Amc Entmt Hldgs Inc SEC Filings

Pentwater Capital Management LP and Matthew Halbower filed a Schedule 13G reporting beneficial ownership of 48,626,044 shares of AMC Entertainment Holdings, Inc. Class A common stock, representing 9.5% of the class. The percentage is based on 512,943,561 shares outstanding as of August 8, 2025, as disclosed by AMC.

The filing lists shared voting power and shared dispositive power over 48,626,044 shares, with no sole voting or dispositive power. The Date of Event is September 30, 2025. The certification states the securities were acquired and are held in the ordinary course of business and not for the purpose of changing or influencing control.

AMC Entertainment Holdings (AMC) reported Q3 2025 results. Total revenue was $1,300.2 million versus $1,348.8 million a year ago. Operating income was $35.8 million, but total other expense of $332.8 million led to a net loss of $298.2 million (basic and diluted loss per share $0.58) compared with a $20.7 million loss last year.

Interest expense remained heavy, including $119.0 million on corporate borrowings, while the quarter reflected losses on extinguishment tied to refinancing. For the first nine months, revenue reached $3,560.6 million and net loss was $505.0 million. Cash used in operating activities was $246.5 million year‑to‑date.

As of September 30, 2025, cash and cash equivalents were $365.8 million, restricted cash $51.1 million, and total cash and restricted cash $416.9 million. Principal corporate borrowings were $4,003.4 million. The company completed 2025 refinancing actions, including issuing Senior Secured Notes due 2029 and Senior Secured Exchangeable Notes due 2030, and reducing 7.5% First Lien Notes due 2029. Class A shares outstanding were 512,943,561 as of November 4, 2025.

AMC Entertainment Holdings (AMC) reported its financial results for the third quarter ended September 30, 2025 and furnished an accompanying earnings press release.

The press release is included as Exhibit 99.1 to this Form 8-K. The information provided under Item 2.02, including the exhibits, is furnished and not deemed filed under Section 18 of the Exchange Act.

AMC Entertainment Holdings (AMC) asks stockholders to approve major governance updates and authorize more shares at the December 10, 2025 Annual Meeting. Key votes include declassifying the Board (all directors elected annually), allowing action by written consent, permitting stockholder‑called special meetings, and increasing authorized Class A common shares from 550,000,000 to 1,100,000,000.

The share increase under Proposal 5 is tied to refinancing completed in July 2025. It would enable the company’s Senior Secured Exchangeable Notes due 2030 to become exchangeable and reduce interest after approval. The notes currently accrue 6.00% cash and 2.00% PIK, but would decrease to 1.50% cash if approval occurs by December 10, 2025. Without approval by that date, interest rises to 9.50% cash and 3.50% PIK until approval. AMC also seeks to ratify Ernst & Young LLP as auditor and hold a Say‑on‑Pay vote.

Holders of record on October 13, 2025 may vote; 512,943,561 shares of common stock were outstanding on the record date. The Board recommends “FOR” all proposals.

AMC Entertainment Holdings, Inc. is soliciting proxies for its 2025 Annual Meeting on December 10, 2025 to vote on eight proposals that would materially change governance and capital structure. Key governance items ask stockholders to (i) declassify the board so all directors face annual elections, (ii) allow stockholder action by written consent, and (iii) permit stockholder-called special meetings. The board recommends FOR each of these governance changes.

The meeting also seeks approval to increase authorized Class A common shares from 550,000,000 to 1,100,000,000, primarily to enable conversion of newly issued Muvico exchangeable notes into equity. The refinancing completed in July 2025 included New Exchangeable Notes of approximately $154.5M (adjusted) and New 2029 Notes of approximately $834.4M; shareholder approval would allow exchangeability and reduce the New Exchangeable Notes’ interest from 6.00% cash + 2.00% PIK to 1.50% cash, avoiding a potential increase to 9.50% cash + 3.50% PIK and an estimated incremental interest cost of $35.0M per year if not approved. Other routine items include ratifying Ernst & Young as auditor and a non-binding Say-on-Pay vote.

AMC Entertainment reported stronger quarter-over-quarter activity with total revenues of $1,397.9 million for the three months ended June 30, 2025, driven by higher admissions of $762.6 million and food and beverage sales of $499.6 million. Operating income for the quarter was $92.6 million, a material improvement from a loss in the prior-year quarter, while Adjusted EBITDA for the quarter was $189.2 million.

Despite the quarterly operating improvement, the company recorded a net loss of $206.8 million for the six months ended June 30, 2025 (net loss of $4.7 million for the quarter). Cash and cash equivalents totaled $423.7 million (restricted cash $51.4 million) and consolidated assets were $8,173.9 million versus total liabilities of $9,899.3 million, resulting in a stockholders' deficit of $1,725.4 million. Corporate borrowings principal totaled $4,097.5 million and operating cash flow used was $(231.6) million for the six months. The company states it believes existing liquidity is sufficient for the next 12 months but warns its cash burn rates are not sustainable long-term and that North American box office grosses remain ~26% below the six-month 2019 level.

AMC Entertainment Holdings reported its financial results for the second quarter ended June 30, 2025 and furnished an earnings press release as Exhibit 99.1 to this Form 8-K. The filing references results of operations and financial condition under Item 2.02 and lists exhibits under Item 9.01, including an Inline XBRL cover page as Exhibit 104.

The filing expressly states that the information furnished, including exhibits, is not deemed to be "filed" for purposes of Section 18 of the Exchange Act and is not incorporated by reference into other filings unless specifically referenced. The report is signed by Sean D. Goodman, Executive Vice President, International Operations, Chief Financial Officer and Treasurer. The company’s Class A common stock trades under the symbol AMC on the New York Stock Exchange.