AMC Entertainment Holdings Inc (AMC) 2023年10-K年度報告「NYSE」.pdf

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1、Table of ContentsUNITED STATESSECURITIES AND EXCHANGE COMMISSIONWashington,D.C.20549FORM 10-K(Mark One)ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXCHANGE ACT OF 1934For the fiscal year ended December 31,2023ORTRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)OF THE SECURITIES EXC

2、HANGE ACT OF 1934For the transition period from to Commission file number 001-33892AMC ENTERTAINMENT HOLDINGS,INC.(Exact name of registrant as specified in its charter)Delaware(State or other jurisdiction of incorporation or organization)26-0303916(I.R.S.Employer Identification No.)One AMC Way11500

3、Ash Street,Leawood,KS(Address of principal executive offices)66211(Zip Code)(913)213-2000Registrants telephone number,including area code:Securities registered pursuant to Section 12(b)of the Act:Title of each classTrading SymbolName of each exchange on which registeredClass A common stockAMCNew Yor

4、k Stock ExchangeSecurities registered pursuant to Section 12(g)of the Act:None.Indicate by check mark if the registrant is a well-known seasoned issuer,as defined in Rule 405 of the Securities Act.Yes No Indicate by check mark if the registrant is not required to file reports pursuant to Section 13

5、or Section 15(d)of the Act.Yes No Indicate by check mark whether the registrant(1)has filed all reports required to be filed by Section 13 or 15(d)of the Securities Exchange Act of 1934 during the preceding 12 months(or for suchshorter period that the registrant was required to file such reports),an

6、d(2)has been subject to such filing requirements for the past 90 days.Yes No Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulations S-T(232.405 of this chapter)during the preceding 12 months(

7、or for such shorter period that the registrant was required to submit such files).Yes No Indicate by check mark whether the registrant is a large accelerated filer,an accelerated filer,a non-accelerated filer,a smaller reporting company,or an emerging growth company.See definitions of“large accelera

8、ted filer,”“accelerated filer,”“smaller reporting company,”and emerging growth company in Rule 12b-2 of the Exchange Act.Large accelerated filer Accelerated filer Non-accelerated filer Smaller reporting company Emerging Growth Company If an emerging growth company,indicate by check mark if the regis

9、trant has elected not to use the extended transition period for complying with any new or revised financial accounting standardsprovided pursuant to Section 13(a)of the Exchange Act.Indicate by check mark whether the registrant has filed a report on and attestation to its managements assessment of t

10、he effectiveness of its internal control over financial reporting under Section404(b)of the Sarbanes-Oxley Act(15 U.S.C.7262(b)by the registered public accounting firm that prepared or issued its audit report.If securities are registered pursuant to Section 12(b)of the Act,indicate by check mark whe

11、ther the financial statements of the registrant included in the filing the correction of an error to previouslyissued financial statements.Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any

12、of the registrants executiveofficers during the relevant recovery period pursuant to240.10D-1(b).Indicate by check mark whether the registrant is a shell company(as defined in Rule 12b-2 of the Act).Yes No The aggregate market value of the voting and non-voting common equity held by non-affiliates o

13、f the registrant on June 30,2023,computed by reference to the price at which the registrants Class Acommon stock and AMC Preferred Equity Units were last sold on the New York Stock Exchange on such date was$4,016,453,670(519,192,389 Class A common stock shares at a closing price per share of$4.40 an

14、d 995,406,413 AMC Preferred Equity Units at a closing price per unit of$1.74).Shares of Class A common stock outstanding263,278,238 shares at February 21,2024DOCUMENTS INCORPORATED BY REFERENCECertain portions of the registrants definitive proxy statement,in connection with its 2023 annual meeting o

15、f stockholders,to be filed within 120 days of December 31,2023,are incorporated byreference into Part III of this Annual Report on Form 10-K.2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc

16、-20231231x10k.htm1/149Table of Contents1AMC ENTERTAINMENT HOLDINGS,INC.FORM 10-KFOR THE YEAR ENDED DECEMBER 31,2023INDEX PagePART IItem 1.Business5Item 1A.Risk Factors19Item 1B.Unresolved Staff Comments34Item 1C.Cybersecurity34Item 2.Properties36Item 3.Legal Proceedings36Item 4.Mine Safety Disclosur

17、es36PART IIItem 5.Market for Registrants Common Equity,Related Stockholder Matters and Issuer Purchases of Equity Securities37Item 6.Reserved40Item 7.Managements Discussion and Analysis of Financial Condition and Results of Operations40Item 7A.Quantitative and Qualitative Disclosures about Market Ri

18、sk65Item 8.Financial Statements and Supplementary Data67Item 9.Changes in and Disagreements With Accountants on Accounting and Financial Disclosure134Item 9A.Controls and Procedures134Item 9B.Other Information134Item 9C.Disclosure Regarding Foreign Jurisdictions that Prevent Inspections136PART IIIIt

19、em 10.Directors,Executive Officers and Corporate Governance137Item 11.Executive Compensation137Item 12.Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters137Item 13.Certain Relationships and Related Transactions,and Director Independence137Item 14.Principal

20、 Accountant Fees and Services137PART IVItem 15.Exhibits,Financial Statement Schedules138Item 16.Form 10-K Summary1472025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm2/149Tab

21、le of Contents2Forward-Looking StatementsIn addition to historical information,this Annual Report on Form 10-K contains“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

22、identified bythe use of words such as“may,”“will,”“forecast,”“estimate,”“project,”“intend,”“plan,”“expect,”“should,”“believe”and other similarexpressions that predict or indicate future events or trends or that are not statements of historical matters.These forward-looking statements arebased only o

23、n our current beliefs,expectations and assumptions regarding the future of our business,future plans and strategies,projections,anticipated events and trends,the economy and other future conditions and speak only as of the date on which it is made.Examples of forward-looking statements include state

24、ments we make regarding future attendance levels,operating revenues and our liquidity.These forward-lookingstatements involve known and unknown risks,uncertainties,assumptions and other factors,including those discussed in“Risk Factors”and“Managements Discussion and Analysis of Financial Condition a

25、nd Results of Operations,”which may cause our actual results,performance orachievements to be materially different from any future results,performance or achievements expressed or implied by such forward-lookingstatements.These risks and uncertainties include,but are not limited to,the following:the

26、 risks and uncertainties relating to the sufficiency of our existing cash and cash equivalents and available borrowing capacity,including following maturity of the Senior Secured Revolving Credit Facility(as defined in Note 8Corporate Borrowings andFinance Lease Liabilities in the Notes to the Conso

27、lidated Financial Statements under Part II,Item 8 thereof),to fund operations,and satisfy obligations including cash outflows for deferred rent and planned capital expenditures currently and through the nexttwelve months.In order to achieve net positive operating cash flows and long-term profitabili

28、ty,operating revenues will need toincrease from current levels to levels in line with pre-COVID-19 operating revenues.However,there remain significant risks thatmay negatively impact operating revenues and attendance levels,including changes to movie studios release schedules(includingas a result of

29、 production delays and delays to the release of movies caused by labor stoppages,including but not limited to theWriters Guild of America strike and the Screen Actors Guild-American Federation of Television and Radio Artists strike thatoccurred during 2023)and direct to streaming or other changing m

30、ovie studio practices.If we are unable to achieve increased levelsof attendance and operating revenues,we expect we will be required to obtain additional liquidity.If such additional liquidity is notobtained or insufficient,we likely would seek an in-court or out-of-court restructuring of our liabil

31、ities,and in the event of suchfuture liquidation or bankruptcy proceeding,holders of our Class A common stock(“Common Stock”)and other securities wouldlikely suffer a total loss of their investment;changing practices of distributors,which accelerated during the COVID-19 pandemic,including increased

32、use of alternative filmdelivery methods including premium video on demand,streaming platforms,shrinking exclusive theatrical release windows orrelease of movies to theatrical exhibition and streaming platforms on the same date,the theatrical release of fewer movies,ortransitioning to other forms of

33、entertainment;the impact of changing movie-going behavior of consumers;the risk that the North American and international box office in the near term will not recover sufficiently,resulting in higher cashburn and the need to seek additional financing;risks and uncertainties relating to our significa

34、nt indebtedness,including our borrowings and our ability to meet our financialmaintenance and other covenants;risks relating to motion picture production,promotion,marketing,and performance,including labor stoppages affecting theproduction,supply and release schedule of theatrical motion picture con

35、tent,including but not limited to the Writers Guild ofAmerica and the Screen Actors Guild-American Federation of Television and Radio Artists strikes during 2023;the seasonality of our revenue and working capital,which are dependent upon the timing of motion picture releases by distributors,such rel

36、eases being seasonal and resulting in higher attendance and revenues generally during the summer months and holidayseasons;2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm3

37、/149Table of Contents3intense competition in the geographic areas in which we operate among exhibitors,streaming platforms,or from other forms ofentertainment;certain covenants in the agreements that govern our indebtedness may limit our ability to take advantage of certain businessopportunities and

38、 limit or restrict our ability to pay dividends,pre-pay debt,and also to refinance debt and to do so at favorableterms;risks relating to impairment losses,including with respect to goodwill and other intangibles,and theatre and other closure charges;general and international economic,political,regul

39、atory,social and financial market conditions,including potential economicrecession,inflation,rising interest rates,the financial stability of the banking industry,and other risks that may negatively impactdiscretionary income and our operating revenues and attendance levels;our lack of control over

40、distributors of films;limitations on the availability of capital or poor financial results may prevent us from deploying strategic initiatives;an issuance of preferred stock could dilute the voting power of the common stockholders and adversely affect the market value ofour outstanding Common Stock;

41、limitations on the authorized number of Common Stock shares could in the future prevent us from raising additional capital throughCommon Stock;our ability to achieve expected synergies,benefits and performance from our strategic initiatives;our ability to refinance our indebtedness on terms favorabl

42、e to us or at all;our ability to optimize our theatre circuit through new construction,the transformation of our existing theatres,and strategicallyclosing underperforming theatres may be subject to delay and unanticipated costs;failures,unavailability or security breaches of our information systems

43、;our ability to utilize interest expense deductions will be limited annually due to Section 163(j)of the Tax Cuts and Jobs Act of2017;our ability to recognize interest deduction carryforwards,net operating loss carryforwards,and other tax attributes to reduce ourfuture tax liability;our ability to r

44、ecognize certain international deferred tax assets which currently do not have a valuation allowance recorded;review by antitrust authorities in connection with acquisition opportunities;risks relating to the incurrence of legal liability,including costs associated with the ongoing securities class

45、action lawsuits;dependence on key personnel for current and future performance and our ability to attract and retain senior executives and other keypersonnel,including in connection with any future acquisitions;increased costs in order to comply or resulting from a failure to comply with governmenta

46、l regulation,including the General DataProtection Regulation(“GDPR”)and all other current and pending privacy and data regulations in the jurisdictions where we haveoperations;2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/

47、data/1411579/000141157924000021/amc-20231231x10k.htm4/149Table of Contents4supply chain disruptions may negatively impact our operating results;the availability and/or cost of energy particularly in Europe;the dilution caused by recent and potential future sales of our Common Stock,including the AMC

48、 Preferred Equity Unitconversion;the market price and trading volume of our shares of Common Stock has been and may continue to be volatile,and purchasers ofour securities could incur substantial losses;future offerings of debt,which would be senior to our Common Stock for purposes of distributions

49、or upon liquidation,couldadversely affect the market price of our Common Stock;the potential for political,social,or economic unrest,terrorism,hostilities,cyber-attacks or war,including the conflict betweenRussia and Ukraine and other international conflicts;the potential impact of financial and eco

50、nomic sanctions on the regional and global economy,or widespread health emergencies,such as pandemics or epidemics,causing people to avoid our theatres or other public places where large crowds are in attendance;anti-takeover protections in our Third Amended and Restated Certificate of Incorporation

51、 and our amended and restated bylawsmay discourage or prevent a takeover of our Company,even if an acquisition would be beneficial to our stockholders;andother risks and uncertainties referenced from time to time in filings with the SEC.This list of factors that may affect future performance and the

52、 accuracy of forward-looking statements is illustrative but not exhaustive.In addition,new risks and uncertainties may arise from time to time.Accordingly,all forward-looking statements should be evaluated with anunderstanding of their inherent uncertainty and we caution accordingly against relying

53、on forward-looking statements.Except as required by law,we assume no obligation to publicly update or revise these forward-looking statements for any reason.Actualresults could differ materially from those anticipated in these forward-looking statements,even if new information becomes available in t

54、hefuture.Readers are urged to consider these factors carefully in evaluating the forward-looking statements.For further information about theseand other risks and uncertainties as well as strategic initiatives,see Item 1.“Business”and Item 1A.“Risk Factors”in this Annual Report onForm 10-K.2025/2/12

55、 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm5/149Table of Contents5PART IItem 1.Business.General Development of BusinessAMC Entertainment Holdings,Inc.(“Holdings”),through its d

56、irect 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 thetheatrical exhibition business and owns,operates or has interests in theatres primarily locate

57、d in the United States and Europe.Our business was founded in Kansas City,Missouri in 1920.Holdings was incorporated under the laws of the state of Delaware onJune 6,2007.We maintain our principal executive offices at One AMC Way,11500 Ash Street,Leawood,Kansas 66211.LiquidityAt December 31,2023,we

58、had cash and cash equivalents of approximately$884.3 million.Additionally,we continued to lower our future interest expense through purchases of debt below par value and debt exchanges for equityand enhanced liquidity through equity issuances.See Note 8Corporate Borrowings and Finance Lease Liabilit

59、ies,Note 9StockholdersDeficit,and Note 16Subsequent Events in the Notes to the Consolidated Financial Statements under Part II,Item 8 thereof,for furtherinformation.We believe our existing cash and cash equivalents,together with cash generated from operations,will be sufficient to fund ouroperations

60、 and satisfy our obligations currently and through the next twelve months.We are subject to a minimum liquidity requirement of$100.0 million as a condition to the financial covenant suspension period under the Credit Agreement(as defined in Note 8CorporateBorrowings and Finance Lease Liabilities in

61、the Notes to the Consolidated Financial Statements under Part II,Item 8 thereof).We believe we willcomply with the minimum liquidity requirement through the current maturity date of the Senior Secured Revolving Credit Facility on April 22,2024.We currently do not expect to extend such maturity or re

62、place the Senior Secured Revolving Credit Facility upon maturity,although wemay seek to replace it in the future.Our cash burn rates are not sustainable long-term.In order to achieve sustainable net positive operating cash flows and long-termprofitability,we believe that operating revenues will need

63、 to increase to levels in line with pre-COVID-19 operating revenues.North America boxoffice grosses were down approximately 21%for the year ended December 31,2023,compared to the year ended December 31,2019.Until suchtime as we are able to achieve positive operating cash flow,it is difficult to esti

64、mate our liquidity requirements,future cash burn rates,futureoperating revenues,and attendance levels.Depending on our assumptions regarding the timing and ability to achieve levels of operating revenue,the estimates of amounts of required liquidity vary significantly.There can be no assurance that

65、the operating revenues,attendance levels,and other assumptions used to estimate our liquidityrequirements and future cash burn rates will be correct,and the ability to be predictive is uncertain due to limited ability to predict studio filmrelease dates,the overall production and theatrical release

66、levels,and success of individual titles.Additionally,the effects of labor stoppages,including but not limited to the Writers Guild of America strike and the Screen Actors GuildAmerican Federation of Television and RadioArtists strike that occurred during 2023,cannot be reasonably estimated and are e

67、xpected to have a negative impact in 2024 on the future filmslate for exhibition,our future liquidity and cash burn rates.Further,there can be no assurances that we will be successful in generating theadditional liquidity necessary to meet our obligations beyond twelve months from the issuance of th

68、is Annual Report on terms acceptable to us orat all.We expect,at any time and from time to time,to continue to seek to retire or purchase our outstanding debt through cash purchasesand/or exchanges for equity or debt,in open-market purchases,privately negotiated transactions or otherwise.Such repurc

69、hases or exchanges,ifany,will be upon such terms and at such prices as we may determine,and will depend on prevailing market conditions,our liquidityrequirements,contractual restrictions and other factors.The amounts involved may be material and to the extent equity is used,dilutive.On December 22,2

70、022,we entered into a forward purchase agreement(the“Forward Purchase Agreement”)with Antara Capital LP(“Antara”)pursuant to which we agreed to(i)sell to Antara 10,659,511 AMC Preferred Equity2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov

71、/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm6/149Table of Contents6Units for an aggregate purchase price of$75.1 million and(ii)simultaneously purchase from Antara$100.0 million aggregate principal amountof our 10%/12%Cash/PIK Toggle Second Lien Notes due 2026 in exchange for

72、 9,102,619 AMC Preferred Equity Units.On February 7,2023,we issued 19,762,130 AMC Preferred Equity Units to Antara in exchange for$75.1 million in cash and$100.0 million aggregate principalamount of our 10%/12%Cash/PIK Toggle Second Lien Notes due 2026.We recorded$193.7 million to stockholders defic

73、it as a result of thetransaction.We paid$1.4 million of accrued interest in cash upon exchange of the notes.See Note 9Stockholders Deficit for moreinformation.The below table summarizes the cash debt repurchase transactions during the year ended December 31,2023,including related partytransactions w

74、ith Antara,which was a related party from February 7,2023 to August 25,2023.These transactions were executed at termsequivalent to an arms-length transaction.See Note 8Corporate Borrowings and Finance Lease Liabilities in the Notes to the ConsolidatedFinancial Statements under Part II,Item 8 thereof

75、,for more information.Aggregate PrincipalReacquisitionGain onAccrued Interest(In millions)RepurchasedCostExtinguishmentPaidRelated party transactions:Second Lien Notes due 2026$75.9$48.5$40.9$1.15.875%Senior Subordinated Notes due 2026 4.1 1.7 2.3 0.1Total related party transactions 80.0 50.2 43.2 1

76、.2Non-related party transactions:Second Lien Notes due 2026 139.7 91.4 71.3 4.5Total non-related party transactions 139.7 91.4 71.3 4.5Total debt repurchases$219.7$141.6$114.5$5.7The below table summarizes various debt for equity exchange transactions that occurred during the year ended December 31,

77、2023.SeeNote 8Corporate Borrowings and Finance Lease Liabilities,Note 9Stockholders Deficit,and Note 16Subsequent Events in the Notes tothe Consolidated Financial Statements under Part II,Item 8 thereof,for more information.Shares ofAggregate PrincipalCommon StockGain onAccrued Interest(In millions,

78、except for share data)ExchangedExchangedExtinguishmentExchangedSecond Lien Notes due 2026$105.3 14,186,651$28.3$1.2During the year ended December 31,2023,the Company raised gross proceeds of approximately$790.0 million and paid fees to salesagents and incurred other third-party issuance costs of app

79、roximately$19.8 million and$9.9 million,respectively,through its at-the-marketoffering of approximately 88.0 million shares of its Common Stock and 7.1 million of its AMC Preferred Equity Units.The Company paid$12.6million of other third-party issuance costs during the year ended December 31,2023.Se

80、e Note 9Stockholders Deficit for further informationregarding the at-the-market offerings.Please see Item 7Managements Discussion and Analysis of Financial Condition and Results of Operations of Part II thereof foradditional information.2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924

81、000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm7/149Table of Contents7Narrative Description of BusinessWe are the worlds largest theatrical exhibition company and an industry leader in innovation and operational excellence.Over thecou

82、rse of our 100+year history,we have pioneered many of the theatrical exhibition industrys most important innovations.We introducedmultiplex theatres in the 1960s and the North American stadium-seated Megaplex theatre format in the 1990s.Most recently,we continued toinnovate and evolve the movie-goin

83、g experience with the deployment of our theatre renovations featuring plush,powered recliner seating and thelaunch of our U.S.subscription loyalty tier,AMC Stubs A-List.Our growth has been driven by a combination of organic growth throughreinvestment in our existing assets and through the acquisitio

84、n of some of the most significant companies in the theatrical exhibition industry.Our business is operated in two theatrical exhibition reportable segments,U.S.markets and International markets.Substantially all ofour international operations are attributed to Odeon Cinemas Group Limited(“OCGL”)and

85、its subsidiaries(collectively with OCGL,unless thecontext otherwise requires,“Odeon Cinemas Group”),Odeon and UCI Cinemas Holdings Limited(“Odeon”)and Nordic Cinema Group HoldingAB(“Nordic”).As of December 31,2023,we owned,leased or operated 898 theatres and 10,059 screens in 11 countries,including

86、562 theatres with atotal of 7,369 screens in the United States and 336 theatres and 2,690 screens in European markets.On January 24,2023,we sold our investmentin 13 theatres and 85 screens in Saudi Arabia,see Note 6Investments in the Notes to the Consolidated Financial Statements under Part II,Item8

87、 thereof,for further information.We have productive assets in each of the capital cities and most densely populated areas of the countries inwhich we operate.As of December 31,2023,we were the market leader in the United States and Europe including in Italy,Sweden,Norway,and Finland,and a leading th

88、eatre operator in the United Kingdom,Ireland,Spain,Portugal and Germany.We have operations in four of the worlds 10 largesteconomies,including four of the six largest European economies(the United Kingdom,Spain,Italy and Germany)as of December 31,2023.As of December 31,2023,in the U.S.markets,we own

89、ed,leased or operated theatres in 43 states and the District of Columbia,withapproximately 50%of the U.S.population living within 10 miles of one of our theatres.We have a diversified footprint with complementaryglobal geographic and guest demographic profiles,which we believe gives our circuit a un

90、ique profile and offers us strategic and operationaladvantages while providing our studio partners with a large and diverse distribution channel.We operate some of the most productive theatres inthe top markets in the United States and were the market leader in the top two markets for the year ended

91、 December 31,2023:New York and LosAngeles.During 2023 our top five markets,in each of which we held the#1 share position,were New York,Los Angeles,Chicago,Atlanta,andPhiladelphia,according to data provided by Comscore.2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231

92、x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm8/149Table of Contents8The following table provides detail with respect to the geographic location of our theatrical exhibition circuit as of December 31,2023:U.S.Markets Theatres(1)Screens(1)Alabama 18 237

93、Arizona 12 187Arkansas 3 35California 58 781Colorado 14 193Connecticut 9 104Delaware 1 14Florida 39 600Georgia 27 362Idaho 1 11Illinois 47 577Indiana 21 276Iowa 3 43Kansas 9 132Kentucky 2 40Louisiana 7 99Maryland 15 171Massachusetts 11 155Michigan 11 162Minnesota 7 101Missouri 10 118Montana 5 55Nebr

94、aska 1 14Nevada 2 28New Hampshire 1 10New Jersey 25 319New Mexico 1 12New York 30 322North Carolina 19 244North Dakota 1 9Ohio 12 151Oklahoma 12 147Oregon 2 25Pennsylvania 27 309South Carolina 2 26South Dakota 1 10Tennessee 16 201Texas 42 608Utah 3 29Virginia 13 173Washington 15 181West Virginia 1 1

95、2Wisconsin 5 73District of Columbia 1 13Total U.S.Markets 562 7,369International MarketsDenmark 2 12Finland 30 173Germany 22 197Ireland 11 77Italy 41 416Norway 12 91Portugal 3 42Spain 35 414Sweden 75 404United Kingdom 105 864Total International Markets 336 2,690Total 898 10,059(1)Included in the abo

96、ve table are 65 theatres and 320 screens that we manage or in which we have a partial ownership interest.In theU.S.markets segment,we manage or have a partial interest in four theatres and 55 screens.In the International markets segment,we manage or have a partial interest in 61 theatres and 265 scr

97、eens.2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm9/149Table of Contents9Our theatrical exhibition revenues are generated primarily from box office admissions and theatr

98、e food and beverage sales.We offerconsumers a broad range of entertainment alternatives including traditional film programming,private theatre rentals,independent and foreignfilms,performing arts,music and sports.We also offer food and beverage alternatives beyond traditional concession items,includ

99、ing collectibleconcession vessels,made-to-order meals,customized coffee,healthy snacks,beer,wine,premium cocktails,and dine-in theatre options.Thebalance of our revenues is generated from ancillary sources,including on-screen advertising,fees earned from our customer loyalty programs,rental of theat

100、re auditoriums,income from gift card and exchange ticket sales,theatrical distribution,retail popcorn sales,and online ticketingfees.Our StrategyWe are committed to maintaining a leadership position in the exhibition industry by focusing on forward-thinking initiatives for thebenefit of our guests.W

101、e do this through a combination of unique marketing outreach,seamless digital technology and innovative theatreamenities designed to 1)transform AMC into a world-class leader in customer engagement,2)deliver the best in-person experience while atAMC theatres,3)selectively enhance our footprint throu

102、gh expansion in certain markets and strategic closure of underperforming theatres,4)pursue adjacent opportunities that extend the AMC brand,and 5)explore attractive acquisitions leveraging our existing capabilities and corecompetencies.Consistent with our history and culture of innovation,we believe

103、 our vision and relentless focus on these key elements,whichapply strategic and marketing components to traditional theatrical exhibition,will drive our future success.1)Transform AMC into a World-Class Leader in Customer EngagementWe engage movie-goers through advances in technology and marketing a

104、ctivities to strengthen the bonds with our current guests andcreate new connections with potential customers that drive both growth and loyalty.We serve our guests,end-to-end,from before they enter ourtheatres,through their enjoyment of a comprehensive spectrum of film content while at our theatres

105、and then again after the movie when theyveleft the theatre and are deciding what film to see the next time they visit.In our U.S.markets,we begin the process of engagement with AMC Stubs(“Stubs”),our customer loyalty program,which allowsmembers to earn rewards,receive discounts and participate in ex

106、clusive members-only offerings and services.It features a paid tier called AMCStubs Premiere(“Premiere”)for a flat annual membership fee and a non-paid tier called AMC Stubs Insider(“Insider”).Both programsreward loyal guests for their patronage of AMC theatres.Rewards earned are redeemable on futur

107、e purchases at AMC locations.AMC Stubs A-List(“A-List”)is our monthly subscription-based tier of our Stubs loyalty program.This program offers guestsadmission to movies at AMC up to three times per week,including multiple movies per day and repeat visits to movies from$19.95 to$24.95 permonth depend

108、ing upon the geographic market.A-List also includes premium offerings including IMAX,Dolby Cinema at AMC,RealD,Prime and other proprietary Premium Large Format(“PLF”)brands.A-List members can book tickets online in advance with reserved seating atAMC Theatres for no additional cost.As of December 31

109、,2023,we had a combined total of approximately 32 million member households enrolled in A-List,Premiere,andInsider programs.Our Stubs members represented approximately 46%of our U.S.market attendance during the year ended December 31,2023.Our large database of identified movie-goers also provides us

110、 with additional insight into our customers movie preferences.This enables us to have an increasingly comprehensive,more personalized and targeted marketing effort.In our International markets,we currently have loyalty programs in all territories in which we operate.Movie-goers can earn points forsp

111、ending money at the theatre,and those points can be redeemed for tickets or food and beverage items,depending on the program,at a laterdate.We currently have approximately 16.6 million members in our various International loyalty programs.Our marketing efforts expand beyond our loyalty program.We co

112、ntinue to improve our customer connections through our website andmobile apps and expand our online and movie offerings.We upgraded our mobile applications across the U.S.circuit with the ability to orderfood and beverage offerings via our mobile applications while ordering tickets ahead of schedule

113、d showtimes.2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm10/149Table of Contents10In June 2021,the Company launched AMC Investor Connect(“AIC”),an innovative new communi

114、cation initiative to engage directlywith its sizable retail shareholder base and convert shareholders into AMC consumers.AIC allows our shareholders to self-identify through ourwebsite and receive special offers and important communications.As part of AIC,domestic members must sign up for a Stubs ac

115、count,whichincludes providing additional personalized data that allows us to more precisely engage with our investor consumers.As of December 31,2023,there were approximately 1.2 million global members of AIC,which is comprised of both registered and beneficial shareholders.2)Deliver the best in-per

116、son experience while at AMC theatresIn conjunction with our advances in technology and marketing initiatives,and consistent with our long-term growth strategy,we plan tocontinue investing in our theatres and enhancing the consumer experience to deliver the best in-person experience and take greater

117、advantage ofincremental revenue-generating opportunities,primarily through comfort and convenience innovations,imaginative food and beverage initiatives,and exciting PLF offerings.Comfort and Convenience.Recliner seating is a key feature of many of our locations.We believe that maximizing comfort an

118、d convenience for our customers will be increasingly necessary to maintain and improve our relevance.These locations include plush,electric recliners that allow customers to deploy a leg rest and fully recline at the push of a button.These locations typically warrant increased ticket prices to refle

119、ct the enhanced consumer experience.As of December 31,2023,in our U.S.markets,we featured recliner seating in 362 U.S.theatres,including Dine-in-Theatres,totalingapproximately 3,588 screens and representing 48.7%of total U.S.screens.In our International markets,as of December 31,2023,we had recliner

120、seating in 82 International theatres,totaling 554 screens and representing 20.6%of total International screens.Open-source internet ticketing makes AMCs entire universe of seats in the U.S.(approximately 1 million as of December 31,2023),forall our show times,as available as possible,on as many webs

121、ites and mobile applications as possible.Our tickets are currently sold either directlyat the box office or through mobile apps,at our own website and mobile app and through other third-party ticketing vendors.For the year endedDecember 31,2023,approximately 69%of our tickets were purchased online i

122、n the U.S.,with approximately 83%of total online tickets beingpurchased through our own website and mobile apps.Imaginative Food and Beverage Initiatives.Our deployment initiatives also apply to food and beverage enhancements.We haveexpanded our menu of enhanced food and beverage products to include

123、 meals,healthy snacks,premium beers,wine and mixed drinks,and othergourmet products.Our long-term growth strategy calls for investment across a spectrum of enhanced food and beverage formats,ranging fromsimple,less capital-intensive food and beverage design improvements to the development of new din

124、e-in theatre options.We have expanded thecapabilities of our online and mobile apps to include the ability to pre-order food and beverages when advanced tickets are purchased.Gueststhen have the items ready upon arrival and available at dedicated pick-up areas or delivered to seat at select theatres

125、.Our MacGuffins Bar and Lounges(“MacGuffins”)give us an opportunity to offer alcohol to our legal age customers in our U.S.markets.As of December 31,2023,we offered alcohol in 382 theatres in our U.S.markets and 231 theatres in our International markets.Below is a summary of our recliner seating,Din

126、e-In Theatres,and alcohol amenities by reportable segment as of December 31,2023.U.S.MarketsInternational MarketsConsolidatedYear EndedYear EndedYear EndedDecember 31,December 31,December 31,202320222023202220232022Recliner screens operated 3,588 3,503 554 621 4,142 4,124Recliner theatres operated 3

127、62 361 82 96 444 457Dine-In screens operated 675 684 13 13 688 697Dine-In theatres operated 49 49 3 3 52 52Number of theatres offering alcohol 382 357 231 236 613 5932025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/14115

128、79/000141157924000021/amc-20231231x10k.htm11/149Table of Contents11Exciting Premium Large Format Offerings.PLF auditoriums generate our highest customer satisfaction scores,and we believe the investment in PLFs increases the value of the movie-going experience for our guests,ultimately leading to ad

129、ditional ticket revenue.To that end,we are committed to investing in and expanding our offerings of the best sight and sound experiences through a combination of our partnerships with IMAX and Dolby Cinema and the further development of our own proprietary PLF offerings.IMAX.IMAX is one of the world

130、s leading entertainment technology companies,specializing in motion picture technologiesand presentations.As of December 31,2023,AMC was the largest IMAX exhibitor in the U.S.,with 184 IMAX screens and a 51%market share.Each one of our IMAX local installations is protected by geographic exclusivity,

131、and as of December 31,2023,our IMAX screencount was 102%higher than our closest competitor.Additionally,as of December 31,2023,our per-screen grosses were 34%higherthan our closest competition.We also operate 33 IMAX screens in International markets.As part of our long-term growth strategy,we expect

132、 to continue to expand our IMAX relationship across the U.S.and Europe,further strengthening our position as thelargest IMAX exhibitor in the U.S.and a significant IMAX exhibitor in Europe.Dolby Cinema.Dolby Cinema offers a premium cinema offering for movie-goers that combines state-of-the-art image

133、 and sound technologies with inspired theatre design and comfort.Dolby Cinema at AMC includes Dolby Vision laser projection and object-oriented Dolby Atmos audio technology,as well as AMCs plush power reclining seats with seat transducers thatvibrate with the action on screen.As of December 31,2023,

134、we operated 162 Dolby Cinema at AMC auditoriums in the U.S.and seven Dolby Cinemaauditoriums in the International markets.We expect to expand the deployment of our innovative Dolby Cinema auditoriums inboth our U.S.and International markets as part of our long-term growth strategy.In-house PLF Brand

135、s.We also offer our private label PLF experience at many of our locations,with superior sight and soundtechnology and enhanced seating as contrasted with our traditional auditoriums.These proprietary PLF auditoriums offer anenhanced theatrical experience for movie-goers beyond our current core theat

136、res,at a lower price premium than IMAX or DolbyCinema.Therefore,it may be especially relevant in smaller or more price-sensitive markets.As of December 31,2023,weoperated 57 screens under proprietary PLF brand names in the U.S.markets and 79 screens in the International markets.The following table p

137、rovides detail with respect to large screen formats,such as IMAX and our proprietary Dolby Cinema,otherPLF screens,enhanced food and beverage offerings and our premium seating as deployed throughout our circuit on December 31,2023 andDecember 31,2022:U.S.MarketsInternational MarketsConsolidatedYear

138、EndedYear EndedYear EndedDecember 31,December 31,December 31,Format 2023 2022 2023 2022 2023 2022Number of theatres:IMAX 183 185 33 35 216 220Dolby Cinema theatres 162 156 7 9 169 165In-house PLF 57 57 76 82 133 139Dine-in 49 49 3 3 52 52Premium seating 362 361 82 96 444 457Number of screens:IMAX 18

139、4 186 33 35 217 221Dolby Cinema theatres 162 156 7 9 169 165In-house PLF 57 57 79 83 136 140Dine-in 675 684 13 13 688 697Premium seating 3,588 3,503 554 621 4,142 4,124Laser at AMC.We launched Laser at AMC,a broadscale initiative to upgrade the projectors at 3,500 auditoriums throughout the U.S.,wit

140、h cutting-edge laser projectors.The Laser at AMC experience delivered by laser projection from Cinionic,a global leader in laser-poweredcinema solutions,provides guaranteed light levels that are at2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.se

141、c.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm12/149Table of Contents12the top end of the 2D DCI specification.The technology improves image contrast,produces more vivid colors,and maximizes brightness,compared to digital projectors with a xenon light source.We are partner

142、ing with Cinionic through their Cinema-as-a-Service program which requires minimal upfront capital investment required by AMC.The initial agreement to install 3,500 projectors is expected to be completed by 2026,with 1,325 installations completed as of December 31,2023.3)Performance-Based Expansion

143、and Strategic Closure of TheatresOur long-term growth strategy includes the deployment of our strategic growth initiatives,opening new-build theatres and continuedexploration of small acquisitions.By expanding our platform through disciplined new-build theatres and acquisitions,we are able to furthe

144、rdeploy our proven strategic initiatives while further diversifying our consumer base,leading to greater appeal for more films.The additional scaleachieved through new-build theatres and acquisitions also serves to benefit our business through global procurement savings and increasedoverhead efficie

145、ncies.We believe that expansion offers us additional opportunities to introduce our proven guest-focused strategies to movie-goers and will generate meaningful benefits to guests,employees,studio partners and our shareholders.The following table sets forth our historical information concerning new b

146、uilds(including expansions),acquisitions and dispositions(including permanent closures of underperforming theatres and net construction closures)and end-of-period operated theatres and screensthrough December 31,2023:Permanent/Temporary New BuildsAcquisitions(Closures),netTotal Theatres Number of Nu

147、mber of Number of Number of Number of Number of Number of Number of Fiscal YearTheatresScreensTheatresScreensTheatresScreensTheatresScreens Beginning balance 1,006 11,0912019 10 85 7 70(19)(205)1,004 11,0412020 8 63 1 14(63)(575)950 10,5432021 10 82 11 140(25)(203)946 10,5622022 7 51 15 157(28)(296)

148、940 10,4742023 6 31(48)(446)898 10,059 35 281 40 412 (183)(1,725)4)Pursue Adjacent Opportunities that Extend the AMC BrandWe believe there is considerable opportunity to extend and monetize the AMC brand outside of our movie theatre auditoriums.We planto pursue opportunities that capitalize on our a

149、ttractive customer base,our leading brand,our 100+years of food and beverage expertise,andtechnology capabilities.As part of that strategy,we have expanded our food and beverage business beyond theatrical exhibition and enter the multi-billion dollarpopcorn industry with the launch of AMC Theatres P

150、erfectly Popcorn in the U.S.markets.During 2023,we began offering ready-to-eat and microwaveable AMC Theatres Perfectly Popcorn products that are available orwill be available for purchase in well-known grocery stores around the country or on-line via A.Freshly popped AMC Theatres Perfectly Popcorn

151、is available through food delivery-to-home services.“To Go”packages at our theatres of freshly popped popcorn are available for takeout and/or pickup.AMC Theatres Perfectly Popcorn is an opportunity to diversify our business and to create a new food and beverage revenue stream.During 2023,we launche

152、d the AMC Entertainment Visa Card the only co-branded movie theatre credit card in the United States.AMCEntertainment Visa Card cardholders earn Stubs rewards points with every purchase and extra points when making purchases at an AMC theatre.We made our inaugural foray into theatrical distribution

153、in 2023 when we,along with our sub-distribution partners,served as thetheatrical distributor for two theatrical releases:TAYLOR SWIFT|THE ERAS TOUR and RENAISSANCE:A FILM BY BEYONC.We have thepotential to capitalize on new theatrical distribution opportunities2025/2/12 06:16sec.gov/Archives/edgar/da

154、ta/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm13/149Table of Contents13in the future which would lead to additional theatrical distribution revenue and increased admissions market share for the films we distrib

155、ute.5)Explore Attractive Acquisitions Leveraging Our Existing Capabilities and Core CompetenciesAs part of our plans to pursue value-enhancing initiatives that lead to diversification of our business,we will consider attractive andopportunistic acquisitions inside and outside the theatrical exhibiti

156、on industry that leverage our footprint and capabilities,as well as the corecompetencies and experiences of our management team.Our Competitive StrengthsWe believe we have the following competitive strengths:Leading guest engagement through digital marketing and technology platforms.Through our Stub

157、s loyalty programs,we havedeveloped a consumer database of approximately 32 million households,representing approximately 64 million individuals.Our digitalmarketing and technology platforms allow us to engage with these customers frequently,efficiently and on a very personalized level.We believeper

158、sonalized data drives increased engagement,resulting in higher attendance.Leading market share in important,affluent and diverse markets.As of December 31,2023,across our three biggest metropolitanmarkets in the United StatesNew York,Los Angeles and Chicago,representing 18%of the countrys total box

159、officewe held a 44%combined market share.We operated theatres located in the top 25 U.S.markets,holding the#1 or#2 position in 18 of those 25 markets based onbox office revenue.As of December 31,2023 we are also the#1 theatre operator in Italy,Sweden,Norway,and Finland;the#2 operator in theUnited Ki

160、ngdom,Ireland,Spain and Portugal,and the#4 operator in Germany.We believe our strong presence in these top markets makes ourtheatres highly visible and therefore strategically more important to content providers,who rely on the large audiences and marketing momentumprovided by major markets to drive

161、 opinion-making and deliver a movies overall box office results.We also have a diversified footprint with complementary global geographic and guest demographic profiles.We have theatres in moredensely populated major metropolitan markets,where there is also a scarcity of attractive retail real estat

162、e opportunities,as well ascomplementary suburban and rural markets.Guests from different demographic and geographic profiles have different tastes in movies,and webelieve by broadening our geographic base,we can help mitigate the impact of film genre volatility on our box office revenues.Well locate

163、d and highly productive theatres.Our theatres are generally located in the top retail centers across the U.S.We believe this provides for long-term visibility and higher productivity and is a key element in the success of our enhanced food and beverage and more comfort and convenience initiatives.Ou

164、r location strategy,combined with our strong major market presence,enable us to deliver industry-leading theatre-level productivity.During the year ended December 31,2023,9 of the 10 highest grossing theatres in the U.S.were AMC theatres,according to data provided by Comscore.During the same period,

165、AMCs U.S.markets average total revenues per theatre was approximately$6.6 million.This per unit productivity is important not only to content providers,but also to developers and landlords,for whom per location and per square foot sales numbers are critical measures.Our AMC Classic branded theatres

166、are located primarily in smaller,suburban and rural markets,which affects total revenues per theatre.However,in general,theatres located in smaller suburban and rural markets tend to have less competition and a lower cost structure.In our International markets,many theatres are located in top retail

167、 centers in major metropolitan markets with high visibility.Webelieve that deploying our proven strategic initiatives in these markets will help drive attendance and greatly improve productivity.Other theatresare in larger and mid-sized cities and towns in affluent regions.Deployment of unique prici

168、ng structures to enhance revenue.We have developed a dedicated pricing department and,as a result,we have deployed several different strategic pricing structures that have increased revenue and profitability.A-List is our monthly subscription-based tier of our Stubs loyalty program.This program offe

169、rs guests admission to movies at AMC upto three times per week,including multiple movies per day and repeat visits to movies2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm

170、14/149Table of Contents14from$19.95 to$24.95 depending on geographical market.We also offer Stubs members“Discount Tuesday”,a reduced price for movie attendance on Tuesdays.Sources of RevenueBox Office Admissions and Film Content.Box office admissions are our largest source of revenue.We predominant

171、ly license theatrical films from distributors owned by major film production companies and from independent distributors on a film-by-film and theatre-by-theatre basis.Film exhibition costs are based on a share of admissions revenues and are accrued based on estimates of the final settlement pursuan

172、t to our film licenses.These licenses typically state that rental fees are based on the box office performance of each film,though in certain circumstances and less frequently,our rental fees are based on a mutually agreed settlement rate that is fixed.In some European territories,film rental fees a

173、re established on a weekly basis and some licenses use a per capita agreement instead of a revenue share,paying a flat amount per ticket.During the year ended December 31,2023,films licensed from our seven largest movie studio distributors based on revenues accountedfor approximately 84%of our U.S.a

174、dmissions revenues,which consisted of Universal,Disney,Warner Bros.,Sony,Paramount,Lionsgate,and20th Century Studios.In Europe,approximately 78%of our box office revenue came from films attributed to our five largest movie distributorgroups,which consisted of Universal,Warner Bros.,Disney,Sony,and P

175、aramount.Our revenues attributable to individual distributors may varysignificantly from year to year depending upon the commercial success of each distributors films in any given year.During 2023 we,along with our sub-distribution partners,served as the theatrical distributor for two theatrical rel

176、eases:TAYLOR SWIFT|THE ERAS TOUR and RENAISSANCE:A FILM BY BEYONC.The distribution business is a new source of revenue that we have the potentialto capitalize on in the future.Food and Beverage.Food and beverage sales are our second largest source of revenue after box office admissions.We offer enha

177、ncedfood and beverage products that include meals,healthy snacks,premium liquor,beer and wine options,and other gourmet products.Our long-term growth strategy calls for investment across a spectrum of enhanced food and beverage formats,ranging from simple,less capital-intensivefood and beverage menu

178、 improvements to the expansion of our Dine-In-Theatre brand.We currently operate 49 Dine-In-Theatres in the U.S.and three Dine-In-Theatres in Europe that deliver chef-inspired menus with seat-side or delivery service to luxury recliners with tables.Our recent Dine-In-Theatre concepts are designed to

179、 capitalize on the latest food servicetrend,the fast and casual eating experience.MacGuffins give us an opportunity to offer alcohol to our legal age customers in our U.S.markets.As of December 31,2023,we offeredalcohol in approximately 382 theatres in our U.S.markets and 231 theatres in our Interna

180、tional markets and continue to explore expansionglobally.During 2023 we began offering ready-to-eat and microwaveable AMC Theatres Perfectly Popcorn products that are available or will beavailable for purchase in well-known grocery stores around the country or on-line via ATheatrical Exhibition Indu

181、stry and CompetitionU.S.markets.In the U.S.,the movie exhibition business is large and mature,however,the number of total screens in the U.S.hasdeclined since the onset of the COVID-19 pandemic.We believe it is the quality of the movie-going experience that will define our future success.Whether thr

182、ough enhanced food and beverage options(Food and Beverage Kiosks,Marketplaces,Coca-Cola Freestyle,MacGuffins or Dine-in-Theatres),more comfort and convenience(recliner seating,open-source internet ticketing,reserved seating),engagement and loyalty(AMC Stubs,mobile apps,social media,or AMC Investor C

183、onnect)or sight and sound(digital and laser projection,3D,Dolby Cinema at AMC,IMAX or other PLF screens),it is the ease of use and the amenities that these innovations bring to customers that we believe will help drive sustained profitability in the years ahead.2025/2/12 06:16sec.gov/Archives/edgar/

184、data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm15/149Table of Contents15The following table represents information about the U.S./Canada exhibition industry obtained from the National Association of TheatreOwn

185、ers,with the exception of box office revenues for calendar years 2023,2022,and 2021 obtained from Comscore.See ManagementsDiscussion and Analysis of Financial Condition and Results of Operations under Part II,Item 7 thereof for information regarding our operatingdata:Box Office Average RevenuesAtten

186、danceTicket Calendar Year(in millions)(in millions)Price 2023$9,034 833$10.842022 7,454 708 10.532021 4,544 447 10.172020 2,205 240 9.182019 11,400 1,244 9.162018 11,880 1,304 9.112017 11,091 1,236 8.972016 11,372 1,314 8.652015 11,120 1,320 8.422014 10,400 1,270 8.19Based on information obtained fr

187、om Comscore,we believe that the three largest exhibitors,in terms of U.S./Canada box office revenue(AMC,Regal Entertainment Group,and Cinemark Holdings,Inc.)generated approximately 54%of the box office revenues in 2023.International markets.Movie-going is a popular leisure activity with high penetra

188、tion across key geographies in our International markets.Theatre appeal has proven resilient to competition for consumers leisure spending and to recessionary periods.The European market lags the U.S.market across a number of factors,including annual spend per customer,number of IMAX screens,and scr

189、eens per capita,whichcauses us to believe that the deployment of our customer initiatives will be successful in these markets.Additionally,our European markets aremore densely populated and operate with fewer screens per one million of population,making the screens more valuable.U.S.films generate t

190、he majority of the box office in Europe,but movie-goers in specific geographies also welcome locally producedfilms with local actors and familiar story lines which can mitigate film genre attendance fluctuations.The following table provides information about the exhibition industry attendance for th

191、e International markets where we operateobtained from territory industry trade sources;see Managements Discussion and Analysis of Financial Condition and Results of Operationsunder Part II,Item 7 thereof for information regarding our operating data:Calendar Year(In millions)20232022202120202019Unite

192、d Kingdom 124.4 117.5 74.6 44.0 176.0Germany 96.3 78.6 42.5 37.3 119.9Italy 75.9 47.9 26.6 30.2 104.7Spain 75.0 59.8 41.5 28.7 105.8Portugal 11.8 9.2 5.3 3.6 15.2Ireland 11.6 10.7 6.1 3.9 15.1Sweden 11.2 10.4 6.1 5.4 15.8Norway 9.3 8.8 5.6 4.8 11.3Finland 7.2 5.8 3.4 3.9 8.4Total 422.7 348.7 211.7 1

193、61.8 572.2Competition.Our theatres are subject to varying degrees of competition in the geographic areas in which they operate.Competition isoften intense with respect to attracting patrons,licensing motion pictures and finding new theatre sites.Where real estate is readily available,it iseasier to

194、open a theatre near one of our theatres,which may adversely affect operations at our theatre.However,in certain of our denselypopulated major metropolitan markets,we believe a scarcity of attractive retail real estate opportunities enhances the strategic value of ourexisting theatres.We also believe

195、 the complexity inherent in operating in these major metropolitan markets is a deterrent to other lesssophisticated competitors,protecting our market share position.2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/141157

196、9/000141157924000021/amc-20231231x10k.htm16/149Table of Contents16The theatrical exhibition industry faces competition from other forms of out-of-home entertainment,such as concerts,amusement parksand sporting events,and from other distribution channels for filmed entertainment,such as video streami

197、ng services,premium video on demand(“PVOD”),cable television,pay-per-view,and home video systems,as well as from all other forms of entertainment.We believe movie-going is a compelling consumer out-of-home entertainment experience.Movie theatres currently garner a relativelysmall share of overall co

198、nsumer entertainment time and spend,and our industry benefits from available capacity to satisfy additional consumerdemand.SeasonalityOur revenues are dependent upon the timing of motion picture releases by distributors.The most marketable motion pictures are usuallyreleased during the summer and th

199、e year-end holiday seasons.Therefore,our business is seasonal,with higher attendance and revenues generallyoccurring during the summer months and holiday seasons.Regulatory EnvironmentOur theatres in the U.S.must comply with Title III of the Americans with Disabilities Act(“ADA”).Compliance with the

200、 ADA requiresthat public accommodations,including websites and mobile apps for such accommodations,be accessible to individuals with disabilities and thatnew construction or alterations are made to conform to accessibility guidelines.Non-compliance with the ADA could result in the imposition ofinjun

201、ctive relief,fines,and awards of damages to private litigants and additional capital expenditures to remedy such noncompliance.As anemployer covered by the ADA,we must make reasonable accommodations to the limitations of employees and qualified applicants withdisabilities,provided that such reasonab

202、le accommodations do not pose an undue hardship on the operation of our business.In addition,many ofour employees are covered by various government employment regulations,including minimum wage,overtime and working conditionsregulations.In Europe,all territories have similar national regulations rel

203、ating to disabilities.Our operations also are subject to federal,state and local laws regulating such matters as construction,renovation and operation oftheatres,as well as wages and working conditions,citizenship,health and sanitation requirements,consumer and employee privacy rights,andlicensing,i

204、ncluding alcoholic beverage sales.We believe our theatres are in material compliance with such requirements.We own and operate theatres and other properties in the United States,United Kingdom,Spain,Italy,Germany,Portugal,Ireland,Sweden,Finland,Norway,and Denmark,which are subject to various federal

205、,state and local laws and regulations.Certain of these laws andregulations,including those relating to environmental protection,may impose joint and several liability on certain statutory classes of persons forthe costs of investigation or remediation of contamination,regardless of fault or the lega

206、lity of original disposal.We believe our theatres are inmaterial compliance with such requirements.Human Capital ResourcesOur People.AMC promotes a healthy culture where people are encouraged to achieve their personal best and work together withintegrity and openness to change.AMC associates are cor

207、e to our commitment to deliver the best theatrical experience in the world.They upholdAMCs mission of focusing on the guest experience where excellent customer service is complemented with amazing food and beverage,comfort,and premium sight and sound.As of December 31,2023,we employed a total of 33,

208、812 associates consisting of 2,881 full-time and 30,931 part-time associates,upfrom a total of 33,694 associates consisting of 2,787 full-time and 30,907 part-time associates as of December 31,2022.Among our 33,812associates,we employed 24,165 in the United States and 9,647 in our international mark

209、ets.Talent Acquisition,Development and Retention.Critical to our operation is the hiring,development,and retention of qualifiedassociates who support our guest-focused mission.Acquiring the right talent at speed and scale is a core capability that we regularly monitor andmanage,given the need to rap

210、idly staff our frontline operations at certain times of the year.Once hired,we train for success,creating experiencesand programs that promote performance,growth,and long-term career opportunities.Programs like our Leadership Academy(AMC)andIncredible Leadership(Odeon)are designed to upskill and enh

211、ance managerial capability,facilitate quality execution of our business initiatives,drive guest satisfaction,and increase return on investment.Furthermore,our trainings include compulsory2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Arch

212、ives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm17/149Table of Contents17modules that meet regulatory requirements,policy enforcement and best practices to adhere to employment laws,practical tactics for safety andsecurity,and compliance with anti-corruption regulations.Our measures t

213、o maintain a holistic view of the associate experience support the needsof our associates through engagement opportunities,including recognition programs and events.Diversity,Equity and Inclusion(“DEI”).Belonging is fundamental to our culture and key to our success.AMCs efforts around DEIhelp us mai

214、ntain a global workforce as diverse as the guests we serve and the movies we show on our screens.We provide a multi-channelapproach to building awareness and training to reinforce an inclusive workplace through continuous learning opportunities.AMC has five DEIcouncils that are most representative o

215、f the largest diverse communities in our workforce:Women(42%),Latinx(27%),African American(19%),Asian American&Pacific Islander(4%),and LGBTQ+(an emerging number).By appointing AMC officers to serve as Executive Sponsors,weensure these efforts are championed at the highest levels of the Company,whic

216、h has resulted in improved openness and reinforced the importanceof all types of diversity in delivering our business outcomes.Our culture is strengthened as we embrace our diversity and lead with fairness andimpartiality to create a more inclusive workplace.Additionally,our work has been recognized

217、 externally:AMC has received a perfect score for15 consecutive years on the Human Rights Campaign Foundations Corporate Equality Index as one of the Best Places to Work for LGBTQEquality;9 consecutive years as one of the Best Places to Work for people with disabilities through the Disability Equalit

218、y Index;named one ofForbes Best Employers for Diversity from 2018-2022,and most recently recognized by Newsweek as one of Americas Greatest Workplacesfor Diversity,Americas Greatest Workplaces for LGBTQ+,Americas Greatest Workplaces for Job Starters,and Americas GreatestWorkplaces for Parents&Famili

219、es.Compensation,Benefits,Safety and Wellness.We offer market competitive salaries and wages,generally targeting market median,toattract and retain qualified talent.Our compensation programs are designed to drive engagement and support business objectives through pay-for-performance and incentive opp

220、ortunities that reward the achievement of operational and financial goals.As part of our ongoing efforts to monitorand maintain pay equity,we partner with advisory companies to conduct statistical pay analysis using industry best practices to ensure payprograms are administered equitably.We also use

221、 the services of independent compensation consulting firms to advise on matters includingmarket competitiveness and program design.In addition,we prioritize and invest in our associates health and welfare.Our“LiveWell”philosophy is based on a whole personapproach to physical,fiscal,and emotional wel

222、lness tailored to the diverse needs of our global workforce in each country we operate.Examples,include global Employee Assistance Programs,Headspace Mindfulness application,Cuckoo application,and Mental Health First Aiders training.Comprehensive health and welfare benefits for eligible associates a

223、re supplemented with specific programs to manage or improve commonhealth conditions,a variety of voluntary benefits to satisfy individual needs,and paid time off.Our commitment to the safety and health of our associates continues to be a top priority as demonstrated by our ongoing professional train

224、ing and awareness campaigns.All Theatre Support Center and Theatre Leadership associates complete in-person and online courses focused on professionalism,safety,and security that meet or exceed regulatory requirements and best practices as determined by the Equal Employment Opportunities Commission(

225、“EEOC”),Payment Card Industry(“PCI”),Securities and Exchange Commission(“SEC”),and Sarbanes-Oxley Act(“SOX”).Available InformationWe make available free of charge on our website()under“Investor Relations”/Financial Performance”/“SECFilings,”annual reports on Form 10-K,quarterly reports on Form 10-Q,

226、current reports on Form 8-K,proxy materials on Schedule 14A andamendments to those reports as soon as reasonably practicable after we electronically file or furnish such materials with the Securities andExchange Commission.The contents of our website are not incorporated into this report.The Securit

227、ies and Exchange Commission maintains awebsite(www.sec.gov)that contains reports,proxy and information statements and other information about the Company.2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157

228、924000021/amc-20231231x10k.htm18/149Table of Contents18Information about our Executive OfficersThe following table sets forth certain information regarding our executive officers and key employees as of February 28,2024:Name Age Position(s)HeldAdam M.Aron69Chairman of the Board,Chief Executive Offic

229、er and PresidentSean D.Goodman58Executive Vice President,International Operations,Chief Financial Officer and TreasurerElizabeth Frank54Executive Vice President,Worldwide Programming and Chief Content OfficerDaniel Ellis55Executive Vice President,Chief Operations and Development OfficerEllen Copaken

230、47Senior Vice President,MarketingKevin M.Connor61Senior Vice President,General Counsel and SecretaryChris A.Cox58Senior Vice President,Chief Accounting OfficerCarla C.Chavarria58Senior Vice President,Chief Human Resources OfficerAll our current executive officers hold their offices at the pleasure o

231、f our board of directors,subject to rights under their respectiveemployment agreements in some cases.There are no family relationships between or among any executive officers.Mr.Adam Aron has served as Chief Executive Officer,President and a director of the Company since January 2016,and as Chairman

232、 ofthe Board since July 2021.From February 2015 to December 2015,Mr.Aron was Chief Executive Officer of Starwood Hotels and ResortsWorldwide,Inc.and served on its board of directors from 2006 to 2015.Since 2006,Mr.Aron also has served as Chairman and Chief ExecutiveOfficer of World Leisure Partners,

233、Inc.,which he founded and which serves as a personal consultancy for matters related to travel and tourism,high-end real estate development,and professional sports.Mr.Aron served as Chief Executive Officer and Co-Owner of the Philadelphia 76ersfrom 2011 to 2013,and remained an investor in the team t

234、hrough early 2023.From 2006 to 2015,Mr.Aron served as Senior Operating Partner ofApollo Management L.P.,a leading private equity investor.During the past ten years,Mr.Aron has previously served on the board of directors ofNorwegian Cruise Line Holdings,Ltd.,Centricus Acquisitions Corp,Prestige Cruis

235、e Holdings Inc.,and HBSE(which is a private company thatowns the NHLs New Jersey Devils and the NBAs Philadelphia 76ers).Mr.Aron received a Masters of Business Administration degree withdistinction from the Harvard Business School and a Bachelor of Arts degree cum laude from Harvard College.Mr.Aron

236、brings to the Boardsignificant business and executive leadership experience,including valuable insight into consumer services.In a variety of industries,he hasmore than 30 years of experience as a Chief Executive Officer,more than 35 years of experience as a corporate director,and more than 45 years

237、of consumer-engagement experience.Mr.Sean D.Goodman is AMCs Executive Vice President,Chief Financial Officer and Treasurer.Mr.Goodmans areas of responsibility at AMC include international operations,information technology,and procurement.Mr.Goodman has served on the Board of Directors of Hycroft Min

238、ing,Inc.as AMCs representative since April 2022.Prior to joining AMC in December 2019,Mr.Goodman was the Chief Financial Officer of Fortune 500 retailer Asbury Automotive Group,Inc.from July 2017 to November 2019.Earlier in his career,Mr.Goodman held Chief Financial Officer roles at Unifi,Inc.and La

239、ndis+Gyr,AG.In addition,Mr.Goodman served in strategy and finance leadership roles at Fortune 20 retailer The Home Depot,Inc.Mr.Goodman began his career as an investment banker with Morgan Stanley,Inc.and in various consulting and accounting positions with Deloitte LLP.Mr.Goodman has a Masters of Bu

240、siness Administration degree from The Harvard Business School anda Bachelor of Business Science Degree(with honors)from the University of Cape Town in South Africa.Mr.Goodman is a certified publicaccountant.Ms.Elizabeth Frank has served as Executive Vice President,Worldwide Programming and Chief Con

241、tent Officer for AMC sinceJuly 2012.Between August 2010 and July 2012,Ms.Frank served as Senior Vice President,Strategy and Strategic Partnerships.From 2006 to2010,Ms.Frank served as Senior Vice President of Global Programs for AmeriCares.From 2003 to 2006,Ms.Frank served as Vice President ofCorpora

242、te Strategic Planning for Time Warner Inc.Prior to Time Warner Inc.,Ms.Frank was a partner at McKinsey&Company for nine years.Ms.Frank holds a Bachelor of Business Administration degree from Lehigh University and a Masters of Business Administration from TheHarvard Business School.2025/2/12 06:16sec

243、.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm19/149Table of Contents19Mr.Daniel Ellis has served as the Executive Vice President,Chief Operations and Development Officer since March 2022.

244、From March2020 to March 2022,he served as Senior Vice President Development&International.From December 21,2016 to March 2020,he served asSenior Vice President,Domestic Development.From August 2011 until December 2016,Mr.Ellis was Senior Vice President,General Counseland Secretary of Carmike Cinemas

245、,Inc.From 1999 until 2011,Mr.Ellis served in several roles with Lodgian,Inc.,including as President,ChiefExecutive Officer,and a member of the Board of Directors from 2009 through 2010 and Senior Vice-President,General Counsel and Secretaryfrom 2002 through 2009.Prior to joining Lodgian,Mr.Ellis was

246、 engaged in private law practice and also served as an Assistant District Attorneyfor the State of Georgia.Mr.Ellis holds a Bachelor of Business Administration from Georgia Southern University,a Masters of BusinessAdministration from Mercer University,and a Juris Doctorate degree from the University

247、 of Mississippi.Ms.Ellen Copaken has served as Senior Vice President,Marketing of AMC since August 2023.Between February 2022 and August2023,Ms.Copaken served as Vice President,Growth Strategy and led all aspects of AMCs Perfectly Popcorn home popcorn product launch.Prior to joining AMC,Ms.Copaken s

248、erved as Partner at global innovation consulting firm,Sterling Rice Group,where she led clientrelationships and growth strategy engagements in foodservice,retail,consumer package goods and hospitality industries.Previously,she workedin marketing leadership roles for Frito-Lay,PepsiCo and Hostess Bra

249、nds in general management,innovation and brand management.During hertime in the consumer-packaged goods industry,she launched dozens of new food and beverage products in grocery,retail andrestaurant/foodservice.Ms.Copaken has a Bachelor of Arts from University of Pennsylvania and a Masters of Busine

250、ss Administration fromThe Wharton School.Mr.Kevin M.Connor has served as Senior Vice President,General Counsel and Secretary of AMC since April 2003.Prior to April 2003,Mr.Connor served as Senior Vice President,Legal beginning November 2002.Prior thereto,Mr.Connor was in private practice in Kansas C

251、ity,Missouri as a partner with the firm Seigfreid Bingham,P.C.from October 1995.Mr.Connor holds a Bachelor of Arts degree in English andHistory from Vanderbilt University,a Juris Doctorate degree from the University of Kansas School of Law and LLM in Taxation from theUniversity of Missouri-Kansas Ci

252、ty.Mr.Chris A.Cox has served as Senior Vice President,Chief Accounting Officer of AMC since June 2010.Prior thereto Mr.Cox servedas Vice President and Chief Accounting Officer since May 2002.Prior to May 2002,Mr.Cox had served as Vice President and Controller sinceNovember 2000.Previously,Mr.Cox had

253、 served as Director of Corporate Accounting for the Dial Corporation from December 1999 untilNovember 2000.Prior to Dial Corporation,Mr.Cox held various positions at PwC LLP.Mr.Cox holds a Bachelor of Business Administration inAccounting and Finance degree from the University of Iowa.Ms.Carla C.Chav

254、arria has served as Senior Vice President,Chief Human Resources Officer of AMC since January 2019 and SeniorVice President,Human Resources of AMC since January 2014.Ms.Chavarria served as Vice President,Human Resources Services fromSeptember 2006 to January 2014.Prior thereto,Ms.Chavarria served as

255、Vice President,Recruitment and Development from April 2005 toSeptember 2006.Ms.Chavarrias prior experience includes human resources manager and director of employment practices.Ms.Chavarria holdsa B.S.from The Pennsylvania State University.Item 1A.Risk Factors.The following is a summary list of risk

256、 factors:Financial Risksabsent more normalized levels of attendance and operating revenues,our ability to obtain additional liquidity,which if not realizedor is insufficient,likely would result in us seeking an in-court or out-of-court restructuring of our liabilities,and in the event of suchfuture

257、liquidation or bankruptcy proceeding,holders of our Common Stock and other securities would likely suffer a total loss oftheir investment;our substantial level of indebtedness and our current liquidity constraints could adversely affect our financial condition and our ability toservice our indebtedn

258、ess,to pre-pay debt,and to refinance debt and to do so with comparable interest rates or other favorable terms,andour ability to take advantage of certain business opportunities,which could negatively impact the ability of investors to recover theirinvestment in our Common Stock;risks relating to im

259、pairment losses,including with respect to goodwill and other intangibles,and theatre and other closure charges;2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm20/149Table o

260、f Contents20limitations on the availability of capital or poor financial results may prevent us from deploying strategic initiatives;andwe are currently not paying dividends and in the future may not generate sufficient cash flows or have sufficient restricted paymentcapacity under our Credit Agreem

261、ent or the indentures governing our debt securities to pay dividends on our Common Stock.Operational Risksrisks relating to motion picture production and theatrical performance;our lack of control over distributors of films;increased use of alternative film delivery methods,including premium video o

262、n demand or other forms of entertainment;shrinking exclusive theatrical release windows or release of movies to theatrical exhibition and streaming platforms on the samedate,and the production and theatrical release of fewer movies as a consequence of labor stoppages,increased cost of production,dec

263、reased consumer demand,or changes in strategic focus of studios;intense competition in the geographic areas in which we operate among exhibitors or from other forms of entertainment;failures,unavailability or security breaches of our information systems;dependence on key personnel for current and fu

264、ture performance and our ability to attract and retain senior executives and other keypersonnel,including in connection with any future acquisitions;our ability to achieve expected synergies,benefits and performance from our strategic theatre acquisitions and strategic initiatives;the risk of severe

265、 weather events or other events caused by climate change disrupting or limiting operations;general and international economic,political,regulatory,social and financial market conditions,including potential economicrecession,inflation,and other risks that may negatively impact discretionary income an

266、d our operating revenues and attendancelevels;the availability and/or cost of energy in Europe may negatively impact our operating results;supply chain disruptions,labor shortages,and inflation may negatively impact our operating results;optimizing our theatre circuit through new construction and th

267、e transformation of our existing theatres may be subject to delay andunanticipated costs;andthe expiration of our current equity incentive plan could cause difficulties in retaining and hiring executives,which could cause anadverse impact on cash flow or adverse accounting consequences from alternat

268、ive forms of compensation.Regulatory Risksgeneral and international economic,political,regulatory,social and financial market conditions,including potential economicrecession,inflation,and other risks that may negatively impact discretionary income and our operating revenues and attendancelevels;rev

269、iew by antitrust authorities in connection with acquisition opportunities;risks relating to the incurrence of legal liability,including costs associated with ongoing securities class action lawsuits;increased costs in order to comply or resulting from a failure to comply with governmental regulation

270、,including the GDPR and allother current and pending privacy and data regulations in the jurisdictions where we have operations;andthe potential for political,social,or economic unrest,terrorism,hostilities,cyber-attacks or war,including the conflict betweenRussia and Ukraine and other international

271、 conflicts.2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm21/149Table of Contents21Risks Related to our Sharesthere has been significant recent dilution and there may cont

272、inue to be additional future dilution of our Common Stock,whichcould adversely affect the market price of shares of our Common Stock;the market prices and trading volumes of our shares of Common Stock have experienced,and may continue to experience,extremevolatility,which could cause purchasers of o

273、ur Common Stock to incur substantial losses;the risk of a“short squeeze”due to a sudden increase in demand for shares of our Common Stock that largely exceeds supplyand/or focused investor trading in anticipation of a potential short squeeze has led to,may be currently leading to,and could againlead

274、 to,extreme price volatility in shares of our Common Stock;there is no guarantee that our retail stockholders will continue to support AMC in the future,and negative sentiment among AMCsretail stockholder base in the future could have a material adverse impact on the market price of the Common Stock

275、 and investorsinvestment therein;future offerings of debt,which would be senior to our Common Stock upon liquidation,and/or other preferred equity securities,which may be senior to our Common Stock for purposes of distributions or upon liquidation,could adversely affect the marketprice of our Common

276、 Stock;anti-takeover protections in our certificate of incorporation and our bylaws may discourage or prevent a takeover of our Company,even if an acquisition would be beneficial to our stockholders;an issuance of preferred stock,including the Series A Convertible Participating Preferred Stock,could

277、 dilute the voting power ofthe common stockholders and adversely affect the market value of our Common Stock;information available in public media that is published by third parties,including blogs,articles,online forums,message boards andsocial and other media may include statements not attributabl

278、e to the Company and may not be reliable or accurate;andincreases in market interest rates may cause potential investors to seek higher returns and therefore reduce demand for our CommonStock,which could result in a decline in the market price of our Common Stock.Financial RisksIn the absence of sig

279、nificant increases in operating revenues and attendance from current levels,or obtaining significant additional sources ofliquidity,an investment in our Common Stock is highly speculative;holders of our Common Stock could suffer a total loss of their investment.To remain viable beyond the next twelv

280、e months,the Company is expected to require additional sources of liquidity,reductions orabatements of its rent obligations and/or significant increases in operating revenues and attendance levels,see Liquidity and CapitalResourcesFor the Year Ended December 31,2023 Compared to the Year Ended Decemb

281、er 31,2022 included in Part II,Item 7 thereof forfurther information regarding operating revenue and attendance assumptions.The required amounts of additional liquidity may be material.Although the Company believes that cash flow from operations will be sufficient to meet its material cash requireme

282、nts over the nexttwelve months,it is actively continuing to explore additional sources of liquidity.The Company is unable to determine at this timewhether any additional sources of liquidity will be available to it or if available,individually or taken together,will be sufficient to addressits poten

283、tial liquidity needs.There is significant uncertainty as to whether these potential sources of liquidity will be realized or that theywill be sufficient to generate the material amounts of additional liquidity that may be required until the Company is able to achieve morenormalized levels of attenda

284、nce and operating revenues.Any individual source of liquidity that the Company is pursuing may not besufficient to address all the Companys future liquidity requirements,and even if all of the potential sources of liquidity that the Companyis pursuing are available,they may not be sufficient to addr

285、ess the Companys liquidity requirements.Further,any relief provided bylenders,governmental agencies,and business partners may not be adequate and may include onerous terms,scheduled film releases may fail todrive increased operating revenues and attendance,scheduled releases may be postponed or move

286、d to the home video market,or the attendancelevels of,and revenues generated by,our theatres may normalize at a level that will not support our substantial amount of indebtedness,rentliabilities or other obligations.Due to these factors,if the Company is unable to obtain the necessary additional sou

287、rces of liquidity,aninvestment in our Common Stock is highly speculative.2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm22/149Table of Contents22Significant impacts on our

288、 business caused by changes in the film exhibition industry during the course of and after the COVID-19 pandemic include,and are likely to continue to include,among others:(1)decreased attendance at our theatres,including due tochanges in consumer behavior in favor of viewing feature-length movies a

289、t home on directly to video streaming or PVOD platforms orspending on alternative forms of entertainment,(2)unavailability of employees due to general shortages in the labor market,(3)ourinability to generate significant cash flow from operations if our theatres continue to operate at significantly

290、lower than historical levels,which could lead to a need to increase our indebtedness,and negatively impact our ability to comply with the financial covenants,asapplicable,in our debt agreements and(4)our inability to service our existing and future indebtedness or other liabilities.With the changing

291、 operating landscape for the film exhibition industry following the COVID-19 pandemic,coupled withdecreases in revenue during that time frame,we may face difficulty in maintaining relationships with our creditors,landlords,vendors,motion picture distributors,customers,and employees.Since the outbrea

292、k of the COVID-19 virus,some movie studios have reduced thetheatrical exclusive release window,have skipped a theatrical release and released their movies through streaming or other channels,orhave announced that future theatrical releases will be released concurrently through streaming channels.Stu

293、dios may continue to do sowith additional releases.Work stoppages by the Writers Guild of America and Screen Actors GuildAmerican Federation of Television and Radio Artistsduring 2023 also had an impact upon the production pipeline for theatrical releases by most studios,which are expected to have t

294、he effectof decreasing the volume of theatrical releases in 2024,and therefore negatively affect our attendance levels and revenue.The newcollective bargaining agreements with these labor unions may lead to increased costs to create content,which could cause studios todemand greater fees for the exh

295、ibition of their motion pictures,or further reduce the amount of future theatrical releases.In the event the Companys operating revenues do not continue to increase to pre-COVID-19 levels,we would seek to negotiatewith creditors changes to our balance sheet liabilities and continue to take steps to

296、reach agreements with our landlords to reduce or abateour rent obligations.Ultimately,if operating revenues do not normalize and we are unsuccessful in restructuring our liabilities,we wouldface the risk of a future liquidation or bankruptcy proceeding,in which case holders of the Companys Common St

297、ock would likely suffera total loss of their investment.Our substantial level of indebtedness and liquidity constraints could adversely affect our financial condition and our ability to service ourindebtedness,which could negatively impact an investors ability to recover their investments in the Com

298、mon Stock.We have a substantial amount of indebtedness,which requires significant interest payments.As of December 31,2023,the carryingvalue of our corporate borrowings and finance lease obligations were$4,577.4 million($4,504.3 million aggregate principal amount)and$55.4million,respectively.As of D

299、ecember 31,2023,we also had approximately$4.5 billion of discounted rental payments under operating leases(with a weighted average remaining lease term of 8.7 years).Including repayments of deferred lease amounts,the Companys cash expenditures for rent increased substantially in the second,third,and

300、 fourth quarters of 2021 and throughout 2022 and 2023 as previously deferred rent payments and landlord concessions started to becomecurrent obligations.The Company received rent concessions provided by the lessors that aided in mitigating the economic effects of COVID-19during the pandemic.These co

301、ncessions primarily consisted of rent abatements and the deferral of rent payments.As a result,deferred leaseamounts were approximately$56.3 million as of December 31,2023.See Note 3Leases in the Notes to the Consolidated Financial Statementsunder Part II,Item 8 thereof,for a summary of the estimate

302、d future repayment terms for the deferred lease amounts due to COVID-19.Our substantial level of indebtedness and the current constraints on our liquidity could have important consequences,includingthe following:we entered into the Ninth Amendment(as defined in Note 8Corporate Borrowings and Finance

303、 Lease Liabilities in the Notesto the Consolidated Financial Statements under Part II,Item 8 thereof),pursuant to which the requisite revolving lenders partythereto agreed to extend the fixed date for the termination of the suspension period for the financial covenant applicable tothe Senior Secured

304、 Revolving Credit Facility from March 31,2021 to March 31,2022,which was further extended by theEleventh2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm23/149Table of Conte

305、nts23Amendment(as defined in Note 8Corporate Borrowings and Finance Lease Liabilities in the Notes to the ConsolidatedFinancial Statements under Part II,Item 8 thereof)and Twelfth Amendment(as defined in Note 8Corporate Borrowings andFinance Lease Liabilities in the Notes to the Consolidated Financi

306、al Statements under Part II,Item 8 thereof)from March 31,2022to March 31,2023 and then from March 31,2023 to March 31,2024,respectively,in each case,as described,and on theterms and conditions specified,therein,including a minimum liquidity requirement of$100 million during the covenantsuspension pe

307、riod.A breach of any condition to the financial covenant suspension set forth in the Credit Agreement mayresult in an event of default under the Credit Agreement or resume testing of the financial covenant.The current maturity dateof the Senior Secured Revolving Credit Facility is April 22,2024 and

308、we currently do not expect to extend such maturity orreplace the Senior Secured Revolving Credit Facility upon such maturity;we must use a substantial portion of our cash flow from operations to pay interest and principal on our indebtedness,whichreduces or will reduce funds available to us for othe

309、r purposes such as working capital,capital expenditures,other generalcorporate purposes and potential acquisitions;our ability to refinance such indebtedness or to obtain additional financing for working capital,capital expenditures,acquisitions or general corporate purposes may be impaired;we are e

310、xposed to fluctuations in interest rates because our senior credit facilities have variable rates of interest;our leverage may be greater than that of some of our competitors,which may put us at a competitive disadvantage and reduceour flexibility in responding to current and changing industry and f

311、inancial market conditions;there are significant constraints on our ability to incur additional debt;andwe may be more vulnerable to economic downturn and adverse developments in our business.We and our subsidiaries may be able to incur additional indebtedness in the future,subject to the restrictio

312、ns and complianceobligations contained in the agreements governing our indebtedness.To the extent new indebtedness is added to our debt levels,includingas a result of satisfying interest payment obligations on certain of our indebtedness with payments-in-kind,the related risks that we nowface could

313、intensify.Our ability to meet our expenses,to remain in compliance with our covenants under our debt instruments and to make futureprincipal and interest payments in respect of our debt depends on,among other factors,our operating performance,competitivedevelopments and financial market conditions,a

314、ll of which are significantly affected by financial,business,economic and other factorsoutside of our control.Given current industry and economic conditions,our cash flow may not be sufficient to allow us to pay principaland interest on our debt and meet our other obligations.To the extent our relat

315、ionship with lenders is negatively affected by disputes that may arise from time to time,it may be moredifficult to seek covenant relief,if needed,or to raise additional funds in the future.We may incur future impairment charges to goodwill,other intangibles,or long-lived assets and future theatre a

316、nd other closure charges.We have a significant amount of goodwill on our balance sheet as a result of acquisitions.As of December 31,2023,goodwill recordedon our consolidated balance sheet totaled$2,358.7 million.If the market price of our Common Stock declines,if the fair value of our debtdeclines,

317、or if other events or circumstances change that would more likely than not reduce the fair value of our reporting units below theirrespective carrying value,all or a portion of our goodwill may be impaired in future periods.We review long-lived assets,goodwill,indefinite-lived intangible assets and

318、other intangible assets and theatre assets whenever eventsor changes in circumstances indicate that the carrying amount of the assets may not be fully recoverable.The review for goodwill compares thefair value for each of our reporting units to their associated carrying value.Factors that could lead

319、 to impairment of goodwill and intangibleassets include adverse industry or economic trends,reduced estimates of future cash flows,and declines in the market price of our CommonStock or declines in the fair value of our debt.Our valuation methodology for assessing impairment requires management to m

320、ake judgments2025/2/12 06:16sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htmhttps:/www.sec.gov/Archives/edgar/data/1411579/000141157924000021/amc-20231231x10k.htm24/149Table of Contents24and assumptions based on historical experience and projections of future operating per

321、formance,including estimating the fair value of ourcorporate borrowings and finance lease liabilities.We may be required to record future charges to earnings during the period in which animpairment of goodwill or intangible assets is determined to exist.During the years ended December 31,2023,Decemb

322、er 31,2022,andDecember 31,2021,we recorded impairment of long-lived asset charges of$106.9 million,$133.1 million,$77.2 million,respectively.Theassets impaired during year 2023 included 68 theatres in the U.S.markets with 738 screens and 57 theatres in the International markets with488 screens.We di

323、d not record any goodwill non-cash impairment charges during the years ended December 31,2023,December 31,2022,andDecember 31,2021 as we determined it was not more likely than not that the fair value of our reporting units was below their respective carryingvalues.Limitations on the availability of

324、capital and reductions to capital expenditures may delay or prevent deployment of strategic initiatives.Implementation of our key strategic initiatives,including premium sight and sound,other upgrades to auditoriums,and food andbeverage enhancements require significant capital expenditures.Our gross

325、 capital expenditures were approximately$225.6 million,$202.0 million,and$92.4 million for the years ended December 31,2023,December 31,2022 and December 31,2021,respectively.We estimatethat our cash outflows for capital expenditures,net of landlord contributions,will be approximately$175 million to

326、$225 million for the yearending December 31,2024 to maintain and enhance operations.A lack of available capital resources due to business performance or otherfinancial commitments could prevent or delay the deployment of innovations in our theatres.We may reduce capital expenditures significantly or

327、seek additional financing or issue additional securities,which may affect the timing and scope of growth strategy.We cannot be certain that wewill be able to obtain new financing on favorable terms,or at all.In addition,covenants under our existing indebtedness limit our ability to incuradditional i

328、ndebtedness,and the performance of any additional or improved theatres may not be sufficient to service the related indebtedness thatwe are permitted to incur.We are currently not paying dividends and in the future may not generate sufficient cash flows or have sufficient restricted payment capacity

329、 under our Credit Agreement or the indentures governing our debt securities to pay dividends on our Common Stock.We are currently not paying a cash dividend.We are only able to pay dividends from our available cash on hand and funds received fromour subsidiaries.Our subsidiaries ability to make dist

330、ributions to us will depend on their ability to generate substantial operating cash flow.Ourability to pay dividends to our stockholders in the future is subject to the terms of our Credit Agreement and the indentures governing ouroutstanding notes.Our operating cash flow and ability to comply with

331、restricted payment covenants in our debt instruments will depend on ourfuture performance,which will be subject to prevailing economic conditions and to financial,business and other factors beyond our control.Inaddition,dividend payments are not mandatory or guaranteed,and our board of directors may

332、 determine not to resume the payment of dividends.We may not pay dividends as a result of the following additional factors,among others:we are not legally or contractually required to pay dividends;even if we determine to resume paying cash dividends,the actual amount of dividends distributed and th

333、e decision to make anydistribution is entirely at the discretion of our board of directors and future dividends,if any,will depend on,among other things,our results of operations,cash requirements,financial condition,business opportunities,provisions of applicable law and otherfactors that our board of directors may deem relevant;the inability to deduct all or significant portions of our interest