AMC Investor Presentation Deck
Transaction Overview: Carmike
Key
Transaction
Terms
Combined
Operating
Strategy
Closing
Conditions &
Timing
amc
September 2016
(1)
(2)
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• Transaction valued at approximately $1.2 billion
Strictly Private & Confidential
✓ Shareholders can elect to receive $33.06 in cash or 1.0819 AMC shares per
Carmike share
●
✓ Subject to proration such that the aggregate consideration is 70% in cash and 30%
in AMC stock
✓ Cash consideration to seller of $586 million
✓ Stock consideration to seller of $244 million (1)
✓ AMC will assume and / or refinance Carmike's debt and capital leases
✓ Synergy adjusted Enterprise Value / LTM EBITDA purchase multiple of 6.8x(²)
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• Maintain two brands, one focused on large, urban areas and one focused on midsize
non-urban areas
• Eliminate redundant overhead costs
Shareholder vote required only for Carmike
• Subject to U.S. regulatory approvals and other customary closing conditions
●
• Expected to close in the fourth quarter of 2016
Based on AMC share price as of 8/15/16.
As of March 31, 2016. Net of stock based compensation and M&A expenses.
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