Greetings and welcome to the AMC Entertainment Fourth Quarter and Year-End 2016 Conference Call. At this time, all participants are in a listen-only mode. An interactive question-and-answer session will follow formal presentation. As a reminder, this conference is being recorded. I'd like to turn the conference over to your host, Mr. John Merriwether. Thank you. You may begin.

Thank you, Matt. Good afternoon, everyone. John Merriwether, Vice President, Investor Relations. I'd like to welcome you to AMC's fourth quarter and year-end 2016 earnings conference call. Before we get started with our prepared remarks, I'd like to remind everyone that, as referenced in our press release issued earlier today, we have posted the CFO commentary about the fourth quarter and year ended on the Investor Relations page of our website at amctheatres.com. Some of the comments made by management during this conference call may contain forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are subject to risks, uncertainties and assumptions and are discussed in our public filings, including our most recent 10-K. Statements made throughout this presentation are based on current estimates of future events, and the company has no obligation to update or correct these estimates. Listeners are cautioned that any such forward-looking statements are not guarantees of future performance and involve risk and uncertainty, and that actual results may differ materially as a result of these various factors. In addition, comments made on this call may refer to certain measures such as adjusted EBITDA and adjusted EBITDA margin, which are not in accordance with GAAP. However, management believes these results more clearly reflect operating performance. For a full reconciliation of our non-GAAP measures to GAAP results in accordance with Regulation G, please see our press release issued earlier today and furnished as an exhibit to our Form 8-K dated February 28, 2017, which is located in the Investor Relations area of our website. After our prepared remarks, there will be a brief question-and-answer period. Joining me on the call today are Adam Aron, CEO and President; and Craig Ramsey, Chief Financial Officer. I'll now turn the call over to Adam.

Thank you, John. Good afternoon, everyone. Thank you for joining us today. 2016 was a year unlike any other in AMC's 96-year history punctuated by progress and growth in nearly every aspect of our business. It was a year of enhancing the guest experience in our theaters by delivering more recliner seats and more premium large format auditoriums to our guests than the number offered by any other U.S. exhibitor. It was a year of elevating the breadth and depth of our world-class marketing to moviegoers, especially through the significant expansion of our U.S. customer database to more than 6 million member households, which means approximately 20 million people, and these are known movie ticket buyers. The power of AMC having access to the movie purchase decisions of so many people is of tremendous value and the database we have already begun to aggressively mine. And perhaps as important as anything else, as you know, 2016 was a year of expanding our growth platform through two transformative acquisitions with a third acquisition in the works that vaulted us into the number one position as the largest movie exhibitor in the United States, the largest movie exhibitor in Europe, and the largest movie exhibitor in the world. And if that weren't good enough, AMC set new all-time high records for every revenue segment and adjusted EBITDA exceeding $3 billion in total revenues for the first time ever, growing nearly 10% to a record $3.2 billion. That $3.2 billion record we set in 2016 is one that we will literally shatter in 2017 with revenues that are likely to well exceed $5 billion. But staying within 2016, AMC grew adjusted EBITDA 13.5% to a record $609 million, and diluted EPS 10.3% to $1.17 per share. These outstanding results exceed all consensus estimates…

Thank you. At this time, we'll be conducting a question and answer session. Our first question comes from David Miller from Loop Capital. Please go ahead.

Yes, hey, guys, congratulations on the stellar results, and on the year, and on all the deals. Adam, if I recall, on your December 20 call, which was the call sort of announcing the closure of the Carmike and Odeon deals, you had talked about a 60-day window with regard to getting those divestitures done, as per DOJ decree. I think, it was the 15 to 20 theaters, as per DOJ decree, so we're well beyond the 60-day window. Any commentary on that? And then, I have a follow-up, thanks.

Sure. The Justice, if you actually read the consent decree, the Department of Justice gave itself the right to extend the 60-day deadline by another 60 days. And we're in active dialogue with DOJ. We're in very good shape with respect to these divestitures. They will happen. In our view, they will happen within the timeframe originally conceived in the consent decree.

Okay. Great. And then Craig, I saw the CapEx guidance vis-a-vis the 8-K, the $700 million to $750 million. Just sticking that into my models here, it looks like that would spit out a net cash use number in Q1, followed by free cash flow generation thereafter. Would that be correct? Or are you willing to give that kind granularity? Appreciate it. Thanks.

David, David, before he answers, I'm sure glad you didn't ask that question of me. All I want to say.

Both of you could chime in.

Good. I'll rely on his help as needed. That's probably right. I don't have it necessarily by quarter in front of me. The thing I would ask you to think about and it's how I think about our CapEx in both 2017 and 2018, is that we will be monetizing some of our National CineMedia stock ownership and we're thinking of some of this CapEx spend, the guidance that we've given for 2017, as actually reinvesting some of those proceeds. So I'd have – I'd think of it that way as I think about the free cash flow look and characteristics of 2017.

Okay. Wonderful. Thank you very much.

Thank you, David.

Our next question comes from Barton Crockett from FBR Capital Markets. Please go ahead. Barton E. Crockett - FBR Capital Markets & Co.: Okay. Great. Thanks for taking the question. First, with all of the merger stuff, I know we'll stop asking about this relatively soon, but can you give us a sense of on a per-screen basis for the legacy AMC, what was your box office per screen trend? Was it comparable to the industry or something meaningfully different? That's first. And then second, there's been this, I guess, reviving of talk about premium VOD windows and suggestions that AMC is perhaps interested in working with some studios on stuff. Could you talk about the probability in your mind that something happens that's in any way impactful for the industry?

I'll do the first one, Barton. It's Craig. For the quarter as I look at the industry on an admissions per screen basis, I think, it's down about 5.5%. If you peel back all of the acquisition activity, including the Starplex that affected the last month of 2015 and all of 2016, if you pull all that back and kind of look at the core circuit that performed those two years, just kind of the same-store look, we were – actually we outperformed slightly in – for the quarter, we were about 50 basis points better than the industry. And we were right on top of the industry for the calendar year.

With respect to windows, so this is one of the topics that the press has reported both accurately and inaccurately at the same time. They've reported accurately that there are several studios and some third-party players who have floated, are floating, proposals to alter the historic window where theaters have had 75 days to 90 days of exclusivity. What has not been reported, or at least not widely, is that in all cases, the entities that have been considering those windows changes have been talking about sharing home rental revenue with theaters. And I've already been on this topic for 14 months with multiple players. And it was widely reported back last spring when Screening Room was first kicking around publicly, that AMC was intrigued by all this. And the reason we're intrigued by all this is if this is done right and this is done intelligently and our revenue share is significant enough, we believe that we have the opportunity to grow and increase AMC revenues as a result of this activity. And others have portrayed this as a big risk or grave risk. And we think just the opposite. If we do this right, this is a chance to expand the reach of the domestic box office in that first 90 day period beyond its current $11.4 billion. And we could get paid handsomely in the process. Such that we would enjoy a revenue stream if somebody watches a movie in our theater or if they watch at home. Now is it imminent? There's no real way of knowing because there are so many proposals floating around, people having different views. A consensus is going to need to emerge for this not to be a one-company, one-studio deal, but more of an industry-wide effort, which I believe was…

I'll do my best. First of all, we don't have the definitive number of shares. As Adam alluded to in his remarks, we're in the process of constructing negotiations with National CineMedia. So I'm talking about a bit of a moving target right now. But putting that aside for a minute, we were thoughtful as we talked to the Department of Justice, and had our back and forth, and settled on 30 months. And we did that, because we had done some research, and we talked with some of our bankers and other consultants about what might be a reasonable amount of time to move a large block of equity in that company. And so, we do believe it's possible. In fact, we do believe that the early sales, by building the float of the company, and expanding the ownership, actually could lead to better marketing in the latter half of the 30-month period. So we will be thoughtful. We will have an orchestrated plan. We fully expect to co-operate with National CineMedia. It does give them an opportunity to expand the float of their company, and improve the trading dynamic in a way similar to that Adam just discussed we experienced, and so, we do think it can be done. And we will thoughtful and prudent in how we go about it. Barton E. Crockett - FBR Capital Markets & Co.: Great. Thanks for the color.

Our next question comes from Omar Sheikh from Credit Suisse. Please go ahead. Omar Sheikh - Credit Suisse Securities (USA) LLC: Thanks. Good evening, everyone. Just a couple of questions. Adam, maybe if I could start with the comments you made about Odeon/UCI. Since you completed the acquisition, I wonder whether you could just update us on your thoughts on how you think about those opportunities. And I think that you highlighted when you first acquired it. And you mentioned in your prepared remarks that you thought that the EBITDA growth that you can see over the next few years could be 50%. I wonder whether you could just tell us what the full year annualized 2016 base for that 50% number should be, just to give us some help in thinking about the growth over the next few years. And second question is just, perhaps, for Craig. There was just – again, in line with some of your peers, there was some income you recognized as a cash distribution from joint ventures in your adjusted EBITDA. I wonder if you could just give us some color on what that was for, and whether you expect anything more in 2017. Thanks.

Well, let me take the first two and I'll let Craig do the third. In our July press release, I think we're pretty comprehensive about the base level of EBITDA that was inherent in the Odeon network using UK GAAP before we translated to U.S. GAAP. And that's what we think we can grow by 50% and we said we could grow it 50% over four years. We still think we can do that. The reason that we think we can do that is that those Odeon theaters are in great locations in London and elsewhere, but boy, some of those theaters are tired. Not all. They've got a lot of nice theaters, but they – more than half need enhancement and upgrade. If there's one thing that AMC knows how to do it's renovate theaters. And at the first 100 theaters that we renovated we saw a, on average, a 53% increase in attendance within a year. And that 53% increase in attendance translated to a 70% increase in theater revenue and you can imagine that EBITDA went through the roof at those theaters as a result. And that's what we're going to bring to Europe. We're going to renovate some of these tired Odeon theaters and put in recliner seats and put in better food and put in better lobbies. We're going to take IMAX to Europe. They're already there, of course, but in larger size than they are now. We're going to take Dolby Cinema to Europe. They're already there, but we're going to take them in larger size than they are now. And as we do this and make the product significantly better for European consumers, we have every confidence that market share will move to Odeon in a big way, attendance will rise, revenues and profit will rise. So that's the plan. As to your third question, Craig?

As we were thinking about the 50% growth we were actually thinking about it in pound sterling and not adjusted for currency so that's how I'll give it to you. We think the base level was about £85 million to £90 million in the 2016 year for Odeon on a pound sterling basis. Your next question related to cash distributions that would be reflected in our total EBITDA. In 2016 they aggregated $40 million. That included NCM, some joint venture entities and, actually, a larger than prior-year distribution from digital cinema implementation partners that was most of the increase from $34 million in total last year, $40 million this year. It's discretionary, but we'd expect it to continue. That business has operated very much in accordance with their financing model. And so we would expect there to be continuing cash for distribution. But that'll depend upon the management team and the board of that particular company to finalize that and authorize it for next year. But at this point in time, we would expect it. Omar Sheikh - Credit Suisse Securities (USA) LLC: Okay. That's clear. Sorry. Just if I could just squeeze in one follow-up on Odeon. Adam, I think you mentioned some start-up reorganization costs in 2017. I wonder whether you could maybe quantify those.

Did we? I don't know that we did. I thought we took those – made those changes in 2016.

I didn't hear the question.

What was your question again, please? Omar Sheikh - Credit Suisse Securities (USA) LLC: Sorry. There was I think in, Adam, your prepared remarks you mentioned some reorganization or...

No. Omar Sheikh - Credit Suisse Securities (USA) LLC: Renovation, not reorganization, I beg your pardon, renovation costs in Odeon in 2017. I don't know whether I misheard that or whether there was a number associated with that.

We didn't – no, okay. I thought you said reorganization costs which would imply changes to personnel. What we said was we're going to start renovating theaters. And you can assume that on average a theater renovation is $3 million to $5 million before landlord contribution. There will be some theaters that are less. There will be some theaters that are more. And sometimes a lot more. Over time I think we're going to be renovating between 50 and 100 of the Odeon theaters in the UK. But I think just a handful of theaters are going to get done soup to nuts in 2017. That where you're going to see most of these renovations start taking place is 2018 and 2019. So we did not put a number associated with it. But you can use the $3 million to $5 million a theater in a handful of theaters.

And we did, it is included in the CapEx guidance that we've put out there for 2017. And we're not – we never have really disaggregated that into the parts and pieces. So it's in that total. Omar Sheikh - Credit Suisse Securities (USA) LLC: Okay. Brilliant. That's very clear. Thank you very much.

Our next question comes from Eric Wold from B. Riley & Company. Please go ahead. Eric Wold - B. Riley & Co. LLC: Thank you. Good afternoon, guys. Couple of questions, or two questions. One on the remodels, you talked about the benefits you're seeing from the remodels vis-à-vis attendance lift and box office lift. Can you give a sense of the relative performance of the theaters that have not been reseated or given enhanced food and beverage, so I can get a sense of the potential level of drag those theaters are having on kind of the overall average? And then secondly, including the equity offering earlier this month, assuming Nordic transaction is completed, the planned CapEx, landlord contributions, required NCMI stock, all that (47:07), can you give a sense of where you think leverage ratio could end up at the end of 2017 versus where it was at the end of 2016?

So I'll let Craig do the leverage. On the first question, what's the difference between the renovated theaters and non-renovated theaters, it's interesting. Many of you have asked this on prior calls. Well, when you renovate theaters, okay, you get a big pop. Does it sort of then like disappear? And the answer is no. Once we get our big pop, and that tends to institutionalize the renovated theaters doing really well and they stay up there at the renovated – at the elevated level of performance. Where we're exposed and where I believe our competitor is exposed, is that our renovated theaters – whether they were renovated three months ago or 24 months ago – our renovated theaters as a class are doing extremely well with significant double-digit revenue growth that would kind of blow your mind if we shared that number with you. But the non-renovated theaters are growing at single-digit growth which kind of blows our mind, because we're the same company, which shows us the power of recliner seats. So our conclusion is the faster we can renovate theaters, the better off we are, moving theaters from that low-growth metric year-over-year to the high-growth metric year-over-year. And that's why we've said we're going to renovate another 122 of our theaters this year and next, which is a huge percentage increase of the – call it the 390-theater legacy AMC circuit. And then, I only gave you the 2017 and 2018 numbers; the renovations are going to continue in 2019. And you'll start to see Carmike Cinemas getting renovated in 2018, but that's probably an 2018, 2019 and – or 2018 and 2019 – or 2018, 2019, 2020 renovation plan. So there's no doubt that renovated theaters are just killing in the marketplace. Consumers are voting with their feet, and our way to handle that is to have more theaters that are renovated than anybody else, and it'll be by a country mile. We already have a big lead over any other large circuit in terms of renovation. And our plans for 2017 and 2018 are more aggressive than anybody else as well.

So on the leverage question, Eric, I think if you went back and kind of did the math after the Odeon, Carmike transactions and kind of a pro forma basis you'd have leverage at about 4.6, maybe 4.7 times, somewhere in that range. With the proceeds from the equity offering and the pay down of that bridge and we've put some cash on the balance sheet that we'll utilize in Nordic, the leverage drops to right around four times. So then roll forward and complete the Nordic financing and the Nordic transactions sometimes here in early 2017 and your leverage goes back up, you've already got the equity taking the leverage down to four times. It's going to go back up to probably the 4.5, 4.6 range. So that gets you kind of into the first half of 2017. Your question before you look like at the end of 2017, I think you start seeing that coming down by the end of 2017 as you earn more of the synergies and start to realize some of the benefit. It's going to come down to 4.5, maybe 4.4. So it's not going to drop dramatically but what we do see is visibility to further deleveraging at the end of 2017 and then at the end of 2018 down into the lower four times and as you get further out you can see it dropping below four times again. Eric Wold - B. Riley & Co. LLC: Thanks, Craig. Hey, guys. That's helpful.

Our next question comes from Chris Mittleman from Mittleman Brothers. Please go ahead.

Hi, guys.

Chris, before you do, I'm delighted to hear your voice on this call.

Oh, thanks. Thank you.

And I mean that sincerely. What's your question?

Thank you very much. Yeah, we did hold on to our AMC shares and we're very happy with the results. So thank you. I just wanted to ask about maintenance CapEx. I know you guys don't break it out specifically but I see you said that more than half of the $297 million of CapEx spent in 2016 was recliner renovations. I'm just wondering if you would give us the maintenance CapEx number just so I can get a sense of what it is on a percentage of sales basis?

If you look at and this would – I'd include the technology spend in the number, Chris.

Okay.

And it runs below $100 million. I think it's probably in the $60 million to $70 million range.

Okay.

And the reason – the other point I want to make about it is that a lot, quite a bit of the maintenance gets done as part of these remodels.

I see. So there's an overlap, yeah.

Yeah. And so there's some maintenance spend. You might think, well that's a fairly low maintenance spend, and it is, because there is maintenance that's being taken care of in the remodels.

Okay. All right.

Hey, Chris. Since, you know more about Carmike than just about anybody on this call, why don't I pretend that you also asked me the question, what are we going to do with Carmike branding? Because I'm dying to share it with you all. Is that okay?

Yes. I forgot, you guys were going to come up with the new name, so that would be interesting.

We did. So here's where we go. This is not yet announced by press release, although we've told people inside our company, and I don't know how well – when you tell 1,000 people I don't know how well it'll be kept as a state secret. So we're comfortable in sharing with you on this call. We are going to essentially move AMC from a one brand company to a two-brand company with two major brands. And then we're going to have a sub-brand underneath that essentially will turn us into three brands, depending upon how you look at the size of the brand. We are going to retire the Carmike name, because we think that the AMC name is more powerful in the marketplace than the Carmike name. And ironically, many of the Carmike theaters were not even branded as Carmike. They either were generically branded, there was some theaters called Cinema 6, and there were other theaters that were still carrying the brand names of companies that they had acquired, and they had not chosen to even put their own brand on the house, so to speak. So the two major brands we're going to have are AMC which the brand that we have today. AMC Theaters and AMC Classic – AMC Classic Theaters. The Classic Theaters will go to the smaller theaters, the smaller markets, the less visited theaters. We're still going to offer what we believe will be a very competitive movie-going experience in those markets, because those markets are not necessarily used to seeing the kind of full-blown recliner renovations that we see in some of our more larger theaters and larger urban markets. There is going to be a lot of interplay between theaters that were Carmike and theaters that were AMC in terms…

Great.

Thank you. Our next question is from Chad Beynon from Macquarie. Please go ahead. Chad Beynon - Macquarie Capital (USA), Inc.: All right. Great. Thanks for taking my questions. Just wanted to focus on Prime. You mentioned earlier that there's a nice opportunity for your proprietary product to kind of fit in below IMAX or Dolby and you mentioned that IMAX screens command a 70% price premium. Could you kind of outline your view on Prime? Is that an opportunity to drive attendance? Drive pricing? Or really just have your own product that doesn't pay someone else a piece of the profits there? And maybe just outline the white space for what that opportunity could be. Thanks.

Sure. Chad, the answer to your question is yes, yes, and yes. So we believe that a Prime auditorium can be outfitted at between 25% and 50% of the costs of an IMAX or Dolby Cinema auditorium. So we start with that. And when I say 25% or 50% it's because Prime at AMC Classic Theaters will be different than Prime at AMC Theaters and we will, instead of putting in full recliner seats, for example, we've got to put in what we call plush rocker seats which are much more comfortable and spacious than existing traditional movie theater seating, and will be the most comfortable chair in that AMC Classic Theater. But it doesn't necessarily represent full-blown power chair recliner characteristics. The – so we're going to put it in at much less cost than what we would spend collectively with our IMAX and Dolby partners to put in the higher end feel. So that's kind of point one. Point two. If you look at the design of a lot of multiplex cinemas, you're going to find out that the two center screens are quite large. The next two screens that flank the two center screens are medium sized. And then, all the other screens in the theater are regular sized. And what we've been doing heretofore is we've just been programming movies to go into the medium-sized theaters, or should I say, medium-sized auditoriums, kind of willy-nilly, based on the number of seats and which movie might fit best there. The consumer had no way of knowing whether they were getting a regular size screen, or a mid-size screen, even though the screen is probably double in size. And the asset is already sitting right there as a larger screen. And by investing in better seats, investing in…

It's run rate. So... Chad Beynon - Macquarie Capital (USA), Inc.: Run rate. Okay.

I think we'll have the full $35 million in hand by the end of the year. We have a huge percentage of it in hand already. But I think you can rely on all $35 million of it showing up in 2018 and a significant percentage of it showing up in 2017. Chad Beynon - Macquarie Capital (USA), Inc.: Okay. Thank you very much.

Thank you. We have no further questions at this time. I'd like to turn the floor back over to management for any closing comments.

Thank you, all. Lots of good movies coming out in 2017. We would be delighted to see you at the movies. And I'll end with one last comment. We intend to do a much better job in 2017 in talking to you all and potential institutional investors in AMC. Now that our stock float has moved from 20 million shares to 55 million shares, there's a lot of ability for people to get in to the AMC story if they want to. So we are going to be scheduling at least four investor days between now and year-end – one in New York, one in Boston, one in Chicago, one on the West Coast – where we'll be able to tell the AMC in person probably at an AMC Theater, maybe recliner seat equipped, maybe with an IMAX or Dolby screen, with better concession food, with a bar, and we hope to see you and many of your clients at those sessions throughout the year. Thank you, all, for joining us today.

Thank you. This concludes today's teleconference. You may disconnect your lines at this time. Thank you for your participation.