AMC Investor Presentation Deck
Transaction Overview: Odeon & UCI
Key
Transaction
Terms
Combined
Operating
Strategy
Closing
Conditions &
Timing
amc
September 2016
• Transaction valued at approximately £921 million (1)
●
✓ Cash consideration to seller of £375 million
✓ Stock consideration to seller of £125 million (2)
✓ Assumed net debt of £407 million (3) to be simultaneously refinanced at closing
✓9.1x Enterprise Value / LTM EBITDA (3)
• Assuming a Dec 31, 2016 close, transaction valued at $1,199 million (4)
Strictly Private & Confidential
• Odeon & UCI will be headquartered in London and will operate as a subsidiary of AMC
✓Will continue to be led by current Odeon management team
✓ Maintain existing brand names (Odeon, UCI, and Cinesa)
• Antitrust clearance by European Commission and subject to consultation with the
European Works Council
• Expected to close in the fourth quarter of 2016
(1)
(3)
(4)
Includes approximately £14 million of employee incentive costs.
Number of shares to seller to be set based on a formula prior to the date of closing.
Based on Odeon public filings as of March 31, 2016.
Based on GBP/USD spot rate of 1.30 as of July 5, 2016.
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