Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | May 02, 2021 | |
Document and Entity Information | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2021 | |
Entity File Number | 001-33892 | |
Entity Registrant Name | AMC ENTERTAINMENT HOLDINGS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 26-0303916 | |
Entity Address, Address Line One | One AMC Way | |
Entity Address, Address Line Two | 11500 Ash Street | |
Entity Address, City or Town | Leawood | |
Entity Address, State or Province | KS | |
Entity Address, Postal Zip Code | 66211 | |
City Area Code | 913 | |
Local Phone Number | 213-2000 | |
Title of 12(b) Security | Class A common stock | |
Trading Symbol | AMC | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 450,280,240 | |
Entity Central Index Key | 0001411579 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenues | ||
Total revenues | $ 148.3 | $ 941.5 |
Operating costs and expenses | ||
Operating expense, excluding depreciation and amortization below | 179.7 | 356.9 |
Rent | 192.1 | 237.8 |
General and administrative: | ||
Merger, acquisition and other costs | 6.7 | 0.2 |
Other, excluding depreciation and amortization below | 51.8 | 33.2 |
Depreciation and amortization | 114.1 | 122.5 |
Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill | 1,851.9 | |
Operating costs and expenses | 576.1 | 2,927.6 |
Operating loss | (427.8) | (1,986.1) |
Other expense (income): | ||
Other expense (income) | (17.4) | 26.9 |
Interest expense: | ||
Corporate borrowings | 151.5 | 71.3 |
Finance lease obligations | 1.4 | 1.6 |
Non-cash NCM exhibitor services agreement | 9.9 | 9.9 |
Equity in loss of non-consolidated entities | 2.8 | 2.9 |
Investment expense (income) | (2) | 9.4 |
Total other expense, net | 146.2 | 122 |
Net loss before income taxes | (574) | (2,108.1) |
Income tax provision (benefit) | (6.8) | 68.2 |
Net loss | (567.2) | (2,176.3) |
Less: Net loss attributable to noncontrolling interests | (0.3) | |
Net loss attributable to AMC Entertainment Holdings, Inc. | $ (566.9) | $ (2,176.3) |
Net loss per share attributable to AMC Entertainment Holdings, Inc.'s common stockholders: | ||
Basic | $ (1.42) | $ (20.88) |
Diluted | $ (1.42) | $ (20.88) |
Average shares outstanding: | ||
Basic (in thousands) | 400,111 | 104,245 |
Diluted (in thousands) | 400,111 | 104,245 |
Admissions | ||
Revenues | ||
Total revenues | $ 69.5 | $ 568 |
Operating costs and expenses | ||
Operating costs and expenses | 22 | 271.7 |
Food and beverage | ||
Revenues | ||
Total revenues | 50.1 | 288.1 |
Operating costs and expenses | ||
Operating costs and expenses | 9.7 | 53.4 |
Other theatre | ||
Revenues | ||
Total revenues | $ 28.7 | $ 85.4 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS | ||
Net loss | $ (567.2) | $ (2,176.3) |
Other comprehensive income (loss): | ||
Unrealized foreign currency translation adjustments, net of tax | (54.7) | (93.6) |
Pension adjustments: | ||
Net gain arising during the period | 3.5 | 0.1 |
Other comprehensive loss | (51.2) | (93.5) |
Total comprehensive loss | (618.4) | (2,269.8) |
Comprehensive loss attributable to noncontrolling interests | (0.5) | 0 |
Comprehensive loss attributable to AMC Entertainment Holdings, Inc. | $ (617.9) | $ (2,269.8) |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 813.1 | $ 308.3 |
Restricted cash | 29 | 13.1 |
Receivables, net | 86 | 91 |
Other current assets | 87.9 | 74.6 |
Total current assets | 1,016 | 487 |
Property, net | 2,200.3 | 2,322.5 |
Operating lease right-of-use assets, net | 4,348.7 | 4,451.5 |
Intangible assets, net | 158.3 | 163.2 |
Goodwill | 2,491 | 2,547.3 |
Deferred tax asset, net | 1.3 | 0.3 |
Other long-term assets | 273.1 | 304.6 |
Total assets | 10,488.7 | 10,276.4 |
Current liabilities: | ||
Accounts payable | 264.9 | 298.8 |
Accrued expenses and other liabilities | 291.7 | 257.8 |
Deferred revenues and income | 404.3 | 405.4 |
Current maturities of corporate borrowings | 20 | 20 |
Current maturities of finance lease liabilities | 12.5 | 12.9 |
Current maturities of operating lease liabilities | 591.1 | 583.6 |
Total current liabilities | 1,584.5 | 1,578.5 |
Corporate borrowings | 5,439.4 | 5,695.8 |
Finance lease liabilities | 77.8 | 83.1 |
Operating lease liabilities | 4,908.9 | 4,957.8 |
Exhibitor services agreement | 524 | 537.6 |
Deferred tax liability, net | 34 | 40.5 |
Other long-term liabilities | 207.1 | 241.3 |
Total liabilities | 12,775.7 | 13,134.6 |
Commitments and contingencies | ||
Stockholders' deficit: | ||
Additional paid-in capital | 3,657.1 | 2,465.6 |
Treasury stock (3,732,625 shares as of March 31, 2021 and December 31, 2020, at cost) | (56.4) | (56.4) |
Accumulated other comprehensive income (loss) | (12.3) | 38.7 |
Accumulated deficit | (5,902.3) | (5,335.3) |
Total AMC Entertainment Holdings, Inc.'s stockholders' deficit | (2,309.4) | (2,885.1) |
Noncontrolling interests | 22.4 | 26.9 |
Total deficit | (2,287) | (2,858.2) |
Total liabilities and stockholders' deficit | 10,488.7 | 10,276.4 |
Class A common stock | ||
Stockholders' deficit: | ||
Common stock value | $ 4.5 | 1.8 |
Class B common stock | ||
Stockholders' deficit: | ||
Common stock value | $ 0.5 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Mar. 31, 2021 | Dec. 31, 2020 |
Treasury stock, shares | 3,732,625 | 3,732,625 |
Class A common stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, share authorized (in shares) | 524,173,073 | 524,173,073 |
Common stock, shares issued (in shares) | 454,012,865 | 176,295,874 |
Common stock, shares outstanding (in shares) | 450,280,240 | 172,563,249 |
Class B common stock | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, share authorized (in shares) | 0 | 51,769,784 |
Common stock, shares issued (in shares) | 0 | 51,769,784 |
Common stock, shares outstanding (in shares) | 0 | 51,769,784 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Cash flows from operating activities: | |||
Net loss | $ (567.2) | $ (2,176.3) | |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 114.1 | 122.5 | |
Deferred income taxes | (6.2) | 71.2 | |
Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill | 1,851.9 | ||
Amortization of net premium on corporate borrowings to interest expense | 42.3 | 3.1 | |
Amortization of deferred financing costs to interest expense | 12.1 | 4.1 | |
PIK interest expense | 52.7 | ||
Non-cash portion of stock-based compensation | 5.4 | 2.7 | |
Gain on dispositions | (1) | ||
Loss on derivative asset and derivative liability | 19.6 | ||
Equity in loss from non-consolidated entities, net of distributions | 2.8 | 11.2 | |
Landlord contributions | 3.7 | 16.1 | |
Other non-cash rent expense (benefit) | (7.5) | 2.3 | |
Deferred rent | (21.8) | (18.3) | |
Net periodic benefit cost | (0.2) | 0.3 | |
Change in assets and liabilities: | |||
Receivables | (2.7) | 129.4 | |
Other assets | (13) | 29.2 | |
Accounts payable | (11.9) | (169.8) | |
Accrued expenses and other liabilities | 96.4 | (105.7) | |
Other, net | (11.9) | 23.5 | |
Net cash used in operating activities | (312.9) | (184) | |
Cash flows from investing activities: | |||
Capital expenditures | (11.9) | (91.7) | |
Proceeds from disposition of long-term assets | 5.2 | 3.4 | |
Investments in non-consolidated entities, net | (9.3) | ||
Other, net | 0.9 | ||
Net cash used in investing activities | (16) | (87.4) | |
Cash flows from financing activities: | |||
Borrowings (repayments) under revolving credit facilities | (335) | 325.1 | |
Scheduled principal payments under Term Loan due 2026 | (5) | (5) | |
Payments related to sale of noncontrolling interest | (0.3) | ||
Principal payments under finance lease obligations | (1.9) | (2.3) | |
Cash used to pay for deferred financing costs | (19) | (0.1) | |
Cash used to pay dividends | (4.3) | ||
Taxes paid for restricted unit withholdings | (1) | ||
Net cash provided by financing activities | 854.7 | 312.4 | |
Effect of exchange rate changes on cash and cash equivalents and restricted cash | (5.1) | (6.7) | |
Net increase in cash and cash equivalents and restricted cash | 520.7 | 34.3 | |
Cash and cash equivalents and restricted cash at beginning of period | 321.4 | 275.5 | $ 275.5 |
Cash and cash equivalents and restricted cash at end of period | 842.1 | 309.8 | $ 321.4 |
Cash paid during the period for: | |||
Interest (including amounts capitalized of $0.2 million and $0.3 million) | 26.2 | 34.6 | |
Income taxes (received) paid, net | (9) | 1.7 | |
Schedule of non-cash activities: | |||
Investment in NCM | 5.8 | 4.5 | |
Construction payables at period end | 10 | $ 58.4 | |
Class A common stock | |||
Cash flows from financing activities: | |||
Proceeds from Class A common stock issuance | 581.6 | ||
First Lien Toggle Notes due 2026 | |||
Cash flows from financing activities: | |||
Proceeds from First Lien Toggle Notes due 2026 | 100 | ||
Odeon | |||
Cash flows from financing activities: | |||
Proceeds from issuance of Odeon Term Loan due 2023 | $ 534.3 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS | ||
Interest, capitalized | $ 0.2 | $ 0.3 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 3 Months Ended |
Mar. 31, 2021 | |
BASIS OF PRESENTATION | |
BASIS OF PRESENTATION | NOTE 1—BASIS OF PRESENTATION AMC Entertainment Holdings, Inc. (“Holdings”), through its direct and indirect subsidiaries, including American Multi-Cinema, Inc. and its subsidiaries, (collectively with Holdings, unless the context otherwise requires, the “Company” or “AMC”), is principally involved in the theatrical exhibition business and owns, operates or has interests in theatres located in the United States and Europe. Temporarily suspended or limited operations. As of or before March 17, 2020, the Company temporarily suspended all theatre operations in its U.S. markets and International markets in compliance with local, state, and federal governmental restrictions and recommendations on social gatherings to prevent the spread of COVID-19 and as a precaution to help ensure the health and safety of the Company’s guests and theatre staff. The Company As a result of these temporarily suspended or limited operations, the Company’s revenues and expenses for the three months ended March 31, 2021 are significantly lower than the revenues and expenses for the three months ended March 31, 2020. As of January 1, 2021, the Company was operating at 394 domestic theatres with limited seating capacities, representing approximately 67% of its domestic theatres. During the three months ended March 31, 2021, in response to eased restrictions by state and local governments, the Company resumed operations in key markets such as New York and Los Angeles. As of March 31, 2021, the Company was operating at 585 domestic theatres with limited seating capacities, representing approximately 99% of its domestic theatres. As of January 1, 2021, the Company was operating at 109 International leased and partnership theatres, with limited seating capacities, representing approximately 30% of its International theatres. As of March 31, 2021, the Company was operating at 97 International theatres with limited seating capacities, representing approximately 27% of its International theatres. The Company’s average screens operated during the three months ended March 31, 2021 declined by 24.2% from the prior year. Liquidity. In response to the COVID-19 pandemic, the Company adjusted certain elements of its business strategy and took and continues to take significant steps to preserve cash by eliminating non-essential costs, including reductions to its variable costs and elements of its fixed cost structure, including, but not limited to: ● Suspended non-essential operating expenditures, including some marketing and promotional and travel and entertainment expenses, and where possible, utilities and reduced essential operating expenditures to minimum levels necessary while theatres are closed. ● Terminated or deferred all non-essential capital expenditures to minimum levels necessary while theatres are operating for limited hours or closed. ● Implemented measures to reduce corporate-level employment costs while closed, including full or partial furloughs of all corporate-level Company employees for a period of time, including senior executives, with individual work load and salary reductions ranging from 20% to 100% ; cancellation of pending annual merit pay increases; and elimination or reduction of non-healthcare benefits. With the resumption of operations, the Company eliminated the full and partial furloughs and employment costs increased. The increase in employment costs during the three months ended March 31, 2021 was primarily due to increases in bonus expense, stock-based compensation expense as a result of the modification and acceleration of vesting of awards during the current and prior year and increases in non-qualified deferred compensation expense due to increases in the fair values of related investments. ● All domestic theatre-level crew members were fully furloughed and theatre-level managements’ hours were reduced to the minimum levels necessary to begin resumption of operations when permitted. Similar efforts to reduce theatre-level and corporate employment costs were undertaken internationally consistent with applicable laws across the jurisdictions in which the Company operates. As the Company resumed limited operations, employment costs increased. ● Working with the Company’s landlords, vendors, and other business partners to manage, defer, and/or abate the related rent expenses and operating expenses. ● Introduced an active cash management process, which, among other things, requires senior management approval of all outgoing payments. ● Since April 24, 2020, the Company has been prohibited from making dividend payments in accordance with the covenant suspension conditions in its Credit Agreement (as defined below). The Company had also previously elected to decrease the dividend paid in the first quarter of 2020 by $0.17 per share. The cash savings as a result of the prior decrease and current prohibition on making dividend payments was $4.3 million during the three months ended March 31, 2021 in comparison to the three months ended March 31, 2020. ● The Company is prohibited from making purchases under its authorized stock repurchase program in accordance with the covenant suspension conditions in its Senior Secured Credit Facility Agreement. The Company intends to seek any available potential benefits, including loans, investments or guarantees, under future government programs for which the Company qualifies domestically and internationally. The Company has taken advantage of many forms of governmental assistance in the U.S. and internationally including but not limited to revenue and fixed cost reimbursements, payroll subsidies, rent support programs, direct grants, and property tax holidays. The Company cannot predict the manner in which such benefits will be allocated or administered, and the Company cannot assure it will be able to access such benefits in a timely manner or at all. In addition to preserving cash, the Company enhanced liquidity through debt issuances, debt exchanges and equity sales as follows. See Note 6 — — ● The April 2020 issuance of $500 million of 10.5% first lien notes due 2025 (the “First Lien Notes due 2025”). ● The July 2020 completion of a debt exchange offer in which the Company issued approximately $1.46 billion aggregate principal amount of 10% / 12% Cash/PIK toggle second lien subordinated notes due 2026 (the “Second Lien Notes due 2026”) in exchange for approximately $2.02 billion principal amount of the Company’s senior subordinated notes, reducing the principal amounts of the Company’s debt by approximately $555 million and extending maturities on approximately $1.7 billion of debt to 2026, most of which was maturing in 2024 and 2025 previously. Interest on the Second Lien Notes due 2026 for the first three six-month interest periods after the issue date is expected to be paid all or in part on an in-kind basis pursuant to the terms of the Second Lien Notes due 2026. ● The July 2020 issuance of the 10.5% first lien secured notes due 2026 (the “First Lien Notes due 2026”) in which the Company received proceeds of $270.0 million, net of discounts and deferred charges. ● The launch of several “at-the-market” equity offerings to raise capital through the sale of the Company’s Class A common stock. During the year ended December 31, 2020, the Company sold 91.0 million shares, generating $272.8 million in gross proceeds and paid fees to sales agents of $6.8 million. In January 2021, the Company sold 187.1 million shares, generating $596.9 million in gross proceeds and paid fees to sales agents of $14.9 million and other fees of $0.4 million. See Note 13 — Subsequent Event for information regarding the additional at-the-market offerings of 43 million shares related to the Company’s remaining authorized shares of Class A common stock. ● The December 2020 issuance of 21,978,022 shares of Class A common stock to Mudrick Capital Management, LP (“Mudrick”) in exchange for $104.5 million aggregate principal amount of the Second Lien Notes due 2026 and a commitment from Mudrick to purchase $100 million aggregate principal amount of 15% / 17% Cash/PIK toggle first lien secured notes due 2026 (“First Lien Toggle Notes due 2026”) which the Company issued to Mudrick in January 2021 for cash. ● The January 2021 conversion by holders of all $600 million of the Company’s 2.95% Convertible Senior Secured Notes due 2026 into shares of the Company’s Class A common stock at a conversion price of $13.51 which resulted in the issuance of 44,422,860 shares of its Class A Common Stock and reduced annual cash interest expense by $17.7 million. ● The February 2021 entry into a new £140.0 million and €296.0 million term loan facility agreement (the “Odeon Term Loan Facility”) by Odeon Cinemas Group Limited (“Odeon”). Approximately £89.7 million and €12.8 million of the net proceeds from the Odeon Term Loan Facility were used to repay in full Odeon’s obligations (including principal, interest, fees and cash collateralized letters of credit) under its existing revolving credit facility and the remaining net proceeds will be used for general corporate purposes . If attendance levels increase consistent with the Company’s assumptions described below, it currently estimates that its existing cash and cash equivalents will be sufficient to comply with minimum liquidity requirements under its debt covenants, fund operations, and satisfy obligations including cash outflows for increased rent and planned capital expenditures currently and through early May of 2022. This requires that the Company achieve significant increases in attendance levels beginning in the third quarter of 2021 and ultimately reaching 85% of pre COVID-19 attendance levels by the fourth quarter of 2021 and through the first and second quarters of 2022, as the vaccine rollout continues and more Hollywood product is released in its theatres. The Company entered into the Ninth Amendment (as defined below) to the Credit Agreement (as defined below) pursuant to which the requisite revolving lenders party thereto agreed to extend the suspension period for the financial covenant applicable to the Senior Secured Revolving Credit Facility (as defined below) from March 31, 2021 to March 31, 2022, as described, and on the terms and conditions specified, therein. As a result, the Company will be subject to the financial covenant beginning with the quarter ending June 30, 2022. The Company is subject to minimum liquidity requirements of approximately $145 million of which $100 million is required under the conditions for the Extended Covenant Suspension Period under the Senior Secured Revolving Credit Facility during the Extended Covenant Suspension Period, as amended, and £32.5 million (approximately $45 million) required under the Odeon Term Loan Facility. The Company’s liquidity needs thereafter will depend, among other things, on the timing of a full resumption of operations, the timing of movie releases and its ability to generate cash from operations. The Company continues to explore potential sources of additional liquidity, including: ● Additional equity financing. On April 27, 2021, the Company’s Board of Directors (the “Board”) determined not to seek stockholder approval of the proposal to approve an amendment to the Company’s Third Amended and Restated Certificate of Incorporation to increase the total number of shares of Class A common stock (par value $0.01 per share) the Company shall have the authority to issue by 500,000,000 shares to a total of 1,024,173,073 shares of Class A common stock (“Proposal 1”), and has withdrawn Proposal 1 from the agenda for the 2021 annual meeting of stockholders (the “Annual Meeting”). The Board reserves the right to propose an amendment of the Certificate of Incorporation to increase the authorized shares or for other items at any point in the future. The Company plans to pursue equity issuances for its remaining authorized shares. See Note 13 — ● Landlord negotiations . Commencing in 2021, the Company’s cash expenditures for rent are scheduled to increase significantly as a result of rent obligations that had been deferred to 2021 and future years that were approximately $473.0 million as of March 31, 2021. In light of the Company’s liquidity challenges, and in order to establish its long-term viability, the Company believes it must continue to reach accommodations with its landlords to abate or defer a substantial portion of the Company’s rent obligations, in addition to generating sufficient amounts of liquidity through equity issuances and the other potential financing arrangements discussed below. Accordingly, the Company entered into additional landlord negotiations to seek material reductions, abatements and deferrals in its rent obligations. In connection with these negotiations, the Company has finalized agreements or agreements in principle with the landlords for a majority of leases where the Company has entered into negotiations. To the extent the Company achieves substantial deferrals but not abatements, its cash requirements will increase substantially in the future. ● Other creditor discussions . While the liquidity the Company has raised has substantially extended its liquidity runway, the new debt the Company has issued or that has been committed, together with the higher interest rate payments that will be required in the future but have largely been deferred, will substantially increase its leverage and future cash requirements. These future cash requirements, like the Company’s deferred rent obligations, will present a challenge to its long-term viability if its operating income does not return to pre-COVID levels. Even then, the Company believes it will need to engage in discussions with its creditors to substantially reduce its leverage. The Company expects to continue to explore alternatives that include new- money financing and may involve converting debt to equity, which would help manage its leverage but could be dilutive to holders of its common stock. These discussions may not result in any agreement on commercially acceptable terms. ● Covenant suspension. The Company entered into the Ninth Amendment, pursuant to which the requisite revolving lenders party thereto agreed to extend the suspension period for the financial covenant applicable to the Senior Secured Revolving Credit Facility from March 31, 2021 to March 31, 2022, as described, and on the terms and conditions specified, therein. See Note 6 — Corporate Borrowings and Finance Lease Obligations for further information. ● Joint-venture or other arrangements with existing business partners and minority investments in capital stock. The Company continues to explore other potential arrangements, including equity investments, to generate additional liquidity. It is very difficult to estimate the Company’s liquidity requirements, future cash burn rates and future attendance levels. Depending on the Company’s assumptions regarding the timing and ability to achieve more normalized levels of operating revenue, the estimates of amounts of required liquidity vary significantly. Similarly, it is very difficult to predict when theatre attendance levels will normalize, which the Company expects will depend on the widespread availability and use of effective vaccines for the coronavirus. However, the Company’s current cash burn rates are not sustainable. Further, the Company cannot accurately predict what future changes may occur to the supply or release date of movie titles available for theatrical exhibition once moviegoers are prepared to return in large numbers. Nor can the Company know with certainty the impact on consumer movie-going behavior of Warner Bros.’s decision to release its entire 2021 slate of movies on HBO Max at the same time as the movies debut in theatres, or the potential attendance impact of other studio decisions to accelerate in home availability of their theatrical movies. Studio negotiations regarding evolving theatrical release models and film licensing terms are ongoing. There can be no assurance that the attendance levels and other assumptions used to estimate the Company’s liquidity requirements and future cash burn rates will be correct, and its ability to be predictive is uncertain due to the unknown magnitude and duration of the COVID-19 pandemic. Further, there can be no assurances that the Company will be successful in generating the additional liquidity necessary to meet its obligations beyond twelve months from the issuance of these financial statements on terms acceptable to the Company or at all. If the Company is unable to maintain or renegotiate its minimum liquidity covenant requirements, it could have a significant adverse effect on the Company’s business, financial condition and operating results. The Company also realized significant cancellation of debt income (“CODI”) in connection with its debt restructuring. As a result of such CODI, the Company estimates a significant portion of its net operating losses will be eliminated as a result of tax attribute reductions. Any loss of tax attributes as a result of such CODI may adversely affect the Company’s cash flows and therefore its ability to service its indebtedness. Use of Estimates. Principles of Consolidation. for the year ending December 31, 2021. The Company manages its business under two reportable segments for its theatrical exhibition operations, U.S. markets and International markets. Baltics’ theatre sale agreement. Accumulated other comprehensive income (loss). Foreign (In millions) Currency Pension Benefits Total Balance December 31, 2020 $ 60.1 $ (21.4) $ 38.7 Other comprehensive (income) loss (54.5) 3.5 (51.0) Balance March 31, 2021 $ 5.6 $ (17.9) $ (12.3) Accumulated depreciation and amortization. Other expense (income). Three Months Ended (In millions) March 31, 2021 March 31, 2020 Derivative liability fair value adjustment for embedded conversion feature in the Convertible Notes $ — $ (0.5) Derivative asset fair value adjustment for contingent call option related to the Class B common stock purchase and cancellation agreement — 20.1 Credit losses (income) related to contingent lease guarantees (2.0) 5.3 Governmental assistance due to COVID-19 (12.4) — Foreign currency transaction (gains) losses (3.8) 2.0 Non-operating components of net periodic benefit cost (0.2) — Financing fees related to modification of debt agreements 1.0 — Total other expense (income) $ (17.4) $ 26.9 Impairments. Three Months Ended (In millions) March 31, 2021 March 31, 2020 Impairment of long-lived assets $ — $ 91.3 Impairment of definite-lived intangible assets — 8.0 Impairment of indefinite-lived intangible assets — 8.3 Impairment of goodwill — 1,744.3 Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill — 1,851.9 Impairment of other assets recorded in investment expense (income) — 7.2 Total impairment loss $ — $ 1,859.1 During the three months ended March 31, 2020, the enterprise fair values of the Domestic Theatres and International Theatres reporting units were less than their carrying values and goodwill impairment charges of $1,124.9 million and $619.4 million were recorded for the Company’s Domestic Theatres and International Theatres reporting units, respectively. The Step 1 quantitative goodwill impairment test was performed due to a decline in the common stock price and prices of the Company’s corporate borrowings and the resulting impact on market capitalization were two of several factors considered when making this evaluation, including the sustained declines during 2020 in the Company’s enterprise market capitalization and the temporary suspension of operations at all of the Company’s theatres on or before March 17, 2020 due to the COVID-19 pandemic. See Note 4—Goodwill for further information. The Company evaluates definite-lived and indefinite-lived intangible assets for impairment annually or more frequently as specific events or circumstances dictate or changes in circumstances indicate that the carrying amount of the asset group may not be fully recoverable. During the three months ended March 31, 2020, the Company recorded non-cash impairment of long-lived assets of $81.4 million on 57 theatres in the U.S. markets with 658 screens (in Alabama, Arkansas, California, District of Columbia, Florida, Georgia, Illinois, Indiana, Iowa, Kentucky, Michigan, Minnesota, Missouri, Montana, New Hampshire, New Jersey, New York, North Carolina, North Dakota, Ohio, Pennsylvania, South Dakota, Tennessee, Texas, Washington, Wisconsin and Wyoming) and $9.9 million on 23 theatres in the International markets with 213 screens (in Germany, Italy, Spain, UK and Sweden). During the three months ended March 31, 2020, the Company recorded impairment losses related to definite-lived intangible assets of $8.0 million. In addition, the Company recorded an impairment loss of $7.2 million within investment expense (income), related to equity interest investments without a readily determinable fair value accounted for under the cost method. During the three months ended March 31, 2020, the Company performed a quantitative impairment evaluation of its indefinite-lived intangible assets related to the AMC, Odeon and Nordic trade names and recorded impairment charges of $5.9 million related to Odeon trade names and $2.4 million related to Nordic trade names during the three months ended March 31, 2020. To estimate fair value of the Company’s indefinite-lived trade names, the Company employed a derivation of the Income Approach known as the Royalty Savings. No impairment charges for indefinite-lived intangible assets were recorded during the three months ended March 31, 2021. The Company first assessed the qualitative factors to determine whether the existence of events and circumstances indicated that it was more likely than not the fair value amounts of any indefinite-lived intangible assets were less than their carrying amounts and concluded it was not more likely than not that the fair value amounts were less than their carrying amounts at March 31, 2021. Accounting Pronouncements Recently Adopted Income Taxes. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which is intended to improve consistency and simplify several areas of existing guidance. ASU 2019-12 removes certain exceptions to the general principles related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The new guidance also clarifies the accounting for transactions that result in a step-up in the tax basis for goodwill. ASU 2019-12 was effective for the Company in the first quarter of 2021. The adoption of ASU 2019-12 did not have a material impact on the Company’s consolidated financial statements. |
LEASES
LEASES | 3 Months Ended |
Mar. 31, 2021 | |
LEASES | |
LEASES | NOTE 2—LEASES The Company leases theatres and equipment under operating and finance leases. The Company typically does not believe that exercise of the renewal options is reasonably certain at the lease commencement and, therefore, considers the initial base term as the lease term. Lease terms vary but generally the leases provide for fixed and escalating rentals, contingent escalating rentals based on the Consumer Price Index and other indexes not to exceed certain specified amounts and variable rentals based on a percentage of revenues. The Company often receives contributions from landlords for renovations at existing locations. The Company records the amounts received from landlords as an adjustment to the right-of-use asset and amortizes the balance as a reduction to rent expense over the base term of the lease agreement. Equipment leases primarily consist of food and beverage equipment. The Company received, or is in process of negotiating, rent concessions provided by the lessors that aided, or will aid, in mitigating the economic effects of COVID-19. These concessions primarily consist of rent abatements and the deferral of rent payments. In instances where there were no substantive changes to the lease terms, i.e., modifications that resulted in total payments of the modified lease being substantially the same or less than the total payments of the existing lease, the Company elected the relief as provided by the FASB staff related to the accounting for certain lease concessions. The Company elected not to account for these concessions as a lease modification, and therefore the Company has remeasured the related lease liability and right-of-use asset but did not reassess the lease classification or change the discount rate to the current rate in effect upon the remeasurement. The deferred payment amounts have been recorded in the Company’s lease liabilities to reflect the change in the timing of payments. The deferred payment amounts included in current maturities of operating lease liabilities and long-term operating lease liabilities are reflected in the condensed consolidated statements of cash flows as part of the change in accrued expenses and other liabilities. Those leases that did not meet the criteria for treatment under the FASB relief were evaluated as lease modifications. The deferred payment amounts included in accounts payable for contractual rent amounts due and not paid are reflected in accounts payable on the condensed consolidated balance sheets and in the condensed consolidated statements of cash flows as part of the change in accounts payable. In addition, the Company included deferred lease payments in operating lease right-of-use assets as a result of lease remeasurements. A summary of deferred payment amounts related to rent obligations for which payments have been deferred to 2021 and future years are provided below: As of As of December 31, Increase (decrease) March 31, (In millions) 2020 in deferred amounts 2021 Fixed operating lease deferred amounts $ 383.9 $ 53.5 $ 437.4 Finance lease deferred amounts 12.8 (4.6) 8.2 Variable lease deferred amounts 53.3 (25.9) 27.4 Total deferred lease amounts $ 450.0 $ 23.0 $ 473.0 (1) During the three months ended March 31, 2021, the increase in fixed operating lease deferred amounts is net of $19.1 million of decreases in the deferred balances as of December 31, 2020 related to payments and abatements. (2) During the three months ended March 31, 2021, decreases in variable lease deferred amounts were primarily due to resolution of contingencies, therefore, variable amounts became fixed and were reclassified to fixed operating lease deferred amounts. The following table reflects the lease costs for the three months ended March 31, 2021 and March 31, 2020: Three Months Ended Consolidated Statement March 31, March 31, (In millions) of Operations 2021 2020 Operating lease cost Theatre properties Rent $ 175.5 $ 216.9 Theatre properties Operating expense 0.8 2.2 Equipment Operating expense 2.3 3.9 Office and other General and administrative: other 1.4 1.3 Finance lease cost Amortization of finance lease assets Depreciation and amortization 1.3 1.9 Interest expense on lease liabilities Finance lease obligations 1.4 1.6 Variable lease cost Theatre properties Rent 16.6 20.9 Equipment Operating expense 0.2 7.0 Total lease cost $ 199.5 $ 255.7 Three Months Ended March 31, March 31, (In millions) 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in finance leases $ (1.0) $ (1.6) Operating cash flows used in operating leases (136.7) (240.3) Financing cash flows used in finance leases (1.9) (2.3) Landlord contributions: Operating cashflows provided by operating leases 3.7 16.1 Supplemental disclosure of noncash leasing activities: Right-of-use assets obtained in exchange for new operating lease liabilities 23.5 69.7 (1) Includes lease extensions and option exercises. As of March 31, 2021 Weighted Average Weighted Average Remaining Discount Lease Term and Discount Rate Lease Term (years) Rate Operating leases 10.2 9.9% Finance leases 13.1 6.4% Operating Lease Financing Lease (In millions) Payments Payments Nine months ending December 31, 2021 $ 799.5 $ 13.6 2022 999.0 15.0 2023 895.9 11.6 2024 792.0 9.8 2025 756.5 9.2 2026 691.1 9.0 Thereafter 3,719.8 66.5 Total lease payments 8,653.8 134.7 Less imputed interest (3,153.8) (44.4) Total $ 5,500.0 $ 90.3 (1) Does not include amounts recorded in accounts payable for deferred rent. As of March 31, 2021, the Company had signed additional operating lease agreements for 6 theatres that have not yet commenced of approximately $150.0 million, which are expected to commence between 2021 and 2024, and carry lease terms of approximately 5 |
REVENUE RECOGNITION
REVENUE RECOGNITION | 3 Months Ended |
Mar. 31, 2021 | |
REVENUE RECOGNITION | |
REVENUE RECOGNITION | NOTE 3—REVENUE RECOGNITION Disaggregation of Revenue. Three Months Ended (In millions) March 31, 2021 March 31, 2020 Major revenue types Admissions $ 69.5 $ 568.0 Food and beverage 50.1 288.1 Other theatre: Screen advertising 16.9 29.7 Other theatre 11.8 55.7 Other theatre 28.7 85.4 Total revenues $ 148.3 $ 941.5 Three Months Ended (In millions) March 31, 2021 March 31, 2020 Timing of revenue recognition Products and services transferred at a point in time $ 126.8 $ 851.8 Products and services transferred over time 21.5 89.7 Total revenues $ 148.3 $ 941.5 (1) Amounts primarily include subscription and advertising revenues. The following tables provide the balances of receivables and deferred revenue income: (In millions) March 31, 2021 December 31, 2020 Current assets Receivables related to contracts with customers $ 22.3 $ 23.1 Miscellaneous receivables 63.7 67.9 Receivables, net $ 86.0 $ 91.0 (In millions) March 31, 2021 December 31, 2020 Current liabilities Deferred revenue related to contracts with customers $ 402.1 $ 400.6 Miscellaneous deferred income 2.2 4.8 Deferred revenue and income $ 404.3 $ 405.4 The significant changes in contract liabilities with customers included in deferred revenues and income are as follows: Deferred Revenues Related to Contracts (In millions) with Customers Balance December 31, 2020 $ 400.6 Cash received in advance 15.6 Customer loyalty rewards accumulated, net of expirations: Admission revenues 0.5 Food and beverage 0.8 Other theatre — Reclassification to revenue as the result of performance obligations satisfied: Admission revenues (7.2) Food and beverage (3.9) Other theatre (0.9) Foreign currency translation adjustment (3.4) Balance March 31, 2021 $ 402.1 (1) Includes movie tickets, food and beverage, gift cards, exchange tickets, and AMC Stubs® loyalty membership fees. (2) Amount of rewards accumulated, net of expirations, that are attributed to AMC Stubs® and other loyalty programs. (3) Amount of rewards redeemed that are attributed to gift cards, exchange tickets, movie tickets, AMC Stubs® loyalty programs and other loyalty programs. (4) Amounts relate to income from non-redeemed or partially redeemed gift cards, non-redeemed exchange tickets, AMC Stubs® loyalty membership fees and other loyalty programs. The Company suspended the recognition of deferred revenues related to certain loyalty programs, gift cards, and exchange tickets during the period in which its operations were temporarily suspended. As the Company re-opened theatres, A-List members had the option to reactivate their subscription, which restarted the monthly charge for the program. The Company resumed the recognition of deferred revenues related to certain loyalty programs, gift cards and exchange tickets. The significant changes to contract liabilities included in the exhibitor services agreement in the condensed consolidated balance sheets, are as follows: Exhibitor Services (In millions) Agreement (1) Balance December 31, 2020 $ 537.6 Negative Common Unit Adjustment–reduction of common units (9.2) Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied (4.4) Balance March 31, 2021 $ 524.0 (1) Represents the carrying amount of the National CineMedia, LLC (“NCM”) common units that were previously received under the annual Common Unit Adjustment (“CUA”). The deferred revenues are being amortized to other theatre revenues over the remainder of the 30-year term of the Exhibitor Service Agreement (“ESA”) ending in February 2037. Gift cards and exchange tickets. in deferred revenues and income as of March 31, 2021 was $315.7 million. This will be recognized as revenues as the gift cards and exchange tickets are redeemed or as the non-redeemed gift card and exchange ticket revenues are recognized in proportion to the pattern of actual redemptions. Historically, the Company has estimated this to occur over the next 24 months, but due to the COVID-19 pandemic and the limited or temporary suspension of theatre operations, the pattern of actual redemptions may occur over a longer period of time. Loyalty programs. The Company applies the practical expedient in ASC 606-10-50-14 and does not disclose information about remaining performance obligations that have original expected durations of one year or less. |
GOODWILL
GOODWILL | 3 Months Ended |
Mar. 31, 2021 | |
GOODWILL. | |
GOODWILL | NOTE 4—GOODWILL (In millions) Domestic Theatres International Theatres Total Balance December 31, 2020 $ 1,796.5 $ 750.8 $ 2,547.3 Currency translation adjustment — (52.6) (52.6) Baltics disposition-Estonia — (3.7) (3.7) Balance March 31, 2021 $ 1,796.5 $ 694.5 $ 2,491.0 (1) See Note 1 — Basis of Presentation for further information regarding the Baltics’ theatre sale agreement. The Company evaluates goodwill recorded at the Company’s two reporting units (Domestic Theatres and International Theatres) for impairment annually as of the beginning of the fourth fiscal quarter and any time an event occurs or circumstances change that would more likely than not reduce the fair value for a reporting unit below its carrying amount. The impairment test for goodwill involves estimating the fair value of the reporting unit and comparing that value to its carrying value. If the estimated fair value of the reporting unit is less than its carrying value, the difference is recorded as goodwill impairment charge, not to exceed the total amount of goodwill allocated to that reporting unit. |
INVESTMENTS
INVESTMENTS | 3 Months Ended |
Mar. 31, 2021 | |
INVESTMENTS | |
INVESTMENTS | NOTE 5—INVESTMENTS Investments in non-consolidated affiliates and certain other investments accounted for under the equity method generally include all entities in which the Company or its subsidiaries have significant influence, but not more than 50% voting control, and are recorded in the condensed consolidated balance sheets in other long-term assets. Investments in non-consolidated affiliates as of March 31, 2021 include interests in Digital Cinema Implementation Partners, LLC (“DCIP”) of 29.0%, Digital Cinema Distribution Coalition, LLC (“DCDC”) of 14.6%, AC JV, LLC (“AC JV”) owner of Fathom Events, of 32.0%, SV Holdco LLC (“SV Holdco”), owner of Screenvision, of 18.3%, Digital Cinema Media Ltd. (“DCM”) of 50.0%, and Saudi Cinema Company LLC (“SCC”) of 10.0%. The Company also has partnership interests in three U.S. motion picture theatres (“Theatre Partnerships”) and approximately 50.0% interests in 54 theatres in Europe. Indebtedness held by equity method investees is non-recourse to the Company. During the three months ended March 31, 2021 and March 31, 2020, the Company recorded equity in loss of non-consolidated entities of $2.8 million and $2.9 million, respectively. Related party transactions with equity method investees. million, $0.3 million, and $0.4 million, respectively, during the three months ended March 31, 2021 and $5.7 million, $2.4 million, and $1.3 million, respectively, during the three months ended March 31, 2020. |
CORPORATE BORROWINGS AND FINANC
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | 3 Months Ended |
Mar. 31, 2021 | |
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | |
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | NOTE 6—CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS (In millions) March 31, 2021 December 31, 2020 First Lien Secured Debt: Senior Secured Credit Facility-Term Loan due 2026 (3.195% as of March 31, 2021) $ 1,960.0 $ 1,965.0 Senior Secured Credit Facility-Revolving Credit Facility due 2024 — 212.2 10.75% in Year 1, 538.8 — Odeon Revolving Credit Facility Due 2022 — 120.8 10.5% First Lien Notes due 2025 500.0 500.0 2.95% Senior Secured Convertible Notes due 2026 — 600.0 10.5% First Lien Notes due 2026 300.0 300.0 15%/17% Cash/PIK Toggle First Lien Secured Notes due 2026 100.0 — Second Lien Secured Debt: 10%/12% Cash/PIK/Toggle Second Lien Subordinated Notes due 2026 1,423.6 1,423.6 Subordinated Debt: 6.375% Senior Subordinated Notes due 2024 (£4.0 million par value as of March 31, 2021) 5.5 5.4 5.75% Senior Subordinated Notes due 2025 98.3 98.3 5.875% Senior Subordinated Notes due 2026 55.6 55.6 6.125% Senior Subordinated Notes due 2027 130.7 130.7 $ 5,112.5 $ 5,411.6 Finance lease obligations 90.3 96.0 Paid-in-kind interest 60.2 7.6 Deferred financing costs (48.9) (42.1) Net premium 335.6 338.7 $ 5,549.7 $ 5,811.8 Less: Current maturities corporate borrowings (20.0) (20.0) Current maturities finance lease obligations (12.5) (12.9) $ 5,517.2 $ 5,778.9 (1) The following table provides the net premium (discount) amounts of corporate borrowings: March 31, December 31, (In millions) 2021 2020 10%/12% Cash/PIK/Toggle Second Lien Subordinated Notes due 2026 $ 423.5 $ 445.1 2.95% Senior Secured Convertible Notes due 2026 — (61.5) 15%/17% Cash/PIK/Toggle First Lien Secured Notes due 2026 (26.3) — 10.5% First Lien Notes due 2026 (27.6) (28.5) 10.5% First Lien Notes due 2025 (8.5) (8.9) Senior Secured Credit Facility-Term Loan due 2026 (7.2) (7.5) 10.75% in Year 1, 11.25% thereafter Cash/PIK Odeon Term Loan Facility due 2023 (18.4) — 6.375% Senior Subordinated Notes due 2024 0.1 — $ 335.6 $ 338.7 Principal Amount of Corporate (In millions) Borrowings Nine months ended December 31, 2021 $ 15.0 2022 20.0 2023 558.8 2024 25.5 2025 618.3 2026 3,744.2 Thereafter 130.7 Total $ 5,112.5 Senior Secured Credit Facilities The Company is party to that certain Credit Agreement, dated as of April 30, 2013 (as amended by the First Amendment to Credit Agreement, dated as of December 11, 2015, that certain Second Amendment to Credit Agreement, dated as of November 8, 2016, that certain Third Amendment to Credit Agreement, dated as of May 9, 2017, that certain Fourth Amendment to Credit Agreement, dated as of June 13, 2017, that certain Fifth Amendment to Credit Agreement, dated as of August 14, 2018, the Sixth Amendment, dated as of April 22, 2019, the Seventh Amendment, dated as of April 23, 2020, the Eighth Amendment, dated as of July 31, 2020, the Ninth Amendment and the Tenth Amendment (as defined below), with the issuing banks and lenders from time to time party thereto and Wilmington Savings Fund Society, FSB, as administrative agent (as successor to Citicorp North America, Inc., the “Administrative Agent”), pursuant to which the lenders have agreed to provide senior secured financing consisting of (a) $2,000.0 million in aggregate principal amount of senior secured tranche B loans maturing April 22, 2026 (the “Senior Secured Term Loan Facility”) and (b) a $225.0 million senior secured revolving credit facility (which is also available for letters of credit and for swingline borrowings on same-day notice) maturing April 22, 2024 (the “Senior Secured Revolving Credit Facility” and, together with the Senior Secured Term Loan Facility, collectively, the “Senior Secured Credit Facilities”). The Senior Secured Credit Facilities are provided by a syndicate of banks and other financial institutions. On March 8, 2021, the Company entered into the Ninth Amendment to Credit Agreement (the “Ninth Amendment”), with the requisite revolving lenders party thereto and the Administrative Agent, pursuant to which the requisite revolving lenders party thereto agreed to extend the suspension period for the financial covenant under its Credit Agreement from a period ending on March 31, 2021 to a period ending on March 31, 2022 (the “Extended Covenant Suspension Period”). During the Extended Covenant Suspension Period, the Company will not, and will not permit any of its restricted subsidiaries to, (i) make certain restricted payments, (ii) subject to certain exceptions, incur any indebtedness for borrowed money that is pari passu or senior in right of payment or security with the Revolving Loans (as defined in the Credit Agreement) or (iii) make any investment in or otherwise dispose of any assets to any subsidiary of the Company that is not a Loan Party (as defined in the Credit Agreement) to facilitate a new financing incurred by a subsidiary of the Company. In addition, as an ongoing condition to the suspension of the financial covenant, the Company also agreed to (i) a minimum liquidity test of $100 million, (ii) an anti-cash hoarding test at any time Revolving Loans are outstanding and (iii) additional reporting obligations. On March 8, 2021 the Company entered into the Tenth Amendment to Credit Agreement (the “Tenth Amendment”), with the requisite revolving lenders party thereto and the Administrative Agent, pursuant to which the Company agreed not to consent to certain modifications to the Credit Agreement described in the Tenth Amendment without the consent of the majority of the revolving lenders party to the Tenth Amendment. Odeon Term Loan Facility On February 15, 2021, Odeon Cinemas Group Limited (“Odeon”), a wholly-owned subsidiary of the Company entered into a new £140.0 million and €296.0 million term loan facility (the “Odeon Term Loan due 2023”) agreement (the “Odeon Term Loan Facility”), by and among Odeon, the subsidiaries of Odeon party thereto, the lenders and other loan parties thereto and Lucid Agency Services Limited as agent and Lucid Trustee Services Limited as security agent. Approximately £89.7 million and €12.8 million of the net proceeds from the Odeon Term Loan Facility were used to repay in full Odeon’s obligations (including principal, interest, fees, and cash collateralized letters of credit) under its existing revolving credit facility and the remaining net proceeds will be used for general corporate purposes. The Company recorded deferred financing cost write-off of $1.0 million in other expense during the three months ended March 31, 2021. The Odeon Term Loan Facility has a maturity of August 19, 2023 (2.5 years from the date on which it is first drawn). Borrowings under the Odeon Term Loan Facility bear interest at a rate equal to 10.75% per annum during the first year and 11.25% thereafter and each interest period shall be 3 months, or such other period agreed between the Company and the Agent. The interest is capitalized on the last day of each interest period and added to the outstanding principal amount, however Odeon has the option to elect to pay interest in cash. The principal amount of new funding is prior to deducting discounts of $19.1 million and deferred financing costs of $15.6 million related to the Odeon Term Loan Facility. The discount and deferred financing costs will be amortized to interest expense over the term using the effective interest method. All obligations under the Odeon Term Loan Facility are guaranteed by certain subsidiaries of Odeon. The Company is subject to minimum liquidity requirements of £32.5 million (approximately $45 million) required under the Odeon Term Loan Facility, measured at each quarter end date. First Lien Toggle Notes due 2026 On January 15, 2021, the Company issued $100.0 million aggregate principal amount of its 15%/17% Cash/PIK Toggle First Lien Secured Notes due 2026 as contemplated by the previously disclosed commitment letter with Mudrick Capital Management, LP, dated as of December 10, 2020. The First Lien Toggle Notes due 2026 were issued pursuant to an indenture dated as of January 15, 2021 among the Company, the guarantors named therein and the U.S. Bank National Association, as trustee and collateral agent. The First Lien Toggle Notes due 2026 bear cash interest at a rate of 15% per annum payable semi-annually in arrears on January 15 and July 15, beginning on July 15, 2021. Interest for the first three interest periods after the issue date may, at the Company’s option, be paid in PIK interest at a rate of 17% per annum, and thereafter interest shall be payable solely in cash. The First Lien Toggle Notes due 2026 will mature on April 24, 2026. The indenture provides that the First Lien Toggle Notes due 2026 are general senior secured obligations of the Company and are secured on a pari passu basis with the Senior Credit Facilities, the First Lien Notes due 2026, and the First Lien Notes due 2025. On December 14, 2020, Mudrick received a total of 21,978,022 shares of the Company’s Class A common stock; of which 8,241,758 shares (“Commitment Shares”) relates to consideration received for a commitment fee and 13,736,264 shares (“Exchange Shares”) as consideration received for the second lien exchange. Mudrick exchanged $100 million aggregate principal amount of the Second Lien Notes due 2026 that were held by Mudrick for the Exchange Shares (the “Second Lien Exchange”) and waived its claim to PIK interest of $4.5 million principal amount. The fair value of 21,978,022 shares of the Company’s Class A common stock was $70.1 million based on the market closing price of $3.19 per share on December 14, 2020. On December 14, 2020, the Class A common shares issued were recorded by the Company in stockholders’ deficit. During the three months ended March 31, 2021, the Company reclassified the prepaid commitment fee and deferred charges of $28.6 million to corporate borrowings from other long-term assets for the Commitment Shares and deferred charges. The prepaid commitment fee is recorded as a discount and together with deferred charges will be amortized to interest expense over the term of the First Lien Toggle Notes due 2026 using the effective interest method. The Company filed a shelf registration statement in December 2020, which was declared effective providing for the resale of the Exchange Shares. Convertible Notes due 2026 On January 27, 2021, affiliates of Silver Lake and certain co-investors (collectively, the “Noteholders”) elected to convert (the “Conversion”) all $600.0 million principal amount of the Company’s Convertible Notes due 2026 (“Convertible Notes due 2026”) into shares of the Company’s Class A common stock at a conversion price of $13.51 per share. The non-cash Conversion settled on January 29, 2021 and resulted in the issuance of 44,422,860 shares of the Company’s Class A common stock to the Noteholders. The Company recorded $70.0 million of non-cash interest expense in the first quarter of 2021 for unamortized discount and deferred charges at the date of conversion following the guidance in ASC 815-15-40-1. The non-cash Conversion reduced the Company’s first-lien indebtedness by $600.0 million. Pursuant to the Stock Repurchase and Cancellation Agreement with Dalian Wanda Group Co., Ltd. (“Wanda”) dated as of September 14, 2018, 5,666,000 shares of the Company’s Class B common stock held by Wanda were forfeited and cancelled in connection with the Conversion. During the three months ended March 31, 2020, the Company recorded other expense (income) of $(0.5) million related to the derivative liability fair value adjustment for the embedded conversion feature in the Convertible Notes due 2026. The derivative liability was remeasured at fair value each reporting period until the conversion price reset on September 14, 2020, with changes in fair value recorded in the condensed consolidated statements of operations as other expense or income. The Company bifurcated the conversion feature from the principal balance of the Convertible Notes due 2026 as a derivative liability because (1) a conversion feature was not clearly and closely related to the debt instrument and the reset of the conversion price caused the conversion feature to not be considered indexed to the Company’s equity, (2) the conversion feature standing alone met the definition of a derivative, and (3) the Convertible Notes due 2026 were not remeasured at fair value each reporting period with changes in fair value recorded in the condensed consolidated statement of operations. |
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY | 3 Months Ended |
Mar. 31, 2021 | |
STOCKHOLDERS' EQUITY | |
STOCKHOLDERS' EQUITY | NOTE 7—STOCKHOLDERS’ EQUITY Equity Distribution Agreement. — Class B common stock. On February 1, 2021, Wanda exercised their right to convert all outstanding Class B common stock of 46,103,784 to Class A common stock, thereby reducing the number of outstanding Class B common stock to zero, which resulted in the retirement of Class B common stock. The Third Amended and Restated Certificate of Incorporation of the Corporation provides that Class B common stock may not be reissued by the Company. Dividends. Amount per Total Amount Share of Declared Declaration Date Record Date Date Paid Common Stock (In millions) February 26, 2020 March 9, 2020 March 23, 2020 $ 0.03 $ 3.2 Related Party Transactions Stock-Based Compensation The Company recorded stock-based compensation expense of $5.4 million and $2.7 million within general and administrative: other during the three months ended March 31, 2021 and March 31, 2020, respectively. As of March 31, 2021, the remaining unrecognized compensation cost related to stock-based compensation arrangements was approximately $43.1 million. The weighted average period over which this remaining compensation expense will be recognized is approximately 1.5 years. Awards Granted in 2021 During the three months ended March 31, 2021, AMC’s Board of Directors approved awards of stock, restricted stock units (“RSUs”), and performance stock units (“PSUs”) to certain of the Company’s employees and directors under the 2013 Equity Incentive Plan. The grant date fair value of these awards during the three months ended March 31, 2021 was based on the closing price of AMC’s Class A common stock on February 23, 2021 of $7.70 per share. Each RSU and PSU held by a participant as of a dividend record date is entitled to a dividend equivalent equal to the amount paid with respect to one share of Class A common stock underlying the unit. Any such accrued dividend equivalents are paid to the holder upon vesting of the units. Each unit represents the right to receive one share of Class A common stock at a future date. The 2021 award agreements generally had the following features: ● Stock Award Agreement: The Company granted awards of 124,054 fully vested shares of Class A common stock to its independent members of AMC’s Board of Directors during the three months ended March 31, 2021 with a grant date fair value of $0.9 million. ● Restricted Stock Unit Award Agreement: The Company granted RSU awards of 2,687,813 to certain members of management during the three months ended March 31, 2021 with a grant date fair value of $20.7 million. Each RSU represents the right to receive one share of Class A common stock at a future date. The RSUs vest over three years with 1/3 vesting in each year. These RSUs will be settled within 30 days of vesting. ● Performance Stock Unit Award Agreement: During the three months ended March 31, 2021, total PSUs of 2,687,813 were awarded (“2021 PSU award”) to certain members of management and executive officers, with the total PSUs divided into three separate year tranches with each tranche allocated to a fiscal year within the performance period (“Tranche Year”). The PSUs within each Tranche Year are further divided between 2 performance targets; the Adjusted EBITDA performance target and free cash flow performance target. The 2021 PSU awards will vest based on achieving 80% to 120% of the performance targets with the corresponding vested unit amount ranging from 50% to 200%. If the performance targets are met at 100%, the 2021 PSU awards will vest at 2,687,813 units in the aggregate. No PSUs will vest for each Tranche Year if the Company does not achieve 80% of the Tranche Year’s Adjusted EBITDA and free cash flow targets. Additionally, vesting is subject to the participant’s continued employment through the end of the three-year cumulative period, ending on December 31, 2023. The vested PSUs will be settled within 30 days of vesting which will occur upon certification of performance results by the Compensation Committee of the Board of Directors. The Compensation Committee establishes the annual performance targets at the beginning of each year, therefore, the grant date (and fair value measurement date) for each Tranche Year is the date at the beginning of each year when a mutual understanding of the key terms and conditions are reached per ASC 718-10-55-95. The 2021 PSU award grant date fair value on February 23, 2021 for the 2021 Tranche Year award of 895,951 units was approximately $6.9 million. In addition, the February 23, 2021 grant date fair value for the 2021 Tranche Year under the 2020 PSU award agreement of 438,244 units and the 2019 PSU award agreement of 181,916 units was approximately $3.4 million and $1.4 million, respectively. ● Special Performance Stock Unit (“SPSU”) Executive Award Agreement: In January 2021, the market condition requirement for SPSUs awarded in calendar year 2020 was met as a result of exceeding the 20-day trailing volume weighted average stock price threshold target for tranche 5 and tranche 6 of $4 and $8 , respectively. The stock-based compensation costs for SPSUs are recorded on a straight-line basis through October 30, 2021, which is the end of the service requirement period. The following table represents the nonvested RSU, PSU and SPSU activity for the three months ended March 31, 2021: Weighted Average Shares of RSU Grant Date PSU and SPSU Fair Value Beginning balance at January 1, 2021 (1) 4,159,261 $ 6.27 Granted (2) 3,583,764 7.70 Forfeited (17,167) 5.22 Nonvested at March 31, 2021 7,725,858 $ 6.94 (1) Includes awards modified during 2020 where grant date fair value was not determined until 2021. (2) Excludes Tranche Years 2022 and 2023 awarded under the 2021 PSU award. Condensed Consolidated Statements of Stockholders’ Deficit For the Three Months Ended March 31, 2021 Accumulated Class A Voting Class B Voting Additional Other Accumulated Total AMC Common Stock Common Stock Paid-in Treasury Stock Comprehensive Earnings Stockholders’ Noncontrolling Total (In millions, except share and per share data) Shares Amount Shares Amount Capital Shares Amount Income (Loss) (Deficit) Equity (Deficit) Interests Deficit Balances December 31, 2020 172,563,249 $ 1.8 51,769,784 $ 0.5 $ 2,465.6 3,732,625 $ (56.4) $ 38.7 $ (5,335.3) $ (2,885.1) $ 26.9 $ (2,858.2) Net loss — — — — — — — — (566.9) (566.9) (0.3) (567.2) Other comprehensive loss — — — — — — — (51.0) — (51.0) (0.2) (51.2) Baltics noncontrolling capital contribution — — — — 0.2 — — — — 0.2 (4.0) (3.8) Class A common stock, accrued dividend equivalent adjustment — — — — — — — — (0.1) (0.1) — (0.1) Class A common stock issuance 187,066,293 1.8 — — 579.8 — — — — 581.6 — 581.6 Wanda conversion of Class B shares to Class A shares 46,103,784 0.5 (46,103,784) (0.5) — — — — — — — — Convertible Notes due 2026 stock conversion 44,422,860 0.4 — — 606.1 — — — — 606.5 — 606.5 Wanda forfeit and cancellation of Class B shares — — (5,666,000) — — — — — — — — — Taxes paid for restricted unit withholdings — — — — — — — — — — — — Stock-based compensation 124,054 — — — 5.4 — — — — 5.4 — 5.4 Balances March 31, 2021 450,280,240 $ 4.5 — $ — $ 3,657.1 3,732,625 $ (56.4) $ (12.3) $ (5,902.3) $ (2,309.4) $ 22.4 $ (2,287.0) Condensed Consolidated Statements of Stockholders’ Deficit For the Three Months Ended March 31, 2020 Accumulated Class A Voting Class B Voting Additional Other Total Common Stock Common Stock Paid-in Treasury Stock Comprehensive Accumulated Stockholders’ (In millions, except share and per share data) Shares Amount Shares Amount Capital Shares Amount Loss Deficit Equity (Deficit) Balances December 31, 2019 52,080,077 $ 0.5 51,769,784 $ 0.5 $ 2,001.9 3,732,625 $ (56.4) $ (26.1) $ (706.2) $ 1,214.2 Cumulative effect adjustment for the adoption of new accounting principle (ASU 2016-13) — — — — — — — — (16.9) (16.9) Net loss — — — — — — — — (2,176.3) (2,176.3) Other comprehensive loss — — — — — — — (93.5) — (93.5) Dividends declared: Class A common stock, $0.03/share, net of forfeitures — — — — — — — — (1.6) (1.6) Class B common stock, $0.03/share — — — — — — — — (1.6) (1.6) Taxes paid for restricted unit withholdings — — — — (1.0) — — — — (1.0) Stock-based compensation 469,516 — — — 2.7 — — — — 2.7 Balances March 31, 2020 52,549,593 $ 0.5 51,769,784 $ 0.5 $ 2,003.6 3,732,625 $ (56.4) $ (119.6) $ (2,902.6) $ (1,074.0) |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Mar. 31, 2021 | |
INCOME TAXES | |
INCOME TAXES | NOTE 8—INCOME TAXES The Company’s worldwide effective income tax rate is based on actual income (loss), statutory rates, valuation allowances against deferred tax assets and tax planning opportunities available in the various jurisdictions in which it operates. The Company is using a discrete income tax calculation for the three months ended March 31, 2021 due to the inability to determine reliable annual estimates of taxable income (loss) due to COVID-19. Historically, for interim financial reporting, the Company estimated the worldwide annual income tax rate based on projected taxable income (loss) for the full year and recorded a quarterly income tax provision or benefit in accordance with the anticipated annual rate, adjusted for discrete items, if any. The Company will return to the historic approach of computing quarterly tax expense based on an annual effective rate in the future interim period when more reliable estimates of annual income become available. The Company recognizes income tax-related interest expense and penalties as income tax expense and general and administrative expense, respectively. The Company evaluates its deferred tax assets each period to determine if a valuation allowance is required based on whether it is “more likely than not” that some portion of the deferred tax assets would not be realized. The ultimate realization of these deferred tax assets is dependent upon the generation of sufficient taxable income during future periods on a federal, state, and foreign jurisdiction basis. The Company conducts its evaluation by considering all available positive and negative evidence, including historical operating results, forecasts of future profitability, the duration of statutory carryforward periods, and the outlooks for the U.S. motion picture and broader economy, among others. A valuation allowance is recorded against the Company’s U.S. deferred tax assets and most of the Company’s International deferred tax assets as we have determined the realization of these assets does not meet the more likely than not criteria. For purposes of determining the current and deferred tax provision, and uncertain tax positions for the three months ended March 31, 2021, the Company estimated a significant portion of its net operating losses and tax credits have been eliminated as a result of tax attribute reduction related to the debt exchange transaction that occurred in July 2020. The process of determining the attribute reduction is complex, subject to the taxpayer making certain elections regarding which attributes are to be reduced and cannot be calculated until the completion of taxable income for the year in which the CODI was incurred. Therefore, the estimated impact of the tax attribute reduction is subject to change until the finalization of its 2020 tax returns that will contain the tax consequences of the debt exchange. The effective tax rate for the three months ended March 31, 2021 reflects the impact of these valuation allowances against U.S. and international deferred tax assets generated during the three-month period. The actual effective rate for the three months ended March 31, 2021 was 1.2%. The Company’s consolidated tax rate for the three months ended March 31, 2021 differs from the U.S. statutory tax rate primarily due to the valuation allowances in U.S. and foreign jurisdictions, foreign tax rate differences, federal and state tax credits, permanent differences and other discrete items. At March 31, 2021 and December 31, 2020, the Company has recorded net deferred tax liabilities of $32.7 million and net deferred tax assets of $40.2 million, respectively. Utilization of the Company’s net operating loss carryforwards, disallowed business interest carryforwards and other tax attributes became subject to the Section 382 ownership change limitation due to changes in the Company’s stock ownership on January 27, 2021. Accordingly, the Company’s ability to utilize any net operating loss carryforwards and other tax attributes may be significantly limited. Accordingly, although they are fully valued and there would be no financial statement impact, the Company’s ability to utilize any net operating loss carryforwards and other tax attributes in future periods may be significantly limited. |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2021 | |
FAIR VALUE MEASUREMENTS | |
FAIR VALUE MEASUREMENTS | NOTE 9—FAIR VALUE MEASUREMENTS Fair value refers to the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants in the market in which the entity transacts business. The inputs used to develop these fair value measurements are established in a hierarchy, which ranks the quality and reliability of the information used to determine the fair values. The fair value classification is based on levels of inputs. Assets and liabilities that are carried at fair value are classified and disclosed in one of the following categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. Recurring Fair Value Measurements. The following table summarizes the fair value hierarchy of the Company’s financial assets and liabilities carried at fair value on a recurring basis as of March 31, 2021: Fair Value Measurements at March 31, 2021 Using Significant Total Carrying Quoted prices in Significant other unobservable Value at active market observable inputs inputs (In millions) March 31, 2021 (Level 1) (Level 2) (Level 3) Other long-term assets: Money market mutual funds $ 1.1 $ 1.1 $ — $ — Investments measured at net asset value 10.7 — — — Marketable equity securities: Investment in NCM 5.8 5.8 — — Total assets at fair value $ 17.6 $ 6.9 $ — $ — (1) The investments relate to non-qualified deferred compensation arrangements on behalf of certain members of management. The Company has an equivalent liability for this related-party transaction recorded in other long-term liabilities for the deferred compensation obligation. Valuation Techniques. The Company’s money market mutual funds are invested in funds that seek to preserve principal, are highly liquid, and therefore are recorded on the balance sheet at the principal amounts deposited, which equals fair value. The investment in NCM was measured at fair value using National CineMedia, Inc.’s underlying stock price at the date of measurement. Other Fair Value Measurement Disclosures. The Company is required to disclose the fair value of financial instruments that are not recognized at fair value in the statement of financial position for which it is practicable to estimate that value: Fair Value Measurements at March 31, 2021 Using Significant other Significant Total Carrying Quoted prices in observable unobservable Value at active market inputs inputs (In millions) March 31, 2021 (Level 1) (Level 2) (Level 3) Current maturities of corporate borrowings $ 20.0 $ — $ 17.4 $ — Corporate borrowings 5,439.4 — 3,838.9 719.5 Valuation Technique. Quoted market prices and observable market based inputs were used to estimate fair value for Level 2 inputs. The Level 3 fair value measurement represents the transaction price of the corporate borrowings under estimated market conditions. The Company valued these notes at principal value less an estimated discount reflecting a market yield to maturity. See Note 6 — The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable, and accrued liabilities approximate fair value because of the short maturity of these instruments. |
OPERATING SEGMENTS
OPERATING SEGMENTS | 3 Months Ended |
Mar. 31, 2021 | |
OPERATING SEGMENTS | |
OPERATING SEGMENTS | NOTE 10—OPERATING SEGMENTS — Three Months Ended Revenues (In millions) March 31, 2021 March 31, 2020 U.S. markets $ 137.2 $ 661.3 International markets 11.1 280.2 Total revenues $ 148.3 $ 941.5 Three Months Ended Adjusted EBITDA (In millions) March 31, 2021 March 31, 2020 U.S. markets $ (200.4) $ (3.8) International markets (94.3) 6.9 Total Adjusted EBITDA $ (294.7) $ 3.1 (1) The Company presents Adjusted EBITDA as a supplemental measure of its performance. The Company defines Adjusted EBITDA as net earnings (loss) plus (i) income tax provision (benefit), (ii) interest expense and (iii) depreciation and amortization, as further adjusted to eliminate the impact of certain items that the Company does not consider indicative of the Company’s ongoing operating performance and to include attributable EBITDA from equity investments in theatre operations in International markets and any cash distributions of earnings from its other equity method investees. The measure of segment profit and loss the Company uses to evaluate performance and allocate its resources is Adjusted EBITDA, which is consistent with how Adjusted EBITDA is defined in the Company’s debt indentures. Three Months Ended Capital Expenditures (In millions) March 31, 2021 March 31, 2020 U.S. markets $ 6.6 $ 56.9 International markets 5.3 34.8 Total capital expenditures $ 11.9 $ 91.7 As of As of Long-term assets, net (In millions) March 31, 2021 December 31, 2020 U.S. markets $ 6,727.9 $ 6,895.3 International markets 2,744.8 2,894.1 Total long-term assets $ 9,472.7 $ 9,789.4 (1) Long-term assets are comprised of property, operating lease right-of-use assets, intangible assets, goodwill, deferred tax assets, and other long-term assets. Three Months Ended (In millions) March 31, 2021 March 31, 2020 Net loss $ (567.2) $ (2,176.3) Plus: Income tax provision (benefit) (6.8) 68.2 Interest expense 162.8 82.8 Depreciation and amortization 114.1 122.5 Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill — 1,851.9 Certain operating expense 2.3 2.1 Equity in loss of non-consolidated entities 2.8 2.9 Cash distributions from non-consolidated entities 0.3 7.6 Attributable EBITDA (0.8) (0.1) Investment expense (income) (2.0) 9.4 Other expense (income) (4.8) 26.9 Other non-cash rent expense (benefit) (7.5) 2.3 General and administrative — unallocated: Merger, acquisition and other costs 6.7 0.2 Stock-based compensation expense 5.4 2.7 Adjusted EBITDA $ (294.7) $ 3.1 (1) During the three months ended March 31, 2020, the Company recorded non-cash impairment charges of $1,124.9 million and $619.4 million related to the enterprise fair values of its Domestic Theatres and International Theatres reporting units, respectively. The Company recorded non-cash impairment charges related to its long-lived assets of $81.4 million on 57 theatres in the U.S. markets with 658 screens which were related to property, net, operating lease right-of-use assets, net and other long-term assets and $9.9 million on 23 theatres in the International markets with 213 screens which were related to property, net and operating lease right-of-use assets, net, during the three months ended March 31, 2020. The Company recorded non-cash impairment charges related to its indefinite-lived intangible assets of $5.9 million and $2.4 million related to the Odeon and Nordic trade names, respectively, during the three months ended March 31, 2020. The Company also recorded non-cash impairment charges of $8.0 million related to its definite-lived intangible assets. (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. The Company has excluded these items as they are non-cash in nature or are non-operating in nature. (3) Includes U.S. non-theatre distributions from equity method investments and International non- theatre distributions from equity method investments to the extent received. The Company believes including cash distributions is an appropriate reflection of the contribution of these investments to the Company’s operations. (4) Attributable EBITDA includes the EBITDA from equity investments in theatre operators in certain International markets. See below for a reconciliation of the Company’s equity in (earnings) loss of non-consolidated entities to attributable EBITDA. Because these equity investments are in theatre operators in regions where the Company holds a significant market share, the Company believes attributable EBITDA is more indicative of the performance of these equity investments and management uses this measure to monitor and evaluate these equity investments. The Company also provides services to these theatre operators including information technology systems, certain on-screen advertising services and the Company’s gift card and package ticket program. Three Months Ended (In millions) March 31, 2021 March 31, 2020 Equity in loss of non-consolidated entities $ 2.8 $ 2.9 Less: Equity in loss of non-consolidated entities excluding International theatre joint ventures 1.2 2.1 Equity in loss of International theatre joint ventures (1.6) (0.8) Income tax benefit (0.2) (0.1) Investment income — (0.2) Depreciation and amortization 0.9 0.8 Other expense 0.1 0.2 Attributable EBITDA $ (0.8) $ (0.1) (5) Other expense (income) for the three months ended March 31, 2021 included foreign currency transaction gains of $3.8 million and income related to contingent lease guarantees of $2.0 million, partially offset by financing fees of $1.0 million primarily related to deferred financing cost write-off for the Odeon revolving credit facility. During the three months ended March 31, 2020, the Company recorded a loss of $20.1 million for the fair value adjustment of the derivative asset related to the Convertible Notes due 2026, credit losses related to contingent lease guarantees of $5.3 million, and foreign currency transaction losses of $2.0 million, partially offset by a gain of $0.5 million for the fair value adjustment of the derivative liability related to the Convertible Notes due 2026. (6) Reflects amortization expense for certain intangible assets reclassified from depreciation and amortization to rent expense due to the adoption of ASC 842, Leases and deferred rent benefit related to the impairment of right-of-use operating lease assets. (7) Merger, acquisition and other costs are excluded as they are non-operating in nature. (8) Non-cash expense included in general and administrative: other. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2021 | |
COMMITMENTS AND CONTINGENCIES | |
COMMITMENTS AND CONTINGENCIES | NOTE 11—COMMITMENTS AND CONTINGENCIES The Company, in the normal course of business, is a party to various ordinary course claims from vendors (including food and beverage suppliers and film distributors), landlords, competitors, and other legal proceedings. If management believes that a loss arising from these actions is probable and can reasonably be estimated, the Company records the amount of the loss, or the minimum estimated liability when the loss is estimated using a range and no point is more probable than another. As additional information becomes available, any potential liability related to these actions is assessed and the estimates are revised, if necessary. Management believes that the ultimate outcome of such matters discussed below, individually and in the aggregate, will not have a material adverse effect on the Company’s financial position or overall trends in results of operations. However, litigation and claims are subject to inherent uncertainties and unfavorable outcomes can occur. An unfavorable outcome might include monetary damages. If an unfavorable outcome were to occur, there exists the possibility of a material adverse impact on the results of operations in the period in which the outcome occurs or in future periods. On January 12, 2018 and January 19, 2018, two putative federal securities class actions, captioned Hawaii Structural Ironworkers Pension Trust Fund v. AMC Entertainment Holdings, Inc., et al. Nichols v. AMC Entertainment Holdings, Inc., et al. On May 21, 2018, a stockholder derivative complaint, captioned Gantulga v. Aron, et al. Gantulga v. Aron, et al. On October 2, 2019, a stockholder derivative complaint, captioned Kenna v. Aron On March 20, 2020, a stockholder derivative complaint, captioned Manuel v. Aron, et al On April 7, 2020, a stockholder derivative complaint, captioned Dinkevich v. Aron, et al On December 31, 2019, the Company received a stockholder litigation demand, requesting that the Board investigate the allegations in the Actions and pursue claims on the Company’s behalf based on those allegations. On May 5, 2020, the Board determined not to pursue the claims sought in the demand at this time. On July 15, 2020, the Company received a second stockholder litigation demand requesting substantially the same action as the stockholder demand it received on December 31, 2019. On September 23, 2020, the Board determined not to pursue the claims sought in the demand at this time. On April 22, 2019, a putative stockholder class and derivative complaint, captioned Lao v. Dalian Wanda Group Co., Ltd. 18, 2019, the Company’s Board of Directors formed a Special Litigation Committee to investigate and evaluate the claims and allegations asserted in the Lao Action and make a determination as to how the Company should proceed with respect to the Lao Action. On January 8, 2021, the Special Litigation Committee filed a report with the court recommending that the court dismiss all of the claims asserted in the Lao Action, and moved to dismiss all of the claims in the Lao Action. The court has not yet ruled on the Special Litigation Committee’s motion to dismiss. The Company remains contingently liable for lease payments under certain leases of theatres that it previously divested, in the event that such assignees are unable to fulfill their future lease payment obligations. During the three months ended March 31, 2021 and March 31, 2020, the Company recorded estimated credit losses (income) related to the contingent lease guarantees of $(2.0) million and $5.3 million, respectively, in other expense (income). The Company applied a probability weighted approach for the estimation of credit loss reserve for contingent lease guarantees expected to be funded over the lease term using the discounted cash flow method. At March 31, 2021 and December 31, 2020, the contingent lease liabilities recorded in other long-term liabilities was $11.2 million and $30.2 million, respectively. |
LOSS PER SHARE
LOSS PER SHARE | 3 Months Ended |
Mar. 31, 2021 | |
LOSS PER SHARE | |
LOSS PER SHARE | NOTE 12—LOSS PER SHARE Basic loss per share is computed by dividing net loss by the weighted-average number of common shares outstanding. Diluted loss per share includes the effects of potential dilutive shares from the conversion feature of the Convertible Notes, if dilutive. The following table sets forth the computation of basic and diluted loss per common share: Three Months Ended March 31, March 31, (In millions) 2021 2020 Numerator: Net loss for basic loss per share attributable to AMC Entertainment Holdings, Inc. $ (566.9) $ (2,176.3) Net loss for diluted loss per share attributable to AMC Entertainment Holdings, Inc. $ (566.9) $ (2,176.3) Denominator Weighted average shares for basic loss per common share 400,111 104,245 Weighted average shares for diluted loss per common share 400,111 104,245 Basic loss per common share $ (1.42) $ (20.88) Diluted loss per common share $ (1.42) $ (20.88) Vested RSUs, PSUs, and SPSUs have dividend rights identical to the Company’s Class A common stock and are treated as outstanding shares for purposes of computing basic and diluted earnings per share. For the three months ended March 31, 2021 and March 31, 2020, unvested RSUs of 3,812,964 and 2,210,736 , respectively, were not included in the computation of diluted loss per share because they would be anti-dilutive. Unvested PSUs and SPSUs are subject to performance and market conditions, respectively, and are included in diluted earnings per share, if dilutive, based on the number of shares, if any, that would be issuable under the terms of the Company’s 2013 Equity Incentive Plan if the end of the reporting period were the end of the contingency period. Unvested PSUs of 2,161,337 and 793,932 at 100% performance targets for the three months ended March 31, 2021 and March 31, 2020, respectively, and unvested SPSUs of 1,156,656 and 595,003 at the minimum market condition for three months ended March 31, 2021 and March 31, 2020, respectively, were not included in the computation of diluted loss per share because they would not be issuable if the end of the reporting period were the end of the contingency period or they would be anti-dilutive. On January 29, 2021, the $600.0 million principal amount of the Company’s Convertible Notes due 2026 were converted into the Company’s Class A common stock at a conversion price of $13.51 per share and resulted in the issuance of 44,422,860 shares. For the three months ended March 31, 2020, the Company used the if-converted method for calculating any potential dilutive effect of the Convertible Notes due 2026. For the three months ended March 31, 2020, the Company has not adjusted net loss to eliminate the interest expense of $8.3 million and the other expense for the derivative liability related to the Convertible Notes due 2026 of $(0.5) million in the computation of diluted loss per share because the effects would be anti-dilutive. For the three months ended March 31, 2020, the Company has not included in diluted weighted average shares approximately 31.7 million shares issuable upon conversion as the effects would be anti-dilutive. |
SUBSEQUENT EVENT
SUBSEQUENT EVENT | 3 Months Ended |
Mar. 31, 2021 | |
SUBSEQUENT EVENT | |
SUBSEQUENT EVENTS | NOTE 13—SUBSEQUENT EVENT Additional equity financing. On April 27, 2021, the Company entered into an equity distribution agreement with Goldman Sachs & Co. LLC, B. Riley Securities, Inc. and Citigroup Global Markets Inc. as sales agents, to sell up to 43 million shares of Class A common stock, par value $0.01 per share, through an “at-the-market” offering program for its remaining authorized shares. The Company intends to use the net proceeds from the sale of the Class A common stock for general corporate purposes, which may include working capital, the repayment, refinancing, redemption or repurchase of existing indebtedness, capital expenditures and other investments. The Class A common stock is offered and sold pursuant to the Company’s shelf registration statement on Form S-3 filed on April 27, 2021 with the Securities and Exchange Commission (the “SEC”). The Company filed a prospectus supplement, dated April 27, 2021, to the prospectus, dated April 27, 2021, with the SEC in connection with the offer and sale of the Class A common stock. As of the trade date of May 5, 2021, the Company raised gross proceeds related to this equity distribution agreement of approximately $153 million through its at-the-market offering of approximately 15.5 million shares of its Class A common stock and paid fees to the sales agents and other fees of approximately $3.8 million. |
BASIS OF PRESENTATION (Policies
BASIS OF PRESENTATION (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
BASIS OF PRESENTATION | |
Temporarily Suspended Operations | Temporarily suspended or limited operations. As of or before March 17, 2020, the Company temporarily suspended all theatre operations in its U.S. markets and International markets in compliance with local, state, and federal governmental restrictions and recommendations on social gatherings to prevent the spread of COVID-19 and as a precaution to help ensure the health and safety of the Company’s guests and theatre staff. The Company As a result of these temporarily suspended or limited operations, the Company’s revenues and expenses for the three months ended March 31, 2021 are significantly lower than the revenues and expenses for the three months ended March 31, 2020. |
Liquidity | Liquidity. In response to the COVID-19 pandemic, the Company adjusted certain elements of its business strategy and took and continues to take significant steps to preserve cash by eliminating non-essential costs, including reductions to its variable costs and elements of its fixed cost structure, including, but not limited to: ● Suspended non-essential operating expenditures, including some marketing and promotional and travel and entertainment expenses, and where possible, utilities and reduced essential operating expenditures to minimum levels necessary while theatres are closed. ● Terminated or deferred all non-essential capital expenditures to minimum levels necessary while theatres are operating for limited hours or closed. ● Implemented measures to reduce corporate-level employment costs while closed, including full or partial furloughs of all corporate-level Company employees for a period of time, including senior executives, with individual work load and salary reductions ranging from 20% to 100% ; cancellation of pending annual merit pay increases; and elimination or reduction of non-healthcare benefits. With the resumption of operations, the Company eliminated the full and partial furloughs and employment costs increased. The increase in employment costs during the three months ended March 31, 2021 was primarily due to increases in bonus expense, stock-based compensation expense as a result of the modification and acceleration of vesting of awards during the current and prior year and increases in non-qualified deferred compensation expense due to increases in the fair values of related investments. ● All domestic theatre-level crew members were fully furloughed and theatre-level managements’ hours were reduced to the minimum levels necessary to begin resumption of operations when permitted. Similar efforts to reduce theatre-level and corporate employment costs were undertaken internationally consistent with applicable laws across the jurisdictions in which the Company operates. As the Company resumed limited operations, employment costs increased. ● Working with the Company’s landlords, vendors, and other business partners to manage, defer, and/or abate the related rent expenses and operating expenses. ● Introduced an active cash management process, which, among other things, requires senior management approval of all outgoing payments. ● Since April 24, 2020, the Company has been prohibited from making dividend payments in accordance with the covenant suspension conditions in its Credit Agreement (as defined below). The Company had also previously elected to decrease the dividend paid in the first quarter of 2020 by $0.17 per share. The cash savings as a result of the prior decrease and current prohibition on making dividend payments was $4.3 million during the three months ended March 31, 2021 in comparison to the three months ended March 31, 2020. ● The Company is prohibited from making purchases under its authorized stock repurchase program in accordance with the covenant suspension conditions in its Senior Secured Credit Facility Agreement. The Company intends to seek any available potential benefits, including loans, investments or guarantees, under future government programs for which the Company qualifies domestically and internationally. The Company has taken advantage of many forms of governmental assistance in the U.S. and internationally including but not limited to revenue and fixed cost reimbursements, payroll subsidies, rent support programs, direct grants, and property tax holidays. The Company cannot predict the manner in which such benefits will be allocated or administered, and the Company cannot assure it will be able to access such benefits in a timely manner or at all. In addition to preserving cash, the Company enhanced liquidity through debt issuances, debt exchanges and equity sales as follows. See Note 6 — — ● The April 2020 issuance of $500 million of 10.5% first lien notes due 2025 (the “First Lien Notes due 2025”). ● The July 2020 completion of a debt exchange offer in which the Company issued approximately $1.46 billion aggregate principal amount of 10% / 12% Cash/PIK toggle second lien subordinated notes due 2026 (the “Second Lien Notes due 2026”) in exchange for approximately $2.02 billion principal amount of the Company’s senior subordinated notes, reducing the principal amounts of the Company’s debt by approximately $555 million and extending maturities on approximately $1.7 billion of debt to 2026, most of which was maturing in 2024 and 2025 previously. Interest on the Second Lien Notes due 2026 for the first three six-month interest periods after the issue date is expected to be paid all or in part on an in-kind basis pursuant to the terms of the Second Lien Notes due 2026. ● The July 2020 issuance of the 10.5% first lien secured notes due 2026 (the “First Lien Notes due 2026”) in which the Company received proceeds of $270.0 million, net of discounts and deferred charges. ● The launch of several “at-the-market” equity offerings to raise capital through the sale of the Company’s Class A common stock. During the year ended December 31, 2020, the Company sold 91.0 million shares, generating $272.8 million in gross proceeds and paid fees to sales agents of $6.8 million. In January 2021, the Company sold 187.1 million shares, generating $596.9 million in gross proceeds and paid fees to sales agents of $14.9 million and other fees of $0.4 million. See Note 13 — Subsequent Event for information regarding the additional at-the-market offerings of 43 million shares related to the Company’s remaining authorized shares of Class A common stock. ● The December 2020 issuance of 21,978,022 shares of Class A common stock to Mudrick Capital Management, LP (“Mudrick”) in exchange for $104.5 million aggregate principal amount of the Second Lien Notes due 2026 and a commitment from Mudrick to purchase $100 million aggregate principal amount of 15% / 17% Cash/PIK toggle first lien secured notes due 2026 (“First Lien Toggle Notes due 2026”) which the Company issued to Mudrick in January 2021 for cash. ● The January 2021 conversion by holders of all $600 million of the Company’s 2.95% Convertible Senior Secured Notes due 2026 into shares of the Company’s Class A common stock at a conversion price of $13.51 which resulted in the issuance of 44,422,860 shares of its Class A Common Stock and reduced annual cash interest expense by $17.7 million. ● The February 2021 entry into a new £140.0 million and €296.0 million term loan facility agreement (the “Odeon Term Loan Facility”) by Odeon Cinemas Group Limited (“Odeon”). Approximately £89.7 million and €12.8 million of the net proceeds from the Odeon Term Loan Facility were used to repay in full Odeon’s obligations (including principal, interest, fees and cash collateralized letters of credit) under its existing revolving credit facility and the remaining net proceeds will be used for general corporate purposes . If attendance levels increase consistent with the Company’s assumptions described below, it currently estimates that its existing cash and cash equivalents will be sufficient to comply with minimum liquidity requirements under its debt covenants, fund operations, and satisfy obligations including cash outflows for increased rent and planned capital expenditures currently and through early May of 2022. This requires that the Company achieve significant increases in attendance levels beginning in the third quarter of 2021 and ultimately reaching 85% of pre COVID-19 attendance levels by the fourth quarter of 2021 and through the first and second quarters of 2022, as the vaccine rollout continues and more Hollywood product is released in its theatres. The Company entered into the Ninth Amendment (as defined below) to the Credit Agreement (as defined below) pursuant to which the requisite revolving lenders party thereto agreed to extend the suspension period for the financial covenant applicable to the Senior Secured Revolving Credit Facility (as defined below) from March 31, 2021 to March 31, 2022, as described, and on the terms and conditions specified, therein. As a result, the Company will be subject to the financial covenant beginning with the quarter ending June 30, 2022. The Company is subject to minimum liquidity requirements of approximately $145 million of which $100 million is required under the conditions for the Extended Covenant Suspension Period under the Senior Secured Revolving Credit Facility during the Extended Covenant Suspension Period, as amended, and £32.5 million (approximately $45 million) required under the Odeon Term Loan Facility. The Company’s liquidity needs thereafter will depend, among other things, on the timing of a full resumption of operations, the timing of movie releases and its ability to generate cash from operations. The Company continues to explore potential sources of additional liquidity, including: ● Additional equity financing. On April 27, 2021, the Company’s Board of Directors (the “Board”) determined not to seek stockholder approval of the proposal to approve an amendment to the Company’s Third Amended and Restated Certificate of Incorporation to increase the total number of shares of Class A common stock (par value $0.01 per share) the Company shall have the authority to issue by 500,000,000 shares to a total of 1,024,173,073 shares of Class A common stock (“Proposal 1”), and has withdrawn Proposal 1 from the agenda for the 2021 annual meeting of stockholders (the “Annual Meeting”). The Board reserves the right to propose an amendment of the Certificate of Incorporation to increase the authorized shares or for other items at any point in the future. The Company plans to pursue equity issuances for its remaining authorized shares. See Note 13 — ● Landlord negotiations . Commencing in 2021, the Company’s cash expenditures for rent are scheduled to increase significantly as a result of rent obligations that had been deferred to 2021 and future years that were approximately $473.0 million as of March 31, 2021. In light of the Company’s liquidity challenges, and in order to establish its long-term viability, the Company believes it must continue to reach accommodations with its landlords to abate or defer a substantial portion of the Company’s rent obligations, in addition to generating sufficient amounts of liquidity through equity issuances and the other potential financing arrangements discussed below. Accordingly, the Company entered into additional landlord negotiations to seek material reductions, abatements and deferrals in its rent obligations. In connection with these negotiations, the Company has finalized agreements or agreements in principle with the landlords for a majority of leases where the Company has entered into negotiations. To the extent the Company achieves substantial deferrals but not abatements, its cash requirements will increase substantially in the future. ● Other creditor discussions . While the liquidity the Company has raised has substantially extended its liquidity runway, the new debt the Company has issued or that has been committed, together with the higher interest rate payments that will be required in the future but have largely been deferred, will substantially increase its leverage and future cash requirements. These future cash requirements, like the Company’s deferred rent obligations, will present a challenge to its long-term viability if its operating income does not return to pre-COVID levels. Even then, the Company believes it will need to engage in discussions with its creditors to substantially reduce its leverage. The Company expects to continue to explore alternatives that include new- money financing and may involve converting debt to equity, which would help manage its leverage but could be dilutive to holders of its common stock. These discussions may not result in any agreement on commercially acceptable terms. ● Covenant suspension. The Company entered into the Ninth Amendment, pursuant to which the requisite revolving lenders party thereto agreed to extend the suspension period for the financial covenant applicable to the Senior Secured Revolving Credit Facility from March 31, 2021 to March 31, 2022, as described, and on the terms and conditions specified, therein. See Note 6 — Corporate Borrowings and Finance Lease Obligations for further information. ● Joint-venture or other arrangements with existing business partners and minority investments in capital stock. The Company continues to explore other potential arrangements, including equity investments, to generate additional liquidity. It is very difficult to estimate the Company’s liquidity requirements, future cash burn rates and future attendance levels. Depending on the Company’s assumptions regarding the timing and ability to achieve more normalized levels of operating revenue, the estimates of amounts of required liquidity vary significantly. Similarly, it is very difficult to predict when theatre attendance levels will normalize, which the Company expects will depend on the widespread availability and use of effective vaccines for the coronavirus. However, the Company’s current cash burn rates are not sustainable. Further, the Company cannot accurately predict what future changes may occur to the supply or release date of movie titles available for theatrical exhibition once moviegoers are prepared to return in large numbers. Nor can the Company know with certainty the impact on consumer movie-going behavior of Warner Bros.’s decision to release its entire 2021 slate of movies on HBO Max at the same time as the movies debut in theatres, or the potential attendance impact of other studio decisions to accelerate in home availability of their theatrical movies. Studio negotiations regarding evolving theatrical release models and film licensing terms are ongoing. There can be no assurance that the attendance levels and other assumptions used to estimate the Company’s liquidity requirements and future cash burn rates will be correct, and its ability to be predictive is uncertain due to the unknown magnitude and duration of the COVID-19 pandemic. Further, there can be no assurances that the Company will be successful in generating the additional liquidity necessary to meet its obligations beyond twelve months from the issuance of these financial statements on terms acceptable to the Company or at all. If the Company is unable to maintain or renegotiate its minimum liquidity covenant requirements, it could have a significant adverse effect on the Company’s business, financial condition and operating results. The Company also realized significant cancellation of debt income (“CODI”) in connection with its debt restructuring. As a result of such CODI, the Company estimates a significant portion of its net operating losses will be eliminated as a result of tax attribute reductions. Any loss of tax attributes as a result of such CODI may adversely affect the Company’s cash flows and therefore its ability to service its indebtedness. |
Use of Estimates | Use of Estimates. |
Principles of Consolidation | Principles of Consolidation. for the year ending December 31, 2021. The Company manages its business under two reportable segments for its theatrical exhibition operations, U.S. markets and International markets. |
Baltics' theatre sale agreement | Baltics’ theatre sale agreement. |
Accumulated other comprehensive income (loss) | Accumulated other comprehensive income (loss). Foreign (In millions) Currency Pension Benefits Total Balance December 31, 2020 $ 60.1 $ (21.4) $ 38.7 Other comprehensive (income) loss (54.5) 3.5 (51.0) Balance March 31, 2021 $ 5.6 $ (17.9) $ (12.3) |
Accumulated depreciation and amortization | Accumulated depreciation and amortization. |
Other expense (income) | Other expense (income). Three Months Ended (In millions) March 31, 2021 March 31, 2020 Derivative liability fair value adjustment for embedded conversion feature in the Convertible Notes $ — $ (0.5) Derivative asset fair value adjustment for contingent call option related to the Class B common stock purchase and cancellation agreement — 20.1 Credit losses (income) related to contingent lease guarantees (2.0) 5.3 Governmental assistance due to COVID-19 (12.4) — Foreign currency transaction (gains) losses (3.8) 2.0 Non-operating components of net periodic benefit cost (0.2) — Financing fees related to modification of debt agreements 1.0 — Total other expense (income) $ (17.4) $ 26.9 |
Impairments | Impairments. Three Months Ended (In millions) March 31, 2021 March 31, 2020 Impairment of long-lived assets $ — $ 91.3 Impairment of definite-lived intangible assets — 8.0 Impairment of indefinite-lived intangible assets — 8.3 Impairment of goodwill — 1,744.3 Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill — 1,851.9 Impairment of other assets recorded in investment expense (income) — 7.2 Total impairment loss $ — $ 1,859.1 During the three months ended March 31, 2020, the enterprise fair values of the Domestic Theatres and International Theatres reporting units were less than their carrying values and goodwill impairment charges of $1,124.9 million and $619.4 million were recorded for the Company’s Domestic Theatres and International Theatres reporting units, respectively. The Step 1 quantitative goodwill impairment test was performed due to a decline in the common stock price and prices of the Company’s corporate borrowings and the resulting impact on market capitalization were two of several factors considered when making this evaluation, including the sustained declines during 2020 in the Company’s enterprise market capitalization and the temporary suspension of operations at all of the Company’s theatres on or before March 17, 2020 due to the COVID-19 pandemic. See Note 4—Goodwill for further information. The Company evaluates definite-lived and indefinite-lived intangible assets for impairment annually or more frequently as specific events or circumstances dictate or changes in circumstances indicate that the carrying amount of the asset group may not be fully recoverable. During the three months ended March 31, 2020, the Company recorded non-cash impairment of long-lived assets of $81.4 million on 57 theatres in the U.S. markets with 658 screens (in Alabama, Arkansas, California, District of Columbia, Florida, Georgia, Illinois, Indiana, Iowa, Kentucky, Michigan, Minnesota, Missouri, Montana, New Hampshire, New Jersey, New York, North Carolina, North Dakota, Ohio, Pennsylvania, South Dakota, Tennessee, Texas, Washington, Wisconsin and Wyoming) and $9.9 million on 23 theatres in the International markets with 213 screens (in Germany, Italy, Spain, UK and Sweden). During the three months ended March 31, 2020, the Company recorded impairment losses related to definite-lived intangible assets of $8.0 million. In addition, the Company recorded an impairment loss of $7.2 million within investment expense (income), related to equity interest investments without a readily determinable fair value accounted for under the cost method. During the three months ended March 31, 2020, the Company performed a quantitative impairment evaluation of its indefinite-lived intangible assets related to the AMC, Odeon and Nordic trade names and recorded impairment charges of $5.9 million related to Odeon trade names and $2.4 million related to Nordic trade names during the three months ended March 31, 2020. To estimate fair value of the Company’s indefinite-lived trade names, the Company employed a derivation of the Income Approach known as the Royalty Savings. No impairment charges for indefinite-lived intangible assets were recorded during the three months ended March 31, 2021. The Company first assessed the qualitative factors to determine whether the existence of events and circumstances indicated that it was more likely than not the fair value amounts of any indefinite-lived intangible assets were less than their carrying amounts and concluded it was not more likely than not that the fair value amounts were less than their carrying amounts at March 31, 2021. |
Accounting Pronouncements Recently Adopted | Accounting Pronouncements Recently Adopted Income Taxes. In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes (“ASU 2019-12”), which is intended to improve consistency and simplify several areas of existing guidance. ASU 2019-12 removes certain exceptions to the general principles related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences. The new guidance also clarifies the accounting for transactions that result in a step-up in the tax basis for goodwill. ASU 2019-12 was effective for the Company in the first quarter of 2021. The adoption of ASU 2019-12 did not have a material impact on the Company’s consolidated financial statements. |
BASIS OF PRESENTATION (Tables)
BASIS OF PRESENTATION (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
BASIS OF PRESENTATION | |
Schedule of change in accumulated other comprehensive income (loss) | Foreign (In millions) Currency Pension Benefits Total Balance December 31, 2020 $ 60.1 $ (21.4) $ 38.7 Other comprehensive (income) loss (54.5) 3.5 (51.0) Balance March 31, 2021 $ 5.6 $ (17.9) $ (12.3) |
Schedule components of other expense (income) | Three Months Ended (In millions) March 31, 2021 March 31, 2020 Derivative liability fair value adjustment for embedded conversion feature in the Convertible Notes $ — $ (0.5) Derivative asset fair value adjustment for contingent call option related to the Class B common stock purchase and cancellation agreement — 20.1 Credit losses (income) related to contingent lease guarantees (2.0) 5.3 Governmental assistance due to COVID-19 (12.4) — Foreign currency transaction (gains) losses (3.8) 2.0 Non-operating components of net periodic benefit cost (0.2) — Financing fees related to modification of debt agreements 1.0 — Total other expense (income) $ (17.4) $ 26.9 |
Schedule of impairment of assets | Three Months Ended (In millions) March 31, 2021 March 31, 2020 Impairment of long-lived assets $ — $ 91.3 Impairment of definite-lived intangible assets — 8.0 Impairment of indefinite-lived intangible assets — 8.3 Impairment of goodwill — 1,744.3 Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill — 1,851.9 Impairment of other assets recorded in investment expense (income) — 7.2 Total impairment loss $ — $ 1,859.1 |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
LEASES | |
Schedule of deferred payment amounts related to rent obligations for which payments have been deferred | As of As of December 31, Increase (decrease) March 31, (In millions) 2020 in deferred amounts 2021 Fixed operating lease deferred amounts $ 383.9 $ 53.5 $ 437.4 Finance lease deferred amounts 12.8 (4.6) 8.2 Variable lease deferred amounts 53.3 (25.9) 27.4 Total deferred lease amounts $ 450.0 $ 23.0 $ 473.0 (1) During the three months ended March 31, 2021, the increase in fixed operating lease deferred amounts is net of $19.1 million of decreases in the deferred balances as of December 31, 2020 related to payments and abatements. (2) During the three months ended March 31, 2021, decreases in variable lease deferred amounts were primarily due to resolution of contingencies, therefore, variable amounts became fixed and were reclassified to fixed operating lease deferred amounts. |
Schedule of components of lease costs | Three Months Ended Consolidated Statement March 31, March 31, (In millions) of Operations 2021 2020 Operating lease cost Theatre properties Rent $ 175.5 $ 216.9 Theatre properties Operating expense 0.8 2.2 Equipment Operating expense 2.3 3.9 Office and other General and administrative: other 1.4 1.3 Finance lease cost Amortization of finance lease assets Depreciation and amortization 1.3 1.9 Interest expense on lease liabilities Finance lease obligations 1.4 1.6 Variable lease cost Theatre properties Rent 16.6 20.9 Equipment Operating expense 0.2 7.0 Total lease cost $ 199.5 $ 255.7 |
Schedule of cash flow and supplemental information | Three Months Ended March 31, March 31, (In millions) 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows used in finance leases $ (1.0) $ (1.6) Operating cash flows used in operating leases (136.7) (240.3) Financing cash flows used in finance leases (1.9) (2.3) Landlord contributions: Operating cashflows provided by operating leases 3.7 16.1 Supplemental disclosure of noncash leasing activities: Right-of-use assets obtained in exchange for new operating lease liabilities 23.5 69.7 (1) Includes lease extensions and option exercises. |
Schedule of weighted average remaining lease term and discount rate | As of March 31, 2021 Weighted Average Weighted Average Remaining Discount Lease Term and Discount Rate Lease Term (years) Rate Operating leases 10.2 9.9% Finance leases 13.1 6.4% |
Schedule of minimum annual payments required under existing leases | Operating Lease Financing Lease (In millions) Payments Payments Nine months ending December 31, 2021 $ 799.5 $ 13.6 2022 999.0 15.0 2023 895.9 11.6 2024 792.0 9.8 2025 756.5 9.2 2026 691.1 9.0 Thereafter 3,719.8 66.5 Total lease payments 8,653.8 134.7 Less imputed interest (3,153.8) (44.4) Total $ 5,500.0 $ 90.3 (1) Does not include amounts recorded in accounts payable for deferred rent. |
REVENUE RECOGNITION (Tables)
REVENUE RECOGNITION (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Disaggregation of Revenue [Line Items] | |
Schedule of disaggregated revenue | Three Months Ended (In millions) March 31, 2021 March 31, 2020 Major revenue types Admissions $ 69.5 $ 568.0 Food and beverage 50.1 288.1 Other theatre: Screen advertising 16.9 29.7 Other theatre 11.8 55.7 Other theatre 28.7 85.4 Total revenues $ 148.3 $ 941.5 Three Months Ended (In millions) March 31, 2021 March 31, 2020 Timing of revenue recognition Products and services transferred at a point in time $ 126.8 $ 851.8 Products and services transferred over time 21.5 89.7 Total revenues $ 148.3 $ 941.5 (1) Amounts primarily include subscription and advertising revenues. |
Schedule of receivables and deferred revenue income | (In millions) March 31, 2021 December 31, 2020 Current assets Receivables related to contracts with customers $ 22.3 $ 23.1 Miscellaneous receivables 63.7 67.9 Receivables, net $ 86.0 $ 91.0 (In millions) March 31, 2021 December 31, 2020 Current liabilities Deferred revenue related to contracts with customers $ 402.1 $ 400.6 Miscellaneous deferred income 2.2 4.8 Deferred revenue and income $ 404.3 $ 405.4 |
Customers included in deferred revenues and income | |
Disaggregation of Revenue [Line Items] | |
Schedule of changes in contract liabilities | Deferred Revenues Related to Contracts (In millions) with Customers Balance December 31, 2020 $ 400.6 Cash received in advance 15.6 Customer loyalty rewards accumulated, net of expirations: Admission revenues 0.5 Food and beverage 0.8 Other theatre — Reclassification to revenue as the result of performance obligations satisfied: Admission revenues (7.2) Food and beverage (3.9) Other theatre (0.9) Foreign currency translation adjustment (3.4) Balance March 31, 2021 $ 402.1 (1) Includes movie tickets, food and beverage, gift cards, exchange tickets, and AMC Stubs® loyalty membership fees. (2) Amount of rewards accumulated, net of expirations, that are attributed to AMC Stubs® and other loyalty programs. (3) Amount of rewards redeemed that are attributed to gift cards, exchange tickets, movie tickets, AMC Stubs® loyalty programs and other loyalty programs. (4) Amounts relate to income from non-redeemed or partially redeemed gift cards, non-redeemed exchange tickets, AMC Stubs® loyalty membership fees and other loyalty programs. |
Exhibitor services agreement | |
Disaggregation of Revenue [Line Items] | |
Schedule of changes in contract liabilities | Exhibitor Services (In millions) Agreement (1) Balance December 31, 2020 $ 537.6 Negative Common Unit Adjustment–reduction of common units (9.2) Reclassification of the beginning balance to other theatre revenue, as the result of performance obligations satisfied (4.4) Balance March 31, 2021 $ 524.0 (1) Represents the carrying amount of the National CineMedia, LLC (“NCM”) common units that were previously received under the annual Common Unit Adjustment (“CUA”). The deferred revenues are being amortized to other theatre revenues over the remainder of the 30-year term of the Exhibitor Service Agreement (“ESA”) ending in February 2037. |
GOODWILL (Tables)
GOODWILL (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
GOODWILL. | |
Schedule of Activity of Goodwill | (In millions) Domestic Theatres International Theatres Total Balance December 31, 2020 $ 1,796.5 $ 750.8 $ 2,547.3 Currency translation adjustment — (52.6) (52.6) Baltics disposition-Estonia — (3.7) (3.7) Balance March 31, 2021 $ 1,796.5 $ 694.5 $ 2,491.0 (1) See Note 1 — Basis of Presentation for further information regarding the Baltics’ theatre sale agreement. |
CORPORATE BORROWINGS AND FINA_2
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | |
Summary of the carrying value of corporate borrowings and capital and financing lease obligations | (In millions) March 31, 2021 December 31, 2020 First Lien Secured Debt: Senior Secured Credit Facility-Term Loan due 2026 (3.195% as of March 31, 2021) $ 1,960.0 $ 1,965.0 Senior Secured Credit Facility-Revolving Credit Facility due 2024 — 212.2 10.75% in Year 1, 538.8 — Odeon Revolving Credit Facility Due 2022 — 120.8 10.5% First Lien Notes due 2025 500.0 500.0 2.95% Senior Secured Convertible Notes due 2026 — 600.0 10.5% First Lien Notes due 2026 300.0 300.0 15%/17% Cash/PIK Toggle First Lien Secured Notes due 2026 100.0 — Second Lien Secured Debt: 10%/12% Cash/PIK/Toggle Second Lien Subordinated Notes due 2026 1,423.6 1,423.6 Subordinated Debt: 6.375% Senior Subordinated Notes due 2024 (£4.0 million par value as of March 31, 2021) 5.5 5.4 5.75% Senior Subordinated Notes due 2025 98.3 98.3 5.875% Senior Subordinated Notes due 2026 55.6 55.6 6.125% Senior Subordinated Notes due 2027 130.7 130.7 $ 5,112.5 $ 5,411.6 Finance lease obligations 90.3 96.0 Paid-in-kind interest 60.2 7.6 Deferred financing costs (48.9) (42.1) Net premium 335.6 338.7 $ 5,549.7 $ 5,811.8 Less: Current maturities corporate borrowings (20.0) (20.0) Current maturities finance lease obligations (12.5) (12.9) $ 5,517.2 $ 5,778.9 |
Summary of net premium (discount) amounts of corporate borrowings | March 31, December 31, (In millions) 2021 2020 10%/12% Cash/PIK/Toggle Second Lien Subordinated Notes due 2026 $ 423.5 $ 445.1 2.95% Senior Secured Convertible Notes due 2026 — (61.5) 15%/17% Cash/PIK/Toggle First Lien Secured Notes due 2026 (26.3) — 10.5% First Lien Notes due 2026 (27.6) (28.5) 10.5% First Lien Notes due 2025 (8.5) (8.9) Senior Secured Credit Facility-Term Loan due 2026 (7.2) (7.5) 10.75% in Year 1, 11.25% thereafter Cash/PIK Odeon Term Loan Facility due 2023 (18.4) — 6.375% Senior Subordinated Notes due 2024 0.1 — $ 335.6 $ 338.7 |
Schedule of minimum annual payments required under existing capital and financing lease obligations (net present value thereof) and maturities of corporate borrowings | Principal Amount of Corporate (In millions) Borrowings Nine months ended December 31, 2021 $ 15.0 2022 20.0 2023 558.8 2024 25.5 2025 618.3 2026 3,744.2 Thereafter 130.7 Total $ 5,112.5 |
STOCKHOLDERS' EQUITY (Tables)
STOCKHOLDERS' EQUITY (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
STOCKHOLDERS' EQUITY | |
Schedule of the Dividends and Dividend Equivalents Paid | Amount per Total Amount Share of Declared Declaration Date Record Date Date Paid Common Stock (In millions) February 26, 2020 March 9, 2020 March 23, 2020 $ 0.03 $ 3.2 |
Schedule of Nonvested RSU, PSU and SPSU Activity | Weighted Average Shares of RSU Grant Date PSU and SPSU Fair Value Beginning balance at January 1, 2021 (1) 4,159,261 $ 6.27 Granted (2) 3,583,764 7.70 Forfeited (17,167) 5.22 Nonvested at March 31, 2021 7,725,858 $ 6.94 (1) Includes awards modified during 2020 where grant date fair value was not determined until 2021. (2) Excludes Tranche Years 2022 and 2023 awarded under the 2021 PSU award. |
Schedule of Stockholder's Equity | Accumulated Class A Voting Class B Voting Additional Other Accumulated Total AMC Common Stock Common Stock Paid-in Treasury Stock Comprehensive Earnings Stockholders’ Noncontrolling Total (In millions, except share and per share data) Shares Amount Shares Amount Capital Shares Amount Income (Loss) (Deficit) Equity (Deficit) Interests Deficit Balances December 31, 2020 172,563,249 $ 1.8 51,769,784 $ 0.5 $ 2,465.6 3,732,625 $ (56.4) $ 38.7 $ (5,335.3) $ (2,885.1) $ 26.9 $ (2,858.2) Net loss — — — — — — — — (566.9) (566.9) (0.3) (567.2) Other comprehensive loss — — — — — — — (51.0) — (51.0) (0.2) (51.2) Baltics noncontrolling capital contribution — — — — 0.2 — — — — 0.2 (4.0) (3.8) Class A common stock, accrued dividend equivalent adjustment — — — — — — — — (0.1) (0.1) — (0.1) Class A common stock issuance 187,066,293 1.8 — — 579.8 — — — — 581.6 — 581.6 Wanda conversion of Class B shares to Class A shares 46,103,784 0.5 (46,103,784) (0.5) — — — — — — — — Convertible Notes due 2026 stock conversion 44,422,860 0.4 — — 606.1 — — — — 606.5 — 606.5 Wanda forfeit and cancellation of Class B shares — — (5,666,000) — — — — — — — — — Taxes paid for restricted unit withholdings — — — — — — — — — — — — Stock-based compensation 124,054 — — — 5.4 — — — — 5.4 — 5.4 Balances March 31, 2021 450,280,240 $ 4.5 — $ — $ 3,657.1 3,732,625 $ (56.4) $ (12.3) $ (5,902.3) $ (2,309.4) $ 22.4 $ (2,287.0) Accumulated Class A Voting Class B Voting Additional Other Total Common Stock Common Stock Paid-in Treasury Stock Comprehensive Accumulated Stockholders’ (In millions, except share and per share data) Shares Amount Shares Amount Capital Shares Amount Loss Deficit Equity (Deficit) Balances December 31, 2019 52,080,077 $ 0.5 51,769,784 $ 0.5 $ 2,001.9 3,732,625 $ (56.4) $ (26.1) $ (706.2) $ 1,214.2 Cumulative effect adjustment for the adoption of new accounting principle (ASU 2016-13) — — — — — — — — (16.9) (16.9) Net loss — — — — — — — — (2,176.3) (2,176.3) Other comprehensive loss — — — — — — — (93.5) — (93.5) Dividends declared: Class A common stock, $0.03/share, net of forfeitures — — — — — — — — (1.6) (1.6) Class B common stock, $0.03/share — — — — — — — — (1.6) (1.6) Taxes paid for restricted unit withholdings — — — — (1.0) — — — — (1.0) Stock-based compensation 469,516 — — — 2.7 — — — — 2.7 Balances March 31, 2020 52,549,593 $ 0.5 51,769,784 $ 0.5 $ 2,003.6 3,732,625 $ (56.4) $ (119.6) $ (2,902.6) $ (1,074.0) |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
FAIR VALUE MEASUREMENTS | |
Schedule of Fair Value Hierarchy of Financial Assets Carried at Fair Value on a Recurring Basis | Fair Value Measurements at March 31, 2021 Using Significant Total Carrying Quoted prices in Significant other unobservable Value at active market observable inputs inputs (In millions) March 31, 2021 (Level 1) (Level 2) (Level 3) Other long-term assets: Money market mutual funds $ 1.1 $ 1.1 $ — $ — Investments measured at net asset value 10.7 — — — Marketable equity securities: Investment in NCM 5.8 5.8 — — Total assets at fair value $ 17.6 $ 6.9 $ — $ — (1) The investments relate to non-qualified deferred compensation arrangements on behalf of certain members of management. The Company has an equivalent liability for this related-party transaction recorded in other long-term liabilities for the deferred compensation obligation. |
Schedule of Fair Value of Financial Instruments Not Recognized at Fair Value for Which It Is Practicable to Estimate Fair Value | Fair Value Measurements at March 31, 2021 Using Significant other Significant Total Carrying Quoted prices in observable unobservable Value at active market inputs inputs (In millions) March 31, 2021 (Level 1) (Level 2) (Level 3) Current maturities of corporate borrowings $ 20.0 $ — $ 17.4 $ — Corporate borrowings 5,439.4 — 3,838.9 719.5 |
OPERATING SEGMENTS (Tables)
OPERATING SEGMENTS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
OPERATING SEGMENTS | |
Schedule of financial information by reportable operating segment | Three Months Ended Revenues (In millions) March 31, 2021 March 31, 2020 U.S. markets $ 137.2 $ 661.3 International markets 11.1 280.2 Total revenues $ 148.3 $ 941.5 Three Months Ended Adjusted EBITDA (In millions) March 31, 2021 March 31, 2020 U.S. markets $ (200.4) $ (3.8) International markets (94.3) 6.9 Total Adjusted EBITDA $ (294.7) $ 3.1 (1) The Company presents Adjusted EBITDA as a supplemental measure of its performance. The Company defines Adjusted EBITDA as net earnings (loss) plus (i) income tax provision (benefit), (ii) interest expense and (iii) depreciation and amortization, as further adjusted to eliminate the impact of certain items that the Company does not consider indicative of the Company’s ongoing operating performance and to include attributable EBITDA from equity investments in theatre operations in International markets and any cash distributions of earnings from its other equity method investees. The measure of segment profit and loss the Company uses to evaluate performance and allocate its resources is Adjusted EBITDA, which is consistent with how Adjusted EBITDA is defined in the Company’s debt indentures. Three Months Ended Capital Expenditures (In millions) March 31, 2021 March 31, 2020 U.S. markets $ 6.6 $ 56.9 International markets 5.3 34.8 Total capital expenditures $ 11.9 $ 91.7 |
Schedule of information about the Company's revenues from continuing operations and assets by geographic area | As of As of Long-term assets, net (In millions) March 31, 2021 December 31, 2020 U.S. markets $ 6,727.9 $ 6,895.3 International markets 2,744.8 2,894.1 Total long-term assets $ 9,472.7 $ 9,789.4 (1) Long-term assets are comprised of property, operating lease right-of-use assets, intangible assets, goodwill, deferred tax assets, and other long-term assets. |
Schedule of reconciliation of net earnings to Adjusted EBITDA | Three Months Ended (In millions) March 31, 2021 March 31, 2020 Net loss $ (567.2) $ (2,176.3) Plus: Income tax provision (benefit) (6.8) 68.2 Interest expense 162.8 82.8 Depreciation and amortization 114.1 122.5 Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill — 1,851.9 Certain operating expense 2.3 2.1 Equity in loss of non-consolidated entities 2.8 2.9 Cash distributions from non-consolidated entities 0.3 7.6 Attributable EBITDA (0.8) (0.1) Investment expense (income) (2.0) 9.4 Other expense (income) (4.8) 26.9 Other non-cash rent expense (benefit) (7.5) 2.3 General and administrative — unallocated: Merger, acquisition and other costs 6.7 0.2 Stock-based compensation expense 5.4 2.7 Adjusted EBITDA $ (294.7) $ 3.1 (1) During the three months ended March 31, 2020, the Company recorded non-cash impairment charges of $1,124.9 million and $619.4 million related to the enterprise fair values of its Domestic Theatres and International Theatres reporting units, respectively. The Company recorded non-cash impairment charges related to its long-lived assets of $81.4 million on 57 theatres in the U.S. markets with 658 screens which were related to property, net, operating lease right-of-use assets, net and other long-term assets and $9.9 million on 23 theatres in the International markets with 213 screens which were related to property, net and operating lease right-of-use assets, net, during the three months ended March 31, 2020. The Company recorded non-cash impairment charges related to its indefinite-lived intangible assets of $5.9 million and $2.4 million related to the Odeon and Nordic trade names, respectively, during the three months ended March 31, 2020. The Company also recorded non-cash impairment charges of $8.0 million related to its definite-lived intangible assets. (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. The Company has excluded these items as they are non-cash in nature or are non-operating in nature. (3) Includes U.S. non-theatre distributions from equity method investments and International non- theatre distributions from equity method investments to the extent received. The Company believes including cash distributions is an appropriate reflection of the contribution of these investments to the Company’s operations. (4) Attributable EBITDA includes the EBITDA from equity investments in theatre operators in certain International markets. See below for a reconciliation of the Company’s equity in (earnings) loss of non-consolidated entities to attributable EBITDA. Because these equity investments are in theatre operators in regions where the Company holds a significant market share, the Company believes attributable EBITDA is more indicative of the performance of these equity investments and management uses this measure to monitor and evaluate these equity investments. The Company also provides services to these theatre operators including information technology systems, certain on-screen advertising services and the Company’s gift card and package ticket program. Three Months Ended (In millions) March 31, 2021 March 31, 2020 Equity in loss of non-consolidated entities $ 2.8 $ 2.9 Less: Equity in loss of non-consolidated entities excluding International theatre joint ventures 1.2 2.1 Equity in loss of International theatre joint ventures (1.6) (0.8) Income tax benefit (0.2) (0.1) Investment income — (0.2) Depreciation and amortization 0.9 0.8 Other expense 0.1 0.2 Attributable EBITDA $ (0.8) $ (0.1) (5) Other expense (income) for the three months ended March 31, 2021 included foreign currency transaction gains of $3.8 million and income related to contingent lease guarantees of $2.0 million, partially offset by financing fees of $1.0 million primarily related to deferred financing cost write-off for the Odeon revolving credit facility. During the three months ended March 31, 2020, the Company recorded a loss of $20.1 million for the fair value adjustment of the derivative asset related to the Convertible Notes due 2026, credit losses related to contingent lease guarantees of $5.3 million, and foreign currency transaction losses of $2.0 million, partially offset by a gain of $0.5 million for the fair value adjustment of the derivative liability related to the Convertible Notes due 2026. (6) Reflects amortization expense for certain intangible assets reclassified from depreciation and amortization to rent expense due to the adoption of ASC 842, Leases and deferred rent benefit related to the impairment of right-of-use operating lease assets. (7) Merger, acquisition and other costs are excluded as they are non-operating in nature. (8) Non-cash expense included in general and administrative: other. |
LOSS PER SHARE (Tables)
LOSS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
LOSS PER SHARE | |
Schedule of Computation of basic and diluted earnings (loss) per common share | Three Months Ended March 31, March 31, (In millions) 2021 2020 Numerator: Net loss for basic loss per share attributable to AMC Entertainment Holdings, Inc. $ (566.9) $ (2,176.3) Net loss for diluted loss per share attributable to AMC Entertainment Holdings, Inc. $ (566.9) $ (2,176.3) Denominator Weighted average shares for basic loss per common share 400,111 104,245 Weighted average shares for diluted loss per common share 400,111 104,245 Basic loss per common share $ (1.42) $ (20.88) Diluted loss per common share $ (1.42) $ (20.88) |
BASIS OF PRESENTATION (Details)
BASIS OF PRESENTATION (Details) | Mar. 31, 2021 |
Schedule of Equity Method Investments [Line Items] | |
Ownership percentage | 49.00% |
Maximum | |
Schedule of Equity Method Investments [Line Items] | |
Ownership percentage | 50.00% |
BASIS OF PRESENTATION - Covid 1
BASIS OF PRESENTATION - Covid 19 impact (Details) $ / shares in Units, € in Millions, £ in Millions, $ in Millions | May 05, 2021USD ($)shares | Apr. 27, 2021$ / sharesshares | Feb. 15, 2021GBP (£) | Feb. 15, 2021EUR (€) | Jan. 01, 2021item | Feb. 28, 2021GBP (£) | Feb. 28, 2021EUR (€) | Jan. 31, 2021USD ($)$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | Jul. 31, 2020USD ($) | Mar. 31, 2021USD ($)item$ / sharesshares | Mar. 31, 2020USD ($)$ / shares | Dec. 31, 2020USD ($)$ / sharesshares | Jun. 30, 2022USD ($) | Jun. 30, 2022GBP (£) | Mar. 31, 2021GBP (£)shares | Mar. 08, 2021USD ($) | Feb. 28, 2021EUR (€) | Feb. 15, 2021EUR (€) | Jan. 25, 2021$ / sharesshares | Dec. 11, 2020$ / sharesshares | Apr. 30, 2020USD ($) |
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Percentage of decline in screens operated | 24.20% | |||||||||||||||||||||
Theatre attendance percentage needed to maintain operations by the fourth quarter 2021 through the first and second quarters 2022 | 85.00% | |||||||||||||||||||||
Dividend decrease per share | $ / shares | $ 0.17 | |||||||||||||||||||||
Other fees | $ 19 | $ 0.1 | ||||||||||||||||||||
Amortization of net discount (premium) on corporate borrowings to interest expense | 42.3 | $ 3.1 | ||||||||||||||||||||
Deferred rent obligations | 473 | |||||||||||||||||||||
Debt Agreement with Mudrick Capital Management, LP [Member] | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Aggregate principal amount | $ 100 | $ 100 | ||||||||||||||||||||
Class A common stock | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Gross proceeds | $ 581.6 | |||||||||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | |||||||||||||||||||
Number of shares authorized | shares | 524,173,073 | 524,173,073 | 524,173,073 | 524,173,073 | ||||||||||||||||||
Class A common stock | Equity Distribution Agreement [Member] | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Number of shares issued | shares | 187,066,293 | |||||||||||||||||||||
Other fees | $ 0.4 | |||||||||||||||||||||
Gross proceeds | 596.9 | |||||||||||||||||||||
Sales agents fees paid | $ 14.9 | |||||||||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||||||||||||||||
Number of shares authorized | shares | 50,000,000 | 178,000,000 | ||||||||||||||||||||
Class A common stock | At-the-market equity offerings | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Number of shares issued | shares | 187,100,000 | 91,000,000 | ||||||||||||||||||||
Other fees | $ 0.4 | |||||||||||||||||||||
Gross proceeds | 596.9 | $ 272.8 | ||||||||||||||||||||
Sales agents fees paid | $ 14.9 | $ 6.8 | ||||||||||||||||||||
International markets | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Number of theatres reopened | item | 109 | 97 | ||||||||||||||||||||
Percentage of theatres reopened | 30.00% | 27.00% | ||||||||||||||||||||
U.S. | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Number of theatres reopened | item | 394 | 585 | ||||||||||||||||||||
Percentage of theatres reopened | 67.00% | 99.00% | ||||||||||||||||||||
First Lien Notes due 2026 | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Proceeds from First Lien Toggle Notes due 2026 | $ 270 | |||||||||||||||||||||
Second Lien Subordinated Notes due 2026 | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Aggregate principal amount | $ 1,460 | |||||||||||||||||||||
Stated interest rate (as a percent) | 10.00% | |||||||||||||||||||||
PIK interest rate (as a percent) | 12.00% | |||||||||||||||||||||
10.5 % First Lien Notes due 2026 | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Aggregate principal amount | $ 500 | |||||||||||||||||||||
Stated interest rate (as a percent) | 10.50% | 10.50% | ||||||||||||||||||||
Senior Subordinated Notes | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Conversion amount | $ 2,020 | |||||||||||||||||||||
Reduction in principal amount | 555 | |||||||||||||||||||||
Amount of debt with extended maturities | $ 1,700 | |||||||||||||||||||||
Second Lien Notes due 2026 | Class A common stock | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Conversion amount | $ 104.5 | |||||||||||||||||||||
Shares issued as consideration | shares | 21,978,022 | |||||||||||||||||||||
2.95% Senior Secured Convertible Notes due 2026 | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Stated interest rate (as a percent) | 2.95% | 2.95% | 2.95% | 2.95% | 2.95% | |||||||||||||||||
Conversion amount | $ 600 | |||||||||||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 13.51 | |||||||||||||||||||||
2.95% Senior Secured Convertible Notes due 2026 | Class A common stock | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Shares issued as consideration | shares | 44,422,860 | |||||||||||||||||||||
Annual cash interest expense | $ 17.7 | |||||||||||||||||||||
Senior Secured Credit Facility | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Amount of minimum liquidity requirements | $ 145 | $ 100 | ||||||||||||||||||||
Aggregate principal amount | 100 | |||||||||||||||||||||
Odean Term Loan Facility | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Amount of minimum liquidity requirements | $ 45 | £ 32.5 | ||||||||||||||||||||
Aggregate principal amount | $ 45 | £ 32.5 | ||||||||||||||||||||
Amortization of net discount (premium) on corporate borrowings to interest expense | 19.1 | |||||||||||||||||||||
Odeon Cinemas Group Limited | 140.0 million term loan facility agreement | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Aggregate principal amount | £ | £ 140 | £ 140 | ||||||||||||||||||||
Repayments | £ | £ 89.7 | £ 89.7 | ||||||||||||||||||||
Odeon Cinemas Group Limited | 296.0 million term loan facility agreement | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Aggregate principal amount | € | € 296 | € 296 | ||||||||||||||||||||
Repayments | € | € 12.8 | € 12.8 | ||||||||||||||||||||
Minimum | Debt Agreement with Mudrick Capital Management, LP [Member] | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Stated interest rate (as a percent) | 15.00% | 15.00% | ||||||||||||||||||||
Maximum | Debt Agreement with Mudrick Capital Management, LP [Member] | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Stated interest rate (as a percent) | 17.00% | 17.00% | ||||||||||||||||||||
Covid 19 | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Cash savings from dividend decrease | $ 4.3 | |||||||||||||||||||||
Covid 19 | Minimum | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Salary reduction percentage | 20.00% | |||||||||||||||||||||
Covid 19 | Maximum | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Salary reduction percentage | 100.00% | |||||||||||||||||||||
Subsequent Events | Class A common stock | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Number of shares issued | shares | 15,500,000 | |||||||||||||||||||||
Gross proceeds | $ 153 | |||||||||||||||||||||
Sales agents fees paid | $ 3.8 | |||||||||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | |||||||||||||||||||||
Increase in authorized capital | shares | 500,000,000 | |||||||||||||||||||||
Number of shares authorized | shares | 1,024,173,073 | |||||||||||||||||||||
Subsequent Events | Class A common stock | Equity Distribution Agreement [Member] | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | |||||||||||||||||||||
Number of shares authorized | shares | 43,000,000 | |||||||||||||||||||||
Subsequent Events | Class A common stock | At-the-market equity offerings | ||||||||||||||||||||||
THE COMPANY AND SIGNIFICANT ACCOUNTING POLICIES | ||||||||||||||||||||||
Number of shares authorized | shares | 43,000,000 |
BASIS OF PRESENTATION - Princip
BASIS OF PRESENTATION - Principles of Consolidation (Details) | 3 Months Ended |
Mar. 31, 2021segment | |
BASIS OF PRESENTATION | |
Number of reportable segments | 2 |
BASIS OF PRESENTATION - Baltics
BASIS OF PRESENTATION - Baltics' Theatre sale agreement (Details) € in Thousands, $ in Millions | Aug. 28, 2020USD ($)item | Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Mar. 31, 2021EUR (€) | Dec. 31, 2020EUR (€) | Aug. 28, 2020EUR (€) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Equity Method Investment, Ownership Percentage | 49.00% | 49.00% | ||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 22.4 | $ 26.9 | ||||
Forum Cinemas OU [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Equity Method Investment, Ownership Percentage | 49.00% | 49.00% | ||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 22.4 | |||||
Noncontrolling interest, ownership percentage | 49 | |||||
Forum Cinemas OU [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Number of Theatres | item | 9 | |||||
Gross consideration | € | € 77,250 | |||||
Cash | $ 76.6 | 64,350 | ||||
Net Consideration | 37.5 | € 31,530 | ||||
Transaction costs | $ 0.1 | 1.4 | ||||
Net gain (loss) on disposal | 0.3 | $ 1.2 | ||||
Goodwill, net | 36.3 | |||||
Property net | 9.1 | |||||
Operating lease right-of-use assets, net | 12.4 | |||||
Operating lease liability, current | 1.2 | |||||
Long term lease liability | $ 11.4 | |||||
Equity Method Investment, Ownership Percentage | 51.00% | 51.00% | ||||
Stockholders' Equity Attributable to Noncontrolling Interest | $ 34.9 | |||||
Forum Cinemas OU [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Lithuania and Estonia | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Net Consideration | $ 31.9 | € 26,300 | ||||
Equity Method Investment, Ownership Percentage | 49.00% | 49.00% | ||||
Forum Cinemas OU [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Estonia and Latvia | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Net Consideration | $ 4.1 | $ 6.4 | € 3,400 | € 5,400 | ||
Forum Cinemas OU [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Latvia | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Equity Method Investment, Ownership Percentage | 100.00% | 100.00% | ||||
Consolidated Subsidiaries | Forum Cinemas OU [Member] | Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 51.00% | 51.00% |
BASIS OF PRESENTATION - AOCL an
BASIS OF PRESENTATION - AOCL and Accumulated Depreciation and Amortization (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Accumulated other comprehensive loss | ||
Balance at the beginning of the period | $ (2,885.1) | |
Balance at the end of the period | (2,309.4) | |
Accumulated depreciation and amortization | ||
Accumulated depreciation | 2,330 | $ 2,243.1 |
Accumulated amortization | 42.4 | $ 42 |
Foreign Currency | ||
Accumulated other comprehensive loss | ||
Balance at the beginning of the period | 60.1 | |
Other comprehensive (income) loss | (54.5) | |
Balance at the end of the period | 5.6 | |
Pension Benefits | ||
Accumulated other comprehensive loss | ||
Balance at the beginning of the period | (21.4) | |
Other comprehensive (income) loss | 3.5 | |
Balance at the end of the period | (17.9) | |
Accumulated Other Comprehensive Income (Loss) | ||
Accumulated other comprehensive loss | ||
Balance at the beginning of the period | 38.7 | |
Other comprehensive (income) loss | (51) | |
Balance at the end of the period | $ (12.3) |
BASIS OF PRESENTATION - Other E
BASIS OF PRESENTATION - Other Expense (Income) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
BASIS OF PRESENTATION | ||
Derivative liability fair value adjustment for embedded conversion feature in the Convertible Notes | $ (0.5) | |
Derivative asset fair value adjustment for contingent call option related to the Class B common stock purchase and cancellation agreement | 20.1 | |
Credit losses (gain) related to contingent lease guarantees | $ (2) | 5.3 |
Governmental assistance due to COVID-19 | (12.4) | |
Foreign currency transaction (gains) losses | (3.8) | 2 |
Non-operating components of net periodic benefit cost | (0.2) | |
Financing fees related to modification of debt | 1 | |
Total other expense (income) | $ (17.4) | $ 26.9 |
BASIS OF PRESENTATION - Impairm
BASIS OF PRESENTATION - Impairment of assets (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
BASIS OF PRESENTATION | ||
Impairment of long-lived assets | $ 91.3 | |
Impairment of definite-lived intangible assets | 8 | |
Impairment of indefinite-lived intangible assets | $ 0 | 8.3 |
Impairment of goodwill | 1,744.3 | |
Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill | 1,851.9 | |
Impairment of other assets recorded in investment expense (income) | 7.2 | |
Total impairment loss | $ 1,859.1 |
BASIS OF PRESENTATION - Impai_2
BASIS OF PRESENTATION - Impairment narratives (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($)item | |
Impairment losses | ||
Impairment of long-lived assets | $ 91.3 | |
Impairment of definite-lived intangible assets | 8 | |
Impairment of other assets recorded in investment expense (income) | 7.2 | |
Impairment of indefinite-lived intangible assets | $ 0 | 8.3 |
Goodwill impairment | 1,744.3 | |
Domestic theatres | ||
Impairment losses | ||
Impairment of definite-lived intangible assets | 8 | |
Goodwill impairment | 1,124.9 | |
International theatres | ||
Impairment losses | ||
Impairment of long-lived assets | $ 9.9 | |
Tangible asset impairment, number of theatres | item | 23 | |
Tangible asset impairment, number of screens | item | 213 | |
Goodwill impairment | $ 619.4 | |
Oden trade name | ||
Impairment losses | ||
Impairment of indefinite-lived intangible assets | 5.9 | |
Nordic trade names | ||
Impairment losses | ||
Impairment of indefinite-lived intangible assets | 2.4 | |
U.S. | ||
Impairment losses | ||
Impairment of long-lived assets | $ 81.4 | |
Tangible asset impairment, number of theatres | item | 57 | |
Tangible asset impairment, number of screens | item | 658 | |
International markets | ||
Impairment losses | ||
Impairment of long-lived assets | $ 9.9 | |
Tangible asset impairment, number of theatres | item | 23 | |
Tangible asset impairment, number of screens | item | 213 |
BASIS OF PRESENTATION - Account
BASIS OF PRESENTATION - Accounting Pronouncements Recently Adopted (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2020 | Dec. 31, 2019 |
BASIS OF PRESENTATION | ||||
Cumulative effect adjustment for the adoption of new accounting principle (ASU 2016-13) | $ (2,287) | $ (2,858.2) | $ (1,074) | $ 1,214.2 |
LEASES - Deferred payment (Deta
LEASES - Deferred payment (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($) | |
LEASES | |
Fixed operating lease deferred amounts, Beginning | $ 383.9 |
Fixed operating lease deferred amounts, Activity | 53.5 |
Fixed operating lease deferred amounts, Ending | 437.4 |
Finance lease deferred amounts, Beginning | 12.8 |
Finance lease deferred amounts, Activity | (4.6) |
Finance lease deferred amounts, Ending | 8.2 |
Variable lease deferred amounts, Beginning | 53.3 |
Variable lease deferred amounts, Activity | (25.9) |
Variable lease deferred amounts, Ending | 27.4 |
Total deferred lease amounts, Beginning | 450 |
Total deferred lease amounts, Activity | 23 |
Total deferred lease amounts, Ending | 473 |
Fixed operating lease deferred amounts | $ 19.1 |
LEASES - Lease costs (Details)
LEASES - Lease costs (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Lessee, Lease, Description [Line Items] | ||
Interest on lease liabilities | $ 1.4 | $ 1.6 |
Total lease cost | 199.5 | 255.7 |
Depreciation and amortization | ||
Lessee, Lease, Description [Line Items] | ||
Amortization of finance lease assets | 1.3 | 1.9 |
Finance lease obligations | ||
Lessee, Lease, Description [Line Items] | ||
Interest on lease liabilities | 1.4 | 1.6 |
Theatres | Rent | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease cost | 175.5 | 216.9 |
Variable lease cost | 16.6 | 20.9 |
Theatres | Operating expense | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease cost | 0.8 | 2.2 |
Equipment | Operating expense | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease cost | 2.3 | 3.9 |
Variable lease cost | 7 | |
Variable lease cost | 0.2 | |
Office And Other | General and administrative: other | ||
Lessee, Lease, Description [Line Items] | ||
Operating lease cost | $ 1.4 | $ 1.3 |
LEASES - Cash flow and suppleme
LEASES - Cash flow and supplemental information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows used in finance leases | $ (1) | $ (1.6) |
Operating cash flows used in operating leases | (136.7) | (240.3) |
Financing cash flows used in finance leases | (1.9) | (2.3) |
Landlord contributions: | ||
Operating cashflows provided by operating leases | 3.7 | 16.1 |
Supplemental disclosure of noncash leasing activities: | ||
Right-of-use assets obtained in exchange for new operating lease liabilities | $ 23.5 | $ 69.7 |
LEASES - Lease terms and discou
LEASES - Lease terms and discount rates (Details) | Mar. 31, 2021 |
LEASES | |
Operating leases, weighted average remaining lease term | 10 years 2 months 12 days |
Finance leases, weighted average remaining lease term | 13 years 1 month 6 days |
Operating leases, weighted average discount rate | 9.90% |
Finance leases, weighted average discount rate | 6.40% |
LEASES - Minimum annual payment
LEASES - Minimum annual payments under leases (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Operating Lease Payments | ||
Nine months ending December 31, 2021 | $ 799.5 | |
2022 | 999 | |
2023 | 895.9 | |
2024 | 792 | |
2025 | 756.5 | |
2026 | 691.1 | |
Thereafter | 3,719.8 | |
Total lease payments | 8,653.8 | |
Less imputed interest | (3,153.8) | |
Total | 5,500 | |
Financing Lease Payments | ||
Nine months ending December 31, 2021 | 13.6 | |
2022 | 15 | |
2023 | 11.6 | |
2024 | 9.8 | |
2025 | 9.2 | |
2026 | 9 | |
Thereafter | 66.5 | |
Total lease payments | 134.7 | |
Less imputed interest | (44.4) | |
Total | $ 90.3 | $ 96 |
LEASES - Future lease agreement
LEASES - Future lease agreements (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($)item | |
Signed lease agreements | $ | $ 150 |
Future Lease Commitments | |
Number of Theatres | item | 6 |
Minimum | Future Lease Commitments | |
Initial base terms of operating leases | 5 years |
Maximum | Future Lease Commitments | |
Initial base terms of operating leases | 20 years |
REVENUE RECOGNITION - Disaggreg
REVENUE RECOGNITION - Disaggregation of revenue (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 148.3 | $ 941.5 |
Products and services transferred at point in time | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 126.8 | 851.8 |
Products and services transferred over time | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 21.5 | 89.7 |
Admissions | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 69.5 | 568 |
Food and beverage | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 50.1 | 288.1 |
Other theatre | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 28.7 | 85.4 |
Screen advertising | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | 16.9 | 29.7 |
Other theatre | ||
Disaggregation of Revenue [Line Items] | ||
Revenues | $ 11.8 | $ 55.7 |
REVENUE RECOGNITION - Receivabl
REVENUE RECOGNITION - Receivables and deferred revenue (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Receivables related to contracts with customers | $ 22.3 | $ 23.1 |
Miscellaneous receivables | 63.7 | 67.9 |
Receivables, net | 86 | 91 |
Current liabilities: | ||
Deferred revenue related to contracts with customers | 402.1 | 400.6 |
Miscellaneous deferred income | 2.2 | 4.8 |
Deferred revenues and income | $ 404.3 | $ 405.4 |
REVENUE RECOGNITION - Changes i
REVENUE RECOGNITION - Changes in liabilities (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Deferred revenues related to contracts with customers | ||
Beginning balance | $ 400.6 | |
Cash received in advance | 15.6 | |
Customer loyalty awards accumulated, net of expirations | 21.8 | $ 18.3 |
Foreign currency translation adjustment | (3.4) | |
Ending balance | 402.1 | |
Exhibitor Services Agreement | ||
Deferred revenues related to contracts with customers | ||
Beginning balance | 537.6 | |
Negative Common Unit Adjustment-reduction of common units | (9.2) | |
Reclassification revenue, as the result of performance obligations satisfied | (4.4) | |
Ending balance | $ 524 | |
Term of amortization of the exhibitor services agreement (ESA) with NCM | 30 years | |
Admissions | ||
Deferred revenues related to contracts with customers | ||
Customer loyalty awards accumulated, net of expirations | $ 0.5 | |
Reclassification revenue, as the result of performance obligations satisfied | (7.2) | |
Food and beverage | ||
Deferred revenues related to contracts with customers | ||
Customer loyalty awards accumulated, net of expirations | 0.8 | |
Reclassification revenue, as the result of performance obligations satisfied | (3.9) | |
Other theatre | ||
Deferred revenues related to contracts with customers | ||
Reclassification revenue, as the result of performance obligations satisfied | $ (0.9) |
REVENUE RECOGNITION - Additiona
REVENUE RECOGNITION - Additional disclosures (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Customer Frequency Program | ||
Deferred revenues and income | $ 404.3 | $ 405.4 |
Gift Card And Ticket Exchange | ||
Customer Frequency Program | ||
Redemption period | 24 months | |
Deferred revenues and income | $ 315.7 | |
Loyalty Program | ||
Customer Frequency Program | ||
Redemption period | 24 months | |
Deferred revenues and income | $ 64.2 |
GOODWILL (Details)
GOODWILL (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($)segment | |
Goodwill [Roll Forward] | |
Balance at the beginning of the period | $ 2,547.3 |
Currency translation adjustment | (52.6) |
Baltics disposition-Latvia | (3.7) |
Balance at the end of the period | $ 2,491 |
Number of reporting units | segment | 2 |
Domestic theatres | |
Goodwill [Roll Forward] | |
Balance at the beginning of the period | $ 1,796.5 |
Balance at the end of the period | 1,796.5 |
International theatres | |
Goodwill [Roll Forward] | |
Balance at the beginning of the period | 750.8 |
Currency translation adjustment | (52.6) |
Baltics disposition-Latvia | (3.7) |
Balance at the end of the period | $ 694.5 |
INVESTMENTS (Details)
INVESTMENTS (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2021USD ($)item | Mar. 31, 2020USD ($) | |
Investments | ||
Ownership percentage | 49.00% | |
Recorded equity in loss | $ (2.8) | $ (2.9) |
Equity Method Investments Ownership Transactions [Abstract] | ||
Recorded equity in loss | (2.8) | (2.9) |
Equity Method Investment, Nonconsolidated Investee(s) | ||
Investments | ||
Recorded equity in loss | 2.8 | 2.9 |
Equity Method Investments Ownership Transactions [Abstract] | ||
Recorded equity in loss | $ 2.8 | $ 2.9 |
U.S. | ||
Investments | ||
Number of theatres with partnership interests | item | 3 | |
Europe | ||
Investments | ||
Ownership percentage | 50.00% | |
Number of theatres with partnership interests | item | 54 | |
DCM | ||
Investments | ||
Ownership percentage | 50.00% | |
SV Holdco | ||
Investments | ||
Ownership percentage | 18.30% | |
AC JV, LLC | ||
Investments | ||
Ownership percentage | 32.00% | |
DCIP | ||
Investments | ||
Ownership percentage | 29.00% | |
SCC | ||
Investments | ||
Ownership percentage | 10.00% | |
DCDC | ||
Investments | ||
Ownership percentage | 14.60% | |
Maximum | ||
Investments | ||
Ownership percentage | 50.00% |
INVESTMENTS - Related Party Tra
INVESTMENTS - Related Party Transactions (Details) - Equity Method Investment, Nonconsolidated Investee(s) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Related Party Transactions | |||
Receivable due from related party | $ 4.6 | $ 6.9 | |
Other revenues, Related party | 0.6 | $ 5.7 | |
Film exhibition costs, Related party | 0.3 | 2.4 | |
Operating expenses (credits), Related Party | $ 0.4 | $ 1.3 |
CORPORATE BORROWINGS AND FINA_3
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS - Long-term debt and lease obligations (Details) € in Millions, £ in Millions, $ in Millions | Jan. 15, 2021USD ($) | Mar. 31, 2021USD ($) | Jun. 30, 2022USD ($) | Mar. 31, 2021GBP (£) | Mar. 31, 2021EUR (€) | Mar. 08, 2021USD ($) | Jan. 31, 2021 | Dec. 31, 2020USD ($) |
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Carrying value of corporate borrowings | $ 5,112.5 | $ 5,411.6 | ||||||
Finance lease obligations | 90.3 | 96 | ||||||
Paid-in-kind interest | 60.2 | 7.6 | ||||||
Deferred financing costs | 48.9 | 42.1 | ||||||
Net premium | 335.6 | 338.7 | ||||||
Total long-term debt and finance lease obligations | 5,549.7 | 5,811.8 | ||||||
Current maturities corporate borrowings | (20) | (20) | ||||||
Current maturities of finance lease liabilities | (12.5) | (12.9) | ||||||
Noncurrent portion of long-term debt and finance lease obligations | $ 5,517.2 | 5,778.9 | ||||||
2.95% Senior Secured Convertible Notes due 2026 | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Carrying value of corporate borrowings | 600 | |||||||
Net premium | $ (61.5) | |||||||
Stated interest rate (as a percent) | 2.95% | 2.95% | 2.95% | 2.95% | 2.95% | |||
6.375% Senior Subordinated Notes due 2024 | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Carrying value of corporate borrowings | $ 5.5 | $ 5.4 | ||||||
Net premium | $ 0.1 | |||||||
Stated interest rate (as a percent) | 6.375% | 6.375% | 6.375% | 6.375% | ||||
Debt instrument face amount | £ | £ 4 | |||||||
5.75 % Senior Subordinated Notes due 2025 | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Carrying value of corporate borrowings | $ 98.3 | $ 98.3 | ||||||
Stated interest rate (as a percent) | 5.75% | 5.75% | 5.75% | 5.75% | ||||
5.875% Senior Subordinated Notes due 2026 | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Carrying value of corporate borrowings | $ 55.6 | $ 55.6 | ||||||
Stated interest rate (as a percent) | 5.875% | 5.875% | 5.875% | 5.875% | ||||
6.125% Senior Subordinated Notes due 2027 | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Carrying value of corporate borrowings | $ 130.7 | $ 130.7 | ||||||
Stated interest rate (as a percent) | 6.125% | 6.125% | 6.125% | 6.125% | ||||
Senior Secured Credit Facility | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Debt instrument face amount | $ 100 | |||||||
Senior Secured Credit Facility Term-Loan due 2022 | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Debt instrument face amount | $ 225 | |||||||
Debt Agreement with Mudrick Capital Management, LP [Member] | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Debt instrument face amount | $ 100 | |||||||
Debt Agreement with Mudrick Capital Management, LP [Member] | Minimum | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Stated interest rate (as a percent) | 15.00% | |||||||
Debt Agreement with Mudrick Capital Management, LP [Member] | Maximum | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Stated interest rate (as a percent) | 17.00% | |||||||
Senior Secured Credit Facility Term-Loan Due 2026 | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Carrying value of corporate borrowings | $ 1,960 | $ 1,965 | ||||||
Net premium | $ (7.2) | (7.5) | ||||||
Stated interest rate (as a percent) | 3.195% | 3.195% | 3.195% | |||||
Senior Secured Credit Facility-Revolving Credit Facility due 2024 | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Carrying value of corporate borrowings | 212.2 | |||||||
Odeon Term Loan Facility due 2023 | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Carrying value of corporate borrowings | $ 538.8 | |||||||
Net premium | $ (18.4) | |||||||
Interest rate percentage in year one | 10.75% | 10.75% | 10.75% | |||||
Interest rate percentage in year thereafter | 11.25% | 11.25% | 11.25% | |||||
Debt instrument face amount | £ 140 | € 296 | ||||||
Odeon Revolving Credit Facility Due 2022 - 2.5785% | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Carrying value of corporate borrowings | 120.8 | |||||||
10.5 % First Lien Notes due 2025 | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Carrying value of corporate borrowings | $ 500 | 500 | ||||||
Net premium | $ (8.5) | $ (8.9) | ||||||
Stated interest rate (as a percent) | 10.50% | 10.50% | 10.50% | 10.50% | ||||
10.5 % First Lien Notes due 2026 | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Carrying value of corporate borrowings | $ 300 | $ 300 | ||||||
Net premium | $ (27.6) | $ (28.5) | ||||||
Stated interest rate (as a percent) | 10.50% | 10.50% | 10.50% | 10.50% | ||||
First Lien Toggle Notes due 2026 | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Stated interest rate (as a percent) | 15.00% | 15.00% | 15.00% | |||||
PIK interest rate | 17.00% | |||||||
Debt instrument face amount | $ 100 | |||||||
First Lien Toggle Notes due 2026 | Debt Agreement with Mudrick Capital Management, LP [Member] | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Carrying value of corporate borrowings | $ 100 | |||||||
Net premium | (26.3) | |||||||
Stated interest rate (as a percent) | 15.00% | |||||||
PIK interest rate | 17.00% | |||||||
Second Lien Subordinated Notes due 2026 | ||||||||
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS | ||||||||
Carrying value of corporate borrowings | 1,423.6 | $ 1,423.6 | ||||||
Net premium | $ 423.5 | $ 445.1 | ||||||
Stated interest rate (as a percent) | 10.00% | 10.00% | 10.00% | |||||
PIK interest rate | 12.00% |
CORPORATE BORROWINGS AND FINA_4
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS - Maturities of corporate borrowings (Details) $ in Millions | Mar. 31, 2021USD ($) |
Principal Amount of Corporate Borrowings | |
Nine months ended December 31, 2021 | $ 20 |
2022 | 558.8 |
2023 | 25.5 |
2024 | 618.3 |
2025 | 3,744.2 |
2026 | 130.7 |
Thereafter | $ 5,112.5 |
CORPORATE BORROWINGS AND FINA_5
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS - Senior Secured Credit Facility (Details) - USD ($) $ in Millions | Jun. 30, 2022 | Mar. 08, 2021 |
Senior Secured Credit Facility | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 100 | |
Amount of minimum liquidity requirements | $ 145 | $ 100 |
Senior Secured Credit Facility Term-Loan Due 2026 | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | 2,000 | |
Senior Secured Credit Facility Term-Loan due 2022 | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | $ 225 |
CORPORATE BORROWINGS AND FINA_6
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS - Odeon Term Loan Facility (Details) € in Millions, £ in Millions, $ in Millions | Feb. 15, 2021GBP (£) | Feb. 15, 2021EUR (€) | Jan. 24, 2021 | Feb. 28, 2021GBP (£) | Feb. 28, 2021EUR (€) | Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Jun. 30, 2022USD ($) | Jun. 30, 2022GBP (£) | Mar. 31, 2021GBP (£) | Feb. 28, 2021EUR (€) | Feb. 15, 2021EUR (€) | Dec. 31, 2020USD ($) |
Debt Instrument [Line Items] | |||||||||||||
Deferred financing cost write-off | $ 12.1 | $ 4.1 | |||||||||||
Amortization of net premium on corporate borrowings to interest expense | 42.3 | $ 3.1 | |||||||||||
Deferred financing costs | $ 48.9 | $ 42.1 | |||||||||||
Odean Term Loan Facility | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument face amount | $ 45 | £ 32.5 | |||||||||||
Interest period, Term | 3 months | ||||||||||||
Amortization of net premium on corporate borrowings to interest expense | $ 19.1 | ||||||||||||
Deferred financing costs | 15.6 | ||||||||||||
Amount of minimum liquidity requirements | 45 | £ 32.5 | |||||||||||
Odean Term Loan Facility | Other expense | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Deferred financing cost write-off | $ 1 | ||||||||||||
Odean Term Loan Facility | Odeon Cinemas Group Limited | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt Instrument, Term | 2 years 6 months | ||||||||||||
Interest rate percentage in year one | 10.75% | 10.75% | |||||||||||
Interest rate percentage in year thereafter | 11.25% | 11.25% | |||||||||||
140.0 million term loan facility agreement | Odeon Cinemas Group Limited | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument face amount | £ | £ 140 | £ 140 | |||||||||||
Repayments | £ | £ 89.7 | £ 89.7 | |||||||||||
296.0 million term loan facility agreement | Odeon Cinemas Group Limited | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Debt instrument face amount | € | € 296 | € 296 | |||||||||||
Repayments | € | € 12.8 | € 12.8 |
CORPORATE BORROWINGS AND FINA_7
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS - First Lien Toggle Notes due 2026 (Details) $ / shares in Units, $ in Millions | Feb. 01, 2021shares | Jan. 15, 2021USD ($)item | Dec. 14, 2020USD ($)$ / sharesshares | Mar. 31, 2021USD ($) | Dec. 31, 2020USD ($) |
Class A common stock | |||||
Debt Instrument [Line Items] | |||||
Consideration received for conversion | shares | 46,103,784 | ||||
Mudrick Capital Management LP [Member] | Class A common stock | |||||
Debt Instrument [Line Items] | |||||
Number of shares issued | shares | 21,978,022 | ||||
Consideration received for commitment fee | shares | 8,241,758 | ||||
Fair value of common stock | $ 70.1 | ||||
Price per share (in dollars per share) | $ / shares | $ 3.19 | ||||
Debt Agreement with Mudrick Capital Management, LP [Member] | |||||
Debt Instrument [Line Items] | |||||
Aggregate principal amount | $ 100 | ||||
First Lien Toggle Notes due 2026 | |||||
Debt Instrument [Line Items] | |||||
Aggregate principal amount | $ 100 | ||||
Stated interest rate (as a percent) | 15.00% | ||||
PIK interest rate (as a percent) | 17.00% | ||||
Number of interest periods | item | 3 | ||||
First Lien Toggle Notes due 2026 | Debt Agreement with Mudrick Capital Management, LP [Member] | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate (as a percent) | 15.00% | ||||
PIK interest rate (as a percent) | 17.00% | ||||
First Lien Secured Notes Due 2026 | Class A common stock | |||||
Debt Instrument [Line Items] | |||||
Reclassified prepaid commitment fee and deferred charges | $ 28.6 | ||||
Second Lien Notes due 2026 | Mudrick Capital Management LP [Member] | |||||
Debt Instrument [Line Items] | |||||
Consideration received for conversion | shares | 13,736,264 | ||||
Second Lien Notes due 2026 | Mudrick Capital Management LP [Member] | Class A common stock | |||||
Debt Instrument [Line Items] | |||||
Principal amount | $ 100 | ||||
Waived off PIK interest | $ 4.5 |
CORPORATE BORROWINGS AND FINA_8
CORPORATE BORROWINGS AND FINANCE LEASE OBLIGATIONS - Convertible Notes due 2026 (Details) - USD ($) | Jan. 29, 2021 | Jan. 27, 2021 | Mar. 31, 2021 | Mar. 31, 2020 |
Debt Instrument [Line Items] | ||||
Interest expense | $ 151,500,000 | $ 71,300,000 | ||
Call Option | Other expense | ||||
Debt Instrument [Line Items] | ||||
Derivative liability fair value adjustment | 20,100,000 | |||
Wanda | Class B common stock | ||||
Debt Instrument [Line Items] | ||||
Shares forfeited | 5,666,000 | |||
Convertible Notes due 2026 | ||||
Debt Instrument [Line Items] | ||||
Conversion amount | $ 600,000,000 | $ 600,000,000 | ||
Conversion price (in dollars per share) | $ 13.51 | $ 13.51 | ||
Shares issued on conversion | 44,422,860 | |||
Interest expense | $ 70,000,000 | |||
Convertible Notes due 2026 | Other expense | ||||
Debt Instrument [Line Items] | ||||
Derivative liability fair value adjustment | (500,000) | |||
Convertible Notes due 2026 | Wanda | Class B common stock | ||||
Debt Instrument [Line Items] | ||||
Shares forfeited | 5,666,000 | |||
Number of shares upon conversion | $ 5,666,000 |
STOCKHOLDERS' EQUITY - Dividend
STOCKHOLDERS' EQUITY - Dividends (Details) - USD ($) $ / shares in Units, $ in Millions | May 05, 2021 | Feb. 01, 2021 | Jan. 27, 2021 | Dec. 14, 2020 | Feb. 15, 2019 | Mar. 31, 2021 | Mar. 31, 2020 | Apr. 27, 2021 | Jan. 25, 2021 | Dec. 31, 2020 | Dec. 11, 2020 |
STOCKHOLDERS' EQUITY | |||||||||||
Other financing costs | $ 19 | $ 0.1 | |||||||||
Dividends | |||||||||||
Cash dividend declared (in dollars per share) | $ 0.03 | $ 0 | |||||||||
Dividends declared | $ 3.2 | ||||||||||
Dividends and dividend equivalents | $ 4.3 | ||||||||||
Class A common stock | |||||||||||
STOCKHOLDERS' EQUITY | |||||||||||
Number of shares authorized | 524,173,073 | 524,173,073 | |||||||||
Sell price per share | $ 0.01 | $ 0.01 | |||||||||
Gross proceeds | $ 581.6 | ||||||||||
Consideration received for conversion | 46,103,784 | ||||||||||
Dividends | |||||||||||
Cash dividend declared (in dollars per share) | $ 0.03 | ||||||||||
Class A common stock | Subsequent Events | |||||||||||
STOCKHOLDERS' EQUITY | |||||||||||
Number of shares authorized | 1,024,173,073 | ||||||||||
Sell price per share | $ 0.01 | ||||||||||
Gross proceeds | $ 153 | ||||||||||
Number of shares issued | 15,500,000 | ||||||||||
Sales agents fees paid | $ 3.8 | ||||||||||
Class A common stock | Mudrick Capital Management LP [Member] | |||||||||||
STOCKHOLDERS' EQUITY | |||||||||||
Number of shares issued | 21,978,022 | ||||||||||
Consideration received for commitment fee | 8,241,758 | ||||||||||
Class A common stock | Equity Distribution Agreement [Member] | |||||||||||
STOCKHOLDERS' EQUITY | |||||||||||
Number of shares authorized | 50,000,000 | 178,000,000 | |||||||||
Sell price per share | $ 0.01 | $ 0.01 | |||||||||
Gross proceeds | $ 596.9 | ||||||||||
Number of shares issued | 187,066,293 | ||||||||||
Sales agents fees paid | $ 14.9 | ||||||||||
Other financing costs | $ 0.4 | ||||||||||
Class A common stock | Equity Distribution Agreement [Member] | Subsequent Events | |||||||||||
STOCKHOLDERS' EQUITY | |||||||||||
Number of shares authorized | 43,000,000 | ||||||||||
Sell price per share | $ 0.01 | ||||||||||
Class B common stock | |||||||||||
STOCKHOLDERS' EQUITY | |||||||||||
Number of shares authorized | 0 | 51,769,784 | |||||||||
Sell price per share | $ 0.01 | $ 0.01 | |||||||||
Dividends | |||||||||||
Cash dividend declared (in dollars per share) | $ 0.03 | ||||||||||
Class B common stock | Wanda | |||||||||||
STOCKHOLDERS' EQUITY | |||||||||||
Shares forfeited | 5,666,000 | ||||||||||
Second Lien Notes due 2026 | Mudrick Capital Management LP [Member] | |||||||||||
STOCKHOLDERS' EQUITY | |||||||||||
Consideration received for conversion | 13,736,264 |
STOCKHOLDERS' EQUITY - Related
STOCKHOLDERS' EQUITY - Related Party Transactions (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Related Party Transactions | |||
Ownership percentage | 49.00% | ||
Maximum | |||
Related Party Transactions | |||
Ownership percentage | 50.00% | ||
Wanda | |||
Related Party Transactions | |||
Receivable due from related party | $ 0 | $ 0.7 | |
Wanda | |||
Related Party Transactions | |||
Reimbursements | $ 0 | $ 0.1 |
STOCKHOLDERS' EQUITY - Stock-ba
STOCKHOLDERS' EQUITY - Stock-based compensation (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Components Of Recorded And Unrecognized Stock Based Compensation Expense [Rollforward] | ||
Amount recognized | $ 5.4 | $ 2.7 |
Total estimated unrecognized compensation cost related to nonvested stock-based compensation arrangements | $ 43.1 | |
Weighted average period recognized | 1 year 6 months | |
General and administrative: other | ||
Components Of Recorded And Unrecognized Stock Based Compensation Expense [Rollforward] | ||
Amount recognized | $ 5.4 | $ 2.7 |
STOCKHOLDERS' EQUITY - Awards g
STOCKHOLDERS' EQUITY - Awards granted in 2021 (Details) $ / shares in Units, $ in Millions | Feb. 23, 2021USD ($)shares | Jan. 31, 2021$ / shares | Mar. 31, 2021USD ($)tranche$ / sharesshares | Mar. 31, 2020USD ($) |
STOCKHOLDERS' EQUITY | ||||
Stock-based compensation expense | $ | $ 5.4 | $ 2.7 | ||
General and administrative: other | ||||
STOCKHOLDERS' EQUITY | ||||
Stock-based compensation expense | $ | $ 5.4 | $ 2.7 | ||
2021 Performance share award | ||||
STOCKHOLDERS' EQUITY | ||||
Granted (in shares) | 895,951 | |||
Stock value | $ | $ 6.9 | |||
2020 Performance share award | ||||
STOCKHOLDERS' EQUITY | ||||
Granted (in shares) | 438,244 | |||
Stock value | $ | $ 3.4 | |||
2019 Performance share award | ||||
STOCKHOLDERS' EQUITY | ||||
Granted (in shares) | 181,916 | |||
Stock value | $ | $ 1.4 | |||
Special Performance Stock Unit | ||||
STOCKHOLDERS' EQUITY | ||||
Volume weighted average stock price threshold trailing days | 20 days | |||
Special Performance Stock Unit | Tranche 5 | ||||
STOCKHOLDERS' EQUITY | ||||
Weighted Average Stock Price (in dollars per share) | $ / shares | $ 4 | |||
Special Performance Stock Unit | Tranche 6 | ||||
STOCKHOLDERS' EQUITY | ||||
Weighted Average Stock Price (in dollars per share) | $ / shares | $ 8 | |||
RSU and PSU Units | ||||
STOCKHOLDERS' EQUITY | ||||
Price per share (in dollars per share) | $ / shares | $ 7.70 | |||
Performance Vesting | Members of management and executive officers | ||||
STOCKHOLDERS' EQUITY | ||||
Granted (in shares) | 2,687,813 | |||
Number of tranches | tranche | 3 | |||
Awards to be granted if target not achieved (in shares) | 0 | |||
Number of days from the termination of service for settlement of fully vested units | 30 days | |||
Period of cumulative adjusted EBITDA, diluted earnings per share, and net profit results to meet the performance target condition | 3 years | |||
Performance Vesting | Members of management and executive officers | Minimum | ||||
STOCKHOLDERS' EQUITY | ||||
PSUs vesting as a percentage of performance target | 80.00% | |||
Percentage of performance target | 50.00% | |||
Performance Vesting | Members of management and executive officers | Maximum | ||||
STOCKHOLDERS' EQUITY | ||||
PSUs vesting as a percentage of performance target | 120.00% | |||
Percentage of performance target | 200.00% | |||
2013 Equity Incentive Plan | Members of management | ||||
STOCKHOLDERS' EQUITY | ||||
Granted (in shares) | 2,687,813 | |||
Grant date fair value (in dollars) | $ | $ 20.7 | |||
Vesting period (in years) | 3 years | |||
2013 Equity Incentive Plan | Restricted stock unit | Members of management and executive officers | ||||
STOCKHOLDERS' EQUITY | ||||
Number of shares to be received for each unit | 1 | |||
2013 Equity Incentive Plan | Restricted stock unit | Members of management | ||||
STOCKHOLDERS' EQUITY | ||||
Number of days from the termination of service for settlement of fully vested units | 30 days | |||
2013 Equity Incentive Plan | Performance Vesting | Members of management and executive officers | ||||
STOCKHOLDERS' EQUITY | ||||
Awards to be granted upon achieving 100% of performance target (in shares) | 2,687,813 | |||
Class A common stock | 2013 Equity Incentive Plan | Stock options | Board of Director | ||||
STOCKHOLDERS' EQUITY | ||||
Grant date fair value | $ | $ 0.9 | |||
Shares granted | 124,054 |
STOCKHOLDERS' EQUITY - RSU, PSU
STOCKHOLDERS' EQUITY - RSU, PSU and SPSU activity (Details) - RSU, PSU and SPSU | 3 Months Ended |
Mar. 31, 2021$ / sharesshares | |
Shares of RSU PSU and SPSU | |
Balance at the beginning of the period (in shares) | shares | 4,159,261 |
Granted (in shares) | shares | 3,583,764 |
Forfeited (in shares) | shares | (17,167) |
Nonvested at the end of the period (in shares) | shares | 7,725,858 |
Weighted Average Grant Date Fair Value | |
Balance at the beginning of the period (in dollars per share) | $ / shares | $ 6.27 |
Granted (in dollars per share) | $ / shares | 7.70 |
Forfeited (in dollars per share) | $ / shares | 5.22 |
Unvested at the end of the period (in dollars per share) | $ / shares | $ 6.94 |
STOCKHOLDERS' EQUITY - Equity s
STOCKHOLDERS' EQUITY - Equity statements (Details) - USD ($) $ in Millions | Feb. 15, 2019 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 |
Increase (Decrease) in Stockholders' Equity | ||||
Balance at the beginning of the period | $ (2,858.2) | $ 1,214.2 | $ 1,214.2 | |
Net loss | (566.9) | (2,176.3) | ||
Net loss | (567.2) | (2,176.3) | ||
Other comprehensive loss | (51.2) | (93.5) | ||
Baltics noncontrolling capital contributions | (3.8) | |||
Class A common stock, accrued dividend equivalent adjustment | (0.1) | |||
Class A common stock issuance | 581.6 | |||
Convertible Notes due 2026 stock conversion | 606.5 | |||
Dividends declared | $ (3.2) | |||
Taxes paid for restricted unit withholdings | (1) | |||
Stock-based compensation expense | 5.4 | 2.7 | ||
Balance at the end of the period | (2,287) | (1,074) | (2,858.2) | |
Cumulative Effect, Period of Adoption, Adjustment [Member] | ||||
Increase (Decrease) in Stockholders' Equity | ||||
Balance at the end of the period | (16.9) | |||
Total AMC Stockholders' Equity (Deficit) | ||||
Increase (Decrease) in Stockholders' Equity | ||||
Balance at the beginning of the period | (2,885.1) | |||
Net loss | (566.9) | |||
Other comprehensive loss | (51) | |||
Baltics noncontrolling capital contribution | 0.2 | |||
Class A common stock, accrued dividend equivalent adjustment | (0.1) | |||
Class A common stock issuance | 581.6 | |||
Convertible Notes due 2026 stock conversion | 606.5 | |||
Stock-based compensation expense | 5.4 | |||
Balance at the end of the period | (2,309.4) | (2,885.1) | ||
Additional Paid-in Capital | ||||
Increase (Decrease) in Stockholders' Equity | ||||
Balance at the beginning of the period | 2,465.6 | 2,001.9 | 2,001.9 | |
Baltics noncontrolling capital contribution | 0.2 | |||
Class A common stock issuance | 579.8 | |||
Convertible Notes due 2026 stock conversion | 606.1 | |||
Taxes paid for restricted unit withholdings | (1) | |||
Stock-based compensation expense | 5.4 | 2.7 | ||
Balance at the end of the period | 3,657.1 | 2,003.6 | 2,465.6 | |
Treasury Stock | ||||
Increase (Decrease) in Stockholders' Equity | ||||
Balance at the beginning of the period | $ (56.4) | $ (56.4) | $ (56.4) | |
Balance (in shares) | 3,732,625 | 3,732,625 | 3,732,625 | |
Balance at the end of the period | $ (56.4) | $ (56.4) | $ (56.4) | |
Balance (in shares) | 3,732,625 | 3,732,625 | 3,732,625 | |
Accumulated Other Comprehensive Income (Loss) | ||||
Increase (Decrease) in Stockholders' Equity | ||||
Balance at the beginning of the period | $ 38.7 | $ (26.1) | $ (26.1) | |
Other comprehensive loss | (51) | (93.5) | ||
Balance at the end of the period | (12.3) | (119.6) | 38.7 | |
Accumulated Earnings (Deficit) | ||||
Increase (Decrease) in Stockholders' Equity | ||||
Balance at the beginning of the period | (5,335.3) | (706.2) | (706.2) | |
Net loss | (566.9) | (2,176.3) | ||
Class A common stock, accrued dividend equivalent adjustment | (0.1) | |||
Balance at the end of the period | (5,902.3) | (2,902.6) | (5,335.3) | |
Accumulated Earnings (Deficit) | Cumulative Effect, Period of Adoption, Adjustment [Member] | ||||
Increase (Decrease) in Stockholders' Equity | ||||
Balance at the end of the period | (16.9) | |||
Noncontrolling Interests | ||||
Increase (Decrease) in Stockholders' Equity | ||||
Balance at the beginning of the period | 26.9 | |||
Net loss | (0.3) | |||
Other comprehensive loss | (0.2) | |||
Baltics noncontrolling capital contribution | (4) | |||
Balance at the end of the period | $ 22.4 | $ 26.9 | ||
Class A common stock | ||||
Increase (Decrease) in Stockholders' Equity | ||||
Balance (in shares) | 172,563,249 | |||
Balance (in shares) | 450,280,240 | 172,563,249 | ||
Class A common stock | Dividend declared | ||||
Increase (Decrease) in Stockholders' Equity | ||||
Dividends declared | (1.6) | |||
Class A common stock | Common Stock | ||||
Increase (Decrease) in Stockholders' Equity | ||||
Balance at the beginning of the period | $ 1.8 | $ 0.5 | $ 0.5 | |
Balance (in shares) | 172,563,249 | 52,080,077 | 52,080,077 | |
Class A common stock issuance | $ 1.8 | |||
Class A common stock issuance (In shares) | 187,066,293 | |||
Wanda conversion of Class B shares to Class A shares | $ 0.5 | |||
Wanda conversion of Class B shares to Class A shares (in shares) | 46,103,784 | |||
Convertible Notes due 2026 stock conversion | $ 0.4 | |||
Convertible Notes due 2026 stock conversion (in shares) | 44,422,860 | |||
Stock-based compensation (in shares) | 124,054 | 469,516 | ||
Balance at the end of the period | $ 4.5 | $ 0.5 | $ 1.8 | |
Balance (in shares) | 450,280,240 | 52,549,593 | 172,563,249 | |
Class A common stock | Accumulated Earnings (Deficit) | Dividend declared | ||||
Increase (Decrease) in Stockholders' Equity | ||||
Dividends declared | $ (1.6) | |||
Class B common stock | ||||
Increase (Decrease) in Stockholders' Equity | ||||
Balance (in shares) | 51,769,784 | |||
Balance (in shares) | 0 | 51,769,784 | ||
Class B common stock | Dividend declared | ||||
Increase (Decrease) in Stockholders' Equity | ||||
Dividends declared | (1.6) | |||
Class B common stock | Common Stock | ||||
Increase (Decrease) in Stockholders' Equity | ||||
Balance at the beginning of the period | $ 0.5 | $ 0.5 | $ 0.5 | |
Balance (in shares) | 51,769,784 | 51,769,784 | 51,769,784 | |
Wanda conversion of Class B shares to Class A shares | $ (0.5) | |||
Wanda conversion of Class B shares to Class A shares (in shares) | (46,103,784) | |||
Wanda forfeit and cancellation of Class B shares (in shares) | (5,666,000) | |||
Balance at the end of the period | $ 0.5 | $ 0.5 | ||
Balance (in shares) | 51,769,784 | 51,769,784 | ||
Class B common stock | Accumulated Earnings (Deficit) | Dividend declared | ||||
Increase (Decrease) in Stockholders' Equity | ||||
Dividends declared | $ (1.6) |
INCOME TAXES - narrative (Detai
INCOME TAXES - narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
INCOME TAXES | ||
Effective income tax rate (as a percent) | 1.20% | |
Net deferred tax liabilities | $ 32.7 | |
Net deferred tax assets | $ 40.2 |
FAIR VALUE MEASUREMENTS - Fair
FAIR VALUE MEASUREMENTS - Fair value on a recurring basis (Details) - Recurring basis $ in Millions | Mar. 31, 2021USD ($) |
Other long-term assets: | |
Money market mutual funds | $ 1.1 |
Investments measured at net asset value | 10.7 |
Investment in NCM | 5.8 |
Total assets at fair value | 17.6 |
Quoted prices in active market (Level 1) | |
Other long-term assets: | |
Money market mutual funds | 1.1 |
Investment in NCM | 5.8 |
Total assets at fair value | $ 6.9 |
FAIR VALUE MEASUREMENTS - Fai_2
FAIR VALUE MEASUREMENTS - Fair value on a nonrecurring basis (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 |
Other Fair Value Measurement Disclosures | ||
Current maturities of corporate borrowings, carrying value | $ 20 | $ 20 |
Corporate borrowings, noncurrent, carrying value | 5,439.4 | $ 5,695.8 |
Total Carrying Value | ||
Other Fair Value Measurement Disclosures | ||
Current maturities of corporate borrowings, carrying value | 20 | |
Corporate borrowings, noncurrent, carrying value | 5,439.4 | |
Significant other observable inputs (Level 2) | ||
Other Fair Value Measurement Disclosures | ||
Current maturities of corporate borrowings, fair value | 17.4 | |
Corporate borrowings, noncurrent, fair value | 3,838.9 | |
Significant unobservable inputs (Level 3) | ||
Other Fair Value Measurement Disclosures | ||
Corporate borrowings, noncurrent, fair value | $ 719.5 |
OPERATING SEGMENTS (Details)
OPERATING SEGMENTS (Details) $ in Millions | 3 Months Ended | |||
Mar. 31, 2021USD ($)segment | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | Aug. 28, 2020 | |
OPERATING SEGMENT | ||||
Number of reportable segments | segment | 2 | |||
Interest in non-consolidated affiliates (as a percent) | 49.00% | |||
Financial information by reportable operating segment | ||||
Revenues | $ 148.3 | $ 941.5 | ||
Adjusted EBITDA | 294.7 | (3.1) | ||
Capital expenditures | 11.9 | 91.7 | ||
Long-term assets, net | $ 9,472.7 | $ 9,789.4 | ||
Forum Cinemas OU [Member] | ||||
OPERATING SEGMENT | ||||
Interest in non-consolidated affiliates (as a percent) | 49.00% | |||
Disposal Group, Disposed of by Sale, Not Discontinued Operations [Member] | Forum Cinemas OU [Member] | ||||
OPERATING SEGMENT | ||||
Interest in non-consolidated affiliates (as a percent) | 51.00% | |||
U. S. markets | Operating Segments [Member] | ||||
Financial information by reportable operating segment | ||||
Revenues | $ 137.2 | 661.3 | ||
Adjusted EBITDA | 200.4 | 3.8 | ||
Capital expenditures | 6.6 | 56.9 | ||
Long-term assets, net | 6,727.9 | 6,895.3 | ||
International markets | Operating Segments [Member] | ||||
Financial information by reportable operating segment | ||||
Revenues | 11.1 | 280.2 | ||
Adjusted EBITDA | 94.3 | (6.9) | ||
Capital expenditures | 5.3 | $ 34.8 | ||
Long-term assets, net | $ 2,744.8 | $ 2,894.1 |
OPERATING SEGMENTS - Reconcilia
OPERATING SEGMENTS - Reconciliation (Details) $ in Millions | 3 Months Ended | |
Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($)item | |
Reconciliation of net income to EBITDA | ||
Net loss | $ (567.2) | $ (2,176.3) |
Income tax provision (benefit) | (6.8) | 68.2 |
Interest expense | 162.8 | 82.8 |
Depreciation and amortization | 114.1 | 122.5 |
Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill | 1,851.9 | |
Certain operating expense | 2.3 | 2.1 |
Equity in loss of non-consolidated entities | 2.8 | 2.9 |
Cash distributions from non-consolidated entities | 0.3 | 7.6 |
Attributable EBITDA | (0.8) | (0.1) |
Investment expense (income) | (2) | 9.4 |
Other expense | (4.8) | 26.9 |
Other non-cash rent expense (benefit) | (7.5) | 2.3 |
General and administrative - unallocated: | ||
Merger, acquisition and other costs | 6.7 | 0.2 |
Stock-based compensation expense | (5.4) | (2.7) |
Adjusted EBITDA | 294.7 | (3.1) |
Impairment of goodwill | 1,744.3 | |
Impairment of long-lived assets | 91.3 | |
Impairment of indefinite-lived intangible assets | 0 | 8.3 |
Impairment of definite-lived intangible assets | 8 | |
Foreign currency transactions gains (losses) | 3.8 | (2) |
Derivative liability fair value adjustment | (0.5) | |
Estimated credit losses (income) contingent lease guarantees | (2) | 5.3 |
Derivative asset fair value adjustment | 20.1 | |
Attributable EBITDA | ||
Reconciliation of net income to EBITDA | ||
Income tax provision (benefit) | (0.2) | (0.1) |
Depreciation and amortization | 0.9 | 0.8 |
Equity in loss of non-consolidated entities | 2.8 | 2.9 |
Equity in loss of non-consolidated entities excluding International theatre joint ventures | 1.2 | 2.1 |
Attributable EBITDA | (0.8) | (0.1) |
Investment expense (income) | (0.2) | |
Other expense | 0.1 | 0.2 |
Other expense | ||
General and administrative - unallocated: | ||
Increases in other expenses related to financing fees | 1 | |
Foreign currency transactions gains (losses) | 3.8 | |
Other expense | Convertible Notes due 2026 | ||
General and administrative - unallocated: | ||
Foreign currency transactions gains (losses) | (2) | |
Derivative liability fair value adjustment | 0.5 | |
Estimated credit losses (income) contingent lease guarantees | 5.3 | |
Derivative asset fair value adjustment | (20.1) | |
Other expense | Call Option | ||
General and administrative - unallocated: | ||
Estimated credit losses (income) contingent lease guarantees | 2 | |
Oden trade name | ||
General and administrative - unallocated: | ||
Impairment of indefinite-lived intangible assets | 5.9 | |
Nordic trade names | ||
General and administrative - unallocated: | ||
Impairment of indefinite-lived intangible assets | 2.4 | |
Domestic theatres | ||
General and administrative - unallocated: | ||
Impairment of goodwill | 1,124.9 | |
Impairment of definite-lived intangible assets | 8 | |
International theatres | ||
General and administrative - unallocated: | ||
Impairment of goodwill | 619.4 | |
Impairment of long-lived assets | $ 9.9 | |
Tangible asset impairment, number of theatres | item | 23 | |
Tangible asset impairment, number of screens | item | 213 | |
International theatres | Nordic trade names | ||
Reconciliation of net income to EBITDA | ||
Impairment of long-lived assets, definite and indefinite-lived intangible assets and goodwill | $ 2.4 | |
U. S. markets | ||
General and administrative - unallocated: | ||
Impairment of long-lived assets | $ 81.4 | |
Tangible asset impairment, number of theatres | item | 57 | |
Tangible asset impairment, number of screens | item | 658 | |
International markets | Oden trade name | ||
General and administrative - unallocated: | ||
Impairment of long-lived assets | $ 5.9 | |
Operating Segments [Member] | U. S. markets | ||
General and administrative - unallocated: | ||
Adjusted EBITDA | 200.4 | 3.8 |
Operating Segments [Member] | International markets | ||
General and administrative - unallocated: | ||
Adjusted EBITDA | 94.3 | (6.9) |
Operating Segments [Member] | International markets | Attributable EBITDA | ||
Reconciliation of net income to EBITDA | ||
Equity in earnings of International theatre joint ventures | $ (1.6) | $ (0.8) |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) $ / shares in Units, $ in Millions | 3 Months Ended | |||||
Mar. 31, 2021USD ($) | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($) | Sep. 14, 2018$ / shares | Jan. 19, 2018item | Jan. 12, 2018item | |
COMMITMENTS AND CONTINGENCIES | ||||||
Number of pending actions | item | 2 | 2 | ||||
Dividends declared | $ / shares | $ 1.55 | |||||
Estimated credit losses (income) contingent lease guarantees | $ (2) | $ 5.3 | ||||
Contingent lease liabilities | $ 11.2 | $ 30.2 |
LOSS PER SHARE (Details)
LOSS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Millions | Jan. 29, 2021 | Jan. 27, 2021 | Mar. 31, 2021 | Mar. 31, 2020 |
Numerator: | ||||
Net loss for basic loss per share attributable to AMC Entertainment Holdings, Inc. | $ (566.9) | $ (2,176.3) | ||
Net loss for diluted loss per share attributable to AMC Entertainment Holdings, Inc. | $ (566.9) | $ (2,176.3) | ||
Denominator (shares in thousands): | ||||
Weighted average shares for basic earnings per common share | 400,111,000 | 104,245,000 | ||
Weighted average shares for diluted earnings per common share | 400,111,000 | 104,245,000 | ||
Basic loss per common share (in dollars per share) | $ (1.42) | $ (20.88) | ||
Diluted loss per common share (in dollars per share) | $ (1.42) | $ (20.88) | ||
Interest expense not eliminated from net loss in EPS calculation due to anti-dilutive effect | $ 8.3 | |||
2.95% Senior Secured Convertible Notes due 2024 | ||||
Denominator (shares in thousands): | ||||
Anti-dilutive securities not included in the computations of diluted earnings per share (in shares) | 31,700,000 | |||
Derivative other expense/income not eliminated from net loss in EPS calculation due to anti-dilutive effect | $ (0.5) | |||
Convertible Notes due 2026 | ||||
Denominator (shares in thousands): | ||||
Conversion amount | $ 600 | $ 600 | ||
Conversion price (in dollars per share) | $ 13.51 | $ 13.51 | ||
Shares issued on conversion | 44,422,860 | |||
Performance Vesting | ||||
Denominator (shares in thousands): | ||||
Anti-dilutive securities not included in the computations of diluted earnings per share (in shares) | 2,161,337 | 793,932 | ||
Percent of performance target | 100.00% | 100.00% | ||
Special Performance Stock Unit | ||||
Denominator (shares in thousands): | ||||
Anti-dilutive securities not included in the computations of diluted earnings per share (in shares) | 1,156,656 | 595,003 | ||
Restricted stock unit | ||||
Denominator (shares in thousands): | ||||
Anti-dilutive securities not included in the computations of diluted earnings per share (in shares) | 3,812,964 | 2,210,736 |
SUBSEQUENT EVENT (Details)
SUBSEQUENT EVENT (Details) - USD ($) $ / shares in Units, $ in Millions | May 05, 2021 | Apr. 27, 2021 | Jan. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Jan. 25, 2021 | Dec. 11, 2020 |
Class A common stock | |||||||
Subsequent Events | |||||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |||||
Number of shares authorized | 524,173,073 | 524,173,073 | |||||
Gross proceeds | $ 581.6 | ||||||
Class A common stock | At-the-market equity offerings | |||||||
Subsequent Events | |||||||
Gross proceeds | $ 596.9 | $ 272.8 | |||||
Number of shares issued | 187,100,000 | 91,000,000 | |||||
Sales agents fees paid | $ 14.9 | $ 6.8 | |||||
Class A common stock | Equity Distribution Agreement [Member] | |||||||
Subsequent Events | |||||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |||||
Number of shares authorized | 50,000,000 | 178,000,000 | |||||
Gross proceeds | $ 596.9 | ||||||
Number of shares issued | 187,066,293 | ||||||
Sales agents fees paid | $ 14.9 | ||||||
Class B common stock | |||||||
Subsequent Events | |||||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | |||||
Number of shares authorized | 0 | 51,769,784 | |||||
Subsequent Events | Class A common stock | |||||||
Subsequent Events | |||||||
Common stock, par value (in dollars per share) | $ 0.01 | ||||||
Increase in authorized capital | 500,000,000 | ||||||
Number of shares authorized | 1,024,173,073 | ||||||
Gross proceeds | $ 153 | ||||||
Number of shares issued | 15,500,000 | ||||||
Sales agents fees paid | $ 3.8 | ||||||
Subsequent Events | Class A common stock | At-the-market equity offerings | |||||||
Subsequent Events | |||||||
Number of shares authorized | 43,000,000 | ||||||
Subsequent Events | Class A common stock | Equity Distribution Agreement [Member] | |||||||
Subsequent Events | |||||||
Common stock, par value (in dollars per share) | $ 0.01 | ||||||
Number of shares authorized | 43,000,000 |