Courtesy of Benzinga.
AMC Entertainment Holdings Inc (NYSE: AMC)’s AMC Theatres disclosed Monday that it reached an amended and restated merger deal following which it would buy Carmike Cines, Inc. (NASDAQ: CKEC) shares for $33.06 a share in cash and stock. According to the company, the amended deal represented its best and final offer indicating 10.2 percent more than its previous offer of $30.00 a share.
AMC Entertainment said that based on the closing trading price of its common stock on July 22, the transaction is worth about $1.2 billion. This included the assumption of net indebtedness of Carmike. The companies expect the transaction to be completed by the end of the current year, subject to customary closing conditions. This included regulatory and shareholders’ approval.
AMC said Carmike stockholders could opt to get $33.06 in cash or 1.0819 AMC shares per Carmike share. However, this is subject to a customary proration mechanism to achieve an aggregate consideration mixture of 70 percent cash and 30 percent in shares of AMC stock. The company added that the revised offer represented an approximate 32 percent premium to Carmike’s closing stock price on March 3.
President and CEO, Adam Aron, said, “We continue to believe that the proposed merger between AMC and Carmike is a compelling opportunity that offers significant value to both companies’ shareholders. Accordingly, after substantial and extended negotiation with Carmike, we have increased our offer to an approximate 32% premium over the unaffected share price on March 3, 2016, and have incorporated AMC shares as a significant portion of the consideration for this transaction.”
He added, “This will enable Carmike shareholders to participate in the future upside potential of this attractive combination of complementary theatre exhibitors. This is particularly true when also considering AMC’s announced acquisition of Odeon & UCI Cinemas in Europe. By broadening AMC’s geographic and demographic base for delivering our groundbreaking guest experience innovations, AMC is poised to deliver the best possible movie experience to more movie-goers than ever before.”
