AMC Entertainment Holdings, Inc. (NYSE: AMC) (the “Company,” or
“AMC”), announced today that it has declared a special dividend of
one AMC Preferred Equity unit (an “AMC Preferred Equity Unit”) for
each share of AMC Class A common stock, par value $0.01 per share
(the “Common Stock”), outstanding at the close of business on
August 15, 2022. The special dividend is expected to be paid at the
close of business on August 19, 2022.
The Company has applied to list its AMC Preferred Equity Units
on the New York Stock Exchange (“NYSE”) under the symbol “APE”
starting August 22, 2022 and each AMC Preferred Equity Unit is
designed to have the same economic and voting rights as one share
of Common Stock.
The AMC Preferred Equity Units can convert into Common Stock,
but only if the Company proposes and investors vote to approve an
increase in the number of authorized shares of Common Stock, in an
amount at least sufficient to permit the conversion of the AMC
Preferred Equity Units into Common Stock (through a “Common Stock
Amendment”).
Regarding the dividend, Adam Aron, AMC Entertainment Chairman
and CEO commented, “Today we are rewarding and recognizing our
passionate and supportive shareholders, both to our shareholders in
the U.S. and internationally, with a dividend of AMC Preferred
Equity units that will trade on the NYSE under the ticker symbol
APE. Shareholders will receive one AMC Preferred Equity unit for
each company issued share of AMC common stock that they own. This
means that based on our 516,820,595 shares outstanding, we will be
issuing a dividend of 516,820,595 AMC Preferred Equity units.”
Aron added, “The issuance only to our shareholders of tradable
AMC Preferred Equity units clarifies who is included in our current
shareholder base, and provides another avenue for our investors to
participate in the ongoing recovery and growth of AMC.”
Aron emphasized, “The dividend of AMC Preferred Equity units
exclusively to our shareholders in our opinion is perhaps the
single biggest action we will take in all of 2022 to fundamentally
strengthen AMC for the long term. This new AMC Preferred Equity
gives AMC a currency that can be used in the future to strengthen
our balance sheet, including by paying down debt or raising fresh
equity. As a result, this dramatically lessens any near-term
survival risk for AMC, as we continue to work our way through this
pandemic. It also can provide AMC with added capital enabling us to
seek investment opportunities that could create significant
shareholder value and could be transformative in nature. All of
this is not good news for those who may be rooting against
AMC.”
Aron continued, “As a show of appreciation of our shareholders,
and to celebrate this AMC Preferred Equity unit dividend, AMC will
be issuing an exclusive “I OWN APE” NFT. All 765,000 current AMC
Investor Connect members, and new members who join by August 31,
2022, will be eligible to receive for free this unique NFT to
symbolize ownership of the new AMC Preferred Equity unit security.
In addition, based on the popularity of the original “I OWN AMC”
NFT issued in January of 2022, AMC Investor Connect current members
and new members who have joined by August 31, 2022 also will be
entitled to receive an updated version of the original “I OWN AMC”
NFT, again gratis with our compliments.”
Aron concluded, “This AMC Preferred Equity unit dividend has
tremendous potential to create meaningful value for both AMC and
for our shareholders as we continue on our glidepath to recovery
and transformation into the new AMC – bigger, bolder, and stronger
than ever before.”
The issuance of AMC Preferred Equity Units is made possible by
the authorization approved by shareholders to issue AMC Preferred
Equity in 2013. Each AMC Preferred Equity Unit is a depositary
share and represents an interest in one one-hundredth (1/100th) of
a share of the Company’s Series A Convertible Participating
Preferred Stock (the “Preferred Stock”). Each share of Preferred
Stock in turn is potentially convertible into one hundred (100)
shares of Common Stock.
If the Common Stock Amendment is adopted by shareholders, each
AMC Preferred Equity Unit will convert into one share of Common
Stock and such Common Stock will be distributed upon conversion to
holders of AMC Preferred Equity Units on a one-to-one basis (one
share of Common Stock for each AMC Preferred Equity Unit held).
The record date for the AMC Preferred Equity Unit dividend is
the close of business on August 15, 2022. However, the AMC
Preferred Equity Unit dividend is expected to be paid as of the
close of business on August 19, 2022. The NYSE has established
August 22, 2022 as the ex-dividend date. If an investor sells our
Common Stock before the ex-dividend date of August 22, 2022, that
investor will not be entitled to the AMC Preferred Equity Unit
dividend on the shares that are sold. Alternatively, if investors
buy our Common Stock before the ex-dividend date August 22, 2022,
they will be entitled to receive the AMC Preferred Equity Unit
dividend on the shares purchased. Investors who trade during
this period should consult with their broker.
Trading of the AMC Preferred Equity Units will commence on
August 22, 2022 (the ex-dividend date) and at that time AMC shares
will no longer be entitled to receive the AMC Preferred Equity Unit
dividend. Investors should note that on the ex-dividend date
(August 22, 2022) the price of AMC Common Stock is likely to
decline to reflect the fact that the shares purchased on or after
such date will no longer be entitled to the dividend.
For additional information about the AMC Preferred Equity Units,
the Preferred Stock and the convertibility of the Preferred Stock
into Common Stock, please visit the Company’s website at
http://investor.amctheatres.com/stock-information/APE-Dividend-Info
and refer to the Company’s current report on Form 8-K filed today
with the Securities and Exchange Commission. The descriptions of
the AMC Preferred Equity Units and the Preferred Stock are
qualified by reference to the Form 8-K disclosures and
exhibits.
About AMC Entertainment Holdings, Inc.
AMC is the largest movie exhibition company in the United
States, the largest in Europe and the largest throughout the world
with approximately 950 theatres and 10,500 screens across the
globe. AMC has propelled innovation in the exhibition industry by:
deploying its Signature power-recliner seats; delivering enhanced
food and beverage choices; generating greater guest engagement
through its loyalty and subscription programs, website and mobile
apps; offering premium large format experiences and playing a wide
variety of content including the latest Hollywood releases and
independent programming.
Forward-Looking Statements
This communication includes “forward-looking statements” within
the meaning of the federal securities laws. Statements that are not
historical facts, including statements about AMC’s beliefs and
expectations, are forward-looking statements. In many cases, these
forward-looking statements may be identified by the use of words
such as “will,” “may,” “could,” “would,” “should,” “believes,”
“expects,” “anticipates,” “estimates,” “intends,” “indicates,”
“projects,” “goals,” “objectives,” “targets,” “predicts,” “plans,”
“seeks,” and variations of these words and similar expressions.
Examples of forward-looking statements include statements we make
regarding future shareholder distributions, the listing of the AMC
Preferred Equity Units on the NYSE for trading and the Common Stock
Amendment, future balance sheet strengthening, including debt
repayments, future capital and investment opportunities, potential
shareholder value and potential recovery and transformation.
Additional factors, including developments related to COVID-19,
that may cause results to differ materially from those described in
the forward-looking statements are set forth under the caption
“Risk Factors” and elsewhere in our most recent annual report on
Form 10-K and quarterly report on Form 10-Q, as well as our other
filings with the U.S. Securities and Exchange Commission (the
“SEC”), copies of which may be obtained by visiting our Investor
Relations website at investor.amctheatres.com or the SEC’s website
at www.sec.gov.
You are cautioned not to place undue reliance on these
forward-looking statements, which speak only as of the date they
are made. Forward-looking statements should not be read as a
guarantee of future performance or results and will not necessarily
be accurate indications of the times at, or by, which such
performance or results will be achieved. AMC does not intend, and
undertakes no duty, to update any information contained herein to
reflect future events or circumstances, except as required by
applicable law.
Category: Company Release
View source
version on businesswire.com: https://www.businesswire.com/news/home/20220804005449/en/
INVESTOR RELATIONS: John Merriwether, 866-248-3872
InvestorRelations@amctheatres.com
MEDIA CONTACTS: Ryan Noonan, (913) 213-2183
rnoonan@amctheatres.com
AMC Entertainment (NYSE:AMC)
Historical Stock Chart
From Apr 2024 to May 2024
AMC Entertainment (NYSE:AMC)
Historical Stock Chart
From May 2023 to May 2024