AMC Entertainment Inc. (“AMC” or the “Company”) announced today that it
priced its previously announced private offering of $600.0 million
aggregate principal amount of senior subordinated notes due 2025 (the
“Notes”). The Notes will be sold to investors at a price of 100.000% of
the principal amount thereof and will bear interest at a rate equal to
5.75% per annum. The closing of the private offering is expected to
occur on June 5, 2015, subject to customary closing conditions.
The Company intends to use the net proceeds from this private offering,
together with cash on hand, to pay the consideration for the tender
offer (the “Tender Offer”) to purchase all of the Company’s outstanding
$600.0 million aggregate principal amount of 9.75% Senior Subordinated
Notes due 2020 (the “2020 Notes”) previously announced by the Company on
May 26, 2015. Pursuant to the Tender Offer, the payment of the total
consideration of $1,093.00 per $1,000.00 in principal amount of the 2020
Notes validly tendered prior to the expiration date of June 2, 2015 at
8:00 a.m. New York City time, and not validly withdrawn, is expected to
be made on June 5, 2015. Holders whose 2020 Notes are purchased in the
Tender Offer will also be paid accrued and unpaid interest from the most
recent interest payment date on the 2020 Notes to, but not including,
the payment date. As of 8:00 a.m. New York City time on June 2, 2015,
holders of approximately 96.9% of the Company’s outstanding 2020 Notes
validly tendered and did not validly withdraw their 2020 Notes.
The Notes will be sold only to qualified institutional buyers in
reliance on Rule 144A under the Securities Act, and outside the United
States only to non-U.S. persons pursuant to Regulation S. The Notes will
not be registered under the Securities Act or any state securities laws
and, unless so registered, may not be offered or sold in the United
States absent an effective registration statement or an applicable
exemption from registration requirements or a transaction not subject to
the registration requirements of the Securities Act or any state
securities laws. This press release does not constitute an offer to sell
or a solicitation of an offer to buy any of the Notes, nor does it
constitute an offer, solicitation or sale in any jurisdiction in which
such offer, solicitation or sale is unlawful.
About AMC Entertainment Inc.
AMC is the guest experience leader with 347 locations and 4,972 screens
located primarily in the United States. AMC has propelled innovation in
the theatrical exhibition industry and continues today by delivering
more comfort and convenience, enhanced food & beverage, greater
engagement and loyalty, premium sight & sound, and targeted programming.
AMC operates the most productive theatres in the country’s top markets,
including No. 1 market share in the top three markets (NY, LA and
Chicago). www.amctheatres.com.
Forward-Looking Statements
This press release includes “forward-looking statements” within the
meaning of the “safe harbor” provisions of the United States Private
Securities Litigation Reform Act of 1995. Forward-looking statements may
be identified by the use of words such as “forecast,” “estimate,”
“project,” “intend,” “expect,” “should,” “believe,” “continue,” and
other similar expressions that predict or indicate future events or
trends or that are not statements of historical matters. These
forward-looking statements are based on information available at the
time those statements are made and/or management’s good faith belief as
of that time with respect to future events, and are subject to risks and
uncertainties that could cause actual performance or results to differ
materially from those expressed in or suggested by the forward-looking
statements. These risks and uncertainties include, but are not limited
to, decreased supply, quality and performance of, and delays in our
access to, motion pictures; risks relating to our significant
indebtedness; our ability to utilize net operating loss carry forwards
to reduce future tax liability; increased competition in the geographic
areas in which we operate and from alternative film delivery methods and
other forms of entertainment; continued effectiveness of our strategic
initiatives; the impact of shorter theatrical exclusive release windows;
the impact of governmental regulation, including anti-trust review of
our acquisition opportunities and investigations concerning potentially
anticompetitive conduct, including film clearances and participation in
certain joint ventures; unexpected delays and costs related to our
optimization of our theatre circuit; and failures, unavailability or
security breaches of our information systems.
Forward-looking statements should not be read as a guarantee of future
performance or results, and will not necessarily be accurate indications
of the times at, or by, which such performance or results will be
achieved. For a detailed discussion of these risks and uncertainties,
see the section entitled “Risk Factors” in our Annual Report on Form
10-K, filed with the Securities and Exchange Commission on March 12,
2015, and our other public filings. The Company does not intend, and
undertakes no duty, to update this information to reflect future events
or circumstances, except as required by applicable law.
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