September 30, 2020 56.8 — — 56.8 19.6 Operating lease right-of-use assets December 31, 2020 69.0 — — 69.0 37.8 Intangible assets, net Definite-lived intangible assets March 31, 2020 6.6 — — 6.6 8.0 Indefinite-lived intangible assets March 31, 2020 50.3 — — 50.3 8.3 Definite-lived intangible assets September 30, 2020 — — — — 6.4 Indefinite-lived intangible assets September 30, 2020 43.8 — — 43.8 4.6 Indefinite-lived intangible assets December 31, 2020 44.0 — — 44.0 2.3 Goodwill Goodwill March 31, 2020 2,938.0 — — 2,938.0 1,744.3 Goodwill September 30, 2020 2,874.4 — — 2,874.4 156.8 Goodwill December 31, 2020 2,547.3 — — 2,547.3 405.3 Other long-term assets Cost method investments March 31, 2020 — — — — 7.2 Cost method investments December 31, 2020 11.3 — — 11.3 8.7 Equity method investments December 31, 2020 17.2 — — 17.2 8.6 Total $ 8,862.9 $ — $ — $ 8,862.9 $ 2,538.4 Fair Value Measurements at December 31, 2019 Using Significant other Significant Total Carrying Quoted prices in observable unobservable Value at active market inputs inputs Total (In millions) December 31, 2019 (Level 1) (Level 2) (Level 3) Losses Property, net: Property net $ 29.2 $ — $ — $ 29.2 $ 23.1 Operating lease right-of-use assets Operating lease right-of-use assets 123.3 — — 123.3 60.0 Other long-term assets Property owned, net 3.0 — — 3.0 1.2 Equity interest investment 2.2 — — 2.2 3.6 Total $ 157.7 $ — $ — $ 157.7 $ 87.9 |
Schedule of Fair Value of Financial Instruments Not Recognized at Fair Value for Which It Is Practicable to Estimate Fair Value | Fair Value Measurements at December 31, 2020 Using Significant other Significant Total Carrying Quoted prices in observable unobservable Value at active market inputs inputs (In millions) December 31, 2020 (Level 1) (Level 2) (Level 3) Current maturities of corporate borrowings $ 20.0 $ — $ 12.9 $ — Corporate borrowings 5,695.8 — 2,485.9 278.0 Fair Value Measurements at December 31, 2019 Using Significant other Significant Total Carrying Quoted prices in observable unobservable Value at active market inputs inputs (In millions) December 31, 2019 (Level 1) (Level 2) (Level 3) Current maturities of corporate borrowings $ 20.0 $ — $ 20.4 $ — Corporate borrowings 4,733.4 — 4,135.3 514.9 |
OPERATING SEGMENTS (Tables)
OPERATING SEGMENTS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
OPERATING SEGMENTS | |
Schedule of financial information by reportable operating segment | Year Ended Revenues (In millions) December 31, 2020 December 31, 2019 December 31, 2018 U.S. markets $ 826.7 $ 4,023.2 $ 4,013.2 International markets 415.7 1,447.8 1,447.6 Total revenues $ 1,242.4 $ 5,471.0 $ 5,460.8 Year Ended Adjusted EBITDA (1) (In millions) December 31, 2020 December 31, 2019 December 31, 2018 U.S. markets $ (768.2) $ 575.6 $ 700.5 International markets (231.0) 195.8 228.7 Total Adjusted EBITDA $ (999.2) $ 771.4 $ 929.2 (1) The Company presents Adjusted EBITDA as a supplemental measure of its performance. The Company defines Adjusted EBITDA as net earnings (loss) plus (i) income tax provision (benefit), (ii) interest expense and (iii) depreciation and amortization, as further adjusted to eliminate the impact of certain items that the Company does not consider indicative of the Company’s ongoing operating performance and to include attributable EBITDA from equity investments in theatre operations in International markets and any cash distributions of earnings from its other equity method investees. The measure of segment profit and loss the Company uses to evaluate performance and allocate its resources is Adjusted EBITDA, which is consistent with how Adjusted EBITDA is defined in the Company’s debt indentures. Year Ended Capital Expenditures (In millions) December 31, 2020 December 31, 2019 December 31, 2018 U.S. markets $ 109.9 $ 369.4 $ 395.6 International markets 63.9 148.7 180.7 Total capital expenditures $ 173.8 $ 518.1 $ 576.3 |
Schedule of information about the Company's revenues from continuing operations and assets by geographic area | Year Ended Revenues (In millions) December 31, 2020 December 31, 2019 December 31, 2018 United States $ 826.7 $ 4,023.2 $ 4,013.2 United Kingdom 127.9 500.4 513.5 Spain 52.1 200.3 193.9 Sweden 63.2 177.5 192.1 Italy 47.5 200.0 178.5 Germany 38.2 135.0 114.3 Finland 43.4 103.0 101.7 Ireland 9.3 37.9 34.9 Other foreign countries 34.1 93.7 118.7 Total $ 1,242.4 $ 5,471.0 $ 5,460.8 As of As of Long-term assets, net (In millions) December 31, 2020 December 31, 2019 U.S. markets $ 6,895.3 $ 9,039.6 International markets 2,894.1 3,963.1 Total long-term assets $ 9,789.4 $ 13,002.7 (1) Long-term assets are comprised of property, operating lease right-of-use assets, intangible assets, goodwill, deferred tax asset, net and other long-term assets. |
Schedule of reconciliation of net earnings to Adjusted EBITDA | The following table sets forth a reconciliation of net earnings (loss) to Adjusted EBITDA: Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Net earnings (loss) $ (4,589.4) $ (149.1) $ 110.1 Plus: Income tax provision (benefit) 59.9 (22.5) 13.6 Interest expense 356.9 340.8 342.3 Depreciation and amortization 498.3 450.0 537.8 Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill 2,513.9 84.3 13.8 Certain operating expense (income) (3) (9.4) 14.8 24.0 Equity in (earnings) loss of non-consolidated entities (4) 30.9 (30.6) (86.7) Cash distributions from non-consolidated entities (5) 17.4 35.8 35.2 Attributable EBITDA (6) 0.2 5.0 7.3 Investment expense (income) 10.1 (16.0) (6.2) Other expense (income) (7) 66.9 13.3 (108.2) Other non-cash rent (8) (4.9) 25.7 — General and administrative — unallocated: Merger, acquisition and other costs (9) 24.6 15.5 31.3 Stock-based compensation expense (10) 25.4 4.4 14.9 Adjusted EBITDA $ (999.2) $ 771.4 $ 929.2 (1) For information regarding the income tax provision (benefit), see Note 10 — Income Taxes. (2) During the year ended December 31, 2020, the Company recorded goodwill non-cash impairment charges of $1,276.1 million and $1,030.3 million related to the enterprise fair values of the Domestic Theatres and International Theatres reporting units, respectively. During the year ended December 31, 2020, the Company recorded non-cash impairment charges related to its long-lived assets of $152.5 million on 101 theatres in the U.S. markets with 1,139 screens which were related to property, net, operating lease right-of-use assets, net and other long-term assets and $25.4 million on 37 theatres in the International markets with 340 screens which were related to property, net and operating lease right-of-use assets, net. The Company recorded non-cash impairment charges related to indefinite-lived intangible assets of $12.5 million and $2.7 million related to the Odeon and Nordic trade names, respectively, in the International Theatres reporting unit during the year ended December 31, 2020. The Company also recorded non-cash impairment charges of $14.4 million related to its definite-lived intangible assets in the Domestic Theatres reporting unit during the year ended December 31, 2020. During the year ended December 31, 2019, the Company recorded non-cash impairment of long-lived assets of $84.3 million on 40 theatres in the U.S. markets with 512 screens, 14 theatres in the International markets with 148 screens, and a U.S. property held and not used. During the year ended December 31, 2018, the Company recorded non-cash impairment losses of $13.8 million on 13 theatres in the U.S. markets with 150 screens and on 15 theatres in the International markets with 118 screens. (3) Amounts represent preopening expense related to temporarily closed screens under renovation, theatre and other closure expense for the permanent closure of screens including the related accretion of interest, non-cash deferred digital equipment rent expense, and disposition of assets and other non-operating gains or losses included in operating expenses. The Company has excluded these items as they are non-cash in nature or are non-operating in nature. (4) During the year ended December 31, 2020, December 31, 2019 and December 31, 2018, the Company recorded $(14.5) million, $25.4 million and $29.1 million, respectively, in equity in earnings (loss) from DCIP. In addition, the Company recorded impairment losses in the International markets during the year ended December 31, 2020 related to equity method investments of $8.6 million in equity in (earnings) loss of non-consolidated entities. During the year ended December 31, 2018, the Company recorded equity in earnings related to AMC’s sale of all remaining NCM units of $28.9 million and a gain of $30.1 million related to the Screenvision merger. Equity in earnings of non-consolidated entities also includes loss on the surrender (disposition) of a portion of AMC’s investment in NCM of $1.1 million and a lower of carrying value or fair value impairment loss of the held-for sale portion of the Company’s investment in NCM of $16.0 million for the year ended December 31 , 2018. (5) Includes U.S. non-theatre distributions from equity method investments and International non- theatre distributions from equity method investments to the extent received. The Company believes including cash distributions is an appropriate reflection of the contribution of these investments to the Company’s operations. (6) Attributable EBITDA includes the EBITDA from equity investments in theatre operators in certain International markets. See below for a reconciliation of the Company’s equity in (earnings) loss of non-consolidated entities to attributable EBITDA. Because these equity investments are in theatre operators in regions where the Company holds a significant market share, the Company believes attributable EBITDA is more indicative of the performance of these equity investments and management uses this measure to monitor and evaluate these equity investments. The Company also provides services to these theatre operators including information technology systems, certain on-screen advertising services and the Company’s gift card and package ticket program. Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Equity in (earnings) loss of non-consolidated entities $ 30.9 $ (30.6) $ (86.7) Less: Equity in (earnings) loss of non-consolidated entities excluding International theatre joint ventures 27.4 (29.2) (81.9) Equity in earnings (loss) of International theatre joint ventures (3.5) 1.4 4.8 Income tax provision 0.1 0.4 0.4 Investment income (0.4) (0.7) (0.5) Interest expense 0.1 — — Depreciation and amortization 3.2 3.4 2.6 Other expense 0.7 0.5 — Attributable EBITDA $ 0.2 $ 5.0 $ 7.3 (7) Other expense (income) for the year ended December 31, 2020 included a loss of $109.0 million related to the fair value adjustments of the Company’s derivative liability and derivative asset for the Convertible Notes, financing fees related to the Exchange Offer of $39.3 million, and credit losses related to contingent lease guarantees of $15.0 million, partially offset by a gain on extinguishment of the Second Lien Notes due 2026 of $93.6 million and financing related foreign currency transaction losses. During the year ended December 31, 2019, the Company recorded a loss on repayment of indebtedness of $16.6 million and the financing related foreign currency transaction losses, partially offset by a gain of $5.8 million as a result of the decrease in fair value of its derivative liability and asset for the Convertible Notes. During the year ended December 31, 2018, the Company recorded a gain of $111.4 million as a result of the decrease in fair value of its derivative liability and the increase in fair value of the derivative asset for the Convertible Notes, partially offset by financing losses and financing related foreign currency transaction losses. (8) Reflects amortization of certain intangible assets reclassified from depreciation and amortization to rent expense, due to the adoption of ASC 842, and deferred rent benefit related to the impairment of right-of-use operating lease assets. (9) Merger, acquisition and other costs are excluded as they are non-operating in nature. (10) Non-cash or non-recurring expense included in general and administrative: other. |
ACCUMULATED OTHER COMPREHENSI_2
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) | |
Schedule of change in accumulated other comprehensive income (loss) | Unrealized Net Gain (Loss) from Equity Foreign Method Investees’ (In millions) Currency Pension Benefits Cash Flow Hedge Total Balance December 31, 2018 $ 7.2 $ (1.8) $ 0.1 $ 5.5 Other comprehensive loss before reclassifications (16.5) (15.5) (0.1) (32.1) Amounts reclassified from accumulated other comprehensive loss 0.5 — — 0.5 Balance December 31, 2019 $ (8.8) $ (17.3) $ — $ (26.1) Other comprehensive (gain) loss before reclassifications 67.0 (4.1) — 62.9 Amounts reclassified from accumulated other comprehensive loss 1.9 — — 1.9 Balance December 31, 2020 $ 60.1 $ (21.4) $ — $ 38.7 |
Schedule of Tax Effects Allocated to Each Component of Other Comprehensive Income | Year Ended December 31, 2020 December 31, 2019 December 31, 2018 Tax Tax Tax Pre-Tax (Expense) Net-of-Tax Pre-Tax (Expense) Net-of-Tax Pre-Tax (Expense) Net-of-Tax (In millions) Amount Benefit Amount Amount Benefit Amount Amount Benefit Amount Unrealized foreign currency translation adjustment $ 66.8 $ 0.2 $ 67.0 $ (18.3) $ 1.8 $ (16.5) $ (127.5) $ (0.2) $ (127.7) Realized loss on foreign currency transactions 1.9 — 1.9 0.5 — 0.5 1.0 — 1.0 Pension and other benefit adjustments: Net gain (loss) arising during the period (4.1) — (4.1) (16.1) 0.6 (15.5) 3.8 0.4 4.2 Equity method investee's cash flow hedge: Unrealized net holding gain (loss) arising during the period — — — (0.1) — (0.1) 0.2 — 0.2 Realized net (gain) loss reclassified into equity in earnings of non-consolidated entities — — — — — — (2.2) — (2.2) Other comprehensive income (loss) $ 64.6 $ 0.2 $ 64.8 $ (34.0) $ 2.4 $ (31.6) $ (124.7) $ 0.2 $ (124.5) |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
EARNINGS (LOSS) PER SHARE | |
Schedule of Computation of basic and diluted earnings (loss) per common share | Year Ended Year Ended Year Ended (In millions) December 31, 2020 December 31, 2019 December 31, 2018 Numerator: Net earnings (loss) attributable to AMC Entertainment Holdings, Inc. for basic earnings (loss) per share $ (4,589.1) $ (149.1) $ 110.1 Calculation of net earnings for diluted earnings (loss) per share: Marked-to-market gain on derivative liability — — (66.4) Interest expense for Convertible Notes due 2026 — — 9.7 Net earnings (loss) available for diluted earnings $ (4,589.1) $ (149.1) $ 53.4 Denominator Weighted average shares for basic earnings per common share 117,212 103,832 120,621 Common equivalent shares for RSUs and PSUs — — 29 Common equivalent shares if converted: Convertible Notes 2026 — — 9,455 Weighted average shares for diluted earnings per common share 117,212 103,832 130,105 Basic earnings (loss) per common share: $ (39.15) $ (1.44) $ 0.91 Diluted earnings (loss) per common share: $ (39.15) $ (1.44) $ 0.41 |
SUPPLEMENTAL FINANCIAL INFORM_2
SUPPLEMENTAL FINANCIAL INFORMATION BY QUARTER (UNAUDITED) (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
SUPPLEMENTAL FINANCIAL INFORMATION By QUARTER (UNAUDITED) | |
Schedule of supplemental financial information (unaudited) consolidated statements of operations by quarter | 2020 Quarter Quarter Quarter Quarter Year Ended Ended Ended Ended Ended March 31, June 30, September 30, December 31, December 31, (In millions, except per share data) 2020 2020 2020 2020 2020 Total revenues $ 941.5 $ 18.9 $ 119.5 $ 162.5 $ 1,242.4 Operating loss (1,986.1) (471.6) (675.4) (969.6) (4,102.7) Net loss attributable to AMC Entertainment Holdings, Inc. (2,176.3) (561.2) (905.8) (945.8) (4,589.1) Basic loss per share: $ (20.88) $ (5.38) $ (8.41) $ (6.21) $ (39.15) Diluted loss per share: $ (20.88) $ (5.38) $ (8.41) $ (6.21) $ (39.15) Weighted average shares outstanding: (in thousands) Basic 104,245 104,319 107,695 152,307 117,212 Diluted 104,245 104,319 107,695 152,307 117,212 (1) On March 17, 2020, the Company temporarily suspended all theatre operations to prevent the spread of COVID-19. In early June 2020, the Company resumed limited operations in the International markets and in late August 2020, the Company resumed limited operations in the U.S. markets. (2) In the first, second, third, and fourth quarters of calendar 2020, the Company recorded $19.6 million, $(6.4) million, $95.8 million, and $0 , respectively, of other expense (income) related to derivative assets and liabilities. See Note 8 — Corporate Borrowings and Finance Lease Obligations for a discussion of the derivative asset and derivative liability gains. Other expense (income) includes financing fees related to the modification of debt of $36.3 million and $3.0 million in the third and fourth quarter, respectively, and a gain on extinguishment of Second Lien Notes due 2026 of $93.6 million in the fourth quarter of calendar 2020. (3) During the first, second, third, and fourth quarter of 2020, the Company recorded non-cash expense in impairment of long-lived assets, definite and indefinite-lived intangible assets, and goodwill of $1,851.9 million, $0, $195.9 million, and $466.1 million, respectively. 2019 Quarter Quarter Quarter Quarter Year Ended Ended Ended Ended Ended March 31, June 30, September 30, December 31, December 31, (In millions, except per share data) 2019 2019 2019 2019 2019 Total revenues $ 1,200.4 $ 1,506.1 $ 1,316.8 $ 1,447.7 $ 5,471.0 Operating income (loss) (33.7) 105.5 20.8 43.4 136.0 Net earnings (loss) attributable to AMC Entertainment Holdings, Inc. (130.2) 49.4 (54.8) (13.5) (149.1) Basic earnings (loss) per share: $ (1.25) $ 0.48 $ (0.53) $ (0.13) $ (1.44) Diluted earnings (loss) per share: $ (1.25) $ 0.17 $ (0.53) $ (0.13) $ (1.44) Weighted average shares outstanding: (in thousands) Basic 103,783 103,845 103,850 103,850 103,832 Diluted 103,783 135,528 103,850 103,850 103,832 (1) In the first, second, third, and fourth quarters of calendar 2019, the Company recorded $28.4 million, $(41.0) million, $(2.8) million, and $9.6 million, respectively, of other expense (income) related to derivative assets and liabilities. See Note 8 — Corporate Borrowings and Finance Lease Obligations for a discussion of the derivative asset and derivative liability gains. (2) During the fourth quarter of 2019, the Company recorded non-cash impairment of long-lived assets of $84.3 million on 40 theatres in the U.S. markets with 512 screens and on 14 theatres in the International markets with 148 screens, and one U.S. property held and not used. |
THE COMPANY AND SIGNIFICANT A_4
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES (Details) kr in Millions | 12 Months Ended | ||||||
Dec. 31, 2020USD ($)segment | Dec. 31, 2020SEK (kr)segment | Dec. 31, 2019USD ($) | Dec. 31, 2019SEK (kr) | Dec. 31, 2018USD ($) | Dec. 31, 2018SEK (kr) | Feb. 01, 2021 | |
Schedule of Equity Method Investments [Line Items] | |||||||
Ownership percentage | 49.00% | ||||||
Number of reportable segments | segment | 2 | 2 | |||||
Percentage of revenue related to sales of gift cards and packaged tickets deferred | 100.00% | 100.00% | |||||
Period over which total amount of breakage for that current month's sales in proportion to the pattern of actual redemptions is recognized | 24 months | 24 months | |||||
Film Exhibition Costs | |||||||
Film exhibition cost payable | $ 16,400,000 | $ 166,500,000 | |||||
Customer Frequency Program | |||||||
Insider tier, annual membership fee | 15 | ||||||
Advertising Costs | |||||||
Advertising costs | 10,700,000 | 42,600,000 | $ 45,400,000 | ||||
Derivative Asset and Liability | |||||||
Derivative asset fair value adjustment for contingent call option related to the Class B common stock purchase and cancellation agreement | (19,600,000) | kr 19.6 | (17,700,000) | kr 17.7 | 45,000,000 | kr (45) | |
Derivative liability fair value adjustment for embedded conversion feature in the Convertible Notes due 2024 | $ (89,400,000) | kr 89.4 | $ 23,500,000 | kr (23.5) | $ 66,400,000 | kr (66.4) | |
Minimum | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Non-redemption rate | 13.00% | ||||||
Exhibitor Services Agreement | |||||||
Discount rate | 6.50% | ||||||
Customer Frequency Program | |||||||
A-List, monthly membership fee | $ 19.95 | ||||||
Maximum | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Ownership percentage | 50.00% | ||||||
Non-redemption rate | 18.50% | ||||||
Exhibitor Services Agreement | |||||||
Discount rate | 18.25% | ||||||
Customer Frequency Program | |||||||
A-List, monthly membership fee | $ 23.95 | ||||||
Wanda | |||||||
Schedule of Equity Method Investments [Line Items] | |||||||
Ownership percentage | 23.08% | 9.80% | |||||
Combined voting power held in Holdings (as a percent) | 47.37% |
THE COMPANY AND SIGNIFICANT A_5
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES - Covid 19 impact (Details) $ / shares in Units, € in Millions, £ in Millions, $ in Millions | Feb. 15, 2021GBP (£) | Feb. 15, 2021EUR (€) | Jan. 25, 2021USD ($)shares | Jul. 31, 2020USD ($) | Jan. 31, 2021USD ($)$ / sharesshares | Dec. 31, 2020USD ($)shares | Jul. 31, 2020USD ($) | Dec. 31, 2020USD ($)shares | Dec. 31, 2019USD ($)shares | Dec. 31, 2018USD ($) | Apr. 01, 2022USD ($) | Apr. 01, 2022EUR (€) | Mar. 08, 2021USD ($) | Feb. 15, 2021USD ($) | Feb. 15, 2021GBP (£) | Feb. 15, 2021EUR (€) | Dec. 11, 2020shares | Nov. 10, 2020shares | Oct. 20, 2020shares | Sep. 24, 2020shares | Apr. 30, 2020USD ($) | Mar. 31, 2020$ / shares |
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Theatre attendance percentage needed to maintain operations by the fourth quarter 2020 through the first quarter 2022 | 90.00% | |||||||||||||||||||||
Dividend decrease per share | $ / shares | $ 0.17 | |||||||||||||||||||||
Payment of deferred financing costs | $ 15.4 | $ 11.9 | $ 15.5 | |||||||||||||||||||
Debt exchange amount | $ 1,700 | $ 1,700 | ||||||||||||||||||||
Amortization of net discount (premium) on corporate borrowings to interest expense | (22) | 11.3 | 0.2 | |||||||||||||||||||
Payment of accrued and unpaid interest | 15.4 | $ 11.9 | $ 15.5 | |||||||||||||||||||
Deferred rent obligations | $ 450 | 450 | ||||||||||||||||||||
Debt Agreement with Mudrick Capital Management, LP [Member] | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Aggregate principal amount | $ 100 | 100 | ||||||||||||||||||||
Class A common stock | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Gross proceeds | $ 264.7 | |||||||||||||||||||||
Number of shares authorized | shares | 524,173,073 | 524,173,073 | 524,173,073 | |||||||||||||||||||
Class A common stock | Equity Distribution Agreement [Member] | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Number of shares issued | shares | 90,955,685 | |||||||||||||||||||||
Gross proceeds | $ 272.8 | |||||||||||||||||||||
Sales agents fees paid | $ 8.1 | |||||||||||||||||||||
Number of shares authorized | shares | 178,000,000 | 20,000,000 | 15,000,000 | 15,000,000 | ||||||||||||||||||
Class A common stock | At-the-market equity offerings | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Number of shares issued | shares | 187,000,000 | 91,000,000 | ||||||||||||||||||||
Gross proceeds | $ 596.9 | $ 272.8 | ||||||||||||||||||||
Sales agents fees paid | $ 14.9 | $ 6.8 | ||||||||||||||||||||
Odeon Revolving Credit Facility Due 2022 - 2.5785% | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Stated interest rate (as a percent) | 2.5785% | 2.5785% | ||||||||||||||||||||
10.5 % First Lien Notes due 2025 | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Aggregate principal amount | $ 500 | |||||||||||||||||||||
Stated interest rate (as a percent) | 10.50% | |||||||||||||||||||||
Proceeds from issuance of First Lien Notes | $ 490 | |||||||||||||||||||||
First Lien Notes due 2026 | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Proceeds from issuance of First Lien Notes | 270 | |||||||||||||||||||||
Second Lien Notes due 2026 | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Aggregate principal amount | $ 1,460 | $ 1,460 | ||||||||||||||||||||
10.5 % First Lien Notes due 2026 | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Stated interest rate (as a percent) | 10.50% | 10.50% | ||||||||||||||||||||
Proceeds from issuance of First Lien Notes | 270 | |||||||||||||||||||||
Senior Subordinated Notes | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Aggregate principal amount | $ 1,782.5 | $ 235 | $ 1,782.5 | $ 235 | ||||||||||||||||||
Amount exchanged | 2,020 | |||||||||||||||||||||
Reduction in principal amount | 555 | 555 | ||||||||||||||||||||
Amount of debt with extended maturities | $ 1,700 | $ 1,700 | ||||||||||||||||||||
Second Lien Notes due 2026 | Class A common stock | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Amount exchanged | $ 104.5 | |||||||||||||||||||||
Shares issued on conversion | shares | 21,978,022 | |||||||||||||||||||||
2.95% Senior Secured Convertible Notes due 2026 | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Stated interest rate (as a percent) | 2.95% | 2.95% | 2.95% | 2.95% | ||||||||||||||||||
Amount exchanged | $ 600 | |||||||||||||||||||||
2.95% Senior Secured Convertible Notes due 2026 | Class A common stock | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Shares issued on conversion | shares | 44,422,860 | |||||||||||||||||||||
Conversion rate (in dollars per share) | $ / shares | $ 13.51 | |||||||||||||||||||||
Annual cash interest expense | $ 17.7 | |||||||||||||||||||||
Senior Secured Credit Facility | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Amount of minimum liquidity requirements | $ 145 | |||||||||||||||||||||
Aggregate principal amount | 100 | |||||||||||||||||||||
Odean Term Loan Facility | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Aggregate principal amount | $ 45 | € 32.5 | ||||||||||||||||||||
Minimum | Debt Agreement with Mudrick Capital Management, LP [Member] | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Stated interest rate (as a percent) | 15.00% | 15.00% | ||||||||||||||||||||
Minimum | Second Lien Notes due 2026 | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Stated interest rate (as a percent) | 10.00% | 10.00% | ||||||||||||||||||||
Minimum | Senior Subordinated Notes | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Cash savings due to interest paid in cash or in-kind | $ 120 | |||||||||||||||||||||
Maximum | Debt Agreement with Mudrick Capital Management, LP [Member] | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Stated interest rate (as a percent) | 17.00% | 17.00% | ||||||||||||||||||||
Maximum | Second Lien Notes due 2026 | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Stated interest rate (as a percent) | 12.00% | 12.00% | ||||||||||||||||||||
Maximum | Senior Subordinated Notes | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Cash savings due to interest paid in cash or in-kind | $ 180 | |||||||||||||||||||||
Covid 19 | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Cash savings from dividend decrease | $ 77.6 | $ 77.6 | ||||||||||||||||||||
Covid 19 | Minimum | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Salary reduction percentage | 20.00% | |||||||||||||||||||||
Covid 19 | Maximum | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Salary reduction percentage | 100.00% | |||||||||||||||||||||
Subsequent Events | Class A common stock | Equity Distribution Agreement [Member] | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Number of shares issued | shares | 50,000,000 | 187,066,293 | ||||||||||||||||||||
Gross proceeds | $ 582 | $ 596.9 | ||||||||||||||||||||
Sales agents fees paid | $ 14.9 | |||||||||||||||||||||
Subsequent Events | Senior Secured Credit Facility | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Amount of minimum liquidity requirements | $ 100 | |||||||||||||||||||||
Subsequent Events | Odeon Cinemas Group Limited | 140.0 million term loan facility agreement | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Aggregate principal amount | $ 140 | £ 140 | € 140 | |||||||||||||||||||
Repayments | £ 89.7 | € 89.7 | ||||||||||||||||||||
Subsequent Events | Odeon Cinemas Group Limited | 296.0 million term loan facility agreement | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Aggregate principal amount | 296 | 296 | ||||||||||||||||||||
Repayments | € | € 12.8 | |||||||||||||||||||||
Subsequent Events | Odeon Cinemas Group Limited | Odean Term Loan Facility | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Aggregate principal amount | $ 45 | € 32.5 | ||||||||||||||||||||
Stated interest rate (as a percent) | 10.75% | 10.75% | 10.75% | |||||||||||||||||||
Subsequent Events | Maximum | Class A common stock | Equity Distribution Agreement [Member] | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Number of shares authorized | shares | 50,000,000 |
THE COMPANY AND SIGNIFICANT A_6
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES - Noncontrolling Interests (Details) € in Thousands, $ in Millions | Aug. 28, 2020USD ($)item | Dec. 31, 2020USD ($)item | Aug. 28, 2020EUR (€) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Number of Theatres | item | 3 | ||
Equity Method Investment, Ownership Percentage | 49.00% | ||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 26.9 | ||
Forum Cinemas OU [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Number of Theatres | item | 9 | ||
Gross consideration | € | € 77,250 | ||
Cash | $ 76.6 | 64,350 | |
Net Consideration | 37.5 | € 31,530 | |
Transaction costs | $ 1.4 | ||
Net loss on disposal | 1.2 | ||
Goodwill, net | 41.8 | ||
Property net | 13 | ||
Operating lease right-of-use assets, net | 15.7 | ||
Operating lease liability, current | 2.4 | ||
Long term lease liability | $ 13.7 | ||
Equity Method Investment, Ownership Percentage | 49.00% | 49.00% | |
Stockholders' Equity Attributable to Noncontrolling Interest | $ 34.9 | ||
Number of separate transactions | item | 2 | ||
Forum Cinemas OU [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Lithuania and Estonia | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Equity Method Investment, Ownership Percentage | 49.00% | ||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 26.9 | ||
Noncontrolling interest, ownership percentage | 49 | ||
Forum Cinemas OU [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Latvia | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Equity Method Investment, Ownership Percentage | 100.00% | ||
Consolidated Subsidiaries | Forum Cinemas OU [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Lithuania and Estonia | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 51.00% |
THE COMPANY AND SIGNIFICANT A_7
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES - Investments, Goodwill, Payables, Leases (Details) $ in Millions | Sep. 30, 2019USD ($) | Jun. 18, 2018USD ($)item | Dec. 31, 2020USD ($) | Sep. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2020USD ($)item | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Jan. 01, 2019USD ($) | Dec. 26, 2013 |
Investments | |||||||||||
Impairment of definite-lived intangible assets | $ 14.4 | ||||||||||
Impairment of indefinite-lived intangible assets | $ 15.2 | $ 0 | $ 0 | ||||||||
Ownership percentage | 49.00% | 49.00% | |||||||||
Number of theatres | item | 3 | ||||||||||
Number of Reporting Units | item | 2 | ||||||||||
Goodwill | $ 2,547.3 | $ 4,789.1 | $ 2,547.3 | 4,789.1 | 4,788.7 | ||||||
Goodwill impairment | $ 0 | 405.3 | $ 156.8 | $ 1,744.3 | 2,306.4 | ||||||
Percentage of company's market enterprise value | 80.00% | ||||||||||
Accounts payable related to checks issued but not yet presented to bank | $ 1.8 | $ 40.9 | $ 1.8 | 40.9 | |||||||
Optional renewal term, operating lease | 20 years | 20 years | |||||||||
Number of theatres sold | item | 1 | ||||||||||
Net proceeds | $ 50.1 | 50.1 | |||||||||
Deferred gain on sale | $ 27.3 | $ 102.4 | |||||||||
U.S. | |||||||||||
Investments | |||||||||||
Goodwill | $ 1,796.5 | 3,072.6 | $ 1,796.5 | 3,072.6 | 3,072.6 | ||||||
Percentage the reporting unit's carrying value exceeds its fair value | 9.90% | ||||||||||
Goodwill impairment | 151.2 | 1,124.9 | 405.3 | ||||||||
International markets | |||||||||||
Investments | |||||||||||
Goodwill | 750.8 | $ 1,716.5 | $ 750.8 | $ 1,716.5 | $ 1,716.1 | ||||||
Percentage the reporting unit's carrying value exceeds its fair value | 11.80% | ||||||||||
Goodwill impairment | $ 405.3 | $ 5.6 | $ 619.4 | ||||||||
Nordic | |||||||||||
Investments | |||||||||||
Ownership percentage | 50.00% | 50.00% | |||||||||
Number of theatres | item | 54 | ||||||||||
Minimum | |||||||||||
Investments | |||||||||||
Initial base terms of operating leases | 12 years | 12 years | |||||||||
Operating lease, remaining lease term | 1 year | 1 year | |||||||||
Maximum | |||||||||||
Investments | |||||||||||
Ownership percentage | 50.00% | 50.00% | |||||||||
Initial base terms of operating leases | 15 years | 15 years | |||||||||
Operating lease, remaining lease term | 25 years | 25 years | |||||||||
NCM | |||||||||||
Investments | |||||||||||
Ownership percentage | 4.50% | 4.00% | |||||||||
SV Holdco | |||||||||||
Investments | |||||||||||
Ownership percentage | 18.30% | 18.30% | |||||||||
SV Holdco | Class C Units | |||||||||||
Investments | |||||||||||
Ownership percentage | 18.30% | 18.30% | |||||||||
DCM | |||||||||||
Investments | |||||||||||
Ownership percentage | 50.00% | 50.00% | |||||||||
AC JV, LLC | |||||||||||
Investments | |||||||||||
Ownership percentage | 32.00% | 32.00% | |||||||||
DCIP | |||||||||||
Investments | |||||||||||
Ownership percentage | 29.00% | 29.00% | |||||||||
DCDC | |||||||||||
Investments | |||||||||||
Ownership percentage | 14.60% | 14.60% | |||||||||
SCC | |||||||||||
Investments | |||||||||||
Ownership percentage | 10.00% | 10.00% | |||||||||
U.S. theatres and IMAX screen | |||||||||||
Investments | |||||||||||
Ownership percentage | 50.00% | 50.00% | |||||||||
Number of theatres | item | 3 |
THE COMPANY AND SIGNIFICANT A_8
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES - Impairment of assets (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||
Impairment of long-lived assets | $ 177.9 | $ 84.3 | $ 13.8 | |||||
Impairment of definite-lived intangible assets | 14.4 | |||||||
Impairment of indefinite-lived intangible assets | 15.2 | 0 | 0 | |||||
Impairment of goodwill | $ 0 | $ 405.3 | $ 156.8 | $ 1,744.3 | 2,306.4 | |||
Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill | $ 466.1 | $ 195.9 | $ 0 | $ 1,851.9 | 2,513.9 | 84.3 | 13.8 | |
Impairment of equity method investments recorded in equity in earnings (loss) of non-consolidated entities | 8.6 | |||||||
Impairment of other assets recorded in investment expense (income) | 15.9 | 3.6 | ||||||
Total impairment loss | $ 2,538.4 | $ 87.9 | $ 13.8 |
THE COMPANY AND SIGNIFICANT A_9
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES - Impairment narratives (Details) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2019USD ($)item | Dec. 31, 2020USD ($)item | Dec. 31, 2019USD ($)item | Dec. 31, 2018USD ($)item | |
Impairment losses | ||||
Impairment of long-lived assets | $ 177.9 | $ 84.3 | $ 13.8 | |
Impairment of definite-lived intangible assets | 14.4 | |||
Impairment of equity method investments recorded in equity in earnings (loss) of non-consolidated entities | 8.6 | |||
Impairment of other assets recorded in investment expense (income) | 15.9 | 3.6 | ||
Impairment of indefinite-lived intangible assets | 15.2 | 0 | 0 | |
Oden trade name | ||||
Impairment losses | ||||
Impairment of indefinite-lived intangible assets | 12.5 | |||
Nordic trade names | ||||
Impairment losses | ||||
Impairment of indefinite-lived intangible assets | 2.7 | |||
U.S. | ||||
Impairment losses | ||||
Impairment of long-lived assets | $ 84.3 | $ 152.5 | $ 76.6 | $ 13.8 |
Tangible asset impairment, number of theatres | item | 40 | 101 | 40 | 13 |
Tangible asset impairment, number of screens | item | 512 | 1,139 | 512 | 150 |
International markets | ||||
Impairment losses | ||||
Impairment of long-lived assets | $ 25.4 | $ 7.7 | ||
Tangible asset impairment, number of theatres | item | 14 | 37 | 14 | 15 |
Tangible asset impairment, number of screens | item | 148 | 340 | 148 | 118 |
THE COMPANY AND SIGNIFICANT _10
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES - Employee benefit Plan (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2021 | |
Net periodic benefit cost | ||||
Net periodic benefit cost | $ 1.8 | $ 1.7 | $ 1.1 | |
U.S. Pension Benefits | ||||
Pension plans with accumulated benefit obligations and projected benefit obligations in excess of plan assets | ||||
Aggregated projected benefit obligation at end of period | (123.9) | (115.9) | ||
Aggregated fair value of plan assets at end of period | 84.2 | 76.3 | ||
Net liability for benefit cost - funded status | (39.7) | (39.6) | ||
Aggregated accumulated benefit obligation | $ 123.9 | $ 115.9 | ||
Aggregated projected benefit obligation | $ 3.7 | |||
Weighted-average assumptions used to determine net periodic benefit cost | ||||
Discount rate (as a percent) | 3.07% | 4.12% | 3.42% | |
Weighted average expected long-term return on plan assets (as a percent) | 6.70% | 6.70% | 7.00% | |
Benefits expected to be paid | ||||
2021 | $ 4.7 | |||
2022 | 5.4 | |||
2023 | 4.8 | |||
2024 | 5.2 | |||
2025 | 5.3 | |||
Years 2026 - 2030 | 28.9 | |||
Net periodic benefit cost | ||||
Net periodic benefit cost | 1.8 | $ 1.7 | $ 1.1 | |
International Pension Benefits | ||||
Pension plans with accumulated benefit obligations and projected benefit obligations in excess of plan assets | ||||
Aggregated projected benefit obligation at end of period | (133.1) | (120.5) | ||
Aggregated fair value of plan assets at end of period | 128.7 | 119.4 | ||
Net liability for benefit cost - funded status | (4.4) | (1.1) | ||
Aggregated accumulated benefit obligation | $ 129.5 | $ 117.2 | ||
Weighted-average assumptions used to determine benefit obligations | ||||
Rate of compensation increase (as a percent) | 2.27% | 2.19% | 2.19% | |
Weighted-average assumptions used to determine net periodic benefit cost | ||||
Discount rate (as a percent) | 1.97% | 2.86% | 2.58% | |
Weighted average expected long-term return on plan assets (as a percent) | 2.15% | 2.99% | 2.86% | |
Rate of compensation increase (as a percent) | 2.27% | 2.19% | 2.19% | |
Benefits expected to be paid | ||||
2021 | $ 3.3 | |||
2022 | 3.4 | |||
2023 | 3.5 | |||
2024 | 3.6 | |||
2025 | 3.7 | |||
Years 2026 - 2030 | $ 19.9 | |||
Pension Benefits | U.S. Pension Benefits | ||||
Weighted-average assumptions used to determine benefit obligations | ||||
Discount rate (as a percent) | 2.26% | 3.07% | ||
Pension Benefits | International Pension Benefits | ||||
Weighted-average assumptions used to determine benefit obligations | ||||
Discount rate (as a percent) | 1.78% | 1.97% | ||
Rate of compensation increase (as a percent) | 2.29% | 2.27% | ||
Weighted-average assumptions used to determine net periodic benefit cost | ||||
Rate of compensation increase (as a percent) | 2.29% | 2.27% |
THE COMPANY AND SIGNIFICANT _11
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES - Pension plan (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Equity Securities - International | ||
Employee benefit plan disclosures | ||
Target Allocation (as a percent) | 27.00% | |
Bond market fund | ||
Employee benefit plan disclosures | ||
Target Allocation (as a percent) | 43.00% | |
Private Real Estate | ||
Employee benefit plan disclosures | ||
Target Allocation (as a percent) | 23.00% | |
U.S. Pension Benefits | ||
Employee benefit plan disclosures | ||
Aggregated fair value of plan assets at end of period | $ 84.2 | $ 76.3 |
U.S. Pension Benefits | Significant other observable inputs (Level 2) | ||
Employee benefit plan disclosures | ||
Valuation percentage of plan assets | 95.00% | |
U.S. Pension Benefits | Investments at net Asset value | ||
Employee benefit plan disclosures | ||
Valuation percentage of plan assets | 5.00% | |
International Pension Benefits | ||
Employee benefit plan disclosures | ||
Aggregated fair value of plan assets at end of period | $ 128.7 | $ 119.4 |
International Pension Benefits | Quoted prices in active market (Level 1) | ||
Employee benefit plan disclosures | ||
Valuation percentage of plan assets | 2.00% | |
International Pension Benefits | Investments at net Asset value | ||
Employee benefit plan disclosures | ||
Valuation percentage of plan assets | 61.00% | |
International Pension Benefits | Collective trust fund | ||
Employee benefit plan disclosures | ||
Valuation percentage of plan assets | 37.00% | |
International Pension Benefits and Terminated U.S. Retiree Health Plan | ||
Employee benefit plan disclosures | ||
Target Allocation (as a percent) | 7.00% |
THE COMPANY AND SIGNIFICANT _12
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES - Employee benefit plans (Details) | 12 Months Ended |
Dec. 31, 2020age | |
EMPLOYEE BENEFIT PLANS | |
Qualification age of employees for participation in the 401(k) savings plan | 21 |
Employer match of employee contributions of first 3% of eligible compensation (as a percent) | 100.00% |
Percentage of eligible compensation, matched 100% by employer | 3.00% |
Employer's match of employee's contributions of the next 5% of eligible compensation (as a percent) | 50.00% |
Percentage of eligible compensation, matched 50% by employer | 5.00% |
THE COMPANY AND SIGNIFICANT _13
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES - Casualty Insurance (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Casualty Insurance | |||
Self-insured amount for general liability per occurrence | $ 1 | ||
Deductible limit per occurrence for workers compensation claims | 0.5 | ||
Casualty insurance reserves, net of estimated insurance recoveries | 32.7 | $ 29.4 | |
Expenses related to general liability and workers compensation claims | $ 32.8 | $ 32.6 | $ 25.1 |
THE COMPANY AND SIGNIFICANT _14
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES - Other Expense (Details) kr in Millions, $ in Millions | 12 Months Ended | |||||
Dec. 31, 2020USD ($) | Dec. 31, 2020SEK (kr) | Dec. 31, 2019USD ($) | Dec. 31, 2019SEK (kr) | Dec. 31, 2018USD ($) | Dec. 31, 2018SEK (kr) | |
Other Expense (Income): | ||||||
Derivative liability fair value adjustment for embedded conversion feature in the Convertible Notes | $ 89.4 | kr (89.4) | $ (23.5) | kr 23.5 | $ (66.4) | kr 66.4 |
Derivative asset fair value adjustment for contingent call option related to the Class B common stock purchase and cancellation agreement | 19.6 | kr (19.6) | 17.7 | kr (17.7) | (45) | kr 45 |
Business interruption insurance recoveries | (0.5) | (1.1) | (0.4) | |||
Credit losses related to contingent lease guarantees | 15 | |||||
Governmental assistance due to COVID-19 | (38.6) | |||||
Loss on Pound sterling forward contract | 0.9 | 0.4 | ||||
Foreign currency transactions losses | (2.8) | 1.5 | 1.4 | |||
Non-operating components of net periodic benefit cost | 1.1 | 1.2 | 0.8 | |||
Gain (loss) on extinguishment or repayment of debt | (93.6) | 16.6 | ||||
Financing fees related to modification of debt | 39.3 | 0.4 | ||||
Other | 0.1 | 0.7 | ||||
Other expense (income) | 28.9 | $ 13.4 | $ (108.1) | |||
Second Lien Notes due 2026 | ||||||
Other Expense (Income): | ||||||
Gain (loss) on extinguishment or repayment of debt | $ (93.6) |
THE COMPANY AND SIGNIFICANT _15
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES - Accounting Pronouncements Recently Adopted (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||
Cumulative effect adjustment for the adoption of new accounting principle (ASU 2016-13) | $ (2,858.2) | $ 1,214.2 | $ 1,397.6 | $ 2,112.4 |
ASU 2016-13 | ||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||
Cumulative effect adjustment for the adoption of new accounting principle (ASU 2016-13) | $ 16.9 |
REVENUE RECOGNITION - Disaggreg
REVENUE RECOGNITION - Disaggregation of revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | $ 162.5 | $ 119.5 | $ 18.9 | $ 941.5 | $ 1,447.7 | $ 1,316.8 | $ 1,506.1 | $ 1,200.4 | $ 1,242.4 | $ 5,471 | $ 5,460.8 |
Admissions | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 712.1 | 3,301.3 | 3,385 | ||||||||
Food and beverage | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 362.4 | 1,719.6 | 1,671.5 | ||||||||
Total other theatre | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 167.9 | 450.1 | 404.3 | ||||||||
Advertising | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 80.5 | 143 | 142.2 | ||||||||
Other theatre | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 87.4 | 307.1 | 262.1 | ||||||||
Products and services transferred at point in time | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 1,086 | 5,071 | 5,218.7 | ||||||||
Products and services transferred over time | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | $ 156.4 | $ 400 | $ 242.1 |
REVENUE RECOGNITION - Receivabl
REVENUE RECOGNITION - Receivables and deferred revenue (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | |||
Receivables related to contracts with customers | $ 23.1 | $ 160.3 | |
Miscellaneous receivables | 67.9 | 93.9 | |
Receivables, net | 91 | 254.2 | |
Current liabilities: | |||
Deferred revenue related to contracts with customers | 400.6 | 447.1 | $ 412.8 |
Miscellaneous deferred income | 4.8 | 2.1 | |
Deferred revenues and income | $ 405.4 | $ 449.2 |
REVENUE RECOGNITION - Changes i
REVENUE RECOGNITION - Changes in liabilities (Details) - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Deferred revenues related to contracts with customers | |||
Beginning balance | $ 447.1 | $ 412.8 | |
Cash received in advance | 110.8 | 457.1 | |
Customer loyalty awards accumulated, net of expirations | (3.4) | 62.3 | $ 101.6 |
Foreign currency translation adjustment | 3.6 | (3.4) | |
Ending balance | 400.6 | 447.1 | 412.8 |
Exhibitor Services Agreement | |||
Deferred revenues related to contracts with customers | |||
Beginning balance | $ 549.7 | $ 564 | |
Common Unit Adjustment-additions of common units | 4.8 | 1.4 | |
Reclassification revenue, as the result of performance obligations satisfied | $ (16.9) | $ (15.7) | |
Ending balance | $ 537.6 | 549.7 | $ 564 |
Term of amortization of the exhibitor services agreement (ESA) with NCM | 30 years | ||
Admissions | |||
Deferred revenues related to contracts with customers | |||
Customer loyalty awards accumulated, net of expirations | $ 8.4 | 29.4 | |
Reclassification revenue, as the result of performance obligations satisfied | (118.5) | (307.8) | |
Food and beverage | |||
Deferred revenues related to contracts with customers | |||
Customer loyalty awards accumulated, net of expirations | 15 | 69.7 | |
Reclassification revenue, as the result of performance obligations satisfied | (32) | (116.7) | |
Total other theatre | |||
Deferred revenues related to contracts with customers | |||
Customer loyalty awards accumulated, net of expirations | 2.8 | ||
Reclassification revenue, as the result of performance obligations satisfied | $ (33.8) | (95.6) | |
Austria theatres | |||
Deferred revenues related to contracts with customers | |||
Disposition of Austria theatres | $ (1.2) |
REVENUE RECOGNITION - Additiona
REVENUE RECOGNITION - Additional disclosures (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Customer Frequency Program | ||
Deferred revenues and income | $ 405.4 | $ 449.2 |
Gift Card And Ticket Exchange | ||
Customer Frequency Program | ||
Redemption period | 24 months | |
Deferred revenues and income | $ 319.7 | |
Loyalty Program | ||
Customer Frequency Program | ||
Redemption period | 24 months | |
Deferred revenues and income | $ 67 | |
Exhibitor Services Agreement | ||
Customer Frequency Program | ||
Expected to be recognized as revenue | 537.6 | |
Exhibitor Services Agreement | Year Ended 2021 | ||
Customer Frequency Program | ||
Expected to be recognized as revenue | 18.1 | |
Exhibitor Services Agreement | Year Ended 2022 | ||
Customer Frequency Program | ||
Expected to be recognized as revenue | 19.5 | |
Exhibitor Services Agreement | Year Ended 2023 | ||
Customer Frequency Program | ||
Expected to be recognized as revenue | 21 | |
Exhibitor Services Agreement | Year Ended 2024 | ||
Customer Frequency Program | ||
Expected to be recognized as revenue | 22.6 | |
Exhibitor Services Agreement | Year Ended 2025 | ||
Customer Frequency Program | ||
Expected to be recognized as revenue | 24.3 | |
Exhibitor Services Agreement | Years Ended 2026 through February 2037 | ||
Customer Frequency Program | ||
Expected to be recognized as revenue | $ 432.1 |
LEASES - Income statement (Deta
LEASES - Income statement (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Operating costs and expenses | |||||||||||
Rent | $ 884.1 | $ 967.8 | $ 797.8 | ||||||||
Depreciation and amortization | 498.3 | 450 | 537.8 | ||||||||
Operating costs and expenses | 5,345.1 | 5,335 | 5,195.8 | ||||||||
Operating income (loss) | $ (969.6) | $ (675.4) | $ (471.6) | $ (1,986.1) | $ 43.4 | $ 20.8 | $ 105.5 | $ (33.7) | (4,102.7) | 136 | 265 |
Capital and financing lease obligations | 7.6 | ||||||||||
Net earnings (loss) attributable to AMC Entertainment Holdings, Inc. for basic earnings (loss) per share | $ (945.8) | $ (905.8) | $ (561.2) | $ (2,176.3) | $ (13.5) | $ (54.8) | $ 49.4 | $ (130.2) | $ (4,589.1) | (149.1) | $ 110.1 |
Without Adoption of ASC 842 | |||||||||||
Operating costs and expenses | |||||||||||
Rent | 851.3 | ||||||||||
Depreciation and amortization | 546 | ||||||||||
Operating costs and expenses | 5,314.5 | ||||||||||
Operating income (loss) | 156.5 | ||||||||||
Capital and financing lease obligations | 35.2 | ||||||||||
Net earnings (loss) attributable to AMC Entertainment Holdings, Inc. for basic earnings (loss) per share | (156.2) | ||||||||||
U.S. | |||||||||||
Sale and leaseback | |||||||||||
Rent payments for failed sale leasebacks | 44 | ||||||||||
Non-cash amortization expense for favorable lease terms | 18.3 | ||||||||||
Amortization of deferred gains on sale leaseback transactions | 7.2 | ||||||||||
U.S. | Adjustments | |||||||||||
Operating costs and expenses | |||||||||||
Rent | 69.5 | ||||||||||
Depreciation and amortization | (53.6) | ||||||||||
Operating costs and expenses | 15.9 | ||||||||||
Operating income (loss) | (15.9) | ||||||||||
Capital and financing lease obligations | (13.2) | ||||||||||
Net earnings (loss) attributable to AMC Entertainment Holdings, Inc. for basic earnings (loss) per share | (2.7) | ||||||||||
International markets | |||||||||||
Sale and leaseback | |||||||||||
Rent payments for failed sale leasebacks | 39.6 | ||||||||||
Non-cash amortization expense for favorable lease terms | 7.4 | ||||||||||
International markets | Adjustments | |||||||||||
Operating costs and expenses | |||||||||||
Rent | 47 | ||||||||||
Depreciation and amortization | (42.4) | ||||||||||
Operating costs and expenses | 4.6 | ||||||||||
Operating income (loss) | (4.6) | ||||||||||
Capital and financing lease obligations | (14.4) | ||||||||||
Net earnings (loss) attributable to AMC Entertainment Holdings, Inc. for basic earnings (loss) per share | $ 9.8 |
LEASES - Deferred payment (Deta
LEASES - Deferred payment (Details) $ in Millions | Dec. 31, 2020USD ($) |
Operating lease deferred amounts included in: | |
Right-of-use assets as a result of lease remeasurements | $ 120.9 |
Accounts payables-contractual rent payments due and not paid | 138.5 |
Current maturities of operating lease liabilities | 67.5 |
Long-term operating lease liabilities | 57 |
Finance lease deferred amounts included in: | |
Property, net as a result of lease remeasurements | 2.1 |
Accounts payables-contractual rent payments due and not paid | 0.5 |
Current maturities of operating lease liabilities | 3 |
Long-term finance lease liabilities-other | 4.6 |
Long-term finance lease liabilities | 2.6 |
Variable lease deferred amounts included in: | |
Accounts payables-contractual rent payments due and not paid | 15.8 |
Current maturities of operating lease liabilities-resolution of contingencies | 9.1 |
Long-term operating lease liabilities-resolution of contingencies | 28.4 |
Total deferred lease amounts | $ 450 |
LEASES - Lease assets and liabi
LEASES - Lease assets and liabilities (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
LEASES | ||
Operating lease right-of-use assets, net | $ 4,451.5 | $ 4,796 |
Finance lease right-of-use assets | 62.2 | 73.4 |
Operating Lease, Liability, Current | 583.6 | 585.8 |
Finance Lease, Liability, Current | 12.9 | 10.3 |
Operating Lease, Liability, Noncurrent | 4,957.8 | 4,913.8 |
Finance Lease, Liability, Noncurrent | $ 83.1 | $ 89.6 |
LEASES - Lease costs (Details)
LEASES - Lease costs (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Lessee, Lease, Description [Line Items] | |||
Interest on lease liabilities | $ 5.9 | $ 7.6 | $ 38.5 |
Total lease cost | 925.9 | 1,069.9 | |
Depreciation and amortization | |||
Lessee, Lease, Description [Line Items] | |||
Amortization of finance lease assets | 6.7 | 9.2 | |
Finance lease obligations | |||
Lessee, Lease, Description [Line Items] | |||
Interest on lease liabilities | 5.9 | 7.6 | |
Theatres | Rent | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease cost | 813.7 | 876 | |
Variable lease cost | 70.4 | 91.8 | |
Theatres | Operating expense | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease cost | 2.8 | 9.1 | |
Equipment | Operating expense | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease cost | 14.6 | 14.4 | |
Variable lease cost | 6.4 | 56.3 | |
Office And Other | General and administrative: other | |||
Lessee, Lease, Description [Line Items] | |||
Operating lease cost | $ 5.4 | $ 5.5 |
LEASES - Lease terms and discou
LEASES - Lease terms and discount rates (Details) | Dec. 31, 2020 |
LEASES | |
Operating leases, weighted average remaining lease term | 10 years 4 months 24 days |
Finance leases, weighted average remaining lease term | 12 years 10 months 24 days |
Operating leases, weighted average discount rate | 9.80% |
Finance leases, weighted average discount rate | 6.90% |
LEASES - Cash flow information
LEASES - Cash flow information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cash paid for amounts included in the measurement of lease liabilities: | |||
Operating cash flows used in finance leases | $ (3.2) | $ (7.6) | |
Operating cash flows used in operating leases | (446.5) | (941.6) | |
Financing cash flows used in finance leases | (6.2) | (10.9) | $ (71) |
Landlord contributions: | |||
Operating cashflows provided by operating leases | 43.6 | 106.5 | |
Supplemental disclosure of noncash leasing activities: | |||
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 201.5 | $ 463.2 |
LEASES - Minimum annual payment
LEASES - Minimum annual payments under leases (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Operating Lease Payments | ||
2021 | $ 1,044.7 | |
2022 | 971.8 | |
2023 | 862.6 | |
2024 | 785.2 | |
2025 | 752.9 | |
Thereafter | 4,371.1 | |
Total lease payments | 8,788.3 | |
Less imputed interest | (3,246.9) | |
Total | 5,541.4 | |
Financing Lease Payments | ||
2021 | 18.6 | |
2022 | 16.3 | |
2023 | 12.1 | |
2024 | 10 | |
2025 | 9.4 | |
Thereafter | 76.3 | |
Total lease payments | 142.7 | |
Less imputed interest | (46.7) | |
Total | $ 96 | $ 99.9 |
LEASES - Future lease agreement
LEASES - Future lease agreements (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2020USD ($)item | |
Signed lease agreements | $ | $ 155.2 |
Number of Theatres | 3 |
Future Lease Commitments | |
Number of Theatres | 6 |
Minimum | |
Lessee, Operating Lease, Term of Contract | 12 years |
Minimum | Future Lease Commitments | |
Lessee, Operating Lease, Term of Contract | 5 years |
Maximum | |
Lessee, Operating Lease, Term of Contract | 15 years |
Maximum | Future Lease Commitments | |
Lessee, Operating Lease, Term of Contract | 20 years |
PROPERTY (Details)
PROPERTY (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
PROPERTY | |||
Property owned, gross | $ 4,492.4 | $ 4,388.3 | |
Less: accumulated depreciation | 2,232.1 | 1,812.5 | |
Property owned, net | 2,260.3 | 2,575.8 | |
Property leased under finance leases, gross | 73.2 | 81 | |
Less: accumulated depreciation and amortization | 11 | 7.6 | |
Property leased under finance leases, net | 62.2 | 73.4 | |
Property including property leased under finance leases, net | 2,322.5 | 2,649.2 | |
Depreciation expense | 453.2 | 413.6 | $ 498.2 |
Land | |||
PROPERTY | |||
Property owned, gross | 92.6 | 106.3 | |
Buildings and improvements | |||
PROPERTY | |||
Property owned, gross | $ 222.3 | 230.4 | |
Buildings and improvements | Minimum | |||
PROPERTY | |||
Estimated useful lives | 1 year | ||
Buildings and improvements | Maximum | |||
PROPERTY | |||
Estimated useful lives | 40 years | ||
Leasehold improvements | |||
PROPERTY | |||
Property owned, gross | $ 1,833.8 | 1,834.8 | |
Leasehold improvements | Minimum | |||
PROPERTY | |||
Estimated useful lives | 1 year | ||
Leasehold improvements | Maximum | |||
PROPERTY | |||
Estimated useful lives | 20 years | ||
Furniture, fixtures and equipment | |||
PROPERTY | |||
Property owned, gross | $ 2,343.7 | $ 2,216.8 | |
Furniture, fixtures and equipment | Minimum | |||
PROPERTY | |||
Estimated useful lives | 1 year | ||
Furniture, fixtures and equipment | Maximum | |||
PROPERTY | |||
Estimated useful lives | 15 years |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS (Details) $ in Millions | Sep. 30, 2019USD ($) | Dec. 31, 2020USD ($) | Sep. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($)item | Dec. 31, 2019USD ($) | Sep. 14, 2018USD ($) |
Goodwill [Roll Forward] | |||||||
Balance at the beginning of the period | $ 4,789.1 | $ 4,789.1 | $ 4,788.7 | ||||
Goodwill impairment adjustment | $ 0 | $ (405.3) | $ (156.8) | (1,744.3) | (2,306.4) | ||
Baltics disposition-Latvia | (7.9) | ||||||
Currency translation adjustment | 72.5 | 0.4 | |||||
Balance at the end of the period | 2,547.3 | $ 2,547.3 | 4,789.1 | ||||
Number of reporting units | item | 2 | ||||||
Domestic theatres | |||||||
Goodwill [Roll Forward] | |||||||
Goodwill impairment adjustment | $ (1,276.1) | ||||||
International theatres | |||||||
Goodwill [Roll Forward] | |||||||
Goodwill impairment adjustment | (1,030.3) | ||||||
2.95% Senior Secured Convertible Notes due 2024 | |||||||
Goodwill [Roll Forward] | |||||||
Principal balance | 600 | 600 | $ 600 | ||||
U.S. | |||||||
Goodwill [Roll Forward] | |||||||
Balance at the beginning of the period | 3,072.6 | 3,072.6 | 3,072.6 | ||||
Goodwill impairment adjustment | (151.2) | (1,124.9) | (405.3) | ||||
Balance at the end of the period | 1,796.5 | 1,796.5 | 3,072.6 | ||||
Percentage the reporting unit's carrying value exceeds its fair value | 9.90% | ||||||
International markets | |||||||
Goodwill [Roll Forward] | |||||||
Balance at the beginning of the period | 1,716.5 | 1,716.5 | 1,716.1 | ||||
Goodwill impairment adjustment | (405.3) | $ (5.6) | $ (619.4) | ||||
Baltics disposition-Latvia | (7.9) | ||||||
Currency translation adjustment | 72.5 | 0.4 | |||||
Balance at the end of the period | $ 750.8 | $ 750.8 | $ 1,716.5 | ||||
Percentage the reporting unit's carrying value exceeds its fair value | 11.80% |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS - Additional information of intangible assets acquired (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Amortizable Intangible Assets: | ||
Gross Carrying Amount | $ 52.7 | $ 52.5 |
Accumulated Amortization | (42) | (22.8) |
Non-amortizing Intangible Assets: | ||
Total, unamortizable | 152.5 | 165.6 |
Management contracts | ||
Amortizable Intangible Assets: | ||
Gross Carrying Amount | 12 | 11.8 |
Accumulated Amortization | $ (9.8) | (7.9) |
Management contracts | Minimum | ||
Amortizable Intangible Assets: | ||
Remaining Useful Life | 1 year | |
Management contracts | Maximum | ||
Amortizable Intangible Assets: | ||
Remaining Useful Life | 6 years | |
Non-compete agreements | ||
Amortizable Intangible Assets: | ||
Gross Carrying Amount | $ 2.6 | 2.6 |
Accumulated Amortization | (2.6) | (2.1) |
NCM tax receivable agreement | ||
Amortizable Intangible Assets: | ||
Gross Carrying Amount | 20.9 | 20.9 |
Accumulated Amortization | (20.9) | (6.2) |
AMCE | ||
Non-amortizing Intangible Assets: | ||
Trade names | $ 104.4 | 104.4 |
Carmike | Trade name agreement | ||
Amortizable Intangible Assets: | ||
Remaining Useful Life | 3 years | |
Gross Carrying Amount | $ 9.3 | 9.3 |
Accumulated Amortization | (5.3) | (4) |
Odeon | ||
Non-amortizing Intangible Assets: | ||
Trade names | 40.7 | 50.7 |
Nordic | ||
Non-amortizing Intangible Assets: | ||
Trade names | $ 7.4 | 10.5 |
Starplex Cinemas | Trade name agreement | ||
Amortizable Intangible Assets: | ||
Remaining Useful Life | 6 years | |
Gross Carrying Amount | $ 7.9 | 7.9 |
Accumulated Amortization | $ (3.4) | $ (2.6) |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS - Amortization (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Amortization expense associated with the intangible assets | |||
Recorded amortization | $ 4.5 | $ 5.1 | $ 19.2 |
Projected annual amortization | |||
2021 | 3.6 | ||
2022 | 2.6 | ||
2023 | 2.2 | ||
2024 | 1 | ||
2025 | $ 1 |
INVESTMENTS (Details)
INVESTMENTS (Details) $ / shares in Units, $ in Millions | Mar. 12, 2020$ / sharesshares | Mar. 14, 2019$ / sharesshares | Jul. 02, 2018USD ($) | Jun. 18, 2018USD ($)agreement$ / sharesshares | Dec. 26, 2013USD ($)item | Mar. 31, 2020shares | Mar. 31, 2019shares | Mar. 31, 2018shares | Dec. 31, 2020USD ($) | Dec. 31, 2020USD ($)item | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Mar. 15, 2018$ / shares | Dec. 31, 2017USD ($) |
Investments | ||||||||||||||
Ownership percentage | 49.00% | 49.00% | ||||||||||||
Number of Theatres | item | 3 | |||||||||||||
Equity Method Investments Ownership Transactions [Abstract] | ||||||||||||||
Distribution and merger consideration received | $ 45.8 | |||||||||||||
Recorded equity in earnings | $ (30.9) | $ 30.6 | $ 86.7 | |||||||||||
Amortizable intangible asset | $ 52.7 | 52.7 | 52.5 | |||||||||||
Fair value, reduction in investment | 8.6 | |||||||||||||
Investments in equity method investees | $ 80.9 | $ 80.9 | 239.1 | |||||||||||
Europe | ||||||||||||||
Investments | ||||||||||||||
Ownership percentage | 50.00% | 50.00% | ||||||||||||
Number of Theatres | item | 54 | |||||||||||||
NCM | ||||||||||||||
Investments | ||||||||||||||
Ownership percentage | 4.50% | 4.00% | ||||||||||||
Common units returned under Common Unit Adjustment Agreement | shares | 4,800,000 | 1,390,566 | 197,118 | 915,150 | ||||||||||
Value of common units returned under Unit Adjustment agreement | shares | 1,400,000 | |||||||||||||
Surrender of common units for transferred theatres | $ (6.3) | (6.3) | ||||||||||||
Equity Method Investments Ownership Transactions [Abstract] | ||||||||||||||
Gain on divestment of equity method investment | 30.6 | |||||||||||||
Gain (loss) on sale | 28.9 | |||||||||||||
Price per share (in dollars per share) | $ / shares | $ 3.46 | $ 7.24 | $ 7.30 | $ 5.64 | ||||||||||
Number of unit purchase agreements | agreement | 2 | |||||||||||||
Number of investment units sold | shares | 10,738,740 | |||||||||||||
Aggregate consideration | $ 156.8 | |||||||||||||
Recorded equity in earnings | 28.9 | |||||||||||||
Loss NCM charged to merger, acquisition and transaction costs | 28.9 | |||||||||||||
Fair value, reduction in investment | $ 16 | |||||||||||||
Investments in equity method investees | $ 161.1 | |||||||||||||
DCM | ||||||||||||||
Investments | ||||||||||||||
Ownership percentage | 50.00% | 50.00% | ||||||||||||
SV Holdco | ||||||||||||||
Investments | ||||||||||||||
Ownership percentage | 18.30% | 18.30% | ||||||||||||
SV Holdco | Class C Units | ||||||||||||||
Investments | ||||||||||||||
Ownership percentage | 18.30% | 18.30% | ||||||||||||
AC JV, LLC | ||||||||||||||
Investments | ||||||||||||||
Ownership percentage | 32.00% | 32.00% | ||||||||||||
AC JV, LLC | Founding Members | ||||||||||||||
Investments | ||||||||||||||
Ownership percentage | 32.00% | |||||||||||||
Consideration received for spin-off | $ 25 | |||||||||||||
AC JV, LLC | Founding Members | 5.0% Promissory Note payable to NCM due 2019 | ||||||||||||||
Investments | ||||||||||||||
Consideration received for spin-off from each founder member | $ 8.3 | |||||||||||||
Number of equal installments of interest and principal payments due | item | 6 | |||||||||||||
Equity Method Investments Ownership Transactions [Abstract] | ||||||||||||||
Stated interest rate (as a percent) | 5.00% | |||||||||||||
DCIP | ||||||||||||||
Investments | ||||||||||||||
Ownership percentage | 29.00% | 29.00% | ||||||||||||
Equity Method Investments Ownership Transactions [Abstract] | ||||||||||||||
Recorded equity in earnings | $ 14.5 | $ 25.4 | 29.1 | |||||||||||
Fair value, reduction in investment | $ 125.2 | 8.6 | ||||||||||||
Recorded investment reduction | 0 | |||||||||||||
Equity recorded in net earnings | 5.1 | 5.1 | ||||||||||||
Investments in equity method investees | $ 0 | $ 0 | ||||||||||||
SCC | ||||||||||||||
Investments | ||||||||||||||
Ownership percentage | 10.00% | 10.00% | ||||||||||||
U.S. theatres and IMAX screen | ||||||||||||||
Investments | ||||||||||||||
Ownership percentage | 50.00% | 50.00% | ||||||||||||
Number of Theatres | item | 3 | |||||||||||||
DCDC | ||||||||||||||
Investments | ||||||||||||||
Ownership percentage | 14.60% | 14.60% | ||||||||||||
Screenvision | ||||||||||||||
Investments | ||||||||||||||
Ownership percentage | 18.20% | 18.20% | ||||||||||||
Percentage of attendance levels, Pre-Covid 19 | 0.00% | |||||||||||||
Equity Method Investments Ownership Transactions [Abstract] | ||||||||||||||
Gain (loss) on sale | $ 30.1 | |||||||||||||
Recorded equity in earnings | $ 30.1 | |||||||||||||
Loss NCM charged to merger, acquisition and transaction costs | $ 30.1 | |||||||||||||
Minimum | NCM | ||||||||||||||
Equity Method Investments Ownership Transactions [Abstract] | ||||||||||||||
Percentage change in the total annual attendance of all the founding members required to cause an earlier common unit adjustment | 2.00% | 2.00% | ||||||||||||
Maximum | ||||||||||||||
Investments | ||||||||||||||
Ownership percentage | 50.00% | 50.00% |
INVESTMENTS - Sum. Finan. Info
INVESTMENTS - Sum. Finan. Info and Earnings (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Investments | ||||
Current assets | $ 487 | $ 673.1 | ||
Total assets | 10,276.4 | 13,675.8 | ||
Current liabilities | 1,578.5 | 1,933.2 | ||
Total liabilities | 13,134.6 | 12,461.6 | ||
Stockholders' equity | (2,858.2) | 1,214.2 | $ 1,397.6 | $ 2,112.4 |
Liabilities and stockholders' equity | 10,276.4 | 13,675.8 | ||
The company's recorded investment | 80.9 | 239.1 | ||
Revenues | 1,242.4 | 5,471 | 5,460.8 | |
Operating costs and expenses | 5,345.1 | 5,335 | 5,195.8 | |
Net earnings (loss) | (4,589.4) | (149.1) | 110.1 | |
Recorded equity in earnings | (30.9) | 30.6 | 86.7 | |
NCM | ||||
Investments | ||||
The company's recorded investment | $ 161.1 | |||
Recorded equity in earnings | 28.9 | |||
DCIP | ||||
Investments | ||||
The company's recorded investment | 0 | |||
Recorded equity in earnings | 14.5 | 25.4 | 29.1 | |
Screenvision | ||||
Investments | ||||
Recorded equity in earnings | $ 30.1 | |||
Equity Method Investment, Nonconsolidated Investee or Group of Investees [Member] | ||||
Investments | ||||
Current assets | 267.6 | 339.3 | ||
Noncurrent assets | 347.4 | 843.3 | ||
Total assets | 615 | 1,182.6 | ||
Current liabilities | 181 | 222.4 | ||
Noncurrent liabilities | 213.5 | 260.5 | ||
Total liabilities | 394.5 | 482.9 | ||
Stockholders' equity | 220.5 | 699.7 | ||
Liabilities and stockholders' equity | 615 | 1,182.6 | ||
The company's recorded investment | $ 80.9 | 239.1 | ||
Revenues | 902.8 | |||
Operating costs and expenses | 743 | |||
Net earnings (loss) | 159.8 | |||
Equity Method Investment, Nonconsolidated Investee or Group of Investees [Member] | DCIP | ||||
Investments | ||||
Revenues | 162.7 | |||
Operating costs and expenses | 347.9 | |||
Net earnings (loss) | (185.2) | |||
Equity Method Investment, Nonconsolidated Investee or Group of Investees [Member] | Other | ||||
Investments | ||||
Revenues | 694.5 | |||
Operating costs and expenses | 583.7 | |||
Net earnings (loss) | $ 110.8 |
INVESTMENTS - Rollforwards (Det
INVESTMENTS - Rollforwards (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Changes in carrying amount of investment in NCM and equity in losses of NCM | |||
Balance at the beginning of the period | $ 239.1 | ||
Balance at the end of the period | $ 80.9 | $ 239.1 | |
Exhibitor Services Agreement | |||
Common Membership Units rollforward | |||
Term of amortization of the exhibitor services agreement (ESA) with NCM | 30 years | ||
NCM | |||
Changes in carrying amount of investment in NCM and equity in losses of NCM | |||
Balance at the beginning of the period | $ 161.1 | ||
Surrender of common units for transferred theatres | $ (6.3) | (6.3) | |
Receipt of excess cash distributions | (15.3) | ||
Impairment loss - held for sale | (14.4) | ||
Sale of common units | (128.3) | ||
Equity in earnings | 3.2 | ||
NCM | Exhibitor Services Agreement | |||
Changes in carrying amount of investment in NCM and equity in losses of NCM | |||
Balance at the beginning of the period | (549.7) | (564) | (530.9) |
ASC 606 revenue recognition change in amortization method | (52.9) | ||
Surrender of common units for transferred theatres | 5.2 | 5.2 | |
Receipt of common units | (4.8) | (1.4) | |
Amortization of ESA | 16.9 | 15.7 | 14.6 |
Balance at the end of the period | $ (537.6) | (549.7) | (564) |
Common Membership Units rollforward | |||
Term of amortization of the exhibitor services agreement (ESA) with NCM | 30 years | ||
NCM | Other Comprehensive (Income) | |||
Changes in carrying amount of investment in NCM and equity in losses of NCM | |||
Balance at the beginning of the period | (2.5) | ||
Sale of common units | 2.4 | ||
Equity in earnings | 0.1 | ||
NCM | Cash Received (Paid) | |||
Changes in carrying amount of investment in NCM and equity in losses of NCM | |||
Balance at the beginning of the period | 170.7 | ||
Receipt of excess cash distributions | 15.3 | ||
Expenses on sale of shares | (1.4) | ||
Sale of common units | 156.8 | ||
Balance at the end of the period | 170.7 | ||
NCM | Equity in (Earnings)/Loss | |||
Changes in carrying amount of investment in NCM and equity in losses of NCM | |||
Balance at the beginning of the period | (17.3) | ||
Surrender of common units for transferred theatres | $ 1.1 | 1.1 | |
Impairment loss - held for sale | 14.4 | ||
Expenses on sale of shares | 1.4 | ||
Sale of common units | (30.9) | ||
Equity in earnings | (3.3) | ||
Balance at the end of the period | (17.3) | ||
NCM | Advertising (Revenue) | |||
Changes in carrying amount of investment in NCM and equity in losses of NCM | |||
Balance at the beginning of the period | (15.7) | (14.6) | |
Amortization of ESA | (16.9) | (15.7) | (14.6) |
Balance at the end of the period | $ (16.9) | $ (15.7) | $ (14.6) |
INVESTMENTS - Related Party Tra
INVESTMENTS - Related Party Transactions (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Related Party Transactions | |||
Advertising expense | $ 10.7 | $ 42.6 | $ 45.4 |
DCM | |||
Related Party Transactions | |||
Amounts due from affiliate | 4.2 | ||
Loan receivable from affiliate | 0.7 | 0.7 | |
DCM | Other revenues | |||
Related Party Transactions | |||
Related party revenues | 3.8 | 22.4 | 20.1 |
DCIP | |||
Related Party Transactions | |||
Amounts due from affiliate | 5.7 | 3.5 | |
DCIP | Operating expense | |||
Related Party Transactions | |||
Related party expenses | 1 | 3.6 | 6.5 |
AC JV, LLC | |||
Related Party Transactions | |||
Amounts due to affiliate | (0.9) | (0.8) | |
AC JV, LLC | Film exhibition costs. | |||
Related Party Transactions | |||
Related party expenses | 3.9 | 13.6 | 12.9 |
Screenvision | |||
Related Party Transactions | |||
Amounts due from affiliate | 0.4 | 3.4 | |
Screenvision | Other revenues | |||
Related Party Transactions | |||
Related party expenses | 2.6 | 15.6 | $ 15.1 |
Nordic | |||
Related Party Transactions | |||
Amounts due from affiliate | 1.2 | 2.5 | |
Amounts due to affiliate | (0.5) | (1.6) | |
SCC | |||
Related Party Transactions | |||
Amounts due from affiliate | 0.7 | 8.3 | |
U.S. theatres and IMAX screen | |||
Related Party Transactions | |||
Amounts due to affiliate | $ (0.4) | $ (1) |
SUPPLEMENTAL BALANCE SHEET IN_3
SUPPLEMENTAL BALANCE SHEET INFORMATION (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Other current assets: | ||
Income taxes receivable | $ 8 | $ 11.7 |
Prepaids | 33.8 | 63.4 |
Merchandise inventory | 21.3 | 37.5 |
Other | 11.5 | 30.8 |
Other current assets, total | 74.6 | 143.4 |
Other long-term assets: | ||
Investments in real estate | 16 | 16.8 |
Deferred financing costs revolving credit facility | 8.3 | 11.3 |
Investments in equity method investees | 80.9 | 239.1 |
Computer software | 101.6 | 115.8 |
Investment in common stock | 16.6 | 28 |
Pension asset | 20.8 | 19.6 |
Derivative asset | 38 | |
Prepaid commitment fee and deferred charges | 28.6 | |
Other | 31.8 | 34.4 |
Other long-term assets, total | 304.6 | 503 |
Accrued expenses and other liabilities: | ||
Taxes other than income | 86.6 | 75.2 |
Interest | 31.4 | 21.2 |
Payroll and vacation | 28.3 | 43.8 |
Current portion of casualty claims and premiums | 6.7 | 12.6 |
Accrued bonus | 0.6 | 32.5 |
Accrued licensing and percentage rent | 16.5 | 24.7 |
Current portion of pension | 0.6 | 0.5 |
Other | 87.1 | 114.1 |
Accrued expenses and other liabilities, total | 257.8 | 324.6 |
Other long-term liabilities: | ||
Pension | 64.3 | 59.9 |
Casualty claims and premiums | 28.2 | 17.9 |
Contingent lease liabilities | 30.2 | |
Other | 118.6 | 118.1 |
Other long-term liabilities, total | $ 241.3 | $ 195.9 |
CORPORATE BORROWINGS AND FINA_2
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS - Long-term debt and lease obligations (Details) € in Millions, £ in Millions, $ in Millions | Jul. 31, 2020USD ($) | Apr. 24, 2020USD ($) | Mar. 17, 2017USD ($) | Dec. 31, 2020USD ($) | Apr. 01, 2022USD ($) | Jan. 31, 2021 | Dec. 31, 2020GBP (£) | Dec. 31, 2020EUR (€) | Oct. 15, 2020USD ($) | Apr. 15, 2020USD ($) | Dec. 31, 2019USD ($) | Apr. 22, 2019 | Sep. 14, 2018 | Mar. 17, 2017GBP (£) | Nov. 08, 2016USD ($) | Nov. 08, 2016GBP (£) | Jun. 05, 2015USD ($) |
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Carrying value of corporate borrowings | $ 5,411.6 | $ 4,910.8 | |||||||||||||||
Finance lease obligations | 96 | 99.9 | |||||||||||||||
Debt issuance costs | 42.1 | 88.8 | |||||||||||||||
Net premium (discount) | 338.7 | (69.1) | |||||||||||||||
Derivative liability | 0.5 | ||||||||||||||||
Total long-term debt and finance lease obligations | 5,811.8 | 4,853.3 | |||||||||||||||
Current maturities corporate borrowings | (20) | (20) | |||||||||||||||
Current maturities of finance lease liabilities | (12.9) | (10.3) | |||||||||||||||
Noncurrent portion of long-term debt and finance lease obligations | 5,778.9 | 4,823 | |||||||||||||||
Redemption at any time prior to April 15, 2022 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Debt instrument redemption amount as a percentage of principal amount | 100.00% | ||||||||||||||||
2.95% Senior Secured Convertible Notes due 2024 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Carrying value of corporate borrowings | 600 | ||||||||||||||||
Debt issuance costs | 9.5 | ||||||||||||||||
Net premium (discount) | $ (61.5) | $ (73.7) | |||||||||||||||
Stated interest rate (as a percent) | 2.95% | 2.95% | 2.95% | 2.95% | 2.95% | 2.95% | |||||||||||
Debt instrument face amount | $ 1,462.3 | ||||||||||||||||
2.95% Senior Secured Convertible Notes due 2026 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Carrying value of corporate borrowings | $ 600 | ||||||||||||||||
Net premium (discount) | $ (61.5) | ||||||||||||||||
Stated interest rate (as a percent) | 2.95% | 2.95% | 2.95% | 2.95% | 2.95% | ||||||||||||
Senior Subordinated Notes | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Debt instrument face amount | $ 1,782.5 | $ 235 | |||||||||||||||
Debt instrument redemption amount as a percentage of principal amount | 23.90% | ||||||||||||||||
6.375% Senior Subordinated Notes due 2024 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Carrying value of corporate borrowings | $ 5.4 | $ 655.8 | £ 250 | ||||||||||||||
Debt issuance costs | $ 12.7 | ||||||||||||||||
Net premium (discount) | $ 13.6 | ||||||||||||||||
Stated interest rate (as a percent) | 6.375% | 6.375% | 6.375% | 6.375% | 6.375% | 6.375% | 6.375% | 6.375% | |||||||||
Debt instrument face amount | £ 4 | € 4 | £ 250 | £ 250 | |||||||||||||
Debt instrument redemption amount as a percentage of principal amount | 35.00% | ||||||||||||||||
6.375% Senior Subordinated Notes due 2024 | Redemption at any time on or after April 15, 2022 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Debt Instrument, Redemption Price as Percentage of Principal Amount | 104.781% | ||||||||||||||||
6.375% Senior Subordinated Notes due 2024 | Redemption at any time prior to April 15, 2022 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Debt Instrument, Redemption Price as Percentage of Principal Amount | 100.00% | ||||||||||||||||
6.375% Senior Subordinated Notes due 2024 | Minimum | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Debt instrument redemption amount as a percentage of principal amount | 100.00% | ||||||||||||||||
6.375% Senior Subordinated Notes due 2024 | Maximum | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Debt instrument redemption amount as a percentage of principal amount | 104.781% | ||||||||||||||||
5.75 % Senior Subordinated Notes due 2025 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Carrying value of corporate borrowings | $ 98.3 | $ 600 | |||||||||||||||
Stated interest rate (as a percent) | 5.75% | 5.75% | 5.75% | 5.75% | 5.75% | ||||||||||||
Debt instrument face amount | $ 600 | ||||||||||||||||
5.75 % Senior Subordinated Notes due 2025 | Redemption at any time on or after April 15, 2022 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Debt Instrument, Redemption Price as Percentage of Principal Amount | 102.875% | ||||||||||||||||
5.75 % Senior Subordinated Notes due 2025 | Redemption at any time prior to April 15, 2022 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Debt Instrument, Redemption Price as Percentage of Principal Amount | 100.00% | ||||||||||||||||
5.875% Senior Subordinated Notes due 2026 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Carrying value of corporate borrowings | $ 55.6 | $ 595 | |||||||||||||||
Stated interest rate (as a percent) | 5.875% | 5.875% | 5.875% | 5.875% | 5.875% | 5.875% | |||||||||||
Debt instrument face amount | $ 595 | ||||||||||||||||
5.875% Senior Subordinated Notes due 2026 | Redemption at any time on or after April 15, 2022 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Debt Instrument, Redemption Price as Percentage of Principal Amount | 102.938% | ||||||||||||||||
5.875% Senior Subordinated Notes due 2026 | Redemption at any time prior to April 15, 2022 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Debt Instrument, Redemption Price as Percentage of Principal Amount | 100.00% | ||||||||||||||||
6.125% Senior Subordinated Notes due 2027 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Carrying value of corporate borrowings | $ 130.7 | $ 475 | |||||||||||||||
Debt issuance costs | $ 19.8 | ||||||||||||||||
Stated interest rate (as a percent) | 6.125% | 6.125% | 6.125% | 6.125% | 6.125% | 6.125% | |||||||||||
Debt instrument face amount | $ 475 | ||||||||||||||||
Debt Instrument, Redemption Price as Percentage of Principal Amount | 100.00% | ||||||||||||||||
Debt instrument redemption amount as a percentage of principal amount | 35.00% | ||||||||||||||||
6.125% Senior Subordinated Notes due 2027 | Minimum | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Debt Instrument, Redemption Price as Percentage of Principal Amount | 100.00% | ||||||||||||||||
6.125% Senior Subordinated Notes due 2027 | Maximum | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Debt Instrument, Redemption Price as Percentage of Principal Amount | 103.063% | ||||||||||||||||
Senior Secured Credit Facility | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Debt instrument face amount | $ 100 | ||||||||||||||||
6.0% Senior Secured Notes due 2023 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Stated interest rate (as a percent) | 6.00% | ||||||||||||||||
Senior Secured Credit Facility Term-Loan Due 2026 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Carrying value of corporate borrowings | $ 1,965 | $ 1,985 | |||||||||||||||
Net premium (discount) | $ (7.5) | $ (9) | |||||||||||||||
Stated interest rate (as a percent) | 3.23% | 3.23% | 3.23% | ||||||||||||||
Senior Secured Credit Facility-Revolving Credit Facility Due 2024 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Carrying value of corporate borrowings | $ 212.2 | ||||||||||||||||
Senior Secured Credit Facility-Revolving Credit Facility Due 2024 | Minimum | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Stated interest rate (as a percent) | 2.65% | 2.65% | 2.65% | ||||||||||||||
Senior Secured Credit Facility-Revolving Credit Facility Due 2024 | Maximum | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Stated interest rate (as a percent) | 2.74% | 2.74% | 2.74% | ||||||||||||||
10.5 % First Lien Notes due 2025 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Carrying value of corporate borrowings | $ 500 | ||||||||||||||||
Debt issuance costs | $ 8.9 | ||||||||||||||||
Net premium (discount) | $ (8.9) | ||||||||||||||||
Noncurrent portion of long-term debt and finance lease obligations | $ 10 | $ 10 | |||||||||||||||
Stated interest rate (as a percent) | 10.50% | 10.50% | 10.50% | 10.50% | 10.50% | 10.50% | 10.50% | 10.50% | |||||||||
Debt instrument face amount | $ 500 | ||||||||||||||||
Percentage of voting of foreign subsidiary | 65.00% | ||||||||||||||||
10.5 % First Lien Notes due 2025 | Redemption at any time on or after April 15, 2022 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Debt instrument redemption amount as a percentage of principal amount | 110.50% | ||||||||||||||||
10.5 % First Lien Notes due 2025 | Maximum | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Debt Instrument, Redemption Price as Percentage of Principal Amount | 35.00% | ||||||||||||||||
10.5 % First Lien Notes due 2026 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Carrying value of corporate borrowings | $ 300 | $ 300 | |||||||||||||||
Debt issuance costs | 6 | ||||||||||||||||
Net premium (discount) | $ (28.5) | ||||||||||||||||
Stated interest rate (as a percent) | 10.50% | 10.50% | 10.50% | 10.50% | 10.50% | ||||||||||||
Debt instrument face amount | $ 200 | $ 300 | |||||||||||||||
Debt Instrument, Redemption Price as Percentage of Principal Amount | 100.00% | ||||||||||||||||
Debt instrument redemption amount as a percentage of principal amount | 110.50% | ||||||||||||||||
10.5 % First Lien Notes due 2026 | Maximum | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Debt Instrument, Redemption Price as Percentage of Principal Amount | 35.00% | ||||||||||||||||
Second Lien Notes due 2026 | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Carrying value of corporate borrowings | $ 1,997.4 | 1,423.6 | |||||||||||||||
Finance lease obligations | 7.6 | ||||||||||||||||
Net premium (discount) | $ 445.1 | ||||||||||||||||
Stated interest rate (as a percent) | 10.00% | 10.00% | 10.00% | 10.00% | |||||||||||||
PIK interest rate | 12.00% | 12.00% | |||||||||||||||
Debt instrument face amount | $ 1,289.1 | $ 173.2 | |||||||||||||||
Debt Instrument, Redemption Price as Percentage of Principal Amount | 101.00% | ||||||||||||||||
Debt instrument redemption amount as a percentage of principal amount | 100.00% | ||||||||||||||||
Odeon Revolving Credit Facility Due 2022 - 2.5785% | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Carrying value of corporate borrowings | $ 93.7 | ||||||||||||||||
Stated interest rate (as a percent) | 2.5785% | 2.5785% | 2.5785% | ||||||||||||||
Odeon Revolving Credit Facility Due 2022 - 2.6% | |||||||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||||||||||||||
Carrying value of corporate borrowings | $ 27.1 | ||||||||||||||||
Stated interest rate (as a percent) | 2.60% | 2.60% | 2.60% |
CORPORATE BORROWINGS AND FINA_3
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS - Maturities of corporate borrowings (Details) $ in Millions | Dec. 31, 2020USD ($) |
Principal Amount of Corporate Borrowings | |
2021 | $ 20 |
2022 | 140.7 |
2023 | 20 |
2024 | 237.7 |
2025 | 618.3 |
Thereafter | 4,374.9 |
Total borrowings net | $ 5,411.6 |
CORPORATE BORROWINGS AND FINA_4
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS - Senior Secured Credit Facility (Details) $ / shares in Units, $ in Thousands, € in Millions, £ in Millions | Feb. 15, 2021GBP (£) | Feb. 15, 2021EUR (€) | Jan. 27, 2021USD ($) | Dec. 14, 2020USD ($)$ / sharesshares | Sep. 14, 2020USD ($) | Jul. 31, 2020USD ($) | Apr. 24, 2020USD ($) | Apr. 22, 2019USD ($) | Dec. 31, 2020USD ($)£ / $ | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Apr. 01, 2022USD ($) | Feb. 15, 2021USD ($) | Feb. 15, 2021GBP (£) | Feb. 15, 2021EUR (€) | Dec. 31, 2020GBP (£)£ / $ | Dec. 31, 2020EUR (€)£ / $ | Dec. 10, 2020USD ($) | Oct. 15, 2020USD ($) | Apr. 15, 2020USD ($) | Sep. 14, 2018USD ($) | Dec. 07, 2017EUR (€) | Mar. 17, 2017USD ($) | Mar. 17, 2017GBP (£) | Nov. 08, 2016USD ($) | Nov. 08, 2016GBP (£) |
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Consideration | $ 600,000 | |||||||||||||||||||||||||
Payment of debt | $ 20,000 | $ 21,900 | 13,800 | |||||||||||||||||||||||
Loss on repayment of indebtedness | 93,600 | (16,600) | ||||||||||||||||||||||||
Deferred financing costs | 42,100 | 88,800 | ||||||||||||||||||||||||
Other Nonoperating Income (Expense) | (28,900) | (13,400) | $ 108,100 | |||||||||||||||||||||||
Noncurrent portion of long-term debt and finance lease obligations | 5,778,900 | $ 4,823,000 | ||||||||||||||||||||||||
Second Lien Notes due 2026 | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Debt instrument face amount | $ 1,289,100 | 173,200 | ||||||||||||||||||||||||
Consideration | $ 43,800 | |||||||||||||||||||||||||
Stated interest rate (as a percent) | 10.00% | 10.00% | 10.00% | 10.00% | ||||||||||||||||||||||
Loss on repayment of indebtedness | $ 93,600 | |||||||||||||||||||||||||
Redemption price of debt instrument (as a percent) | 101.00% | |||||||||||||||||||||||||
10.5 % First Lien Notes due 2025 | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Debt instrument face amount | $ 500,000 | |||||||||||||||||||||||||
Stated interest rate (as a percent) | 10.50% | 10.50% | 10.50% | 10.50% | 10.50% | 10.50% | 10.50% | 10.50% | ||||||||||||||||||
Deferred financing costs | $ 8,900 | |||||||||||||||||||||||||
Noncurrent portion of long-term debt and finance lease obligations | $ 10,000 | $ 10,000 | ||||||||||||||||||||||||
10.5 % First Lien Notes due 2025 | Maximum | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Redemption price of debt instrument (as a percent) | 35.00% | |||||||||||||||||||||||||
Senior Secured Credit Facility | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Debt instrument face amount | $ 100,000 | |||||||||||||||||||||||||
Senior Secured Credit Facility-Revolving Credit Facility Due 2024 | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Stated interest rate (as a percent) | 5.875% | |||||||||||||||||||||||||
Payment of debt | $ 1,338,500 | |||||||||||||||||||||||||
Loss on repayment of indebtedness | 16,600 | |||||||||||||||||||||||||
Loss on repayment of indebtedness | 14,100 | |||||||||||||||||||||||||
Third party costs related to modification | $ 2,500 | |||||||||||||||||||||||||
Senior Secured Credit Facility-Revolving Credit Facility Due 2024 | LIBOR | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Spread on variable rate basis (as a percent) | 1.00% | |||||||||||||||||||||||||
Stated interest rate (as a percent) | 2.50% | |||||||||||||||||||||||||
Spread (as a percent) | 1.00% | |||||||||||||||||||||||||
Senior Secured Credit Facility-Revolving Credit Facility Due 2024 | Federal Funds Effective Rate | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Spread on variable rate basis (as a percent) | 0.50% | |||||||||||||||||||||||||
Spread (as a percent) | 0.50% | |||||||||||||||||||||||||
Senior Secured Credit Facility-Revolving Credit Facility Due 2024 | Letter of Credit | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Aggregate principal amount | $ 225,000 | |||||||||||||||||||||||||
Senior Secured Credit Facility Term Loans Due 2022 And 2023 | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Payment of debt | $ 1,338,500 | |||||||||||||||||||||||||
Senior secured tranche B loan maturing April 22, 2026 | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Aggregate principal amount | $ 2,000,000 | |||||||||||||||||||||||||
Threshold percentage of equity interests pledged | 100.00% | |||||||||||||||||||||||||
Threshold minimum percentage of voting stock | 65.00% | |||||||||||||||||||||||||
Threshold percentage of annual excess cash flow | 50.00% | |||||||||||||||||||||||||
Threshold percentage of annual excess cash flow if net leverage ratio is attained | 0.00% | |||||||||||||||||||||||||
Threshold percentage of net cash proceeds of non-ordinary course asset sales | 100.00% | |||||||||||||||||||||||||
Threshold percentage of net proceeds of issuance or incurrence of debt | 100.00% | |||||||||||||||||||||||||
5.875% Senior Subordinated Notes due 2026 | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Debt instrument face amount | $ 539,393 | |||||||||||||||||||||||||
Stated interest rate (as a percent) | 5.875% | 5.875% | 5.875% | 5.875% | ||||||||||||||||||||||
6.375% Senior Subordinated Notes due 2024 | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Deferred financing costs | $ 14,100 | |||||||||||||||||||||||||
Debt instrument face amount | £ 4 | € 4 | £ 250 | £ 250 | ||||||||||||||||||||||
Stated interest rate (as a percent) | 6.375% | 6.375% | 6.375% | 6.375% | 6.375% | 6.375% | 6.375% | 6.375% | ||||||||||||||||||
Deferred financing costs | $ 12,700 | |||||||||||||||||||||||||
Odeon Revolving Credit Facility | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Aggregate principal amount | $ 136,300 | € 100 | € 100 | |||||||||||||||||||||||
Line of credit | $ 120,800 | |||||||||||||||||||||||||
Foreign currency translation rate | £ / $ | 1.3628 | 1.3628 | 1.3628 | |||||||||||||||||||||||
Outstanding borrowings | $ 0 | |||||||||||||||||||||||||
Undrawn commitment fee | 0.50% | |||||||||||||||||||||||||
Odeon Revolving Credit Facility | LIBOR | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Spread on variable rate basis (as a percent) | 2.50% | |||||||||||||||||||||||||
Spread (as a percent) | 2.50% | |||||||||||||||||||||||||
Senior Secured Credit Facility Term Loans | LIBOR | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Stated interest rate (as a percent) | 3.00% | |||||||||||||||||||||||||
Senior Secured Credit Facility Term Loans | Federal Funds Effective Rate | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Spread on variable rate basis (as a percent) | 0.50% | |||||||||||||||||||||||||
Spread (as a percent) | 0.50% | |||||||||||||||||||||||||
Convertible Notes due 2026 | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Deferred financing costs | $ 13,600 | |||||||||||||||||||||||||
Amount exchanged | $ 600,000 | |||||||||||||||||||||||||
Convertible Notes due 2026 | Subsequent Events | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Amount exchanged | $ 600,000 | |||||||||||||||||||||||||
Mudrick Capital Management LP [Member] | Second Lien Notes due 2026 | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Consideration received for conversion | shares | 13,736,264 | |||||||||||||||||||||||||
Principal amount | $ 104,500 | $ 104,500 | ||||||||||||||||||||||||
Class A common stock | First Lien Secured Notes Due 2026 | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Original issue discount | 26,300 | |||||||||||||||||||||||||
Class A common stock | Convertible Notes due 2026 | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Amount exchanged | $ 600,000 | |||||||||||||||||||||||||
Class A common stock | Mudrick Capital Management LP [Member] | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Number of shares issued | shares | 21,978,022 | |||||||||||||||||||||||||
Consideration received for commitment fee | shares | 8,241,758 | |||||||||||||||||||||||||
Fair value of common stock | $ 70,100 | |||||||||||||||||||||||||
Share Price | $ / shares | $ 3.19 | |||||||||||||||||||||||||
Class A common stock | Mudrick Capital Management LP [Member] | Second Lien Notes due 2026 | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Principal amount | $ 100,000 | |||||||||||||||||||||||||
Amount exchanged | $ 137,400 | |||||||||||||||||||||||||
Class A common stock | Mudrick Capital Management LP [Member] | First Lien Secured Notes Due 2026 | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Debt instrument face amount | $ 100,000 | |||||||||||||||||||||||||
Odeon Cinemas Group Limited | 140.0 million term loan facility agreement | Subsequent Events | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Debt instrument face amount | $ 140,000 | £ 140 | € 140 | |||||||||||||||||||||||
Net proceeds | £ 89.7 | € 89.7 | ||||||||||||||||||||||||
Odeon Cinemas Group Limited | 296.0 million term loan facility agreement | Subsequent Events | ||||||||||||||||||||||||||
Corporate borrowings and finance lease obligations | ||||||||||||||||||||||||||
Debt instrument face amount | $ 296,000 | € 296 | ||||||||||||||||||||||||
Net proceeds | € | € 12.8 |
CORPORATE BORROWINGS AND FINA_5
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS - Debt validly tendered and accepted (Details) € in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020USD ($) | Dec. 31, 2020EUR (€) | Jul. 31, 2020 | |
6.375% Senior Subordinated Notes due 2024 | |||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||
Aggregate principal amount | $ 632,145 | € 496,014 | |
Percentage of Outstanding Existing Subordinated Notes Validly Tendered | 99.20% | ||
Stated interest rate (as a percent) | 6.375% | 6.375% | 6.375% |
5.75% Senior Subordinated Notes due 2025 | |||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||
Aggregate principal amount | $ 501,679 | ||
Percentage of Outstanding Existing Subordinated Notes Validly Tendered | 83.61% | ||
Stated interest rate (as a percent) | 5.75% | 5.75% | 5.75% |
5.875% Senior Subordinated Notes due 2026 | |||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||
Aggregate principal amount | $ 539,393 | ||
Percentage of Outstanding Existing Subordinated Notes Validly Tendered | 90.65% | ||
Stated interest rate (as a percent) | 5.875% | 5.875% | 5.875% |
6.125% Senior Subordinated Notes due 2027 | |||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||
Aggregate principal amount | $ 344,279 | ||
Percentage of Outstanding Existing Subordinated Notes Validly Tendered | 72.48% | ||
Stated interest rate (as a percent) | 6.125% | 6.125% | 6.125% |
CORPORATE BORROWINGS AND FINA_6
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS - Senior Unsecured Convertible Notes narrative (Details) | Dec. 14, 2020USD ($)$ / sharesshares | Sep. 14, 2020USD ($)$ / shares | Jul. 31, 2020USD ($)itemshares | Sep. 14, 2018USD ($)item$ / shares | Jul. 31, 2020USD ($)item | Dec. 31, 2018USD ($) | Dec. 31, 2020USD ($)item$ / sharesshares | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 13, 2020$ / shares | Sep. 04, 2018USD ($) | Jul. 14, 2018USD ($) |
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Long-term Debt, Gross | $ 5,411,600,000 | $ 4,910,800,000 | ||||||||||
Debt exchange amount | $ 1,700,000,000 | $ 1,700,000,000 | ||||||||||
Amortization of Debt Discount (Premium) | (22,000,000) | 11,300,000 | $ 200,000 | |||||||||
Derivative liability | 500,000 | |||||||||||
Debt issuance costs | 42,100,000 | 88,800,000 | ||||||||||
Interest expense | 311,000,000 | 292,800,000 | 262,300,000 | |||||||||
Other expense | (28,900,000) | $ (13,400,000) | 108,100,000 | |||||||||
Twelve-month period beginning on June 15, 2023 | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Percentage of redemption of debt on aggregate principal amount and accrued and unpaid interest | 102.625% | |||||||||||
Any time thereafter | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Percentage of redemption of debt on aggregate principal amount and accrued and unpaid interest | 100.00% | |||||||||||
Second Lien Notes due 2026 | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Long-term Debt, Gross | $ 1,997,400,000 | $ 1,997,400,000 | $ 1,423,600,000 | |||||||||
Amortization of Debt Discount (Premium) | $ 535,100,000 | |||||||||||
PIK interest rate | 12.00% | 12.00% | ||||||||||
Number of interest periods | item | 3 | 3 | ||||||||||
Percentage of redemption of debt on aggregate principal amount and accrued and unpaid interest | 100.00% | |||||||||||
Redemption price of debt instrument (as a percent) | 101.00% | |||||||||||
Debt instrument face amount | $ 1,289,100,000 | $ 1,289,100,000 | $ 173,200,000 | |||||||||
Percentage of difference between the present value of the old and new cash flows | 10.00% | |||||||||||
Stated interest rate (as a percent) | 10.00% | 10.00% | 10.00% | |||||||||
Second Lien Notes due 2026 | Twelve-month period beginning on June 15, 2023 | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Percentage of redemption of debt on aggregate principal amount and accrued and unpaid interest | 106.00% | |||||||||||
Second Lien Notes due 2026 | Twelve-month period beginning on June 15, 2024 | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Percentage of redemption of debt on aggregate principal amount and accrued and unpaid interest | 103.00% | |||||||||||
Second Lien Notes due 2026 | Any time thereafter | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Percentage of redemption of debt on aggregate principal amount and accrued and unpaid interest | 100.00% | |||||||||||
Second Lien Notes due 2026 | At the time of sale of assets | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Redemption price of debt instrument (as a percent) | 100.00% | |||||||||||
Second Lien Notes due 2026 | Minimum | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Debt Instrument, Interest Due Term | 12 months | |||||||||||
Second Lien Notes due 2026 | Maximum | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Debt Instrument, Interest Due Term | 18 months | |||||||||||
10.5 % First Lien Notes due 2026 | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Long-term Debt, Gross | $ 300,000,000 | $ 300,000,000 | $ 300,000,000 | |||||||||
Original issue discount | $ 36,000,000 | 36,000,000 | ||||||||||
Amortization of Debt Discount (Premium) | 30,000,000 | |||||||||||
Percentage of redemption of debt on aggregate principal amount and accrued and unpaid interest | 110.50% | |||||||||||
Redemption price of debt instrument (as a percent) | 100.00% | |||||||||||
Debt instrument face amount | $ 200,000,000 | $ 200,000,000 | $ 300,000,000 | |||||||||
Stated interest rate (as a percent) | 10.50% | 10.50% | 10.50% | 10.50% | ||||||||
Debt issuance costs | $ 6,000,000 | |||||||||||
10.5 % First Lien Notes due 2026 | Sell assets of subsidiaries and company | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Percentage of redemption of debt on aggregate principal amount and accrued and unpaid interest | 100.00% | |||||||||||
10.5 % First Lien Notes due 2026 | Change of control | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Percentage of redemption of debt on aggregate principal amount and accrued and unpaid interest | 101.00% | |||||||||||
10.5 % First Lien Notes due 2026 | Prior to June 15, 2022 | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Percentage of redemption of debt on aggregate principal amount and accrued and unpaid interest | 100.00% | |||||||||||
10.5 % First Lien Notes due 2026 | Twelve-month period beginning on June 15, 2022 | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Percentage of redemption of debt on aggregate principal amount and accrued and unpaid interest | 105.25% | |||||||||||
10.5 % First Lien Notes due 2026 | Maximum | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Redemption price of debt instrument (as a percent) | 35.00% | |||||||||||
10.5 % First Lien Notes due 2026 | Class A common stock | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Number of Prorata Shares | shares | 5,000,000 | 5,000,000 | ||||||||||
Percentage of Outstanding Shares of Entity | 4.60% | |||||||||||
Common Stock, Value, Outstanding | $ 20,200,000 | $ 20,200,000 | ||||||||||
10.5 % First Lien Notes due 2026 | Silver Lake Group, L.L.C | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Debt instrument face amount | 100,000,000 | 100,000,000 | ||||||||||
Senior Subordinated Notes | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Reduction in principal amount | $ 555,000,000 | 555,000,000 | ||||||||||
Percentage of redemption of debt on aggregate principal amount and accrued and unpaid interest | 23.90% | |||||||||||
Debt instrument face amount | $ 1,782,500,000 | 1,782,500,000 | $ 235,000,000 | |||||||||
Restructured amount | 2,020,000,000 | |||||||||||
Fees paid to third parties | 39,300,000 | |||||||||||
Senior Subordinated Notes | Minimum | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Cash Savings Due to Interest Payments | 120,000,000 | |||||||||||
Senior Subordinated Notes | Maximum | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Cash Savings Due to Interest Payments | 180,000,000 | |||||||||||
2.95% Senior Secured Convertible Notes due 2024 | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Long-term Debt, Gross | $ 600,000,000 | |||||||||||
Debt instrument face amount | 1,462,300,000 | $ 1,462,300,000 | ||||||||||
Restructured amount | $ 600,000,000 | |||||||||||
Adjusted conversion price | $ / shares | $ 13.51 | $ 18.95 | ||||||||||
Principal balance | $ 600,000,000 | $ 600,000,000 | ||||||||||
Stated interest rate (as a percent) | 2.95% | 2.95% | 2.95% | 2.95% | 2.95% | |||||||
Change fair value of derivative | $ 89,400,000 | $ (23,500,000) | (66,400,000) | |||||||||
If-converted value in excess of principal | $ 505,800,000 | |||||||||||
Price per share (in dollars per share) | $ / shares | $ 2.12 | |||||||||||
Conversion rate (in dollars per share) | $ / shares | 13.51 | $ 18.95 | ||||||||||
Number of shares upon conversion | item | 44,422,860 | |||||||||||
Minimum conversion price percentage causing a reset conversion price | 120.00% | |||||||||||
Debt issuance costs | $ 9,500,000 | |||||||||||
Interest expense | $ 9,700,000 | 31,800,000 | 32,600,000 | |||||||||
Other expense | 19,600,000 | $ 17,700,000 | $ (45,000,000) | |||||||||
Maximum dividends allowed through the second anniversary of issuance | $ / shares | $ 0.20 | |||||||||||
Maximum dividends allowed after the second anniversary of issuance | $ / shares | 0.10 | |||||||||||
2.95% Senior Secured Convertible Notes due 2024 | Other expense | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Immaterial correction expense | $ 26,200,000 | |||||||||||
2.95% Senior Secured Convertible Notes due 2024 | Class A common stock | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Conversion Price | $ / shares | 13.51 | |||||||||||
Adjusted conversion price | $ / shares | 6.55 | $ 18.95 | $ 13.51 | |||||||||
Principal balance | $ 1,000 | |||||||||||
Conversion rate | 52.7704 | 31,662,240 | ||||||||||
Conversion rate (in dollars per share) | $ / shares | $ 6.55 | $ 18.95 | $ 13.51 | |||||||||
Number of shares upon conversion | 44,422,860 | |||||||||||
Maximum allowed percentage of outstanding fully-diluted share capital resulting a conversion price floor | 30.00% | 30.00% | ||||||||||
2.95% Senior Secured Convertible Notes due 2024 | Class B common stock | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Derivative Asset | $ 10,700,000 | |||||||||||
2.95% Senior Secured Convertible Notes due 2024 | Class B common stock | Maximum | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Number of shares upon conversion | item | 5,666,000 | |||||||||||
Convertible Notes due 2026 | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Percentage of difference between the present value of the old and new cash flows | 10.00% | |||||||||||
Restructured amount | $ 600,000,000 | |||||||||||
Principal balance | $ 600,000,000 | $ 600,000,000 | ||||||||||
Derivative liability | $ 90,400,000 | |||||||||||
Effective interest rate | 5.98% | |||||||||||
Convertible Notes due 2026 | Class A common stock | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Restructured amount | $ 600,000,000 | |||||||||||
Mudrick Capital Management LP [Member] | Class A common stock | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Price per share (in dollars per share) | $ / shares | $ 3.19 | |||||||||||
Mudrick Capital Management LP [Member] | Second Lien Notes due 2026 | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Principal amount | $ 104,500,000 | $ 104,500,000 | ||||||||||
Consideration received for conversion | shares | 13,736,264 | |||||||||||
Mudrick Capital Management LP [Member] | Second Lien Notes due 2026 | Class A common stock | ||||||||||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | ||||||||||||
Principal amount | $ 100,000,000 | |||||||||||
Waived off PIK interest | $ 4,500,000 | |||||||||||
Restructured amount | $ 137,400,000 |
CORPORATE BORROWINGS AND FINA_7
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS - Senior Unsecured Convertible Notes (Details) - USD ($) $ in Millions | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Jul. 31, 2020 | Sep. 14, 2018 | |
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||
Discount | $ 338.7 | $ (69.1) | |||
Debt issuance costs | (42.1) | (88.8) | |||
Derivative liability | 0.5 | ||||
Amortization of net discount (premium) on corporate borrowings to interest expense | (22) | 11.3 | $ 0.2 | ||
Amortization of debt issuance costs | 14.2 | 15.8 | 16 | ||
2.95% Senior Secured Convertible Notes due 2024 | |||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||
Principal balance | 600 | $ 600 | |||
Discount | (61.5) | (73.7) | |||
Debt issuance costs | (9.5) | ||||
Change fair value of derivative | (89.4) | 23.5 | $ 66.4 | ||
Reclassification to Additional Paid-in Capital | (89.9) | ||||
Carrying value | 529 | ||||
Convertible Notes due 2026 | |||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||
Principal balance | $ 600 | ||||
Derivative liability | 90.4 | ||||
Convertible Notes | |||||
CORPORATE BORROWINGS AND CAPITAL AND FINANCING LEASE OBLIGATIONS | |||||
Principal balance | 600 | 600 | |||
Discount | (73.7) | (86.7) | |||
Debt issuance costs | (11.2) | (13) | |||
Derivative liability | 0.5 | 24 | |||
Amortization of net discount (premium) on corporate borrowings to interest expense | 12.2 | 13 | |||
Amortization of debt issuance costs | 1.7 | 1.8 | |||
Change fair value of derivative | 89.4 | (23.5) | |||
Carrying value | 515.6 | $ 524.3 | |||
Increase to Expense (Income) | $ 103.3 | $ (8.7) |
CORPORATE BORROWINGS AND FINA_8
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS - Other Notes (Details) £ in Millions, $ in Millions | Jul. 31, 2020USD ($) | Jul. 31, 2020EUR (€) | Apr. 24, 2020 | Mar. 17, 2017USD ($) | Nov. 08, 2016USD ($) | Jun. 05, 2015USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2020GBP (£) | Dec. 31, 2020EUR (€) | Dec. 31, 2019USD ($) | Apr. 22, 2019USD ($) | Mar. 17, 2017GBP (£) | Nov. 08, 2016GBP (£) |
Corporate borrowings and finance lease obligations | |||||||||||||
Outstanding aggregate principal balance | $ 5,411.6 | $ 4,910.8 | |||||||||||
Redemption at any time prior to April 15, 2022 | |||||||||||||
Corporate borrowings and finance lease obligations | |||||||||||||
Debt instrument redemption amount as a percentage of principal amount | 100.00% | ||||||||||||
6.375% Senior Subordinated Notes due 2024 | |||||||||||||
Corporate borrowings and finance lease obligations | |||||||||||||
Deferred financing costs | $ 14.1 | ||||||||||||
Debt instrument redemption amount as a percentage of principal amount | 35.00% | ||||||||||||
Number of days for effectiveness | 365 days | ||||||||||||
Debt instrument face amount | £ 4 | € 4,000,000 | £ 250 | £ 250 | |||||||||
Percentage of principal amount of the outstanding Original Notes validly tendered under exchange offer | 106.00% | ||||||||||||
Outstanding aggregate principal balance | $ 5.4 | 655.8 | £ 250 | ||||||||||
Principal amount of debt exchanged | $ 632.1 | € 496,014 | |||||||||||
Percentage of principal amount of debt exchanged | 99.20% | 99.20% | |||||||||||
6.375% Senior Subordinated Notes due 2024 | Minimum | |||||||||||||
Corporate borrowings and finance lease obligations | |||||||||||||
Debt instrument redemption amount as a percentage of principal amount | 100.00% | ||||||||||||
6.375% Senior Subordinated Notes due 2024 | Maximum | |||||||||||||
Corporate borrowings and finance lease obligations | |||||||||||||
Debt instrument redemption amount as a percentage of principal amount | 104.781% | ||||||||||||
6.375% Senior Subordinated Notes due 2024 | Redemption at any time on or after April 15, 2022 | |||||||||||||
Corporate borrowings and finance lease obligations | |||||||||||||
Redemption price of debt instrument (as a percent) | 104.781% | ||||||||||||
6.375% Senior Subordinated Notes due 2024 | Redemption at any time prior to April 15, 2022 | |||||||||||||
Corporate borrowings and finance lease obligations | |||||||||||||
Redemption price of debt instrument (as a percent) | 100.00% | ||||||||||||
5.75 % Senior Subordinated Notes due 2025 | |||||||||||||
Corporate borrowings and finance lease obligations | |||||||||||||
Deferred financing costs | $ 11.4 | ||||||||||||
Debt instrument face amount | $ 600 | ||||||||||||
Outstanding aggregate principal balance | $ 98.3 | 600 | |||||||||||
Stay of enforcement period | 210 days | ||||||||||||
Principal amount of debt exchanged | $ 501.7 | ||||||||||||
Percentage of principal amount of debt exchanged | 83.61% | 83.61% | |||||||||||
5.75 % Senior Subordinated Notes due 2025 | Redemption at any time on or after April 15, 2022 | |||||||||||||
Corporate borrowings and finance lease obligations | |||||||||||||
Redemption price of debt instrument (as a percent) | 102.875% | ||||||||||||
5.75 % Senior Subordinated Notes due 2025 | Redemption at any time prior to April 15, 2022 | |||||||||||||
Corporate borrowings and finance lease obligations | |||||||||||||
Redemption price of debt instrument (as a percent) | 100.00% | ||||||||||||
5.875% Senior Subordinated Notes due 2026 | |||||||||||||
Corporate borrowings and finance lease obligations | |||||||||||||
Aggregate principal amount | $ 2,225 | ||||||||||||
Deferred financing costs | $ 27 | ||||||||||||
Number of days to file | 270 days | ||||||||||||
Number of days for effectiveness | 365 days | ||||||||||||
Debt instrument face amount | $ 595 | ||||||||||||
Outstanding aggregate principal balance | $ 55.6 | 595 | |||||||||||
Principal amount of debt exchanged | $ 539.4 | ||||||||||||
Percentage of principal amount of debt exchanged | 90.65% | 90.65% | |||||||||||
5.875% Senior Subordinated Notes due 2026 | Redemption at any time on or after April 15, 2022 | |||||||||||||
Corporate borrowings and finance lease obligations | |||||||||||||
Redemption price of debt instrument (as a percent) | 102.938% | ||||||||||||
5.875% Senior Subordinated Notes due 2026 | Redemption at any time prior to April 15, 2022 | |||||||||||||
Corporate borrowings and finance lease obligations | |||||||||||||
Redemption price of debt instrument (as a percent) | 100.00% | ||||||||||||
6.125% Senior Subordinated Notes due 2027 | |||||||||||||
Corporate borrowings and finance lease obligations | |||||||||||||
Redemption price of debt instrument (as a percent) | 100.00% | ||||||||||||
Debt instrument redemption amount as a percentage of principal amount | 35.00% | ||||||||||||
Number of days to file | 270 days | ||||||||||||
Number of days for effectiveness | 365 days | ||||||||||||
Debt instrument face amount | $ 475 | ||||||||||||
Outstanding aggregate principal balance | $ 130.7 | $ 475 | |||||||||||
Principal amount of debt exchanged | $ 344.3 | ||||||||||||
Percentage of principal amount of debt exchanged | 72.48% | 72.48% | |||||||||||
6.125% Senior Subordinated Notes due 2027 | Minimum | |||||||||||||
Corporate borrowings and finance lease obligations | |||||||||||||
Redemption price of debt instrument (as a percent) | 100.00% | ||||||||||||
6.125% Senior Subordinated Notes due 2027 | Maximum | |||||||||||||
Corporate borrowings and finance lease obligations | |||||||||||||
Redemption price of debt instrument (as a percent) | 103.063% |
STOCKHOLDERS' EQUITY - Narrativ
STOCKHOLDERS' EQUITY - Narrative (Details) $ / shares in Units, $ in Millions | Oct. 30, 2020 | Mar. 05, 2020shares | Feb. 26, 2020shares | Dec. 31, 2020USD ($)item$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017shares | Dec. 31, 2016shares | Feb. 27, 2020shares |
Additional Public Offering | |||||||||
Class A common stock issuance | $ | $ 264.7 | ||||||||
Treasury Stock | |||||||||
Share repurchase program | 200,000,000 | ||||||||
Stock repurchase program period | 3 years | ||||||||
Equity disclosures | |||||||||
Total estimated unrecognized compensation cost related to nonvested stock-based compensation arrangements | $ | $ 15.2 | ||||||||
Weighted average period recognized | 1 year 6 months | ||||||||
Stock-based compensation | $ | $ 25.4 | $ 4.4 | $ 14.9 | ||||||
Number of days for settlement | 30 days | ||||||||
Requisite service period | 3 years | ||||||||
Additional Paid-in Capital | |||||||||
Additional Public Offering | |||||||||
Class A common stock issuance | $ | $ 263.8 | ||||||||
Equity disclosures | |||||||||
Stock-based compensation | $ | 25.4 | 4.4 | 14.9 | ||||||
General and administrative: other | |||||||||
Equity disclosures | |||||||||
Stock-based compensation expense | $ | $ 25.4 | $ 4.4 | $ 14.9 | ||||||
2.95% Senior Secured Convertible Notes due 2024 | |||||||||
Equity disclosures | |||||||||
Price per share (in dollars per share) | $ / shares | $ 2.12 | ||||||||
Members of management and executive officers | Performance Vesting | |||||||||
Equity disclosures | |||||||||
Period of cumulative adjusted EBITDA, diluted earnings per share, and net profit results to meet the performance target condition | 3 years | ||||||||
Special Performance Stock Unit | |||||||||
Equity disclosures | |||||||||
Requisite service period | 6 years 4 months 24 days | ||||||||
Special Performance Stock Unit | General and administrative: other | |||||||||
Equity disclosures | |||||||||
Stock-based compensation expense | $ | $ 14 | ||||||||
RSU and PSU Units | Minimum | |||||||||
Equity disclosures | |||||||||
Price per share (in dollars per share) | $ / shares | $ 2.36 | $ 2.36 | $ 2.36 | ||||||
RSU and PSU Units | Maximum | |||||||||
Equity disclosures | |||||||||
Price per share (in dollars per share) | $ / shares | $ 15.65 | ||||||||
Performance Vesting | |||||||||
Equity disclosures | |||||||||
Stock-based compensation expense | $ | $ 5.8 | ||||||||
Percentage of awards forfeited | 100.00% | ||||||||
Percentage of performance targets and vesting level | 90.00% | ||||||||
Performance Vesting | General and administrative: other | |||||||||
Equity disclosures | |||||||||
Stock-based compensation expense | $ | $ 1.2 | $ (5.8) | $ 5.8 | ||||||
Performance Vesting | Members of management and executive officers | |||||||||
Equity disclosures | |||||||||
Restricted stock unit granted (in shares) | 1,436,297 | 730,167 | 653,669 | ||||||
Number of days from the termination of service for settlement of fully vested units | 30 days | ||||||||
Period of cumulative adjusted EBITDA, diluted earnings per share, and net profit results to meet the performance target condition | 3 years | 3 years | |||||||
Awards to be granted if target not achieved (in shares) | 0 | ||||||||
Performance Vesting | Members of management and executive officers | Minimum | |||||||||
Equity disclosures | |||||||||
PSUs vesting as a percentage of performance target | 80.00% | ||||||||
Percentage of performance target | 50.00% | 30.00% | |||||||
Performance Vesting | Members of management and executive officers | Maximum | |||||||||
Equity disclosures | |||||||||
PSUs vesting as a percentage of performance target | 120.00% | ||||||||
Percentage of performance target | 200.00% | 200.00% | |||||||
2013 Equity Incentive Plan | Stock options | |||||||||
Equity disclosures | |||||||||
Number of shares authorized | 15,000,000 | ||||||||
Number of shares remaining available for grant | 8,520,193 | ||||||||
2013 Equity Incentive Plan | Stock options | Board of Director | |||||||||
Equity disclosures | |||||||||
Stock-based compensation expense | $ | $ 0.5 | $ 0.5 | $ 0.5 | ||||||
2013 Equity Incentive Plan | Performance Stock Unit Transition Award | Executive officers | |||||||||
Equity disclosures | |||||||||
Restricted stock unit granted (in shares) | 300,000 | ||||||||
2013 Equity Incentive Plan | Special Performance Stock Unit | Executive officers | |||||||||
Equity disclosures | |||||||||
Restricted stock unit granted (in shares) | 3,570,000 | 3,570,000 | |||||||
Vesting period (in years) | 10 years | ||||||||
Number of days for settlement | 20 days | ||||||||
Requisite service period | 3 years | ||||||||
2013 Equity Incentive Plan | Restricted stock unit | Members of management and executive officers | |||||||||
Equity disclosures | |||||||||
Number of shares to be received for each unit | 1 | ||||||||
2013 Equity Incentive Plan | Restricted stock unit | Members of management | |||||||||
Equity disclosures | |||||||||
Number of days from the termination of service for settlement of fully vested units | 30 days | ||||||||
Percentage of options that will vest on each of the anniversaries from the date of grant | 33.00% | 33.00% | 33.00% | ||||||
Vesting period (in years) | 3 years | 3 years | 3 years | ||||||
2013 Equity Incentive Plan | Restricted stock unit | Executive officers | |||||||||
Equity disclosures | |||||||||
Restricted stock unit granted (in shares) | 129,214 | 135,981 | |||||||
Percentage of options that will vest on each of the anniversaries from the date of grant | 33.00% | 33.00% | 33.00% | ||||||
Vesting period (in years) | 3 years | ||||||||
Number of days for settlement | 30 days | ||||||||
2013 Equity Incentive Plan | 2020 RSU awards | Members of management | |||||||||
Equity disclosures | |||||||||
Restricted stock unit granted (in shares) | 1,511,297 | ||||||||
Recorded stock-based compensation expense | $ | $ 8.7 | ||||||||
2013 Equity Incentive Plan | 2019 RSU awards | Members of management | |||||||||
Equity disclosures | |||||||||
Restricted stock unit granted (in shares) | 730,167 | ||||||||
Recorded stock-based compensation expense | $ | $ 8.2 | ||||||||
2013 Equity Incentive Plan | 2019 RSU awards | Executive officers | |||||||||
Equity disclosures | |||||||||
Stock-based compensation expense | $ | 1.4 | ||||||||
2013 Equity Incentive Plan | 2018 RSU awards | Members of management | |||||||||
Equity disclosures | |||||||||
Restricted stock unit granted (in shares) | 656,576 | ||||||||
Recorded stock-based compensation expense | $ | $ 6.2 | ||||||||
2013 Equity Incentive Plan | 2018 RSU awards | Executive officers | |||||||||
Equity disclosures | |||||||||
Stock-based compensation expense | $ | $ 2.4 | ||||||||
2013 Equity Incentive Plan | 2019 RSU executive | Members of management | |||||||||
Equity disclosures | |||||||||
Stock-based compensation expense | $ | $ 1 | $ 0.1 | |||||||
2013 Equity Incentive Plan | 2019 RSU executive | Executive officers | |||||||||
Equity disclosures | |||||||||
Restricted stock unit granted (in shares) | 200,000 | ||||||||
Vesting period (in years) | 3 years | ||||||||
Number of days for settlement | 30 days | ||||||||
2013 Equity Incentive Plan | Performance Vesting | Members of management and executive officers | |||||||||
Equity disclosures | |||||||||
Awards to be granted upon achieving 100% of performance target (in shares) | 1,436,297 | ||||||||
Class A common stock | |||||||||
Common Stock Rights and Privileges | |||||||||
Number of votes per share | item | 1 | ||||||||
Additional Public Offering | |||||||||
Gross proceeds | $ | $ 264.7 | ||||||||
Treasury Stock | |||||||||
Share repurchase program | 200,000,000 | ||||||||
Class A common stock | 2013 Equity Incentive Plan | Stock options | Board of Director | |||||||||
Equity disclosures | |||||||||
Shares granted | 77,090 | 32,464 | 28,055 | ||||||
Class B common stock | |||||||||
Common Stock Rights and Privileges | |||||||||
Number of votes per share | item | 3 | ||||||||
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 |
STOCKHOLDERS' EQUITY - Dividend
STOCKHOLDERS' EQUITY - Dividends (Details) - USD ($) $ / shares in Units, $ in Millions | Jan. 25, 2021 | Dec. 14, 2020 | Jul. 31, 2020 | Feb. 26, 2020 | Oct. 24, 2019 | Aug. 02, 2019 | May 03, 2019 | Feb. 15, 2019 | Nov. 01, 2018 | Sep. 14, 2018 | Jul. 24, 2018 | May 03, 2018 | Feb. 28, 2018 | Jan. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 11, 2020 | Nov. 10, 2020 | Oct. 20, 2020 | Sep. 24, 2020 |
Dividends | |||||||||||||||||||||
Cash dividend declared (in dollars per share) | $ 0.03 | $ 0.20 | $ 0.20 | $ 0.20 | $ 0.20 | $ 0.20 | $ 1.55 | $ 0.20 | $ 0.20 | $ 0.20 | |||||||||||
Dividends declared | $ 3.2 | $ 21 | $ 21.3 | $ 21.3 | $ 21.3 | $ 21.2 | $ 162.9 | $ 25.8 | $ 26 | $ 26 | |||||||||||
Dividends and dividend equivalents | $ 6.5 | $ 84.1 | $ 258.1 | ||||||||||||||||||
Accrued unpaid dividends | $ 0.4 | $ 2.3 | 4 | ||||||||||||||||||
Class A common stock | |||||||||||||||||||||
STOCKHOLDERS' EQUITY | |||||||||||||||||||||
Number of shares authorized | 524,173,073 | 524,173,073 | |||||||||||||||||||
Sell price per share | $ 0.01 | $ 0.01 | |||||||||||||||||||
Gross proceeds | $ 264.7 | ||||||||||||||||||||
Dividends | |||||||||||||||||||||
Dividends and dividend equivalents | 1.6 | $ 41.7 | 122 | ||||||||||||||||||
Class A common stock | Mudrick Capital Management LP [Member] | |||||||||||||||||||||
STOCKHOLDERS' EQUITY | |||||||||||||||||||||
Number of shares issued | 21,978,022 | ||||||||||||||||||||
Consideration received for commitment fee | 8,241,758 | ||||||||||||||||||||
Class A common stock | Equity Distribution Agreement [Member] | |||||||||||||||||||||
STOCKHOLDERS' EQUITY | |||||||||||||||||||||
Number of shares authorized | 178,000,000 | 20,000,000 | 15,000,000 | 15,000,000 | |||||||||||||||||
Sell price per share | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||||||||
Gross proceeds | $ 272.8 | ||||||||||||||||||||
Number of shares issued | 90,955,685 | ||||||||||||||||||||
Sales agents fees paid | $ 8.1 | ||||||||||||||||||||
Class A common stock | Equity Distribution Agreement [Member] | Subsequent Events | |||||||||||||||||||||
STOCKHOLDERS' EQUITY | |||||||||||||||||||||
Sell price per share | $ 0.01 | ||||||||||||||||||||
Gross proceeds | $ 582 | $ 596.9 | |||||||||||||||||||
Number of shares issued | 50,000,000 | 187,066,293 | |||||||||||||||||||
Sales agents fees paid | $ 14.9 | ||||||||||||||||||||
Class B common stock | |||||||||||||||||||||
STOCKHOLDERS' EQUITY | |||||||||||||||||||||
Number of shares authorized | 51,769,784 | 51,769,784 | |||||||||||||||||||
Sell price per share | $ 0.01 | $ 0.01 | |||||||||||||||||||
Dividends | |||||||||||||||||||||
Dividends and dividend equivalents | $ 1.6 | $ 41.4 | 136.1 | ||||||||||||||||||
Dividend Equivalents | |||||||||||||||||||||
Dividends | |||||||||||||||||||||
Dividends and dividend equivalents | $ 3.3 | $ 1 | $ 0.1 | ||||||||||||||||||
10.5 % First Lien Notes due 2026 | Class A common stock | |||||||||||||||||||||
STOCKHOLDERS' EQUITY | |||||||||||||||||||||
Number of Prorata Shares | 5,000,000 | 5,000,000 | |||||||||||||||||||
Second Lien Notes due 2026 | Mudrick Capital Management LP [Member] | |||||||||||||||||||||
STOCKHOLDERS' EQUITY | |||||||||||||||||||||
Consideration received for conversion | 13,736,264 |
STOCKHOLDERS' EQUITY - Related
STOCKHOLDERS' EQUITY - Related Party Transactions (Details) | Sep. 14, 2018USD ($)item | Dec. 31, 2020USD ($)item$ / sharesshares | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Feb. 01, 2021 | Jul. 14, 2018USD ($) |
Related Party Transactions | ||||||
Value of stock repurchased and canceled | $ 412,600,000 | |||||
Ownership percentage | 49.00% | |||||
2.95% Senior Secured Convertible Notes due 2024 | ||||||
Related Party Transactions | ||||||
Principal balance | $ 600,000,000 | $ 600,000,000 | ||||
Price per share (in dollars per share) | $ / shares | $ 2.12 | |||||
Number of shares upon conversion | item | 44,422,860 | |||||
Maximum | ||||||
Related Party Transactions | ||||||
Ownership percentage | 50.00% | |||||
Class A common stock | 2.95% Senior Secured Convertible Notes due 2024 | ||||||
Related Party Transactions | ||||||
Principal balance | $ 1,000 | |||||
Number of shares upon conversion | 44,422,860 | |||||
Class B common stock | Maximum | 2.95% Senior Secured Convertible Notes due 2024 | ||||||
Related Party Transactions | ||||||
Number of shares upon conversion | item | 5,666,000 | |||||
Wanda | ||||||
Related Party Transactions | ||||||
Receivable due from related party | $ 700,000 | $ 800,000 | ||||
Reimbursements | $ 300,000 | $ 400,000 | $ 0 | |||
Wanda | ROFR agreement | Minimum | ||||||
Related Party Transactions | ||||||
Combined voting power held in Holdings (as a percent) | 50.10% | |||||
Silver Lake | 2.95% Senior Secured Convertible Notes due 2024 | ||||||
Related Party Transactions | ||||||
Principal balance | $ 600,000,000 | |||||
Silver Lake | Wanda | ROFR agreement | ||||||
Related Party Transactions | ||||||
Period following ROFR execution during which certain shares may be purchased | 2 years | |||||
Wanda | ||||||
Related Party Transactions | ||||||
Combined voting power held in Holdings (as a percent) | 47.37% | |||||
Ownership percentage | 23.08% | 9.80% | ||||
Wanda | Class A common stock | ||||||
Related Party Transactions | ||||||
Voting ratio between Class B and Class A common stock | three-to-one voting ratio | |||||
Wanda | Class B common stock | ||||||
Related Party Transactions | ||||||
Shares owned | shares | 51,769,784 | |||||
Number of shares upon conversion | 5,666,000 |
STOCKHOLDERS' EQUITY - Awards g
STOCKHOLDERS' EQUITY - Awards granted in 2020 (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
STOCKHOLDERS' EQUITY | |||
Number of days for settlement | 30 days | ||
General and administrative: other | |||
STOCKHOLDERS' EQUITY | |||
Stock-based compensation expense | $ 25.4 | $ 4.4 | $ 14.9 |
Performance Vesting | |||
STOCKHOLDERS' EQUITY | |||
Stock-based compensation expense | 5.8 | ||
Performance Vesting | General and administrative: other | |||
STOCKHOLDERS' EQUITY | |||
Stock-based compensation expense | $ 1.2 | $ (5.8) | $ 5.8 |
STOCKHOLDERS' EQUITY - SPSU act
STOCKHOLDERS' EQUITY - SPSU activity (Details) - USD ($) | Oct. 30, 2020 | Mar. 05, 2020 | Dec. 31, 2020 |
STOCKHOLDERS' EQUITY | |||
Requisite service period | 3 years | ||
Tranche 1 | |||
Target prices and vesting tranches | |||
Target Stock Price | $ 12 | ||
SPSUs Vesting | $ 595,003 | ||
Assumptions used to determine fair value | |||
Grant-date stock price | $ 12 | ||
Tranche 2 | |||
Target prices and vesting tranches | |||
Target Stock Price | $ 16 | ||
SPSUs Vesting | $ 595,003 | ||
Assumptions used to determine fair value | |||
Grant-date stock price | $ 16 | ||
Tranche 3 | |||
Target prices and vesting tranches | |||
Target Stock Price | $ 20 | ||
SPSUs Vesting | $ 595,003 | ||
Assumptions used to determine fair value | |||
Grant-date stock price | $ 20 | ||
Tranche 4 | |||
Target prices and vesting tranches | |||
Target Stock Price | $ 24 | ||
SPSUs Vesting | $ 595,003 | ||
Assumptions used to determine fair value | |||
Grant-date stock price | $ 24 | ||
Tranche 5 | |||
Target prices and vesting tranches | |||
Target Stock Price | $ 28 | ||
SPSUs Vesting | $ 594,994 | ||
Assumptions used to determine fair value | |||
Grant-date stock price | $ 28 | ||
Tranche 5 | Minimum | |||
STOCKHOLDERS' EQUITY | |||
Share Price | $ 4 | ||
Tranche 5 | Maximum | |||
STOCKHOLDERS' EQUITY | |||
Share Price | 28 | ||
Tranche 6 | |||
Target prices and vesting tranches | |||
Target Stock Price | $ 32 | ||
SPSUs Vesting | $ 594,994 | ||
Assumptions used to determine fair value | |||
Grant-date stock price | $ 32 | ||
Tranche 6 | Minimum | |||
STOCKHOLDERS' EQUITY | |||
Share Price | 8 | ||
Tranche 6 | Maximum | |||
STOCKHOLDERS' EQUITY | |||
Share Price | 32 | ||
Tranches 1 through 4 | Minimum | |||
STOCKHOLDERS' EQUITY | |||
Share Price | 12 | ||
Tranches 1 through 4 | Maximum | |||
STOCKHOLDERS' EQUITY | |||
Share Price | $ 24 | ||
Special Performance Stock Unit | |||
STOCKHOLDERS' EQUITY | |||
Requisite service period | 6 years 4 months 24 days | ||
Grant date fair value | $ 12,200,000 | ||
Incremental fair value amount | $ 7,300,000 | ||
Assumptions used to determine fair value | |||
Expected stock price volatility | 45.00% | ||
Special Performance Stock Unit | Minimum | |||
Target prices and vesting tranches | |||
Target Stock Price | $ 4.92 | ||
Assumptions used to determine fair value | |||
Expected dividend yield | 2.02% | ||
Risk-free interest rate | 0.92% | ||
Grant-date stock price | $ 4.92 | ||
Special Performance Stock Unit | Maximum | |||
Target prices and vesting tranches | |||
Target Stock Price | $ 5.93 | ||
Assumptions used to determine fair value | |||
Expected dividend yield | 2.44% | ||
Risk-free interest rate | 1.33% | ||
Grant-date stock price | $ 5.93 |
STOCKHOLDERS' EQUITY - RSU acti
STOCKHOLDERS' EQUITY - RSU activity (Details) - RSU, PSU and SPSU - $ / shares | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Shares of RSU and PSU | |||
Balance at the beginning of the period (in shares) | 3,270,093 | 1,934,447 | 1,083,841 |
Granted (in shares) | 6,517,594 | 1,960,334 | 1,313,152 |
Vested (in shares) | (2,472,375) | (303,201) | (408,848) |
Forfeited (in shares) | (1,020,122) | (220,632) | (53,698) |
Cancelled (in shares) | (2,135,929) | (100,855) | |
Nonvested at the end of the period (in shares) | 4,159,261 | 3,270,093 | 1,934,447 |
Weighted Average Grant Date Fair Value | |||
Balance at the beginning of the period (in dollars per share) | $ 15.88 | $ 21.50 | $ 28.61 |
Granted (in dollars per share) | 4.66 | 12.89 | 15.65 |
Vested (in dollars per share) | 8.61 | 21.76 | 21.68 |
Forfeited (in dollars per share) | 16.97 | 17.17 | 20.69 |
Cancelled (in dollars per share) | 7.22 | 21.46 | |
Unvested at the end of the period (in dollars per share) | $ 6.80 | $ 15.88 | $ 21.50 |
INCOME TAXES - narrative (Detai
INCOME TAXES - narrative (Details) - USD ($) $ in Millions | Sep. 30, 2019 | Dec. 31, 2020 | Sep. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Jul. 31, 2020 |
INCOME TAXES | ||||||||
Income tax provision (benefit) | $ 59.9 | $ (22.5) | $ 13.6 | |||||
Effective Income Tax Rate Reconciliation, Percent | (1.30%) | 13.10% | 11.00% | |||||
Goodwill, Impairment Loss | $ 0 | $ 405.3 | $ 156.8 | $ 1,744.3 | $ 2,306.4 | |||
Net deferred tax liabilities | $ 40.2 | 40.2 | ||||||
Net deferred tax assets | $ 24.1 | |||||||
Estimated cancellation of debt income (CODI) recognized | $ 1,200 | |||||||
Estimated net operating loss from cancellation of debt income | $ 1,200 | |||||||
Foreign | Federal Ministry of Finance, Germany | ||||||||
INCOME TAXES | ||||||||
Income tax provision (benefit) | 33.1 | |||||||
Foreign | Tax Authority Spain | ||||||||
INCOME TAXES | ||||||||
Income tax provision (benefit) | $ 40.1 |
INCOME TAXES - Income tax provi
INCOME TAXES - Income tax provision (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Current: | ||||
Federal | $ 0.1 | $ (0.1) | $ (0.5) | |
Foreign | (0.1) | 8.4 | 5 | |
State | (4.1) | 2.9 | 15.5 | |
Total current | (4.1) | 11.2 | 20 | |
Deferred: | ||||
Federal | 2.7 | (4.2) | 0.8 | |
Foreign | 57.6 | (42.8) | (7.5) | |
State | 3.7 | 13.3 | 0.3 | |
Deferred income taxes | 64 | (33.7) | (6.4) | |
Total provision (benefit) | 59.9 | (22.5) | 13.6 | |
Pre-tax income (losses) | ||||
Domestic | (3,036.4) | (165.1) | 154.4 | |
Foreign | (1,493.1) | (6.5) | (30.7) | |
Total | $ (4,529.5) | $ (171.6) | $ 123.7 | |
Foreign | Federal Ministry of Finance, Germany | ||||
Deferred: | ||||
Total provision (benefit) | $ 33.1 | |||
Foreign | Tax Authority Spain | ||||
Deferred: | ||||
Total provision (benefit) | $ 40.1 |
INCOME TAXES - Effective income
INCOME TAXES - Effective income tax rate on earnings (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Reconciliation of effective tax rate on earnings (loss) from continuing operations before income taxes and the U.S. federal income tax statutory rate | ||||
Income tax expense (benefit) at the federal statutory rate | $ (951.2) | $ (36) | $ 26 | |
Effect of: | ||||
State income taxes | (89.5) | (7.2) | 8.9 | |
Increase in reserve for uncertain tax positions | (1.9) | 8.4 | 5.2 | |
Federal and state credits | (3.6) | (6.5) | (5.9) | |
Permanent items - goodwill impairment | 456.3 | |||
Permanent items - other | 13.2 | (6.6) | 5.7 | |
Foreign rate differential | 19.7 | 11.8 | (5.9) | |
Other | 1.7 | (10.6) | 9.7 | |
Valuation allowance | 615.2 | 24.2 | (30.1) | |
Income tax provision (benefit) | $ 59.9 | $ (22.5) | $ 13.6 | |
Effective income tax rate (as a percent) | (1.30%) | 13.10% | 11.00% | |
Tax Authority Spain | Foreign | ||||
Effect of: | ||||
Income tax provision (benefit) | $ 40.1 |
INCOME TAXES - Deferred taxes (
INCOME TAXES - Deferred taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2020 | Dec. 31, 2019 | |
Assets | |||||
Accrued liabilities | $ 24.2 | $ 17 | |||
Receivables | 8.5 | 7.8 | |||
Investments | 55.7 | 17.8 | |||
Capital loss carryforwards | 1.2 | 1.2 | |||
Pension and deferred compensation | 15.4 | 21.6 | |||
Corporate borrowings | 42 | ||||
Disallowed interest | 32.3 | 42.1 | |||
Deferred revenue | 193.3 | 170.8 | |||
Lease liabilities | 1,294.3 | 1,377.7 | |||
Finance lease obligations | 1.6 | 2.4 | |||
Other credit carryovers | 19.6 | 18 | |||
Net operating loss carryforward | 365.5 | 202.8 | |||
Total | 2,053.6 | 1,879.2 | |||
Less: Valuation allowance | $ (764.9) | $ (323.6) | $ (323.6) | (764.9) | (312.8) |
Net deferred income taxes | 1,288.7 | 1,566.4 | |||
Liabilities | |||||
Tangible assets | (179.7) | (152.6) | |||
Right-of-use assets | (1,043.1) | (1,187.2) | |||
Intangible assets | (105) | (99.7) | |||
Corporate borrowings | (101.8) | ||||
Other comprehensive income | (1.1) | (1) | |||
Total deferred income taxes | $ (1,328.9) | $ (1,542.3) | |||
Rollforward of the Company's valuation allowance for deferred tax assets | |||||
Balance at Beginning of Period | 312.8 | 323.6 | 338.4 | ||
Additions Charged (Credited) to Expenses | 615.2 | 24.2 | (30.1) | ||
Charged (Credited) to Other Accounts | (163.1) | (35) | 15.3 | ||
Balance at End of Period | $ 764.9 | $ 312.8 | $ 323.6 |
INCOME TAXES - Deferred tax ass
INCOME TAXES - Deferred tax assets (Details) $ in Millions | Dec. 31, 2019USD ($) |
INCOME TAXES | |
Net deferred tax assets | $ 24.1 |
INCOME TAXES - Income tax loss
INCOME TAXES - Income tax loss carryforward (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income tax loss carryforward | ||||
Valuation allowance | $ 764.9 | $ 312.8 | $ 323.6 | $ 338.4 |
Valuation allowance expense recognized | 73.2 | |||
Austria theatres | ||||
Income tax loss carryforward | ||||
Valuation allowance | $ 28.6 | |||
Domestic | ||||
Income tax loss carryforward | ||||
Income tax loss carryforward | 686.5 | |||
Income tax loss carryforward subject to expiration | 284.6 | |||
Income tax loss carryforward not subject to expiration | 401.9 | |||
Foreign | ||||
Income tax loss carryforward | ||||
Income tax loss carryforward | 859.7 | |||
Foreign | Expiration between 2022 and 2035 | ||||
Income tax loss carryforward | ||||
Income tax loss carryforward | 9.3 | |||
State | ||||
Income tax loss carryforward | ||||
Income tax loss carryforward | 1,024.6 | |||
Income tax loss carryforward subject to expiration | 735.3 | |||
Income tax loss carryforward not subject to expiration | $ 289.3 | |||
State | Minimum | ||||
Income tax loss carryforward | ||||
Period of limitations on use | 1 year | |||
State | Maximum | ||||
Income tax loss carryforward | ||||
Period of limitations on use | 20 years |
INCOME TAXES - Unrecognized tax
INCOME TAXES - Unrecognized tax benefits (Details) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2020USD ($)item | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
Reconciliation of the change in the amount of unrecognized tax benefits | |||
Balance at beginning of period | $ 31,000 | $ 22,000 | $ 15,300 |
Gross increases-current period tax positions | 4,800 | 10,500 | 7,300 |
Gross decreases-tax position in prior periods | (1,300) | (1,500) | (600) |
Gross decreases-expiration of statute of limitations | (1,000) | ||
Balance at end of period | 33,500 | 31,000 | 22,000 |
Interest expense recognized | 0 | 0 | $ 0 |
Unrecognized tax benefits that would impact the effective tax rate | 6,900 | 12,200 | |
Unrecognized tax positions | $ 7,200 | ||
Number of subsidiaries files income tax returns in the U.S. federal jurisdiction, and various state and foreign jurisdictions | item | 1 | ||
State | |||
Reconciliation of the change in the amount of unrecognized tax benefits | |||
Interest expense recognized | $ 1,100 | 0 | |
Penalties | 500 | ||
Accrued interest and penalties | $ 1,600 | $ 100 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) $ / shares in Units, $ in Millions | 12 Months Ended | |||
Dec. 31, 2020USD ($) | Sep. 14, 2018$ / shares | Jan. 19, 2018item | Jan. 12, 2018item | |
COMMITMENTS AND CONTINGENCIES | ||||
Number of pending actions | item | 2 | 2 | ||
Dividends declared | $ / shares | $ 1.55 | |||
Estimated credit losses contingent lease guarantees | $ 15 | |||
Contingent lease liabilities | $ 30.2 |
FAIR VALUE MEASUREMENTS - Fair
FAIR VALUE MEASUREMENTS - Fair value on a recurring basis (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Other long-term assets: | ||
Derivative asset | $ 38 | |
Investment in NCM | $ 80.9 | 239.1 |
Recurring basis | ||
Other long-term assets: | ||
Money market mutual funds | 1.1 | 0.6 |
Derivative asset | 38 | |
Investments measured at net asset value | 10.6 | 11.9 |
Investment in NCM | 5.2 | 0.7 |
Total assets at fair value | 16.9 | 51.2 |
Other long-term liabilities: | ||
Derivative liability | 0.5 | |
Total liabilities at fair value | 0.5 | |
Recurring basis | Quoted prices in active market (Level 1) | ||
Other long-term assets: | ||
Money market mutual funds | 1.1 | 0.6 |
Investment in NCM | 5.2 | 0.7 |
Total assets at fair value | 6.3 | 1.3 |
Recurring basis | Significant unobservable inputs (Level 3) | ||
Other long-term assets: | ||
Derivative asset | 38 | |
Total assets at fair value | 38 | |
Other long-term liabilities: | ||
Derivative liability | 0.5 | |
Total liabilities at fair value | 0.5 | |
Nonrecurring basis | Significant unobservable inputs (Level 3) | ||
Other long-term assets: | ||
Total assets at fair value | $ 8,862.9 | $ 157.7 |
FAIR VALUE MEASUREMENTS - Fai_2
FAIR VALUE MEASUREMENTS - Fair value on a nonrecurring basis (Details) $ in Millions | Dec. 31, 2020USD ($) | Sep. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 14, 2018USD ($) |
Other Fair Value Measurement Disclosures | ||||||||
Operating right-of-use assets | $ 4,451.5 | $ 4,796 | $ 4,451.5 | $ 4,796 | ||||
Indefinite-lived intangible assets | 152.5 | 165.6 | 152.5 | 165.6 | ||||
Goodwill | 2,547.3 | 4,789.1 | 2,547.3 | 4,789.1 | $ 4,788.7 | |||
Total loss on property owned, net | 177.9 | 84.3 | 13.8 | |||||
Current maturities of corporate borrowings, carrying value | 20 | 20 | 20 | 20 | ||||
Corporate borrowings, noncurrent, carrying value | 5,695.8 | 4,733.4 | 5,695.8 | 4,733.4 | ||||
International markets | ||||||||
Other Fair Value Measurement Disclosures | ||||||||
Goodwill | 750.8 | 1,716.5 | 750.8 | 1,716.5 | 1,716.1 | |||
Total loss on property owned, net | 25.4 | 7.7 | ||||||
U.S. | ||||||||
Other Fair Value Measurement Disclosures | ||||||||
Goodwill | $ 1,796.5 | 3,072.6 | 1,796.5 | 3,072.6 | 3,072.6 | |||
Total loss on property owned, net | 84.3 | $ 152.5 | 76.6 | $ 13.8 | ||||
Royalty rate | AMC and Odeon | U.S. | ||||||||
Other Fair Value Measurement Disclosures | ||||||||
Derivative Asset, Measurement Input | 0.5 | 0.5 | ||||||
Royalty rate | Nordic | U.S. | ||||||||
Other Fair Value Measurement Disclosures | ||||||||
Derivative Asset, Measurement Input | 1 | |||||||
Royalty rate | Odeon trade names | U.S. | ||||||||
Other Fair Value Measurement Disclosures | ||||||||
Derivative Asset, Measurement Input | 0.5 | |||||||
Discount yield | International markets | ||||||||
Other Fair Value Measurement Disclosures | ||||||||
Derivative Asset, Measurement Input | 12.5 | 13 | 13 | 12.5 | ||||
Discount yield | U.S. | ||||||||
Other Fair Value Measurement Disclosures | ||||||||
Derivative Asset, Measurement Input | 11 | 12 | 11.5 | 11 | ||||
Discount yield | AMC | U.S. | ||||||||
Other Fair Value Measurement Disclosures | ||||||||
Derivative Asset, Measurement Input | 12 | 13 | 12.5 | 12 | ||||
Discount yield | Odeon and Nordic | U.S. | ||||||||
Other Fair Value Measurement Disclosures | ||||||||
Derivative Asset, Measurement Input | 13.5 | 14 | 14 | 13.5 | ||||
Measurement Input, Long-term Revenue Growth Rate [Member] | ||||||||
Other Fair Value Measurement Disclosures | ||||||||
Derivative Asset, Measurement Input | 1 | 1 | 2 | 1 | ||||
Nonrecurring basis | ||||||||
Fair value measurements | ||||||||
Equity interest investment | $ 8.6 | 3.6 | $ 8.6 | 3.6 | ||||
Other Fair Value Measurement Disclosures | ||||||||
Property net | 20.7 | $ 8.5 | $ 30.9 | 23.1 | 20.7 | 23.1 | ||
Total loss on Operating lease right-of-use assets | 37.8 | 19.6 | 60.4 | 60 | ||||
Definite-lived intangible assets | 6.4 | 8 | ||||||
Indefinite-lived intangible assets | 2.3 | 4.6 | 8.3 | 2.3 | ||||
Goodwill | 405.3 | 156.8 | 1,744.3 | 405.3 | ||||
Total loss on property owned, net | 1.2 | |||||||
Cost method investments | 8.7 | 7.2 | 8.7 | |||||
Equity interest investment | 8.6 | 3.6 | 8.6 | 3.6 | ||||
Total losses | 2,538.4 | 87.9 | ||||||
2.95% Senior Secured Convertible Notes due 2024 | ||||||||
Other Fair Value Measurement Disclosures | ||||||||
Convertible debt, fair value | $ 600 | |||||||
Total Carrying Value | ||||||||
Other Fair Value Measurement Disclosures | ||||||||
Current maturities of corporate borrowings, carrying value | 20 | 20 | 20 | 20 | ||||
Corporate borrowings, noncurrent, carrying value | 5,695.8 | 4,733.4 | 5,695.8 | 4,733.4 | ||||
Total Carrying Value | Nonrecurring basis | ||||||||
Fair value measurements | ||||||||
Equity interest investment | 17.2 | 2.2 | 17.2 | 2.2 | ||||
Other Fair Value Measurement Disclosures | ||||||||
Property net | 25.4 | 14.3 | 40.5 | 29.2 | 25.4 | 29.2 | ||
Operating right-of-use assets | 69 | 56.8 | 124 | 123.3 | 69 | 123.3 | ||
Definite-lived intangible assets | 6.6 | |||||||
Indefinite-lived intangible assets | 44 | 43.8 | 50.3 | 44 | ||||
Goodwill | 2,547.3 | 2,874.4 | 2,938 | 2,547.3 | ||||
Property owned, net | 3 | 3 | ||||||
Cost method investments | 11.3 | 11.3 | ||||||
Equity interest investment | 17.2 | 2.2 | 17.2 | 2.2 | ||||
Total assets at fair value | 8,862.9 | 157.7 | 8,862.9 | 157.7 | ||||
Significant other observable inputs (Level 2) | ||||||||
Other Fair Value Measurement Disclosures | ||||||||
Current maturities of corporate borrowings, fair value | 12.9 | 20.4 | 12.9 | 20.4 | ||||
Corporate borrowings, noncurrent, fair value | 2,485.9 | 4,135.3 | 2,485.9 | 4,135.3 | ||||
Significant unobservable inputs (Level 3) | ||||||||
Other Fair Value Measurement Disclosures | ||||||||
Corporate borrowings, noncurrent, fair value | 278 | 514.9 | 278 | 514.9 | ||||
Significant unobservable inputs (Level 3) | Nonrecurring basis | ||||||||
Fair value measurements | ||||||||
Equity interest investment | 17.2 | 2.2 | 17.2 | 2.2 | ||||
Other Fair Value Measurement Disclosures | ||||||||
Property net | 25.4 | 14.3 | 40.5 | 29.2 | 25.4 | 29.2 | ||
Operating right-of-use assets | 69 | 56.8 | 124 | 123.3 | 69 | 123.3 | ||
Definite-lived intangible assets | 6.6 | |||||||
Indefinite-lived intangible assets | 44 | 43.8 | 50.3 | 44 | ||||
Goodwill | 2,547.3 | $ 2,874.4 | $ 2,938 | 2,547.3 | ||||
Property owned, net | 3 | 3 | ||||||
Cost method investments | 11.3 | 11.3 | ||||||
Equity interest investment | 17.2 | 2.2 | 17.2 | 2.2 | ||||
Total assets at fair value | $ 8,862.9 | $ 157.7 | $ 8,862.9 | $ 157.7 |
OPERATING SEGMENTS (Details)
OPERATING SEGMENTS (Details) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020USD ($)segment | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | |
OPERATING SEGMENT | |||
Number of reportable segments | segment | 2 | ||
Equity Method Investment, Ownership Percentage | 49.00% | ||
Financial information by reportable operating segment | |||
Revenues | $ 1,242.4 | $ 5,471 | $ 5,460.8 |
Adjusted EBITDA | (999.2) | 771.4 | 929.2 |
Capital expenditures | 173.8 | 518.1 | 576.3 |
Long-term assets, net | 9,789.4 | 13,002.7 | |
U. S. markets | Operating Segments [Member] | |||
Financial information by reportable operating segment | |||
Revenues | 826.7 | 4,023.2 | 4,013.2 |
Adjusted EBITDA | (768.2) | 575.6 | 700.5 |
Capital expenditures | 109.9 | 369.4 | 395.6 |
Long-term assets, net | 6,895.3 | 9,039.6 | |
International markets | Operating Segments [Member] | |||
Financial information by reportable operating segment | |||
Revenues | 415.7 | 1,447.8 | 1,447.6 |
Adjusted EBITDA | (231) | 195.8 | 228.7 |
Capital expenditures | 63.9 | 148.7 | 180.7 |
Long-term assets, net | 2,894.1 | 3,963.1 | |
U.S. | |||
Financial information by reportable operating segment | |||
Revenues | 826.7 | 4,023.2 | 4,013.2 |
UK | |||
Financial information by reportable operating segment | |||
Revenues | 127.9 | 500.4 | 513.5 |
Spain | |||
Financial information by reportable operating segment | |||
Revenues | 52.1 | 200.3 | 193.9 |
Sweden | |||
Financial information by reportable operating segment | |||
Revenues | 63.2 | 177.5 | 192.1 |
Italy | |||
Financial information by reportable operating segment | |||
Revenues | 47.5 | 200 | 178.5 |
Germany | |||
Financial information by reportable operating segment | |||
Revenues | 38.2 | 135 | 114.3 |
Finland | |||
Financial information by reportable operating segment | |||
Revenues | 43.4 | 103 | 101.7 |
Ireland | |||
Financial information by reportable operating segment | |||
Revenues | 9.3 | 37.9 | 34.9 |
Other foreign countries | |||
Financial information by reportable operating segment | |||
Revenues | $ 34.1 | $ 93.7 | $ 118.7 |
OPERATING SEGMENTS - Reconcilia
OPERATING SEGMENTS - Reconciliation (Details) kr in Millions, $ in Millions | Sep. 30, 2019USD ($) | Dec. 31, 2020USD ($) | Sep. 30, 2020USD ($) | Jun. 30, 2020USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($)item | Dec. 31, 2020SEK (kr)item | Dec. 31, 2019USD ($)item | Dec. 31, 2019SEK (kr)item | Dec. 31, 2018USD ($)item | Dec. 31, 2018SEK (kr)item |
Reconciliation of net income to EBITDA | |||||||||||
Net earnings (loss) | $ (4,589.4) | $ (149.1) | $ 110.1 | ||||||||
Income tax provision (benefit) | 59.9 | (22.5) | 13.6 | ||||||||
Interest expense | 356.9 | 340.8 | 342.3 | ||||||||
Depreciation and amortization | 498.3 | 450 | 537.8 | ||||||||
Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill | $ 466.1 | $ 195.9 | $ 0 | $ 1,851.9 | 2,513.9 | 84.3 | 13.8 | ||||
Certain operating expense (income) | (9.4) | 14.8 | 24 | ||||||||
Equity in (earnings) loss of non-consolidated entities | 30.9 | (30.6) | (86.7) | ||||||||
Impairment of equity method investments recorded in equity in earnings (loss) of non-consolidated entities | 8.6 | ||||||||||
Cash distributions from non-consolidated entities | 17.4 | 35.8 | 35.2 | ||||||||
Attributable EBITDA | 0.2 | 5 | 7.3 | ||||||||
Investment expense (income) | 10.1 | (16) | (6.2) | ||||||||
Other expense (income) | 66.9 | 13.3 | (108.2) | ||||||||
Other non-cash rent | (4.9) | 25.7 | |||||||||
General and administrative - unallocated: | |||||||||||
Merger, acquisition and other costs | 24.6 | 15.5 | 31.3 | ||||||||
Share-based Compensation Cash Portion | 25.4 | 4.4 | 14.9 | ||||||||
Adjusted EBITDA | (999.2) | 771.4 | 929.2 | ||||||||
Goodwill, Impairment Loss | $ 0 | 405.3 | 156.8 | $ 1,744.3 | 2,306.4 | ||||||
Impairment of long-lived assets | 177.9 | 84.3 | 13.8 | ||||||||
Impairment of indefinite-lived intangible assets | 15.2 | 0 | 0 | ||||||||
Impairment of definite-lived intangible assets | 14.4 | ||||||||||
Gain on derivative liability | 5.8 | 66.4 | |||||||||
Loss on repayment of indebtedness | 93.6 | (16.6) | |||||||||
Derivative liability fair value adjustment for embedded conversion feature in the Convertible Notes | 89.4 | kr (89.4) | (23.5) | kr 23.5 | (66.4) | kr 66.4 | |||||
Estimated Credit Losses Contingent Lease Guarantees | (15) | ||||||||||
Derivative asset fair value adjustment for contingent call option related to the Class B common stock purchase and cancellation agreement | 19.6 | kr (19.6) | 17.7 | kr (17.7) | (45) | kr 45 | |||||
Attributable EBITDA | |||||||||||
Reconciliation of net income to EBITDA | |||||||||||
Income tax provision (benefit) | 0.1 | 0.4 | 0.4 | ||||||||
Interest expense | 0.1 | ||||||||||
Depreciation and amortization | 3.2 | 3.4 | 2.6 | ||||||||
Equity in (earnings) loss of non-consolidated entities | (30.9) | 30.6 | 86.7 | ||||||||
Equity in (earnings) loss of non-consolidating entities excluding International theatre joint ventures | 27.4 | (29.2) | (81.9) | ||||||||
Equity in earnings (loss) of International theatre joint ventures | (3.5) | 1.4 | 4.8 | ||||||||
Attributable EBITDA | 0.2 | 5 | 7.3 | ||||||||
Investment expense (income) | (0.4) | (0.7) | (0.5) | ||||||||
Other expense (income) | 0.7 | 0.5 | |||||||||
Other expense | |||||||||||
General and administrative - unallocated: | |||||||||||
Loss on repayment of indebtedness | 93.6 | ||||||||||
Increases in other expenses related to financing fees | 3 | $ 36.3 | 39.3 | ||||||||
Other expense | Embedded Derivative Financial Instruments [Member] | |||||||||||
General and administrative - unallocated: | |||||||||||
Derivative liability fair value adjustment for embedded conversion feature in the Convertible Notes | 109 | 111.4 | |||||||||
Other expense | Call Option [Member] | |||||||||||
General and administrative - unallocated: | |||||||||||
Estimated Credit Losses Contingent Lease Guarantees | 15 | ||||||||||
NCM | |||||||||||
Reconciliation of net income to EBITDA | |||||||||||
Equity in (earnings) loss of non-consolidated entities | (28.9) | ||||||||||
Impairment of equity method investments recorded in equity in earnings (loss) of non-consolidated entities | 16 | ||||||||||
General and administrative - unallocated: | |||||||||||
Loss on disposition | 1.1 | ||||||||||
Screenvision | |||||||||||
Reconciliation of net income to EBITDA | |||||||||||
Equity in (earnings) loss of non-consolidated entities | (30.1) | ||||||||||
DCIP | |||||||||||
Reconciliation of net income to EBITDA | |||||||||||
Equity in (earnings) loss of non-consolidated entities | (14.5) | $ (25.4) | (29.1) | ||||||||
Impairment of equity method investments recorded in equity in earnings (loss) of non-consolidated entities | $ 125.2 | 8.6 | |||||||||
Oden trade name | |||||||||||
General and administrative - unallocated: | |||||||||||
Impairment of indefinite-lived intangible assets | 12.5 | ||||||||||
Nordic trade names | |||||||||||
General and administrative - unallocated: | |||||||||||
Impairment of indefinite-lived intangible assets | 2.7 | ||||||||||
Domestic theatres | |||||||||||
General and administrative - unallocated: | |||||||||||
Goodwill, Impairment Loss | 1,276.1 | ||||||||||
Impairment of definite-lived intangible assets | 14.4 | ||||||||||
International theatres | |||||||||||
General and administrative - unallocated: | |||||||||||
Goodwill, Impairment Loss | 1,030.3 | ||||||||||
Tangible asset impairment, number of screens | item | 148 | 148 | |||||||||
International theatres | Nordic trade names | |||||||||||
Reconciliation of net income to EBITDA | |||||||||||
Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill | 2.7 | ||||||||||
U. S. markets | |||||||||||
General and administrative - unallocated: | |||||||||||
Goodwill, Impairment Loss | $ 13.8 | ||||||||||
Impairment of long-lived assets | $ 152.5 | $ 84.3 | |||||||||
Tangible asset impairment, number of theatres | item | 101 | 101 | 40 | 40 | 13 | 13 | |||||
Tangible asset impairment, number of screens | item | 1,139 | 1,139 | 512 | 512 | 150 | 150 | |||||
International markets | |||||||||||
General and administrative - unallocated: | |||||||||||
Impairment of long-lived assets | $ 25.4 | ||||||||||
Tangible asset impairment, number of theatres | item | 37 | 37 | 14 | 14 | 15 | 15 | |||||
Tangible asset impairment, number of screens | item | 340 | 340 | 118 | 118 | |||||||
International markets | Oden trade name | |||||||||||
General and administrative - unallocated: | |||||||||||
Impairment of long-lived assets | $ 12.5 | ||||||||||
Operating Segments [Member] | U. S. markets | |||||||||||
General and administrative - unallocated: | |||||||||||
Adjusted EBITDA | (768.2) | $ 575.6 | $ 700.5 | ||||||||
Operating Segments [Member] | International markets | |||||||||||
General and administrative - unallocated: | |||||||||||
Adjusted EBITDA | $ (231) | $ 195.8 | $ 228.7 |
ACCUMULATED OTHER COMPREHENSI_3
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) - Change in AOCI by component (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Accumulated other comprehensive loss | |||
Balance at the beginning of the period | $ 1,214.2 | ||
Other comprehensive income (loss) | 64.8 | $ (31.6) | $ (124.5) |
Balance at the end of the period | (2,885.1) | 1,214.2 | |
Accumulated Other Comprehensive Income (Loss) | |||
Accumulated other comprehensive loss | |||
Balance at the beginning of the period | (26.1) | 5.5 | |
Other comprehensive (gain) loss before reclassifications | 62.9 | (32.1) | |
Amounts reclassified from accumulated other comprehensive loss | 1.9 | 0.5 | |
Other comprehensive income (loss) | 64.6 | (31.6) | (124.5) |
Balance at the end of the period | 38.7 | (26.1) | 5.5 |
Foreign Currency | |||
Accumulated other comprehensive loss | |||
Balance at the beginning of the period | (8.8) | 7.2 | |
Other comprehensive (gain) loss before reclassifications | 67 | (16.5) | (127.7) |
Amounts reclassified from accumulated other comprehensive loss | 1.9 | 0.5 | |
Balance at the end of the period | 60.1 | (8.8) | 7.2 |
Pension Benefits | |||
Accumulated other comprehensive loss | |||
Balance at the beginning of the period | (17.3) | (1.8) | |
Other comprehensive (gain) loss before reclassifications | (4.1) | (15.5) | |
Balance at the end of the period | $ (21.4) | (17.3) | (1.8) |
Unrealized Gain (Loss) from Equity Method Investees' Cash Flow Hedge | |||
Accumulated other comprehensive loss | |||
Balance at the beginning of the period | 0.1 | ||
Other comprehensive (gain) loss before reclassifications | $ (0.1) | 0.2 | |
Amounts reclassified from accumulated other comprehensive loss | (2.2) | ||
Balance at the end of the period | $ 0.1 |
ACCUMULATED OTHER COMPREHENSI_4
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) - OCI and tax effects (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Pre-Tax Amount | |||
Realized loss on foreign currency transactions | $ 1.9 | $ 1 | |
Other comprehensive income (loss), before tax | 64.6 | $ (34) | (124.7) |
Tax (Expense) Benefit | |||
Realized loss on foreign currency transactions, tax | 0.5 | ||
Other comprehensive income (loss), tax | 0.2 | 2.4 | 0.2 |
Net-of-Tax Amount | |||
Realized loss on foreign currency transactions reclassified into other expense | 1.9 | 0.5 | 1 |
Other comprehensive income (loss) | 64.8 | (31.6) | (124.5) |
Foreign Currency | |||
Pre-Tax Amount | |||
Unrealized foreign currency translation adjustment arising during the period | 66.8 | (18.3) | (127.5) |
Tax (Expense) Benefit | |||
Unrealized foreign currency translation adjustment arising during the period, tax | 0.2 | 1.8 | (0.2) |
Net-of-Tax Amount | |||
Unrealized foreign currency translation adjustment arising during the period, net of tax | 67 | (16.5) | (127.7) |
Realized net (gain) loss reclassified into equity in earnings of non-consolidated entities, net of tax | 1.9 | 0.5 | |
Pension and Other Benefit Adjustments, Net Gain or Loss | |||
Pre-Tax Amount | |||
Unrealized foreign currency translation adjustment arising during the period | (4.1) | (16.1) | 3.8 |
Tax (Expense) Benefit | |||
Unrealized foreign currency translation adjustment arising during the period, tax | 0.6 | 0.4 | |
Net-of-Tax Amount | |||
Unrealized foreign currency translation adjustment arising during the period, net of tax | $ (4.1) | (15.5) | 4.2 |
Unrealized Gain (Loss) from Equity Method Investees' Cash Flow Hedge | |||
Pre-Tax Amount | |||
Unrealized foreign currency translation adjustment arising during the period | (0.1) | 0.2 | |
Realized net (gain) loss reclassified into equity in earnings of non-consolidated entities, before tax | (2.2) | ||
Net-of-Tax Amount | |||
Unrealized foreign currency translation adjustment arising during the period, net of tax | $ (0.1) | 0.2 | |
Realized net (gain) loss reclassified into equity in earnings of non-consolidated entities, net of tax | $ (2.2) |
EARNINGS (LOSS) PER SHARE (Deta
EARNINGS (LOSS) PER SHARE (Details) | 3 Months Ended | 12 Months Ended | ||||||||||||
Dec. 31, 2020USD ($)$ / sharesshares | Sep. 30, 2020USD ($)shares | Jun. 30, 2020USD ($)shares | Mar. 31, 2020USD ($)shares | Dec. 31, 2019USD ($)shares | Sep. 30, 2019USD ($)shares | Jun. 30, 2019USD ($)shares | Mar. 31, 2019USD ($)shares | Dec. 31, 2020USD ($)item$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | Sep. 14, 2020$ / shares | Sep. 13, 2020$ / shares | Sep. 14, 2018$ / shares | |
Numerator: | ||||||||||||||
Net earnings (loss) attributable to AMC Entertainment Holdings, Inc. for basic earnings (loss) per share | $ (945,800,000) | $ (905,800,000) | $ (561,200,000) | $ (2,176,300,000) | $ (13,500,000) | $ (54,800,000) | $ 49,400,000 | $ (130,200,000) | $ (4,589,100,000) | $ (149,100,000) | $ 110,100,000 | |||
Calculation of net earnings for diluted earnings (loss) per share: | ||||||||||||||
Marked-to--market (gain) on derivative liability | (5,800,000) | (66,400,000) | ||||||||||||
Interest expense for Convertible Notes due 2026 | 9,700,000 | |||||||||||||
Net earnings (loss) available for diluted earnings | $ (4,589,100,000) | $ (149,100,000) | $ 53,400,000 | |||||||||||
Denominator (shares in thousands): | ||||||||||||||
Weighted average shares for basic earnings per common share | shares | 152,307,000 | 107,695,000 | 104,319,000 | 104,245,000 | 103,850,000 | 103,850,000 | 103,845,000 | 103,783,000 | 117,212,000 | 103,832,000 | 120,621,000 | |||
Common equivalent shares for RSUs and PSUs | shares | 29,000 | |||||||||||||
Common equivalent shares if-converted: convertible notes 2026 | shares | 9,455,000 | |||||||||||||
Weighted average shares for diluted earnings per common share | shares | 152,307,000 | 107,695,000 | 104,319,000 | 104,245,000 | 103,850,000 | 103,850,000 | 135,528,000 | 103,783,000 | 117,212,000 | 103,832,000 | 130,105,000 | |||
Basic earnings (loss) per common share (in dollars per share) | $ / shares | $ (39.15) | $ (1.44) | $ 0.91 | |||||||||||
Diluted earnings (loss) per common share (in dollars per share) | $ / shares | $ (39.15) | $ (1.44) | $ 0.41 | |||||||||||
(Gain) loss on derivative asset and derivative liability | $ (109,000,000) | $ 5,800,000 | $ 111,400,000 | |||||||||||
2.95% Senior Secured Convertible Notes due 2024 | ||||||||||||||
Calculation of net earnings for diluted earnings (loss) per share: | ||||||||||||||
Interest expense for Convertible Notes due 2026 | $ 9,700,000 | |||||||||||||
Denominator (shares in thousands): | ||||||||||||||
Anti-dilutive securities not included in the computations of diluted earnings per share (in shares) | shares | 35,500,000 | 31,700,000 | 9,500,000 | |||||||||||
Interest expense not eliminated from net loss in EPS calculation due to anti-dilutive effect | $ 31,800,000 | $ 32,600,000 | ||||||||||||
Derivative other expense/income not eliminated from net loss in EPS calculation due to anti-dilutive effect | $ 89,400,000 | $ (23,500,000) | ||||||||||||
Conversion rate (in dollars per share) | $ / shares | $ 13.51 | $ 18.95 | ||||||||||||
(Gain) loss on derivative asset and derivative liability | $ (66,400,000) | |||||||||||||
Number of shares upon conversion | item | 44,422,860 | |||||||||||||
2.95% Senior Secured Convertible Notes due 2024 | Class A common stock | ||||||||||||||
Denominator (shares in thousands): | ||||||||||||||
Conversion rate (in dollars per share) | $ / shares | $ 13.51 | $ 13.51 | $ 6.55 | $ 18.95 | ||||||||||
Number of shares upon conversion | 44,422,860 | |||||||||||||
Performance Vesting | ||||||||||||||
Denominator (shares in thousands): | ||||||||||||||
Anti-dilutive securities not included in the computations of diluted earnings per share (in shares) | shares | 649,209 | 477,630 | 364,269 | |||||||||||
Special Performance Stock Unit | ||||||||||||||
Denominator (shares in thousands): | ||||||||||||||
Anti-dilutive securities not included in the computations of diluted earnings per share (in shares) | shares | 578,328 | |||||||||||||
Restricted stock unit | ||||||||||||||
Denominator (shares in thousands): | ||||||||||||||
Anti-dilutive securities not included in the computations of diluted earnings per share (in shares) | shares | 1,131,333 | 1,377,992 | 210,558 |
SUPPLEMENTAL FINANCIAL INFORM_3
SUPPLEMENTAL FINANCIAL INFORMATION BY QUARTER (UNAUDITED) (Details) $ / shares in Units, shares in Thousands, $ in Millions | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2020USD ($)$ / sharesshares | Sep. 30, 2020USD ($)$ / sharesshares | Jun. 30, 2020USD ($)$ / sharesshares | Mar. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)propertyitem$ / sharesshares | Sep. 30, 2019USD ($)$ / sharesshares | Jun. 30, 2019USD ($)$ / sharesshares | Mar. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2020USD ($)item$ / sharesshares | Dec. 31, 2019USD ($)item$ / sharesshares | Dec. 31, 2018USD ($)item$ / sharesshares | |
Total revenues | $ 162.5 | $ 119.5 | $ 18.9 | $ 941.5 | $ 1,447.7 | $ 1,316.8 | $ 1,506.1 | $ 1,200.4 | $ 1,242.4 | $ 5,471 | $ 5,460.8 |
Operating income (loss) | (969.6) | (675.4) | (471.6) | (1,986.1) | 43.4 | 20.8 | 105.5 | (33.7) | (4,102.7) | 136 | 265 |
Net earnings (loss) attributable to AMC Entertainment Holdings, Inc. for basic earnings (loss) per share | $ (945.8) | $ (905.8) | $ (561.2) | $ (2,176.3) | $ (13.5) | $ (54.8) | $ 49.4 | $ (130.2) | $ (4,589.1) | $ (149.1) | $ 110.1 |
Basic | $ / shares | $ (6.21) | $ (8.41) | $ (5.38) | $ (20.88) | $ (0.13) | $ (0.53) | $ 0.48 | $ (1.25) | $ (39.15) | $ (1.44) | $ 0.91 |
Diluted | $ / shares | $ (6.21) | $ (8.41) | $ (5.38) | $ (20.88) | $ (0.13) | $ (0.53) | $ 0.17 | $ (1.25) | $ (39.15) | $ (1.44) | $ 0.41 |
Basic (in thousands) | shares | 152,307 | 107,695 | 104,319 | 104,245 | 103,850 | 103,850 | 103,845 | 103,783 | 117,212 | 103,832 | 120,621 |
Diluted (in thousands) | shares | 152,307 | 107,695 | 104,319 | 104,245 | 103,850 | 103,850 | 135,528 | 103,783 | 117,212 | 103,832 | 130,105 |
Other disclosures | |||||||||||
Other income related to derivative assets and liabilities | $ (6.4) | $ (2.8) | $ (41) | ||||||||
Other expense (income) related to derivative assets and liabilities | $ 0 | $ 95.8 | $ 19.6 | $ 9.6 | $ 28.4 | ||||||
Gain on extinguishment of debt | $ 93.6 | $ (16.6) | |||||||||
Impairment losses | |||||||||||
Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill | 466.1 | 195.9 | $ 0 | $ 1,851.9 | 2,513.9 | 84.3 | $ 13.8 | ||||
Impairment of long-lived assets | 177.9 | 84.3 | 13.8 | ||||||||
Impairment of definite-lived intangible assets | 14.4 | ||||||||||
U.S. | |||||||||||
Impairment losses | |||||||||||
Impairment of long-lived assets | $ 84.3 | $ 152.5 | $ 76.6 | $ 13.8 | |||||||
Tangible asset impairment, number of theatres | item | 40 | 101 | 40 | 13 | |||||||
Tangible asset impairment, number of screens | item | 512 | 1,139 | 512 | 150 | |||||||
Properties held and not used | property | 1 | ||||||||||
International markets | |||||||||||
Impairment losses | |||||||||||
Impairment of long-lived assets | $ 25.4 | $ 7.7 | |||||||||
Tangible asset impairment, number of theatres | item | 14 | 37 | 14 | 15 | |||||||
Tangible asset impairment, number of screens | item | 148 | 340 | 148 | 118 | |||||||
Other expense | |||||||||||
Other disclosures | |||||||||||
Financing fees | 3 | $ 36.3 | $ 39.3 | ||||||||
Gain on extinguishment of debt | $ 93.6 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) $ / shares in Units, € in Millions, £ in Millions, $ in Millions | Feb. 15, 2021GBP (£) | Feb. 15, 2021EUR (€) | Jan. 27, 2021USD ($)$ / sharesshares | Jan. 25, 2021USD ($)$ / sharesshares | Jan. 24, 2021 | Jan. 15, 2021USD ($)item | Sep. 14, 2020USD ($) | Jul. 31, 2020USD ($) | Jan. 31, 2021USD ($)shares | Jul. 31, 2020USD ($) | Dec. 31, 2020USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($) | Apr. 01, 2022USD ($) | Apr. 01, 2022EUR (€) | Mar. 08, 2021USD ($) | Feb. 15, 2021USD ($) | Feb. 15, 2021GBP (£) | Feb. 15, 2021EUR (€) | Feb. 01, 2021 | Dec. 11, 2020$ / sharesshares | Nov. 10, 2020$ / sharesshares | Oct. 20, 2020$ / sharesshares | Sep. 24, 2020$ / sharesshares |
Subsequent Events | ||||||||||||||||||||||||
Interest expense | $ 311 | $ 292.8 | $ 262.3 | |||||||||||||||||||||
Ownership percentage | 49.00% | |||||||||||||||||||||||
Class A common stock | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Number of shares authorized | shares | 524,173,073 | 524,173,073 | ||||||||||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||||||||||||||||||
Gross proceeds | $ 264.7 | |||||||||||||||||||||||
Class A common stock | Equity Distribution Agreement [Member] | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Number of shares authorized | shares | 178,000,000 | 20,000,000 | 15,000,000 | 15,000,000 | ||||||||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||||||||||
Gross proceeds | $ 272.8 | |||||||||||||||||||||||
Number of shares issued | shares | 90,955,685 | |||||||||||||||||||||||
Sales agents fees paid | $ 8.1 | |||||||||||||||||||||||
Class B common stock | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Number of shares authorized | shares | 51,769,784 | 51,769,784 | ||||||||||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||||||||||||||||||
Wanda | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Ownership percentage | 23.08% | 9.80% | ||||||||||||||||||||||
Maximum | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Ownership percentage | 50.00% | |||||||||||||||||||||||
Odean Term Loan Facility | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Aggregate principal amount | $ 45 | € 32.5 | ||||||||||||||||||||||
Convertible Notes due 2026 | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Amount exchanged | $ 600 | |||||||||||||||||||||||
Convertible Notes due 2026 | Class A common stock | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Amount exchanged | $ 600 | |||||||||||||||||||||||
Senior Subordinated Notes | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Aggregate principal amount | 1,782.5 | $ 1,782.5 | $ 235 | |||||||||||||||||||||
Reduction in principal due to refinance | $ 555 | 555 | ||||||||||||||||||||||
Amount exchanged | $ 2,020 | |||||||||||||||||||||||
Senior Secured Credit Facility | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Aggregate principal amount | 100 | |||||||||||||||||||||||
Amount of minimum liquidity requirements | $ 145 | |||||||||||||||||||||||
Subsequent Events | Class A common stock | Equity Distribution Agreement [Member] | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | |||||||||||||||||||||||
Gross proceeds | $ 582 | $ 596.9 | ||||||||||||||||||||||
Number of shares issued | shares | 50,000,000 | 187,066,293 | ||||||||||||||||||||||
Sales agents fees paid | $ 14.9 | |||||||||||||||||||||||
Subsequent Events | Wanda | Class B common stock | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Shares forfeited | shares | 5,666,000 | |||||||||||||||||||||||
Ownership percentage | 9.80% | |||||||||||||||||||||||
Subsequent Events | Maximum | Class A common stock | Equity Distribution Agreement [Member] | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Number of shares authorized | shares | 50,000,000 | |||||||||||||||||||||||
Subsequent Events | Convertible Notes due 2026 | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Amount exchanged | $ 600 | |||||||||||||||||||||||
Conversion rate (in dollars per share) | $ / shares | $ 13.51 | |||||||||||||||||||||||
Shares issued on conversion | shares | 44,422,860 | |||||||||||||||||||||||
Interest expense | $ 70 | |||||||||||||||||||||||
Subsequent Events | Senior Secured Credit Facility | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Amount of minimum liquidity requirements | $ 100 | |||||||||||||||||||||||
Subsequent Events | Odeon Cinemas Group Limited | Odean Term Loan Facility | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Aggregate principal amount | $ 45 | € 32.5 | ||||||||||||||||||||||
Stated interest rate (as a percent) | 10.75% | 10.75% | 10.75% | |||||||||||||||||||||
Debt instrument maturity | 2 years 6 months | |||||||||||||||||||||||
Interest rate cash (as a percent) | 11.25% | 11.25% | ||||||||||||||||||||||
Subsequent Events | Odeon Cinemas Group Limited | 140.0 million term loan facility agreement | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Aggregate principal amount | $ 140 | £ 140 | € 140 | |||||||||||||||||||||
Repayments of Lines of Credit | £ 89.7 | € 89.7 | ||||||||||||||||||||||
Subsequent Events | Odeon Cinemas Group Limited | 296.0 million term loan facility agreement | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Aggregate principal amount | $ 296 | € 296 | ||||||||||||||||||||||
Repayments of Lines of Credit | € | € 12.8 | |||||||||||||||||||||||
Subsequent Events | First Lien Toggle Notes Due 2026 [Member] | ||||||||||||||||||||||||
Subsequent Events | ||||||||||||||||||||||||
Aggregate principal amount | $ 100 | |||||||||||||||||||||||
Stated interest rate (as a percent) | 15.00% | |||||||||||||||||||||||
Number of interest periods | item | 3 | |||||||||||||||||||||||
PIK interest rate (as a percent) | 17.00% |