NOTE 1\u2014THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES
AMC Entertainment Holdings, Inc. (\u201cHoldings\u201d), through its direct and indirect subsidiaries, including American Multi-Cinema, Inc. and its subsidiaries, (collectively with Holdings, unless the context otherwise requires, the \u201cCompany\u201d or \u201cAMC\u201d), is principally involved in the theatrical exhibition business and owns, operates or has interests in theatres located in the United States and Europe. Holdings is an indirect subsidiary of Dalian Wanda Group Co., Ltd. (\u201cWanda\u201d), a Chinese private conglomerate.
As of December\u00a031, 2019, Wanda owned approximately 49.85% of Holdings\u2019 outstanding common stock and 74.89% of the combined voting power of Holdings\u2019 outstanding common stock and has the power to control Holdings\u2019 affairs and policies, including with respect to the election of directors (and, through the election of directors, the appointment of management), entering into mergers, sales of substantially all of the Company\u2019s assets and other extraordinary transactions.
Use of Estimates. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Principles of Consolidation. The consolidated financial statements include the accounts of Holdings and all subsidiaries, as discussed above. All significant intercompany balances and transactions have been eliminated in consolidation. There are no noncontrolling interests in the Company\u2019s consolidated subsidiaries; consequently, all of its stockholders\u2019 equity, net earnings (loss) and comprehensive income (loss) for the periods presented are attributable to controlling interests. The Company manages its business under two reportable segments for its theatrical exhibition operations, U.S. Theatres and International Theatres.
Revenues. The Company recognizes revenue, net of sales tax, when it satisfies a performance obligation by transferring control over a product or service to a customer. Admissions and food and beverage revenues are recognized at a point in time when a film is exhibited to a customer and when a customer takes possession of food and beverage offerings. The Company defers 100% of the revenue associated with the sales of gift cards and exchange tickets until such time as the items are redeemed or estimated income from non-redemption is recorded.
The Company recognizes income from non-redeemed or partially redeemed gift cards in proportion to the pattern of rights exercised by the customer (\u201cproportional method\u201d) where it applies an estimated non-redemption rate for its gift card sales channels, which range from 12% to 18% of the current month sales of gift cards, and the Company recognizes in other theatre revenues the total amount of expected income for non-redemption for that current month\u2019s sales as income over the next 24 months in proportion to the pattern of actual redemptions. The Company has determined its non-redeemed rates and redemption patterns using data accumulated over ten years. Prior to January\u00a01, 2018, income for non-redeemed exchange tickets were recognized 18\u00a0months after purchase when the redemption of these items was determined to be remote. At January\u00a01, 2018, the Company changed its method for recognizing income from non-redeemed exchange tickets to the proportional method, where it applies a non-redemption rate of 10% to the current month sales, and the Company recognizes the total amount of income for that current month\u2019s sales as income over the next 24\u00a0months in proportion to the pattern of actual redemptions. Management believes the estimate is supported by its continued development of redemption history and that it is reflective of management\u2019s current best estimate. The adoption of the proportional method of recognizing income from non-redeemed exchange tickets did not have a material impact on the Company\u2019s consolidated financial statements.
Prior to January\u00a01, 2018, the Company recorded online ticket fee revenues net of third-party commission or service fees. In accordance with ASC\u00a0606 guidance, the Company believes that it is a principal (as opposed to agent) in the arrangement with third-party internet ticketing companies in regard to the sale of online tickets because the Company controls the online tickets before they are transferred to the customer. Upon adoption of ASC\u00a0606 on January\u00a01, 2018,
the Company recognizes ticket fee revenues based on a gross transaction price. The online ticket fee revenues and the third-party commission or service fees are recorded in the line items other theatre revenues and operating expense, respectively, in the consolidated statements of operations. These changes did not have any impact on net income or cash flows from operations.
Film Exhibition Costs. Film exhibition costs are accrued based on the applicable box office receipts and estimates of the final settlement to the film licensors. Film exhibition costs include certain advertising costs. As of December\u00a031, 2019 and December\u00a031, 2018, the Company recorded film payables of $166.5\u00a0million and $168.6\u00a0million, respectively, which are included in accounts payable in the accompanying consolidated balance sheets.
Food and Beverage Costs. The Company records rebate payments from vendors as a reduction of food and beverage costs when earned.
Exhibitor Services Agreement. The Company recognizes advertising revenues, which are included in other theatre revenues in the consolidated statements of operations, when it satisfies a performance obligation by transferring a promised good or service to the customers. The advertising contracts with customers generally consist of a series of distinct periods of service, satisfied over time, to provide rights to advertising services. The Company\u2019s Exhibitor Services Agreement (\u201cESA\u201d) with NCM includes a significant financing component due to the significant length of time between receiving the non-cash consideration and fulfilling the performance obligation. The Company receives the non-cash consideration in the form of common membership units from NCM, in exchange for rights to exclusive access to the Company\u2019s theatre screens and attendees through February\u00a02037. Upon adoption of ASC\u00a0606, Revenue from Contracts with Customers (\u201cASC 606\u201d) on January 1, 2018, the Company\u2019s advertising revenues have significantly increased with a similar offsetting increase in non-cash interest expense, which is recorded to non-cash NCM exhibitor service agreement in the consolidated statements of operations. Upon adoption of ASC\u00a0606 and pursuant to the calculation requirements for the time value of money, the amortization method reflects the front-end loading of the significant financing component where more interest expense is recognized earlier during the term of the agreement than the back-end recognition of the deferred revenue amortization where more revenue is recognized later in the term of the agreement. See Note\u00a06\u2014Investments for further information regarding the common unit adjustment and the fair value measurement of the non-cash consideration. The interest expense was calculated using discount rates that ranged from 6.5% to 8.5%, which are the rates at which the Company believes it could borrow in separate financing transactions. The Company recognized a cumulative effect transition adjustment of initially applying ASC\u00a0606 by increasing accumulated deficit on January\u00a01, 2018 by approximately $52.9\u00a0million, including income tax effect of $0, as a result of this change. These changes did not have any impact on the Company\u2019s cash flows from operations.
Customer Engagement Programs. AMC Stubs\u00ae is a customer loyalty program for the U.S. market which allows members to earn rewards, receive discounts and participate in exclusive members-only offerings and services. It features both a traditional paid tier called AMC Stubs PremiereTM, with a $15.00 annual membership fee, and a non-paid tier called AMC Stubs\u00ae InsiderTM. Both programs reward loyal guests for their patronage of AMC Theatres. Rewards earned are redeemable on future purchases at AMC locations. Once an AMC Stubs PremiereTM or AMC Stubs InsiderTM member accumulates 5,000 points they will earn a $5.00 virtual reward.
The portion of the admissions and food and beverage revenues attributed to the rewards is deferred as a reduction of admissions and food and beverage revenues and is allocated between admissions and food and beverage revenues based on expected member redemptions. Upon redemption, deferred rewards are recognized as revenues along with associated cost of goods. Converted rewards not redeemed within nine months are forfeited and recognized as admissions or food and beverage revenues. Prior to January\u00a01, 2018, rewards for expired memberships were forfeited based upon specified periods of inactivity of the membership and recognized as admissions or food and beverage revenues. As of January\u00a01, 2018, the Company changed its method for recognizing forfeited rewards from the remote method to the proportional method, where the Company estimates point breakage in assigning value to the points at the time of sale based on historical trends. The program\u2019s annual membership fee is allocated to the material rights for discounted or free products and services and is initially deferred, net of estimated refunds, and recognized as the rights are redeemed based on estimated utilization, over the one-year membership period in admissions, food and beverage, and other revenues. A portion of the revenues related to a material right are deferred as a virtual rewards performance obligation using the relative standalone selling price method and are recognized as the rights are redeemed or expire.
On June 20, 2018, the Company announced the launch of AMC Stubs\u00ae A-List, a new tier of the AMC Stubs\u00ae loyalty program. This program offers guests a unique subscription pricing structure for admission to movies at AMC up to three times per week including multiple movies per day and repeat visits to already seen movies for the monthly price
of between $19.95 and $23.95 depending upon geographic market. Revenue is recognized ratably over the enrollment period.
Advertising Costs. The Company expenses advertising costs as incurred and does not have any direct-response advertising recorded as assets. Advertising costs were $42.6 million, $45.4 million, and $39.9 million for the years ended December\u00a031, 2019, December\u00a031, 2018, and December\u00a031, 2017, respectively, and are recorded in operating expense in the accompanying consolidated statements of operations.
Cash and Equivalents. All highly liquid debt instruments and investments purchased with an original maturity of three months or less are classified as cash equivalents.
Derivative Asset and Liability. The Company remeasures the derivative asset related to its contingent call option to acquire shares of its Class B common stock at no additional cost and the derivative liability related to the conversion feature in its Senior Unsecured Convertible Notes due 2024 at fair value each reporting period with changes in fair value recorded in the consolidated statement of operations. The Company has obtained independent third-party valuation studies to assist in determining fair value. The Company\u2019s valuation studies use a Monte Carlo simulation approach and are based on significant inputs not observable in the market and thus represent level 3 measurements within the fair value measurement hierarchy. The Company\u2019s common stock price at the end of each reporting period as well as the remaining amount of time until expiration for the contingent call option and conversion feature are key inputs for the estimation of fair value that are expected to change each reporting period. The Company recorded other expense (income) related to its derivative asset fair value of $17.7 million and $(45.0) million during the years ended December 31, 2019 and December 31, 2018, respectively, and other expense (income) related to its derivative liability fair value of $(23.5) million and $(66.4) million during the years ended December 31, 2019 and December 31, 2018, respectively. See Note\u00a08\u2014Corporate Borrowings and Finance Lease Obligations, Note\u00a09\u2014Stockholders\u2019 Equity and Note\u00a012\u2014Fair Value Measurements for further discussions.
Intangible Assets. Intangible assets were recorded at fair value for intangible assets resulting from the acquisition of Holdings by Wanda on August\u00a030, 2012 and other theatre acquisitions. Intangible assets are comprised of amounts assigned to theatre leases acquired under favorable terms, management contracts, a contract with an equity method investee, and a non-compete agreement, each of which are being amortized on a straight-line basis over the estimated remaining useful lives of the assets. Favorable leases that were previously classified as intangible assets were reclassified as an addition to the opening right-of-use (\u201cROU\u201d) asset balances, as a result of adopting ASC\u00a0842, Leases, (\u201cASC 842\u201d) on January 1, 2019. Trademark and trade names are considered either definite or indefinite-lived intangible assets. Indefinite-lived intangible assets are not amortized but rather evaluated for impairment annually.
The Company first assesses the qualitative factors to determine whether the existence of events and circumstances indicate that it is more likely than not the fair value of an indefinite-lived intangible asset is less than its carrying amount as a basis for determining whether it is necessary to perform the quantitative impairment test. As a result, there were intangible asset impairment charges incurred during the years ended December\u00a031, 2019, December\u00a031, 2018, and December\u00a031, 2017.
Investments. The Company accounts for its investments in non-consolidated entities using either the cost or equity methods of accounting as appropriate, and has recorded the investments within other long-term assets in its consolidated balance sheets. Equity earnings and losses are recorded when the Company\u2019s ownership interest provides the Company with significant influence. The Company follows the guidance in ASC\u00a0323-30-35-3, investment in a limited liability company, which prescribes the use of the equity method for investments where the Company has significant influence. The Company classifies gains and losses on sales of investments or impairments accounted for using the cost method in investment income. Gains and losses on cash sales are recorded using the weighted average cost of all interests in the investments. Gains and losses related to non-cash negative common unit adjustments are recorded using the weighted average cost of those units in NCM. See Note\u00a06\u2014Investments for further discussion of the Company\u2019s investments in NCM. As of December\u00a031, 2019, the Company holds equity method investments comprised of a 18.2% interest in SV Holdco LLC (\u201cSV Holdco\u201d), a joint venture that markets and sells cinema advertising and promotions through Screenvision; a 50.0% interest in Digital CineMedia Ltd. (\u201cDCM\u201d), a joint venture that provides advertising services in International markets; a 32.0% interest in AC JV, LLC (\u201cAC JV\u201d), a joint venture that owns Fathom Events offering alternative content for motion picture screens; a 29.0% interest in Digital Cinema Implementation Partners, LLC (\u201cDCIP\u201d), a joint venture charged with implementing digital cinema in the Company\u2019s theatres; a 14.6% interest in Digital Cinema Distribution Coalition, LLC (\u201cDCDC\u201d), a satellite distribution network for feature films and other digital cinema content; a 10.0% interest in Saudi Cinema Company LLC (\u201cSCC\u201d); a 50%
ownership interest in four U.S. motion picture theatres and approximately 50% ownership interest in 55 theatres in Europe. Indebtedness held by equity method investees is non-recourse to the Company.
Goodwill. Goodwill represents the excess of purchase price over fair value of net tangible and identifiable intangible assets related to the acquisition of Holdings by Wanda on August\u00a030, 2012 and subsequent theatre business acquisitions. Prior to January 1, 2019, the Company had three reporting units, Domestic Theatres, Odeon Theatres and Nordic Theatres. Effective January 1, 2019, the Company combined the Odeon Theatres and Nordic Theatres into a single reporting unit, International Theatres, to reflect how the international business is now managed. The Company tested goodwill for impairment both prior to and subsequent to the combining of these reporting units into the single reporting unit.
The Company\u2019s recorded goodwill was $4,789.1\u00a0million and $4,788.7\u00a0million as of December\u00a031, 2019 and December\u00a031, 2018, respectively. The Company evaluates goodwill and its indefinite-lived trademark and trade names for impairment annually as of the beginning of the fourth quarter and any time an event occurs or circumstances change that would more likely than not reduce the fair value for a reporting unit below its carrying amount. A decline in the common stock price and the resulting impact on market capitalization is one of several factors considered when making this evaluation. Based on recent sustained declines in the trading price of the Company\u2019s Class A common stock, the Company performed a quantitative goodwill impairment test of the Domestic and International reporting units as of September 30, 2019.
In performing the annual impairment test, the Company has an option to first assess the qualitative factors to determine whether it is more likely than not that the fair value of its reporting units are less than the carrying values. Otherwise, the Company must perform a quantitative impairment test. The impairment test for goodwill involves estimating the fair value of the reporting unit and comparing that value to its carrying value. If the estimated fair value of the reporting unit is less than its carrying value, the difference is recorded as goodwill impairment charge, not to exceed the total amount of goodwill allocated to that reporting unit. In performing the quantitative goodwill impairment test as of September 30, 2019, the Company used an enterprise value approach to measure fair value of the reporting units, as compared to an equity value approach used previously. This change in estimate is preferable due to the impact of the change in the capital structure of the Domestic Theatres reporting unit late in the third quarter of 2018 as a result of the issuance of $600 million of the Company\u2019s Senior Unsecured Notes due 2024, the negative equity value carrying amount for the Domestic Theatres reporting unit, and the decline in the market capitalization since May 2019, which has increased the Company\u2019s leverage ratio. See additional discussion in Note 6\u2014Corporate Borrowings.
The enterprise fair values of the Domestic Theatres and International Theatres reporting units exceeded their carrying values by approximately 9.9% and 11.8%, respectively. Accordingly, there was no goodwill impairment recorded as of September 30, 2019. In accordance with ASC 350-20-35-30, goodwill of a reporting unit shall be tested for impairment between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company performed an assessment to determine whether there were any events or changes in circumstances that would warrant an interim ASC 350 impairment analysis as of December 31, 2019. Given the further decline in the Company\u2019s stock price during the fourth quarter of 2019, the Company performed a qualitative impairment test to evaluate whether it is more likely than not that the fair value of its two reporting units are less than their respective carrying amounts as of December 31, 2019. The Company compared its projected financial information and assumptions utilized in the quantitative analysis as of September 30, 2019 to the fourth quarter results noting operating performance is consistent with the projections and there have been no other changes which would impact management\u2019s conclusion that the fair values of its reporting units exceed their carrying values. The Company also observed that its estimated fair value of its corporate borrowings and finance lease obligations remained relatively consistent from September 30, 2019 to December 31, 2019, which represents approximately 80% of the Company\u2019s market enterprise value. The Company observed higher enterprise value control premiums for a recent acquisition agreement in its industry than those utilized for the market approach. In considering the totality of the aforementioned factors together with the excess of fair value over carrying value calculated in both its reporting units in the previous impairment test, the Company has concluded that it is not more likely than not that the fair values of its two reporting units have been reduced below their respective carrying amounts. As a result, the Company concluded that an interim quantitative impairment test as of December 31, 2019 was not required. The Domestic Theatres reporting unit to which $3.1 billion of goodwill is allocated had a negative equity value carrying amount as of December 31, 2019.
As of December\u00a031, 2018, the Company assessed qualitative factors for both of its reporting units and reached a determination that it is not more likely than not that the fair value of the Company\u2019s reporting units are less than their carrying values, and therefore no impairment charge was incurred. In addition, the Company performed its annual
impairment analysis during the fourth quarter of calendar\u00a02018 and the third quarter and fourth quarter of calendar\u00a02017. In all of these impairment tests, the Company reached a determination that there was no goodwill impairment.
Other Long-term Assets. Other long-term assets are comprised principally of investments in partnerships and joint ventures, costs incurred in connection with the Company\u2019s line-of-credit revolving credit arrangement, which is being amortized to interest expense using the effective interest rate method over the respective life of the issuance, and capitalized computer software, which is amortized over the estimated useful life of the software. See Note\u00a07\u2014Supplemental Balance Sheet Information.
Accounts Payable. Under the Company\u2019s cash management system, checks issued but not presented to banks frequently result in book overdraft balances for accounting purposes and are classified within accounts payable in the balance sheet. The change in book overdrafts are reported as a component of operating cash flows for accounts payable as they do not represent bank overdrafts. The amount of these checks included in accounts payable as of December\u00a031, 2019 and December\u00a031, 2018 was $40.9\u00a0million and $42.6\u00a0million, respectively.
Leases. The Company adopted ASC\u00a0842 on January\u00a01, 2019 using the modified retrospective transition method; and therefore, the comparative information has not been adjusted for the years ended December 31, 2018 and December 31, 2017 or as of December\u00a031, 2018. Upon transition to the new standard, the Company elected the package of practical expedients, which permitted the Company not to reassess under the new standard its prior conclusions about lease identification, lease classification and initial direct costs.
The Company leases theatres and equipment under operating and finance leases. The majority of the Company\u2019s operations are conducted in premises occupied under lease agreements with initial base terms ranging generally from to 15 years, with certain leases containing options to extend the leases for up to an additional . The Company typically does not believe that exercise of the renewal options is reasonably assured at the inception of the lease agreements and, therefore, considers the initial base term as the lease term. Lease terms vary but generally the leases provide for fixed and escalating rentals, contingent escalating rentals based on the Consumer Price Index and other indexes not to exceed certain specified amounts and variable rentals based on a percentage of revenues. The Company often receives contributions from landlords for renovations at existing locations. The Company records the amounts received from landlords as an adjustment to the right-of-use asset and amortizes the balance as a reduction to rent expense over the base term of the lease agreement.
Operating lease right-of-use assets and lease liabilities were recognized at commencement date based on the present value of minimum lease payments over the remaining lease term. The minimum lease payments include base rent and other fixed payments, including fixed maintenance costs. The Company\u2019s leases have remaining lease terms of approximately 1 year to 25\u00a0years, which may include the option to extend the lease when it is reasonably certain the Company will exercise that option. The present value of the lease payments is calculated using the incremental borrowing rate for operating leases, which was determined using a portfolio approach based on the rate of interest that the Company would have to pay to borrow an amount equal to the lease payments on a collateralized basis over a similar term. Operating lease expense is recognized on a straight-line basis over the lease term.
The Company elected the practical expedient to not separate lease and non-lease components and also elected the short-term practical expedient for all leases that qualify. As a result, the Company will not recognize right-of-use assets or liabilities for short-term leases that qualify for the short-term practical expedient, but instead will recognize the lease payments as lease cost on a straight-line basis over the lease term. The Company\u2019s lease agreements do not contain residual value guarantees. Short-term leases and sublease arrangements are immaterial. Equipment leases primarily consist of digital projectors and food and beverage equipment.
As a result of adopting ASC\u00a0842, the Company\u2019s consolidated balance sheet includes additional operating lease ROU assets and total operating lease liabilities of $4,796.0\u00a0million and $5,499.6\u00a0million, respectively, at December\u00a031, 2019. The difference between the lease ROU assets and total lease liabilities upon initial measurement at January\u00a01, 2019 was primarily due to the reclassification of: (i)\u00a0deferred rent, landlord allowances, unfavorable lease balances, and theatre closure liabilities previously recorded in other long-term liabilities; (ii)\u00a0current portions of theatre closure liabilities previously recorded in accrued expenses and other liabilities; (iii)\u00a0favorable lease balances previously recorded in intangible assets; and, (iv)\u00a0prepaid rents recorded in other current assets within the consolidated balance sheets as an offset or addition to the opening lease ROU asset balances, as required by ASC\u00a0842.
Sale Leaseback Transactions. Prior to adopting ASC 842 on January 1, 2019, the Company deferred gains on sale leaseback transactions and amortized the gains over the remaining lease term. Losses on sale leaseback transactions were recognized at the time of sale if the fair value of the property sold is less than the net book value of the property. On June\u00a018, 2018, the Company completed the sale leaseback of the real estate assets associated with one theatre for proceeds, net of closing costs, of $50.1\u00a0million and the deferred gain on the sale was approximately $27.3\u00a0million. On September\u00a014, 2017, the Company completed the sale leaseback of the real estate assets associated with seven theatres for proceeds net of closing costs of $128.4\u00a0million and the deferred gain on sale was approximately $78.2\u00a0million. On December\u00a018, 2017, the Company completed the sale leaseback of the real estate assets associated with one theatre for proceeds net of closing costs of $7.8\u00a0million. The loss on sale of $0.5\u00a0million was recognized immediately. Upon adoption ASC 842 on January 1, 2019, the unamortized deferred gains related to these transactions of $102.4\u00a0million were reclassified as a cumulative effect adjustment to accumulated deficit.
Impairment of Long-lived Assets. The Company reviews long-lived assets, including definite-lived intangibles and theatre assets (including operating lease right-of-use assets) whenever events or changes in circumstances indicate that the carrying amount of the asset group may not be fully recoverable. The Company identifies impairments related to internal use software when management determines that the remaining carrying value of the software will not be realized through future use. The Company evaluates events or circumstances, including competition in the markets where it operates, that would indicate the carrying value of theatre assets may not be fully recoverable. If an event or circumstance is identified indicating carrying value may not be recoverable, the sum of future undiscounted cash flows is compared to the carrying value. If the carrying value exceeds the future undiscounted cash flows, the carrying value of the asset is reduced to fair value, with the difference recognized as an impairment charge. Assets are evaluated for impairment on an individual theatre basis, which management believes is the lowest level for which there are identifiable cash flows. The Company evaluates theatres using historical and projected data of theatre level cash flow as its primary indicator of potential impairment and considers the seasonality of its business when making these evaluations. The fair value of assets is determined as either the expected selling price less selling costs (where appropriate) or the present value of the estimated future cash flows, adjusted as necessary for market participant factors.
There is considerable management judgment necessary to determine the estimated future cash flows and fair values of the Company\u2019s theatres and other long-lived assets, and, accordingly, actual results could vary significantly from such estimates, which fall under Level\u00a03 within the fair value measurement hierarchy, see Note\u00a012\u2014Fair Value Measurements.
The following table summarizes the Company\u2019s assets that were impaired:
Year Ended | ||||||||||
December\u00a031, | December\u00a031, | December\u00a031, | ||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2017 | \u00a0 | |||
Impairment of long-lived assets | $ | 84.3 | $ | 13.8 | $ | 43.6 | ||||
Investment expense | 3.6 | \u2014 | \u2014 | |||||||
Total impairment loss | $ | 87.9 | $ | 13.8 | $ | 43.6 |
During calendar\u00a02019, the Company recorded an impairment of long-lived assets loss of $84.3\u00a0million on 40 theatres in the U.S. markets with 512\u00a0screens and 14\u00a0theatres with 148\u00a0screens in the International markets, which was related to property held and used, operating lease right-of-use assets, and a U.S. property held and not used in other long-term assets. In addition, the Company recorded an impairment loss of $3.6 million within investment expense (income), related to an equity interest investment without a readily determinable fair value accounted for under the cost method. During calendar\u00a02018, the Company recorded an impairment of long-lived assets loss of $13.8\u00a0million on 13 theatres in the U.S. markets with 150\u00a0screens and 15\u00a0theatres with 118\u00a0screens in the International markets which was related to property held and used. During calendar\u00a02017, the Company recorded an impairment of long-lived assets loss of $43.6\u00a0million on 12 theatres in the U.S. markets with 179 screens which was related to property held and used.
Foreign Currency Translation. Operations outside the United States are generally measured using the local currency as the functional currency. Assets and liabilities are translated at the rates of exchange at the balance sheet date. Income and expense items are translated at average rates of exchange. The resultant translation adjustments are included in foreign currency translation adjustment, a separate component of accumulated other comprehensive income (loss). Gains and losses from foreign currency transactions, except those intercompany transactions of a long-term investment nature, and the Company\u2019s \u00a3500.0\u00a0million, 6.375% Senior Subordinated Notes due 2024, which have been designated as a non-derivative net investment hedge of the Company\u2019s investment in Odeon and UCI Cinemas Holdings Limited (\u201cOdeon\u201d) are not included in net earnings. If the Company substantially liquidates its investment in a foreign entity, any
gain or loss on currency translation balance recorded in accumulated other comprehensive loss is recognized as part of a gain or loss on disposition.
Employee Benefit Plans. The Company sponsors frozen non-contributory qualified and non-qualified defined benefit pension plans in the U.S., frozen defined benefit pension plans in the U.K., and a defined benefit pension plan in Sweden that is not frozen. The Company also sponsors a postretirement deferred compensation plan and a defined contribution plan.
The following table sets forth the plans\u2019 benefit obligations and plan assets and the accrued liability for benefit costs included in the consolidated balance sheets:
U.S. Pension Benefits | International Pension Benefits | |||||||||||
Year Ended | Year Ended | |||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | ||||
Aggregated projected benefit obligation at end of period (1) | $ | (115.9) | $ | (101.1) | $ | (120.5) | $ | (98.6) | ||||
Aggregated fair value of plan assets at end of period | \u00a0 | 76.3 | \u00a0 | 63.2 | \u00a0 | 119.4 | \u00a0 | 107.2 | ||||
Net (liability) asset for benefit cost - funded status | $ | (39.6) | $ | (37.9) | $ | (1.1) | $ | 8.6 |
The Company expects to contribute $5.1 million and $0.0 million to the U.S. and International pension plans, respectively, during the calendar year 2020. The Company intends to make future cash contributions to the plans in an amount necessary to meet minimum funding requirements according to applicable benefit plan regulations.
The weighted-average assumptions used to determine benefit obligations are as follows:
U.S. Pension Benefits | International Pension Benefits | |||||||
December 31, 2019 | December 31, 2018 | December 31, 2019 | December 31, 2018 | |||||
Discount rate | \u00a0 | 3.07% | 4.12% | 1.97% | 2.86% | |||
Rate of compensation increase | \u00a0 | N/A | N/A | 2.27% | 2.19% |
The weighted-average assumptions used to determine net periodic benefit cost are as follows:
U.S. Pension Benefits | International Pension Benefits | |||||||||||
Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | December 31, | December 31, | December 31, | |||||||
\u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2017 | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2017 | |
Discount rate | \u00a0 | 4.12% | 3.42% | 3.92% | 2.86% | 2.58% | 2.70% | |||||
Weighted average expected long-term return on plan assets | \u00a0 | 6.70% | 7.00% | 7.00% | 2.99% | 2.86% | 2.85% | |||||
Rate of compensation increase | \u00a0 | N/A | N/A | N/A | 2.19% | 2.19% | 2.14% |
The offset to the pension liability is recorded in equity as a component of accumulated other comprehensive (income) loss. For further information, see Note 14\u2014Accumulated Other Comprehensive Income (Loss) for pension amounts and activity recorded in accumulated other comprehensive income.
For the years ended December 31, 2019, December 31, 2018, and December 31, 2017, net periodic benefit costs were $1.7 million, $1.1 million, and $0.6 million, respectively. The service cost component of net periodic benefit costs is recorded in general and administrative other and the non-operating component is recorded in other expense (income) in the consolidated statements of operations.
The Company\u2019s investment objectives for its U.S. defined benefit pension plan investments are: (1)\u00a0to preserve the value of its principal; (2)\u00a0to maximize a real long-term return with respect to the plan assets consistent with minimizing risk; (3)\u00a0to achieve and maintain adequate asset coverage for accrued benefits under the plan; and (4)\u00a0to
maintain sufficient liquidity for payment of the plan obligations and expenses. The Company uses a diversified allocation of equity, debt, commodity and real estate exposures that are customized to the plan\u2019s cash flow benefit needs. A weighted average targeted allocation percentage is assigned to each asset class as follows: U.S. equity securities of 43%, fixed including U.S. treasury securities and bond market funds of 27%, international equity securities of 23%, and private real estate of 7%. The international pension benefit plans do not have an established asset target allocation.
Investments in the pension plan assets are measured at fair value on a recurring basis, which is determined using quoted market prices or estimated fair values. As of December 31, 2019, for the U.S. investment portfolio 7% was valued using market prices for the underlying instruments that were observable in the market or could be derived by observable market data from independent external valuation information and 93% were valued using the net asset value per share (or its equivalent) as a practical expedient. As of December 31, 2019, for the international investment portfolio 2% was valued using quoted market prices from actively traded markets, 37% included pooled separate accounts and collective trust funds valued using market prices for the underlying instruments that were observable in the market or could be derived by observable market data from independent external valuation information, and 61% were valued using the net asset value per share (or its equivalent) as a practical expedient.
Under the defined contribution plan, the Company sponsors a voluntary 401(k) savings plan covering certain U.S. employees age 21 or older and who are not covered by a collective bargaining agreement. Under the Company\u2019s 401(k) Savings Plan, the Company matches 100% of each eligible employee\u2019s elective contributions up to 3% and 50% of contributions up to 5% of the employee\u2019s eligible compensation.
Income and Operating Taxes. The Company accounts for income taxes in accordance with ASC\u00a0740-10. Under ASC\u00a0740-10, deferred income tax effects of transactions reported in different periods for financial reporting and income tax return purposes are recorded by the asset and liability method. This method gives consideration to the future tax consequences of deferred income or expense items and recognizes changes in income tax laws in the period of enactment.
Holdings and its domestic subsidiaries file a consolidated U.S. federal income tax return and combined income tax returns in certain state jurisdictions. Foreign subsidiaries file income tax returns in foreign jurisdictions. Income taxes are determined based on separate Company computations of income or loss. Tax sharing arrangements are in place and utilized when tax benefits from affiliates in the consolidated group are used to offset what would otherwise be taxable income generated by Holdings or another affiliate.
Casualty Insurance. The Company is self-insured for general liability up to $1.0\u00a0million per occurrence and carries a $0.5\u00a0million deductible limit per occurrence for workers\u2019 compensation claims. The Company utilizes actuarial projections of its ultimate losses to calculate its reserves and expense. The actuarial method includes an allowance for adverse developments on known claims and an allowance for claims which have been incurred but which have not yet been reported. As of December\u00a031, 2019 and December\u00a031, 2018, the Company recorded casualty insurance reserves of $29.4\u00a0million and $24.9\u00a0million. The Company recorded expenses related to general liability and workers\u2019 compensation claims of $32.6\u00a0million, $25.1\u00a0million, and $22.1\u00a0million for the years ended December\u00a031, 2019, December\u00a031, 2018, and December\u00a031, 2017, respectively. Casualty insurance expense is recorded in operating expense.
Other Expense (Income): The following table sets forth the components of other expense (income):
Year Ended | |||||||||
December\u00a031, | |||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2017 | |||
Derivative liability fair value adjustment for embedded conversion feature in the Convertible Notes due 2024 | $ | (23.5) | $ | (66.4) | $ | \u2014 | |||
Derivative asset fair value adjustment for contingent call option related to the Class B common stock purchase and cancellation agreement | 17.7 | (45.0) | \u2014 | ||||||
Business interruption insurance recoveries | (1.1) | (0.4) | (0.4) | ||||||
Loss on Pound sterling forward contract | 0.9 | 0.4 | \u2014 | ||||||
Foreign currency transactions losses | 1.5 | 1.4 | (3.0) | ||||||
Non-operating components of net periodic benefit cost | 1.2 | 0.8 | 0.2 | ||||||
Loss on extinguishment of Bridge Loan | \u2014 | \u2014 | 0.4 | ||||||
Loss on repayment of indebtedness | 16.6 | \u2014 | \u2014 | ||||||
Fees related to modification of term loans | \u2014 | 0.4 | \u2014 | ||||||
Third party fees relating to Third Amendment to the Senior Secured Credit Agreement | \u2014 | \u2014 | 1.0 | ||||||
Other | \u00a0 | 0.1 | \u00a0 | 0.7 | 0.3 | ||||
Other expense (income) | $ | 13.4 | $ | (108.1) | $ | (1.5) |
Accounting Pronouncements Recently Adopted
Leases.The Company adopted the guidance of ASC\u00a0842 as of January\u00a01, 2019 using the modified retrospective transition approach with the cumulative effect recognized at the date of initial application. The comparative information in the prior year has not been adjusted and continues to be reported under ASC\u00a0840, Leases, which was the accounting standard in effect for that period. ASC\u00a0842 requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. The new standard establishes a right-of-use (\u201cROU\u201d) model that requires a lessee to recognize a lease ROU asset and lease liability on the balance sheet for all leases with a term longer than 12\u00a0months. Leases are classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the consolidated statements of operations. See Note\u00a03\u2014Leases for the required disclosures of the nature, amount, timing, and uncertainty of cash flows arising from leases.
Revenue from Contracts with Customers. The Company adopted the guidance of Accounting Standards Codification (\u201cASC\u201d)\u00a0606, Revenue from Contracts with Customers, (\u201cASC\u00a0606\u201d) as of January\u00a01, 2018 using the modified retrospective method. ASC\u00a0606 requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The Company recognized the cumulative effect of initially applying the new revenue standard as an adjustment to the opening balance of accumulated deficit. ASC\u00a0606 was applied only to contracts that were not completed at January\u00a01, 2018. The comparative information in 2017 has not been adjusted and continues to be reported under ASC 605, Revenue Recognition, which was the accounting standard in effect during 2017. See Note 2\u2014Revenue Recognition for the required disclosures of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers per the guidance in ASC\u00a0606.
Reclassification of Certain Tax Effects. In February 2018, the FASB issued ASU No. 2018-02, Income Statement \u2013 Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (\u201cASU\u00a02018-02\u201d), which allows a reclassification from accumulated other comprehensive income to accumulated deficit for stranded tax effects resulting from the U.S. Tax Cuts and Jobs Act signed into law in December\u00a02017. ASU\u00a02018-02 was effective for the Company on January\u00a01, 2019 and early adoption of the amendments was permitted, including adoption in any interim period. The Company early adopted ASU\u00a02018-02, effective January\u00a01, 2018, and recorded a reclassification related to the stranded tax effects that increased accumulated other comprehensive income and increased accumulated deficit by $5.0 million in the consolidated balance sheets as of January\u00a01, 2018. See Note\u00a014\u2014Accumulated Other Comprehensive Income (Loss) for further information.
Improving Presentation of Net Benefit Costs. In March 2017, the FASB issued ASU No. 2017-07, Compensation \u2013 Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (\u201cASU\u00a02017-07\u201d). The guidance requires the service cost component of defined benefit pension plans and other post-retirement benefit plans to be reported in the same line item as other compensation costs arising from the services rendered by the pertinent employees while the other components of net benefit cost are required to be presented in the income statement separately from the service cost component and reported outside a
subtotal of operating income. The amendments in this guidance should be applied retrospectively for the presentation of the service cost component and the other components of net benefit cost in the consolidated statements of operations. The Company adopted ASU 2017-07 effective January\u00a01, 2018 and recorded a prior period adjustment for the year ended December\u00a031, 2017 in the consolidated statements of operations to decrease general and administrative: other by $0.2\u00a0million, related to the other components of net benefit cost, with a corresponding increase to other expense (income) and decrease to other income of $0.2\u00a0million, respectively. The adoption of this guidance did not have a material impact on the Company\u2019s consolidated financial statements.
Restricted Cash in Statement of Cash Flows. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (A Consensus of the FASB Emerging Issues Task Force) (\u201cASU\u00a02016-18\u201d). ASU\u00a02016-18 requires that restricted cash be included with cash and cash equivalents when reconciling the beginning and end-of-period total amounts shown on the statement of cash flows. This guidance must be applied retrospectively to all periods presented. The Company adopted ASU\u00a02016-18 effective January\u00a01, 2018 and 2017 has been adjusted to conform to the current presentation. This guidance also requires a new disclosure to reconcile the cash balances within the consolidated statement of cash flows to the consolidated balance sheets. The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the amounts shown in the consolidated statements of cash flows:
(In millions) | December\u00a031,\u00a02019 | December 31, 2018 | December 31, 2017 | ||||||
Cash and cash equivalents | $ | 265.0 | $ | 313.3 | $ | 310.0 | |||
Restricted cash | 10.5 | 10.7 | 8.3 | ||||||
Total cash and cash equivalents and restricted cash shown in the consolidated statements of cash flows | $ | 275.5 | $ | 324.0 | $ | 318.3 |
Classification and measurement of financial instruments. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments \u2013 Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities (\u201cASU\u00a02016-01\u201d). ASU\u00a02016-01 amends various aspects of the recognition, measurement, presentation, and disclosure of financial instruments. The amendments require that equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) are to be measured at fair value with changes in fair value recognized in net income. However, an entity may choose to measure equity investments that do not have readily determinable fair values at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. The Company adopted ASU\u00a02016-01 on January\u00a01, 2018 and recorded a decrease to accumulated other comprehensive income of $0.6\u00a0million, net of tax, related to the unrealized gains on available-for-sale securities that are equity instruments with a corresponding decrease to accumulated deficit in the consolidated balance sheets as of the beginning of the year. The adoption of this guidance did not have a material impact on the Company\u2019s consolidated financial statements.
Accounting Pronouncements Issued Not Yet Adopted
Financial Instruments. In June 2016, the FASB issued ASU 2016-13, Financial Instruments \u2013 Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (\u201cASU\u00a02016-13\u201d), which provides new guidance regarding the measurement and recognition of credit impairment for certain financial assets. Such guidance will impact how the Company determines its allowance for estimated uncollectible receivables and evaluates its available-for-sale investments for impairment. ASU\u00a02016-13 is effective for the Company in the first quarter of 2020. The Company is currently evaluating the effect that ASU\u00a02016-13 will have on its consolidated financial statements and related disclosures.
Fair Value Measurement. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework\u2013Changes to the Disclosure Requirements for Fair Value Measurement (\u201cASU 2018-13\u201d), which eliminates, adds, and modifies certain disclosure requirements for fair value measurements as part of its disclosure framework project. Entities will no longer be required to disclose the amount of and reasons for transfers between Level\u00a01 and Level\u00a02 of the fair value hierarchy, but will be required to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. The fair value measurement disclosure requirements of ASU 2018-13 is effective for the Company in the first quarter of 2020.
Cloud Computing Arrangement. In August 2018, the FASB issued ASU 2018-15, Intangibles\u2013Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer\u2019s Accounting for Implementation Costs Incurred in a Cloud
Computing Arrangement That Is a Service Contract (\u201cASU 2018-15\u201d). The guidance requires a customer in a cloud computing arrangement (i.e., hosting arrangement) that is a service contract to follow the internal-use software guidance in ASC\u00a0350-40 to determine whether to capitalize certain implementation costs or expense them as incurred. ASU 2018-15 is effective for the Company in the first quarter of 2020. Early adoption is permitted. Entities have the option to apply the guidance prospectively to all implementation costs incurred after the date of adoption or retrospectively in accordance with ASC\u00a0250-10-45. The Company expects to adopt ASU 2018-15 prospectively and is currently evaluating the effect that ASU\u00a02016-15 will have on its consolidated financial statements and related disclosures.
"}]},{"name":"rpt:f-534","factDimensions":{"xbrl:concept":"us-gaap:EquityMethodInvestmentOwnershipPercentage","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","dei:LegalEntityAxis":"amch:DalianWandaGroupLtdMember"},"factValues":[{"value":"0.4985","decimals":4}]},{"name":"rpt:f-535","factDimensions":{"xbrl:concept":"amch:OwnershipPercentageOfCombinedVotingPowerHeldInParentEntity","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","dei:LegalEntityAxis":"amch:DalianWandaGroupLtdMember"},"factValues":[{"value":"0.7489","decimals":4}]},{"name":"rpt:f-536","factDimensions":{"xbrl:concept":"us-gaap:UseOfEstimates","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Use of Estimates. The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
"}]},{"name":"rpt:f-537","factDimensions":{"xbrl:concept":"us-gaap:ConsolidationPolicyTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Principles of Consolidation. The consolidated financial statements include the accounts of Holdings and all subsidiaries, as discussed above. All significant intercompany balances and transactions have been eliminated in consolidation. There are no noncontrolling interests in the Company\u2019s consolidated subsidiaries; consequently, all of its stockholders\u2019 equity, net earnings (loss) and comprehensive income (loss) for the periods presented are attributable to controlling interests. The Company manages its business under two reportable segments for its theatrical exhibition operations, U.S. Theatres and International Theatres.
"}]},{"name":"rpt:f-538","factDimensions":{"xbrl:concept":"us-gaap:NumberOfReportableSegments","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"amch:segment"},"factValues":[{"value":"2"}]},{"name":"rpt:f-539","factDimensions":{"xbrl:concept":"us-gaap:RevenueFromContractWithCustomerPolicyTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Revenues. The Company recognizes revenue, net of sales tax, when it satisfies a performance obligation by transferring control over a product or service to a customer. Admissions and food and beverage revenues are recognized at a point in time when a film is exhibited to a customer and when a customer takes possession of food and beverage offerings. The Company defers 100% of the revenue associated with the sales of gift cards and exchange tickets until such time as the items are redeemed or estimated income from non-redemption is recorded.
The Company recognizes income from non-redeemed or partially redeemed gift cards in proportion to the pattern of rights exercised by the customer (\u201cproportional method\u201d) where it applies an estimated non-redemption rate for its gift card sales channels, which range from 12% to 18% of the current month sales of gift cards, and the Company recognizes in other theatre revenues the total amount of expected income for non-redemption for that current month\u2019s sales as income over the next 24 months in proportion to the pattern of actual redemptions. The Company has determined its non-redeemed rates and redemption patterns using data accumulated over ten years. Prior to January\u00a01, 2018, income for non-redeemed exchange tickets were recognized 18\u00a0months after purchase when the redemption of these items was determined to be remote. At January\u00a01, 2018, the Company changed its method for recognizing income from non-redeemed exchange tickets to the proportional method, where it applies a non-redemption rate of 10% to the current month sales, and the Company recognizes the total amount of income for that current month\u2019s sales as income over the next 24\u00a0months in proportion to the pattern of actual redemptions. Management believes the estimate is supported by its continued development of redemption history and that it is reflective of management\u2019s current best estimate. The adoption of the proportional method of recognizing income from non-redeemed exchange tickets did not have a material impact on the Company\u2019s consolidated financial statements.
Prior to January\u00a01, 2018, the Company recorded online ticket fee revenues net of third-party commission or service fees. In accordance with ASC\u00a0606 guidance, the Company believes that it is a principal (as opposed to agent) in the arrangement with third-party internet ticketing companies in regard to the sale of online tickets because the Company controls the online tickets before they are transferred to the customer. Upon adoption of ASC\u00a0606 on January\u00a01, 2018,
the Company recognizes ticket fee revenues based on a gross transaction price. The online ticket fee revenues and the third-party commission or service fees are recorded in the line items other theatre revenues and operating expense, respectively, in the consolidated statements of operations. These changes did not have any impact on net income or cash flows from operations.
"}]},{"name":"rpt:f-540","factDimensions":{"xbrl:concept":"amch:RevenueRecognitionDeferredPercentage","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"1","decimals":2}]},{"name":"rpt:f-541","factDimensions":{"xbrl:concept":"amch:NonRedemptionRateOnGiftCards","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","srt:RangeAxis":"srt:MinimumMember"},"factValues":[{"value":"0.12","decimals":2}]},{"name":"rpt:f-542","factDimensions":{"xbrl:concept":"amch:NonRedemptionRateOnGiftCards","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","srt:RangeAxis":"srt:MaximumMember"},"factValues":[{"value":"0.18","decimals":2}]},{"name":"rpt:f-543","factDimensions":{"xbrl:concept":"amch:PeriodOverWhichTotalAmountOfBreakageForCurrentMonthSalesInProportionToPatternOfActualRedemptionsIsRecognized","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"P24Y"}]},{"name":"rpt:f-544","factDimensions":{"xbrl:concept":"amch:PeriodDuringWhichBreakageOfPackagedTicketsContinuesToBeRecognizedAsRedemptionIfNotUsedAfterBeingPurchased","xbrl:period":"2017-01-01T00:00:00/2018-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"P18M"}]},{"name":"rpt:f-545","factDimensions":{"xbrl:concept":"amch:NonRedemptionRateOnGiftCards","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"0.10","decimals":2}]},{"name":"rpt:f-546","factDimensions":{"xbrl:concept":"amch:PeriodOverWhichTotalAmountOfBreakageForCurrentMonthSalesInProportionToPatternOfActualRedemptionsIsRecognized","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"P24Y"}]},{"name":"rpt:f-547","factDimensions":{"xbrl:concept":"us-gaap:FilmCostsPolicyPolicyTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Film Exhibition Costs. Film exhibition costs are accrued based on the applicable box office receipts and estimates of the final settlement to the film licensors. Film exhibition costs include certain advertising costs. As of December\u00a031, 2019 and December\u00a031, 2018, the Company recorded film payables of $166.5\u00a0million and $168.6\u00a0million, respectively, which are included in accounts payable in the accompanying consolidated balance sheets.
"}]},{"name":"rpt:f-548","factDimensions":{"xbrl:concept":"amch:FilmExhibitionCostPayable","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"166500000","decimals":-5}]},{"name":"rpt:f-549","factDimensions":{"xbrl:concept":"amch:FilmExhibitionCostPayable","xbrl:period":"2019-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"168600000","decimals":-5}]},{"name":"rpt:f-550","factDimensions":{"xbrl:concept":"amch:FoodAndBeverageCostsPolicyTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Food and Beverage Costs. The Company records rebate payments from vendors as a reduction of food and beverage costs when earned.
"}]},{"name":"rpt:f-551","factDimensions":{"xbrl:concept":"amch:ScreenAdvertisingPolicyTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Exhibitor Services Agreement. The Company recognizes advertising revenues, which are included in other theatre revenues in the consolidated statements of operations, when it satisfies a performance obligation by transferring a promised good or service to the customers. The advertising contracts with customers generally consist of a series of distinct periods of service, satisfied over time, to provide rights to advertising services. The Company\u2019s Exhibitor Services Agreement (\u201cESA\u201d) with NCM includes a significant financing component due to the significant length of time between receiving the non-cash consideration and fulfilling the performance obligation. The Company receives the non-cash consideration in the form of common membership units from NCM, in exchange for rights to exclusive access to the Company\u2019s theatre screens and attendees through February\u00a02037. Upon adoption of ASC\u00a0606, Revenue from Contracts with Customers (\u201cASC 606\u201d) on January 1, 2018, the Company\u2019s advertising revenues have significantly increased with a similar offsetting increase in non-cash interest expense, which is recorded to non-cash NCM exhibitor service agreement in the consolidated statements of operations. Upon adoption of ASC\u00a0606 and pursuant to the calculation requirements for the time value of money, the amortization method reflects the front-end loading of the significant financing component where more interest expense is recognized earlier during the term of the agreement than the back-end recognition of the deferred revenue amortization where more revenue is recognized later in the term of the agreement. See Note\u00a06\u2014Investments for further information regarding the common unit adjustment and the fair value measurement of the non-cash consideration. The interest expense was calculated using discount rates that ranged from 6.5% to 8.5%, which are the rates at which the Company believes it could borrow in separate financing transactions. The Company recognized a cumulative effect transition adjustment of initially applying ASC\u00a0606 by increasing accumulated deficit on January\u00a01, 2018 by approximately $52.9\u00a0million, including income tax effect of $0, as a result of this change. These changes did not have any impact on the Company\u2019s cash flows from operations.
"}]},{"name":"rpt:f-552","factDimensions":{"xbrl:concept":"us-gaap:InvestmentInterestRate","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","srt:RangeAxis":"srt:MinimumMember"},"factValues":[{"value":"0.065","decimals":3}]},{"name":"rpt:f-553","factDimensions":{"xbrl:concept":"us-gaap:InvestmentInterestRate","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","srt:RangeAxis":"srt:MaximumMember"},"factValues":[{"value":"0.085","decimals":3}]},{"name":"rpt:f-554","factDimensions":{"xbrl:concept":"us-gaap:CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption","xbrl:period":"2018-01-02T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"52900000","decimals":-5}]},{"name":"rpt:f-555","factDimensions":{"xbrl:concept":"us-gaap:CumulativeEffectOnRetainedEarningsTax1","xbrl:period":"2018-01-01T00:00:00/2018-01-02T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"0","decimals":-5}]},{"name":"rpt:f-556","factDimensions":{"xbrl:concept":"amch:CustomerFrequencyProgramPolicyTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Customer Engagement Programs. AMC Stubs\u00ae is a customer loyalty program for the U.S. market which allows members to earn rewards, receive discounts and participate in exclusive members-only offerings and services. It features both a traditional paid tier called AMC Stubs PremiereTM, with a $15.00 annual membership fee, and a non-paid tier called AMC Stubs\u00ae InsiderTM. Both programs reward loyal guests for their patronage of AMC Theatres. Rewards earned are redeemable on future purchases at AMC locations. Once an AMC Stubs PremiereTM or AMC Stubs InsiderTM member accumulates 5,000 points they will earn a $5.00 virtual reward.
The portion of the admissions and food and beverage revenues attributed to the rewards is deferred as a reduction of admissions and food and beverage revenues and is allocated between admissions and food and beverage revenues based on expected member redemptions. Upon redemption, deferred rewards are recognized as revenues along with associated cost of goods. Converted rewards not redeemed within nine months are forfeited and recognized as admissions or food and beverage revenues. Prior to January\u00a01, 2018, rewards for expired memberships were forfeited based upon specified periods of inactivity of the membership and recognized as admissions or food and beverage revenues. As of January\u00a01, 2018, the Company changed its method for recognizing forfeited rewards from the remote method to the proportional method, where the Company estimates point breakage in assigning value to the points at the time of sale based on historical trends. The program\u2019s annual membership fee is allocated to the material rights for discounted or free products and services and is initially deferred, net of estimated refunds, and recognized as the rights are redeemed based on estimated utilization, over the one-year membership period in admissions, food and beverage, and other revenues. A portion of the revenues related to a material right are deferred as a virtual rewards performance obligation using the relative standalone selling price method and are recognized as the rights are redeemed or expire.
On June 20, 2018, the Company announced the launch of AMC Stubs\u00ae A-List, a new tier of the AMC Stubs\u00ae loyalty program. This program offers guests a unique subscription pricing structure for admission to movies at AMC up to three times per week including multiple movies per day and repeat visits to already seen movies for the monthly price
of between $19.95 and $23.95 depending upon geographic market. Revenue is recognized ratably over the enrollment period.
"}]},{"name":"rpt:f-557","factDimensions":{"xbrl:concept":"amch:CustomerLoyaltyProgramInsiderTierAnnualMembershipFee","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"15.00","decimals":2}]},{"name":"rpt:f-558","factDimensions":{"xbrl:concept":"amch:CustomerLoyaltyProgramPremiereTierMinimumPointsRequiredForAward","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"amch:item"},"factValues":[{"value":"5000"}]},{"name":"rpt:f-559","factDimensions":{"xbrl:concept":"amch:CustomerLoyaltyProgramPremiereTierVirtualAward","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"5.00","decimals":2}]},{"name":"rpt:f-560","factDimensions":{"xbrl:concept":"amch:CustomerLoyaltyProgramAmcStubsMonthlyMembershipFee","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:RangeAxis":"srt:MinimumMember"},"factValues":[{"value":"19.95","decimals":2}]},{"name":"rpt:f-561","factDimensions":{"xbrl:concept":"amch:CustomerLoyaltyProgramAmcStubsMonthlyMembershipFee","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:RangeAxis":"srt:MaximumMember"},"factValues":[{"value":"23.95","decimals":2}]},{"name":"rpt:f-562","factDimensions":{"xbrl:concept":"us-gaap:AdvertisingCostsPolicyTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Advertising Costs. The Company expenses advertising costs as incurred and does not have any direct-response advertising recorded as assets. Advertising costs were $42.6 million, $45.4 million, and $39.9 million for the years ended December\u00a031, 2019, December\u00a031, 2018, and December\u00a031, 2017, respectively, and are recorded in operating expense in the accompanying consolidated statements of operations.
"}]},{"name":"rpt:f-563","factDimensions":{"xbrl:concept":"us-gaap:AdvertisingExpense","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"42600000","decimals":-5}]},{"name":"rpt:f-564","factDimensions":{"xbrl:concept":"us-gaap:AdvertisingExpense","xbrl:period":"2018-01-01T00:00:00/2019-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"45400000","decimals":-5}]},{"name":"rpt:f-565","factDimensions":{"xbrl:concept":"us-gaap:AdvertisingExpense","xbrl:period":"2017-01-01T00:00:00/2018-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"39900000","decimals":-5}]},{"name":"rpt:f-566","factDimensions":{"xbrl:concept":"us-gaap:CashAndCashEquivalentsPolicyTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Cash and Equivalents. All highly liquid debt instruments and investments purchased with an original maturity of three months or less are classified as cash equivalents.
"}]},{"name":"rpt:f-567","factDimensions":{"xbrl:concept":"us-gaap:DerivativesPolicyTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Derivative Asset and Liability. The Company remeasures the derivative asset related to its contingent call option to acquire shares of its Class B common stock at no additional cost and the derivative liability related to the conversion feature in its Senior Unsecured Convertible Notes due 2024 at fair value each reporting period with changes in fair value recorded in the consolidated statement of operations. The Company has obtained independent third-party valuation studies to assist in determining fair value. The Company\u2019s valuation studies use a Monte Carlo simulation approach and are based on significant inputs not observable in the market and thus represent level 3 measurements within the fair value measurement hierarchy. The Company\u2019s common stock price at the end of each reporting period as well as the remaining amount of time until expiration for the contingent call option and conversion feature are key inputs for the estimation of fair value that are expected to change each reporting period. The Company recorded other expense (income) related to its derivative asset fair value of $17.7 million and $(45.0) million during the years ended December 31, 2019 and December 31, 2018, respectively, and other expense (income) related to its derivative liability fair value of $(23.5) million and $(66.4) million during the years ended December 31, 2019 and December 31, 2018, respectively. See Note\u00a08\u2014Corporate Borrowings and Finance Lease Obligations, Note\u00a09\u2014Stockholders\u2019 Equity and Note\u00a012\u2014Fair Value Measurements for further discussions.
"}]},{"name":"rpt:f-568","factDimensions":{"xbrl:concept":"amch:DerivativeAssetFairValueAdjustment","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:SEK"},"factValues":[{"value":"-17700000","decimals":-5}]},{"name":"rpt:f-569","factDimensions":{"xbrl:concept":"amch:DerivativeAssetFairValueAdjustment","xbrl:period":"2018-01-01T00:00:00/2019-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:SEK"},"factValues":[{"value":"45000000.0","decimals":-5}]},{"name":"rpt:f-570","factDimensions":{"xbrl:concept":"amch:DerivativeLiabilityFairValueAdjustment","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:SEK"},"factValues":[{"value":"23500000","decimals":-5}]},{"name":"rpt:f-571","factDimensions":{"xbrl:concept":"amch:DerivativeLiabilityFairValueAdjustment","xbrl:period":"2018-01-01T00:00:00/2019-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:SEK"},"factValues":[{"value":"66400000","decimals":-5}]},{"name":"rpt:f-572","factDimensions":{"xbrl:concept":"us-gaap:GoodwillAndIntangibleAssetsIntangibleAssetsPolicy","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Intangible Assets. Intangible assets were recorded at fair value for intangible assets resulting from the acquisition of Holdings by Wanda on August\u00a030, 2012 and other theatre acquisitions. Intangible assets are comprised of amounts assigned to theatre leases acquired under favorable terms, management contracts, a contract with an equity method investee, and a non-compete agreement, each of which are being amortized on a straight-line basis over the estimated remaining useful lives of the assets. Favorable leases that were previously classified as intangible assets were reclassified as an addition to the opening right-of-use (\u201cROU\u201d) asset balances, as a result of adopting ASC\u00a0842, Leases, (\u201cASC 842\u201d) on January 1, 2019. Trademark and trade names are considered either definite or indefinite-lived intangible assets. Indefinite-lived intangible assets are not amortized but rather evaluated for impairment annually.
The Company first assesses the qualitative factors to determine whether the existence of events and circumstances indicate that it is more likely than not the fair value of an indefinite-lived intangible asset is less than its carrying amount as a basis for determining whether it is necessary to perform the quantitative impairment test. As a result, there were intangible asset impairment charges incurred during the years ended December\u00a031, 2019, December\u00a031, 2018, and December\u00a031, 2017.
"}]},{"name":"rpt:f-573","factDimensions":{"xbrl:concept":"us-gaap:InvestmentPolicyTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Investments. The Company accounts for its investments in non-consolidated entities using either the cost or equity methods of accounting as appropriate, and has recorded the investments within other long-term assets in its consolidated balance sheets. Equity earnings and losses are recorded when the Company\u2019s ownership interest provides the Company with significant influence. The Company follows the guidance in ASC\u00a0323-30-35-3, investment in a limited liability company, which prescribes the use of the equity method for investments where the Company has significant influence. The Company classifies gains and losses on sales of investments or impairments accounted for using the cost method in investment income. Gains and losses on cash sales are recorded using the weighted average cost of all interests in the investments. Gains and losses related to non-cash negative common unit adjustments are recorded using the weighted average cost of those units in NCM. See Note\u00a06\u2014Investments for further discussion of the Company\u2019s investments in NCM. As of December\u00a031, 2019, the Company holds equity method investments comprised of a 18.2% interest in SV Holdco LLC (\u201cSV Holdco\u201d), a joint venture that markets and sells cinema advertising and promotions through Screenvision; a 50.0% interest in Digital CineMedia Ltd. (\u201cDCM\u201d), a joint venture that provides advertising services in International markets; a 32.0% interest in AC JV, LLC (\u201cAC JV\u201d), a joint venture that owns Fathom Events offering alternative content for motion picture screens; a 29.0% interest in Digital Cinema Implementation Partners, LLC (\u201cDCIP\u201d), a joint venture charged with implementing digital cinema in the Company\u2019s theatres; a 14.6% interest in Digital Cinema Distribution Coalition, LLC (\u201cDCDC\u201d), a satellite distribution network for feature films and other digital cinema content; a 10.0% interest in Saudi Cinema Company LLC (\u201cSCC\u201d); a 50%
ownership interest in four U.S. motion picture theatres and approximately 50% ownership interest in 55 theatres in Europe. Indebtedness held by equity method investees is non-recourse to the Company.
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The Company\u2019s recorded goodwill was $4,789.1\u00a0million and $4,788.7\u00a0million as of December\u00a031, 2019 and December\u00a031, 2018, respectively. The Company evaluates goodwill and its indefinite-lived trademark and trade names for impairment annually as of the beginning of the fourth quarter and any time an event occurs or circumstances change that would more likely than not reduce the fair value for a reporting unit below its carrying amount. A decline in the common stock price and the resulting impact on market capitalization is one of several factors considered when making this evaluation. Based on recent sustained declines in the trading price of the Company\u2019s Class A common stock, the Company performed a quantitative goodwill impairment test of the Domestic and International reporting units as of September 30, 2019.
In performing the annual impairment test, the Company has an option to first assess the qualitative factors to determine whether it is more likely than not that the fair value of its reporting units are less than the carrying values. Otherwise, the Company must perform a quantitative impairment test. The impairment test for goodwill involves estimating the fair value of the reporting unit and comparing that value to its carrying value. If the estimated fair value of the reporting unit is less than its carrying value, the difference is recorded as goodwill impairment charge, not to exceed the total amount of goodwill allocated to that reporting unit. In performing the quantitative goodwill impairment test as of September 30, 2019, the Company used an enterprise value approach to measure fair value of the reporting units, as compared to an equity value approach used previously. This change in estimate is preferable due to the impact of the change in the capital structure of the Domestic Theatres reporting unit late in the third quarter of 2018 as a result of the issuance of $600 million of the Company\u2019s Senior Unsecured Notes due 2024, the negative equity value carrying amount for the Domestic Theatres reporting unit, and the decline in the market capitalization since May 2019, which has increased the Company\u2019s leverage ratio. See additional discussion in Note 6\u2014Corporate Borrowings.
The enterprise fair values of the Domestic Theatres and International Theatres reporting units exceeded their carrying values by approximately 9.9% and 11.8%, respectively. Accordingly, there was no goodwill impairment recorded as of September 30, 2019. In accordance with ASC 350-20-35-30, goodwill of a reporting unit shall be tested for impairment between annual tests if an event occurs or circumstances change that would more likely than not reduce the fair value of a reporting unit below its carrying amount. The Company performed an assessment to determine whether there were any events or changes in circumstances that would warrant an interim ASC 350 impairment analysis as of December 31, 2019. Given the further decline in the Company\u2019s stock price during the fourth quarter of 2019, the Company performed a qualitative impairment test to evaluate whether it is more likely than not that the fair value of its two reporting units are less than their respective carrying amounts as of December 31, 2019. The Company compared its projected financial information and assumptions utilized in the quantitative analysis as of September 30, 2019 to the fourth quarter results noting operating performance is consistent with the projections and there have been no other changes which would impact management\u2019s conclusion that the fair values of its reporting units exceed their carrying values. The Company also observed that its estimated fair value of its corporate borrowings and finance lease obligations remained relatively consistent from September 30, 2019 to December 31, 2019, which represents approximately 80% of the Company\u2019s market enterprise value. The Company observed higher enterprise value control premiums for a recent acquisition agreement in its industry than those utilized for the market approach. In considering the totality of the aforementioned factors together with the excess of fair value over carrying value calculated in both its reporting units in the previous impairment test, the Company has concluded that it is not more likely than not that the fair values of its two reporting units have been reduced below their respective carrying amounts. As a result, the Company concluded that an interim quantitative impairment test as of December 31, 2019 was not required. The Domestic Theatres reporting unit to which $3.1 billion of goodwill is allocated had a negative equity value carrying amount as of December 31, 2019.
As of December\u00a031, 2018, the Company assessed qualitative factors for both of its reporting units and reached a determination that it is not more likely than not that the fair value of the Company\u2019s reporting units are less than their carrying values, and therefore no impairment charge was incurred. In addition, the Company performed its annual
impairment analysis during the fourth quarter of calendar\u00a02018 and the third quarter and fourth quarter of calendar\u00a02017. In all of these impairment tests, the Company reached a determination that there was no goodwill impairment.
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"}]},{"name":"rpt:f-597","factDimensions":{"xbrl:concept":"us-gaap:AccountsPayableAndAccruedLiabilitiesDisclosureTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Accounts Payable. Under the Company\u2019s cash management system, checks issued but not presented to banks frequently result in book overdraft balances for accounting purposes and are classified within accounts payable in the balance sheet. The change in book overdrafts are reported as a component of operating cash flows for accounts payable as they do not represent bank overdrafts. The amount of these checks included in accounts payable as of December\u00a031, 2019 and December\u00a031, 2018 was $40.9\u00a0million and $42.6\u00a0million, respectively.
"}]},{"name":"rpt:f-598","factDimensions":{"xbrl:concept":"us-gaap:BankAcceptancesExecutedAndOutstanding","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"40900000","decimals":-5}]},{"name":"rpt:f-599","factDimensions":{"xbrl:concept":"us-gaap:BankAcceptancesExecutedAndOutstanding","xbrl:period":"2019-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"42600000","decimals":-5}]},{"name":"rpt:f-600","factDimensions":{"xbrl:concept":"us-gaap:LesseeLeasesPolicyTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Leases. The Company adopted ASC\u00a0842 on January\u00a01, 2019 using the modified retrospective transition method; and therefore, the comparative information has not been adjusted for the years ended December 31, 2018 and December 31, 2017 or as of December\u00a031, 2018. Upon transition to the new standard, the Company elected the package of practical expedients, which permitted the Company not to reassess under the new standard its prior conclusions about lease identification, lease classification and initial direct costs.
The Company leases theatres and equipment under operating and finance leases. The majority of the Company\u2019s operations are conducted in premises occupied under lease agreements with initial base terms ranging generally from to 15 years, with certain leases containing options to extend the leases for up to an additional . The Company typically does not believe that exercise of the renewal options is reasonably assured at the inception of the lease agreements and, therefore, considers the initial base term as the lease term. Lease terms vary but generally the leases provide for fixed and escalating rentals, contingent escalating rentals based on the Consumer Price Index and other indexes not to exceed certain specified amounts and variable rentals based on a percentage of revenues. The Company often receives contributions from landlords for renovations at existing locations. The Company records the amounts received from landlords as an adjustment to the right-of-use asset and amortizes the balance as a reduction to rent expense over the base term of the lease agreement.
Operating lease right-of-use assets and lease liabilities were recognized at commencement date based on the present value of minimum lease payments over the remaining lease term. The minimum lease payments include base rent and other fixed payments, including fixed maintenance costs. The Company\u2019s leases have remaining lease terms of approximately 1 year to 25\u00a0years, which may include the option to extend the lease when it is reasonably certain the Company will exercise that option. The present value of the lease payments is calculated using the incremental borrowing rate for operating leases, which was determined using a portfolio approach based on the rate of interest that the Company would have to pay to borrow an amount equal to the lease payments on a collateralized basis over a similar term. Operating lease expense is recognized on a straight-line basis over the lease term.
The Company elected the practical expedient to not separate lease and non-lease components and also elected the short-term practical expedient for all leases that qualify. As a result, the Company will not recognize right-of-use assets or liabilities for short-term leases that qualify for the short-term practical expedient, but instead will recognize the lease payments as lease cost on a straight-line basis over the lease term. The Company\u2019s lease agreements do not contain residual value guarantees. Short-term leases and sublease arrangements are immaterial. Equipment leases primarily consist of digital projectors and food and beverage equipment.
As a result of adopting ASC\u00a0842, the Company\u2019s consolidated balance sheet includes additional operating lease ROU assets and total operating lease liabilities of $4,796.0\u00a0million and $5,499.6\u00a0million, respectively, at December\u00a031, 2019. The difference between the lease ROU assets and total lease liabilities upon initial measurement at January\u00a01, 2019 was primarily due to the reclassification of: (i)\u00a0deferred rent, landlord allowances, unfavorable lease balances, and theatre closure liabilities previously recorded in other long-term liabilities; (ii)\u00a0current portions of theatre closure liabilities previously recorded in accrued expenses and other liabilities; (iii)\u00a0favorable lease balances previously recorded in intangible assets; and, (iv)\u00a0prepaid rents recorded in other current assets within the consolidated balance sheets as an offset or addition to the opening lease ROU asset balances, as required by ASC\u00a0842.
"}]},{"name":"rpt:f-601","factDimensions":{"xbrl:concept":"us-gaap:LesseeOperatingLeaseTermOfContract","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","srt:RangeAxis":"srt:MaximumMember"},"factValues":[{"value":"P15Y"}]},{"name":"rpt:f-602","factDimensions":{"xbrl:concept":"amch:LesseeOperatingLeaseRemainingLeaseTerm","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","srt:RangeAxis":"srt:MinimumMember"},"factValues":[{"value":"P1Y"}]},{"name":"rpt:f-603","factDimensions":{"xbrl:concept":"amch:LesseeOperatingLeaseRemainingLeaseTerm","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","srt:RangeAxis":"srt:MaximumMember"},"factValues":[{"value":"P25Y"}]},{"name":"rpt:f-604","factDimensions":{"xbrl:concept":"amch:TotalLeaseAssets","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"4796000000.0","decimals":-5}]},{"name":"rpt:f-605","factDimensions":{"xbrl:concept":"amch:TotalLeaseLiabilities","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"5499600000","decimals":-5}]},{"name":"rpt:f-606","factDimensions":{"xbrl:concept":"us-gaap:SaleLeasebackTransactionsPolicy","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Sale Leaseback Transactions. Prior to adopting ASC 842 on January 1, 2019, the Company deferred gains on sale leaseback transactions and amortized the gains over the remaining lease term. Losses on sale leaseback transactions were recognized at the time of sale if the fair value of the property sold is less than the net book value of the property. On June\u00a018, 2018, the Company completed the sale leaseback of the real estate assets associated with one theatre for proceeds, net of closing costs, of $50.1\u00a0million and the deferred gain on the sale was approximately $27.3\u00a0million. On September\u00a014, 2017, the Company completed the sale leaseback of the real estate assets associated with seven theatres for proceeds net of closing costs of $128.4\u00a0million and the deferred gain on sale was approximately $78.2\u00a0million. On December\u00a018, 2017, the Company completed the sale leaseback of the real estate assets associated with one theatre for proceeds net of closing costs of $7.8\u00a0million. The loss on sale of $0.5\u00a0million was recognized immediately. Upon adoption ASC 842 on January 1, 2019, the unamortized deferred gains related to these transactions of $102.4\u00a0million were reclassified as a cumulative effect adjustment to accumulated deficit.
"}]},{"name":"rpt:f-607","factDimensions":{"xbrl:concept":"amch:NumberOfTheatresSold","xbrl:period":"2018-06-18T00:00:00/2018-06-19T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"amch:item"},"factValues":[{"value":"1"}]},{"name":"rpt:f-608","factDimensions":{"xbrl:concept":"us-gaap:SaleLeasebackTransactionNetProceedsInvestingActivities","xbrl:period":"2018-06-18T00:00:00/2018-06-19T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"50100000","decimals":-5}]},{"name":"rpt:f-609","factDimensions":{"xbrl:concept":"us-gaap:SaleLeasebackTransactionDeferredGainGross","xbrl:period":"2018-06-19T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"27300000","decimals":-5}]},{"name":"rpt:f-610","factDimensions":{"xbrl:concept":"amch:NumberOfTheatresSold","xbrl:period":"2017-09-14T00:00:00/2017-09-15T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"amch:item"},"factValues":[{"value":"7"}]},{"name":"rpt:f-611","factDimensions":{"xbrl:concept":"us-gaap:SaleLeasebackTransactionNetProceedsInvestingActivities","xbrl:period":"2017-09-14T00:00:00/2017-09-15T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"128400000","decimals":-5}]},{"name":"rpt:f-612","factDimensions":{"xbrl:concept":"us-gaap:SaleLeasebackTransactionDeferredGainGross","xbrl:period":"2017-09-15T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"78200000","decimals":-5}]},{"name":"rpt:f-613","factDimensions":{"xbrl:concept":"amch:NumberOfTheatresSold","xbrl:period":"2017-12-18T00:00:00/2017-12-19T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"amch:item"},"factValues":[{"value":"1"}]},{"name":"rpt:f-614","factDimensions":{"xbrl:concept":"us-gaap:SaleLeasebackTransactionOtherPaymentsRequired","xbrl:period":"2017-12-18T00:00:00/2017-12-19T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"7800000","decimals":-5}]},{"name":"rpt:f-615","factDimensions":{"xbrl:concept":"amch:Saleleasebackcurrentperiodgainlossrecognized","xbrl:period":"2017-12-18T00:00:00/2017-12-19T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"-500000","decimals":-5}]},{"name":"rpt:f-616","factDimensions":{"xbrl:concept":"us-gaap:SaleLeasebackTransactionDeferredGainGross","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"102400000","decimals":-5}]},{"name":"rpt:f-617","factDimensions":{"xbrl:concept":"us-gaap:ImpairmentOrDisposalOfLongLivedAssetsPolicyTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Impairment of Long-lived Assets. The Company reviews long-lived assets, including definite-lived intangibles and theatre assets (including operating lease right-of-use assets) whenever events or changes in circumstances indicate that the carrying amount of the asset group may not be fully recoverable. The Company identifies impairments related to internal use software when management determines that the remaining carrying value of the software will not be realized through future use. The Company evaluates events or circumstances, including competition in the markets where it operates, that would indicate the carrying value of theatre assets may not be fully recoverable. If an event or circumstance is identified indicating carrying value may not be recoverable, the sum of future undiscounted cash flows is compared to the carrying value. If the carrying value exceeds the future undiscounted cash flows, the carrying value of the asset is reduced to fair value, with the difference recognized as an impairment charge. Assets are evaluated for impairment on an individual theatre basis, which management believes is the lowest level for which there are identifiable cash flows. The Company evaluates theatres using historical and projected data of theatre level cash flow as its primary indicator of potential impairment and considers the seasonality of its business when making these evaluations. The fair value of assets is determined as either the expected selling price less selling costs (where appropriate) or the present value of the estimated future cash flows, adjusted as necessary for market participant factors.
There is considerable management judgment necessary to determine the estimated future cash flows and fair values of the Company\u2019s theatres and other long-lived assets, and, accordingly, actual results could vary significantly from such estimates, which fall under Level\u00a03 within the fair value measurement hierarchy, see Note\u00a012\u2014Fair Value Measurements.
The following table summarizes the Company\u2019s assets that were impaired:
Year Ended | ||||||||||
December\u00a031, | December\u00a031, | December\u00a031, | ||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2017 | \u00a0 | |||
Impairment of long-lived assets | $ | 84.3 | $ | 13.8 | $ | 43.6 | ||||
Investment expense | 3.6 | \u2014 | \u2014 | |||||||
Total impairment loss | $ | 87.9 | $ | 13.8 | $ | 43.6 |
During calendar\u00a02019, the Company recorded an impairment of long-lived assets loss of $84.3\u00a0million on 40 theatres in the U.S. markets with 512\u00a0screens and 14\u00a0theatres with 148\u00a0screens in the International markets, which was related to property held and used, operating lease right-of-use assets, and a U.S. property held and not used in other long-term assets. In addition, the Company recorded an impairment loss of $3.6 million within investment expense (income), related to an equity interest investment without a readily determinable fair value accounted for under the cost method. During calendar\u00a02018, the Company recorded an impairment of long-lived assets loss of $13.8\u00a0million on 13 theatres in the U.S. markets with 150\u00a0screens and 15\u00a0theatres with 118\u00a0screens in the International markets which was related to property held and used. During calendar\u00a02017, the Company recorded an impairment of long-lived assets loss of $43.6\u00a0million on 12 theatres in the U.S. markets with 179 screens which was related to property held and used.
"}]},{"name":"rpt:f-618","factDimensions":{"xbrl:concept":"us-gaap:DetailsOfImpairmentOfLongLivedAssetsHeldAndUsedByAssetTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Year Ended | ||||||||||
December\u00a031, | December\u00a031, | December\u00a031, | ||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2017 | \u00a0 | |||
Impairment of long-lived assets | $ | 84.3 | $ | 13.8 | $ | 43.6 | ||||
Investment expense | 3.6 | \u2014 | \u2014 | |||||||
Total impairment loss | $ | 87.9 | $ | 13.8 | $ | 43.6 |
Foreign Currency Translation. Operations outside the United States are generally measured using the local currency as the functional currency. Assets and liabilities are translated at the rates of exchange at the balance sheet date. Income and expense items are translated at average rates of exchange. The resultant translation adjustments are included in foreign currency translation adjustment, a separate component of accumulated other comprehensive income (loss). Gains and losses from foreign currency transactions, except those intercompany transactions of a long-term investment nature, and the Company\u2019s \u00a3500.0\u00a0million, 6.375% Senior Subordinated Notes due 2024, which have been designated as a non-derivative net investment hedge of the Company\u2019s investment in Odeon and UCI Cinemas Holdings Limited (\u201cOdeon\u201d) are not included in net earnings. If the Company substantially liquidates its investment in a foreign entity, any
gain or loss on currency translation balance recorded in accumulated other comprehensive loss is recognized as part of a gain or loss on disposition.
"}]},{"name":"rpt:f-641","factDimensions":{"xbrl:concept":"us-gaap:DebtInstrumentFaceAmount","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:GBP","us-gaap:DebtInstrumentAxis":"amch:SeniorSubordinatedNotes6.375PercentDue2024Member"},"factValues":[{"value":"500000000.0","decimals":-5}]},{"name":"rpt:f-642","factDimensions":{"xbrl:concept":"us-gaap:DebtInstrumentInterestRateStatedPercentage","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","us-gaap:DebtInstrumentAxis":"amch:SeniorSubordinatedNotes6.375PercentDue2024Member"},"factValues":[{"value":"0.06375","decimals":5}]},{"name":"rpt:f-643","factDimensions":{"xbrl:concept":"amch:EmployeeBenefitPlansPolicyTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Employee Benefit Plans. The Company sponsors frozen non-contributory qualified and non-qualified defined benefit pension plans in the U.S., frozen defined benefit pension plans in the U.K., and a defined benefit pension plan in Sweden that is not frozen. The Company also sponsors a postretirement deferred compensation plan and a defined contribution plan.
The following table sets forth the plans\u2019 benefit obligations and plan assets and the accrued liability for benefit costs included in the consolidated balance sheets:
U.S. Pension Benefits | International Pension Benefits | |||||||||||
Year Ended | Year Ended | |||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | ||||
Aggregated projected benefit obligation at end of period (1) | $ | (115.9) | $ | (101.1) | $ | (120.5) | $ | (98.6) | ||||
Aggregated fair value of plan assets at end of period | \u00a0 | 76.3 | \u00a0 | 63.2 | \u00a0 | 119.4 | \u00a0 | 107.2 | ||||
Net (liability) asset for benefit cost - funded status | $ | (39.6) | $ | (37.9) | $ | (1.1) | $ | 8.6 |
The Company expects to contribute $5.1 million and $0.0 million to the U.S. and International pension plans, respectively, during the calendar year 2020. The Company intends to make future cash contributions to the plans in an amount necessary to meet minimum funding requirements according to applicable benefit plan regulations.
The weighted-average assumptions used to determine benefit obligations are as follows:
U.S. Pension Benefits | International Pension Benefits | |||||||
December 31, 2019 | December 31, 2018 | December 31, 2019 | December 31, 2018 | |||||
Discount rate | \u00a0 | 3.07% | 4.12% | 1.97% | 2.86% | |||
Rate of compensation increase | \u00a0 | N/A | N/A | 2.27% | 2.19% |
The weighted-average assumptions used to determine net periodic benefit cost are as follows:
U.S. Pension Benefits | International Pension Benefits | |||||||||||
Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | December 31, | December 31, | December 31, | |||||||
\u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2017 | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2017 | |
Discount rate | \u00a0 | 4.12% | 3.42% | 3.92% | 2.86% | 2.58% | 2.70% | |||||
Weighted average expected long-term return on plan assets | \u00a0 | 6.70% | 7.00% | 7.00% | 2.99% | 2.86% | 2.85% | |||||
Rate of compensation increase | \u00a0 | N/A | N/A | N/A | 2.19% | 2.19% | 2.14% |
The offset to the pension liability is recorded in equity as a component of accumulated other comprehensive (income) loss. For further information, see Note 14\u2014Accumulated Other Comprehensive Income (Loss) for pension amounts and activity recorded in accumulated other comprehensive income.
For the years ended December 31, 2019, December 31, 2018, and December 31, 2017, net periodic benefit costs were $1.7 million, $1.1 million, and $0.6 million, respectively. The service cost component of net periodic benefit costs is recorded in general and administrative other and the non-operating component is recorded in other expense (income) in the consolidated statements of operations.
The Company\u2019s investment objectives for its U.S. defined benefit pension plan investments are: (1)\u00a0to preserve the value of its principal; (2)\u00a0to maximize a real long-term return with respect to the plan assets consistent with minimizing risk; (3)\u00a0to achieve and maintain adequate asset coverage for accrued benefits under the plan; and (4)\u00a0to
maintain sufficient liquidity for payment of the plan obligations and expenses. The Company uses a diversified allocation of equity, debt, commodity and real estate exposures that are customized to the plan\u2019s cash flow benefit needs. A weighted average targeted allocation percentage is assigned to each asset class as follows: U.S. equity securities of 43%, fixed including U.S. treasury securities and bond market funds of 27%, international equity securities of 23%, and private real estate of 7%. The international pension benefit plans do not have an established asset target allocation.
Investments in the pension plan assets are measured at fair value on a recurring basis, which is determined using quoted market prices or estimated fair values. As of December 31, 2019, for the U.S. investment portfolio 7% was valued using market prices for the underlying instruments that were observable in the market or could be derived by observable market data from independent external valuation information and 93% were valued using the net asset value per share (or its equivalent) as a practical expedient. As of December 31, 2019, for the international investment portfolio 2% was valued using quoted market prices from actively traded markets, 37% included pooled separate accounts and collective trust funds valued using market prices for the underlying instruments that were observable in the market or could be derived by observable market data from independent external valuation information, and 61% were valued using the net asset value per share (or its equivalent) as a practical expedient.
Under the defined contribution plan, the Company sponsors a voluntary 401(k) savings plan covering certain U.S. employees age 21 or older and who are not covered by a collective bargaining agreement. Under the Company\u2019s 401(k) Savings Plan, the Company matches 100% of each eligible employee\u2019s elective contributions up to 3% and 50% of contributions up to 5% of the employee\u2019s eligible compensation.
"}]},{"name":"rpt:f-644","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfBenefitObligationsInExcessOfFairValueOfPlanAssetsTableTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"U.S. Pension Benefits | International Pension Benefits | |||||||||||
Year Ended | Year Ended | |||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | ||||
Aggregated projected benefit obligation at end of period (1) | $ | (115.9) | $ | (101.1) | $ | (120.5) | $ | (98.6) | ||||
Aggregated fair value of plan assets at end of period | \u00a0 | 76.3 | \u00a0 | 63.2 | \u00a0 | 119.4 | \u00a0 | 107.2 | ||||
Net (liability) asset for benefit cost - funded status | $ | (39.6) | $ | (37.9) | $ | (1.1) | $ | 8.6 |
The weighted-average assumptions used to determine benefit obligations are as follows:
U.S. Pension Benefits | International Pension Benefits | |||||||
December 31, 2019 | December 31, 2018 | December 31, 2019 | December 31, 2018 | |||||
Discount rate | \u00a0 | 3.07% | 4.12% | 1.97% | 2.86% | |||
Rate of compensation increase | \u00a0 | N/A | N/A | 2.27% | 2.19% |
The weighted-average assumptions used to determine net periodic benefit cost are as follows:
U.S. Pension Benefits | International Pension Benefits | |||||||||||
Year Ended | Year Ended | |||||||||||
December 31, | December 31, | December 31, | December 31, | December 31, | December 31, | |||||||
\u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2017 | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2017 | |
Discount rate | \u00a0 | 4.12% | 3.42% | 3.92% | 2.86% | 2.58% | 2.70% | |||||
Weighted average expected long-term return on plan assets | \u00a0 | 6.70% | 7.00% | 7.00% | 2.99% | 2.86% | 2.85% | |||||
Rate of compensation increase | \u00a0 | N/A | N/A | N/A | 2.19% | 2.19% | 2.14% |
Income and Operating Taxes. The Company accounts for income taxes in accordance with ASC\u00a0740-10. Under ASC\u00a0740-10, deferred income tax effects of transactions reported in different periods for financial reporting and income tax return purposes are recorded by the asset and liability method. This method gives consideration to the future tax consequences of deferred income or expense items and recognizes changes in income tax laws in the period of enactment.
Holdings and its domestic subsidiaries file a consolidated U.S. federal income tax return and combined income tax returns in certain state jurisdictions. Foreign subsidiaries file income tax returns in foreign jurisdictions. Income taxes are determined based on separate Company computations of income or loss. Tax sharing arrangements are in place and utilized when tax benefits from affiliates in the consolidated group are used to offset what would otherwise be taxable income generated by Holdings or another affiliate.
"}]},{"name":"rpt:f-703","factDimensions":{"xbrl:concept":"amch:CasualtyInsurancePolicyTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Casualty Insurance. The Company is self-insured for general liability up to $1.0\u00a0million per occurrence and carries a $0.5\u00a0million deductible limit per occurrence for workers\u2019 compensation claims. The Company utilizes actuarial projections of its ultimate losses to calculate its reserves and expense. The actuarial method includes an allowance for adverse developments on known claims and an allowance for claims which have been incurred but which have not yet been reported. As of December\u00a031, 2019 and December\u00a031, 2018, the Company recorded casualty insurance reserves of $29.4\u00a0million and $24.9\u00a0million. The Company recorded expenses related to general liability and workers\u2019 compensation claims of $32.6\u00a0million, $25.1\u00a0million, and $22.1\u00a0million for the years ended December\u00a031, 2019, December\u00a031, 2018, and December\u00a031, 2017, respectively. Casualty insurance expense is recorded in operating expense.
"}]},{"name":"rpt:f-704","factDimensions":{"xbrl:concept":"amch:GeneralLiabilitySelfInsuredAmountPerOccurrence","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"1000000.0","decimals":-5}]},{"name":"rpt:f-705","factDimensions":{"xbrl:concept":"amch:GeneralLiabilitySelfInsuredDeductibleLimitPerOccurrence","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"500000","decimals":-5}]},{"name":"rpt:f-706","factDimensions":{"xbrl:concept":"us-gaap:SelfInsuranceReserve","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"29400000","decimals":-5}]},{"name":"rpt:f-707","factDimensions":{"xbrl:concept":"us-gaap:SelfInsuranceReserve","xbrl:period":"2019-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"24900000","decimals":-5}]},{"name":"rpt:f-708","factDimensions":{"xbrl:concept":"amch:GeneralLiabilityAndWorkersCompensationExpense","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"32600000","decimals":-5}]},{"name":"rpt:f-709","factDimensions":{"xbrl:concept":"amch:GeneralLiabilityAndWorkersCompensationExpense","xbrl:period":"2018-01-01T00:00:00/2019-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"25100000","decimals":-5}]},{"name":"rpt:f-710","factDimensions":{"xbrl:concept":"amch:GeneralLiabilityAndWorkersCompensationExpense","xbrl:period":"2017-01-01T00:00:00/2018-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"22100000","decimals":-5}]},{"name":"rpt:f-711","factDimensions":{"xbrl:concept":"amch:OtherExpensePolicyTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Other Expense (Income): The following table sets forth the components of other expense (income):
Year Ended | |||||||||
December\u00a031, | |||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2017 | |||
Derivative liability fair value adjustment for embedded conversion feature in the Convertible Notes due 2024 | $ | (23.5) | $ | (66.4) | $ | \u2014 | |||
Derivative asset fair value adjustment for contingent call option related to the Class B common stock purchase and cancellation agreement | 17.7 | (45.0) | \u2014 | ||||||
Business interruption insurance recoveries | (1.1) | (0.4) | (0.4) | ||||||
Loss on Pound sterling forward contract | 0.9 | 0.4 | \u2014 | ||||||
Foreign currency transactions losses | 1.5 | 1.4 | (3.0) | ||||||
Non-operating components of net periodic benefit cost | 1.2 | 0.8 | 0.2 | ||||||
Loss on extinguishment of Bridge Loan | \u2014 | \u2014 | 0.4 | ||||||
Loss on repayment of indebtedness | 16.6 | \u2014 | \u2014 | ||||||
Fees related to modification of term loans | \u2014 | 0.4 | \u2014 | ||||||
Third party fees relating to Third Amendment to the Senior Secured Credit Agreement | \u2014 | \u2014 | 1.0 | ||||||
Other | \u00a0 | 0.1 | \u00a0 | 0.7 | 0.3 | ||||
Other expense (income) | $ | 13.4 | $ | (108.1) | $ | (1.5) |
Year Ended | |||||||||
December\u00a031, | |||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2017 | |||
Derivative liability fair value adjustment for embedded conversion feature in the Convertible Notes due 2024 | $ | (23.5) | $ | (66.4) | $ | \u2014 | |||
Derivative asset fair value adjustment for contingent call option related to the Class B common stock purchase and cancellation agreement | 17.7 | (45.0) | \u2014 | ||||||
Business interruption insurance recoveries | (1.1) | (0.4) | (0.4) | ||||||
Loss on Pound sterling forward contract | 0.9 | 0.4 | \u2014 | ||||||
Foreign currency transactions losses | 1.5 | 1.4 | (3.0) | ||||||
Non-operating components of net periodic benefit cost | 1.2 | 0.8 | 0.2 | ||||||
Loss on extinguishment of Bridge Loan | \u2014 | \u2014 | 0.4 | ||||||
Loss on repayment of indebtedness | 16.6 | \u2014 | \u2014 | ||||||
Fees related to modification of term loans | \u2014 | 0.4 | \u2014 | ||||||
Third party fees relating to Third Amendment to the Senior Secured Credit Agreement | \u2014 | \u2014 | 1.0 | ||||||
Other | \u00a0 | 0.1 | \u00a0 | 0.7 | 0.3 | ||||
Other expense (income) | $ | 13.4 | $ | (108.1) | $ | (1.5) |
Accounting Pronouncements Recently Adopted
Leases.The Company adopted the guidance of ASC\u00a0842 as of January\u00a01, 2019 using the modified retrospective transition approach with the cumulative effect recognized at the date of initial application. The comparative information in the prior year has not been adjusted and continues to be reported under ASC\u00a0840, Leases, which was the accounting standard in effect for that period. ASC\u00a0842 requires lessees to recognize leases on-balance sheet and disclose key information about leasing arrangements. The new standard establishes a right-of-use (\u201cROU\u201d) model that requires a lessee to recognize a lease ROU asset and lease liability on the balance sheet for all leases with a term longer than 12\u00a0months. Leases are classified as finance or operating, with classification affecting the pattern and classification of expense recognition in the consolidated statements of operations. See Note\u00a03\u2014Leases for the required disclosures of the nature, amount, timing, and uncertainty of cash flows arising from leases.
Revenue from Contracts with Customers. The Company adopted the guidance of Accounting Standards Codification (\u201cASC\u201d)\u00a0606, Revenue from Contracts with Customers, (\u201cASC\u00a0606\u201d) as of January\u00a01, 2018 using the modified retrospective method. ASC\u00a0606 requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The Company recognized the cumulative effect of initially applying the new revenue standard as an adjustment to the opening balance of accumulated deficit. ASC\u00a0606 was applied only to contracts that were not completed at January\u00a01, 2018. The comparative information in 2017 has not been adjusted and continues to be reported under ASC 605, Revenue Recognition, which was the accounting standard in effect during 2017. See Note 2\u2014Revenue Recognition for the required disclosures of the nature, amount, timing, and uncertainty of revenue and cash flows arising from contracts with customers per the guidance in ASC\u00a0606.
Reclassification of Certain Tax Effects. In February 2018, the FASB issued ASU No. 2018-02, Income Statement \u2013 Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income (\u201cASU\u00a02018-02\u201d), which allows a reclassification from accumulated other comprehensive income to accumulated deficit for stranded tax effects resulting from the U.S. Tax Cuts and Jobs Act signed into law in December\u00a02017. ASU\u00a02018-02 was effective for the Company on January\u00a01, 2019 and early adoption of the amendments was permitted, including adoption in any interim period. The Company early adopted ASU\u00a02018-02, effective January\u00a01, 2018, and recorded a reclassification related to the stranded tax effects that increased accumulated other comprehensive income and increased accumulated deficit by $5.0 million in the consolidated balance sheets as of January\u00a01, 2018. See Note\u00a014\u2014Accumulated Other Comprehensive Income (Loss) for further information.
Improving Presentation of Net Benefit Costs. In March 2017, the FASB issued ASU No. 2017-07, Compensation \u2013 Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost (\u201cASU\u00a02017-07\u201d). The guidance requires the service cost component of defined benefit pension plans and other post-retirement benefit plans to be reported in the same line item as other compensation costs arising from the services rendered by the pertinent employees while the other components of net benefit cost are required to be presented in the income statement separately from the service cost component and reported outside a
subtotal of operating income. The amendments in this guidance should be applied retrospectively for the presentation of the service cost component and the other components of net benefit cost in the consolidated statements of operations. The Company adopted ASU 2017-07 effective January\u00a01, 2018 and recorded a prior period adjustment for the year ended December\u00a031, 2017 in the consolidated statements of operations to decrease general and administrative: other by $0.2\u00a0million, related to the other components of net benefit cost, with a corresponding increase to other expense (income) and decrease to other income of $0.2\u00a0million, respectively. The adoption of this guidance did not have a material impact on the Company\u2019s consolidated financial statements.
Restricted Cash in Statement of Cash Flows. In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash (A Consensus of the FASB Emerging Issues Task Force) (\u201cASU\u00a02016-18\u201d). ASU\u00a02016-18 requires that restricted cash be included with cash and cash equivalents when reconciling the beginning and end-of-period total amounts shown on the statement of cash flows. This guidance must be applied retrospectively to all periods presented. The Company adopted ASU\u00a02016-18 effective January\u00a01, 2018 and 2017 has been adjusted to conform to the current presentation. This guidance also requires a new disclosure to reconcile the cash balances within the consolidated statement of cash flows to the consolidated balance sheets. The following table provides a reconciliation of cash and cash equivalents and restricted cash reported within the consolidated balance sheets that sum to the total of the amounts shown in the consolidated statements of cash flows:
(In millions) | December\u00a031,\u00a02019 | December 31, 2018 | December 31, 2017 | ||||||
Cash and cash equivalents | $ | 265.0 | $ | 313.3 | $ | 310.0 | |||
Restricted cash | 10.5 | 10.7 | 8.3 | ||||||
Total cash and cash equivalents and restricted cash shown in the consolidated statements of cash flows | $ | 275.5 | $ | 324.0 | $ | 318.3 |
Classification and measurement of financial instruments. In January 2016, the FASB issued ASU No. 2016-01, Financial Instruments \u2013 Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities (\u201cASU\u00a02016-01\u201d). ASU\u00a02016-01 amends various aspects of the recognition, measurement, presentation, and disclosure of financial instruments. The amendments require that equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) are to be measured at fair value with changes in fair value recognized in net income. However, an entity may choose to measure equity investments that do not have readily determinable fair values at cost minus impairment, if any, plus or minus changes resulting from observable price changes in orderly transactions for the identical or a similar investment of the same issuer. The Company adopted ASU\u00a02016-01 on January\u00a01, 2018 and recorded a decrease to accumulated other comprehensive income of $0.6\u00a0million, net of tax, related to the unrealized gains on available-for-sale securities that are equity instruments with a corresponding decrease to accumulated deficit in the consolidated balance sheets as of the beginning of the year. The adoption of this guidance did not have a material impact on the Company\u2019s consolidated financial statements.
Accounting Pronouncements Issued Not Yet Adopted
Financial Instruments. In June 2016, the FASB issued ASU 2016-13, Financial Instruments \u2013 Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (\u201cASU\u00a02016-13\u201d), which provides new guidance regarding the measurement and recognition of credit impairment for certain financial assets. Such guidance will impact how the Company determines its allowance for estimated uncollectible receivables and evaluates its available-for-sale investments for impairment. ASU\u00a02016-13 is effective for the Company in the first quarter of 2020. The Company is currently evaluating the effect that ASU\u00a02016-13 will have on its consolidated financial statements and related disclosures.
Fair Value Measurement. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework\u2013Changes to the Disclosure Requirements for Fair Value Measurement (\u201cASU 2018-13\u201d), which eliminates, adds, and modifies certain disclosure requirements for fair value measurements as part of its disclosure framework project. Entities will no longer be required to disclose the amount of and reasons for transfers between Level\u00a01 and Level\u00a02 of the fair value hierarchy, but will be required to disclose the range and weighted average used to develop significant unobservable inputs for Level 3 fair value measurements. The fair value measurement disclosure requirements of ASU 2018-13 is effective for the Company in the first quarter of 2020.
Cloud Computing Arrangement. In August 2018, the FASB issued ASU 2018-15, Intangibles\u2013Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer\u2019s Accounting for Implementation Costs Incurred in a Cloud
Computing Arrangement That Is a Service Contract (\u201cASU 2018-15\u201d). The guidance requires a customer in a cloud computing arrangement (i.e., hosting arrangement) that is a service contract to follow the internal-use software guidance in ASC\u00a0350-40 to determine whether to capitalize certain implementation costs or expense them as incurred. ASU 2018-15 is effective for the Company in the first quarter of 2020. Early adoption is permitted. Entities have the option to apply the guidance prospectively to all implementation costs incurred after the date of adoption or retrospectively in accordance with ASC\u00a0250-10-45. The Company expects to adopt ASU 2018-15 prospectively and is currently evaluating the effect that ASU\u00a02016-15 will have on its consolidated financial statements and related disclosures.
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Cash and cash equivalents | $ | 265.0 | $ | 313.3 | $ | 310.0 | |||
Restricted cash | 10.5 | 10.7 | 8.3 | ||||||
Total cash and cash equivalents and restricted cash shown in the consolidated statements of cash flows | $ | 275.5 | $ | 324.0 | $ | 318.3 |
NOTE 2\u2014REVENUE RECOGNITION
The Company adopted ASC\u00a0606 on January\u00a01, 2018 using the modified retrospective method; and therefore, the comparative information has not been adjusted for the year ended December\u00a031, 2017.
The cumulative effect of the changes made to the consolidated balance sheet at January\u00a01, 2018 for the adoption of ASC\u00a0606, are included in the following table:
(In millions) | Balance at | Adjustments Due to ASC 606 | Balance at | ||||||
Assets: | |||||||||
Other long-term assets | $ | 475.9 | $ | 11.1 | $ | 487.0 | |||
Current liabilities: | |||||||||
Deferred revenues and income | 401.0 | (10.0) | 391.0 | ||||||
Long-term liabilities: | |||||||||
Exhibitor services agreement | 530.9 | 52.9 | 583.8 | ||||||
Stockholders' equity: | |||||||||
Accumulated deficit | (207.9) | (31.8) | (239.7) |
The disclosure of the impact of the adoption of ASC\u00a0606 on the Company\u2019s consolidated statement of operations is as follows:
Year Ended December 31, 2018 | |||||||||
(In millions) | Without Adoption of ASC 606 | Adjustments | As Reported | ||||||
Revenues: | |||||||||
Admissions | $ | 3,386.4 | $ | (1.4) | $ | 3,385.0 | |||
Food and beverage | 1,671.9 | (0.4) | 1,671.5 | ||||||
Other theatre | 356.8 | 47.5 | 404.3 | ||||||
Total revenues | 5,415.1 | 45.7 | 5,460.8 | ||||||
Operating costs and expenses: | |||||||||
Operating expense, excluding depreciation and amortization | 1,636.7 | 18.0 | 1,654.7 | ||||||
Non-cash interest expense related to NCM exhibitor service agreement | \u2014 | 41.5 | 41.5 | ||||||
Net earnings | 123.9 | (13.8) | 110.1 |
Disaggregation of Revenue: Revenue is disaggregated in the following tables by major revenue types and by timing of revenue recognition:
Year Ended | ||||||
(In millions) | December\u00a031,\u00a02019 | December\u00a031,\u00a02018 | ||||
Major revenue types | ||||||
Admissions | $ | 3,301.3 | $ | 3,385.0 | ||
Food and beverage | 1,719.6 | 1,671.5 | ||||
Other theatre: | ||||||
Advertising | 143.0 | 142.2 | ||||
Other theatre | 307.1 | 262.1 | ||||
Other theatre | 450.1 | 404.3 | ||||
Total revenues | $ | 5,471.0 | $ | 5,460.8 |
Year Ended | ||||||
(In millions) | December\u00a031,\u00a02019 | December\u00a031,\u00a02018 | ||||
Timing of revenue recognition | ||||||
Products and services transferred at a point in time | $ | 5,071.0 | $ | 5,218.7 | ||
Products and services transferred over time (1) | 400.0 | 242.1 | ||||
Total revenues | $ | 5,471.0 | $ | 5,460.8 |
The following tables provide the balances of receivables and deferred revenue income:
(In millions) | December\u00a031,\u00a02019 | December 31, 2018 | ||||
Current assets: | ||||||
Receivables related to contracts with customers | $ | 160.3 | $ | 183.2 | ||
Miscellaneous receivables | 93.9 | 76.3 | ||||
Receivables, net | $ | 254.2 | $ | 259.5 |
(In millions) | December\u00a031,\u00a02019 | December 31, 2018 | ||||
Current liabilities: | ||||||
Deferred revenue related to contracts with customers | $ | 447.1 | $ | 412.8 | ||
Miscellaneous deferred income | 2.1 | 2.0 | ||||
Deferred revenue and income | $ | 449.2 | $ | 414.8 |
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 | ||
Ending balance at December 31, 2017 | $ | 376.1 | |
Cumulative effect of initially applying ASC 606 | (10.0) | ||
Cash received in advance (1) | 463.4 | ||
Customer loyalty rewards accumulated, net of expirations: | |||
Admission revenues (2) | 30.0 | ||
Food and beverage (2) | 55.2 | ||
Other theatre (2) | 8.9 | ||
Reclassification to revenue as the result of performance obligations satisfied: | |||
Admission revenues (3) | (329.9) | ||
Food and beverage (3) | (82.3) | ||
Other theatre (4) | (97.0) | ||
Business combination - Nordic purchase price allocation | (2.3) | ||
Foreign currency translation adjustment | 0.7 | ||
Ending balance at December 31, 2018 | $ | 412.8 | |
Cash received in advance (1) | 457.1 | ||
Customer loyalty rewards accumulated, net of expirations: | |||
Admission revenues (2) | 29.4 | ||
Food and beverage (2) | 69.7 | ||
Other theatre (2) | 2.8 | ||
Reclassification to revenue as the result of performance obligations satisfied: | |||
Admission revenues (3) | (307.8) | ||
Food and beverage (3) | (116.7) | ||
Other theatre (4) | (95.6) | ||
Disposition of Austria theatres | (1.2) | ||
Foreign currency translation adjustment | (3.4) | ||
Ending balance at December 31, 2019 | $ | 447.1 |
The significant changes to contract liabilities included in the exhibitor services agreement (\u201cESA\u201d), classified as long-term liabilities in the consolidated balance sheets, are as follows:
Exhibitor Services | |||
(In millions) | Agreement | ||
Balance as of December 31, 2017 | $ | 530.9 | |
Cumulative effect of initially applying ASC 606 | 52.9 | ||
Common Unit Adjustment \u2013 surrender of common units (1) | (5.2) | ||
Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied | (14.6) | ||
Beginning balance | $ | 564.0 | |
Common Unit Adjustment\u2013additions of common units (1) | 1.4 | ||
Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied | (15.7) | ||
Balance as of December 31, 2019 | $ | 549.7 |
Transaction Price Allocated to the Remaining Performance Obligations: The following table includes the amount of NCM ESA, included in exhibitor services agreement in the Company\u2019s consolidated balance sheets, that is expected to be recognized as revenues in the future related to performance obligations that are unsatisfied as of December\u00a031, 2019:
(In millions) | Exhibitor services agreement | ||
Year Ended 2020 | $ | 16.9 | |
Year Ended 2021 | 18.1 | ||
Year Ended 2022 | 19.5 | ||
Year Ended 2023 | 20.9 | ||
Year Ended 2024 | 22.5 | ||
Years Ended 2025 through February 2037 | 451.8 | ||
Total | $ | 549.7 |
The total amount of non-redeemed gifts cards and exchange tickets included in deferred revenues and income as of December\u00a031, 2019 was $354.3\u00a0million. This will be recognized as revenues as the gift cards and exchange tickets are redeemed or as the non-redeemed gift card and exchange ticket revenues are recognized in proportion to the pattern of actual redemptions, which is estimated to occur over the next 24\u00a0months.
As of December\u00a031, 2019, the amount of deferred revenue allocated to the AMC Stubs\u00ae loyalty programs included in deferred revenues and income was $57.4\u00a0million. The earned points will be recognized as revenue as the points are redeemed, which is estimated to occur over the next 24\u00a0months. The AMC Stubs PremiereTM annual membership fee is recognized ratably over the one-year membership period.
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.
"}]},{"name":"rpt:f-754","factDimensions":{"xbrl:concept":"amch:RevenueInitialApplicationPeriodCumulativeEffectTransitionTableTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"(In millions) | Balance at | Adjustments Due to ASC 606 | Balance at | ||||||
Assets: | |||||||||
Other long-term assets | $ | 475.9 | $ | 11.1 | $ | 487.0 | |||
Current liabilities: | |||||||||
Deferred revenues and income | 401.0 | (10.0) | 391.0 | ||||||
Long-term liabilities: | |||||||||
Exhibitor services agreement | 530.9 | 52.9 | 583.8 | ||||||
Stockholders' equity: | |||||||||
Accumulated deficit | (207.9) | (31.8) | (239.7) |
The disclosure of the impact of the adoption of ASC\u00a0606 on the Company\u2019s consolidated statement of operations is as follows:
Year Ended December 31, 2018 | |||||||||
(In millions) | Without Adoption of ASC 606 | Adjustments | As Reported | ||||||
Revenues: | |||||||||
Admissions | $ | 3,386.4 | $ | (1.4) | $ | 3,385.0 | |||
Food and beverage | 1,671.9 | (0.4) | 1,671.5 | ||||||
Other theatre | 356.8 | 47.5 | 404.3 | ||||||
Total revenues | 5,415.1 | 45.7 | 5,460.8 | ||||||
Operating costs and expenses: | |||||||||
Operating expense, excluding depreciation and amortization | 1,636.7 | 18.0 | 1,654.7 | ||||||
Non-cash interest expense related to NCM exhibitor service agreement | \u2014 | 41.5 | 41.5 | ||||||
Net earnings | 123.9 | (13.8) | 110.1 |
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Year Ended | ||||||
(In millions) | December\u00a031,\u00a02019 | December\u00a031,\u00a02018 | ||||
Major revenue types | ||||||
Admissions | $ | 3,301.3 | $ | 3,385.0 | ||
Food and beverage | 1,719.6 | 1,671.5 | ||||
Other theatre: | ||||||
Advertising | 143.0 | 142.2 | ||||
Other theatre | 307.1 | 262.1 | ||||
Other theatre | 450.1 | 404.3 | ||||
Total revenues | $ | 5,471.0 | $ | 5,460.8 |
Year Ended | ||||||
(In millions) | December\u00a031,\u00a02019 | December\u00a031,\u00a02018 | ||||
Timing of revenue recognition | ||||||
Products and services transferred at a point in time | $ | 5,071.0 | $ | 5,218.7 | ||
Products and services transferred over time (1) | 400.0 | 242.1 | ||||
Total revenues | $ | 5,471.0 | $ | 5,460.8 |
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(In millions) | December\u00a031,\u00a02019 | December 31, 2018 | ||||
Current assets: | ||||||
Receivables related to contracts with customers | $ | 160.3 | $ | 183.2 | ||
Miscellaneous receivables | 93.9 | 76.3 | ||||
Receivables, net | $ | 254.2 | $ | 259.5 |
(In millions) | December\u00a031,\u00a02019 | December 31, 2018 | ||||
Current liabilities: | ||||||
Deferred revenue related to contracts with customers | $ | 447.1 | $ | 412.8 | ||
Miscellaneous deferred income | 2.1 | 2.0 | ||||
Deferred revenue and income | $ | 449.2 | $ | 414.8 |
"}]},{"name":"rpt:f-807","factDimensions":{"xbrl:concept":"us-gaap:ContractWithCustomerAssetNetCurrent","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"160300000","decimals":-5}]},{"name":"rpt:f-808","factDimensions":{"xbrl:concept":"us-gaap:ContractWithCustomerAssetNetCurrent","xbrl:period":"2019-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"183200000","decimals":-5}]},{"name":"rpt:f-809","factDimensions":{"xbrl:concept":"amch:MiscellaneousCurrentReceivables","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"93900000","decimals":-5}]},{"name":"rpt:f-810","factDimensions":{"xbrl:concept":"amch:MiscellaneousCurrentReceivables","xbrl:period":"2019-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"76300000","decimals":-5}]},{"name":"rpt:f-811","factDimensions":{"xbrl:concept":"us-gaap:ReceivablesNetCurrent","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"254200000","decimals":-5}]},{"name":"rpt:f-812","factDimensions":{"xbrl:concept":"us-gaap:ReceivablesNetCurrent","xbrl:period":"2019-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"259500000","decimals":-5}]},{"name":"rpt:f-813","factDimensions":{"xbrl:concept":"amch:ContractsWithCustomersDeferredRevenue","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"447100000","decimals":-5}]},{"name":"rpt:f-814","factDimensions":{"xbrl:concept":"amch:ContractsWithCustomersDeferredRevenue","xbrl:period":"2019-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"412800000","decimals":-5}]},{"name":"rpt:f-815","factDimensions":{"xbrl:concept":"amch:MiscellaneousDeferredIncome","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"2100000","decimals":-5}]},{"name":"rpt:f-816","factDimensions":{"xbrl:concept":"amch:MiscellaneousDeferredIncome","xbrl:period":"2019-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"2000000.0","decimals":-5}]},{"name":"rpt:f-817","factDimensions":{"xbrl:concept":"us-gaap:ContractWithCustomerLiability","xbrl:period":"2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"449200000","decimals":-5}]},{"name":"rpt:f-818","factDimensions":{"xbrl:concept":"us-gaap:ContractWithCustomerLiability","xbrl:period":"2019-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"414800000","decimals":-5}]},{"name":"rpt:f-819","factDimensions":{"xbrl:concept":"amch:ChangesInContractsWithCustomersTableTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"
Deferred Revenues | |||
Related to Contracts | |||
(In millions) | with Customers | ||
Ending balance at December 31, 2017 | $ | 376.1 | |
Cumulative effect of initially applying ASC 606 | (10.0) | ||
Cash received in advance (1) | 463.4 | ||
Customer loyalty rewards accumulated, net of expirations: | |||
Admission revenues (2) | 30.0 | ||
Food and beverage (2) | 55.2 | ||
Other theatre (2) | 8.9 | ||
Reclassification to revenue as the result of performance obligations satisfied: | |||
Admission revenues (3) | (329.9) | ||
Food and beverage (3) | (82.3) | ||
Other theatre (4) | (97.0) | ||
Business combination - Nordic purchase price allocation | (2.3) | ||
Foreign currency translation adjustment | 0.7 | ||
Ending balance at December 31, 2018 | $ | 412.8 | |
Cash received in advance (1) | 457.1 | ||
Customer loyalty rewards accumulated, net of expirations: | |||
Admission revenues (2) | 29.4 | ||
Food and beverage (2) | 69.7 | ||
Other theatre (2) | 2.8 | ||
Reclassification to revenue as the result of performance obligations satisfied: | |||
Admission revenues (3) | (307.8) | ||
Food and beverage (3) | (116.7) | ||
Other theatre (4) | (95.6) | ||
Disposition of Austria theatres | (1.2) | ||
Foreign currency translation adjustment | (3.4) | ||
Ending balance at December 31, 2019 | $ | 447.1 |
The significant changes to contract liabilities included in the exhibitor services agreement (\u201cESA\u201d), classified as long-term liabilities in the consolidated balance sheets, are as follows:
Exhibitor Services | |||
(In millions) | Agreement | ||
Balance as of December 31, 2017 | $ | 530.9 | |
Cumulative effect of initially applying ASC 606 | 52.9 | ||
Common Unit Adjustment \u2013 surrender of common units (1) | (5.2) | ||
Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied | (14.6) | ||
Beginning balance | $ | 564.0 | |
Common Unit Adjustment\u2013additions of common units (1) | 1.4 | ||
Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied | (15.7) | ||
Balance as of December 31, 2019 | $ | 549.7 |
(In millions) | Exhibitor services agreement | ||
Year Ended 2020 | $ | 16.9 | |
Year Ended 2021 | 18.1 | ||
Year Ended 2022 | 19.5 | ||
Year Ended 2023 | 20.9 | ||
Year Ended 2024 | 22.5 | ||
Years Ended 2025 through February 2037 | 451.8 | ||
Total | $ | 549.7 |
NOTE 3\u2014LEASES
The Company adopted ASC\u00a0842 on January\u00a01, 2019 using the modified retrospective transition method; and therefore, the comparative information has not been adjusted for the years ended December 31, 2018 and December 31, 2017 or as of December\u00a031, 2018. Upon transition to the new standard, the Company elected the package of practical expedients which permitted the Company not to reassess under the new standard its prior conclusions about lease identification, lease classification and initial direct costs.
The following table provides the operating and finance lease ROU assets and lease liabilities:
(In millions) | Balance Sheet Classification | December\u00a031, 2019 | |||
Assets | |||||
Operating lease right-of-use assets (1) | $ | 4,796.0 | |||
Finance lease right-of-use assets (2) | 73.4 | ||||
Total leased assets | $ | 4,869.4 | |||
Liabilities | |||||
Current | |||||
Operating lease liabilities (1) | Current maturities of operating lease liabilities | $ | 585.8 | ||
Finance lease liabilities (2) | Current maturities of finance lease liabilities | 10.3 | |||
Noncurrent | |||||
Operating lease liabilities (1) | Operating lease liabilities | 4,913.8 | |||
Finance lease liabilities (2) | Finance lease liabilities | 89.6 | |||
Total lease liabilities | $ | 5,599.5 |
The cumulative effect adjustment to accumulated deficit at January 1, 2019 is as follows:
Accumulated | |||
(In millions) | Deficit | ||
Balance as of December 31, 2018 | $ | (550.9) | |
Derecognition of existing assets for certain sale leaseback transactions previously recorded in property, net | (405.9) | ||
Derecognition of existing liabilities for certain sale leaseback transactions previously recorded in current maturities of capital and financing lease obligations and in finance lease liabilities | 427.5 | ||
Derecognition of deferred gains from the sale leaseback transactions previously recorded in other long-term liabilities | 102.4 | ||
Difference in fair value compared to the basis of the right-of-use assets for previously impaired asset groups | (49.0) | ||
Deferred taxes | 1.2 | ||
Cumulative effect adjustment to accumulated deficit | 76.2 | ||
Balance as of January 1, 2019 | $ | (474.7) |
The following is the impact of the adoption of ASC\u00a0842 on the Company\u2019s consolidated statement of operations for the year ended December\u00a031, 2019:
Year Ended December 31, 2019 | ||||||||||||
Without Adoption of | U.S. Markets | International Markets | ||||||||||
(In millions) | ASC 842 | Adjustments | Adjustments | As Reported | ||||||||
Operating costs and expenses | ||||||||||||
Rent (1)(2)(4) | $ | 851.3 | $ | 69.5 | $ | 47.0 | $ | 967.8 | ||||
Depreciation and amortization (2)(3) | 546.0 | (53.6) | (42.4) | 450.0 | ||||||||
Operating costs and expenses | 5,314.5 | 15.9 | 4.6 | 5,335.0 | ||||||||
Operating income | 156.5 | (15.9) | (4.6) | 136.0 | ||||||||
Other expense (income) | ||||||||||||
Interest expense: | ||||||||||||
Capital and financing lease obligations (1) | 35.2 | (13.2) | (14.4) | 7.6 | ||||||||
Net loss | (156.2) | (2.7) | 9.8 | (149.1) |
The following table reflects the lease costs for the year ended December\u00a031, 2019:
Year Ended | |||||
(In millions) | Consolidated Statement of Operations | December\u00a031, 2019 | |||
Operating lease cost | |||||
Theatre properties | Rent | $ | 876.0 | ||
Theatre properties | Operating expense | 9.1 | |||
Equipment | Operating expense | 14.4 | |||
Office and other | General and administrative: other | 5.5 | |||
Finance lease cost | |||||
Amortization of finance lease assets | Depreciation and amortization | 9.2 | |||
Interest expense on lease liabilities | Finance lease obligations | 7.6 | |||
Variable lease cost | |||||
Theatre properties | Rent | 91.8 | |||
Equipment | Operating expense | 56.3 | |||
Total lease cost | $ | 1,069.9 |
The following table represents the weighted-average remaining lease term and discount rate as of December\u00a031, 2019:
As of December 31, 2019 | ||||||
Weighted Average | Weighted Average | |||||
Remaining | Discount | |||||
Lease Term and Discount Rate | Lease Term (years) | Rate | ||||
Operating leases | 10.2 | 7.2% | ||||
Finance leases | 13.0 | 6.5% |
Cash flow and supplemental information is presented below:
Year Ended | |||
(In millions) | December\u00a031, 2019 | ||
Cash paid for amounts included in the measurement of lease liabilities: | |||
Operating cash flows used in finance leases | $ | (7.6) | |
Operating cash flows used in operating leases | (941.6) | ||
Financing cash flows used in finance leases | (10.9) | ||
Landlord contributions: | |||
Operating cashflows provided by operating leases | 106.5 | ||
Supplemental disclosure of noncash leasing activities: | |||
Right-of-use assets obtained in exchange for new operating lease liabilities (1) | 463.2 |
| (1) | Includes lease extensions and an option exercise. |
Minimum annual payments required under existing operating and finance lease liabilities, (net present value thereof) as of December\u00a031, 2019 are as follows:
Operating Lease | Financing Lease | |||||
(In millions) | Payments (1)(2) | Payments | ||||
2020 | $ | 952.5 | $ | 16.4 | ||
2021 | 899.1 | 15.4 | ||||
2022 | 836.1 | 14.9 | ||||
2023 | 743.6 | 11.8 | ||||
2024 | 667.2 | 10.6 | ||||
Thereafter | 3,738.4 | 80.5 | ||||
Total lease payments | 7,836.9 | 149.6 | ||||
Less imputed interest | (2,337.3) | (49.7) | ||||
Total | $ | 5,499.6 | $ | 99.9 |
As of December\u00a031, 2019, the Company had signed additional operating lease agreements for 11 theatres that have not yet commenced of approximately $226.8\u00a0million, which are expected to commence between 2020 and 2023, and carry lease terms of approximately to 25 years. The timing of lease commencement is dependent on the landlord providing the Company with control and access to the related facility.
During the year ended December\u00a031, 2018, the Company modified the terms of an existing operating lease to reduce the lease term. The Company received a $35.0\u00a0million incentive from the landlord to enter into the new lease agreement. The Company has recorded amortization of the lease incentive as a reduction to rent expense on a straight-line basis over the remaining lease term which reduced rent expense by $35.0\u00a0million during the year ended December\u00a031, 2018.
"}]},{"name":"rpt:f-864","factDimensions":{"xbrl:concept":"amch:LeaseBalanceSheetDisclosureTableTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"(In millions) | Balance Sheet Classification | December\u00a031, 2019 | |||
Assets | |||||
Operating lease right-of-use assets (1) | $ | 4,796.0 | |||
Finance lease right-of-use assets (2) | 73.4 | ||||
Total leased assets | $ | 4,869.4 | |||
Liabilities | |||||
Current | |||||
Operating lease liabilities (1) | Current maturities of operating lease liabilities | $ | 585.8 | ||
Finance lease liabilities (2) | Current maturities of finance lease liabilities | 10.3 | |||
Noncurrent | |||||
Operating lease liabilities (1) | Operating lease liabilities | 4,913.8 | |||
Finance lease liabilities (2) | Finance lease liabilities | 89.6 | |||
Total lease liabilities | $ | 5,599.5 |
Accumulated | |||
(In millions) | Deficit | ||
Balance as of December 31, 2018 | $ | (550.9) | |
Derecognition of existing assets for certain sale leaseback transactions previously recorded in property, net | (405.9) | ||
Derecognition of existing liabilities for certain sale leaseback transactions previously recorded in current maturities of capital and financing lease obligations and in finance lease liabilities | 427.5 | ||
Derecognition of deferred gains from the sale leaseback transactions previously recorded in other long-term liabilities | 102.4 | ||
Difference in fair value compared to the basis of the right-of-use assets for previously impaired asset groups | (49.0) | ||
Deferred taxes | 1.2 | ||
Cumulative effect adjustment to accumulated deficit | 76.2 | ||
Balance as of January 1, 2019 | $ | (474.7) |
Year Ended December 31, 2019 | ||||||||||||
Without Adoption of | U.S. Markets | International Markets | ||||||||||
(In millions) | ASC 842 | Adjustments | Adjustments | As Reported | ||||||||
Operating costs and expenses | ||||||||||||
Rent (1)(2)(4) | $ | 851.3 | $ | 69.5 | $ | 47.0 | $ | 967.8 | ||||
Depreciation and amortization (2)(3) | 546.0 | (53.6) | (42.4) | 450.0 | ||||||||
Operating costs and expenses | 5,314.5 | 15.9 | 4.6 | 5,335.0 | ||||||||
Operating income | 156.5 | (15.9) | (4.6) | 136.0 | ||||||||
Other expense (income) | ||||||||||||
Interest expense: | ||||||||||||
Capital and financing lease obligations (1) | 35.2 | (13.2) | (14.4) | 7.6 | ||||||||
Net loss | (156.2) | (2.7) | 9.8 | (149.1) |
Year Ended | |||||
(In millions) | Consolidated Statement of Operations | December\u00a031, 2019 | |||
Operating lease cost | |||||
Theatre properties | Rent | $ | 876.0 | ||
Theatre properties | Operating expense | 9.1 | |||
Equipment | Operating expense | 14.4 | |||
Office and other | General and administrative: other | 5.5 | |||
Finance lease cost | |||||
Amortization of finance lease assets | Depreciation and amortization | 9.2 | |||
Interest expense on lease liabilities | Finance lease obligations | 7.6 | |||
Variable lease cost | |||||
Theatre properties | Rent | 91.8 | |||
Equipment | Operating expense | 56.3 | |||
Total lease cost | $ | 1,069.9 |
As of December 31, 2019 | ||||||
Weighted Average | Weighted Average | |||||
Remaining | Discount | |||||
Lease Term and Discount Rate | Lease Term (years) | Rate | ||||
Operating leases | 10.2 | 7.2% | ||||
Finance leases | 13.0 | 6.5% |
Year Ended | |||
(In millions) | December\u00a031, 2019 | ||
Cash paid for amounts included in the measurement of lease liabilities: | |||
Operating cash flows used in finance leases | $ | (7.6) | |
Operating cash flows used in operating leases | (941.6) | ||
Financing cash flows used in finance leases | (10.9) | ||
Landlord contributions: | |||
Operating cashflows provided by operating leases | 106.5 | ||
Supplemental disclosure of noncash leasing activities: | |||
Right-of-use assets obtained in exchange for new operating lease liabilities (1) | 463.2 |
| (1) | Includes lease extensions and an option exercise. |
Operating Lease | Financing Lease | |||||
(In millions) | Payments (1)(2) | Payments | ||||
2020 | $ | 952.5 | $ | 16.4 | ||
2021 | 899.1 | 15.4 | ||||
2022 | 836.1 | 14.9 | ||||
2023 | 743.6 | 11.8 | ||||
2024 | 667.2 | 10.6 | ||||
Thereafter | 3,738.4 | 80.5 | ||||
Total lease payments | 7,836.9 | 149.6 | ||||
Less imputed interest | (2,337.3) | (49.7) | ||||
Total | $ | 5,499.6 | $ | 99.9 |
NOTE 4\u2014PROPERTY
A summary of property is as follows:
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0 | ||
Property owned: | |||||||
Land | $ | 106.3 | $ | 104.6 | |||
Buildings and improvements (1) | \u00a0 | 230.4 | \u00a0 | 878.2 | |||
Leasehold improvements | \u00a0 | 1,834.8 | \u00a0 | 1,560.7 | |||
Furniture, fixtures and equipment | \u00a0 | 2,216.8 | \u00a0 | 2,065.4 | |||
\u00a0 | 4,388.3 | \u00a0 | 4,608.9 | ||||
Less: accumulated depreciation (1) | \u00a0 | 1,812.5 | \u00a0 | 1,668.3 | |||
2,575.8 | 2,940.6 | ||||||
Property leased under capital leases: | |||||||
Building and improvements | 81.0 | 127.8 | |||||
Less: accumulated depreciation and amortization | 7.6 | 28.8 | |||||
73.4 | 99.0 | ||||||
$ | 2,649.2 | $ | 3,039.6 |
| (1) | See Note 3\u2014Leases for information about derecognition of existing assets for certain sale leaseback transactions previously recorded in property, net for the cumulative effect adjustment to accumulated deficit as of January 1, 2019, as required by ASC 842. |
Property is recorded at cost or fair value, in the case of property resulting from acquisitions. The Company uses the straight-line method in computing depreciation and amortization for financial reporting purposes. The estimated useful lives for leasehold improvements and buildings subject to a ground lease reflect the shorter of the expected useful lives of the assets or the base terms of the corresponding lease agreements plus renewal options expected to be exercised for these leases for assets placed in service subsequent to the lease inception. The estimated useful lives are as follows:
Buildings and improvements | \u00a0\u00a0\u00a0\u00a0 | 5 to 45 years | \u00a0 |
Leasehold improvements | 1 to 20 years | ||
Furniture, fixtures and equipment | 1 to 11 years |
Expenditures for additions (including interest during construction) and betterments are capitalized, and expenditures for maintenance and repairs are charged to expense as incurred. The cost of assets retired or otherwise disposed of and the related accumulated depreciation and amortization are eliminated from the accounts in the year of disposal. Gains or losses resulting from property disposals are included in operating expense in the accompanying consolidated statements of operations.
Depreciation expense was $413.6 million, $498.2 million, and $495.2 million for the years ended December\u00a031, 2019, December\u00a031, 2018 and December\u00a031, 2017, respectively.
"}]},{"name":"rpt:f-958","factDimensions":{"xbrl:concept":"amch:ScheduleOfPropertyPlantAndEquipmentComponentsTableTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0 | ||
Property owned: | |||||||
Land | $ | 106.3 | $ | 104.6 | |||
Buildings and improvements (1) | \u00a0 | 230.4 | \u00a0 | 878.2 | |||
Leasehold improvements | \u00a0 | 1,834.8 | \u00a0 | 1,560.7 | |||
Furniture, fixtures and equipment | \u00a0 | 2,216.8 | \u00a0 | 2,065.4 | |||
\u00a0 | 4,388.3 | \u00a0 | 4,608.9 | ||||
Less: accumulated depreciation (1) | \u00a0 | 1,812.5 | \u00a0 | 1,668.3 | |||
2,575.8 | 2,940.6 | ||||||
Property leased under capital leases: | |||||||
Building and improvements | 81.0 | 127.8 | |||||
Less: accumulated depreciation and amortization | 7.6 | 28.8 | |||||
73.4 | 99.0 | ||||||
$ | 2,649.2 | $ | 3,039.6 |
Buildings and improvements | \u00a0\u00a0\u00a0\u00a0 | 5 to 45 years | \u00a0 |
Leasehold improvements | 1 to 20 years | ||
Furniture, fixtures and equipment | 1 to 11 years |
NOTE 5\u2014GOODWILL AND INTANGIBLE ASSETS
Activity of goodwill is presented below:
(In\u00a0millions) | U.S. | International | Total | ||||||
Balance as of December 31, 2017 | $ | 3,072.6 | $ | 1,859.1 | $ | 4,931.7 | |||
Adjustments to the acquisition of Nordic | \u2014 | (6.4) | (6.4) | ||||||
Currency translation adjustment | \u2014 | (136.6) | (136.6) | ||||||
Balance as of December 31, 2018 | $ | 3,072.6 | $ | 1,716.1 | $ | 4,788.7 | |||
Currency translation adjustment | \u2014 | 0.4 | 0.4 | ||||||
Balance as of December 31, 2019 | $ | 3,072.6 | $ | 1,716.5 | $ | 4,789.1 |
Detail of other intangible assets is presented below:
December\u00a031, 2019 | December\u00a031, 2018 | \u00a0 | |||||||||||||
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Gross | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Gross | \u00a0\u00a0\u00a0\u00a0 | \u00a0 | ||||||||
Remaining | Carrying | Accumulated | Carrying | Accumulated | \u00a0 | ||||||||||
(In millions) | Useful\u00a0Life | Amount | Amortization | Amount | Amortization | \u00a0 | |||||||||
Amortizable Intangible Assets: | |||||||||||||||
Favorable leases (1) | \u00a0 | $ | \u2014 | $ | \u2014 | $ | 206.0 | $ | (55.4) | ||||||
Management contracts and franchise rights | \u00a0 | 1 to 7 years | \u00a0 | 11.8 | \u00a0 | (7.9) | \u00a0 | 11.8 | \u00a0 | (6.2) | |||||
Non-compete agreement | \u00a0 | 2 years | \u00a0 | 2.6 | \u00a0 | (2.1) | \u00a0 | 2.6 | \u00a0 | (1.5) | |||||
Starplex trade name | 7 years | 7.9 | (2.6) | 7.9 | (1.8) | ||||||||||
Carmike trade name | 4 years | 9.3 | (4.0) | 9.3 | (2.7) | ||||||||||
NCM tax receivable agreement | \u00a0 | 17 years | \u00a0 | 20.9 | \u00a0 | (6.2) | \u00a0 | 20.9 | \u00a0 | (5.3) | |||||
Total, amortizable | $ | 52.5 | $ | (22.8) | $ | 258.5 | $ | (72.9) | |||||||
Unamortized Intangible Assets: | |||||||||||||||
AMC trademark | $ | 104.4 | $ | 104.4 | |||||||||||
Odeon trade names | 50.7 | 51.4 | |||||||||||||
Nordic trade names | 10.5 | 10.7 | |||||||||||||
Total, unamortizable | $ | 165.6 | $ | 166.5 |
| (1) | See Note 1\u2014The Company and Significant Accounting Policies for information regarding the reclassification of favorable leases as an addition to the opening lease ROU asset balances, as required by ASC 842. |
Amortization expense associated with the intangible assets noted above is as follows:
Year Ended | ||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December 31, 2019 | \u00a0\u00a0\u00a0\u00a0 | December 31, 2018 | \u00a0\u00a0\u00a0\u00a0 | December 31, 2017 | ||||
Recorded amortization | $ | 5.1 | $ | 19.2 | $ | 20.0 |
Estimated annual amortization for the next five calendar years for intangible assets is projected below:
(In millions) | \u00a0\u00a0\u00a0\u00a0 | 2020 | \u00a0\u00a0\u00a0\u00a0 | 2021 | \u00a0\u00a0\u00a0\u00a0 | 2022 | \u00a0\u00a0\u00a0\u00a0 | 2023 | \u00a0\u00a0\u00a0\u00a0 | 2024 | \u00a0 | |||||
Projected annual amortization | $ | 5.0 | $ | 4.5 | $ | 3.5 | $ | 3.1 | $ | 1.7 |
"}]},{"name":"rpt:f-992","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfGoodwillTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"
(In\u00a0millions) | U.S. | International | Total | ||||||
Balance as of December 31, 2017 | $ | 3,072.6 | $ | 1,859.1 | $ | 4,931.7 | |||
Adjustments to the acquisition of Nordic | \u2014 | (6.4) | (6.4) | ||||||
Currency translation adjustment | \u2014 | (136.6) | (136.6) | ||||||
Balance as of December 31, 2018 | $ | 3,072.6 | $ | 1,716.1 | $ | 4,788.7 | |||
Currency translation adjustment | \u2014 | 0.4 | 0.4 | ||||||
Balance as of December 31, 2019 | $ | 3,072.6 | $ | 1,716.5 | $ | 4,789.1 |
December\u00a031, 2019 | December\u00a031, 2018 | \u00a0 | |||||||||||||
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Gross | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Gross | \u00a0\u00a0\u00a0\u00a0 | \u00a0 | ||||||||
Remaining | Carrying | Accumulated | Carrying | Accumulated | \u00a0 | ||||||||||
(In millions) | Useful\u00a0Life | Amount | Amortization | Amount | Amortization | \u00a0 | |||||||||
Amortizable Intangible Assets: | |||||||||||||||
Favorable leases (1) | \u00a0 | $ | \u2014 | $ | \u2014 | $ | 206.0 | $ | (55.4) | ||||||
Management contracts and franchise rights | \u00a0 | 1 to 7 years | \u00a0 | 11.8 | \u00a0 | (7.9) | \u00a0 | 11.8 | \u00a0 | (6.2) | |||||
Non-compete agreement | \u00a0 | 2 years | \u00a0 | 2.6 | \u00a0 | (2.1) | \u00a0 | 2.6 | \u00a0 | (1.5) | |||||
Starplex trade name | 7 years | 7.9 | (2.6) | 7.9 | (1.8) | ||||||||||
Carmike trade name | 4 years | 9.3 | (4.0) | 9.3 | (2.7) | ||||||||||
NCM tax receivable agreement | \u00a0 | 17 years | \u00a0 | 20.9 | \u00a0 | (6.2) | \u00a0 | 20.9 | \u00a0 | (5.3) | |||||
Total, amortizable | $ | 52.5 | $ | (22.8) | $ | 258.5 | $ | (72.9) | |||||||
Unamortized Intangible Assets: | |||||||||||||||
AMC trademark | $ | 104.4 | $ | 104.4 | |||||||||||
Odeon trade names | 50.7 | 51.4 | |||||||||||||
Nordic trade names | 10.5 | 10.7 | |||||||||||||
Total, unamortizable | $ | 165.6 | $ | 166.5 |
| (1) | See Note 1\u2014The Company and Significant Accounting Policies for information regarding the reclassification of favorable leases as an addition to the opening lease ROU asset balances, as required by ASC 842. |
Year Ended | ||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December 31, 2019 | \u00a0\u00a0\u00a0\u00a0 | December 31, 2018 | \u00a0\u00a0\u00a0\u00a0 | December 31, 2017 | ||||
Recorded amortization | $ | 5.1 | $ | 19.2 | $ | 20.0 |
(In millions) | \u00a0\u00a0\u00a0\u00a0 | 2020 | \u00a0\u00a0\u00a0\u00a0 | 2021 | \u00a0\u00a0\u00a0\u00a0 | 2022 | \u00a0\u00a0\u00a0\u00a0 | 2023 | \u00a0\u00a0\u00a0\u00a0 | 2024 | \u00a0 | |||||
Projected annual amortization | $ | 5.0 | $ | 4.5 | $ | 3.5 | $ | 3.1 | $ | 1.7 |
NOTE 6\u2014INVESTMENTS
Investments in non-consolidated affiliates and certain other investments accounted for under the equity method generally include all entities in which the Company or its subsidiaries have significant influence, but not more than 50% voting control, and are recorded in the consolidated balance sheets in other long-term assets. Investments in non-consolidated affiliates as of December\u00a031, 2019, include interests in DCIP of 29.0%, DCDC of 14.6%, AC JV, owner of Fathom Events, of 32.0%, SV Holdco, owner of Screenvision, 18.2%, DCM of 50.0%, and SCC of 10.0%. The Company also has partnership interests in four U.S. motion picture theatres and approximately 50.0% interest in 55 theatres in Europe. Indebtedness held by equity method investees is non-recourse to the Company.
At December\u00a031, 2019, the Company\u2019s recorded investments are greater than its proportional ownership of the underlying equity in its non-consolidated affiliates by approximately $36.6 million.
NCM Transactions
Pursuant to the Company\u2019s Common Unit Adjustment Agreement, from time to time common units of NCM held by the Founding Members will be adjusted up or down through a formula (\u201cCommon Unit Adjustment\u201d), primarily based on increases or decreases in the number of theatre screens operated and theatre attendance generated by each Founding Member. The common unit adjustment is computed annually, except that an earlier common unit adjustment will occur for a Founding Member if its acquisition or disposition of theatres, in a single transaction or cumulatively since the most recent common unit adjustment, will cause a change of 2% or more in the total annual attendance of all of the Founding Members. In the event that a common unit adjustment is determined to be a negative number, the Founding
Member shall cause, at its election, either (a)\u00a0the transfer and surrender to NCM of a number of common units equal to all or part of such Founding Member\u2019s common unit adjustment or (b)\u00a0pay to NCM an amount equal to such Founding Member\u2019s common unit adjustment calculated in accordance with the Common Unit Adjustment Agreement.
In March\u00a02018, the NCM Common Unit Adjustment (\"CUA\") resulted in a negative adjustment of 915,150 common units for the Company. The Company elected to return the units and recorded the surrendered common units as a reduction to deferred revenues for the ESA at fair value of $5.2\u00a0million, based upon a price per share of NCM, Inc. of $5.64 on March\u00a015, 2018. The Company\u2019s investment in NCM was reduced by the carrying value of the common units of $6.3\u00a0million resulting in a loss from the surrender of the NCM common units of $1.1\u00a0million, which was recorded to equity in earnings (loss) of Non-Consolidated Entities in March 2018.
In June\u00a018, 2018, the Company entered into two Unit Purchase Agreements (the \u201cAgreements\u201d) with each of Regal Cinemas,\u00a0Inc. (\u201cRegal\u201d) and Cinemark USA,\u00a0Inc. (\u201cCinemark\u201d) pursuant to which Regal and Cinemark each separately agreed to purchase 10,738,740 common units of NCM at a sales price of $7.30 per unit and aggregate consideration of approximately $156.8\u00a0million (the \u201cSales\u201d). The Sales closed on July\u00a05, 2018. Following the closing of the Sales, it reduced the Company\u2019s then ownership of common stock shares in NCM, Inc. or common units in NCM to zero. NCM consented to the Sales and waived its rights under the memorandum of understanding that provided the Company would not reduce its combined ownership of NCM and NCM, Inc. below 4.5%. The Company recorded a $28.9\u00a0million gain on the sale of its NCM investment during the year ended December\u00a031, 2018.
In March 2019, the NCM CUA resulted in a positive adjustment of 197,118 common units for the Company. The Company received the units and recorded the common units as an addition to deferred revenues for the ESA at fair value of $1.4 million, based upon a price per share of National CineMedia, Inc. (\u201cNCM, Inc.\u201d) of $7.24 on March 14, 2019. The Company does not have significant influence over this entity and the investment is recorded at fair value each period.
SV Holdco. (\u201cScreenvision\u201d)
The Company acquired its investment in SV Holdco on December\u00a021, 2016, in connection with the acquisition of Carmike. SV Holdco is a holding company that owns and operates the Screenvision advertising business through a subsidiary entity. SV Holdco has elected to be taxed as a partnership for U.S. federal income tax purposes.
On May 30, 2018, Screenvision entered into an Agreement and Plan of Merger which resulted in a change of control in Screenvision. The Company received distributions and merger consideration of $45.8 million on July\u00a02, 2018 upon consummation of the Screenvision merger and retains a 18.2% common membership interest. The Company reduced the carrying value of its investment in Screenvision to $0 and recorded equity in earnings for the excess distribution of $30.1 million during the year ended December\u00a031, 2018.
DCIP Transactions
The Company will make capital contributions to DCIP for projector and installation costs in excess of an agreed upon cap. The Company pays equipment rent monthly and records the equipment rental expense on a straight-line basis over 12\u00a0years, or until DCIP contributes the projectors back to the Company reducing the Company\u2019s investment in DCIP.
Open Road Films Transactions
During the year ended December\u00a031, 2017, the Company recorded additional equity in earnings (loss) in Open Road Releasing, LLC (\u201cOpen Road\u201d) of $(8.0)\u00a0million, related to certain advances to and on behalf of Open Road.
On August\u00a04, 2017, the Company and Regal Entertainment Group consummated a transaction for the sale of all the issued and outstanding ownership interests in Open Road for total proceeds of $28.8\u00a0million of which the Company received $14.0\u00a0million in net proceeds after transaction expenses for its 50% investment including collection of amounts due from Open Road of $4.8\u00a0million and recognized a gain on sale of $17.2\u00a0million.
AC JV Transactions
On December\u00a026, 2013, the Company amended and restated its existing ESA with NCM in connection with the spin-off by NCM of its Fathom Events business to AC JV, a newly-formed company owned 32% by each of the
Founding Members and 4% by NCM. In consideration for the spin-off, NCM received a total of $25.0 million in promissory notes from its Founding Members (approximately $8.3 million from each Founding Member). Interest on the promissory note is at a fixed rate of 5% per annum, compounded annually. Interest and principal payments are due annually in six equal installments commencing on the first anniversary of the closing. The Company paid the sixth and final annual installment related to the promissory note in December 2019. As of December 31, 2019, Cinemark and Regal also amended and restated their respective ESAs with NCM in connection with the spin-off. The ESAs were modified to remove those provisions addressing the rights and obligations related to digital programing services of the Fathom Events business. Those provisions are now contained in the Amended and Restated Digital Programming Exhibitor Services Agreements (the \u201cDigital ESAs\u201d) that were entered into on December\u00a026, 2013 by NCM and each of the Founding Members. These Digital ESAs were then assigned by NCM to AC JV as part of the Fathom spin-off.
Summary Financial Information
Investments in non-consolidated affiliates accounted for under the equity method as of December\u00a031, 2019, include interests in SV Holdco, DCM, DCIP, AC JV, DCDC, SCC, 55 theatres in Europe, four U.S. motion picture theatres, and other immaterial investments.
Condensed financial information of the Company\u2019s significant non-consolidated equity method investments is shown below with amounts presented under U.S. GAAP:
December 31, 2019 | |||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | DCIP | Other | Total | |||||
Current assets | $ | 51.4 | $ | 287.9 | $ | 339.3 | |||
Noncurrent assets | 568.0 | 275.3 | \u00a0 | 843.3 | |||||
Total assets | 619.4 | 563.2 | \u00a0 | 1,182.6 | |||||
Current liabilities | 64.6 | 157.8 | \u00a0 | 222.4 | |||||
Noncurrent liabilities | 10.4 | 250.1 | \u00a0 | 260.5 | |||||
Total liabilities | 75.0 | 407.9 | \u00a0 | 482.9 | |||||
Stockholders\u2019 equity | 544.4 | 155.3 | \u00a0 | 699.7 | |||||
Liabilities and stockholders\u2019 equity | 619.4 | 563.2 | \u00a0 | 1,182.6 | |||||
The Company\u2019s recorded investment (1) | $ | 151.0 | $ | 88.1 | $ | 239.1 |
December 31, 2018 | |||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | DCIP | Other | Total | |||||
Current assets | $ | 57.9 | $ | 170.4 | $ | 228.3 | |||
Noncurrent assets | 684.3 | 201.0 | \u00a0 | 885.3 | |||||
Total assets | 742.2 | 371.4 | \u00a0 | 1,113.6 | |||||
Current liabilities | 60.7 | 99.4 | \u00a0 | 160.1 | |||||
Noncurrent liabilities | 132.1 | 207.7 | \u00a0 | 339.8 | |||||
Total liabilities | 192.8 | 307.1 | \u00a0 | 499.9 | |||||
Stockholders\u2019 equity | 549.5 | 64.3 | \u00a0 | 613.8 | |||||
Liabilities and stockholders\u2019 equity | 742.2 | 371.4 | \u00a0 | 1,113.6 | |||||
The Company\u2019s recorded investment (1) | $ | 152.5 | $ | 79.9 | $ | 232.4 |
| (1) | Certain differences in the Company\u2019s recorded investments, and its proportional ownership share resulting from the acquisition of Holdings by Wanda on August\u00a030, 2012, where the investments were recorded at fair value, are amortized to equity in (earnings) losses of non-consolidated entities over the estimated useful lives of the underlying assets and liabilities. Other non-amortizing differences are considered to represent goodwill and are evaluated for impairment annually. |
Condensed financial information of the Company\u2019s significant non-consolidated equity method investments is shown below and amounts are presented under U.S. GAAP for the periods of ownership by the Company:
Year Ended December 31, 2019 | |||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | DCIP | \u00a0\u00a0\u00a0\u00a0 | Other | Total | ||||
Revenues | $ | 172.2 | $ | 522.3 | $ | 694.5 | |||
Operating costs and expenses | 94.3 | 489.4 | 583.7 | ||||||
Net earnings | $ | 77.9 | $ | 32.9 | $ | 110.8 |
Year Ended December 31, 2018 | ||||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | NCM (1) | \u00a0\u00a0\u00a0\u00a0 | DCIP | Other | \u00a0\u00a0\u00a0\u00a0 | Total | |||||
Revenues | $ | 193.9 | $ | 176.7 | $ | 532.2 | $ | 902.8 | ||||
Operating costs and expenses | 171.9 | 81.9 | 489.2 | 743.0 | ||||||||
Net earnings | $ | 22.0 | $ | 94.8 | $ | 43.0 | $ | 159.8 |
| (1) | The NCM condensed financial information represents the period January\u00a01, 2018 through the date the sale closed July\u00a05, 2018. |
Year Ended December 31, 2017 | ||||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | NCM | \u00a0\u00a0\u00a0\u00a0 | DCIP | Other | \u00a0\u00a0\u00a0\u00a0 | Total | |||||
Revenues | $ | 426.1 | $ | 177.4 | $ | 581.9 | $ | 1,185.4 | ||||
Operating costs and expenses | 324.2 | 84.3 | 550.9 | 959.4 | ||||||||
Net earnings | $ | 101.9 | $ | 93.1 | $ | 31.0 | $ | 226.0 |
The components of the Company\u2019s recorded equity in earnings (losses) of non-consolidated entities are as follows:
Year Ended | Year Ended | Year Ended | |||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December 31, 2019 | \u00a0\u00a0\u00a0\u00a0 | December 31, 2018 | \u00a0\u00a0\u00a0\u00a0 | December 31, 2017 | |||
National CineMedia(1) | $ | \u2014 | $ | 17.9 | $ | (216.3) | |||
Digital Cinema Implementation Partners,\u00a0LLC | 25.4 | 29.1 | 28.6 | ||||||
Other | 5.2 | 39.7 | 2.5 | ||||||
The Company\u2019s recorded equity in earnings (losses) | $ | 30.6 | $ | 86.7 | $ | (185.2) |
| (1) | Includes both NCM, LLC and NCM, Inc. |
The Company recorded the following changes in the carrying amount of its investment in NCM LLC and equity in earnings of NCM LLC during the years ended December\u00a031, 2019, December\u00a031, 2018, and December\u00a031, 2017:
Accumulated | G&A: | ||||||||||||||||||||
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Exhibitor | \u00a0\u00a0\u00a0\u00a0 | Other | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Equity in | Mergers and | \u00a0\u00a0\u00a0\u00a0 | ||||||||||||
Investment | Services | Comprehensive | Cash | (Earnings) | Acquisitions | Advertising | |||||||||||||||
(In millions) | in\u00a0NCM | Agreement(1) | (Income)/Loss | Received | Losses | Expense | (Revenue) | ||||||||||||||
Ending balance at December 31, 2016 | $ | 323.9 | $ | (359.2) | $ | (4.0) | |||||||||||||||
Receipt of common units | 235.2 | (235.2) | \u2014 | $ | \u2014 | $ | \u2014 | $ | \u2014 | $ | \u2014 | ||||||||||
Receipt of excess cash distributions | (28.6) | \u2014 | \u2014 | 28.6 | \u2014 | \u2014 | \u2014 | ||||||||||||||
Surrender of common units for transferred theatres | (36.4) | 35.7 | \u2014 | \u2014 | 0.7 | \u2014 | \u2014 | ||||||||||||||
Surrender of common units for make whole agreement | (23.1) | \u2014 | \u2014 | \u2014 | 0.5 | 22.6 | \u2014 | ||||||||||||||
Other-than-temporary impairment loss - held for sale | (206.3) | \u2014 | \u2014 | \u2014 | 206.3 | \u2014 | \u2014 | ||||||||||||||
Units exchanged for NCM, Inc. common shares | (116.5) | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
Equity in earnings | 15.3 | \u2014 | 1.5 | \u2014 | (16.8) | \u2014 | \u2014 | ||||||||||||||
Equity in loss from amortization of basis difference | (2.4) | \u2014 | \u2014 | \u2014 | 2.4 | \u2014 | \u2014 | ||||||||||||||
Amortization of ESA | \u2014 | 27.8 | \u2014 | \u2014 | \u2014 | \u2014 | (27.8) | ||||||||||||||
Ending balance at December 31, 2017 | $ | 161.1 | $ | (530.9) | $ | (2.5) | $ | 28.6 | $ | 193.1 | $ | 22.6 | $ | (27.8) | |||||||
ASC 606 revenue recognition change in amortization method | \u2014 | (52.9) | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
Surrender of common units for common unit adjustment | (6.3) | 5.2 | \u2014 | \u2014 | 1.1 | \u2014 | \u2014 | ||||||||||||||
Receipt of excess cash distributions | (15.3) | \u2014 | \u2014 | 15.3 | \u2014 | \u2014 | \u2014 | ||||||||||||||
Impairment loss - held for sale | (14.4) | \u2014 | \u2014 | \u2014 | 14.4 | \u2014 | \u2014 | ||||||||||||||
Expenses on sale of NCM common units | \u2014 | \u2014 | \u2014 | (1.4) | 1.4 | \u2014 | \u2014 | ||||||||||||||
Sale of NCM common units | (128.3) | \u2014 | 2.4 | 156.8 | (30.9) | \u2014 | \u2014 | ||||||||||||||
Equity in earnings | 3.2 | \u2014 | 0.1 | \u2014 | (3.3) | \u2014 | \u2014 | ||||||||||||||
Amortization of ESA | \u2014 | 14.6 | \u2014 | \u2014 | \u2014 | \u2014 | (14.6) | ||||||||||||||
Ending balance at December 31, 2018 | $ | \u2014 | $ | (564.0) | $ | \u2014 | $ | 170.7 | $ | (17.3) | $ | \u2014 | $ | (14.6) | |||||||
Receipt of NCM shares | \u2014 | (1.4) | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
Amortization of ESA | \u2014 | 15.7 | \u2014 | \u2014 | \u2014 | \u2014 | (15.7) | ||||||||||||||
Ending balance at December 31, 2019 | $ | \u2014 | $ | (549.7) | $ | \u2014 | $ | \u2014 | $ | \u2014 | $ | \u2014 | $ | (15.7) |
| (1) | Represents the unamortized portion of the ESA with NCM. Such amounts are being amortized to other theatre revenues over the remainder of the 30-year term of the ESA ending in 2037. See Note\u00a01\u2014The Company and Significant Accounting Policies and Note\u00a02\u2014Revenue Recognition for information on the effects of adopting ASC 606. |
Related Party Transactions
The Company recorded the following related party transactions with equity method investees:
As of | \u00a0\u00a0\u00a0\u00a0 | As of | ||||
(In millions) | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | |||
Due from DCM for on-screen advertising revenue | $ | 4.2 | $ | 2.8 | ||
Loan receivable from DCM | 0.7 | 0.6 | ||||
Due from DCIP for warranty expenditures | 3.5 | 3.4 | ||||
Deferred rent liability for digital projectors related to DCIP | \u2014 | (7.8) | ||||
Due to AC JV for Fathom Events programming | (0.8) | (2.5) | ||||
Due from Screenvision for on-screen advertising revenue | 3.4 | 2.7 | ||||
Due from Nordic JVs | 2.5 | 2.6 | ||||
Due to Nordic JVs for management services | (1.6) | (1.7) | ||||
Due from SCC related to the joint venture | 8.3 | \u2014 | ||||
Due to U.S. theatre partnerships | (1.0) | (0.9) |
Year Ended | |||||||||||
(In\u00a0millions) | Condensed Consolidated Statement of Operations | December\u00a031, 2019 | December\u00a031, 2018 | December 31, 2017 | |||||||
DCM screen advertising revenues | Other revenues | $ | 22.4 | $ | 20.1 | $ | 23.3 | ||||
DCIP equipment rental expense | Operating expense | 3.6 | 6.5 | 5.7 | |||||||
Gross exhibition cost on AC JV Fathom Events programming | Film exhibition costs | 13.6 | 12.9 | 12.5 | |||||||
Screenvision screen advertising revenues | Other revenues | 15.6 | 15.1 | 14.0 |
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December 31, 2019 | |||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | DCIP | Other | Total | |||||
Current assets | $ | 51.4 | $ | 287.9 | $ | 339.3 | |||
Noncurrent assets | 568.0 | 275.3 | \u00a0 | 843.3 | |||||
Total assets | 619.4 | 563.2 | \u00a0 | 1,182.6 | |||||
Current liabilities | 64.6 | 157.8 | \u00a0 | 222.4 | |||||
Noncurrent liabilities | 10.4 | 250.1 | \u00a0 | 260.5 | |||||
Total liabilities | 75.0 | 407.9 | \u00a0 | 482.9 | |||||
Stockholders\u2019 equity | 544.4 | 155.3 | \u00a0 | 699.7 | |||||
Liabilities and stockholders\u2019 equity | 619.4 | 563.2 | \u00a0 | 1,182.6 | |||||
The Company\u2019s recorded investment (1) | $ | 151.0 | $ | 88.1 | $ | 239.1 |
December 31, 2018 | |||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | DCIP | Other | Total | |||||
Current assets | $ | 57.9 | $ | 170.4 | $ | 228.3 | |||
Noncurrent assets | 684.3 | 201.0 | \u00a0 | 885.3 | |||||
Total assets | 742.2 | 371.4 | \u00a0 | 1,113.6 | |||||
Current liabilities | 60.7 | 99.4 | \u00a0 | 160.1 | |||||
Noncurrent liabilities | 132.1 | 207.7 | \u00a0 | 339.8 | |||||
Total liabilities | 192.8 | 307.1 | \u00a0 | 499.9 | |||||
Stockholders\u2019 equity | 549.5 | 64.3 | \u00a0 | 613.8 | |||||
Liabilities and stockholders\u2019 equity | 742.2 | 371.4 | \u00a0 | 1,113.6 | |||||
The Company\u2019s recorded investment (1) | $ | 152.5 | $ | 79.9 | $ | 232.4 |
| (1) | Certain differences in the Company\u2019s recorded investments, and its proportional ownership share resulting from the acquisition of Holdings by Wanda on August\u00a030, 2012, where the investments were recorded at fair value, are amortized to equity in (earnings) losses of non-consolidated entities over the estimated useful lives of the underlying assets and liabilities. Other non-amortizing differences are considered to represent goodwill and are evaluated for impairment annually. |
Condensed financial information of the Company\u2019s significant non-consolidated equity method investments is shown below and amounts are presented under U.S. GAAP for the periods of ownership by the Company:
Year Ended December 31, 2019 | |||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | DCIP | \u00a0\u00a0\u00a0\u00a0 | Other | Total | ||||
Revenues | $ | 172.2 | $ | 522.3 | $ | 694.5 | |||
Operating costs and expenses | 94.3 | 489.4 | 583.7 | ||||||
Net earnings | $ | 77.9 | $ | 32.9 | $ | 110.8 |
Year Ended December 31, 2018 | ||||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | NCM (1) | \u00a0\u00a0\u00a0\u00a0 | DCIP | Other | \u00a0\u00a0\u00a0\u00a0 | Total | |||||
Revenues | $ | 193.9 | $ | 176.7 | $ | 532.2 | $ | 902.8 | ||||
Operating costs and expenses | 171.9 | 81.9 | 489.2 | 743.0 | ||||||||
Net earnings | $ | 22.0 | $ | 94.8 | $ | 43.0 | $ | 159.8 |
| (1) | The NCM condensed financial information represents the period January\u00a01, 2018 through the date the sale closed July\u00a05, 2018. |
Year Ended December 31, 2017 | ||||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | NCM | \u00a0\u00a0\u00a0\u00a0 | DCIP | Other | \u00a0\u00a0\u00a0\u00a0 | Total | |||||
Revenues | $ | 426.1 | $ | 177.4 | $ | 581.9 | $ | 1,185.4 | ||||
Operating costs and expenses | 324.2 | 84.3 | 550.9 | 959.4 | ||||||||
Net earnings | $ | 101.9 | $ | 93.1 | $ | 31.0 | $ | 226.0 |
Year Ended | Year Ended | Year Ended | |||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December 31, 2019 | \u00a0\u00a0\u00a0\u00a0 | December 31, 2018 | \u00a0\u00a0\u00a0\u00a0 | December 31, 2017 | |||
National CineMedia(1) | $ | \u2014 | $ | 17.9 | $ | (216.3) | |||
Digital Cinema Implementation Partners,\u00a0LLC | 25.4 | 29.1 | 28.6 | ||||||
Other | 5.2 | 39.7 | 2.5 | ||||||
The Company\u2019s recorded equity in earnings (losses) | $ | 30.6 | $ | 86.7 | $ | (185.2) |
| (1) | Includes both NCM, LLC and NCM, Inc. |
Accumulated | G&A: | ||||||||||||||||||||
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Exhibitor | \u00a0\u00a0\u00a0\u00a0 | Other | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Equity in | Mergers and | \u00a0\u00a0\u00a0\u00a0 | ||||||||||||
Investment | Services | Comprehensive | Cash | (Earnings) | Acquisitions | Advertising | |||||||||||||||
(In millions) | in\u00a0NCM | Agreement(1) | (Income)/Loss | Received | Losses | Expense | (Revenue) | ||||||||||||||
Ending balance at December 31, 2016 | $ | 323.9 | $ | (359.2) | $ | (4.0) | |||||||||||||||
Receipt of common units | 235.2 | (235.2) | \u2014 | $ | \u2014 | $ | \u2014 | $ | \u2014 | $ | \u2014 | ||||||||||
Receipt of excess cash distributions | (28.6) | \u2014 | \u2014 | 28.6 | \u2014 | \u2014 | \u2014 | ||||||||||||||
Surrender of common units for transferred theatres | (36.4) | 35.7 | \u2014 | \u2014 | 0.7 | \u2014 | \u2014 | ||||||||||||||
Surrender of common units for make whole agreement | (23.1) | \u2014 | \u2014 | \u2014 | 0.5 | 22.6 | \u2014 | ||||||||||||||
Other-than-temporary impairment loss - held for sale | (206.3) | \u2014 | \u2014 | \u2014 | 206.3 | \u2014 | \u2014 | ||||||||||||||
Units exchanged for NCM, Inc. common shares | (116.5) | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
Equity in earnings | 15.3 | \u2014 | 1.5 | \u2014 | (16.8) | \u2014 | \u2014 | ||||||||||||||
Equity in loss from amortization of basis difference | (2.4) | \u2014 | \u2014 | \u2014 | 2.4 | \u2014 | \u2014 | ||||||||||||||
Amortization of ESA | \u2014 | 27.8 | \u2014 | \u2014 | \u2014 | \u2014 | (27.8) | ||||||||||||||
Ending balance at December 31, 2017 | $ | 161.1 | $ | (530.9) | $ | (2.5) | $ | 28.6 | $ | 193.1 | $ | 22.6 | $ | (27.8) | |||||||
ASC 606 revenue recognition change in amortization method | \u2014 | (52.9) | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
Surrender of common units for common unit adjustment | (6.3) | 5.2 | \u2014 | \u2014 | 1.1 | \u2014 | \u2014 | ||||||||||||||
Receipt of excess cash distributions | (15.3) | \u2014 | \u2014 | 15.3 | \u2014 | \u2014 | \u2014 | ||||||||||||||
Impairment loss - held for sale | (14.4) | \u2014 | \u2014 | \u2014 | 14.4 | \u2014 | \u2014 | ||||||||||||||
Expenses on sale of NCM common units | \u2014 | \u2014 | \u2014 | (1.4) | 1.4 | \u2014 | \u2014 | ||||||||||||||
Sale of NCM common units | (128.3) | \u2014 | 2.4 | 156.8 | (30.9) | \u2014 | \u2014 | ||||||||||||||
Equity in earnings | 3.2 | \u2014 | 0.1 | \u2014 | (3.3) | \u2014 | \u2014 | ||||||||||||||
Amortization of ESA | \u2014 | 14.6 | \u2014 | \u2014 | \u2014 | \u2014 | (14.6) | ||||||||||||||
Ending balance at December 31, 2018 | $ | \u2014 | $ | (564.0) | $ | \u2014 | $ | 170.7 | $ | (17.3) | $ | \u2014 | $ | (14.6) | |||||||
Receipt of NCM shares | \u2014 | (1.4) | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
Amortization of ESA | \u2014 | 15.7 | \u2014 | \u2014 | \u2014 | \u2014 | (15.7) | ||||||||||||||
Ending balance at December 31, 2019 | $ | \u2014 | $ | (549.7) | $ | \u2014 | $ | \u2014 | $ | \u2014 | $ | \u2014 | $ | (15.7) |
| (1) | Represents the unamortized portion of the ESA with NCM. Such amounts are being amortized to other theatre revenues over the remainder of the 30-year term of the ESA ending in 2037. See Note\u00a01\u2014The Company and Significant Accounting Policies and Note\u00a02\u2014Revenue Recognition for information on the effects of adopting ASC 606. |
As of | \u00a0\u00a0\u00a0\u00a0 | As of | ||||
(In millions) | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | |||
Due from DCM for on-screen advertising revenue | $ | 4.2 | $ | 2.8 | ||
Loan receivable from DCM | 0.7 | 0.6 | ||||
Due from DCIP for warranty expenditures | 3.5 | 3.4 | ||||
Deferred rent liability for digital projectors related to DCIP | \u2014 | (7.8) | ||||
Due to AC JV for Fathom Events programming | (0.8) | (2.5) | ||||
Due from Screenvision for on-screen advertising revenue | 3.4 | 2.7 | ||||
Due from Nordic JVs | 2.5 | 2.6 | ||||
Due to Nordic JVs for management services | (1.6) | (1.7) | ||||
Due from SCC related to the joint venture | 8.3 | \u2014 | ||||
Due to U.S. theatre partnerships | (1.0) | (0.9) |
Year Ended | |||||||||||
(In\u00a0millions) | Condensed Consolidated Statement of Operations | December\u00a031, 2019 | December\u00a031, 2018 | December 31, 2017 | |||||||
DCM screen advertising revenues | Other revenues | $ | 22.4 | $ | 20.1 | $ | 23.3 | ||||
DCIP equipment rental expense | Operating expense | 3.6 | 6.5 | 5.7 | |||||||
Gross exhibition cost on AC JV Fathom Events programming | Film exhibition costs | 13.6 | 12.9 | 12.5 | |||||||
Screenvision screen advertising revenues | Other revenues | 15.6 | 15.1 | 14.0 |
NOTE 7\u2014SUPPLEMENTAL BALANCE SHEET INFORMATION
Assets held for sale, other assets and liabilities consist of the following:
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0 | ||
Other current assets: | |||||||
Income taxes receivable | $ | 11.7 | $ | 24.7 | |||
Prepaids (1) | \u00a0 | 63.4 | \u00a0 | 99.8 | |||
Merchandise inventory | \u00a0 | 37.5 | \u00a0 | 35.2 | |||
Other | \u00a0 | 30.8 | \u00a0 | 38.1 | |||
$ | 143.4 | $ | 197.8 | ||||
Other long-term assets: | |||||||
Investments in real estate | $ | 16.8 | $ | 16.2 | |||
Deferred financing costs revolving credit facility | \u00a0 | 11.3 | \u00a0 | 6.7 | |||
Investments in equity method investees | \u00a0 | 239.1 | \u00a0 | 232.4 | |||
Computer software | \u00a0 | 115.8 | \u00a0 | 104.3 | |||
Investment in common stock | \u00a0 | 28.0 | \u00a0 | 30.9 | |||
Pension asset | 19.6 | 25.7 | |||||
Derivative asset | 38.0 | 55.7 | |||||
Other | \u00a0 | 34.4 | \u00a0 | 33.6 | |||
$ | 503.0 | $ | 505.5 | ||||
Accrued expenses and other liabilities: | |||||||
Taxes other than income | $ | 75.2 | $ | 73.4 | |||
Interest | \u00a0 | 21.2 | \u00a0 | 32.6 | |||
Payroll and vacation | \u00a0 | 43.8 | \u00a0 | 39.6 | |||
Current portion of casualty claims and premiums | \u00a0 | 12.6 | \u00a0 | 11.2 | |||
Accrued bonus | \u00a0 | 32.5 | \u00a0 | 39.6 | |||
Theatre and other closure (1) | \u00a0 | \u2014 | \u00a0 | 5.6 | |||
Accrued licensing and percentage rent | \u00a0 | 24.7 | \u00a0 | 18.9 | |||
Current portion of pension | \u00a0 | 0.5 | \u00a0 | 0.3 | |||
Other | \u00a0 | 114.1 | \u00a0 | 157.3 | |||
$ | 324.6 | $ | 378.5 | ||||
Other long-term liabilities: | |||||||
Unfavorable lease obligations (1) | $ | \u2014 | $ | 176.6 | |||
Deferred rent (1) | \u00a0 | \u2014 | \u00a0 | 518.5 | |||
Pension | \u00a0 | 59.9 | \u00a0 | 54.6 | |||
Deferred gain (2) | \u2014 | 102.4 | |||||
Casualty claims and premiums | \u00a0 | 17.9 | \u00a0 | 15.2 | |||
Theatre and other closure (1) | \u00a0 | \u2014 | \u00a0 | 12.5 | |||
Other | \u00a0 | 118.1 | \u00a0 | 83.3 | |||
$ | 195.9 | $ | 963.1 |
| (1) | See Note 1\u2014The Company and Significant Accounting Policies for information regarding the reclassification of prepaid rent, unfavorable lease obligations, deferred rent including landlord allowances and theatre closure liabilities as a reduction to the opening lease ROU asset balances, as required by ASC 842. |
| (2) | See Note 3\u2014Leases for information regarding the derecognition of deferred gains from sale leaseback transactions for the cumulative effect adjustment to accumulated deficit as of January 1, 2019, as required by ASC 842. |
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0 | ||
Other current assets: | |||||||
Income taxes receivable | $ | 11.7 | $ | 24.7 | |||
Prepaids (1) | \u00a0 | 63.4 | \u00a0 | 99.8 | |||
Merchandise inventory | \u00a0 | 37.5 | \u00a0 | 35.2 | |||
Other | \u00a0 | 30.8 | \u00a0 | 38.1 | |||
$ | 143.4 | $ | 197.8 | ||||
Other long-term assets: | |||||||
Investments in real estate | $ | 16.8 | $ | 16.2 | |||
Deferred financing costs revolving credit facility | \u00a0 | 11.3 | \u00a0 | 6.7 | |||
Investments in equity method investees | \u00a0 | 239.1 | \u00a0 | 232.4 | |||
Computer software | \u00a0 | 115.8 | \u00a0 | 104.3 | |||
Investment in common stock | \u00a0 | 28.0 | \u00a0 | 30.9 | |||
Pension asset | 19.6 | 25.7 | |||||
Derivative asset | 38.0 | 55.7 | |||||
Other | \u00a0 | 34.4 | \u00a0 | 33.6 | |||
$ | 503.0 | $ | 505.5 | ||||
Accrued expenses and other liabilities: | |||||||
Taxes other than income | $ | 75.2 | $ | 73.4 | |||
Interest | \u00a0 | 21.2 | \u00a0 | 32.6 | |||
Payroll and vacation | \u00a0 | 43.8 | \u00a0 | 39.6 | |||
Current portion of casualty claims and premiums | \u00a0 | 12.6 | \u00a0 | 11.2 | |||
Accrued bonus | \u00a0 | 32.5 | \u00a0 | 39.6 | |||
Theatre and other closure (1) | \u00a0 | \u2014 | \u00a0 | 5.6 | |||
Accrued licensing and percentage rent | \u00a0 | 24.7 | \u00a0 | 18.9 | |||
Current portion of pension | \u00a0 | 0.5 | \u00a0 | 0.3 | |||
Other | \u00a0 | 114.1 | \u00a0 | 157.3 | |||
$ | 324.6 | $ | 378.5 | ||||
Other long-term liabilities: | |||||||
Unfavorable lease obligations (1) | $ | \u2014 | $ | 176.6 | |||
Deferred rent (1) | \u00a0 | \u2014 | \u00a0 | 518.5 | |||
Pension | \u00a0 | 59.9 | \u00a0 | 54.6 | |||
Deferred gain (2) | \u2014 | 102.4 | |||||
Casualty claims and premiums | \u00a0 | 17.9 | \u00a0 | 15.2 | |||
Theatre and other closure (1) | \u00a0 | \u2014 | \u00a0 | 12.5 | |||
Other | \u00a0 | 118.1 | \u00a0 | 83.3 | |||
$ | 195.9 | $ | 963.1 |
| (1) | See Note 1\u2014The Company and Significant Accounting Policies for information regarding the reclassification of prepaid rent, unfavorable lease obligations, deferred rent including landlord allowances and theatre closure liabilities as a reduction to the opening lease ROU asset balances, as required by ASC 842. |
| (2) | See Note 3\u2014Leases for information regarding the derecognition of deferred gains from sale leaseback transactions for the cumulative effect adjustment to accumulated deficit as of January 1, 2019, as required by ASC 842. |
NOTE 8\u2014CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS
A summary of the carrying value of corporate borrowings and capital and financing lease obligations is as follows:
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | ||
Senior Secured Credit Facility-Term Loan due 2022 | $ | \u2014 | $ | 854.2 | ||
Senior Secured Credit Facility-Term Loan due 2023 | \u2014 | 491.2 | ||||
Senior Secured Credit Facility-Term Loan due 2026 (5.23% as of December 31, 2019) | 1,985.0 | \u2014 | ||||
Odeon Revolving Credit Facility Due 2022 | \u2014 | $ | 11.9 | |||
6.0% Senior Secured Notes due 2023 | \u2014 | 230.0 | ||||
2.95% Senior Unsecured Convertible Notes due 2024 | 600.0 | 600.0 | ||||
5.875% Senior Subordinated Notes due 2022 | \u00a0 | \u2014 | \u00a0 | 375.0 | ||
6.375% Senior Subordinated Notes due 2024 (\u00a3500 million par value) | 655.8 | 634.1 | ||||
5.75% Senior Subordinated Notes due 2025 | 600.0 | 600.0 | ||||
5.875% Senior Subordinated Notes due 2026 | 595.0 | 595.0 | ||||
6.125% Senior Subordinated Notes due 2027 | 475.0 | 475.0 | ||||
5.0% Promissory Note payable to NCM due 2019 | \u00a0 | \u2014 | \u00a0 | 1.3 | ||
$ | 4,910.8 | $ | 4,867.7 | |||
Finance lease obligations(1) | \u00a0 | 99.9 | \u00a0 | 560.2 | ||
Debt issuance costs | (88.8) | (104.3) | ||||
Net discounts | (69.1) | (64.4) | ||||
Derivative liability | 0.5 | 24.0 | ||||
$ | 4,853.3 | $ | 5,283.2 | |||
Less: | ||||||
Current maturities corporate borrowings | (20.0) | \u00a0 | (15.2) | |||
Current maturities finance lease obligations | (10.3) | \u2014 | ||||
Current maturities capital and financing lease obligations | \u2014 | (67.0) | ||||
$ | 4,823.0 | $ | 5,201.0 |
| (1) | See Note 3\u2014Leases for information about the derecognition of existing liabilities for certain sale leaseback transactions for the cumulative effect adjustment to accumulated deficit as of January 1, 2019, as required by ASC 842. |
The following table provides the principal payments required and maturities of corporate borrowings as of December 31, 2019:
Principal | |||
Amount of | |||
Corporate | |||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Borrowings | |
2020 | $ | 20.0 | |
2021 | \u00a0 | 20.0 | |
2022 | \u00a0 | 20.0 | |
2023 | \u00a0 | 20.0 | |
2024 | \u00a0 | 1,275.8 | |
Thereafter | \u00a0 | 3,555.0 | |
Total | $ | 4,910.8 |
Senior Secured Credit Facility
The Senior Secured Credit Facility is with a syndicate of banks and other financial institutions. The Senior Secured Credit Facility also provides for a Revolving Credit Facility, including a borrowing capacity which is available for letters of credit and for swingline borrowings on same-day notice.
Sixth Amendment to Credit Agreement. On April\u00a022, 2019, the Company entered into the Sixth Amendment to Credit Agreement (the \u201cSixth Amendment\u201d) amending the Credit Agreement dated April\u00a030, 2013, by and among the
Company, each lender party thereto and Citicorp North America, Inc. (\u201cCiti\u201d), as administrative agent. After giving effect to the Sixth Amendment, the Credit Agreement provides for senior secured financing of $2,225.0\u00a0million in aggregate, consisting of (1)\u00a0$2,000.0\u00a0million in aggregate principal amount of senior secured tranche B loans maturing April\u00a022, 2026 (the \u201cTerm Loan Facility\u201d) and (2)\u00a0a $225.0\u00a0million senior secured revolving credit facility (which includes borrowing capacity available for letters of credit) maturing April\u00a022, 2024 (the \u201cRevolving Credit Facility\u201d and, together with the Term Loan Facility, the \u201cCredit Facilities\u201d). The loans were used to repay all of the Company\u2019s existing term loans in an aggregate principal amount of approximately $1,338.5\u00a0million and to fund the redemptions of the 5.875% Senior Subordinated Notes due 2022 and the 6.0% Senior Secured Notes due 2023. The Company recorded a loss of $16.6\u00a0million during the year ended December 31, 2019 related to these transactions, comprised of $14.1\u00a0million of extinguishment losses and $2.5\u00a0million of third party costs related to the modification of the Term Loans under the Senior Secured Credit Facility.
All obligations under the Credit Agreement are guaranteed by, subject to certain exceptions, each of the Company\u2019s current and future wholly-owned material domestic restricted subsidiaries. All obligations under the Credit Agreement, and the guarantees of those obligations, are secured by substantially all of the assets of the Company and each guarantor, subject to customary exceptions, including:
| \u25cf | a pledge of 100% of the equity interests directly held by the Company and each guarantor in any wholly-owned material subsidiary of the Company or any guarantor (which pledge, in the case of any non-U.S. subsidiary of a U.S. subsidiary, will not include more than 65% of the voting stock of such non-U.S. subsidiary), subject to certain exceptions; and |
| \u25cf | a security interest in substantially all other tangible and intangible assets of the Company and each guarantor, subject to certain exceptions. |
The Credit Facilities will require the Company to prepay outstanding term loans, subject to certain exceptions, with:
| \u25cf | 50% (which percentage will be reduced to 0% if the Company attains a certain secured net leverage ratio) of the Company\u2019s annual excess cash flow; |
| \u25cf | 100% of the net cash proceeds of certain non-ordinary course asset sales by the Company and its restricted subsidiaries (including casualty and condemnation events, subject to de minimis thresholds), and subject to the right to reinvest 100% of such proceeds, subject to certain qualifications; and |
| \u25cf | 100% of the net proceeds of any issuance or incurrence of debt by the Company or any of its restricted subsidiaries, other than certain debt permitted under the Credit Agreement. |
The foregoing mandatory prepayments will be used to reduce the installments of principal on the Term Loan Facility. The Company may voluntarily repay outstanding loans under the Credit Facilities at any time without premium or penalty, except (1)\u00a0for customary \u201cbreakage\u201d costs with respect to LIBOR loans under the Credit Facilities and (2)\u00a0during the six months following the Amendment Closing Date, with respect to certain voluntary prepayments or refinancings of the Term Loan Facility that reduce the effective yield of the Term Loan Facility, which will be subject to a 1.00% prepayment premium.
Borrowings under the Term Loan Facility will bear interest at a rate per annum equal to, at the Company\u2019s option, either (1)\u00a0an applicable margin plus a base rate determined by reference to the highest of (a)\u00a00.50% per annum plus the Federal Funds Effective Rate, (b)\u00a0the prime rate of Citi and (c)\u00a0LIBOR determined by reference to the cost of funds for U.S. dollar deposits for an interest period of one month adjusted for certain additional costs, plus 1.00% or (2)\u00a0an applicable margin plus LIBOR determined by reference to the costs of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs. Borrowings under the Revolving Credit Facility will bear interest at a rate per annum equal to an applicable margin based upon a leverage-based pricing grid, plus, at the Company\u2019s option, either (1)\u00a0a base rate determined by reference to the highest of (a)\u00a00.50% per annum plus the Federal Funds Effective Rate, (b)\u00a0the prime rate of Citi and (c)\u00a0LIBOR determined by reference to the cost of funds for U.S. dollar deposits for an interest period of one month adjusted for certain additional costs, plus 1.00% or (2)\u00a0LIBOR determined by reference to the costs of funds for U.S. dollar deposits for the interest period relevant to such borrowing adjusted for certain additional costs. As of December 31, 2019, the applicable margins for LIBOR borrowings under the Term Loan Facility and the Revolving Credit Facility are 3.00% and 2.50%, respectively.
The Credit Agreement contains other customary terms, including (1)\u00a0representations, warranties and affirmative covenants, (2)\u00a0negative covenants, including limitations on indebtedness, liens, mergers and acquisitions, asset sales, investments, distributions, prepayments of subordinated debt and transactions with affiliates, in each case subject to baskets, thresholds and other exceptions, and (3)\u00a0customary events of default.
The availability of certain baskets and the ability to enter into certain transactions will also be subject to compliance with certain financial ratios. In addition, the Revolving Credit Facility includes a maintenance covenant that requires, in certain circumstances, compliance with a certain secured leverage ratio.
Odeon Revolving Credit Facility
On December\u00a07, 2017, the Company entered into a Revolving Credit Facility Agreement (\u201cOdeon Revolving Credit Facility\u201d) with Citigroup Global Markets Limited, Lloyds Bank PLC, Barclays Bank PLC and Bank of America Merrill Lynch International Limited as arrangers. The lenders make available a multicurrency revolving credit facility in an aggregate amount of \u00a3100.0\u00a0million ($131.2\u00a0million as of December\u00a031, 2019). As of December\u00a031, 2019, there were no borrowings outstanding and Odeon had \u00a389.2\u00a0million ($117.0\u00a0million) available for borrowing, net of \u00a310.8\u00a0million ($14.2\u00a0million) outstanding letters of credit (subject to limitations on the incurrence of indebtedness in the Company\u2019s various debt instruments). The interest rate on each loan when drawn down under the Odeon Revolving Credit Facility is 2.5% plus\u00a0IBOR (meaning LIBOR, EURIBOR, CIBOR or STIBOR as applicable) per annum. The undrawn commitment fee is 0.5% of the undrawn amount per annum. All assets located in England and Wales have been pledged as collateral.
Senior Unsecured Convertible Notes due 2024
The carrying value of the Senior Unsecured Convertible Notes due 2024 is as follows:
Carrying Value | Additional | Increase | Carrying Value | Increase | Carrying Value | |||||||||||||
at Issuance on | Deferred | to Expense | as of | to Expense | as of | |||||||||||||
(In millions) | September 14, 2018 | Charges | (Income) | December 31, 2018 | (Income) | December 31, 2019 | ||||||||||||
Principal balance | $ | 600.0 | $ | \u2014 | $ | \u2014 | $ | 600.0 | $ | \u2014 | $ | 600.0 | ||||||
Discount | (90.4) | \u2014 | 3.7 | (86.7) | 13.0 | (73.7) | ||||||||||||
Debt issuance costs | (12.5) | (1.1) | 0.6 | (13.0) | 1.8 | (11.2) | ||||||||||||
Derivative liability | 90.4 | \u2014 | (66.4) | 24.0 | (23.5) | 0.5 | ||||||||||||
Carrying Value | $ | 587.5 | $ | (1.1) | $ | (62.1) | $ | 524.3 | $ | (8.7) | $ | 515.6 |
On September\u00a014, 2018, the Company issued $600.0\u00a0million aggregate principal amount of its 2.95% Senior Unsecured Convertible Notes due 2024 (the \"Convertible Notes due 2024\"). The Convertible Notes due 2024 mature on September\u00a015, 2024, subject to earlier conversion by the holders thereof, repurchase by the Company at the option of the holders or redemption by the Company upon the occurrence of certain contingencies, as discussed below. Upon maturity, the $600.0\u00a0million principal amount of the Convertible Notes due 2024 will be payable in cash. The Company will pay interest in cash on the Convertible Notes due 2024 at 2.95% per annum, semi-annually in arrears on September\u00a015th\u00a0and March\u00a015th, commencing on March\u00a015, 2019. The Company used the net proceeds from the sale of the Convertible Notes due 2024 to repurchase and retire 24,057,143 shares of Class B common stock held by Wanda for $17.50 per share or approximately $421.0\u00a0million, associated legal fees of $2.6\u00a0million, and to pay a special dividend of $1.55 per share of Class A common stock and Class B common stock, or approximately $160.5\u00a0million on September\u00a028, 2018 to shareholders of record on September\u00a025, 2018.
The Company bifurcated the conversion feature from the principal balance of the Convertible Notes due 2024 as a derivative liability because (1)\u00a0a conversion feature is not clearly and closely related to the debt instrument and the reset of the conversion price discussed in the following paragraph causes the conversion feature to not be considered indexed to the Company\u2019s equity, (2)\u00a0the conversion feature standing alone meets the definition of a derivative, and (3) the Convertible Notes due 2024 are not remeasured at fair value each reporting period with changes in fair value recorded in the consolidated statement of operations. The initial derivative liability of $90.4\u00a0million is offset by a discount to the principal balance and is amortized to interest expense resulting in an effective rate of 5.98% over the term of the Convertible Notes due 2024. The Company also recorded debt issuance costs of approximately $13.6 million related to the issuance of the Convertible Notes due 2024 and will amortize those costs to interest expense under the effective interest method over the term of the Convertible Notes due 2024. The Company recorded interest expense for the year ended December 31, 2019 of $32.6 million and for the period from September 14, 2018 to December\u00a031, 2018 of $9.7 million. The derivative liability is remeasured at fair value each reporting period with changes in fair value recorded in the consolidated statement of operations as other expense or income. See Note\u00a012\u2014Fair Value
Measurements for a discussion of the valuation methodology. For the years ended December 31, 2019 and December\u00a031, 2018, this resulted in other expense (income) of $(23.5) million and $(66.4)\u00a0million, respectively. The principal balance exceeded the if-converted value of the Convertible Notes due 2024 by approximately $370.8\u00a0million as of December\u00a031, 2019 based on the closing price per share of the Company\u2019s common stock of $7.24\u00a0per share.
Upon conversion by a holder thereof, the Company shall deliver, at its election, either cash, shares of the Company\u2019s Class\u00a0A common stock or a combination of cash and shares of the Company\u2019s Class\u00a0A common stock at a conversion rate of 52.7704 per $1,000 principal amount of the Convertible Notes due 2024 (which represents an initial conversion price of $18.95), in each case subject to customary anti-dilution adjustments. As of December\u00a031, 2019, the $600.0\u00a0million principal balance of the Convertible Notes due 2024 would be convertible into 31,662,269 shares of Class A common stock. In addition to typical anti-dilution adjustments, in the event that the then-applicable conversion price is greater than 120% of the average of the volume-weighted average price of the Company\u2019s Class A common stock for the ten days prior to the second anniversary of issuance (the \u201cReset Conversion Price\u201d), the conversion price for the Convertible Notes due 2024 is subject to a reset provision that would adjust the conversion price downward to such Reset Conversion Price. However, this conversion price reset provision is subject to a conversion price floor such that the shares of the Company\u2019s Class\u00a0A common stock issuable upon conversion would not exceed 30% of the Company\u2019s then outstanding fully-diluted share capital after giving effect to the conversion. In addition, a trigger of the reset provision would result in up to 5,666,000 shares of the Company\u2019s Class B common stock held by Wanda becoming subject to forfeiture and retirement by the Company at no additional cost pursuant to the stock repurchase agreement between the Company and Wanda discussed in Note\u00a09\u2014Stockholders\u2019 Equity. This cancellation agreement is a contingent call option for the forfeiture shares, which is a freestanding derivative measured at fair value on a recurring basis. The feature is contingent on the same reset of the conversion price which is part of the conversion feature. The initial derivative asset of $10.7\u00a0million is offset by a credit to stockholders\u2019 equity related to the Class B common stock purchase and cancellation. The forfeiture shares feature is not clearly and closely related to the Convertible Notes due 2024 host and it is bifurcated and accounted for as a derivative asset measured at fair value through earnings each reporting period with changes in fair value recorded in the consolidated statement of operations as other expense or income. See Note\u00a012\u2014Fair Value Measurements for a discussion of the valuation methodology. For the years ended December 31, 2019 and December\u00a031, 2018, this resulted in other expense (income) of $17.7 million and $(45.0) million, respectively. Additionally, the conversion rate will be adjusted if any cash dividend or distribution is made to all or substantially all holders of the Company\u2019s common stock (other than the special dividend referenced above and a regular, quarterly cash dividend that does not exceed $0.20 per share until the second anniversary of issuance and $0.10 per share thereafter). Any Convertible Notes due 2024 that are converted in connection with a Make-Whole Fundamental Change (as defined in the Indenture (the \u201cIndenture\u201d) governing the Convertible Notes due 2024) are, under certain circumstances, entitled to an increase in the conversion rate.
The Company has the option to redeem the Convertible Notes due 2024 for cash on or after the fifth anniversary of issuance at par if the price for the Company\u2019s Class\u00a0A common stock is equal to or greater than 150% of the then applicable conversion price for 20 or more trading days out of a consecutive 30 day trading period (including the final three trading days), at which time the holders have the option to convert. The Company also has the option to redeem the Convertible Notes due 2024, between the second and third anniversary of issuance, if the reset provision described above is triggered at a redemption price in cash that would result in the noteholders realizing a 15% internal rate of return from the date of issuance regardless of when any particular noteholder acquired its Convertible Notes due 2024. The Company also bifurcated this redemption feature from the principal balance of the Convertible Notes due 2024 and considered it as a part of the overall fair value of the derivative liability. For the years ended December 31, 2019 and December 31, 2018, the Company recorded other income of $23.5 million and $66.4 million, respectively, related to the decrease in fair value of its derivative liability for the Convertible Notes due 2024.
With certain exceptions, upon a change of control of the Company or if the Company\u2019s Class\u00a0A common stock is not listed for trading on The New York Stock Exchange, The NASDAQ Global Select Market or The NASDAQ Global Market, the holders of the Convertible Notes due 2024 may require that the Company repurchase in cash all or part of the principal amount of the Convertible Notes due 2024 at a purchase price equal to the principal amount plus accrued and unpaid interest up to, but excluding, the date of repurchase. The Indenture includes restrictive covenants that, subject to specified exceptions and parameters, limit the ability of the Company to incur additional debt and limit the ability of the Company to incur liens with respect to the Company\u2019s senior subordinated notes or any debt incurred to refinance the Company\u2019s senior subordinated notes. The Indenture also includes customary events of default, which may result in the acceleration of the maturity of the Convertible Notes due 2024 under the Indenture.
The Convertible Notes due 2024 are general unsecured senior obligations of the Company and are fully and unconditionally guaranteed on a joint and several senior unsecured basis by all the Company\u2019s existing and future domestic restricted subsidiaries that guarantee its other indebtedness.
On September\u00a014, 2018, in connection with the issuance of the Convertible Notes due 2024, the Company entered into an investment agreement (the \u201cInvestment Agreement\u201d) providing for, among other things, registration rights with respect to the Convertible Notes due 2024 and the shares of Class A common stock underlying the Convertible Notes due 2024. Subject to the terms of the Investment Agreement, the Company was required to file a registration statement with the SEC not later than three months from the issuance date of the Convertible Notes in order to provide for resales of the Convertible Notes due 2024 and the shares of Class A common stock underlying the Convertible Notes to be made on a delayed or continuous basis pursuant to Rule\u00a0415 under the Securities Act. The Company filed a registration statement with the SEC on December 14, 2018 to fulfill this requirement.
Sterling Notes Due 2024
On November\u00a08, 2016, the Company issued \u00a3250.0 million aggregate principal amount of its 6.375% Senior Subordinated Notes due 2024 (the \"Sterling Notes due 2024\") in a private offering. The Company recorded deferred financing costs of approximately $14.1 million related to the issuance of the Sterling Notes due 2024. The Sterling Notes due 2024 mature on November\u00a015, 2024. The Company will pay interest on the Sterling Notes due 2024 at 6.375% per annum, semi-annually in arrears on May\u00a015th\u00a0and November\u00a015th, commencing on May\u00a015, 2017. The Company may redeem some or all of the Sterling Notes due 2024 at any time on or after November\u00a015, 2019 at 104.781% of the principal amount thereof, declining ratably to 100% of the principal amount thereof on or after November\u00a015, 2022, plus accrued and unpaid interest to the redemption date. On or prior to November\u00a015, 2019, the Company may redeem the Sterling Notes due 2024 at par, including accrued and unpaid interest plus a make-whole premium. The Company used the net proceeds from the Sterling Notes due 2024 private offering to pay the consideration for the Odeon acquisition and the related refinancing of Odeon debt assumed in the acquisition.
The Sterling Notes due 2024 are general unsecured senior subordinated obligations of the Company and are fully and unconditionally guaranteed on a joint and several senior subordinated unsecured basis by all of its existing and future domestic restricted subsidiaries that guarantee its other indebtedness. Following the closing of the Odeon acquisition on November\u00a030, 2016 and the Carmike acquisition on December\u00a021, 2016, neither Odeon or Carmike or any of its subsidiaries will guarantee the Sterling Notes due 2024.
The indenture governing the Sterling Notes due 2024 contains covenants limiting other indebtedness, dividends, purchases or redemptions of stock, transactions with affiliates, and mergers and sales of assets.
On November\u00a08, 2016, in connection with the issuance of the Sterling Notes due 2024, the Company entered into a registration rights agreement. Subject to the terms of the registration rights agreement, the Company is required to (1)\u00a0file a registration statement with the Securities and Exchange Commission (\u201cSEC\u201d) not later than 270 days from the issuance date with respect to the registered offer to exchange the notes for new notes of the Company having terms identical in all material respects to the notes and (2)\u00a0use its commercially reasonable efforts to cause the exchange offer registration statement to be declared effective under the Securities Act of 1933 within 365 days of the issuance date.
On March\u00a017, 2017, the Company issued \u00a3250.0\u00a0million additional aggregate principal amount of its Sterling Notes due 2024 at 106% plus accrued interest from November\u00a08, 2016 in a private offering. These additional Sterling Notes due 2024 were offered as additional notes under an indenture pursuant to which the Company had previously issued and has outstanding \u00a3250.0\u00a0million aggregate principal amount of its 6.375% Sterling Notes due 2024. The Company recorded deferred financing costs of approximately $12.7\u00a0million related to the issuance of the additional Sterling Notes due 2024. The Sterling Notes due 2024 mature on November\u00a015, 2024. The Company will pay interest on the Sterling Notes due 2024 at 6.375% per annum, semi-annually in arrears on May\u00a015th\u00a0and November\u00a015th, commencing on May\u00a015, 2017. Interest on the additional Sterling Notes will accrue from November\u00a08, 2016. The Company may redeem some or all of the Sterling Notes due 2024 at any time on or after November\u00a015, 2019, at 104.781% of the principal amount thereof, declining ratably to 100% of the principal amount thereof on or after November\u00a015, 2022, plus accrued and unpaid interest to the redemption date. In addition, the Company may redeem up to 35% of the aggregate principal amount of the Sterling Notes due 2024 using net proceeds from certain equity offerings completed on or prior to November\u00a015, 2019. On or prior to November\u00a015, 2019, the Company may redeem the Sterling Notes due 2024 at par, including accrued and unpaid interest plus a make-whole premium. The Company used the net
proceeds from the additional Sterling Notes to pay a portion of the consideration for the acquisition of Nordic plus related refinancing of Nordic debt assumed in the acquisition.
On March\u00a017, 2017, in connection with the issuance of the additional Sterling Notes due 2024, the Company entered into a registration rights agreement. Subject to the terms of the registration rights agreement, the Company is required to (1)\u00a0file one or more registration statements with the SEC not later than 270 days from November\u00a08, 2016 with respect to the registered offer to exchange the notes for new notes of the Company having terms identical in all material respects to the notes and (2)\u00a0use its commercially reasonable efforts to cause the exchange offer registration statement to be declared effective under the Securities Act within 365 days of November\u00a08, 2016. The Company filed its Form\u00a0S\u20134 registration statement related to the registration rights agreement with the Securities and Exchange Commission on April\u00a019, 2017, and it was declared effective June\u00a07, 2017. All of the original notes were exchanged as of July\u00a012, 2017.
Notes Due 2025
On June\u00a05, 2015, the Company issued $600.0 million aggregate principal amount of its 5.75% Senior Subordinated Notes due 2025 (the \u201cNotes due 2025\u201d) in a private offering. The Company capitalized deferred financing costs of approximately $11.4 million, related to the issuance of the Notes due 2025. The Notes due 2025 mature on June\u00a015, 2025. The Company will pay interest on the Notes due 2025 at 5.75% per annum, semi-annually in arrears on June\u00a015th and December\u00a015th, commencing on December\u00a015, 2015. The Company may redeem some or all of the Notes due 2025 at any time on or after June\u00a015, 2020 at 102.875% of the principal amount thereof, declining ratably to 100% of the principal amount thereof on or after June\u00a015, 2023, plus accrued and unpaid interest to the redemption date. Prior to June\u00a015, 2020, the Company may redeem the Notes due 2025 at par plus a make-whole premium. The Company used the net proceeds from the Notes due 2025 private offering and cash on hand, to pay the consideration for the tender offer for the Notes due 2020, plus any accrued and unpaid interest and related transaction fees and expenses.
The Notes due 2025 are general unsecured senior subordinated obligations of the Company and are fully and unconditionally guaranteed on a joint and several senior subordinated unsecured basis by all of its existing and future domestic restricted subsidiaries that guarantee its other indebtedness.
The indenture governing the Notes due 2025 contains covenants limiting other indebtedness, dividends, purchases or redemptions of stock, transactions with affiliates, and mergers and sales of assets.
On June\u00a05, 2015, in connection with the issuance of the Notes due 2025, the Company entered into a registration rights agreement. Subject to the terms of the registration rights agreement, the Company filed a registration statement on June\u00a019, 2015 pursuant to the Securities Act of 1933, as amended, relating to an offer to exchange the original Notes due 2025 for exchange Notes due 2025 registered pursuant to an effective registration statement; the registration statement was declared effective on June\u00a029, 2015, and the Company commenced the exchange offer. The exchange notes have terms substantially identical to the original notes except that the exchange notes do not contain terms with respect to transfer restrictions and registration rights and additional interest payable for the failure to consummate the exchange offer within 210 days after the issue date. After the exchange offer expired on July\u00a027, 2015, all of the original Notes due 2025 were exchanged.
Notes Due 2026
On November\u00a08, 2016, the Company issued $595.0 million aggregate principal amount of its 5.875% Senior Subordinated Notes due 2026 (the \"Notes due 2026\") in a private offering. The Company recorded deferred financing costs of approximately $27.0 million related to the issuance of the Notes due 2026. The Notes due 2026 mature on November\u00a015, 2026. The Company will pay interest on the Notes due 2026 at 5.875% per annum, semi-annually in arrears on May\u00a015th\u00a0and November\u00a015th, commencing on May\u00a015, 2017. The Company may redeem some or all of the Notes due 2026 at any time on or after November\u00a015, 2021, at 102.938% of the principal amount thereof, declining ratably to 100% of the principal amount thereof on or after November\u00a015, 2024, plus accrued and unpaid interest to the redemption date. On or prior to November\u00a015, 2021, the Company may redeem the Notes due 2026 at par, including accrued and unpaid interest plus a make-whole premium. The Company used the net proceeds from the Notes due 2026 private offering to pay the consideration for the Odeon acquisition and the related refinancing of Odeon debt assumed in the acquisition.
The Notes due 2026 are general unsecured senior subordinated obligations of the Company and are fully and unconditionally guaranteed on a joint and several senior subordinated unsecured basis by all of its existing and future domestic restricted subsidiaries that guarantee its other indebtedness. Following the closing of the Odeon acquisition on
November\u00a030, 2016 and the Carmike acquisition on December\u00a021, 2016, neither Odeon or Carmike or any of its subsidiaries will guarantee the Notes due 2026.
The indenture governing the Notes due 2026 contains covenants limiting other indebtedness, dividends, purchases or redemptions of stock, transactions with affiliates, and mergers and sales of assets.
On November\u00a08, 2016, in connection with the issuance of the Notes due 2026, the Company entered into a registration rights agreement. Subject to the terms of the registration rights agreement, the Company is required to (1)\u00a0file a registration statement with the SEC not later than 270 days from the issuance date with respect to the registered offer to exchange the notes for new notes of the Company having terms identical in all material respects to the notes and (2)\u00a0use its commercially reasonable efforts to cause the exchange offer registration statement to be declared effective under the Securities Act within 365 days of the issuance date. The Company filed its Form\u00a0S\u20134 registration statement related to the registration rights agreement with the Securities and Exchange Commission on April\u00a019, 2017, and it was declared effective June\u00a07, 2017. All of the original notes were exchanged as of July\u00a012, 2017.
Notes Due 2027
On March\u00a017, 2017, the Company issued $475.0\u00a0million aggregate principal amount of its 6.125% Senior Subordinated Notes due 2027 (the \"Notes due 2027\"). The Company recorded deferred financing costs of approximately $19.8\u00a0million related to the issuance of the Notes due 2027. The Notes due 2027 mature on May\u00a015, 2027. The Company will pay interest on the Notes due 2027 at 6.125% per annum, semi-annually in arrears on May\u00a015th\u00a0and November\u00a015th, commencing on November\u00a015, 2017. The Company may redeem some or all of the Notes due 2027 at any time on or after May\u00a015, 2022 at 103.063% of the principal amount thereof, declining ratably to 100% of the principal amount thereof on or after May\u00a015, 2025, plus accrued and unpaid interest to the redemption date. In addition, the Company may redeem up to 35% of the aggregate principal amount of the Notes due 2027 using net proceeds from certain equity offerings completed on or prior to May\u00a015, 2020, at a redemption price as set forth in the indenture governing the Notes due 2027. The Company may redeem some or all of the Notes due 2027 at any time prior to May\u00a015, 2022 at a redemption price equal to 100% of their aggregate principal amount and accrued and unpaid interest to, but not including, the date of redemption, plus an applicable make-whole premium. The Company used the net proceeds from the Notes due 2027 private offering to pay a portion of the consideration for the acquisition of Nordic plus related refinancing of Nordic debt assumed in the acquisition.
The Notes due 2027 are general unsecured senior subordinated obligations of the Company and are fully and unconditionally guaranteed on a joint and several senior subordinated unsecured basis by all of its existing and future domestic restricted subsidiaries that guarantee its other indebtedness. Following the closing of the Nordic acquisition on March\u00a028, 2017, neither Nordic nor any of its subsidiaries guaranteed the Notes due 2027.
The indenture governing the Notes due 2027 contains covenants limiting other indebtedness, dividends, purchases or redemptions of stock, transactions with affiliates, and mergers and sales of assets.
On March\u00a017, 2017, in connection with the issuance of the Notes due 2027, the Company entered into a registration rights agreement. Subject to the terms of the registration rights agreement, the Company is required to (1)\u00a0file one or more registration statements with the SEC not later than 270 days from the issuance date with respect to the registered offer to exchange the notes for new notes of the Company having terms identical in all material respects to the notes and (2)\u00a0use its commercially reasonable efforts to cause the exchange offer registration statement to be declared effective under the Securities Act within 365 days of the issuance date. The Company filed its Form\u00a0S\u20134 registration statement related to the registration rights agreement with the Securities and Exchange Commission on April\u00a019, 2017, and it was declared effective June\u00a07, 2017. All of the original notes were exchanged as of July\u00a012, 2017.
Financial Covenants
Each indenture relating to the Convertible Notes due 2024, the Sterling Notes due 2024, the Notes due 2025, the Notes due 2026, and the Notes due 2027 allows the Company to incur specified permitted indebtedness (as defined therein) without restriction. Each indenture also allows the Company to incur any amount of additional debt as long as it can satisfy the coverage ratio of each indenture, after giving effect to the indebtedness on a pro forma basis. Under the indentures for the Convertible Notes due 2024, the Sterling Notes due 2024, the Notes due 2025, the Notes due 2026, and the Notes due 2027 at December\u00a031, 2019, the Company could borrow approximately $215.0 million, net of $10.0 million in outstanding letters of credit available under its Revolving Credit Facility. If the Company cannot satisfy the coverage ratios of the indentures, generally it can borrow an additional amount under the Senior Secured Credit Facility.
The indentures also contain restrictions on the Company\u2019s ability to pay dividends. Under the most restrictive provision set forth in the note indenture for the Notes due 2025, as of December\u00a031, 2019, the Company could not make dividend payments in excess of approximately $2.7 billion in the aggregate. As of December\u00a031, 2019, the Company had $332.0\u00a0million available for borrowing under its Senior Secured Revolving Credit Facility and Odeon Revolving Credit Facility.
As of December\u00a031, 2019, the Company was in compliance with all financial covenants relating to the Senior Secured Credit Facility, Odeon\u2019s Revolving Credit Facility Agreement, the Convertible Notes due 2024, the Sterling Notes due 2024, the Notes due 2025, the Notes due 2026 and the Notes due 2027.
"}]},{"name":"rpt:f-1358","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfDebtInstrumentsTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | ||
Senior Secured Credit Facility-Term Loan due 2022 | $ | \u2014 | $ | 854.2 | ||
Senior Secured Credit Facility-Term Loan due 2023 | \u2014 | 491.2 | ||||
Senior Secured Credit Facility-Term Loan due 2026 (5.23% as of December 31, 2019) | 1,985.0 | \u2014 | ||||
Odeon Revolving Credit Facility Due 2022 | \u2014 | $ | 11.9 | |||
6.0% Senior Secured Notes due 2023 | \u2014 | 230.0 | ||||
2.95% Senior Unsecured Convertible Notes due 2024 | 600.0 | 600.0 | ||||
5.875% Senior Subordinated Notes due 2022 | \u00a0 | \u2014 | \u00a0 | 375.0 | ||
6.375% Senior Subordinated Notes due 2024 (\u00a3500 million par value) | 655.8 | 634.1 | ||||
5.75% Senior Subordinated Notes due 2025 | 600.0 | 600.0 | ||||
5.875% Senior Subordinated Notes due 2026 | 595.0 | 595.0 | ||||
6.125% Senior Subordinated Notes due 2027 | 475.0 | 475.0 | ||||
5.0% Promissory Note payable to NCM due 2019 | \u00a0 | \u2014 | \u00a0 | 1.3 | ||
$ | 4,910.8 | $ | 4,867.7 | |||
Finance lease obligations(1) | \u00a0 | 99.9 | \u00a0 | 560.2 | ||
Debt issuance costs | (88.8) | (104.3) | ||||
Net discounts | (69.1) | (64.4) | ||||
Derivative liability | 0.5 | 24.0 | ||||
$ | 4,853.3 | $ | 5,283.2 | |||
Less: | ||||||
Current maturities corporate borrowings | (20.0) | \u00a0 | (15.2) | |||
Current maturities finance lease obligations | (10.3) | \u2014 | ||||
Current maturities capital and financing lease obligations | \u2014 | (67.0) | ||||
$ | 4,823.0 | $ | 5,201.0 |
| (1) | See Note 3\u2014Leases for information about the derecognition of existing liabilities for certain sale leaseback transactions for the cumulative effect adjustment to accumulated deficit as of January 1, 2019, as required by ASC 842. |
Principal | |||
Amount of | |||
Corporate | |||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Borrowings | |
2020 | $ | 20.0 | |
2021 | \u00a0 | 20.0 | |
2022 | \u00a0 | 20.0 | |
2023 | \u00a0 | 20.0 | |
2024 | \u00a0 | 1,275.8 | |
Thereafter | \u00a0 | 3,555.0 | |
Total | $ | 4,910.8 |
The carrying value of the Senior Unsecured Convertible Notes due 2024 is as follows:
Carrying Value | Additional | Increase | Carrying Value | Increase | Carrying Value | |||||||||||||
at Issuance on | Deferred | to Expense | as of | to Expense | as of | |||||||||||||
(In millions) | September 14, 2018 | Charges | (Income) | December 31, 2018 | (Income) | December 31, 2019 | ||||||||||||
Principal balance | $ | 600.0 | $ | \u2014 | $ | \u2014 | $ | 600.0 | $ | \u2014 | $ | 600.0 | ||||||
Discount | (90.4) | \u2014 | 3.7 | (86.7) | 13.0 | (73.7) | ||||||||||||
Debt issuance costs | (12.5) | (1.1) | 0.6 | (13.0) | 1.8 | (11.2) | ||||||||||||
Derivative liability | 90.4 | \u2014 | (66.4) | 24.0 | (23.5) | 0.5 | ||||||||||||
Carrying Value | $ | 587.5 | $ | (1.1) | $ | (62.1) | $ | 524.3 | $ | (8.7) | $ | 515.6 |
NOTE 9\u2014STOCKHOLDERS\u2019 EQUITY
Common Stock Rights and Privileges
The rights of the holders of Holdings\u2019 Class\u00a0A common stock and Holdings\u2019 Class\u00a0B common stock are identical, except with respect to voting and conversion applicable to the Class\u00a0B common stock. Holders of Holdings\u2019 Class\u00a0A common stock are entitled to one vote per share and holders of Holdings\u2019 Class\u00a0B common stock are entitled to three votes per share. Holders of Class\u00a0A common stock and Class\u00a0B common stock will share ratably (based on the number of shares of common stock held) in any dividend declared by its board of directors, subject to any preferential rights of any outstanding preferred stock. The Class\u00a0A common stock is not convertible into any other shares of Holdings\u2019 capital stock. Each share of Class\u00a0B common stock is convertible at any time at the option of the holder into one share of Class\u00a0A common stock. In addition, each share of Class\u00a0B common stock shall convert automatically into one share of Class\u00a0A common stock upon any transfer, whether or not for value, except for certain transfers described in Holdings\u2019 certificate of incorporation.
Dividends
The following is a summary of dividends and dividend equivalents declared to stockholders during the year ended December\u00a031, 2019:
Amount\u00a0per | Total Amount | |||||||||
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Share\u00a0of | \u00a0\u00a0\u00a0\u00a0 | Declared | |||||
Declaration Date | Record Date | Date Paid | Common Stock | (In millions) | ||||||
February\u00a015, 2019 | March\u00a011, 2019 | March\u00a025, 2019 | $ | 0.20 | $ | 21.3 | ||||
May 3, 2019 | June 10, 2019 | June 24, 2019 | 0.20 | 21.3 | ||||||
August 2, 2019 | September 9, 2019 | September 23, 2019 | 0.20 | 21.3 | ||||||
October 24, 2019 | December 2, 2019 | December 16, 2019 | 0.20 | 21.0 |
During the year ended December\u00a031, 2019, the Company paid dividends and dividend equivalents of $84.1\u00a0million and accrued $2.3 million for the remaining unpaid dividends at December\u00a031, 2019. The aggregate dividends paid for Class A common stock, Class B common stock, and dividend equivalents were approximately $41.7\u00a0million, $41.4 million, and $1.0 million, respectively.
On February\u00a026, 2020, the Company declared a cash dividend in the amount of $0.03 per share on Class A and Class B common stock, payable on to stockholders of record on March\u00a09, 2020. The dividend decrease of $0.17 per share compared to the Company\u2019s previous historical declarations of $0.20 per share reduces the total dividend payout for the quarter by approximately $18.0 million.
The following is a summary of dividends and dividend equivalents declared to stockholders during the year ended December\u00a031, 2018:
Amount\u00a0per | Total Amount | |||||||||
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Share\u00a0of | \u00a0\u00a0\u00a0\u00a0 | Declared | |||||
Declaration Date | Record Date | Date Paid | Common Stock | (In millions) | ||||||
February\u00a028, 2018 | March\u00a012, 2018 | March\u00a026, 2018 | $ | 0.20 | $ | 26.0 | ||||
May 3, 2018 | June 11, 2018 | June 25, 2018 | 0.20 | 26.0 | ||||||
July 24, 2018 | September 10, 2018 | September 24, 2018 | 0.20 | 25.8 | ||||||
September 14, 2018 | September 25, 2018 | September 28, 2018 | 1.55 | 162.9 | ||||||
November 1, 2018 | December 10, 2018 | December 26, 2018 | 0.20 | 21.2 |
During the year ended December\u00a031, 2018, the Company paid dividends and dividend equivalents of $258.1\u00a0million and accrued $4.0\u00a0million for the remaining unpaid dividends at December\u00a031, 2018. The aggregate dividends paid for Class A common stock, Class B common stock, and dividend equivalents were approximately $122.0\u00a0million, $136.1\u00a0million, and $0.1\u00a0million, respectively.
During the year ended December\u00a031, 2017, the Company paid dividends and dividend equivalents of $104.6\u00a0million and accrued $1.1\u00a0million for the remaining unpaid dividends at December\u00a031, 2017. The aggregate dividends paid for Class A common stock, Class B common stock, and dividend equivalents were approximately $43.9\u00a0million, $60.6\u00a0million, and $0.2\u00a0million, respectively.
Related Party Transactions
As of December\u00a031, 2019 and December\u00a031, 2018, the Company recorded a receivable due from Wanda of $0.8\u00a0million and $0.9\u00a0million, respectively for reimbursement of general administrative and other expense incurred on behalf of Wanda. Total reimbursements of other expenses from Wanda were $0.4 million, $0.0 million and $0.6 million for the years ended December\u00a031, 2019, December\u00a031, 2018, and December\u00a031, 2017, respectively. The Company\u2019s majority shareholder, Wanda, owns Legendary Entertainment, a motion picture production company. The Company will occasionally play Legendary\u2019s films in its theatres, as a result of transactions with independent film distributors.
On September\u00a014, 2018, the Company entered into the Investment Agreement with Silver Lake Alpine, L.P., an affiliate of Silver Lake Group, L.L.C. (\u201cSilver Lake\u201d), relating to the issuance to Silver Lake (or its designated affiliates) of $600.0\u00a0million principal amount of the Convertible Notes due 2024. See Note\u00a08\u2014Corporate Borrowings and Finance Lease Obligations - Senior Unsecured Convertible Notes due 2024 for more information.
On September\u00a014, 2018, the Company, Silver Lake and Wanda entered into a Right of First Refusal Agreement (the \u201c ROFR Agreement \u201d), which provides Silver Lake certain rights to purchase shares of the Company\u2019s common stock that Wanda proposes to sell during a period of two years from the date of execution of the ROFR Agreement or, if earlier, until such time that Wanda and its affiliates cease to beneficially own at least 50.1% of the total voting power of the Company\u2019s voting stock. The right of first refusal applies to both registered and unregistered transfers of shares. Under the ROFR Agreement, in the event that Wanda and its affiliates cease to beneficially own at least 50.1% of the total voting power of the Company\u2019s voting stock, then the Company will have the same right of first refusal over sales of the Company\u2019s common stock by Wanda as described above until the expiration of the two-year period beginning on the date of execution of the ROFR Agreement. In such event, the Company may exercise such right to purchase shares from Wanda from time to time pursuant to the ROFR Agreement in its sole discretion, subject to approval by the disinterested directors of the Board. If the Company determines to exercise its right to purchase shares from Wanda pursuant to the ROFR Agreement, it will have the obligation under the Investment Agreement to offer to sell to Silver Lake a like number of shares of the Company\u2019s Class\u00a0A Common Stock, at the same per share price at which it purchased the Wanda shares.
On September 14, 2018, the Company used the proceeds from the Convertible Notes due 2024, and pursuant to a stock repurchase agreement between the Company and Wanda, repurchased 24,057,143 shares of Class B common stock at a price of $17.50\u00a0per share or $421.0\u00a0million and associated legal fees of $2.6\u00a0million. As of December\u00a031, 2019, Wanda owns 49.85% of AMC through its 51,769,784 shares of Class B common stock. With the three-to-one voting ratio between Class B and Class A common stock, Wanda retains voting control of AMC with 74.89% of the voting power of the Company\u2019s common stock. As discussed in Note\u00a08, up to 5,666,000 shares of Class B common stock are subject to forfeiture for no consideration in connection with the reset provision contained in the Indenture.
Temporary Equity
Certain members of management have the right to require Holdings to repurchase the Class A common stock held by them under certain limited circumstances pursuant to the terms of a stockholders agreement. Beginning on January\u00a01, 2016 (or upon the termination of a management stockholders employment by the Company without cause, by the management stockholder for good reason, or due to the management stockholders death or disability) management stockholders had the right, in limited circumstances, to require Holdings to purchase shares that were not fully and freely tradeable at a price equal to the price per share paid by such management stockholder with appropriate adjustments for any subsequent events such as dividends, splits, or combinations. The shares of Class A common stock, subject to the stockholder agreement, were classified as temporary equity, apart from permanent equity, as a result of the contingent redemption feature contained in the stockholder agreement. The Company determined the amount reflected in temporary equity for the Class A common stock based on the price paid per share by the management stockholders and Wanda on August\u00a030, 2012, the date Wanda acquired Holdings.
As of January 1, 2019, the remaining management employees who held 75,712 shares relinquished their put rights and the related share amount of $0.4 million was reclassified to additional paid in capital, a component of stockholders\u2019 equity.
During the year ended December\u00a031, 2018, one former employee and one current employee who held a total of 37,105 shares relinquished their put rights, therefore the related share amount of $0.4\u00a0million was reclassified to additional paid in capital, a component of stockholders\u2019 equity.
Additional Public Offering
On February\u00a013, 2017, the Company completed an additional public offering of 20,330,874 shares of Class A common stock at a price of $31.50\u00a0per share ($640.4\u00a0million), resulting in net proceeds of $616.8\u00a0million after underwriters commission and other professional fees. The Company used a portion of the net proceeds to repay the aggregate principal amount of the Interim Bridge Loan of $350.0\u00a0million and general corporate purposes.
Treasury Stock
On August\u00a03, 2017, the Company announced that its Board of Directors had approved a $100.0\u00a0million share repurchase program to repurchase its Class A common stock over a -year period.
Repurchases were made at management's discretion from time to time through open-market transactions including block purchases, through privately negotiated transactions, or otherwise until mid-August\u00a02019 in accordance with all applicable securities laws and regulations. The extent to which AMC repurchases its shares, and the timing of such repurchases, depended upon a variety of factors, including liquidity, capital needs of the business, market conditions, regulatory requirements, and other corporate considerations, as determined by AMC\u2019s management team. Repurchases were made under a Rule 10b5-1 plan, which permitted common stock to be repurchased when the Company\u2019s management might otherwise be precluded from doing so under insider trading laws. The repurchase program did not obligate the Company to repurchase any minimum dollar amount or number of shares and may be suspended for periods or discontinued at any time. During the year ended December\u00a031, 2018, the Company repurchased 500,000 shares of Class A common stock at a cost of approximately $8.2\u00a0million. During the year ended December\u00a031, 2017, the Company repurchased 3,195,856 shares of Class A common stock at a cost of $47.5\u00a0million. The program expired on August\u00a02, 2019.
Stock-Based Compensation
2013 Equity Incentive Plan
The 2013 Equity Incentive Plan provides for grants of non-qualified stock options, incentive stock options, stock appreciation rights, restricted stock awards, restricted stock units (\u201cRSU\u2019s\u201d), performance stock units (\u201cPSU\u2019s), stock awards, and cash performance awards. The maximum number of shares of Holdings\u2019 common stock available for delivery pursuant to awards granted under the 2013 Equity Incentive Plan is 9,474,000 shares. At December\u00a031, 2019, the aggregate number of shares of Holdings\u2019 common stock available for grant was 4,674,150 shares.
The Company recorded stock-based compensation expense of $4.4 million, $14.9 million, and $5.7 million within general and administrative: other during the years ended December\u00a031, 2019, December\u00a031, 2018, and December\u00a031, 2017, respectively.
2019 Stock-Based Compensation Summary (in millions):
Amount Recognized | Amount | Expected to | Expected to | Expected to | Expected to | Expected to | |||||||||||||||
Year Ended | Unrecognized | Recognize | Recognize | Recognize | Recognize | Recognize | |||||||||||||||
Grant Tranche | December 31, 2019 | December 31, 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | ||||||||||||||
2019 Board of Directors | $ | 0.5 | $ | \u2014 | $ | \u2014 | $ | \u2014 | $ | \u2014 | $ | \u2014 | $ | \u2014 | |||||||
2019 RSU awards | 3.5 | 7.0 | 3.5 | 3.5 | \u2014 | \u2014 | \u2014 | ||||||||||||||
2019 PSU awards | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
2018 RSU awards | 3.1 | 3.0 | 3.0 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
2018 PSU awards | (5.8) | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
2017 RSU awards | 1.6 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
2017 RSU NEO awards | 1.4 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
2017 PSU awards | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
2019 RSU executive | 0.1 | 1.6 | 1.1 | 0.3 | 0.2 | \u2014 | \u2014 | ||||||||||||||
2019 PSU executive | \u2014 | 1.4 | 0.5 | 0.5 | 0.2 | 0.1 | 0.1 | ||||||||||||||
$ | 4.4 | $ | 13.0 | $ | 8.1 | $ | 4.3 | $ | 0.4 | $ | 0.1 | $ | 0.1 |
Awards Granted in 2019, 2018, and 2017
AMC\u2019s Board of Directors approved awards of stock, RSU\u2019s, and PSU\u2019s to certain of the Company\u2019s employees and directors under the 2013 Equity Incentive Plan. During years 2019, 2018, and 2017, the grant date fair value of these awards was based on the closing price of AMC\u2019s stock on the date of grant, which ranged from $8.67 to $31.45 per share.
The award agreements generally had the following features:
| \u25cf | Stock Award Agreement: The Company granted fully vested shares of Class A common stock to its independent members of AMC\u2019s Board of Directors and recognized expense in general and administrative: other expense as summarized below: |
Vested | Recognized | ||||
Class A | Upon | ||||
Stock Award Agreement | Common Stock | Grant | |||
Year Granted | Granted | (in millions) | |||
2019 | 32,464 | $ | 0.5 | ||
2018 | 28,055 | 0.5 | |||
2017 | 13,684 | 0.4 |
| \u25cf | Restricted Stock Unit Award Agreement: The Company granted RSU awards to certain members of management. Each RSU represents the right to receive one share of Class A common stock at a future date. The RSUs granted during 2019, 2018, and 2017 vest over three years with vesting in each year. These RSUs will be settled within 30 days of vesting. A dividend equivalents equal to the amount paid in respect of one share of Class A common stock underlying the RSUs began to accrue with respect to the RSUs on the date of grant. Such accrued dividend equivalents are paid to the holder upon vesting of the RSUs. |
Recognized | |||||
Restricted Stock Unit | in 2019 | ||||
Year Granted | Units Granted | (in millions) | |||
2019 | 730,167 | $ | 3.5 | ||
2018 | 656,576 | 3.1 | |||
2017 | 201,726 | 1.6 | |||
$ | 8.2 |
| \u25cf | Restricted Stock Unit Award Executive Agreement: During the year ended December 31, 2019, the Company granted RSU awards of 200,000 to an executive officer (\u201c2019 RSU executive\u201d) of the Company |
| with one-half vesting on the first anniversary of employment on December 2, 2020 and the remaining one-half vesting ratably over a three year period ending on December 2, 2022. All unvested RSUs shall be forfeited upon termination of services. Each RSU represents the right to receive one share of Class A common stock at a future date. These RSUs will be settled within 30 days of vesting. A dividend equivalent equal to the amount paid in respect of one share of Class A common stock underlying the RSUs began to accrue with respect to the RSUs on the date of grant. Such accrued dividend equivalents are paid to the holder upon vesting of the RSUs. The Company recognized approximately $0.1\u00a0million of expense in general and administrative: other expense during the year ended December\u00a031, 2019. |
| \u25cf | Restricted Stock Unit Named Executive Officer Award Agreement: During the year ended December\u00a031, 2017, RSU awards of 129,214 units were granted to certain executive officers covered by Section 162(m) of the Internal Revenue Code (\u201c2017 RSU NEO awards\u201d). The RSUs will be forfeited if AMC does not achieve a specified cash flow from operating activities target for each of the years ended on December\u00a031, 2017, 2018 and 2019. The RSUs vest over three years with vesting in each of 2017, 2018 and 2019 if the cash flow from operating activities target is met. The vested RSUs will be settled within 30 days of vesting. A dividend equivalent equal to the amount paid in respect of one share of Class A common stock underlying the RSUs began to accrue with respect to the RSUs on the date of grant. Such accrued dividend equivalents are paid to the holder upon vesting of the RSUs. The grant date fair value was $4.1\u00a0million based on the probable outcome of the performance targets and a stock price of $31.45 on March\u00a031, 2017. The Company recognized expense for these awards of $1.4\u00a0million, $1.3 million, and $1.4\u00a0million in general and administrative: other expense, during the each of the years ended December 31, 2019, December\u00a031, 2018 and December\u00a031, 2017, respectively, based on achievement of the performance condition for 2019, 2018, and 2017. |
During the year ended December\u00a031, 2016, RSU awards of 135,981 units were granted to certain executive officers covered by Section 162(m) of the Internal Revenue Code (\u201c2016 RSU NEO awards\u201d). The RSUs will be forfeited if AMC does not achieve a specified cash flow from operating activities target for each of the years ending December\u00a031, 2016, 2017 and 2018. The RSUs vest over three years with vesting in each of 2016, 2018 and 2019 if the cash flow from operating activities target is met. The vested RSUs will be settled within 30 days of vesting. A dividend equivalent equal to the amount paid in respect of one share of Class A common stock underlying the RSUs began to accrue with respect to the RSUs on the date of grant. Such accrued dividend equivalents are paid to the holder upon vesting of the RSUs. The grant date fair value was $3.4 million based on the probable outcome of the performance targets and a stock price of $24.88 on March\u00a01, 2016. The Company recognized expense for these awards of $1.1 million in general and administrative: other expense, during each the of years ended December\u00a031, 2018 and December\u00a031, 2017, respectively, based on achievement of the performance conditions for 2018 and 2017.
| \u25cf | Performance Stock Unit Award Agreement: During the year ended December\u00a031, 2019, PSU awards of 730,167 were granted to certain members of management and executive officers, with three-year cumulative Adjusted EBITDA, diluted earnings per share, and net profit performance target conditions and service conditions, covering a performance period beginning January\u00a01, 2019 and ending on December\u00a031, 2021. The PSUs will vest based on achieving 80% to 120% of the performance targets with the corresponding vested unit amount ranging from 30% to 200%. If the performance target is met at 100%, the PSU awards granted during the year ended December\u00a031, 2019 will vest at 730,167 units in the aggregate. No PSUs will vest if Holdings does not achieve 80% of the three-year cumulative Adjusted EBITDA, diluted earnings per share, and net profit performance target. Additionally, unvested PSU\u2019s shall be ratably forfeited upon termination of service prior to December\u00a031, 2021. If service terminates prior to January\u00a02, 2020, all unvested PSU\u2019s shall be forfeited, if service terminates prior to January\u00a02, 2021, of unvested PSU\u2019s shall be forfeited and if service terminates prior to January\u00a04, 2022, of unvested PSU\u2019s shall be forfeited. The vested PSUs will be settled within 30\u00a0days of vesting which will occur upon certification of performance results by the Compensation Committee of the Board of Directors. A dividend equivalent equal to the amount paid in respect of one share of Class A common stock underlying the PSUs began to accrue with respect to the PSUs on the date of grant. Such accrued dividend equivalents are paid to the holder upon vesting of the PSUs. During the third quarter of 2019, the Company determined that achieving the three-year net profit performance thresholds of the 2019 Performance Stock Units was no longer probable and ceased accruing any additional expense on these units. At December 31, 2019, the Company determined that achieving the three-year net profit performance thresholds was improbable and reversed all previously recorded expense. If the Company later determines that the performance thresholds are |
| probable, then historical expense would be reinstated, and the Company would resume recognizing expense. The Company did not recognize any expense for these awards in general and administrative: other expense, during the year ended December 31, 2019 and ceased accruing any expense on these units. |
During the year ended December\u00a031, 2018, PSU awards were granted to certain members of management and executive officers with three-year cumulative net profit, Adjusted EBITDA, and diluted earnings per share performance target conditions and service conditions, covering a performance period beginning January\u00a01, 2018 and ending on December\u00a031, 2020. During the third quarter of 2019, the Company determined that achieving the three-year net profit performance thresholds of the 2018 Performance Stock Units was no longer probable and ceased accruing any additional expense on these units. At December 31, 2019, the Company determined that achieving the three-year net profit performance thresholds was improbable and reversed all previously recorded expense. If the Company later determines that the performance thresholds are probable, then historical expense would be reinstated, and the Company would resume recognizing expense. The Company reversed all previously recorded expense and recorded a credit for these awards of $5.8 million during the year ended December 31, 2019, which reversed the expense of $5.8\u00a0million recorded during the year ended December 31, 2018 in general and administrative: other expense and ceased accruing any additional expense on these units.
During the year ended December\u00a031, 2017, PSU awards were granted to certain members of management and executive officers with three-year cumulative net profit, Adjusted EBITDA, and diluted earnings per share performance target conditions and service conditions, covering a performance period beginning January\u00a01, 2017 and ending on December\u00a031, 2019. During the year ended December\u00a031, 2017, the Company determined that achieving the three-year performance thresholds of the 2017 Performance Stock Units was improbable and reversed $1.8\u00a0million of stock-based compensation expense and ceased accruing any additional expense on these units. The Company did not recognize any further expense in years 2019 and 2018.
During the year ended December\u00a031, 2016, PSU awards were granted to certain members of management and executive officers, with both a three-year cumulative adjusted free cash flow and net earnings performance target condition and a service condition, covering a performance period beginning January\u00a01, 2016 and ended on December\u00a031, 2018. During the year ended December\u00a031, 2017, the Company determined that achieving the three-year performance thresholds of the 2016 Performance Stock Units was improbable and reversed $2.0\u00a0million of stock-based compensation expense and ceased accruing any additional expense on these units. The Company did not recognize any further expense in 2018.
| \u25cf | Performance Stock Unit Executive Award Agreement: During the year ended December\u00a031, 2019, a PSU market condition award of 300,000 was granted to an executive officer of the Company that will vest based upon achieving target prices for the Company\u2019s common stock (\u201c2019 PSU executive\u201d). Achievement of the target prices will be determined using the volume weighted average closing price of the Company\u2019s Class A common stock over a trading-day period. Any unvested PSUs remaining after 10 years will be forfeited. If service is terminated prior to December 2, 2029, all unvested PSUs shall be forfeited. The target prices and vesting tranches are set forth in the table below: |
Target Stock Price | PSUs Vesting | |
$15.00 | 75,000 | |
$20.00 | 75,000 | |
$25.00 | 75,000 | |
$30.00 | 75,000 |
The vested PSUs will be settled within of vesting. A dividend equivalent equal to the amount paid in respect of one share of Class A common stock underlying the PSUs began to accrue with respect to the PSUs on the date of grant. Such accrued dividend equivalents are paid to the holder upon vesting of the PSUs.
The Company used the Monte Carlo simulation model to estimate the fair value of the PSUs. This model utilizes multiple input variables to estimate the probability that the market conditions will be achieved. The Company used the following assumptions in determining the fair value of the PSUs:
Year Ended December 31, 2019 | ||
Expected stock price volatility | 45.0% | |
Expected dividend yield | 9.23% | |
Risk-free interest rate | 1.83% | |
Grant-date stock price | $8.67 |
The expected stock price volatility is based on the historical volatility of the Company\u2019s stock for a period equivalent to the derived service period. The expected dividend yield is based on annual expected dividend payments. The risk-free interest rate is based on the treasury yield rates as of the date of grant for a period equivalent to the performance measurement period. The fair value of each PSU is amortized over the requisite or derived service period, which is up to 4.6 years. The PSUs granted during the year ended December 31, 2019 have a grant date fair value of $1.4 million. Since the award was granted in December 2019, the Company recognized an immaterial amount of expense for these awards in general and administrative: other expense, during the year ended December 31, 2019.
| \u25cf | Performance Stock Unit Transition Award: \u00a0In recognition of the shift in 2016 from one-year to three-year performance periods for annual equity awards, on March\u00a031, 2017, PSU transition awards were granted to certain members of management and executive officers, with net profit, Adjusted EBITDA, and diluted earnings per share performance target conditions and a service condition, covering a performance period beginning January\u00a01, 2017 and ended on December\u00a031, 2017. |
No PSU Transition Awards vested in 2017 as the Company did not meet the fiscal year 2017 net profit threshold, and as a result, all of the PSUTs were forfeited and the units were returned to the 2013 Employee Incentive Plan pool.
The following table represents the nonvested RSU and PSU activity for the years ended December\u00a031, 2019, December\u00a031, 2018 and December\u00a031, 2017:
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Weighted | |||
Average | |||||
Shares\u00a0of\u00a0RSU | Grant\u00a0Date | ||||
and\u00a0PSU | Fair\u00a0Value | ||||
Beginning balance at January 1, 2017 | 556,510 | $ | 24.88 | ||
Granted | 701,788 | 31.23 | |||
Vested | (92,722) | 24.88 | |||
Forfeited | (44,309) | 28.68 | |||
Cancelled (1) | (37,426) | 31.45 | |||
Beginning balance at January 1, 2018 | 1,083,841 | $ | 28.61 | ||
Granted | 1,313,152 | 15.65 | |||
Vested | (408,848) | 21.68 | |||
Forfeited | (53,698) | 20.69 | |||
Beginning balance at January 1, 2019 | 1,934,447 | $ | 21.50 | ||
Granted | 1,960,334 | 12.89 | |||
Vested | (303,201) | 21.76 | |||
Forfeited | (220,632) | 17.17 | |||
Cancelled | (100,855) | 21.46 | |||
Nonvested at December\u00a031, 2019 | 3,270,093 | $ | 15.88 |
| (1) | No PSU Transition Awards vested as the Company did not achieve the adjusted free cash flow or net earnings minimum performance target. |
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Amount\u00a0per | Total Amount | |||||||||
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Share\u00a0of | \u00a0\u00a0\u00a0\u00a0 | Declared | |||||
Declaration Date | Record Date | Date Paid | Common Stock | (In millions) | ||||||
February\u00a015, 2019 | March\u00a011, 2019 | March\u00a025, 2019 | $ | 0.20 | $ | 21.3 | ||||
May 3, 2019 | June 10, 2019 | June 24, 2019 | 0.20 | 21.3 | ||||||
August 2, 2019 | September 9, 2019 | September 23, 2019 | 0.20 | 21.3 | ||||||
October 24, 2019 | December 2, 2019 | December 16, 2019 | 0.20 | 21.0 |
During the year ended December\u00a031, 2019, the Company paid dividends and dividend equivalents of $84.1\u00a0million and accrued $2.3 million for the remaining unpaid dividends at December\u00a031, 2019. The aggregate dividends paid for Class A common stock, Class B common stock, and dividend equivalents were approximately $41.7\u00a0million, $41.4 million, and $1.0 million, respectively.
On February\u00a026, 2020, the Company declared a cash dividend in the amount of $0.03 per share on Class A and Class B common stock, payable on to stockholders of record on March\u00a09, 2020. The dividend decrease of $0.17 per share compared to the Company\u2019s previous historical declarations of $0.20 per share reduces the total dividend payout for the quarter by approximately $18.0 million.
The following is a summary of dividends and dividend equivalents declared to stockholders during the year ended December\u00a031, 2018:
Amount\u00a0per | Total Amount | |||||||||
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Share\u00a0of | \u00a0\u00a0\u00a0\u00a0 | Declared | |||||
Declaration Date | Record Date | Date Paid | Common Stock | (In millions) | ||||||
February\u00a028, 2018 | March\u00a012, 2018 | March\u00a026, 2018 | $ | 0.20 | $ | 26.0 | ||||
May 3, 2018 | June 11, 2018 | June 25, 2018 | 0.20 | 26.0 | ||||||
July 24, 2018 | September 10, 2018 | September 24, 2018 | 0.20 | 25.8 | ||||||
September 14, 2018 | September 25, 2018 | September 28, 2018 | 1.55 | 162.9 | ||||||
November 1, 2018 | December 10, 2018 | December 26, 2018 | 0.20 | 21.2 |
Amount Recognized | Amount | Expected to | Expected to | Expected to | Expected to | Expected to | |||||||||||||||
Year Ended | Unrecognized | Recognize | Recognize | Recognize | Recognize | Recognize | |||||||||||||||
Grant Tranche | December 31, 2019 | December 31, 2019 | 2020 | 2021 | 2022 | 2023 | 2024 | ||||||||||||||
2019 Board of Directors | $ | 0.5 | $ | \u2014 | $ | \u2014 | $ | \u2014 | $ | \u2014 | $ | \u2014 | $ | \u2014 | |||||||
2019 RSU awards | 3.5 | 7.0 | 3.5 | 3.5 | \u2014 | \u2014 | \u2014 | ||||||||||||||
2019 PSU awards | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
2018 RSU awards | 3.1 | 3.0 | 3.0 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
2018 PSU awards | (5.8) | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
2017 RSU awards | 1.6 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
2017 RSU NEO awards | 1.4 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
2017 PSU awards | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | ||||||||||||||
2019 RSU executive | 0.1 | 1.6 | 1.1 | 0.3 | 0.2 | \u2014 | \u2014 | ||||||||||||||
2019 PSU executive | \u2014 | 1.4 | 0.5 | 0.5 | 0.2 | 0.1 | 0.1 | ||||||||||||||
$ | 4.4 | $ | 13.0 | $ | 8.1 | $ | 4.3 | $ | 0.4 | $ | 0.1 | $ | 0.1 |
Vested | Recognized | ||||
Class A | Upon | ||||
Stock Award Agreement | Common Stock | Grant | |||
Year Granted | Granted | (in millions) | |||
2019 | 32,464 | $ | 0.5 | ||
2018 | 28,055 | 0.5 | |||
2017 | 13,684 | 0.4 |
Recognized | |||||
Restricted Stock Unit | in 2019 | ||||
Year Granted | Units Granted | (in millions) | |||
2019 | 730,167 | $ | 3.5 | ||
2018 | 656,576 | 3.1 | |||
2017 | 201,726 | 1.6 | |||
$ | 8.2 |
Target Stock Price | PSUs Vesting | |
$15.00 | 75,000 | |
$20.00 | 75,000 | |
$25.00 | 75,000 | |
$30.00 | 75,000 |
Year Ended December 31, 2019 | ||
Expected stock price volatility | 45.0% | |
Expected dividend yield | 9.23% | |
Risk-free interest rate | 1.83% | |
Grant-date stock price | $8.67 |
The following table represents the nonvested RSU and PSU activity for the years ended December\u00a031, 2019, December\u00a031, 2018 and December\u00a031, 2017:
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Weighted | |||
Average | |||||
Shares\u00a0of\u00a0RSU | Grant\u00a0Date | ||||
and\u00a0PSU | Fair\u00a0Value | ||||
Beginning balance at January 1, 2017 | 556,510 | $ | 24.88 | ||
Granted | 701,788 | 31.23 | |||
Vested | (92,722) | 24.88 | |||
Forfeited | (44,309) | 28.68 | |||
Cancelled (1) | (37,426) | 31.45 | |||
Beginning balance at January 1, 2018 | 1,083,841 | $ | 28.61 | ||
Granted | 1,313,152 | 15.65 | |||
Vested | (408,848) | 21.68 | |||
Forfeited | (53,698) | 20.69 | |||
Beginning balance at January 1, 2019 | 1,934,447 | $ | 21.50 | ||
Granted | 1,960,334 | 12.89 | |||
Vested | (303,201) | 21.76 | |||
Forfeited | (220,632) | 17.17 | |||
Cancelled | (100,855) | 21.46 | |||
Nonvested at December\u00a031, 2019 | 3,270,093 | $ | 15.88 |
| (1) | No PSU Transition Awards vested as the Company did not achieve the adjusted free cash flow or net earnings minimum performance target. |
NOTE 10\u2014INCOME TAXES
Current income tax expense represents the amounts expected to be reported on the Company\u2019s income tax returns, and deferred tax expense or benefit represents the change in net deferred tax assets and liabilities. Deferred tax assets and liabilities are determined based on the difference between the financial statement and tax bases of assets and
liabilities as measured by the enacted tax rates that will be in effect when these differences reverse. Valuation allowances are recorded as appropriate to reduce deferred tax assets to the amount considered likely to be realized.
Management assesses the available positive and negative evidence to estimate whether sufficient future taxable income will be generated to permit use of the existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative loss incurred over the three-year period ended December\u00a031, 2019 for domestic operations. Such objective evidence limits the ability to consider other subjective evidence, such as the Company\u2019s projections for future taxable income. For the year ended December\u00a031, 2019, the Company remained in a cumulative loss over the past three-year period.
On the basis of this evaluation, for the year ended December\u00a031, 2017, a valuation allowance of $221.6\u00a0million was established domestically on the Company\u2019s net deferred tax assets and considering indefinite-lived intangibles. The amount of deferred tax asset considered realizable, however, could be adjusted if estimates of future taxable income is reduced or increased or if objective negative evidence in the form of cumulative losses is no longer present and additional weight is given to subjective evidence such as the Company\u2019s projections for future taxable income. For the years ended December 31, 2019 and December\u00a031, 2018, the Company maintained its domestic valuation allowance.
An international valuation allowance previously established against deferred tax assets held in Spain was released in the fourth quarter of 2019 resulting in a $41.5 million benefit to income tax expense. A significant piece of objective positive evidence evaluated was a cumulative income position over a three-year period. Statutory taxable earnings that permit the use of these deferred tax assets, primarily net operating loss carryforwards, have stabilized to a profit position with significant improvement in 2019. Strategic initiatives have provided sufficient positive evidence that has resulted in the Company concluding the realization of these deferred tax assets is more likely than not.
On December\u00a022, 2017, the President of the United States signed into law H.R.\u00a01 (the \u201cTax Reform Act\u201d). The legislation significantly changes U.S. tax law by, among other things, lowering corporate income tax rates, limiting the amount of deductible interest expense, limiting executive compensation, implementing a territorial tax system, and imposing a repatriation tax on deemed repatriated earnings of foreign subsidiaries. The Tax Reform Act permanently reduces the U.S. corporate income tax rate from a maximum of 35% to a flat 21% rate, effective January\u00a01, 2018.
Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to reverse. As a result of the reduction in the U.S. corporate income tax rate from 35% to 21% under the Tax Reform Act, the Company revalued its ending net deferred tax assets and related valuation allowance at December\u00a031, 2017. As a result, the Company recognized a tax benefit of $121.8\u00a0million in the consolidated statement of operations for the year ended December\u00a031, 2017. This tax benefit is comprised of $88.6\u00a0million of deferred tax expense associated with the revaluation of the Company\u2019s net deferred tax assets, as reflected in the rate reconciliation, and $210.4\u00a0million of deferred tax benefit associated with the partial release of the Company\u2019s valuation allowance as a result of the Tax Reform Act.
The Company has assessed the deemed mandatory repatriation provisions of the Tax Reform Act, and is projecting impact to current year domestic taxable income as it relates to undistributed earnings of its foreign subsidiaries. The Company does not intend to distribute earnings in a taxable manner, and therefore intends to limit distributions to earnings previously taxed in the U.S., or earnings that would qualify for the 100 percent dividends received deduction provided for in the Tax Reform Act, and earnings that would not result in any significant foreign taxes. As a result, the Company has not recognized a deferred tax liability on its investment in foreign subsidiaries.
While the Tax Reform Act provides for a territorial tax system, beginning in 2018, it includes two new U.S. tax base erosion provisions, the global intangible low-taxed income (\u201cGILTI\u201d) provisions and the base-erosion and anti-abuse tax (\u201cBEAT\u201d) provisions.
The GILTI provisions require the Company to include in its U.S. income tax return foreign subsidiary earnings in excess of an allowable return on the foreign subsidiary\u2019s tangible assets. The Company does not expect it will be subject to this tax in the current and prior year and therefore has not included any tax impacts of GILTI in its consolidated financial statements for the years ended December\u00a031, 2019 and December 31, 2018.
The BEAT provisions in the Tax Reform Act eliminates the deduction of certain base-erosion payments made to related foreign corporations, and impose a minimum tax if greater than regular tax. The Company does not expect it will be subject to this tax in the current and prior year and therefore has not included any tax impacts of BEAT in its consolidated financial statements for the years ended December\u00a031, 2019 and December 31, 2018.
The income tax provision (benefit) reflected in the consolidated statements of operations consists of the following components:
Year\u00a0Ended | ||||||||||
(In\u00a0millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2017 | \u00a0 | |||
Current: | ||||||||||
Federal | $ | (0.1) | $ | (0.5) | $ | (13.4) | ||||
Foreign | \u00a0 | 8.4 | \u00a0 | 5.0 | \u00a0 | 5.3 | ||||
State | \u00a0 | 2.9 | \u00a0 | 15.5 | \u00a0 | 4.4 | ||||
Total current | \u00a0 | 11.2 | \u00a0 | 20.0 | \u00a0 | (3.7) | ||||
Deferred: | ||||||||||
Federal | \u00a0 | (4.2) | \u00a0 | 0.8 | \u00a0 | 116.4 | ||||
Foreign | \u00a0 | (42.8) | \u00a0 | (7.5) | \u00a0 | (5.5) | ||||
State | \u00a0 | 13.3 | \u00a0 | 0.3 | \u00a0 | 46.9 | ||||
Total deferred | \u00a0 | (33.7) | \u00a0 | (6.4) | \u00a0 | 157.8 | ||||
Total provision (benefit) | $ | (22.5) | $ | 13.6 | $ | 154.1 |
The Company generated alternative minimum taxes for the year ended December\u00a031, 2017, which fully offset the taxes due to the utilization of tax credits. Under the Tax Reform Act, alternative minimum tax credit will be refundable in the future. The Company has reclassed the alternative minimum tax credits from deferred tax assets to an income tax receivable.
Pre-tax income (losses) consisted of the following:
Year\u00a0Ended | ||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2017 | \u00a0 | |||
Domestic | $ | (165.1) | $ | 154.4 | $ | (362.3) | ||||
Foreign | \u00a0 | (6.5) | \u00a0 | (30.7) | \u00a0 | 29.2 | ||||
Total | $ | (171.6) | $ | 123.7 | $ | (333.1) |
The difference between the effective tax rate on earnings (loss) from continuing operations before income taxes and the U.S. federal income tax statutory rate is as follows:
Year\u00a0Ended | ||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2017 | \u00a0 | |||
Income tax expense (benefit) at the federal statutory rate | $ | (36.0) | $ | 26.0 | $ | (116.6) | ||||
Effect of: | ||||||||||
State income taxes | \u00a0 | (7.2) | \u00a0 | 8.9 | \u00a0 | (17.6) | ||||
Increase in reserve for uncertain tax positions | \u00a0 | 8.4 | \u00a0 | 5.2 | \u00a0 | 2.1 | ||||
Federal and state credits | \u00a0 | (6.5) | \u00a0 | (5.9) | \u00a0 | (5.2) | ||||
Permanent items - transaction costs | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 2.0 | ||||
Permanent items - other | (6.6) | 5.7 | (9.4) | |||||||
Foreign rate differential | 11.8 | (5.9) | (15.3) | |||||||
Change in legislation | \u2014 | \u2014 | 88.6 | |||||||
Other | \u00a0 | (10.6) | \u00a0 | 9.7 | \u00a0 | 4.9 | ||||
Valuation allowance | \u00a0 | 24.2 | \u00a0 | (30.1) | \u00a0 | 220.6 | ||||
Income tax expense (benefit) | $ | (22.5) | $ | 13.6 | $ | 154.1 | ||||
Effective income tax rate | \u00a0 | 13.1 | %\u00a0\u00a0 | \u00a0 | 11.0 | %\u00a0\u00a0 | \u00a0 | (46.3) | % |
The valuation allowance expense reflected in the 2017 tax rate reconciliation of $220.6\u00a0million consists of the initial domestic recognition of $432.0 million, net of domestic reductions due to the tax reform act of $(210.4)\u00a0million and changes due to international operations of $(1.0)\u00a0million.
The significant components of deferred income tax assets and liabilities as of December\u00a031, 2019 and December\u00a031, 2018 are as follows:
December\u00a031, 2019 | December\u00a031, 2018 | \u00a0 | |||||||||||
Deferred Income Tax | Deferred Income Tax | \u00a0 | |||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Assets | \u00a0\u00a0\u00a0\u00a0 | Liabilities | \u00a0\u00a0\u00a0\u00a0 | Assets | \u00a0\u00a0\u00a0\u00a0 | Liabilities | \u00a0 | ||||
Tangible assets | \u00a0\u00a0\u00a0\u00a0 | $ | \u2014 | \u00a0\u00a0\u00a0\u00a0 | $ | (152.6) | \u00a0\u00a0\u00a0\u00a0 | $ | \u2014 | \u00a0\u00a0\u00a0\u00a0 | $ | (210.6) | |
ROU assets | \u2014 | (1,187.2) | \u2014 | \u2014 | |||||||||
Accrued liabilities | \u00a0 | 17.0 | \u00a0 | \u2014 | \u00a0 | 13.6 | \u00a0 | \u2014 | |||||
Intangible assets | \u00a0 | \u2014 | \u00a0 | (99.7) | \u00a0 | \u2014 | \u00a0 | (128.7) | |||||
Receivables | \u00a0 | 7.8 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (3.7) | |||||
Investments | \u00a0 | 17.8 | \u00a0 | \u2014 | \u00a0 | 12.0 | \u00a0 | \u2014 | |||||
Capital loss carryforwards | \u00a0 | 1.2 | \u00a0 | \u2014 | \u00a0 | 1.0 | \u00a0 | \u2014 | |||||
Pension, postretirement and deferred compensation | \u00a0 | 21.6 | \u00a0 | \u2014 | \u00a0 | 21.9 | \u00a0 | \u2014 | |||||
Corporate borrowings | \u00a0 | \u2014 | \u00a0 | (101.8) | \u00a0 | \u2014 | \u00a0 | (111.6) | |||||
Disallowed interest | 42.1 | \u2014 | 14.9 | \u2014 | |||||||||
Deferred revenue | \u00a0 | 170.8 | \u00a0 | \u2014 | \u00a0 | 201.7 | \u00a0 | \u2014 | |||||
Lease liabilities | \u00a0 | 1,377.7 | \u00a0 | \u2014 | \u00a0 | 165.6 | \u00a0 | \u2014 | |||||
Capital and financing lease obligations | \u00a0 | 2.4 | \u00a0 | \u2014 | \u00a0 | 118.5 | \u00a0 | \u2014 | |||||
Other credit carryovers | \u00a0 | 18.0 | \u00a0 | \u2014 | \u00a0 | 17.7 | \u00a0 | \u2014 | |||||
Other comprehensive income | \u00a0 | \u2014 | \u00a0 | (1.0) | \u00a0 | \u2014 | \u00a0 | (1.0) | |||||
Net operating loss carryforwards | \u00a0 | 202.8 | \u00a0 | \u2014 | \u00a0 | 199.3 | \u00a0 | \u2014 | |||||
Total | $ | 1,879.2 | $ | (1,542.3) | $ | 766.2 | $ | (455.6) | |||||
Less: Valuation allowance | \u00a0 | (312.8) | \u00a0 | \u2014 | \u00a0 | (323.6) | \u00a0 | \u2014 | |||||
Net deferred income taxes | $ | 1,566.4 | $ | (1,542.3) | $ | 442.6 | $ | (455.6) |
A rollforward of the Company\u2019s valuation allowance for deferred tax assets is as follows:
Additions | Charged | |||||||||||
Balance\u00a0at | Charged | Charged | (Credited) | |||||||||
Beginning\u00a0of | (Credited) | (Credited)\u00a0to | to Other | Balance at | ||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Period | \u00a0\u00a0\u00a0\u00a0 | to Expenses | \u00a0\u00a0\u00a0\u00a0 | Goodwill | \u00a0\u00a0\u00a0\u00a0 | Accounts(1) | \u00a0\u00a0\u00a0\u00a0 | End of\u00a0Period | ||
Calendar Year 2019 | ||||||||||||
Valuation allowance-deferred income tax assets | $ | 323.6 | 24.2 | \u2014 | (35.0) | $ | 312.8 | |||||
Calendar Year 2018 | ||||||||||||
Valuation allowance-deferred income tax assets | $ | 338.4 | (30.1) | \u2014 | 15.3 | $ | 323.6 | |||||
Calendar Year 2017 | ||||||||||||
Valuation allowance-deferred income tax assets | $ | 112.2 | 220.6 | (9.1) | 14.7 | $ | 338.4 |
| (1) | Primarily relates to amounts resulting from the Company\u2019s changes in deferred tax assets and associated valuation allowance that are not related to income statement activity as well as amounts charged to other comprehensive income. In 2019, this includes $(28.6) million of valuation allowance associated with the sale of the Austria theatres. |
The Company has federal income tax net operating loss carryforwards of $380.9 million. Approximately $290.9 million will begin to expire in 2020, and will completely expire in 2036, and will be limited annually due to certain change in ownership provisions of the Internal Revenue Code. Approximately $90.0 million can be used indefinitely. The Company\u2019s foreign net operating losses of $487.2\u00a0million can be used indefinitely except for approximately $6.2\u00a0million, which will expire in various amounts between years 2022 and 2028. The Company also has state income tax loss carryforwards of $380.4 million. Approximately $374.0 million may be used over various periods ranging from to 20 years. Approximately $6.4 million can be used indefinitely.
A reconciliation of the change in the amount of unrecognized tax benefits was as follows:
Year\u00a0Ended | ||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2017 | ||||
Balance at beginning of period | $ | 22.0 | $ | 15.3 | $ | 12.7 | ||||
Gross increases\u2014current period tax positions | \u00a0 | 10.5 | \u00a0 | 7.3 | \u00a0 | 3.2 | ||||
Gross decreases\u2014prior period tax positions | (1.5) | (0.6) | 0.3 | |||||||
Impact of legislation change | \u2014 | \u2014 | (0.9) | |||||||
Balance at end of period | $ | 31.0 | $ | 22.0 | $ | 15.3 |
The Company recognizes income tax-related interest expense and penalties as income tax expense and general and administrative expense, respectively. interest expense related to federal uncertain tax positions have been recognized for the years ended December 31, 2019, December\u00a031, 2018, and December\u00a031, 2017.
The Company analyzed and reviewed the remaining state uncertain tax positions to determine the necessity of accruing interest and penalties. For the years ended December 31, 2019 and December\u00a031, 2018, the Company determined it is not necessary to accrue additional interest and penalties. The total amount of accrued interest and penalties for state uncertain tax positions at December\u00a031, 2019 and December\u00a031, 2018 related to prior years was $0.1 million and $0.1 million, respectively.
The total amount of net unrecognized tax benefits at December\u00a031, 2019 and December\u00a031, 2018 that would impact the effective tax rate, if recognized, would be $12.2 million and $15.2 million, respectively. There are currently, unrecognized tax benefits which the Company anticipates will be resolved in the next 12\u00a0months; however, the Company is unable at this time to estimate what the impact on its unrecognized tax benefits will be.
The Company or one of its subsidiaries files income tax returns in the U.S. federal jurisdiction, and various state and foreign jurisdictions. An IRS examination of the tax year March\u00a029, 2012 is currently ongoing. Generally, tax years beginning after March\u00a028, 2002 are still open to examination by various taxing authorities. Additionally, as discussed above, the Company has net operating loss (\u201cNOL\u201d) carryforwards for tax years ended December\u00a031, 2001 through December\u00a031, 2019, in the U.S. and various state jurisdictions which have carryforwards of varying lengths of time. These NOLs are subject to adjustment based on the statute of limitations applicable to the return in which they are utilized, not the year in which they are generated. Various state, local and foreign income tax returns are also under examination by taxing authorities. The Company does not believe that the outcome of any examination will have a material impact on its consolidated financial statements.
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(In\u00a0millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2017 | \u00a0 | |||
Current: | ||||||||||
Federal | $ | (0.1) | $ | (0.5) | $ | (13.4) | ||||
Foreign | \u00a0 | 8.4 | \u00a0 | 5.0 | \u00a0 | 5.3 | ||||
State | \u00a0 | 2.9 | \u00a0 | 15.5 | \u00a0 | 4.4 | ||||
Total current | \u00a0 | 11.2 | \u00a0 | 20.0 | \u00a0 | (3.7) | ||||
Deferred: | ||||||||||
Federal | \u00a0 | (4.2) | \u00a0 | 0.8 | \u00a0 | 116.4 | ||||
Foreign | \u00a0 | (42.8) | \u00a0 | (7.5) | \u00a0 | (5.5) | ||||
State | \u00a0 | 13.3 | \u00a0 | 0.3 | \u00a0 | 46.9 | ||||
Total deferred | \u00a0 | (33.7) | \u00a0 | (6.4) | \u00a0 | 157.8 | ||||
Total provision (benefit) | $ | (22.5) | $ | 13.6 | $ | 154.1 |
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Year\u00a0Ended | ||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2017 | \u00a0 | |||
Domestic | $ | (165.1) | $ | 154.4 | $ | (362.3) | ||||
Foreign | \u00a0 | (6.5) | \u00a0 | (30.7) | \u00a0 | 29.2 | ||||
Total | $ | (171.6) | $ | 123.7 | $ | (333.1) |
Year\u00a0Ended | ||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2017 | \u00a0 | |||
Income tax expense (benefit) at the federal statutory rate | $ | (36.0) | $ | 26.0 | $ | (116.6) | ||||
Effect of: | ||||||||||
State income taxes | \u00a0 | (7.2) | \u00a0 | 8.9 | \u00a0 | (17.6) | ||||
Increase in reserve for uncertain tax positions | \u00a0 | 8.4 | \u00a0 | 5.2 | \u00a0 | 2.1 | ||||
Federal and state credits | \u00a0 | (6.5) | \u00a0 | (5.9) | \u00a0 | (5.2) | ||||
Permanent items - transaction costs | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 2.0 | ||||
Permanent items - other | (6.6) | 5.7 | (9.4) | |||||||
Foreign rate differential | 11.8 | (5.9) | (15.3) | |||||||
Change in legislation | \u2014 | \u2014 | 88.6 | |||||||
Other | \u00a0 | (10.6) | \u00a0 | 9.7 | \u00a0 | 4.9 | ||||
Valuation allowance | \u00a0 | 24.2 | \u00a0 | (30.1) | \u00a0 | 220.6 | ||||
Income tax expense (benefit) | $ | (22.5) | $ | 13.6 | $ | 154.1 | ||||
Effective income tax rate | \u00a0 | 13.1 | %\u00a0\u00a0 | \u00a0 | 11.0 | %\u00a0\u00a0 | \u00a0 | (46.3) | % |
December\u00a031, 2019 | December\u00a031, 2018 | \u00a0 | |||||||||||
Deferred Income Tax | Deferred Income Tax | \u00a0 | |||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Assets | \u00a0\u00a0\u00a0\u00a0 | Liabilities | \u00a0\u00a0\u00a0\u00a0 | Assets | \u00a0\u00a0\u00a0\u00a0 | Liabilities | \u00a0 | ||||
Tangible assets | \u00a0\u00a0\u00a0\u00a0 | $ | \u2014 | \u00a0\u00a0\u00a0\u00a0 | $ | (152.6) | \u00a0\u00a0\u00a0\u00a0 | $ | \u2014 | \u00a0\u00a0\u00a0\u00a0 | $ | (210.6) | |
ROU assets | \u2014 | (1,187.2) | \u2014 | \u2014 | |||||||||
Accrued liabilities | \u00a0 | 17.0 | \u00a0 | \u2014 | \u00a0 | 13.6 | \u00a0 | \u2014 | |||||
Intangible assets | \u00a0 | \u2014 | \u00a0 | (99.7) | \u00a0 | \u2014 | \u00a0 | (128.7) | |||||
Receivables | \u00a0 | 7.8 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (3.7) | |||||
Investments | \u00a0 | 17.8 | \u00a0 | \u2014 | \u00a0 | 12.0 | \u00a0 | \u2014 | |||||
Capital loss carryforwards | \u00a0 | 1.2 | \u00a0 | \u2014 | \u00a0 | 1.0 | \u00a0 | \u2014 | |||||
Pension, postretirement and deferred compensation | \u00a0 | 21.6 | \u00a0 | \u2014 | \u00a0 | 21.9 | \u00a0 | \u2014 | |||||
Corporate borrowings | \u00a0 | \u2014 | \u00a0 | (101.8) | \u00a0 | \u2014 | \u00a0 | (111.6) | |||||
Disallowed interest | 42.1 | \u2014 | 14.9 | \u2014 | |||||||||
Deferred revenue | \u00a0 | 170.8 | \u00a0 | \u2014 | \u00a0 | 201.7 | \u00a0 | \u2014 | |||||
Lease liabilities | \u00a0 | 1,377.7 | \u00a0 | \u2014 | \u00a0 | 165.6 | \u00a0 | \u2014 | |||||
Capital and financing lease obligations | \u00a0 | 2.4 | \u00a0 | \u2014 | \u00a0 | 118.5 | \u00a0 | \u2014 | |||||
Other credit carryovers | \u00a0 | 18.0 | \u00a0 | \u2014 | \u00a0 | 17.7 | \u00a0 | \u2014 | |||||
Other comprehensive income | \u00a0 | \u2014 | \u00a0 | (1.0) | \u00a0 | \u2014 | \u00a0 | (1.0) | |||||
Net operating loss carryforwards | \u00a0 | 202.8 | \u00a0 | \u2014 | \u00a0 | 199.3 | \u00a0 | \u2014 | |||||
Total | $ | 1,879.2 | $ | (1,542.3) | $ | 766.2 | $ | (455.6) | |||||
Less: Valuation allowance | \u00a0 | (312.8) | \u00a0 | \u2014 | \u00a0 | (323.6) | \u00a0 | \u2014 | |||||
Net deferred income taxes | $ | 1,566.4 | $ | (1,542.3) | $ | 442.6 | $ | (455.6) |
Additions | Charged | |||||||||||
Balance\u00a0at | Charged | Charged | (Credited) | |||||||||
Beginning\u00a0of | (Credited) | (Credited)\u00a0to | to Other | Balance at | ||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Period | \u00a0\u00a0\u00a0\u00a0 | to Expenses | \u00a0\u00a0\u00a0\u00a0 | Goodwill | \u00a0\u00a0\u00a0\u00a0 | Accounts(1) | \u00a0\u00a0\u00a0\u00a0 | End of\u00a0Period | ||
Calendar Year 2019 | ||||||||||||
Valuation allowance-deferred income tax assets | $ | 323.6 | 24.2 | \u2014 | (35.0) | $ | 312.8 | |||||
Calendar Year 2018 | ||||||||||||
Valuation allowance-deferred income tax assets | $ | 338.4 | (30.1) | \u2014 | 15.3 | $ | 323.6 | |||||
Calendar Year 2017 | ||||||||||||
Valuation allowance-deferred income tax assets | $ | 112.2 | 220.6 | (9.1) | 14.7 | $ | 338.4 |
| (1) | Primarily relates to amounts resulting from the Company\u2019s changes in deferred tax assets and associated valuation allowance that are not related to income statement activity as well as amounts charged to other comprehensive income. In 2019, this includes $(28.6) million of valuation allowance associated with the sale of the Austria theatres. |
Year\u00a0Ended | ||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2017 | ||||
Balance at beginning of period | $ | 22.0 | $ | 15.3 | $ | 12.7 | ||||
Gross increases\u2014current period tax positions | \u00a0 | 10.5 | \u00a0 | 7.3 | \u00a0 | 3.2 | ||||
Gross decreases\u2014prior period tax positions | (1.5) | (0.6) | 0.3 | |||||||
Impact of legislation change | \u2014 | \u2014 | (0.9) | |||||||
Balance at end of period | $ | 31.0 | $ | 22.0 | $ | 15.3 |
NOTE 11\u2014COMMITMENTS 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\u2019s financial position or overall trends in results of operations. However, litigation and claims are subject to inherent uncertainties and unfavorable outcomes can occur. An unfavorable outcome might include monetary damages. If an unfavorable outcome were to occur, there exists the possibility of a material adverse impact on the results of operations in the period in which the outcome occurs or in future periods.
On January\u00a012, 2018 and January\u00a019, 2018, two putative federal securities class actions, captioned Hawaii Structural Ironworkers Pension Trust Fund v. AMC Entertainment Holdings, Inc., et al., Case No.\u00a01:18-cv-00299-AJN (the \u201cHawaii Action\u201d), and Nichols v. AMC Entertainment Holdings, Inc., et al., Case No.\u00a01:18-cv-00510-AJN (the \u201cNichols Action,\u201d and together with the Hawaii Action, the \u201cActions\u201d), respectively, were filed against the Company in the U.S. District Court for the Southern District of New York.\u00a0The Actions, which name certain of the Company\u2019s officers and directors and, in the case of the Hawaii Action, the underwriters of the Company\u2019s February\u00a08, 2017 secondary public offering, as defendants, assert claims under Sections 11, 12(a)(2) and 15 of the Securities Act of 1933 and Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 with respect to alleged material misstatements and omissions in the registration statement for the secondary public offering and in certain other public disclosures. On
May\u00a030, 2018, the court consolidated the Actions. On January\u00a022, 2019, the defendants moved to dismiss the Second Amended Class Action Complaint. On September 23, 2019, the court granted the motion to dismiss in part and denied it in part.
On May\u00a021, 2018, a stockholder derivative complaint, captioned Gantulga v. Aron, et al., Case No.\u00a02:18-cv-02262-JAR-TJJ (the \u201cGantulga Action\u201d), was filed against certain of the Company\u2019s officers and directors in the U.S. District Court for the District of Kansas. The Gantulga Action, which was filed on behalf of the Company, asserts claims under Section 14(a) of the Securities Exchange Act of 1934 and for breaches of fiduciary duty and unjust enrichment based on allegations substantially similar to the Actions. On October\u00a012, 2018, the parties filed a joint motion to transfer the action to the U.S. District Court for the Southern District of New York, which the court granted on October\u00a015, 2018. When the action was transferred to the Southern District of New York, it was re-captioned Gantulga v. Aron, et al., Case No. 1:18-cv-10007-AJN. The parties filed a joint stipulation to stay the action, which the court granted on December 17, 2018.
On October 2, 2019, a stockholder derivative complaint, captioned Kenna v. Aron, et al., Case No. 1:19-cv-09148 (the \u201cKenna Action\u201d), was filed in the U.S. District Court for the Southern District of New York. The Kenna Action asserts the same claims as the Gantulga Action based on substantially similar allegations. The parties filed a joint stipulation to stay the action, which the court granted on October 17, 2019.
On April 22, 2019, a putative stockholder class and derivative complaint, captioned Lao v. Dalian Wanda Group Co., Ltd., et al., C.A. No. 2019-0303-JRS (the \u201cLao Action\u201d), was filed against certain of the Company\u2019s directors, Wanda, two of Wanda\u2019s affiliates, Silver Lake, and one of Silver Lake\u2019s affiliates in the Delaware Court of Chancery. The Lao Action asserts claims directly, on behalf of a putative class of Company stockholders, and derivatively, on behalf of the Company, for breaches of fiduciary duty and aiding and abetting breaches of fiduciary duty with respect to transactions that the Company entered into with affiliates of Wanda and Silver Lake on September 14, 2018, and the special cash dividend of $1.55 per share of common stock that was payable on September 28, 2018 to the Company\u2019s stockholders of record as of September 25, 2018. On July\u00a018, 2019, the Company\u2019s Board of Directors formed a Special Litigation Committee to investigate and evaluate the claims and allegations asserted in the Lao Action and make a determination as to how the Company should proceed with respect to the Lao Action. On October 25, 2019, the court granted a motion to stay the action for six months to allow the Special Litigation Committee to complete its investigation.
The Company remains contingently liable for lease payments under certain leases of theatres that it previously divested, in the event that such assignees are unable to fulfill their future lease payment obligations. Due to the variety of remedies available, the Company believes that if the current tenant defaulted on the leases it would not have a material effect on the Company\u2019s financial condition, results of operations or cash flows.
"}]},{"name":"rpt:f-1960","factDimensions":{"xbrl:concept":"us-gaap:LossContingencyPendingClaimsNumber","xbrl:period":"2018-01-13T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"amch:item"},"factValues":[{"value":"2"}]},{"name":"rpt:f-1961","factDimensions":{"xbrl:concept":"us-gaap:LossContingencyPendingClaimsNumber","xbrl:period":"2018-01-20T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"amch:item"},"factValues":[{"value":"2"}]},{"name":"rpt:f-1962","factDimensions":{"xbrl:concept":"us-gaap:DividendsCommonStockCash","xbrl:period":"2018-09-14T00:00:00/2018-09-15T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"1.55","decimals":2}]},{"name":"rpt:f-1963","factDimensions":{"xbrl:concept":"us-gaap:FairValueDisclosuresTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"
NOTE 12\u2014FAIR 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\u00a01: | Quoted market prices in active markets for identical assets or liabilities. |
Level\u00a02: | Observable inputs that are corroborated by market data. |
Level\u00a03: | Unobservable inputs that are not corroborated by market data. |
Recurring Fair Value Measurements. The following table summarizes the fair value hierarchy of the Company\u2019s financial assets carried at fair value on a recurring basis:
Fair Value Measurements at December\u00a031, 2019 Using | ||||||||||||
Significant | ||||||||||||
\u00a0\u00a0\u00a0\u00a0 | Total\u00a0Carrying | \u00a0\u00a0\u00a0\u00a0 | Quoted\u00a0prices\u00a0in | \u00a0\u00a0\u00a0\u00a0 | Significant\u00a0other | \u00a0\u00a0\u00a0\u00a0 | unobservable | |||||
Value at | active\u00a0market | observable\u00a0inputs | inputs | |||||||||
(In millions) | December\u00a031, 2019 | (Level\u00a01) | (Level\u00a02) | (Level\u00a03) | ||||||||
Other long-term assets: | ||||||||||||
Money market mutual funds | $ | 0.6 | $ | 0.6 | $ | \u2014 | $ | \u2014 | ||||
Derivative asset | 38.0 | \u2014 | \u2014 | 38.0 | ||||||||
Investments measured at net asset value (1) | 11.9 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | |||||
Equity securities, available-for-sale: | ||||||||||||
Investment in NCM | 0.7 | 0.7 | \u2014 | \u2014 | ||||||||
Total assets at fair value | $ | 51.2 | $ | 1.3 | $ | \u2014 | $ | 38.0 | ||||
Corporate Borrowings: | ||||||||||||
Derivative liability | $ | 0.5 | $ | \u2014 | $ | \u2014 | $ | 0.5 | ||||
Total liabilities at fair value | $ | 0.5 | $ | \u2014 | $ | \u2014 | $ | 0.5 |
Fair Value Measurements at December\u00a031, 2018 Using | ||||||||||||
Significant | ||||||||||||
\u00a0\u00a0\u00a0\u00a0 | Total\u00a0Carrying | \u00a0\u00a0\u00a0\u00a0 | Quoted\u00a0prices\u00a0in | \u00a0\u00a0\u00a0\u00a0 | Significant\u00a0other | \u00a0\u00a0\u00a0\u00a0 | unobservable | |||||
Value at | active\u00a0market | observable\u00a0inputs | inputs | |||||||||
(In millions) | December 31, 2018 | (Level\u00a01) | (Level\u00a02) | (Level\u00a03) | ||||||||
Other long-term assets: | ||||||||||||
Money market mutual funds | $ | 0.5 | $ | 0.5 | $ | \u2014 | $ | \u2014 | ||||
Derivative asset | 55.7 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 55.7 | |||||
Investments measured at net asset value(1) | 9.6 | \u2014 | \u2014 | \u2014 | ||||||||
Total assets at fair value | $ | 65.8 | $ | 0.5 | $ | \u2014 | $ | 55.7 | ||||
Corporate Borrowings: | ||||||||||||
Derivative liability | $ | 24.0 | $ | \u2014 | $ | \u2014 | $ | 24.0 | ||||
Total liabilities at fair value | $ | 24.0 | $ | \u2014 | $ | \u2014 | $ | 24.0 |
| (1) | The investments relate to a non-qualified deferred compensation arrangement on behalf of certain members of management. The Company has an equivalent liability for this related-party transaction recorded in other long-term liabilities for the deferred compensation obligation. |
Valuation Techniques. The Company\u2019s money market mutual funds are invested in funds that seek to preserve principal, are highly liquid, and therefore are recorded on the balance sheet at the principal amounts deposited, which equals fair value. See Note\u00a014\u2014Accumulated Other Comprehensive Income (Loss) for the unrealized gain on equity securities recorded in accumulated other comprehensive income.
On September\u00a014, 2018, the Company issued Convertible Notes due 2024 with a conversion feature that gave rise to an embedded derivative instrument and a stock purchase and cancellation agreement that gave rise to a derivative asset (See Note\u00a08\u2014Corporate Borrowings and Finance Lease Obligations). The derivative features have been valued using a Monte Carlo simulation approach. The Monte Carlo simulation approach consists of simulated common stock prices from the valuation date to the maturity of the Convertible Notes and to September\u00a014, 2020 for the contingent call option for forfeiture shares. Increases or decreases in the Company\u2019s share price, the volatility of the share price, the passage of time, risk-free interest rate, discount yield, and dividend yield will all impact the value of the derivative instruments. The Company re-values the derivative instruments at the end of each reporting period and any changes are recorded in other expense (income) in the consolidated statements of operations.
Nonrecurring Fair Value Measurements. The following table summarizes the fair value hierarchy of the Company\u2019s assets that were measured at fair value on a nonrecurring basis:
Fair Value Measurements at December\u00a031, 2019 Using | |||||||||||||||
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Significant\u00a0other | \u00a0\u00a0\u00a0\u00a0 | Significant | \u00a0 | |||||||||
Total\u00a0Carrying | Quoted\u00a0prices\u00a0in | observable | unobservable | ||||||||||||
Value at | active\u00a0market | inputs | inputs | Total | |||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | (Level\u00a01) | \u00a0\u00a0\u00a0\u00a0 | (Level\u00a02) | \u00a0\u00a0\u00a0\u00a0 | (Level\u00a03) | \u00a0\u00a0\u00a0\u00a0 | Losses | |||||
Property, net: | |||||||||||||||
Property net | $ | 29.2 | $ | \u2014 | $ | \u2014 | $ | 29.2 | $ | 23.1 | |||||
Operating lease right-of-use assets | |||||||||||||||
Operating lease right-of-use assets | 123.3 | \u2014 | \u2014 | 123.3 | 60.0 | ||||||||||
Other long-term assets | |||||||||||||||
Property owned, net | 3.0 | \u2014 | \u2014 | 3.0 | 1.2 | ||||||||||
Equity interest investment | 2.2 | \u2014 | \u2014 | 2.2 | 3.6 | ||||||||||
Total | $ | 157.7 | $ | \u2014 | $ | \u2014 | $ | 157.7 | 87.9 |
Long-lived assets held and used, operating lease right-of-use assets, a property held and not used, and an equity interest investment without a readibly determinable fair value were considered impaired and were written down to their fair value at December\u00a031, 2019 of $157.7\u00a0million. There is considerable management judgment with respect to cash flow estimates and discount rates used in determining fair value, and therefore are classified as Level 3 measurements within the fair value measurement hierarchy. See Note 1\u2014The Company and Significant Accounting Policies for further information.
Fair Value Measurements at December\u00a031, 2018 Using | |||||||||||||||
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Significant\u00a0other | \u00a0\u00a0\u00a0\u00a0 | Significant | \u00a0 | ||||||||||
\u00a0\u00a0\u00a0\u00a0 | Total\u00a0Carrying | Quoted\u00a0prices\u00a0in | observable | unobservable | |||||||||||
Value at | active\u00a0market | inputs | inputs | Total | |||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | (Level\u00a01) | \u00a0\u00a0\u00a0\u00a0 | (Level\u00a02) | \u00a0\u00a0\u00a0\u00a0 | (Level\u00a03) | \u00a0\u00a0\u00a0\u00a0 | Losses | |||||
Property, net: | |||||||||||||||
Property owned, net | $ | 17.3 | $ | \u2014 | $ | \u2014 | $ | 17.3 | $ | 13.8 |
Long-lived assets held and used and a favorable lease were considered impaired and were written down to their fair value at December\u00a031, 2018 of $17.3\u00a0million.
Other Fair Value Measurement Disclosures. The following table summarizes the fair value of financial instruments that are not recognized at fair value in the statement of financial position for which it is practicable to estimate that value:
\u00a0\u00a0\u00a0\u00a0 | Fair Value Measurements at December\u00a031, 2019 Using | |||||||||||
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Significant\u00a0other | \u00a0\u00a0\u00a0\u00a0 | Significant | ||||||||
Total\u00a0Carrying | Quoted\u00a0prices\u00a0in | observable | unobservable | |||||||||
Value at | active\u00a0market | inputs | inputs | |||||||||
(In millions) | December\u00a031, 2019 | (Level\u00a01) | (Level\u00a02) | (Level\u00a03) | ||||||||
Current maturities of corporate borrowings | $ | 20.0 | $ | \u2014 | $ | 20.4 | $ | \u2014 | ||||
Corporate borrowings | \u00a0 | 4,733.4 | \u00a0 | \u2014 | \u00a0 | 4,135.3 | 514.9 |
\u00a0\u00a0\u00a0\u00a0 | Fair Value Measurements at December\u00a031, 2018 Using | |||||||||||
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Significant\u00a0other | \u00a0\u00a0\u00a0\u00a0 | Significant | ||||||||
Total\u00a0Carrying | Quoted\u00a0prices\u00a0in | observable | unobservable | |||||||||
Value at | active\u00a0market | inputs | inputs | |||||||||
(In millions) | December\u00a031, 2018 | (Level\u00a01) | (Level\u00a02) | (Level\u00a03) | ||||||||
Current maturities of corporate borrowings | $ | 15.2 | $ | \u2014 | $ | 13.4 | $ | 1.4 | ||||
Corporate borrowings | \u00a0 | 4,707.8 | \u00a0 | \u2014 | \u00a0 | 3,909.2 | \u00a0 | 475.2 |
Valuation Technique. Quoted market prices and observable market based inputs were used to estimate fair value for level\u00a02 inputs. The level\u00a03 fair value measurement represents the transaction price of the corporate borrowings under market conditions. On September\u00a014, 2018, the Company issued $600.0\u00a0million of Convertible Notes due 2024. These notes were issued by private placement, as such there is no observable market for these Convertible Notes. The Company valued these notes at principal value less a discount reflecting a market yield to maturity. See Note\u00a08\u2014Corporate Borrowings and Finance Lease Obligations for further information.
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.
"}]},{"name":"rpt:f-1964","factDimensions":{"xbrl:concept":"us-gaap:FairValueAssetsMeasuredOnRecurringBasisTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Fair Value Measurements at December\u00a031, 2019 Using | ||||||||||||
Significant | ||||||||||||
\u00a0\u00a0\u00a0\u00a0 | Total\u00a0Carrying | \u00a0\u00a0\u00a0\u00a0 | Quoted\u00a0prices\u00a0in | \u00a0\u00a0\u00a0\u00a0 | Significant\u00a0other | \u00a0\u00a0\u00a0\u00a0 | unobservable | |||||
Value at | active\u00a0market | observable\u00a0inputs | inputs | |||||||||
(In millions) | December\u00a031, 2019 | (Level\u00a01) | (Level\u00a02) | (Level\u00a03) | ||||||||
Other long-term assets: | ||||||||||||
Money market mutual funds | $ | 0.6 | $ | 0.6 | $ | \u2014 | $ | \u2014 | ||||
Derivative asset | 38.0 | \u2014 | \u2014 | 38.0 | ||||||||
Investments measured at net asset value (1) | 11.9 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | |||||
Equity securities, available-for-sale: | ||||||||||||
Investment in NCM | 0.7 | 0.7 | \u2014 | \u2014 | ||||||||
Total assets at fair value | $ | 51.2 | $ | 1.3 | $ | \u2014 | $ | 38.0 | ||||
Corporate Borrowings: | ||||||||||||
Derivative liability | $ | 0.5 | $ | \u2014 | $ | \u2014 | $ | 0.5 | ||||
Total liabilities at fair value | $ | 0.5 | $ | \u2014 | $ | \u2014 | $ | 0.5 |
Fair Value Measurements at December\u00a031, 2018 Using | ||||||||||||
Significant | ||||||||||||
\u00a0\u00a0\u00a0\u00a0 | Total\u00a0Carrying | \u00a0\u00a0\u00a0\u00a0 | Quoted\u00a0prices\u00a0in | \u00a0\u00a0\u00a0\u00a0 | Significant\u00a0other | \u00a0\u00a0\u00a0\u00a0 | unobservable | |||||
Value at | active\u00a0market | observable\u00a0inputs | inputs | |||||||||
(In millions) | December 31, 2018 | (Level\u00a01) | (Level\u00a02) | (Level\u00a03) | ||||||||
Other long-term assets: | ||||||||||||
Money market mutual funds | $ | 0.5 | $ | 0.5 | $ | \u2014 | $ | \u2014 | ||||
Derivative asset | 55.7 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 55.7 | |||||
Investments measured at net asset value(1) | 9.6 | \u2014 | \u2014 | \u2014 | ||||||||
Total assets at fair value | $ | 65.8 | $ | 0.5 | $ | \u2014 | $ | 55.7 | ||||
Corporate Borrowings: | ||||||||||||
Derivative liability | $ | 24.0 | $ | \u2014 | $ | \u2014 | $ | 24.0 | ||||
Total liabilities at fair value | $ | 24.0 | $ | \u2014 | $ | \u2014 | $ | 24.0 |
| (1) | The investments relate to a non-qualified deferred compensation arrangement on behalf of certain members of management. The Company has an equivalent liability for this related-party transaction recorded in other long-term liabilities for the deferred compensation obligation. |
Fair Value Measurements at December\u00a031, 2019 Using | |||||||||||||||
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Significant\u00a0other | \u00a0\u00a0\u00a0\u00a0 | Significant | \u00a0 | |||||||||
Total\u00a0Carrying | Quoted\u00a0prices\u00a0in | observable | unobservable | ||||||||||||
Value at | active\u00a0market | inputs | inputs | Total | |||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | (Level\u00a01) | \u00a0\u00a0\u00a0\u00a0 | (Level\u00a02) | \u00a0\u00a0\u00a0\u00a0 | (Level\u00a03) | \u00a0\u00a0\u00a0\u00a0 | Losses | |||||
Property, net: | |||||||||||||||
Property net | $ | 29.2 | $ | \u2014 | $ | \u2014 | $ | 29.2 | $ | 23.1 | |||||
Operating lease right-of-use assets | |||||||||||||||
Operating lease right-of-use assets | 123.3 | \u2014 | \u2014 | 123.3 | 60.0 | ||||||||||
Other long-term assets | |||||||||||||||
Property owned, net | 3.0 | \u2014 | \u2014 | 3.0 | 1.2 | ||||||||||
Equity interest investment | 2.2 | \u2014 | \u2014 | 2.2 | 3.6 | ||||||||||
Total | $ | 157.7 | $ | \u2014 | $ | \u2014 | $ | 157.7 | 87.9 |
Fair Value Measurements at December\u00a031, 2018 Using | |||||||||||||||
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Significant\u00a0other | \u00a0\u00a0\u00a0\u00a0 | Significant | \u00a0 | ||||||||||
\u00a0\u00a0\u00a0\u00a0 | Total\u00a0Carrying | Quoted\u00a0prices\u00a0in | observable | unobservable | |||||||||||
Value at | active\u00a0market | inputs | inputs | Total | |||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | (Level\u00a01) | \u00a0\u00a0\u00a0\u00a0 | (Level\u00a02) | \u00a0\u00a0\u00a0\u00a0 | (Level\u00a03) | \u00a0\u00a0\u00a0\u00a0 | Losses | |||||
Property, net: | |||||||||||||||
Property owned, net | $ | 17.3 | $ | \u2014 | $ | \u2014 | $ | 17.3 | $ | 13.8 |
\u00a0\u00a0\u00a0\u00a0 | Fair Value Measurements at December\u00a031, 2019 Using | |||||||||||
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Significant\u00a0other | \u00a0\u00a0\u00a0\u00a0 | Significant | ||||||||
Total\u00a0Carrying | Quoted\u00a0prices\u00a0in | observable | unobservable | |||||||||
Value at | active\u00a0market | inputs | inputs | |||||||||
(In millions) | December\u00a031, 2019 | (Level\u00a01) | (Level\u00a02) | (Level\u00a03) | ||||||||
Current maturities of corporate borrowings | $ | 20.0 | $ | \u2014 | $ | 20.4 | $ | \u2014 | ||||
Corporate borrowings | \u00a0 | 4,733.4 | \u00a0 | \u2014 | \u00a0 | 4,135.3 | 514.9 |
\u00a0\u00a0\u00a0\u00a0 | Fair Value Measurements at December\u00a031, 2018 Using | |||||||||||
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Significant\u00a0other | \u00a0\u00a0\u00a0\u00a0 | Significant | ||||||||
Total\u00a0Carrying | Quoted\u00a0prices\u00a0in | observable | unobservable | |||||||||
Value at | active\u00a0market | inputs | inputs | |||||||||
(In millions) | December\u00a031, 2018 | (Level\u00a01) | (Level\u00a02) | (Level\u00a03) | ||||||||
Current maturities of corporate borrowings | $ | 15.2 | $ | \u2014 | $ | 13.4 | $ | 1.4 | ||||
Corporate borrowings | \u00a0 | 4,707.8 | \u00a0 | \u2014 | \u00a0 | 3,909.2 | \u00a0 | 475.2 |
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NOTE 13\u2014OPERATING 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, Estonia, Latvia, Lithuania, Norway, and Denmark. Operations located in Austria were sold during the first quarter of 2019. Each segment\u2019s revenue is derived from admissions, food and beverage sales and other ancillary revenues, primarily screen advertising, AMC Stubs\u00ae membership fees and other loyalty programs, 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:
Year Ended | |||||||||
Revenues (In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2017 | |||
U.S. markets | $ | 4,023.2 | $ | 4,013.2 | $ | 3,723.5 | |||
International markets | 1,447.8 | 1,447.6 | 1,355.7 | ||||||
Total revenues | $ | 5,471.0 | $ | 5,460.8 | $ | 5,079.2 |
Year Ended | |||||||||
Adjusted EBITDA (In millions) | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | December\u00a031, 2017 | |||||
U.S. markets (1) | $ | 575.6 | $ | 700.5 | $ | 610.0 | |||
International markets | 195.8 | 228.7 | 212.5 | ||||||
Total Adjusted EBITDA | $ | 771.4 | $ | 929.2 | $ | 822.5 |
Year Ended | |||||||||
Capital Expenditures (In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2017 | |||
U.S. markets | $ | 369.4 | $ | 395.6 | $ | 543.7 | |||
International markets | 148.7 | 180.7 | 83.1 | ||||||
Total capital expenditures | $ | 518.1 | $ | 576.3 | $ | 626.8 |
| (1) | The Company presents Adjusted EBITDA as a supplemental measure of its performance. The Company defines Adjusted EBITDA as net earnings (loss) plus (i)\u00a0income tax provision, (ii)\u00a0interest expense and (iii)\u00a0depreciation and amortization, as further adjusted to eliminate the impact of certain items that the Company does not consider indicative of the Company\u2019s ongoing operating performance and to include attributable EBITDA from equity investments in theatre operations in International markets and any cash distributions of earnings from its other equity method investees. The measure of segment profit and loss the Company uses to evaluate performance and allocate its resources is Adjusted EBITDA, which is consistent with how Adjusted EBITDA is defined in the Company\u2019s debt indentures. |
| (2) | Distributions from NCM are reported entirely within the U.S. markets segment. |
Financial information about geographic area is as follows:
Year Ended | |||||||||
Revenues (In millions) | December\u00a031, 2019 | December\u00a031, 2018 | December\u00a031, 2017 | ||||||
United States | $ | 4,023.2 | $ | 4,013.2 | $ | 3,723.5 | |||
United Kingdom | 500.4 | 513.5 | 509.8 | ||||||
Spain | 200.3 | 193.9 | 187.1 | ||||||
Italy | 200.0 | 178.5 | 185.5 | ||||||
Sweden | 177.5 | 192.1 | 154.2 | ||||||
Germany | 135.0 | 114.3 | 129.7 | ||||||
Finland | 103.0 | 101.7 | 77.3 | ||||||
Norway | 37.9 | 34.9 | 17.7 | ||||||
Other foreign countries | 93.7 | 118.7 | 94.4 | ||||||
Total | $ | 5,471.0 | $ | 5,460.8 | $ | 5,079.2 |
As of | As of | |||||
Long-term assets, net (In millions) | December\u00a031, 2019 | December\u00a031, 2018 | ||||
United States | $ | 9,039.6 | $ | 5,826.5 | ||
International | 3,963.1 | 2,888.0 | ||||
Total long-term assets (1) | $ | 13,002.7 | $ | 8,714.5 |
| (1) | Long-term assets are comprised of property, operating lease right-of-use assets, intangible assets, goodwill, deferred tax asset, net and other long-term assets. |
The following table sets forth a reconciliation of net earnings (loss) to Adjusted EBITDA:
Year Ended | |||||||||
(In\u00a0millions) | \u00a0\u00a0\u00a0\u00a0 | December 31, 2019 | \u00a0\u00a0\u00a0\u00a0 | December 31, 2018 | December 31, 2017 | ||||
Net earnings (loss) | $ | (149.1) | $ | 110.1 | $ | (487.2) | |||
Plus: | |||||||||
Income tax provision (benefit) | \u00a0 | (22.5) | \u00a0 | 13.6 | 154.1 | ||||
Interest expense | \u00a0 | 340.8 | \u00a0 | 342.3 | 274.0 | ||||
Depreciation and amortization | \u00a0 | 450.0 | \u00a0 | 537.8 | 538.6 | ||||
Impairment of long-lived assets | \u00a0 | 84.3 | \u00a0 | 13.8 | 43.6 | ||||
Certain operating expenses (1) | \u00a0 | 14.8 | \u00a0 | 24.0 | 20.6 | ||||
Equity in (earnings) loss of non-consolidated entities (2) | \u00a0 | (30.6) | \u00a0 | (86.7) | 185.2 | ||||
Cash distributions from non-consolidated entities (3) | \u00a0 | 35.8 | \u00a0 | 35.2 | 45.4 | ||||
Attributable EBITDA (4) | 5.0 | 7.3 | 3.4 | ||||||
Investment income | \u00a0 | (16.0) | \u00a0 | (6.2) | (22.6) | ||||
Other expense (income) (5) | \u00a0 | 13.3 | \u00a0 | (108.2) | (1.3) | ||||
Non-cash rent - purchase accounting (6) | 25.7 | \u2014 | \u2014 | ||||||
General and administrative \u2014 unallocated: | |||||||||
Merger, acquisition and other costs (7) | \u00a0 | 15.5 | \u00a0 | 31.3 | 63.0 | ||||
Stock-based compensation expense (8) | \u00a0 | 4.4 | \u00a0 | 14.9 | 5.7 | ||||
Adjusted EBITDA | $ | 771.4 | $ | 929.2 | $ | 822.5 |
| (1) | Amounts represent preopening expense related to temporarily closed screens under renovation, theatre and other closure expense for the permanent closure of screens including the related accretion of interest, non-cash deferred digital equipment rent expense, and disposition of assets and other non-operating gains or losses included in operating expenses. The Company has excluded these items as they are non-cash in nature, include components of interest cost for the time value of money or are non-operating in nature. |
| (2) | During the years ended December 31, 2019 and December 31, 2018, the Company recorded $25.4 million and $29.1 million, respectively, in earnings from DCIP. During the year ended December\u00a031, 2018, the Company recorded equity in earnings related to AMC\u2019s sale of all remaining NCM units of $28.9\u00a0million |
| and a gain of $30.1 million related to the Screenvision merger. Equity in earnings of non-consolidated entities also includes loss on the surrender (disposition) of a portion of AMC\u2019s investment in NCM of $1.1 million and a lower of carrying value or fair value impairment loss of the held-for sale portion of the Company\u2019s investment in NCM of $16.0 million for the year ended December\u00a031, 2018. During the year ended December 31, 2017, equity in (earnings) loss of non-consolidated entities includes an other-than-temporary impairment charge of $208.0\u00a0million to reduce the carrying value of the Company\u2019s investment in NCM to Level 1 fair value. An other-than-temporary impairment charge of $204.5\u00a0million was recorded on the Company\u2019s units and shares at the publicly quoted per share price on June\u00a030, 2017 of $7.42 and an other-than-temporary impairment charge of $3.5\u00a0million was recorded on the Company\u2019s units and shares at the publicly quoted per share price on December\u00a031, 2017 of $6.86, based on the Company\u2019s determination that the decline in the price per share during the respective quarters was other than temporary. Equity in (earnings) loss of non-consolidated entities includes loss on the sale of a portion of the Company\u2019s investment in NCM of $22.2\u00a0million during the year ended December\u00a031, 2017. |
| (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\u2019s 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\u2019s equity in (earnings) loss of non-consolidated entities to attributable EBITDA. Because these equity investments are in theatre operators in regions where the Company holds a significant market share, the Company believes attributable EBITDA is more indicative of the performance of these equity investments and management uses this measure to monitor and evaluate these equity investments. The Company also provides services to these theatre operators including information technology systems, certain on-screen advertising services and the Company\u2019s gift card and package ticket program. As these investments relate only to the Company\u2019s Nordic acquisition, the second quarter of 2017 represents the first time the Company has made this adjustment and does not impact prior historical presentations of Adjusted EBITDA. |
Year Ended | |||||||||
(In\u00a0millions) | \u00a0\u00a0\u00a0\u00a0 | December 31, 2019 | \u00a0\u00a0\u00a0\u00a0 | December 31, 2018 | December 31, 2017 | ||||
Equity in (earnings) loss of non-consolidated entities | $ | (30.6) | $ | (86.7) | $ | 185.2 | |||
Less: | |||||||||
Equity in (earnings) loss of non-consolidated entities excluding International theatre joint ventures | (29.2) | (81.9) | 187.0 | ||||||
Equity in earnings of International theatre joint ventures | 1.4 | 4.8 | 1.8 | ||||||
Income tax provision | 0.4 | 0.4 | \u2014 | ||||||
Investment income | (0.7) | (0.5) | \u2014 | ||||||
Depreciation and amortization | 3.4 | 2.6 | 1.6 | ||||||
Other expense | 0.5 | \u2014 | \u2014 | ||||||
Attributable EBITDA | $ | 5.0 | $ | 7.3 | $ | 3.4 |
| (5) | Other expense (income) for the year ended December 31, 2019 was primarily due to expense related to the repayment of indebtedness of $16.6 million, foreign currency transaction losses of $1.5 million, non-operating net periodic benefit cost of $1.2 million, and the decrease in fair value of the Company\u2019s derivative asset for the contingent call option related to the Class B common stock purchase and cancellation agreement of $17.7\u00a0million, partially offset by a decrease in fair value of the Company\u2019s derivative liability for the embedded conversion feature in its Convertible Notes due 2024 of $23.5\u00a0million. During the year ended December\u00a031, 2018, the Company recorded a gain of $111.4\u00a0million as a result of a decrease in fair value of its derivative liability and an increase in fair value of the derivative asset for the Convertible Notes due 2024, partially offset by financing losses and financing related foreign currency transaction losses. Other expense (income) for the year ended December\u00a031, 2017 includes $3.0\u00a0million financing related foreign currency transaction gains, partially offset by $1.3\u00a0million in fees relating to third- |
| party fees related to the Third Amendment to the Company\u2019s Senior Secured Credit Agreement, and a $0.4\u00a0million loss on the redemption of the Bridge Loan Facility. |
| (6) | Reflects amortization of certain intangible assets reclassified from depreciation and amortization to rent expense, due to the adoption of ASC 842. |
| (7) | Merger, acquisition and other costs are excluded as they are non-operating in nature. |
| (8) | Non-cash or non-recurring expense included in general and administrative: other. |
Year Ended | |||||||||
Revenues (In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2017 | |||
U.S. markets | $ | 4,023.2 | $ | 4,013.2 | $ | 3,723.5 | |||
International markets | 1,447.8 | 1,447.6 | 1,355.7 | ||||||
Total revenues | $ | 5,471.0 | $ | 5,460.8 | $ | 5,079.2 |
Year Ended | |||||||||
Adjusted EBITDA (In millions) | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | December\u00a031, 2017 | |||||
U.S. markets (1) | $ | 575.6 | $ | 700.5 | $ | 610.0 | |||
International markets | 195.8 | 228.7 | 212.5 | ||||||
Total Adjusted EBITDA | $ | 771.4 | $ | 929.2 | $ | 822.5 |
Year Ended | |||||||||
Capital Expenditures (In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2017 | |||
U.S. markets | $ | 369.4 | $ | 395.6 | $ | 543.7 | |||
International markets | 148.7 | 180.7 | 83.1 | ||||||
Total capital expenditures | $ | 518.1 | $ | 576.3 | $ | 626.8 |
| (1) | The Company presents Adjusted EBITDA as a supplemental measure of its performance. The Company defines Adjusted EBITDA as net earnings (loss) plus (i)\u00a0income tax provision, (ii)\u00a0interest expense and (iii)\u00a0depreciation and amortization, as further adjusted to eliminate the impact of certain items that the Company does not consider indicative of the Company\u2019s ongoing operating performance and to include attributable EBITDA from equity investments in theatre operations in International markets and any cash distributions of earnings from its other equity method investees. The measure of segment profit and loss the Company uses to evaluate performance and allocate its resources is Adjusted EBITDA, which is consistent with how Adjusted EBITDA is defined in the Company\u2019s debt indentures. |
| (2) | Distributions from NCM are reported entirely within the U.S. markets segment. |
Year Ended | |||||||||
Revenues (In millions) | December\u00a031, 2019 | December\u00a031, 2018 | December\u00a031, 2017 | ||||||
United States | $ | 4,023.2 | $ | 4,013.2 | $ | 3,723.5 | |||
United Kingdom | 500.4 | 513.5 | 509.8 | ||||||
Spain | 200.3 | 193.9 | 187.1 | ||||||
Italy | 200.0 | 178.5 | 185.5 | ||||||
Sweden | 177.5 | 192.1 | 154.2 | ||||||
Germany | 135.0 | 114.3 | 129.7 | ||||||
Finland | 103.0 | 101.7 | 77.3 | ||||||
Norway | 37.9 | 34.9 | 17.7 | ||||||
Other foreign countries | 93.7 | 118.7 | 94.4 | ||||||
Total | $ | 5,471.0 | $ | 5,460.8 | $ | 5,079.2 |
As of | As of | |||||
Long-term assets, net (In millions) | December\u00a031, 2019 | December\u00a031, 2018 | ||||
United States | $ | 9,039.6 | $ | 5,826.5 | ||
International | 3,963.1 | 2,888.0 | ||||
Total long-term assets (1) | $ | 13,002.7 | $ | 8,714.5 |
| (1) | Long-term assets are comprised of property, operating lease right-of-use assets, intangible assets, goodwill, deferred tax asset, net and other long-term assets. |
Year Ended | |||||||||
(In\u00a0millions) | \u00a0\u00a0\u00a0\u00a0 | December 31, 2019 | \u00a0\u00a0\u00a0\u00a0 | December 31, 2018 | December 31, 2017 | ||||
Net earnings (loss) | $ | (149.1) | $ | 110.1 | $ | (487.2) | |||
Plus: | |||||||||
Income tax provision (benefit) | \u00a0 | (22.5) | \u00a0 | 13.6 | 154.1 | ||||
Interest expense | \u00a0 | 340.8 | \u00a0 | 342.3 | 274.0 | ||||
Depreciation and amortization | \u00a0 | 450.0 | \u00a0 | 537.8 | 538.6 | ||||
Impairment of long-lived assets | \u00a0 | 84.3 | \u00a0 | 13.8 | 43.6 | ||||
Certain operating expenses (1) | \u00a0 | 14.8 | \u00a0 | 24.0 | 20.6 | ||||
Equity in (earnings) loss of non-consolidated entities (2) | \u00a0 | (30.6) | \u00a0 | (86.7) | 185.2 | ||||
Cash distributions from non-consolidated entities (3) | \u00a0 | 35.8 | \u00a0 | 35.2 | 45.4 | ||||
Attributable EBITDA (4) | 5.0 | 7.3 | 3.4 | ||||||
Investment income | \u00a0 | (16.0) | \u00a0 | (6.2) | (22.6) | ||||
Other expense (income) (5) | \u00a0 | 13.3 | \u00a0 | (108.2) | (1.3) | ||||
Non-cash rent - purchase accounting (6) | 25.7 | \u2014 | \u2014 | ||||||
General and administrative \u2014 unallocated: | |||||||||
Merger, acquisition and other costs (7) | \u00a0 | 15.5 | \u00a0 | 31.3 | 63.0 | ||||
Stock-based compensation expense (8) | \u00a0 | 4.4 | \u00a0 | 14.9 | 5.7 | ||||
Adjusted EBITDA | $ | 771.4 | $ | 929.2 | $ | 822.5 |
| (1) | Amounts represent preopening expense related to temporarily closed screens under renovation, theatre and other closure expense for the permanent closure of screens including the related accretion of interest, non-cash deferred digital equipment rent expense, and disposition of assets and other non-operating gains or losses included in operating expenses. The Company has excluded these items as they are non-cash in nature, include components of interest cost for the time value of money or are non-operating in nature. |
| (2) | During the years ended December 31, 2019 and December 31, 2018, the Company recorded $25.4 million and $29.1 million, respectively, in earnings from DCIP. During the year ended December\u00a031, 2018, the Company recorded equity in earnings related to AMC\u2019s sale of all remaining NCM units of $28.9\u00a0million |
| and a gain of $30.1 million related to the Screenvision merger. Equity in earnings of non-consolidated entities also includes loss on the surrender (disposition) of a portion of AMC\u2019s investment in NCM of $1.1 million and a lower of carrying value or fair value impairment loss of the held-for sale portion of the Company\u2019s investment in NCM of $16.0 million for the year ended December\u00a031, 2018. During the year ended December 31, 2017, equity in (earnings) loss of non-consolidated entities includes an other-than-temporary impairment charge of $208.0\u00a0million to reduce the carrying value of the Company\u2019s investment in NCM to Level 1 fair value. An other-than-temporary impairment charge of $204.5\u00a0million was recorded on the Company\u2019s units and shares at the publicly quoted per share price on June\u00a030, 2017 of $7.42 and an other-than-temporary impairment charge of $3.5\u00a0million was recorded on the Company\u2019s units and shares at the publicly quoted per share price on December\u00a031, 2017 of $6.86, based on the Company\u2019s determination that the decline in the price per share during the respective quarters was other than temporary. Equity in (earnings) loss of non-consolidated entities includes loss on the sale of a portion of the Company\u2019s investment in NCM of $22.2\u00a0million during the year ended December\u00a031, 2017. |
| (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\u2019s 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\u2019s equity in (earnings) loss of non-consolidated entities to attributable EBITDA. Because these equity investments are in theatre operators in regions where the Company holds a significant market share, the Company believes attributable EBITDA is more indicative of the performance of these equity investments and management uses this measure to monitor and evaluate these equity investments. The Company also provides services to these theatre operators including information technology systems, certain on-screen advertising services and the Company\u2019s gift card and package ticket program. As these investments relate only to the Company\u2019s Nordic acquisition, the second quarter of 2017 represents the first time the Company has made this adjustment and does not impact prior historical presentations of Adjusted EBITDA. |
Year Ended | |||||||||
(In\u00a0millions) | \u00a0\u00a0\u00a0\u00a0 | December 31, 2019 | \u00a0\u00a0\u00a0\u00a0 | December 31, 2018 | December 31, 2017 | ||||
Equity in (earnings) loss of non-consolidated entities | $ | (30.6) | $ | (86.7) | $ | 185.2 | |||
Less: | |||||||||
Equity in (earnings) loss of non-consolidated entities excluding International theatre joint ventures | (29.2) | (81.9) | 187.0 | ||||||
Equity in earnings of International theatre joint ventures | 1.4 | 4.8 | 1.8 | ||||||
Income tax provision | 0.4 | 0.4 | \u2014 | ||||||
Investment income | (0.7) | (0.5) | \u2014 | ||||||
Depreciation and amortization | 3.4 | 2.6 | 1.6 | ||||||
Other expense | 0.5 | \u2014 | \u2014 | ||||||
Attributable EBITDA | $ | 5.0 | $ | 7.3 | $ | 3.4 |
| (5) | Other expense (income) for the year ended December 31, 2019 was primarily due to expense related to the repayment of indebtedness of $16.6 million, foreign currency transaction losses of $1.5 million, non-operating net periodic benefit cost of $1.2 million, and the decrease in fair value of the Company\u2019s derivative asset for the contingent call option related to the Class B common stock purchase and cancellation agreement of $17.7\u00a0million, partially offset by a decrease in fair value of the Company\u2019s derivative liability for the embedded conversion feature in its Convertible Notes due 2024 of $23.5\u00a0million. During the year ended December\u00a031, 2018, the Company recorded a gain of $111.4\u00a0million as a result of a decrease in fair value of its derivative liability and an increase in fair value of the derivative asset for the Convertible Notes due 2024, partially offset by financing losses and financing related foreign currency transaction losses. Other expense (income) for the year ended December\u00a031, 2017 includes $3.0\u00a0million financing related foreign currency transaction gains, partially offset by $1.3\u00a0million in fees relating to third- |
| party fees related to the Third Amendment to the Company\u2019s Senior Secured Credit Agreement, and a $0.4\u00a0million loss on the redemption of the Bridge Loan Facility. |
| (6) | Reflects amortization of certain intangible assets reclassified from depreciation and amortization to rent expense, due to the adoption of ASC 842. |
| (7) | Merger, acquisition and other costs are excluded as they are non-operating in nature. |
| (8) | Non-cash or non-recurring expense included in general and administrative: other. |
NOTE 14\u2014ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS)
The following tables present the change in accumulated other comprehensive income (loss) by component:
Unrealized Net | \u00a0 | ||||||||||||
Gain (Loss) | |||||||||||||
Pension\u00a0and | from Equity | \u00a0 | |||||||||||
Foreign | Other | Method Investees\u2019 | \u00a0 | ||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Currency | \u00a0\u00a0\u00a0\u00a0 | Benefits | \u00a0\u00a0\u00a0\u00a0 | Cash Flow Hedge | \u00a0\u00a0\u00a0\u00a0 | Total | \u00a0 | ||||
Balance, December\u00a031, 2018 | $ | 7.2 | $ | (1.8) | $ | 0.1 | $ | 5.5 | |||||
Other comprehensive loss before reclassifications | \u00a0 | (16.5) | \u00a0 | (15.5) | \u00a0 | (0.1) | \u00a0 | (32.1) | |||||
Amounts reclassified from accumulated other comprehensive income | \u00a0 | 0.5 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 0.5 | |||||
Balance, December\u00a031, 2019 | $ | (8.8) | $ | (17.3) | $ | \u2014 | $ | (26.1) |
Unrealized\u00a0Net | Unrealized Net | \u00a0 | ||||||||||||||
Pension\u00a0and | Gain from | Gain from Equity | \u00a0 | |||||||||||||
Foreign | Other | Marketable | Method Investees\u2019 | \u00a0 | ||||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Currency | \u00a0\u00a0\u00a0\u00a0 | Benefits | \u00a0\u00a0\u00a0\u00a0 | Securities | \u00a0\u00a0\u00a0\u00a0 | Cash Flow Hedge | \u00a0\u00a0\u00a0\u00a0 | Total | \u00a0 | |||||
Balance, December\u00a031, 2017 | $ | 129.9 | $ | (6.6) | $ | 0.6 | $ | 1.7 | $ | 125.6 | ||||||
Other comprehensive income (loss) before reclassifications | \u00a0 | (127.7) | \u00a0 | 4.2 | \u00a0 | \u2014 | \u00a0 | 0.2 | \u00a0 | (123.3) | ||||||
Amounts reclassified from accumulated other comprehensive income | 1.0 | \u2014 | \u2014 | (2.2) | (1.2) | |||||||||||
Other comprehensive income (loss) | (126.7) | 4.2 | \u2014 | (2.0) | (124.5) | |||||||||||
Adoption of ASU 2016-01 - reclassification to retained earnings | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (0.6) | \u00a0 | \u2014 | \u00a0 | (0.6) | ||||||
Adoption of ASU 2018-02 - reclassification to retained earnings | \u00a0 | 4.0 | \u00a0 | 0.6 | \u00a0 | \u2014 | \u00a0 | 0.4 | \u00a0 | 5.0 | ||||||
Balance, December\u00a031, 2018 | $ | 7.2 | $ | (1.8) | $ | \u2014 | $ | 0.1 | $ | 5.5 |
The tax effects allocated to each component of other comprehensive income (loss) is as follows:
Year Ended | |||||||||||||||||||||||||||
December\u00a031, 2019 | December\u00a031, 2018 | December\u00a031, 2017 | |||||||||||||||||||||||||
\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0 | Tax | \u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0 | Tax | \u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Tax | \u00a0\u00a0\u00a0\u00a0 | ||||||||||||||||
Pre-Tax | (Expense) | Net-of-Tax | Pre-Tax | (Expense) | Net-of-Tax | Pre-Tax | (Expense) | Net-of-Tax | |||||||||||||||||||
(In\u00a0millions) | Amount | Benefit | Amount | Amount | Benefit | Amount | Amount | Benefit | Amount | ||||||||||||||||||
Unrealized foreign currency translation adjustment (1) | $ | (18.3) | $ | 1.8 | $ | (16.5) | $ | (127.5) | $ | (0.2) | $ | (127.7) | $ | 142.6 | $ | (10.9) | $ | 131.7 | |||||||||
Realized loss on foreign currency transactions | 0.5 | \u2014 | 0.5 | 1.0 | \u2014 | 1.0 | \u2014 | \u2014 | \u2014 | ||||||||||||||||||
Pension and other benefit adjustments: | |||||||||||||||||||||||||||
Net gain (loss) arising during the period | (16.1) | 0.6 | (15.5) | 3.8 | 0.4 | 4.2 | (2.6) | (0.4) | (3.0) | ||||||||||||||||||
Marketable securities: | |||||||||||||||||||||||||||
Unrealized net holding gain (loss) arising during the period | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 1.2 | \u00a0 | (0.5) | \u00a0 | 0.7 | |||||||||
Realized net gain reclassified into investment expense (income) | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | (0.6) | 0.2 | (0.4) | ||||||||||||||||||
Equity method investee's cash flow hedge: | |||||||||||||||||||||||||||
Unrealized net holding gain (loss) arising during the period | \u00a0 | (0.1) | \u00a0 | \u2014 | \u00a0 | (0.1) | \u00a0 | 0.2 | \u00a0 | \u2014 | \u00a0 | 0.2 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | |||||||||
Realized net (gain) loss reclassified into equity in earnings of non-consolidated entities | \u2014 | \u2014 | \u2014 | (2.2) | \u2014 | (2.2) | (1.5) | 0.6 | (0.9) | ||||||||||||||||||
Other comprehensive income (loss) | $ | (34.0) | $ | 2.4 | $ | (31.6) | $ | (124.7) | $ | 0.2 | $ | (124.5) | $ | 139.1 | $ | (11.0) | $ | 128.1 |
| (1) | Deferred tax impacts of foreign currency translation for the international operations acquired during 2017 have not been recorded due to the Company\u2019s intent to remain permanently invested. |
Unrealized Net | \u00a0 | ||||||||||||
Gain (Loss) | |||||||||||||
Pension\u00a0and | from Equity | \u00a0 | |||||||||||
Foreign | Other | Method Investees\u2019 | \u00a0 | ||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Currency | \u00a0\u00a0\u00a0\u00a0 | Benefits | \u00a0\u00a0\u00a0\u00a0 | Cash Flow Hedge | \u00a0\u00a0\u00a0\u00a0 | Total | \u00a0 | ||||
Balance, December\u00a031, 2018 | $ | 7.2 | $ | (1.8) | $ | 0.1 | $ | 5.5 | |||||
Other comprehensive loss before reclassifications | \u00a0 | (16.5) | \u00a0 | (15.5) | \u00a0 | (0.1) | \u00a0 | (32.1) | |||||
Amounts reclassified from accumulated other comprehensive income | \u00a0 | 0.5 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 0.5 | |||||
Balance, December\u00a031, 2019 | $ | (8.8) | $ | (17.3) | $ | \u2014 | $ | (26.1) |
Unrealized\u00a0Net | Unrealized Net | \u00a0 | ||||||||||||||
Pension\u00a0and | Gain from | Gain from Equity | \u00a0 | |||||||||||||
Foreign | Other | Marketable | Method Investees\u2019 | \u00a0 | ||||||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Currency | \u00a0\u00a0\u00a0\u00a0 | Benefits | \u00a0\u00a0\u00a0\u00a0 | Securities | \u00a0\u00a0\u00a0\u00a0 | Cash Flow Hedge | \u00a0\u00a0\u00a0\u00a0 | Total | \u00a0 | |||||
Balance, December\u00a031, 2017 | $ | 129.9 | $ | (6.6) | $ | 0.6 | $ | 1.7 | $ | 125.6 | ||||||
Other comprehensive income (loss) before reclassifications | \u00a0 | (127.7) | \u00a0 | 4.2 | \u00a0 | \u2014 | \u00a0 | 0.2 | \u00a0 | (123.3) | ||||||
Amounts reclassified from accumulated other comprehensive income | 1.0 | \u2014 | \u2014 | (2.2) | (1.2) | |||||||||||
Other comprehensive income (loss) | (126.7) | 4.2 | \u2014 | (2.0) | (124.5) | |||||||||||
Adoption of ASU 2016-01 - reclassification to retained earnings | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (0.6) | \u00a0 | \u2014 | \u00a0 | (0.6) | ||||||
Adoption of ASU 2018-02 - reclassification to retained earnings | \u00a0 | 4.0 | \u00a0 | 0.6 | \u00a0 | \u2014 | \u00a0 | 0.4 | \u00a0 | 5.0 | ||||||
Balance, December\u00a031, 2018 | $ | 7.2 | $ | (1.8) | $ | \u2014 | $ | 0.1 | $ | 5.5 |
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Year Ended | |||||||||||||||||||||||||||
December\u00a031, 2019 | December\u00a031, 2018 | December\u00a031, 2017 | |||||||||||||||||||||||||
\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0 | Tax | \u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0 | Tax | \u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | Tax | \u00a0\u00a0\u00a0\u00a0 | ||||||||||||||||
Pre-Tax | (Expense) | Net-of-Tax | Pre-Tax | (Expense) | Net-of-Tax | Pre-Tax | (Expense) | Net-of-Tax | |||||||||||||||||||
(In\u00a0millions) | Amount | Benefit | Amount | Amount | Benefit | Amount | Amount | Benefit | Amount | ||||||||||||||||||
Unrealized foreign currency translation adjustment (1) | $ | (18.3) | $ | 1.8 | $ | (16.5) | $ | (127.5) | $ | (0.2) | $ | (127.7) | $ | 142.6 | $ | (10.9) | $ | 131.7 | |||||||||
Realized loss on foreign currency transactions | 0.5 | \u2014 | 0.5 | 1.0 | \u2014 | 1.0 | \u2014 | \u2014 | \u2014 | ||||||||||||||||||
Pension and other benefit adjustments: | |||||||||||||||||||||||||||
Net gain (loss) arising during the period | (16.1) | 0.6 | (15.5) | 3.8 | 0.4 | 4.2 | (2.6) | (0.4) | (3.0) | ||||||||||||||||||
Marketable securities: | |||||||||||||||||||||||||||
Unrealized net holding gain (loss) arising during the period | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 1.2 | \u00a0 | (0.5) | \u00a0 | 0.7 | |||||||||
Realized net gain reclassified into investment expense (income) | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | \u2014 | (0.6) | 0.2 | (0.4) | ||||||||||||||||||
Equity method investee's cash flow hedge: | |||||||||||||||||||||||||||
Unrealized net holding gain (loss) arising during the period | \u00a0 | (0.1) | \u00a0 | \u2014 | \u00a0 | (0.1) | \u00a0 | 0.2 | \u00a0 | \u2014 | \u00a0 | 0.2 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | |||||||||
Realized net (gain) loss reclassified into equity in earnings of non-consolidated entities | \u2014 | \u2014 | \u2014 | (2.2) | \u2014 | (2.2) | (1.5) | 0.6 | (0.9) | ||||||||||||||||||
Other comprehensive income (loss) | $ | (34.0) | $ | 2.4 | $ | (31.6) | $ | (124.7) | $ | 0.2 | $ | (124.5) | $ | 139.1 | $ | (11.0) | $ | 128.1 |
| (1) | Deferred tax impacts of foreign currency translation for the international operations acquired during 2017 have not been recorded due to the Company\u2019s intent to remain permanently invested. |
NOTE 15\u2014EARNINGS (LOSS) PER SHARE
Basic earnings (loss) per share is computed by dividing net earnings (loss) by the weighted-average number of common shares outstanding. Diluted earnings per share includes the effects of unvested RSU\u2019s with a service condition only and unvested contingently issuable RSUs and PSUs that have service and performance conditions, if dilutive, as well as potential dilutive shares from the conversion feature of the Convertible Notes due 2024, if dilutive.
The following table sets forth the computation of basic and diluted earnings (loss) per common share:
Year Ended | Year Ended | Year Ended | |||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2017 | |||
Numerator: | |||||||||
Net earnings (loss) for basic earnings (loss) per share | $ | (149.1) | $ | 110.1 | $ | (487.2) | |||
Calculation of net earnings for diluted earnings (loss) per share: | |||||||||
Marked-to-market (gain) on derivative liability | \u2014 | (66.4) | \u2014 | ||||||
Interest expense for Convertible Notes due 2024 | \u2014 | 9.7 | \u2014 | ||||||
Net earnings (loss) available for diluted earnings | $ | (149.1) | $ | 53.4 | $ | (487.2) | |||
Denominator (shares in thousands): | |||||||||
Weighted average shares for basic earnings per common share | \u00a0 | 103,832 | \u00a0 | 120,621 | \u00a0 | 128,246 | |||
Common equivalent shares for RSUs and PSUs | \u00a0 | \u2014 | \u00a0 | 29 | \u00a0 | \u2014 | |||
Common equivalent shares if converted: convertible notes 2024 | \u2014 | 9,455 | \u2014 | ||||||
Weighted average shares for diluted earnings per common share | \u00a0 | 103,832 | \u00a0 | 130,105 | \u00a0 | 128,246 | |||
Basic earnings (loss) per common share: | $ | (1.44) | $ | 0.91 | $ | (3.80) | |||
Diluted earnings (loss) per common share: | $ | (1.44) | $ | 0.41 | $ | (3.80) |
Vested RSUs and PSU\u2019s have dividend rights identical to the Company\u2019s Class A and Class B common stock and are treated as outstanding shares for purposes of computing basic and diluted earnings per share. Certain unvested RSUs and unvested PSUs are subject to performance conditions and are included in diluted earnings per share, if dilutive, based on the number of shares, if any, that would be issuable under the terms of the Company\u2019s 2013 Equity Incentive Plan if the end of the reporting period were the end of the contingency period. During the years ended December\u00a031, 2019 and December 31, 2018, unvested PSUs of 477,630 and 364,269, respectively, at the minimum performance target were not considered in the computation of diluted earnings per share because they would not be issuable if the end of the reporting period were the end of the contingency period and unvested RSU\u2019s of 1,377,992 and 210,558, respectively, were not included in the computation of diluted earnings per share because they would be anti-dilutive. During the year ended December\u00a031, 2017, unvested PSUs and Transition PSUs of 187,468 at the minimum performance target and unvested performance based RSU\u2019s of 88,194 were not considered in the computation of diluted loss because they would anti-dilutive.
The Company uses the if-converted method for calculating any potential dilutive effect of the Convertible Notes due 2024 that were issued on September\u00a014, 2018. The Company has not adjusted net loss for the year ended December 31, 2019 to eliminate the interest expense of $32.6 million and the gain for the derivative liability related to the Convertible Notes due 2024 of $23.5 million, in the computation of diluted loss per share because the effects would be anti-dilutive. The Company has not included in diluted weighted average shares approximately 31.7 million shares issuable upon conversion for the year ended December 30, 2019, as the effects would be anti-dilutive. For the year ended December 31, 2018, the Company adjusted net earnings to eliminate the interest expense and the gain for the derivative liability related to the Convertible Notes due 2024 of $9.7\u00a0million and $66.4\u00a0million, respectively, in the computation of diluted earnings per share. The Company has included in diluted weighted average shares approximately 9.5\u00a0million shares issuable upon conversion for the year ended December\u00a031, 2018, as the effects were dilutive. Based on the current conversion price of $18.95\u00a0per share, the Convertible Notes due 2024 are convertible into 31,662,269 Class A common shares.
"}]},{"name":"rpt:f-2265","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfEarningsPerShareBasicAndDilutedTableTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Year Ended | Year Ended | Year Ended | |||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2019 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2018 | \u00a0\u00a0\u00a0\u00a0 | December\u00a031, 2017 | |||
Numerator: | |||||||||
Net earnings (loss) for basic earnings (loss) per share | $ | (149.1) | $ | 110.1 | $ | (487.2) | |||
Calculation of net earnings for diluted earnings (loss) per share: | |||||||||
Marked-to-market (gain) on derivative liability | \u2014 | (66.4) | \u2014 | ||||||
Interest expense for Convertible Notes due 2024 | \u2014 | 9.7 | \u2014 | ||||||
Net earnings (loss) available for diluted earnings | $ | (149.1) | $ | 53.4 | $ | (487.2) | |||
Denominator (shares in thousands): | |||||||||
Weighted average shares for basic earnings per common share | \u00a0 | 103,832 | \u00a0 | 120,621 | \u00a0 | 128,246 | |||
Common equivalent shares for RSUs and PSUs | \u00a0 | \u2014 | \u00a0 | 29 | \u00a0 | \u2014 | |||
Common equivalent shares if converted: convertible notes 2024 | \u2014 | 9,455 | \u2014 | ||||||
Weighted average shares for diluted earnings per common share | \u00a0 | 103,832 | \u00a0 | 130,105 | \u00a0 | 128,246 | |||
Basic earnings (loss) per common share: | $ | (1.44) | $ | 0.91 | $ | (3.80) | |||
Diluted earnings (loss) per common share: | $ | (1.44) | $ | 0.41 | $ | (3.80) |
NOTE 16\u2014SUPPLEMENTAL FINANCIAL INFORMATION BY QUARTER (UNAUDITED)
2019 | |||||||||||||||
Quarter | Quarter | Quarter | Quarter | Year | |||||||||||
Ended | Ended | Ended | Ended | Ended | |||||||||||
March 31, | June 30, | September 30, | December\u00a031, | December\u00a031, | |||||||||||
(In millions, except per share data) | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2019 | |||||
Total revenues | $ | 1,200.4 | $ | 1,506.1 | $ | 1,316.8 | $ | 1,447.7 | $ | 5,471.0 | |||||
Operating income (loss) | (33.7) | 105.5 | 20.8 | 43.4 | 136.0 | ||||||||||
Net earnings (loss) (1)(2) | (130.2) | 49.4 | (54.8) | (13.5) | (149.1) | ||||||||||
Basic earnings (loss) per share: | $ | (1.25) | $ | 0.48 | $ | (0.53) | $ | (0.13) | $ | (1.44) | |||||
Diluted earnings (loss) per share: | $ | (1.25) | $ | 0.17 | $ | (0.53) | $ | (0.13) | $ | (1.44) | |||||
Weighted average shares outstanding: (in thousands) | |||||||||||||||
Basic | 103,783 | 103,845 | 103,850 | 103,850 | 103,832 | ||||||||||
Diluted | 103,783 | 135,528 | 103,850 | 103,850 | 103,832 |
| (1) | In the first, second, third, and fourth quarters of calendar 2019, the Company recorded $28.4 million, $(41.0) million, $(2.8) million, and $9.6\u00a0million, respectively, of other expense (income) related to derivative assets and liabilities. See Note\u00a08\u2014Corporate Borrowings and Finance Lease Obligations for a discussion of the derivative asset and derivative liability gains. |
| (2) | During the fourth quarter of 2019, the Company recorded non-cash impairment of long-lived assets of $84.3 million on 40 theatres in the U.S. markets with 512 screens and on 14 theatres in the International markets with 148 screens, and one U.S. property held and not used. |
2018 | |||||||||||||||
Quarter | Quarter | Quarter | Quarter | Year | |||||||||||
Ended | Ended | Ended | Ended | Ended | |||||||||||
March 31, | June 30, | September\u00a030, | December\u00a031, | December\u00a031, | |||||||||||
(In millions, except per share data) | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2018 | |||||
Total revenues | $ | 1,383.6 | $ | 1,442.5 | $ | 1,221.4 | $ | 1,413.3 | $ | 5,460.8 | |||||
Operating income (loss) | \u00a0 | 109.9 | \u00a0 | 89.7 | \u00a0 | (21.9) | \u00a0 | 87.3 | \u00a0 | 265.0 | |||||
Net earnings (loss) (1)(2) | 17.7 | 22.2 | (100.4) | 170.6 | 110.1 | ||||||||||
Basic earnings (loss) per share: | $ | 0.14 | $ | 0.17 | $ | (0.82) | $ | 1.65 | $ | 0.91 | |||||
Diluted earnings (loss) per share: | $ | 0.14 | $ | 0.17 | $ | (0.82) | $ | 0.43 | $ | 0.41 | |||||
Weighted average shares outstanding: (in thousands) | |||||||||||||||
Basic | 128,046 | 128,039 | 123,126 | 103,514 | 120,621 | ||||||||||
Diluted | 128,046 | 128,105 | 123,126 | 135,450 | 130,105 |
| (1) | In the third and fourth quarters of calendar 2018, the Company recorded $54.1 million and $(165.5)\u00a0million, respectively, of other expense (income) related to derivative assets and liabilities. See Note\u00a08\u2014Corporate Borrowings and Finance Lease Obligations for a discussion of the derivative asset and derivative liability gains. |
| (2) | During the fourth quarter of calendar 2018, the Company recorded non-cash impairment losses of $13.8 million on 13 theatres in the U.S. markets with 150 screens and 15 theatres in the International markets with 118 screens. |
"}]},{"name":"rpt:f-2303","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfQuarterlyFinancialInformationTableTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"
2019 | |||||||||||||||
Quarter | Quarter | Quarter | Quarter | Year | |||||||||||
Ended | Ended | Ended | Ended | Ended | |||||||||||
March 31, | June 30, | September 30, | December\u00a031, | December\u00a031, | |||||||||||
(In millions, except per share data) | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2019 | \u00a0\u00a0\u00a0\u00a0 | 2019 | |||||
Total revenues | $ | 1,200.4 | $ | 1,506.1 | $ | 1,316.8 | $ | 1,447.7 | $ | 5,471.0 | |||||
Operating income (loss) | (33.7) | 105.5 | 20.8 | 43.4 | 136.0 | ||||||||||
Net earnings (loss) (1)(2) | (130.2) | 49.4 | (54.8) | (13.5) | (149.1) | ||||||||||
Basic earnings (loss) per share: | $ | (1.25) | $ | 0.48 | $ | (0.53) | $ | (0.13) | $ | (1.44) | |||||
Diluted earnings (loss) per share: | $ | (1.25) | $ | 0.17 | $ | (0.53) | $ | (0.13) | $ | (1.44) | |||||
Weighted average shares outstanding: (in thousands) | |||||||||||||||
Basic | 103,783 | 103,845 | 103,850 | 103,850 | 103,832 | ||||||||||
Diluted | 103,783 | 135,528 | 103,850 | 103,850 | 103,832 |
| (1) | In the first, second, third, and fourth quarters of calendar 2019, the Company recorded $28.4 million, $(41.0) million, $(2.8) million, and $9.6\u00a0million, respectively, of other expense (income) related to derivative assets and liabilities. See Note\u00a08\u2014Corporate Borrowings and Finance Lease Obligations for a discussion of the derivative asset and derivative liability gains. |
| (2) | During the fourth quarter of 2019, the Company recorded non-cash impairment of long-lived assets of $84.3 million on 40 theatres in the U.S. markets with 512 screens and on 14 theatres in the International markets with 148 screens, and one U.S. property held and not used. |
2018 | |||||||||||||||
Quarter | Quarter | Quarter | Quarter | Year | |||||||||||
Ended | Ended | Ended | Ended | Ended | |||||||||||
March 31, | June 30, | September\u00a030, | December\u00a031, | December\u00a031, | |||||||||||
(In millions, except per share data) | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2018 | \u00a0\u00a0\u00a0\u00a0 | 2018 | |||||
Total revenues | $ | 1,383.6 | $ | 1,442.5 | $ | 1,221.4 | $ | 1,413.3 | $ | 5,460.8 | |||||
Operating income (loss) | \u00a0 | 109.9 | \u00a0 | 89.7 | \u00a0 | (21.9) | \u00a0 | 87.3 | \u00a0 | 265.0 | |||||
Net earnings (loss) (1)(2) | 17.7 | 22.2 | (100.4) | 170.6 | 110.1 | ||||||||||
Basic earnings (loss) per share: | $ | 0.14 | $ | 0.17 | $ | (0.82) | $ | 1.65 | $ | 0.91 | |||||
Diluted earnings (loss) per share: | $ | 0.14 | $ | 0.17 | $ | (0.82) | $ | 0.43 | $ | 0.41 | |||||
Weighted average shares outstanding: (in thousands) | |||||||||||||||
Basic | 128,046 | 128,039 | 123,126 | 103,514 | 120,621 | ||||||||||
Diluted | 128,046 | 128,105 | 123,126 | 135,450 | 130,105 |
| (1) | In the third and fourth quarters of calendar 2018, the Company recorded $54.1 million and $(165.5)\u00a0million, respectively, of other expense (income) related to derivative assets and liabilities. See Note\u00a08\u2014Corporate Borrowings and Finance Lease Obligations for a discussion of the derivative asset and derivative liability gains. |
| (2) | During the fourth quarter of calendar 2018, the Company recorded non-cash impairment losses of $13.8 million on 13 theatres in the U.S. markets with 150 screens and 15 theatres in the International markets with 118 screens. |
NOTE 17\u2014ACQUISITION
Nordic Cinema Group Holding AB
On March\u00a028, 2017, the Company completed the acquisition of Nordic Cinema Group Holding AB (\u201cNordic\u201d) for cash. The purchase price for Nordic was cash of SEK 5,756\u00a0million ($654.9\u00a0million), which includes payment of
interest on the equity value and repayment of shareholder loans. As a result of the acquisition, the Company assumed the indebtedness of Nordic of approximately SEK\u00a01,269\u00a0million ($144.4\u00a0million) and indebtedness of approximately \u20ac156\u00a0million ($169.5\u00a0million) as of March\u00a028, 2017, which was refinanced subsequent to the acquisition. The Company also assumed approximately SEK\u00a013.5\u00a0million ($1.6\u00a0million) and approximately \u20ac1.0\u00a0million ($1.1\u00a0million) of interest rate swaps related to the indebtedness which were repaid following the acquisition. All amounts have been converted into US Dollar amounts assuming an SEK/USD exchange rate of 0.11378 and an EUR/USD exchange rate of 1.0865, which were the exchange rates on March\u00a027, 2017.
The acquisition was being treated as a purchase in accordance with ASC Topic\u00a0805, Business Combinations, which requires allocation of the purchase price to the estimated fair values of assets and liabilities acquired in the transaction. The allocation of purchase price is based on management\u2019s judgment after evaluating several factors, including a valuation assessment. The Company finalized the appraisals for both tangible and intangible assets and liabilities during the three months ended March 31, 2018. The following is a summary of the final allocation of the purchase price:
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Final | |
Cash | $ | 71.4 | |
Restricted cash | 5.9 | ||
Receivables | 13.4 | ||
Other current assets | 23.6 | ||
Property (1) | 133.2 | ||
Intangible assets (1) (2) | 22.1 | ||
Goodwill (3) | 792.9 | ||
Deferred tax asset | 0.9 | ||
Other long-term assets (6) | 75.2 | ||
Accounts payable | (30.2) | ||
Accrued expenses and other liabilities | (36.1) | ||
Deferred revenues and income | (41.2) | ||
Term Loan Facility (SEK) | (144.4) | ||
Term Loan Facility (EUR) | (169.5) | ||
Revolving Credit Facility (1) | \u2014 | ||
Capital lease and financing lease obligations (1)(4) | (10.0) | ||
Deferred tax liability | (18.7) | ||
Other long-term liabilities (5) | (33.6) | ||
Total estimated purchase price | $ | 654.9 |
Weighted Average | Gross | |||||
(In millions) | Amortization Period | Carrying Amount | ||||
Acquired intangible assets: | ||||||
Amortizable intangible assets: | ||||||
Favorable leases | 7.0 years | $ | 3.5 | |||
Favorable subleases | 4.0 years | 1.1 | ||||
Screen advertising agreement | 5.0 years | 6.6 | ||||
Trade name agreement | 4.0 years | 0.4 | ||||
Total, amortizable | 5.5 years | $ | 11.6 | |||
Unamortized intangible assets: | ||||||
Trade names | $ | 10.5 |
The fair value measurement of tangible and intangible assets and liabilities were based on significant inputs not observable in the market and thus represent Level\u00a03 measurements within the fair value measurement hierarchy. Level\u00a03 fair market values were determined using a variety of information, including estimated future cash flows, appraisals, and market comparables.
The purchase price paid by the Company in the acquisition resulted in recognition of goodwill because it exceeded the estimated fair value of the assets acquired and liabilities assumed. The Company paid a price in excess of estimated fair value of the assets acquired and liabilities assumed because the acquisition of Nordic enhances its position as the largest movie exhibition company in Europe and broadens and diversifies its European platform. The Company also expects to realize synergy and cost savings related to the acquisition because of purchasing and procurement economies of scale.
During the year ended December\u00a031, 2018 and December 31, 2017, the Company incurred acquisition-related and transition costs for Nordic of approximately $1.5\u00a0million and $10.1 million, which were included in general and administrative expense: merger, acquisition and other costs in the consolidated statements of operations. Nordic was acquired on March\u00a028, 2017 and the Company immediately began integrating the operations.
"}]},{"name":"rpt:f-2391","factDimensions":{"xbrl:concept":"us-gaap:PaymentsToAcquireBusinessesNetOfCashAcquired","xbrl:period":"2017-03-28T00:00:00/2017-03-29T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:SEK","us-gaap:BusinessAcquisitionAxis":"amch:NordicCinemaGroupHoldingAbMember"},"factValues":[{"value":"5756000000","decimals":-6}]},{"name":"rpt:f-2392","factDimensions":{"xbrl:concept":"us-gaap:PaymentsToAcquireBusinessesNetOfCashAcquired","xbrl:period":"2017-03-28T00:00:00/2017-03-29T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","us-gaap:BusinessAcquisitionAxis":"amch:NordicCinemaGroupHoldingAbMember","us-gaap:DebtInstrumentAxis":"amch:TermLoanFacilitySekMember"},"factValues":[{"value":"654900000","decimals":-5}]},{"name":"rpt:f-2393","factDimensions":{"xbrl:concept":"us-gaap:BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNoncurrentLiabilitiesLongTermDebt","xbrl:period":"2017-03-29T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:SEK","us-gaap:BusinessAcquisitionAxis":"amch:NordicCinemaGroupHoldingAbMember","us-gaap:DebtInstrumentAxis":"amch:TermLoanFacilitySekMember"},"factValues":[{"value":"1269000000","decimals":-6}]},{"name":"rpt:f-2394","factDimensions":{"xbrl:concept":"us-gaap:BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNoncurrentLiabilitiesLongTermDebt","xbrl:period":"2017-03-29T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","us-gaap:BusinessAcquisitionAxis":"amch:NordicCinemaGroupHoldingAbMember","us-gaap:DebtInstrumentAxis":"amch:TermLoanFacilityEurMember"},"factValues":[{"value":"144400000","decimals":-5}]},{"name":"rpt:f-2395","factDimensions":{"xbrl:concept":"us-gaap:BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNoncurrentLiabilitiesLongTermDebt","xbrl:period":"2017-03-29T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:EUR","us-gaap:DebtInstrumentAxis":"amch:TermLoanFacilityEurMember"},"factValues":[{"value":"156000000","decimals":-6}]},{"name":"rpt:f-2396","factDimensions":{"xbrl:concept":"us-gaap:BusinessCombinationRecognizedIdentifiableAssetsAcquiredAndLiabilitiesAssumedNoncurrentLiabilitiesLongTermDebt","xbrl:period":"2017-03-29T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","us-gaap:DebtInstrumentAxis":"amch:TermLoanFacilityEurMember"},"factValues":[{"value":"169500000","decimals":-5}]},{"name":"rpt:f-2397","factDimensions":{"xbrl:concept":"amch:BusinessCombinationInterestRateSwapPaid","xbrl:period":"2017-03-28T00:00:00/2017-03-29T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:SEK","us-gaap:BusinessAcquisitionAxis":"amch:NordicCinemaGroupHoldingAbMember","us-gaap:DebtInstrumentAxis":"amch:TermLoanFacilitySekMember"},"factValues":[{"value":"13500000","decimals":-5}]},{"name":"rpt:f-2398","factDimensions":{"xbrl:concept":"amch:BusinessCombinationInterestRateSwapPaid","xbrl:period":"2017-03-28T00:00:00/2017-03-29T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","us-gaap:BusinessAcquisitionAxis":"amch:NordicCinemaGroupHoldingAbMember","us-gaap:DebtInstrumentAxis":"amch:TermLoanFacilitySekMember"},"factValues":[{"value":"1600000","decimals":-5}]},{"name":"rpt:f-2399","factDimensions":{"xbrl:concept":"amch:BusinessCombinationInterestRateSwapPaid","xbrl:period":"2017-03-28T00:00:00/2017-03-29T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:EUR","us-gaap:BusinessAcquisitionAxis":"amch:NordicCinemaGroupHoldingAbMember","us-gaap:DebtInstrumentAxis":"amch:TermLoanFacilityEurMember"},"factValues":[{"value":"1000000.0","decimals":-5}]},{"name":"rpt:f-2400","factDimensions":{"xbrl:concept":"amch:BusinessCombinationInterestRateSwapPaid","xbrl:period":"2017-03-28T00:00:00/2017-03-29T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","us-gaap:BusinessAcquisitionAxis":"amch:NordicCinemaGroupHoldingAbMember","us-gaap:DebtInstrumentAxis":"amch:TermLoanFacilityEurMember"},"factValues":[{"value":"1100000","decimals":-5}]},{"name":"rpt:f-2401","factDimensions":{"xbrl:concept":"us-gaap:ForeignCurrencyExchangeRateTranslation1","xbrl:period":"2017-03-29T00:00:00","xbrl:entity":"cik:0001411579","us-gaap:BusinessAcquisitionAxis":"amch:NordicCinemaGroupHoldingAbMember","us-gaap:DebtInstrumentAxis":"amch:TermLoanFacilitySekMember"},"factValues":[{"value":"0.11378","decimals":5}]},{"name":"rpt:f-2402","factDimensions":{"xbrl:concept":"us-gaap:ForeignCurrencyExchangeRateTranslation1","xbrl:period":"2017-03-29T00:00:00","xbrl:entity":"cik:0001411579","us-gaap:BusinessAcquisitionAxis":"amch:NordicCinemaGroupHoldingAbMember","us-gaap:DebtInstrumentAxis":"amch:TermLoanFacilityEurMember"},"factValues":[{"value":"1.0865","decimals":4}]},{"name":"rpt:f-2403","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfRecognizedIdentifiedAssetsAcquiredAndLiabilitiesAssumedTableTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Final | |
Cash | $ | 71.4 | |
Restricted cash | 5.9 | ||
Receivables | 13.4 | ||
Other current assets | 23.6 | ||
Property (1) | 133.2 | ||
Intangible assets (1) (2) | 22.1 | ||
Goodwill (3) | 792.9 | ||
Deferred tax asset | 0.9 | ||
Other long-term assets (6) | 75.2 | ||
Accounts payable | (30.2) | ||
Accrued expenses and other liabilities | (36.1) | ||
Deferred revenues and income | (41.2) | ||
Term Loan Facility (SEK) | (144.4) | ||
Term Loan Facility (EUR) | (169.5) | ||
Revolving Credit Facility (1) | \u2014 | ||
Capital lease and financing lease obligations (1)(4) | (10.0) | ||
Deferred tax liability | (18.7) | ||
Other long-term liabilities (5) | (33.6) | ||
Total estimated purchase price | $ | 654.9 |
Weighted Average | Gross | |||||
(In millions) | Amortization Period | Carrying Amount | ||||
Acquired intangible assets: | ||||||
Amortizable intangible assets: | ||||||
Favorable leases | 7.0 years | $ | 3.5 | |||
Favorable subleases | 4.0 years | 1.1 | ||||
Screen advertising agreement | 5.0 years | 6.6 | ||||
Trade name agreement | 4.0 years | 0.4 | ||||
Total, amortizable | 5.5 years | $ | 11.6 | |||
Unamortized intangible assets: | ||||||
Trade names | $ | 10.5 |
NOTE 18\u2014SUBSEQUENT EVENTS
On February\u00a026, 2020, Holdings\u2019 Board of Directors declared a cash dividend in the amount of $0.03 per share on Class A and common stock, payable on March\u00a023, 2020 to stockholders of record on March\u00a09, 2020. The dividend decrease of $0.17 per share compared to the Company\u2019s previous historical declarations of $0.20 per share reduces the total dividend payout for the quarter by approximately $18.0 million.
Holdings\u2019 Board of Directors approved a modification to the 2018 and 2019 PSU awards in February 2020, which eliminated the net profit performance target threshold. The Company is currently evaluating the impact on its consolidated financial statements for the three months ended March 31, 2020.
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NOTE 19\u2014CONDENSED CONSOLIDATING FINANCIAL INFORMATION
The accompanying condensed consolidating financial information has been prepared and presented pursuant to SEC Regulation S-X Rule 3-10, Financial statements of guarantors and issuers of guaranteed securities registered or being registered. Each of the subsidiary guarantors are 100% owned by Holdings. The subsidiary guarantees of the Company\u2019s Convertible Notes due 2024, the Sterling Notes due 2024, the Notes due 2025, Notes due 2026, and the Notes due 2027 are full and unconditional and joint and several and subject to customary release provisions. The Company and its subsidiary guarantors\u2019 investments in its consolidated subsidiaries are presented under the equity method of accounting.
The condensed consolidating information for the guarantors/non-guarantors has been retrospectively revised based on the structure that exists as of December 31, 2019 and reflecting changes as a result of the Sixth Amendment.
Consolidating Statement of Operations
Year Ended December\u00a031, 2019:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | Holdings | Guarantors | Non-Guarantors | Adjustments | Holdings | ||||||||||
Revenues | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | |||||
Admissions | $ | \u2014 | $ | 2,388.2 | $ | 913.1 | $ | \u2014 | $ | 3,301.3 | |||||
Food and beverage | \u00a0 | \u2014 | \u00a0 | 1,348.0 | \u00a0 | 371.6 | \u00a0 | \u2014 | \u00a0 | 1,719.6 | |||||
Other theatre | \u00a0 | \u2014 | \u00a0 | 287.1 | \u00a0 | 163.0 | \u00a0 | \u2014 | \u00a0 | 450.1 | |||||
Total revenues | \u00a0 | \u2014 | \u00a0 | 4,023.3 | \u00a0 | 1,447.7 | \u00a0 | \u2014 | \u00a0 | 5,471.0 | |||||
Operating costs and expenses | |||||||||||||||
Film exhibition costs | \u00a0 | \u2014 | \u00a0 | 1,311.5 | \u00a0 | 387.6 | \u00a0 | \u2014 | \u00a0 | 1,699.1 | |||||
Food and beverage costs | \u00a0 | \u2014 | \u00a0 | 193.8 | \u00a0 | 84.9 | \u00a0 | \u2014 | \u00a0 | 278.7 | |||||
Operating expense, excluding depreciation and amortization | \u00a0 | \u2014 | \u00a0 | 1,215.5 | \u00a0 | 471.1 | \u00a0 | \u2014 | \u00a0 | 1,686.6 | |||||
Rent | \u00a0 | \u2014 | \u00a0 | 708.2 | \u00a0 | 259.6 | \u00a0 | \u2014 | \u00a0 | 967.8 | |||||
General and administrative: | |||||||||||||||
Merger, acquisition and other costs | \u00a0 | \u2014 | \u00a0 | 6.5 | \u00a0 | 9.0 | \u00a0 | \u2014 | \u00a0 | 15.5 | |||||
Other, excluding depreciation and amortization | \u00a0 | \u2014 | \u00a0 | 86.4 | \u00a0 | 66.6 | \u00a0 | \u2014 | \u00a0 | 153.0 | |||||
Depreciation and amortization | \u00a0 | \u2014 | \u00a0 | 340.4 | \u00a0 | 109.6 | \u00a0 | \u2014 | \u00a0 | 450.0 | |||||
Impairment of long-lived assets | \u2014 | 76.6 | 7.7 | \u2014 | 84.3 | ||||||||||
Operating costs and expenses | \u00a0 | \u2014 | \u00a0 | 3,938.9 | \u00a0 | 1,396.1 | \u00a0 | \u2014 | \u00a0 | 5,335.0 | |||||
Operating income | \u00a0 | \u2014 | \u00a0 | 84.4 | \u00a0 | 51.6 | \u00a0 | \u2014 | \u00a0 | 136.0 | |||||
Other expense (income): | |||||||||||||||
Equity in net loss of subsidiaries | \u00a0 | 382.9 | \u00a0 | 151.3 | \u00a0 | \u2014 | \u00a0 | (534.2) | \u00a0 | \u2014 | |||||
Other expense (income) | (5.2) | 18.5 | 0.1 | \u2014 | 13.4 | ||||||||||
Interest expense: | |||||||||||||||
Corporate borrowings | \u00a0 | 290.8 | \u00a0 | 293.0 | \u00a0 | 3.0 | \u00a0 | (294.0) | \u00a0 | 292.8 | |||||
Financing lease obligations | \u00a0 | \u2014 | \u00a0 | 2.3 | \u00a0 | 5.3 | \u00a0 | \u2014 | \u00a0 | 7.6 | |||||
Non-cash NCM exhibitor service agreement | \u2014 | 40.4 | \u2014 | \u2014 | 40.4 | ||||||||||
Intercompany interest expense | \u2014 | \u2014 | 244.1 | (244.1) | \u2014 | ||||||||||
Equity in earnings of non-consolidated entities | \u00a0 | \u2014 | \u00a0 | (29.1) | \u00a0 | (1.5) | \u00a0 | \u2014 | \u00a0 | (30.6) | |||||
Investment income | \u00a0 | (519.4) | \u00a0 | (21.0) | \u00a0 | (13.7) | \u00a0 | 538.1 | \u00a0 | (16.0) | |||||
Total other expense, net | \u00a0 | 149.1 | \u00a0 | 455.4 | \u00a0 | 237.3 | \u00a0 | (534.2) | \u00a0 | 307.6 | |||||
Loss before income taxes | \u00a0 | (149.1) | \u00a0 | (371.0) | \u00a0 | (185.7) | \u00a0 | 534.2 | \u00a0 | (171.6) | |||||
Income tax provision (benefit) | \u00a0 | \u2014 | \u00a0 | 11.9 | \u00a0 | (34.4) | \u00a0 | \u2014 | \u00a0 | (22.5) | |||||
Net loss | $ | (149.1) | $ | (382.9) | $ | (151.3) | $ | 534.2 | $ | (149.1) |
Consolidating Statement of Operations
Year Ended December\u00a031, 2018:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | Holdings | Guarantors | Non-Guarantors | Adjustments | Holdings | ||||||||||
Revenues | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | |||||
Admissions | $ | \u2014 | $ | 2,441.5 | $ | 943.5 | $ | \u2014 | $ | 3,385.0 | |||||
Food and beverage | \u00a0 | \u2014 | \u00a0 | 1,321.3 | \u00a0 | 350.2 | \u00a0 | \u2014 | \u00a0 | 1,671.5 | |||||
Other theatre | \u00a0 | \u2014 | \u00a0 | 250.4 | \u00a0 | 153.9 | \u00a0 | \u2014 | \u00a0 | 404.3 | |||||
Total revenues | \u00a0 | \u2014 | \u00a0 | 4,013.2 | \u00a0 | 1,447.6 | \u00a0 | \u2014 | \u00a0 | 5,460.8 | |||||
Operating costs and expenses | |||||||||||||||
Film exhibition costs | \u00a0 | \u2014 | \u00a0 | 1,323.1 | \u00a0 | 387.1 | \u00a0 | \u2014 | \u00a0 | 1,710.2 | |||||
Food and beverage costs | \u00a0 | \u2014 | \u00a0 | 190.3 | \u00a0 | 80.6 | \u00a0 | \u2014 | \u00a0 | 270.9 | |||||
Operating expense, excluding depreciation and amortization | \u00a0 | \u2014 | \u00a0 | 1,162.2 | \u00a0 | 492.5 | \u00a0 | \u2014 | \u00a0 | 1,654.7 | |||||
Rent | \u00a0 | \u2014 | \u00a0 | 584.4 | \u00a0 | 213.4 | \u00a0 | \u2014 | \u00a0 | 797.8 | |||||
General and administrative: | |||||||||||||||
Merger, acquisition and other costs | \u00a0 | \u2014 | \u00a0 | 16.8 | \u00a0 | 14.5 | \u00a0 | \u2014 | \u00a0 | 31.3 | |||||
Other, excluding depreciation and amortization | \u00a0 | \u2014 | \u00a0 | 112.5 | \u00a0 | 66.8 | \u00a0 | \u2014 | \u00a0 | 179.3 | |||||
Depreciation and amortization | \u00a0 | \u2014 | \u00a0 | 384.0 | \u00a0 | 153.8 | \u00a0 | \u2014 | \u00a0 | 537.8 | |||||
Impairment of long-lived assets | \u2014 | 8.1 | 5.7 | \u2014 | 13.8 | ||||||||||
Operating costs and expenses | \u00a0 | \u2014 | \u00a0 | 3,781.4 | \u00a0 | 1,414.4 | \u00a0 | \u2014 | \u00a0 | 5,195.8 | |||||
Operating income | \u00a0 | \u2014 | \u00a0 | 231.8 | \u00a0 | 33.2 | \u00a0 | \u2014 | \u00a0 | 265.0 | |||||
Other expense (income): | |||||||||||||||
Equity in net earnings of subsidiaries | \u00a0 | (14.5) | \u00a0 | (13.7) | \u00a0 | \u2014 | \u00a0 | 28.2 | \u00a0 | \u2014 | |||||
Other expense (income) | (110.5) | 1.7 | 0.7 | \u2014 | (108.1) | ||||||||||
Interest expense: | |||||||||||||||
Corporate borrowings | \u00a0 | 256.7 | \u00a0 | 263.1 | \u00a0 | 5.9 | \u00a0 | (263.4) | \u00a0 | 262.3 | |||||
Capital and financing lease obligations | \u00a0 | \u2014 | \u00a0 | 17.2 | \u00a0 | 21.3 | \u00a0 | \u2014 | \u00a0 | 38.5 | |||||
Non-cash NCM exhibitor service agreement | \u2014 | 41.5 | \u2014 | \u2014 | 41.5 | ||||||||||
Equity in earnings of non-consolidated entities | \u00a0 | \u2014 | \u00a0 | (81.5) | \u00a0 | (5.2) | \u00a0 | \u2014 | \u00a0 | (86.7) | |||||
Investment income | \u00a0 | (241.8) | \u00a0 | (27.1) | \u00a0 | (0.7) | \u00a0 | 263.4 | \u00a0 | (6.2) | |||||
Total other expense (income), net | \u00a0 | (110.1) | \u00a0 | 201.2 | \u00a0 | 22.0 | \u00a0 | 28.2 | \u00a0 | 141.3 | |||||
Earnings before income taxes | \u00a0 | 110.1 | \u00a0 | 30.6 | \u00a0 | 11.2 | \u00a0 | (28.2) | \u00a0 | 123.7 | |||||
Income tax provision (benefit) | \u00a0 | \u2014 | \u00a0 | 16.1 | \u00a0 | (2.5) | \u00a0 | \u2014 | \u00a0 | 13.6 | |||||
Net earnings | $ | 110.1 | $ | 14.5 | $ | 13.7 | $ | (28.2) | $ | 110.1 |
Consolidating Statement of Operations
Year Ended December\u00a031, 2017:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | Holdings | Guarantors | Non-Guarantors | Adjustments | Holdings | ||||||||||
Revenues | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | |||||
Admissions | $ | \u2014 | $ | 2,330.9 | $ | 898.6 | $ | \u2014 | $ | 3,229.5 | |||||
Food and beverage | \u00a0 | \u2014 | \u00a0 | 1,220.1 | \u00a0 | 328.3 | \u00a0 | \u2014 | \u00a0 | 1,548.4 | |||||
Other theatre | \u00a0 | \u2014 | \u00a0 | 172.5 | \u00a0 | 128.8 | \u00a0 | \u2014 | \u00a0 | 301.3 | |||||
Total revenues | \u00a0 | \u2014 | \u00a0 | 3,723.5 | \u00a0 | 1,355.7 | \u00a0 | \u2014 | \u00a0 | 5,079.2 | |||||
Operating costs and expenses | |||||||||||||||
Film exhibition costs | \u00a0 | \u2014 | \u00a0 | 1,224.7 | \u00a0 | 379.6 | \u00a0 | \u2014 | \u00a0 | 1,604.3 | |||||
Food and beverage costs | \u00a0 | \u2014 | \u00a0 | 176.6 | \u00a0 | 75.5 | \u00a0 | \u2014 | \u00a0 | 252.1 | |||||
Operating expense, excluding depreciation and amortization | \u00a0 | \u2014 | \u00a0 | 1,100.6 | \u00a0 | 447.4 | \u00a0 | \u2014 | \u00a0 | 1,548.0 | |||||
Rent | \u00a0 | \u2014 | \u00a0 | 594.0 | \u00a0 | 200.4 | \u00a0 | \u2014 | \u00a0 | 794.4 | |||||
General and administrative: | |||||||||||||||
Merger, acquisition and other costs | \u00a0 | \u2014 | \u00a0 | 58.3 | \u00a0 | 4.7 | \u00a0 | \u2014 | \u00a0 | 63.0 | |||||
Other, excluding depreciation and amortization | \u00a0 | 2.0 | \u00a0 | 82.7 | \u00a0 | 48.5 | \u00a0 | \u2014 | \u00a0 | 133.2 | |||||
Depreciation and amortization | \u00a0 | \u2014 | \u00a0 | 404.2 | \u00a0 | 134.4 | \u00a0 | \u2014 | \u00a0 | 538.6 | |||||
Impairment of long-lived assets | \u00a0 | \u2014 | 43.6 | \u2014 | \u2014 | 43.6 | |||||||||
Operating costs and expenses | \u00a0 | 2.0 | \u00a0 | 3,684.7 | \u00a0 | 1,290.5 | \u00a0 | \u2014 | \u00a0 | 4,977.2 | |||||
Operating income (loss) | \u00a0 | (2.0) | \u00a0 | 38.8 | \u00a0 | 65.2 | \u00a0 | \u2014 | \u00a0 | 102.0 | |||||
Other expense (income): | |||||||||||||||
Equity in net (earnings) loss of subsidiaries | \u00a0 | 472.5 | \u00a0 | (45.1) | \u00a0 | \u2014 | \u00a0 | (427.4) | \u00a0 | \u2014 | |||||
Other expense (income) | \u2014 | (1.7) | 0.2 | \u2014 | (1.5) | ||||||||||
Interest expense: | |||||||||||||||
Corporate borrowings | \u00a0 | 230.3 | \u00a0 | 239.0 | \u00a0 | 1.3 | \u00a0 | (239.0) | \u00a0 | 231.6 | |||||
Capital and financing lease obligations | \u00a0 | \u2014 | \u00a0 | 20.0 | \u00a0 | 22.4 | \u00a0 | \u2014 | \u00a0 | 42.4 | |||||
Equity in earnings of non-consolidated entities | \u00a0 | \u2014 | \u00a0 | 187.8 | \u00a0 | (2.6) | \u00a0 | \u2014 | \u00a0 | 185.2 | |||||
Investment income | \u00a0 | (217.6) | \u00a0 | (43.0) | \u00a0 | (1.0) | \u00a0 | 239.0 | \u00a0 | (22.6) | |||||
Total other expense, net | \u00a0 | 485.2 | \u00a0 | 357.0 | \u00a0 | 20.3 | \u00a0 | (427.4) | \u00a0 | 435.1 | |||||
Earnings (loss) before income taxes | \u00a0 | (487.2) | \u00a0 | (318.2) | \u00a0 | 44.9 | \u00a0 | 427.4 | \u00a0 | (333.1) | |||||
Income tax provision (benefit) | \u00a0 | \u2014 | \u00a0 | 154.3 | \u00a0 | (0.2) | \u00a0 | \u2014 | \u00a0 | 154.1 | |||||
Net earnings (loss) | $ | (487.2) | $ | (472.5) | $ | 45.1 | $ | 427.4 | $ | (487.2) |
Consolidating Statement of Comprehensive Loss
Year Ended December\u00a031, 2019:
Subsidiary | Subsidiary | Consolidating | Consolidated | \u00a0 | ||||||||||||
(In\u00a0millions) | \u00a0\u00a0\u00a0\u00a0 | Holdings | \u00a0\u00a0\u00a0\u00a0 | Guarantors | \u00a0\u00a0\u00a0\u00a0 | Non-Guarantors | \u00a0\u00a0\u00a0 | Adjustments | \u00a0\u00a0\u00a0\u00a0 | Holdings | \u00a0 | |||||
Net loss | \u00a0\u00a0\u00a0\u00a0 | $ | (149.1) | \u00a0\u00a0\u00a0\u00a0 | $ | (382.9) | \u00a0\u00a0\u00a0\u00a0 | $ | (151.3) | \u00a0\u00a0\u00a0\u00a0 | $ | 534.2 | \u00a0\u00a0\u00a0\u00a0 | $ | (149.1) | |
Other comprehensive income (loss): | ||||||||||||||||
Equity in other comprehensive loss of\u00a0subsidiaries | \u00a0 | (31.6) | \u00a0 | 17.2 | \u00a0 | \u2014 | \u00a0 | 14.4 | \u00a0 | \u2014 | ||||||
Unrealized foreign currency translation adjustment, net of tax | \u2014 | \u00a0 | (44.1) | \u00a0 | 27.6 | \u00a0 | \u2014 | \u00a0 | (16.5) | |||||||
Realized loss on foreign currency transactions, net of tax | \u00a0 | \u2014 | \u00a0 | 0.5 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 0.5 | ||||||
Pension and other benefit adjustments: | ||||||||||||||||
Net loss arising during the period, net of tax | \u2014 | (5.1) | (10.4) | \u2014 | (15.5) | |||||||||||
Equity method investee's cash flow hedge: | ||||||||||||||||
Unrealized net holding loss arising during the period, net of tax | \u00a0 | \u2014 | \u00a0 | (0.1) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (0.1) | ||||||
Other comprehensive income (loss) | \u00a0 | (31.6) | \u00a0 | (31.6) | \u00a0 | 17.2 | \u00a0 | 14.4 | \u00a0 | (31.6) | ||||||
Total comprehensive loss | $ | (180.7) | $ | (414.5) | $ | (134.1) | $ | 548.6 | $ | (180.7) |
Consolidating Statement of Comprehensive Loss
Year Ended December\u00a031, 2018:
Subsidiary | Subsidiary | Consolidating | Consolidated | \u00a0 | ||||||||||||
(In\u00a0millions) | \u00a0\u00a0\u00a0\u00a0 | Holdings | \u00a0\u00a0\u00a0\u00a0 | Guarantors | \u00a0\u00a0\u00a0\u00a0 | Non-Guarantors | \u00a0\u00a0\u00a0\u00a0 | Adjustments | \u00a0\u00a0\u00a0\u00a0 | Holdings | \u00a0 | |||||
Net earnings | \u00a0\u00a0\u00a0\u00a0 | $ | 110.1 | \u00a0\u00a0\u00a0\u00a0 | $ | 14.5 | \u00a0\u00a0\u00a0\u00a0 | $ | 13.7 | \u00a0\u00a0\u00a0\u00a0 | $ | (28.2) | \u00a0\u00a0\u00a0\u00a0 | $ | 110.1 | |
Other comprehensive loss: | ||||||||||||||||
Equity in other comprehensive loss of subsidiaries | \u00a0 | (124.5) | \u00a0 | (99.1) | \u00a0 | \u2014 | \u00a0 | 223.6 | \u00a0 | \u2014 | ||||||
Unrealized foreign currency translation adjustment, net of tax | \u00a0 | \u2014 | \u00a0 | (30.7) | \u00a0 | (97.0) | \u00a0 | \u2014 | \u00a0 | (127.7) | ||||||
Realized loss on foreign currency transactions reclassified into other expense, net of tax | \u2014 | 1.0 | \u2014 | \u2014 | 1.0 | |||||||||||
Pension and other benefit adjustments: | ||||||||||||||||
Net gain (loss) arising during the period, net of tax | \u00a0 | \u2014 | \u00a0 | 6.3 | \u00a0 | (2.1) | \u00a0 | \u2014 | \u00a0 | 4.2 | ||||||
Equity method investee's cash flow hedge: | \u00a0 | |||||||||||||||
Unrealized net holding gain arising during the period, net of tax | \u00a0 | \u2014 | \u00a0 | 0.2 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 0.2 | ||||||
Realized net gain reclassified to equity in earnings of non-consolidated entities, net of tax | \u00a0 | \u2014 | \u00a0 | (2.2) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (2.2) | ||||||
Other comprehensive loss | \u00a0 | (124.5) | \u00a0 | (124.5) | \u00a0 | (99.1) | \u00a0 | 223.6 | \u00a0 | (124.5) | ||||||
Total comprehensive loss | $ | (14.4) | $ | (110.0) | $ | (85.4) | $ | 195.4 | $ | (14.4) |
Consolidating Statement of Comprehensive Income (Loss)
Year Ended December\u00a031, 2017:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | \u00a0\u00a0\u00a0\u00a0 | Holdings | \u00a0\u00a0\u00a0\u00a0 | Guarantors | \u00a0\u00a0\u00a0\u00a0 | Non-Guarantors | \u00a0\u00a0\u00a0\u00a0 | Adjustments | \u00a0\u00a0\u00a0\u00a0 | Holdings | |||||
Net earnings (loss) | \u00a0\u00a0\u00a0\u00a0 | $ | (487.2) | \u00a0\u00a0\u00a0\u00a0 | $ | (472.5) | \u00a0\u00a0\u00a0\u00a0 | $ | 45.1 | \u00a0\u00a0\u00a0\u00a0 | $ | 427.4 | \u00a0\u00a0\u00a0\u00a0 | $ | (487.2) |
Other comprehensive income (loss) | |||||||||||||||
Equity in other comprehensive income of subsidiaries | \u00a0 | 128.1 | \u00a0 | 112.1 | \u00a0 | \u2014 | \u00a0 | (240.2) | \u00a0 | \u2014 | |||||
Unrealized foreign currency translation adjustment, net of tax | \u00a0 | \u2014 | \u00a0 | 22.0 | \u00a0 | 109.7 | \u00a0 | \u2014 | \u00a0 | 131.7 | |||||
Pension and other benefit adjustments: | |||||||||||||||
Net gain (loss) arising during the period, net of tax | \u00a0 | \u2014 | \u00a0 | (5.4) | \u00a0 | 2.4 | \u00a0 | \u2014 | \u00a0 | (3.0) | |||||
Marketable securities: | |||||||||||||||
Unrealized net holding gain arising during the period, net of tax | \u00a0 | \u2014 | \u00a0 | 0.7 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 0.7 | |||||
Realized net gain reclassified into net investment income, net of tax | \u00a0 | \u2014 | \u00a0 | (0.4) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (0.4) | |||||
Equity method investee's cash flow hedge: | \u00a0 | ||||||||||||||
Realized net gain reclassified into equity in earnings of non-consolidated entities, net of tax | \u00a0 | \u2014 | \u00a0 | (0.9) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (0.9) | |||||
Other comprehensive income | \u00a0 | 128.1 | \u00a0 | 128.1 | \u00a0 | 112.1 | \u00a0 | (240.2) | \u00a0 | 128.1 | |||||
Total comprehensive income (loss) | $ | (359.1) | $ | (344.4) | $ | 157.2 | $ | 187.2 | $ | (359.1) |
Consolidating Balance Sheet
As of December\u00a031, 2019:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | Holdings | Guarantors | Non-Guarantors | Adjustments | Holdings | ||||||||||
Assets | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | |||||
Current assets: | |||||||||||||||
Cash and cash equivalents | $ | 0.3 | $ | 94.9 | $ | 169.8 | $ | \u2014 | $ | 265.0 | |||||
Restricted cash | \u2014 | \u2014 | 10.5 | \u2014 | 10.5 | ||||||||||
Receivables, net | \u00a0 | \u2014 | \u00a0 | 160.1 | \u00a0 | 104.0 | \u00a0 | (9.9) | \u00a0 | 254.2 | |||||
Other current assets | \u00a0 | \u2014 | \u00a0 | 108.5 | \u00a0 | 34.9 | \u00a0 | \u2014 | \u00a0 | 143.4 | |||||
Total current assets | \u00a0 | 0.3 | \u00a0 | 363.5 | \u00a0 | 319.2 | \u00a0 | (9.9) | \u00a0 | 673.1 | |||||
Investment in equity of subsidiaries | \u00a0 | 452.6 | \u00a0 | 1,962.8 | \u00a0 | \u2014 | \u00a0 | (2,415.4) | \u00a0 | \u2014 | |||||
Property, net | \u00a0 | \u2014 | \u00a0 | 1,969.3 | \u00a0 | 679.9 | \u00a0 | \u2014 | \u00a0 | 2,649.2 | |||||
Operating lease right-of-use assets, net | \u2014 | 3,491.8 | 1,304.2 | \u2014 | 4,796.0 | ||||||||||
Intangible assets, net | \u00a0 | \u2014 | \u00a0 | 130.6 | \u00a0 | 64.7 | \u00a0 | \u2014 | \u00a0 | 195.3 | |||||
Intercompany advances | \u00a0 | 5,488.0 | \u00a0 | (5,097.7) | \u00a0 | (390.3) | \u00a0 | \u2014 | \u00a0 | \u2014 | |||||
Goodwill | \u00a0 | (2.1) | \u00a0 | 3,074.7 | \u00a0 | 1,716.5 | \u00a0 | \u2014 | \u00a0 | 4,789.1 | |||||
Deferred tax asset, net | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 70.1 | \u00a0 | \u2014 | \u00a0 | 70.1 | |||||
Other long-term assets | \u00a0 | 47.4 | \u00a0 | 328.0 | \u00a0 | 127.6 | \u00a0 | \u2014 | \u00a0 | 503.0 | |||||
Total assets | $ | 5,986.2 | $ | 6,223.0 | $ | 3,891.9 | $ | (2,425.3) | $ | 13,675.8 | |||||
Liabilities and Stockholders\u2019 Equity | |||||||||||||||
Current liabilities: | |||||||||||||||
Accounts payable | $ | \u2014 | $ | 382.8 | $ | 170.5 | $ | (10.0) | $ | 543.3 | |||||
Accrued expenses and other liabilities | \u00a0 | 18.6 | \u00a0 | 184.0 | \u00a0 | 121.9 | \u00a0 | 0.1 | \u00a0 | 324.6 | |||||
Deferred revenues and income | \u00a0 | \u2014 | \u00a0 | 348.9 | \u00a0 | 100.3 | \u00a0 | \u2014 | \u00a0 | 449.2 | |||||
Current maturities of corporate borrowings | \u00a0 | 20.0 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 20.0 | |||||
Current maturities of finance lease liabilities | \u2014 | 5.3 | 5.0 | \u2014 | 10.3 | ||||||||||
Current maturities of operating lease liabilities | \u2014 | 449.5 | 136.3 | \u2014 | 585.8 | ||||||||||
Total current liabilities | \u00a0 | 38.6 | \u00a0 | 1,370.5 | \u00a0 | 534.0 | \u00a0 | (9.9) | \u00a0 | 1,933.2 | |||||
Corporate borrowings | \u00a0 | 4,733.4 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 4,733.4 | |||||
Finance lease liabilities | \u00a0 | \u2014 | \u00a0 | 13.9 | \u00a0 | 75.7 | \u00a0 | \u2014 | \u00a0 | 89.6 | |||||
Operating lease liabilities | \u2014 | 3,666.8 | 1,247.0 | 4,913.8 | |||||||||||
Exhibitor services agreement | \u00a0 | \u2014 | \u00a0 | 549.7 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 549.7 | |||||
Deferred tax liability, net | \u2014 | 26.8 | 19.2 | \u2014 | 46.0 | ||||||||||
Other long-term liabilities | \u00a0 | \u2014 | \u00a0 | 142.7 | \u00a0 | 53.2 | \u00a0 | \u2014 | \u00a0 | 195.9 | |||||
Total liabilities | \u00a0 | 4,772.0 | \u00a0 | 5,770.4 | \u00a0 | 1,929.1 | \u00a0 | (9.9) | \u00a0 | 12,461.6 | |||||
Stockholders\u2019 equity | \u00a0 | 1,214.2 | \u00a0 | 452.6 | \u00a0 | 1,962.8 | \u00a0 | (2,415.4) | \u00a0 | 1,214.2 | |||||
Total liabilities and stockholders\u2019 equity | $ | 5,986.2 | $ | 6,223.0 | $ | 3,891.9 | $ | (2,425.3) | $ | 13,675.8 |
Consolidating Balance Sheet
As of December\u00a031, 2018:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | Holdings | Guarantors | Non-Guarantors | Adjustments | Holdings | ||||||||||
Assets | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | |||||
Current assets: | |||||||||||||||
Cash and cash equivalents | $ | 0.3 | $ | 177.8 | $ | 135.2 | $ | \u2014 | $ | 313.3 | |||||
Restricted cash | \u2014 | \u2014 | 10.7 | \u2014 | 10.7 | ||||||||||
Receivables, net | \u00a0 | \u2014 | \u00a0 | 163.0 | \u00a0 | 100.9 | \u00a0 | (4.4) | \u00a0 | 259.5 | |||||
Other current assets | \u00a0 | \u2014 | \u00a0 | 140.7 | \u00a0 | 57.1 | \u00a0 | \u2014 | \u00a0 | 197.8 | |||||
Total current assets | \u00a0 | 0.3 | \u00a0 | 481.5 | \u00a0 | 303.9 | \u00a0 | (4.4) | \u00a0 | 781.3 | |||||
Investment in equity of subsidiaries | \u00a0 | 719.0 | \u00a0 | 1,430.1 | \u00a0 | \u2014 | \u00a0 | (2,149.1) | \u00a0 | \u2014 | |||||
Property, net | \u00a0 | \u2014 | \u00a0 | 2,152.3 | \u00a0 | 887.3 | \u00a0 | \u2014 | \u00a0 | 3,039.6 | |||||
Intangible assets, net | \u00a0 | \u2014 | \u00a0 | 225.6 | \u00a0 | 126.5 | \u00a0 | \u2014 | \u00a0 | 352.1 | |||||
Intercompany advances | \u00a0 | 5,362.3 | \u00a0 | (4,512.3) | \u00a0 | (850.0) | \u00a0 | \u2014 | \u00a0 | \u2014 | |||||
Goodwill | \u00a0 | (2.1) | \u00a0 | 3,074.7 | \u00a0 | 1,716.1 | \u00a0 | \u2014 | \u00a0 | 4,788.7 | |||||
Deferred tax asset, net | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 28.6 | \u00a0 | \u2014 | \u00a0 | 28.6 | |||||
Other long-term assets | \u00a0 | 59.8 | \u00a0 | 316.2 | \u00a0 | 129.5 | \u00a0 | \u2014 | \u00a0 | 505.5 | |||||
Total assets | $ | 6,139.3 | $ | 3,168.1 | $ | 2,341.9 | $ | (2,153.5) | $ | 9,495.8 | |||||
Liabilities and Stockholders\u2019 Equity | |||||||||||||||
Current liabilities: | |||||||||||||||
Accounts payable | $ | \u2014 | $ | 327.2 | $ | 129.9 | $ | (4.5) | $ | 452.6 | |||||
Accrued expenses and other liabilities | \u00a0 | 31.5 | \u00a0 | 197.5 | \u00a0 | 149.4 | \u00a0 | 0.1 | \u00a0 | 378.5 | |||||
Deferred revenues and income | \u00a0 | \u2014 | \u00a0 | 314.0 | \u00a0 | 100.8 | \u00a0 | \u2014 | \u00a0 | 414.8 | |||||
Current maturities of corporate borrowings | 13.8 | 1.4 | \u2014 | \u2014 | 15.2 | ||||||||||
Current maturities of capital and financing lease obligations | \u00a0 | \u2014 | \u00a0 | 38.6 | \u00a0 | 28.4 | \u00a0 | \u2014 | \u00a0 | 67.0 | |||||
Total current liabilities | \u00a0 | 45.3 | \u00a0 | 878.7 | \u00a0 | 408.5 | \u00a0 | (4.4) | \u00a0 | 1,328.1 | |||||
Corporate borrowings | \u00a0 | 4,696.0 | \u00a0 | \u2014 | \u00a0 | 11.8 | \u00a0 | \u2014 | \u00a0 | 4,707.8 | |||||
Capital and financing lease obligations | \u00a0 | \u2014 | \u00a0 | 194.3 | \u00a0 | 298.9 | \u00a0 | \u2014 | \u00a0 | 493.2 | |||||
Exhibitor services agreement | \u00a0 | \u2014 | \u00a0 | 564.0 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 564.0 | |||||
Deferred tax liability, net | \u2014 | 17.7 | 23.9 | \u2014 | 41.6 | ||||||||||
Other long-term liabilities | \u00a0 | \u2014 | \u00a0 | 794.4 | \u00a0 | 168.7 | \u00a0 | \u2014 | \u00a0 | 963.1 | |||||
Total liabilities | \u00a0 | 4,741.3 | \u00a0 | 2,449.1 | \u00a0 | 911.8 | \u00a0 | (4.4) | \u00a0 | 8,097.8 | |||||
Temporary equity | \u00a0 | 0.4 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 0.4 | |||||
Stockholders\u2019 equity | \u00a0 | 1,397.6 | \u00a0 | 719.0 | \u00a0 | 1,430.1 | \u00a0 | (2,149.1) | \u00a0 | 1,397.6 | |||||
Total liabilities and stockholders\u2019 equity | $ | 6,139.3 | $ | 3,168.1 | $ | 2,341.9 | $ | (2,153.5) | $ | 9,495.8 |
Consolidating Statement of Cash Flows
Year Ended December\u00a031, 2019:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | Holdings | Guarantors | Non-Guarantors | Adjustments | Holdings | ||||||||||
Cash flows from operating activities: | \u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | |||||
Net cash provided by operating activities | $ | 51.1 | $ | 316.6 | $ | 211.3 | $ | \u2014 | $ | 579.0 | |||||
Cash flows from investing activities: | |||||||||||||||
Capital expenditures | \u00a0 | \u2014 | \u00a0 | (369.4) | \u00a0 | (148.7) | \u00a0 | \u2014 | \u00a0 | (518.1) | |||||
Acquisition of theatre assets | \u2014 | (11.8) | \u2014 | \u2014 | (11.8) | ||||||||||
Proceeds from disposition of long-term assets | \u00a0 | \u2014 | \u00a0 | 7.9 | \u00a0 | 15.3 | \u00a0 | \u2014 | \u00a0 | 23.2 | |||||
Investments in non-consolidated entities, net | \u00a0 | \u2014 | \u00a0 | (0.1) | \u00a0 | (9.6) | \u00a0 | \u2014 | \u00a0 | (9.7) | |||||
Other, net | \u00a0 | \u2014 | \u00a0 | 0.3 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 0.3 | |||||
Net cash used in investing activities | \u00a0 | \u2014 | \u00a0 | (373.1) | \u00a0 | (143.0) | \u00a0 | \u2014 | \u00a0 | (516.1) | |||||
Cash flows from financing activities: | |||||||||||||||
Proceeds from issuance of Term Loan due 2026 | 1,990.0 | \u2014 | \u2014 | \u2014 | 1,990.0 | ||||||||||
Payment of principal Senior Secured Notes due 2023 | (230.0) | \u2014 | \u2014 | \u2014 | (230.0) | ||||||||||
Payment of principal Senior Subordinated Notes due 2022 | (375.0) | \u2014 | \u2014 | \u2014 | (375.0) | ||||||||||
Call premiums paid for Senior Secured Notes due 2023 and Senior Subordinated Notes due 2022 | (15.9) | \u2014 | \u2014 | \u2014 | (15.9) | ||||||||||
Principal payments under Term Loans due 2022 and 2023 | \u00a0 | (1,338.5) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (1,338.5) | |||||
Repayments under Revolving Credit Facility | \u2014 | \u2014 | (12.0) | \u2014 | (12.0) | ||||||||||
Scheduled principal payments under Term Loans | (21.9) | \u2014 | \u2014 | \u2014 | (21.9) | ||||||||||
Principal payments under finance lease obligations | \u2014 | (6.1) | (4.8) | \u2014 | (10.9) | ||||||||||
Principal payments under promissory note | \u2014 | (1.4) | \u2014 | \u2014 | (1.4) | ||||||||||
Cash used to pay deferred financing fees | \u00a0 | (11.9) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (11.9) | |||||
Cash used to pay dividends | \u00a0 | (84.1) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (84.1) | |||||
Taxes paid for restricted unit withholdings | (1.3) | \u2014 | \u2014 | \u2014 | (1.3) | ||||||||||
Change in intercompany advances | 16.1 | 3.1 | (19.2) | \u2014 | \u2014 | ||||||||||
Net cash used in financing activities | \u00a0 | (72.5) | \u00a0 | (4.4) | \u00a0 | (36.0) | \u00a0 | \u2014 | \u00a0 | (112.9) | |||||
Effect of exchange rate changes on cash and cash equivalents and restricted cash | \u00a0 | 21.4 | \u00a0 | (22.0) | \u00a0 | 2.1 | \u00a0 | \u2014 | \u00a0 | 1.5 | |||||
Net increase (decrease) in cash and cash equivalents and restricted cash | \u2014 | \u00a0 | (82.9) | \u00a0 | 34.4 | \u00a0 | \u2014 | \u00a0 | (48.5) | ||||||
Cash and cash equivalents and restricted cash at beginning of period | \u00a0 | 0.3 | \u00a0 | 177.8 | \u00a0 | 145.9 | \u00a0 | \u2014 | \u00a0 | 324.0 | |||||
Cash and cash equivalents and restricted cash at end of period | $ | 0.3 | $ | 94.9 | $ | 180.3 | $ | \u2014 | $ | 275.5 |
Consolidating Statement of Cash Flows
Year Ended December\u00a031, 2018:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | Holdings | Guarantors | Non-Guarantors | Adjustments | Holdings | ||||||||||
Cash flows from operating activities: | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0 | \u00a0\u00a0\u00a0\u00a0 | |||||
Net cash provided by operating activities | $ | 7.2 | $ | 369.8 | $ | 146.2 | $ | \u2014 | $ | 523.2 | |||||
Cash flows from investing activities: | |||||||||||||||
Capital expenditures | \u00a0 | \u2014 | \u00a0 | (395.5) | \u00a0 | (180.8) | \u00a0 | \u2014 | \u00a0 | (576.3) | |||||
Proceeds from sale leaseback transactions | \u2014 | 50.1 | \u2014 | \u2014 | 50.1 | ||||||||||
Proceeds from disposition of NCM | \u2014 | 162.5 | \u2014 | \u2014 | 162.5 | ||||||||||
Proceeds from Screenvision merger | \u2014 | 45.8 | \u2014 | \u2014 | 45.8 | ||||||||||
Proceeds from disposition of long-term assets | \u2014 | 8.5 | 5.7 | \u2014 | 14.2 | ||||||||||
Investments in non-consolidated entities, net | \u00a0 | \u2014 | \u00a0 | (11.4) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (11.4) | |||||
Other, net | \u00a0 | \u2014 | \u00a0 | (3.6) | \u00a0 | 1.5 | \u00a0 | \u2014 | \u00a0 | (2.1) | |||||
Net cash used in investing activities | \u00a0 | \u2014 | \u00a0 | (143.6) | \u00a0 | (173.6) | \u00a0 | \u2014 | \u00a0 | (317.2) | |||||
Cash flows from financing activities: | |||||||||||||||
Proceeds from issuance of convertible note due 2024 | 600.0 | \u2014 | \u2014 | \u2014 | 600.0 | ||||||||||
Net borrowings under revolving credit facilities | \u2014 | \u2014 | 12.1 | \u2014 | 12.1 | ||||||||||
Scheduled principal payments under Term Loans | \u00a0 | (13.8) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (13.8) | |||||
Principal payments under capital and financing lease obligations | \u2014 | (39.8) | (31.2) | \u2014 | (71.0) | ||||||||||
Principal payments under promissory note | \u2014 | (1.4) | \u2014 | \u2014 | (1.4) | ||||||||||
Cash used to pay deferred financing fees | \u00a0 | (15.5) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (15.5) | |||||
Cash used to pay dividends | \u00a0 | (258.1) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (258.1) | |||||
Taxes paid for restricted unit withholdings | (1.7) | \u2014 | \u2014 | \u2014 | (1.7) | ||||||||||
Retirement of Class B common stock | (423.6) | \u2014 | \u2014 | \u2014 | (423.6) | ||||||||||
Purchase of treasury stock | (21.8) | \u2014 | \u2014 | \u2014 | (21.8) | ||||||||||
Change in intercompany advances | 167.1 | (144.7) | (22.4) | \u2014 | \u2014 | ||||||||||
Net cash provided by (used in) financing activities | \u00a0 | 32.6 | \u00a0 | (185.9) | \u00a0 | (41.5) | \u00a0 | \u2014 | \u00a0 | (194.8) | |||||
Effect of exchange rate changes on cash and cash equivalents and restricted cash | \u00a0 | (40.6) | \u00a0 | 41.6 | \u00a0 | (6.5) | \u00a0 | \u2014 | \u00a0 | (5.5) | |||||
Net increase (decrease) in cash and cash equivalents and restricted cash | (0.8) | \u00a0 | 81.9 | \u00a0 | (75.4) | \u00a0 | \u2014 | \u00a0 | 5.7 | ||||||
Cash and cash equivalents and restricted cash at beginning of period | \u00a0 | 1.1 | \u00a0 | 95.9 | \u00a0 | 221.3 | \u00a0 | \u2014 | \u00a0 | 318.3 | |||||
Cash and cash equivalents and restricted cash at end of period | $ | 0.3 | $ | 177.8 | $ | 145.9 | $ | \u2014 | $ | 324.0 |
Consolidating Statement of Cash Flows
Year Ended December\u00a031, 2017:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | Holdings | Guarantors | Non-Guarantors | Adjustments | Holdings | ||||||||||
Cash flows from operating activities: | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | |||||
Net cash provided by (used in) operating activities | $ | (10.2) | $ | 364.3 | $ | 183.3 | $ | \u2014 | $ | 537.4 | |||||
Cash flows from investing activities: | |||||||||||||||
Capital expenditures | \u00a0 | \u2014 | \u00a0 | (543.8) | \u00a0 | (83.0) | \u00a0 | \u2014 | \u00a0 | (626.8) | |||||
Acquisition of Nordic Cinemas Group, net of cash and restricted cash acquired | \u2014 | (654.9) | 77.3 | \u2014 | (577.6) | ||||||||||
Proceeds from sale leaseback transactions | \u2014 | 136.2 | \u2014 | \u2014 | 136.2 | ||||||||||
Proceeds from disposition of NCM | \u2014 | 89.0 | \u2014 | \u2014 | 89.0 | ||||||||||
Proceeds from disposition of Open Road | \u00a0 | \u2014 | \u00a0 | 9.2 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 9.2 | |||||
Proceeds (disbursements) from disposition of long-term assets | \u2014 | \u00a0 | 34.9 | \u00a0 | (10.8) | \u00a0 | \u2014 | \u00a0 | 24.1 | ||||||
Investments in non-consolidated entities, net | \u00a0 | \u2014 | \u00a0 | (11.1) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (11.1) | |||||
Other, net | \u00a0 | \u2014 | \u00a0 | (2.1) | \u00a0 | (0.2) | \u00a0 | \u2014 | \u00a0 | (2.3) | |||||
Net cash used in investing activities | \u00a0 | \u2014 | \u00a0 | (942.6) | \u00a0 | (16.7) | \u00a0 | \u2014 | \u00a0 | (959.3) | |||||
Cash flows from financing activities: | |||||||||||||||
Proceeds from the issuance of Senior Subordinated Sterling Notes due 2024 | 327.8 | \u2014 | \u2014 | \u2014 | 327.8 | ||||||||||
Proceeds from the issuance of Senior Subordinated Notes due 2027 | 475.0 | \u2014 | \u2014 | \u2014 | 475.0 | ||||||||||
Payment of Nordic SEK Term Loan | (144.4) | \u2014 | \u2014 | \u2014 | (144.4) | ||||||||||
Payment of Nordic EUR Term Loan | (169.5) | \u2014 | \u2014 | \u2014 | (169.5) | ||||||||||
Net proceeds from equity offering | 616.8 | \u2014 | \u2014 | \u2014 | 616.8 | ||||||||||
Principal payment of Bridge Loan due 2017 | (350.0) | \u2014 | \u2014 | \u2014 | (350.0) | ||||||||||
Scheduled principal payments under Term Loans | (12.6) | \u2014 | \u2014 | \u2014 | (12.6) | ||||||||||
Principal payments under capital and financing lease obligations | \u2014 | (41.6) | (29.1) | \u00a0 | \u2014 | (70.7) | |||||||||
Principal payments under promissory note | \u2014 | (1.4) | \u2014 | \u00a0 | \u2014 | \u00a0 | (1.4) | ||||||||
Cash used to pay deferred financing fees | (29.8) | \u2014 | (3.8) | \u2014 | (33.6) | ||||||||||
Cash used to pay dividends | \u00a0 | (104.6) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (104.6) | |||||
Taxes paid for restricted unit withholdings | (6.5) | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | (6.5) | ||||||||
Purchase of treasury stock | (34.0) | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | (34.0) | ||||||||
Change in intercompany advances | (616.7) | 662.1 | (45.4) | \u2014 | \u2014 | ||||||||||
Net cash provided by (used) in financing activities | \u00a0 | (48.5) | \u00a0 | 619.1 | \u00a0 | (78.3) | \u00a0 | \u2014 | \u00a0 | 492.3 | |||||
Effect of exchange rate changes on cash and equivalents | \u00a0 | 56.8 | \u00a0 | (53.5) | \u00a0 | 14.4 | \u00a0 | \u2014 | \u00a0 | 17.7 | |||||
Net increase (decrease) in cash and equivalents | (1.9) | \u00a0 | (12.7) | \u00a0 | 102.7 | \u00a0 | \u2014 | \u00a0 | 88.1 | ||||||
Cash and equivalents at beginning of period | \u00a0 | 3.0 | \u00a0 | 108.6 | \u00a0 | 118.6 | \u00a0 | \u2014 | \u00a0 | 230.2 | |||||
Cash and equivalents at end of period | $ | 1.1 | $ | 95.9 | $ | 221.3 | $ | \u2014 | $ | 318.3 |
"}]},{"name":"rpt:f-2445","factDimensions":{"xbrl:concept":"amch:SubsidiaryGuarantorsPercentageOwned","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579","srt:ConsolidatedEntitiesAxis":"srt:ParentCompanyMember"},"factValues":[{"value":"1","decimals":2}]},{"name":"rpt:f-2446","factDimensions":{"xbrl:concept":"srt:ScheduleOfCondensedIncomeStatementTableTextBlock","xbrl:period":"2019-01-01T00:00:00/2020-01-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"
Consolidating Statement of Operations
Year Ended December\u00a031, 2019:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | Holdings | Guarantors | Non-Guarantors | Adjustments | Holdings | ||||||||||
Revenues | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | |||||
Admissions | $ | \u2014 | $ | 2,388.2 | $ | 913.1 | $ | \u2014 | $ | 3,301.3 | |||||
Food and beverage | \u00a0 | \u2014 | \u00a0 | 1,348.0 | \u00a0 | 371.6 | \u00a0 | \u2014 | \u00a0 | 1,719.6 | |||||
Other theatre | \u00a0 | \u2014 | \u00a0 | 287.1 | \u00a0 | 163.0 | \u00a0 | \u2014 | \u00a0 | 450.1 | |||||
Total revenues | \u00a0 | \u2014 | \u00a0 | 4,023.3 | \u00a0 | 1,447.7 | \u00a0 | \u2014 | \u00a0 | 5,471.0 | |||||
Operating costs and expenses | |||||||||||||||
Film exhibition costs | \u00a0 | \u2014 | \u00a0 | 1,311.5 | \u00a0 | 387.6 | \u00a0 | \u2014 | \u00a0 | 1,699.1 | |||||
Food and beverage costs | \u00a0 | \u2014 | \u00a0 | 193.8 | \u00a0 | 84.9 | \u00a0 | \u2014 | \u00a0 | 278.7 | |||||
Operating expense, excluding depreciation and amortization | \u00a0 | \u2014 | \u00a0 | 1,215.5 | \u00a0 | 471.1 | \u00a0 | \u2014 | \u00a0 | 1,686.6 | |||||
Rent | \u00a0 | \u2014 | \u00a0 | 708.2 | \u00a0 | 259.6 | \u00a0 | \u2014 | \u00a0 | 967.8 | |||||
General and administrative: | |||||||||||||||
Merger, acquisition and other costs | \u00a0 | \u2014 | \u00a0 | 6.5 | \u00a0 | 9.0 | \u00a0 | \u2014 | \u00a0 | 15.5 | |||||
Other, excluding depreciation and amortization | \u00a0 | \u2014 | \u00a0 | 86.4 | \u00a0 | 66.6 | \u00a0 | \u2014 | \u00a0 | 153.0 | |||||
Depreciation and amortization | \u00a0 | \u2014 | \u00a0 | 340.4 | \u00a0 | 109.6 | \u00a0 | \u2014 | \u00a0 | 450.0 | |||||
Impairment of long-lived assets | \u2014 | 76.6 | 7.7 | \u2014 | 84.3 | ||||||||||
Operating costs and expenses | \u00a0 | \u2014 | \u00a0 | 3,938.9 | \u00a0 | 1,396.1 | \u00a0 | \u2014 | \u00a0 | 5,335.0 | |||||
Operating income | \u00a0 | \u2014 | \u00a0 | 84.4 | \u00a0 | 51.6 | \u00a0 | \u2014 | \u00a0 | 136.0 | |||||
Other expense (income): | |||||||||||||||
Equity in net loss of subsidiaries | \u00a0 | 382.9 | \u00a0 | 151.3 | \u00a0 | \u2014 | \u00a0 | (534.2) | \u00a0 | \u2014 | |||||
Other expense (income) | (5.2) | 18.5 | 0.1 | \u2014 | 13.4 | ||||||||||
Interest expense: | |||||||||||||||
Corporate borrowings | \u00a0 | 290.8 | \u00a0 | 293.0 | \u00a0 | 3.0 | \u00a0 | (294.0) | \u00a0 | 292.8 | |||||
Financing lease obligations | \u00a0 | \u2014 | \u00a0 | 2.3 | \u00a0 | 5.3 | \u00a0 | \u2014 | \u00a0 | 7.6 | |||||
Non-cash NCM exhibitor service agreement | \u2014 | 40.4 | \u2014 | \u2014 | 40.4 | ||||||||||
Intercompany interest expense | \u2014 | \u2014 | 244.1 | (244.1) | \u2014 | ||||||||||
Equity in earnings of non-consolidated entities | \u00a0 | \u2014 | \u00a0 | (29.1) | \u00a0 | (1.5) | \u00a0 | \u2014 | \u00a0 | (30.6) | |||||
Investment income | \u00a0 | (519.4) | \u00a0 | (21.0) | \u00a0 | (13.7) | \u00a0 | 538.1 | \u00a0 | (16.0) | |||||
Total other expense, net | \u00a0 | 149.1 | \u00a0 | 455.4 | \u00a0 | 237.3 | \u00a0 | (534.2) | \u00a0 | 307.6 | |||||
Loss before income taxes | \u00a0 | (149.1) | \u00a0 | (371.0) | \u00a0 | (185.7) | \u00a0 | 534.2 | \u00a0 | (171.6) | |||||
Income tax provision (benefit) | \u00a0 | \u2014 | \u00a0 | 11.9 | \u00a0 | (34.4) | \u00a0 | \u2014 | \u00a0 | (22.5) | |||||
Net loss | $ | (149.1) | $ | (382.9) | $ | (151.3) | $ | 534.2 | $ | (149.1) |
Consolidating Statement of Operations
Year Ended December\u00a031, 2018:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | Holdings | Guarantors | Non-Guarantors | Adjustments | Holdings | ||||||||||
Revenues | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | |||||
Admissions | $ | \u2014 | $ | 2,441.5 | $ | 943.5 | $ | \u2014 | $ | 3,385.0 | |||||
Food and beverage | \u00a0 | \u2014 | \u00a0 | 1,321.3 | \u00a0 | 350.2 | \u00a0 | \u2014 | \u00a0 | 1,671.5 | |||||
Other theatre | \u00a0 | \u2014 | \u00a0 | 250.4 | \u00a0 | 153.9 | \u00a0 | \u2014 | \u00a0 | 404.3 | |||||
Total revenues | \u00a0 | \u2014 | \u00a0 | 4,013.2 | \u00a0 | 1,447.6 | \u00a0 | \u2014 | \u00a0 | 5,460.8 | |||||
Operating costs and expenses | |||||||||||||||
Film exhibition costs | \u00a0 | \u2014 | \u00a0 | 1,323.1 | \u00a0 | 387.1 | \u00a0 | \u2014 | \u00a0 | 1,710.2 | |||||
Food and beverage costs | \u00a0 | \u2014 | \u00a0 | 190.3 | \u00a0 | 80.6 | \u00a0 | \u2014 | \u00a0 | 270.9 | |||||
Operating expense, excluding depreciation and amortization | \u00a0 | \u2014 | \u00a0 | 1,162.2 | \u00a0 | 492.5 | \u00a0 | \u2014 | \u00a0 | 1,654.7 | |||||
Rent | \u00a0 | \u2014 | \u00a0 | 584.4 | \u00a0 | 213.4 | \u00a0 | \u2014 | \u00a0 | 797.8 | |||||
General and administrative: | |||||||||||||||
Merger, acquisition and other costs | \u00a0 | \u2014 | \u00a0 | 16.8 | \u00a0 | 14.5 | \u00a0 | \u2014 | \u00a0 | 31.3 | |||||
Other, excluding depreciation and amortization | \u00a0 | \u2014 | \u00a0 | 112.5 | \u00a0 | 66.8 | \u00a0 | \u2014 | \u00a0 | 179.3 | |||||
Depreciation and amortization | \u00a0 | \u2014 | \u00a0 | 384.0 | \u00a0 | 153.8 | \u00a0 | \u2014 | \u00a0 | 537.8 | |||||
Impairment of long-lived assets | \u2014 | 8.1 | 5.7 | \u2014 | 13.8 | ||||||||||
Operating costs and expenses | \u00a0 | \u2014 | \u00a0 | 3,781.4 | \u00a0 | 1,414.4 | \u00a0 | \u2014 | \u00a0 | 5,195.8 | |||||
Operating income | \u00a0 | \u2014 | \u00a0 | 231.8 | \u00a0 | 33.2 | \u00a0 | \u2014 | \u00a0 | 265.0 | |||||
Other expense (income): | |||||||||||||||
Equity in net earnings of subsidiaries | \u00a0 | (14.5) | \u00a0 | (13.7) | \u00a0 | \u2014 | \u00a0 | 28.2 | \u00a0 | \u2014 | |||||
Other expense (income) | (110.5) | 1.7 | 0.7 | \u2014 | (108.1) | ||||||||||
Interest expense: | |||||||||||||||
Corporate borrowings | \u00a0 | 256.7 | \u00a0 | 263.1 | \u00a0 | 5.9 | \u00a0 | (263.4) | \u00a0 | 262.3 | |||||
Capital and financing lease obligations | \u00a0 | \u2014 | \u00a0 | 17.2 | \u00a0 | 21.3 | \u00a0 | \u2014 | \u00a0 | 38.5 | |||||
Non-cash NCM exhibitor service agreement | \u2014 | 41.5 | \u2014 | \u2014 | 41.5 | ||||||||||
Equity in earnings of non-consolidated entities | \u00a0 | \u2014 | \u00a0 | (81.5) | \u00a0 | (5.2) | \u00a0 | \u2014 | \u00a0 | (86.7) | |||||
Investment income | \u00a0 | (241.8) | \u00a0 | (27.1) | \u00a0 | (0.7) | \u00a0 | 263.4 | \u00a0 | (6.2) | |||||
Total other expense (income), net | \u00a0 | (110.1) | \u00a0 | 201.2 | \u00a0 | 22.0 | \u00a0 | 28.2 | \u00a0 | 141.3 | |||||
Earnings before income taxes | \u00a0 | 110.1 | \u00a0 | 30.6 | \u00a0 | 11.2 | \u00a0 | (28.2) | \u00a0 | 123.7 | |||||
Income tax provision (benefit) | \u00a0 | \u2014 | \u00a0 | 16.1 | \u00a0 | (2.5) | \u00a0 | \u2014 | \u00a0 | 13.6 | |||||
Net earnings | $ | 110.1 | $ | 14.5 | $ | 13.7 | $ | (28.2) | $ | 110.1 |
Consolidating Statement of Operations
Year Ended December\u00a031, 2017:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | Holdings | Guarantors | Non-Guarantors | Adjustments | Holdings | ||||||||||
Revenues | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | |||||
Admissions | $ | \u2014 | $ | 2,330.9 | $ | 898.6 | $ | \u2014 | $ | 3,229.5 | |||||
Food and beverage | \u00a0 | \u2014 | \u00a0 | 1,220.1 | \u00a0 | 328.3 | \u00a0 | \u2014 | \u00a0 | 1,548.4 | |||||
Other theatre | \u00a0 | \u2014 | \u00a0 | 172.5 | \u00a0 | 128.8 | \u00a0 | \u2014 | \u00a0 | 301.3 | |||||
Total revenues | \u00a0 | \u2014 | \u00a0 | 3,723.5 | \u00a0 | 1,355.7 | \u00a0 | \u2014 | \u00a0 | 5,079.2 | |||||
Operating costs and expenses | |||||||||||||||
Film exhibition costs | \u00a0 | \u2014 | \u00a0 | 1,224.7 | \u00a0 | 379.6 | \u00a0 | \u2014 | \u00a0 | 1,604.3 | |||||
Food and beverage costs | \u00a0 | \u2014 | \u00a0 | 176.6 | \u00a0 | 75.5 | \u00a0 | \u2014 | \u00a0 | 252.1 | |||||
Operating expense, excluding depreciation and amortization | \u00a0 | \u2014 | \u00a0 | 1,100.6 | \u00a0 | 447.4 | \u00a0 | \u2014 | \u00a0 | 1,548.0 | |||||
Rent | \u00a0 | \u2014 | \u00a0 | 594.0 | \u00a0 | 200.4 | \u00a0 | \u2014 | \u00a0 | 794.4 | |||||
General and administrative: | |||||||||||||||
Merger, acquisition and other costs | \u00a0 | \u2014 | \u00a0 | 58.3 | \u00a0 | 4.7 | \u00a0 | \u2014 | \u00a0 | 63.0 | |||||
Other, excluding depreciation and amortization | \u00a0 | 2.0 | \u00a0 | 82.7 | \u00a0 | 48.5 | \u00a0 | \u2014 | \u00a0 | 133.2 | |||||
Depreciation and amortization | \u00a0 | \u2014 | \u00a0 | 404.2 | \u00a0 | 134.4 | \u00a0 | \u2014 | \u00a0 | 538.6 | |||||
Impairment of long-lived assets | \u00a0 | \u2014 | 43.6 | \u2014 | \u2014 | 43.6 | |||||||||
Operating costs and expenses | \u00a0 | 2.0 | \u00a0 | 3,684.7 | \u00a0 | 1,290.5 | \u00a0 | \u2014 | \u00a0 | 4,977.2 | |||||
Operating income (loss) | \u00a0 | (2.0) | \u00a0 | 38.8 | \u00a0 | 65.2 | \u00a0 | \u2014 | \u00a0 | 102.0 | |||||
Other expense (income): | |||||||||||||||
Equity in net (earnings) loss of subsidiaries | \u00a0 | 472.5 | \u00a0 | (45.1) | \u00a0 | \u2014 | \u00a0 | (427.4) | \u00a0 | \u2014 | |||||
Other expense (income) | \u2014 | (1.7) | 0.2 | \u2014 | (1.5) | ||||||||||
Interest expense: | |||||||||||||||
Corporate borrowings | \u00a0 | 230.3 | \u00a0 | 239.0 | \u00a0 | 1.3 | \u00a0 | (239.0) | \u00a0 | 231.6 | |||||
Capital and financing lease obligations | \u00a0 | \u2014 | \u00a0 | 20.0 | \u00a0 | 22.4 | \u00a0 | \u2014 | \u00a0 | 42.4 | |||||
Equity in earnings of non-consolidated entities | \u00a0 | \u2014 | \u00a0 | 187.8 | \u00a0 | (2.6) | \u00a0 | \u2014 | \u00a0 | 185.2 | |||||
Investment income | \u00a0 | (217.6) | \u00a0 | (43.0) | \u00a0 | (1.0) | \u00a0 | 239.0 | \u00a0 | (22.6) | |||||
Total other expense, net | \u00a0 | 485.2 | \u00a0 | 357.0 | \u00a0 | 20.3 | \u00a0 | (427.4) | \u00a0 | 435.1 | |||||
Earnings (loss) before income taxes | \u00a0 | (487.2) | \u00a0 | (318.2) | \u00a0 | 44.9 | \u00a0 | 427.4 | \u00a0 | (333.1) | |||||
Income tax provision (benefit) | \u00a0 | \u2014 | \u00a0 | 154.3 | \u00a0 | (0.2) | \u00a0 | \u2014 | \u00a0 | 154.1 | |||||
Net earnings (loss) | $ | (487.2) | $ | (472.5) | $ | 45.1 | $ | 427.4 | $ | (487.2) |
Consolidating Statement of Comprehensive Loss
Year Ended December\u00a031, 2019:
Subsidiary | Subsidiary | Consolidating | Consolidated | \u00a0 | ||||||||||||
(In\u00a0millions) | \u00a0\u00a0\u00a0\u00a0 | Holdings | \u00a0\u00a0\u00a0\u00a0 | Guarantors | \u00a0\u00a0\u00a0\u00a0 | Non-Guarantors | \u00a0\u00a0\u00a0 | Adjustments | \u00a0\u00a0\u00a0\u00a0 | Holdings | \u00a0 | |||||
Net loss | \u00a0\u00a0\u00a0\u00a0 | $ | (149.1) | \u00a0\u00a0\u00a0\u00a0 | $ | (382.9) | \u00a0\u00a0\u00a0\u00a0 | $ | (151.3) | \u00a0\u00a0\u00a0\u00a0 | $ | 534.2 | \u00a0\u00a0\u00a0\u00a0 | $ | (149.1) | |
Other comprehensive income (loss): | ||||||||||||||||
Equity in other comprehensive loss of\u00a0subsidiaries | \u00a0 | (31.6) | \u00a0 | 17.2 | \u00a0 | \u2014 | \u00a0 | 14.4 | \u00a0 | \u2014 | ||||||
Unrealized foreign currency translation adjustment, net of tax | \u2014 | \u00a0 | (44.1) | \u00a0 | 27.6 | \u00a0 | \u2014 | \u00a0 | (16.5) | |||||||
Realized loss on foreign currency transactions, net of tax | \u00a0 | \u2014 | \u00a0 | 0.5 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 0.5 | ||||||
Pension and other benefit adjustments: | ||||||||||||||||
Net loss arising during the period, net of tax | \u2014 | (5.1) | (10.4) | \u2014 | (15.5) | |||||||||||
Equity method investee's cash flow hedge: | ||||||||||||||||
Unrealized net holding loss arising during the period, net of tax | \u00a0 | \u2014 | \u00a0 | (0.1) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (0.1) | ||||||
Other comprehensive income (loss) | \u00a0 | (31.6) | \u00a0 | (31.6) | \u00a0 | 17.2 | \u00a0 | 14.4 | \u00a0 | (31.6) | ||||||
Total comprehensive loss | $ | (180.7) | $ | (414.5) | $ | (134.1) | $ | 548.6 | $ | (180.7) |
Consolidating Statement of Comprehensive Loss
Year Ended December\u00a031, 2018:
Subsidiary | Subsidiary | Consolidating | Consolidated | \u00a0 | ||||||||||||
(In\u00a0millions) | \u00a0\u00a0\u00a0\u00a0 | Holdings | \u00a0\u00a0\u00a0\u00a0 | Guarantors | \u00a0\u00a0\u00a0\u00a0 | Non-Guarantors | \u00a0\u00a0\u00a0\u00a0 | Adjustments | \u00a0\u00a0\u00a0\u00a0 | Holdings | \u00a0 | |||||
Net earnings | \u00a0\u00a0\u00a0\u00a0 | $ | 110.1 | \u00a0\u00a0\u00a0\u00a0 | $ | 14.5 | \u00a0\u00a0\u00a0\u00a0 | $ | 13.7 | \u00a0\u00a0\u00a0\u00a0 | $ | (28.2) | \u00a0\u00a0\u00a0\u00a0 | $ | 110.1 | |
Other comprehensive loss: | ||||||||||||||||
Equity in other comprehensive loss of subsidiaries | \u00a0 | (124.5) | \u00a0 | (99.1) | \u00a0 | \u2014 | \u00a0 | 223.6 | \u00a0 | \u2014 | ||||||
Unrealized foreign currency translation adjustment, net of tax | \u00a0 | \u2014 | \u00a0 | (30.7) | \u00a0 | (97.0) | \u00a0 | \u2014 | \u00a0 | (127.7) | ||||||
Realized loss on foreign currency transactions reclassified into other expense, net of tax | \u2014 | 1.0 | \u2014 | \u2014 | 1.0 | |||||||||||
Pension and other benefit adjustments: | ||||||||||||||||
Net gain (loss) arising during the period, net of tax | \u00a0 | \u2014 | \u00a0 | 6.3 | \u00a0 | (2.1) | \u00a0 | \u2014 | \u00a0 | 4.2 | ||||||
Equity method investee's cash flow hedge: | \u00a0 | |||||||||||||||
Unrealized net holding gain arising during the period, net of tax | \u00a0 | \u2014 | \u00a0 | 0.2 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 0.2 | ||||||
Realized net gain reclassified to equity in earnings of non-consolidated entities, net of tax | \u00a0 | \u2014 | \u00a0 | (2.2) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (2.2) | ||||||
Other comprehensive loss | \u00a0 | (124.5) | \u00a0 | (124.5) | \u00a0 | (99.1) | \u00a0 | 223.6 | \u00a0 | (124.5) | ||||||
Total comprehensive loss | $ | (14.4) | $ | (110.0) | $ | (85.4) | $ | 195.4 | $ | (14.4) |
Consolidating Statement of Comprehensive Income (Loss)
Year Ended December\u00a031, 2017:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | \u00a0\u00a0\u00a0\u00a0 | Holdings | \u00a0\u00a0\u00a0\u00a0 | Guarantors | \u00a0\u00a0\u00a0\u00a0 | Non-Guarantors | \u00a0\u00a0\u00a0\u00a0 | Adjustments | \u00a0\u00a0\u00a0\u00a0 | Holdings | |||||
Net earnings (loss) | \u00a0\u00a0\u00a0\u00a0 | $ | (487.2) | \u00a0\u00a0\u00a0\u00a0 | $ | (472.5) | \u00a0\u00a0\u00a0\u00a0 | $ | 45.1 | \u00a0\u00a0\u00a0\u00a0 | $ | 427.4 | \u00a0\u00a0\u00a0\u00a0 | $ | (487.2) |
Other comprehensive income (loss) | |||||||||||||||
Equity in other comprehensive income of subsidiaries | \u00a0 | 128.1 | \u00a0 | 112.1 | \u00a0 | \u2014 | \u00a0 | (240.2) | \u00a0 | \u2014 | |||||
Unrealized foreign currency translation adjustment, net of tax | \u00a0 | \u2014 | \u00a0 | 22.0 | \u00a0 | 109.7 | \u00a0 | \u2014 | \u00a0 | 131.7 | |||||
Pension and other benefit adjustments: | |||||||||||||||
Net gain (loss) arising during the period, net of tax | \u00a0 | \u2014 | \u00a0 | (5.4) | \u00a0 | 2.4 | \u00a0 | \u2014 | \u00a0 | (3.0) | |||||
Marketable securities: | |||||||||||||||
Unrealized net holding gain arising during the period, net of tax | \u00a0 | \u2014 | \u00a0 | 0.7 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 0.7 | |||||
Realized net gain reclassified into net investment income, net of tax | \u00a0 | \u2014 | \u00a0 | (0.4) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (0.4) | |||||
Equity method investee's cash flow hedge: | \u00a0 | ||||||||||||||
Realized net gain reclassified into equity in earnings of non-consolidated entities, net of tax | \u00a0 | \u2014 | \u00a0 | (0.9) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (0.9) | |||||
Other comprehensive income | \u00a0 | 128.1 | \u00a0 | 128.1 | \u00a0 | 112.1 | \u00a0 | (240.2) | \u00a0 | 128.1 | |||||
Total comprehensive income (loss) | $ | (359.1) | $ | (344.4) | $ | 157.2 | $ | 187.2 | $ | (359.1) |
Consolidating Balance Sheet
As of December\u00a031, 2019:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | Holdings | Guarantors | Non-Guarantors | Adjustments | Holdings | ||||||||||
Assets | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | |||||
Current assets: | |||||||||||||||
Cash and cash equivalents | $ | 0.3 | $ | 94.9 | $ | 169.8 | $ | \u2014 | $ | 265.0 | |||||
Restricted cash | \u2014 | \u2014 | 10.5 | \u2014 | 10.5 | ||||||||||
Receivables, net | \u00a0 | \u2014 | \u00a0 | 160.1 | \u00a0 | 104.0 | \u00a0 | (9.9) | \u00a0 | 254.2 | |||||
Other current assets | \u00a0 | \u2014 | \u00a0 | 108.5 | \u00a0 | 34.9 | \u00a0 | \u2014 | \u00a0 | 143.4 | |||||
Total current assets | \u00a0 | 0.3 | \u00a0 | 363.5 | \u00a0 | 319.2 | \u00a0 | (9.9) | \u00a0 | 673.1 | |||||
Investment in equity of subsidiaries | \u00a0 | 452.6 | \u00a0 | 1,962.8 | \u00a0 | \u2014 | \u00a0 | (2,415.4) | \u00a0 | \u2014 | |||||
Property, net | \u00a0 | \u2014 | \u00a0 | 1,969.3 | \u00a0 | 679.9 | \u00a0 | \u2014 | \u00a0 | 2,649.2 | |||||
Operating lease right-of-use assets, net | \u2014 | 3,491.8 | 1,304.2 | \u2014 | 4,796.0 | ||||||||||
Intangible assets, net | \u00a0 | \u2014 | \u00a0 | 130.6 | \u00a0 | 64.7 | \u00a0 | \u2014 | \u00a0 | 195.3 | |||||
Intercompany advances | \u00a0 | 5,488.0 | \u00a0 | (5,097.7) | \u00a0 | (390.3) | \u00a0 | \u2014 | \u00a0 | \u2014 | |||||
Goodwill | \u00a0 | (2.1) | \u00a0 | 3,074.7 | \u00a0 | 1,716.5 | \u00a0 | \u2014 | \u00a0 | 4,789.1 | |||||
Deferred tax asset, net | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 70.1 | \u00a0 | \u2014 | \u00a0 | 70.1 | |||||
Other long-term assets | \u00a0 | 47.4 | \u00a0 | 328.0 | \u00a0 | 127.6 | \u00a0 | \u2014 | \u00a0 | 503.0 | |||||
Total assets | $ | 5,986.2 | $ | 6,223.0 | $ | 3,891.9 | $ | (2,425.3) | $ | 13,675.8 | |||||
Liabilities and Stockholders\u2019 Equity | |||||||||||||||
Current liabilities: | |||||||||||||||
Accounts payable | $ | \u2014 | $ | 382.8 | $ | 170.5 | $ | (10.0) | $ | 543.3 | |||||
Accrued expenses and other liabilities | \u00a0 | 18.6 | \u00a0 | 184.0 | \u00a0 | 121.9 | \u00a0 | 0.1 | \u00a0 | 324.6 | |||||
Deferred revenues and income | \u00a0 | \u2014 | \u00a0 | 348.9 | \u00a0 | 100.3 | \u00a0 | \u2014 | \u00a0 | 449.2 | |||||
Current maturities of corporate borrowings | \u00a0 | 20.0 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 20.0 | |||||
Current maturities of finance lease liabilities | \u2014 | 5.3 | 5.0 | \u2014 | 10.3 | ||||||||||
Current maturities of operating lease liabilities | \u2014 | 449.5 | 136.3 | \u2014 | 585.8 | ||||||||||
Total current liabilities | \u00a0 | 38.6 | \u00a0 | 1,370.5 | \u00a0 | 534.0 | \u00a0 | (9.9) | \u00a0 | 1,933.2 | |||||
Corporate borrowings | \u00a0 | 4,733.4 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 4,733.4 | |||||
Finance lease liabilities | \u00a0 | \u2014 | \u00a0 | 13.9 | \u00a0 | 75.7 | \u00a0 | \u2014 | \u00a0 | 89.6 | |||||
Operating lease liabilities | \u2014 | 3,666.8 | 1,247.0 | 4,913.8 | |||||||||||
Exhibitor services agreement | \u00a0 | \u2014 | \u00a0 | 549.7 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 549.7 | |||||
Deferred tax liability, net | \u2014 | 26.8 | 19.2 | \u2014 | 46.0 | ||||||||||
Other long-term liabilities | \u00a0 | \u2014 | \u00a0 | 142.7 | \u00a0 | 53.2 | \u00a0 | \u2014 | \u00a0 | 195.9 | |||||
Total liabilities | \u00a0 | 4,772.0 | \u00a0 | 5,770.4 | \u00a0 | 1,929.1 | \u00a0 | (9.9) | \u00a0 | 12,461.6 | |||||
Stockholders\u2019 equity | \u00a0 | 1,214.2 | \u00a0 | 452.6 | \u00a0 | 1,962.8 | \u00a0 | (2,415.4) | \u00a0 | 1,214.2 | |||||
Total liabilities and stockholders\u2019 equity | $ | 5,986.2 | $ | 6,223.0 | $ | 3,891.9 | $ | (2,425.3) | $ | 13,675.8 |
Consolidating Balance Sheet
As of December\u00a031, 2018:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | Holdings | Guarantors | Non-Guarantors | Adjustments | Holdings | ||||||||||
Assets | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | |||||
Current assets: | |||||||||||||||
Cash and cash equivalents | $ | 0.3 | $ | 177.8 | $ | 135.2 | $ | \u2014 | $ | 313.3 | |||||
Restricted cash | \u2014 | \u2014 | 10.7 | \u2014 | 10.7 | ||||||||||
Receivables, net | \u00a0 | \u2014 | \u00a0 | 163.0 | \u00a0 | 100.9 | \u00a0 | (4.4) | \u00a0 | 259.5 | |||||
Other current assets | \u00a0 | \u2014 | \u00a0 | 140.7 | \u00a0 | 57.1 | \u00a0 | \u2014 | \u00a0 | 197.8 | |||||
Total current assets | \u00a0 | 0.3 | \u00a0 | 481.5 | \u00a0 | 303.9 | \u00a0 | (4.4) | \u00a0 | 781.3 | |||||
Investment in equity of subsidiaries | \u00a0 | 719.0 | \u00a0 | 1,430.1 | \u00a0 | \u2014 | \u00a0 | (2,149.1) | \u00a0 | \u2014 | |||||
Property, net | \u00a0 | \u2014 | \u00a0 | 2,152.3 | \u00a0 | 887.3 | \u00a0 | \u2014 | \u00a0 | 3,039.6 | |||||
Intangible assets, net | \u00a0 | \u2014 | \u00a0 | 225.6 | \u00a0 | 126.5 | \u00a0 | \u2014 | \u00a0 | 352.1 | |||||
Intercompany advances | \u00a0 | 5,362.3 | \u00a0 | (4,512.3) | \u00a0 | (850.0) | \u00a0 | \u2014 | \u00a0 | \u2014 | |||||
Goodwill | \u00a0 | (2.1) | \u00a0 | 3,074.7 | \u00a0 | 1,716.1 | \u00a0 | \u2014 | \u00a0 | 4,788.7 | |||||
Deferred tax asset, net | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 28.6 | \u00a0 | \u2014 | \u00a0 | 28.6 | |||||
Other long-term assets | \u00a0 | 59.8 | \u00a0 | 316.2 | \u00a0 | 129.5 | \u00a0 | \u2014 | \u00a0 | 505.5 | |||||
Total assets | $ | 6,139.3 | $ | 3,168.1 | $ | 2,341.9 | $ | (2,153.5) | $ | 9,495.8 | |||||
Liabilities and Stockholders\u2019 Equity | |||||||||||||||
Current liabilities: | |||||||||||||||
Accounts payable | $ | \u2014 | $ | 327.2 | $ | 129.9 | $ | (4.5) | $ | 452.6 | |||||
Accrued expenses and other liabilities | \u00a0 | 31.5 | \u00a0 | 197.5 | \u00a0 | 149.4 | \u00a0 | 0.1 | \u00a0 | 378.5 | |||||
Deferred revenues and income | \u00a0 | \u2014 | \u00a0 | 314.0 | \u00a0 | 100.8 | \u00a0 | \u2014 | \u00a0 | 414.8 | |||||
Current maturities of corporate borrowings | 13.8 | 1.4 | \u2014 | \u2014 | 15.2 | ||||||||||
Current maturities of capital and financing lease obligations | \u00a0 | \u2014 | \u00a0 | 38.6 | \u00a0 | 28.4 | \u00a0 | \u2014 | \u00a0 | 67.0 | |||||
Total current liabilities | \u00a0 | 45.3 | \u00a0 | 878.7 | \u00a0 | 408.5 | \u00a0 | (4.4) | \u00a0 | 1,328.1 | |||||
Corporate borrowings | \u00a0 | 4,696.0 | \u00a0 | \u2014 | \u00a0 | 11.8 | \u00a0 | \u2014 | \u00a0 | 4,707.8 | |||||
Capital and financing lease obligations | \u00a0 | \u2014 | \u00a0 | 194.3 | \u00a0 | 298.9 | \u00a0 | \u2014 | \u00a0 | 493.2 | |||||
Exhibitor services agreement | \u00a0 | \u2014 | \u00a0 | 564.0 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 564.0 | |||||
Deferred tax liability, net | \u2014 | 17.7 | 23.9 | \u2014 | 41.6 | ||||||||||
Other long-term liabilities | \u00a0 | \u2014 | \u00a0 | 794.4 | \u00a0 | 168.7 | \u00a0 | \u2014 | \u00a0 | 963.1 | |||||
Total liabilities | \u00a0 | 4,741.3 | \u00a0 | 2,449.1 | \u00a0 | 911.8 | \u00a0 | (4.4) | \u00a0 | 8,097.8 | |||||
Temporary equity | \u00a0 | 0.4 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 0.4 | |||||
Stockholders\u2019 equity | \u00a0 | 1,397.6 | \u00a0 | 719.0 | \u00a0 | 1,430.1 | \u00a0 | (2,149.1) | \u00a0 | 1,397.6 | |||||
Total liabilities and stockholders\u2019 equity | $ | 6,139.3 | $ | 3,168.1 | $ | 2,341.9 | $ | (2,153.5) | $ | 9,495.8 |
Consolidating Statement of Cash Flows
Year Ended December\u00a031, 2019:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | Holdings | Guarantors | Non-Guarantors | Adjustments | Holdings | ||||||||||
Cash flows from operating activities: | \u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | |||||
Net cash provided by operating activities | $ | 51.1 | $ | 316.6 | $ | 211.3 | $ | \u2014 | $ | 579.0 | |||||
Cash flows from investing activities: | |||||||||||||||
Capital expenditures | \u00a0 | \u2014 | \u00a0 | (369.4) | \u00a0 | (148.7) | \u00a0 | \u2014 | \u00a0 | (518.1) | |||||
Acquisition of theatre assets | \u2014 | (11.8) | \u2014 | \u2014 | (11.8) | ||||||||||
Proceeds from disposition of long-term assets | \u00a0 | \u2014 | \u00a0 | 7.9 | \u00a0 | 15.3 | \u00a0 | \u2014 | \u00a0 | 23.2 | |||||
Investments in non-consolidated entities, net | \u00a0 | \u2014 | \u00a0 | (0.1) | \u00a0 | (9.6) | \u00a0 | \u2014 | \u00a0 | (9.7) | |||||
Other, net | \u00a0 | \u2014 | \u00a0 | 0.3 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 0.3 | |||||
Net cash used in investing activities | \u00a0 | \u2014 | \u00a0 | (373.1) | \u00a0 | (143.0) | \u00a0 | \u2014 | \u00a0 | (516.1) | |||||
Cash flows from financing activities: | |||||||||||||||
Proceeds from issuance of Term Loan due 2026 | 1,990.0 | \u2014 | \u2014 | \u2014 | 1,990.0 | ||||||||||
Payment of principal Senior Secured Notes due 2023 | (230.0) | \u2014 | \u2014 | \u2014 | (230.0) | ||||||||||
Payment of principal Senior Subordinated Notes due 2022 | (375.0) | \u2014 | \u2014 | \u2014 | (375.0) | ||||||||||
Call premiums paid for Senior Secured Notes due 2023 and Senior Subordinated Notes due 2022 | (15.9) | \u2014 | \u2014 | \u2014 | (15.9) | ||||||||||
Principal payments under Term Loans due 2022 and 2023 | \u00a0 | (1,338.5) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (1,338.5) | |||||
Repayments under Revolving Credit Facility | \u2014 | \u2014 | (12.0) | \u2014 | (12.0) | ||||||||||
Scheduled principal payments under Term Loans | (21.9) | \u2014 | \u2014 | \u2014 | (21.9) | ||||||||||
Principal payments under finance lease obligations | \u2014 | (6.1) | (4.8) | \u2014 | (10.9) | ||||||||||
Principal payments under promissory note | \u2014 | (1.4) | \u2014 | \u2014 | (1.4) | ||||||||||
Cash used to pay deferred financing fees | \u00a0 | (11.9) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (11.9) | |||||
Cash used to pay dividends | \u00a0 | (84.1) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (84.1) | |||||
Taxes paid for restricted unit withholdings | (1.3) | \u2014 | \u2014 | \u2014 | (1.3) | ||||||||||
Change in intercompany advances | 16.1 | 3.1 | (19.2) | \u2014 | \u2014 | ||||||||||
Net cash used in financing activities | \u00a0 | (72.5) | \u00a0 | (4.4) | \u00a0 | (36.0) | \u00a0 | \u2014 | \u00a0 | (112.9) | |||||
Effect of exchange rate changes on cash and cash equivalents and restricted cash | \u00a0 | 21.4 | \u00a0 | (22.0) | \u00a0 | 2.1 | \u00a0 | \u2014 | \u00a0 | 1.5 | |||||
Net increase (decrease) in cash and cash equivalents and restricted cash | \u2014 | \u00a0 | (82.9) | \u00a0 | 34.4 | \u00a0 | \u2014 | \u00a0 | (48.5) | ||||||
Cash and cash equivalents and restricted cash at beginning of period | \u00a0 | 0.3 | \u00a0 | 177.8 | \u00a0 | 145.9 | \u00a0 | \u2014 | \u00a0 | 324.0 | |||||
Cash and cash equivalents and restricted cash at end of period | $ | 0.3 | $ | 94.9 | $ | 180.3 | $ | \u2014 | $ | 275.5 |
Consolidating Statement of Cash Flows
Year Ended December\u00a031, 2018:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | Holdings | Guarantors | Non-Guarantors | Adjustments | Holdings | ||||||||||
Cash flows from operating activities: | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0 | \u00a0\u00a0\u00a0\u00a0 | |||||
Net cash provided by operating activities | $ | 7.2 | $ | 369.8 | $ | 146.2 | $ | \u2014 | $ | 523.2 | |||||
Cash flows from investing activities: | |||||||||||||||
Capital expenditures | \u00a0 | \u2014 | \u00a0 | (395.5) | \u00a0 | (180.8) | \u00a0 | \u2014 | \u00a0 | (576.3) | |||||
Proceeds from sale leaseback transactions | \u2014 | 50.1 | \u2014 | \u2014 | 50.1 | ||||||||||
Proceeds from disposition of NCM | \u2014 | 162.5 | \u2014 | \u2014 | 162.5 | ||||||||||
Proceeds from Screenvision merger | \u2014 | 45.8 | \u2014 | \u2014 | 45.8 | ||||||||||
Proceeds from disposition of long-term assets | \u2014 | 8.5 | 5.7 | \u2014 | 14.2 | ||||||||||
Investments in non-consolidated entities, net | \u00a0 | \u2014 | \u00a0 | (11.4) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (11.4) | |||||
Other, net | \u00a0 | \u2014 | \u00a0 | (3.6) | \u00a0 | 1.5 | \u00a0 | \u2014 | \u00a0 | (2.1) | |||||
Net cash used in investing activities | \u00a0 | \u2014 | \u00a0 | (143.6) | \u00a0 | (173.6) | \u00a0 | \u2014 | \u00a0 | (317.2) | |||||
Cash flows from financing activities: | |||||||||||||||
Proceeds from issuance of convertible note due 2024 | 600.0 | \u2014 | \u2014 | \u2014 | 600.0 | ||||||||||
Net borrowings under revolving credit facilities | \u2014 | \u2014 | 12.1 | \u2014 | 12.1 | ||||||||||
Scheduled principal payments under Term Loans | \u00a0 | (13.8) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (13.8) | |||||
Principal payments under capital and financing lease obligations | \u2014 | (39.8) | (31.2) | \u2014 | (71.0) | ||||||||||
Principal payments under promissory note | \u2014 | (1.4) | \u2014 | \u2014 | (1.4) | ||||||||||
Cash used to pay deferred financing fees | \u00a0 | (15.5) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (15.5) | |||||
Cash used to pay dividends | \u00a0 | (258.1) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (258.1) | |||||
Taxes paid for restricted unit withholdings | (1.7) | \u2014 | \u2014 | \u2014 | (1.7) | ||||||||||
Retirement of Class B common stock | (423.6) | \u2014 | \u2014 | \u2014 | (423.6) | ||||||||||
Purchase of treasury stock | (21.8) | \u2014 | \u2014 | \u2014 | (21.8) | ||||||||||
Change in intercompany advances | 167.1 | (144.7) | (22.4) | \u2014 | \u2014 | ||||||||||
Net cash provided by (used in) financing activities | \u00a0 | 32.6 | \u00a0 | (185.9) | \u00a0 | (41.5) | \u00a0 | \u2014 | \u00a0 | (194.8) | |||||
Effect of exchange rate changes on cash and cash equivalents and restricted cash | \u00a0 | (40.6) | \u00a0 | 41.6 | \u00a0 | (6.5) | \u00a0 | \u2014 | \u00a0 | (5.5) | |||||
Net increase (decrease) in cash and cash equivalents and restricted cash | (0.8) | \u00a0 | 81.9 | \u00a0 | (75.4) | \u00a0 | \u2014 | \u00a0 | 5.7 | ||||||
Cash and cash equivalents and restricted cash at beginning of period | \u00a0 | 1.1 | \u00a0 | 95.9 | \u00a0 | 221.3 | \u00a0 | \u2014 | \u00a0 | 318.3 | |||||
Cash and cash equivalents and restricted cash at end of period | $ | 0.3 | $ | 177.8 | $ | 145.9 | $ | \u2014 | $ | 324.0 |
Consolidating Statement of Cash Flows
Year Ended December\u00a031, 2017:
Subsidiary | Subsidiary | Consolidating | Consolidated | ||||||||||||
(In\u00a0millions) | Holdings | Guarantors | Non-Guarantors | Adjustments | Holdings | ||||||||||
Cash flows from operating activities: | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | |||||
Net cash provided by (used in) operating activities | $ | (10.2) | $ | 364.3 | $ | 183.3 | $ | \u2014 | $ | 537.4 | |||||
Cash flows from investing activities: | |||||||||||||||
Capital expenditures | \u00a0 | \u2014 | \u00a0 | (543.8) | \u00a0 | (83.0) | \u00a0 | \u2014 | \u00a0 | (626.8) | |||||
Acquisition of Nordic Cinemas Group, net of cash and restricted cash acquired | \u2014 | (654.9) | 77.3 | \u2014 | (577.6) | ||||||||||
Proceeds from sale leaseback transactions | \u2014 | 136.2 | \u2014 | \u2014 | 136.2 | ||||||||||
Proceeds from disposition of NCM | \u2014 | 89.0 | \u2014 | \u2014 | 89.0 | ||||||||||
Proceeds from disposition of Open Road | \u00a0 | \u2014 | \u00a0 | 9.2 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | 9.2 | |||||
Proceeds (disbursements) from disposition of long-term assets | \u2014 | \u00a0 | 34.9 | \u00a0 | (10.8) | \u00a0 | \u2014 | \u00a0 | 24.1 | ||||||
Investments in non-consolidated entities, net | \u00a0 | \u2014 | \u00a0 | (11.1) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (11.1) | |||||
Other, net | \u00a0 | \u2014 | \u00a0 | (2.1) | \u00a0 | (0.2) | \u00a0 | \u2014 | \u00a0 | (2.3) | |||||
Net cash used in investing activities | \u00a0 | \u2014 | \u00a0 | (942.6) | \u00a0 | (16.7) | \u00a0 | \u2014 | \u00a0 | (959.3) | |||||
Cash flows from financing activities: | |||||||||||||||
Proceeds from the issuance of Senior Subordinated Sterling Notes due 2024 | 327.8 | \u2014 | \u2014 | \u2014 | 327.8 | ||||||||||
Proceeds from the issuance of Senior Subordinated Notes due 2027 | 475.0 | \u2014 | \u2014 | \u2014 | 475.0 | ||||||||||
Payment of Nordic SEK Term Loan | (144.4) | \u2014 | \u2014 | \u2014 | (144.4) | ||||||||||
Payment of Nordic EUR Term Loan | (169.5) | \u2014 | \u2014 | \u2014 | (169.5) | ||||||||||
Net proceeds from equity offering | 616.8 | \u2014 | \u2014 | \u2014 | 616.8 | ||||||||||
Principal payment of Bridge Loan due 2017 | (350.0) | \u2014 | \u2014 | \u2014 | (350.0) | ||||||||||
Scheduled principal payments under Term Loans | (12.6) | \u2014 | \u2014 | \u2014 | (12.6) | ||||||||||
Principal payments under capital and financing lease obligations | \u2014 | (41.6) | (29.1) | \u00a0 | \u2014 | (70.7) | |||||||||
Principal payments under promissory note | \u2014 | (1.4) | \u2014 | \u00a0 | \u2014 | \u00a0 | (1.4) | ||||||||
Cash used to pay deferred financing fees | (29.8) | \u2014 | (3.8) | \u2014 | (33.6) | ||||||||||
Cash used to pay dividends | \u00a0 | (104.6) | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | \u00a0 | (104.6) | |||||
Taxes paid for restricted unit withholdings | (6.5) | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | (6.5) | ||||||||
Purchase of treasury stock | (34.0) | \u2014 | \u00a0 | \u2014 | \u00a0 | \u2014 | (34.0) | ||||||||
Change in intercompany advances | (616.7) | 662.1 | (45.4) | \u2014 | \u2014 | ||||||||||
Net cash provided by (used) in financing activities | \u00a0 | (48.5) | \u00a0 | 619.1 | \u00a0 | (78.3) | \u00a0 | \u2014 | \u00a0 | 492.3 | |||||
Effect of exchange rate changes on cash and equivalents | \u00a0 | 56.8 | \u00a0 | (53.5) | \u00a0 | 14.4 | \u00a0 | \u2014 | \u00a0 | 17.7 | |||||
Net increase (decrease) in cash and equivalents | (1.9) | \u00a0 | (12.7) | \u00a0 | 102.7 | \u00a0 | \u2014 | \u00a0 | 88.1 | ||||||
Cash and equivalents at beginning of period | \u00a0 | 3.0 | \u00a0 | 108.6 | \u00a0 | 118.6 | \u00a0 | \u2014 | \u00a0 | 230.2 | |||||
Cash and equivalents at end of period | $ | 1.1 | $ | 95.9 | $ | 221.3 | $ | \u2014 | $ | 318.3 |