ASSET TRANSFER AGREEMENTAsset Transfer Agreement • July 22nd, 2024 • Amc Entertainment Holdings, Inc. • Services-motion picture theaters • New York
This Asset Transfer Agreement, dated as of July 22, 2024 (this “Agreement”), is made and entered into by and among American Multi-Cinema, Inc., a Missouri corporation (“Multi-Cinema”), Centertainment Development, LLC, a Delaware limited liability company (“Centertainment”), and Muvico, LLC, a Texas limited liability company (“Muvico” and, collectively with Multi-Cinema and Centertainment, the “Parties” and each, a “Party”).
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT Among MUVICO, LLC, CENTERTAINMENT DEVELOPMENT, LLC, AMC ENTERTAINMENT HOLDINGS, INC., THE OTHER GRANTORS PARTY HERETO, WILMINGTON SAVINGS FUND SOCIETY, FSB, as the Senior Credit Agreement Agent, GLAS...Intercreditor Agreement • July 22nd, 2024 • Amc Entertainment Holdings, Inc. • Services-motion picture theaters • New York
FIRST LIEN/SECOND LIEN INTERCREDITOR AGREEMENT dated as of July 22, 2024 (as amended, restated, amended and restated, supplemented or otherwise modified from time to time, this “Agreement”), among Muvico, LLC a Texas limited liability company (the “Company”), Centertainment Development, LLC, a Delaware limited liability company (“Holdings”), AMC Entertainment Holdings, Inc., a Delaware corporation (“AMC”), the other Grantors (as defined below) party hereto, WILMINGTON SAVINGS FUND SOCIETY, FSB, as the Senior Credit Agreement Agent, GLAS TRUST COMPANY LLC, as the Exchangeable Notes Agent, and each Additional Junior Agent that from time to time becomes a party hereto pursuant to Section 9.09.
ContractCredit Facilities Intercreditor Agreement • July 22nd, 2024 • Amc Entertainment Holdings, Inc. • Services-motion picture theaters
CREDIT FACILITIES INTERCREDITOR AGREEMENT, dated as of July 22, 2024 (this “Agreement”) among Wilmington Savings Fund Society, FSB, as administrative agent and collateral agent under the 2024 Credit Agreement described below (in such capacities, the “2024 Agent”), and Wilmington Savings Fund Society, FSB, as First Lien Collateral Agent under the First Lien Intercreditor Agreement described below and as administrative agent and collateral agent under the 2013 Credit Agreement described below (in such capacities, the “2013 Agent”) and acknowledged by AMC Entertainment Holdings, Inc., a Delaware corporation (the “2013 Borrower”) and the other Grantors (as defined therein).
MANAGEMENT SERVICES AGREEMENTManagement Services Agreement • July 22nd, 2024 • Amc Entertainment Holdings, Inc. • Services-motion picture theaters • Delaware
THIS MANAGEMENT SERVICES AGREEMENT (this “Agreement”) is dated and made effective as of July 22, 2024 (the “Effective Date”) by and between Muvico, LLC, a Texas limited liability company (“Owner”), Centertainment Development, LLC (“CDL”), and American Multi-Cinema, Inc. a Missouri corporation (together with its Affiliates (other than CDL and its subsidiaries, including Owner), “AMC”). AMC, CDL and Owner are sometimes referred to in this Agreement, collectively, as the “Parties” and each individually as a “Party.” Defined terms used in this Agreement but not otherwise defined herein have the meanings ascribed to them on Schedule I hereto.
This FOURTEENTH AMENDMENT TO CREDIT AGREEMENT, dated as of July 22, 2024 (this “Amendment”), is entered into by and among AMC Entertainment Holdings, Inc., a Delaware corporation (the “Borrower”), the other Loan Parties party hereto, certain Lenders...Credit Agreement • July 22nd, 2024 • Amc Entertainment Holdings, Inc. • Services-motion picture theaters • New York
CREDIT AGREEMENT dated as of April 30, 2013, as amended by Amendment No. 1, dated as of December 11, 2015, Amendment No. 2, dated as of November 8, 2016, Amendment No. 3, dated as of May 9, 2017, Amendment No. 4, dated as of June 13, 2017, Amendment No. 5, dated as of August 14, 2018, Amendment No. 6, dated as of April 22, 2019, Amendment No. 7, dated as of April 23, 2020, Amendment No. 8, dated as of July 31, 2020, Amendment No. 9, dated as of March 8, 2021, Amendment No. 10, dated as of March 8, 2021, that certain Eleventh Amendment to Credit Agreement, dated as of December 20, 2021, that certain Twelfth Amendment to Credit Agreement, dated as of January 25, 2023, and that certain Thirteenth Amendment to Credit Agreement, dated as of June 23, 2023 and that certain Fourteenth Amendment to Credit Agreement, dated as of July 22, 2024 (this “Agreement”), among AMC ENTERTAINMENT HOLDINGS, INC., a Delaware corporation (together with any Successor Borrower, the “Borrower”), the LENDERS part
MUVICO, LLC,Intercreditor Agreement • July 22nd, 2024 • Amc Entertainment Holdings, Inc. • Services-motion picture theaters • New York
INDENTURE dated as of July 22, 2024, among MUVICO, LLC, a Texas limited liability company (the “Company”), Centertainment Development, LLC, a Delaware limited liability company (“Holdings”), the Guarantors party hereto from time to time and GLAS Trust Company LLC, as Trustee (in such capacity, the “Trustee”) and Collateral Agent (in such capacity, the “Notes Collateral Agent”).
CREDIT AGREEMENT dated as of July 22, 2024, among AMC ENTERTAINMENT HOLDINGS, INC., as a Borrower MUVICO, LLC, as a Borrower, The Lenders Party Hereto, Wilmington Savings Fund Society, FSB, as Administrative Agent and Collateral AgentCredit Agreement • July 22nd, 2024 • Amc Entertainment Holdings, Inc. • Services-motion picture theaters • New York
SUPPLEMENTAL INDENTURESupplemental Indenture • July 22nd, 2024 • Amc Entertainment Holdings, Inc. • Services-motion picture theaters • New York
SUPPLEMENTAL INDENTURE (this “Supplemental Indenture”), dated as of July 22, 2024, among AMC Entertainment Holdings, Inc., a Delaware corporation (the “Company”), the guarantors listed on the signature pages hereto (the “Guarantors”) and GLAS Trust Company LLC, as trustee (in such capacity, the “Trustee”) and notes collateral agent (in such capacity, the “Notes Collateral Agent”).
ContractIntercreditor Agreement • July 22nd, 2024 • Amc Entertainment Holdings, Inc. • Services-motion picture theaters
JOINDER NO. 4 dated as of July 22, 2024 (this “Joinder”) to the FIRST LIEN INTERCREDITOR AGREEMENT, dated as of April 24, 2020 (the “First Lien Intercreditor Agreement”), among AMC Entertainment Holdings, Inc., a Delaware corporation (the “Borrower”), the other Grantors (as defined therein) from time to time party thereto, Wilmington Savings Fund Society, FSB (as successor agent to Citicorp North America, Inc.), as collateral agent for the Credit Agreement Secured Parties (in such capacity, the “First Lien Collateral Agent”), U.S. Bank Trust Company, National Association, as collateral agent for the Initial Additional First Lien Secured Parties (in such capacity and together with its successors in such capacity, the “Initial Additional Agent”), and each Additional Agent from time to time party thereto.
INTERCOMPANY LICENSE AGREEMENTIntercompany License Agreement • July 22nd, 2024 • Amc Entertainment Holdings, Inc. • Services-motion picture theaters • Delaware
THIS INTERCOMPANY LICENSE AGREEMENT (“Agreement”) is entered into as of July 22, 2024 (the “Effective Date”), by and between Muvico, LLC, a Texas limited liability company (“Licensor”), on the one hand, and American Multi-Cinema, Inc., a Missouri corporation (“Licensee”), on the other hand. Licensor and Licensee are sometimes referred to in this Agreement collectively as the “Parties” and each individually as a “Party.”
