Item 8.01. Other Events.
Removal of Proposal 1 for Stockholder Consideration
On
Additional Information and Where to Find It
This communication may be deemed solicitation material in respect of the Annual
Meeting of stockholders (the "Annual Meeting") of
BEFORE MAKING ANY VOTING DECISION, THE COMPANY'S STOCKHOLDERS ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT AND ANY AMENDMENTS THERETO, IN THEIR ENTIRETY AND ANY OTHER DOCUMENTS FILED BY THE COMPANY WITH THE SEC IN CONNECTION WITH THE BUSINESS TO BE CONDUCTED AT THE ANNUAL MEETING BEFORE MAKING ANY VOTING OR INVESTMENT DECISION WITH RESPECT TO THE BUSINESS TO BE CONDUCTED AT THE ANNUAL MEETING BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE BUSINESS TO BE CONDUCTED AT THE ANNUAL MEETING.
Stockholders may obtain a free copy of the proxy statement and other documents
the Company files with the
Participants in the Solicitation
The Company and its directors, executive officers and certain employees and
other persons may be deemed to be participants in the solicitation of proxies
from the Company's stockholders in connection with the business to be conducted
at the Annual Meeting. Security holders may obtain information regarding the
names, affiliations and interests of the Company's directors and executive
officers in the Company's Annual Report on Form 10-K for the fiscal year ended
Forward Looking Statements
This communication includes "forward-looking statements" within the meaning of
the federal securities laws. In many cases, these forward-looking statements may
be identified by the use of words such as "will," "may," "could," "would,"
"should," "believes," "expects," "anticipates," "estimates," "intends,"
"indicates," "projects," "goals," "objectives," "targets," "predicts," "plans,"
"seeks," and variations of these words and similar expressions. Examples of
forward-looking statements include statements we make regarding the impact of
COVID-19, future attendance levels and our liquidity. Any forward-looking
statement speaks only as of the date on which it is made. These forward-looking
statements may include, among other things, statements related to AMC's current
expectations regarding the performance of its business, financial results,
liquidity and capital resources, and the impact to its business and financial
condition of, and measures being taken in response to, the COVID-19 virus, and
are based on information available at the time the statements are made and/or
management's good faith belief as of that time with respect to future events,
and are subject to risks, trends, uncertainties and other facts that could cause
actual performance or results to differ materially from those expressed in or
suggested by the forward-looking statements. These risks, trends, uncertainties
and facts include, but are not limited to, risks related to: AMC's ability to
obtain additional liquidity, which if not realized or insufficient to generate
the material amounts of additional liquidity that will be required unless it is
able to achieve more normalized levels of operating revenues, likely would
result in AMC seeking an in-court or out-of-court restructuring of its
liabilities; the potential impact of AMC's existing or potential lease defaults;
the impact of the COVID-19 virus on AMC, the motion picture exhibition industry,
and the economy in general, including AMC's response to the COVID-19 virus
related to suspension of operations at theatres, personnel reductions and other
cost-cutting measures and measures to maintain necessary liquidity and increases
in expenses relating to precautionary measures at AMC's facilities to protect
the health and well-being of AMC's customers and employees; AMC's significant
indebtedness, including its borrowing capacity and its ability to meet its
financial maintenance and other covenants; the manner, timing and amount of
benefit AMC receives under the CARES Act or other applicable governmental
benefits and support; the impact of impairment losses; motion picture production
and performance; AMC's lack of control over distributors of films; intense
competition in the geographic areas in which AMC operates; increased use of
alternative film delivery methods or other forms of entertainment; shrinking
exclusive theatrical release window; AMC Stubs A-List not meeting anticipated
revenue projections; general and international economic, political, regulatory
and other risks; limitations on the availability of capital; AMC's ability to
refinance its indebtedness on favorable terms; availability of financing upon
favorable terms or at all; risks relating to impairment losses, including with
respect to goodwill and other intangibles, and theatre and other closure
charges; and other factors discussed in the reports AMC has filed with the
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