NOTE 1\u2014BASIS OF PRESENTATION
AMC Entertainment Holdings, Inc. (\u201cHoldings\u201d), through its direct and indirect subsidiaries, including American Multi-Cinema, Inc. (\u201cMulti-Cinema\u201d) 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. The condensed consolidated financial statements include the accounts of Holdings and all subsidiaries and should be read in conjunction with the Company\u2019s Annual Report on Form 10\u2013K for the year ended December 31, 2024. All significant intercompany balances and transactions have been eliminated in consolidation. The Company manages its business under two reportable segments for its theatrical exhibition operations, U.S. markets and International markets.
The accompanying condensed consolidated balance sheet as of December 31, 2024, which was derived from audited financial statements, and the unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and in accordance with the instructions to Form 10\u2013Q. Accordingly, they do not include all of the information and footnotes required by the accounting principles generally accepted in the United States of America for complete consolidated financial statements. In the opinion of management, these interim financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary for a fair presentation of the Company\u2019s financial position and results of operations. Due to the seasonal nature of the Company\u2019s business, results for the three months ended March 31, 2025, are not necessarily indicative of the results to be expected for the year ending December 31, 2025.
The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Liquidity. The Company believes its existing cash and cash equivalents, together with cash generated from operations, will be sufficient to fund its operations and satisfy its obligations currently and through the next twelve months. The Company\u2019s cash burn rates are not sustainable long-term. In order to achieve sustainable net positive cash flows from operating activities and long-term profitability, the Company believes that revenues will need to increase to levels at least in line with pre-COVID-19 revenues. North American box office grosses were down approximately 40% for the three months ended March 31, 2025, compared to the three months ended March 31, 2019. Until such time as the Company is able to achieve sustainable net positive cash flows from operating activities, it is difficult to estimate the Company\u2019s future cash burn rates and liquidity requirements. Depending on the Company\u2019s assumptions regarding the timing and ability to achieve increased levels of revenue, the estimates of amounts of required liquidity vary significantly.
There can be no assurance that the revenues, attendance levels, and other assumptions used to estimate the Company\u2019s liquidity requirements and future cash burn rates will be correct, and the ability to be predictive is uncertain due to limited ability to predict studio film release dates, the overall production and theatrical release levels, and success of individual titles. Further, there can be no assurances that the Company will be successful in generating the additional liquidity necessary to meet the Company\u2019s obligations beyond twelve months from the issuance of these financial statements on terms acceptable to the Company or at all.
The Company expects, from time to time, to continue to seek to retire or purchase its outstanding debt through cash purchases and/or exchanges for equity or debt, in open-market purchases, privately negotiated transactions or otherwise. Such repurchases or exchanges, if any, will be upon such terms and at such prices as it may determine, and will depend on prevailing market conditions, its liquidity requirements, contractual restrictions and other factors. The amounts involved may be material and to the extent equity is used, dilutive. See Note 6\u2014Corporate Borrowings and
Finance Lease Liabilities for a summary of debt transactions that occurred during the three months ended March 31, 2025 and March 31, 2024, respectively. Additionally, the Company has bolstered its liquidity through sales of its Class A Common Stock (\u201cCommon Stock\u201d), see Note 7\u2014Stockholders\u2019 Deficit for further information on these sales.
Cash and Cash Equivalents. As of March 31, 2025, cash and cash equivalents for the U.S. markets and International markets were $302.5 million and $76.2 million, respectively, and as of December 31, 2024, cash and cash equivalents were $513.0 million and $119.3 million, respectively.
Restricted Cash. Restricted cash includes cash held in the Company\u2019s bank accounts as a guarantee for certain landlords and cash collateralized letters of credit relating to the Company\u2019s insurance and utilities programs. The following table provides a reconciliation of cash and cash equivalents and restricted cash reported in the condensed consolidated balance sheets to the total of the amounts in the condensed consolidated statements of cash flows.
As of | ||||||
(In millions) | March\u00a031, 2025 | December\u00a031, 2024 | ||||
Cash and cash equivalents | $ | 378.7 | $ | 632.3 | ||
Restricted cash | 49.0 | 48.5 | ||||
Total cash and cash equivalents and restricted cash in the statement of cash flows | $ | 427.7 | $ | 680.8 |
As of March 31, 2025, restricted cash for the U.S. markets and International markets were $19.8 million and $29.2 million, respectively. As of December 31, 2024, restricted cash for the U.S. markets and International markets were $20.7 and $27.8 million, respectively.
Accumulated Other Comprehensive Loss. The following table presents the change in accumulated other comprehensive loss by component:
Foreign | |||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Currency | \u00a0\u00a0\u00a0\u00a0 | Pension Benefits | \u00a0\u00a0\u00a0\u00a0 | Total | |||
Balance December\u00a031, 2024 | $ | (133.3) | $ | 1.3 | $ | (132.0) | |||
Other comprehensive income | 52.7 | \u2014 | 52.7 | ||||||
Balance March\u00a031, 2025 | $ | (80.6) | $ | 1.3 | $ | (79.3) |
Accumulated Depreciation and Amortization. Accumulated depreciation related to property was $3,351.8\u00a0million and $3,288.1\u00a0million as of March 31, 2025, and December\u00a031, 2024, respectively. Accumulated amortization of intangible assets was $8.3\u00a0million and $8.2\u00a0million as of March 31, 2025, and December\u00a031, 2024, respectively.
Other Income. The following table sets forth the components of other income:
Three Months Ended | ||||||
(In millions) | March\u00a031, 2025 | March\u00a031, 2024 | ||||
Foreign currency transaction (gains) losses | $ | (13.0) | $ | 3.2 | ||
(0.2) | \u2014 | |||||
Non-operating components of net periodic benefit cost | 0.3 | 0.7 | ||||
Gain on extinguishment - Second Lien Notes due 2026 | \u2014 | (5.8) | ||||
Derivative liability fair value decrease for embedded conversion feature in the Exchangeable Notes due 2030 | (45.1) | \u2014 | ||||
Equity in earnings of non-consolidated entities | (0.8) | (3.7) | ||||
Vendor dispute settlement | \u2014 | (36.2) | ||||
Other settlement proceeds | \u2014 | (1.0) | ||||
Total other income | $ | (58.8) | $ | (42.8) |
"}]},{"name":"rpt:f-255","factDimensions":{"xbrl:concept":"us-gaap:NumberOfReportableSegments","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"amch:segment"},"factValues":[{"value":"2"}]},{"name":"rpt:f-256","factDimensions":{"xbrl:concept":"amch:LiquidityPolicyPolicyTextBlock","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"
Liquidity. The Company believes its existing cash and cash equivalents, together with cash generated from operations, will be sufficient to fund its operations and satisfy its obligations currently and through the next twelve months. The Company\u2019s cash burn rates are not sustainable long-term. In order to achieve sustainable net positive cash flows from operating activities and long-term profitability, the Company believes that revenues will need to increase to levels at least in line with pre-COVID-19 revenues. North American box office grosses were down approximately 40% for the three months ended March 31, 2025, compared to the three months ended March 31, 2019. Until such time as the Company is able to achieve sustainable net positive cash flows from operating activities, it is difficult to estimate the Company\u2019s future cash burn rates and liquidity requirements. Depending on the Company\u2019s assumptions regarding the timing and ability to achieve increased levels of revenue, the estimates of amounts of required liquidity vary significantly.
There can be no assurance that the revenues, attendance levels, and other assumptions used to estimate the Company\u2019s liquidity requirements and future cash burn rates will be correct, and the ability to be predictive is uncertain due to limited ability to predict studio film release dates, the overall production and theatrical release levels, and success of individual titles. Further, there can be no assurances that the Company will be successful in generating the additional liquidity necessary to meet the Company\u2019s obligations beyond twelve months from the issuance of these financial statements on terms acceptable to the Company or at all.
The Company expects, from time to time, to continue to seek to retire or purchase its outstanding debt through cash purchases and/or exchanges for equity or debt, in open-market purchases, privately negotiated transactions or otherwise. Such repurchases or exchanges, if any, will be upon such terms and at such prices as it may determine, and will depend on prevailing market conditions, its liquidity requirements, contractual restrictions and other factors. The amounts involved may be material and to the extent equity is used, dilutive. See Note 6\u2014Corporate Borrowings and
Finance Lease Liabilities for a summary of debt transactions that occurred during the three months ended March 31, 2025 and March 31, 2024, respectively. Additionally, the Company has bolstered its liquidity through sales of its Class A Common Stock (\u201cCommon Stock\u201d), see Note 7\u2014Stockholders\u2019 Deficit for further information on these sales.
"}]},{"name":"rpt:f-257","factDimensions":{"xbrl:concept":"amch:PercentageOfGrossesNorthAmericanBoxOffice","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"40","decimals":0}]},{"name":"rpt:f-258","factDimensions":{"xbrl:concept":"us-gaap:CashAndCashEquivalentsPolicyTextBlock","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Cash and Cash Equivalents. As of March 31, 2025, cash and cash equivalents for the U.S. markets and International markets were $302.5 million and $76.2 million, respectively, and as of December 31, 2024, cash and cash equivalents were $513.0 million and $119.3 million, respectively.
"}]},{"name":"rpt:f-259","factDimensions":{"xbrl:concept":"us-gaap:CashAndCashEquivalentsAtCarryingValue","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:StatementGeographicalAxis":"country:US"},"factValues":[{"value":"302500000","decimals":-5}]},{"name":"rpt:f-260","factDimensions":{"xbrl:concept":"us-gaap:CashAndCashEquivalentsAtCarryingValue","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:StatementGeographicalAxis":"amch:InternationalMarketsMember"},"factValues":[{"value":"76200000","decimals":-5}]},{"name":"rpt:f-261","factDimensions":{"xbrl:concept":"us-gaap:CashAndCashEquivalentsAtCarryingValue","xbrl:period":"2025-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:StatementGeographicalAxis":"country:US"},"factValues":[{"value":"513000000","decimals":-5}]},{"name":"rpt:f-262","factDimensions":{"xbrl:concept":"us-gaap:CashAndCashEquivalentsAtCarryingValue","xbrl:period":"2025-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:StatementGeographicalAxis":"amch:InternationalMarketsMember"},"factValues":[{"value":"119300000","decimals":-5}]},{"name":"rpt:f-263","factDimensions":{"xbrl:concept":"us-gaap:CashAndCashEquivalentsRestrictedCashAndCashEquivalentsPolicy","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Restricted Cash. Restricted cash includes cash held in the Company\u2019s bank accounts as a guarantee for certain landlords and cash collateralized letters of credit relating to the Company\u2019s insurance and utilities programs. The following table provides a reconciliation of cash and cash equivalents and restricted cash reported in the condensed consolidated balance sheets to the total of the amounts in the condensed consolidated statements of cash flows.
As of | ||||||
(In millions) | March\u00a031, 2025 | December\u00a031, 2024 | ||||
Cash and cash equivalents | $ | 378.7 | $ | 632.3 | ||
Restricted cash | 49.0 | 48.5 | ||||
Total cash and cash equivalents and restricted cash in the statement of cash flows | $ | 427.7 | $ | 680.8 |
As of March 31, 2025, restricted cash for the U.S. markets and International markets were $19.8 million and $29.2 million, respectively. As of December 31, 2024, restricted cash for the U.S. markets and International markets were $20.7 and $27.8 million, respectively.
"}]},{"name":"rpt:f-264","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfCashAndCashEquivalentsTableTextBlock","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"As of | ||||||
(In millions) | March\u00a031, 2025 | December\u00a031, 2024 | ||||
Cash and cash equivalents | $ | 378.7 | $ | 632.3 | ||
Restricted cash | 49.0 | 48.5 | ||||
Total cash and cash equivalents and restricted cash in the statement of cash flows | $ | 427.7 | $ | 680.8 |
Accumulated Other Comprehensive Loss. The following table presents the change in accumulated other comprehensive loss by component:
Foreign | |||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Currency | \u00a0\u00a0\u00a0\u00a0 | Pension Benefits | \u00a0\u00a0\u00a0\u00a0 | Total | |||
Balance December\u00a031, 2024 | $ | (133.3) | $ | 1.3 | $ | (132.0) | |||
Other comprehensive income | 52.7 | \u2014 | 52.7 | ||||||
Balance March\u00a031, 2025 | $ | (80.6) | $ | 1.3 | $ | (79.3) |
Foreign | |||||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Currency | \u00a0\u00a0\u00a0\u00a0 | Pension Benefits | \u00a0\u00a0\u00a0\u00a0 | Total | |||
Balance December\u00a031, 2024 | $ | (133.3) | $ | 1.3 | $ | (132.0) | |||
Other comprehensive income | 52.7 | \u2014 | 52.7 | ||||||
Balance March\u00a031, 2025 | $ | (80.6) | $ | 1.3 | $ | (79.3) |
Accumulated Depreciation and Amortization. Accumulated depreciation related to property was $3,351.8\u00a0million and $3,288.1\u00a0million as of March 31, 2025, and December\u00a031, 2024, respectively. Accumulated amortization of intangible assets was $8.3\u00a0million and $8.2\u00a0million as of March 31, 2025, and December\u00a031, 2024, respectively.
"}]},{"name":"rpt:f-286","factDimensions":{"xbrl:concept":"us-gaap:AccumulatedDepreciationDepletionAndAmortizationPropertyPlantAndEquipment","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"3351800000","decimals":-5}]},{"name":"rpt:f-287","factDimensions":{"xbrl:concept":"us-gaap:AccumulatedDepreciationDepletionAndAmortizationPropertyPlantAndEquipment","xbrl:period":"2025-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"3288100000","decimals":-5}]},{"name":"rpt:f-288","factDimensions":{"xbrl:concept":"us-gaap:FiniteLivedIntangibleAssetsAccumulatedAmortization","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"8300000","decimals":-5}]},{"name":"rpt:f-289","factDimensions":{"xbrl:concept":"us-gaap:FiniteLivedIntangibleAssetsAccumulatedAmortization","xbrl:period":"2025-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"8200000","decimals":-5}]},{"name":"rpt:f-290","factDimensions":{"xbrl:concept":"amch:OtherExpensePolicyTextBlock","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Other Income. The following table sets forth the components of other income:
Three Months Ended | ||||||
(In millions) | March\u00a031, 2025 | March\u00a031, 2024 | ||||
Foreign currency transaction (gains) losses | $ | (13.0) | $ | 3.2 | ||
(0.2) | \u2014 | |||||
Non-operating components of net periodic benefit cost | 0.3 | 0.7 | ||||
Gain on extinguishment - Second Lien Notes due 2026 | \u2014 | (5.8) | ||||
Derivative liability fair value decrease for embedded conversion feature in the Exchangeable Notes due 2030 | (45.1) | \u2014 | ||||
Equity in earnings of non-consolidated entities | (0.8) | (3.7) | ||||
Vendor dispute settlement | \u2014 | (36.2) | ||||
Other settlement proceeds | \u2014 | (1.0) | ||||
Total other income | $ | (58.8) | $ | (42.8) |
"}]},{"name":"rpt:f-291","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfOtherNonoperatingExpenseByComponentTextBlock","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"
Three Months Ended | ||||||
(In millions) | March\u00a031, 2025 | March\u00a031, 2024 | ||||
Foreign currency transaction (gains) losses | $ | (13.0) | $ | 3.2 | ||
(0.2) | \u2014 | |||||
Non-operating components of net periodic benefit cost | 0.3 | 0.7 | ||||
Gain on extinguishment - Second Lien Notes due 2026 | \u2014 | (5.8) | ||||
Derivative liability fair value decrease for embedded conversion feature in the Exchangeable Notes due 2030 | (45.1) | \u2014 | ||||
Equity in earnings of non-consolidated entities | (0.8) | (3.7) | ||||
Vendor dispute settlement | \u2014 | (36.2) | ||||
Other settlement proceeds | \u2014 | (1.0) | ||||
Total other income | $ | (58.8) | $ | (42.8) |
"}]},{"name":"rpt:f-292","factDimensions":{"xbrl:concept":"us-gaap:ForeignCurrencyTransactionGainLossRealized","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"13000000","decimals":-5}]},{"name":"rpt:f-293","factDimensions":{"xbrl:concept":"us-gaap:ForeignCurrencyTransactionGainLossRealized","xbrl:period":"2024-01-01T00:00:00/2024-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"-3200000","decimals":-5}]},{"name":"rpt:f-294","factDimensions":{"xbrl:concept":"us-gaap:GovernmentAssistanceNonoperatingIncome","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"200000","decimals":-5}]},{"name":"rpt:f-295","factDimensions":{"xbrl:concept":"amch:NetPeriodicBenefitCostCredit","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"300000","decimals":-5}]},{"name":"rpt:f-296","factDimensions":{"xbrl:concept":"amch:NetPeriodicBenefitCostCredit","xbrl:period":"2024-01-01T00:00:00/2024-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"700000","decimals":-5}]},{"name":"rpt:f-297","factDimensions":{"xbrl:concept":"us-gaap:GainsLossesOnExtinguishmentOfDebt","xbrl:period":"2024-01-01T00:00:00/2024-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","us-gaap:DebtInstrumentAxis":"amch:SecondLienNotesDue2026Member"},"factValues":[{"value":"5800000","decimals":-5}]},{"name":"rpt:f-298","factDimensions":{"xbrl:concept":"us-gaap:EmbeddedDerivativeGainLossOnEmbeddedDerivativeNet","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"45100000","decimals":-5}]},{"name":"rpt:f-299","factDimensions":{"xbrl:concept":"us-gaap:IncomeLossFromEquityMethodInvestments","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"800000","decimals":-5}]},{"name":"rpt:f-300","factDimensions":{"xbrl:concept":"us-gaap:IncomeLossFromEquityMethodInvestments","xbrl:period":"2024-01-01T00:00:00/2024-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"3700000","decimals":-5}]},{"name":"rpt:f-301","factDimensions":{"xbrl:concept":"us-gaap:LitigationSettlementAmountAwardedFromOtherParty","xbrl:period":"2024-01-01T00:00:00/2024-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"36200000","decimals":-5}]},{"name":"rpt:f-302","factDimensions":{"xbrl:concept":"amch:ProceedsFromOtherSettlement","xbrl:period":"2024-01-01T00:00:00/2024-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"1000000","decimals":-5}]},{"name":"rpt:f-303","factDimensions":{"xbrl:concept":"us-gaap:OtherNonoperatingIncomeExpense","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"58800000","decimals":-5}]},{"name":"rpt:f-304","factDimensions":{"xbrl:concept":"us-gaap:OtherNonoperatingIncomeExpense","xbrl:period":"2024-01-01T00:00:00/2024-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"42800000","decimals":-5}]},{"name":"rpt:f-305","factDimensions":{"xbrl:concept":"amch:LeaseDisclosureTextBlock","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"
NOTE 2\u2014LEASES
The following table reflects the lease costs for the periods presented:
Three Months Ended | ||||||||
March\u00a031, | March\u00a031, | |||||||
(In millions) | Consolidated Statements of Operations | 2025 | 2024 | |||||
Operating lease cost | ||||||||
Theatre properties | Rent | $ | 190.2 | $ | 197.7 | |||
Theatre properties | Operating expense | 1.2 | 0.2 | |||||
Equipment | Operating expense | 9.7 | 6.7 | |||||
Office and other | General and administrative: other | 1.3 | 1.3 | |||||
Finance lease cost | ||||||||
Amortization of finance lease assets | Depreciation and amortization | 0.7 | 0.5 | |||||
Interest expense on lease liabilities | Interest expense | 0.8 | 0.9 | |||||
Variable operating and finance lease cost | ||||||||
Theatre properties | Rent | 27.9 | 26.8 | |||||
Theatre properties | Interest expense | 0.4 | \u2014 | |||||
Equipment | Operating expense | 9.4 | 13.4 | |||||
Total lease cost | $ | 241.6 | $ | 247.5 |
Cash flow and supplemental information is presented below:
Three Months Ended | ||||||
March\u00a031, | March\u00a031, | |||||
(In millions) | 2025 | 2024 | ||||
Cash paid for amounts included in the measurement of lease liabilities: | ||||||
Operating cash flows used in finance leases | $ | (0.8) | $ | (0.9) | ||
Operating cash flows used in operating leases | (220.4) | (234.4) | ||||
Financing cash flows used in finance leases | (0.8) | (1.2) | ||||
Lease incentives: | ||||||
Operating cashflows provided by operating leases | 4.2 | 4.6 | ||||
Supplemental disclosure of noncash leasing activities: | ||||||
Right-of-use assets obtained in exchange for new operating lease liabilities (1) | 142.3 | 32.8 |
| (1) | Includes lease extensions and option exercises. |
The following table represents the weighted-average remaining lease term and discount rate as of March 31, 2025:
Weighted Average | Weighted Average | |||||
Remaining | Discount | |||||
Lease Term and Discount Rate | Lease Term (years) | Rate | ||||
Operating leases | 8.1 | 10.8% | ||||
Finance leases | 12.8 | 6.4% |
Minimum annual payments and the net present value thereof as of March 31, 2025, are as follows:
Operating Lease | Finance Lease | |||||
(In millions) | Payments | Payments | ||||
Nine months ending December 31, 2025 | $ | 699.9 | $ | 5.8 | ||
2026 | 902.8 | 7.8 | ||||
2027 | 837.5 | 7.7 | ||||
2028 | 750.4 | 7.7 | ||||
2029 | 646.5 | 7.6 | ||||
2030 | 549.7 | 6.9 | ||||
Thereafter | 1,875.0 | 32.3 | ||||
Total lease payments | 6,261.8 | 75.8 | ||||
Less imputed interest | (2,047.2) | (25.8) | ||||
Total operating and finance lease liabilities, respectively | $ | 4,214.6 | $ | 50.0 |
As of March 31, 2025, the Company had signed additional operating lease agreements for three theatres that have not yet commenced. The leases have terms ranging from 10 to 15 years and total lease payments of approximately $26.0 million. The timing of the lease commencement is dependent on the landlord providing the Company with control and access to the theatre.
"}]},{"name":"rpt:f-306","factDimensions":{"xbrl:concept":"us-gaap:LeaseCostTableTextBlock","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Three Months Ended | ||||||||
March\u00a031, | March\u00a031, | |||||||
(In millions) | Consolidated Statements of Operations | 2025 | 2024 | |||||
Operating lease cost | ||||||||
Theatre properties | Rent | $ | 190.2 | $ | 197.7 | |||
Theatre properties | Operating expense | 1.2 | 0.2 | |||||
Equipment | Operating expense | 9.7 | 6.7 | |||||
Office and other | General and administrative: other | 1.3 | 1.3 | |||||
Finance lease cost | ||||||||
Amortization of finance lease assets | Depreciation and amortization | 0.7 | 0.5 | |||||
Interest expense on lease liabilities | Interest expense | 0.8 | 0.9 | |||||
Variable operating and finance lease cost | ||||||||
Theatre properties | Rent | 27.9 | 26.8 | |||||
Theatre properties | Interest expense | 0.4 | \u2014 | |||||
Equipment | Operating expense | 9.4 | 13.4 | |||||
Total lease cost | $ | 241.6 | $ | 247.5 |
Three Months Ended | ||||||
March\u00a031, | March\u00a031, | |||||
(In millions) | 2025 | 2024 | ||||
Cash paid for amounts included in the measurement of lease liabilities: | ||||||
Operating cash flows used in finance leases | $ | (0.8) | $ | (0.9) | ||
Operating cash flows used in operating leases | (220.4) | (234.4) | ||||
Financing cash flows used in finance leases | (0.8) | (1.2) | ||||
Lease incentives: | ||||||
Operating cashflows provided by operating leases | 4.2 | 4.6 | ||||
Supplemental disclosure of noncash leasing activities: | ||||||
Right-of-use assets obtained in exchange for new operating lease liabilities (1) | 142.3 | 32.8 |
| (1) | Includes lease extensions and option exercises. |
Weighted Average | Weighted Average | |||||
Remaining | Discount | |||||
Lease Term and Discount Rate | Lease Term (years) | Rate | ||||
Operating leases | 8.1 | 10.8% | ||||
Finance leases | 12.8 | 6.4% |
Operating Lease | Finance Lease | |||||
(In millions) | Payments | Payments | ||||
Nine months ending December 31, 2025 | $ | 699.9 | $ | 5.8 | ||
2026 | 902.8 | 7.8 | ||||
2027 | 837.5 | 7.7 | ||||
2028 | 750.4 | 7.7 | ||||
2029 | 646.5 | 7.6 | ||||
2030 | 549.7 | 6.9 | ||||
Thereafter | 1,875.0 | 32.3 | ||||
Total lease payments | 6,261.8 | 75.8 | ||||
Less imputed interest | (2,047.2) | (25.8) | ||||
Total operating and finance lease liabilities, respectively | $ | 4,214.6 | $ | 50.0 |
NOTE 3\u2014REVENUE RECOGNITION
Disaggregation of Revenue. Revenue is disaggregated in the following tables by major revenue types and by timing of revenue recognition:
Three Months Ended | ||||||
(In millions) | March\u00a031, 2025 | March\u00a031, 2024 | ||||
Major revenue types | ||||||
Admissions | $ | 473.5 | $ | 530.5 | ||
Food and beverage | 283.4 | 321.2 | ||||
Other theatre: | ||||||
Screen advertising | 30.6 | 30.3 | ||||
Other | 75.0 | 69.4 | ||||
Other theatre | 105.6 | 99.7 | ||||
Total revenues | $ | 862.5 | $ | 951.4 |
Three Months Ended | ||||||
(In millions) | March\u00a031,\u00a02025 | March\u00a031,\u00a02024 | ||||
Timing of revenue recognition | ||||||
Products and services transferred at a point in time | $ | 759.3 | $ | 858.5 | ||
Products and services transferred over time (1) | 103.2 | 92.9 | ||||
Total revenues | $ | 862.5 | $ | 951.4 |
| (1) | Amounts primarily include subscription and advertising revenues. |
The following tables provide the balances of receivables, net and deferred revenues and income as of March 31, 2025, and December 31, 2024:
(In millions) | March\u00a031,\u00a02025 | December 31, 2024 | ||||
Current assets | ||||||
Receivables related to contracts with customers | $ | 33.5 | $ | 86.0 | ||
Miscellaneous receivables | 59.1 | 82.1 | ||||
Receivables, net | $ | 92.6 | $ | 168.1 |
(In millions) | March\u00a031,\u00a02025 | December 31, 2024 | ||||
Current liabilities | ||||||
Deferred revenues related to contracts with customers | $ | 405.5 | $ | 425.6 | ||
Miscellaneous deferred income | 6.5 | 6.8 | ||||
Deferred revenues and income | $ | 412.0 | $ | 432.4 |
The significant changes in contract liabilities with customers included in deferred revenues and income are as follows:
Deferred Revenues | |||
Related to Contracts | |||
(In millions) | with Customers | ||
Balance December 31, 2024 | $ | 425.6 | |
Cash received in advance (1) | 86.5 | ||
Customer loyalty rewards accumulated, net of expirations: | |||
Admission revenues (2) | 4.8 | ||
Food and beverage (2) | 8.6 | ||
Other theatre (2) | (0.3) | ||
Reclassification to revenue as the result of performance obligations satisfied: | |||
Admission revenues (3) | (78.5) | ||
Food and beverage (3) | (18.1) | ||
Other theatre (4) | (25.6) | ||
Foreign currency translation adjustment | 2.5 | ||
Balance March 31, 2025 | $ | 405.5 |
\u200b
| (1) | Includes movie tickets, food and beverage, gift cards, exchange tickets, subscription membership fees, and other loyalty membership fees. |
| (2) | Amount of rewards accumulated, net of expirations, that are attributed to loyalty programs. |
| (3) | Amount of rewards redeemed that are attributed to gift cards, exchange tickets, movie tickets, and loyalty programs. |
| (4) | Amounts relate to income from non-redeemed or partially redeemed gift cards, non-redeemed exchange tickets, subscription membership fees, and loyalty program membership fees. |
The significant changes to contract liabilities included in the exhibitor services agreement in the condensed consolidated balance sheets, are as follows:
Exhibitor Services | |||
(In millions) | Agreement (1) | ||
Balance December 31, 2024 | $ | 464.0 | |
Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied | (6.0) | ||
Balance March 31, 2025 | $ | 458.0 |
| (1) | Represents the carrying amount of the National CineMedia, LLC (\u201cNCM\u201d) common units that were previously received under the annual Common Unit Adjustment (\u201cCUA\u201d) and subsequent adjustments related to the NCM bankruptcy. On April 17, 2025, NCM entered into the Second Amended and Restated Exhibitor Services Agreement (the \u201cAmended ESA\u201d) with the Company. The term of the Amended ESA has been extended by five years through February 13, 2042, which will change how the deferred revenue is amortized in future periods. |
Gift Cards and Exchange Tickets. The total amount of non-redeemed gift cards and exchange tickets included in deferred revenues and income in the condensed consolidated balance sheet as of March 31, 2025 was $302.1\u00a0million. The deferred revenues will be recognized as revenues once the gift cards and exchange tickets are redeemed. In the case of non-redeemed gift card and exchange tickets, the deferred revenues will be recognized in other theatre revenues in proportion to the pattern of actual redemptions, which is estimated to occur over the next 24 months. In the International markets, certain gift card and exchange tickets are subject to expiration dates, which may trigger further adjustments to non-redemption revenue in other theatre revenues.
Loyalty Programs. As of March 31, 2025, the amount of deferred revenues allocated to the loyalty programs included in deferred revenues and income in the condensed consolidated balance sheet was $81.0\u00a0million. The earned points will be recognized as revenue as the points are redeemed, which is estimated to occur over the next 24 months. Subscription membership fees and loyalty membership fees are recognized ratably over their respective membership periods.
The Company applies the practical expedient in ASC\u00a0606-10-50-14 and does not disclose information about remaining performance obligations that have original expected durations of one year or less.
"}]},{"name":"rpt:f-368","factDimensions":{"xbrl:concept":"us-gaap:DisaggregationOfRevenueTableTextBlock","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Three Months Ended | ||||||
(In millions) | March\u00a031, 2025 | March\u00a031, 2024 | ||||
Major revenue types | ||||||
Admissions | $ | 473.5 | $ | 530.5 | ||
Food and beverage | 283.4 | 321.2 | ||||
Other theatre: | ||||||
Screen advertising | 30.6 | 30.3 | ||||
Other | 75.0 | 69.4 | ||||
Other theatre | 105.6 | 99.7 | ||||
Total revenues | $ | 862.5 | $ | 951.4 |
Three Months Ended | ||||||
(In millions) | March\u00a031,\u00a02025 | March\u00a031,\u00a02024 | ||||
Timing of revenue recognition | ||||||
Products and services transferred at a point in time | $ | 759.3 | $ | 858.5 | ||
Products and services transferred over time (1) | 103.2 | 92.9 | ||||
Total revenues | $ | 862.5 | $ | 951.4 |
| (1) | Amounts primarily include subscription and advertising revenues. |
(In millions) | March\u00a031,\u00a02025 | December 31, 2024 | ||||
Current assets | ||||||
Receivables related to contracts with customers | $ | 33.5 | $ | 86.0 | ||
Miscellaneous receivables | 59.1 | 82.1 | ||||
Receivables, net | $ | 92.6 | $ | 168.1 |
(In millions) | March\u00a031,\u00a02025 | December 31, 2024 | ||||
Current liabilities | ||||||
Deferred revenues related to contracts with customers | $ | 405.5 | $ | 425.6 | ||
Miscellaneous deferred income | 6.5 | 6.8 | ||||
Deferred revenues and income | $ | 412.0 | $ | 432.4 |
Deferred Revenues | |||
Related to Contracts | |||
(In millions) | with Customers | ||
Balance December 31, 2024 | $ | 425.6 | |
Cash received in advance (1) | 86.5 | ||
Customer loyalty rewards accumulated, net of expirations: | |||
Admission revenues (2) | 4.8 | ||
Food and beverage (2) | 8.6 | ||
Other theatre (2) | (0.3) | ||
Reclassification to revenue as the result of performance obligations satisfied: | |||
Admission revenues (3) | (78.5) | ||
Food and beverage (3) | (18.1) | ||
Other theatre (4) | (25.6) | ||
Foreign currency translation adjustment | 2.5 | ||
Balance March 31, 2025 | $ | 405.5 |
\u200b
| (1) | Includes movie tickets, food and beverage, gift cards, exchange tickets, subscription membership fees, and other loyalty membership fees. |
| (2) | Amount of rewards accumulated, net of expirations, that are attributed to loyalty programs. |
| (3) | Amount of rewards redeemed that are attributed to gift cards, exchange tickets, movie tickets, and loyalty programs. |
| (4) | Amounts relate to income from non-redeemed or partially redeemed gift cards, non-redeemed exchange tickets, subscription membership fees, and loyalty program membership fees. |
Exhibitor Services | |||
(In millions) | Agreement (1) | ||
Balance December 31, 2024 | $ | 464.0 | |
Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied | (6.0) | ||
Balance March 31, 2025 | $ | 458.0 |
| (1) | Represents the carrying amount of the National CineMedia, LLC (\u201cNCM\u201d) common units that were previously received under the annual Common Unit Adjustment (\u201cCUA\u201d) and subsequent adjustments related to the NCM bankruptcy. On April 17, 2025, NCM entered into the Second Amended and Restated Exhibitor Services Agreement (the \u201cAmended ESA\u201d) with the Company. The term of the Amended ESA has been extended by five years through February 13, 2042, which will change how the deferred revenue is amortized in future periods. |
NOTE 4\u2014GOODWILL
The following table summarizes the changes in goodwill by reporting unit for the three months ended March 31, 2025:
U.S. | International | Consolidated Goodwill | |||||||||||||||||||||||||
(In\u00a0millions) | Gross Carrying Amount | Accumulated Impairment Losses | Net Carrying Amount | Gross Carrying Amount | Accumulated Impairment Losses | Net Carrying Amount | Gross Carrying Amount | Accumulated Impairment Losses | Net Carrying Amount | ||||||||||||||||||
Balance December 31, 2024 | $ | 3,072.6 | $ | (1,276.1) | $ | 1,796.5 | $ | 1,517.0 | $ | (1,012.4) | $ | 504.6 | $ | 4,589.6 | $ | (2,288.5) | $ | 2,301.1 | |||||||||
Currency translation adjustment | \u2014 | \u2014 | \u2014 | 93.9 | (32.8) | 61.1 | 93.9 | (32.8) | 61.1 | ||||||||||||||||||
Balance March 31, 2025 | $ | 3,072.6 | $ | (1,276.1) | $ | 1,796.5 | $ | 1,610.9 | $ | (1,045.2) | $ | 565.7 | $ | 4,683.5 | $ | (2,321.3) | $ | 2,362.2 |
"}]},{"name":"rpt:f-421","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfGoodwillTextBlock","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"
U.S. | International | Consolidated Goodwill | |||||||||||||||||||||||||
(In\u00a0millions) | Gross Carrying Amount | Accumulated Impairment Losses | Net Carrying Amount | Gross Carrying Amount | Accumulated Impairment Losses | Net Carrying Amount | Gross Carrying Amount | Accumulated Impairment Losses | Net Carrying Amount | ||||||||||||||||||
Balance December 31, 2024 | $ | 3,072.6 | $ | (1,276.1) | $ | 1,796.5 | $ | 1,517.0 | $ | (1,012.4) | $ | 504.6 | $ | 4,589.6 | $ | (2,288.5) | $ | 2,301.1 | |||||||||
Currency translation adjustment | \u2014 | \u2014 | \u2014 | 93.9 | (32.8) | 61.1 | 93.9 | (32.8) | 61.1 | ||||||||||||||||||
Balance March 31, 2025 | $ | 3,072.6 | $ | (1,276.1) | $ | 1,796.5 | $ | 1,610.9 | $ | (1,045.2) | $ | 565.7 | $ | 4,683.5 | $ | (2,321.3) | $ | 2,362.2 |
"}]},{"name":"rpt:f-422","factDimensions":{"xbrl:concept":"us-gaap:GoodwillGross","xbrl:period":"2025-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:StatementGeographicalAxis":"country:US"},"factValues":[{"value":"3072600000","decimals":-5}]},{"name":"rpt:f-423","factDimensions":{"xbrl:concept":"us-gaap:GoodwillImpairedAccumulatedImpairmentLoss","xbrl:period":"2025-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:StatementGeographicalAxis":"country:US"},"factValues":[{"value":"1276100000","decimals":-5}]},{"name":"rpt:f-424","factDimensions":{"xbrl:concept":"us-gaap:Goodwill","xbrl:period":"2025-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:StatementGeographicalAxis":"country:US"},"factValues":[{"value":"1796500000","decimals":-5}]},{"name":"rpt:f-425","factDimensions":{"xbrl:concept":"us-gaap:GoodwillGross","xbrl:period":"2025-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:StatementGeographicalAxis":"us-gaap:NonUsMember"},"factValues":[{"value":"1517000000","decimals":-5}]},{"name":"rpt:f-426","factDimensions":{"xbrl:concept":"us-gaap:GoodwillImpairedAccumulatedImpairmentLoss","xbrl:period":"2025-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:StatementGeographicalAxis":"us-gaap:NonUsMember"},"factValues":[{"value":"1012400000","decimals":-5}]},{"name":"rpt:f-427","factDimensions":{"xbrl:concept":"us-gaap:Goodwill","xbrl:period":"2025-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:StatementGeographicalAxis":"us-gaap:NonUsMember"},"factValues":[{"value":"504600000","decimals":-5}]},{"name":"rpt:f-428","factDimensions":{"xbrl:concept":"us-gaap:GoodwillGross","xbrl:period":"2025-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"4589600000","decimals":-5}]},{"name":"rpt:f-429","factDimensions":{"xbrl:concept":"us-gaap:GoodwillImpairedAccumulatedImpairmentLoss","xbrl:period":"2025-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"2288500000","decimals":-5}]},{"name":"rpt:f-430","factDimensions":{"xbrl:concept":"us-gaap:Goodwill","xbrl:period":"2025-01-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"2301100000","decimals":-5}]},{"name":"rpt:f-431","factDimensions":{"xbrl:concept":"amch:GoodwillImpairedForeignCurrencyTranslationGainLossGross","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:StatementGeographicalAxis":"us-gaap:NonUsMember"},"factValues":[{"value":"93900000","decimals":-5}]},{"name":"rpt:f-432","factDimensions":{"xbrl:concept":"amch:GoodwillImpairedAccumulatedImpairmentLossForeignCurrencyTranslationGainLoss","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:StatementGeographicalAxis":"us-gaap:NonUsMember"},"factValues":[{"value":"-32800000","decimals":-5}]},{"name":"rpt:f-433","factDimensions":{"xbrl:concept":"us-gaap:GoodwillForeignCurrencyTranslationGainLoss","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:StatementGeographicalAxis":"us-gaap:NonUsMember"},"factValues":[{"value":"61100000","decimals":-5}]},{"name":"rpt:f-434","factDimensions":{"xbrl:concept":"amch:GoodwillImpairedForeignCurrencyTranslationGainLossGross","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"93900000","decimals":-5}]},{"name":"rpt:f-435","factDimensions":{"xbrl:concept":"amch:GoodwillImpairedAccumulatedImpairmentLossForeignCurrencyTranslationGainLoss","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"-32800000","decimals":-5}]},{"name":"rpt:f-436","factDimensions":{"xbrl:concept":"us-gaap:GoodwillForeignCurrencyTranslationGainLoss","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD"},"factValues":[{"value":"61100000","decimals":-5}]},{"name":"rpt:f-437","factDimensions":{"xbrl:concept":"us-gaap:GoodwillGross","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:StatementGeographicalAxis":"country:US"},"factValues":[{"value":"3072600000","decimals":-5}]},{"name":"rpt:f-438","factDimensions":{"xbrl:concept":"us-gaap:GoodwillImpairedAccumulatedImpairmentLoss","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:StatementGeographicalAxis":"country:US"},"factValues":[{"value":"1276100000","decimals":-5}]},{"name":"rpt:f-439","factDimensions":{"xbrl:concept":"us-gaap:Goodwill","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"iso4217:USD","srt:Statemen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NOTE 5\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 50.0% voting control, and are recorded in the condensed consolidated balance sheets in other long-term assets. Investments in non-consolidated affiliates as of March 31, 2025 include interests in Digital Cinema Distribution Coalition, LLC (\u201cDCDC\u201d) of 14.6%, AC JV, LLC (\u201cAC JV\u201d), owner of Fathom Events, of 32.0%, SV Holdco LLC, owner of Screenvision, of 18.4%, Digital Cinema Media Limited (\u201cDCM\u201d) of 50.0%, Handelsbolaget Svenska Bio Lidingo of 50.0%, Bergen Kino AS of 49.0%, Odeon Kino Stavanger/Sandnes AS of 49.0%, CAPA Kinoreklame AS (\u201cCapa\u201d) of 50.0% and Vasteras Biografer, Aktiebolaget Svensk Filmindustri & Co (\u201cVasteras\u201d) of 50.0%. Through its various investments the Company has interests in four U.S. theatres and 61 theatres in Europe. Indebtedness held by equity method investees is non-recourse to the Company.
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) | March\u00a031, 2025 | \u00a0\u00a0\u00a0\u00a0 | December 31, 2024 | |||
Due from DCM for on-screen advertising revenue | $ | 1.4 | $ | 3.9 | ||
Loan receivable from DCM | 0.7 | 0.6 | ||||
Due to AC JV for Fathom Events programming | (2.4) | (1.5) | ||||
Loan receivable from Vasteras | 0.9 | 0.8 | ||||
Due from Capa for on-screen advertising revenue | 0.1 | 1.4 | ||||
Due to Vasteras | (0.6) | (0.6) | ||||
Due to U.S. theatre partnerships | (0.6) | (0.7) |
Three Months Ended | ||||||||
(In\u00a0millions) | Consolidated Statements of Operations | March\u00a031, 2025 | March\u00a031, 2024 | |||||
DCM screen advertising revenues | Other revenues | $ | 4.0 | $ | 3.3 | |||
DCDC content delivery services | Operating expense | 0.3 | 0.3 | |||||
Film rent \u2014 AC JV | Film exhibition costs | 3.5 | 7.2 | |||||
Screenvision screen advertising revenues | Other revenues | 1.1 | 1.3 |
Investment in Hycroft
The Company holds approximately 2.4 million common shares of Hycroft Mining Holding Corporation (NASDAQ: HYMC) (\u201cHycroft\u201d) and approximately 2.3 million warrants to purchase common shares. Each warrant is exercisable for one common share of Hycroft at a price of $10.68 per share over a term through March 2027.
The Company accounts for the common shares of Hycroft under the equity method and has elected the fair value option in accordance with ASC 825-10. The Company accounts for the warrants as derivatives in accordance with ASC 815. Accordingly, the fair value of the investments in Hycroft are remeasured at each subsequent reporting period and unrealized gains and losses are reported in investment expense (income).
The Company recorded unrealized losses (gains) related to its investments in Hycroft in investment income of $(2.8) million and $1.0 million, during the three months ended March 31, 2025 and March 31, 2024, respectively. See Note 9\u2014Fair Value Measurements for further information.
"}]},{"name":"rpt:f-447","factDimensions":{"xbrl:concept":"us-gaap:EquityMethodInvestmentOwnershipPercentage","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","srt:RangeAxis":"srt:MaximumMember","srt:ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis":"amch:NonConsolidatedInvesteeMember"},"factValues":[{"value":"0.50","decimals":3}]},{"name":"rpt:f-448","factDimensions":{"xbrl:concept":"us-gaap:EquityMethodInvestmentOwnershipPercentage","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","srt:ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis":"amch:DigitalCinemaDistributionCoalitionLLCMember"},"factValues":[{"value":"0.146","decimals":3}]},{"name":"rpt:f-449","factDimensions":{"xbrl:concept":"us-gaap:EquityMethodInvestmentOwnershipPercentage","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","srt:ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis":"amch:ACJVLLCMember"},"factValues":[{"value":"0.32","decimals":3}]},{"name":"rpt:f-450","factDimensions":{"xbrl:concept":"us-gaap:EquityMethodInvestmentOwnershipPercentage","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","srt:ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis":"amch:SvHoldcoMember"},"factValues":[{"value":"0.184","decimals":3}]},{"name":"rpt:f-451","factDimensions":{"xbrl:concept":"us-gaap:EquityMethodInvestmentOwnershipPercentage","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","srt:ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis":"amch:DigitalCinemediaMember"},"factValues":[{"value":"0.50","decimals":3}]},{"name":"rpt:f-452","factDimensions":{"xbrl:concept":"us-gaap:EquityMethodInvestmentOwnershipPercentage","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","srt:ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis":"amch:HandelsbolagetSvenskaBioLidingoMember"},"factValues":[{"value":"0.50","decimals":3}]},{"name":"rpt:f-453","factDimensions":{"xbrl:concept":"us-gaap:EquityMethodInvestmentOwnershipPercentage","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","srt:ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis":"amch:BergenKinoAsMember"},"factValues":[{"value":"0.49","decimals":3}]},{"name":"rpt:f-454","factDimensions":{"xbrl:concept":"us-gaap:EquityMethodInvestmentOwnershipPercentage","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","srt:ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis":"amch:OdeonKinoStavangerSandnesAsMember"},"factValues":[{"value":"0.49","decimals":3}]},{"name":"rpt:f-455","factDimensions":{"xbrl:concept":"us-gaap:EquityMethodInvestmentOwnershipPercentage","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","srt:ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis":"amch:CapaKinoreklameAsMember"},"factValues":[{"value":"0.50","decimals":3}]},{"name":"rpt:f-456","factDimensions":{"xbrl:concept":"us-gaap:EquityMethodInvestmentOwnershipPercentage","xbrl:period":"2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","srt:ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis":"amch:VasterasBiograferMember"},"factValues":[{"value":"0.50","decimals":3}]},{"name":"rpt:f-457","factDimensions":{"xbrl:concept":"amch:NumberOfTheatres","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"amch:item","srt:ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis":"amch:UsMotionPictureTheatresMember"},"factValues":[{"value":"4"}]},{"name":"rpt:f-458","factDimensions":{"xbrl:concept":"amch:NumberOfTheatres","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579","xbrl:unit":"amch:item","srt:ScheduleOfEquityMethodInvestmentEquityMethodInvesteeNameAxis":"amch:TheatresMember","srt:StatementGeographicalAxis":"srt:EuropeMember"},"factValues":[{"value":"61"}]},{"name":"rpt:f-459","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfRelatedPartyTransactionsTableTextBlock","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"As of | \u00a0\u00a0\u00a0\u00a0 | As of | ||||
(In millions) | March\u00a031, 2025 | \u00a0\u00a0\u00a0\u00a0 | December 31, 2024 | |||
Due from DCM for on-screen advertising revenue | $ | 1.4 | $ | 3.9 | ||
Loan receivable from DCM | 0.7 | 0.6 | ||||
Due to AC JV for Fathom Events programming | (2.4) | (1.5) | ||||
Loan receivable from Vasteras | 0.9 | 0.8 | ||||
Due from Capa for on-screen advertising revenue | 0.1 | 1.4 | ||||
Due to Vasteras | (0.6) | (0.6) | ||||
Due to U.S. theatre partnerships | (0.6) | (0.7) |
Three Months Ended | ||||||||
(In\u00a0millions) | Consolidated Statements of Operations | March\u00a031, 2025 | March\u00a031, 2024 | |||||
DCM screen advertising revenues | Other revenues | $ | 4.0 | $ | 3.3 | |||
DCDC content delivery services | Operating expense | 0.3 | 0.3 | |||||
Film rent \u2014 AC JV | Film exhibition costs | 3.5 | 7.2 | |||||
Screenvision screen advertising revenues | Other revenues | 1.1 | 1.3 |
NOTE 6\u2014CORPORATE BORROWINGS AND FINANCE LEASE LIABILITIES
A summary of the carrying value of corporate borrowings and finance lease liabilities is as follows:
(In millions) | \u00a0\u00a0\u00a0\u00a0 | March\u00a031, 2025 | \u00a0\u00a0\u00a0\u00a0 | December 31, 2024 | ||
Secured Debt: | ||||||
Credit Agreement-Term Loans due 2029 (11.322% as of March 31, 2025 and 11.356% as of December 31, 2024) | $ | 2,009.2 | $ | 2,014.2 | ||
12.75% Odeon Senior Secured Notes due 2027 | 400.0 | 400.0 | ||||
7.5% First Lien Notes due 2029 | 950.0 | 950.0 | ||||
6.00%/8.00% Cash/PIK Toggle Senior Secured Exchangeable Notes due 2030 | 427.6 | 427.6 | ||||
Subordinated Debt: | ||||||
10%/12% Cash/PIK Toggle Second Lien Subordinated Notes due 2026 | 131.2 | 131.2 | ||||
5.75% Senior Subordinated Notes due 2025 | 42.8 | 44.1 | ||||
5.875% Senior Subordinated Notes due 2026 | 41.9 | 41.9 | ||||
6.125% Senior Subordinated Notes due 2027 | 125.5 | 125.5 | ||||
Total principal amount of corporate borrowings | $ | 4,128.2 | $ | 4,134.5 | ||
Finance lease liabilities | \u00a0 | 50.0 | \u00a0 | 49.3 | ||
Paid-in-kind interest for 6.00%/8.00% Cash/PIK Toggle Senior Secured Exchangeable Notes due 2030 | 10.1 | 1.5 | ||||
Deferred financing costs | (45.4) | (47.2) | ||||
Net discount (1) | (167.2) | (171.3) | ||||
Derivative liability - Conversion Option | 112.5 | 157.6 | ||||
Total carrying value of corporate borrowings and finance lease liabilities | $ | 4,088.2 | $ | 4,124.4 | ||
Less: | ||||||
Current maturities of corporate borrowings | (62.8) | \u00a0 | (64.2) | |||
Current maturities of finance lease liabilities | (4.6) | (4.4) | ||||
Total noncurrent carrying value of corporate borrowings and finance lease liabilities | $ | 4,020.8 | $ | 4,055.8 |
| (1) | The following table provides details of the net discount of corporate borrowings: |
March\u00a031, | December\u00a031, | |||||
(In millions) | 2025 | 2024 | ||||
10%/12% Cash/PIK Toggle Second Lien Subordinated Notes due 2026 | $ | 9.1 | $ | 10.9 | ||
12.75% Odeon Senior Secured Notes due 2027 | (19.5) | (20.9) | ||||
Credit Agreement-Term Loans due 2029 | (40.7) | (43.4) | ||||
6.00%/8.00% Cash/PIK/Toggle Senior Secured Exchangeable Notes due 2030 | (116.1) | (117.9) | ||||
Net discount | $ | (167.2) | $ | (171.3) |
The following table provides the principal payments required and maturities of corporate borrowing as of March 31, 2025:
Principal | |||
Amount of | |||
Corporate | |||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Borrowings | |
Nine months ended December 31, 2025 | $ | 57.8 | |
2026 | 193.0 | ||
2027 | \u00a0 | 545.1 | |
2028 | \u00a0 | 19.5 | |
2029 | \u00a0 | 2,885.2 | |
2030 | \u00a0 | 427.6 | |
Total | $ | 4,128.2 |
Debt Repurchases and Exchanges
During the three months ended March 31, 2025, the Company executed a cash for debt transaction.
Aggregate Principal | Reacquisition | (Gain)/Loss on | Accrued Interest | |||||||||
(In millions) | Repurchased/Exchanged | Cost | Extinguishment | Paid/Exchanged | ||||||||
5.75% Senior Subordinated Notes due 2025 | $ | 1.3 | $ | 1.3 | $ | \u2014 | $ | \u2014 |
The total carrying value of the debt extinguished in the above transactions during the three months ended March 31, 2025 was $1.3 million.
During the three months ended March 31, 2024, the Company executed a debt for equity exchange transaction. This transaction was treated as an early extinguishment of debt. In accordance with ASC 470-50-40-3, the reacquisition price of the extinguished debt was determined to be the fair value of the Common Stock exchanged. The below table summarizes the debt for equity exchange.
Shares of | |||||||||||||||
Aggregate Principal | Common Stock | Reacquisition | Gain on | Accrued Interest | |||||||||||
(In millions, except for share data) | Repurchased | Exchanged | Cost | Extinguishment | Paid | ||||||||||
Second Lien Notes due 2026 | $ | 17.5 | 2,541,250 | $ | 14.1 | $ | 5.8 | $ | 0.1 |
The total carrying value of the debt extinguished in the above transactions during the three months ended March 31, 2024 was $19.9 million.
Exchangeable Notes
Carrying value (in millions) as of March 31, 2025:
Carrying Value | Carrying Value | ||||||||
as of | (Increase) Decrease to | as of | |||||||
(In millions) | December 31, 2024 | Net Earnings (Loss) | March\u00a031, 2025 | ||||||
Principal balance | $ | 427.6 | $ | \u2014 | $ | 427.6 | |||
Discount | (117.9) | 1.8 | (116.1) | ||||||
Debt issuance costs | (23.3) | 0.4 | (22.9) | ||||||
Accrued paid-in-kind interest | 1.5 | 8.6 | 10.1 | ||||||
Derivative liability | 157.6 | (45.1) | 112.5 | ||||||
Carrying value | $ | 445.5 | $ | (34.3) | $ | 411.2 |
The Exchangeable Notes have an effective interest rate of 15.12%.
At any time prior to the close of business on the second Trading Day (as defined in the Exchangeable Notes Indenture (the \u201cExchangeable Notes Indenture\u201d)) immediately preceding the final maturity date of the Exchangeable Notes (as defined herein), each holder of the Exchangeable Notes shall have the right, at its option, to surrender for exchange all or a portion of its Exchangeable Notes at the Exchange Rate (as defined in the Exchangeable Notes Indenture) for Common Stock. The Exchange Rate is initially set at 176.6379 shares of the Common Stock per $1,000 principal amount of Exchangeable Notes exchanged, which reflects a price of $5.66 per share Common Stock (\u201cExchange Price\u201d), which price is equal to 113% of the closing price per share of the Common Stock on July 19, 2024. The Exchange Rate is subject to customary adjustments and anti-dilution protections (as provided in the Exchangeable Notes Indenture).
At any time prior to the close of business on the second Trading Day immediately preceding the final maturity date of the Exchangeable Notes, Muvico will also have the right, at its election, to redeem all (but not less than all) of the outstanding Exchangeable Notes at a price equal to the aggregate principal amount of the Exchangeable Notes, plus accrued and unpaid interest thereon to, but excluding, the date of such redemption if the Daily VWAP (as defined in the Exchangeable Notes Indenture) per share of Common Stock exceeds 140% of the Exchange Price for fifteen consecutive Trading Days ending on (and including) the Trading Day immediately before the date on which Muvico sends a notice to holders calling such Exchangeable Notes for redemption (a\u00a0\u201cSoft Call Notice\u201d). Any such Soft Call Notice will provide that the applicable redemption of the Exchangeable Notes will occur on a business day of Muvico\u2019s choosing, not more than and not less than business days after the date of the Soft Call Notice. Notwithstanding the foregoing, holders of Exchangeable Notes will be entitled within business days of such Soft Call Notice to submit their Exchangeable Notes for exchange under the terms of the Exchangeable Notes Indenture.
In the event that holders of Exchangeable Notes voluntarily elect to exchange their Exchangeable Notes, such holders will also be entitled to a make-whole premium (the \u201cExchange Adjustment Consideration\u201d) equal to (i) prior to the third anniversary of the Issue Date, 18.0% of the aggregate principal amount of the Exchangeable Notes being exchanged\u037e (ii)\u00a0on or after the third anniversary and prior to the fourth anniversary of the Issue Date, 12.0% of the aggregate principal amount of the Exchangeable Notes being exchanged; and (iii) on or after the fourth anniversary of the Issue Date and prior to the fifth anniversary, 6.0% of the aggregate principal amount of the Exchangeable Notes being exchanged. Muvico, at its option, will be entitled to pay the Exchange Adjustment Consideration in the form of shares of Common Stock (using a modified exchange price equal to 140% of the Exchange Price), subject to restrictions under the New Credit Agreement, cash in twelve equal installments over the twelve-month period following the applicable exchange or a combination thereof.
The Company analyzed the conversion option and Exchange Adjustment Consideration as one single conversion option (the \u201cConversion Option\u201d). The Company bifurcated the Conversion Option from the principal balance of the Exchangeable Notes as a derivative liability. The Company bifurcated the Conversion Option as: (i) the economic characteristics of a conversion option embedded in a debt instrument are not clearly and closely related to the economic characteristics and risks of a debt host contract, as stated in ASC 815-15-25-51; (ii) the host debt instrument is not remeasured at fair value but rather, the Exchangeable Notes are measured at amortized cost; and (iii) the Conversion Option does not qualify for derivative scope exception under ASC 815-10-15-74(a). The Conversion Option also includes a make-whole adjustment, the Exchange Adjustment Consideration. The Exchange Adjustment Consideration (i.e., make-
whole payment) does not meet the criteria for indexation under ASC 815-40-15-7C because the design of the feature does not meet the time-value scope exception and as a result is accounted for as a derivative. 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 9\u2013Fair Value Measurements for a discussion of the valuation methodologies. The principal balance exceeded the if-converted value of the Exchangeable Notes (including the Exchange Adjustment Consideration paid in shares) by approximately $183.0 million as of March 31, 2025 based on the closing price per share of the Company\u2019s Common Stock of $2.87 per share.
"}]},{"name":"rpt:f-489","factDimensions":{"xbrl:concept":"us-gaap:ScheduleOfDebtInstrumentsTextBlock","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"(In millions) | \u00a0\u00a0\u00a0\u00a0 | March\u00a031, 2025 | \u00a0\u00a0\u00a0\u00a0 | December 31, 2024 | ||
Secured Debt: | ||||||
Credit Agreement-Term Loans due 2029 (11.322% as of March 31, 2025 and 11.356% as of December 31, 2024) | $ | 2,009.2 | $ | 2,014.2 | ||
12.75% Odeon Senior Secured Notes due 2027 | 400.0 | 400.0 | ||||
7.5% First Lien Notes due 2029 | 950.0 | 950.0 | ||||
6.00%/8.00% Cash/PIK Toggle Senior Secured Exchangeable Notes due 2030 | 427.6 | 427.6 | ||||
Subordinated Debt: | ||||||
10%/12% Cash/PIK Toggle Second Lien Subordinated Notes due 2026 | 131.2 | 131.2 | ||||
5.75% Senior Subordinated Notes due 2025 | 42.8 | 44.1 | ||||
5.875% Senior Subordinated Notes due 2026 | 41.9 | 41.9 | ||||
6.125% Senior Subordinated Notes due 2027 | 125.5 | 125.5 | ||||
Total principal amount of corporate borrowings | $ | 4,128.2 | $ | 4,134.5 | ||
Finance lease liabilities | \u00a0 | 50.0 | \u00a0 | 49.3 | ||
Paid-in-kind interest for 6.00%/8.00% Cash/PIK Toggle Senior Secured Exchangeable Notes due 2030 | 10.1 | 1.5 | ||||
Deferred financing costs | (45.4) | (47.2) | ||||
Net discount (1) | (167.2) | (171.3) | ||||
Derivative liability - Conversion Option | 112.5 | 157.6 | ||||
Total carrying value of corporate borrowings and finance lease liabilities | $ | 4,088.2 | $ | 4,124.4 | ||
Less: | ||||||
Current maturities of corporate borrowings | (62.8) | \u00a0 | (64.2) | |||
Current maturities of finance lease liabilities | (4.6) | (4.4) | ||||
Total noncurrent carrying value of corporate borrowings and finance lease liabilities | $ | 4,020.8 | $ | 4,055.8 |
| (1) | The following table provides details of the net discount of corporate borrowings: |
March\u00a031, | December\u00a031, | |||||
(In millions) | 2025 | 2024 | ||||
10%/12% Cash/PIK Toggle Second Lien Subordinated Notes due 2026 | $ | 9.1 | $ | 10.9 | ||
12.75% Odeon Senior Secured Notes due 2027 | (19.5) | (20.9) | ||||
Credit Agreement-Term Loans due 2029 | (40.7) | (43.4) | ||||
6.00%/8.00% Cash/PIK/Toggle Senior Secured Exchangeable Notes due 2030 | (116.1) | (117.9) | ||||
Net discount | $ | (167.2) | $ | (171.3) |
Principal | |||
Amount of | |||
Corporate | |||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | Borrowings | |
Nine months ended December 31, 2025 | $ | 57.8 | |
2026 | 193.0 | ||
2027 | \u00a0 | 545.1 | |
2028 | \u00a0 | 19.5 | |
2029 | \u00a0 | 2,885.2 | |
2030 | \u00a0 | 427.6 | |
Total | $ | 4,128.2 |
Aggregate Principal | Reacquisition | (Gain)/Loss on | Accrued Interest | |||||||||
(In millions) | Repurchased/Exchanged | Cost | Extinguishment | Paid/Exchanged | ||||||||
5.75% Senior Subordinated Notes due 2025 | $ | 1.3 | $ | 1.3 | $ | \u2014 | $ | \u2014 |
Shares of | |||||||||||||||
Aggregate Principal | Common Stock | Reacquisition | Gain on | Accrued Interest | |||||||||||
(In millions, except for share data) | Repurchased | Exchanged | Cost | Extinguishment | Paid | ||||||||||
Second Lien Notes due 2026 | $ | 17.5 | 2,541,250 | $ | 14.1 | $ | 5.8 | $ | 0.1 |
Carrying value (in millions) as of March 31, 2025:
Carrying Value | Carrying Value | ||||||||
as of | (Increase) Decrease to | as of | |||||||
(In millions) | December 31, 2024 | Net Earnings (Loss) | March\u00a031, 2025 | ||||||
Principal balance | $ | 427.6 | $ | \u2014 | $ | 427.6 | |||
Discount | (117.9) | 1.8 | (116.1) | ||||||
Debt issuance costs | (23.3) | 0.4 | (22.9) | ||||||
Accrued paid-in-kind interest | 1.5 | 8.6 | 10.1 | ||||||
Derivative liability | 157.6 | (45.1) | 112.5 | ||||||
Carrying value | $ | 445.5 | $ | (34.3) | $ | 411.2 |
NOTE 7\u2014STOCKHOLDERS\u2019 DEFICIT
Share Issuances
On December 6, 2024, the Company entered into a sales and registration agreement (the \u201cSales and Registration Agreement\u201d) with Goldman Sachs & Co. LLC, from time to time acting in its capacity as (1) sales agent (in such capacity, the \u201cSales Agent\u201d) or (2) the Forward Seller of any and all Hedging Shares offered by the Forward Counterparty under one or more Forwards (in each case, as defined below) relating to an aggregate of up to 50,000,000 shares of Common Stock of the Company.
In accordance with the terms of the Sales and Registration Agreement, the Company may issue and sell shares of Common Stock covered by the prospectus supplement at any time and from time to time through the Sales Agent. The Sales Agent may act as agent on the Company\u2019s behalf or purchase shares of Common Stock from the Company as principal for its own account.
The Company also entered into a master confirmation (the \u201cMaster Confirmation\u201d) with Goldman Sachs International (in its capacity as buyer under any Forward (as hereinafter defined), the \u201cForward Counterparty\u201d) pursuant to which the Company entered into forward transactions (each a \u201cForward\u201d), under which the Company agreed to sell the number of shares of Common Stock specified in such Forward (subject to adjustment as set forth therein) to the Forward Counterparty. In respect of each Forward, to enable the Forward Counterparty to establish a hedge position with respect to such Forward, the Company effectively pledged up to the maximum number of shares of Common Stock deliverable under such Forward (the \u201cHedging Shares\u201d), and to establish a hedge position under such Forward, the Forward Counterparty rehypothecated and sold such maximum number of shares through Goldman Sachs & Co. LLC acting as the statutory underwriter (in such capacity, the \u201cForward Seller\u201d) in an offering under a prospectus supplement and accompanying prospectus over a period of time agreed between the Company and the Forward Counterparty for such Forward (an \u201cInitial Hedging Period\u201d), all subject to the terms of the Sales and Registration Agreement.
On each trading day during the respective Initial Hedging Periods for each Forward, the Company instructed the Forward Counterparty on a day-by-day basis to sell a specified number of its shares, the total of each such trading day\u2019s sales representing a component of such Forward (each a \u201cComponent\u201d). The volume weighted average price per share for sales executed by the Forward Seller during the Initial Hedging Period for each Component (the \u201cReference Price\u201d) was used to determine the floor price (\u201cForward Floor Price\u201d) and cap price (\u201cForward Cap Price\u201d) for such Component.
The Company was entitled to a prepayment (a \u201cPrepayment\u201d), calculated on a Component basis for each Forward, in an amount equal to the product of (i) the number of shares sold by the Forward Seller during the Initial Hedging Period for such Forward, (ii) the Forward Floor Price and (iii) the relevant prepayment percentage agreed for such Forward.
Each Forward was subject to a subsequent valuation period (the \u201cValuation Period\u201d) that starts to run shortly after the outside date to the Initial Hedging Period agreed between the Company and the Forward Counterparty and ends on the final settlement date (the \u201cFinal Settlement Date\u201d), subject to any acceleration of the scheduled maturity date of all or portion(s) of such Forward at the election of the Forward Counterparty. This Valuation Period determines the final settlement of the Forward Counterparty\u2019s purchase price through a true-up payment from the Forward Counterparty to the Company if the total amount due under any such Forward exceeds the Prepayment (the \u201cTrue-Up Payment\u201d).
Pursuant to the agreements described above, the Company entered into Forwards to sell 30,000,000 shares of Common Stock in the aggregate with the respective Reference Prices in respect of each Component of such Forwards ranging from $4.01 to $4.71 per share of Common Stock.
The Company evaluated the Forwards under ASC 815\u2014Derivatives and Hedging and concluded that the transactions consist of a subscription receivable accounted for under ASC 505-10-45-2 reflecting the Company\u2019s right to receive the Prepayment and deliver shares to the Forward Counterparty. Accordingly, pursuant to Regulation S-X 5-02.29, the Company recorded the Prepayment as an increase to additional paid in capital with an equal and offsetting subscription receivable as a decrease to additional paid in capital. The subscription receivable is considered a debt-like host and the Company\u2019s right to receive additional cash consideration up to the Forward Cap Price based on the movement of the share price during the Valuation Period is an embedded feature that meets the definition of a derivative. Because the True-Up Payment can be received in cash or shares of Common Stock at the Company\u2019s election and the value mechanics within the instrument are all indexed to the Company\u2019s own Common Stock, the embedded feature meets the equity classification scope exception in ASC 815-40 and is not accounted for outside of equity.
In January 2025, the Company was paid $108.7 million for the Prepayments in respect of the Forwards. The Company reduced the subscription receivable which resulted in an increase in total additional paid in capital. The Valuation Period ended on March 17, 2025 with no True-Up Payment owed to the Company.
Additionally, during the three months ended March 31, 2025, the Company issued shares through an \u201cat-the-market\u201d offering. The below table summarizes the activity of the \u201cat-the-market\u201d offering during the three months ended March 31, 2025:
(In millions) | March 31, 2025 | ||
Shares issued through at-the-market offering | 17.1 | ||
At-the-market offering gross proceeds | $ | 63.0 | |
Sales agent fees paid | $ | 0.6 | |
Other third-party issuance costs incurred | $ | 0.3 | |
Other third-party issuance costs paid | $ | 1.5 |
As of January 15, 2025, all 50.0 million shares subject to the Sales and Registration Agreement had been sold.
Stock-Based Compensation
Equity Incentive Plans
On June 5, 2024, the Company\u2019s shareholders approved a new equity incentive plan (\u201c2024 EIP\u201d). Awards that may be granted under the 2024 EIP include options, stock appreciation rights, restricted stock awards, restricted stock units, cash awards, and other equity-based awards. The 2024 EIP will be unlimited in duration and, in the event of termination, will remain in effect as long as any shares of awards under it are outstanding and not fully vested.
The following table presents the stock-based compensation expense recorded within general and administrative: other:
Three Months Ended | ||||||
March\u00a031, | March\u00a031, | |||||
(In millions) | 2025 | 2024 | ||||
Special awards expense | $ | 1.0 | $ | 2.1 | ||
Board of director stock award expense | 1.3 | \u2014 | ||||
Restricted stock unit expense | 2.6 | 2.1 | ||||
Performance stock unit expense | 0.8 | 0.1 | ||||
Total stock-based compensation expense | $ | 5.7 | $ | 4.3 |
As of March 31, 2025, the estimated remaining unrecognized compensation cost related to stock-based compensation grants was approximately $25.7 million, which reflects assumptions related to attainment of performance targets based on the scales as described below. The weighted average period over which this remaining compensation expense is expected to be recognized is approximately 1.2 years.
Special Awards
On February 19, 2025, the compensation committee of AMC\u2019s Board of Directors (\u201cCompensation Committee\u201d) approved modification of the performance goals applicable to all 2024 Tranche Year PSU awards. This was accounted for as a modification to the 2024 Tranche Year PSU awards which lowered the Adjusted EBITDA performance target such that 146% vesting was achieved. This modification resulted in the immediate additional vesting of 270,093 2024 Tranche Year PSUs (4,181 cash settled units and 265,912 equity settled units). This was treated as a Type 3 modification (improbable-to-probable) which required the Company to recognize additional stock compensation expense based on the modification date fair values of the incremental PSUs. During the three months ended March 31, 2025, the Company recognized $1.0 million of stock compensation expense related to these awards.
On February 22, 2024, the Compensation Committee approved modification of the performance goals applicable to all 2023 Tranche Year PSU awards. This was accounted for as a modification to the 2023 Tranche Year PSU awards which lowered the Adjusted EBITDA and free cash flow performance targets such that 200% vesting was achieved for both targets. This modification resulted in the immediate additional vesting of 478,055 2023 Tranche Year PSUs (21,829 cash settled units and 456,226 equity settled units). This was treated as a Type 3 modification (improbable-to-probable) which required the Company to recognize additional stock compensation expense based on the modification date fair values of the incremental PSUs. During the three months ended March 31, 2024, the Company recognized $2.1 million of stock compensation expense related to these awards.
Awards Granted
On February 19, 2025, the Compensation Committee granted awards of stock, restricted stock units (\u201cRSUs\u201d), and performance stock units (\u201cPSUs\u201d) to certain of the Company\u2019s employees and directors under the 2024 EIP. Each RSU or PSU is convertible into one share of Common Stock upon vesting. Each RSU and PSU held by a participant as of a dividend record date is entitled to a dividend equivalent equal to the amount paid with respect to one share of Common Stock underlying the unit. Any such accrued dividend equivalents are paid to the holder only upon vesting of the units. Each unit represents the right to receive one share of Common Stock at a future date. The 2025 awards allow participants to continue to vest in their RSUs and PSUs in the ordinary course upon achieving certain conditions for retirement. As such, the end of the requisite service period for certain participants has been determined as the later of the award vesting date or the date the participant achieves the retirement conditions.
The awards generally had the following features:
| \u25cf | Board of Directors Stock Awards: The Company granted 370,586 fully vested shares of Common Stock to the independent members of the Company\u2019s board of directors with a grant date fair value of $1.3 million. |
| \u25cf | Restricted Stock Unit Awards: The Company granted 3,109,351 RSUs to certain members of management with a grant date fair value of $11.1 million. The Company records stock-based compensation expense on a straight-line recognition method over the requisite service period. The RSUs vest over three years, with vesting each year. These RSUs will be settled within 30 days of vesting. |
| \u25cf | Performance Stock Unit Awards: A total of 3,650,970 PSUs were awarded (\u201c2025 PSU award\u201d) to certain members of management and executive officers, with the total PSUs divided into three separate year tranches, with each tranche allocated to a fiscal year within the performance period (\u201cTranche Year\u201d). The PSUs within each Tranche Year are further divided between three performance targets: the Adjusted EBITDA performance target, the free cash flow performance target and various strategic initiatives. The Adjusted EBITDA and free cash flow based 2025 PSU awards will vest if 80% to 120% of the performance targets are attained, with the corresponding vested unit amount ranging from 50% to 200% of the PSUs awarded. The strategic initiative based 2025 PSU awards will vest if three to seven one-year strategic initiatives are achieved by the end of the 2025 Tranche Year and/or if four to ten two-year strategic initiatives are achieved by the end of the 2026 Tranche Year, with the corresponding vested unit amount ranging from 50% to 200% of the PSUs awarded. If the performance targets are met at 100%, the 2025 PSU awards will vest at 3,650,970 units in the aggregate. No Adjusted EBITDA or free cash flow based PSUs will vest for each Tranche Year if the Company does not achieve at least 80% of the Tranche Year\u2019s applicable performance targets. No one- |
| year strategic initiatives will vest if the Company does not achieve three of the initiatives by the end of the 2025 Tranche Year. No two-year strategic initiatives will vest if the Company does not achieve four of the initiatives by the end of the 2026 Tranche Year. |
The Compensation Committee establishes the annual performance targets at the beginning of each year. Therefore, in accordance with ASC 718, Compensation \u2013 Stock compensation, the grant date (and fair value measurement date) for each Tranche Year is the date at the beginning of each year when a mutual understanding of the key terms and conditions are reached.
The equity classified 2025 PSU award grant date fair value for the 2025 Tranche Year award of 1,216,944 units was approximately $4.3 million, the equity classified 2025 PSU award grant date fair value for the 2026 Tranche Year award of 108,323 units was $0.4 million, the equity classified 2024 PSU award grant date fair value for the 2025 Tranche Year award of 774,203 units was $2.8 million, and the equity classified 2023 PSU award grant date fair value for the 2025 Tranche Year award of 105,099 units was $0.4 million, measured using performance targets at 100%.
Liability Classified Awards
Certain PSUs are expected to be settled in cash and accordingly have been classified as liabilities within accrued expenses and other liabilities in the condensed consolidated balance sheets. The liability classified 2023 PSU awards for the 2025 Tranche Year were granted when the annual performance targets were set. The vesting requirements and vesting periods are identical to the equity classified awards described above. The Company recognizes expense related to these awards based on the fair value of the Common Stock shares, giving effect to the portion of services rendered during the requisite services period.
As of March 31, 2025, there were 25,588 nonvested underlying Common Stock RSUs and PSUs (measured at 100% attainment levels for both the Adjusted EBITDA and free cash flow targets) related to awards classified as liabilities.
Nonvested Awards
The following table represents the equity classified nonvested RSU and PSU activity for the three months ended March 31, 2025:
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | ||||
Weighted | |||||
Average | |||||
Common Stock | Grant\u00a0Date | ||||
RSUs and PSUs | Fair\u00a0Value | ||||
Nonvested at January 1, 2025 | 3,876,114 | $ | 7.92 | ||
Granted (1) | 5,313,920 | 3.57 | |||
Granted - Special Award | 265,912 | 3.57 | |||
Vested | (1,161,440) | 8.33 | |||
Vested - Special Award | (140,982) | 3.57 | |||
Forfeited | (322,900) | 5.83 | |||
Cancelled (2) | (1,052,237) | 8.62 | |||
Cancelled - Special Award (2) | (124,930) | 3.57 | |||
Nonvested at March\u00a031, 2025 | 6,653,457 | 4.37 | |||
Tranche Years 2026 and 2027 awarded under the 2025 PSU award and Tranche Year 2026 awarded under the 2024 PSU award with grant date fair values to be determined in year 2026 and 2027, respectively | 3,000,921 | ||||
Total nonvested at March\u00a031, 2025 | 9,654,378 |
| (1) | The number of PSU shares granted under the Tranche Year 2025 assumes the Company will attain a performance target at 100% for the Adjusted EBITDA target, 100% for the free cash flow target, and 100% for the strategic initiatives. |
| (2) | Represents vested RSUs and PSUs surrendered in lieu of taxes. As a result, the Company paid taxes for restricted unit withholdings of approximately $4.4 million during the three months ended March 31, 2025. |
(In millions) | March 31, 2025 | ||
Shares issued through at-the-market offering | 17.1 | ||
At-the-market offering gross proceeds | $ | 63.0 | |
Sales agent fees paid | $ | 0.6 | |
Other third-party issuance costs incurred | $ | 0.3 | |
Other third-party issuance costs paid | $ | 1.5 |
Accumulated | |||||||||||||||||
Class\u00a0A Voting | Additional | Other | Total | ||||||||||||||
Common Stock | Paid-in | Comprehensive | Accumulated | Stockholders\u2019 | |||||||||||||
(In millions, except share data) | \u00a0\u00a0\u00a0\u00a0 | Shares | \u00a0\u00a0\u00a0\u00a0 | Amount | Capital | Loss | \u00a0\u00a0\u00a0\u00a0 | Deficit | \u00a0\u00a0\u00a0\u00a0 | Deficit | |||||||
Balances December 31, 2024 | 414,417,797 | $ | 4.1 | $ | 6,714.2 | $ | (132.0) | $ | (8,346.8) | $ | (1,760.5) | ||||||
Net loss | \u2014 | \u2014 | \u2014 | \u2014 | (202.1) | (202.1) | |||||||||||
Other comprehensive income | \u2014 | \u2014 | \u2014 | 52.7 | \u2014 | 52.7 | |||||||||||
Taxes paid for restricted unit withholdings | \u2014 | \u2014 | (4.4) | \u2014 | \u2014 | (4.4) | |||||||||||
Share issuances | 17,052,756 | 0.2 | 170.6 | \u2014 | \u2014 | 170.8 | |||||||||||
Stock-based compensation (1) | 1,673,008 | \u2014 | 5.7 | \u2014 | \u2014 | 5.7 | |||||||||||
Balances March 31, 2025 | 433,143,561 | $ | 4.3 | $ | 6,886.1 | $ | (79.3) | $ | (8,548.9) | $ | (1,737.8) |
| (1) | Includes 370,586 Common Stock shares awarded to the Board of Directors, and 1,302,422 vested Common Stock RSUs and PSUs. |
Accumulated | |||||||||||||||||
Class A | Additional | Other | Total | ||||||||||||||
Common Stock | Paid-in | Comprehensive | Accumulated | Stockholders\u2019 | |||||||||||||
(In millions, except share data) | \u00a0\u00a0\u00a0\u00a0 | Shares | \u00a0\u00a0\u00a0\u00a0 | Amount | Capital | Loss | \u00a0\u00a0\u00a0\u00a0 | Deficit | \u00a0\u00a0\u00a0\u00a0 | Deficit | |||||||
Balances December 31, 2023 | 260,574,392 | $ | 2.6 | $ | 6,221.9 | $ | (78.2) | $ | (7,994.2) | $ | (1,847.9) | ||||||
Net loss | \u2014 | \u2014 | \u2014 | \u2014 | (163.5) | (163.5) | |||||||||||
Other comprehensive loss | \u2014 | \u2014 | \u2014 | (35.4) | \u2014 | (35.4) | |||||||||||
Debt for equity exchange | 2,541,250 | \u2014 | 14.2 | \u2014 | \u2014 | 14.2 | |||||||||||
Taxes paid for restricted unit withholdings | \u2014 | \u2014 | (2.2) | \u2014 | \u2014 | (2.2) | |||||||||||
Share issuance costs | \u2014 | \u2014 | (0.5) | \u2014 | \u2014 | (0.5) | |||||||||||
Stock-based compensation (1) |
| 489,342 | \u2014 | 4.3 | \u2014 | \u2014 | 4.3 | ||||||||||
Balances March 31, 2024 | 263,604,984 | $ | 2.6 | $ | 6,237.7 | $ | (113.6) | $ | (8,157.7) | $ | (2,031.0) |
| (1) | Vested Common Stock RSUs and PSUs. |
Three Months Ended | ||||||
March\u00a031, | March\u00a031, | |||||
(In millions) | 2025 | 2024 | ||||
Special awards expense | $ | 1.0 | $ | 2.1 | ||
Board of director stock award expense | 1.3 | \u2014 | ||||
Restricted stock unit expense | 2.6 | 2.1 | ||||
Performance stock unit expense | 0.8 | 0.1 | ||||
Total stock-based compensation expense | $ | 5.7 | $ | 4.3 |
\u00a0\u00a0\u00a0\u00a0 | \u00a0\u00a0\u00a0\u00a0 | ||||
Weighted | |||||
Average | |||||
Common Stock | Grant\u00a0Date | ||||
RSUs and PSUs | Fair\u00a0Value | ||||
Nonvested at January 1, 2025 | 3,876,114 | $ | 7.92 | ||
Granted (1) | 5,313,920 | 3.57 | |||
Granted - Special Award | 265,912 | 3.57 | |||
Vested | (1,161,440) | 8.33 | |||
Vested - Special Award | (140,982) | 3.57 | |||
Forfeited | (322,900) | 5.83 | |||
Cancelled (2) | (1,052,237) | 8.62 | |||
Cancelled - Special Award (2) | (124,930) | 3.57 | |||
Nonvested at March\u00a031, 2025 | 6,653,457 | 4.37 | |||
Tranche Years 2026 and 2027 awarded under the 2025 PSU award and Tranche Year 2026 awarded under the 2024 PSU award with grant date fair values to be determined in year 2026 and 2027, respectively | 3,000,921 | ||||
Total nonvested at March\u00a031, 2025 | 9,654,378 |
| (1) | The number of PSU shares granted under the Tranche Year 2025 assumes the Company will attain a performance target at 100% for the Adjusted EBITDA target, 100% for the free cash flow target, and 100% for the strategic initiatives. |
| (2) | Represents vested RSUs and PSUs surrendered in lieu of taxes. As a result, the Company paid taxes for restricted unit withholdings of approximately $4.4 million during the three months ended March 31, 2025. |
NOTE 8\u2014INCOME TAXES
The Company\u2019s worldwide effective income tax rate is based on actual income (loss), statutory rates, valuation allowances against deferred tax assets and tax planning opportunities available in the various jurisdictions in which it operates. The Company is using a discrete income tax calculation for the three months ended March 31, 2025, due to the lingering effects of the COVID-19 pandemic and labor stoppages on the industry. Historically, for interim financial reporting, the Company estimated the worldwide annual income tax rate based on projected taxable income (loss) for the full year and recorded a quarterly income tax provision or benefit in accordance with the anticipated annual rate, adjusted for discrete items, if any. The Company will return to the historic approach of computing quarterly tax expense based on an annual effective rate in the future interim period when more reliable estimates of annual income become available. The Company recognizes income tax-related interest expense and penalties as income tax expense and general and administrative expense, respectively.
The Company evaluates its deferred tax assets each period to determine if a valuation allowance is required based on whether it is \u201cmore likely than not\u201d that some portion of the deferred tax assets would not be realized. The ultimate realization of these deferred tax assets is dependent upon the generation of sufficient taxable income during future periods on a federal, state, and foreign jurisdiction basis. The Company conducts its evaluation by considering all available positive and negative evidence, including historical operating results, forecasts of future profitability, the duration of statutory carryforward periods, and the outlooks for the U.S. motion picture and broader economy, among others.
A valuation allowance is recorded against the Company\u2019s U.S. deferred tax assets and most of the Company\u2019s international deferred tax assets as the Company has determined the realization of these assets does not meet the more likely than not criteria.
The effective tax rate for the three months ended March 31, 2025, reflects the impact of these valuation allowances against U.S. and international deferred tax assets generated during the period. The actual effective rate for the three months ended March 31, 2025, was (0.8)%. The Company\u2019s consolidated tax rate for the three months ended March 31, 2025, differs from the U.S. statutory tax rate primarily due to the valuation allowances in U.S. and foreign jurisdictions, foreign tax rate differences, federal and state tax credits, permanent differences and other discrete items.
"}]},{"name":"rpt:f-758","factDimensions":{"xbrl:concept":"us-gaap:EffectiveIncomeTaxRateContinuingOperations","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"-0.008","decimals":3}]},{"name":"rpt:f-759","factDimensions":{"xbrl:concept":"us-gaap:FairValueDisclosuresTextBlock","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"NOTE 9\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 market-based inputs or unobservable 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 and liabilities carried at fair value on a recurring basis as of March 31, 2025:
Fair Value Measurements at March\u00a031, 2025 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) | March\u00a031, 2025 | (Level\u00a01) | (Level\u00a02) | (Level\u00a03) | ||||||||
Other long-term assets: | ||||||||||||
Investment in Hycroft warrants | $ | 1.2 | $ | \u2014 | $ | \u2014 | $ | 1.2 | ||||
Marketable equity securities: | ||||||||||||
Investment in Hycroft | 7.7 | 7.7 | \u2014 | \u2014 | ||||||||
Total assets at fair value | $ | 8.9 | $ | 7.7 | $ | \u2014 | $ | 1.2 | ||||
Corporate Borrowings: | ||||||||||||
Derivative liability | $ | 112.5 | $ | \u2014 | $ | \u2014 | $ | 112.5 | ||||
Total liabilities at fair value | $ | 112.5 | $ | \u2014 | $ | \u2014 | $ | 112.5 |
Derivative liability valuation. On July 22, 2024, the Company issued Exchangeable Notes with conversion features that required bifurcation from the host instrument pursuant to ASC 815\u2014Derivatives and Hedging. These conversion features were combined into a single derivative that comprises all features requiring bifurcation, see Note 6\u2014Corporate Borrowings and Finance Lease Liabilities for further information. The derivative features have been valued using a binomial lattice approach. The binomial lattice approach consists of simulated Common Stock prices from the valuation date to the maturity of the Exchangeable Notes. The significant inputs used to value the derivative include the share price of the Common Stock, the volatility of the share price, time to maturity, risk-free interest rate, credit spread, and the discount yield. The Company measures the derivative at fair value at the end of each reporting period with any changes in fair value recorded to other income in the condensed consolidated statements of operations.
Other Fair Value Measurement Disclosures. The Company is required to disclose the fair value of financial instruments that are not recognized at fair value in the statement of financial position for which it is practicable to estimate that value:
\u00a0\u00a0\u00a0\u00a0 | Fair Value Measurements at March\u00a031, 2025 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) | March\u00a031, 2025 | (Level\u00a01) | (Level\u00a02) | (Level\u00a03) | ||||||||
Current maturities of corporate borrowings | $ | 62.8 | $ | \u2014 | $ | 62.8 | $ | \u2014 | ||||
Corporate borrowings (excluding derivative liability above) | \u00a0 | 3,862.9 | \u00a0 | \u2014 | \u00a0 | 3,661.2 | \u2014 |
Valuation Technique. Quoted market prices and observable market-based inputs were used to estimate fair value for Level\u00a02 inputs. The Company valued these notes at principal value less an estimated discount reflecting a market yield to maturity. See Note\u00a06\u2014Corporate Borrowings and Finance Lease Liabilities 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-760","factDimensions":{"xbrl:concept":"us-gaap:FairValueAssetsMeasuredOnRecurringBasisTextBlock","xbrl:period":"2025-01-01T00:00:00/2025-04-01T00:00:00","xbrl:entity":"cik:0001411579"},"factValues":[{"value":"Fair Value Measurements at March\u00a031, 2025 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) | March\u00a031, 2025 | (Level\u00a01) | (Level\u00a02) | (Level\u00a03) | ||||||||
Other long-term assets: | ||||||||||||
Investment in Hycroft warrants | $ | 1.2 | $ | \u2014 | $ | \u2014 | $ | 1.2 | ||||
Marketable equity securities: | ||||||||||||
Investment in Hycroft | 7.7 | 7.7 | \u2014 | \u2014 | ||||||||
Total assets at fair value | $ | 8.9 | $ | 7.7 | $ | \u2014 | $ | 1.2 | ||||
Corporate Borrowings: | ||||||||||||
Derivative liability | $ | 112.5 | $ | \u2014 | $ | \u2014 | $ | 112.5 | ||||
Total liabilities at fair value | $ | 112.5 | $ | \u2014 | $ | \u2014 | $ | 112.5 |
\u00a0\u00a0\u00a0\u00a0 | Fair Value Measurements at March\u00a031, 2025 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) | March\u00a031, 2025 | (Level\u00a01) | (Level\u00a02) | (Level\u00a03) | ||||||||
Current maturities of corporate borrowings | $ | 62.8 | $ | \u2014 | $ | 62.8 | $ | \u2014 | ||||
Corporate borrowings (excluding derivative liability above) | \u00a0 | 3,862.9 | \u00a0 | \u2014 | \u00a0 | 3,661.2 | \u2014 |
NOTE 10\u2014SEGMENT REPORTING
The Company reports information about operating segments in accordance with ASC\u00a0280-10, 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. Management has organized the Company around differences in geographic areas. The Company has identified two reportable segments and reporting units for its theatrical exhibition operations, U.S. markets and International markets. The International markets reportable segment has operations in or partial interest in theatres in the United Kingdom, Germany, Spain, Italy, Ireland, Portugal, Sweden, Finland, Norway, and Denmark.
The measure of segment profit and loss the Company\u2019s chief operating decision maker uses to evaluate performance and allocate resources is Adjusted EBITDA. The Company defines Adjusted EBITDA as net earnings (loss) plus (i) income tax provision (benefit), (ii) interest expense and (iii) depreciation and amortization, as further adjusted to eliminate the impact of certain items that the Company does not consider indicative of the Company\u2019s ongoing operating performance and to include attributable EBITDA from equity investments in theatre operations in International markets. During 2024, the Company changed the definition of Adjusted EBITDA to no longer further adjust for \u201ccash distributions from non-consolidated entities\u201d and \u201cother non-cash rent benefit.\u201d All comparative period information for Adjusted EBITDA has been re-cast to conform with the current definition. 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.
The following tables below provide reconciliation of segment revenues to Adjusted EBITDA:
Three Months Ended | |||||||||
March\u00a031, 2025 | |||||||||
(In\u00a0millions) | U.S. Markets | International Markets | Consolidated | ||||||
Revenues (1) | $ | 617.0 | $ | 245.5 | $ | 862.5 | |||
Less: | |||||||||
Film exhibition costs | 151.2 | 53.6 | 204.8 | ||||||
Food and beverage costs | \u00a0 | 41.0 | \u00a0 | 16.2 | \u00a0 | 57.2 | |||
Operating expense, excluding depreciation and amortization (2) | \u00a0 | 287.1 | \u00a0 | 103.3 | \u00a0 | 390.4 | |||
Rent | \u00a0 | 162.6 | \u00a0 | 55.5 | \u00a0 | 218.1 | |||
General and administrative expense - other, excluding depreciation and amortization (3) | 32.2 | \u00a0 | 18.1 | 50.3 | |||||
Other segment items (4) | \u00a0 | 0.3 | (0.6) | (0.3) | |||||
Adjusted EBITDA | $ | (57.4) | $ | (0.6) | $ | (58.0) |
Three Months Ended | |||||||||
March\u00a031, 2024 | |||||||||
(In\u00a0millions) | U.S. Markets | International Markets | Consolidated | ||||||
Revenues (1) | $ | 689.1 | $ | 262.3 | $ | 951.4 | |||
Less: | |||||||||
Film exhibition costs | 177.1 | 62.2 | 239.3 | ||||||
Food and beverage costs | \u00a0 | 45.0 | \u00a0 | 18.0 | \u00a0 | 63.0 | |||
Operating expense, excluding depreciation and amortization (2) | \u00a0 | 286.7 | \u00a0 | 106.6 | \u00a0 | 393.3 | |||
Rent | \u00a0 | 165.7 | 58.8 | 224.5 | |||||
General and administrative expense - other, excluding depreciation and amortization (3) | 34.4 | \u00a0 | 19.0 | 53.4 | |||||
Other segment items (4) | \u00a0 | 0.4 | \u00a0 | (1.3) | \u00a0 | (0.9) | |||
Adjusted EBITDA | $ | (20.2) | $ | (1.0) | $ | (21.2) |
| (1) | All segment revenues are comprised of revenues from external customers. |
| (2) | Operating expense, excluding depreciation and amortization excludes certain expenses as further defined in the reconciliation of net loss to Adjusted EBITDA below. |
| (3) | General and administrative expense\u2014other, excluding depreciation and amortization excludes stock compensation expense. |
| (4) | Other segment items include government assistance, business interruption insurance recoveries, net periodic cost (benefit), and attributable EBITDA from international theatre joint ventures. |
Other segment disclosures:
Three Months Ended | |||||||||
March\u00a031, 2025 | |||||||||
(In\u00a0millions) | U.S. Markets | International Markets | Consolidated | ||||||
Depreciation and amortization | $ | 58.8 | $ | 17.3 | $ | 76.1 | |||
Income tax provision | 0.9 | 0.7 | 1.6 | ||||||
Other income | (44.7) | (13.3) | (58.0) | ||||||
Other significant noncash items: | |||||||||
Stock-based compensation expense | 5.5 | 0.2 | 5.7 | ||||||
Equity in earnings of non-consolidated entities | (0.7) | (0.1) | (0.8) | ||||||
Capital expenditures | 31.8 | 15.2 | 47.0 |
Three Months Ended | |||||||||
March\u00a031, 2024 | |||||||||
(In\u00a0millions) | U.S. Markets | International Markets | Consolidated | ||||||
Depreciation and amortization | $ | 63.5 | $ | 18.1 | $ | 81.6 | |||
Income tax provision | 0.6 | 1.2 | 1.8 | ||||||
Other income | (5.4) | (33.7) | (39.1) | ||||||
Other significant noncash items: | |||||||||
Stock-based compensation expense | 4.2 | 0.1 | 4.3 | ||||||
Equity in earnings of non-consolidated entities | (3.5) | (0.2) | (3.7) | ||||||
Capital expenditures | 31.7 | 18.8 | 50.5 |
The following table sets forth a reconciliation of net loss to Adjusted EBITDA:
Three Months Ended | ||||||
(In\u00a0millions) | March\u00a031, 2025 | March\u00a031, 2024 | ||||
Net loss | $ | (202.1) | $ | (163.5) | ||
Plus: | ||||||
Income tax provision (1) | \u00a0 | 1.6 | \u00a0 | 1.8 | ||
Interest expense | \u00a0 | 119.1 | \u00a0 | 101.2 | ||
Depreciation and amortization | \u00a0 | 76.1 | \u00a0 | 81.6 | ||
Certain operating expense (2) | \u00a0 | 2.8 | \u00a0 | 0.5 | ||
Equity in earnings of non-consolidated entities (3) | \u00a0 | (0.8) | \u00a0 | (3.7) | ||
Attributable EBITDA (4) | 0.4 | 0.6 | ||||
Investment income (5) | \u00a0 | (5.7) | \u00a0 | (5.1) | ||
Other income (6) | \u00a0 | (58.1) | \u00a0 | (38.8) | ||
Merger, acquisition and other costs (7) | \u00a0 | 3.0 | \u00a0 | (0.1) | ||
Stock-based compensation expense (8) | \u00a0 | 5.7 | \u00a0 | 4.3 | ||
Adjusted EBITDA | $ | (58.0) | $ | (21.2) |
| (1) | For information regarding the income tax provision, see Note 8\u2014Income Taxes. |
| (2) | Amounts represent preopening expense related to temporarily closed screens under renovation, theatre and other closure expense for the permanent closure of screens, including the related accretion of interest, non-cash deferred digital equipment rent expense, and disposition of assets and other non-operating gains or losses included in operating expenses. The Company has excluded these items as they are non-cash in nature or related to theatres that are not open. |
| (3) | Equity in earnings of non-consolidated entities during the three months ended March 31, 2025 primarily consisted of equity in earnings from AC JV of $(0.8) million. Equity in earnings of non-consolidated entities during the three months ended March 31, 2024 primarily consisted of equity in earnings from AC JV of $(3.3) million. |
| (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 of non-consolidated entities to attributable EBITDA. Because these equity investments in theatre operators are in regions where the Company holds a significant market share, the Company believes attributable EBITDA is more indicative of the performance of these equity investments and management uses this measure to monitor and evaluate these equity investments. |
Three Months Ended | ||||||
(In\u00a0millions) | March\u00a031, 2025 | March\u00a031, 2024 | ||||
Equity in (earnings) of non-consolidated entities | $ | (0.8) | $ | (3.7) | ||
Less: | ||||||
Equity in (earnings) of non-consolidated entities excluding International theatre joint ventures | (0.8) | (3.5) | ||||
Equity in earnings of International theatre joint ventures | \u2014 | 0.2 | ||||
Investment expense | \u2014 | 0.1 | ||||
Depreciation and amortization | 0.4 | 0.3 | ||||
Attributable EBITDA | $ | 0.4 | $ | 0.6 |
| (5) | Investment income during the three months ended March 31, 2025 includes interest income of $(2.9) million, increases in the estimated fair value of the Company\u2019s investment in common shares of Hycroft of $(2.4) million, and increases in the estimated fair value of the Company\u2019s investment in warrants to purchase common shares of Hycroft of $(0.4) million. Investment income during the three months ended March 31, 2024 included interest income of $(6.1) million, partially offset by a decline in the estimated fair value of the Company\u2019s investment in common shares of Hycroft of $0.5 million and a decline in the estimated fair value of the Company's investment in warrants to purchase common shares of Hycroft of $0.5 million. |
| (6) | Other income during the three months ended March 31, 2025 includes a decrease in fair value of the derivative liability for the embedded conversion feature in the Exchangeable Notes of $(45.1) million and foreign currency transaction gains of $(13.0) million. Other income during the three months ended March 31, 2024 included a vendor dispute settlement of $(36.2) million and gains on debt extinguishment of $(5.8) million, partially offset by foreign currency transaction losses of $3.2 million. |
| (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 |
Three Months Ended | |||||||||
March\u00a031, 2025 | |||||||||
(In\u00a0millions) | U.S. Markets | International Markets | Consolidated | ||||||
Revenues (1) | $ | 617.0 | $ | 245.5 | $ | 862.5 | |||
Less: | |||||||||
Film exhibition costs | 151.2 | 53.6 | 204.8 | ||||||
Food and beverage costs | \u00a0 | 41.0 | \u00a0 | 16.2 | \u00a0 | 57.2 | |||
Operating expense, excluding depreciation and amortization (2) | \u00a0 | 287.1 | \u00a0 | 103.3 | \u00a0 | 390.4 | |||
Rent | \u00a0 | 162.6 | \u00a0 | 55.5 | \u00a0 | 218.1 | |||
General and administrative expense - other, excluding depreciation and amortization (3) | 32.2 | \u00a0 | 18.1 | 50.3 | |||||
Other segment items (4) | \u00a0 | 0.3 | (0.6) | (0.3) | |||||
Adjusted EBITDA | $ | (57.4) | $ | (0.6) | $ | (58.0) |
Three Months Ended | |||||||||
March\u00a031, 2024 | |||||||||
(In\u00a0millions) | U.S. Markets | International Markets | Consolidated | ||||||
Revenues (1) | $ | 689.1 | $ | 262.3 | $ | 951.4 | |||
Less: | |||||||||
Film exhibition costs | 177.1 | 62.2 | 239.3 | ||||||
Food and beverage costs | \u00a0 | 45.0 | \u00a0 | 18.0 | \u00a0 | 63.0 | |||
Operating expense, excluding depreciation and amortization (2) | \u00a0 | 286.7 | \u00a0 | 106.6 | \u00a0 | 393.3 | |||
Rent | \u00a0 | 165.7 | 58.8 | 224.5 | |||||
General and administrative expense - other, excluding depreciation and amortization (3) | 34.4 | \u00a0 | 19.0 | 53.4 | |||||
Other segment items (4) | \u00a0 | 0.4 | \u00a0 | (1.3) | \u00a0 | (0.9) | |||
Adjusted EBITDA | $ | (20.2) | $ | (1.0) | $ | (21.2) |
| (1) | All segment revenues are comprised of revenues from external customers. |
| (2) | Operating expense, excluding depreciation and amortization excludes certain expenses as further defined in the reconciliation of net loss to Adjusted EBITDA below. |
| (3) | General and administrative expense\u2014other, excluding depreciation and amortization excludes stock compensation expense. |
| (4) | Other segment items include government assistance, business interruption insurance recoveries, net periodic cost (benefit), and attributable EBITDA from international theatre joint ventures. |
Three Months Ended | |||||||||
March\u00a031, 2025 | |||||||||
(In\u00a0millions) | U.S. Markets | International Markets | Consolidated | ||||||
Depreciation and amortization | $ | 58.8 | $ | 17.3 | $ | 76.1 | |||
Income tax provision | 0.9 | 0.7 | 1.6 | ||||||
Other income | (44.7) | (13.3) | (58.0) | ||||||
Other significant noncash items: | |||||||||
Stock-based compensation expense | 5.5 | 0.2 | 5.7 | ||||||
Equity in earnings of non-consolidated entities | (0.7) | (0.1) | (0.8) | ||||||
Capital expenditures | 31.8 | 15.2 | 47.0 |
Three Months Ended | |||||||||
March\u00a031, 2024 | |||||||||
(In\u00a0millions) | U.S. Markets | International Markets | Consolidated | ||||||
Depreciation and amortization | $ | 63.5 | $ | 18.1 | $ | 81.6 | |||
Income tax provision | 0.6 | 1.2 | 1.8 | ||||||
Other income | (5.4) | (33.7) | (39.1) | ||||||
Other significant noncash items: | |||||||||
Stock-based compensation expense | 4.2 | 0.1 | 4.3 | ||||||
Equity in earnings of non-consolidated entities | (3.5) | (0.2) | (3.7) | ||||||
Capital expenditures | 31.7 | 18.8 | 50.5 |
The following table sets forth a reconciliation of net loss to Adjusted EBITDA:
Three Months Ended | ||||||
(In\u00a0millions) | March\u00a031, 2025 | March\u00a031, 2024 | ||||
Net loss | $ | (202.1) | $ | (163.5) | ||
Plus: | ||||||
Income tax provision (1) | \u00a0 | 1.6 | \u00a0 | 1.8 | ||
Interest expense | \u00a0 | 119.1 | \u00a0 | 101.2 | ||
Depreciation and amortization | \u00a0 | 76.1 | \u00a0 | 81.6 | ||
Certain operating expense (2) | \u00a0 | 2.8 | \u00a0 | 0.5 | ||
Equity in earnings of non-consolidated entities (3) | \u00a0 | (0.8) | \u00a0 | (3.7) | ||
Attributable EBITDA (4) | 0.4 | 0.6 | ||||
Investment income (5) | \u00a0 | (5.7) | \u00a0 | (5.1) | ||
Other income (6) | \u00a0 | (58.1) | \u00a0 | (38.8) | ||
Merger, acquisition and other costs (7) | \u00a0 | 3.0 | \u00a0 | (0.1) | ||
Stock-based compensation expense (8) | \u00a0 | 5.7 | \u00a0 | 4.3 | ||
Adjusted EBITDA | $ | (58.0) | $ | (21.2) |
| (1) | For information regarding the income tax provision, see Note 8\u2014Income Taxes. |
| (2) | Amounts represent preopening expense related to temporarily closed screens under renovation, theatre and other closure expense for the permanent closure of screens, including the related accretion of interest, non-cash deferred digital equipment rent expense, and disposition of assets and other non-operating gains or losses included in operating expenses. The Company has excluded these items as they are non-cash in nature or related to theatres that are not open. |
| (3) | Equity in earnings of non-consolidated entities during the three months ended March 31, 2025 primarily consisted of equity in earnings from AC JV of $(0.8) million. Equity in earnings of non-consolidated entities during the three months ended March 31, 2024 primarily consisted of equity in earnings from AC JV of $(3.3) million. |
| (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 of non-consolidated entities to attributable EBITDA. Because these equity investments in theatre operators are in regions where the Company holds a significant market share, the Company believes attributable EBITDA is more indicative of the performance of these equity investments and management uses this measure to monitor and evaluate these equity investments. |
Three Months Ended | ||||||
(In\u00a0millions) | March\u00a031, 2025 | March\u00a031, 2024 | ||||
Equity in (earnings) of non-consolidated entities | $ | (0.8) | $ | (3.7) | ||
Less: | ||||||
Equity in (earnings) of non-consolidated entities excluding International theatre joint ventures | (0.8) | (3.5) | ||||
Equity in earnings of International theatre joint ventures | \u2014 | 0.2 | ||||
Investment expense | \u2014 | 0.1 | ||||
Depreciation and amortization | 0.4 | 0.3 | ||||
Attributable EBITDA | $ | 0.4 | $ | 0.6 |
| (5) | Investment income during the three months ended March 31, 2025 includes interest income of $(2.9) million, increases in the estimated fair value of the Company\u2019s investment in common shares of Hycroft of $(2.4) million, and increases in the estimated fair value of the Company\u2019s investment in warrants to purchase common shares of Hycroft of $(0.4) million. Investment income during the three months ended March 31, 2024 included interest income of $(6.1) million, partially offset by a decline in the estimated fair value of the Company\u2019s investment in common shares of Hycroft of $0.5 million and a decline in the estimated fair value of the Company's investment in warrants to purchase common shares of Hycroft of $0.5 million. |
| (6) | Other income during the three months ended March 31, 2025 includes a decrease in fair value of the derivative liability for the embedded conversion feature in the Exchangeable Notes of $(45.1) million and foreign currency transaction gains of $(13.0) million. Other income during the three months ended March 31, 2024 included a vendor dispute settlement of $(36.2) million and gains on debt extinguishment of $(5.8) million, partially offset by foreign currency transaction losses of $3.2 million. |
| (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 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. An unfavorable outcome could also have a material adverse effect on the Company\u2019s financial position or the market prices of the Company\u2019s securities, including the Company\u2019s Common Stock.
On February 20, 2023, two putative stockholder class actions were filed in the Delaware Court of Chancery, captioned Allegheny County Employees\u2019 Retirement System v. AMC Entertainment Holdings, Inc., et al., C.A. No. 2023-0215-MTZ (Del. Ch.) (the \u201cAllegheny Action\u201d), and Munoz v. Adam M. Aron, et al., C.A. No. 2023-0216-MTZ (Del. Ch.) (the \u201cMunoz Action\u201d) and which were subsequently consolidated into In re AMC Entertainment Holdings, Inc. Stockholder Litigation C.A. No. 2023-0215-MTZ (Del. Ch.) (the \u201cShareholder Litigation\u201d). The Allegheny Action asserted a claim for breach of fiduciary duty against certain of the Company\u2019s directors at the time and a claim for breach of 8 Del. C. \u00a7 242 against those directors and the Company, arising out of the Company\u2019s creation of the AMC Preferred Equity Units, the transactions between the Company and Antara that the Company announced on December 22, 2022, and certain amendments to the Company\u2019s Third Amended and Restated Certificate of Incorporation to increase the Company\u2019s total number of authorized shares of Common Stock and to effectuate a reverse stock split at a ratio of share of Common Stock for every ten shares of Common Stock (together, the \u201cCharter Amendments\u201d). The Munoz Action, which was filed by stockholders who had previously made demands to inspect certain of the Company\u2019s books and records pursuant to 8 Del. C. \u00a7 220, asserted a claim for breach of fiduciary duty against the Company\u2019s directors at the time and former director Lee Wittlinger, arising out of the same conduct challenged in the Allegheny Action. The Allegheny Action sought a declaration that the issuance of the AMC Preferred Equity Units violated 8 Del. C. \u00a7 242(b), an order that holders of the Company\u2019s Common Stock be provided with a separate vote from the holders of the AMC Preferred Equity Units on the Charter Amendments or that the AMC Preferred Equity Units be enjoined from voting on the Charter Amendments, and an award of money damages. The Munoz Action sought to enjoin the AMC Preferred Equity Units from voting on the Charter Amendments.
On April 2, 2023, the parties entered into a binding settlement term sheet to settle the Shareholder Litigation. Pursuant to the term sheet, the Company agreed, following and subject to AMC\u2019s completion of the Conversion and Reverse Stock Split, to make a non-cash settlement payment to record holders of Common Stock immediately prior to the Conversion (and after giving effect to the Reverse Stock Split) of share of Common Stock for every 7.5 shares of Common Stock owned by such record holders (the \u201cSettlement Payment\u201d). The Company\u2019s obligation to make the Settlement Payment was contingent on the Company effecting the Charter Amendments.
On August 11, 2023, the court approved the settlement of the Shareholder Litigation. On August 14, 2023, the Company filed the amendment to its Third Amended and Restated Certificate of Incorporation, effective as of August 24, 2023, which was previously approved by the Company\u2019s stockholders at the special meeting held on March 14, 2023 to implement the Charter Amendments. The Reverse Stock Split occurred on August 24, 2023, the conversion of AMC Preferred Equity Units into Common Stock occurred on August 25, 2023, and the Settlement Payment was made on August 28, 2023. On September 15, 2023, the court entered an order dismissing the Shareholder Litigation in its entirety and with prejudice. On October 13, 2023, a purported Company stockholder who objected to the settlement of the Shareholder Litigation filed a notice of appeal of the court\u2019s decision approving the settlement. On May 22, 2024, the Delaware Supreme Court affirmed the court\u2019s decision approving the settlement of the Shareholder Litigation. On August 20, 2024, the purported stockholder who appealed to the Delaware Supreme Court filed a petition for a writ of certiorari with the United States Supreme Court, which was denied on October 7, 2024.
On August 14, 2023, a putative class action on behalf of holders of AMC Preferred Equity Units, captioned Simons v. AMC Entertainment Holdings, Inc., C.A. No. 2023-0835-MTZ (the \u201cSimons Action\u201d), was filed against the Company in the Delaware Court of Chancery. The Simons Action asserted claims for a declaratory judgment, injunctive relief, and breach of contract, and alleged that the Settlement Payment in the Shareholder Litigation violated the Certificate of Designations that governed the AMC Preferred Equity Units prior to the conversion of the AMC Preferred Equity Units into Common Stock. On September 12, 2023, the Company filed a motion to dismiss the complaint. On December 26, 2023, plaintiff filed an amended complaint, which added a claim for breach of the implied covenant of good faith and fair dealing. On February 16, 2024, the Company filed a motion to dismiss the amended complaint. On October 2, 2024, the court granted the Company\u2019s motion to dismiss, and dismissed the amended complaint with prejudice. On October 30, 2024, the plaintiff filed a notice of appeal in the Delaware Supreme Court. On April 30, 2025, the Delaware Supreme Court heard argument on the appeal and took the matter under advisement.
On May 4, 2023, the Company filed a lawsuit in the Superior Court of the State of Delaware against seventeen insurers participating in its directors & officers insurance program, seeking recovery for losses incurred in connection with its defense and settlement of the Shareholder Litigation, including the Settlement Payment. The insurance recovery action is captioned, AMC Entertainment Holdings, Inc. v. XL Specialty Insurance Co., et al., Case No. N23C-05-045 AML CCLD (Del. Super. May 4, 2023) (the \u201cCoverage Action\u201d). In the suit, AMC seeks up to $80 million in coverage under its Executive and Corporate Securities Liability Insurance Policies sold by the defendants, which provide coverage for the policy period of January 1, 2022, through January 1, 2023 (the \u201cPolicies\u201d) in excess of a $10 million
deductible. AMC may have claims for coverage from additional insurers as well, however, those insurers\u2019 policies contain mandatory arbitration provisions, so they have not been included in the Coverage Action.
The primary insurer in the Coverage Action has paid its full $5.0 million limit. The Company has reached confidential settlement agreements with all but one insurer in the Coverage Action.
The remaining insurer contested whether it owed coverage for the Settlement Payment, claiming it does not constitute a \u201cLoss\u201d under its insurance policy. On February 28, 2025, the court denied a motion for summary judgment by the remaining insurer in the Coverage Action. Additionally, the court partially granted the Company\u2019s motion for summary judgment, ruling that the Settlement Payment constituted a covered loss, but that genuine issues of material fact existed for trial regarding whether AMC complied with the consent provisions of the Policies in connection with the Settlement Payment (the \u201cConsent Defense\u201d). Subsequently, pursuant to a joint stipulated order entered by the court on March 9, 2025, the remaining insurer withdrew its Consent Defense (but preserved its Loss Defense for appeal) and on April 9, 2025, the court entered a final judgment in favor of the Company.
On September 17, 2024, an action captioned A Holdings \u2013 B LLC, et al. v. GLAS Trust Company LLC, Index No. 654878/2024 (the \u201cNoteholder Action\u201d), was filed in the Supreme Court of the State of New York. The Noteholder Action was filed by an ad hoc group of holders of the Company\u2019s Existing First Lien Notes asserting claims for breach of contract and seeking a declaratory judgment against the Company and GLAS Trust Company LLC (\u201cGLAS\u201d), the trustee under the indenture for the Company\u2019s Second Lien Notes (as defined herein), in connection with the Refinancing Transactions announced by AMC on July 22, 2024. Plaintiffs allege that GLAS and the Company breached the first lien/second lien intercreditor agreement dated July 31, 2020 (the \u201cIntercreditor Agreement\u201d) by improperly transferring collateral that secured the Existing First Lien Notes free of such liens and eliminating the Existing First Lien Notes\u2019 priority in certain other collateral in connection with the Refinancing Transactions. An unfavorable outcome, in which it is determined that the Company breached, as claimed, the Intercreditor Agreement, would permit noteholders to claim an event of default occurred under the indenture governing the Existing First Lien Notes and, subject to any conditions in the indenture, permit noteholders to accelerate the Existing First Lien Notes, which could in turn result in the acceleration of the Company\u2019s other outstanding debt. Such an event would thereby have a material adverse effect on our business, financial condition and results of operations and on the market prices of our securities, including our Common Stock. We intend to vigorously defend against any claims made in the Noteholder Action. On November 20, 2024, the Company filed a motion to dismiss the complaint, which is fully briefed and scheduled for oral argument on June 26, 2025.
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NOTE 12\u2014LOSS PER SHARE
Basic loss per share is computed by dividing net loss by the weighted-average number of common shares outstanding. Diluted loss per share includes the effects of unvested RSUs with a service condition only, unvested contingently issuable PSUs that have service and performance conditions, and shares issuable upon conversion of the Exchangeable Notes, if dilutive. Diluted loss per share is computed using the treasury stock method for the RSUs and PSUs and the if-converted method for the Exchangeable Notes.
The following table sets forth the computation of basic and diluted loss per common share:
Three Months Ended | ||||||
(In millions) | \u00a0\u00a0\u00a0\u00a0 | March\u00a031, 2025 | \u00a0\u00a0\u00a0\u00a0 | March\u00a031, 2024 | ||
Numerator: | ||||||
Net loss for basic and diluted loss per share | $ | (202.1) | $ | (163.5) | ||
Denominator (shares in thousands): | ||||||
Weighted average shares for basic and diluted loss per common share | \u00a0 | 430,973 | \u00a0 | 263,411 | ||
Basic and diluted loss per common share | $ | (0.47) | $ | (0.62) |
Vested RSUs and PSUs have dividend rights identical to the Company\u2019s Common Stock and are treated as outstanding shares for purposes of computing basic and diluted loss per share.
Unvested RSUs of 4,560,303 for the three months ended March 31, 2025 were not included in the computation of diluted loss per share because the RSUs would be anti-dilutive. Unvested RSUs of 271,738 for the three months ended March 31, 2024 were not included in the computation of diluted loss per share because the RSUs would be anti-
dilutive.
Unvested PSUs are subject to performance conditions and are included in diluted loss per share, if dilutive, based on the number of shares, if any, that would be issuable under the terms of the award agreements if the end of the reporting period were the end of the contingency period. Unvested PSUs of 2,093,154 at certain performance targets for the three months ended March 31, 2025 were not included in the computation of diluted loss per share because they would not be issuable if the end of the reporting period were the end of the contingency period or they would be anti-dilutive. Unvested PSUs of 149,080 at certain performance targets for the three months ended March 31, 2024 were not included in the computation of diluted loss per share because they would not be issuable if the end of the reporting period were the end of the contingency period or they would be anti-dilutive.
The Company has excluded approximately 85.2 million shares issuable upon conversion of the Exchangeable Notes and related Exchange Adjustment Consideration from the computation of diluted loss per share for the three months ended March 31, 2025 because the issuable shares would be anti-dilutive.
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(In millions) | \u00a0\u00a0\u00a0\u00a0 | March\u00a031, 2025 | \u00a0\u00a0\u00a0\u00a0 | March\u00a031, 2024 | ||
Numerator: | ||||||
Net loss for basic and diluted loss per share | $ | (202.1) | $ | (163.5) | ||
Denominator (shares in thousands): | ||||||
Weighted average shares for basic and diluted loss per common share | \u00a0 | 430,973 | \u00a0 | 263,411 | ||
Basic and diluted loss per common share | $ | (0.47) | $ | (0.62) |
NOTE 13\u2014SUBSEQUENT EVENTS
NCM Bankruptcy. On April 11, 2023, National CineMedia, LLC (\u201cNCM\u201d) filed a petition under Chapter 11 of the U.S. Bankruptcy Code in the Southern District of Texas. The Chapter 11 plan of reorganization became effective on August 7, 2023 (the \u201cPlan\u201d). The Company appealed certain terms of the Plan and rulings of the bankruptcy court with the United States District Court for the Southern District of Texas, which affirmed the rulings of the bankruptcy court, and subsequently with the United States Court of Appeals for the Fifth Circuit. On April 17, 2025, NCM and the Company reached an agreement to, among other things, dismiss with prejudice the ongoing litigation between the parties.
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