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AMC Entertainment Holdings, Inc.

Offer to Purchase for Cash Any and All of the Outstanding Senior Secured Notes Listed Below
Title of Security CUSIP / ISIN Numbers(1) Principal Amount Outstanding
7.500% Senior Secured Notes due 2029 (the “Notes”) CUSIP: 00165CBA1 (144A) / U0237LAN5 (Regulation S)
ISIN: US00165CBA18 (144A) / USU0237LAN56 (Regulation S)
$359,964,500
(1)No representation is made as to the correctness or accuracy of the CUSIP or ISIN numbers listed in this Offer to Purchase or printed on the Notes. They are provided solely for the convenience of Holders of the Notes.
The Tender Offer will expire at 5:00 p.m., New York City time, on September 30, 2026 unless extended or earlier terminated (such time and date, as the same may be extended, the “Expiration Time”). Holders of Notes must validly tender and not validly withdraw their Notes prior to the Expiration Time to be eligible to receive the Purchase Price. Tendered Notes may be withdrawn at any time prior to the Expiration Time.

AMC Entertainment Holdings, Inc., a Delaware corporation (the “Offeror,” the “Company” or “we”), hereby offers (the “Tender Offer”) to purchase for cash, upon the terms and subject to the conditions set forth in this Offer to Purchase (as it may be amended or supplemented from time to time, the “Offer to Purchase”), any and all of the Notes from each registered or beneficial holder of Notes (each a “Holder”) upon the terms and subject to the conditions set forth in the Offer to Purchase. The Tender Offer is not conditioned upon any minimum amount of Notes being tendered, and the Tender Offer may be amended, extended or terminated.

The consideration per each $1,000 principal amount of Notes validly tendered and accepted for payment pursuant to the Tender Offer (the “Purchase Price”) is set forth in the table above. Holders whose Notes are purchased pursuant to the Tender Offer will also receive accrued and unpaid interest thereon (“Accrued Interest”) from the last interest payment date up to, but not including, the date of payment of the Purchase Price for the Notes (the “Settlement Date”).

The consummation of the Tender Offer and the Company’s obligation to accept for payment, and to pay for, Notes validly tendered (and not validly withdrawn) pursuant to the Tender Offer are subject to the satisfaction of or waiver of certain conditions, including (a) the Financing Condition (as defined below in “Principal Terms of the Tender Offer—Conditions of the Tender Offer”) and (b) the other conditions set forth in “Principal Terms of the Tender Offer—Conditions of the Tender Offer.”


To view copie(s) of the Tender Offer document(s) please click on the link(s) below

Offer to Purchase

Any questions, requests for assistance or requests for additional copies of this Offer to Purchase may be directed to the Information Agent at its telephone number or address set forth below.

The Tender and Information Agent for the Tender Offer is:

D.F. KING & CO., INC.

28 Liberty Street, 53rd Floor
New York, New York 10005

Banks and Brokers Call Collect: (646) 963-9141
All Others Call Toll Free: (800) 488-8095
Email: amctheatres@dfking.com

The Dealer Managers for the Tender Offer are:

WELLS FARGO SECURITIES
550 South Tryon Street, 5th Floor
Charlotte, North Carolina 28202
Attn: Liability Management
Collect: (704) 410-4235
Toll Free: (866) 309-6316
Email: liabilitymanagement@wellsfargo.com
DEUTSCHE BANK SECURITIES
1 Columbus Circle
New York, New York 10019
Attn: Liability Management Group
Collect: (212) 250-2955
Toll Free: (866) 627-0391