AMC ENTERTAINMENT HOLDINGS, INC. Item 7.01 Regulation FD Disclosure
On
The information in this Item 7.01 disclosure is being furnished and shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities under that Section. In addition, the information in this Item 7.01 disclosure, shall not be incorporated by reference into the filings of AMC under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 8.01 Other Events
On
· As of
("ATM") offering, AMC has strengthened its liquidity position by raising
approximately $162.4 million of gross cash proceeds before fees and
commissions, through the sale of 125.9 million AMC Preferred Equity Units.
During the fourth quarter of 2022 to date, AMC has raised approximately $153.2
million of gross cash proceeds before fees and commissions, through the sale of
123.2 million AMC Preferred Equity Units.
· During the fourth quarter of 2022, AMC used a portion of the net proceeds from
its ATM to repurchase approximately$30.7 million principal amount of its 10% Second Lien Debt due 2026 at an average discount of approximately 60% and approximately$5.25 million principal amount of its 6.125% Senior Subordinated Notes due 2027 at an average discount of 70%.
· During the fourth quarter of 2022, as a result of the debt repurchases and the
previously announced Odeon debt refinancing, AMC reduced the principal amounts of its debt by approximately$107 million , bringing the total principal debt reduction during 2022 to approximately$180 million .
· Based on the success of AMC's ATM program, its operating performance to date,
and its effective cash management efforts, AMC's liquidity position (cash, cash equivalents and undrawn revolving credit facility capacity) as ofDecember 31, 2022 , is currently estimated to be between$725 and$825 million , after debt repurchases and including$211.2 million of undrawn capacity under the Company's revolving credit facility, subject to operating performance during the remainder of the holiday period in 2022 and the timing of landlord concessions. This implies an improvement in the net decrease in cash and cash equivalents and restricted cash of between$110 million and$210 million compared to the third quarter of 2022.
· AMC is announcing the acquisition of the 13-screen former Arclight Cinemas
theatre located at The Hub on Causeway, the large-scale mixed-use development atNorth Station , inBoston, Massachusetts . This theatre is brand new, having opened inDecember 2019 and closed only three months later due to COVID-19. Forward-Looking Statements
This Current Report on Form 8-K 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,"
"should," "believes," "expects," "anticipates," "estimates," "intends,"
"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 and box office levels, our liquidity, and the potential conversion of
our AMC Preferred Equity Units. 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
with 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; the seasonality of AMC's revenue and working capital; the
continued recovery of the North American and international box office; AMC's
significant indebtedness, including its borrowing capacity and its ability to
meet its financial maintenance and other covenants; 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; supply chain disruptions, labor shortages, increased cost and
inflation; and other factors discussed in the reports AMC has filed with the
Item 9.01 Financial Statements and Exhibits
(d) Exhibits. Exhibit Number Exhibit Description 99.1 Press Release, datedDecember 19, 2022 . 104 Cover Page Interactive Data File. The cover page XBRL tags are embedded within the inline XBRL document (contained in Exhibit 101).
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