Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2024 | Aug. 01, 2024 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2024 | |
Document Transition Report | false | |
Securities Act 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 Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 361,354,955 | |
Entity Central Index Key | 0001411579 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q2 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Revenues | ||||
Total revenues | $ 1,030.6 | $ 1,347.9 | $ 1,982 | $ 2,302.3 |
Operating costs and expenses | ||||
Operating expense, excluding depreciation and amortization below | 389.5 | 412 | 783.3 | 795.2 |
Rent | 218.4 | 220.8 | 442.9 | 426.5 |
General and administrative: | ||||
Merger, acquisition and other costs | 0.1 | 0.6 | 0.8 | |
Other, excluding depreciation and amortization below | 49 | 58.1 | 106.7 | 130.4 |
Depreciation and amortization | 78.8 | 96.8 | 160.4 | 190.4 |
Operating costs and expenses | 1,078 | 1,263.1 | 2,137.8 | 2,325.7 |
Operating income (loss) | (47.4) | 84.8 | (155.8) | (23.4) |
Other expense (income), net | ||||
Other expense (income) | (108.2) | (31.9) | (151) | 5.9 |
Interest expense: | ||||
Corporate borrowings | 89.2 | 92 | 180.2 | 182.7 |
Finance lease obligations | 0.6 | 1 | 1.5 | 1.9 |
Non-cash NCM exhibitor services agreement | 9.2 | 9.6 | 18.5 | 19.1 |
Investment expense (income) | (6.1) | 5.1 | (11.2) | (8.4) |
Total other expense (income), net | (15.3) | 75.8 | 38 | 201.2 |
Earnings (loss) before income taxes | (32.1) | 9 | (193.8) | (224.6) |
Income tax provision | 0.7 | 0.4 | 2.5 | 2.3 |
Net earnings (loss) | $ (32.8) | $ 8.6 | $ (196.3) | $ (226.9) |
Net earnings (loss) per share: | ||||
Basic earnings (loss) per common share | $ (0.10) | $ 0.06 | $ (0.67) | $ (1.57) |
Diluted earnings (loss) per common share | $ (0.10) | $ 0.06 | $ (0.67) | $ (1.57) |
Average shares outstanding: | ||||
Basic (Shares in thousands) | 321,581 | 151,302 | 292,496 | 144,387 |
Diluted (Shares in thousands) | 321,581 | 151,347 | 292,496 | 144,387 |
Admissions | ||||
Revenues | ||||
Total revenues | $ 564.4 | $ 744.1 | $ 1,094.9 | $ 1,278.2 |
Operating costs and expenses | ||||
Operating costs and expenses | 272.3 | 383.1 | 511.6 | 629.3 |
Food and beverage | ||||
Revenues | ||||
Total revenues | 367.1 | 488.2 | 688.3 | 816.9 |
Operating costs and expenses | ||||
Operating costs and expenses | 69.9 | 91.7 | 132.9 | 153.1 |
Other theatre | ||||
Revenues | ||||
Total revenues | $ 99.1 | $ 115.6 | $ 198.8 | $ 207.2 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS | ||||
Net loss | $ (32.8) | $ 8.6 | $ (196.3) | $ (226.9) |
Other comprehensive income (loss): | ||||
Unrealized foreign currency translation adjustments | 2.7 | (40) | (33.1) | (47.2) |
Pension adjustments: | ||||
Net loss (gain) arising during the period | 0.1 | 0.5 | (0.1) | |
Other comprehensive income (loss) | 2.8 | (40) | (32.6) | (47.3) |
Total comprehensive loss | $ (30) | $ (31.4) | $ (228.9) | $ (274.2) |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 770.3 | $ 884.3 |
Restricted cash | 48.3 | 27.1 |
Receivables, net | 156 | 203.7 |
Other current assets | 100.9 | 88 |
Total current assets | 1,075.5 | 1,203.1 |
Property, net | 1,478.9 | 1,560.4 |
Operating lease right-of-use assets, net | 3,371.7 | 3,544.5 |
Intangible assets, net | 145.5 | 146.7 |
Goodwill | 2,325.5 | 2,358.7 |
Other long-term assets | 197.6 | 195.8 |
Total assets | 8,594.7 | 9,009.2 |
Current liabilities: | ||
Accounts payable | 301.1 | 320.5 |
Accrued expenses and other liabilities | 311.4 | 350.8 |
Deferred revenues and income | 399.1 | 421.8 |
Current maturities of corporate borrowings | 123.1 | 25.1 |
Current maturities of finance lease liabilities | 4.3 | 5.4 |
Current maturities of operating lease liabilities | 512.2 | 508.8 |
Total current liabilities | 1,651.2 | 1,632.4 |
Corporate borrowings | 4,212.4 | 4,552.3 |
Finance lease liabilities | 46.3 | 50 |
Operating lease liabilities | 3,773.7 | 4,000.7 |
Exhibitor services agreement | 475.5 | 486.6 |
Deferred tax liability, net | 33 | 32.4 |
Other long-term liabilities | 99.2 | 102.7 |
Total liabilities | 10,291.3 | 10,857.1 |
Commitments and contingencies | ||
Stockholders' deficit: | ||
Class A common stock ($.01 par value, 550,000,000 shares authorized; 361,354,955 shares issued and outstanding as of June 30, 2024; 550,000,000 authorized; 260,574,392 shares issued and outstanding as of December 31, 2023) | 3.6 | 2.6 |
Additional paid-in capital | 6,601.1 | 6,221.9 |
Accumulated other comprehensive loss | (110.8) | (78.2) |
Accumulated deficit | (8,190.5) | (7,994.2) |
Total stockholders' deficit | (1,696.6) | (1,847.9) |
Total liabilities and stockholders' deficit | $ 8,594.7 | $ 9,009.2 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Jun. 30, 2024 | Dec. 31, 2023 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, share authorized (in shares) | 50,000,000 | 50,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding ( in shares) | 0 | 0 |
Class A common stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, share authorized (in shares) | 550,000,000 | 550,000,000 |
Common stock, shares issued (in shares) | 361,354,955 | 260,574,392 |
Common stock, shares outstanding (in shares) | 361,354,955 | 260,574,392 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities: | ||
Net loss | $ (196.3) | $ (226.9) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 160.4 | 190.4 |
Gain on extinguishment of debt | (91.1) | (86.7) |
Deferred income taxes | 0.7 | 0.4 |
Unrealized loss on investments in Hycroft | 0.3 | 10.1 |
Amortization of net premium on corporate borrowings to interest expense | (21.2) | (29.2) |
Amortization of deferred financing costs to interest expense | 4.5 | 4.7 |
Non-cash portion of stock-based compensation | 8.8 | 33.7 |
Gain on disposition of Saudi Cinema Company | (15.5) | |
Equity in (earnings) loss from non-consolidated entities, net of distributions | (1.2) | 0.1 |
Landlord contributions | 15.6 | 8.3 |
Other non-cash rent benefit | (22.4) | (18.6) |
Deferred rent | (33.8) | (70.4) |
Net periodic benefit cost | 1.1 | 0.8 |
Shareholder litigation expense | 115.4 | |
Change in assets and liabilities: | ||
Receivables | 41.2 | 33.4 |
Other assets | (12.7) | (29.8) |
Accounts payable | (8.6) | (25.5) |
Accrued expenses and other liabilities | (65.7) | (76.5) |
Other, net | (2.5) | (21.5) |
Net cash used in operating activities | (222.9) | (203.3) |
Cash flows from investing activities: | ||
Capital expenditures | (95.1) | (96) |
Proceeds from disposition of Saudi Cinema Company | 30 | |
Proceeds from disposition of long-term assets | 0.2 | 6 |
Other, net | 1.4 | 2.6 |
Net cash used in investing activities | (93.5) | (57.4) |
Cash flows from financing activities: | ||
Scheduled principal payments under Term Loan due 2026 | (10) | (10) |
Net proceeds from equity issuances | 243 | 175.7 |
Principal payments under finance lease obligations | (2.4) | (3.1) |
Cash used to pay for deferred financing costs | (1.1) | (1.9) |
Taxes paid for restricted unit withholdings | (2.2) | (14.2) |
Net cash provided by financing activities | 227.3 | 62.4 |
Effect of exchange rate changes on cash and cash equivalents and restricted cash | (3.7) | 2.1 |
Net decrease in cash and cash equivalents and restricted cash | (92.8) | (196.2) |
Cash and cash equivalents and restricted cash at beginning of period | 911.4 | 654.4 |
Cash and cash equivalents and restricted cash at end of period | 818.6 | 458.2 |
Cash paid during the period for: | ||
Interest | 192.4 | 212 |
Income taxes paid, net | 1.6 | 1.8 |
Schedule of non-cash activities: | ||
Construction payables at period end | 34.8 | 29 |
Other third-party equity issuance costs payable | 0.2 | |
Deferred financing costs payable | 3.4 | |
Extinguishment of Second Lien Notes due 2026 in exchange for share issuance | 214.3 | 118.6 |
Second Lien Notes due 2026 | ||
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Gain on extinguishment of debt | $ (91.1) | (84.4) |
Cash flows from financing activities: | ||
Repurchase of Senior Subordinated Notes due 2026 | (82.4) | |
Senior Subordinated Notes due 2026 | ||
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Gain on extinguishment of debt | (2.3) | |
Cash flows from financing activities: | ||
Repurchase of Senior Subordinated Notes due 2026 | $ (1.7) |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 6 Months Ended |
Jun. 30, 2024 | |
BASIS OF PRESENTATION | |
BASIS OF PRESENTATION | NOTE 1—BASIS OF PRESENTATION 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. The condensed consolidated financial statements include the accounts of Holdings and all subsidiaries and should be read in conjunction with the Company’s Annual Report on Form 10–K for the year ended December 31, 2023. All significant intercompany balances and transactions have been eliminated in consolidation. The Company manages its business under two reportable segments for its theatrical exhibition operations, U.S. markets and International markets. The accompanying condensed consolidated balance sheet as of December 31, 2023, which was derived from audited financial statements, and the unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and in accordance with the instructions to Form 10–Q. Accordingly, they do not include all of the information and footnotes required by the accounting principles generally accepted in the United States of America for complete consolidated financial statements. In the opinion of management, these interim financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the Company’s financial position and results of operations. Due to the seasonal nature of the Company’s business, results for the six months ended June 30, 2024, are not necessarily indicative of the results to be expected for the year ending December 31, 2024. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America 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 condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Reverse Stock Split one one Accordingly, all references made to share, per share, unit, per unit, or common share amounts in the accompanying condensed consolidated financial statements and applicable disclosures for periods prior to August 24, 2023, have been retroactively adjusted to reflect the reverse stock split. References made to AMC Preferred Equity Units have also been retroactively adjusted to reflect the effect of the reverse stock split on their equivalent Common Stock shares. On August 25, 2023, all of the Company’s outstanding AMC Preferred Equity Units converted into shares of Common Stock. Liquidity. credit in the ordinary course of business following the termination of the Senior Secured Revolving Credit Facility. The Company’s cash burn rates are not sustainable long-term. In order to achieve sustainable net positive operating cash flows and long-term profitability, the Company believes that revenues will need to increase to levels at least in line with pre-COVID-19 revenues. North American box office grosses were down approximately 36% for the six months ended June 30, 2024, compared to the six months ended June 30, 2019. Until such time as the Company is able to achieve sustainable net positive operating cash flow, it is difficult to estimate the Company’s future cash burn rates and liquidity requirements. Depending on the Company’s assumptions regarding the timing and ability to achieve increased levels of revenue, the estimates of amounts of required liquidity vary significantly. There can be no assurance that the revenues, attendance levels, and other assumptions used to estimate the Company’s liquidity requirements and future cash burn rates will be correct, and the ability to be predictive is uncertain due to limited ability to predict studio film release dates, the overall production and theatrical release levels, and success of individual titles. Additionally, the effects of labor stoppages, including but not limited to the Writers Guild of America strike and the Screen Actors Guild – American Federation of Television and Radio Artists strike that occurred during 2023 had a negative impact in 2024 on the film slate for exhibition, the Company’s liquidity and cash burn rates. Further, there can be no assurances that the Company will be successful in generating the additional liquidity necessary to meet the Company’s obligations beyond twelve months from the issuance of these financial statements on terms acceptable to the Company or at all. The Company expects, from time to time, to continue to seek to retire or purchase its outstanding debt through cash purchases and/or exchanges for equity or debt, in open-market purchases, privately negotiated transactions or otherwise. Such repurchases or exchanges, if any, will be upon such terms and at such prices as it may determine, and will depend on prevailing market conditions, its liquidity requirements, contractual restrictions and other factors. The amounts involved may be material and to the extent equity is used, dilutive. See Note 13—Subsequent Events for more information about various debt refinancing transactions that occurred subsequent to June 30, 2024. The below table summarizes the various debt for equity exchange transactions that occurred during the six months ended June 30, 2024. The transactions were treated as early extinguishment of the debt. In accordance with ASC 470-50-40-3, the reacquisition price of the extinguished debt was determined to be the fair value of the Common Stock exchanged. See Note 6—Corporate Borrowings and Finance Lease Liabilities and Note 7—Stockholders’ Deficit. Shares of Aggregate Principal Common Stock Gain on Accrued Interest (In millions, except for share data) Exchanged Exchanged Extinguishment Exchanged Second Lien Notes due 2026 $ 191.4 27,545,325 $ 91.1 $ 7.4 During the six months ended June 30, 2024, the Company raised gross proceeds of $250.0 million and paid fees to sales agents and incurred other third-party issuance costs of approximately $6.3 million and $0.6 million, respectively, through its at-the-market offering of approximately 72.5 million shares of Common Stock. The Company paid $0.7 million of other third-party issuance costs during the six months ended June 30, 2024. Cash and Cash Equivalents. Restricted Cash. As of (In millions) June 30, 2024 December 31, 2023 Cash and cash equivalents $ 770.3 $ 884.3 Restricted cash 48.3 27.1 Total cash and cash equivalents and restricted cash in the statement of cash flows $ 818.6 $ 911.4 As of June 30, 2024, restricted cash for the U.S. markets and International markets were $20.0 million and $28.3 million, respectively. As of December 31, 2023, restricted cash for the U.S. markets and International markets were $0 and $27.1 million, respectively. Accumulated Other Comprehensive Loss. Foreign (In millions) Currency Pension Benefits Total Balance December 31, 2023 $ (77.7) $ (0.5) $ (78.2) Other comprehensive income (loss) (33.1) 0.5 (32.6) Balance June 30, 2024 $ (110.8) $ — $ (110.8) Accumulated Depreciation and Amortization. Other Expense (Income). Three Months Ended Six Months Ended (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Foreign currency transaction (gains) losses $ (0.6) (7.5) $ 2.6 (16.2) Non-operating components of net periodic benefit cost 0.4 0.5 1.1 0.9 Gain on extinguishment - Senior Subordinated Notes due 2026 — — — (2.3) Gain on extinguishment - Second Lien Notes due 2026 (85.3) (21.6) (91.1) (84.4) Equity in earnings of non-consolidated entities (1.0) (0.8) (4.7) (2.2) Derivative stockholder settlement — — — (14.0) Shareholder litigation and recoveries (19.1) (1.2) (19.1) 125.4 Vendor dispute settlement — — (36.2) — Other settlement proceeds (2.6) — (3.6) — Business interruption insurance recoveries — (1.3) — (1.3) Total other expense (income) $ (108.2) $ (31.9) $ (151.0) $ 5.9 |
LEASES
LEASES | 6 Months Ended |
Jun. 30, 2024 | |
LEASES | |
LEASES | NOTE 2—LEASES 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 or 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 sight and sound and food and beverage equipment. The following table reflects the lease costs for the periods presented: Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, (In millions) Consolidated Statements of Operations 2024 2023 2024 2023 Operating lease cost Theatre properties Rent $ 195.1 $ 202.0 $ 392.8 $ 386.2 Theatre properties Operating expense 0.8 0.3 1.0 0.6 Equipment Operating expense 7.4 3.9 14.1 7.0 Office and other General and administrative: other 1.4 1.4 2.7 2.7 Finance lease cost Amortization of finance lease assets Depreciation and amortization — 0.5 0.5 1.0 Interest expense on lease liabilities Finance lease obligations 0.6 1.0 1.5 1.9 Variable lease cost Theatre properties Rent 23.3 18.8 50.1 40.3 Equipment Operating expense 16.0 20.4 29.4 33.7 Total lease cost $ 244.6 $ 248.3 $ 492.1 $ 473.4 Cash flow and supplemental information is presented below: Six Months Ended June 30, June 30, (In millions) 2024 2023 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in finance leases $ (1.7) $ (1.6) Operating cash flows used in operating leases (463.7) (494.1) Financing cash flows used in finance leases (2.4) (3.1) Landlord contributions: Operating cash flows provided by operating leases 15.6 8.3 Supplemental disclosure of noncash leasing activities: Right-of-use assets obtained in exchange for new operating lease liabilities 54.0 82.6 (1) Includes lease extensions and option exercises. The following table represents the weighted-average remaining lease term and discount rate as of June 30, 2024: Weighted Average Weighted Average Remaining Discount Lease Term and Discount Rate Lease Term (years) Rate Operating leases 8.4 10.6% Finance leases 13.4 6.4% Minimum annual payments and the net present value thereof as of June 30, 2024, are as follows: Operating Lease Finance Lease (In millions) Payments Payments Six months ending December 31, 2024 $ 456.2 $ 3.8 2025 894.0 7.1 2026 831.3 7.1 2027 766.3 7.1 2028 680.2 7.1 2029 578.6 7.1 Thereafter 2,227.6 38.6 Total lease payments 6,434.2 77.9 Less imputed interest (2,148.3) (27.3) Total operating and finance lease liabilities, respectively $ 4,285.9 $ 50.6 As of June 30, 2024, the Company had signed additional operating lease agreements for three theatres that have not yet commenced. These leases have terms ranging from 15 to 20 years and total lease payments of approximately $68.9 million. The timing of the lease commencement is dependent on the landlord providing the Company with control and access to the related facility. During the six months ended June 30, 2023, the Company received a $13.0 million buyout incentive from a landlord which provided the landlord the right to terminate the lease of one theatre. The incentive was treated as a reduction to rent expense in the Company’s condensed consolidated statement of operations. |
REVENUE RECOGNITION
REVENUE RECOGNITION | 6 Months Ended |
Jun. 30, 2024 | |
REVENUE RECOGNITION | |
REVENUE RECOGNITION | NOTE 3—REVENUE RECOGNITION Disaggregation of Revenue. Three Months Ended Six Months Ended (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Major revenue types Admissions $ 564.4 $ 744.1 $ 1,094.9 $ 1,278.2 Food and beverage 367.1 488.2 688.3 816.9 Other theatre: Screen advertising 30.2 32.3 60.5 63.2 Other 68.9 83.3 138.3 144.0 Other theatre 99.1 115.6 198.8 207.2 Total revenues $ 1,030.6 $ 1,347.9 $ 1,982.0 $ 2,302.3 Three Months Ended Six Months Ended (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Timing of revenue recognition Products and services transferred at a point in time $ 932.9 $ 1,260.4 $ 1,791.4 $ 2,132.2 Products and services transferred over time 97.7 87.5 190.6 170.1 Total revenues $ 1,030.6 $ 1,347.9 $ 1,982.0 $ 2,302.3 (1) Amounts primarily include subscription and advertising revenues. The following tables provide the balances of receivables, net and deferred revenues and income as of June 30, 2024, and December 31, 2023: (In millions) June 30, 2024 December 31, 2023 Current assets Receivables related to contracts with customers $ 83.6 $ 113.5 Miscellaneous receivables 72.4 90.2 Receivables, net $ 156.0 $ 203.7 (In millions) June 30, 2024 December 31, 2023 Current liabilities Deferred revenues related to contracts with customers $ 392.0 $ 415.3 Miscellaneous deferred income 7.1 6.5 Deferred revenues and income $ 399.1 $ 421.8 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, 2023 $ 415.3 Cash received in advance 148.5 Customer loyalty rewards accumulated, net of expirations: Admission revenues 10.6 Food and beverage 16.3 Other theatre (1.3) Reclassification to revenue as the result of performance obligations satisfied: Admission revenues (120.6) Food and beverage (38.0) Other theatre (36.3) Foreign currency translation adjustment (2.5) Balance June 30, 2024 $ 392.0 (1) Includes movie tickets, food and beverage, gift cards, exchange tickets, subscription membership fees, and other loyalty membership fees. (2) Amount of rewards accumulated, net of expirations, that are attributed to loyalty programs. (3) Amount of rewards redeemed that are attributed to gift cards, exchange tickets, movie tickets, and loyalty programs. (4) Amounts relate to income from non-redeemed or partially redeemed gift cards, non-redeemed exchange tickets, subscription membership fees, and loyalty program membership fees. The significant changes to contract liabilities included in the exhibitor services agreement in the condensed consolidated balance sheets, are as follows: Exhibitor Services (In millions) Agreement (1) Balance December 31, 2023 $ 486.6 Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied (11.1) Balance June 30, 2024 $ 475.5 (1) Represents the carrying amount of the National CineMedia, LLC (“NCM”) common units that were previously received under the annual Common Unit Adjustment (“CUA”) and subsequent adjustments related to the NCM bankruptcy, as discussed in greater detail below. The deferred revenues are being amortized to other theatre revenues over the remainder of the 30-year term of the Exhibitor Service Agreement (“ESA”) ending in February 2037. NCM Bankruptcy Gift Cards and Exchange Tickets. Loyalty Programs. 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. |
GOODWILL
GOODWILL | 6 Months Ended |
Jun. 30, 2024 | |
GOODWILL. | |
GOODWILL | NOTE 4—GOODWILL The following table summarizes the changes in goodwill by reporting unit for the six months ended June 30, 2024: U.S. Markets International Markets Consolidated Goodwill (In millions) Gross Carrying Amount Accumulated Impairment Losses Net Carrying Amount Gross Carrying Amount Accumulated Impairment Losses Net Carrying Amount Gross Carrying Amount Accumulated Impairment Losses Net Carrying Amount Balance December 31, 2023 $ 3,072.6 $ (1,276.1) $ 1,796.5 $ 1,589.5 $ (1,027.3) $ 562.2 $ 4,662.1 $ (2,303.4) $ 2,358.7 Currency translation adjustment — — — (40.3) 7.1 (33.2) (40.3) 7.1 (33.2) Balance June 30, 2024 $ 3,072.6 $ (1,276.1) $ 1,796.5 $ 1,549.2 $ (1,020.2) $ 529.0 $ 4,621.8 $ (2,296.3) $ 2,325.5 |
INVESTMENTS
INVESTMENTS | 6 Months Ended |
Jun. 30, 2024 | |
INVESTMENTS | |
INVESTMENTS | NOTE 5—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 50.0% voting control, and are recorded in the condensed consolidated balance sheets in other long-term assets. On December 30, 2022, the Company entered into an agreement to sell its 10.0% investment in Saudi Cinema Company, LLC for SAR 112.5 million ($30.0 million), and on January 24, 2023, the Saudi Ministry of Commerce recorded the sale of equity and the Company received the proceeds on January 25, 2023. The Company recorded a gain on the sale of $15.5 million in investment income during the six months ended June 30, 2023. Investments in non-consolidated affiliates as of June 30, 2024 include interests in Digital Cinema Distribution Coalition, LLC of 14.6%, AC JV, LLC (“AC JV”), owner of Fathom Events, of 32.0%, SV Holdco LLC, owner of Screenvision, of 18.4%, Digital Cinema Media Ltd. (“DCM”) of 50.0%, Handelsbolaget Svenska Bio Lidingo of 50.0%, Bergen Kino AS of 49.0%, Odeon Kino Stavanger/Sandnes AS of 49.0%, Capa Kinoreklame AS (“Capa”) of 50.0% and Vasteras Biografer (“Vasteras”) of 50.0%. Through its various investments the Company has interests in four U.S. theatres and 62 theatres in Europe. Indebtedness held by equity method investees is non-recourse to the Company. During the three months ended June 30, 2024 and June 30, 2023, the Company recorded equity in earnings of non-consolidated entities of $(1.0) million and $(0.8) million, respectively. During the six months ended June 30, 2024 and June 30, 2023, the Company recorded equity in earnings of $(4.7) million and $(2.2) million, respectively. Related Party Transactions The Company recorded the following related party transactions with equity method investees: As of As of (In millions) June 30, 2024 December 31, 2023 Due from DCM for on-screen advertising revenue $ 2.1 $ 3.3 Loan receivable from DCM 0.7 0.6 Due to AC JV for Fathom Events programming (3.1) (2.3) Loan receivable from Vasteras 1.0 1.0 Due from Capa for on-screen advertising revenue — 1.4 Due to Vasteras (1.0) (0.9) Due to U.S. theatre partnerships (0.7) (0.6) Three Months Ended Six Months Ended (In millions) Consolidated Statements of Operations June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 DCM screen advertising revenues Other revenues $ 3.3 $ 4.1 $ 6.6 $ 7.6 DCDC content delivery services Operating expense 0.3 0.3 0.6 0.6 Gross exhibition cost on AC JV Fathom Events programming Film exhibition costs 5.7 4.0 12.9 7.0 Screenvision screen advertising revenues Other revenues 1.6 2.4 2.9 3.9 Investment in Hycroft The Company holds approximately 2.4 million common shares of Hycroft Mining Holding Corporation (NASDAQ: HYMC) (“Hycroft”) and approximately 2.3 million warrants to purchase common shares. Each warrant is exercisable for one common share of Hycroft at a price of $10.68 per share over a 5-year one-for-ten The Company accounts for the common shares of Hycroft under the equity method and has elected the fair value option in accordance with ASC 825-10. The Company accounts for the warrants as derivatives in accordance with ASC 815. Accordingly, the fair value of the investments in Hycroft are remeasured at each subsequent reporting period and unrealized gains and losses are reported in investment income. During the three months ended June 30, 2024 and June 30, 2023, the Company recorded unrealized (gain) loss in investment income of $(0.7) million and $5.5 million, respectively. During the six months ended June 30, 2024 and June 30, 2023, the Company recorded unrealized loss in investment income of $0.3 million and $10.1 million, respectively. See Note 9 — |
CORPORATE BORROWINGS AND FINANC
CORPORATE BORROWINGS AND FINANCE LEASE LIABILITIES | 6 Months Ended |
Jun. 30, 2024 | |
CORPORATE BORROWINGS AND FINANCE LEASE LIABILITIES | |
CORPORATE BORROWINGS AND FINANCE LEASE LIABILITIES | NOTE 6—CORPORATE BORROWINGS AND FINANCE LEASE LIABILITIES A summary of the carrying value of corporate borrowings and finance lease liabilities is as follows: (In millions) June 30, 2024 December 31, 2023 First Lien Secured Debt: Senior Secured Credit Facility-Term Loan due 2026 (8.444% as of June 30, 2024 and 8.474% as of December 31, 2023) $ 1,895.0 $ 1,905.0 12.75% Odeon Senior Secured Notes due 2027 400.0 400.0 7.5% First Lien Notes due 2029 950.0 950.0 Second Lien Secured Debt: 10%/12% Cash/PIK Toggle Second Lien Subordinated Notes due 2026 777.6 968.9 Subordinated Debt: 6.375% Senior Subordinated Notes due 2024 (£4.0 million par value as of June 30, 2024) 5.0 5.1 5.75% Senior Subordinated Notes due 2025 98.3 98.3 5.875% Senior Subordinated Notes due 2026 51.5 51.5 6.125% Senior Subordinated Notes due 2027 125.5 125.5 Total principal amount of corporate borrowings $ 4,302.9 $ 4,504.3 Finance lease liabilities 50.6 55.4 Deferred financing costs (27.5) (31.1) Net premium 60.1 104.2 Total carrying value of corporate borrowings and finance lease liabilities $ 4,386.1 $ 4,632.8 Less: Current maturities of corporate borrowings (123.1) (25.1) Current maturities of finance lease liabilities (4.3) (5.4) Total noncurrent carrying value of corporate borrowings and finance lease liabilities $ 4,258.7 $ 4,602.3 (1) The following table provides the net premium (discount) amounts of corporate borrowings: June 30, December 31, (In millions) 2024 2023 10%/12% Cash/PIK Toggle Second Lien Subordinated Notes due 2026 $ 86.5 $ 133.9 Senior Secured Credit Facility-Term Loan due 2026 (2.6) (3.3) 12.75% Odeon Senior Secured Notes due 2027 (23.8) (26.4) Net premium $ 60.1 $ 104.2 The following table provides the principal payments required and maturities of corporate borrowing as of June 30, 2024: Principal Amount of Corporate (In millions) Borrowings Six months ended December 31, 2024 $ 15.0 2025 118.3 2026 2,694.1 2027 525.5 2028 — 2029 950.0 Total $ 4,302.9 Debt Repurchases and Exchanges The below table summarizes the various debt for equity exchange transactions that occurred during the six months ended June 30, 2024. The transactions were treated as early extinguishments of debt. In accordance with ASC 470-50-40-3, the reacquisition price of the extinguished debt was determined to be the fair value of the Common Stock exchanged. Shares of Aggregate Principal Common Stock Gain on Accrued Interest (In millions, except for share data) Exchanged Exchanged Extinguishment Exchanged Second Lien Notes due 2026 $ 191.4 27,545,325 $ 91.1 $ 7.4 The below table summarizes the cash debt repurchase transactions during the six months ended June 30, 2023, including repurchases with a related party: Aggregate Principal Reacquisition Gain on Accrued Interest (In millions) Repurchased Cost Extinguishment Paid Related party transactions: Second Lien Notes due 2026 $ 58.9 $ 36.2 $ 33.4 $ 1.0 5.875% Senior Subordinated Notes due 2026 4.1 1.7 2.3 0.1 Total related party transactions 63.0 37.9 35.7 1.1 Non-related party transactions: Second Lien Notes due 2026 82.5 46.2 51.0 2.1 Total non-related party transactions 82.5 46.2 51.0 2.1 Total debt repurchases $ 145.5 $ 84.1 $ 86.7 $ 3.2 See Note 7—Stockholders’ Deficit for discussion of the $100.0 million aggregate principal amount of Second Lien Notes due 2026 repurchased from Antara in exchange for 9,102,619 AMC Preferred Equity Units not included in the table above. See Note 13—Subsequent Events for discussion of debt refinancing transactions that occurred after the balance sheet date. Financial Covenants As of April 19, 2024, and in anticipation of the maturity of the Senior Secured Revolving Credit Facility, the Company voluntarily terminated the commitments under the Senior Secured Revolving Credit Facility in full and paid off any remaining obligations with respect to the Senior Secured Revolving Credit Facility. The financial covenants and related covenant suspension conditions are no longer in effect pursuant to the terms of the Credit Agreement. The termination of the Senior Secured Revolving Credit Facility does not otherwise affect the senior secured term loan facility under the Credit Agreement. The Company currently does not expect to replace the Senior Secured Revolving Credit Facility. |
STOCKHOLDERS' DEFICIT
STOCKHOLDERS' DEFICIT | 6 Months Ended |
Jun. 30, 2024 | |
STOCKHOLDERS' DEFICIT | |
STOCKHOLDERS' EQUITY | NOTE 7—STOCKHOLDERS’ DEFICIT Reverse Stock Split On August 24, 2023, the Company effectuated a reverse stock split at a ratio of one one Accordingly, all references made to share, per share, unit, per unit, or common share amounts in the accompanying consolidated financial statements and applicable disclosures for periods prior to August 24, 2023, have been retroactively adjusted to reflect the effect of the reverse stock split. References made to AMC Preferred Equity Units have also been retroactively adjusted to reflect the effect of the reverse stock split on their equivalent Common Stock shares. On August 25, 2023, all of the Company’s outstanding AMC Preferred Equity Units converted into shares of Common Stock. Share Issuances During the six months ended June 30, 2024, the Company raised gross proceeds of $250.0 million and paid fees to sales agents and incurred other third-party issuance costs of approximately $6.3 million and $0.6 million, respectively, through its at-the-market offering of approximately 72.5 million shares of Common Stock. The Company paid $0.7 million of other third-party issuance costs during the six months ended June 30, 2024. During the six months ended June 30, 2023, the Company raised gross proceeds of approximately $114.5 million and paid fees to a sales agent and incurred other third-party issuance costs of approximately $2.9 million and $8.3 million, respectively, through its at-the-market offering of approximately 7.1 million shares of AMC Preferred Equity Units. The Company paid $11.0 million of other third-party issuance costs during the six months ended June 30, 2023. Antara Transactions On December 22, 2022, the Company entered into the Forward Purchase Agreement with Antara pursuant to which the Company agreed to (i) sell to Antara 10,659,511 AMC Preferred Equity Units for an aggregate purchase price of $75.1 million and (ii) simultaneously purchase from Antara $100.0 million aggregate principal amount of the Company’s 10%/12% Cash/PIK Toggle Second Lien Notes due 2026 in exchange for 9,102,619 AMC Preferred Equity Units. On February 7, 2023, the Company issued 19,762,130 AMC Preferred Equity Units to Antara in exchange for $75.1 million in cash and $100.0 million aggregate principal amount of the Company’s 10%/12% Cash/PIK Toggle Second Lien Notes due 2026. The Company recorded $193.7 million to stockholders’ deficit as a result of the transaction. The Company paid $1.4 million of accrued interest in cash upon exchange of the notes. AMC Preferred Equity Units Each AMC Preferred Equity Unit was a depositary share and represented an interest in a share of Series A Convertible Participating Preferred Stock evidenced by a depositary receipt pursuant to a deposit agreement. Each AMC Preferred Equity Unit was designed to have the same economic and voting rights as a share of Common Stock. On August 25, 2023, all outstanding AMC Preferred Equity Units were converted to Common Stock. As of June 30, 2024, the Company has 50,000,000 authorized shares of preferred stock available for issuance. Stock-Based Compensation The following table presents the stock-based compensation expense recorded within general and administrative: other: Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, (In millions) 2024 2023 2024 2023 Equity classified awards: Special awards expense $ — $ — $ 2.1 $ 20.2 Board of directors stock award expense 1.0 — 1.0 0.9 Restricted stock unit expense 2.7 3.8 4.8 6.8 Performance stock unit expense 0.7 3.7 0.8 5.4 Total equity classified awards: 4.4 7.5 8.7 33.3 Liability classified awards: Restricted and performance stock unit expense 0.1 0.3 0.1 0.4 Total liability classified awards: 0.1 0.3 0.1 0.4 Total stock-based compensation expense $ 4.5 $ 7.8 $ 8.8 $ 33.7 As of June 30, 2024, the estimated remaining unrecognized compensation cost related to stock-based compensation grants was approximately $23.4 million, which reflects assumptions related to attainment of performance targets based on the scales as described below. The weighted average period over which this remaining compensation expense is expected to be recognized is approximately 1.2 years. Special Awards On February 22, 2024, the compensation committee of AMC’s Board of Directors (“Compensation Committee”) approved modification of the performance goals applicable to all 2023 Tranche Year PSU awards. This was accounted for as a modification to the 2023 Tranche Year PSU awards which lowered the Adjusted EBITDA and free cash flow performance targets such that 200% vesting was achieved for both targets. This modification resulted in the immediate additional vesting of 478,055 2023 Tranche Year PSUs (21,829 cash settled units and 456,226 equity settled units). This was treated as a Type 3 modification (improbable-to-probable) which required the Company to recognize additional stock compensation expense based on the modification date fair values of the incremental PSUs. During the six months ended June 30, 2024, the Company recognized $2.1 million of stock compensation expense related to these awards. On February 23, 2023, the Compensation Committee approved special awards in lieu of vesting of the 2022 Tranche Year PSU awards. The special awards were accounted for as modification to the 2022 Tranche Year PSU awards which lowered the Adjusted EBITDA and free cash flow performance targets such that 200% vesting was achieved for both targets. This modification resulted in the immediate additional vesting of 238,959 Common Stock PSUs and 238,959 AMC Preferred Equity Unit PSUs. This was treated as a Type 3 modification (improbable-to-probable) which requires the Company to recognize additional stock compensation expense based on the modification date fair values of the Common Stock PSUs and AMC Preferred Equity Units PSUs of $14.9 million and $5.3 million, respectively. During the six months ended June 30, 2023, the Company recognized $20.2 million of stock compensation expense related to these awards. Awards Granted in 2024 On June 5, 2024, the Company’s shareholders approved a new equity incentive plan (“2024 EIP”). The 2024 EIP has 25.0 million shares of Common Stock available for awards under the plan. Awards that may be granted under the 2024 EIP include options, stock appreciation rights, restricted stock awards, restricted stock units, cash awards, and other equity-based awards. The 2024 EIP will be unlimited in duration and, in the event of termination, will remain in effect as long as any shares of awards under it are outstanding and not fully vested. On June 5, 2024, the Company’s board of directors granted awards of stock, restricted stock units (“RSUs”) and performance stock units (“PSUs”) to certain of the Company’s employees and directors under the 2024 EIP. Each RSU or PSU is convertible into one share of Common Stock upon vesting. Each RSU and PSU held by a participant as of a dividend record date is entitled to a dividend equivalent equal to the amount paid with respect to one share of Common Stock underlying the unit. Any such accrued dividend equivalents are paid to the holder only upon vesting of the units. Each unit represents the right to receive one share of Common Stock at a future date. The awards generally had the following features: ● Board of Directors Stock Awards: The Company granted 195,924 fully vested shares of Common Stock to the independent members of the Company’s board of directors with a grant date fair value of $1.0 million. ● Restricted Stock Unit Awards: The Company granted 2,307,931 RSUs to certain members of management with a grant date fair value of $11.9 million. The Company records stock-based compensation expense on a straight-line recognition method over the requisite vesting period. The RSUs vest over three years , with one-third vesting each year. These RSUs will be settled within 30 days of vesting. ● Performance Stock Unit Awards: A total of 2,307,931 PSUs were awarded (“2024 PSU award”) to certain members of management and executive officers, with the total PSUs divided into three separate year tranches, with each tranche allocated to a fiscal year within the performance period (“Tranche Year”). The PSUs within each Tranche Year are further divided between two performance targets: the Adjusted EBITDA performance target and the free cash flow performance target. The 2024 PSU awards will vest if 80% to 120% of the performance targets are attained, with the corresponding vested unit amount ranging from 50% to 200% of the PSUs awarded. If the performance targets are met at 100% , the 2024 PSU awards will vest at 2,307,931 units in the aggregate. No PSUs will vest for each Tranche Year if the Company does not achieve 80% of the Tranche Year’s Adjusted EBITDA or free cash flow targets. The Compensation Committee establishes the annual performance targets at the beginning of each year. Therefore, the grant date (and fair value measurement date) for each Tranche Year is the date at the beginning of each year when a mutual understanding of the key terms and conditions are reached per ASC 718, Compensation – Stock compensation. The equity classified 2024 PSU award grant date fair value for the 2024 Tranche Year award of 769,260 units was $4.0 million, the equity classified 2023 PSU award grant date fair value for the 2024 Tranche Year award of 105,357 units was $0.5 million and the equity classified 2022 PSU award grant date fair value for the 2024 Tranche Year award of 44,081 units was $0.2 million, measured using performance targets at 100%. Liability Classified Awards Certain PSUs are expected to be settled in cash and accordingly have been classified as liabilities within accrued expenses and other liabilities in the condensed consolidated balance sheets. The liability classified 2023 PSU awards for the 2024 Tranche Year were granted when the annual performance targets were set. The vesting requirements and vesting periods are identical to the equity classified awards described above. The Company recognizes expense related to these awards based on the fair value of the Common Stock shares, giving effect to the portion of services rendered during the requisite services period. As of June 30, 2024, there were 58,101 nonvested underlying Common Stock RSUs and PSUs related to awards classified as liabilities. There are 43,524 nonvested underlying Common Stock RSUs and PSUs (2024 Tranche Year) that are currently classified as liabilities and 14,577 nonvested underlying Common Stock PSUs (2025 Tranche Year) which have not been granted for accounting purposes as the performance targets for the 2025 PSU Tranche Years have yet to be established. The following table represents the equity classified nonvested RSU and PSU activity for the six months ended June 30, 2024: Weighted Average Common Stock Grant Date RSUs and PSUs (3) Fair Value Nonvested at January 1, 2024 747,423 $ 44.35 Granted 3,226,672 5.12 Granted - Special Award 456,226 4.42 Vested (246,982) 43.84 Vested - Special Award (242,360) 4.42 Forfeited (1,089) 40.32 Cancelled (228,015) 43.86 Cancelled - Special Award (213,866) 4.42 Nonvested at June 30, 2024 3,498,009 8.23 Tranche Year 2025 awarded under the 2023 PSU award with grant date fair values to be determined in year 2025 1,643,770 Total Nonvested at June 30, 2024 5,141,779 (1) The number of PSU shares granted under the Tranche Year 2024 assumes the Company will attain a performance target at 100% for the Adjusted EBITDA target and 100% for the free cash flow target. (2) Represents vested RSUs and PSUs surrendered in lieu of taxes. As a result, the Company paid taxes for restricted unit withholdings of approximately $2.2 million during the six months ended June 30, 2024. (3) Includes AMC Preferred Equity Unit RSUs and PSUs that were converted to Common Stock RSUs and PSUs. |
STOCKHOLDERS' DEFICIT | Condensed Consolidated Statements of Stockholders’ Deficit For the Six Months Ended June 30, 2024 Accumulated Class A Additional Other Total Common Stock Paid-in Comprehensive Accumulated Stockholders’ (In millions, except share and per share data) Shares Amount Capital Loss Deficit Deficit Balances December 31, 2023 260,574,392 $ 2.6 $ 6,221.9 $ (78.2) $ (7,994.2) $ (1,847.9) Net loss — — — — (163.5) (163.5) Other comprehensive loss — — — (35.4) — (35.4) Debt for equity exchange 2,541,250 — 14.2 — — 14.2 Taxes paid for restricted unit withholdings — — (2.2) — — (2.2) Share issuance costs — — (0.5) — — (0.5) Stock-based compensation (1) 489,342 — 4.3 — — 4.3 Balances March 31, 2024 263,604,984 $ 2.6 $ 6,237.7 $ (113.6) $ (8,157.7) $ (2,031.0) Net loss — — — — (32.8) (32.8) Other comprehensive income — — — 2.8 — 2.8 Debt for equity exchange 25,004,075 0.3 116.1 — — 116.4 Share issuance 72,549,972 0.7 242.9 — — 243.6 Stock-based compensation 195,924 — 4.4 — — 4.4 Balances June 30, 2024 361,354,955 $ 3.6 $ 6,601.1 $ (110.8) $ (8,190.5) $ (1,696.6) (1) Vested Common Stock RSUs and PSUs. Condensed Consolidated Statements of Stockholders’ Deficit For the Six Months Ended June 30, 2023 Preferred Stock Series A Convertible Accumulated Class A Participating Depositary Shares of Additional Other Total Common Stock Preferred Stock AMC Preferred Paid-in Comprehensive Accumulated Stockholders’ (In millions, except share and per share data) Shares (3) Amount Shares Equity Units (3) Amount Capital Loss Deficit Deficit Balances December 31, 2022 51,683,892 $ 0.5 7,245,872 72,458,706 $ 0.1 $ 5,049.8 $ (77.3) $ (7,597.6) $ (2,624.5) Net loss — — — — — — — (235.5) (235.5) Other comprehensive loss — — — — — — (7.3) — (7.3) Share Issuance — — 492,880 4,928,800 — 70.5 — — 70.5 Antara Forward Purchase Agreement (2) — — 1,976,213 19,762,130 — 193.7 — — 193.7 Taxes paid for restricted unit withholdings — — — — — (13.1) — — (13.1) Stock-based compensation (1) 235,346 — 26,944 269,444 — 25.9 — — 25.9 Balances March 31, 2023 51,919,238 $ 0.5 9,741,909 97,419,080 $ 0.1 $ 5,326.8 $ (84.6) $ (7,833.1) $ (2,590.3) Net earnings — — — — — — — 8.6 8.6 Other comprehensive loss — — — — — — (40.0) — (40.0) AMC Preferred Equity Units issuance — — 212,156 2,121,562 — 32.7 — — 32.7 Taxes paid for restricted unit withholdings — — — — — (1.1) — — (1.1) Stock-based compensation — — — — — 7.5 — — 7.5 Balances June 30, 2023 51,919,238 $ 0.5 9,954,065 99,540,642 $ 0.1 $ 5,365.9 $ (124.6) $ (7,824.5) $ (2,582.6) (1) Includes 8,555 Common Stock shares and 15,370 AMC Preferred Equity Units awarded to the Board of Directors, 226,791 vested Common Stock RSUs and PSUs, and 254,074 vested AMC Preferred Equity Units RSUs and PSUs. (2) Includes $ 75.1 million of cash proceeds and $ 118.6 million carrying value of the debt exchanged for AMC Preferred Equity Units. (3) Share counts have been retroactively adjusted to reflect the effect of the reverse stock split. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2024 | |
INCOME TAXES | |
INCOME TAXES | NOTE 8—INCOME TAXES The Company’s worldwide effective income tax rate is based on actual income (loss), statutory rates, valuation allowances against deferred tax assets and tax planning opportunities available in the various jurisdictions in which it operates. The Company is using a discrete income tax calculation for the six months ended June 30, 2024, due to the lingering effects of the COVID-19 pandemic and recent labor stoppages on the industry. Historically, for interim financial reporting, the Company estimated the worldwide annual income tax rate based on projected taxable income (loss) for the full year and recorded a quarterly income tax provision or benefit in accordance with the anticipated annual rate, adjusted for discrete items, if any. The Company will return to the historic approach of computing quarterly tax expense based on an annual effective rate in the future interim period when more reliable estimates of annual income become available. The Company recognizes income tax-related interest expense and penalties as income tax expense and general and administrative expense, respectively. The Organization for Economic Co-operation and Development (“OECD”) has issued model rules, which generally provide for a jurisdictional minimum effective tax rate of 15.0%. Various countries have or are in the process of enacting legislation intended to implement the principles effective January 1, 2024. The Company’s adoption of the OECD's global tax reform is not expected to have a material impact on its 2024 income tax expense. 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. A valuation allowance is recorded against the Company’s U.S. deferred tax assets and most of the Company’s international deferred tax assets as the Company has determined the realization of these assets does not meet the more likely than not criteria. The effective tax rate for the six months ended June 30, 2024, reflects the impact of these valuation allowances against U.S. and international deferred tax assets generated during the period. The actual effective rate for the six months ended June 30, 2024, was (1.3)%. The Company’s consolidated tax rate for the six months ended June 30, 2024, 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, permanent differences and other discrete items. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 6 Months Ended |
Jun. 30, 2024 | |
FAIR VALUE MEASUREMENTS | |
FAIR VALUE MEASUREMENTS | NOTE 9—FAIR VALUE MEASUREMENTS Fair value refers to the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the market in which the entity transacts business. The inputs used to develop these fair value measurements are established in a hierarchy, which ranks the quality and reliability of the information used to determine the fair values. The fair value classification is based on levels of inputs. Assets and liabilities that are carried at fair value are classified and disclosed in one of the following categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. Recurring Fair Value Measurements. Fair Value Measurements at June 30, 2024 Using Significant Total Carrying Quoted prices in Significant other unobservable Value at active market observable inputs inputs (In millions) June 30, 2024 (Level 1) (Level 2) (Level 3) Other long-term assets: Investment in Hycroft warrants $ 3.1 $ — $ — $ 3.1 Marketable equity securities: Investment in Hycroft 5.7 5.7 — — Total assets at fair value $ 8.8 $ 5.7 $ — $ 3.1 Other Fair Value Measurement Disclosures. Fair Value Measurements at June 30, 2024 Using Significant other Significant Total Carrying Quoted prices in observable unobservable Value at active market inputs inputs (In millions) June 30, 2024 (Level 1) (Level 2) (Level 3) Current maturities of corporate borrowings $ 123.1 $ — $ 113.8 $ — Corporate borrowings 4,212.4 — 3,624.7 — 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 | 6 Months Ended |
Jun. 30, 2024 | |
OPERATING SEGMENTS | |
OPERATING SEGMENTS | NOTE 10—OPERATING SEGMENTS The Company reports information about operating segments in accordance with ASC 280-10, Segment Reporting, which requires financial information to be reported based on the way management organizes segments within a company for making operating decisions and evaluating performance. The Company has identified two reportable segments and reporting units for its theatrical exhibition operations, U.S. markets and International markets. The International markets reportable segment has operations in or partial interest in theatres in the United Kingdom, Germany, Spain, Italy, Ireland, Portugal, Sweden, Finland, Norway, and Denmark. The Company sold its interest in Saudi Arabia in January 2023. See Note 5—Investments for further information. Each segment’s revenue is derived from admissions, food and beverage sales and other ancillary revenues, primarily screen advertising, loyalty membership fees, ticket sales, gift card income and exchange ticket income. The measure of segment profit and loss the Company uses to evaluate performance and allocate its resources is Adjusted EBITDA, as defined in the reconciliation table below. The Company does not report asset information by segment because that information is not used to evaluate the performance of or allocate resources between segments. Below is a breakdown of select financial information by reportable operating segment: Three Months Ended Six Months Ended Revenues (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 U.S. markets $ 815.9 $ 1,087.4 $ 1,505.0 $ 1,791.9 International markets 214.7 260.5 477.0 510.4 Total revenues $ 1,030.6 $ 1,347.9 $ 1,982.0 $ 2,302.3 Three Months Ended Six Months Ended Adjusted EBITDA (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 U.S. markets $ 49.3 $ 174.8 $ 21.7 $ 185.7 International markets (19.9) 7.7 (23.9) 3.9 Total Adjusted EBITDA $ 29.4 $ 182.5 $ (2.2) $ 189.6 (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 broadly consistent with how Adjusted EBITDA is defined in the Company’s debt indentures. Three Months Ended Six Months Ended Capital Expenditures (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 U.S. markets $ 33.8 $ 36.8 $ 65.5 $ 71.4 International markets 10.8 11.8 29.6 24.6 Total capital expenditures $ 44.6 $ 48.6 $ 95.1 $ 96.0 As of As of Long-term assets, net (In millions) June 30, 2024 December 31, 2023 U.S. markets $ 5,632.3 $ 5,795.6 International markets 1,886.9 2,010.5 Total long-term assets $ 7,519.2 $ 7,806.1 (1) Long-term assets are comprised of property, net, operating lease right-of-use assets, intangible assets, goodwill, deferred tax assets, net and other long-term assets. The following table sets forth a reconciliation of net loss to Adjusted EBITDA: Three Months Ended Six Months Ended (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Net earnings (loss) $ (32.8) $ 8.6 $ (196.3) $ (226.9) Plus: Income tax provision 0.7 0.4 2.5 2.3 Interest expense 99.0 102.6 200.2 203.7 Depreciation and amortization 78.8 96.8 160.4 190.4 Certain operating expense 1.0 (0.9) 1.5 0.2 Equity in earnings of non-consolidated entities (1.0) (0.8) (4.7) (2.2) Cash distributions from non-consolidated entities 1.6 1.7 2.9 1.7 Attributable EBITDA (0.7) (0.3) (0.1) 0.2 Investment expense (income) (6.1) 5.1 (11.2) (8.4) Other expense (income) (105.0) (30.1) (143.8) 12.7 Other non-cash rent benefit (10.7) (9.0) (22.4) (18.6) General and administrative — unallocated: Merger, acquisition and other costs 0.1 0.6 — 0.8 Stock-based compensation expense 4.5 7.8 8.8 33.7 Adjusted EBITDA $ 29.4 $ 182.5 $ (2.2) $ 189.6 (1) For information regarding the income tax provision, see Note 8—Income Taxes. (2) 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, 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. (3) 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. (4) 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 loss of non-consolidated entities to attributable EBITDA. Because these equity investments in theatre operators are 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. Three Months Ended Six Months Ended (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Equity in (earnings) of non-consolidated entities $ (1.0) $ (0.8) $ (4.7) $ (2.2) Less: Equity in (earnings) of non-consolidated entities excluding International theatre joint ventures (2.1) (1.5) (5.6) (2.6) Equity in (loss) of International theatre joint ventures (1.1) (0.7) (0.9) (0.4) Income tax benefit (0.1) (0.1) (0.1) (0.2) Investment expense — — 0.1 0.1 Interest expense 0.1 0.1 0.1 0.1 Depreciation and amortization 0.4 0.4 0.7 0.6 Attributable EBITDA $ (0.7) $ (0.3) $ (0.1) $ 0.2 (5) Investment expense (income) during the three months ended June 30, 2024 includes appreciation in the estimated fair value of the Company’s investment in common shares of Hycroft of $(0.4) million, appreciation in estimated fair value of the Company’s investment in warrants to purchase common shares of Hycroft of $(0.3) million and interest income of $(5.4) million. Investment expense (income) during the three months ended June 30, 2023 included deterioration in estimated fair value of the Company’s investment in common shares of Hycroft of $3.2 million, deterioration in estimated fair value of the Company's investment in warrants to purchase common shares of Hycroft of $2.3 million, and interest income of $(2.5) million. Investment expense (income) during the six months ended June 30, 2024 includes deterioration in estimated fair value of the Company’s investment in common shares of Hycroft of $0.1 million, deterioration in estimated fair value of the Company’s investment in warrants to purchase common shares of Hycroft of $0.2 million, and interest income of $(11.5) million. Investment expense (income) during the six months ended June 30, 2023 included deterioration in estimated fair value of the Company’s investment in common shares of Hycroft of $5.5 million, deterioration in estimated fair value of the Company’s investment in warrants to purchase common shares of Hycroft of $4.6 million, $(15.5) million gain on the sale of the Company’s investment in Saudi Cinema Company, LLC and interest income of $(4.8) million. (6) Other expense (income) during the three months ended June 30, 2024 includes shareholder litigation recoveries of $ (19.1) million, foreign currency transaction gains of $(0.6) million and gains on debt extinguishment of $(85.3) million. Other expense (income) during the three months ended June 30, 2023 included a non-cash litigation contingency adjustment of $(1.2) million, foreign currency transaction gains of $(7.5) million, and gains on debt extinguishment of $(21.6) million. Other expense (income) during the six months ended June 30, 2024 includes shareholder litigation recoveries of $(19.1) million, gains on debt extinguishment of $(91.1) million, a vendor dispute settlement of $(36.2) million, and foreign currency transaction losses of $2.6 million. Other expense (income) during the six months ended June 30, 2023 included a non-cash litigation contingency charge of $115.4 million, partially offset by gains on debt extinguishment of $(86.7) million and foreign currency transaction gains of $(16.2) million. (7) Reflects amortization expense for certain intangible assets reclassified from depreciation and amortization to rent expense due to the adoption of ASC 842, Leases and deferred rent benefit related to the impairment of right-of-use operating lease assets. (8) Merger, acquisition and other costs are excluded as they are non-operating in nature. (9) Non-cash or non-recurring expense included in general and administrative: other. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 6 Months Ended |
Jun. 30, 2024 | |
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 April 22, 2019, a putative stockholder class and derivative complaint, captioned Lao v. Dalian Wanda Group Co., Ltd. On February 20, 2023, two putative stockholder class actions were filed in the Delaware Court of Chancery, captioned Allegheny County Employees’ Retirement System v. AMC Entertainment Holdings, Inc., et al., Munoz v Adam M. Aron, et al., In re AMC Entertainment Holdings, Inc. Stockholder Litigation Allegheny Del. C Munoz Del. C Allegheny Allegheny Del. C Munoz On February 27, 2023, the Delaware Court of Chancery entered a status quo order that allowed the March 14, 2023 vote on the Charter Amendments to proceed, but precluded the Company from implementing the Charter Amendments pending a ruling by the court on the plaintiffs’ then-anticipated preliminary injunction motion (the “Status Quo Order”). On April 2, 2023, the parties entered into a binding settlement term sheet to settle the Shareholder Litigation, which among other things, provided that the parties would jointly request that the Status Quo Order be lifted. Pursuant to the term sheet, the Company agreed, following and subject to AMC’s completion of the Conversion and Reverse Stock Split, to make a non-cash settlement payment to record holders of Common Stock immediately prior to the Conversion (and after giving effect to the Reverse Stock Split) of one On April 27, 2023, the parties jointly filed a Stipulation and Agreement of Compromise, Settlement, and Release (the “Settlement Stipulation”) with the court, which fully memorialized the settlement that the parties agreed to in the term sheet. On June 29–30, 2023, the court held a settlement hearing to consider whether to approve the settlement as outlined in the Settlement Stipulation. On July 21, 2023, the court issued an opinion which, citing issues with the scope of the release sought under the proposed settlement, declined to approve the settlement as presented. On July 22, 2023, the parties filed an addendum to the Settlement Stipulation in an effort to address the issues with the scope of the release raised by the court and requested that the court approve the settlement with the revised release set forth in the addendum. On August 11, 2023, the court approved the settlement of the Shareholder Litigation and lifted the Status Quo Order. On August 14, 2023, the Company filed the amendment to its Third Amended and Restated Certificate of Incorporation, effective as of August 24, 2023, which was previously approved by the Company’s stockholders at the special meeting held on March 14, 2023 to implement the Charter Amendments. The Reverse Stock Split occurred on August 24, 2023, the conversion of AMC Preferred Equity Units into Common Stock occurred on August 25, 2023, and the Settlement Payment was made on August 28, 2023. On September 15, 2023, the Court entered an order dismissing the Shareholder Litigation in its entirety and with prejudice. On October 13, 2023, a purported Company stockholder who objected to the settlement of the Shareholder Litigation filed a notice of appeal of the Court’s decision approving the settlement. On May 22, 2024, the Delaware Supreme Court affirmed the Court’s decision approving the settlement of the Shareholder Litigation. In connection with the Shareholder Litigation, the Company recorded a $125.4 million charge to other expense during the six months ended June 30, 2023. The charge was based on an estimated fair value for the Settlement Payment of $115.4 million and estimated legal fees, net of probable insurance recoveries of $10.0 million as of June 30, 2023. The Company made the Settlement Payment on August 28, 2023, and recorded the disbursement to stockholders’ deficit. The final value of the Settlement Payment was $99.3 million. On August 14, 2023, a putative class action on behalf of APE holders, captioned Simons v. AMC Entertainment Holdings, Inc. On May 4, 2023, the Company filed a lawsuit in the Superior Court of the State of Delaware against seventeen insurers participating in its directors & officers insurance program, seeking recovery for losses incurred in connection with its defense and settlement of the Shareholder Litigation, including the Settlement Payment. The insurance recovery action is captioned, AMC Entertainment Holdings, Inc. v. XL Specialty Insurance Co., et al The primary insurer in the Coverage Action has paid its full $5 million limit. The Company has reached confidential settlement agreements with multiple insurers in the Coverage Action. The remainder of the insurers contest whether they owe coverage for the Settlement Payment, claiming it does not constitute a “Loss” under their insurance policies. AMC may have claims for coverage from additional insurers as well, however, those insurers’ policies contain mandatory arbitration provisions, so they have not been included in the Coverage Action. On October 6, 2023, an action captioned Mathew, et al. v. Citigroup Global Markets, et al. On December 18, 2023, an action captioned Miller, et al. v. AMC Entertainment Holdings, Inc. et al., On May 2, 2024, the United States District Court for the Southern District of New York issued an order granting final approval of a proposed settlement reached by all parties to an action brought by plaintiffs Dennis J. Donoghue and Mark Rubenstein, each of whom are shareholders of the Company, for the Company to recover “short-swing” profits under Section 16(b) of the Securities Exchange Act of 1934 (the “Exchange Act”) alleged to have been realized by defendants Antara Capital Master Fund LP, Antara Capital Fund GP LLC, Antara Capital LP, Antara Capital GP LLC, and Himanshu Gulati (collectively, the “Antara Defendants”) in connection with their purchases and sales of the Company’s securities. The Company is party to the suit in name only, which was brought for the benefit of the Company. The Company received $2.6 million in connection with this action during the three and six months ended June 30, 2024. |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 6 Months Ended |
Jun. 30, 2024 | |
EARNINGS (LOSS) PER SHARE | |
EARNINGS (LOSS) PER SHARE | NOTE 12—EARNINGS (LOSS) PER SHARE On August 24, 2023, the Company effectuated a reverse stock split at a ratio of one one Accordingly, all references made to share, per share, unit, per unit, or common share amounts in the accompanying condensed consolidated financial statements and applicable disclosures for periods prior to August 24, 2023, have been retroactively adjusted to reflect the reverse stock split. References made to AMC Preferred Equity Units have also been retroactively adjusted to reflect the effect of the reverse stock split on their equivalent Common Stock shares. Basic earnings (loss) per share is computed by dividing net earnings (loss) by the weighted-average number of common shares outstanding. Diluted earnings (loss) per share includes the effects of unvested RSUs with a service condition only and unvested contingently issuable PSUs that have service and performance conditions, if dilutive. The following table sets forth the computation of basic and diluted earnings (loss) per common share: Three Months Ended Six Months Ended (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Numerator: Net earnings (loss) for basic and diluted earnings (loss) per share $ (32.8) $ 8.6 $ (196.3) $ (226.9) Denominator Weighted average shares for basic loss per common share 321,581 151,302 292,496 144,387 Common equivalent shares for RSUs and PSUs — 45 — — Weighted average shares for diluted earnings (loss) per common share 321,581 151,347 292,496 144,387 Basic earnings (loss) per common share $ (0.10) $ 0.06 $ (0.67) $ (1.57) Diluted earnings (loss) per common share $ (0.10) $ 0.06 $ (0.67) $ (1.57) Vested RSUs and PSUs have dividend rights identical to the Company’s Common Stock and are treated as outstanding shares for purposes of computing basic and diluted earnings (loss) per share. Unvested RSUs of 2,579,669 for each of the three and six months ended June 30, 2024 were not included in the computation of diluted earnings (loss) per share because they would be anti-dilutive. Unvested RSUs of 491,439 and 531,957 for the three and six months ended June 30, 2023, respectively, were not included in the computation of diluted earnings (loss) per share because they would be anti-dilutive. Unvested PSUs are subject to performance conditions and are included in diluted earnings (loss) per share, if dilutive, based on the number of shares, if any, that would be issuable under the terms of the award agreements if the end of the reporting period were the end of the contingency period. Unvested PSUs of 918,340 for each of the three and six months ended June 30, 2024 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. Unvested PSUs of 292,904 and 297,823 at certain performance targets for the three and six months ended June 30, 2023, respectively, were not included in the computation of diluted 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. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2024 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | NOTE 13 —SUBSEQUENT EVENTS Debt Refinancing. On July 22, 2024 (the “Closing Date”), the Company completed a series of refinancing transactions with two creditor groups to refinance and extend to 2029 and 2030 the maturities of approximately $1.6 billion of the Company’s debt previously maturing in 2026 (collectively, the “Debt Refinancing”). These arrangements provide for the potential additional refinancing of up to approximately $800 million of debt maturing in 2026 or earlier. In connection with the Debt Refinancing: ● The Company and Muvico, LLC, a newly formed indirect wholly-owned subsidiary of the Company (“Muvico”), entered into that certain Credit Agreement (the “New Term Loan Credit Agreement”), by and among the Company and Muvico, each, as a borrower (collectively, the “New Term Loan Borrowers”), the lenders party thereto and Wilmington Savings Fund Society, FSB, as administrative agent and collateral agent pursuant to which the Company and Muvico jointly and severally borrowed $1.2 billion of new term loans maturing in 2029 (the “New Term Loans”). ● The New Term Loans were (i) used as consideration for the open market purchase of $1.1 billion of the Company’s existing senior secured term loans maturing in 2026 (the “Existing Term Loans”) and (ii) exchanged for $104.2 million of the Company’s 10% / 12% Cash/PIK Toggle Second Lien Subordinated Secured Notes due 2026 (the “Second Lien Notes”). Under the terms of the New Term Loan Credit Agreement, lenders of the remaining Existing Term Loans will be entitled to exchange their remaining Existing Term Loans for the New Term Loans subject to certain terms and conditions. ● Muvico also completed a private offering for cash of $414.4 million aggregate principal amount of 6.00% / 8.00% Cash/PIK Toggle Senior Secured Exchangeable Notes due 2030 (the “Exchangeable Notes”), which are guaranteed by the Company, the existing guarantors under the Existing Term Loans, and the Existing First Lien Notes (as defined herein) (the “Existing Guarantors”) and Centertainment (as defined below) and which are exchangeable into the Company’s Common Stock on the terms described herein. ● Muvico used the proceeds from the offering of the Exchangeable Notes to repurchase $414.4 million aggregate principal amount of the Second Lien Notes. Muvico is entitled to issue up to an additional $50.0 million of the Exchangeable Notes (the “Additional Exchangeable Notes”), the proceeds of which must be used to repurchase other outstanding debt due in 2025, 2026, and 2027. In connection with the formation of Muvico, among other things, the Company and certain of its subsidiaries (collectively, “AMC”) transferred certain leases, owned real property and related assets and rights in respect of 175 theatres to Muvico, along with certain intellectual property, including the AMC brand name, pursuant to an asset transfer agreement. In connection with the foregoing, the Company and Muvico (i) entered into a management services agreement, pursuant to which Muvico engaged AMC to manage and operate the transferred theatres and (ii) Muvico granted AMC a license to use the transferred intellectual property. Muvico is a direct subsidiary of Centertainment Development, LLC (“Centertainment”). Each of Muvico and Centertainment is an “unrestricted subsidiary” under the Existing Term Loans and the Existing First Lien Notes and therefore not subject to various restrictive covenants under the covenants governing such indebtedness. The following sections provide summaries of the key terms and provisions of the Existing Credit Agreement Amendment (as defined herein), the New Term Loans, and the Exchangeable Notes. Existing Credit Agreement Amendment On the Closing Date, the Company entered into that certain Fourteenth Amendment to Credit Agreement (the “Existing Credit Agreement Amendment”), by and among the Company, the Existing Guarantors, the lenders party thereto (which constituted the “Required Lenders” as defined in the Existing Credit Agreement referred to below, the “Specified Existing Lenders”) and Wilmington Savings Fund Society, FSB, as administrative agent and as collateral agent, which amends the credit agreement governing the Existing Term Loans (as amended through the Thirteenth Amendment to Credit Agreement, dated as of June 23, 2023, the “Existing Credit Agreement”). Pursuant to the Existing Credit Agreement Amendment, certain provisions of the Existing Credit Agreement, including certain affirmative covenants, negative covenants and events of default were removed with the consent of the Specified Existing Lenders. In addition, the Specified Existing Lenders consented to all of the transactions described herein and consented to, and directed Wilmington Savings Fund Society, FSB, as collateral agent in respect of the Existing Term Loans, to enter into the Credit Facilities Intercreditor Agreement (as defined below). New Term Loan Credit Agreement Amortization, Interest, Guarantees and Security The New Term Loan Credit Agreement provides for (i) the New Term Loans in an initial aggregate principal amount of $1,229,415,340 and (ii) the ability of the New Term Loan Borrowers to incur additional New Term Loans, the proceeds of which will be used in connection with future open market purchases of the Existing Term Loans. The New Term Loans mature on January 4, 2029 (or, if at least $190,000,000 of the Existing First Lien Notes have not been repurchased (and cancelled), repaid or refinanced by October 5, 2028, then October 5, 2028). The New Term Loans are subject to amortization of principal, payable in quarterly installments on the last business day of each fiscal quarter, commencing on September 30, 2024, equal to 1.00% per annum. The remaining aggregate principal amount outstanding (together with accrued and unpaid interest on the principal amount) of the New Term Loans is payable at maturity. The New Term Loans bear interest, at the option of the New Term Loan Borrowers, at rates equal to either (i) a base rate plus a margin of between 500 and 600 basis points depending on the total leverage ratio of the Company and its subsidiaries on a consolidated basis (the “Total Leverage Ratio”) or (ii) Term SOFR plus a margin of between 600 and 700 basis points depending on the Total Leverage Ratio. Until the delivery under the New Term Loan Credit Agreement of the financial statements for the first full fiscal quarter ending after the Closing Date, the New Term Loans bear interest, at the option of the Company, at either (a) the base rate plus a margin of 600 basis points or (b) Term SOFR plus a margin of 700 basis points. The New Term Loans are guaranteed, subject to limited exceptions, by Centertainment and Muvico and their future respective subsidiaries (collectively, the “Centertainment Group Parties”) and the Existing Guarantors, and are secured by liens on substantially all of the tangible and intangible assets owned by the Company and such guarantors, in each case, subject to limited exceptions set forth in the New Term Loan Credit Agreement. Covenants and Events of Default The New Term Loan Credit Agreement contains covenants that limit the Company and its subsidiaries’ ability to, among other things: (i) incur additional indebtedness or guarantee indebtedness; (ii) create liens; (iii) declare or pay dividends, redeem stock or make other distributions to stockholders; (iv) make investments; (v) enter into transactions with its affiliates; (vi) consolidate, merge, sell or otherwise dispose of all or substantially all of their respective assets; and (vii) maintain cash in the accounts of the Company and its subsidiaries (other than the Centertainment Group Parties). These covenants are subject to a number of important limitations and exceptions. The New Term Loan Credit Agreement also provides for events of default, which, if any of them occurs, would permit or require the principal, premium, if any, interest and any other monetary obligations on all the then outstanding New Term Loans to become immediately due and payable. Exchangeable Notes Indenture Interest, Guarantees and Security The Exchangeable Notes were issued pursuant to an indenture (the “Exchangeable Notes Indenture”) dated as of the Closing Date, by and among Muvico, Centertainment, the Company, the Existing Guarantors and GLAS Trust Company LLC, as trustee and as collateral agent. The Exchangeable Notes will bear interest at a rate of 6.00% per annum, if paid in cash, and 8.00% per annum, if paid in-kind by issuing the Exchangeable Notes (“PIK Notes”) having the same terms and conditions as the Exchangeable Notes in each case, payable semi-annually in arrears on June 15 and December 15, beginning on December 15, 2024. The Exchangeable Notes will mature on April 30, 2030, unless redeemed or exchanged in full prior to such maturity date, pursuant to the terms contained in the Exchangeable Notes Indenture. Muvico’s obligations under the Exchangeable Notes are fully and unconditionally guaranteed on a joint and several basis by the Company, Centertainment and its future subsidiaries (subject to certain exceptions), and all of the Company’s existing and future subsidiaries that guarantee the Company’s other indebtedness, including under the New Term Loan Credit Agreement. The Exchangeable Notes are secured (a) on a second lien priority basis by substantially all of the tangible and intangible assets of the Centertainment Group Parties and (b) on a first lien priority basis (but subject to a limitation on the amount of obligations so secured) by substantially all of the tangible and intangible assets of the Company and the Existing Guarantors, subject to certain turnover obligations relative to the New Term Loans. Exchange Mechanics; Soft Call; Fundamental Change; Redemption At any time prior to the close of business on the second Trading Day (as defined in the Exchangeable Notes Indenture) immediately preceding the final maturity date of the Exchangeable Notes, each holder of the Exchangeable Notes shall have the right, at its option, to surrender for exchange all or a portion of its Exchangeable Notes at the Exchange Rate (as defined in the Exchangeable Notes Indenture) for Common Stock of the Company. The Exchange Rate is initially set at 176.6379 shares of the Common Stock per $1,000 principal amount of the Exchangeable Notes exchanged, which reflects a price of $5.66 per share Common Stock (“Exchange Price”), which price is equal to 113% of the closing price per share of the Common Stock on July 19, 2024. The Exchange Rate is subject to customary adjustments and anti-dilution protections (as provided in the Exchangeable Notes Indenture). At any time prior to the close of business on the second Trading Day immediately preceding the final maturity date of the Exchangeable Notes, Muvico will also have the right, at its election, to redeem all (but not less than all) of the outstanding Exchangeable Notes at a price equal to the aggregate principal amount of the Exchangeable Notes, plus accrued and unpaid interest thereon to, but excluding, the date of such redemption if the Daily VWAP (as defined in the Exchangeable Notes Indenture) per share of Common Stock exceeds 140% of the Exchange Price for fifteen (15) consecutive Trading Days ending on (and including) the Trading Day immediately before the date on which Muvico sends a notice to holders calling such Exchangeable Notes for redemption (a “Soft Call Notice”). Any such Soft Call Notice will provide that the applicable redemption of the Exchangeable Notes will occur on a business day of Muvico’s choosing, not more than ten five two In the event that holders of Exchangeable Notes voluntarily elect to exchange their Exchangeable Notes, such holders will also be entitled to a make-whole premium (the “Exchange Adjustment Consideration”) equal to (i) prior to the third anniversary of the Issue Date, 18.0% of the aggregate principal amount of the Exchangeable Notes being exchanged; (ii) on or after the third anniversary and prior to the fourth anniversary of the Issue Date, 12.0% of the aggregate principal amount of the Exchangeable Notes being exchanged; and (iii) on or after the fourth anniversary of the Issue Date and prior to the fifth anniversary, 6.0% of the aggregate principal amount of the Exchangeable Notes being exchanged. Muvico, at its option, will be entitled to pay the Exchange Adjustment Consideration in the form of shares of Common Stock (using a modified exchange price equal to 140% of the Exchange Price), subject to restrictions under the New Credit Agreement, cash in twelve (12) equal installments over the twelve-month period following the applicable exchange or a combination thereof. If certain corporate events that constitute a Fundamental Change (as defined in the Exchangeable Notes Indenture) occur, then holders will have the right to require Muvico to repurchase their Exchangeable Notes at a cash repurchase price equal to 100% of the aggregate principal amount of the Exchangeable Notes to be repurchased, plus accrued and unpaid interest, if any, thereon to, but excluding, the Fundamental Change Repurchase Date (as defined in the Exchangeable Notes Indenture). The definition of Fundamental Change includes certain business combination transactions involving the Company, stockholder approval of any plan or proposal for the liquidation or dissolution of the Company and certain de-listing events with respect to the Common Stock. Muvico will also be required to mandatorily redeem all of the issued and outstanding Exchangeable Notes at a purchase price equal to 100% of the aggregate principal amount, plus accrued and unpaid interest to, but excluding, the date of purchase in the event that, as of ninety Covenants and Events of Default The Exchangeable Notes Indenture contains covenants that limit the Centertainment Group Parties’ ability to, among other things: (i) incur additional indebtedness or guarantee indebtedness; (ii) create liens; (iii) declare or pay dividends, redeem stock or make other distributions to stockholders; (iv) make investments; (v) enter into transactions with its affiliates; (vi) consolidate, merge, sell or otherwise dispose of all or substantially all of their respective assets; and (vii) impair the security interest in the collateral. These covenants are subject to a number of important limitations and exceptions. The Exchangeable Notes Indenture also incorporates the other restrictive covenants contained in the New Term Loan Credit Agreement. The Exchangeable Notes Indenture also provides for events of default, which, if any of them occurs, would permit or require the principal, premium, if any, interest and any other monetary obligations on all the then outstanding Exchangeable Notes to be due and payable immediately. Additional Exchangeable Notes The Exchangeable Notes Indenture provides that Muvico may issue an additional $50.0 million aggregate principal amount of Additional Exchangeable Notes from time to time to fund purchases of the Company’s remaining outstanding Second Lien Notes, 5.75% senior subordinated notes due 2025 and the existing term loan facilities under the Existing Credit Agreement. Until the date that is three (3) months following the Issue Date, only the initial purchasers of the Exchangeable Notes and their designated affiliates have the right to purchase for cash such Additional Exchangeable Notes, and the proceeds may only be used to repurchase outstanding debt securities on terms agreed with such purchasers and/or their designated affiliates. Any such Additional Exchangeable Notes, if issued, will have the same terms and exchange price as the Exchangeable Notes originally issued under the Exchangeable Notes Indenture. The Company is evaluating the accounting treatments associated with these refinancing transactions and the analysis of the financial effect is ongoing. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||||
Net Income (Loss) | $ (32.8) | $ (163.5) | $ 8.6 | $ (235.5) | $ (196.3) | $ (226.9) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 6 Months Ended |
Jun. 30, 2024 | |
BASIS OF PRESENTATION | |
Reverse Stock Split | Reverse Stock Split one one Accordingly, all references made to share, per share, unit, per unit, or common share amounts in the accompanying condensed consolidated financial statements and applicable disclosures for periods prior to August 24, 2023, have been retroactively adjusted to reflect the reverse stock split. References made to AMC Preferred Equity Units have also been retroactively adjusted to reflect the effect of the reverse stock split on their equivalent Common Stock shares. On August 25, 2023, all of the Company’s outstanding AMC Preferred Equity Units converted into shares of Common Stock. |
Liquidity | Liquidity. credit in the ordinary course of business following the termination of the Senior Secured Revolving Credit Facility. The Company’s cash burn rates are not sustainable long-term. In order to achieve sustainable net positive operating cash flows and long-term profitability, the Company believes that revenues will need to increase to levels at least in line with pre-COVID-19 revenues. North American box office grosses were down approximately 36% for the six months ended June 30, 2024, compared to the six months ended June 30, 2019. Until such time as the Company is able to achieve sustainable net positive operating cash flow, it is difficult to estimate the Company’s future cash burn rates and liquidity requirements. Depending on the Company’s assumptions regarding the timing and ability to achieve increased levels of revenue, the estimates of amounts of required liquidity vary significantly. There can be no assurance that the revenues, attendance levels, and other assumptions used to estimate the Company’s liquidity requirements and future cash burn rates will be correct, and the ability to be predictive is uncertain due to limited ability to predict studio film release dates, the overall production and theatrical release levels, and success of individual titles. Additionally, the effects of labor stoppages, including but not limited to the Writers Guild of America strike and the Screen Actors Guild – American Federation of Television and Radio Artists strike that occurred during 2023 had a negative impact in 2024 on the film slate for exhibition, the Company’s liquidity and cash burn rates. Further, there can be no assurances that the Company will be successful in generating the additional liquidity necessary to meet the Company’s obligations beyond twelve months from the issuance of these financial statements on terms acceptable to the Company or at all. The Company expects, from time to time, to continue to seek to retire or purchase its outstanding debt through cash purchases and/or exchanges for equity or debt, in open-market purchases, privately negotiated transactions or otherwise. Such repurchases or exchanges, if any, will be upon such terms and at such prices as it may determine, and will depend on prevailing market conditions, its liquidity requirements, contractual restrictions and other factors. The amounts involved may be material and to the extent equity is used, dilutive. See Note 13—Subsequent Events for more information about various debt refinancing transactions that occurred subsequent to June 30, 2024. The below table summarizes the various debt for equity exchange transactions that occurred during the six months ended June 30, 2024. The transactions were treated as early extinguishment of the debt. In accordance with ASC 470-50-40-3, the reacquisition price of the extinguished debt was determined to be the fair value of the Common Stock exchanged. See Note 6—Corporate Borrowings and Finance Lease Liabilities and Note 7—Stockholders’ Deficit. Shares of Aggregate Principal Common Stock Gain on Accrued Interest (In millions, except for share data) Exchanged Exchanged Extinguishment Exchanged Second Lien Notes due 2026 $ 191.4 27,545,325 $ 91.1 $ 7.4 During the six months ended June 30, 2024, the Company raised gross proceeds of $250.0 million and paid fees to sales agents and incurred other third-party issuance costs of approximately $6.3 million and $0.6 million, respectively, through its at-the-market offering of approximately 72.5 million shares of Common Stock. The Company paid $0.7 million of other third-party issuance costs during the six months ended June 30, 2024. |
Cash and Cash Equivalents | Cash and Cash Equivalents. |
Restricted Cash | Restricted Cash. As of (In millions) June 30, 2024 December 31, 2023 Cash and cash equivalents $ 770.3 $ 884.3 Restricted cash 48.3 27.1 Total cash and cash equivalents and restricted cash in the statement of cash flows $ 818.6 $ 911.4 As of June 30, 2024, restricted cash for the U.S. markets and International markets were $20.0 million and $28.3 million, respectively. As of December 31, 2023, restricted cash for the U.S. markets and International markets were $0 and $27.1 million, respectively. |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss. Foreign (In millions) Currency Pension Benefits Total Balance December 31, 2023 $ (77.7) $ (0.5) $ (78.2) Other comprehensive income (loss) (33.1) 0.5 (32.6) Balance June 30, 2024 $ (110.8) $ — $ (110.8) |
Accumulated Depreciation and Amortization | Accumulated Depreciation and Amortization. |
Other Expense (Income) | Other Expense (Income). Three Months Ended Six Months Ended (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Foreign currency transaction (gains) losses $ (0.6) (7.5) $ 2.6 (16.2) Non-operating components of net periodic benefit cost 0.4 0.5 1.1 0.9 Gain on extinguishment - Senior Subordinated Notes due 2026 — — — (2.3) Gain on extinguishment - Second Lien Notes due 2026 (85.3) (21.6) (91.1) (84.4) Equity in earnings of non-consolidated entities (1.0) (0.8) (4.7) (2.2) Derivative stockholder settlement — — — (14.0) Shareholder litigation and recoveries (19.1) (1.2) (19.1) 125.4 Vendor dispute settlement — — (36.2) — Other settlement proceeds (2.6) — (3.6) — Business interruption insurance recoveries — (1.3) — (1.3) Total other expense (income) $ (108.2) $ (31.9) $ (151.0) $ 5.9 |
BASIS OF PRESENTATION (Tables)
BASIS OF PRESENTATION (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
BASIS OF PRESENTATION | |
Schedule of debt for equity exchange | Shares of Aggregate Principal Common Stock Gain on Accrued Interest (In millions, except for share data) Exchanged Exchanged Extinguishment Exchanged Second Lien Notes due 2026 $ 191.4 27,545,325 $ 91.1 $ 7.4 |
Schedule of consolidated statement of cash flows | As of (In millions) June 30, 2024 December 31, 2023 Cash and cash equivalents $ 770.3 $ 884.3 Restricted cash 48.3 27.1 Total cash and cash equivalents and restricted cash in the statement of cash flows $ 818.6 $ 911.4 |
Schedule of change in accumulated other comprehensive income (loss) | Foreign (In millions) Currency Pension Benefits Total Balance December 31, 2023 $ (77.7) $ (0.5) $ (78.2) Other comprehensive income (loss) (33.1) 0.5 (32.6) Balance June 30, 2024 $ (110.8) $ — $ (110.8) |
Schedule components of other expense (income) | Three Months Ended Six Months Ended (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Foreign currency transaction (gains) losses $ (0.6) (7.5) $ 2.6 (16.2) Non-operating components of net periodic benefit cost 0.4 0.5 1.1 0.9 Gain on extinguishment - Senior Subordinated Notes due 2026 — — — (2.3) Gain on extinguishment - Second Lien Notes due 2026 (85.3) (21.6) (91.1) (84.4) Equity in earnings of non-consolidated entities (1.0) (0.8) (4.7) (2.2) Derivative stockholder settlement — — — (14.0) Shareholder litigation and recoveries (19.1) (1.2) (19.1) 125.4 Vendor dispute settlement — — (36.2) — Other settlement proceeds (2.6) — (3.6) — Business interruption insurance recoveries — (1.3) — (1.3) Total other expense (income) $ (108.2) $ (31.9) $ (151.0) $ 5.9 |
LEASES (Tables)
LEASES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
LEASES | |
Schedule of components of lease costs | Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, (In millions) Consolidated Statements of Operations 2024 2023 2024 2023 Operating lease cost Theatre properties Rent $ 195.1 $ 202.0 $ 392.8 $ 386.2 Theatre properties Operating expense 0.8 0.3 1.0 0.6 Equipment Operating expense 7.4 3.9 14.1 7.0 Office and other General and administrative: other 1.4 1.4 2.7 2.7 Finance lease cost Amortization of finance lease assets Depreciation and amortization — 0.5 0.5 1.0 Interest expense on lease liabilities Finance lease obligations 0.6 1.0 1.5 1.9 Variable lease cost Theatre properties Rent 23.3 18.8 50.1 40.3 Equipment Operating expense 16.0 20.4 29.4 33.7 Total lease cost $ 244.6 $ 248.3 $ 492.1 $ 473.4 |
Schedule of cash flow and supplemental information | Six Months Ended June 30, June 30, (In millions) 2024 2023 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in finance leases $ (1.7) $ (1.6) Operating cash flows used in operating leases (463.7) (494.1) Financing cash flows used in finance leases (2.4) (3.1) Landlord contributions: Operating cash flows provided by operating leases 15.6 8.3 Supplemental disclosure of noncash leasing activities: Right-of-use assets obtained in exchange for new operating lease liabilities 54.0 82.6 (1) Includes lease extensions and option exercises. |
Schedule of weighted average remaining lease term and discount rate | Weighted Average Weighted Average Remaining Discount Lease Term and Discount Rate Lease Term (years) Rate Operating leases 8.4 10.6% Finance leases 13.4 6.4% |
Schedule of minimum annual payments required under existing leases | Operating Lease Finance Lease (In millions) Payments Payments Six months ending December 31, 2024 $ 456.2 $ 3.8 2025 894.0 7.1 2026 831.3 7.1 2027 766.3 7.1 2028 680.2 7.1 2029 578.6 7.1 Thereafter 2,227.6 38.6 Total lease payments 6,434.2 77.9 Less imputed interest (2,148.3) (27.3) Total operating and finance lease liabilities, respectively $ 4,285.9 $ 50.6 |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
Disaggregation of Revenue [Line Items] | |
Schedule of disaggregated revenue | Three Months Ended Six Months Ended (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Major revenue types Admissions $ 564.4 $ 744.1 $ 1,094.9 $ 1,278.2 Food and beverage 367.1 488.2 688.3 816.9 Other theatre: Screen advertising 30.2 32.3 60.5 63.2 Other 68.9 83.3 138.3 144.0 Other theatre 99.1 115.6 198.8 207.2 Total revenues $ 1,030.6 $ 1,347.9 $ 1,982.0 $ 2,302.3 Three Months Ended Six Months Ended (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Timing of revenue recognition Products and services transferred at a point in time $ 932.9 $ 1,260.4 $ 1,791.4 $ 2,132.2 Products and services transferred over time 97.7 87.5 190.6 170.1 Total revenues $ 1,030.6 $ 1,347.9 $ 1,982.0 $ 2,302.3 (1) Amounts primarily include subscription and advertising revenues. |
Schedule of receivables and deferred revenue income | (In millions) June 30, 2024 December 31, 2023 Current assets Receivables related to contracts with customers $ 83.6 $ 113.5 Miscellaneous receivables 72.4 90.2 Receivables, net $ 156.0 $ 203.7 (In millions) June 30, 2024 December 31, 2023 Current liabilities Deferred revenues related to contracts with customers $ 392.0 $ 415.3 Miscellaneous deferred income 7.1 6.5 Deferred revenues and income $ 399.1 $ 421.8 |
Sales Channel, Directly to Consumer [Member] | |
Disaggregation of Revenue [Line Items] | |
Schedule of changes in contract liabilities | Deferred Revenues Related to Contracts (In millions) with Customers Balance December 31, 2023 $ 415.3 Cash received in advance 148.5 Customer loyalty rewards accumulated, net of expirations: Admission revenues 10.6 Food and beverage 16.3 Other theatre (1.3) Reclassification to revenue as the result of performance obligations satisfied: Admission revenues (120.6) Food and beverage (38.0) Other theatre (36.3) Foreign currency translation adjustment (2.5) Balance June 30, 2024 $ 392.0 (1) Includes movie tickets, food and beverage, gift cards, exchange tickets, subscription membership fees, and other loyalty membership fees. (2) Amount of rewards accumulated, net of expirations, that are attributed to loyalty programs. (3) Amount of rewards redeemed that are attributed to gift cards, exchange tickets, movie tickets, and loyalty programs. (4) Amounts relate to income from non-redeemed or partially redeemed gift cards, non-redeemed exchange tickets, subscription membership fees, and loyalty program membership fees. |
Sales Channel, Through Intermediary [Member] | |
Disaggregation of Revenue [Line Items] | |
Schedule of changes in contract liabilities | Exhibitor Services (In millions) Agreement (1) Balance December 31, 2023 $ 486.6 Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied (11.1) Balance June 30, 2024 $ 475.5 (1) Represents the carrying amount of the National CineMedia, LLC (“NCM”) common units that were previously received under the annual Common Unit Adjustment (“CUA”) and subsequent adjustments related to the NCM bankruptcy, as discussed in greater detail below. The deferred revenues are being amortized to other theatre revenues over the remainder of the 30-year term of the Exhibitor Service Agreement (“ESA”) ending in February 2037. |
GOODWILL (Tables)
GOODWILL (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
GOODWILL. | |
Summary of the changes in goodwill by reporting unit | U.S. Markets International Markets Consolidated Goodwill (In millions) Gross Carrying Amount Accumulated Impairment Losses Net Carrying Amount Gross Carrying Amount Accumulated Impairment Losses Net Carrying Amount Gross Carrying Amount Accumulated Impairment Losses Net Carrying Amount Balance December 31, 2023 $ 3,072.6 $ (1,276.1) $ 1,796.5 $ 1,589.5 $ (1,027.3) $ 562.2 $ 4,662.1 $ (2,303.4) $ 2,358.7 Currency translation adjustment — — — (40.3) 7.1 (33.2) (40.3) 7.1 (33.2) Balance June 30, 2024 $ 3,072.6 $ (1,276.1) $ 1,796.5 $ 1,549.2 $ (1,020.2) $ 529.0 $ 4,621.8 $ (2,296.3) $ 2,325.5 |
INVESTMENTS (Tables)
INVESTMENTS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
INVESTMENTS | |
Schedule of Related Party Transactions with Equity Method Investees | As of As of (In millions) June 30, 2024 December 31, 2023 Due from DCM for on-screen advertising revenue $ 2.1 $ 3.3 Loan receivable from DCM 0.7 0.6 Due to AC JV for Fathom Events programming (3.1) (2.3) Loan receivable from Vasteras 1.0 1.0 Due from Capa for on-screen advertising revenue — 1.4 Due to Vasteras (1.0) (0.9) Due to U.S. theatre partnerships (0.7) (0.6) Three Months Ended Six Months Ended (In millions) Consolidated Statements of Operations June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 DCM screen advertising revenues Other revenues $ 3.3 $ 4.1 $ 6.6 $ 7.6 DCDC content delivery services Operating expense 0.3 0.3 0.6 0.6 Gross exhibition cost on AC JV Fathom Events programming Film exhibition costs 5.7 4.0 12.9 7.0 Screenvision screen advertising revenues Other revenues 1.6 2.4 2.9 3.9 |
CORPORATE BORROWINGS AND FINA_2
CORPORATE BORROWINGS AND FINANCE LEASE LIABILITIES (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
CORPORATE BORROWINGS AND FINANCE LEASE LIABILITIES | |
Summary of the carrying value of corporate borrowings and capital and financing lease obligations | (In millions) June 30, 2024 December 31, 2023 First Lien Secured Debt: Senior Secured Credit Facility-Term Loan due 2026 (8.444% as of June 30, 2024 and 8.474% as of December 31, 2023) $ 1,895.0 $ 1,905.0 12.75% Odeon Senior Secured Notes due 2027 400.0 400.0 7.5% First Lien Notes due 2029 950.0 950.0 Second Lien Secured Debt: 10%/12% Cash/PIK Toggle Second Lien Subordinated Notes due 2026 777.6 968.9 Subordinated Debt: 6.375% Senior Subordinated Notes due 2024 (£4.0 million par value as of June 30, 2024) 5.0 5.1 5.75% Senior Subordinated Notes due 2025 98.3 98.3 5.875% Senior Subordinated Notes due 2026 51.5 51.5 6.125% Senior Subordinated Notes due 2027 125.5 125.5 Total principal amount of corporate borrowings $ 4,302.9 $ 4,504.3 Finance lease liabilities 50.6 55.4 Deferred financing costs (27.5) (31.1) Net premium 60.1 104.2 Total carrying value of corporate borrowings and finance lease liabilities $ 4,386.1 $ 4,632.8 Less: Current maturities of corporate borrowings (123.1) (25.1) Current maturities of finance lease liabilities (4.3) (5.4) Total noncurrent carrying value of corporate borrowings and finance lease liabilities $ 4,258.7 $ 4,602.3 |
Summary of net premium (discount) amounts of corporate borrowings | June 30, December 31, (In millions) 2024 2023 10%/12% Cash/PIK Toggle Second Lien Subordinated Notes due 2026 $ 86.5 $ 133.9 Senior Secured Credit Facility-Term Loan due 2026 (2.6) (3.3) 12.75% Odeon Senior Secured Notes due 2027 (23.8) (26.4) Net premium $ 60.1 $ 104.2 |
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 Six months ended December 31, 2024 $ 15.0 2025 118.3 2026 2,694.1 2027 525.5 2028 — 2029 950.0 Total $ 4,302.9 |
Schedule of share issuance upon exchange of debt | Shares of Aggregate Principal Common Stock Gain on Accrued Interest (In millions, except for share data) Exchanged Exchanged Extinguishment Exchanged Second Lien Notes due 2026 $ 191.4 27,545,325 $ 91.1 $ 7.4 |
Schedule of debt repurchases transactions | The below table summarizes the cash debt repurchase transactions during the six months ended June 30, 2023, including repurchases with a related party: Aggregate Principal Reacquisition Gain on Accrued Interest (In millions) Repurchased Cost Extinguishment Paid Related party transactions: Second Lien Notes due 2026 $ 58.9 $ 36.2 $ 33.4 $ 1.0 5.875% Senior Subordinated Notes due 2026 4.1 1.7 2.3 0.1 Total related party transactions 63.0 37.9 35.7 1.1 Non-related party transactions: Second Lien Notes due 2026 82.5 46.2 51.0 2.1 Total non-related party transactions 82.5 46.2 51.0 2.1 Total debt repurchases $ 145.5 $ 84.1 $ 86.7 $ 3.2 |
STOCKHOLDERS' DEFICIT (Tables)
STOCKHOLDERS' DEFICIT (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
STOCKHOLDERS' DEFICIT | |
Summary of stock based compensation | Three Months Ended Six Months Ended June 30, June 30, June 30, June 30, (In millions) 2024 2023 2024 2023 Equity classified awards: Special awards expense $ — $ — $ 2.1 $ 20.2 Board of directors stock award expense 1.0 — 1.0 0.9 Restricted stock unit expense 2.7 3.8 4.8 6.8 Performance stock unit expense 0.7 3.7 0.8 5.4 Total equity classified awards: 4.4 7.5 8.7 33.3 Liability classified awards: Restricted and performance stock unit expense 0.1 0.3 0.1 0.4 Total liability classified awards: 0.1 0.3 0.1 0.4 Total stock-based compensation expense $ 4.5 $ 7.8 $ 8.8 $ 33.7 |
Schedule of Nonvested RSU, PSU and SPSU Activity | Weighted Average Common Stock Grant Date RSUs and PSUs (3) Fair Value Nonvested at January 1, 2024 747,423 $ 44.35 Granted 3,226,672 5.12 Granted - Special Award 456,226 4.42 Vested (246,982) 43.84 Vested - Special Award (242,360) 4.42 Forfeited (1,089) 40.32 Cancelled (228,015) 43.86 Cancelled - Special Award (213,866) 4.42 Nonvested at June 30, 2024 3,498,009 8.23 Tranche Year 2025 awarded under the 2023 PSU award with grant date fair values to be determined in year 2025 1,643,770 Total Nonvested at June 30, 2024 5,141,779 (1) The number of PSU shares granted under the Tranche Year 2024 assumes the Company will attain a performance target at 100% for the Adjusted EBITDA target and 100% for the free cash flow target. (2) Represents vested RSUs and PSUs surrendered in lieu of taxes. As a result, the Company paid taxes for restricted unit withholdings of approximately $2.2 million during the six months ended June 30, 2024. (3) Includes AMC Preferred Equity Unit RSUs and PSUs that were converted to Common Stock RSUs and PSUs. |
Schedule of Stockholder's Deficit | Accumulated Class A Additional Other Total Common Stock Paid-in Comprehensive Accumulated Stockholders’ (In millions, except share and per share data) Shares Amount Capital Loss Deficit Deficit Balances December 31, 2023 260,574,392 $ 2.6 $ 6,221.9 $ (78.2) $ (7,994.2) $ (1,847.9) Net loss — — — — (163.5) (163.5) Other comprehensive loss — — — (35.4) — (35.4) Debt for equity exchange 2,541,250 — 14.2 — — 14.2 Taxes paid for restricted unit withholdings — — (2.2) — — (2.2) Share issuance costs — — (0.5) — — (0.5) Stock-based compensation (1) 489,342 — 4.3 — — 4.3 Balances March 31, 2024 263,604,984 $ 2.6 $ 6,237.7 $ (113.6) $ (8,157.7) $ (2,031.0) Net loss — — — — (32.8) (32.8) Other comprehensive income — — — 2.8 — 2.8 Debt for equity exchange 25,004,075 0.3 116.1 — — 116.4 Share issuance 72,549,972 0.7 242.9 — — 243.6 Stock-based compensation 195,924 — 4.4 — — 4.4 Balances June 30, 2024 361,354,955 $ 3.6 $ 6,601.1 $ (110.8) $ (8,190.5) $ (1,696.6) (1) Vested Common Stock RSUs and PSUs. Preferred Stock Series A Convertible Accumulated Class A Participating Depositary Shares of Additional Other Total Common Stock Preferred Stock AMC Preferred Paid-in Comprehensive Accumulated Stockholders’ (In millions, except share and per share data) Shares (3) Amount Shares Equity Units (3) Amount Capital Loss Deficit Deficit Balances December 31, 2022 51,683,892 $ 0.5 7,245,872 72,458,706 $ 0.1 $ 5,049.8 $ (77.3) $ (7,597.6) $ (2,624.5) Net loss — — — — — — — (235.5) (235.5) Other comprehensive loss — — — — — — (7.3) — (7.3) Share Issuance — — 492,880 4,928,800 — 70.5 — — 70.5 Antara Forward Purchase Agreement (2) — — 1,976,213 19,762,130 — 193.7 — — 193.7 Taxes paid for restricted unit withholdings — — — — — (13.1) — — (13.1) Stock-based compensation (1) 235,346 — 26,944 269,444 — 25.9 — — 25.9 Balances March 31, 2023 51,919,238 $ 0.5 9,741,909 97,419,080 $ 0.1 $ 5,326.8 $ (84.6) $ (7,833.1) $ (2,590.3) Net earnings — — — — — — — 8.6 8.6 Other comprehensive loss — — — — — — (40.0) — (40.0) AMC Preferred Equity Units issuance — — 212,156 2,121,562 — 32.7 — — 32.7 Taxes paid for restricted unit withholdings — — — — — (1.1) — — (1.1) Stock-based compensation — — — — — 7.5 — — 7.5 Balances June 30, 2023 51,919,238 $ 0.5 9,954,065 99,540,642 $ 0.1 $ 5,365.9 $ (124.6) $ (7,824.5) $ (2,582.6) (1) Includes 8,555 Common Stock shares and 15,370 AMC Preferred Equity Units awarded to the Board of Directors, 226,791 vested Common Stock RSUs and PSUs, and 254,074 vested AMC Preferred Equity Units RSUs and PSUs. (2) Includes $ 75.1 million of cash proceeds and $ 118.6 million carrying value of the debt exchanged for AMC Preferred Equity Units. (3) Share counts have been retroactively adjusted to reflect the effect of the reverse stock split. |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
FAIR VALUE MEASUREMENTS | |
Schedule of fair value hierarchy of financial assets carried at fair value on a recurring basis | Fair Value Measurements at June 30, 2024 Using Significant Total Carrying Quoted prices in Significant other unobservable Value at active market observable inputs inputs (In millions) June 30, 2024 (Level 1) (Level 2) (Level 3) Other long-term assets: Investment in Hycroft warrants $ 3.1 $ — $ — $ 3.1 Marketable equity securities: Investment in Hycroft 5.7 5.7 — — Total assets at fair value $ 8.8 $ 5.7 $ — $ 3.1 |
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 June 30, 2024 Using Significant other Significant Total Carrying Quoted prices in observable unobservable Value at active market inputs inputs (In millions) June 30, 2024 (Level 1) (Level 2) (Level 3) Current maturities of corporate borrowings $ 123.1 $ — $ 113.8 $ — Corporate borrowings 4,212.4 — 3,624.7 — |
OPERATING SEGMENTS (Tables)
OPERATING SEGMENTS (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
OPERATING SEGMENTS | |
Schedule of financial information by reportable operating segment | Three Months Ended Six Months Ended Revenues (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 U.S. markets $ 815.9 $ 1,087.4 $ 1,505.0 $ 1,791.9 International markets 214.7 260.5 477.0 510.4 Total revenues $ 1,030.6 $ 1,347.9 $ 1,982.0 $ 2,302.3 Three Months Ended Six Months Ended Adjusted EBITDA (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 U.S. markets $ 49.3 $ 174.8 $ 21.7 $ 185.7 International markets (19.9) 7.7 (23.9) 3.9 Total Adjusted EBITDA $ 29.4 $ 182.5 $ (2.2) $ 189.6 (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 broadly consistent with how Adjusted EBITDA is defined in the Company’s debt indentures. Three Months Ended Six Months Ended Capital Expenditures (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 U.S. markets $ 33.8 $ 36.8 $ 65.5 $ 71.4 International markets 10.8 11.8 29.6 24.6 Total capital expenditures $ 44.6 $ 48.6 $ 95.1 $ 96.0 |
Schedule of information about the Company's revenues from continuing operations and assets by geographic area | As of As of Long-term assets, net (In millions) June 30, 2024 December 31, 2023 U.S. markets $ 5,632.3 $ 5,795.6 International markets 1,886.9 2,010.5 Total long-term assets $ 7,519.2 $ 7,806.1 (1) Long-term assets are comprised of property, net, operating lease right-of-use assets, intangible assets, goodwill, deferred tax assets, net and other long-term assets. |
Schedule of reconciliation of net earnings to Adjusted EBITDA | The following table sets forth a reconciliation of net loss to Adjusted EBITDA: Three Months Ended Six Months Ended (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Net earnings (loss) $ (32.8) $ 8.6 $ (196.3) $ (226.9) Plus: Income tax provision 0.7 0.4 2.5 2.3 Interest expense 99.0 102.6 200.2 203.7 Depreciation and amortization 78.8 96.8 160.4 190.4 Certain operating expense 1.0 (0.9) 1.5 0.2 Equity in earnings of non-consolidated entities (1.0) (0.8) (4.7) (2.2) Cash distributions from non-consolidated entities 1.6 1.7 2.9 1.7 Attributable EBITDA (0.7) (0.3) (0.1) 0.2 Investment expense (income) (6.1) 5.1 (11.2) (8.4) Other expense (income) (105.0) (30.1) (143.8) 12.7 Other non-cash rent benefit (10.7) (9.0) (22.4) (18.6) General and administrative — unallocated: Merger, acquisition and other costs 0.1 0.6 — 0.8 Stock-based compensation expense 4.5 7.8 8.8 33.7 Adjusted EBITDA $ 29.4 $ 182.5 $ (2.2) $ 189.6 (1) For information regarding the income tax provision, see Note 8—Income Taxes. (2) 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, 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. (3) 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. (4) 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 loss of non-consolidated entities to attributable EBITDA. Because these equity investments in theatre operators are 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. Three Months Ended Six Months Ended (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Equity in (earnings) of non-consolidated entities $ (1.0) $ (0.8) $ (4.7) $ (2.2) Less: Equity in (earnings) of non-consolidated entities excluding International theatre joint ventures (2.1) (1.5) (5.6) (2.6) Equity in (loss) of International theatre joint ventures (1.1) (0.7) (0.9) (0.4) Income tax benefit (0.1) (0.1) (0.1) (0.2) Investment expense — — 0.1 0.1 Interest expense 0.1 0.1 0.1 0.1 Depreciation and amortization 0.4 0.4 0.7 0.6 Attributable EBITDA $ (0.7) $ (0.3) $ (0.1) $ 0.2 (5) Investment expense (income) during the three months ended June 30, 2024 includes appreciation in the estimated fair value of the Company’s investment in common shares of Hycroft of $(0.4) million, appreciation in estimated fair value of the Company’s investment in warrants to purchase common shares of Hycroft of $(0.3) million and interest income of $(5.4) million. Investment expense (income) during the three months ended June 30, 2023 included deterioration in estimated fair value of the Company’s investment in common shares of Hycroft of $3.2 million, deterioration in estimated fair value of the Company's investment in warrants to purchase common shares of Hycroft of $2.3 million, and interest income of $(2.5) million. Investment expense (income) during the six months ended June 30, 2024 includes deterioration in estimated fair value of the Company’s investment in common shares of Hycroft of $0.1 million, deterioration in estimated fair value of the Company’s investment in warrants to purchase common shares of Hycroft of $0.2 million, and interest income of $(11.5) million. Investment expense (income) during the six months ended June 30, 2023 included deterioration in estimated fair value of the Company’s investment in common shares of Hycroft of $5.5 million, deterioration in estimated fair value of the Company’s investment in warrants to purchase common shares of Hycroft of $4.6 million, $(15.5) million gain on the sale of the Company’s investment in Saudi Cinema Company, LLC and interest income of $(4.8) million. (6) Other expense (income) during the three months ended June 30, 2024 includes shareholder litigation recoveries of $ (19.1) million, foreign currency transaction gains of $(0.6) million and gains on debt extinguishment of $(85.3) million. Other expense (income) during the three months ended June 30, 2023 included a non-cash litigation contingency adjustment of $(1.2) million, foreign currency transaction gains of $(7.5) million, and gains on debt extinguishment of $(21.6) million. Other expense (income) during the six months ended June 30, 2024 includes shareholder litigation recoveries of $(19.1) million, gains on debt extinguishment of $(91.1) million, a vendor dispute settlement of $(36.2) million, and foreign currency transaction losses of $2.6 million. Other expense (income) during the six months ended June 30, 2023 included a non-cash litigation contingency charge of $115.4 million, partially offset by gains on debt extinguishment of $(86.7) million and foreign currency transaction gains of $(16.2) million. (7) Reflects amortization expense for certain intangible assets reclassified from depreciation and amortization to rent expense due to the adoption of ASC 842, Leases and deferred rent benefit related to the impairment of right-of-use operating lease assets. (8) Merger, acquisition and other costs are excluded as they are non-operating in nature. (9) Non-cash or non-recurring expense included in general and administrative: other. |
EARNINGS (LOSS) PER SHARE (Tabl
EARNINGS (LOSS) PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2024 | |
EARNINGS (LOSS) PER SHARE | |
Schedule of computation of basic and diluted loss per common share | Three Months Ended Six Months Ended (In millions) June 30, 2024 June 30, 2023 June 30, 2024 June 30, 2023 Numerator: Net earnings (loss) for basic and diluted earnings (loss) per share $ (32.8) $ 8.6 $ (196.3) $ (226.9) Denominator Weighted average shares for basic loss per common share 321,581 151,302 292,496 144,387 Common equivalent shares for RSUs and PSUs — 45 — — Weighted average shares for diluted earnings (loss) per common share 321,581 151,347 292,496 144,387 Basic earnings (loss) per common share $ (0.10) $ 0.06 $ (0.67) $ (1.57) Diluted earnings (loss) per common share $ (0.10) $ 0.06 $ (0.67) $ (1.57) |
BASIS OF PRESENTATION - Segment
BASIS OF PRESENTATION - Segments (Details) | 6 Months Ended |
Jun. 30, 2024 segment | |
BASIS OF PRESENTATION | |
Number of reportable segments | 2 |
BASIS OF PRESENTATION - Liquidi
BASIS OF PRESENTATION - Liquidity (Details) $ in Millions | 6 Months Ended | ||
Aug. 24, 2023 | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | |
BASIS OF PRESENTATION | |||
Stock split conversion ratio | 0.1 | ||
Conversion ratio | 0.1 | ||
Percentage of north american box office grosses | 0.36 | ||
Net proceeds from equity issuances | $ 243 | $ 175.7 |
BASIS OF PRESENTATION - Schedul
BASIS OF PRESENTATION - Schedule of share issuance upon exchange of debt (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
STOCKHOLDERS' EQUITY | ||||
Gain on Extinguishment | $ 91.1 | $ 86.7 | ||
Second Lien Notes due 2026 | ||||
STOCKHOLDERS' EQUITY | ||||
Gain on Extinguishment | $ 85.3 | $ 21.6 | 91.1 | $ 84.4 |
Second Lien Notes due 2026 | Equity Debt Repurchase | ||||
STOCKHOLDERS' EQUITY | ||||
Aggregate Principal Exchanged | $ 191.4 | $ 191.4 | ||
Shares of Common Stock Exchanged | 27,545,325 | |||
Gain on Extinguishment | $ 91.1 | |||
Accrued Interest Exchanged | $ 7.4 |
BASIS OF PRESENTATION - At-The-
BASIS OF PRESENTATION - At-The-Market Offerings (Details) - Common Stock - At-the-Market Offerings shares in Millions, $ in Millions | 6 Months Ended |
Jun. 30, 2024 USD ($) shares | |
STOCKHOLDERS' EQUITY | |
Gross proceeds | $ 250 |
Sales agents fees paid | 6.3 |
Other third-party issuance costs | $ 0.6 |
Number of shares sold | shares | 72.5 |
Payment to issuance cost to third party | $ 0.7 |
BASIS OF PRESENTATION - Cash an
BASIS OF PRESENTATION - Cash and equivalents (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Cash and Cash Equivalents. | ||
Cash and cash equivalents | $ 770.3 | $ 884.3 |
U.S. Markets | ||
Cash and Cash Equivalents. | ||
Cash and cash equivalents | 655.7 | 752.3 |
International markets | ||
Cash and Cash Equivalents. | ||
Cash and cash equivalents | $ 114.6 | $ 132 |
BASIS OF PRESENTATION - Restric
BASIS OF PRESENTATION - Restricted Cash (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 | Jun. 30, 2023 | Dec. 31, 2022 |
Restricted Cash | ||||
Cash and cash equivalents | $ 770.3 | $ 884.3 | ||
Restricted cash | 48.3 | 27.1 | ||
Total cash and cash equivalents and restricted cash in the statement of cash flows | 818.6 | 911.4 | $ 458.2 | $ 654.4 |
U.S. Markets | ||||
Restricted Cash | ||||
Cash and cash equivalents | 655.7 | 752.3 | ||
Restricted cash | 20 | 0 | ||
International markets | ||||
Restricted Cash | ||||
Cash and cash equivalents | 114.6 | 132 | ||
Restricted cash | $ 28.3 | $ 27.1 |
BASIS OF PRESENTATION - Accumul
BASIS OF PRESENTATION - Accumulated Other Comprehensive Loss (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Accumulated other comprehensive loss | |
Balance at the beginning of the period | $ (78.2) |
Balance at the end of period | (110.8) |
Accumulated Other Comprehensive Income (Loss) | |
Accumulated other comprehensive loss | |
Balance at the beginning of the period | (78.2) |
Other comprehensive loss | (32.6) |
Balance at the end of period | (110.8) |
Foreign Currency | |
Accumulated other comprehensive loss | |
Balance at the beginning of the period | (77.7) |
Other comprehensive loss | (33.1) |
Balance at the end of period | (110.8) |
Pension Benefits | |
Accumulated other comprehensive loss | |
Balance at the beginning of the period | (0.5) |
Other comprehensive loss | $ 0.5 |
BASIS OF PRESENTATION - Accum_2
BASIS OF PRESENTATION - Accumulated Depreciation and Amortization (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Accumulated depreciation and amortization | ||
Accumulated depreciation | $ 3,197.1 | $ 3,109.8 |
Accumulated amortization | $ 7.7 | $ 7.3 |
BASIS OF PRESENTATION - Other E
BASIS OF PRESENTATION - Other Expense (Income) (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Other Expense (Income): | ||||
Foreign currency transaction (gains) losses | $ (0.6) | $ (7.5) | $ 2.6 | $ (16.2) |
Non-operating components of net periodic benefit cost | 0.4 | 0.5 | 1.1 | 0.9 |
Gain on extinguishment of debt | (91.1) | (86.7) | ||
Equity in earnings of non-consolidated entities | (1) | (0.8) | (4.7) | (2.2) |
Derivative stockholder settlement | (14) | |||
Shareholder litigation and recoveries | (19.1) | (1.2) | (19.1) | 125.4 |
Vendor dispute settlement | (36.2) | |||
Other settlement proceeds | $ (2.6) | $ (3.6) | ||
Business interruption insurance recoveries | $ (1.3) | $ (1.3) | ||
Gain on Business Interruption Insurance Recovery, Statement of Income or Comprehensive Income [Extensible Enumeration] | Total other expense (income) | Total other expense (income) | Total other expense (income) | Total other expense (income) |
Total other expense (income) | $ (108.2) | $ (31.9) | $ (151) | $ 5.9 |
Senior Subordinated Notes due 2026 | ||||
Other Expense (Income): | ||||
Gain on extinguishment of debt | (2.3) | |||
Second Lien Notes due 2026 | ||||
Other Expense (Income): | ||||
Gain on extinguishment of debt | $ (85.3) | $ (21.6) | $ (91.1) | $ (84.4) |
LEASES - Lease costs (Details)
LEASES - Lease costs (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Leases: | ||||
Interest expense on lease liabilities | $ 0.6 | $ 1 | $ 1.5 | $ 1.9 |
Total lease cost | 244.6 | 248.3 | 492.1 | 473.4 |
Depreciation and amortization | ||||
Leases: | ||||
Amortization of finance lease assets | 0.5 | 0.5 | 1 | |
Finance lease obligations | ||||
Leases: | ||||
Interest expense on lease liabilities | 0.6 | 1 | 1.5 | 1.9 |
Theatres | Rent | ||||
Leases: | ||||
Operating lease cost | 195.1 | 202 | 392.8 | 386.2 |
Variable lease cost | 23.3 | 18.8 | 50.1 | 40.3 |
Theatres | Operating expense | ||||
Leases: | ||||
Operating lease cost | 0.8 | 0.3 | 1 | 0.6 |
Equipment | Operating expense | ||||
Leases: | ||||
Operating lease cost | 7.4 | 3.9 | 14.1 | 7 |
Variable lease cost | 16 | 20.4 | 29.4 | 33.7 |
Office and other | General and administrative: other | ||||
Leases: | ||||
Operating lease cost | $ 1.4 | $ 1.4 | $ 2.7 | $ 2.7 |
LEASES - Cash flow and suppleme
LEASES - Cash flow and supplemental information (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows used in finance leases | $ (1.7) | $ (1.6) |
Operating cash flows used in operating leases | (463.7) | (494.1) |
Financing cash flows used in finance leases | (2.4) | (3.1) |
Landlord contributions: | ||
Operating cashflows provided by operating leases | 15.6 | 8.3 |
Supplemental disclosure of noncash leasing activities: | ||
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 54 | $ 82.6 |
LEASES - Lease terms and discou
LEASES - Lease terms and discount rates (Details) | Jun. 30, 2024 |
LEASES | |
Operating leases, Weighted Average Remaining Lease Term | 8 years 4 months 24 days |
Finance leases, Weighted Average Remaining Lease Term | 13 years 4 months 24 days |
Operating leases, Weighted Average Discount Rate | 10.60% |
Finance leases, Weighted Average Discount Rate | 6.40% |
LEASES - Minimum annual payment
LEASES - Minimum annual payments under leases (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Operating Lease Payments | ||
Six months ending December 31, 2024 | $ 456.2 | |
2025 | 894 | |
2026 | 831.3 | |
2027 | 766.3 | |
2028 | 680.2 | |
2029 | 578.6 | |
Thereafter | 2,227.6 | |
Total lease payments | 6,434.2 | |
Less imputed interest | (2,148.3) | |
Total operating and finance lease liabilities, respectively | 4,285.9 | |
Financing Lease Payments | ||
Six months ending December 31, 2024 | 3.8 | |
2025 | 7.1 | |
2026 | 7.1 | |
2027 | 7.1 | |
2028 | 7.1 | |
2029 | 7.1 | |
Thereafter | 38.6 | |
Total lease payments | 77.9 | |
Less imputed interest | (27.3) | |
Total operating and finance lease liabilities, respectively | $ 50.6 | $ 55.4 |
LEASES - Future lease agreement
LEASES - Future lease agreements (Details) - Future Lease Commitments $ in Millions | 6 Months Ended | |
Jun. 30, 2024 USD ($) item | Jun. 30, 2023 USD ($) item | |
Number of theatres | item | 3 | |
Signed lease agreements | $ | $ 68.9 | |
Lease buyout incentive | $ | $ 13 | |
Lease, right to terminate by landlord, number of theatre | item | 1 | |
Minimum | ||
Lease term | 15 years | |
Maximum | ||
Lease term | 20 years |
REVENUE RECOGNITION - Disaggreg
REVENUE RECOGNITION - Disaggregation of revenue (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 1,030.6 | $ 1,347.9 | $ 1,982 | $ 2,302.3 |
Products and services transferred at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 932.9 | 1,260.4 | 1,791.4 | 2,132.2 |
Products and services transferred over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 97.7 | 87.5 | 190.6 | 170.1 |
Admissions | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 564.4 | 744.1 | 1,094.9 | 1,278.2 |
Food and beverage | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 367.1 | 488.2 | 688.3 | 816.9 |
Other theatre | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 99.1 | 115.6 | 198.8 | 207.2 |
Screen advertising | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | 30.2 | 32.3 | 60.5 | 63.2 |
Other | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenues | $ 68.9 | $ 83.3 | $ 138.3 | $ 144 |
REVENUE RECOGNITION - Receivabl
REVENUE RECOGNITION - Receivables and deferred revenue (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Current assets | ||
Receivables related to contracts with customers | $ 83.6 | $ 113.5 |
Miscellaneous receivables | 72.4 | 90.2 |
Receivables, net | 156 | 203.7 |
Current liabilities | ||
Deferred revenue related to contracts with customers | 392 | 415.3 |
Miscellaneous deferred income | 7.1 | 6.5 |
Deferred revenues and income | $ 399.1 | $ 421.8 |
REVENUE RECOGNITION - Changes i
REVENUE RECOGNITION - Changes in liabilities (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Apr. 11, 2023 | |
Deferred revenues related to contracts with customers | ||
Beginning balance | $ 415.3 | |
Cash received in advance | 148.5 | |
Foreign currency translation adjustment | (2.5) | |
Ending balance | 392 | |
National CineMedia Inc. | ||
Deferred revenues related to contracts with customers | ||
Number of common unit issuance | 16,581,829 | |
Exhibitor Services Agreement | ||
Deferred revenues related to contracts with customers | ||
Beginning balance | 486.6 | |
Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied | (11.1) | |
Ending balance | $ 475.5 | |
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 | $ 10.6 | |
Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied | (120.6) | |
Food and beverage | ||
Deferred revenues related to contracts with customers | ||
Customer loyalty awards accumulated, net of expirations | 16.3 | |
Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied | (38) | |
Other theatre | ||
Deferred revenues related to contracts with customers | ||
Customer loyalty awards accumulated, net of expirations | (1.3) | |
Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied | $ (36.3) |
REVENUE RECOGNITION - Transacti
REVENUE RECOGNITION - Transaction price allocated to the remaining performance obligations (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Dec. 31, 2023 | |
Disaggregation of Revenue [Line Items] | ||
Deferred revenues and income | $ 399.1 | $ 421.8 |
Gift Card And Ticket Exchange | ||
Disaggregation of Revenue [Line Items] | ||
Deferred revenues and income | $ 293.8 | |
Redemption period | 24 months | |
Loyalty Program | ||
Disaggregation of Revenue [Line Items] | ||
Deferred revenues and income | $ 74.5 | |
Redemption period | 24 months |
GOODWILL (Details)
GOODWILL (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2024 USD ($) | |
Activity of goodwill | |
Gross Carrying Amount, Balance at the beginning of the period | $ 4,662.1 |
Accumulated Impairment Losses, Balance at the beginning of the period | (2,303.4) |
Net Carrying Amount, Balance at the beginning of the period | 2,358.7 |
Gross Carrying Amount, Currency translation adjustment | (40.3) |
Accumulated Impairment Losses, Currency translation adjustment | 7.1 |
Net Carrying Amount, Currency translation adjustment | (33.2) |
Gross Carrying Amount, Balance at the end of the period | 4,621.8 |
Accumulated Impairment Losses, Balance at the end of the period | (2,296.3) |
Net Carrying Amount, Balance at the end of the period | 2,325.5 |
U.S. Markets | |
Activity of goodwill | |
Gross Carrying Amount, Balance at the beginning of the period | 3,072.6 |
Accumulated Impairment Losses, Balance at the beginning of the period | (1,276.1) |
Net Carrying Amount, Balance at the beginning of the period | 1,796.5 |
Gross Carrying Amount, Balance at the end of the period | 3,072.6 |
Accumulated Impairment Losses, Balance at the end of the period | (1,276.1) |
Net Carrying Amount, Balance at the end of the period | 1,796.5 |
International Markets | |
Activity of goodwill | |
Gross Carrying Amount, Balance at the beginning of the period | 1,589.5 |
Accumulated Impairment Losses, Balance at the beginning of the period | (1,027.3) |
Net Carrying Amount, Balance at the beginning of the period | 562.2 |
Gross Carrying Amount, Currency translation adjustment | (40.3) |
Accumulated Impairment Losses, Currency translation adjustment | 7.1 |
Net Carrying Amount, Currency translation adjustment | (33.2) |
Gross Carrying Amount, Balance at the end of the period | 1,549.2 |
Accumulated Impairment Losses, Balance at the end of the period | (1,020.2) |
Net Carrying Amount, Balance at the end of the period | $ 529 |
INVESTMENTS (Details)
INVESTMENTS (Details) $ / shares in Units, ر.س in Millions, $ in Millions | 3 Months Ended | 6 Months Ended | |||||||
Nov. 15, 2023 | Aug. 24, 2023 | Dec. 30, 2022 USD ($) | Dec. 30, 2022 SAR (ر.س) | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) item | Jun. 30, 2023 USD ($) | Mar. 14, 2022 $ / shares shares | |
Investments | |||||||||
Gain on investment sold | $ 15.5 | ||||||||
Recorded equity in (earnings) loss | $ 1 | $ 0.8 | $ 4.7 | 2.2 | |||||
Equity Method Investments Ownership Transactions [Abstract] | |||||||||
Number of warrants held | shares | 2,300,000 | ||||||||
Stock split conversion ratio | 0.1 | ||||||||
Unrealized loss (gain) on investments | (0.3) | (10.1) | |||||||
Hycroft | |||||||||
Equity Method Investments Ownership Transactions [Abstract] | |||||||||
Number of shares purchased | shares | 2,400,000 | ||||||||
Stock split conversion ratio | 0.10 | ||||||||
Hycroft | Investment Income | |||||||||
Equity Method Investments Ownership Transactions [Abstract] | |||||||||
Unrealized loss (gain) on investments | (0.7) | 5.5 | $ 0.3 | 10.1 | |||||
Theatres | Europe | |||||||||
Investments | |||||||||
Number of theatres | item | 62 | ||||||||
U.S. Motion pictures theatres | |||||||||
Investments | |||||||||
Number of theatres | item | 4 | ||||||||
Investment in Hycroft Mining Holding Corporation Warrants | |||||||||
Equity Method Investments Ownership Transactions [Abstract] | |||||||||
Number of shares to be received for each unit | shares | 1 | ||||||||
Price per share (in dollars per share) | $ / shares | $ 10.68 | ||||||||
Term | 5 years | ||||||||
Non consolidated investee | |||||||||
Investments | |||||||||
Recorded equity in (earnings) loss | $ (1) | $ (0.8) | $ (4.7) | (2.2) | |||||
Saudi Cinema Company | |||||||||
Investments | |||||||||
Percentage of equity method investment sold | 10% | 10% | |||||||
Equity method investment, amount sold | $ 30 | ر.س 112.5 | |||||||
Gain on investment sold | $ 15.5 | ||||||||
AC JV, LLC ("AC JV"), owner of Fathom Events | |||||||||
Investments | |||||||||
Ownership Interest | 32% | 32% | |||||||
SV Holdco LLC, owner of Screenvision | |||||||||
Investments | |||||||||
Ownership Interest | 18.40% | 18.40% | |||||||
Digital Cinema Media Ltd. ("DCM") | |||||||||
Investments | |||||||||
Ownership Interest | 50% | 50% | |||||||
Handelsbolaget Svenska Bio Lidingo | |||||||||
Investments | |||||||||
Ownership Interest | 50% | 50% | |||||||
Bergen Kino AS | |||||||||
Investments | |||||||||
Ownership Interest | 49% | 49% | |||||||
Odeon Kino Stavanger/ Sandnes AS | |||||||||
Investments | |||||||||
Ownership Interest | 49% | 49% | |||||||
Capa Kinoreklame AS ("Capa") | |||||||||
Investments | |||||||||
Ownership Interest | 50% | 50% | |||||||
Vasteras Biografer ("Vasteras") | |||||||||
Investments | |||||||||
Ownership Interest | 50% | 50% | |||||||
Digital Cinema Distribution Coalition, LLC ("DCDC") | |||||||||
Investments | |||||||||
Ownership Interest | 14.60% | 14.60% | |||||||
Maximum | Non consolidated investee | |||||||||
Investments | |||||||||
Ownership Interest | 50% | 50% |
INVESTMENTS - Related Party Tra
INVESTMENTS - Related Party Transactions (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Digital Cinema Media Ltd. ("DCM") | |||||
Related Party Transactions | |||||
Loan receivable from related party | $ 0.7 | $ 0.7 | $ 0.6 | ||
Digital Cinema Media Ltd. ("DCM") | Other revenues | |||||
Related Party Transactions | |||||
Screen advertising revenues | 3.3 | $ 4.1 | 6.6 | $ 7.6 | |
Digital Cinema Media Ltd. ("DCM") | On-screen advertising revenue | |||||
Related Party Transactions | |||||
Amounts due from related parties | 2.1 | 2.1 | 3.3 | ||
Digital Cinema Distribution Coalition, LLC ("DCDC") | Operating expense | |||||
Related Party Transactions | |||||
Content delivery services | 0.3 | 0.3 | 0.6 | 0.6 | |
AC JV | Film exhibition costs | |||||
Related Party Transactions | |||||
Gross exhibition cost | 5.7 | 4 | 12.9 | 7 | |
AC JV | Fathom Events programming | |||||
Related Party Transactions | |||||
Amount due to related parties | (3.1) | (3.1) | (2.3) | ||
Capa Kinoreklame AS ("Capa") | On-screen advertising revenue | |||||
Related Party Transactions | |||||
Amounts due from related parties | 1.4 | ||||
Vasteras | |||||
Related Party Transactions | |||||
Loan receivable from related party | 1 | 1 | 1 | ||
Amount due to related parties | (1) | (1) | (0.9) | ||
Screenvision | Other revenues | |||||
Related Party Transactions | |||||
Screen advertising revenues | 1.6 | $ 2.4 | 2.9 | $ 3.9 | |
U.S. theatres and IMAX screen | Theatre partnerships | |||||
Related Party Transactions | |||||
Amount due to related parties | $ (0.7) | $ (0.7) | $ (0.6) |
CORPORATE BORROWINGS AND FINA_3
CORPORATE BORROWINGS AND FINANCE LEASE LIABILITIES - Long-term debt and lease obligations (Details) £ in Millions, $ in Millions | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2024 USD ($) | Dec. 31, 2023 USD ($) | Jun. 30, 2024 GBP (£) | |
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | |||
Total principal amount of corporate borrowings | $ 4,302.9 | $ 4,504.3 | |
Finance lease liabilities | 50.6 | 55.4 | |
Deferred financing costs | (27.5) | (31.1) | |
Net premium (1) | 60.1 | 104.2 | |
Total carrying value of corporate borrowings and finance lease liabilities | 4,386.1 | 4,632.8 | |
Current maturities of corporate borrowings | (123.1) | (25.1) | |
Current maturities of finance lease liabilities | (4.3) | (5.4) | |
Total noncurrent carrying value of corporate borrowings and finance lease liabilities | 4,258.7 | 4,602.3 | |
6.375% Senior Subordinated Notes due 2024 | |||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | |||
Total principal amount of corporate borrowings | $ 5 | $ 5.1 | |
Stated interest rate (as a percent) | 6.375% | 6.375% | 6.375% |
Debt instrument face amount | £ | £ 4 | ||
5.75 % Senior Subordinated Notes due 2025 | |||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | |||
Total principal amount of corporate borrowings | $ 98.3 | $ 98.3 | |
Stated interest rate (as a percent) | 5.75% | 5.75% | 5.75% |
5.875% Senior Subordinated Notes due 2026 | |||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | |||
Total principal amount of corporate borrowings | $ 51.5 | $ 51.5 | |
Stated interest rate (as a percent) | 5.875% | 5.875% | 5.875% |
6.125% Senior Subordinated Notes due 2027 | |||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | |||
Total principal amount of corporate borrowings | $ 125.5 | $ 125.5 | |
Stated interest rate (as a percent) | 6.125% | 6.125% | 6.125% |
Odeon Senior Secured Note 2027 | |||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | |||
Net premium (1) | $ (23.8) | $ (26.4) | |
Stated interest rate (as a percent) | 12.75% | 12.75% | 12.75% |
Senior Secured Credit Facility Term Loan Due 2026 | |||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | |||
Total principal amount of corporate borrowings | $ 1,895 | $ 1,905 | |
Net premium (1) | $ (2.6) | $ (3.3) | |
Stated interest rate (as a percent) | 8.444% | 8.474% | 8.444% |
Odeon Senior Secured Notes Due 2027 | |||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | |||
Total principal amount of corporate borrowings | $ 400 | $ 400 | |
Stated interest rate (as a percent) | 12.75% | 12.75% | 12.75% |
First Lien Notes due 2029 | |||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | |||
Total principal amount of corporate borrowings | $ 950 | $ 950 | |
Stated interest rate (as a percent) | 7.50% | 7.50% | 7.50% |
Second Lien Subordinated Notes due 2026 | |||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | |||
Total principal amount of corporate borrowings | $ 777.6 | $ 968.9 | |
Net premium (1) | $ 86.5 | $ 133.9 | |
Interest rate cash (as a percent) | 10% | 10% | |
PIK interest rate (as a percent) | 12% | 12% |
CORPORATE BORROWINGS AND FINA_4
CORPORATE BORROWINGS AND FINANCE LEASE LIABILITIES - Maturities of corporate borrowings (Details) $ in Millions | Jun. 30, 2024 USD ($) |
Principal Amount of Corporate Borrowings | |
Six months ended December 31, 2024 | $ 15 |
2025 | 118.3 |
2026 | 2,694.1 |
2027 | 525.5 |
2029 | 950 |
Total | $ 4,302.9 |
CORPORATE BORROWINGS AND FINA_5
CORPORATE BORROWINGS AND FINANCE LEASE LIABILITIES - Debt for equity exchange (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
STOCKHOLDERS' EQUITY | ||||
Gain on Extinguishment | $ 91.1 | $ 86.7 | ||
Second Lien Notes due 2026 | ||||
STOCKHOLDERS' EQUITY | ||||
Gain on Extinguishment | $ 85.3 | $ 21.6 | 91.1 | $ 84.4 |
Second Lien Notes due 2026 | Equity Debt Repurchase | ||||
STOCKHOLDERS' EQUITY | ||||
Aggregate Principal Exchanged | $ 191.4 | $ 191.4 | ||
Shares of Common Stock Exchanged | 27,545,325 | |||
Gain on Extinguishment | $ 91.1 | |||
Accrued Interest Exchanged | $ 7.4 |
CORPORATE BORROWINGS AND FINA_6
CORPORATE BORROWINGS AND FINANCE LEASE LIABILITIES - Debt repurchase transactions (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | 7 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Aug. 25, 2023 | |
Debt Instrument [Line Items] | |||||
Gain on Extinguishment | $ 91.1 | $ 86.7 | |||
Related and Non-Related parties | Cash debt repurchase | |||||
Debt Instrument [Line Items] | |||||
Aggregate Principal Repurchased | $ 145.5 | 145.5 | |||
Reacquisition Cost | 84.1 | ||||
Gain on Extinguishment | 86.7 | ||||
Accrued interest paid | 3.2 | ||||
Related Party | Cash debt repurchase | |||||
Debt Instrument [Line Items] | |||||
Aggregate Principal Repurchased | 63 | 63 | |||
Reacquisition Cost | 37.9 | ||||
Gain on Extinguishment | 35.7 | ||||
Accrued interest paid | 1.1 | ||||
Nonrelated Party | Cash debt repurchase | |||||
Debt Instrument [Line Items] | |||||
Aggregate Principal Repurchased | 82.5 | 82.5 | |||
Reacquisition Cost | 46.2 | ||||
Gain on Extinguishment | 51 | ||||
Accrued interest paid | 2.1 | ||||
Second Lien Notes due 2026 | |||||
Debt Instrument [Line Items] | |||||
Gain on Extinguishment | 85.3 | $ 21.6 | 91.1 | 84.4 | |
Second Lien Notes due 2026 | Related Party | Cash debt repurchase | |||||
Debt Instrument [Line Items] | |||||
Aggregate Principal Repurchased | 58.9 | 58.9 | |||
Reacquisition Cost | 36.2 | ||||
Gain on Extinguishment | 33.4 | ||||
Accrued interest paid | 1 | ||||
Second Lien Notes due 2026 | Nonrelated Party | Cash debt repurchase | |||||
Debt Instrument [Line Items] | |||||
Aggregate Principal Repurchased | 82.5 | 82.5 | |||
Reacquisition Cost | 46.2 | ||||
Gain on Extinguishment | 51 | ||||
Accrued interest paid | $ 2.1 | ||||
Second Lien Notes due 2026 | Related party transactions | Antara Capital LP | Related Party | |||||
Debt Instrument [Line Items] | |||||
Aggregate Principal Repurchased | $ 100 | ||||
Preferred equity | 9,102,619 | ||||
5.875% Senior Subordinated Notes due 2026 | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate (as a percent) | 5.875% | 5.875% | |||
5.875% Senior Subordinated Notes due 2026 | Related Party | Cash debt repurchase | |||||
Debt Instrument [Line Items] | |||||
Aggregate Principal Repurchased | $ 4.1 | $ 4.1 | |||
Reacquisition Cost | $ 1.7 | ||||
Gain on Extinguishment | 2.3 | ||||
Accrued interest paid | $ 0.1 |
STOCKHOLDERS' DEFICIT (Details)
STOCKHOLDERS' DEFICIT (Details) | Aug. 24, 2023 | Jun. 30, 2024 shares | Dec. 31, 2023 shares |
STOCKHOLDERS' DEFICIT | |||
Stock split conversion ratio | 0.1 | ||
Conversion ratio | 0.1 | ||
Preferred stock, share authorized (in shares) | 50,000,000 | 50,000,000 |
STOCKHOLDERS' DEFICIT - At-The-
STOCKHOLDERS' DEFICIT - At-The-Market Share Issuances (Details) - At-the-Market Offerings - USD ($) shares in Millions, $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
AMC Preferred Equity Units | ||
STOCKHOLDERS' EQUITY | ||
Number of shares sold | 7.1 | |
Gross proceeds | $ 114.5 | |
Sales agents fees paid | 2.9 | |
Other third-party issuance costs | 8.3 | |
Payment to issuance cost to third party | $ 11 | |
Common Stock | ||
STOCKHOLDERS' EQUITY | ||
Number of shares sold | 72.5 | |
Gross proceeds | $ 250 | |
Sales agents fees paid | 6.3 | |
Other third-party issuance costs | 0.6 | |
Payment to issuance cost to third party | $ 0.7 |
SHAREHOLDERS' DEFICIT - Antara
SHAREHOLDERS' DEFICIT - Antara Transactions (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Feb. 07, 2023 | Dec. 22, 2022 | Jun. 30, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
STOCKHOLDERS' EQUITY | |||||||
Increase in stockholders' deficit | $ 243.6 | $ 32.7 | $ 70.5 | ||||
Accrued interest paid | $ 192.4 | $ 212 | |||||
Forward purchase agreement | |||||||
STOCKHOLDERS' EQUITY | |||||||
Increase in stockholders' deficit | 193.7 | ||||||
AMC Preferred Equity Units | |||||||
STOCKHOLDERS' EQUITY | |||||||
Net proceeds from AMC Preferred Equity Units issuance | $ 75.1 | ||||||
AMC Preferred Equity Units | At-the-Market Offerings | |||||||
STOCKHOLDERS' EQUITY | |||||||
Gross proceeds | $ 114.5 | ||||||
AMC Preferred Equity Units | Forward purchase agreement | Antara Capital LP | |||||||
STOCKHOLDERS' EQUITY | |||||||
Number of shares sold | 19,762,130 | 10,659,511 | |||||
Value of shares sold | $ 75.1 | ||||||
Shares issued as consideration | 9,102,619 | ||||||
Net proceeds from AMC Preferred Equity Units issuance | $ 75.1 | ||||||
Common Stock | At-the-Market Offerings | |||||||
STOCKHOLDERS' EQUITY | |||||||
Gross proceeds | $ 250 | ||||||
Second Lien Notes due 2026 | Forward purchase agreement | Antara Capital LP | |||||||
STOCKHOLDERS' EQUITY | |||||||
Debt instrument face amount | $ 100 | $ 100 | |||||
Cash interest rate (as a percent) | 10% | 10% | |||||
PIK interest rate (as a percent) | 12% | 12% | |||||
Accrued interest paid | $ 1.4 | ||||||
Second Lien Notes due 2026 | AMC Preferred Equity Units | Forward purchase agreement | Antara Capital LP | |||||||
STOCKHOLDERS' EQUITY | |||||||
Increase in stockholders' deficit | $ 193.7 |
STOCKHOLDERS' DEFICIT - Stock-b
STOCKHOLDERS' DEFICIT - Stock-based compensation (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Feb. 22, 2024 | Feb. 23, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Stock Based Compensation Expense | ||||||
Stock-based compensation expense | $ 4.5 | $ 7.8 | $ 8.8 | $ 33.7 | ||
Total estimated unrecognized compensation cost related to nonvested stock-based compensation arrangements | 23.4 | $ 23.4 | ||||
Weighted average period recognized | 1 year 2 months 12 days | |||||
Board of director stock award expense | ||||||
Stock Based Compensation Expense | ||||||
Stock-based compensation expense | 1 | $ 1 | 0.9 | |||
Equity Classified Awards | ||||||
Stock Based Compensation Expense | ||||||
Stock-based compensation expense | 4.4 | 7.5 | 8.7 | 33.3 | ||
Special award | ||||||
Stock Based Compensation Expense | ||||||
Stock-based compensation expense | 2.1 | 20.2 | ||||
Expected Performance Target to be Achieved, Percentage | 200% | 200% | ||||
Shares vested | 478,055 | |||||
Cash settled units | ||||||
Stock Based Compensation Expense | ||||||
Shares vested | 21,829 | |||||
Equity settled units | ||||||
Stock Based Compensation Expense | ||||||
Shares vested | 456,226 | |||||
Performance stock unit expense | ||||||
Stock Based Compensation Expense | ||||||
Stock-based compensation expense | 0.7 | 3.7 | 0.8 | 5.4 | ||
Restricted stock unit expense | ||||||
Stock Based Compensation Expense | ||||||
Stock-based compensation expense | 2.7 | 3.8 | 4.8 | 6.8 | ||
Liability classified awards | ||||||
Stock Based Compensation Expense | ||||||
Stock-based compensation expense | 0.1 | 0.3 | 0.1 | 0.4 | ||
Restricted and performance stock unit expense | ||||||
Stock Based Compensation Expense | ||||||
Stock-based compensation expense | $ 0.1 | $ 0.3 | $ 0.1 | $ 0.4 | ||
Class A common stock | Special award | ||||||
Stock Based Compensation Expense | ||||||
Stock-based compensation expense | $ 14.9 | |||||
Shares vested | 238,959 | |||||
AMC Preferred Equity Units | Special award | ||||||
Stock Based Compensation Expense | ||||||
Stock-based compensation expense | $ 5.3 | |||||
Shares vested | 238,959 |
STOCKHOLDERS' DEFICIT - Awards
STOCKHOLDERS' DEFICIT - Awards granted (Details) - USD ($) $ in Millions | 6 Months Ended | |
Jun. 05, 2024 | Jun. 30, 2024 | |
2024 Performance share award | ||
STOCKHOLDERS' EQUITY | ||
Granted (in shares) | 769,260 | |
Stock value | $ 4 | |
2023 Performance share award | ||
STOCKHOLDERS' EQUITY | ||
Granted (in shares) | 105,357 | |
Stock value | $ 0.5 | |
2022 Performance share award | ||
STOCKHOLDERS' EQUITY | ||
Granted (in shares) | 44,081 | |
Stock value | $ 0.2 | |
2021 Performance share award | ||
STOCKHOLDERS' EQUITY | ||
Percentage of performance target | 100% | |
RSU and PSU Units | ||
STOCKHOLDERS' EQUITY | ||
Nonvested shares | 58,101 | |
RSU and PSU Units | 2024 Tranche Year | ||
STOCKHOLDERS' EQUITY | ||
Nonvested shares | 43,524 | |
RSU and PSU Units | 2025 Tranche Year | ||
STOCKHOLDERS' EQUITY | ||
Nongranted shares | 14,577 | |
Performance Vesting | Members of management and executive officers | ||
STOCKHOLDERS' EQUITY | ||
Granted (in shares) | 2,307,931 | |
Awards to be granted upon achieving 100% of performance target (in shares) | 2,307,931 | |
Awards to be granted if target not achieved (in shares) | 0 | |
Performance Vesting | Members of management and executive officers | Minimum | ||
STOCKHOLDERS' EQUITY | ||
PSUs vesting as a percentage of performance target | 80% | |
Percentage of performance target | 50% | |
Performance Vesting | Members of management and executive officers | Maximum | ||
STOCKHOLDERS' EQUITY | ||
PSUs vesting as a percentage of performance target | 120% | |
Percentage of performance target | 200% | |
2024 Equity Incentive Plan | ||
STOCKHOLDERS' EQUITY | ||
Conversion of convertible securities (in shares) | 1 | |
Number of shares authorized | 25,000,000 | |
2024 Equity Incentive Plan | Members of management | ||
STOCKHOLDERS' EQUITY | ||
Granted (in shares) | 2,307,931 | |
Vesting rights percentage | 33% | |
2024 Equity Incentive Plan | Restricted stock unit | Members of management | ||
STOCKHOLDERS' EQUITY | ||
Grant date fair value (in dollars) | $ 11.9 | |
Vesting period (in years) | 3 years | |
Number of days from the termination of service for settlement of fully vested units | 30 days | |
2024 Equity Incentive Plan | Performance Vesting | Members of management and executive officers | ||
STOCKHOLDERS' EQUITY | ||
Percentage of performance target | 100% | |
Common Stock | Board of Director | ||
STOCKHOLDERS' EQUITY | ||
Grant date fair value (in dollars) | $ 1 |
STOCKHOLDERS' DEFICIT - RSU, PS
STOCKHOLDERS' DEFICIT - RSU, PSU activity (Details) - USD ($) $ / shares in Units, $ in Millions | 6 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Weighted Average Grant Date Fair Value | ||
Taxes paid for restricted unit withholdings | $ 2.2 | $ 14.2 |
RSU and PSU | ||
Weighted Average Grant Date Fair Value | ||
Taxes paid for restricted unit withholdings | $ 2.2 | |
RSU and PSU | Class A common stock | ||
Shares of RSU PSU and SPSU | ||
Balance at the beginning of the period (in shares) | 747,423 | |
Granted (in shares) | 3,226,672 | |
Vested (in shares) | (246,982) | |
Forfeited (in shares) | (1,089) | |
Cancelled (in shares) | (228,015) | |
Nonvested at the end of the period (in shares) | 3,498,009 | |
Weighted Average Grant Date Fair Value | ||
Balance at the beginning of the period (in dollars per share) | $ 44.35 | |
Granted (in dollars per share) | 5.12 | |
Vested (in dollars per share) | 43.84 | |
Forfeited (in dollars per share) | 40.32 | |
Cancelled (in dollars per share) | 43.86 | |
Nonvested at the end of the period (in dollars per share) | $ 8.23 | |
Tranche Year 2025 awarded under the 2023 PSU award with grant date fair values to be determined in year 2025 | 1,643,770 | |
Total Nonvested at December 31, 2023 | 5,141,779 | |
RSU and PSU | Special Award | Class A common stock | ||
Shares of RSU PSU and SPSU | ||
Granted (in shares) | 456,226 | |
Vested (in shares) | (242,360) | |
Cancelled | (213,866) | |
Weighted Average Grant Date Fair Value | ||
Granted (in dollars per share) | $ 4.42 | |
Vested (in dollars per share) | 4.42 | |
Cancelled (in dollars per share) | $ 4.42 | |
Special Performance Stock | Cumulative Adjusted EBITDA Target | ||
Weighted Average Grant Date Fair Value | ||
Percentage of performance target | 100% | |
Special Performance Stock | Cumulative Adjusted Free Cash Flow Target | ||
Weighted Average Grant Date Fair Value | ||
Percentage of performance target | 100% |
STOCKHOLDERS' DEFICIT - Equity
STOCKHOLDERS' DEFICIT - Equity statements (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Dec. 31, 2023 | |
Increase (Decrease) in Stockholders' Equity | |||||||
Balance at the beginning of the period | $ (2,031) | $ (1,847.9) | $ (2,590.3) | $ (2,624.5) | $ (1,847.9) | $ (2,624.5) | |
Net loss | (32.8) | (163.5) | 8.6 | (235.5) | (196.3) | (226.9) | |
Other comprehensive income (loss) | 2.8 | (35.4) | (40) | (7.3) | |||
Debt for equity exchange | 116.4 | 14.2 | |||||
Share issuance | 243.6 | 32.7 | 70.5 | ||||
Taxes paid for restricted unit withholdings | (2.2) | (1.1) | (13.1) | ||||
Share issuance costs | (0.5) | ||||||
Stock-based compensation | 4.4 | 4.3 | 7.5 | 25.9 | |||
Balance at the end of the period | (1,696.6) | (2,031) | (2,582.6) | (2,590.3) | (1,696.6) | (2,582.6) | |
Carrying value of corporate borrowings | 4,302.9 | 4,302.9 | $ 4,504.3 | ||||
Forward purchase agreement | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Share issuance | 193.7 | ||||||
Conversion of principal amount | 118.6 | ||||||
Preferred Stock | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Balance at the beginning of the period | 0.1 | 0.1 | 0.1 | ||||
Balance at the end of the period | 0.1 | 0.1 | 0.1 | ||||
Additional Paid-in Capital | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Balance at the beginning of the period | 6,237.7 | 6,221.9 | 5,326.8 | 5,049.8 | 6,221.9 | 5,049.8 | |
Debt for equity exchange | 116.1 | 14.2 | |||||
Share issuance | 242.9 | 32.7 | 70.5 | ||||
Taxes paid for restricted unit withholdings | (2.2) | (1.1) | (13.1) | ||||
Share issuance costs | (0.5) | ||||||
Stock-based compensation | 4.4 | 4.3 | 7.5 | 25.9 | |||
Balance at the end of the period | 6,601.1 | 6,237.7 | 5,365.9 | 5,326.8 | 6,601.1 | 5,365.9 | |
Additional Paid-in Capital | Forward purchase agreement | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Share issuance | 193.7 | ||||||
Accumulated Other Comprehensive Income (Loss) | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Balance at the beginning of the period | (113.6) | (78.2) | (84.6) | (77.3) | (78.2) | (77.3) | |
Other comprehensive income (loss) | 2.8 | (35.4) | (40) | (7.3) | |||
Balance at the end of the period | (110.8) | (113.6) | (124.6) | (84.6) | (110.8) | (124.6) | |
Accumulated Earnings (Deficit) | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Balance at the beginning of the period | (8,157.7) | (7,994.2) | (7,833.1) | (7,597.6) | (7,994.2) | (7,597.6) | |
Net loss | (32.8) | (163.5) | 8.6 | (235.5) | |||
Balance at the end of the period | (8,190.5) | (8,157.7) | (7,824.5) | (7,833.1) | (8,190.5) | (7,824.5) | |
Class A common stock | Common Stock | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Balance at the beginning of the period | $ 2.6 | $ 2.6 | $ 0.5 | $ 0.5 | $ 2.6 | $ 0.5 | |
Balance (in shares) | 263,604,984 | 260,574,392 | 51,919,238 | 51,683,892 | 260,574,392 | 51,683,892 | |
Debt for equity exchange (shares) | 25,004,075 | 2,541,250 | |||||
Debt for equity exchange | $ 0.3 | ||||||
Share issuance | $ 0.7 | ||||||
Stock issued in period (in shares) | 72,549,972 | ||||||
Stock-based compensation (in shares) | 195,924 | 489,342 | 235,346 | ||||
Balance at the end of the period | $ 3.6 | $ 2.6 | $ 0.5 | $ 0.5 | $ 3.6 | $ 0.5 | |
Balance (in shares) | 361,354,955 | 263,604,984 | 51,919,238 | 51,919,238 | 361,354,955 | 51,919,238 | |
Common Stock | Board of Director | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Stock issued in period (in shares) | 195,924 | ||||||
Stock-based compensation (in shares) | 8,555 | ||||||
Common Stock | RSU and PSU Units | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Shares Vested | 226,791 | ||||||
Series A Convertible Participating Preferred Stock | Preferred Stock | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Balance (in shares) | 9,741,909 | 7,245,872 | 7,245,872 | ||||
Stock issued in period (in shares) | 212,156 | 492,880 | |||||
Stock-based compensation (in shares) | 26,944 | ||||||
Balance (in shares) | 9,954,065 | 9,741,909 | 9,954,065 | ||||
Series A Convertible Participating Preferred Stock | Preferred Stock | Forward purchase agreement | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Stock issued in period (in shares) | 1,976,213 | ||||||
AMC Preferred Stock Depository Shares | Preferred Stock | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Balance (in shares) | 97,419,080 | 72,458,706 | 72,458,706 | ||||
Stock issued in period (in shares) | 2,121,562 | 4,928,800 | |||||
Stock-based compensation (in shares) | 269,444 | ||||||
Balance (in shares) | 99,540,642 | 97,419,080 | 99,540,642 | ||||
AMC Preferred Stock Depository Shares | Preferred Stock | Forward purchase agreement | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Stock issued in period (in shares) | 19,762,130 | ||||||
AMC Preferred Equity Units | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Net proceeds from AMC Preferred Equity Units issuance | $ 75.1 | ||||||
AMC Preferred Equity Units | Board of Director | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Shares awarded | 15,370 | ||||||
AMC Preferred Equity Units | RSU and PSU Units | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Stock-based compensation (in shares) | 254,074 |
INCOME TAXES - narrative (Detai
INCOME TAXES - narrative (Details) | 6 Months Ended |
Jun. 30, 2024 | |
INCOME TAXES | |
Minimum effective tax rate | 15% |
Effective income tax rate (as a percent) | (1.30%) |
FAIR VALUE MEASUREMENTS - Fair
FAIR VALUE MEASUREMENTS - Fair value on a recurring basis (Details) - Recurring basis $ in Millions | Jun. 30, 2024 USD ($) |
Other long-term assets: | |
Total assets at fair value | $ 8.8 |
Investment in Hycroft Mining Holding Corporation Warrants | |
Other long-term assets: | |
Investments measured at net asset value | 3.1 |
Hycroft | |
Other long-term assets: | |
The company's recorded investment | 5.7 |
Quoted prices in active market (Level 1) | |
Other long-term assets: | |
Total assets at fair value | 5.7 |
Quoted prices in active market (Level 1) | Hycroft | |
Other long-term assets: | |
The company's recorded investment | 5.7 |
Significant unobservable inputs (Level 3) | |
Other long-term assets: | |
Total assets at fair value | 3.1 |
Significant unobservable inputs (Level 3) | Investment in Hycroft Mining Holding Corporation Warrants | |
Other long-term assets: | |
Investments measured at net asset value | $ 3.1 |
FAIR VALUE MEASUREMENTS - Fai_2
FAIR VALUE MEASUREMENTS - Fair value on a nonrecurring basis (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Dec. 31, 2023 |
Other Fair Value Measurement Disclosures | ||
Current maturities of corporate borrowings, carrying value | $ 123.1 | $ 25.1 |
Corporate borrowings, noncurrent, carrying value | 4,212.4 | $ 4,552.3 |
Total Carrying Value | ||
Other Fair Value Measurement Disclosures | ||
Current maturities of corporate borrowings, carrying value | 123.1 | |
Corporate borrowings, noncurrent, carrying value | 4,212.4 | |
Significant other observable inputs (Level 2) | ||
Other Fair Value Measurement Disclosures | ||
Current maturities of corporate borrowings, fair value | 113.8 | |
Corporate borrowings, noncurrent, fair value | $ 3,624.7 |
OPERATING SEGMENTS (Details)
OPERATING SEGMENTS (Details) $ in Millions | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Jun. 30, 2024 USD ($) segment | Jun. 30, 2023 USD ($) | Dec. 31, 2023 USD ($) | |
OPERATING SEGMENT | |||||
Number of reportable segments | segment | 2 | ||||
Financial information by reportable operating segment | |||||
Revenues | $ 1,030.6 | $ 1,347.9 | $ 1,982 | $ 2,302.3 | |
Adjusted EBITDA | 29.4 | 182.5 | (2.2) | 189.6 | |
Capital expenditures | 44.6 | 48.6 | 95.1 | 96 | |
Long-term assets, net | 7,519.2 | 7,519.2 | $ 7,806.1 | ||
U. S. markets | |||||
Financial information by reportable operating segment | |||||
Revenues | 815.9 | 1,087.4 | 1,505 | 1,791.9 | |
Adjusted EBITDA | 49.3 | 174.8 | 21.7 | 185.7 | |
U. S. markets | Operating Segments | |||||
Financial information by reportable operating segment | |||||
Capital expenditures | 33.8 | 36.8 | 65.5 | 71.4 | |
Long-term assets, net | 5,632.3 | 5,632.3 | 5,795.6 | ||
International markets | |||||
Financial information by reportable operating segment | |||||
Revenues | 214.7 | 260.5 | 477 | 510.4 | |
Adjusted EBITDA | (19.9) | 7.7 | (23.9) | 3.9 | |
International markets | Operating Segments | |||||
Financial information by reportable operating segment | |||||
Capital expenditures | 10.8 | $ 11.8 | 29.6 | $ 24.6 | |
Long-term assets, net | $ 1,886.9 | $ 1,886.9 | $ 2,010.5 |
OPERATING SEGMENTS - Reconcilia
OPERATING SEGMENTS - Reconciliation (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2024 | Mar. 31, 2024 | Jun. 30, 2023 | Mar. 31, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
OPERATING SEGMENT | ||||||
Net earnings (loss) | $ (32.8) | $ (163.5) | $ 8.6 | $ (235.5) | $ (196.3) | $ (226.9) |
Income tax provision | 0.7 | 0.4 | 2.5 | 2.3 | ||
Interest expense | 99 | 102.6 | 200.2 | 203.7 | ||
Depreciation and amortization | 78.8 | 96.8 | 160.4 | 190.4 | ||
Certain operating expense | 1 | (0.9) | 1.5 | 0.2 | ||
Equity in earnings of non-consolidated entities | (1) | (0.8) | (4.7) | (2.2) | ||
Cash distributions from non-consolidated entities | 1.6 | 1.7 | 2.9 | 1.7 | ||
Attributable EBITDA | (0.7) | (0.3) | (0.1) | 0.2 | ||
Investment expense (income) | (6.1) | 5.1 | (11.2) | (8.4) | ||
Other expense (income) | (105) | (30.1) | (143.8) | 12.7 | ||
Other non-cash rent benefit | (10.7) | (9) | (22.4) | (18.6) | ||
General and administrative - unallocated: | ||||||
Merger, acquisition and other costs | 0.1 | 0.6 | 0.8 | |||
Stock-based compensation expense | 4.5 | 7.8 | 8.8 | 33.7 | ||
Adjusted EBITDA | 29.4 | 182.5 | (2.2) | 189.6 | ||
Vendor dispute settlement | (36.2) | |||||
Gain on extinguishment of debt | (91.1) | (86.7) | ||||
Foreign currency transaction (gains) losses | (0.6) | (7.5) | 2.6 | (16.2) | ||
Derivative stockholder settlement | (14) | |||||
Interest income | (5.4) | (2.5) | (11.5) | (4.8) | ||
Shareholder litigation charge | 115.4 | |||||
Hycroft | ||||||
General and administrative - unallocated: | ||||||
Decrease (increase) in fair value of investments | (0.4) | 3.2 | 0.1 | 5.5 | ||
Increase (decrease) in fair value of investment in warrants | 0.3 | (2.3) | 0.2 | 4.6 | ||
Attributable EBITDA | ||||||
OPERATING SEGMENT | ||||||
Income tax provision | (0.1) | (0.1) | (0.1) | (0.2) | ||
Interest expense | 0.1 | 0.1 | 0.1 | 0.1 | ||
Depreciation and amortization | 0.4 | 0.4 | 0.7 | 0.6 | ||
Equity in earnings of non-consolidated entities | (1) | (0.8) | (4.7) | (2.2) | ||
Equity in (earnings) of non-consolidated entities excluding International theatre joint ventures | (2.1) | (1.5) | (5.6) | (2.6) | ||
Equity in (loss) of International theatre joint ventures | (1.1) | (0.7) | (0.9) | (0.4) | ||
Attributable EBITDA | (0.7) | (0.3) | (0.1) | 0.2 | ||
Investment expense (income) | 0.1 | 0.1 | ||||
Other expense (income) | ||||||
General and administrative - unallocated: | ||||||
Vendor dispute settlement | (36.2) | |||||
Gain on extinguishment of debt | (85.3) | (21.6) | (91.1) | (86.7) | ||
Foreign currency transaction (gains) losses | (0.6) | (7.5) | 2.6 | (16.2) | ||
Derivative stockholder settlement | (19.1) | (19.1) | ||||
Shareholder litigation charge | (1.2) | 115.4 | ||||
Saudi Cinema Company | ||||||
General and administrative - unallocated: | ||||||
Equity in earnings related to sale | (15.5) | |||||
U. S. markets | ||||||
General and administrative - unallocated: | ||||||
Adjusted EBITDA | 49.3 | 174.8 | 21.7 | 185.7 | ||
International markets | ||||||
General and administrative - unallocated: | ||||||
Adjusted EBITDA | $ (19.9) | $ 7.7 | $ (23.9) | $ 3.9 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | ||||||||||
Aug. 28, 2023 USD ($) | Aug. 24, 2023 | May 04, 2023 USD ($) item | Apr. 02, 2023 | Feb. 20, 2023 item | Jan. 06, 2023 USD ($) | Nov. 30, 2022 USD ($) | Jun. 06, 2022 USD ($) | Jun. 30, 2024 USD ($) | Jun. 30, 2024 USD ($) | Jun. 30, 2023 USD ($) | Sep. 14, 2018 $ / shares | |
Commitments and contingencies line items | ||||||||||||
Settlement amount | $ 36.2 | |||||||||||
Stock split conversion ratio | 0.1 | |||||||||||
Shareholder litigation charge | $ 115.4 | |||||||||||
Judicial Ruling | ||||||||||||
Commitments and contingencies line items | ||||||||||||
Amount received from legal settlement | $ 2.6 | $ 2.6 | ||||||||||
Shareholder Litigation | ||||||||||||
Commitments and contingencies line items | ||||||||||||
Number of actions | item | 2 | |||||||||||
Stock split conversion ratio | 0.1333 | |||||||||||
Shareholder litigation charge | 125.4 | |||||||||||
Insurance recoveries | 10 | |||||||||||
Settlement amount paid | $ 99.3 | |||||||||||
Number of insurers against whom lawsuit filed | item | 17 | |||||||||||
Maximum amount of coverage claimed under policy | $ 80 | |||||||||||
Excess amount deductible | 10 | |||||||||||
Amount paid by the primary insurer | $ 5 | |||||||||||
Lao Action | ||||||||||||
Commitments and contingencies line items | ||||||||||||
Dividends declared | $ / shares | $ 1.55 | |||||||||||
Settlement amount | $ 17.4 | |||||||||||
Litigation fees and expenses | $ 3.4 | |||||||||||
Amount received from legal settlement | $ 14 | |||||||||||
Estimated Fair Value | Shareholder Litigation | ||||||||||||
Commitments and contingencies line items | ||||||||||||
Shareholder litigation charge | $ 115.4 |
EARNINGS (LOSS) PER SHARE (Deta
EARNINGS (LOSS) PER SHARE (Details) $ / shares in Units, $ in Millions | 3 Months Ended | 6 Months Ended | |||||
Aug. 24, 2023 | Jun. 30, 2024 USD ($) $ / shares shares | Mar. 31, 2024 USD ($) | Jun. 30, 2023 USD ($) $ / shares shares | Mar. 31, 2023 USD ($) | Jun. 30, 2024 USD ($) $ / shares shares | Jun. 30, 2023 USD ($) $ / shares shares | |
EARNINGS (LOSS) PER SHARE | |||||||
Stock split conversion ratio | 0.1 | ||||||
Conversion ratio | 0.1 | ||||||
Numerator: | |||||||
Net Income (Loss) | $ | $ (32.8) | $ (163.5) | $ 8.6 | $ (235.5) | $ (196.3) | $ (226.9) | |
Denominator (shares in thousands): | |||||||
Weighted average shares for basic loss per common share | 321,581,000 | 151,302,000 | 292,496,000 | 144,387,000 | |||
Common equivalent shares for RSUs and PSUs | 45,000 | ||||||
Weighted average shares for diluted earnings (loss) per common share | 321,581,000 | 151,347,000 | 292,496,000 | 144,387,000 | |||
Basic earnings (loss) per common share | $ / shares | $ (0.10) | $ 0.06 | $ (0.67) | $ (1.57) | |||
Diluted earnings (loss) per common share | $ / shares | $ (0.10) | $ 0.06 | $ (0.67) | $ (1.57) | |||
Restricted stock unit | |||||||
Denominator (shares in thousands): | |||||||
Anti-dilutive securities not included in the computations of diluted earnings (loss) per share (in shares) | 2,579,669 | 491,439 | 2,579,669 | 531,957 | |||
Performance Vesting | |||||||
Denominator (shares in thousands): | |||||||
Anti-dilutive securities not included in the computations of diluted earnings (loss) per share (in shares) | 918,340 | 292,904 | 918,340 | 297,823 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | 6 Months Ended | 12 Months Ended | ||
Jul. 22, 2024 USD ($) D item $ / shares | Jun. 30, 2024 USD ($) | Dec. 31, 2023 USD ($) | Aug. 01, 2024 USD ($) | |
SUBSEQUENT EVENTS | ||||
Total principal amount of corporate borrowings | $ 4,302,900,000 | $ 4,504,300,000 | ||
Senior Secured Credit Facility Term Loan Due 2026 | ||||
SUBSEQUENT EVENTS | ||||
Total principal amount of corporate borrowings | $ 1,895,000,000 | $ 1,905,000,000 | ||
Stated interest rate (as a percent) | 8.444% | 8.474% | ||
Second Lien Subordinated Notes due 2026 | ||||
SUBSEQUENT EVENTS | ||||
Total principal amount of corporate borrowings | $ 777,600,000 | $ 968,900,000 | ||
Interest rate cash (as a percent) | 10% | 10% | ||
PIK interest rate | 12% | 12% | ||
First Lien Notes due 2029 | ||||
SUBSEQUENT EVENTS | ||||
Total principal amount of corporate borrowings | $ 950,000,000 | $ 950,000,000 | ||
Stated interest rate (as a percent) | 7.50% | 7.50% | ||
5.75 % Senior Subordinated Notes due 2025 | ||||
SUBSEQUENT EVENTS | ||||
Total principal amount of corporate borrowings | $ 98,300,000 | $ 98,300,000 | ||
Stated interest rate (as a percent) | 5.75% | 5.75% | ||
Subsequent Events | ||||
SUBSEQUENT EVENTS | ||||
Number of theaters transferred | item | 175 | |||
Subsequent Events | Second Lien Subordinated Notes due 2026 | ||||
SUBSEQUENT EVENTS | ||||
Interest rate cash (as a percent) | 10% | |||
PIK interest rate | 12% | |||
Subsequent Events | First Lien Notes due 2029 | ||||
SUBSEQUENT EVENTS | ||||
Threshold number of days prior to the maturity date of 7.50% first lien secured notes due 2029 outstanding excluded for redemption | 90 days | |||
Stated interest rate (as a percent) | 7.50% | |||
Subsequent Events | Debt maturing in 2026 | ||||
SUBSEQUENT EVENTS | ||||
Number of creditor groups involved in refinancing transactions | item | 2 | |||
Refinanced amount | $ 1,600,000,000 | |||
Maximum additional refinanced amount | 800,000,000 | |||
Subsequent Events | New Term Loans | ||||
SUBSEQUENT EVENTS | ||||
Aggregate principal amount | $ 1,229,415,340 | $ 1,993,300,000 | ||
Amortization of debt (in percent) | 1% | |||
Subsequent Events | New Term Loans | Base rate | Until the delivery under the New Term Loan Credit Agreement of the financial statements for the first full fiscal quarter ending after the Closing Date | ||||
SUBSEQUENT EVENTS | ||||
Spread (as a percent) | 600% | |||
Subsequent Events | New Term Loans | Base rate | Minimum | ||||
SUBSEQUENT EVENTS | ||||
Spread (as a percent) | 500% | |||
Subsequent Events | New Term Loans | Base rate | Maximum | ||||
SUBSEQUENT EVENTS | ||||
Spread (as a percent) | 600% | |||
Subsequent Events | New Term Loans | Adjusted Term SOFR | Until the delivery under the New Term Loan Credit Agreement of the financial statements for the first full fiscal quarter ending after the Closing Date | ||||
SUBSEQUENT EVENTS | ||||
Spread (as a percent) | 700% | |||
Subsequent Events | New Term Loans | Adjusted Term SOFR | Minimum | ||||
SUBSEQUENT EVENTS | ||||
Spread (as a percent) | 600% | |||
Subsequent Events | New Term Loans | Adjusted Term SOFR | Maximum | ||||
SUBSEQUENT EVENTS | ||||
Spread (as a percent) | 700% | |||
Subsequent Events | New Term Loans | Senior Secured Credit Facility Term Loan Due 2026 | ||||
SUBSEQUENT EVENTS | ||||
Principal and premium repayments | $ 1,100,000,000 | |||
Subsequent Events | New Term Loans | Second Lien Subordinated Notes due 2026 | ||||
SUBSEQUENT EVENTS | ||||
Aggregate Principal Exchanged | 104,200,000 | |||
Subsequent Events | New Term Loans | First Lien Notes due 2029 | ||||
SUBSEQUENT EVENTS | ||||
Minimum amount of First Lien Notes not to be repurchased (and cancelled), repaid or refinanced by October 5, 2028 | 190,000,000 | |||
Subsequent Events | Existing Loans | ||||
SUBSEQUENT EVENTS | ||||
Aggregate Principal Repurchased | 1,864,000,000 | |||
Total principal amount of corporate borrowings | 31,000,000 | |||
Exercised an option to repurchase | $ 1,864,000,000 | |||
Subsequent Events | Exchangeable Notes | ||||
SUBSEQUENT EVENTS | ||||
Aggregate principal amount | $ 414,400,000 | |||
Interest rate cash (as a percent) | 6% | |||
PIK interest rate | 8% | |||
Conversion rate | 176.6379 | |||
Conversion price (in dollars per share) | $ / shares | $ 5.66 | |||
Threshold percentage of stock price trigger | 113% | |||
Minimum percentage of common stock price excluded for redemption | 140% | |||
Threshold period of specified consecutive trading days excluded for redemption | D | 15 | |||
Number of business days entitled for submission for exchange | 2 days | |||
Number of installment for periodic payment in cash | D | 12 | |||
Repurchase price (in percent) | 100% | |||
Redemption price of debt instrument (as a percent) | 100% | |||
Subsequent Events | Exchangeable Notes | Prior to the third anniversary of the Issue Date | ||||
SUBSEQUENT EVENTS | ||||
Percentage of aggregate principal amount exchanged | 18% | |||
Subsequent Events | Exchangeable Notes | On or after the third anniversary and prior to the fourth anniversary of the Issue Date | ||||
SUBSEQUENT EVENTS | ||||
Percentage of aggregate principal amount exchanged | 12% | |||
Subsequent Events | Exchangeable Notes | On or after the fourth anniversary of the Issue Date and prior to the fifth anniversary | ||||
SUBSEQUENT EVENTS | ||||
Percentage of aggregate principal amount exchanged | 6% | |||
Subsequent Events | Exchangeable Notes | Minimum | ||||
SUBSEQUENT EVENTS | ||||
Number of business days | 5 days | |||
Subsequent Events | Exchangeable Notes | Maximum | ||||
SUBSEQUENT EVENTS | ||||
Number of business days | 10 days | |||
Subsequent Events | Exchangeable Notes | Second Lien Subordinated Notes due 2026 | ||||
SUBSEQUENT EVENTS | ||||
Aggregate Principal Repurchased | $ 414,400,000 | |||
Exercised an option to repurchase | 414,400,000 | |||
Subsequent Events | Exchangeable Notes | First Lien Notes due 2029 | ||||
SUBSEQUENT EVENTS | ||||
Threshold outstanding principal al of 7.50% first lien secured notes due 2029 excluded | $ 190,000,000 | |||
Subsequent Events | 5.75 % Senior Subordinated Notes due 2025 | ||||
SUBSEQUENT EVENTS | ||||
Stated interest rate (as a percent) | 5.75% | |||
Subsequent Events | Additional Exchangeable Notes | ||||
SUBSEQUENT EVENTS | ||||
Aggregate principal amount | $ 50,000,000 | |||
Maximum additional debt amount to be issued | $ 50,000,000 |