Item 7. Management’s Discussion and Analysis
Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations.
The following discussion relates to the consolidated audited financial statements of AMC included elsewhere in this Annual Report on Form 10-K. This discussion contains forward-looking statements. Please see “Forward-Looking Statements” and “Risk Factors” in Part I on this Annual Report on Form 10-K for a discussion of the risks, uncertainties and assumptions relating to these statements. See Note 1 — The Company and Significant Accounting Policies in Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for information regarding the Company’s significant accounting policies.
Overview
AMC is the world’s largest theatrical exhibition company and an industry leader in innovation and operational excellence. As of December 31, 2024 we operated in 11 countries including the United States and throughout Europe.
Our theatrical exhibition revenues are generated primarily from box office admissions and food and beverage sales. The balance of our revenues is generated from ancillary sources, including online ticketing fees, on-screen advertising, income from gift card and exchange ticket sales, rental of theatre auditoriums, retail popcorn and merchandise sales, fees earned from our customer loyalty programs, and theatrical distribution. As of December 31, 2024, we owned, operated or had interests in 871 theatres and 9,798 screens.
Significant Events—For the Year Ended December 31, 2024
Debt Repurchases and Exchanges. The below table summarizes the various cash debt repurchase transactions, debt for equity exchange transactions, and cash and debt for equity exchange transactions that occurred during the year ended December 31, 2024. The debt for equity transactions were treated as early extinguishments 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. See Note 8 — Corporate Borrowings and Finance Lease Liabilities in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for further information on these transactions.
Shares of
Aggregate Principal
Common Stock
Reacquisition
(Gain)/Loss on
Accrued Interest
(In millions, except for share data)
Repurchased/Exchanged
Exchanged
Cost
Extinguishment
Paid/Exchanged
Cash debt repurchase transactions:
5.75% Senior Subordinated Notes due 2025
$
8.9
—
$
8.6
$
(0.3)
$
0.1
Second Lien Notes due 2026
50.0
—
50.5
(4.4)
1.4
Total cash debt repurchase transactions
58.9
—
59.1
(4.7)
1.5
Debt for equity exchange transactions:
5.75% Senior Subordinated Notes due 2025
36.7
9,017,297
39.8
3.2
0.8
Second Lien Notes due 2026
224.1
35,062,835
157.2
(93.1)
8.3
Total debt for equity exchange transactions
260.8
44,080,132
197.0
(89.9)
9.1
Cash and debt for equity exchange transactions:
5.75% Senior Subordinated Notes due 2025
8.6
447,829
8.4
(0.2)
0.1
5.875% Senior Subordinated Notes due 2026
9.6
432,777
8.1
(1.3)
0.2
Second Lien Notes due 2026
45.0
2,693,717
45.5
(4.0)
1.2
Total cash and debt for equity exchange transactions
63.2
3,574,323
62.0
(5.5)
1.5
Total debt repurchases and exchanges
$
382.9
47,654,455
$
318.1
$
(100.1)
$
12.1
Vendor Dispute. On January 26, 2024, we executed an agreement to collect $37.5 million as resolution of a dispute with a vendor. The proceeds, net of legal costs, were recorded to other income during the year ended December 31, 2024. The relationship with the vendor has been restored and remains in good standing.
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Share Issuances. During the year ended December 31, 2024, we raised gross proceeds of $261.8 million and paid fees to sales agents and incurred other third-party issuance costs of approximately $6.4 million and $1.9 million, respectively, through our at-the-market offerings of approximately 75.5 million shares of our Common Stock. We paid $0.8 million of other third-party issuance costs during the year ended December 31, 2024.
Additionally, we entered into forward transactions to sell 30.0 million shares of our Common Stock. During December 2024, we were paid $0.01 per share for the par value of the forward shares totaling $0.3 million.
In January 2025, we were paid $171.7 million as initial gross cash proceeds associated with the establishment of forward positions for 30 million shares of Common Stock plus at-the-market offerings of 17.1 million shares of Common Stock. Fees paid to sales agents were approximately $0.6 million. We may be entitled to receive additional cash payments pursuant to the forward sales. There is no guarantee that we will receive any additional proceeds. See Note 9—Stockholder’s Deficit and Note 16—Subsequent Events in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for further information.
Debt Refinancing. During the year ended December 31, 2024, we completed a series of transactions to refinance $1,895.0 million aggregate principal amount of our Existing Term Loans and $518.6 million of our Second Lien Notes. As part of the transactions we issued $2,024.3 million aggregate principal amount of the New Term Loans and $414.4 million aggregate principal of Exchangeable Notes. The repurchases of the Second Lien Notes were accounted for as extinguishments and resulted in a loss on extinguishment of $61.2 million. See the Liquidity and Capital Resources section below and Note 8 — Corporate Borrowings and Finance Lease Liabilities in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for further information on these transactions.
Special Awards. On February 22, 2024, the compensation committee of AMC’s Board of Directors 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 year ended December 31, 2024, the Company recognized $2.1 million of stock compensation expense related to these awards.
Significant Events—For the Year Ended December 31, 2023
AMC Distribution. During 2023 we, along with our sub-distribution partners, served as the theatrical distributor for two theatrical releases: TAYLOR SWIFT | THE ERAS TOUR and RENAISSANCE: A FILM BY BEYONCÉ. The distribution business is a new source of revenue that we have the potential to capitalize on in the future.
Lease Termination . During the year ended December 31, 2023, the Company received a $13.0 million buyout incentive from a landlord which provided the landlord the right to terminate the lease of one theatre. The incentive and termination gain resulted in a $16.7 million reduction to rent expense.
Saudi Cinema Company. On December 30, 2022, we entered into an agreement to sell our 10.0% investment in Saudi Cinema Company LLC for SAR 112.5 million ($30.0 million), subject to certain closing conditions. On January 24, 2023, the Saudi Ministry of Commerce recorded a sale of equity, and we received the proceeds on January 25, 2023. We recorded a gain on the sale of $15.5 million in investment income during the year ended December 31, 2023.
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Debt Repurchases and Exchanges. The below table summarizes the cash debt repurchase transactions and various debt for equity exchange transactions during the year ended December 31, 2023, including repurchases with a related party. See Note 8 — Corporate Borrowings and Finance Lease Liabilities in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for further information on these transactions.
Shares of
Aggregate Principal
Common Stock
Reacquisition
(Gain) on
Accrued Interest
(In millions, except for share data)
Repurchased/Exchanged
Exchanged
Cost
Extinguishment
Paid/Exchanged
Cash debt repurchase transactions:
Related party transactions:
Second Lien Notes due 2026
$
75.9
$
—
$
48.5
$
(40.9)
$
1.1
5.875% Senior Subordinated Notes due 2026
4.1
—
1.7
(2.3)
0.1
Total related party transactions
80.0
—
50.2
(43.2)
1.2
Non-related party transactions:
Second Lien Notes due 2026
139.7
—
91.4
(71.3)
4.5
Total non-related party transactions
139.7
—
91.4
(71.3)
4.5
Total cash debt repurchase transactions
$
219.7
$
—
$
141.6
$
(114.5)
$
5.7
Debt for equity exchange transactions:
Second Lien Notes due 2026
$
105.3
14,186,651
91.7
(28.3)
1.2
Total debt repurchases and exchanges
$
325.0
14,186,651
$
233.3
$
(142.8)
$
6.9
Additional Share Issuances to Antara. On December 22, 2022, we entered into a forward purchase agreement (the “Forward Purchase Agreement”) with Antara Capital LP (“Antara”) pursuant to which we agreed to (i) sell to Antara 10,659,511 AMC Preferred Equity Units for an aggregate purchase price of $75.1 million and (ii) simultaneously purchase from Antara $100.0 million aggregate principal amount of the Company’s 10%/12% Cash/PIK Toggle Second Lien Notes due 2026 in exchange for 9,102,619 AMC Preferred Equity Units. On February 7, 2023, we issued 19,762,130 AMC Preferred Equity Units to Antara in exchange for $75.1 million in cash and $100.0 million aggregate principal amount of our 10%/12% Cash/PIK Toggle Second Lien Notes due 2026. We recorded $193.7 million to stockholders’ deficit as a result of the transaction. We paid $1.4 million of accrued interest in cash upon exchange of the notes.
Share Issuances. During the year ended December 31, 2023, we entered into various equity distribution agreements with sales agents to sell shares of our Common Stock and AMC Preferred Equity Units, from time to time, through “at-the-market” offering programs that have been completed.
During the year ended December 31, 2023, the Company raised gross proceeds of approximately $790.0 million and paid fees to sales agents and incurred other third-party issuance costs of approximately $19.8 million and $9.9 million, respectively, through its at-the-market offering of approximately 88.0 million shares of its Common Stock and 7.1 million of its AMC Preferred Equity Units. The Company paid $12.6 million of other third-party issuance costs during the year ended December 31, 2023. See Note 9—Stockholders’ Deficit for further information regarding the at-the-market offerings.
Special Awards. On February 23, 2023, AMC’s Board of Directors approved special awards in lieu of vesting of the 2022 PSU awards. The special awards were accounted for as a modification to the 2022 PSU awards which lowered the Adjusted EBITDA and free cash flow performance targets such that 200% vesting was achieved for both tranches. This modification resulted in the immediate additional vesting of 238,959 Common Stock 2022 PSUs and 238,959 AMC Preferred Equity Unit 2022 PSUs. This was treated as a Type 3 modification (improbable-to-probable) which requires us to recognize additional stock compensation expense based on the modification date fair values of the Common Stock PSUs and AMC Preferred Equity Units PSUs of $14.9 million and $5.3 million, respectively. During the year ended December 31, 2023, we recognized $20.2 million of additional stock compensation expense related to these awards.
NCM Bankruptcy. On April 11, 2023, National CineMedia, LLC (“NCM”) filed a petition under Chapter 11 of the U.S. Bankruptcy Code in the Southern District of Texas. NCM is the in-theatre advertising provider for the majority of our theatres in the United States. Under the Chapter 11 plan of reorganization, which became effective on August 7, 2023 (the “Plan”), NCM has assumed its agreements with us. As part of the Plan, on August 7, 2023, NCM issued 16,581,829 common units (“NCM Common Units”) that were owed to the Company as part of the annual common unit adjustment. However, under the terms of the Plan and the restructuring of the equity of NCM thereunder, the NCM Common Units were immediately cancelled upon the effective date of the Plan. On August 13, 2023, in
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response to an appeal by the Company regarding certain terms of the Plan, including modification of the terms of the exhibitor services agreement with other parties that were not similarly granted to the Company and appeal of the court’s order to approve cancellation of the NCM Common Unit issuance, the United States District Court for the Southern District of Texas affirmed the rulings of the bankruptcy court, including confirmation of the Plan. The Company filed an appeal to these rulings with the United States Court of Appeals for the Fifth Circuit and such appeal remains pending. The Company does not expect the NCM bankruptcy to have a material impact on the Company.
Shareholder Litigation. Two putative stockholder class actions were filed in the Delaware Chancery Court that assert a breach of fiduciary duty against certain of our directors and a claim for breach of 8 Del. C . § 242 against those directors and us, arising out of our creation of AMC Preferred Equity Units, the transactions between Antara and us that we announced on December 22, 2022, and the Charter Amendments.
This litigation prevented us from immediately implementing the Charter Amendments. On April 2, 2023, the parties entered into a binding settlement term sheet to settle the litigation and allow implementation of the Charter Amendments. On August 11, 2023, the Delaware Chancery Court approved the settlement and on Monday, August 21, 2023, the Delaware Supreme Court confirmed the ruling of the Chancery Court. Pursuant to the settlement term sheet, record holders of Common Stock at the close of business on August 24, 2023, after giving effect to the Reverse Stock Split, but prior to the conversion of AMC Preferred Equity Units into Common Stock, received a payment of one share of Common Stock for every 7.5 shares of Common Stock owned by the Settlement Payment Recipients. On August 28, 2023, the Company made the Settlement Payment and issued 6,897,018 shares of Common Stock. See Note 11—Commitments and Contingencies in the Notes to the Condensed Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for further information regarding the litigation and settlement. For capitalized terms used herein but not defined see Note 9—Stockholders’ Deficit or Note 11—Commitments and Contingencies in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K.
Significant Events—For the Year Ended December 31, 2022
For a discussion of significant events for the year ended December 31, 2022, see “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our annual report on Form 10-K for the year ended December 31, 2022, filed with the Securities and Exchange Commission on February 28, 2023, which is incorporated herein by reference.
Critical Accounting Estimates
Our consolidated financial statements are prepared in accordance with U.S. GAAP. In connection with the preparation of our financial statements, we are required to make assumptions and estimates about future events and apply judgments that affect the reported amounts of assets, liabilities, revenue, expenses and the related disclosures. We base our assumptions, estimates, and judgments on historical experience, current trends and other factors that management believes to be relevant at the time our consolidated financial statements are prepared. On a regular basis, we review the accounting policies, assumptions, estimates, and judgments to ensure that our financial statements are presented fairly and in accordance with U.S. GAAP. However, because future events and their effects cannot be determined with certainty, actual results could differ from our assumptions and estimates, and such differences could be material. We have identified several policies as being critical because they require management to make particularly difficult, subjective and complex judgments about matters that are inherently uncertain, and there is a likelihood that materially different amounts would be reported under different conditions or using different assumptions.
All of our significant accounting policies are discussed in Note 1 — The Company and Significant Accounting Policies in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K.
Long-lived Assets Impairments. We review long-lived assets whenever events or changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable.
Critical estimates. There are many estimates and significant judgments that are made by management in performing impairment evaluations of long-lived assets, including but not limited to, estimates of future attendance, revenues, operating costs and expenses, capital expenditures, the cost of capital. These estimates determine whether impairments have been incurred and quantify the amount of any related impairment charge.
Assumptions and judgment. Our valuation methodology for assessing impairment requires management to make judgments and assumptions based on historical experience and projections of future cash flows. Our projections assume
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that operating revenues will gradually improve to the point they exceed pre-COVID-19 levels. This assumption, together with other assumptions, create considerable amount of management judgment with respect to cash flow estimates and appropriate discount rates to be used in determining the fair value of long-lived assets.
Impact if actual results differ from assumptions . Although we believe that our estimates and judgments are reasonable, actual results may differ from these estimates, many of which fall under Level 3 within the fair value measurement hierarchy. Factors that could lead to impairment of long-lived assets include adverse industry or economic trends that would result in declines in the operating performance of our Domestic and International Theatres. Examples of adverse events or circumstances that could change include (i) limited availability of new theatrical releases; (ii) an adverse change in macroeconomic conditions; (iii) increased cost factors that have a negative effect on our earnings and cash flows and higher interest rates; and (iv) negative or overall declining financial performance compared with our actual and projected results of relevant prior periods.
If we are required to record an impairment charge it may substantially reduce the carrying value of our assets and reduce our income in the year in which it is recorded. Given the nature of our business and our recent history, business conditions that are constantly changing, and the competitive business environment in which we operate future material impairments are possible and they may be material.
Our Current Long-lived Asset Impairment Related Estimates and Changes in those Estimates . During the year ended December 31, 2024, we recorded non-cash impairment charges related to our long-lived assets of $51.9 million on 39 theatres in the U.S. markets with 469 screens which were related to property, net and operating lease right-of-use assets, net and $20.4 million on 23 theatres in the International markets with 188 screens which were related to property, net and operating lease right-of-use assets, net. A hypothetical 10% decline in the fair value of the asset groups would have resulted in approximately $6.8 million of additional impairment charges.
During the year ended December 31, 2023, we recorded non-cash impairment charges related to our long-lived assets of $49.2 million on 68 theatres in the U.S. markets with 738 screens which were related to property, net and operating lease right-of-use assets, net and $57.7 million on 57 theatres in the International markets with 488 screens which were related to property, net and operating lease right-of-use assets, net.
During the year ended December 31, 2022, we recorded non-cash impairment charges related to our long-lived assets of $73.4 million on 68 theatres in the U.S. markets with 817 screens which were related to property, net and operating lease right-of-use assets, net and $59.7 million on 53 theatres in the International markets with 456 screens which were related to property, net and operating lease right-of-use assets, net.
At December 31, 2024, related cash flows were discounted at 9.0% for the Domestic Theatres and 10.5% for the International Theatres. At December 31, 2023, related cash flows were discounted at 9.0% for the Domestic Theatres and 11.0% for the International Theatres. At December 31, 2022, related cash flows were discounted at 10.0% for the Domestic Theatres and 12.5% for the International Theatres.
Goodwill. We evaluate the goodwill recorded at our two reporting units (Domestic Theatres and International Theatres) for impairment annually as of the beginning of the fourth fiscal quarter or more frequently as specific events or circumstances dictate. Impairment is the condition that exists when the carrying amount of goodwill exceeds its implied fair value. If the estimated fair value of the reporting unit is less than its carrying value, the difference is recorded as a goodwill impairment charge, not to exceed the total amount of goodwill allocated to that reporting unit. Entities are allowed to perform optional qualitative assessments for both reporting units to determine whether it is more likely than not that goodwill is impaired.
Critical estimates . Calculating the fair value of our Domestic Theatres and International Theatres reporting units by use of the income approach for enterprise valuation methodology which utilizes estimated future discounted cash flows. The income approach provides an estimate of fair value by measuring estimated annual cash flows over a discrete projection period and applying a present value discount rate to the cash flows. The present value of the cash flows is then added to the present value equivalent of the residual value of the business to arrive at an estimated fair value of the reporting unit. The residual value represents the present value of the projected cash flows beyond the discrete projection period. The discount rates are determined using weighted average cost of capital for the risk of achieving the projected cash flows.
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We have elected to perform the optional qualitative assessment during the years ended December 31, 2024, 2023, and 2022. Inherent in the qualitative assessment are estimates and assumptions about our consideration of events and circumstances that may indicate a potential impairment. Such estimates and assumptions include, but are not limited to, industry and market conditions, expected cost pressures, expected financial performance, and general macroeconomic conditions. Additionally, the estimated fair value of our debt and equity at the consolidated level may be a relevant factor in determining whether it is more likely than not that goodwill is impaired.
Assumptions and judgment . Estimating the impact of the general macroeconomic conditions, potential cost pressures, and future industry and market conditions requires significant judgement. We must make assumptions around how much weight should be given to each event and circumstance in order to make an overall qualitative assessment on whether it is more likely than not that goodwill is impaired. The estimated fair value of our debt is based on observable market based inputs and the estimated fair value of our equity is based on quoted prices in active markets.
Impact if actual results differ from assumptions . If we were required to record an impairment charge to our goodwill it may substantially reduce the carrying value of goodwill on our balance sheet and reduce our income in the year in which it is recorded. Given the nature of our business and our recent history, business conditions that are constantly changing, and the competitive business environment in which we operate future material impairments are possible and they may be material.
Our Current Goodwill Estimates and Changes in those Estimates . Based on our qualitative assessments for the years ended December 31, 2024, December 31, 2023, and December 31, 2022, we do not believe it is more likely than not that goodwill is impaired.
Derivative Liability. We remeasure the derivative liability related to the conversion features in our Exchangeable Notes at fair value each reporting period with changes in fair value recorded in the consolidated statements of operations. We have obtained independent third-party valuation studies to assist us in determining fair value.
Critical estimates . Our valuation studies use the Binomial Lattice approach and are based on significant inputs not observable in the market and thus represent level 3 measurements within the fair value measurement hierarchy. 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 initial share price of our Common Stock, the volatility of the share price, time to maturity, risk-free interest rate, credit spread, and the discount yield. The volatility of our Common Stock, the Common Stock price at the end of each reporting period, and the remaining amount of time until maturity of the Exchangeable Notes are key inputs for the estimation of fair value that are expected to change each reporting period.
Assumptions and judgment. Selecting the appropriate method and model to use in the valuation of the derivative liability associated with the Exchangeable Notes conversion feature requires judgment and careful consideration of the common valuation practice for similar instruments. Selection of significant assumptions such as volatility and the credit spread also requires judgment and both inputs exhibit a greater degree of subjectivity than less observable inputs such as the risk-free rate.
Impact if actual results differ from assumptions. If actual results differ from assumptions, the value of the derivative liability could be overstated or understated which could increase or decrease net earnings by a material amount.
Our Current Estimates and Changes in those Estimates . During the year ended December 31, 2024, we recorded other (income) related to a decline in our derivative liability fair value of $(75.8) million. A hypothetical 10% increase in the fair value of the derivative liability would have resulted in a decline of other income of approximately $15.8 million. Similarly, a hypothetical 10% decrease in the fair value of the derivative liability would have resulted in an increase to other income of approximately $15.8 million. We expect there will be future changes in the fair value for our derivative liability and that the related amounts recorded as income or expense may be material. See Note 8—Corporate Borrowings and Finance Lease Liabilities and Note 12—Fair Value Measurements in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for further information.
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Operating Results
The following table sets forth our consolidated revenues, operating costs and expenses attributable to our theatrical exhibition operations and segment operating results. Reference is made to Note 13 — Segment Reporting in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for additional information therein:
U.S. Markets
International Markets
Consolidated
Year Ended
Year Ended
Year Ended
December 31,
December 31,
December 31,
(In millions)
2024
2023
% Change
2024
2023
% Change
2024
2023
% Change
Revenues
Admissions
$
1,916.7
$
2,015.7
(4.9)
%
$
643.8
$
674.8
(4.6)
%
$
2,560.5
$
2,690.5
(4.8)
%
Food and beverage
1,301.6
1,347.3
(3.4)
%
323.3
322.5
0.2
%
1,624.9
1,669.8
(2.7)
%
Other theatre
325.9
325.7
0.1
%
125.9
126.6
(0.6)
%
451.8
452.3
(0.1)
%
Total revenues
3,544.2
3,688.7
(3.9)
%
1,093.0
1,123.9
(2.7)
%
4,637.2
4,812.6
(3.6)
%
Operating Costs and Expenses
Film exhibition costs
988.8
1,023.3
(3.4)
%
250.4
267.8
(6.5)
%
1,239.2
1,291.1
(4.0)
%
Food and beverage costs
225.7
233.9
(3.5)
%
79.9
81.4
(1.8)
%
305.6
315.3
(3.1)
%
Operating expense, excluding depreciation and amortization below
1,252.1
1,261.8
(0.8)
%
427.3
429.7
(0.6)
%
1,679.4
1,691.5
(0.7)
%
Rent
649.9
651.5
(0.2)
%
223.7
222.0
0.8
%
873.6
873.5
0.0
%
General and administrative expense:
Merger, acquisition and other costs
0.1
1.7
(94.1)
%
—
—
NA
%
0.1
1.7
(94.1)
%
Other, excluding depreciation and amortization below
150.6
169.2
(11.0)
%
76.2
72.7
4.8
%
226.8
241.9
(6.2)
%
Depreciation and amortization
247.5
286.5
(13.6)
%
72.0
78.5
(8.3)
%
319.5
365.0
(12.5)
%
Impairment of long-lived assets
51.9
49.2
5.5
%
20.4
57.7
(64.6)
%
72.3
106.9
(32.4)
%
Operating costs and expenses
3,566.6
3,677.1
(3.0)
%
1,149.9
1,209.8
(5.0)
%
4,716.5
4,886.9
(3.5)
%
Operating income (loss)
(22.4)
11.6
*
%
(56.9)
(85.9)
(33.8)
%
(79.3)
(74.3)
6.7
%
Other expense (income):
Other income
(124.4)
(52.8)
*
%
(31.8)
(24.0)
32.5
%
(156.2)
(76.8)
*
%
Interest expense:
Corporate borrowings
341.9
310.7
10.0
%
59.9
58.9
1.7
%
401.8
369.6
8.7
%
Finance lease obligations
0.1
0.2
(50.0)
%
5.3
3.5
51.4
%
5.4
3.7
45.9
%
Non-cash NCM exhibitor service agreement
36.5
37.9
(3.7)
%
—
—
NA
%
36.5
37.9
(3.7)
%
Investment expense (income)
(14.0)
1.6
*
%
(2.3)
(17.1)
(86.5)
%
(16.3)
(15.5)
5.2
%
Total other expense, net
240.1
297.6
(19.3)
%
31.1
21.3
46.0
%
271.2
318.9
(15.0)
%
Loss before income taxes
(262.5)
(286.0)
(8.2)
%
(88.0)
(107.2)
(17.9)
%
(350.5)
(393.2)
(10.9)
%
Income tax provision
—
1.8
(100.0)
%
2.1
1.6
31.3
%
2.1
3.4
(38.2)
%
Net loss
$
(262.5)
$
(287.8)
(8.8)
%
$
(90.1)
$
(108.8)
(17.2)
%
$
(352.6)
$
(396.6)
(11.1)
%
* Percentage change in excess of 100%.
U.S. Markets
International Markets
Consolidated
Year Ended
Year Ended
Year Ended
December 31,
December 31,
December 31,
2024
2023
2024
2023
2024
2023
Operating Data:
Screen additions
—
—
13
—
13
—
Screen acquisitions
—
21
9
10
9
31
Screen dispositions
185
315
78
146
263
461
Construction openings (closures), net
1
15
(21)
—
(20)
15
Average screens(1)
7,206
7,403
2,376
2,447
9,582
9,850
Number of screens operated
7,185
7,369
2,613
2,690
9,798
10,059
Number of theatres operated
544
562
327
336
871
898
Screens per theatre
13.2
13.1
8.0
8.0
11.2
11.2
Attendance (in thousands)(1)
156,866
169,378
67,289
70,107
224,155
239,485
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(1)
Includes consolidated theatres only and excludes screens offline due to construction.
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Adjusted EBITDA
We present Adjusted EBITDA as a supplemental measure of our performance. We define 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 we do not consider indicative of our ongoing operating performance and to include attributable EBITDA from equity investments in theatre operations in International markets. These further adjustments are itemized below. You are encouraged to evaluate these adjustments and the reasons we consider them appropriate for supplemental analysis. In evaluating Adjusted EBITDA, you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation. Our presentation of Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. The preceding definition of and adjustments made to GAAP measures to determine Adjusted EBITDA are broadly consistent with Adjusted EBITDA as defined in the Company’s debt indentures. During the year ended December 31, 2024, we changed the definition of Adjusted EBITDA to no longer further adjust for “cash distributions from non-consolidated entities” and “other non-cash rent benefit.” All comparative period information for Adjusted EBITDA has been re-cast to conform with the current definition.
The following tables set forth our Adjusted EBITDA by reportable segment and our reconciliation of Adjusted EBITDA:
Year Ended
Adjusted EBITDA (In millions)
December 31, 2024
December 31, 2023
U.S. markets
$
301.5
$
391.1
International markets
42.4
63.2
Total Adjusted EBITDA (1)
$
343.9
$
454.3
Year Ended
(In millions)
December 31, 2024
December 31, 2023
Net loss
$
(352.6)
$
(396.6)
Plus:
Income tax provision (1)
2.1
3.4
Interest expense
443.7
411.2
Depreciation and amortization
319.5
365.0
Impairment of long-lived assets (2)
72.3
106.9
Certain operating expense (3)
5.4
2.5
Equity in earnings of non-consolidated entities (4)
(12.4)
(7.7)
Attributable EBITDA (5)
1.9
2.2
Investment income (6)
(16.3)
(15.5)
Other income (7)
(141.8)
(61.3)
Merger, acquisition and other costs (8)
0.1
1.7
Stock-based compensation expense (9)
22.0
42.5
Adjusted EBITDA
$
343.9
$
454.3
(1) For information regarding the income tax provision (benefit), see Note 10 — Income Taxes in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K.
(2) During the year ended December 31, 2024, we recorded non-cash impairment charges related to our long-lived assets of $51.9 million on 39 theatres in the U.S. markets with 469 screens which were related to property, net and operating lease right-of-use assets, net and $20.4 million on 23 theatres in the International markets with 188 screens which were related to property, net and operating lease right-of-use assets, net.
During the year ended December 31, 2023, we recorded non-cash impairment charges related to our long-lived assets of $49.2 million on 68 theatres in the U.S. markets with 738 screens which were related to property, net and operating lease right-of-use assets, net and $57.7 million on 57 theatres in the International markets with 488 screens which were related to property, net and operating lease right-of-use assets, net.
(3) 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
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included in operating expenses. We have excluded these items as they are non-cash in nature or are non-operating in nature.
(4) Equity in earnings of non-consolidated entities primarily consisted of equity in earnings from AC JV of $10.0 million during the year ended December 31, 2024. Equity in earnings of non-consolidated entities primarily consisted of equity in earnings from AC JV of $4.9 million during the year ended December 31, 2023.
(5) Attributable EBITDA includes the EBITDA from equity investments in theatre operators in certain International markets. See below for a reconciliation of our equity in (earnings) of non-consolidated entities to attributable EBITDA. Because these equity investments are in theatre operators in regions where we hold a significant market share, we believe attributable EBITDA is more indicative of the performance of these equity investments and management uses this measure to monitor and evaluate these equity investments. We also provide services to these theatre operators including information technology systems, certain on-screen advertising services and our gift card and package ticket program.
Year Ended
(In millions)
December 31, 2024
December 31, 2023
Equity in (earnings) of non-consolidated entities
$
(12.4)
$
(7.7)
Less:
Equity in (earnings) of non-consolidated entities excluding International theatre joint ventures
(11.5)
(6.6)
Equity in earnings of International theatre joint ventures
0.9
1.1
Income tax provision
—
0.1
Investment income
(0.4)
(0.6)
Interest expense
0.1
0.2
Impairment of long-lived assets
—
—
Depreciation and amortization
1.3
1.4
Attributable EBITDA
$
1.9
$
2.2
(6) Investment expense (income) during the year ended December 31, 2024 includes interest income of $(19.2) million, partially offset by a decline in the estimated fair value of our investment in common shares of Hycroft of $0.4 million and a decline in the estimated fair value of our investment in warrants to purchase common shares of Hycroft of $2.5 million. Investment expense (income) during the year ended December 31, 2023 included a $(15.5) million gain on sale of our investment in Saudi Cinema Company LLC and interest income of $(15.3) million, partially offset by a decline in estimated fair value of our investment in common shares of Hycroft of $6.6 million, a decline in the estimated fair value of our investment in warrants to purchase common shares of Hycroft of $6.0 million, $1.8 million of expense for NCM Common Units, $1.0 million impairment of a cost method investment.
(7) Other expense (income) during the year ended December 31, 2024, primarily consisted of a decrease in the fair value of the derivative liability for the embedded conversion feature in the Exchangeable Notes of $(75.8) million, shareholder litigation recoveries of $(40.2), net gains on debt extinguishments of $(38.9) million, a vendor dispute of $(36.2) million, partially offset by term loan modification third party fees of $42.3 million and foreign currency transaction losses of $7.0 million.
Other expense (income) for the year ended December 31, 2023, primarily consisted of gains on debt extinguishment of $(142.8) million and foreign currency transaction gains of $(17.8) million, partially offset by non-cash litigation charge of $99.3 million.
(8) Merger, acquisition and other costs are excluded as they are non-operating in nature.
(9) Non-cash expense included in general and administrative: other.
Adjusted EBITDA is a non-GAAP financial measure commonly used in our industry and should not be construed as an alternative to net earnings (loss) as an indicator of operating performance (as determined in accordance with U.S. GAAP). Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies. We have included Adjusted EBITDA because we believe it provides management and investors with additional information to measure our performance and estimate our value.
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Adjusted EBITDA has important limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for analysis of our results as reported under U.S. GAAP. For example, Adjusted EBITDA:
● does not reflect our capital expenditures, future requirements for capital expenditures or contractual commitments;
● does not reflect changes in, or cash requirements for, our working capital needs;
● does not reflect the significant interest expenses, or the cash requirements necessary to service interest or principal payments, on our debt;
● excludes income tax payments that represent a reduction in cash available to us; and
● does not reflect any cash requirements for the assets being depreciated and amortized that may have to be replaced in the future.
During the year ended December 31, 2024, Adjusted EBITDA in the U.S. markets was $301.5 million compared to $391.1 million during the year ended December 31, 2023. The year-over-year decline was primarily driven by a decrease in attendance as a result of the availability and popularity of new film releases compared to the prior year and an increase in film exhibition cost percentage. These declines were partially offset by an increase in average ticket price, an increase in food and beverage sales per patron, and a decline in rent expense.
During the year ended December 31, 2024, Adjusted EBITDA in the International markets was $42.4 million compared to $63.2 million during the year ended December 31, 2023. The year-over-year decline was primarily driven by a decrease in attendance as a result of the popularity of new film releases compared to the prior year, a decline in average ticket price, an increase in general and administrative expense and a decline in government assistance. These declines were partially offset by an increase in food and beverage sales per patron.
During the year ended December 31, 2024, Adjusted EBITDA in the U.S. markets and International markets was $343.9 million compared to $454.3 million during the year ended December 31, 2023, driven by the aforementioned factors impacting Adjusted EBITDA.
Segment Information
Our historical results of operations for the years ended December 31, 2024 and December 31, 2023 reflect the results of operations for our two theatrical exhibition reportable segments, U.S. markets and International markets.
Results of Operations—For the Year Ended December 31, 2024, Compared to the Year Ended December 31, 2023
Consolidated Results of Operations
Revenues. Total revenues decreased $175.4 million, or 3.6%, during the year ended December 31, 2024, compared to the year ended December 31, 2023. Admissions revenues decreased $130.0 million, or 4.8%, during the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to a decrease in attendance of 6.4% from 239.5 million patrons to 224.2 million patrons, partially offset by a 1.7% increase in average ticket price. The decrease in attendance was primarily due to the popularity of film product in U.S. markets compared to the prior year. The availability and popularity of film product released during the year ended December 31, 2024, was negatively impacted by labor stoppages during 2023. The increase in average ticket price was primarily due to increased ticket prices for all formats, increases in 3D, IMAX, and other PLF screen volumes as a percentage of attendance, and increases in attendance for alternative content.
Food and beverage revenues decreased $44.9 million, or 2.7%, during the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to the decrease in attendance, partially offset by an increase in food and beverage per patron. Food and beverage per patron increased 4.0% from $6.97 to $7.25 due primarily to an increase in average prices and the percentage of guests making transactions, partially offset by more frequent attendance from our AMC Stubs members. See Note 1—The Company and Significant Accounting Policies in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for a discussion of our accounting policies for our customer loyalty programs.
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Total other theatre revenues decreased $0.5 million, or 0.1%, during the year ended December 31, 2024, compared to the year ended December 31, 2023 primarily due to decreases in distribution revenues from TAYLOR SWIFT | THE ERAS TOUR and RENAISSANCE: A FILM BY BEYONCÉ in the prior year and lower ticket fee revenues due to the decline in attendance, partially offset by increases in retail food and beverage sales, advertising revenues and higher income from gift cards and package tickets.
Operating costs and expenses. Operating costs and expenses decreased $170.4 million, or 3.5%, during the year ended December 31, 2024, compared to the year ended December 31, 2023. Film exhibition costs decreased $51.9 million, or 4.0%, during the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to the decrease in attendance, partially offset by higher film rental terms. As a percentage of admissions revenues, film exhibition costs were 48.4% for the year ended December 31, 2024, compared to 48.0% for the year ended December 31, 2023.
Food and beverage costs decreased $9.7 million, or 3.1%, during the year ended December 31, 2024, compared to the year ended December 31, 2023. The decrease in food and beverage costs was primarily due to lower food and beverage revenues. As a percentage of food and beverage revenues, food and beverage costs were 18.8% for the year ended December 31, 2024, compared to 18.9% for the year ended December 31, 2023.
Operating expense decreased by $12.1 million, or 0.7%, during the year ended December 31, 2024, compared to the year ended December 31, 2023. The decrease in operating expense was primarily due to the decrease in attendance. As a percentage of revenues, operating expense was 36.2% for the year ended December 31, 2024, compared to 35.1% for the year ended December 31, 2023. Rent expense increased $0.1 million, during the year ended December 31, 2024, compared to the year ended December 31, 2023. Rent expense included the early termination of one theatre lease for a benefit of $16.7 million in the prior year, which included an early termination payment from the landlord for $13.0 million.
Merger, acquisition, and other costs. Merger, acquisition, and other costs were $0.1 million during the year ended December 31, 2024, compared to $1.7 million during the year ended December 31, 2023.
Other. Other general and administrative expense decreased $15.1 million, or 6.2%, during the year ended December 31, 2024, compared to the year ended December 31, 2023 due primarily to lower stock-based compensation expense and declines in bonus expense as a result of lower than expected annual performance compared to annual targets in the current year compared to the prior year. We recorded $2.1 million of stock-based compensation expense related to special awards during the year ended December 31, 2024 compared to $20.2 million during the year ended December 31, 2023. The decrease in stock-based compensation expense related to special awards in each year accounted for as modifications to the respective 2023 and 2022 PSU awards which lowered the Adjusted EBITDA and free cash flow performance targets such that 200% vesting was achieved for both tranches in 2023 and 2022. See Note 9—Stockholders’ Deficit in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for additional information about stock-based compensation expense.
Depreciation and amortization. Depreciation and amortization decreased $45.5 million, or 12.5%, during the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to theatre closures and lower depreciation expense on theatres impaired during the year ended December 31, 2023.
Impairment of long-lived assets. During the year ended December 31, 2024, we recognized non-cash impairment losses of $51.9 million on 39 theatres in the U.S. markets with 469 screens (in Alabama, California, Florida, Illinois, Indiana, Massachusetts, Michigan, Minnesota, New Jersey, New York, Pennsylvania, Texas, Virginia, and Washington) and $20.4 million on 23 theatres in the International markets with 188 screens (in Germany, Italy, Spain, and the UK), which were related to property, net and operating lease right-of-use assets, net.
During the year ended December 31, 2023, we recognized non-cash impairment losses of $49.2 million on 68 theatres in the U.S. markets with 738 screens (in Alabama, Colorado, District of Columbia, Florida, Georgia, Iowa, Illinois, Indiana, Kansas, Kentucky, Louisiana, Massachusetts, Maryland, Michigan, Minnesota, Missouri, North Carolina, New York, Pennsylvania, Tennessee, Texas, Utah, Virginia, Washington, Wisconsin and West Virginia) which were related to property, net and operating lease right-of-use assets, net and $57.7 million on 57 theatres in the International markets with 488 screens (in Germany, Ireland, Italy, Portugal, Spain, Sweden, and the UK), which were related to property, net and operating lease right-of-use assets, net.
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Other income. Other income of $156.2 million during the year ended December 31, 2024 was primarily due to $75.8 million of income related to the decrease in fair value of the Conversion Option (as defined herein) derivative liability, a gain on extinguishment of debt of $40.3 million related to the redemption of $837.7 million aggregate principal amount of the Second Lien Notes, $40.2 million of recoveries related to the Shareholder Litigation (as defined herein), the favorable settlement of a vendor dispute of $36.2 million, $12.4 million of equity in earnings of non-consolidated entities and $3.6 million of other settlement proceeds, partially offset by $42.3 million of third party costs related to the modification of the Existing Term Loans and $7.0 million of foreign currency transaction losses. Other income of $76.8 million during the year ended December 31, 2023 was primarily due to a gain on extinguishment of debt of $140.5 million related to the redemption of $320.9 million aggregate principal amount of the Second Lien Notes, a gain on extinguishment of debt of $2.3 million related to the redemption of $4.1 million aggregate principal amount of our Senior Subordinated Notes due 2026, a receipt of $14.0 million in settlement of the Lao Action (as defined herein), equity in earnings of non-consolidated entities of $7.7 million and $17.8 million in foreign currency transaction gains, partially offset by, $110.2 million of expense related to the settlement of the Shareholder Litigation comprised of $10.9 million of estimated legal fees and contingent insurance recovery costs and $99.3 million of non-cash expense for the estimated fair value as of the date of the final Delaware Supreme Court order of settlement shares issued to holders of Common Stock on August 28, 2023. See Note 1—The Company and Significant Accounting Policies in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for additional information about the components of other income.
Interest expense. Interest expense increased $32.5 million to $443.7 million for the year ended December 31, 2024 compared to $411.2 million during the year ended December 31, 2023 primarily due to increased interest expense of $45.3 million on the New Term Loans compared to the Existing Term Loans, and interest expense of $18.2 million on the Exchangeable Notes issued on July 22, 2024, partially offset by declines in interest expense of $28.8 million on the Second Lien Notes due to redemptions of principal balances and declines in interest expense related to the revolving credit facility of $2.7 million. See Note 8—Corporate Borrowings and Finance Lease Liabilities in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for additional information about our indebtedness.
Investment income. Investment income was $16.3 million for the year ended December 31, 2024, compared to investment income of $15.5 million for the year ended December 31, 2023. Investment income in the current year includes interest income of $19.2 million, partially offset by a $0.4 million decrease in estimated fair value of our investment in common shares of Hycroft and a $2.5 million decline in estimated fair value of our investment in warrants to purchase common shares of Hycroft. Investment income in the prior year includes a gain on sale of our 10.0% interest in Saudi Cinema Company LLC of $15.5 million and interest income of $15.3 million, partially offset by a $6.6 million decline in estimated fair value of our investment in common shares of Hycroft, $6.0 million decline in estimated fair value of our investment in warrants to purchase common shares of Hycroft, a $1.0 million impairment charge related to equity interest investments without a readily determinable fair value accounted for under the cost method and $1.8 million of expense for NCM Common Units.
Income tax provision. The income tax provision was $2.1 million and $3.4 million for the years ended December 31, 2024 and December 31, 2023, respectively. See Note 10 — Income Taxes in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for further information.
Net loss. Net loss was $352.6 million and $396.6 million during the years ended December 31, 2024, and December 31, 2023, respectively. Net loss during the year ended December 31, 2024 compared to net loss for the year ended December 31, 2023 was positively impacted by decreases in general and administrative expense, impairment of long-lived assets, depreciation and amortization, increases in other income, increases in investment income and decreases in income tax provision, partially offset by the decrease in attendance as a result of the popularity of new film releases compared to the prior year and increases in interest expense.
Theatrical Exhibition–U.S. Markets
Revenues. Total revenues decreased $144.5 million during the year ended December 31, 2024, compared to the year ended December 31, 2023. Admissions revenues decreased $99.0 million, or 4.9%, during the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to a decrease in attendance of 7.4% from 169.4 million patrons to 156.9 million patrons, partially offset by a 2.7% increase in average ticket price. The decrease in attendance was primarily due to the popularity of film product compared to the prior year. The availability and popularity of film product released during the year ended December 31, 2024, was negatively impacted by labor
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stoppages during 2023. The increase in average ticket price was primarily due to increased ticket prices for all formats, increases in 3D, IMAX, and other PLF screen volumes as a percentage of attendance, and increases in attendance for alternative content, partially offset by decreases in traditional screen volumes as a percentage of attendance.
Food and beverage revenues decreased $45.7 million, or 3.4%, during the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to the decrease in attendance, partially offset by an increase in food and beverage per patron. Food and beverage per patron increased 4.4% from $7.95 to $8.30 due primarily to an increase in average prices and the percentage of guests making transactions, partially offset by more frequent attendance from our AMC Stubs members. See Note 1—The Company and Significant Accounting Policies in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for a discussion of our accounting policies for our customer loyalty programs.
Total other theatre revenues increased $0.2 million, or 0.1%, during the year ended December 31, 2024, compared to the year ended December 31, 2023 primarily due to increases in retail food and beverage sales, advertising revenues and higher income from gift cards and package tickets, partially offset by decreases in distribution revenues from TAYLOR SWIFT | THE ERAS TOUR and RENAISSANCE: A FILM BY BEYONCÉ in the prior year and lower ticket fee revenues due to the decline in attendance.
Operating costs and expenses. Operating costs and expenses decreased $110.5 million, or 3.0%, during the year ended December 31, 2024, compared to the year ended December 31, 2023. Film exhibition costs decreased $34.5 million, or 3.4%, during the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to the decrease in attendance, partially offset by higher film rental terms. As a percentage of admissions revenues, film exhibition costs were 51.6% for the year ended December 31, 2024, compared to 50.8% for the year ended December 31, 2023.
Food and beverage costs decreased $8.2 million, or 3.5%, during the year ended December 31, 2024, compared to the year ended December 31, 2023. The decrease in food and beverage costs was primarily due to lower food and beverage revenues. As a percentage of food and beverage revenues, food and beverage costs were 17.3% for the year ended December 31, 2024, compared to 17.4% for the year ended December 31, 2023.
Operating expense decreased by $9.7 million, or 0.8%, during the year ended December 31, 2024, compared to the year ended December 31, 2023. The decrease in operating expense was primarily due to the decrease in attendance. As a percentage of revenues, operating expense was 35.3% for the year ended December 31, 2024, and 34.2% for the year ended December 31, 2023. Rent expense decreased $1.6 million, during the year ended December 31, 2024, compared to the year ended December 31, 2023. Rent expense included the early termination of one theatre lease for a benefit of $16.7 million in the prior year, which included an early termination payment from the landlord for $13.0 million.
Merger, acquisition, and other costs. Merger, acquisition, and other costs were $0.1 million during the year ended December 31, 2024, compared to $1.7 million during the year ended December 31, 2023.
Other. Other general and administrative expense decreased $18.6 million, or 11.0%, during the year ended December 31, 2024, compared to the year ended December 31, 2023, due primarily to lower stock-based compensation expense and declines in bonus expense as a result of lower than expected annual performance compared to annual targets in the current year compared to the prior year. We recorded $1.9 million of stock-based compensation expense related to special awards during the year ended December 31, 2024 compared to $18.1 million during the year ended December 31, 2023. The decrease in stock-based compensation expense related to special awards in each year accounted for as modifications to the respective 2023 and 2022 PSU awards which lowered the Adjusted EBITDA and free cash flow performance targets such that 200% vesting was achieved for both tranches in 2023 and 2022. See Note 9—Stockholders’ Deficit in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for additional information about stock-based compensation expense.
Depreciation and amortization. Depreciation and amortization decreased $39.0 million, or 13.6%, during the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to theatre closures and lower depreciation expense on theatres impaired during the year ended December 31, 2023.
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Impairment of long-lived assets. During the year ended December 31, 2024, we recognized non-cash impairment losses of $51.9 million on 39 theatres in the U.S. markets with 469 screens (in Alabama, California, Florida, Illinois, Indiana, Massachusetts, Michigan, Minnesota, New Jersey, New York, Pennsylvania, Texas, Virginia, and Washington).
During the year ended December 31, 2023, we recognized non-cash impairment losses of $49.2 million on 68 theatres in the U.S. markets with 738 screens (in Alabama, Colorado, District of Columbia, Florida, Georgia, Iowa, Illinois, Indiana, Kansas, Kentucky, Louisiana, Massachusetts, Maryland, Michigan, Minnesota, Missouri, North Carolina, New York, Pennsylvania, Tennessee, Texas, Utah, Virginia, Washington, Wisconsin and West Virginia) which were related to property, net and operating lease right-of-use assets, net.
Other income. Other income of $124.4 million during the year ended December 31, 2024 was primarily due to $75.8 million of income related to the decrease in fair value of the Conversion Option derivative liability, a gain on extinguishment of debt of $40.3 million related to the redemption of $837.7 million aggregate principal amount of the Second Lien Notes, $40.2 million of recoveries related to the Shareholder Litigation, $10.7 million of equity in earnings of non-consolidated entities and $3.6 million of other settlement proceeds, partially offset by $42.3 million of third party costs related to the modification of the Existing Term Loans. Other income of $52.8 million during the year ended December 31, 2023 was primarily due to a gain on extinguishment of debt of $140.5 million related to the redemption of $320.9 million aggregate principal amount of the Second Lien Notes, a gain on extinguishment of debt of $2.3 million related to the redemption of $4.1 million aggregate principal amount of our Senior Subordinated Notes due 2026, a receipt of $14.0 million in settlement of the Lao Action, equity in earnings of non-consolidated entities of $5.5 million, partially offset by, $110.2 million of expense related to the settlement of the Shareholder Litigation comprised of $10.9 million of estimated legal fees and contingent insurance recovery costs and $99.3 million of non-cash expense for the estimated fair value as of the date of the final Delaware Supreme Court order of settlement shares issued to holders of Common Stock on August 28, 2023. See Note 1—The Company and Significant Accounting Policies in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for additional information about the components of other expense.
Interest expense. Interest expense increased $29.7 million to $378.5 million for the year ended December 31, 2024, compared to $348.8 million during the year ended December 31, 2023, primarily due to increased interest expense of $45.3 million on the New Term Loans compared to the Existing Term Loans, and interest expense of $18.2 million on the Exchangeable Notes issued on July 22, 2024, partially offset by declines in interest expense of $28.8 million on the Second Lien Notes due to redemptions of principal balances and declines in interest expense related to the revolving credit facility of $2.7 million. See Note 8—Corporate Borrowings and Finance Lease Liabilities in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for additional information about our indebtedness.
Investment income. Investment income was $14.0 million for the year ended December 31, 2024, compared to investment expense of $1.6 million for the year ended December 31, 2023. Investment income in the current year includes interest income of $16.9 million, partially offset by a $0.4 million decrease in estimated fair value of our investment in common shares of Hycroft and a $2.5 million decline in estimated fair value of our investment in warrants to purchase common shares of Hycroft. Investment expense in the prior year includes interest income of $13.7 million, partially offset by a $6.6 million decline in estimated fair value of our investment in common shares of Hycroft, $6.0 million decline in estimated fair value of our investment in warrants to purchase common shares of Hycroft, a $1.0 million impairment charge related equity interest investments without a readily determinable fair value accounted for under the cost method and $1.8 million of expense for NCM Common Units.
Income tax provision. The income tax provision was $0.0 million and $1.8 million for the years ended December 31, 2024, and December 31, 2023, respectively. See Note 10 — Income Taxes in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for further information.
Net loss. Net loss was $262.5 million and $287.8 million during the years ended December 31, 2024, and December 31, 2023, respectively. Net loss during the year ended December 31, 2024 compared to net loss for the year ended December 31, 2023 was positively impacted by decreases in rent expense, decreases in general and administrative expense, impairment of long-lived assets, depreciation and amortization, increases in other income, increases in investment income and decreases in income tax provision, partially offset by the decrease in attendance as a result of the popularity of new film releases compared to the prior year and increases in interest expense.
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Theatrical Exhibition–International Markets
Revenues. Total revenues decreased $30.9 million, or 2.7%, during the year ended December 31, 2024, compared to the year ended December 31, 2023. Admissions revenues decreased $31.0 million, or 4.6% during the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to a decrease in attendance of 4.0% from 70.1 million patrons to 67.3 million patrons and a 0.6% decrease in average ticket price. The decrease in attendance was primarily due to the popularity of film product compared to the prior year.
Food and beverage revenues increased $0.8 million, or 0.2%, during the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to an increase in food and beverage per patron, partially offset by the decrease in attendance. Food and beverage per patron increased 4.3% from $4.60 to $4.80 primarily due to an increase in average prices and the percentage of guests making transactions.
Total other theatre revenues decreased $0.7 million, or 0.6%, during the year ended December 31, 2024, compared to the year ended December 31, 2023.
Operating costs and expenses. Operating costs and expenses decreased $59.9 million, or 5.0%, during the year ended December 31, 2024, compared to the year ended December 31, 2023. Film exhibition costs decreased $17.4 million, or 6.5%, during the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to decrease in attendance and lower film rental terms. As a percentage of admissions revenues, film exhibition costs were 38.9% for the year ended December 31, 2024, compared to 39.7% for the year ended December 31, 2023.
Food and beverage costs decreased $1.5 million, or 1.8%, during the year ended December 31, 2024, compared to the year ended December 31, 2023. The decrease in food and beverage costs was primarily due to lower food and beverage costs as a percentage of revenues, partially offset by the increase in food and beverage revenues. As a percentage of food and beverage revenues, food and beverage costs were 24.7% for the year ended December 31, 2024, compared to 25.2% for the year ended December 31, 2023.
Operating expense decreased by $2.4 million, or 0.6%, during the year ended December 31, 2024, compared to the year ended December 31, 2023. The decrease in operating expense was primarily due to lower utilities expense. As a percentage of revenues, operating expense was 39.1% for the year ended December 31, 2024, compared to 38.2% for the year ended December 31, 2023. Rent expense increased $1.7 million, or 0.8%, during the year ended December 31, 2024, compared to the year ended December 31, 2023.
Other. Other general and administrative expense increased $3.5 million, or 4.8%, during the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to increases in payroll expenses.
Depreciation and amortization. Depreciation and amortization decreased $6.5 million, or 8.3%, during the year ended December 31, 2024, compared to the year ended December 31, 2023, primarily due to theatre closures and lower depreciation expense on theatres impaired during the year ended December 31, 2023.
Impairment of long-lived assets. During the year ended December 31, 2024, we recognized non-cash impairment losses of $20.4 million on 23 theatres in the International markets with 188 screens (in Germany, Italy, Spain, and the UK), which were related to property, net and operating lease right-of-use assets, net.
During the year ended December 31, 2023, we recognized non-cash impairment losses of $57.7 million on 57 theatres in the International markets with 488 screens (in Germany, Ireland, Italy, Portugal, Spain, Sweden, and the UK), which were related to property, net, and operating lease right-of-use assets, net.
Other income. Other income of $31.8 million during the year ended December 31, 2024 was primarily due the favorable settlement of a vendor dispute of $36.2 million, $1.7 million of equity in earnings of non-consolidated entities and, partially offset by $7.0 million of foreign currency transaction losses. Other income of $24.0 million during the year ended December 31, 2023 was primarily due to $17.8 million in foreign currency transaction gains, $3.8 million of government assistance and $2.2 million of equity in earnings of non-consolidated entities. See Note 1—The Company and Significant Accounting Policies in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for additional information about the components of other (income) expense.
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Interest expense. Interest expense increased $2.8 million to $65.2 million for the year ended December 31, 2024, compared to $62.4 million during the year ended December 31, 2023, primarily due to increases in finance lease interest expense. See Note 3—Leases and Note 8—Corporate Borrowings and Finance Lease Liabilities in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for additional information about our indebtedness and finance leases.
Investment income. Investment income was $2.3 million for the year ended December 31, 2024, compared to investment income of $17.1 million for the year ended December 31, 2023. Investment income in the current year includes $2.3 million of interest income. Investment income in the prior year includes a gain on sale of our 10.0% interest in Saudi Cinema Company LLC of $15.5 million and interest income of $1.6 million.
Income tax provision. The income tax provision was $2.1 million and $1.6 million for the years ended December 31, 2024, and December 31, 2023, respectively. See Note 10 — Income Taxes in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for further information.
Net loss. Net loss was $90.1 million and $108.8 million during the years ended December 31, 2024, and December 31, 2023, respectively. Net loss during the year ended December 31, 2024 compared to net loss for the year ended December 31, 2023 was positively impacted by decreases in impairment of long-lived assets, depreciation and amortization and increases in other income, partially offset by the decrease in attendance as a result of the popularity of new film releases compared to the prior year, decreases in investment income, and increases in rent expense, general and administrative expense, interest expense and income tax provision.
Results of Operations—For the Year Ended December 31, 2023, Compared to the Year Ended December 31, 2022
For a comparison of our results of operations for the year ended December 31, 2023, compared to the year ended December 31, 2022, see “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our annual report on Form 10-K for the year ended December 31, 2023, filed with the Securities and Exchange Commission on February 28, 2024, which is incorporated herein by reference.
Liquidity and Capital Resources—For the Year Ended December 31, 2024, Compared to the Year Ended December 31, 2023
Our revenues are primarily collected in cash, principally through admissions and food and beverage sales. We have an operating “float” which partially financed our operations and which generally permits us to maintain a smaller amount of working capital capacity. This float existed because admissions revenues are received in cash, while exhibition costs (primarily film rentals) are ordinarily paid to distributors from 20 to 45 days following receipt of admissions revenues. Film distributors generally release the films which they anticipate will be the most successful during the summer and year-end holiday seasons. Consequently, we typically generate higher revenues during such periods and experience higher working capital requirements following such periods.
We had working capital deficits (excluding restricted cash) as of December 31, 2024 and December 31, 2023 of $(846.1) million and $(456.4) million, respectively. As of December 31, 2024 and December 31, 2023, working capital included operating lease liabilities of $524.9 million and $508.8 million, respectively, and deferred revenues of $432.4 million and $421.8 million, respectively.
As of December 31, 2024, we had cash and cash equivalents of approximately $632.3 million compared to $884.3 million as of December 31, 2023.
We took action to lower our future interest expense of our fixed-rate debt through debt buybacks and exchanges for equity. Additionally, we have bolstered our liquidity through various equity issuances. See Note 8 — Corporate Borrowings and Finance Lease Liabilities, Note 9 — Stockholders’ Deficit, and Note 16—Subsequent Events in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for further information regarding equity issuances and debt repurchases and exchanges.
We expect, from time to time, to continue to seek to retire or purchase our 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 we may determine, and will depend
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on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. The amounts involved may be material and, to the extent equity is used, dilutive.
Refinancing Transactions
On July 22, 2024, we completed the Refinancing Transactions with two creditor groups to refinance and extend to 2029 and 2030 the maturities of approximately $1.6 billion of our debt previously maturing in 2026.
During the third quarter of 2024, we completed follow-on open market repurchases of our Existing Term Loans, and in exchange, issued to such selling holders our New Term Loans pursuant to the New Term Loan Credit Agreement of approximately $793.0 million.
As of December 31, 2024, we completed open market purchases of $1,895.0 million aggregate principal amount of our Existing Term Loans and issued $2,024.3 million aggregate principal amount of the New Term Loans. Accordingly, as of such date, we had no remaining aggregate principal amount of Existing Term Loans outstanding and the loan documents relating to the Existing Term Loans were terminated.
See Note 8 — Corporate Borrowings and Finance Lease Liabilities in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for further information.
Liquidity Requirements
We believe our existing cash and cash equivalents, together with cash generated from operations, will be sufficient to fund our operations and satisfy our obligations currently and through the next twelve months. Our current cash burn rates are not sustainable long-term. In order to achieve sustainable net positive cash flows provided by operating activities and long-term profitability, we believe that revenues will need to increase to levels in line with pre-COVID-19 revenues. North America box office grosses were down approximately 23% for the year ended December 31, 2024, compared to the year ended December 31, 2019. Until such time as we are able to achieve sustainable net positive cash flows provided by operating activities, it is difficult to estimate our future cash burn rates and liquidity requirements. Depending on our assumptions regarding the timing and ability to achieve 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 our liquidity requirements and future cash burn rates will be correct, and our 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 we will be successful in generating the additional liquidity necessary to meet our obligations beyond twelve months from the issuance of this Annual Report on terms acceptable to us or at all.
Cash Flows from Operating Activities
Net cash used in operating activities, as reflected in the consolidated statements of cash flows, were $50.8 million and $215.2 million during the years ended December 31, 2024 and December 31, 2023, respectively. The decrease in net cash flows used in operating activities was primarily due to a decline in cash used for working capital items due to a 20.2% increase in attendance in the fourth quarter of 2024 compared to the fourth quarter of 2023, which drove accounts payable higher at December 31, 2024 than December 31, 2023, declines in credit card receivables due to the December 31, 2023 year ending on a Sunday compared to a Tuesday for the year ending December 31, 2024 where additional days of weekend revenues were collected in the current year compared to the prior year, declines in cash paid for operating leases, declines in cash paid for interest, and cash receipts for a vendor dispute and shareholder litigation recoveries in the current year, partially offset by the decline in attendance for the year ending December 31, 2024, resulting in less cash provided by operating activities.
Cash Flows from Investing Activities
Net cash used in investing activities, as reflected in the consolidated statements of cash flows, were $242.9 million and $180.1 million during the years ended December 31, 2024 and December 31, 2023, respectively. Cash outflows from investing activities include capital expenditures of $245.5 million and $225.6 million for the years ended December 31, 2024 and December 31, 2023, respectively.
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During the year ended December 31, 2023, cash flows used in investing activities also included proceeds from the sale of our investment in Saudi Cinema Company LLC of $30.0 million and proceeds from the disposition of long-term assets of $16.5 million, partially offset by outflows for the acquisition of theatre assets of $4.0 million.
We fund the costs of constructing, maintaining and remodeling our theatres through existing cash balances, cash generated from operations, landlord contributions, or capital raised, as necessary. We generally lease our theatres pursuant to long-term, non-cancelable operating leases, which may require the developer who owns the property, to reimburse us for the construction costs. We estimate that our cash outflows for capital expenditures, net of landlord contributions, will be approximately $175 million to $225 million for the year ending December 31, 2025 to maintain and enhance operations.
Cash Flows from Financing Activities
Net cash provided by financing activities, as reflected in the consolidated statements of cash flows, were $68.4 million and $649.3 million, during the years ended December 31, 2024 and December 31, 2023, respectively. Cash flows provided by financing activities during the year ended December 31, 2024, were primarily due to net proceeds from equity issuances of $254.9 million and proceeds from the issuance of New Term Loans of $27.0 million, partially offset by the repurchase of Second Lien Notes of $83.2 million, deferred debt issuance costs of $46.7 million, principal payments under Existing Term Loans of $27.0 million, the repurchase of Senior Subordinated Notes due 2025 of $14.8 million, the repurchase of Senior Subordinated Notes due 2026 of $6.0 million, principal payments under the Senior Subordinated Notes due 2024 of $5.0 million, principal payments under term loan borrowings of $20.1 million, and taxes paid for restricted unit withholdings of $2.2 million. See Note 8—Corporate Borrowings and Finance Lease Liabilities and Note 9—Stockholders’ Deficit in the Notes to the Financial Statements under Part II, Item 8 of this Form 10-K for further information, including a summary of principal payments required and maturities of corporate borrowings as of December 31, 2024.
Cash flows provided by financing activities during the year ended December 31, 2023, were primarily due to net proceeds from equity issuances of $832.7 million, partially offset by the repurchase of Second Lien Notes for $139.9 million, and tax paid for restricted unit withholdings of $14.2 million.
Dividends
The payment of future dividends is subject to our Board of Directors’ discretion, and dependent on many considerations, including limitations imposed by covenants in the agreements governing our indebtedness, operating results, capital requirements, strategic considerations and other factors.
Future Contractual Obligations
Our estimated future obligations as of December 31, 2024 include both current and long-term obligations. Our expected material contractual cash requirements over the next twelve months primarily consist of capital related betterments of $28.9 million, minimum operating lease payments of $911.2 million, finance lease payments of $7.4 million, and corporate borrowings principal and interest payments of $64.2 million and $374.7 million, respectively.
Pension funding. Our U.S., UK, and Sweden defined benefit plans are frozen. We fund our U.S. pension plans such that the plans are in compliance with Employee Retirement Income Security Act (“ERISA”) and the plans are not considered “at risk” as defined by ERISA guidelines. We expect to make $2.4 million of contributions to the defined pension plans during the year ended December 31, 2025.
Obligation for unrecognized tax benefits. As of December 31, 2024, our recorded obligation for unrecognized tax benefits is $5.5 million. There are currently $0.1 million of unrecognized tax benefits which we anticipate will be resolved in the next twelve months. See Note 10 — Income Taxes in the Notes to Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for further information.
Minimum operating lease and finance lease payments. We have current and long-term minimum cash requirements for operating lease payments of $911.2 million and $5,264.5 million, respectively. We have current and long-term minimum cash requirements for finance lease payments of $7.4 million and $67.6 million, respectively. The total amounts do not equal the carrying amount due to imputed interest. See Note 3 — Leases in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K, for a summary of the estimated future repayment terms for the minimum operating lease and finance lease amounts.
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Corporate borrowings principal and interest payments. We have current and long-term cash requirements for the payment of principal related to corporate borrowings of $64.2 million and $4,070.3 million, respectively. The total amount does not equal the carrying amount due to unamortized discounts, premiums and deferred charges. Based upon the December 31, 2024 outstanding principal balances and interest rates, we have current and long-term cash interest payment requirements related to our corporate borrowings of $374.7 million and $1,127.4 million, respectively. The cash interest payment requirements for our New Term Loans was estimated at 11.356% based on the interest rate in effect as of December 31, 2024. In 2025, we assume that we will pay interest on the Exchangeable Notes in-kind in the form of additional Exchangeable Notes.
See Note 8—Corporate Borrowings and Finance Lease Liabilities in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for further information, including a schedule of outstanding principal balances, applicable interest rates, and maturity dates for each individual borrowing and a schedule of required principal payments and maturities of corporate borrowings as of December 31, 2024.
Covenant Compliance
As of December 31, 2024, we believe that we were in full compliance with all agreements, including related covenants, governing our outstanding debt.
Liquidity and Capital Resources—For the Year Ended December 31, 2023, Compared to the Year Ended December 31, 2022
For a comparison of our liquidity and capital resources for the year ended December 31, 2023, compared to the year ended December 31, 2022, see “Part II, Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” of our annual report on Form 10-K for the year ended December 31, 2023 , filed with the Securities and Exchange Commission on February 28, 2024, which is incorporated herein by reference.
New Accounting Pronouncements
See Note 1 — The Company and Significant Accounting Policies in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for information regarding recently issued accounting standards.
Formation of Unrestricted Subsidiaries
On July 22, 2024, American-Multi Cinema Inc. (“Multi-Cinema”), a Missouri corporation and a direct subsidiary of Holdings, assigned or transferred the net assets (“Theatre Net Assets”) of 175 theatres and transferred a 100% interest in certain intellectual property assets to its direct subsidiary Centertainment Development, LLC (“Centertainment”), and the Theatre Net Assets were in turn transferred to Centertainment’s direct wholly-owned subsidiary Muvico, LLC (“Muvico”), a newly formed Texas limited liability company. Theatre Net Assets include lease contracts and theatre property, including furniture, fixtures, plant and equipment, and other working capital items associated directly with the theatre locations. At the same time, Muvico licensed the intellectual property back to Multi-Cinema for its continued use in the operation of its retained theatres and entered into a management agreement for Multi-Cinema to operate the theatres transferred to Muvico. Muvico and Centertainment (collectively, the “Muvico Group”) are unrestricted subsidiaries under the indenture governing Holdings’ Existing First Lien Notes.
Unrestricted Subsidiaries’ Financial Information and Operating Metrics
Pursuant to the indenture governing Holdings’ Existing First Lien Notes, the indenture governing Muvico’s Exchangeable Notes, and the New Term Loan Credit Agreement governing Holdings’ and Muvico’s New Term Loans, we are presenting the following financial information and operating metrics for the Muvico Group separately from Holdings and its restricted subsidiaries (the “Restricted Subsidiaries” and collectively with Holdings, the “AMC Group”). AMC Theatres of UK Limited, which is an unrestricted subsidiary under the indenture governing Holdings’ Existing First Lien Notes has been included with the Restricted Subsidiaries for the purposes of the following presentation of financial information and operating metrics (this subsidiary is individually immaterial). The financial information presented for AMC Group and Muvico Group is presented on a standalone basis with discrete identification of the assets, liabilities, revenues and expenses associated with the Theatre Net Assets that were transferred to Muvico. Intercompany transactions between entities within the AMC Group or within the Muvico Group have been eliminated. Certain entities within the AMC Group and within the Muvico Group are parties to intercompany management, licensing, and debt agreements with each other. These transactions are reflected discretely within the columnar
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presentation below and are properly eliminated upon consolidation. The financial information is also prepared using the historical cost carrying values of Holdings, the top parent entity.
Holdings and Muvico are co-borrowers and joint and severally liable for the New Term Loan borrowings. Pursuant to ASC 405-40 we have allocated fifty percent (50%) of the liabilities, interest expense and cash flows each to Muvico and Holdings, respectively. The basis of this allocation is the amount we expect each party to pay.
Year Ended December 31, 2024
AMCEH &
Restricted
Muvico Group
Subsidiaries/AMC
Unrestricted
Group (1)
Subsidiaries (2)
Eliminations
(In millions)
(unaudited)
(unaudited)
(unaudited)
Consolidated
Revenues
Admissions
$
2,184.9
$
375.6
$
—
$
2,560.5
Food and beverage
1,427.3
197.6
—
1,624.9
Other theatre (4)
424.4
44.5
(17.1)
451.8
Total revenues
4,036.6
617.7
(17.1)
4,637.2
Operating costs and expenses
Film exhibition costs
1,043.1
196.1
—
1,239.2
Food and beverage costs
272.8
32.8
—
305.6
Operating expense, excluding depreciation and amortization below
1,481.4
198.0
—
1,679.4
Rent
775.4
98.2
—
873.6
General and administrative:
Merger, acquisition and other costs
0.1
—
—
0.1
Other, excluding depreciation and amortization below (4)
233.9
10.0
(17.1)
226.8
Depreciation and amortization
285.2
34.3
—
319.5
Impairment of long-lived assets
67.1
5.2
—
72.3
Operating costs and expenses
4,159.0
574.6
(17.1)
4,716.5
Operating income (loss)
(122.4)
43.1
—
(79.3)
Other expense, net:
Other income
(80.4)
(75.8)
—
(156.2)
Interest expense:
Corporate borrowings
327.9
73.9
—
401.8
Finance lease obligations
5.4
—
—
5.4
Intercompany interest expense
1.8
5.8
(7.6)
—
Non-cash NCM exhibitor services agreement
36.5
—
—
36.5
Intercompany interest expense (income)
(5.8)
(1.8)
7.6
—
Investment income
(11.8)
(4.5)
—
(16.3)
Total other expense (income), net
273.6
(2.4)
—
271.2
Earnings (loss) before income taxes
(396.0)
45.5
—
(350.5)
Income tax provision (3)
2.1
—
—
2.1
Net earnings (loss)
$
(398.1)
$
45.5
$
—
$
(352.6)
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Year Ended December 31, 2024
AMCEH &
Restricted
Muvico Group
Subsidiaries/AMC
Unrestricted
Group (1)
Subsidiaries (2)
(unaudited)
(unaudited)
Consolidated
Net earnings (loss)
$
(398.1)
$
45.5
$
(352.6)
Other comprehensive loss:
Unrealized foreign currency translation adjustments
(55.6)
—
(55.6)
Pension adjustments:
Net gain arising during the period
1.8
—
1.8
Other comprehensive loss:
(53.8)
—
(53.8)
Total comprehensive loss
$
(451.9)
$
45.5
$
(406.4)
(1) This column provides the information required to be presented for (i) Holdings and its Restricted Subsidiaries under the indentures governing the Exchangeable Notes and Existing First Lien Notes and (ii) AMC Group under the New Term Loan Credit Agreement. Transactions between Holdings and its restricted subsidiaries have been eliminated.
(2) The amounts presented for Muvico are from its inception on July 22, 2024 through the end of the reporting period.
(3) Muvico is a disregarded entity for federal and state income tax purposes with all tax expense and deferred taxes recorded at the AMC Group level.
(4) Includes intercompany management fee revenues of $10.0 million recorded by AMCEH & Restricted Subsidiaries/AMC Group and intercompany license fee revenues of $7.1 million recorded by Muvico Group Unrestricted Subsidiaries. Corresponding amounts of expense are included in General and Administrative: Other for Muvico Group Unrestricted Subsidiaries and AMCEH & Restricted Subsidiaries/AMC Group. The amounts presented are from Muvico inception on July 22, 2024 through the end of the reporting period.
Year Ended December 31, 2024
AMCEH &
Restricted
Muvico Group
Subsidiaries/AMC
Unrestricted
Group (3)
Subsidiaries (4)
Consolidated
Key operating metrics:
(unaudited)
(unaudited)
(unaudited)
Average ticket price
$
11.17
$
13.14
$
11.42
Attendance (in thousands) (1)
195,573
28,582
224,155
Number of screens operated (2)
7,559
2,239
9,798
Number of theatres operated (2)
698
173
871
Adjusted EBITDA (5)
$
260.3
$
83.6
$
343.9
(1) Includes consolidated theatres only and excludes screens offline due to construction.
(2) The screens and theatres of the Muvico Group are operated by Multi-Cinema pursuant to the management agreement.
(3) This column provides the information required to be presented for (i) Holdings and its Restricted Subsidiaries under the indentures governing the Exchangeable Notes and Existing First Lien Notes and (ii) AMC Group under the New Term Loan Credit Agreement.
(4) The amounts presented for Muvico are from its inception on July 22, 2024 through the end of the reporting period.
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(5) Below is a reconciliation of net earnings (loss) to Adjusted EBITDA for AMCEH & Restricted Subsidiaries/AMC Group and Muvico Group. The reconciling items below have the same definitions and are of the same nature as the reconciling items presented previously in Management’s Discussion and Analysis section of this Form 10-K.
Year Ended December 31, 2024
AMCEH &
Restricted
Muvico Group
Subsidiaries/AMC
Unrestricted
Group (1)
Subsidiaries (2)
Eliminations
(unaudited)
(unaudited)
(unaudited)
Consolidated
Net earnings (loss)
$
(398.1)
$
45.5
$
—
$
(352.6)
Plus:
Income tax provision
2.1
—
—
2.1
Interest expense (income)
371.6
79.7
(7.6)
443.7
Depreciation and amortization
285.2
34.3
—
319.5
Impairment of long-lived assets
67.1
5.2
—
72.3
Certain operating expense
4.4
1.0
—
5.4
Equity in earnings of non-consolidated entities
(12.4)
—
—
(12.4)
Attributable EBITDA
1.9
—
—
1.9
Investment expense (income)
(17.6)
(6.3)
7.6
(16.3)
Other income, net
(66.0)
(75.8)
—
(141.8)
General and administrative — unallocated:
Merger, acquisition and other costs
0.1
—
—
0.1
Stock-based compensation expense
22.0
—
—
22.0
Adjusted EBITDA
$
260.3
$
83.6
$
—
$
343.9
(1) This column provides the information required to be presented for (i) Holdings and its Restricted Subsidiaries under the indentures governing the Exchangeable Notes and Existing First Lien Notes and (ii) AMC Group under the New Term Loan Credit Agreement.
(2) The amounts presented for Muvico are from its inception on July 22, 2024 through the end of the reporting period.
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As of December 31, 2024
AMCEH &
Restricted
Muvico Group
Subsidiaries/AMC
Unrestricted
Group (3)
Subsidiaries
Eliminations
(In millions, except share data)
(unaudited)
(unaudited)
(unaudited)
Consolidated
ASSETS
Current assets:
Cash and cash equivalents (1)
$
339.7
$
292.6
$
—
$
632.3
Restricted cash
48.5
—
—
48.5
Receivables, net
162.6
5.5
—
168.1
Other current assets
58.1
40.2
—
98.3
Total current assets
608.9
338.3
—
947.2
Property, net
1,070.1
372.2
—
1,442.3
Operating lease right-of-use assets, net
2,405.4
814.7
—
3,220.1
Intangible assets, net
39.9
104.4
—
144.3
Goodwill
2,301.1
—
—
2,301.1
Other long-term assets
191.8
0.7
—
192.5
Intercompany receivables (2)
—
1,416.5
(1,416.5)
—
Investment in subsidiary
619.7
—
(619.7)
—
Total assets
$
7,236.9
$
3,046.8
$
(2,036.2)
$
8,247.5
LIABILITIES AND STOCKHOLDERS’ DEFICIT
Current liabilities:
Accounts payable
$
337.2
$
41.1
$
—
$
378.3
Accrued expenses and other liabilities
311.6
29.0
—
340.6
Deferred revenues and income
430.5
1.9
—
432.4
Current maturities of corporate borrowings
54.2
10.0
—
64.2
Current maturities of finance lease liabilities
4.4
—
—
4.4
Current maturities of operating lease liabilities
380.1
144.8
—
524.9
Total current liabilities
1,518.0
226.8
—
1,744.8
Corporate borrowings
2,591.8
1,419.1
—
4,010.9
Finance lease liabilities
44.9
—
—
44.9
Operating lease liabilities
2,849.7
777.9
—
3,627.6
Exhibitor services agreement
464.0
—
—
464.0
Deferred tax liability, net (4)
33.9
—
—
33.9
Intercompany payables (2)
1,416.5
—
(1,416.5)
—
Other long-term liabilities
78.6
3.3
—
81.9
Total liabilities
8,997.4
2,427.1
(1,416.5)
10,008.0
Commitments and contingencies
Stockholders’ deficit:
AMC Entertainment Holdings, Inc.'s stockholders' deficit:
Preferred stock
—
—
—
—
Class A common stock
4.1
—
—
4.1
Additional paid-in capital
6,714.2
558.3
(558.3)
6,714.2
Accumulated other comprehensive loss
(132.0)
—
—
(132.0)
Accumulated deficit
(8,346.8)
61.4
(61.4)
(8,346.8)
Total stockholders' deficit
(1,760.5)
619.7
(619.7)
(1,760.5)
Total liabilities and stockholders’ deficit
$
7,236.9
$
3,046.8
$
(2,036.2)
$
8,247.5
(1) The cash held in bank accounts differs from the book balance due to deposits in transit, payments in transit, and certain cash equivalents.
(2) Intercompany receivables (payables) includes intercompany loans, fees receivable/payable pursuant to the management agreement and intellectual property license agreement, the intercompany receivable/payable created by allocating the New Term Loans borrowings between Holdings and Muvico, and other intercompany balances created due to the Refinancing Transactions.
(3) This column provides the information required to be presented for (i) Holdings and its Restricted Subsidiaries under the indentures governing the Exchangeable Notes and Existing First Lien Notes and (ii) AMC Group under the New Term Loan Credit Agreement.
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(4) Muvico is a disregarded entity for federal and state income tax purposes with all tax expense and deferred taxes recorded at the AMC Group level.
Year Ended December 31, 2024
AMCEH &
Restricted
Muvico Group
Subsidiaries/AMC
Unrestricted
Group (1)
Subsidiaries (2)
(unaudited)
(unaudited)
Consolidated
Net (loss) earnings
$
(398.1)
$
45.5
$
(352.6)
Adjustments to reconcile net (loss) earnings to net cash (used in) provided by operating activities:
Depreciation and amortization
285.2
34.3
319.5
Gain on extinguishment of debt
(38.9)
—
(38.9)
Gain on derivative liability
—
(75.8)
(75.8)
Deferred income taxes
1.7
—
1.7
Impairment of long-lived assets
67.1
5.2
72.3
Unrealized loss on investments in Hycroft
3.0
—
3.0
Amortization of (premium) discount on corporate borrowings to interest expense
(22.8)
5.3
(17.5)
Amortization of deferred financing costs to interest expense
7.5
0.8
8.3
PIK interest expense
—
14.7
14.7
Non-cash portion of stock-based compensation
22.0
—
22.0
Equity in earnings from non-consolidated entities, net of distributions
(1.6)
—
(1.6)
Landlord contributions
31.8
—
31.8
Deferred rent
(100.5)
(5.6)
(106.1)
Net periodic benefit cost
1.8
—
1.8
Change in assets and liabilities:
Receivables
32.3
5.1
37.4
Other assets
6.5
(17.2)
(10.7)
Accounts payable
76.0
(15.9)
60.1
Accrued expenses and other liabilities
(8.8)
(5.0)
(13.8)
Intercompany receivables and payables
(40.2)
40.2
—
Other, net
(5.5)
(0.9)
(6.4)
Net cash (used in) provided by operating activities
(81.5)
30.7
(50.8)
Cash flows from investing activities:
Capital expenditures
(219.4)
(26.1)
(245.5)
Proceeds from disposition of long-term assets
0.5
—
0.5
Cash contributed to Muvico Group
(3.9)
3.9
—
Other, net
2.1
—
2.1
Net cash used in investing activities
(220.7)
(22.2)
(242.9)
Cash flows from financing activities:
Net proceeds from equity issuances
254.9
—
254.9
Proceeds from issuance of Term Loan due 2029
27.0
—
27.0
Scheduled principal payments under Term Loan borrowings
(15.0)
(5.1)
(20.1)
Principal payments under Senior Subordinated Notes due 2024
(5.0)
—
(5.0)
Principal payments under finance lease obligations
(4.6)
—
(4.6)
Repurchase of Senior Subordinated Notes due 2025
(14.8)
—
(14.8)
Repurchase of Senior Subordinated Notes due 2026
(6.0)
—
(6.0)
Repurchase of Second Lien Notes due 2026
(83.2)
—
(83.2)
Principal payments under Term Loan due 2026
(27.0)
—
(27.0)
Cash used to pay deferred financing costs
(11.5)
(35.2)
(46.7)
Debt extinguishment costs
(3.9)
—
(3.9)
Taxes paid for restricted unit withholdings
(2.2)
—
(2.2)
Proceeds (payments) of intercompany loans
(313.1)
313.1
—
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Net cash (used in) provided by financing activities
(204.4)
272.8
68.4
Effect of exchange rate changes on cash and cash equivalents and restricted cash
(5.3)
—
(5.3)
Net increase (decrease) in cash and cash equivalents and restricted cash
(511.9)
281.3
(230.6)
Cash and cash equivalents and restricted cash at beginning of period
900.1
11.3
911.4
Cash and cash equivalents and restricted cash at end of period
$
388.2
$
292.6
$
680.8
(1) This column provides the information required to be presented for (i) Holdings and its Restricted Subsidiaries under the indentures governing the Exchangeable Notes and Existing First Lien Notes and (ii) AMC Group under the New Term Loan Credit Agreement.
(2) The amounts presented for Muvico are from its inception on July 22, 2024 through the end of the reporting period.