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Published on 7/25/2016 in the Prospect News Bank Loan Daily.

AMC now plans $225 million incremental term loan B for Carmike buy

By Sara Rosenberg

New York, July 25 – AMC Entertainment Holdings Inc. revised the debt commitment letter for its acquisition of Carmike Cinemas Inc. to provide for a $225 million incremental senior secured term loan B due Dec. 15, 2022 instead of a $325 million incremental senior secured term loan B, according to an 8-K filed with the Securities and Exchange Commission on Monday.

Citigroup Global Markets Inc., Bank of America Merrill Lynch, Barclays, Credit Suisse Securities (USA) LLC and HSBC Securities (USA) Inc. are the joint lead arrangers and bookrunners on the deal.

Based on the commitment letter, pricing on the incremental term loan B is expected at Libor plus 325 basis points with a 0.75% Libor floor, and the debt is expected to include 101 soft call protection for six months.

As before, the company is also planning to issue $300 million of subordinated notes to help fund the acquisition.

The notes are backed by a commitment for a $300 million one-year senior subordinated bridge loan priced at Libor plus 600 bps with a 1% Libor floor. The spread will increase by 50 bps every three months until it hits a specified cap.

Under a revised agreement, AMC is buying Carmike for $33.06 per share in cash and stock, up from the initially proposed $30.00 per share in cash.

Carmike stockholders can elect to receive $33.06 in cash or 1.0819 AMC shares per Carmike share, subject to a customary proration mechanism to achieve an aggregate consideration mix of 70% cash and 30% in shares of AMC stock.

The transaction is valued at about $1.2 billion, including the assumption of Carmike net debt.

Closing is expected by year-end, subject to regulatory approvals, approval by Carmike’s shareholders and other customary conditions.

AMC is a Leawood, Kan.-based movie exhibitor. Carmike is a Columbus, Ga.-based motion picture exhibitor.


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