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Significant Events—For the Year Ended December 31, 2025
+Added: 2025 Debt Refinancing and Additional Share Authorization.
+Added: During the year ended December 31, 2025, we completed a series of refinancing transactions with certain holders of our Existing 7.5% Notes, certain holders of the Existing Exchangeable Notes, and certain lenders of our term loans outstanding under our credit agreement.
+Added: Additionally, at the 2025 Annual Meeting of Stockholders held on December 10, 2025, the Company’s stockholders approved an amendment to the Company’s certificate of incorporation to increase the total number of authorized shares of the Company’s Common Stock from 550,000,000 to 1,100,000,000 shares of Common Stock.
+Added: The increase in authorized shares allows for, among other things, the potential conversion of the Company’s New Exchangeable Notes that were issued as part of the refinancing transactions.
+Added: See Note 7—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 regarding these transactions.
+Added: NCM ESA Amendment.
+Added: On April 17, 2025, NCM (as defined herein) entered into the Amended ESA (as defined herein) with the Company.
+Added: The term of the Amended ESA has been extended by five years through February 13, 2042.
+Added: We treated the Amended ESA as a contract modification pursuant to ASC 606 – Revenue from Contracts with Customers .
+Added: Accordingly, we have allocated the additional consideration received from the contract modification to the exhibitor services agreement contract liability and updated the discount rate used to account for the significant financing component to 16.12%.
+Added: Prior to the contract modification, the weighted average discount rate used to account for the significant financing component was approximately 7.5%.
+Added: The contract liability will be reclassified to other theatre revenue over the new term of the Amended ESA as the remaining performance obligations are satisfied.
+Added: Concurrently with entering into the Amended ESA, NCM and the Company reached an agreement to, among other things, dismiss with prejudice the ongoing litigation between the parties.
+Added: Shares Issuances.
+Added: During the year ended December 31, 2025, we were paid $108.7 million as initial gross cash proceeds associated with the establishment of forward positions for 30.0 million shares of Common Stock.
+Added: Additionally, during the year ended December 31, 2025, we issued shares of Common Stock through an “at-the-market” offering.
+Added: The below table summarizes the activity of the “at-the-market offering”:
+Added: (In millions)
+Added: December 31, 2025
+Added: Shares issued through at-the-market offering
+Added: At-the-market offering gross proceeds
+Added: Sales agent fees paid
+Added: Other third-party issuance costs incurred
+Added: Other third-party issuance costs paid
+Added: See Note 8—Stockholders’ Deficit in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for further information on the share issuances.
+Added: Significant Events—For the Year Ended December 31, 2024
Debt Repurchases and Exchanges.
−Removed: 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.
+Added: The table below 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.
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Accrued Interest
−Removed: (In millions, except for share data)
+Added: (In millions)
Repurchased/Exchanged
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During December 2024, we were paid $0.01 per share for the par value of the forward shares totaling $0.3 million.
−Removed: 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.
−Removed: Fees paid to sales agents were approximately $0.6 million.
−Removed: We may be entitled to receive additional cash payments pursuant to the forward sales.
−Removed: There is no guarantee that we will receive any additional proceeds.
−Removed: 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.
−Removed: Debt Refinancing.
−Removed: 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.
−Removed: 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.
+Added: See Note 8—Stockholder’s Deficit in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for further information.
+Added: 2024 Refinancing Transactions.
+Added: During the year ended December 31, 2024, we completed a series of transactions to refinance $1,895.0 million aggregate principal amount of our senior secured term loans maturing in 2026 (“Term Loans due 2026”) and $518.6 million of our Second Lien Notes.
+Added: As part of the transactions, we issued $2,024.3 million aggregate principal amount of the New Term Loans (as defined herein) and $414.4 million aggregate principal of Existing 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.
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Special Awards.
−Removed: 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.
+Added: On February 22, 2024, the compensation committee of AMC’s Board 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.
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Significant Events—For the Year Ended December 31, 2023
−Removed: AMC Distribution.
−Removed: During 2023 we, along with our sub-distribution partners, served as the theatrical distributor for two theatrical releases:
−Removed: TAYLOR SWIFT | THE ERAS TOUR and RENAISSANCE:
−Removed: A FILM BY BEYONCÉ.
−Removed: The distribution business is a new source of revenue that we have the potential to capitalize on in the future.
−Removed: Lease Termination .
−Removed: 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.
−Removed: The incentive and termination gain resulted in a $16.7 million reduction to rent expense.
−Removed: Saudi Cinema Company.
−Removed: 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.
−Removed: On January 24, 2023, the Saudi Ministry of Commerce recorded a sale of equity, and we received the proceeds on January 25, 2023.
−Removed: We recorded a gain on the sale of $15.5 million in investment income during the year ended December 31, 2023.
−Removed: Debt Repurchases and Exchanges.
−Removed: 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.
−Removed: 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.
−Removed: Aggregate Principal
−Removed: Reacquisition
−Removed: Accrued Interest
−Removed: (In millions, except for share data)
−Removed: Repurchased/Exchanged
−Removed: Extinguishment
−Removed: Paid/Exchanged
−Removed: Cash debt repurchase transactions:
−Removed: Related party transactions:
−Removed: Second Lien Notes due 2026
−Removed: 5.875% Senior Subordinated Notes due 2026
−Removed: Total related party transactions
−Removed: Non-related party transactions:
−Removed: Second Lien Notes due 2026
−Removed: Total non-related party transactions
−Removed: Total cash debt repurchase transactions
−Removed: Debt for equity exchange transactions:
−Removed: Second Lien Notes due 2026
−Removed: Total debt repurchases and exchanges
−Removed: Additional Share Issuances to Antara.
−Removed: 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.
−Removed: 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.
−Removed: We recorded $193.7 million to stockholders’ deficit as a result of the transaction.
−Removed: We paid $1.4 million of accrued interest in cash upon exchange of the notes.
−Removed: Share Issuances.
−Removed: 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.
−Removed: 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.
−Removed: The Company paid $12.6 million of other third-party issuance costs during the year ended December 31, 2023.
−Removed: See Note 9—Stockholders’ Deficit for further information regarding the at-the-market offerings.
−Removed: Special Awards.
−Removed: On February 23, 2023, AMC’s Board of Directors approved special awards in lieu of vesting of the 2022 PSU awards.
−Removed: 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.
−Removed: This modification resulted in the immediate additional vesting of 238,959 Common Stock 2022 PSUs and 238,959 AMC Preferred Equity Unit 2022 PSUs.
−Removed: 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.
−Removed: During the year ended December 31, 2023, we recognized $20.2 million of additional stock compensation expense related to these awards.
−Removed: NCM Bankruptcy.
−Removed: On April 11, 2023, National CineMedia, LLC (“NCM”) filed a petition under Chapter 11 of the U.S.
−Removed: Bankruptcy Code in the Southern District of Texas.
−Removed: NCM is the in-theatre advertising provider for the majority of our theatres in the United States.
−Removed: Under the Chapter 11 plan of reorganization, which became effective on August 7, 2023 (the “Plan”), NCM has assumed its agreements with us.
−Removed: 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.
−Removed: 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.
−Removed: On August 13, 2023, in
−Removed: 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.
−Removed: The Company filed an appeal to these rulings with the United States Court of Appeals for the Fifth Circuit and such appeal remains pending.
−Removed: The Company does not expect the NCM bankruptcy to have a material impact on the Company.
−Removed: Shareholder Litigation.
−Removed: 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.
−Removed: § 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.
−Removed: This litigation prevented us from immediately implementing the Charter Amendments.
−Removed: On April 2, 2023, the parties entered into a binding settlement term sheet to settle the litigation and allow implementation of the Charter Amendments.
−Removed: 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.
−Removed: 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.
−Removed: On August 28, 2023, the Company made the Settlement Payment and issued 6,897,018 shares of Common Stock.
−Removed: 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.
−Removed: 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.
−Removed: Significant Events—For the Year Ended December 31, 2022
For a discussion of significant events for the year ended December 31, 2023, see “Part II, Item 7.
−Removed: 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.
+Added: 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 SEC on February 28, 2024, which is incorporated herein by reference.
Critical Accounting Estimates
Our consolidated financial statements are prepared in accordance with U.S.
+Added: Generally Accepted Accounting Principles (“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.
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Critical estimates.
−Removed: 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.
+Added: 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, and the cost of capital.
These estimates determine whether impairments have been incurred and quantify the amount of any related impairment charge.
Assumptions and judgment.
−Removed: Our valuation methodology for assessing impairment requires management to make judgments and assumptions based on historical experience and projections of future cash flows.
−Removed: Our projections assume
−Removed: that operating revenues will gradually improve to the point they exceed pre-COVID-19 levels.
−Removed: 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.
+Added: Our valuation methodology for assessing impairment requires management to make judgments and assumptions based on historical experience.
+Added: These assumptions and judgments can significantly affect the 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 .
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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.
−Removed: 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.
+Added: 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 impairments are possible and they may be material.
Our Current Long-lived Asset Impairment Related Estimates and Changes in those Estimates .
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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.
−Removed: At December 31, 2024, related cash flows were discounted at 9.0% for the Domestic Theatres and 10.5% for the International Theatres.
−Removed: At December 31, 2023, related cash flows were discounted at 9.0% for the Domestic Theatres and 11.0% for the International Theatres.
−Removed: At December 31, 2022, related cash flows were discounted at 10.0% for the Domestic Theatres and 12.5% for the International Theatres.
+Added: At December 31, 2025, estimated cash flows were discounted at 9.5% for the Domestic Theatres and 10.5% for the International Theatres.
+Added: At December 31, 2024, estimated cash flows were discounted at 9.0% for the Domestic Theatres and 10.5% for the International Theatres.
+Added: At December 31, 2023, estimated cash flows were discounted at 9.0% for the Domestic Theatres and 11.0% for the International Theatres.
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.
−Removed: Impairment is the condition that exists when the carrying amount of goodwill exceeds its implied fair value.
−Removed: 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.
−Removed: 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.
−Removed: Critical estimates .
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: The residual value represents the present value of the projected cash flows beyond the discrete projection period.
−Removed: The discount rates are determined using weighted average cost of capital for the risk of achieving the projected cash flows.
+Added: Under ASC Topic 350, Goodwill, Intangibles and Other , we can elect to perform a qualitative or quantitative impairment assessment of our goodwill.
+Added: Under the quantitative goodwill impairment analysis, if the estimated fair value of a 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.
+Added: Under the qualitative assessment, entities consider a variety of factors to qualitatively assess whether it is more likely than not that the fair value of a reporting unit is less than its carrying amount, including goodwill.
We have elected to perform the optional qualitative assessment during the years ended December 31, 2025, 2024, and 2023.
−Removed: Inherent in the qualitative assessment are estimates and assumptions about our consideration of events and circumstances that may indicate a potential impairment.
−Removed: Such estimates and assumptions include, but are not limited to, industry and market conditions, expected cost pressures, expected financial performance, and general macroeconomic conditions.
+Added: Inherent in the qualitative assessment is an estimated impact on each reporting unit’s fair value that events and circumstances might have had and whether or not that impact would have likely reduced the fair value below the reporting units carrying value.
+Added: Such events and circumstances 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.
−Removed: Assumptions and judgment .
−Removed: Estimating the impact of the general macroeconomic conditions, potential cost pressures, and future industry and market conditions requires significant judgement.
+Added: Estimating the impact of the general macroeconomic conditions, potential cost pressures, and future industry and market conditions requires significant judgment.
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.
−Removed: 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.
−Removed: Impact if actual results differ from assumptions .
−Removed: 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.
−Removed: 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.
−Removed: Our Current Goodwill Estimates and Changes in those Estimates .
−Removed: 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.
−Removed: Derivative Liability.
−Removed: 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.
+Added: The estimated fair value of our debt at the consolidated level is based on observable market based inputs and the estimated fair value of our equity is based on quoted prices in active markets.
+Added: Based on our qualitative assessments for the years ended December 31, 2025, December 31, 2024, and December 31, 2023, we do not believe it is more likely than not that the goodwill of our reporting units is impaired.
+Added: Derivative Fair Values.
+Added: We remeasure the bifurcated embedded derivatives related to our Existing Exchangeable Notes and New 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.
−Removed: 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.
−Removed: The Binomial Lattice approach consists of simulated Common Stock prices from the valuation date to the maturity of the Exchangeable Notes.
−Removed: 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.
−Removed: 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.
+Added: The critical estimates used in determining the fair value of the bifurcated embedded derivatives are discussed by host instrument below:
+Added: Existing Exchangeable Notes .
+Added: Our valuation studies use binomial lattice models and are based on significant inputs not observable in the market and thus represent level 3 measurements within the fair value measurement hierarchy.
+Added: The binomial lattice models consist of simulated Common Stock prices from the valuation date to the maturity of the Existing Exchangeable Notes.
+Added: The significant inputs used to value the derivative include the 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.
+Added: 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 Existing Exchangeable Notes are key inputs for the estimation of fair value that are expected to change each reporting period.
+Added: New Exchangeable Notes .
+Added: Our valuation studies use a combination of Monte Carlo simulations, binomial lattice models, and discounted cash flow models.
+Added: The models are based on significant inputs not observable in the market and thus represent level 3 measurements within the fair value measurement hierarchy.
+Added: The Monte Carlo simulations use repeated random sampling to simulate a wide range of possible outcomes.
+Added: The binomial lattice approach consists of simulated Common Stock prices from the valuation date to the maturity of the New Exchangeable Notes.
+Added: The significant inputs used to value the derivative include the share price of our Common Stock, the volatility of the share price, time to maturity, risk-free interest rate, discount yield, and the probability of the required shareholder approval.
+Added: 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 New Exchangeable Notes are key inputs for the estimation of fair value that are expected to change each reporting period.
Assumptions and judgment.
−Removed: 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.
−Removed: 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.
+Added: Selecting the appropriate method and model to use in the valuation of the bifurcated embedded derivatives associated with the Existing Exchangeable Notes and New Exchangeable Notes requires judgment and careful consideration of the common valuation practice for similar instruments.
+Added: Selection of significant assumptions such as volatility and the discount yield also requires judgment and both inputs exhibit a greater degree of subjectivity than more observable inputs such as the risk-free rate.
Impact if actual results differ from assumptions.
−Removed: 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.
+Added: If actual results differ from assumptions, the value of the bifurcated embedded derivatives could be overstated or understated which could increase or decrease net earnings by a material amount.
Our Current Estimates and Changes in those Estimates .
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: During the years ended December 31, 2025 and December 31, 2024, we recorded other (income) related to changes in the estimated fair value of the bifurcated embedded derivatives of our Existing Exchangeable Notes of $(56.7) million and $(75.8) million, respectively.
+Added: During the year ended December 31, 2025, we recorded other expense related to changes in the estimated fair value of the bifurcated embedded derivatives of our New Exchangeable Notes of $19.3 million.
+Added: A hypothetical 10% increase in the fair value of the derivatives would have resulted in an increase of other expense of approximately $14.5 million for the year ended December 31, 2025.
+Added: Similarly, a hypothetical 10% decrease in the fair value of the derivatives would have resulted in a decrease to other expense of approximately $14.5 million for the year ended December 31, 2025.
+Added: We expect there will be future changes in the fair value of our derivatives and that the related amounts recorded as income or
+Added: expense may be material.
See Note 7—Corporate Borrowings and Finance Lease Liabilities and Note 10—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 income (loss)
+Added: Other expense, net:
Other expense (income)
3 unchanged sentences
Non-cash NCM exhibitor service agreement
−Removed: Investment expense (income)
+Added: Investment income
Total other expense, net
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Screen dispositions
−Removed: Construction openings (closures), net
+Added: Screen construction openings (closures), net
Average screens (1)
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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.
−Removed: 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.
−Removed: 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.
+Added: Our definition of Adjusted EBITDA and adjustments made to net earnings (loss) to calculate it are broadly consistent with how Adjusted EBITDA is defined and calculated in the Company’s debt indentures.
The following tables set forth our Adjusted EBITDA by reportable segment and our reconciliation of Adjusted EBITDA:
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Investment income (6)
−Removed: Other income (7)
+Added: Other expense (income) (7)
Merger, acquisition and other costs (8)
1 unchanged sentence
Adjusted EBITDA
−Removed: (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.
+Added: (1) For information regarding the income tax provision, see Note 9 — 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, 2025, we recorded non-cash impairment charges related to our long-lived assets of $28.0 million on 47 theatres in the U.S.
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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.
−Removed: (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
−Removed: included in operating expenses.
+Added: (3) Amounts represent preopening expense related to temporarily closed screens under renovation, theatre and other closure expense for the permanent closure of screens, disposition of assets and other non-operating gains or losses included in operating expenses.
We have excluded these items as they are non-cash in nature or are non-operating in nature.
−Removed: (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.
−Removed: 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.
+Added: (4) Equity in earnings of non-consolidated entities during the year ended December 31, 2025, primarily consisted of equity in earnings from AC JV, LLC (“AC JV”) of $(4.8) million.
+Added: Equity in earnings of non-consolidated entities during the year ended December 31, 2024, primarily consisted of equity in earnings from AC JV of $(10.0) million.
(5) Attributable EBITDA includes the EBITDA from equity investments in theatre operators in certain International markets.
1 unchanged sentence
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.
−Removed: 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.
(In millions)
7 unchanged sentences
Interest expense
−Removed: Impairment of long-lived assets
Depreciation and amortization
Attributable EBITDA
−Removed: (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.
−Removed: 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.
−Removed: (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.
−Removed: 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.
+Added: (6) Investment income during the year ended December 31, 2025, includes interest income of $(8.0) million and realized and unrealized gains on our investments in Hycroft Mining Holding Corporation (“Hycroft”) of $(34.4) million, partially offset by an impairment of an equity security without a readily determinable fair value of $10.3 million.
+Added: Investment income during the year ended December 31, 2024, includes interest income of $(19.2) million, partially offset by unrealized losses on our investments in Hycroft of $2.9 million.
+Added: (7) Other expense during the year ended December 31, 2025, includes net losses on debt extinguishments of $196.0 million, an increase in the fair value of the bifurcated embedded derivative in the New Exchangeable Notes of $19.3 million, and term loan modification third party fees of $3.1 million, partially offset by a decrease in the fair value of the bifurcated embedded derivative in the Existing Exchangeable Notes of $(56.7) million, foreign currency transaction gains of $(28.1) million, and shareholder litigation recoveries of $(3.8) million.
+Added: Other income for the year ended December 31, 2024, includes a decrease in the fair value of the bifurcated embedded derivative in the Existing Exchangeable Notes of $(75.8) million, shareholder litigation recoveries of $(40.2) million, net gains on debt extinguishments of $(38.9) million, and a vendor dispute settlement 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.
(8) Merger, acquisition and other costs are excluded as they are non-operating in nature.
12 unchanged sentences
markets was $346.0 million compared to $301.5 million during the year ended December 31, 2024.
−Removed: 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.
−Removed: 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.
+Added: The year-over-year improvement was primarily driven by increases in average ticket price, food and beverage per patron, other revenues including advertising income due to the Amended ESA, income from ticket fees due to the increase in the percentage of guests paying ticket fees, retail food and beverage income, retail merchandise income, co-brand credit card revenue, distribution revenue, and the decrease in film exhibition cost percentage.
+Added: These improvements were partially offset by increases in operating expenses including salaries and wages expense, utilities expense, computer maintenance costs, retail merchandise costs, premium format expense, decreases in attendance, and the increase in food and beverage cost percentage.
During the year ended December 31, 2025, Adjusted EBITDA in the International markets was $41.5 million compared to $42.4 million during the year ended December 31, 2024.
−Removed: 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.
−Removed: These declines were partially offset by an increase in food and beverage sales per patron.
+Added: The year-over-year decline was primarily driven by increases in operating expenses including salaries and wages expense and utilities expense, increases in rent expense, increases in general and administrative:
+Added: other expenses, decreases in attendance, and increases in food and beverage cost percentage.
+Added: These declines were partially offset by increases in average ticket prices, food and beverage per patron, other revenues including income from expirations of package tickets and gift cards, retail merchandise income, the decrease in film exhibition cost percentage and the increase in foreign currency translation rates.
During the year ended December 31, 2025, Adjusted EBITDA in the U.S.
5 unchanged sentences
Consolidated Results of Operations
−Removed: Total revenues decreased $175.4 million, or 3.6%, during the year ended December 31, 2024, compared to the year ended December 31, 2023.
−Removed: 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.
−Removed: The decrease in attendance was primarily due to the popularity of film product in U.S.
−Removed: markets compared to the prior year.
−Removed: The availability and popularity of film product released during the year ended December 31, 2024, was negatively impacted by labor stoppages during 2023.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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:
−Removed: 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.
+Added: Total revenues increased $211.7 million, or 4.6%, during the year ended December 31, 2025, compared to the year ended December 31, 2024.
+Added: Admissions revenues increased $92.3 million, or 3.6%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to a 5.9% increase in average ticket price and increase in our market share in our U.S.
+Added: markets, partially offset by a decrease in attendance of 2.1% from 224.2 million patrons to 219.4 million patrons.
+Added: The increase in average ticket price was primarily due to increased ticket prices for all formats, increases in attendance for 3D, IMAX and other PLF screens and increases in foreign currency translation rates.
+Added: Attendance decreased in U.S.
+Added: and International markets due to the popularity of film product compared to the prior year.
+Added: markets the market share increase was driven by our loyalty program initiatives, discount days, and the interplay between the film slate and our geographic theatre mix.
+Added: The availability and popularity of film product released during the year ended December 31, 2024, was negatively impacted by the Writers Guild of America and the Screen Actors Guild – American Federation of Television and Radio Artists strikes during 2023.
+Added: Food and beverage revenues increased $46.4 million, or 2.9%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to the increase in food and beverage per patron, partially offset by a decrease in attendance.
+Added: Food and beverage per patron increased 5.1% from $7.25 to $7.62 primarily due to an increase in average prices and the percentage of guests making transactions and increases in foreign currency translation rates, partially offset by lower units per transaction by guests and more frequent attendance from our AMC Stubs members.
+Added: Total other theatre revenues increased $73.0 million, or 16.2%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to increases in advertising income, income from ticket fees due to the increase in the percentage of guests paying ticket fees, increases in income from expirations of package tickets in our International markets, retail food and beverage income, retail merchandise income, co-brand credit card revenue, distribution revenue, and increases in foreign currency translation rates.
+Added: As a result of our Amended ESA, advertising income increased from the prior year by $15.6 million due to an increase in discount rates related to the significant financing component of the Amended ESA, partially offset by lower amortization of deferred revenues due to an increase in the term of the Amended ESA.
+Added: See Note 2—Revenue Recognition in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for additional information about the Amended ESA.
Operating costs and expenses.
−Removed: 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.
−Removed: 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.
+Added: Operating costs and expenses increased $149.8 million, or 3.2%, during the year ended December 31, 2025, compared to the year ended December 31, 2024.
+Added: Film exhibition costs increased $36.0 million, or 2.9%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to the increase in admissions revenue due to the factors discussed above, partially offset by lower film rental terms.
As a percentage of admissions revenues, film exhibition costs were 48.1% for the year ended December 31, 2025, compared to 48.4% for the year ended December 31, 2024.
−Removed: 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.
−Removed: The decrease in food and beverage costs was primarily due to lower food and beverage revenues.
+Added: The decrease in film exhibition cost percentage is primarily due to the concentration of box office revenues in U.S.
+Added: and International markets in lower grossing films in the current year, which typically results in lower film exhibition costs.
+Added: Food and beverage costs increased $21.4 million, or 7.0%, during the year ended December 31, 2025, compared to the year ended December 31, 2024.
+Added: The increase in food and beverage costs was primarily due to the increase in food and beverage revenues due to the factors discussed above.
As a percentage of food and beverage revenues, food and beverage costs were 19.6% for the year ended December 31, 2025, compared to 18.8% for the year ended December 31, 2024.
−Removed: 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.
−Removed: The decrease in operating expense was primarily due to the decrease in attendance.
+Added: Operating expense increased by $106.6 million, or 6.3%, during the year ended December 31, 2025, compared to the year ended December 31, 2024.
+Added: The increase in operating expense was primarily due to increases in salaries and wages expense, utilities expense, computer maintenance costs, retail merchandise costs, premium format expense, losses on disposition of assets and the increase in foreign currency translation rates.
As a percentage of revenues, operating expense was 36.8% for the year ended December 31, 2025, compared to 36.2% for the year ended December 31, 2024.
−Removed: Rent expense increased $0.1 million, during the year ended December 31, 2024, compared to the year ended December 31, 2023.
−Removed: 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.
+Added: The increase in operating expense as a percentage of revenues is primarily due to the operating leverage lost as attendance decreases.
+Added: Rent expense increased $13.7 million, or 1.6%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to increases in foreign currency translation rates, partially offset by a decrease in average screens of 2.2%.
Merger, acquisition, and other costs.
Merger, acquisition, and other costs were $3.6 million during the year ended December 31, 2025, compared to $0.1 million during the year ended December 31, 2024.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: The current year expense relates to severance costs in U.S.
+Added: Other general and administrative expense increased $3.5 million, or 1.5%, during the year ended December 31, 2025, compared to the year ended December 31, 2024 primarily due to increases in bonus expense as a result of higher than expected annual performance compared to annual industry box office indexed targets in the current year compared to the prior year and increases in foreign currency translation rates, partially offset by declines in stock-based compensation expense due to lower than expected annual performance compared to annual unindexed targets in the current year compared to the prior year, lower insurance costs and lower legal costs.
Depreciation and amortization.
−Removed: 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.
+Added: Depreciation and amortization decreased $6.1 million, or 1.9%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to theatre closures and lower depreciation expense on theatres impaired during the year ended December 31, 2024, partially offset by increases in foreign currency translation rates.
Impairment of long-lived assets.
During the year ended December 31, 2025, we recognized non-cash impairment losses of $ $28.0 million on 47 theatres in the U.S.
−Removed: 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.
+Added: markets with 560 screens (in Alabama, Colorado, Connecticut, Florida, Georgia, Illinois, Indiana, Iowa, Kansas, Louisiana, Massachusetts, Michigan, Minnesota, New Jersey, New York, North Carolina, Pennsylvania, Tennessee, Texas, Utah, Virginia, Washington, Wisconsin) and $15.5 million on 20 theatres in the International markets with 159 screens (in Germany, Italy, Spain, Sweden, and the United Kingdom), which were related to property, net and operating lease right-of-use assets, net.
During the year ended December 31, 2024, we recognized non-cash impairment losses of $51.9 million on 39 theatres in the U.S.
−Removed: 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.
−Removed: Other income.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: 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 United Kingdom), which were related to property, net and operating lease right-of-use assets, net.
+Added: Other expense (income).
+Added: Other expense of $112.4 million during the year ended December 31, 2025 was primarily due to a $103.3 million loss on extinguishment of $337.4 million aggregate principal amount of our Existing Exchangeable Notes, a $99.0 million loss on extinguishment of $590.0 million aggregate principal amount of our Existing 7.5% Notes, $19.3 million of expense related to the increase in fair value of the derivative liability for the embedded derivative features in the New Exchangeable Notes, and $3.1 million in term loan modification third party fees, partially offset by $(56.7) million of income related to the decrease in fair value of the derivative liability for the embedded conversion feature in the Existing Exchangeable Notes, $(28.1) million in foreign currency transaction gains, $(10.8) million of governmental assistance, $(6.8) million of equity in earnings of non-consolidated entities and $(6.6) million of gain on the extinguishment of our Second Lien Notes.
+Added: 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 bifurcated embedded derivative in the Existing Exchangeable Notes, 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 shareholder litigation, 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 Term Loans due 2026 and $7.0 million of foreign currency transaction losses.
+Added: 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 (income).
Interest expense.
−Removed: 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.
−Removed: 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.
+Added: Interest expense increased $86.5 million to $530.2 million for the year ended December 31, 2025 compared to $443.7 million during the year ended December 31, 2024 primarily due to increased interest expense of $51.4 million on the New 2029 Notes issued on July 24, 2025, $36.8 million on the New Term Loans compared to the Term Loans due 2026, $28.2 million related to higher discount rates on the significant financing component of the Amended ESA, $9.3 million on the Existing Exchangeable Notes issued on July 22, 2024, $8.8 million on the New Exchangeable Notes issued on July 1, 2025, partially offset by declines in interest expense of $23.1 million on the Second Lien Notes due to redemptions of the remaining principal balances, $19.7 million on the Existing 7.5% Notes due to redemptions of $590.0 million aggregate principal amount on July 24, 2025, $4.0 million on the Senior Subordinated Notes due 2025 due to redemptions of the remaining principal balances, and $1.5 million on the Senior Subordinated Notes due 2026 due to redemptions of the remaining principal balances.
+Added: See Note 2—Revenue Recognition in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for additional information about the Amended ESA, and Note 7—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 $(32.1) million for the year ended December 31, 2025, compared to investment income of $(16.3) million for the year ended December 31, 2024.
−Removed: 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.
−Removed: 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.
+Added: Investment income in the current year includes $(34.4) million of realized and unrealized gains on our investments in common shares and warrants to purchase common shares in Hycroft, and interest income of $(8.0) million, partially offset by an impairment charge of $10.3 million related to our investment in an equity security without a readily determinable fair value measured at cost less any impairments.
+Added: Investment income in the prior year includes interest income of $(19.2) million, partially offset by unrealized losses of $2.9 million on our investment in common shares and warrants to purchase common shares in Hycroft.
+Added: 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 our investments in Hycroft.
Income tax provision.
2 unchanged sentences
Net loss was $632.4 million and $352.6 million during the years ended December 31, 2025, and December 31, 2024, respectively.
−Removed: 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.
+Added: Net loss during the year ended December 31, 2025 compared to net loss for the year ended December 31, 2024 was negatively impacted by decreases in other income due to losses on extinguishment of corporate borrowings and declines in income related to our bifurcated embedded derivatives during the current period
+Added: and gains on extinguishment of corporate borrowings and vendor and legal settlements and recoveries during the prior period, increases in food and beverage cost percentage, increases in operating expense, increases in rent, increases in general and administrative expenses, increases in interest expense, increases in income tax provision and increases in foreign currency translation rates, partially offset by the increase in average ticket prices and food and beverage per patron, the decrease in film exhibition cost percentage compared to the prior year, increases in other revenues increases in investment income and decreases in depreciation and amortization and impairment of long-lived assets.
Theatrical Exhibition–U.S.
−Removed: Total revenues decreased $144.5 million during the year ended December 31, 2024, compared to the year ended December 31, 2023.
−Removed: 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.
−Removed: The decrease in attendance was primarily due to the popularity of film product compared to the prior year.
−Removed: The availability and popularity of film product released during the year ended December 31, 2024, was negatively impacted by labor
−Removed: stoppages during 2023.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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:
−Removed: A FILM BY BEYONCÉ in the prior year and lower ticket fee revenues due to the decline in attendance.
+Added: Total revenues increased $161.9 million, or 4.6%, during the year ended December 31, 2025, compared to the year ended December 31, 2024.
+Added: Admissions revenues increased $75.3 million, or 3.9%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to an increase in average ticket price of 4.6% and increase in our market share, partially offset by a decrease in attendance of 0.7% from 156.9 million patrons to 155.8 million patrons.
+Added: The increase in average ticket price was primarily due to increased ticket prices for all formats and increases in attendance for 3D, IMAX and other PLF screens.
+Added: Attendance decreased due to the popularity of film product compared to the prior year.
+Added: The market share increase was driven by our loyalty program initiatives, discount days, and the interplay between the film slate and our geographic theatre mix.
+Added: The availability and popularity of film product released during the year ended December 31, 2024, was negatively impacted by the Writers Guild of America and the Screen Actors Guild – American Federation of Television and Radio Artists strikes during 2023.
+Added: Food and beverage revenues increased $33.9 million, or 2.6%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to the increase in food and beverage per patron, partially offset by the decrease in attendance.
+Added: Food and beverage per patron increased 3.3% from $8.30 to $8.57 primarily due to an increase in average prices and the percentage of guests making transactions, partially offset by lower units per transaction by guests and more frequent attendance from our AMC Stubs members.
+Added: Total other theatre revenues increased $52.7 million, or 16.2%, during the year ended December 31, 2025, compared to the year ended December 31, 2024 primarily due to increases in advertising income, income from ticket fees due to the increase in the percentage of guests paying ticket fees, retail food and beverage income, retail merchandise income, co-brand credit card revenue, and distribution revenue.
+Added: As a result of our Amended ESA, advertising income increased from the prior year by $15.6 million due to an increase in discount rates related to the significant financing component of the Amended ESA, partially offset by lower amortization of deferred revenues due to an increase in the term of the Amended ESA.
+Added: See Note 2—Revenue Recognition in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for additional information about the Amended ESA.
Operating costs and expenses.
−Removed: 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.
−Removed: 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.
+Added: Operating costs and expenses increased $87.1 million, or 2.4%, during the year ended December 31, 2025, compared to the year ended December 31, 2024.
+Added: Film exhibition costs increased $31.7 million, or 3.2%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to the increase in admissions revenues due to the factors discussed above, partially offset by lower film rental terms.
As a percentage of admissions revenues, film exhibition costs were 51.2% for the year ended December 31, 2025, compared to 51.6% for the year ended December 31, 2024.
−Removed: 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.
−Removed: The decrease in food and beverage costs was primarily due to lower food and beverage revenues.
+Added: The decrease in film exhibition cost percentage is primarily due to the concentration of box office revenues in lower grossing films in the current year, which typically results in lower film exhibition costs.
+Added: Food and beverage costs increased $15.5 million, or 6.9%, during the year ended December 31, 2025, compared to the year ended December 31, 2024.
+Added: The increase in food and beverage costs was primarily due to the increase in food and beverage revenues due to the factors discussed above.
As a percentage of food and beverage revenues, food and beverage costs were 18.1% for the year ended December 31, 2025, compared to 17.3% for the year ended December 31, 2024.
−Removed: 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.
−Removed: The decrease in operating expense was primarily due to the decrease in attendance.
−Removed: 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.
−Removed: Rent expense decreased $1.6 million, during the year ended December 31, 2024, compared to the year ended December 31, 2023.
−Removed: 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.
+Added: Operating expense increased by $75.0 million, or 6.0%, during the year ended December 31, 2025, compared to the year ended December 31, 2024.
+Added: The increase in operating expense was primarily due to increases in salaries and wages expense, utilities expense, computer maintenance costs, retail merchandise costs, premium format expense and losses on disposition of assets.
+Added: As a percentage of revenues, operating expense was 35.8% for the year ended December 31, 2025, compared to 35.3% for the year ended December 31, 2024.
+Added: The increase in operating expense as a percentage of revenues is primarily due to the operating leverage lost as attendance decreases.
+Added: Rent expense increased $0.2 million during the year ended December 31, 2025 compared to the year ended December 31, 2024.
Merger, acquisition, and other costs.
Merger, acquisition, and other costs were $3.6 million during the year ended December 31, 2025, compared to $0.1 million during the year ended December 31, 2024.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: The current year expense relates to severance costs in U.S.
+Added: Other general and administrative expense decreased $6.5 million, or 4.3%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to declines in stock-based compensation expense due to lower than expected annual performance compared to unindexed annual targets in the current year compared to the prior year, lower insurance costs, and lower legal costs, partially offset by increases in bonus expense as a result of higher than expected annual performance compared to industry box office indexed annual targets in the current year compared to the prior year.
Depreciation and amortization.
2 unchanged sentences
During the year ended December 31, 2025, we recognized non-cash impairment losses of $28.0 million on 47 theatres in the U.S.
−Removed: markets with 469 screens (in Alabama, California, Florida, Illinois, Indiana, Massachusetts, Michigan, Minnesota, New Jersey, New York, Pennsylvania, Texas, Virginia, and Washington).
+Added: markets with 560 screens (in Alabama, Colorado, Connecticut, Florida, Georgia, Illinois, Indiana, Iowa, Kansas, Louisiana, Massachusetts, Michigan, Minnesota, New Jersey, New York, North Carolina, Pennsylvania, Tennessee, Texas, Utah, Virginia, Washington, Wisconsin).
During the year ended December 31, 2024, we recognized non-cash impairment losses of $51.9 million on 39 theatres in the U.S.
−Removed: 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.
−Removed: Other income.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: markets with 469 screens (in Alabama, California, Florida, Illinois, Indiana, Massachusetts, Michigan, Minnesota, New Jersey, New York, Pennsylvania, Texas, Virginia, and Washington).
+Added: Other expense (income).
+Added: Other expense of $153.5 million during the year ended December 31, 2025 was primarily due to a $103.3 million loss on extinguishment of $337.4 million aggregate principal amount of our Existing Exchangeable Notes, a $99.0 million loss on extinguishment of $590.0 million aggregate principal amount of our Existing 7.5% Notes, $19.3 million of expense related to the increase in fair value of the derivative liability for the embedded derivative features in the New Exchangeable Notes, and $3.1 million in term loan modification third party fees, partially offset by $(56.7) million of income related to the decrease in fair value of the derivative liability for the embedded conversion feature in the Existing Exchangeable Notes, $(5.7) million of equity in earnings of non-consolidated entities and $(6.6) million of gain on the extinguishment of our Second Lien Notes.
+Added: 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 bifurcated embedded derivative in the Existing Exchangeable Notes, 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 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 Term Loans due 2026.
+Added: 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 (income).
Interest expense.
−Removed: 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.
−Removed: 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.
+Added: Interest expense increased $84.8 million to $463.3 million for the year ended December 31, 2025, compared to $378.5 million during the year ended December 31, 2024, primarily due to increased interest expense of $51.4 million on the New 2029 Notes issued on July 24, 2025, $36.8 million on the New Term Loans compared to the Term Loans due 2026, $28.2 million related to higher discount rates on the significant financing component of the Amended ESA, $9.3 million on the Existing Exchangeable Notes issued on July 22, 2024, and $8.8 million on the New Exchangeable Notes issued on July 1, 2025, partially offset by declines in interest expense of $23.1 million on the Second Lien Notes due to redemptions of the remaining principal balances, $19.7 million on the Existing 7.5% Notes due 2029 due to redemptions of $590.0 million aggregate principal amount on July 24, 2025, $4.0 million on the Senior Subordinated Notes due 2025 due to redemptions of the remaining principal balances and $1.5 million on the Senior Subordinated Notes due 2026 due to redemptions of the remaining principal balances.
+Added: See Note 2—Revenue Recognition in the Notes to the Consolidated Financial Statements under Part II, Item 8 of this Form 10-K for additional information about the Amended ESA, and see Note 7—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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: Investment income was $(31.0) million for the year ended December 31, 2025, compared to investment income of $(14.0) million for the year ended December 31, 2024.
+Added: Investment income in the current year
+Added: includes $(34.4) million of realized and unrealized gains on our investments in common shares and warrants to purchase common shares in Hycroft and interest income of $(6.9) million, partially offset by an impairment charge of $10.3 million related to our investment in an equity security without a readily determinable fair value measured at cost less any impairments.
+Added: Investment income in the prior year includes interest income of $(16.9) million, partially offset by unrealized losses of $2.9 million on our investments in common shares and warrants to purchase common shares in Hycroft.
+Added: 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 our investments in Hycroft.
Income tax provision.
2 unchanged sentences
Net loss was $536.1 million and $262.5 million during the years ended December 31, 2025, and December 31, 2024, respectively.
−Removed: 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.
+Added: Net loss during the year ended December 31, 2025 compared to net loss for the year ended December 31, 2024 was negatively impacted by decreases in other income due to losses on extinguishment of corporate borrowings, declines in income related to our bifurcated embedded derivatives during the current period, declines in gains on extinguishment of corporate borrowings, and declines in legal settlements and recoveries during the prior period, increases in food and beverage cost percentage, increases in operating expense, increases in rent, increases in interest expense, and increases in income tax provision, partially offset by the increase in average ticket prices and food and beverage per patron, the decrease in film exhibition cost percentage, increases in other revenues, increases in investment income, decreases in general and administrative expenses, decreases in depreciation and amortization and decreases in impairment of long-lived assets.
Theatrical Exhibition–International Markets
−Removed: Total revenues decreased $30.9 million, or 2.7%, during the year ended December 31, 2024, compared to the year ended December 31, 2023.
−Removed: 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.
−Removed: The decrease in attendance was primarily due to the popularity of film product compared to the prior year.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: Total revenues increased $49.8 million, or 4.6%, during the year ended December 31, 2025, compared to the year ended December 31, 2024.
+Added: Admissions revenues increased $17.0 million, or 2.6%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to an increase in average ticket price of 8.6%, partially offset by a decrease in attendance of 5.5% from 67.3 million patrons to 63.6 million patrons.
+Added: The increase in average ticket price was primarily due to increased ticket prices and increases in foreign currency translation rates.
+Added: Attendance decreased due to the popularity of film product compared to the prior year.
+Added: Food and beverage revenues increased $12.5 million, or 3.9%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, due to the increase in food and beverage per patron, partially offset by the decrease in attendance.
+Added: Food and beverage per patron increased 10.0% from $4.80 to $5.28 primarily due to an increase in average prices, increases in the percentage of guests making transactions, and increases in foreign currency translation rates, partially offset by lower units per transaction by guests.
+Added: Total other theatre revenues increased $20.3 million, or 16.1%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to increases in income from expirations of package tickets and gift cards in our International markets, retail merchandise income, and increases in foreign currency translation rates.
Operating costs and expenses.
−Removed: 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.
−Removed: 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.
+Added: Operating costs and expenses increased $62.7 million, or 5.5%, during the year ended December 31, 2025, compared to the year ended December 31, 2024.
+Added: Film exhibition costs increased $4.3 million, or 1.7%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to the increase in admissions revenues due to the factors discussed above, partially offset by lower film rental terms.
As a percentage of admissions revenues, film exhibition costs were 38.5% for the year ended December 31, 2025, compared to 38.9% for the year ended December 31, 2024.
−Removed: 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.
−Removed: 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.
+Added: The decrease in film exhibition cost percentage is primarily due to the concentration of box office revenues in lower grossing films in the current year, which typically results in lower film exhibition costs.
+Added: Food and beverage costs increased $5.9 million, or 7.4%, during the year ended December 31, 2025, compared to the year ended December 31, 2024.
+Added: The increase in food and beverage costs was primarily due to the increase in food and beverage revenues due to the factors discussed above.
As a percentage of food and beverage revenues, food and beverage costs were 25.6% for the year ended December 31, 2025, compared to 24.7% for the year ended December 31, 2024.
−Removed: 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.
−Removed: The decrease in operating expense was primarily due to lower utilities expense.
+Added: Operating expense increased by $31.6 million, or 7.4%, during the year ended December 31, 2025, compared to the year ended December 31, 2024.
+Added: The increase in operating expense was primarily due to increases in salaries and wages expense, utilities expense, and increases in foreign currency translation rates.
As a percentage of revenues, operating expense was 40.2% for the year ended December 31, 2025, compared to 39.1% for the year ended December 31, 2024.
−Removed: Rent expense increased $1.7 million, or 0.8%, during the year ended December 31, 2024, compared to the year ended December 31, 2023.
−Removed: 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.
+Added: The increase in operating expense as a percentage of revenues is primarily due to the operating leverage lost as attendance decreases.
+Added: Rent expense increased $13.5 million, or 6.0%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to increases in foreign currency translation rates.
+Added: Other general and administrative expense increased $10.0 million, or 13.1%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to increases in bonus expense as a result of higher than expected annual performance compared to annual industry box office indexed targets in the current year compared to the prior year and increases in foreign currency translation rates, partially offset by declines in stock-based compensation expense due to lower than expected annual performance compared to annual unindexed targets in the current year compared to the prior year and lower professional and consulting costs.
Depreciation and amortization.
−Removed: 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.
+Added: Depreciation and amortization increased $2.3 million, or 3.2%, during the year ended December 31, 2025, compared to the year ended December 31, 2024, primarily due to increases in foreign currency translation rates, partially offset by theatre closures and lower depreciation expense on theatres impaired during the year ended December 31, 2024.
Impairment of long-lived assets.
−Removed: 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.
−Removed: 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.
+Added: During the year ended December 31, 2025, we recognized non-cash impairment losses of $15.5 million on 20 theatres in the International markets with 159 screens (in Germany, Italy, Spain, Sweden, and the United Kingdom), which were related to property, net and operating lease right-of-use assets, net.
+Added: 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 United Kingdom), which were related to property, net and operating lease right-of-use assets, net.
Other income.
−Removed: 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.
−Removed: 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.
+Added: Other income of $(41.1) million during the year ended December 31, 2025 includes $(28.1) million in foreign currency transaction gains, $(10.8) million of governmental assistance, and $(1.2) million of equity in earnings of non-consolidated entities.
+Added: Other income of $(31.8) million during the year ended December 31, 2024 was primarily due to the favorable settlement of a vendor dispute of $(36.2) million, $(1.7) million of equity in earnings of non-consolidated entities, partially offset by $7.0 million of foreign currency transaction losses.
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.
Interest expense.
−Removed: 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.
+Added: Interest expense increased $1.7 million to $66.9 million for the year ended December 31, 2025, compared to $65.2 million during the year ended December 31, 2024, primarily due to increased interest expense on corporate borrowings and finance lease obligations.
See Note 3—Leases and Note 7—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.
1 unchanged sentence
Investment income was $1.1 million for the year ended December 31, 2025, compared to investment income of $2.3 million for the year ended December 31, 2024.
−Removed: Investment income in the current year includes $2.3 million of interest income.
−Removed: 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.
+Added: Investment income is comprised of interest income in the current and prior periods.
Income tax provision.
2 unchanged sentences
Net loss was $96.3 million and $90.1 million during the years ended December 31, 2025, and December 31, 2024, respectively.
−Removed: 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.
+Added: Net loss during the year ended December 31, 2025 compared to net loss for the year ended December 31, 2024 was negatively impacted by increases in food and beverage cost percentage, increases in operating expense, increases in rent, increases in general and administrative expenses, increases in depreciation and amortization, increases in interest expense, decreases in investment income, and increases in foreign currency translation rates, partially offset by the increase in average ticket prices, the increase in food and beverage per patron, the decrease in film exhibition cost percentage compared to the prior year, increases in other revenues, decreases in impairment of long-lived assets, increases in other income, and decreases in income tax provision.
Results of Operations—For the Year Ended December 31, 2024, Compared to the Year Ended December 31, 2023
2 unchanged sentences
Liquidity and Capital Resources—For the Year Ended December 31, 2025, Compared to the Year Ended December 31, 2024
−Removed: Our revenues are primarily collected in cash, principally through admissions and food and beverage sales.
−Removed: We have an operating “float” which partially financed our operations and which generally permits us to maintain a smaller amount of working capital capacity.
−Removed: 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.
+Added: Our consolidated revenues are primarily collected in cash, principally through admissions and food and beverage sales.
+Added: We have an operating “float” which partially finances our operations and which generally permits us to maintain a smaller amount of working capital capacity.
+Added: This float exists 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.
3 unchanged sentences
As of December 31, 2025, we had cash and cash equivalents of approximately $428.5 million compared to $632.3 million as of December 31, 2024.
−Removed: We took action to lower our future interest expense of our fixed-rate debt through debt buybacks and exchanges for equity.
−Removed: Additionally, we have bolstered our liquidity through various equity issuances.
+Added: During the year ended December 31, 2025, we took action to lower our future interest expense of our fixed-rate debt through debt buybacks and exchanges for equity and enhanced liquidity through equity issuances.
See Note 7 — Corporate Borrowings and Finance Lease Liabilities, Note 8 — Stockholders’ Deficit, and Note 14—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.
−Removed: 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.
−Removed: Such repurchases or exchanges, if any, will be upon such terms and at such prices as we may determine, and will depend
−Removed: on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors.
−Removed: The amounts involved may be material and, to the extent equity is used, dilutive.
2025 Refinancing Transactions
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: On July 24, 2025, Muvico issued $857.0 million aggregate principal amount of New 2029 Notes in exchange for $590.0 million aggregate principal amount of Existing 7.5% Notes and $244.4 million of incremental, new money financing.
+Added: On the same day, Muvico also issued $194.4 million aggregate principal amount of New Exchangeable Notes in exchange for $194.4 million aggregate principal amount of Existing Exchangeable Notes.
+Added: On September 30, 2025, $39.9 million aggregate principal of New Exchangeable Notes were cancelled pursuant to a downward adjustment feature in the New Exchangeable Notes, which represented the maximum possible downward adjustment.
+Added: We used the new money financing from the issuance of the New 2029 Notes to fully redeem our Senior Subordinated Notes due 2026 and our Second Lien Notes, and also to pay consent fees to the Consenting Term Loan Lenders.
+Added: The New Exchangeable Notes were not initially exchangeable into Common Stock.
+Added: At the 2025 Annual Meeting, our stockholders approved an amendment to the Company’s Certificate of Incorporation for the Authorized Share Increase which allowed for the New Exchangeable Notes to become exchangeable and lowered the interest rate to 1.5% cash interest.
+Added: The Authorized Share Increase also allowed for a $15.0 million consent fee payable to Consenting Existing Exchangeable Noteholders to be payable in the form of shares of Common Stock, based on a price determined based on the average of the daily volume weighted average price of our Common Stock for the sixty consecutive trading days commencing on December 22, 2025.
+Added: On December 22, 2025, the Company and the holders of the New Exchangeable Notes agreed to amend the New Exchangeable Notes Indenture to amend and restate the Exchange Rate and allow for up to $150.0 million of net proceeds from sales of at-the-market offerings.
+Added: The amendments were memorialized in a supplemental indenture dated January 12, 2026 (the “New Exchangeable Notes Supplemental Indenture”).
+Added: As consideration for the indenture amendments the Company will pay the New Exchangeable Noteholders a consent fee of $6.25 million payable in shares of Common Stock.
+Added: The number of shares will be based on the average of the daily volume weighted average price of our Common Stock for the sixty consecutive trading days commencing on December 22, 2025.
+Added: See Note 7 — 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 regarding these transactions.
+Added: 2024 Refinancing Transactions
+Added: In 2024, we completed the 2024 Refinancing Transactions with two creditor groups to refinance and extend to 2029 and 2030 the maturities of our debt previously maturing in 2026.
+Added: In connection with the refinancing:
+Added: ● We entered into the New Term Loans.
+Added: ● The New Term Loans were (i) used as consideration for open market purchases of $1,895.0 million of our Term Loans due 2026 and (ii) exchanged for $104.2 million of our Second Lien Notes.
+Added: ● Muvico also completed a private offering for cash of $414.4 million aggregate principal of Existing Exchangeable Notes and used the proceeds from the offering to repurchase $414.4 million aggregate principal amount of Second Lien Notes.
See Note 7 — 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.
+Added: 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.
+Added: Such repurchases or exchanges, if any, will be upon such terms and at such prices as we may determine, and will depend on prevailing market conditions, our liquidity requirements, the availability of authorized share capital, contractual restrictions, and other factors.
+Added: The amounts involved may be material and, to the extent equity is used, dilutive.
+Added: For example, on February 17, 2026, we launched the Financing Transaction to refinance the New Term Loans and Odeon Notes due 2027.
+Added: There can be no assurance that we will successfully enter into an agreement with respect to or complete the Financing Transaction, which is subject to, among other things, market and other conditions, and the negotiation and execution of definitive documents.
Liquidity Requirements
1 unchanged sentence
Our current cash burn rates are not sustainable long-term.
−Removed: 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.
+Added: In order to achieve net positive cash flows from operating activities we believe that revenues will need to increase to levels at least in line with pre-COVID-19 revenues.
North America box office grosses were down approximately 22% for the year ended December 31, 2025, compared to the year ended December 31, 2019.
−Removed: 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.
+Added: Until such time as we are able to achieve net positive cash flows from 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.
1 unchanged sentence
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.
+Added: The following is a summary of our net cash flows for the years ended December 31, 2025 and December 31, 2024:
+Added: (in millions)
+Added: December 31, 2025
+Added: December 31, 2024
+Added: Operating activities
+Added: Investing activities
+Added: Financing activities
Cash Flows from Operating Activities
−Removed: 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.
−Removed: 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.
+Added: Net cash used in operating activities increased by $69.0 million primarily due to a decrease in cash received from working capital, increases in operating expenses including salaries and wages expense, utilities expense, computer maintenance costs, retail merchandise costs, premium format expense, decrease in attendance, increases in general and administrative:
+Added: other expenses, the increase in food and beverage cost percentage, an increase in cash paid for interest, a decrease in cash received from vendor dispute settlements, a decrease in shareholder litigation recoveries, and a decrease in other settlement proceeds.
+Added: The preceding items were partially offset by an increase in average ticket price, an increase in food and beverage per patron, an increase in income from ticket fees due to the increase in percentage of guests paying ticket fees, an increase in retail food and beverage income, an increase in retail merchandise income, an increase in co-brand credit card revenue, an increase in distribution revenue, a decrease in film exhibition cost percentage, a decrease in third-party fees paid in connection with the modifications of term loans and an increase in government assistance received.
Cash Flows from Investing Activities
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: Net cash used in investing activities decreased by $21.3 million primarily due to proceeds from the sale of part of our investment in Hycroft and increases in proceeds from sales of long-term assets, partially offset by an investment in a non-consolidated entity, and an increase in capital expenditures.
+Added: We fund the costs of constructing, maintaining and remodeling our theatres through existing cash balances, cash generated from operations, lease incentives, 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.
−Removed: 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.
+Added: We estimate that our capital expenditures, net of lease incentives, will be approximately $175.0 million to $225.0 million for the year ending December 31, 2026 to maintain and enhance operations.
Cash Flows from Financing Activities
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
−Removed: 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.
+Added: Net cash provided by financing activities increased $56.8 million, primarily due to increased proceeds from debt refinancing activities, partially offset by a decrease in proceeds from equity issuances and a decrease in taxes paid for restricted unit withholdings.
+Added: The payment of future dividends is subject to the Board’s 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
2 unchanged sentences
Pension funding.
−Removed: Our U.S., UK, and Sweden defined benefit plans are frozen.
+Added: Our U.S., United Kingdom, and Sweden defined benefit plans are frozen.
We fund our U.S.
1 unchanged sentence
We expect to make $3.0 million of contributions to the defined pension plans during the year ended December 31, 2026.
−Removed: Obligation for unrecognized tax benefits.
−Removed: As of December 31, 2024, our recorded obligation for unrecognized tax benefits is $5.5 million.
−Removed: There are currently $0.1 million of unrecognized tax benefits which we anticipate will be resolved in the next twelve months.
−Removed: 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.
5 unchanged sentences
We have current and long-term cash requirements for the payment of principal related to corporate borrowings of $19.9 million and $4,004.3 million, respectively.
−Removed: The total amount does not equal the carrying amount due to unamortized discounts, premiums and deferred charges.
+Added: total amount does not equal the carrying amount due to unamortized discounts, premiums and deferred charges.
Based upon the December 31, 2025 outstanding principal balances and interest rates, we have current and long-term cash interest payment requirements related to our corporate borrowings of $381.3 million and $769.0 million, respectively.
−Removed: 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.
−Removed: In 2025, we assume that we will pay interest on the Exchangeable Notes in-kind in the form of additional Exchangeable Notes.
+Added: The cash interest payment requirements for our New Term Loans and New 2029 Notes were estimated using interest rates of 10.731% and 9.0%, respectively, based on the interest rates in effect as of December 31, 2025.
+Added: In 2026, we assume that we will pay interest on the Existing Exchangeable Notes in-kind in the form of additional Existing Exchangeable Notes.
See Note 7—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, 2025.
3 unchanged sentences
For a comparison of our liquidity and capital resources for the year ended December 31, 2024, compared to the year ended December 31, 2023, see “Part II, Item 7.
−Removed: 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.
+Added: 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, 2024 , filed with the SEC on February 26, 2025, which is incorporated herein by reference.
New Accounting Pronouncements
2 unchanged sentences
On July 22, 2024, American-Multi Cinema Inc.
−Removed: (“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.
+Added: (“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.
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.
−Removed: Muvico and Centertainment (collectively, the “Muvico Group”) are unrestricted subsidiaries under the indenture governing Holdings’ Existing First Lien Notes.
+Added: Muvico and Centertainment (collectively, the “Muvico Group”) are unrestricted subsidiaries under the indenture governing Holdings’ Existing 7.5% Notes.
Unrestricted Subsidiaries’ Financial Information and Operating Metrics
−Removed: 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”).
−Removed: 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).
+Added: Pursuant to the indenture governing Holdings’ Existing 7.5% Notes, the indenture governing Muvico’s New Exchangeable Notes, and the 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”).
+Added: AMC Theatres of UK Limited, which is an unrestricted subsidiary under the indenture governing Holdings’ Existing 7.5% 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.
1 unchanged sentence
Certain entities within the AMC Group and within the Muvico Group are parties to intercompany management, licensing, and debt agreements with each other.
−Removed: These transactions are reflected discretely within the columnar
−Removed: presentation below and are properly eliminated upon consolidation.
+Added: These transactions are reflected discretely within the columnar presentation below and are properly eliminated
+Added: upon consolidation.
The financial information is also prepared using the historical cost carrying values of Holdings, the top parent entity.
−Removed: Holdings and Muvico are co-borrowers and joint and severally liable for the New Term Loan borrowings.
+Added: Holdings and Muvico are co-borrowers and joint and severally liable for the New Term Loans.
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.
2 unchanged sentences
Subsidiaries/AMC
−Removed: Subsidiaries (2)
(In millions)
14 unchanged sentences
Other expense, net:
+Added: Other expense
Interest expense:
3 unchanged sentences
Non-cash NCM exhibitor services agreement
−Removed: Intercompany interest expense (income)
+Added: Intercompany interest income
Investment income
−Removed: Total other expense (income), net
−Removed: Earnings (loss) before income taxes
+Added: Total other expense, net
+Added: Loss before income taxes
Income tax provision (2)
−Removed: Net earnings (loss)
Year Ended December 31, 2025
Subsidiaries/AMC
−Removed: Subsidiaries (2)
−Removed: Net earnings (loss)
−Removed: Other comprehensive loss:
+Added: (In millions)
+Added: Other comprehensive income:
Unrealized foreign currency translation adjustments
Pension adjustments:
−Removed: Net gain arising during the period
−Removed: Other comprehensive loss:
+Added: Net loss arising during the period
+Added: Other comprehensive income:
Total comprehensive loss
−Removed: (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.
+Added: (1) This column provides the information required to be presented for (i) Holdings and its Restricted Subsidiaries under the indentures governing the New Exchangeable Notes and Existing 7.5% Notes and (ii) AMC Group under the Credit Agreement.
Transactions between Holdings and its restricted subsidiaries have been eliminated.
−Removed: (2) The amounts presented for Muvico are from its inception on July 22, 2024 through the end of the reporting period.
(2) 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.
2 unchanged sentences
other for Muvico Group Unrestricted Subsidiaries and AMCEH & Restricted Subsidiaries/AMC Group.
−Removed: The amounts presented are from Muvico inception on July 22, 2024 through the end of the reporting period.
Year Ended December 31, 2025
Subsidiaries/AMC
−Removed: Subsidiaries (4)
Key operating metrics:
6 unchanged sentences
(2) The screens and theatres of the Muvico Group are operated by Multi-Cinema pursuant to the management agreement.
−Removed: (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.
−Removed: (4) The amounts presented for Muvico are from its inception on July 22, 2024 through the end of the reporting period.
−Removed: (5) Below is a reconciliation of net earnings (loss) to Adjusted EBITDA for AMCEH & Restricted Subsidiaries/AMC Group and Muvico Group.
+Added: (3) This column provides the information required to be presented for (i) Holdings and its Restricted Subsidiaries under the indentures governing the New Exchangeable Notes and Existing 7.5% Notes and (ii) AMC Group under the Credit Agreement.
+Added: (4) Below is a reconciliation of net 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.
1 unchanged sentence
Subsidiaries/AMC
−Removed: Subsidiaries (2)
−Removed: Net earnings (loss)
+Added: (In millions)
Income tax provision
−Removed: Interest expense (income)
+Added: Interest expense
Depreciation and amortization
Impairment of long-lived assets
−Removed: Certain operating expense
+Added: Certain operating expense (income)
Equity in earnings of non-consolidated entities
Attributable EBITDA
−Removed: Investment expense (income)
−Removed: Other income, net
−Removed: General and administrative — unallocated:
+Added: Investment income
+Added: Other expense, net
Merger, acquisition and other costs
1 unchanged sentence
Adjusted EBITDA
−Removed: (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.
−Removed: (2) The amounts presented for Muvico are from its inception on July 22, 2024 through the end of the reporting period.
+Added: (1) This column provides the information required to be presented for (i) Holdings and its Restricted Subsidiaries under the indentures governing the New Exchangeable Notes and Existing 7.5% Notes and (ii) AMC Group under the Credit Agreement.
As of December 31, 2025
31 unchanged sentences
Commitments and contingencies
−Removed: Stockholders’ deficit:
−Removed: AMC Entertainment Holdings, Inc.'s stockholders' deficit:
+Added: Stockholders’ or member's equity (deficit):
Preferred stock
3 unchanged sentences
Accumulated deficit
−Removed: Total stockholders' deficit
−Removed: Total liabilities and stockholders’ deficit
+Added: Total stockholders' or member's equity (deficit)
+Added: Total liabilities and stockholders’ or member's equity (deficit)
(1) The cash held in bank accounts differs from the book balance due to deposits in transit, payments in transit, and certain cash equivalents.
−Removed: (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.
−Removed: (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.
+Added: (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 as a result of the 2025 Refinancing Transactions and 2024 Refinancing Transactions.
+Added: (3) This column provides the information required to be presented for (i) Holdings and its Restricted Subsidiaries under the indentures governing the New Exchangeable Notes and Existing 7.5% Notes and (ii) AMC Group under the Credit Agreement.
(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.
1 unchanged sentence
Subsidiaries/AMC
−Removed: Subsidiaries (2)
−Removed: Net (loss) earnings
−Removed: Adjustments to reconcile net (loss) earnings to net cash (used in) provided by operating activities:
+Added: (In millions)
+Added: Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization
−Removed: Gain on extinguishment of debt
−Removed: Gain on derivative liability
+Added: Loss on extinguishment of debt
+Added: Gain on derivatives
Deferred income taxes
Impairment of long-lived assets
−Removed: Unrealized loss on investments in Hycroft
−Removed: Amortization of (premium) discount on corporate borrowings to interest expense
+Added: Gain on investments in Hycroft
+Added: Impairment of equity security
+Added: Amortization of net discount on corporate borrowings to interest expense
Amortization of deferred financing costs to interest expense
2 unchanged sentences
Equity in earnings from non-consolidated entities, net of distributions
−Removed: Landlord contributions
−Removed: Deferred rent
+Added: Lease incentives
+Added: Non-cash rent benefit
Net periodic benefit cost
3 unchanged sentences
Intercompany receivables and payables
−Removed: Net cash (used in) provided by operating activities
+Added: Net cash provided by (used in) operating activities
Cash flows from investing activities:
1 unchanged sentence
Proceeds from disposition of long-term assets
−Removed: Cash contributed to Muvico Group
+Added: Proceeds from sale of securities
+Added: Investments in non-consolidated entities
Net cash used in investing activities
1 unchanged sentence
Net proceeds from equity issuances
−Removed: Proceeds from issuance of Term Loan due 2029
−Removed: Scheduled principal payments under Term Loan borrowings
+Added: Proceeds from issuance of Senior Secured Notes due 2029
+Added: Principal payments under Second Lien Notes due 2026
Principal payments under Senior Subordinated Notes due 2025
+Added: Principal payments under Senior Subordinated Notes due 2026
+Added: Scheduled principal payments under Term Loan borrowings
Principal payments under finance lease obligations
Repurchase of Senior Subordinated Notes due 2025
−Removed: Repurchase of Senior Subordinated Notes due 2026
−Removed: Repurchase of Second Lien Notes due 2026
−Removed: Principal payments under Term Loan due 2026
Cash used to pay deferred financing costs
2 unchanged sentences
Proceeds (payments) of intercompany loans
−Removed: Net cash (used in) provided by financing activities
+Added: Net cash provided by (used in) financing activities
Effect of exchange rate changes on cash and cash equivalents and restricted cash
−Removed: Net increase (decrease) in cash and cash equivalents and restricted cash
+Added: Net decrease in cash and cash equivalents and restricted cash
Cash and cash equivalents and restricted cash at beginning of period
Cash and cash equivalents and restricted cash at end of period
−Removed: (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.
−Removed: (2) The amounts presented for Muvico are from its inception on July 22, 2024 through the end of the reporting period.
+Added: (1) This column provides the information required to be presented for (i) Holdings and its Restricted Subsidiaries under the indentures governing the New Exchangeable Notes and Existing 7.5% Notes and (ii) AMC Group under the Credit Agreement.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.