- Shareholders Approved Share Increase Proposal voting 88% In Favor
- Shareholders Approved Reverse Split Proposal voting 87% In Favor
AMC Entertainment Holdings, Inc. (NYSE:AMC) (“AMC” or “the Company”), the largest theatrical exhibition company in the world, announced today that its shareholders approved both the Share Increase Proposal and the Reverse Split Proposal at its Special Meeting of Stockholders held today, March 14, 2023.
Commenting on the results, Adam Aron, AMC Entertainment Chairman and CEO said, “AMC’s shareholders exercised their rights today to have their voices be heard. They voted resoundingly in favor of proposals that we believe are crucial to AMC’s future. Shareholders overwhelmingly approved combining AMC common shares and APE units, with total votes 87% in favor, while significantly increasing the capacity to issue additional common shares, with total votes 88% in favor.If implemented, AMC should have an ability to raise a significant amount of equity capital in the months and years ahead. Winning these shareholder votes by such a lopsided margin is a powerful vote of confidence to allow AMC to raise equity capital, reduce debt, strengthen our balance sheet and continue our transformation.”
Aron continued, “As we reported in late February, there is litigation in the Delaware Court of Chancery surrounding the shareholder vote. We cannot implement the effects of this successful shareholder vote until a court ruling on that litigation. A court hearing on that litigation has been set for April 27, 2023, and we will continue to vigorously defend our position and seek to implement the will of our stockholders as expressed in these votes.”
Aron concluded, “Speaking both personally and for the Board and management of AMC Entertainment, I would like to thank our participating stockholders for their support of AMC and for their good judgment in the votes that were reported today. You gave us the tools we need to continue to fight the good fight on your behalf.”
A total of 182,342,728 out of 517,580,416 eligible shares of the Company’s Class A common stock (“Common Stock”) were present in person or represented by proxy at the Special Meeting, and a total of 182,342,728 shares of Common Stock were voted after excluding broker non-votes.
A total of 583,297,321 out of 929,849,612 eligible AMC Preferred Equity Units (“APEs”), each constituting a depositary share representing 1/100th interest in a share of the Company’s Series A Convertible Participating Preferred Stock (the “Series A Preferred Stock”), were present in person or represented by proxy at the Special Meeting. All shares of Series A Preferred Stock held by Computershare Inc. and Computershare Trust Company, N.A. jointly as Depositary (the “Depositary”) representing 929,849,612 votes were present and were voted pursuant to specific instructions by APEs at the Special Meeting or proportionally pursuant to the terms of the deposit agreement (the “Deposit Agreement”) governing the APEs.