INCOME TAXES

12 Months Ended

Dec. 31, 2021

Income Tax Disclosure [Abstract]

INCOME TAXES

19.INCOME TAXES

On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security (“CARES”) Act was enacted in response to the global COVID-19 pandemic. The CARES Act allowed corporate taxpayers to carry back operating losses generated in 2018, 2019 and 2020. As a result of the impact of the COVID-19 pandemic on the Company’s business, it generated significant net operating losses during the years ended December 31, 2020 and December 31, 2021. The Company carried back 2020 losses and recorded tax benefits of $187,515 related to the NOL carryback provision. Losses incurred in 2021 are not available for carryback and are reported as net operating loss carryforwards.

The Company’s provision for federal and foreign income tax expense for continuing operations consisted of the following:

	Year Ended December 31,
	2019		2020			2021
Income (loss) before income taxes:
U.S.	$	235,571	$	(784,167	)	$	(389,176	)
Foreign		38,189		(143,157	)		(49,841	)
Total	$	273,760	$	(927,324	)	$	(439,017	)

Current and deferred income taxes were as follows:

	Year Ended December 31,
	2019			2020			2021
Current:
Federal	$	45,247		$	(271,162	)	$	4,026
Foreign		24,022			397			794
State		12,486			289			1,008
Total current expense	$	81,755		$	(270,476	)	$	5,828
Deferred:
Federal	$	(298	)	$	(50,445	)	$	(20,204	)
Foreign		5			13,266			409
State		(1,550	)		(1,721	)		(2,835	)
Total deferred taxes	$	(1,843	)	$	(38,900	)	$	(22,630	)
Income taxes	$	79,912		$	(309,376	)	$	(16,802	)

A reconciliation between income tax expense and taxes computed by applying the applicable statutory federal income tax rate to income before income taxes is as follows:

	Year Ended December 31,
	2019		2020			2021
Computed statutory tax expense	$	57,490	$	(194,739	)	$	(92,194	)
State and local income taxes, net of federal income tax impact		8,479		(1,153	)		(1,465	)
Changes in valuation allowance		2,532		46,731			76,308
Foreign tax rate differential		4,646		(6,633	)		(4,466	)
Foreign tax credits		4,143	—			—
Impacts related to COVID-19 pandemic (1)	—			(187,515	)	—
Changes in uncertain tax positions		197		24,879			7,524
Other, net		2,425		9,054			(2,509	)
Income taxes	$	79,912	$	(309,376	)	$	(16,802	)

(1)The amount for the year ended December 31, 2020 includes benefits of a rate differential on earnings of $122,975, tax losses with respect to investments in foreign subsidiaries and a write down of certain intercompany receivables associated with the Company’s foreign subsidiaries of $135,599, offset by a tax charge for the remeasurement of deferred taxes and tax attributes of $49,866 and dislodged foreign tax credits not benefited of $21,193.

As of December 31, 2021, the Company had approximately $94,107 of accumulated undistributed earnings and profits, approximately $168,307 of which was subject to the one-time transition tax pursuant to the 2017 Tax Cuts and Jobs Act. Additional tax due on the repatriation of previously-taxed earnings would generally be foreign withholding and U.S. state income taxes. The Company does not intend to repatriate these offshore earnings and profits, and therefore has not recorded any deferred taxes on such earnings. The Company considers any excess of the amount for financial reporting over the tax basis of its investment in its foreign subsidiaries to be indefinitely reinvested. At this time, the determination of deferred tax liabilities on this amount is not practicable.

Deferred Income Taxes

The tax effects of significant temporary differences and tax loss and tax credit carryforwards comprising the net long-term deferred income tax liabilities as of the periods presented consisted of the following:

	December 31,
	2020			2021
Deferred liabilities:
Theatre properties and equipment	$	118,051		$	100,547
Finance lease assets		24,202			19,564
Operating lease right-of-use assets		297,452			288,205
Intangible asset – other		41,297			45,587
Intangible asset – tradenames		72,268			71,877
Investment in partnerships		20,402			16,128
Total deferred liabilities		573,672			541,908
Deferred assets:
Deferred revenue – NCM		83,998			84,084
Deferred revenue – Other		6,208			3,661
Prepaid rent		5,255			3,365
Gift Cards		9,265			8,354
Operating lease obligations		313,552			304,462
Finance lease obligations		31,284			25,611
Tax impact of items in accumulated other comprehensive income and additional paid-in-capital		19,475			32,959
Restricted stock		2,611			5,494
Accrued expenses		3,552			4,326
Other tax loss carryforwards		89,320			124,632
Other tax credit and attribute carryforwards		121,698			154,995
Other expenses, not currently deductible for tax purposes		11,535			14,305
Total deferred assets		697,753			766,248
Net deferred income tax (asset) liability before valuation allowance		(124,081	)		(224,340	)
Valuation allowance against deferred assets – non-current		203,606			264,168
Net deferred income tax liability	$	79,525		$	39,828
Net deferred tax (asset) liability – Foreign	$	7,280		$	6,737
Net deferred tax liability – U.S.		72,245			33,091
Total	$	79,525		$	39,828

The Company continued to generate net operating losses in 2021 as a result of COVID-19 and such losses will be carried forward. As noted previously, net operating losses generated in 2020 were carried back to earlier years. Most of the state and all foreign jurisdictions in which the Company operates, however, only allow for net operating losses to be carried forward with varying expiration dates. A majority of our foreign tax credit carryforwards expire in 2023, 2026 and 2027, with the remainder expiring in 2028. Federal net operating losses have an indefinite carryforward period. Foreign net operating losses have varying carryforward periods with some being indefinite. Similarly, state net operating losses have varying carryforward periods with some being indefinite.

The Company assesses the likelihood that it will be able to recover its deferred tax assets against future sources of taxable income and reduces the carrying amounts of deferred tax assets by recording a valuation allowance, if, based on all available evidence, the Company believes it is more likely than not that all or a portion of such assets will not be realized. During the year ended December 31, 2021 the Company continued to generate significant pre-tax losses and remained in a three-year cumulative pre-tax loss. Consistent with December 31, 2020, this is heavily weighted as objectively verifiable negative evidence. As a result, the Company is unable to include future projected earnings in assessing the recoverability of its deferred tax assets.

The Company has established a valuation allowance against certain deferred tax assets for which the ultimate realization of future benefits is uncertain. Expiring carryforwards and the required valuation allowances are adjusted annually. After application of the valuation allowances described above, the Company anticipates that no limitations will apply with respect to utilization of any of the other deferred tax assets described above.

The Company’s valuation allowance changed from $203,606 as of December 31, 2020 to $264,168 as of December 31, 2021 (see Note 23). The increase relates to foreign tax credits and other deferred tax assets for which ultimate realization is uncertain. The valuation allowance associated with these deferred tax assets is primarily a result of not having sufficient income from deferred tax liability reversals in future periods to support the realization of the deferred tax assets. When the Company begins to generate taxable income at a normal level, the Company expects to reverse the valuation allowances with an offsetting increase to reported earnings.

Uncertain Tax Positions

The following is a reconciliation of the total amounts of unrecognized tax benefits excluding interest and penalties for the periods presented:

	Year Ended December 31,
	2019			2020			2021
Balance at January 1,	$	10,561		$	10,235		$	46,528
Gross increases - tax positions in prior periods	1				32,417			7,656
Gross decreases - tax positions in prior periods		—			(88	)		(1,611	)
Gross increases - current period tax positions		202			4,010			3,465
Settlements		(522	)		—			(122	)
Foreign currency translation adjustments		(7	)		(46	)		(11	)
Balance at December 31,	$	10,235		$	46,528		$	55,905

The Company had $51,643 and $62,467 of unrecognized tax benefits, including interest and penalties, as of December 31, 2020 and 2021, respectively. Of these amounts, $51,643 and $62,467 represent the amount of unrecognized tax benefits that, if recognized, would impact the effective income tax rate for the years ended December 31, 2020 and 2021, respectively. The Company had $5,114 and $6,561 accrued for interest and penalties as of December 31, 2020 and 2021, respectively.

The Company prepares and files income tax returns based upon its interpretation of tax laws and regulations and record estimates based upon these judgments and interpretations. In the normal course of business, the Company’s income tax returns are subject to examination by various taxing authorities. Such examinations may result in future tax and interest assessments by these taxing authorities. Inherent uncertainties exist in estimates of tax contingencies due to changes in tax law resulting from legislation, regulation, and/or as concluded through the various jurisdictions' tax court systems. Significant judgment is exercised in applying complex tax laws and regulations across multiple global jurisdictions where we conduct our operations. The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not that the tax position will be sustained upon examination by the taxing authorities, including resolutions of any related appeals or litigation processes, based upon the technical merits of the position.

The Company is no longer subject to income tax audits from the Internal Revenue Service for years before 2018. The Company is no longer subject to state income tax examinations by tax authorities in its major state jurisdictions for years before 2017. The Company is no longer subject to non-U.S. income tax examinations by tax authorities in its major non-U.S. tax jurisdictions for years before 2006.

The Company is currently under audit in California for tax years 2017 and 2018 and is under audit in the non-U.S. tax jurisdiction of Brazil.