AMC Mergers and Acquisitions Presentation Deck
Disclaimer
This presentation includes "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 identified by the use of words such as "forecast," "plan,"
"estimate," "will," "would," "project," "maintain," "intend," "expect," "anticipate," "strategy," "future," "likely," "may," "should," "believe," "continue,"
and other similar expressions that predict or indicate future events or trends or that are not statements of historical matters. Similarly,
statements made herein and elsewhere regarding the pending acquisitions of Odeon & UCI and Carmike Cinemas (collectively "the targets")
are also forward-looking statements, including statements regarding the anticipated closing date of the acquisitions, the source and structure
of financing, management's statements about effect of the acquisitions on AMC's future business, operations and financial performance and
AMC's ability to successfully integrate the targets into its operations. These forward-looking statements are based on information available at
the time the statements are made and/or managements' good faith belief as of that time with respect to future events, and are subject to risks,
trends, uncertainties and other facts that could cause actual performance or results to differ materially from those expressed in or suggested
by the forward-looking statements. These risks, trends, uncertainties and facts include, but are not limited to, risks related to: the parties'
ability to satisfy closing conditions in the anticipated time frame or at all; obtaining regulatory approval, including the risk that any approval
may be on terms, or subject to conditions, that are not anticipated; obtaining the Carmike stockholders approval for the Carmike transaction;
the possibility that these acquisitions do not close, including in circumstances in which AMC would be obligated to pay a termination fee or
other damages or expenses; related to financing these transactions, including AMC's ability to finance the transactions on acceptable terms
and to issue equity at favorable prices; responses of activist stockholders to the transactions; AMC's ability to realize expected benefits and
synergies from the acquisitions; AMC's effective implementation, and customer acceptance, of its marketing strategies; disruption from the
proposed transactions- making it more difficult to maintain relationships with customers, employees or suppliers; the diversion of management
time on transaction-related issues; the negative effects of this announcement or the consummation of the proposed acquisitions- on the
market price of AMC's common stock; unexpected costs, charges or expenses relating to the acquisitions; unknown liabilities; litigation and/or
regulatory actions related to the proposed transactions; AMC's significant indebtedness, including the indebtedness incurred to acquire the
targets; AMC's ability to utilize net operating loss carry-forwards to reduce future tax liability; continued effectiveness of AMC's strategic
initiatives; the impact of governmental regulation, including anti-trust investigations concerning potentially anticompetitive conduct, including
film clearances and participation in certain joint ventures; operating a business in markets AMC is unfamiliar with; the United Kingdom's exit
from the European Union; and other business effects, including the effects of industry, market, economic, political or regulatory conditions,
future exchange or interest rates, changes in tax laws, regulations, rates and policies; and risks, trends, uncertainties and other facts
discussed in the reports AMC has filed with the SEC. Should one or more of these risks, trends, uncertainties or facts materialize, or should
underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by the forward-looking
statements contained herein. Accordingly, 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. For a detailed discussion of
risks, trends and uncertainties facing AMC, see the section entitled "Risk Factors" in AMC's Annual Report on Form 10-K, filed with the SEC
on March 8, 2016, and the risks, trends and uncertainties identified in their other public filings. 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.
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