AMC ENTERTAINMENT HOLDINGS, INC. (NYSE:AMC) Files An 8-K Regulation FD Disclosure
ITEM 7.01.REGULATION FD DISCLOSURE
On December 20, 2016, AMC Entertainment Holdings, Inc. (AMC)
issued a press release announcing that it will host a conference
call on December 20, 2016 to discuss the Department of Justice
(DOJ) approval of the Carmike Cinemas, Inc. acquisition. The
conference call will commence at 12:15 PM CT/1:15 PM ET.
Investors and interested parties who would like to listen to the
conference call should dial 1-855-327-6837 (in the U.S.) and
1-631-891-4304 (outside the U.S.). The number should be dialed at
least 10 minutes prior to the start of the conference call.
The press release is furnished as Exhibit 99.1 hereto and
incorporated by reference herein.
|
ITEM 9.01 |
FINANCIAL STATEMENTS AND EXHIBITS |
(d) Exhibits
AMC is furnishing the following exhibit:
|
Exhibit |
Description |
|
99.1 |
Press Release dated December 20, 2016. |
The information furnished to Item 7.01 of this Current Report on
Form 8-K, including the exhibit, shall not be deemed to be filed
for purposes of Section 18 of the Securities Exchange Act of
1934, as amended, or otherwise subject to the liabilities of that
section, and shall not be deemed to be incorporated by reference
into any of AMCs filings under the Securities Act of 1933, as
amended, or the Securities Exchange Act of 1934, as amended,
whether made before or after the date hereof and regardless of
any general incorporation language in such filings.
CAUTIONARY LANGUAGE REGARDING FORWARD-LOOKING STATEMENTS
This Current Report on Form 8-K includes forward-looking
statements within the meaning of the safe harbor provisions of
the United States Private Securities Litigation Reform Act of
1995. Forward-looking statements may be identified by the use of
words such as forecast, plan, estimate, will, would, project,
maintain, intend, expect, anticipate, strategy, future, likely,
may, should, believe, continue, and other similar expressions
that predict or indicate future events or trends or that are not
statements of historical matters. Similarly, statements made
herein and elsewhere regarding the pending acquisition of Carmike
Cinemas, Inc. (Carmike) and the completed acquisition of Odeon
and UCI Cinemas Holdings Limited (Odeon, and collectively, the
acquisitions) are also forward-looking statements, including
statements regarding the anticipated closing date of the Carmike
acquisition, the source and structure of financing, management’s
statements about effect of the acquisitions on AMCs future
business, operations and financial performance and AMCs ability
to successfully integrate the acquisitions into its operations.
These forward-looking statements are based on information
available at the time the statements are made and/or managements
good faith belief as of that time with respect to future events,
and are subject to risks, trends, uncertainties and other facts
that could cause actual performance or results to differ
materially from those expressed in or suggested by the
forward-looking statements. These risks, trends, uncertainties
and facts include, but are not limited to, risks related to: the
parties ability to satisfy closing conditions in the anticipated
time frame or at all; any impact of the DOJ approval of the
Carmike transaction; the possibility that the Carmike acquisition
does not close, including in circumstances in which AMC would be
obligated to pay Carmike a termination fee or other damages or
expenses; related to financing the acquisitions, including AMCs
ability to finance the acquisitions on acceptable terms;
responses of activist
stockholders to the Carmike acquisition; AMCs ability to
realize expected benefits and synergies from the acquisitions;
AMCs effective implementation, and customer acceptance, of its
two brand strategy; disruption from the acquisitions making it
more difficult to maintain relationships with customers,
employees or suppliers; the diversion of management time on
transaction-related issues; the negative effects of this
announcement or the consummation of the proposed Carmike
acquisition on the market price of AMCs common stock;
unexpected costs, charges or expenses relating to the
acquisitions; unknown liabilities; litigation and/or regulatory
actions related to the acquisitions; AMCs significant
indebtedness, including the indebtedness incurred to acquire
Odeon and Carmike; AMCs ability to utilize net operating loss
carry-forwards to reduce future tax liability; continued
effectiveness of AMCs strategic initiatives; the impact of
governmental regulation, including anti-trust investigations
concerning potentially anticompetitive conduct, including film
clearances and participation in certain joint ventures;
operating a business in markets AMC has limited experience
with; the United Kingdoms exit from the European Union and
other business effects, including the effects of industry,
market, economic, political or regulatory conditions, future
exchange or interest rates, changes in tax laws, regulations,
rates and policies; and risks, trends, uncertainties and other
facts discussed in the reports AMC and Carmike have filed with
the SEC. Should one or more of these risks, trends,
uncertainties or facts materialize, or should underlying
assumptions prove incorrect, actual results may vary materially
from those indicated or anticipated by the forward-looking
statements contained herein. Accordingly, you are cautioned not
to place undue reliance on these forward-looking statements,
which speak only as of the date they are made. Forward-looking
statements should not be read as a guarantee of future
performance or results, and will not necessarily be accurate
indications of the times at, or by, which such performance or
results will be achieved. For a detailed discussion of risks,
trends and uncertainties facing AMC, see the section entitled
Risk Factors in AMCs Annual Report on Form 10-K, filed with the
SEC on March 8, 2016, and Forms 10-Q filed August 1, 2016 and
November 9, 2016, and the risks identified in the Form 8-K
filed October 24, 2016, and the risks, trends and uncertainties
identified in its other public filings. AMC does not intend,
and undertakes no duty, to update any information contained
herein to reflect future events or circumstances, except as
required by applicable law.
About AMC ENTERTAINMENT HOLDINGS, INC. (NYSE:AMC)
AMC Entertainment Holdings, Inc. is a holding company. The Company, through its subsidiaries, AMC Entertainment Inc. (AMCE) and American Multi-Cinema, Inc. (OpCo), is engaged in the theatrical exhibition business. The Company, through its subsidiary, ODEON & UCI Cinemas Holdings Ltd. (ODEON), operates in over seven European countries and operates a theatre chain in the United Kingdom and Ireland, Italy and Spain. Its theatres in the United Kingdom and Ireland operates under the ODEON brand; theatres in Italy, Portugal, Germany and Austria operates under the UCI brand, and theatres in Spain operates under the Cinesa brand. The Company operates approximately 636 theatres with over 7,623 screens across the world. The Company licenses first-run motion pictures from distributors owned by film production companies and from independent distributors. It theatrical exhibition circuit is located in California, Texas, New Jersey, Arizona, Michigan and Massachusetts, among others. AMC ENTERTAINMENT HOLDINGS, INC. (NYSE:AMC) Recent Trading Information
AMC ENTERTAINMENT HOLDINGS, INC. (NYSE:AMC) closed its last trading session up +0.25 at 33.45 with 713,791 shares trading hands.
