AMC Entertainment Holdings, Inc. announced that Muvico, LLC, a wholly-owned indirect subsidiary of AMC, has commenced an offering of $1,730 million aggregate principal amount of first lien notes due 2031 (the ?Notes?) in a private offering (the ?Offering?), subject to market and other conditions. The Notes will be guaranteed on a joint and several basis by the Company and each of its existing and future direct or indirect wholly-owned subsidiaries that guarantee obligations under the Company?s new $750 million term loan facility (the ?New Term Loan Facility?) which is expected to be entered into concurrently with consummation of the Offering. The net proceeds from the Offering, together with the proceeds from the New Term Loan Facility, and cash on hand, will be used to (i) fund the redemption in full of $400 million aggregate principal amount of 12.750% Senior Secured Notes due 2027 (the ?Odeon Notes?) issued by Odeon Finco PLC (?Odeon?), a wholly-owned direct subsidiary of Odeon Cinemas Group Limited and an indirect subsidiary of AMC, (ii) refinance the Company?s existing term loan facility in full, and (iii) pay related fees, costs, premiums and expenses in connection with such transactions.
Concurrently with the commencement of the Offering, Odeon delivered a notice of conditional full redemption (the ?Notice?) to holders of the Odeon Notes to redeem the Odeon Notes in full (the ?Redemption?). The Redemption is conditioned upon the consummation of one or more debt financing transactions resulting in aggregate gross proceeds to the Company, its affiliates and its subsidiaries (including Odeon), of at least $2,480 million, which may include the Offering and the New Term Loan Facility, contemporaneously with or prior to the applicable redemption date. There can be no assurances as to when and if such debt financing transactions will be completed or such conditions satisfied and the Company may waive the conditions at its discretion.
The Notes and related guarantees are being offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the ?Securities Act?), and outside the United States, only to non-U.S. investors pursuant to Regulation S. The Notes have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent an effective registration statement or an applicable exemption from registration requirements or in a transaction not subject to the registration requirements of the Securities Act or any state securities laws.
