National CineMedia (NCM) Restructures Ownership of Fathom Events

  National CineMedia (NCM) Restructures Ownership of Fathom Events

New Stand-Alone Entity To Be Owned By AMC, Cinemark, Regal Entertainment Group
                                   and NCM

Business Wire

CENTENNIAL, Colo. -- December 30, 2013

National CineMedia, Inc. (NASDAQ: NCMI), the managing member and owner of
46.0% of National CineMedia, LLC (NCM LLC), has signed a definitive agreement
with its founding member circuit partners AMC Entertainment Inc. (NYSE: AMC),
Cinemark Holdings, Inc. (NYSE: CNK) and Regal Entertainment Group (NYSE: RGC)
to restructure the ownership of its NCM Fathom Events business.

Under the new corporate structure, Fathom Events will be owned and managed by
a newly formed stand-alone limited liability company with 32% ownership by
each of the three circuits (AMC, Cinemark and Regal) and four percent
ownership by NCM, LLC. In addition to the four percent interest in the new
company, NCM, LLC will receive 5% six year notes of equal amount from each of
the three circuits aggregating $25 million. Interest on the notes will be paid
annually with principal paid in equal annual installments over six years. Due
to the related party nature of the transaction, NCM formed a committee of
independent directors that hired an investment banking firm who advised the
committee and rendered an opinion as to the fairness of the transaction.

Fathom will continue to be the home of high quality, affordable entertainment
events on the big screen under its new ownership structure. Audiences get the
best seat in the house — in the comfort and convenience of the local movie
theater — for live and pre-recorded concerts, world-class opera, sporting
events, comedy acts and original programming featuring the biggest names in
radio and television, with many events including exclusive behind-the-scenes
content and unique extras, giving audiences unique experiences they can't see
at home.

In order to ensure a smooth transition, NCM will continue to provide certain
operating, corporate overhead and event sponsorship sales services to the new
Fathom entity for up to nine months after closing. This change in corporate
structure is not expected to have any impact on Fathom Events’ business
activities or business relationships with its programming partners or Digital
Broadcast Network affiliate theater circuits.

“NCM was always meant to be a launching pad for the Fathom Events business,
and with its successful start-up period now complete, this new corporate
structure positions Fathom for its next phase of development and growth,” said
Kurt Hall, National CineMedia's chairman and CEO. “This new ownership
structure better aligns Fathom’s industry-leading consumer programming
business with the cinema business, and also provides for a stronger alignment
of financial interests with our theater circuit partners.”

“The acquisition will allow us to program and promote Fathom events in a more
efficient manner on our screens. We feel we can enhance Fathom through the
introduction of special premieres and events utilizing content produced and
distributed by TV, cable and satellite divisions owned by the major studios,”
said Tim Warner, Cinemark’s CEO. “The investments we have made in digital
technology, including satellite delivery, digital projection and digital sound
will also enhance our ability to utilize Fathom as a platform to introduce
content on the big screen.”

“Fathom Events appeal to a variety of interests providing access to
world-class performances and special programming. By establishing a dedicated
organization focused on developing alternative content, we will be able to
offer Regal guests an even greater menu of entertainment choices,” stated Amy
Miles, chief executive officer of Regal Entertainment Group.

About National CineMedia (NCM)

National CineMedia (NCM) operates NCM Media Networks, a leading integrated
media company reaching U.S. consumers in movie theaters, online and through
mobile technology. NCM presents cinema advertising across the nation’s largest
digital in-theater network, comprised of theaters owned by AMC Entertainment
Inc. (NYSE: AMC), Cinemark Holdings, Inc. (NYSE: CNK), Regal Entertainment
Group (NYSE: RGC) and other leading regional theater circuits. NCM’s theater
advertising network covers 183 Designated Market Areas® (49 of the top 50) and
includes approximately 19,700 screens (approximately 18,900 digital). During
2012, over 710 million patrons attended movies shown in theaters in which NCM
currently has exclusive, cinema advertising agreements in place. NCM Digital
offers 360-degree integrated marketing opportunities in combination with
cinema, encompassing 41 entertainment-related websites, online widgets and
mobile applications. National CineMedia, Inc. (NASDAQ: NCMI) owns a 46.0%
interest in and is the managing member of National CineMedia LLC. For more
information, visit www.ncm.com. (NCMI-F)

About AC JV, LLC

Fathom Events will be owned by a newly formed entity called AC JV, LLC. Fathom
is the recognized leader in the alternative entertainment industry, offering a
variety of one-of-a-kind entertainment events in movie theaters nationwide
that include live, high-definition performances of the Metropolitan Opera, the
performing arts, major sporting events, music concerts, comedy series,
Broadway shows, original programming featuring entertainment’s biggest stars,
socially relevant documentaries with audience Q&A and much more. Additionally,
Fathom events take audiences behind-the-scenes and offer unique extras –
creating the ultimate entertainment experience for fans of all ages. Co-owned
by the three largest movie theater circuits in the United States, AMC
Entertainment Inc. (NYSE: AMC), Cinemark Holdings, Inc. (NYSE: CNK) and Regal
Entertainment Group (NYSE: RGC), Fathom’s live digital broadcast network
(“DBN”) is the largest cinema broadcast network in North America, bringing
live events to more than 750 locations in 171 Designated Market Areas®
(including all of the top 50). For more information, visit
www.fathomevents.com.

Contact:

INVESTOR CONTACT:
National CineMedia, Inc.
David Oddo, 800-844-0935
investors@ncm.com
or
MEDIA CONTACT:
NCM Media Networks
Amy Jane Finnerty, 212-931-8117
amy.finnerty@ncm.com
 
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