NOTE 19—CONDENSED CONSOLIDATING FINANCIAL INFORMATION

The accompanying condensed consolidating financial information has been prepared and presented pursuant to SEC Regulation S-X Rule 3-10, Financial statements of guarantors and issuers of guaranteed securities registered or being registered. Each of the subsidiary guarantors are 100% owned by AMCE. The subsidiary guarantees of AMCE's Notes due 2019, Notes due 2020 and Senior subordinated notes due 2022 are full and unconditional, joint and several and subject to customary release provisions. There are significant restrictions on the Company's ability to obtain funds from any of its subsidiaries through dividends, loans or advances. The Company and its subsidiary guarantor's investments in its consolidated subsidiaries are presented under the equity method of accounting.

Twelve Months Ended December 31, 2013:

(In thousands)	AMCE			Subsidiary Guarantors			Subsidiary Non-Guarantors			Consolidating Adjustments			Consolidated AMC Entertainment Inc.

Revenues
Admissions	$	—		$	1,842,977		$	4,350		$	—		$	1,847,327
Food and beverage		—			785,041			1,871			—			786,912
Other theatre		—			114,922			267			—			115,189


Total revenues		—			2,742,940			6,488			—			2,749,428


Operating costs and expenses
Film exhibition costs		—			974,917			1,995			—			976,912
Food and beverage costs		—			106,926			399			—			107,325
Operating expense		(102	)		722,984			3,759			—			726,641
Rent		—			449,833			1,995			—			451,828
General and administrative:
Merger, acquisition and transaction costs		—			2,883			—			—			2,883
Other		—			97,259			29			—			97,288
Depreciation and amortization		—			197,486			51			—			197,537


Operating costs and expenses		(102	)		2,552,288			8,228			—			2,560,414


Operating income (loss)		102			190,652			(1,740	)		—			189,014
Other expense (income)
Equity in net (earnings) losses of subsidiaries		(349,185	)		1,141			—			348,044			—
Other income		—			(1,415	)		—			—			(1,415	)
Interest expense:
Corporate borrowings		130,363			173,633			—			(174,033	)		129,963
Capital and financing lease obligations		—			10,264			—			—			10,264
Equity in (earnings) losses of non-consolidated entities		2			(47,424	)		(13	)		—			(47,435	)
Investment income		(145,478	)		(30,373	)		(266	)		174,033			(2,084	)


Total other expense (income)		(364,298	)		105,826			(279	)		348,044			89,293


Earnings (loss) from continuing operations before income taxes		364,400			84,826			(1,461	)		(348,044	)		99,721
Income tax benefit		—			(263,383	)		—			—			(263,383	)


Earnings (loss) from continuing operations		364,400			348,209			(1,461	)		(348,044	)		363,104
Earnings from discontinued operations, net of income taxes		—			976			320			—			1,296


Net earnings (loss)	$	364,400		$	349,185		$	(1,141	)	$	(348,044	)	$	364,400

Successor from Inception on August 31, 2012 through December 31, 2012:

(In thousands)	AMCE			Subsidiary Guarantors			Subsidiary Non-Guarantors			Consolidating Adjustments			Consolidated AMC Entertainment Inc.

Revenues
Admissions	$	—		$	547,094		$	1,538		$	—		$	548,632
Food and beverage		—			229,101			638			—			229,739
Other theatre		—			32,990			131			—			33,121


Total revenues		—			809,185			2,307			—			811,492


Operating costs and expenses
Film exhibition costs		—			290,888			673			—			291,561
Food and beverage costs		—			30,374			171			—			30,545
Operating expense		(21	)		229,199			1,256			—			230,434
Rent		—			142,698			676			—			143,374
General and administrative:
Merger, acquisition and transaction costs		—			3,366			—			—			3,366
Management fee		—			—			—			—			—
Other		—			29,073			37			—			29,110
Depreciation and amortization		—			71,616			17			—			71,633


Operating costs and expenses		(21	)		797,214			2,830			—			800,023


Operating income (loss)		21			11,971			(523	)		—			11,469
Other expense (income)
Equity in net loss of subsidiaries		48,107			788			—			(48,895	)		—
Other expense		—			49			—			—			49
Interest expense:
Corporate borrowings		45,145			61,280			—			(61,166	)		45,259
Capital and financing lease obligations		—			1,873			—			—			1,873
Equity in losses of non-consolidated entities		348			2,114			18			—			2,480
Investment expense (income)		(50,909	)		(9,967	)		—			61,166			290


Total other expense		42,691			56,137			18			(48,895	)		49,951


Loss from continuing operations before income taxes		(42,670	)		(44,166	)		(541	)		48,895			(38,482	)
Income tax provision		—			3,500			—			—			3,500


Loss from continuing operations		(42,670	)		(47,666	)		(541	)		48,895			(41,982	)
Loss from discontinued operations, net of income taxes		—			(441	)		(247	)		—			(688	)


Net loss	$	(42,670	)	$	(48,107	)	$	(788	)	$	48,895		$	(42,670	)

Predecessor from March 30, 2012 through August 30, 2012:

(In thousands)	AMCE			Subsidiary Guarantors			Subsidiary Non-Guarantors			Consolidating Adjustments			Consolidated AMC Entertainment Inc.

Revenues
Admissions	$	—		$	814,034		$	1,997		$	—		$	816,031
Food and beverage		—			341,260			870			—			342,130
Other theatre		—			47,771			140			—			47,911


Total revenues		—			1,203,065			3,007			—			1,206,072


Operating costs and expenses
Film exhibition costs		—			435,526			1,013			—			436,539
Food and beverage costs		—			47,142			184			—			47,326
Operating expense		28			295,708			1,592			—			297,328
Rent		—			188,283			803			—			189,086
General and administrative:
Merger, acquisition and transaction costs		—			172			—			—			172
Management fee		—			2,500			—			—			2,500
Other		—			27,013			12			—			27,025
Depreciation and amortization		—			80,944			27			—			80,971


Operating costs and expenses		28			1,077,288			3,631			—			1,080,947


Operating income (loss)		(28	)		125,777			(624	)		—			125,125
Other expense (income)
Equity in net earnings of subsidiaries		(88,759	)		(15,269	)		—			104,028			—
Other expense		—			960			—			—			960
Interest expense:
Corporate borrowings		67,366			87,133			—			(86,885	)		67,614
Capital and financing lease obligations		—			2,390			—			—			2,390
Equity in (earnings) losses of non-consolidated entities		60			(6,382	)		(1,223	)		—			(7,545	)
Investment income		(73,095	)		(13,831	)		—			86,885			(41	)


Total other expense (income)		(94,428	)		55,001			(1,223	)		104,028			63,378


Earnings from continuing operations before income taxes		94,400			70,776			599			(104,028	)		61,747
Income tax provision		—			2,500			—			—			2,500


Earnings from continuing operations		94,400			68,276			599			(104,028	)		59,247
Earnings from discontinued operations, net of income taxes		—			20,483			14,670			—			35,153


Net earnings	$	94,400		$	88,759		$	15,269		$	(104,028	)	$	94,400

Predecessor fifty-two weeks ended March 29, 2012:

(In thousands)	AMCE			Subsidiary Guarantors			Subsidiary Non-Guarantors			Consolidating Adjustments			Consolidated AMC Entertainment Inc.

Revenues
Admissions	$	—		$	1,712,943		$	8,352		$	—		$	1,721,295
Food and beverage		—			687,083			2,597			—			689,680
Other theatre		—			110,349			653			—			111,002


Total revenues		—			2,510,375			11,602			—			2,521,977
Operating costs and expenses
Film exhibition costs		—			912,405			3,649			—			916,054
Food and beverage costs		—			93,062			519			—			93,581
Operating expense		227			689,239			7,317			—			696,783
Rent		—			442,610			2,716			—			445,326
General and administrative:
Merger, acquisition and transaction costs		85			2,537			—			—			2,622
Management fee		—			5,000			—			—			5,000
Other		—			51,695			81			—			51,776
Depreciation and amortization		—			212,576			241			—			212,817
Impairment of long-lived assets		—			285			—			—			285


Operating costs and expenses		312			2,409,409			14,523			—			2,424,244


Operating income (loss)		(312	)		100,966			(2,921	)		—			97,733
Other expense (income)
Equity in loss of consolidated subsidiaries		93,172			3,658			—			(96,830	)		—
Other expense		—			1,402			—			—			1,402
Interest expense
Corporate borrowings		160,849			206,205			—			(205,409	)		161,645
Capital and financing lease obligations		—			5,968			—			—			5,968
Equity in (earnings) loss of non-consolidated entities		2,359			(15,465	)		547			—			(12,559	)
Investment expense (income)		(175,229	)		(12,539	)		—			205,409			17,641


Total other expense		81,151			189,229			547			(96,830	)		174,097


Loss from continuing operations before income taxes		(81,463	)		(88,263	)		(3,468	)		96,830			(76,364	)
Income tax provision		525			1,490			—			—			2,015


Loss from continuing operations		(81,988	)		(89,753	)		(3,468	)		96,830			(78,379	)
Loss from discontinued operations, net of income taxes		—			(3,419	)		(190	)		—			(3,609	)


Net loss	$	(81,988	)	$	(93,172	)	$	(3,658	)	$	96,830		$	(81,988	)

Successor as of December 31, 2013:

(In thousands)	AMCE			Subsidiary Guarantors			Subsidiary Non-Guarantors			Consolidating Adjustments			Consolidated AMC Entertainment Inc.

Assets
Current assets:
Cash and equivalents	$	485		$	501,989		$	41,837		$	—		$	544,311
Receivables, net		(10	)		106,096			62			—			106,148
Deferred tax asset		—			110,097			—			—			110,097
Other current assets		—			79,433			1,391			—			80,824


Total current assets		475			797,615			43,290			—			841,380
Investment in equity of subsidiaries		1,617,629			18,903			—			(1,636,532	)		—
Property, net		—			1,179,666			88			—			1,179,754
Intangible assets, net		—			234,319			—			—			234,319
Intercompany advances		1,953,778			(1,953,145	)		(633	)		—			—
Goodwill		—			2,291,943			—			—			2,291,943
Deferred tax asset		—			96,824			—			—			96,824
Other long-term assets		7,841			394,031			632			—			402,504


Total assets	$	3,579,723		$	3,060,156		$	43,377		$	(1,636,532	)	$	5,046,724




Liabilities and Stockholder's Equity
Current liabilities:
Accounts payable	$	—		$	267,675		$	488		$	—		$	268,163
Accrued expenses and other liabilities		306			170,676			(62	)		—			170,920
Deferred revenues and income		—			202,833			—			—			202,833
Current maturities of corporate borrowings and capital and financing lease obligations		7,750			8,330			—			—			16,080


Total current liabilities		8,056			649,514			426			—			657,996
Corporate borrowings		2,062,728			6,944			—			—			2,069,672
Capital and financing lease obligations		—			109,258			—			—			109,258
Exhibitor services agreement		—			329,913			—			—			329,913
Other long-term liabilities		—			346,898			24,048			—			370,946


Total liabilities		2,070,784			1,442,527			24,474			—			3,537,785
Stockholder's equity		1,508,939			1,617,629			18,903			(1,636,532	)		1,508,939


Total liabilities and stockholder's equity	$	3,579,723		$	3,060,156		$	43,377		$	(1,636,532	)	$	5,046,724

Predecessor as of December 31, 2012:

(In thousands)	AMCE		Subsidiary Guarantors			Subsidiary Non-Guarantors		Consolidating Adjustments			Consolidated AMC Entertainment Inc.

Assets
Current assets:
Cash and equivalents	$	308	$	89,168		$	41,452	$	—		$	130,928
Receivables, net		20		97,004			84		—			97,108
Other current assets		—		69,150			1,477		—			70,627


Total current assets		328		255,322			43,013		—			298,663
Investment in equity of subsidiaries		888,865		16,980			—		(905,845	)		—
Property, net		—		1,147,874			85		—			1,147,959
Intangible assets, net		—		243,180			—		—			243,180
Intercompany advances		1,958,022		(1,958,901	)		879		—			—
Goodwill		—		2,251,296			—		—			2,251,296
Other long-term assets		59		332,199			482		—			332,740


Total assets	$	2,847,274	$	2,287,950		$	44,459	$	(905,845	)	$	4,273,838




Liabilities and Stockholder's Equity
Current liabilities:
Accounts payable	$	—	$	225,754		$	466	$	—		$	226,220
Accrued expenses and other liabilities		14		154,903			369		—			155,286
Deferred revenues and income		—		171,105			17		—			171,122
Current maturities of corporate borrowings and capital and financing lease obligations		8,004		6,276			—		—			14,280


Total current liabilities		8,018		558,038			852		—			566,908
Corporate borrowings		2,070,671		—			—		—			2,070,671
Capital and financing lease obligations		—		116,369			—		—			116,369
Exhibitor services agreement		—		318,154			—		—			318,154
Deferred tax liability		—		47,433			—		—			47,433
Other long-term liabilities		—		359,091			26,627		—			385,718


Total liabilities		2,078,689		1,399,085			27,479		—			3,505,253
Stockholder's equity		768,585		888,865			16,980		(905,845	)		768,585


Total liabilities and stockholder's equity	$	2,847,274	$	2,287,950		$	44,459	$	(905,845	)	$	4,273,838

Twelve Months Ended December 31, 2013:

(In thousands)	AMCE			Subsidiary Guarantors			Subsidiary Non-Guarantors			Consolidating Adjustments		Consolidated AMC Entertainment Inc.

Cash flows from operating activities:
Net cash provided by (used in) operating activities	$	3,772		$	354,520		$	(950	)	$	—	$	357,342


Cash flows from investing activities:
Capital expenditures		—			(260,633	)		(190	)		—		(260,823	)
Acquisition of Rave theatres, net of cash acquired		—			(1,128	)		—			—		(1,128	)
Proceeds from the disposition of long-term assets		—			3,880			—			—		3,880
Investments in non-consolidated entities, net		—			(3,280	)		15			—		(3,265	)
Other, net		—			(7,448	)		—			—		(7,448	)


Net cash used in investing activities		—			(268,609	)		(175	)		—		(268,784	)


Cash flows from financing activities:
Proceeds from issuance of Term Loan due 2020		773,063			—			—			—		773,063
Capital contribution from Holdings		355,580			—			—			—		355,580
Repayment of Term Loan due 2016		(464,088	)		—			—			—		(464,088	)
Repayment of Term Loan due 2018		(296,250	)		—			—			—		(296,250	)
Principal payments under Term Loan		(7,813	)		—			—			—		(7,813	)
Principal payments under capital and financing lease obligations		—			(6,446	)		—			—		(6,446	)
Deferred financing costs		(9,126	)		—			—			—		(9,126	)
Change in construction payables		—			(19,404	)		—			—		(19,404	)
Dividends paid to Holdings		(588	)										(588	)
Change in intercompany advances		(354,373	)		352,861			1,512			—		—


Net cash provided by (used in) financing activities		(3,595	)		327,011			1,512			—		324,928


Effect of exchange rate changes on cash and equivalents		—			(101	)		(2	)		—		(103	)


Net increase in cash and equivalents		177			412,821			385			—		413,383
Cash and equivalents at beginning of period		308			89,168			41,452			—		130,928


Cash and equivalents at end of period	$	485		$	501,989		$	41,837		$	—	$	544,311

Successor from Inception on August 31, 2012 through December 31, 2012:

(In thousands)	AMCE			Subsidiary Guarantors			Subsidiary Non-Guarantors			Consolidating Adjustments		Consolidated AMC Entertainment Inc.

Cash flows from operating activities:
Net cash provided by (used in) operating activities	$	(21,605	)	$	143,430		$	(47,933	)	$	—	$	73,892


Cash flows from investing activities:
Capital expenditures		—			(72,765	)		(9	)		—		(72,774	)
Merger, net of cash acquired		—			3,110			—			—		3,110
Acquisition of Rave theatres, net of cash acquired		—			(87,555	)		—			—		(87,555	)
Proceeds from the disposition of long-term assets		—			112			(22	)		—		90
Investments in non-consolidated entities, net		—			(1,173	)		(21	)		—		(1,194	)
Other, net		—			(575	)		—			—		(575	)


Net cash used in investing activities		—			(158,846	)		(52	)		—		(158,898	)


Cash flows from financing activities:
Principal payments under Term Loan		(4,002	)		—			—			—		(4,002	)
Principal payments under capital and financing lease obligations		—			(875	)		—			—		(875	)
Capital contribution of Wanda		100,000			—			—			—		100,000
Change in construction payables		—			22,487			—			—		22,487
Change in intercompany advances		(74,376	)		23,867			50,509			—		—


Net cash provided by financing activities		21,622			45,479			50,509			—		117,610


Effect of exchange rate changes on cash and equivalents		—			3,779			(3,986	)		—		(207	)


Net increase (decrease) in cash and equivalents		17			33,842			(1,462	)		—		32,397
Cash and equivalents at beginning of period		291			55,326			42,914			—		98,531


Cash and equivalents at end of period	$	308		$	89,168		$	41,452		$	—	$	130,928

Predecessor March 30, 2012 through August 30, 2012:

(In thousands)	AMCE			Subsidiary Guarantors			Subsidiary Non-Guarantors			Consolidating Adjustments		Consolidated AMC Entertainment Inc.

Cash flows from operating activities:
Net cash provided by (used in) operating activities	$	(3,735	)	$	82,423		$	809		$	—	$	79,497


Cash flows from investing activities:
Capital expenditures		—			(40,095	)		(21	)		—		(40,116	)
Proceeds from the disposition of long-term assets		—			7,134			157			—		7,291
Investments in non-consolidated entities, net		—			(17	)		1,606			—		1,589
Other, net		—			205			—			—		205


Net cash provided by (used in) investing activities		—			(32,773	)		1,742			—		(31,031	)


Cash flows from financing activities:
Repurchase of Senior Subordinated Notes due 2014		(191,035	)		—			—			—		(191,035	)
Principal payments under Term Loan		(4,002	)		—			—			—		(4,002	)
Principal payments under capital and financing lease obligations		—			(1,298	)		—			—		(1,298	)
Deferred financing costs		(2,378	)		—			—			—		(2,378	)
Change in construction payables		—			(23,575	)		—			—		(23,575	)
Change in intercompany advances		200,755			(200,872	)		117			—		—


Net cash provided by (used in) financing activities		3,340			(225,745	)		117			—		(222,288	)


Effect of exchange rate changes on cash and equivalents		—			(588	)		604			—		16


Net increase (decrease) in cash and equivalents		(395	)		(176,683	)		3,272			—		(173,806	)
Cash and equivalents at beginning of period		686			232,009			39,642			—		272,337


Cash and equivalents at end of period	$	291		$	55,326		$	42,914		$	—	$	98,531

Predecessor fifty-two weeks ended March 29, 2012:

(In thousands)	AMCE			Subsidiary Guarantors			Subsidiary Non-Guarantors			Consolidating Adjustments		Consolidated AMC Entertainment Inc.

Cash flows from operating activities:
Net cash provided by (used in) operating activities	$	21,673		$	177,633		$	(1,979	)	$	—	$	197,327


Cash flows from investing activities:
Capital expenditures		—			(139,195	)		(164	)		—		(139,359	)
Proceeds from disposition of long-term assets		—			1,474			—			—		1,474
Investments in non-consolidated entities, net		1,049			(27,928	)		(1	)		—		(26,880	)
Proceeds from sale/leaseback of digital projection equipment		—			953			—			—		953
Other, net		—			98			—			—		98


Net cash provided by (used in) investing activities		1,049			(164,598	)		(165	)		—		(163,714	)


Cash flows from financing activities:
Proceeds from issuance of Term Loan due 2018		297,000			—			—			—		297,000
Repayment of Term Loan 2013		(140,657	)		—			—			—		(140,657	)
Repurchase of Senior Subordinated Notes due 2014		(108,965	)		—			—			—		(108,965	)
Principal payments under Term Loan		(4,875	)		—			—			—		(4,875	)
Principal payments under capital and financing lease obligations		—			(3,422	)		—			—		(3,422	)
Deferred financing costs		(6,002	)		—			—			—		(6,002	)
Change in construction payables		—			13,512			—			—		13,512
Dividends paid to Holdings		(109,581	)		—			—			—		(109,581	)
Change in intercompany advances		51,044			(52,427	)		1,383			—		—


Net cash provided by (used in) financing activities		(22,036	)		(42,337	)		1,383			—		(62,990	)


Effect of exchange rate changes on cash and equivalents		—			215			341			—		556


Net increase (decrease) in cash and equivalents		686			(29,087	)		(420	)		—		(28,821	)
Cash and equivalents at beginning of period		—			261,096			40,062			—		301,158


Cash and equivalents at end of period	$	686		$	232,009		$	39,642		$	—	$	272,337