February 28, 2017 - EX-99.1 - 8-K: Current report filing | AMC Entertainment Holdings, Inc. (AMC)

Exhibit 99.1

INVESTOR RELATIONS:

John Merriwether, 866-248-3872

InvestorRelations@amctheatres.com

MEDIA CONTACTS:

Ryan Noonan, (913) 213-2183

rnoonan@amctheatres.com

FOR IMMEDIATE RELEASE

AMC Entertainment Holdings, Inc. Announces

Record Fourth Quarter and Year-End 2016 Results

Transformative 2016 vaults AMC to #1 in the U.S., in Europe and in the world

LEAWOOD, KANSAS - (February 28, 2017) -- AMC Entertainment Holdings, Inc. (NYSE: AMC) (“AMC” or “the Company”), the largest theatrical exhibition company in the U.S., in Europe and in the world, and an industry leader in innovation and operational excellence, today reported results for the fourth quarter and year ended December 31, 2016.

Highlights for the fourth quarter ended December 31, 2016 include the following:

AMC set fourth quarter records for the three months ended December 31 period for all revenue categories: admissions, food and beverage and other.

Total revenues increased 18.1% to $926.1 million compared to total revenues of $783.9 million for the three months ended December 31, 2015.

Admissions revenues increased 18.1% to $588.9 million compared to $498.7 million for the same period a year ago.

Food and beverage revenues increased 16.6% to $282.5 million, compared to $242.3 million for the quarter ended December 31, 2015.

Net earnings decreased 20.1% to $33.2 million and diluted earnings per share (“diluted EPS”) decreased 21.4% to $0.33 compared to $41.6 million and $0.42, respectively, for the three months ended December 31, 2015. Included in net earnings for the fourth quarter were approximately $22.8

million of after-tax merger and acquisition expenses and a one-time $19.0 million tax benefit related to tax positions associated with prior acquisitions.

Adjusted EBITDA1 increased 22.4% to $188.6 million compared to $154.0 million for the three months ended December 31, 2015.

Results for the 2016 fourth quarter include the contribution from two acquisitions completed during the quarter. On November 30, 2016, AMC completed the transaction to acquire Odeon & UCI Cinemas Holdings Ltd., and on December 21, 2016, AMC completed the transaction to acquire Carmike Cinemas, Inc.

“AMC’s laser-like focus on the priorities that drive considerable growth is what differentiates us, and what has established AMC as the clear and undisputed leader among movie-theatre operators,” said Adam Aron, AMC Chief Executive Officer and President. “Our innovations with powered recliner seats, enhanced food and beverage initiatives and the expansion of premium large format offerings, combined with AMC’s world class marketing efforts, has created industry defining guest experiences and engagement. In concert with a prudent and opportunistic acquisition strategy, 2016 resulted in the successful acquisition of Odeon, Europe’s largest movie exhibitor, and Carmike Cinemas, the nation’s then fourth largest domestic exhibitor, and presented AMC with the opportunity to acquire Nordic Cinema Group, announced in January of 2017. AMC has never been better positioned to leverage our proven strategic initiatives across a growing platform both here in the U.S. and across the globe.”

Highlights for the year ended December 31, 2016 include the following:

AMC set records for the twelve months ended December 31 period for all revenue categories: admissions, food and beverage and other.

Total revenues exceeded $3 billion for the first time, increasing 9.8% to $3.2 billion compared to total revenues of $2.9 billion for the twelve months ended December 31, 2015.

Admissions revenues exceeded $2 billion for the first time, increasing 8.3% to $2.0 billion compared to $1.9 billion for the twelve months ended December 31, 2015.

Food and beverage revenues exceeded $1 billion for the first time, increasing 12.0% to $1.0 billion, compared to $910.1 million for the twelve months ended December 31, 2015.

Net earnings increased 11.6% to $115.9 million and diluted EPS increased 10.4% to $1.17 compared to $103.9 million and $1.06, respectively, for the twelve months ended December 31, 2015.

Adjusted EBITDA grew 13.5% to $609.0 million compared to $536.5 million for the twelve months ended December 31, 2015. Adjusted EBITDA for 2015 benefited from an $18.1 million gain related to the termination of a post-retirement health benefit plan. Excluding this gain in the prior year period, Adjusted EBITDA growth for 2016, compared to 2015 was approximately 17.5%.

CFO Commentary

Commentary on the quarter by Craig Ramsey, AMC's Executive Vice President and Chief Financial Officer, is available at http://investor.amctheatres.com.

Dividend

On November 2, 2016, the Company declared a regular quarterly dividend of $0.20 per share for the quarter ended September 30, 2016, which was paid on December 19, 2016, to shareholders of record as of December 5, 2016. The total dividends paid in the fourth quarter of 2016 were approximately $20.5 million.

On February 14, 2017, the Company declared a regular quarterly dividend of $0.20 per share for the quarter ended December 31, 2016, which is payable on March 27, 2017, to shareholders of record on March 13, 2017.

Recent Acquisition Announcements

Nordic Cinema Group: As previously announced on January 23, 2017, AMC has entered into a definitive agreement to acquire Stockholm-based Nordic Cinema Group Holding AB (“Nordic”), the largest theatre exhibitor in seven countries in Scandinavia, and the Nordic and Baltic regions. Nordic operates 68 theatres and has a substantial minority interest (approximately a 50% ownership) in another 50 associated theatres to which Nordic provides a variety of shared services. Nordic's theatres hold the #1 market share in Sweden, Finland, Estonia, Latvia and Lithuania. Nordic currently is number two in market share in Norway, and with a new theatre currently under construction in Norway and scheduled to open next year, is expected to increase market share in Norway to number one as well. Nordic also has theatres in Denmark. AMC is purchasing Nordic from European private equity firm Bridgepoint and Swedish media group Bonnier Holding in an all-cash transaction valued at SEK 8,250 million ($929 million USD).

The transaction is conditional upon antitrust clearance by the European Commission, which is expected to be completed before June 30, 2017.

Recent Equity Offering

In connection with the acquisitions of Odeon/UCI and Carmike, and the planned acquisition of Nordic, in February 2017 AMC raised more than $640 million of additional equity through the sale of 20,330,874 shares of the Company’s Class A common stock, par value $0.01 per share, at $31.50 per share.

The net proceeds of the offering were approximately $618.0 million after deducting underwriting commissions and before deducting estimated offering expenses. AMC used the net proceeds from this offering to repay $350 million principal amount of outstanding bridge loans incurred in connection with its completed acquisition of Carmike Cinemas, Inc. and intends to use the remaining proceeds to finance a portion of the previously announced acquisition of Nordic. If the Nordic acquisition is not consummated, AMC will use the net proceeds from the offering for general corporate purposes.

Conference Call / Webcast Information

The Company will host a conference call via webcast for investors and other interested parties beginning at 4:00 p.m. CT/5:00 p.m. ET on Tuesday, February 28, 2017. To listen to the conference call via the internet, please visit the investor relations section of the AMC website at www.investor.amctheatres.com for a link to

the webcast. Investors and interested parties should go to the website at least 15 minutes prior to the call to register, and/or download and install any necessary audio software.

Participants may also listen to the call by dialing (877) 407-3982, or (201) 493-6780 for international participants.

An archive of the webcast will be available on the Company’s website after the call for a limited time.

About AMC Entertainment Holdings, Inc.

AMC is the largest movie exhibition company in the U.S., in Europe and throughout the world with 906 theatres and 10,558 screens across the globe, prior to factoring in the anticipated Nordic acquisition. AMC has propelled innovation in the exhibition industry by: deploying more plush power-recliner seats; delivering enhanced food and beverage choices; generating greater guest engagement through its loyalty program, web site and smart phone apps; offering premium large format experiences and playing a wide variety of content including the latest Hollywood releases and independent programming. AMC operates among the most productive theatres in the United States’ top markets, having the #1 or #2 market share positions in 22 of the 25 largest metropolitan areas of the United States, including the #1 position in the top three markets (NY, LA, Chicago). Through its Odeon subsidiary, and again prior to the anticipated Nordic acquisition, AMC operates in seven European countries and is the #1 theatre chain in the UK & Ireland, Italy and Spain. www.amctheatres.com.

Website Information

This press release, along with other news about AMC, is available at www.amctheatres.com. We routinely post information that may be important to investors in the Investor Relations section of our website, www.investor.amctheatres.com. We use this website as a means of disclosing material, non-public information and for complying with our disclosure obligations under Regulation FD, and we encourage investors to consult that section of our website regularly for important information about AMC. The information contained on, or that may be accessed through, our website is not incorporated by reference into, and is not a part of, this document. Investors interested in automatically receiving news and information when posted to our website can also visit www.investor.amctheatres.com to sign up for email alerts.

Forward-Looking Statements

This press release includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “forecast,” “plan,” “estimate,” “will,” “would,” “project,” “maintain,” “intend,” “expect,” “anticipate,” “prospect,” “strategy,” “future,” “likely,” “may,” “should,” “believe,” “continue,” “opportunity,” “potential,” and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Similarly, statements made herein and elsewhere regarding the anticipated acquisition of Nordic are also forward-looking statements, including management’s statements about the effect of the acquisition on AMC’s future business, operations and financial performance, AMC’s ability to successfully integrate the acquisition into its operations, the anticipated closing date of the Nordic acquisition, and the source and structure of financing for the Nordic acquisition. These forward-looking statements are based on information available at the time the statements are made and/or management’s good faith belief as of that time with respect to future events, and are subject to risks, trends, uncertainties and other facts that could cause actual performance or results to differ materially from those expressed in or suggested by the forward-looking statements. These risks, trends, uncertainties and facts include, but are not limited to, risks related to: motion picture production and performance; AMC’s lack of control over distributors of films; intense competition in the geographic areas in which AMC operates; increased use of alternative film delivery methods or other forms of entertainment; shrinking exclusive theatrical release windows; international economic, political and other risks; AMC’s significant indebtedness; limitations on the availability of capital; AMC’s inability to achieve the expected benefits and performance from its recent acquisitions; AMC’s

ability to comply with, and compliance with, a settlement it entered into with the U.S. Department of Justice pursuant to which it agreed to divest theatres and divest holdings in National CineMedia, LLC; the failure to obtain the necessary financing arrangements as set forth in the debt commitment letters entered in connection with the Nordic Acquisition, or the failure of the Nordic Acquisition to close for any other reason, including the failure to receive regulatory approval; AMC’s ability to refinance its indebtedness on favorable terms; delays and unanticipated costs related to AMC optimizing its circuit through construction and the transformation of its existing theatres; failures, unavailability or security breaches of AMC’s information systems; impairment losses and theatre and other closure charges; AMC’s ability to utilize net operating loss carryforwards to reduce its future tax liability; review by antitrust authorities in connection with acquisition opportunities; unexpected costs or unknown liabilities relating to recently completed acquisitions; the incurrence of legal liability; general political, social and economic conditions and risks, trends, uncertainties and other facts discussed in the reports AMC has filed with the SEC. Should one or more of these risks, trends, uncertainties or facts materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by the forward-looking statements contained herein. Accordingly, you are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date they are made. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. For a detailed discussion of risks, trends and uncertainties facing AMC, see the section entitled “Risk Factors” in AMC’s Annual Report on Form 10-K, filed with the SEC on March 8, 2016, and Forms 10-Q filed August 1, 2016 and November 9, 2016, and the risks identified in the Form 8-K filed October 24, 2016, and the risks, trends and uncertainties identified in its other public filings. AMC does not intend, and undertakes no duty, to update any information contained herein to reflect future events or circumstances, except as required by applicable law.

(Tables follow)

AMC Entertainment Holdings, Inc.

Consolidated Statements of Operations

For the Fiscal Periods Ended 12/31/16 and 12/31/15

(dollars in thousands, except per share data)

(unaudited)



	Quarter Ended				Year Ended
	December 31,				December 31,

	2016		2015		2016		2015
Revenues
Admissions	$	588,891	$	498,699	$	2,049,428	$	1,892,037
Food and beverage		282,506		242,282		1,019,093		910,086
Other theatre		54,699		42,876		167,325		144,777
Total revenues		926,096		783,857		3,235,846		2,946,900

Operating costs and expenses
Film exhibition costs		305,138		269,563		1,089,501		1,021,457
Food and beverage costs		40,153		33,174		142,167		128,569
Operating expense		259,563		207,545		873,456		795,722
Rent		136,156		119,018		505,463		467,822
General and administrative:
Merger, acquisition and transaction costs		32,782		808		47,895		3,398
Other		24,784		16,828		83,719		58,212
Depreciation and amortization		82,497		59,927		268,243		232,961
Impairment of long-lived assets		5,544		1,702		5,544		1,702
Operating costs and expenses		886,617		708,565		3,015,988		2,709,843

Operating income		39,479		75,292		219,858		237,057
Other expense (income):
Other expense (income)		(441)		1,411		(446)		10,684
Interest expense:
Corporate borrowings		36,297		23,379		110,731		96,857
Capital and financing lease obligations		4,365		2,241		10,806		9,231
Equity in earnings of non-consolidated entities		(19,575)		(15,595)		(47,718)		(37,131)
Investment income		(552)		(1,076)		(10,154)		(6,115)
Total other expense		20,094		10,360		63,219		73,526

Earnings before income taxes		19,385		64,932		156,639		163,531
Income tax provision (benefit)		(13,858)		23,315		40,702		59,675
Net earnings	$	33,243	$	41,617	$	115,937	$	103,856

Diluted earnings per share	$	0.33	$	0.42	$	1.17	$	1.06

Average shares outstanding diluted		100,839		98,147		98,872		98,029

Consolidated Balance Sheet Data (at period end):

(dollars in thousands)

(unaudited)



	As of		As of
	December 31,		December 31,
	2016		2015
Cash and equivalents	$	207,073	$	211,250
Corporate borrowings		3,760,950		1,912,793
Other long-term liabilities		706,562		462,626
Capital and financing lease obligations		675,407		101,864
Stockholders' equity		2,013,924		1,538,703
Total assets		8,618,149		5,088,317

Consolidated Other Data:

(in thousands, except operating data)

(unaudited)



	Quarter Ended				Year Ended
	December 31,				December 31,

Consolidated	2016		2015		2016		2015
Net cash provided by operating activities	$	220,321	$	258,332	$	431,655	$	467,557
Capital expenditures	$	(165,114)	$	(117,849)	$	(421,713)	$	(333,423)
Screen additions		5		11		17		23
Screen acquisitions		5,175		370		5,201		410
Screen dispositions		—		14		38		14
Construction openings (closures), net		83		122		(48)		60
Average screens		6,516		4,988		5,592		4,933
Number of screens operated		10,558		5,426		10,558		5,426
Number of theatres operated		906		387		906		387
Screens per theatre		11.7		14.0		11.7		14.0
Attendance (in thousands)		62,009		51,028		215,145		196,902

Segment Other Data:

(in thousands, except per patron amounts)

(unaudited)

					16
	Quarter Ended					Year Ended
	December 31,					December 31,
	2016		2015			2016		2015
Other operating data:
Attendance (patrons, in thousands):
U.S.		52,894		50,872			205,611		196,324
International		9,115		156			9,534		578
Consolidated		62,009		51,028			215,145		196,902

Average ticket price (in dollars):
U.S.	$	9.74	$	9.78		$	9.59	$	9.61
International	$	8.08	$	7.96		$	8.04	$	7.70
Consolidated	$	9.50	$	9.77		$	9.53	$	9.61

Food and beverage revenues per patron (in dollars):
U.S.	$	4.84	$	4.75		$	4.82	$	4.63
International	$	2.93	$	3.38		$	2.94	$	3.34
Consolidated	$	4.56	$	4.75		$	4.74	$	4.62

Average Screen Count (month end average):
U.S.		5,611		4,972			5,350		4,917
International		905		16			242		16
Consolidated		6,516		4,988			5,592		4,933

Segment Information

(unaudited, in thousands)


	Quarter Ended							Year Ended
	December 31,							December 31,
	2016				2015			2016		2015
Revenues
U.S.	$	812,004	$	781,949		$	3,116,983		$	2,940,012
International		114,092		1,908			118,863			6,888
Consolidated	$	926,096	$	783,857		$	3,235,846		$	2,946,900

Adjusted EBITDA
U.S.	$	160,049	$	154,218		$	580,618		$	536,811
International		28,550		(171)			28,412			(357)
Consolidated	$	188,599	$	154,047		$	609,030		$	536,454

Capital Expenditures
U.S.	$	156,153	$	117,849		$	412,752		$	333,423
International		8,961		—			8,961			—
Consolidated	$	165,114	$	117,849		$	421,713		$	333,423

Reconciliation of Adjusted EBITDA:

(dollars in thousands)

(unaudited)



	Quarter Ended				Year Ended
	December 31,				December 31,

	2016		2015		2016		2015
Net Earnings	$	33,243	$	41,617	$	115,937	$	103,856
Plus:
Income tax provision (benefit)		(13,858)		23,315		40,702		59,675
Interest expense		40,662		25,620		121,537		106,088
Depreciation and amortization		82,497		59,927		268,243		232,961
Impairment of long-lived assets		5,544		1,702		5,544		1,702
Certain operating expenses (2)		7,105		5,460		20,117		16,773
Equity in earnings of non-consolidated entities		(19,575)		(15,595)		(47,718)		(37,131)
Cash distributions from non-consolidated entities		18,380		9,755		40,052		34,083
Investment (income) loss		(552)		(1,076)		(10,154)		(6,115)
Other expense (3)		37		1,411		32		10,684
General and administrative expense-unallocated:
Merger, acquisition and transaction costs (4)		32,782		808		47,895		3,398
Stock-based compensation expense (5)		2,334		1,103		6,843		10,480
Adjusted EBITDA (1)	$	188,599	$	154,047	$	609,030	$	536,454

(1)

We present Adjusted EBITDA as a supplemental measure of our performance. We define Adjusted EBITDA as net earnings plus (i) income tax provision, (ii) interest expense and (iii) depreciation and amortization, as further adjusted to eliminate the impact of certain items that we do not consider indicative of our ongoing operating performance and to include any cash distributions of earnings from our equity method investees. These further adjustments are itemized above. You are encouraged to evaluate these adjustments and the reasons we consider them appropriate for supplemental analysis. In evaluating Adjusted EBITDA, you should be aware that in the future we may incur expenses that are the same as or similar to some of the adjustments in this presentation. Our presentation of Adjusted EBITDA should not be construed as an inference that our future results will be unaffected by unusual or non-recurring items. Adjusted EBITDA is a non-GAAP financial measure and should not be construed as an alternative to net earnings as an indicator of operating performance or as an alternative to cash flow provided by operating activities as a measure of liquidity (as determined in accordance with U.S. GAAP). Adjusted EBITDA may not be comparable to similarly titled measures reported by other companies. We have included Adjusted EBITDA because we believe it provides management and investors with additional information to measure our performance and estimate our value.

Adjusted EBITDA has important limitations as an analytical tool, and you should not consider it in isolation, or as a substitute for analysis of our results as reported under U.S. GAAP. For example,

Adjusted EBITDA:

does not reflect our capital expenditures, future requirements for capital expenditures or contractual commitments;

does not reflect changes in, or cash requirements for, our working capital needs;

does not reflect the significant interest expenses, or the cash requirements necessary to service interest or principal payments, on our debt;

excludes income tax payments that represent a reduction in cash available to us; and

does not reflect any cash requirements for the assets being depreciated and amortized that may have to be replaced in the future.

(2)

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 included in operating expenses. We have excluded these items as they are non-cash in nature, include components of interest cost for the time value of money or are non-operating in nature.

(3)

Other expense for the prior year quarter and prior year related to the cash tender offer and redemption of the 9.75% Senior Subordinated Notes due 2020 and Term Loan due 2022. We exclude other expense and income related to financing activities as the amounts are similar to interest expense or income and are non-operating in nature.

(4)

Merger, acquisition and transaction costs are excluded as it is non-operating in nature.

(5)

Non-cash or non-recurring expense included in General and Administrative: Other

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