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Long Term Debt
6 Months Ended
Jun. 30, 2024
Debt Disclosure [Abstract]  
Long Term Debt
7.
Long-Term Debt

Long-term debt of Holdings and CUSA consisted of the following for the periods presented:

 

June 30,

 

 

December 31,

 

 

2024

 

 

2023

 

Cinemark Holdings, Inc. 4.50% convertible senior notes due August 2025

$

460.0

 

 

$

460.0

 

Cinemark USA, Inc. term loan due May 2030

 

641.9

 

 

 

645.1

 

Cinemark USA, Inc. 8.75% senior secured notes due May 2025

 

 

 

 

150.0

 

Cinemark USA, Inc. 5.875% senior notes due March 2026

 

405.0

 

 

 

405.0

 

Cinemark USA, Inc. 5.25% senior notes due July 2028

 

765.0

 

 

 

765.0

 

Other

 

5.5

 

 

 

7.0

 

Total long-term debt carrying value (1)

$

2,277.4

 

 

$

2,432.1

 

Less: Current portion

 

7.6

 

 

 

7.8

 

Less: Debt issuance costs and original issue discount, net of accumulated amortization (1)

 

27.0

 

 

 

33.0

 

Long-term debt, less current portion, net of unamortized debt issuance costs and original issue discount (1)

$

2,242.8

 

 

$

2,391.3

 

(1)
The only differences between the long-term debt for Holdings, as presented above, and the long-term debt for CUSA are the $460.0 4.50% Convertible Senior Notes due August 2025 and the related debt issuance costs. The following table sets forth, as of the periods indicated, the total long-term debt carrying value, current portion of long-term debt and debt issuance costs, net of amortization, for CUSA.

 

June 30,

 

 

December 31,

 

 

2024

 

 

2023

 

Total long-term debt carrying value

$

1,817.4

 

 

$

1,972.1

 

Less: Current portion

 

7.6

 

 

 

7.8

 

Less: Debt issuance costs and original issue discount, net of accumulated amortization

 

23.1

 

 

 

27.5

 

Long-term debt, less current portion, net of unamortized debt issuance costs and original issue discount

$

1,786.7

 

 

$

1,936.8

 

Senior Secured Credit Facility

On May 28, 2024, CUSA amended and restated its senior secured credit facility (the “Credit Agreement”) to reduce the rate at which the term loan bears interest by 0.50% and reset the 101% soft call for another six months. CUSA incurred a total of approximately $1.0 in debt issuance costs in connection with the amendment, which are reflected in the condensed consolidated financial statements as follows: (i) $0.8 in debt issuance costs were capitalized and are reflected as a reduction of “Long-term debt, less current portion” on the Company’s condensed consolidated balance sheet; and (ii) $0.2 of legal and other fees are included in “Loss on debt amendments and extinguishments” in the Company’s condensed consolidated statement of income for the three and six months ended June 30, 2024. As a result of the amendment, CUSA also wrote-off $1.3 of unamortized debt issuance costs and original issue discount associated with exiting lenders of the amended Credit Agreement, which is reflected in “Loss on debt amendments and extinguishments” in the Company’s condensed consolidated statement of income for the three and six months ended June 30, 2024.

As of June 30, 2024, there was $641.9 outstanding under the term loan and no borrowings were outstanding under the revolving credit line. Under the Credit Agreement, principal payments of $1.6 are due on the term loan quarterly through March 31, 2030, with a final principal payment of the remaining unpaid principal due on May 24, 2030. The average interest rate on outstanding term loan borrowings under the Credit Agreement as of June 30, 2024 was approximately 7.1% per annum, after giving effect to the interest rate swap agreements discussed below.

8.75% Secured Notes

On May 1, 2024, CUSA redeemed the remaining $150.0 in outstanding principal amount of the 8.75% Secured Notes, at par, plus accrued interest thereon for $156.6 in cash. As a result of the redemption, the indenture governing the 8.75% Secured Notes was fully satisfied and discharged. CUSA recognized a loss on extinguishment of debt of $1.0 related to the write-off of unamortized debt issuance costs, which is reflected in “Loss on debt amendments and extinguishments” in the Company’s condensed consolidated statement of income for the three and six months ended June 30, 2024. For additional discussion of the 8.75% Secured Notes, see Note 14 to the Company’s consolidated financial statements for the year ended December 31, 2023, included in the Company’s Annual Report on Form 10-K filed February 16, 2024.

Interest Rate Swap Agreements

The Company’s interest rate swap agreements are used to hedge a portion of the interest rate risk associated with the variable interest rates on the Company’s term loan debt and qualify for cash flow hedge accounting.

Effective January 31, 2024, the Company amended and extended one of its then existing $137.5 notional amount interest rate swap agreements to amend the pay rate and extend the maturity date to December 31, 2027. Effective February 29, 2024, the Company amended and extended its other then existing $137.5 notional amount interest rate swap agreement to amend the pay rate and extend the maturity to December 31, 2026. Upon amending each of the interest rate swap agreements, the Company determined that the interest payments hedged with the respective agreements are still probable to occur, therefore the aggregate gains that accumulated on the swaps prior to the amendments of $7.0 are being amortized to interest expense through the maturity date of the swaps.

Below is a summary of the Company's interest rate swap agreements, which are designated as cash flow hedges, as of June 30, 2024:

Notional

 

 

 

 

 

 

 

 

Estimated

 

Amount

 

 

Pay Rate

 

Receive Rate

 

Expiration Date

 

Fair Value (1)

 

$

137.5

 

 

3.21%

 

1-Month Term SOFR

 

December 31, 2026

 

$

3.9

 

$

175.0

 

 

3.20%

 

1-Month Term SOFR

 

December 31, 2026

 

 

5.0

 

$

137.5

 

 

3.17%

 

1-Month Term SOFR

 

December 31, 2027

 

 

4.6

 

 

 

 

 

 

 

 

Total

 

$

13.5

 

(1)
Approximately $7.9 of the total is included in prepaid expenses and other and $5.6 is included in deferred charges and other assets, net on the condensed consolidated balance sheet as of June 30, 2024.

The fair values of the interest rate swaps are recorded on Holdings’ and CUSA’s condensed consolidated balance sheets as an asset or liability with the related gains or losses reported as a component of accumulated other comprehensive loss. The changes in fair value are reclassified from accumulated other comprehensive loss into earnings in the same period that the hedged items affect earnings. The valuation technique used to determine fair value is the income approach and under this approach, the Company uses projected future interest rates as provided by counterparties to the interest rate swap agreements and the fixed rates that the Company is obligated to pay under the agreement. Therefore, the Company's measurements are based on observable market data, which fall in Level 2 of the U.S. GAAP hierarchy as defined by FASB ASC Topic 820-10-35.

 

Fair Value of Long-Term Debt

The Company estimates the fair value of its long-term debt primarily based on observable market prices, which fall under Level 2 of the U.S. GAAP fair value hierarchy as defined by FASB ASC 820-10-35, Fair Value Measurement. The table below presents the fair value of the Company's long-term debt as of the periods presented:

 

 

As of

 

 

 

June 30, 2024

 

 

December 31, 2023

 

Holdings fair value (1)

 

$

2,517.4

 

 

$

2,460.3

 

CUSA fair value

 

$

1,788.6

 

 

$

1,903.8

 

(1)
The fair value of the 4.50% convertible senior notes was $728.8 and $556.5 as of June 30, 2024 and December 31, 2023, respectively.