| CONDENSED CONSOLIDATING FINANCIAL INFORMATION |
NOTE 19—CONDENSED CONSOLIDATING FINANCIAL INFORMATION
Holdings is a holding company that conducts substantially all of its business operations through its subsidiaries.
There are significant restrictions on Holdings' ability to obtain funds from any of its subsidiaries through dividends, loans or advances. Accordingly, these condensed financial statements have been presented on a "parent-only" basis. Under a parent-only presentation, Holdings' investments in its consolidated subsidiaries are presented under the equity method of accounting. These parent-only financial statements should be read in conjunction with Holdings' audited consolidated financial statements.
AMC ENTERTAINMENT HOLDINGS, INC. CONDENSED STATEMENTS OF OPERATIONS—PARENT ONLY
|
|
|
Calendar 2014
|
|
Calendar 2013
|
|
Transition Period
|
|
|
(In thousands)
|
|
12 Months Ended December 31, 2014
|
|
12 Months Ended December 31, 2013
|
|
From Inception August 31, 2012 Through December 31, 2012
|
|
|
|
March 30, 2012 through August 30, 2012
|
|
|
|
|
(Successor)
|
|
(Successor)
|
|
(Successor)
|
|
|
|
(Predecessor)
|
|
|
Operating costs and expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
General and administrative:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Merger, acquisition and transaction costs
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
|
|
$
|
4,245
|
|
|
Other
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
(2
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating costs and expenses
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
4,243
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Other expense (income)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Equity in (earnings) loss of AMC Entertainment Inc.
|
|
|
(64,080
|
)
|
|
(364,400
|
)
|
|
42,670
|
|
|
|
|
(94,400
|
)
|
|
Other expense
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
Interest expense:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Corporate borrowings
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
Investment expense (income)
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total other expense (income)
|
|
|
(64,080
|
)
|
|
(364,400
|
)
|
|
42,670
|
|
|
|
|
(94,400
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings (loss) before income taxes
|
|
|
64,080
|
|
|
364,400
|
|
|
(42,670
|
)
|
|
|
|
90,157
|
|
|
Income tax provision
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings (loss)
|
|
$
|
64,080
|
|
$
|
364,400
|
|
$
|
(42,670
|
)
|
|
|
$
|
90,157
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
AMC ENTERTAINMENT HOLDINGS, INC. CONSOLIDATED BALANCE SHEETS—PARENT ONLY
|
(In thousands, except share data)
|
|
December 31, 2014
|
|
December 31, 2013
|
|
|
|
|
(Successor)
|
|
(Successor)
|
|
|
ASSETS
|
|
|
|
|
|
|
|
|
Current assets:
|
|
|
|
|
|
|
|
|
Cash and equivalents
|
|
$
|
2,051
|
|
$
|
2,143
|
|
|
|
|
|
|
|
|
|
|
|
Total current assets
|
|
|
2,051
|
|
|
2,143
|
|
|
Goodwill
|
|
|
(2,143
|
)
|
|
(2,143
|
)
|
|
Deferred tax asset
|
|
|
27
|
|
|
—
|
|
|
Investment in AMC Entertainment Inc.
|
|
|
1,514,223
|
|
|
1,508,939
|
|
|
|
|
|
|
|
|
|
|
|
Total assets
|
|
$
|
1,514,158
|
|
$
|
1,508,939
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
|
|
|
|
|
Total liabilities
|
|
$
|
—
|
|
$
|
—
|
|
|
Class A common stock (temporary equity) ($.01 par value, 173,150 shares issued and 136,381 shares outstanding as of December 31, 2014; 173,150 shares issued and 140,466 shares outstanding as of December 31, 2013)
|
|
|
1,426
|
|
|
1,469
|
|
|
|
|
|
|
|
|
|
|
|
Stockholders' equity:
|
|
|
|
|
|
|
|
|
Class A common stock ($.01 par value, 524,173,073 shares authorized; 21,423,839 shares issued and outstanding as of December 31, 2014; 21,412,804 shares issued and outstanding as of December 31, 2013)
|
|
|
214
|
|
|
214
|
|
|
Class B common stock ($.01 par value, 75,826,927 shares authorized; 75,826,927 shares issued and outstanding as of December 31, 2014 and December 31, 2013)
|
|
|
758
|
|
|
758
|
|
|
Additional paid-in capital
|
|
|
1,172,515
|
|
|
1,161,152
|
|
|
Treasury stock (36,769 shares as of December 31, 2014 and 32,684 shares as of December 31, 2013, at cost)
|
|
|
(680
|
)
|
|
(588
|
)
|
|
Accumulated other comprehensive income
|
|
|
12,844
|
|
|
24,204
|
|
|
Accumulated earnings
|
|
|
327,081
|
|
|
321,730
|
|
|
|
|
|
|
|
|
|
|
|
Total stockholders' equity
|
|
|
1,512,732
|
|
|
1,507,470
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and stockholders' equity
|
|
$
|
1,514,158
|
|
$
|
1,508,939
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
AMC ENTERTAINMENT HOLDINGS, INC. CONDENSED STATEMENTS OF CASH FLOWS—PARENT ONLY
|
|
|
Calendar 2014
|
|
Calendar 2013
|
|
Transition Period
|
|
|
(In thousands)
|
|
12 Months Ended December 31, 2014
|
|
12 Months Ended December 31, 2013
|
|
From Inception August 31, 2012 through December 31, 2012
|
|
|
|
March 30, 2012 through August 30, 2012
|
|
|
|
|
(Successor)
|
|
(Successor)
|
|
(Successor)
|
|
|
|
(Predecessor)
|
|
|
INCREASE (DECREASE) IN CASH AND EQUIVALENTS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net earnings (loss)
|
|
$
|
64,080
|
|
$
|
364,400
|
|
$
|
(42,670
|
)
|
|
|
$
|
90,157
|
|
|
Adjustments to reconcile net earnings (loss) to net cash used in operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Deferred income taxes
|
|
|
27
|
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
Equity in in (earnings) loss of AMC Entertainment Inc.
|
|
|
(64,080
|
)
|
|
(364,400
|
)
|
|
42,670
|
|
|
|
|
(94,400
|
)
|
|
Net change in operating activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Receivables and other assets
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
1,118
|
|
|
Accrued expenses and other liabilities
|
|
|
(27
|
)
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in operating activities
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
(3,125
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from investing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by investing activities
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash flows from financing activities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Purchase of treasury stock
|
|
|
(92
|
)
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in financing activities
|
|
|
(92
|
)
|
|
—
|
|
|
—
|
|
|
|
|
—
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net decrease in cash and equivalents
|
|
|
(92
|
)
|
|
—
|
|
|
—
|
|
|
|
|
(3,125
|
)
|
|
Cash and equivalents at beginning of period
|
|
|
2,143
|
|
|
2,143
|
|
|
2,143
|
|
|
|
|
5,268
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and equivalents at end of period
|
|
$
|
2,051
|
|
$
|
2,143
|
|
$
|
2,143
|
|
|
|
$
|
2,143
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
AMC ENTERTAINMENT HOLDINGS, INC. NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Continued) Periods Ended December 31, 2014, December 31, 2013, and December 2012
NOTE 19—CONDENSED CONSOLIDATING FINANCIAL INFORMATION (Continued)
AMC ENTERTAINMENT HOLDINGS, INC. CONDENSED STATEMENTS OF STOCKHOLDERS' EQUITY—PARENT ONLY
|
|
|
Class A-1 Voting Common Stock
|
|
Class A-2 Voting Common Stock
|
|
Class N Nonvoting Common Stock
|
|
Class L-1 Voting Common Stock
|
|
Class L-2 Voting Common Stock
|
|
|
|
|
|
|
|
|
|
|
|
|
(In thousands, except share and per share data)
|
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
Additional Paid-in Capital
|
|
Treasury Stock
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
Accumulated Earnings (Deficit)
|
|
Total Stockholders' Equity
|
|
|
Predecessor
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance March 29, 2012
|
|
|
382,475.00000
|
|
$
|
4
|
|
|
382,475.00000
|
|
$
|
4
|
|
|
2,021.01696
|
|
$
|
—
|
|
|
256,085.61252
|
|
$
|
3
|
|
|
256,085.61252
|
|
$
|
3
|
|
$
|
673,325
|
|
$
|
(2,596
|
)
|
$
|
(20,203
|
)
|
$
|
(492,939
|
)
|
$
|
157,601
|
|
|
Net earnings
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
90,157
|
|
|
90,157
|
|
|
Comprehensive earnings
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,034
|
|
|
—
|
|
|
9,034
|
|
|
Stock-based compensation
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
830
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
830
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance August 30, 2012
|
|
|
382,475.00000
|
|
$
|
4
|
|
|
382,475.00000
|
|
$
|
4
|
|
|
2,021.01696
|
|
$
|
—
|
|
|
256,085.61252
|
|
$
|
3
|
|
|
256,085.61252
|
|
$
|
3
|
|
$
|
674,155
|
|
$
|
(2,596
|
)
|
$
|
(11,169
|
)
|
$
|
(402,782
|
)
|
$
|
257,622
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Class A Voting Common Stock
|
|
Class B Voting Common Stock
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Accumulated Other Comprehensive Income (Loss)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Additional Paid-in Capital
|
|
Treasury Stock
|
|
Accumulated Earnings
|
|
Total Stockholders' Equity
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shares
|
|
Amount
|
|
Shares
|
|
Amount
|
|
|
Successor
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance August 30, 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net loss
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
$
|
—
|
|
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
—
|
|
$
|
(42,670
|
)
|
$
|
(42,670
|
)
|
|
Other comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
9,444
|
|
|
—
|
|
|
9,444
|
|
|
Merger consideration
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
66,252,108
|
|
|
662
|
|
|
699,338
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
700,000
|
|
|
Capital contributions
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
9,574,819
|
|
|
96
|
|
|
99,904
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
100,000
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance December 31, 2012
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
75,826,927
|
|
|
758
|
|
|
799,242
|
|
|
—
|
|
|
9,444
|
|
|
(42,670
|
)
|
|
766,774
|
|
|
Net earnings
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
364,400
|
|
|
364,400
|
|
|
Other comprehensive income
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
14,760
|
|
|
—
|
|
|
14,760
|
|
|
Net proceeds from IPO
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21,052,632
|
|
|
211
|
|
|
—
|
|
|
—
|
|
|
355,088
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
355,299
|
|
|
Stock-based compensation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
360,172
|
|
|
3
|
|
|
—
|
|
|
—
|
|
|
6,480
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
6,483
|
|
|
Purchase shares for treasury
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
342
|
|
|
(588
|
)
|
|
—
|
|
|
—
|
|
|
(246
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance December 31, 2013
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21,412,804
|
|
|
214
|
|
|
75,826,927
|
|
|
758
|
|
|
1,161,152
|
|
|
(588
|
)
|
|
24,204
|
|
|
321,730
|
|
|
1,507,470
|
|
|
Net earnings
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
64,080
|
|
|
64,080
|
|
|
Other comprehensive loss
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11,360
|
)
|
|
—
|
|
|
(11,360
|
)
|
|
Dividends declared
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
27
|
|
|
—
|
|
|
—
|
|
|
(58,729
|
)
|
|
(58,702
|
)
|
|
Stock-based compensation
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
11,035
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,293
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,293
|
|
|
Purchase shares for treasury
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
43
|
|
|
(92
|
)
|
|
—
|
|
|
—
|
|
|
(49
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Balance December 31, 2014
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
21,423,839
|
|
$
|
214
|
|
|
75,826,927
|
|
$
|
758
|
|
$
|
1,172,515
|
|
$
|
(680
|
)
|
$
|
12,844
|
|
$
|
327,081
|
|
$
|
1,512,732
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|