AMC Networks Announces Early Tender Results of Any and All Exchange Offer and Consent Solicitation for its 10.25% Senior Secured Notes due 2029

Rhea-AI Summary

AMC Networks (Nasdaq: AMCX) reported early results of its exchange offer and consent solicitation for its 10.25% Senior Secured Notes due 2029. As of March 6, 2026, approximately $830.6M (≈95%) of Old Notes were validly tendered; $9.9M consented without tendering.

The company will issue New Notes due 2032 fungible with the $400M 2032 series, with early tender Total Consideration of $1,065 per $1,000 and later Exchange Consideration of $1,015. Supplemental Indenture expected March 9; early settlement March 13; final settlement expected March 25.

Positive

• Early participation strong: $830.6M tendered (~95% outstanding)
• Early tender premium: $1,065 New Notes per $1,000 Old Notes
• Proposed amendment permits $50,000,000 aggregate equity repurchases
• New Notes fungible with existing $400M 10.50% 2032 issuance

Negative

• Coupon increase of 0.25 percentage point (10.25% to 10.50%)
• Consideration reduced by Net Interest Deduction; no accrued interest paid on tendered Old Notes
• Exchange conditioned on satisfactions/waivers; company may terminate or amend offer

News Market Reaction – AMCX

-3.01%

1 alert

-3.01% News Effect

On the day this news was published, AMCX declined 3.01%, reflecting a moderate negative market reaction.

Data tracked by StockTitan Argus on the day of publication.

Key Figures

Old Notes tendered: $830.6 million Participation rate: 95% Consent-only amount: $9.9 million +5 more

8 metrics

Old Notes tendered $830.6 million Aggregate principal amount of 10.25% Notes tendered by Early Tender Time

Participation rate 95% Percent of outstanding Old Notes (ex‑affiliates) tendered by Early Tender Time

Consent-only amount $9.9 million Old Notes where holders delivered consents without tendering

Equity buyback limit $50,000,000 Maximum equity repurchases permitted under amended covenant

Early Total Consideration $1,065 New Notes principal per $1,000 Old Notes tendered before Early Tender Time

Standard Exchange Consideration $1,015 New Notes principal per $1,000 Old Notes tendered after Early Tender Time

New Notes coupon 10.50% Interest rate on Senior Secured Notes due 2032

Original 2032 Notes size $400 million Existing 10.50% Senior Secured Notes due 2032 outstanding

Market Reality Check

Price: $7.70 Vol: Volume 312,473 is below t...

low vol

$7.70 Last Close

Volume Volume 312,473 is below the 20-day average of 551,925, indicating subdued trading ahead of this announcement. low

Technical Shares at $8.30 are trading above the 200-day MA of $7.59 but remain 19.22% below the 52-week high.

Peers on Argus

Peers showed mixed moves, with AENT up 8.14%, RSVR up 2.25%, MCS modestly positi...

Peers showed mixed moves, with AENT up 8.14%, RSVR up 2.25%, MCS modestly positive, while HUYA and PLAY declined. This points to stock-specific drivers rather than a unified sector trend for AMCX.

Historical Context

5 past events · Latest: Feb 23 (Positive)

Pattern 5 events

Date	Event	Sentiment	Move	Catalyst
Feb 23	Exchange offer launch	Positive	-5.5%	Announced exchange of 10.25% 2029 notes into 10.50% 2032 notes with tiered consideration.
Feb 23	Note amendments	Positive	-5.5%	Reported effectiveness of amendments to 2032 notes and extended consent solicitation.
Feb 12	Consent solicitation	Neutral	-2.3%	Launched consent solicitation to adjust 2032 note covenants and allow equity buybacks.
Feb 11	Earnings results	Negative	-2.3%	Reported 2025 revenue decline, lower adjusted EPS, but solid free cash flow performance.
Jan 28	Earnings date set	Neutral	-0.6%	Announced timing of Q4 and full-year 2025 earnings release and conference call.

Pattern Detected

Recent AMC Networks headlines, particularly around debt exchanges and consent solicitations, have often been followed by negative price moves, even when the actions focused on balance-sheet management or capital flexibility.

Recent Company History

Over the last few months, AMC Networks has focused on capital structure and strategic repositioning. On Feb 12–23, 2026, it launched and then updated consent solicitations and an exchange offer for its secured notes, tied to allowing up to $50,000,000 in equity repurchases and aligning covenants. These debt and covenant steps were accompanied by 24-hour share declines in the mid-single digits. Earlier, Q4 and full-year 2025 results showed revenue pressure but solid free cash flow, which also coincided with modest share weakness.

Market Pulse Summary

This announcement confirms strong noteholder support, with about $830.6 million, or 95%, of the 10.2...

Analysis

This announcement confirms strong noteholder support, with about $830.6 million, or 95%, of the 10.25% 2029 notes tendered into higher-coupon 10.50% 2032 notes and consents sufficient to amend the indenture. It advances AMC Networks’ ongoing capital-structure work described in earlier filings and news. Key items to watch include final exchange participation after the March 23, 2026 Expiration Time, the effective increase in equity buyback flexibility up to $50,000,000, and how debt service obligations influence future cash flow.

Key Terms

exchange offer, consent solicitation, senior secured notes, indenture, +4 more

8 terms

exchange offer financial

"announced the early participation and consent results in connection with its previously announced (i) exchange offer"

An exchange offer is a proposal where a company asks investors to swap existing securities, like bonds or shares, for new ones, often with different terms or maturity dates. It matters to investors because it can affect the value of their holdings and the company's financial strategy, potentially providing benefits like better interest rates or reduced debt.

consent solicitation financial

"and (ii) the solicitation of consents (the “Consent Solicitation”) from holders of the Old Notes"

A consent solicitation is a formal request sent to shareholders or creditors asking them to sign off on a proposed corporate change—such as altering governance rules, approving a deal, or waiving contract terms—without holding a full meeting. It matters to investors because it can quickly change their rights, voting power or the company’s direction, much like asking neighbors to sign a petition to alter a shared fence rather than discussing it at a community meeting.

senior secured notes financial

"10.25% Senior Secured Notes due 2029 (the “Old Notes”) for its newly-issued 10.50% Senior Secured Notes"

Senior secured notes are loans a company sells to investors that are backed by specific assets and given first priority for repayment if the company defaults. Because they have a claim on collateral and are paid before other debts, they usually offer lower risk and correspondingly lower interest than unsecured debt; investors use them to judge how safe repayment and recovery of principal might be, like holding a mortgage instead of an unsecured credit card balance.

indenture financial

"amendment (the “Proposed Amendment”) to the indenture governing the Old Notes (the “Old Notes Indenture”)"

An indenture is a legal agreement between a company that borrows money by issuing bonds and the people who buy those bonds. It explains the rules the company must follow, like paying back the money and keeping certain financial promises. This document helps both sides understand their rights and responsibilities.

qualified institutional buyers regulatory

"reasonably believed to be (i) “qualified institutional buyers” as defined in Rule 144A under the Securities Act"

Qualified institutional buyers are large organizations, like big investment firms or banks, that are allowed to buy certain types of investment opportunities not available to everyday investors. Their size and experience matter because it ensures they understand and can handle complex financial deals, making markets more efficient and secure.

rule 144a regulatory

"“qualified institutional buyers” as defined in Rule 144A under the Securities Act of 1933"

Rule 144A is a regulation that makes it easier for companies to sell private bonds to large investors without going through all the usual rules that apply to public sales. It matters because it helps companies raise money more quickly and privately, often attracting big investors looking for special deals.

regulation s regulatory

"not U.S. persons (as defined in Regulation S under the Securities Act) or purchasing for the account"

Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.

cusip technical

"fungible with the Original 2032 Notes and trade under the same CUSIP numbers as the Original"

A CUSIP is a nine-character alphanumeric code that uniquely identifies a U.S. or Canadian financial security—such as a stock, bond, or fund share—like a Social Security number for an investment. It matters to investors because brokers, exchanges and record-keepers use the CUSIP to match trades, track ownership, settle transactions and pull accurate records, reducing errors and ensuring money and securities go to the right place.

AI-generated analysis. Not financial advice.

NEW YORK, March 06, 2026 (GLOBE NEWSWIRE) -- AMC Networks Inc. (“AMC Networks” or the “Company”) (Nasdaq: AMCX) today announced the early participation and consent results in connection with its previously announced (i) exchange offer (the “Exchange Offer”) to Eligible Holders (as defined below) to exchange any and all of its outstanding 10.25% Senior Secured Notes due 2029 (the “Old Notes”) for its newly-issued 10.50% Senior Secured Notes due 2032 (the “New Notes”), and (ii) the solicitation of consents (the “Consent Solicitation”) from holders of the Old Notes with respect to the amendment (the “Proposed Amendment”) to the indenture governing the Old Notes (the “Old Notes Indenture”) described below, on the terms and subject to the conditions set forth in a Confidential Offering Memorandum and Consent Solicitation Statement, dated as of February 23, 2026 (the “Offering Memorandum”). Capitalized terms not defined herein shall have the respective meanings ascribed to them in the Offering Memorandum.

The Company has been advised that as of 5:00 p.m., New York City time, on March 6, 2026 (the “Early Tender Time”), approximately $830.6 million aggregate principal amount of outstanding Old Notes, representing approximately 95% of the outstanding Old Notes (other than Old Notes beneficially owned by the Company or its affiliates), had been validly tendered (and not validly withdrawn) pursuant to the Exchange Offer, and the corresponding Consents from holders of those Old Notes were delivered (and not validly revoked) pursuant to the Consent Solicitation. The Company has also been advised that as of 5:00 p.m., New York City time, on March 6, 2026, holders of approximately $9.9 million aggregate principal amount of outstanding Old Notes delivered (and did not validly revoke) their Consents without tendering Old Notes (the “Consent Only Option”). Consents from holders of at least a majority in aggregate principal amount of outstanding Old Notes (other than Old Notes beneficially owned by the Company or its affiliates) voting as a single class (the “Requisite Notes Consents”) must be delivered and not validly revoked to adopt the Proposed Amendment. Accordingly, as of the Early Tender Time, the Requisite Notes Consents have been delivered.

The Company and the guarantors of the Old Notes expect to enter into a Supplemental Indenture (the “Supplemental Indenture”) to the Old Notes Indenture providing for the Proposed Amendment on March 9, 2026. The Proposed Amendment will amend the covenant that limits restricted payments in order to permit buybacks, purchases, redemptions, retirements or other acquisitions of AMC Networks Inc.’s equity interests in an aggregate amount not to exceed $50,000,000. The Supplemental Indenture will be effective immediately upon execution thereof, but the Proposed Amendment will not be operative until the time when all of the Old Notes that have been validly tendered (and not validly withdrawn) prior to the Early Tender Time have been accepted for exchange in accordance with the terms of the Offering Memorandum. The Company expects settlement of the Old Notes validly tendered (and not validly withdrawn) by the Early Tender Time to occur on March 13, 2026 (“Early Settlement Date”).

Withdrawal rights for the Exchange Offer expired at 5:00 p.m., New York City time, on March 6, 2026, and, accordingly, Old Notes validly tendered in the Exchange Offer may no longer be withdrawn. In addition, the deadline for holders to deliver their Consents pursuant to the Consent Only Option expired at 5:00 p.m., New York City time, on March 6, 2026. Consents delivered in accordance with the Consent Only Option may be validly revoked at any time at or prior to the time and date on which the Supplemental Indenture is executed (the “Consent Time”) and may not be validly revoked at any time after the Consent Time. Holders of Old Notes who validly delivered their Consents pursuant to the Consent Only Option will not receive any consideration for delivering their Consents.

Eligible Holders of the Old Notes who validly tendered (and did not validly withdraw) their Old Notes prior to the Early Tender Time will be entitled to receive the total consideration of $1,065 in aggregate principal amount of New Notes per $1,000 principal amount of Old Notes tendered (the “Total Consideration”), as described in the Offering Memorandum.

Eligible Holders who have not yet tendered or have validly withdrawn their Old Notes have until 5:00 P.M., New York City time, on March 23, 2026, unless extended by the Company (such time and date, as it may be extended, the “Expiration Time”) to tender their Old Notes pursuant to the Exchange Offer. Eligible Holders of the Old Notes who validly tender (and do not validly withdraw) their Old Notes after the Early Tender Time but at or prior to the Expiration Time will be entitled to receive exchange consideration of $1,015 in aggregate principal amount of New Notes per $1,000 principal amount of Old Notes tendered (the “Exchange Consideration”), as described in the Offering Memorandum. Such exchanges will be settled promptly by the Company after the Expiration Time, which is expected to occur on March 25, 2026 (the “Final Settlement Date”), assuming the conditions to the Exchange Offer have either been satisfied or waived by the Company at or prior to the Expiration Time.

In addition, the aggregate Total Consideration or aggregate Exchange Consideration, as applicable, will be reduced by an amount equal to the result of (x) the aggregate amount of accrued and unpaid interest due on the New Notes to be issued to Eligible Holders from and including the last interest payment date for the Original 2032 Notes (as defined below) to but not including the applicable Settlement Date (the “New Notes Accrued Interest”) less (y) the aggregate amount of accrued and unpaid interest due on the Old Notes validly tendered and accepted by us from and including the last interest payment date for such Old Notes to but not including the applicable Settlement Date (the “Old Notes Accrued Interest” and the difference between the New Notes Accrued Interest and the Old Notes Accrued Interest, the “Net Interest Deduction”). No accrued interest will be paid on Old Notes that are tendered and accepted.

Holders who validly tender their Old Notes after the Early Tender Time will be deemed to consent to the Amendment, and holders may not deliver Consents to the Amendment without validly tendering their Old Notes in the Exchange Offer.

The New Notes will be a further issuance of, and will be in addition to, the 10.50% Senior Secured Notes due 2032 (the “Original 2032 Notes”) that the Company issued on July 3, 2025 in the aggregate principal amount of $400 million. The New Notes will be fungible with the Original 2032 Notes and trade under the same CUSIP numbers as the Original 2032 Notes (except that New Notes issued pursuant to Regulation S will trade separately under a different CUSIP number until at least 40 days after the closing date and thereafter, subject to the terms of the Indenture and the applicable procedures of the depositary).

The Exchange Offer and Consent Solicitation, including the Company’s acceptance of validly tendered Old Notes and payment of the applicable consideration, is conditioned on the satisfaction or waiver of certain conditions, as described in the Offering Memorandum. The Company may terminate, withdraw, amend or extend the Exchange Offer and/or Consent Solicitation in its sole discretion, subject to certain exceptions.

The Exchange Offer is being made, and the New Notes are being offered and issued, only to holders of Old Notes who are reasonably believed to be (i) “qualified institutional buyers” as defined in Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) or (ii) not U.S. persons (as defined in Regulation S under the Securities Act) or purchasing for the account or benefit of U.S. persons, other than a distributor, and are purchasing the New Notes in an offshore transaction in accordance with Regulation S. The holders of Old Notes who are eligible to participate in the Exchange Offer pursuant to the foregoing conditions are referred to as “Eligible Holders.” Only Eligible Holders are authorized to receive or review the Offering Memorandum or to participate in the Exchange Offer and Consent Solicitation.

J.P. Morgan Securities LLC is acting as lead dealer manager and solicitation agent and Citigroup Global Markets Inc., Fifth Third Securities, Inc., Morgan Stanley & Co. LLC, Truist Securities, Inc. and U.S. Bancorp Investments, Inc. are acting as co-dealer managers and solicitation agents.

The Offering Memorandum will be distributed only to holders of Old Notes that complete and return a letter of eligibility confirming that they are Eligible Holders. Copies of the eligibility letter are available to holders through the information and exchange agent for the Exchange Offer and Consent Solicitation, D.F. King & Co. Inc., at (800) 967-7510 (U.S. toll-free) or (646) 989-1649 (Banks and Brokers) or amcx@dfking.com.

The Exchange Offer and Consent Solicitation is made only by, and pursuant to the terms of, the Offering Memorandum, and the information in this news release is qualified by reference thereto.

This press release shall not constitute an offer to sell or the solicitation of an offer to exchange or purchase the New Notes, nor shall there be any offer or exchange of New Notes in any state or jurisdiction in which such offer, solicitation or sale would be unlawful. In addition, this press release is neither an offer to exchange or purchase nor a solicitation of an offer to sell any Old Notes in the Exchange Offer or a solicitation of consents to the Amendment, and this press release does not constitute a notice of redemption with respect to any securities.

The New Notes have not been and will not be registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements. Accordingly, the New Notes are being offered for exchange only to persons reasonably believed to be (i) “qualified institutional buyers” (as defined in Rule 144A under the Securities Act) or (ii) not U.S. persons (as defined in Regulation S under the Securities Act) or purchasing for the account or benefit of U.S. persons, other than a distributor, and are purchasing the New Notes in an offshore transaction in accordance with Regulation S.

About AMC Networks

AMC Networks (Nasdaq: AMCX) is home to many of the greatest stories and characters in TV and film and the premier destination for passionate and engaged fan communities around the world. The Company creates and curates celebrated series and films across distinct brands and makes them available to audiences everywhere. Its portfolio includes targeted streaming services AMC+, Acorn TV, Shudder, Sundance Now, ALLBLK, HIDIVE and All Reality; cable networks AMC, BBC AMERICA (which includes U.S. distribution and sales responsibilities for BBC News), IFC, SundanceTV and We TV; and film distribution labels Independent Film Company and RLJE Films. The Company also operates AMC Studios, its in-house studio, production and distribution operation behind acclaimed and fan-favorite original franchises including The Walking Dead Universe and the Anne Rice Immortal Universe; and AMC Networks International, its international programming business.

This press release may contain statements that constitute forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including statements concerning the timing, terms and completion of the Exchange Offer and Consent Solicitation. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. Investors are cautioned that any such forward-looking statements are not guarantees of future performance or results and involve risks and uncertainties and that actual results or developments may differ materially from those in the forward-looking statements as a result of various factors, including financial community and rating agency perceptions of the Company and its business, operations, financial condition and the industries in which it operates and the factors described in the Company’s filings with the Securities and Exchange Commission, including the sections titled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” contained therein. The Company disclaims any obligation to update any forward-looking statements contained herein.

Contacts

Investor Relations Nicholas Seibert nicholas.seibert@amcnetworks.com

Corporate Communications Georgia Juvelis georgia.juvelis@amcnetworks.com

FAQ

How many AMC Networks (AMCX) 2029 notes were tendered in the exchange offer as of March 6, 2026?

Approximately $830.6 million of Old Notes, representing about 95% of outstanding Old Notes, were validly tendered by March 6, 2026. According to the company, holders of an additional $9.9 million delivered consents without tendering their Old Notes.

What do holders receive for early tendering AMC Networks (AMCX) 10.25% 2029 notes?

Eligible holders who validly tendered by the early deadline receive $1,065 in aggregate principal amount of New Notes per $1,000 Old Notes. According to the company, later tenders receive $1,015, and payments are reduced by Net Interest Deduction calculations.

When will AMC Networks (AMCX) implement the proposed indenture amendment and settlements?

The company expects to enter the Supplemental Indenture on March 9, 2026, with early settlement of accepted tenders on March 13, 2026. According to the company, final settlement is expected promptly after the Expiration Time, currently projected for March 25, 2026.

What does the Proposed Amendment to AMC Networks (AMCX) 2029 notes allow shareholders or the company to do?

The Proposed Amendment revises the restricted payments covenant to permit buybacks or other acquisitions of AMC Networks equity up to $50,000,000 in the aggregate. According to the company, the amendment becomes operative when valid tenders are accepted.

Are the New Notes offered by AMC Networks (AMCX) the same as the 2032 notes issued in July 2025?

Yes. The New Notes will be a further issuance of the 10.50% Senior Secured Notes due 2032 and will be fungible with the Original 2032 Notes issued on July 3, 2025 in the aggregate principal amount of $400 million, according to the company.