Greetings and welcome to the AMC Entertainment First Quarter 2017 Conference Call. At this time, all participants are in a listen-only mode. A brief question-and-answer session will follow the formal presentation. As a reminder, this conference is being recorded. It is now my pleasure to introduce your host, John Merriwether, Vice President, Investor Relations. Thank you, Mr. Merriwether. You may begin.

Evan, Thank you. Good afternoon. I'd like to welcome everyone on today's call and those of you listening on the webcast to AMC's first quarter 2017 earnings conference call. With me here this afternoon is Adam Aron, our Chief Executive Officer and President; and Craig Ramsey, Executive Vice-President, Chief Financial Officer. Before I turn the call over to Adam, let me remind everyone that some of the comments made by management during this conference call may contain forward-looking statements, which are based on management's current expectations. Numerous risks, uncertainties, and other factors may cause actual results to differ materially from those that might be expressed today. Many of those risks and uncertainties are discussed in our public filings under our most recently filed 10-K and 10-Q. Several of the factors that will determine the company's future results are beyond the ability of the company to control or predict. In light of the uncertainties inherent in any forward-looking statements, listeners are cautioned to not place undue reliance on these statements. The company undertakes no obligation to revise or update any forward-looking statements, whether as a result of new information or future events. On this afternoon's call, we may reference measures such as adjusted EBITDA, adjusted EBITDA margin in constant currency, which are non-GAAP financial measures. For a full reconciliation of our non-GAAP measures to GAAP results, please see our first quarter earnings release issued about an hour ago. In conjunction with our first quarter earnings release, we encourage you to review the CFO commentary for the 2017 first quarter that we published in tandem with the earnings release, which includes select historical pro forma information. After our prepared remarks, there will be a brief question-and-answer session. This afternoon's call is being recorded and a webcast replay will be available in the Investor Relations section of our website later this evening. With that, I'll turn the call over to Adam.

Thank you, John and good afternoon, everybody. Let me start today's call by saying that I hope that every year will start out with a first quarter like 2017. AMC has set one performance record after another and AMC's adjusted EBITDA performance in Q1 2017 of $251.3 million builds us with confidence about AMC's earnings power and potential in our new configuration as largest movie theatre operator in the world diversified across 15 countries. The advances for AMC that we're set into motion in 2016 all showed up to color our performance so far in 2017. We continue to make enormous progress on each of the three strategic legs that buttress and support AMC, the so-called 3Es, to expand our company, to enhance our theatres, and to engage our guests through word-class marketing activity. AMC's first quarter was marked most noticeably by our growth to more than 1,000 theatres and more than 11,000 screens. Thanks to the closing of our Carmike and Odeon acquisitions late in Q4 2016 and the signing and ahead of schedule closing of our Nordic Cinema Group acquisition, wholly within Q1 2017. Our integration of these added theatres is going incredibly smoothly and we move fast to capture expense synergies that were promised as these acquisitions were announced. As for theatre enhancement, we quickened the deployment pace for our strategic initiatives, with more theatres now equipped with recliner seating than anyone else in our industry. And their attendant investment return metrics still being quite lucrative and well ahead of the 25% cash-on-cash unlevered returns of our investment hurdles. Similarly, food and beverage enhancements are flowing through our system quickly. Coca-Cola Freestyle machines are in virtually all of our domestic theatres, as we speak. We should be at about 275 MacGuffins Bars by the end of this…

Thank you. We will now be conducting a question-and-answer session. Our first question comes from the line of Eric Handler with MKM Partners. Please proceed with your question.

Yes. Thank you very much for the questions. A couple of little things to go through, Adam, first, when you guys were in New York doing your showing off your 42nd Street Theatre, curious, one of the things you talked about was in the New York Budget Proposal that would allow you to sell alcohol in New York theatres. Wanted to see if you have an update there? Secondly, with Carmike and you know, you said some of the theatres were underperforming. As you now have taken a closer look at some of these Carmike theatres, any thoughts about maybe shuttering some of those operations or maybe selling them off? And then last, when you look at Odeon, it looks like there is – the initial number suggests that there is a great opportunity with these recliners. Is there any way to maybe even accelerate some of the starts for some of these renovations because are you worried at all that when the competitors see what some of the numbers you are getting that they are going to follow suit and you're just going to have a free frawl in those markets?

Right. So, several questions and several answers. One on alcohol, so, our understanding is that the provision in the annual budget for 2017 got yanked at the last moment. So that opportunity is delayed for us. Having said that, we, just a few weeks ago, hired a new Vice President of Government Relations. It's a function that AMC had never staffed before. He's a very able and experienced executive and we are no longer going to be outsourcing our government affairs just to trade associations. We are going to take a very active role ourself because the opportunity is significant for us and specifically, in that regard, we are hiring a lobbying firm for Albany so that we go back and make our case directly as AMC without – again, without just pushing this up to trade associations to do the work. With respect to the Carmike theatres, when I talk about revenue softness, I'm not talking about revenue declines. What I'm talking about is that the AMC theatres have been growing faster than the Carmike theatres have been growing if you take the totality if at all. So no, there is no thought to shuttering any Carmike theatres. We think we have an A team in place here in Kansas City that has generated great result for AMC over the past year. That's why AMC revenues are up 6.2% when industry is up 4%, 5%. That same team is now wholly focused on the Carmike theatres, not only out from a system basis but also theatre-by-theatre. And we're highly confident we're going to make a lot of progress across the Carmike system. On the third question about Odeon, yes, the early returns are backing up everything that we've thought all along that we could take the AMC initiatives to…

Thanks, Adam. That's very helpful. But bottom line with your – you've got a head start against your competitors and no one is going to be able to sort of get ahead of you in terms of deployments.

One of the reasons that we acquired Nordic Cinemas, we like the idea that we have more theatres in Europe than anyone else and I can almost sit here and guarantee you that AMC will have more recliner-equipped auditoriums and more recliner-equipped theatres across Europe than anyone else. That is a lead we intend to establish and maintain.

Excellent. Thank you, Adam.

And, by the way, we're not doing that for an ego reason, we're doing that because we think the returns are going to be breathtaking.

Great. Thank you.

Thank you. Our next question comes from the line of David Miller with Loop Capital Markets. Please proceed with your question.

Yes. Hey, guys. Congratulations on the stellar results. Adam, can you just update us on where we stand with the disposition of the 15 to 20 theatres per DOJ decree that we talked about back on December 20. I believe you guys got a 60-day window, and then got a second 60-day window, and any update there would be helpful? And then what do you plan on doing about the NCMI sell-down given what happened last week with the stock? Any color there would be helpful, and then I have a follow-up for Craig. Thanks.

Okay, great. Well, so the final count from DOJ was 17 theatres, and we disposed of all 17 already as we speak. A lot of those were in April outside of first quarter, but they're prior to today's call. So similarly, the Justice Department required that we port 17 theatres over from NCM to Screenvision. We got to keep the theatres, but we had to change the preshow advertising vendor. That's what drove the so-called exclusivity waiver payment of $23.2 million to NCM in Q1. That also has been completed and we've given up all the governance rights and we promised the Justice Department we would. So with the sole exception of selling the NCM shares, we're fully in compliance with the consent decree and of course the consent decree gave us 30 months to sell down the NCM stock. I'll let Craig take the NCM question, but I'll just make the comment that we may want to slow down the selling of some of these NCM shares and give NCM a little time to recover. Obviously, their share price took a huge hit last week, Craig?

Yes, just to, kind of, amplify a little bit on Adam's remarks, I think there is a bit of an overreaction. I think you – a couple of analyst reports that came out today would substantiate that or at least back that up that sometimes the first reaction is an overreaction. But the stock's struggling a little bit. We do think it's still got a very important and viable proposition for advertisers. And the upfronts are around the corner and they're going to – the company I know is going to be active out talking to shareholders. So, we'll let the stocks settle in. Hopefully, we'll see some positive results from their upfronts and we do have a certain number of shares, we have to sell by the end of – kind of the middle of December actually. We think there is a couple of different windows and to Adam's point that we do still have some flexibility, very substantial amount to sell, but we have some flexibility that will allow us to slow it down and let the equity kind of settle in and maybe recover some of the hit that it's taken. So, that's kind of how we think about it.

Okay. And then, Craig, just a quick follow-up, can you just talk about the nature of the $9.2 million tax benefit? And then, that's it from me. Thanks.

Some of that is actually related to the international circuit. We are finding, as we get further involved with our – the diligence work internationally that they do have some NOL loss carryforward similar to what AMC has, a number of which are fully reserved. So, as we become – as we see more certainty around realization, future profitability and taxability, those reserves unwind and that was the biggest part of the adjustment.

Okay. Perfect. Thank you.

Thank you. Our next question comes from the line of Barton Crockett with FBR Capital Markets. Please proceed with your question. Zack Silver - FBR Capital Markets & Co.: Hey, guys. This is Zack Silver on the line for Barton. Thank you very much for taking the question. You mentioned that the first Prime launch in New Jersey was showing some positive results already, I think launched in February. Is there any way that you can quantify some of the attendance or pricing lift just out of that theatre? And then, the second is on the Stubs program, I think in the past you've kind of given an incremental attendance and concession spending for those Prime members, I was wondering if you had an updated – any updated statistics on that? Thank you.

This is going to be a disappointing answer to your question, because we don't plan to release stats for Prime until it gets any critical mass, but we at least are encouraged by what we see. And on Stubs, I don't have it on my fingertips. Our company does for sure and I've said in lots of meetings discussing it but I don't remember what the Stubs uplift is per se, including beverage spend and the like. To put it – it's very clear though Stubs members do outstand the average AMC patron and the fact that we tripled our database of Stubs members is one of the reasons why Stubs purchase of AMC tickets has risen and why we're outperforming industry box office. Zack Silver - FBR Capital Markets & Co.: Great. Thank you very much.

Thank you. Our next question comes from the line of Chad Beynon with Macquarie Capital. Please proceed with your questions. Chad Beynon - Macquarie Capital (USA), Inc.: Hi. Great. Thanks for taking my questions. I wanted to focus on margins, particularly in the quarter, I think, that was kind of the big beat against where the consensus was. Adam, you talked about synergies are in place and you also mentioned that the legacy Carmike film rental contracts moved over to AMC's rates. Anything else that we should be kind of focusing on that could help margins as we go forward in the year and then also related to margins, not sure if you're willing to disclose the Nordic margins, from the acquisition, and that's what I have on margins. Thanks.

Okay. So, just on the cost side, these aren't – on the cost that we moved so fast, I've seen other companies that have done mergers and they've gone really slow and it's – they don't actually deliver the synergies they said they would, we have moved quickly. As I said, we're down to six employees in Georgia, that's – that corporate headquarters essentially was shut over 90 – the period of 90 days. And that's a lot of labor savings, a lot of facility savings, I do hope that the three full-time pilots they had on payroll for their corporate jet are flying for some other company, but they're not flying for AMC. In terms of margins going forward, the – we did not cut a lot of cost at the theatres and don't expect to cut a lot of cost at the theatres in terms of labor staffing and the like. They were already wound pretty tight. What we do hope to continue to drive our purchasing synergies at the theatres we're buying products from vendors, more efficiently, which makes sense. I mean a company that's buying for a $5.5 billion of revenue ought to be able to get better prices for commodity products than companies that are buying for a $1 billion of revenue. But I would say the biggest possible driver of margin at Carmike theatres given that our business is heavily a fixed cost business, is that as we drive revenue increases at the Carmike theatres commensurate with the kind of revenue increases that we've been driving at AMC theatres, a lot of that is going to drop down to the bottom line. And so, but it took Carmike a year to get into this position. We said that their revenue softness was 8 months out of 12 months. So we're not going to get out of it in a week. But I think as we look to the second half of 2017, as we look certainly to 2018, we'll start to see the Carmike theatres perform in a really good way. And as I said, something in the order of two-thirds of the incremental dollar drops down to bottom-line. Chad Beynon - Macquarie Capital (USA), Inc.: Okay. The Nordic...

And on Nordic, I'll give that one to Craig.

Yeah. So we talked about, I think, prior disclosure was that Nordic operates at higher margins. We will confirm that that's still the case. We raised our margins 50 basis point, Adam spoke to it earlier to 19.6 – 19.6%, and Nordics are still higher. And that's really at this point all the color. We'll give a little more as we go forward obviously as they – we have a full quarter next year, but at this point, we're not done with all the purchase accounting and we wouldn't want to give you a number that might change later.

And actually, so let me just finish that answer. It is our intention to release – in the CFO commentary, we did give you pro forma numbers so that you knew what Carmike and Odeon did last year. We expect to be similarly transparent with Nordic including what their margins actually are, but we do have to complete purchase accounting to see – because we know what it is in IRFS (sic) [IFRS], but we got to give it to you in U.S. GAAP and that work is being done as we speak. As soon as we have the information in U.S. GAAP, we intend to release it publicly. Chad Beynon - Macquarie Capital (USA), Inc.: Okay, great. Thanks. And then my follow-up, Craig, just on the net leverage if you guys are pumping the brakes a little bit on the NCM sales, and potentially also contemplating increasing the renovations, and how should we think about leverage through 2017 and 2018 just goals around that. Thank you.

Sure. The – we saw visibility at – even putting aside the National CineMedia sales, we see visibility to deleveraging because as we grow EBITDA. We think leverage comes down and we're 4.8% as we kind of came into the quarter and we think the growth will substantiate that the leverage is coming out down in and of its own without these NCM sales, they will be additive when we get them completed. But we see leverage coming down with – even without the sales. Chad Beynon - Macquarie Capital (USA), Inc.: Okay. Thank you very much. Congrats on everything.

Thank you. Our next question is from the line of Mike Ng with Goldman Sachs. Please proceed with your question. Michael Ng - Goldman Sachs & Co.: Hi. Thanks for the question. I have one for Craig and two for Adam. Craig, of the $24 million of cash distributions realized in the quarter, how much was NCMI versus other equity investments? And Adam, first, could you give us an update on your latest pricing initiatives that relates to experimentation with dynamic ticket pricing and pricing differentials between the front and back of the house. And then second, I was wondering if you could expand a little bit more on the revenue weakness at Carmike. What's really been driving that and what steps are necessary to correct that by, I think, you said the end of 2017 and early 2018. Thank you.

You first.

So, about – we're looking at the $24 million cash distributions, about $17 million from National CineMedia and about $7 million from our digital cinema partners company.

On pricing, we have been quite active in testing innovative concepts in a handful cities across the country to learn how AMC can make a lot more money by having created a pricing department in July – on July 15 of 2016. Based on what I have seen from those pilot tests, we're going to make a lot of money from having created a pricing department on July 15 of 2016. However, it is per se illegal and a violation of every antitrust law there is for me to make any comment on prospective pricing, or what our intentions are with prospective pricing. So after – so I should back up. So, if and after we make any pricing changes, we'll be able to comment about it, but we can't comment about it before. On the issue of Carmike, it's really complicated there. There are a lot of Carmike theatres that are doing just great. So we've gotten quite granular looking theatre by theatre by theatre. And there are so many reasons and I want to be careful what I say, because I don't want to say anything uncharitable to the prior management team. It's a problem that we inherited, it's a problem that was solved. You could imagine with any company that announced that was for sale in March and got sold in December that decisions that might have been taken to drive short-term performance might have been put on hold thinking those are more appropriate decisions that should be taken by the new owner. That's one argument. Another argument is some of the Carmike theatres did have competitive activity around them and they since Carmike was not a company that really believed in recliner reseats, they didn't counter some of that competitive activity by putting in reseated theatres…

I don't think I should actually comment, but I've said about – I mean specifically, but I've said about 15 times in this call that I'm thrilled with how quickly we have achieved synergies. And I think we're running the Carmike circuit really well, and I'm proud of how fast we've moved to already address the expense side, and I'm moving right now to address the revenue side. Michael Ng - Goldman Sachs & Co.: Great. Thank you very much.

Thank you. Our next question comes from the line of Jarrett Brotzman with PPM America. Please proceed with your question.

Thank you, gentlemen, for taking call. Just kind of two high-level questions. The first being, you spoke a lot about how much data you're collecting about consumers, both their purchasing patterns and what they prefer with movies. I was wondering if there is any intent to potentially monetize this by licensing any of this information to third-parties or being in discussions with the studios over what products you're selling while what movies are preferred by customers?

I was in a meeting just this week, I guess, it's last week now. Today is Monday. I had a meeting just last week with very smart people who are convinced that this data is – can be monetized and it's quite valuable. They are not the only people who have made that assertion to us. We do want to be very careful about – with privacy laws making sure that we use the data intelligently, use it in our interest first, be very careful about who we share it with and under what circumstances, but we are investing millions to get this data and we do intend to use it to our benefit. So, I think the answer is watch this space.

Great. Thanks. And just finally, considering that you guys have such a significant proportion of IMAX theatres, specifically in the United States, I was wondering if there is any potential for further discussions, integrations, or closer partnerships with the IMAX company given your significant presence as a customer? Thank you.

Well, I want you to know that I think the world of Rich Gelfond and Greg Foster, I think the world of IMAX, we're thrilled to be their most important partner in North America. It's specifically why I went to London to do a joint press appearance with Rich a couple of weeks ago to announce that in addition to the 19 IMAX locations we currently have opened and 300 constructions that we were committing to an additional 25 IMAX locations in Europe which is – which Rich told me was the single biggest IMAX announcement that they've ever made in Europe with a single circuit before. So, I think that demonstrates that we're quite excited about doing more with IMAX and we certainly are not done with the 198 that we have opened now and the 28 that are announced and coming. This is a very close partnership of ours. We are building Primes, we are building Dolbys, we are building IMAXs, and we'll continue to do so. And I might add, it is not in my prepared comments and nobody asked the question yet, but IMAX had a very tough first quarter, and IMAX is a significant percentage of the AMC system here in the United States. And the fact that we produced these numbers during the quarter that IMAX itself was having a weak quarter is yet another testimony to how strong a first quarter AMC had in Q1 2017. And what I think the really staggering earnings power and potential is of AMC as we look down the road over the next two years, three years, four years.

Thank you very much for your time. Congrats on a great quarter.

Thank you.

Thank you. There are no further questions at this time. I'd like to turn the floor back over to Mr. Aron for closing comments.

Thank you for everybody staying with us late on the East Coast on a Monday afternoon. I have only one comment to end the call. $251.3 million of adjusted EBITDA in Q1 of 2017, AMC's future is very bright.

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