AMC Entertainment Holdings, Inc. (NYSE: AMC) (the “Company,” or “AMC”), announced today that it has commenced an offering of $500.0 million aggregate principal amount of first lien senior secured notes due 2029 (the “Notes”) in a private offering (the “Offering”), subject to market and other conditions. The Notes will be guaranteed on a senior secured basis by each of the Company’s subsidiaries that guarantees indebtedness under the Company’s senior secured credit facilities and existing senior secured notes. The Company intends to use the net proceeds from the sale of the Notes, and cash on hand, to fund the Redemption (as defined below) and to pay related fees, costs, premiums and expenses.
Concurrently with the Offering, and pursuant to the terms of the indenture governing the Company’s $500 million aggregate principal amount of 10.500% Senior Secured First Lien Notes due 2025 (the “Existing Notes”), the Company delivered a conditional notice of redemption to holders of the Existing Notes to redeem in full the Existing Notes (the “Redemption”). The Redemption is conditioned upon, among other requirements, the consummation of the Offering, which shall have resulted in aggregate gross proceeds to the Company of at least $500.0 million. There can be no assurances as to when and if the Offering will be completed or such conditions satisfied, and the Company may waive the conditions at its discretion.
The Notes and related guarantees are being offered only to persons reasonably believed to be qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and outside the United States, only to non-U.S. investors pursuant to Regulation S. The Notes have not been and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in the United States absent an effective registration statement or an applicable exemption from registration requirements or in a transaction not subject to the registration requirements of the Securities Act or any state securities laws.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act.
This press release does not constitute a notice of redemption of the Existing Notes. Information concerning the terms and conditions of the Redemption is described in the notice of conditional full redemption distributed to holders of the Existing Notes by U.S. Bank Trust Company, National Association, the trustee under the indenture governing the Existing Notes.
About AMC Entertainment Holdings, Inc.
AMC is the largest movie exhibition company in the United States, the largest in Europe and the largest throughout the world with approximately 950 theatres and 10,500 screens across the globe. AMC has propelled innovation in the exhibition industry by: deploying its Signature power-recliner seats; delivering enhanced food and beverage choices; generating greater guest engagement through its loyalty and subscription programs, web site and mobile apps; offering premium large format experiences and playing a wide variety of content including the latest Hollywood releases and independent programming.