Current Report · Items 7.01, 8.01, 9.01 · 8-K
AMC ENTERTAINMENT HOLDINGS, INC.
AMCNYSEEQUITYCurrent
Regulation FD Disclosure · Other Events
Item 7.01 Regulation FD Disclosure. In connection with the Offering (as defined below), AMC Entertainment Holdings, Inc. (the “Company,” or “AMC”) released select preliminary estimated financial results for the two months ended August 31, 2026 (the “Preliminary Results”). The Preliminary Results are furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated herein by reference.…
Filed Sep 21, 2026Accepted Sep 21, 2026, 8:41 AM EDTCIK 1411579Accession 0001104659-26-109129
Company context
Inc. AMC is the largest movie exhibition company in the United States, the largest in Europe and the largest throughout the world with approximately 850 theatres and 9,600 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.
Current securities
Registered securities in this filing
AMC ENTERTAINMENT HOLDINGS, INC. · 8-K · Filed 2026-09-21
As filed in this accession. Current/historical status below comes from the governed listing record; the cover itself remains exact to this filing.
Class A common stock
- Exchange
- NYSE
- Classification
- COMMON
- Status
- Current
Filing context
Context: AsOf2026-09-21
Dimensions: Not supplied
Accession 000110465926109129 · 1 registered-security cover member
Read the exact SEC filing ↗Disclosure sections
Items 7.01, 8.01, 9.01Select an item to read the extracted section. The as-filed document remains the primary evidence.
Item 7.01Item 7.01 - Regulation FD Disclosure
Item 7.01 Regulation FD Disclosure.
In connection with the Offering (as defined below),
AMC Entertainment Holdings, Inc. (the “Company,” or “AMC”) released select preliminary estimated financial results
for the two months ended August 31, 2026 (the “Preliminary Results”). The Preliminary Results are furnished as Exhibit 99.1
to this Current Report on Form 8-K and incorporated herein by reference.
The information contained in Item 7.01 of this
Current Report on Form 8-K, including Exhibit 99.1, is being furnished, and, as a result, such information shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to
the liabilities of that Section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act
of 1933, as amended (the “Securities Act”), or the Exchange Act, except as shall be expressly set forth by specific reference
in such a filing.
Item 8.01Item 8.01 - Other Events
Item 8.01 Other Events.
On September 21, 2026, the Company issued a press
release announcing that it has commenced a private offering (the “Offering”) of $2,000 million aggregate principal amount
of first lien notes due 2031 (the “Notes”) and launched syndication of a new $850 million first lien term loan facility (the
“New 1L Term Loan Facility” and together with the Offering, the “1L Financing”), each subject to market and other
conditions. The New 1L Term Loans are expected to have a maturity date of five years from the closing date of the Offering.
The Company also announced its entry into a commitment
letter with Deutsche Bank AG New York Branch providing for a new second lien term loan facility in an aggregate principal amount of $1,120
million (the “New 2L Term Loan Facility” and together with the New 1L Term Loan Facility, the “New Term Loan Facilities”). The New 2L Term Loans are expected to have a maturity date of seven years from the closing date of the Offering and a fixed interest
rate of 11.25% per annum. The final terms of the New 2L Term Loan Facility will be subject to the execution of definitive credit documentation
and the satisfaction of customary closing conditions, including the consummation of the 1L Financing.
The Notes and the New Term Loan Facilities will
be guaranteed on a joint and several basis by certain of the Company’s existing and future direct or indirect wholly-owned subsidiaries,
including Muvico, LLC (“Muvico”), Odeon Cinemas Group Limited (“OCGL”) and certain subsidiaries of OCGL.
The Company intends to use the net proceeds from
the Offering, together with the proceeds received from the New Term Loan Facilities and cash on hand, (i) to fund the Tender Offer (as
defined below) of AMC’s 7.500% Senior Secured Notes due 2029 (the “AMC Secured Notes”), (ii) to fund the redemption
on or about February 15, 2027 of any AMC Secured Notes that are not tendered or accepted for purchase in the Tender Offer, (iii) to fund
the redemption in full of Muvico’s Senior Secured Notes due 2029 (the “Muvico 1.5L Notes”), (iv) to repay in full the
term loans outstanding under the Credit Agreement, dated as of July 22, 2024, by and among the Company and Muvico, as borrowers, the lenders
party thereto and Wilmington Savings Fund Society, FSB, as administrative agent and collateral agent (the “Existing Term Loan Facility”),
(v) to repay in full the term loans outstanding under the Credit Agreement, dated as of April 17, 2026, by and among Odeon Finco PLC,
as borrower, OCGL, the lenders party thereto and U.S. Bank Trust Company, National Association, as administrative agent and security agent
(the “Odeon Term Loan Facility”) and (vi) to pay related fees, costs, premiums and expenses.
This Current Report on Form 8-K does not
constitute an offer to sell or a solicitation of an offer to buy the Notes or any other securities, and shall not constitute an offer,
solicitation or sale in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. The Notes have not been
and will not be registered under the Securities Act or the securities laws of any other jurisdiction and may not be offered or sold in
the United States absent registration or an applicable exemption from registration requirements.
Redemption of Muvico 1.5L Notes
In connection with the Offering, the Company expects
to deliver a notice of conditional full redemption (the “Notice”) to holders of the Muvico 1.5L Notes to redeem the Muvico
1.5L Notes in full at a redemption price equal to 100.000% of the principal amount thereof plus a make-whole premium, plus accrued and
unpaid interest, if any, to the applicable redemption date (the “Redemption”). The Redemption is expected to be conditioned
upon the consummation of the Offering and entry into the New Term Loan Facilities and/or other debt financing transactions resulting in
aggregate gross proceeds to the Company, its affiliates and its subsidiaries, of at least $3,970 million, contemporaneously with or prior
to the applicable redemption date. There can be no assurances as to when and if such debt financing transactions will be completed or
such conditions satisfied and the Company may waive the conditions at its discretion.
A copy of the press release announcing the Offering,
the New Term Loan Facilities and the Redemption is attached to this report as Exhibit 99.2 and is incorporated by reference herein.
Tender Offer for the AMC Secured Notes
On September 21, 2026, the Company issued a press
release announcing that it has commenced a cash tender offer (the “Tender Offer”) to purchase any and all of the outstanding
AMC Secured Notes. The Tender Offer is being made upon the terms and subject to the conditions set forth in the Company’s offer
to purchase, dated as of September 21, 2026 (the “Offer to Purchase”). The Tender Offer is conditioned on, among other things,
the consummation of one or more debt financing transactions, including the Offering. The Offering is not conditioned upon the consummation
of the Tender Offer. The Company intends to redeem on or about February 15, 2027 any AMC Secured Notes that are not tendered in the Tender
Offer.
A copy of the press release announcing the Tender
Offer is attached to this report as Exhibit 99.3 and is incorporated by reference herein.
This Current Report on Form 8-K does not
constitute a notice of redemption of the Muvico 1.5L Notes or the AMC Secured Notes. Information concerning the terms and conditions of
the Redemption will be described in the Notice distributed to holders of the Muvico 1.5L Notes by the trustee under the indenture governing
the Muvico 1.5L Notes. Information concerning the terms and conditions of the Tender Offer will be described in the Offer to Purchase,
dated September 21, 2026.
Filed exhibits (2)
EX-99.1 (by filename) tm2625696d2_ex99-1.htmExhibit 99.1
Certain
Preliminary Financial and Operating Data for the Two Months Ended August 31, 2026
Two Months Ended August 31,
(In millions) 2026 2025 Change % Change
─────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────────
North American box office1 $2,462.9 $1,826.8 $636.1 34.8%
Company consolidated total revenue …
Open exhibit ↗EX-99.2 (by filename) tm2625696d2_ex99-2.htmExhibit 99.2
INVESTOR
RELATIONS:
John Merriwether, 866-248-3872
InvestorRelations@amctheatres.com
MEDIA CONTACTS:
Ryan Noonan, (913) 213-2183
rnoonan@amctheatres.com
FOR IMMEDIATE RELEASE
AMC ENTERTAINMENT
HOLDINGS, INC. ANNOUNCES FIRST LIEN NOTES OFFERING AND
NEW TERM LOAN FACILITIES TO REFINANCE EXISTING DEBT
LEAWOOD,
KANSAS - September 21, 2026: AMC Entertainment Holdings, Inc. (NYSE: AMC) (the “Company,”
or “AMC”), announced today that it has commenced an offering of $2,000 million aggregate principal amount of first lien notes
due 2031 (the “Notes”) in a private offering (the “Offering”) and launched syndication of a new $850 million
first lien term loan facility (the “New 1L Term Loan Facility” and together with the Offering, the “1L Financing”),
each subject to market and other conditions. The Company also announced its entry into a commitment letter with Deutsche Bank AG New
York Branch providing for a new second lien term loan facility in an aggregate principal amount of $1,120 million (the “New 2L
Term Loan Facility” and together with the New 1L Term Loan Facility, the “New Term Loan Facilities”), subject to consummation
of the 1L Financing an…
Open exhibit ↗