AMC ENTERTAINMENT HOLDINGS,INC. (NYSE:AMC) Files An 8-K Other Events
ITEM 8.01.OTHER EVENTS
On December21, 2016, AMC Entertainment Holdings,Inc. (AMC) issued
a press release announcing the closing of its previously
announced acquisition of Carmike Cinemas,Inc. (Carmike) to that
certain Amended and Restated Agreement and Plan of Merger by and
among the AMC, Congress Merger Subsidiary,Inc., and Carmike,
dated as of July24, 2016 (the Merger Agreement). The press
release is filed as Exhibit99.1 hereto and incorporated by
reference herein.
ITEM 9.01FINANCIAL STATEMENTS AND
EXHIBITS
(d)Exhibits
|
Exhibit |
|
Description |
|
99.1 |
Press Release dated December21, 2016. |
CAUTIONARY LANGUAGE REGARDING FORWARD-LOOKING
STATEMENTS
This Current Report on Form8-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, prospect, strategy, future,
likely, may, should, believe, continue, opportunity, potential,
and other similar expressions that predict or indicate future
events or trends or that are not statements of historical
matters. Similarly, statements made herein and elsewhere
regarding the acquisitions of Carmike and Odeon UCI Cinemas
Holdings, Ltd (Odeon and collectively, the acquisitions) are also
forward-looking statements, including managements 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
impact of the terms of the regulatory approval of the Carmike
acquisition; financing the acquisitions, AMCs ability to realize
expected benefits and synergies from the acquisitions; AMCs
effective implementation, and customer acceptance, of its
marketing strategies; 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 acquisitions 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 has
filed with the SEC. Should one or more of these risks, trends,
uncertainties or facts materialize, or should underlying
assumptions prove incorrect, actual results may vary materially
from those indicated or anticipated by the forward-looking
statements contained herein. Accordingly, you are cautioned not
to place undue reliance on these forward-looking statements,
which speak only as of the date they are made. Forward-looking
statements should not be read as a guarantee of future
performance or results, and will not necessarily be accurate
indications of the times at, or by, which such performance or
results will be achieved. For a detailed discussion of risks,
trends and uncertainties facing AMC, see the section entitled
Risk Factors in AMCs Annual Report on Form10-K, filed with the
SEC on March8, 2016, and Forms 10-Q filed August1, 2016 and
November9, 2016, and the risks identified in the Form8-K filed
October24, 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 +0.75 at 34.20 with 713,791 shares trading hands.