CINEMARK USA INC /TX
For the period ended Jun 30, 2025. Filed Aug 1, 2025.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Jun 30, 2025 · Filed Aug 1, 2025
CNK$38.90-2.8%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-02.
0000950170-25-062253
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-01.
0000950170-25-101099
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 99 previous paragraphs and 140 current paragraphs.
55 unchanged; 39 reworded; 34 added; 5 removed; 0 previous and 12 current paragraphs rearranged.
Tables are not compared: 7 previous and 10 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (34)
Current report
Films leading the box office during the six months ended June 30, 2025 included new releases A Minecraft Movie, Lilo & Stitch, Sinners, How to Train Your Dragon, Captain America: Brave New World, Thunderbolts*, Mission: Impossible - The Final Reckoning, and Final Destination: Bloodlines, as well as the carryover of the 2024 release Mufasa: The Lion King.
Current report
Recent Developments
Current report
The One Big Beautiful Bill Act ("OBBBA") was signed into law on July 4, 2025. The OBBBA makes permanent certain expiring provisions of the Tax Cuts and Jobs Act and restores favorable tax treatment for certain business provisions including 100% bonus depreciation and the business interest expense limitation. The Company assesses the likelihood that it will be able to recover its deferred tax assets against future sources of taxable income and reduces the carrying amounts of deferred tax assets by recording a valuation allowance if, based on all available evidence, the Company believes it is more likely than not that all or a portion of such assets will not be realized. There is a possibility that the changes in tax law within the OBBBA will result in sufficient positive evidence to reach a conclusion that a portion of the valuation allowance in the U.S. will no longer be required. The Company is currently assessing the impact of the OBBBA on its consolidated financial statements.
Current report
Three months ended June 30, 2025 (the “second quarter of 2025”) versus the three months ended June 30, 2024 (the “second quarter of 2024”)
Current report
Second quarter of 2025 -The North American Industry box office generated approximately $2.7 billion during the second quarter of 2025, which included new releases A Minecraft Movie, Lilo & Stitch, Sinners, How to Train Your Dragon, Thunderbolts*, Mission: Impossible - The Final Reckoningand Final Destination: Bloodlines.
Current report
Second quarter of 2024 -The North American Industry box office was approximately $2.0 billion during the 2024 period, which included new releases Inside Out 2, Kingdom of the Planet of the Apes, Bad Boys: Ride or Die, Godzilla x Kong: The New Empire, IF and The Fall Guy.
Current report
U.S. Attendance increased 26.8% to 36.9 million patrons during the second quarter of 2025 compared with 29.1 million patrons during the second quarter of 2024 primarily driven by a film slate with stronger consumer appeal and the enhanced scale of content released during the second quarter of 2025. Average ticket price increased 5.2% to $10.39 during the second quarter of 2025 compared with $9.88 during the second quarter of 2024 primarily driven by strategic pricing initiatives and, to a lesser extent, favorable format and ticket type mix. Concession revenue per patron increased 4.9% to $8.34 during the second quarter of 2025 compared with $7.95 during the second quarter of 2024 primarily driven by strategic pricing actions, a higher mix of merchandise and increased incidence rates. Other revenue for the second quarter of 2025 increased 28.4% to $68.3 million compared with $53.2 million during the second quarter of 2024 primarily due to higher attendance, which drove an increase in the variable components of other revenue such as transaction fees and promotional income, as well as higher gaming revenue.
Current report
International. Attendance increased slightly to 21.0 million patrons for the second quarter of 2025 compared with 20.9 million patrons for the second quarter of 2024 reflecting a film slate with a comparable level of consumer appeal in our international markets year-over-year. Revenues, average ticket price and concession revenue per patron for our international segment, as reported, were unfavorably impacted by exchange rate fluctuations during the second quarter of 2025. In constant currency, the average ticket price increased 17.3% to $4.40 for the second quarter of 2025 primarily due to strategic and inflationary pricing actions and higher premium format mix. Similarly, in constant currency, concession revenue per patron increased 24.1% to $3.65 for the second quarter of 2025 primarily due to strategic and inflationary pricing actions and a higher mix of merchandise. Other revenue increased 37.7% in constant currency to $30.7 million for the second quarter of 2025 primarily due to inflationary impacts, higher screen advertising and loyalty program revenue, as well as increased transaction fees.
Current report
U.S. Film rentals and advertising costs were 59.4% of admissions revenue for the second quarter of 2025 compared with 57.3% of admissions revenue for the second quarter of 2024 primarily due to a higher concentration of high-grossing films and increased marketing spend. Concession supplies expense for the second quarter of 2025 was 18.5% of concession revenue compared with 18.7% for the second quarter of 2024. The decrease in the concession supplies rate for the second quarter of 2025 was primarily driven by strategic pricing actions and higher rebates, partially offset by a higher mix of merchandise and inflationary pressures.
Current report
Salaries and wages increased 12.5% to $90.9 million for the second quarter of 2025 compared with $80.8 million for the second quarter of 2024 due to higher attendance, expanded operating hours, and wages and benefits inflation, partially offset by labor productivity initiatives. Facility lease expense, which is predominantly fixed in nature, increased 3.7% to $62.2 million primarily due to higher percentage rent. Utilities and other costs increased 22.0% to $97.7 million, driven by the increase in attendance, as many of these costs are variable or semi-variable in nature, primarily credit card fees and repairs and maintenance. An increase in real estate taxes and property and liability insurance also contributed to the increase.
Current report
Film rentals and advertising costs were 51.5% of admissions revenue as reported for the second quarter of 2025 compared with 50.3% for the second quarter of 2024 due to a higher concentration of high-grossing films, the overall mix of films and increased marketing spend. Concession supplies expense was 23.0% of concessions revenue as reported for the second quarter of 2025 compared with 21.8% for the second quarter of 2024. The increase in the concession supplies rate was primarily driven by a higher mix of merchandise.
Current report
Salaries and wages, facility lease expense and utilities and other expenses, as reported, for the second quarter of 2025 benefited from favorable exchange rate fluctuations. In constant currency, salaries and wages increased to $20.5 million for the second quarter of 2025 primarily driven by wages and benefits inflation, as well as higher labor hours. Facility lease expense increased 4.2% to $22.4 million in constant currency for the second quarter of 2025 primarily due to inflationary increases. Utilities and other costs increased to $29.9 million in constant currency for the second quarter of 2025 due to inflationary pressures, higher screen advertising related commissions and higher credit card fees.
Current report
General and Administrative Expense. General and administrative expense for Holdings decreased to $54.1 million for the second quarter of 2025 compared with $55.7 million for the second quarter of 2024. General and administrative expense for CUSA decreased to $53.3 million for the second quarter of 2025 compared with $54.7 million for the second quarter of 2024. The decrease for both Holdings and CUSA is primarily due to lower share-based compensation and related payroll taxes, and the favorable impact of exchange rate fluctuations, partially offset by wages and benefits inflation, increased headcount and higher professional fees.
Current report
Impairment of Long-Lived Assets. We recorded an asset impairment charge of $1.6 million during the second quarter of 2025 related to three international theaters that have not demonstrated sufficient recovery since reopening after the temporary COVID-19 related closures. We did not record any asset impairment charges during the second quarter of 2024.
Current report
Loss on Disposal of Assets and Other. A loss on disposal of assets and other of $1.0 million was recorded for the second quarter of 2025 compared with $1.7 million for the second quarter of 2024. Activity for the second quarter of 2025 was primarily related to the retirement of certain assets that were replaced as a result of theater remodels. Activity for the second quarter of 2024 was primarily related to the removal and disposal of equipment at closed theaters.
Current report
Interest Income. Interest income for Holdings was $11.2 million during the second quarter of 2025 compared with $12.5 million during the second quarter of 2024. The interest income attributable to CUSA was $11.2 million during the second quarter of 2025 compared with $9.4 million during the second quarter of 2024. The decrease in interest income for Holdings primarily reflects interest earned on a lower average cash and cash equivalents balance at the Cinemark Holdings, Inc. holding company level as a result of cash used in the first quarter of 2025 for the repurchase of common stock through the Company’s share repurchase program, while the increase at CUSA reflects interest earned on a higher average cash and cash equivalents balance. See further discussion of the Company’s share repurchase program in Liquidity and Capital Resources below.
Current report
Loss on Debt Amendments and Extinguishments. We recorded a loss on amendment and extinguishment of debt of $1.5 million during the second quarter of 2025 related to the amendment of our term loan, including the write-off of unamortized debt issuance costs and original issue discount, and legal and other fees paid. We recorded a loss on amendment and extinguishment of debt of $2.5 million during the second quarter of 2024 related to the amendment of our term loan and the redemption of the remaining 8.75% Secured Notes, including the write-off of unamortized debt issuance costs and original issue discount, and legal and other fees paid. See Note 7 to the condensed consolidated financial statements for information about our loss on debt amendments and extinguishments.
Current report
Distributions from NCMI/NCM. We recorded distributions received from NCMI and NCM of $1.4 million during the second quarter of 2025 primarily related to a tax receivable agreement with NCM.
Current report
Income Taxes - Holdings. An income tax expense of $42.5 million was recorded for the second quarter of 2025 compared with an income tax benefit of $0.9 million for the second quarter of 2024. The effective tax rate was approximately 31.0% for the second quarter of 2025 compared with (1.8)% for the second quarter of 2024. The effective tax rate for the second quarter of 2025 differs from the U.S. statutory rate primarily due to foreign tax rate differences, the U.S. tax impact of foreign operations, and state and local taxes. The effective tax rate for the second quarter of 2024 was favorably impacted by changes in valuation allowances previously recorded against certain deferred tax assets in certain foreign jurisdictions. Income tax provisions for interim periods are generally based on estimated annual income tax rates and are adjusted for the effects of significant, infrequent or unusual items (i.e. discrete items) occurring during the interim period. As a result, the interim rate may vary significantly from the normalized annual rate.
Current report
Income Taxes - CUSA. An income tax expense of $43.6 million was recorded for the second quarter of 2025 compared with an income tax benefit of $1.3 million for the second quarter of 2024. The effective tax rate was approximately 30.3% for the second quarter of 2025 compared with (2.8)% for the second quarter of 2024. The effective tax rate for the second quarter of 2025 differs from the U.S. statutory rate primarily due to foreign tax rate differences, U.S. tax impact of foreign operations, and state and local taxes. The effective tax rate for the second quarter of 2024 was favorably impacted by changes in valuation allowances previously recorded against certain deferred tax assets in certain foreign jurisdictions. Income tax provisions for interim periods are generally based on estimated annual income tax rates and are adjusted for the effects of significant, infrequent or unusual items (i.e. discrete items) occurring during the interim period. As a result, the interim rate may vary significantly from the normalized annual rate.
Current report
U.S. Attendance increased 9.1% to 57.5 million patrons during the 2025 period compared with 52.7 million patrons during the 2024 period primarily driven by a film slate with a stronger consumer appeal and the enhanced scale of content released during the 2025 period. Average ticket price increased 4.4% to $10.28 during the 2025 period compared with $9.85 during the 2024 period driven by strategic pricing initiatives. Concession revenue per patron increased 5.5% to $8.21 during the 2025 period compared with $7.78 during the 2024 period primarily driven by strategic pricing actions, a higher mix of merchandise and increased incidence rates. Other revenue for the 2025 period increased 13.6% to $113.4 million compared with $99.8 million during the 2024 period primarily due to higher attendance, which resulted in an increase in the variable components of other revenue, such as higher transaction fees and promotional income, as well as higher gaming revenue.
Current report
Impairment of Long-Lived Assets. We recorded an asset impairment charge of $1.6 million during the 2025 period related to three international theaters that have not demonstrated sufficient recovery since reopening after the temporary COVID-19 related closures. We did not record any asset impairment charges during the 2024 period.
Current report
Loss on Debt Amendments and Extinguishments. We recorded a loss on amendment and extinguishment of debt of $1.5 million during the 2025 period related to the amendment of our term loan, including the write-off of unamortized debt issuance costs and original issue discount, and legal and other fees paid. We recorded a loss on amendment and extinguishment of debt of $2.5 million during the
Current report
2024 period related to the amendment of our term loan and the redemption of the remaining 8.75% Secured Notes, including the write-off of unamortized debt issuance costs and original issue discount, and legal and other fees paid. See Note 7 to the condensed consolidated financial statements for information about our loss on debt amendments and extinguishments.
Current report
Distributions from NCMI/NCM. We recorded distributions received from NCMI and NCM of $1.4 million during the 2025 period primarily related to a tax receivable agreement with NCM.
Current report
Income Taxes - Valuation Allowances
Current report
The Company assesses the likelihood that it will be able to recover its deferred tax assets against future sources of taxable income and reduces the carrying amounts of deferred tax assets by recording a valuation allowance, if, based on all available evidence, the Company believes it is more likely than not that all or a portion of such assets will not be realized. There is a possibility that within the next 12 months, sufficient positive evidence may become available to reach a conclusion that a portion of the valuation allowance in the U.S. will no longer be required.
Current report
Based on the venue’s expected opening date.
Current report
Of the total dividends recorded during the three and six months ended June 30, 2025 $0.2 million and $0.4 million, respectively, were related to outstanding performance and restricted stock units and will not be paid until such units vest. See Note 9 to the condensed consolidated financial statements.
Current report
On May 15, 2025, as required by the indenture to the 4.50% Convertible Senior Notes, the Company provided irrevocable notice to the holders of the 4.50% Convertible Senior Notes of its election to settle all conversion obligations with respect to any 4.50% Convertible Senior Notes that are converted on or after May 15, 2025 by means of Combination Settlement as defined in the indenture to the 4.50% Convertible Senior Notes. Under the Combination Settlement, the Company will repay the $460.0 million outstanding principal amount of the 4.50% Convertible Senior Notes on their August 15, 2025 maturity date, using cash on hand. Amounts owed above the $460.0 million principal amount of the 4.50% Convertible Senior Notes will be settled in shares. If any conversion would result in the issuance of fractional shares, the Company will pay cash in lieu of such fractional shares.
Current report
The estimated number of shares to be issued by the Company to settle amounts owed above the principal amount would be approximately 17.0 million shares based on the closing price of Holdings’ common stock on June 30, 2025. Concurrently with its issuance of shares to the convertible noteholders to settle the amount owed above the principal amount on August 15, 2025, the Company expects to receive an equal and offsetting number of shares, or approximately 17.0 million shares based on the closing price of Holdings’ common stock on June 30, 2025, from the hedge counterparties. See “4.50% Convertible Senior Notes”below.
Current report
The Warrants expire 1/80 th per trading day between November 15, 2025 and March 12, 2026. The Company may settle the Warrants in cash or shares. If the Company elects to settle the Warrants by issuing shares, it would issue approximately 8.8 million shares, based on the closing price of Holdings’ common stock on June 30, 2025. See “4.50% Convertible Senior Notes”below.
Current report
Holders of the 4.50% Convertible Senior Notes may convert their 4.50% Convertible Senior Notes at any time on or after May 15, 2025. On May 15, 2025, as required by the indenture to the 4.50% Convertible Senior Notes, the Company provided irrevocable notice to the holders of the 4.50% Convertible Senior Notes of its election to settle all conversion obligations with respect to any 4.50% Convertible Senior Notes that are converted on or after May 15, 2025 by means of Combination Settlement as defined in the indenture to the 4.50% Convertible Senior Notes. Under the Combination Settlement, the Company will repay the $460.0 million outstanding principal amount of the 4.50% Convertible Senior Notes in cash on their August 15, 2025 maturity date. Amounts owed above the $460.0 million principal amount of the 4.50% Convertible Senior Notes will be settled in shares. If any conversion would result in the issuance of fractional shares, the Company will pay cash in lieu of such fractional shares. The estimated number of shares to be issued to settle the amounts owed above the principal amount would be approximately 17.0 million shares based on the closing price of Holdings’ common stock on June 30, 2025. The settlement of the conversion obligations will occur on August 15, 2025, the maturity date of the 4.50% Convertible Senior Notes.
Current report
On June 30, 2025, CUSA amended and restated its 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 (the “2025 Amendment”). See below for additional discussion of interest rates on the term loan, and Note 7 to the condensed consolidated financial statements for additional information on the 2025 Amendment.
Removed paragraphs (5)
Previous report
Films leading the box office during the three months ended March 31, 2025 included new releases Captain America: Brave New World, Dog Man, Disney’s Snow White, One of Them Days, and Paddington in Peru, as well as the carryover of 2024 releases Mufasa: The Lion King, Sonic the Hedgehog 3, Moana 2, Nosferatu, and A Complete Unknown.
Previous report
U.S. Attendance decreased 12.7% to 20.6 million patrons during the 2025 period compared with 23.6 million patrons during the 2024 period primarily driven by fewer tentpole releases during the 2025 period. Average ticket price increased 2.6% to $10.08 during the 2025 period compared with $9.82 during the 2024 period driven by strategic pricing initiatives partially offset by lower premium format penetration. Concession revenue per patron increased 5.4% to $7.98 during the 2025 period compared with $7.57 during the 2024 period primarily driven by strategic pricing actions, higher incidence rates and a higher mix of merchandise. Other revenue for the 2025 period decreased 3.2% to $45.1 million compared with $46.6 million during the 2024 period primarily due to a decrease in attendance, which resulted in a reduction in the variable component of other revenue, partially offset by higher gaming and promotional income.
Previous report
Based on the expected theater opening date.
Previous report
We expect to repay the principal amount of our 4.50% Convertible Senior Notes upon their maturity in August 2025 with cash on hand, and we can, at our election, fund the remainder with cash, shares or a combination thereof. Our current intent is to settle the remainder with shares. See “4.50% Convertible Senior Notes”below.
Previous report
Holders of the 4.50% Convertible Senior Notes may convert their 4.50% Convertible Senior Notes at their option at any time prior to the close of business on the business day immediately preceding May 15, 2025 only under the following circumstances: (1) during the five business day period after any five consecutive trading day period, or the measurement period, in which the trading price per $1,000 principal amount of notes for each trading day of the measurement period was less than 98% of the product of the last reported sale price of Holdings’ common stock and the conversion rate on each such trading day; (2) if Holdings distributes to all or substantially all stockholders (i) rights, options or warrants entitling them to purchase shares at a discount to the recent average trading price of its common stock (including due to a stockholder rights plan) or (ii) Holdings’ assets or securities or rights, options or warrants to purchase the same with a per share value exceeding 10% of the trading price of Holdings’ common stock; or (3) upon the occurrence of specified corporate events as described further in the indenture. Prior to May 15, 2025, holders may convert their 4.50% Convertible Senior Notes during any calendar quarter (and only during such calendar quarter), if the last reported sale price of Holdings’ common stock for at least 20 trading days during the period of 30 consecutive trading days ending on the last trading day of the immediately preceding calendar quarter is greater than or equal to $18.66 per share, on each applicable trading day. The conversion trigger price for the 4.50% Convertible Senior Notes will be reduced from $18.66 per share to $18.60 per share as a result of the dividend paid to stockholders on March 19, 2025. The adjustment will be implemented no later than June 17, 2025, which is the first day of the observation period for settlements of conversion of the notes at maturity. The closing price of Holdings' common stock exceeded $18.66 per share during at least 20 of the last 30 trading days of the quarter ended March 31, 2025 and, therefore, the 4.50% Convertible Senior Notes will be convertible during the second quarter of 2025. Beginning May 15, 2025, holders may convert their 4.50% Convertible Senior Notes at any time prior to the close of business on the second scheduled trading day immediately preceding the maturity date. Upon conversion of the 4.50% Convertible Senior Notes, Holdings will deliver cash, shares of its common stock or a combination of cash and shares of its common stock, at its election.
Reworded paragraphs (39)
Previous wording
We generate revenue primarily from filmed entertainment box office receipts and concession sales, with additional revenue from screen advertising, screen rental and other revenue streams, such as transactional fees, studio trailer placements, meeting rentals, electronic video games and other games located in some of our facilities. Filmed entertainment box office receipts include traditional content from studios as well as alternative entertainment, such as the Metropolitan Opera, concert events, live and pre-recorded sports programs and other special events in our theaters. NCM provides our domestic theaters with various forms of in-theater advertising. Our Flix Media subsidiaries provide screen advertising and alternative content for our international circuit and for other international exhibitors.
Current wording
We generate revenue primarily from filmed entertainment box office receipts and concession sales, with additional revenue from screen advertising, screen rental and other revenue streams, such as transactional fees, studio trailer placements, meeting rentals, electronic video games and other games located in some of our facilities. Filmed entertainment box office receipts include traditional content from studios as well as alternative entertainment, such as foreign and faith-based films, concert events and other special events in our theaters. NCM provides our domestic theaters with various forms of in-theater advertising. Our Flix Media subsidiaries provide screen advertising and alternative content for our international circuit and for other international exhibitors.
Previous wording
Concession supplies expense is variable in nature and fluctuates with our concession revenue and also product mix. Inflationary pressures have impacted product costs in the near term, and inflationary pressures and tariffs may impact product costs going forward. We source products from a variety of partners around the world to minimize supply chain interruptions and manage costs, wherever possible.
Current wording
Concession supplies expense is variable in nature and fluctuates with our concession revenue and also product mix. Inflationary pressures and tariffs continue to impact product costs in the near term and may impact product costs going forward. We source products from a variety of partners around the world to minimize supply chain interruptions and manage costs, wherever possible.
Previous wording
The following table sets forth, for the periods indicated, the amounts for certain items reflected in the operating (loss) income of Holdings along with each of those items as a percentage of revenue.
Current wording
The following table sets forth, for the periods indicated, the amounts for certain items reflected in the operating income of Holdings along with each of those items as a percentage of revenue.
Previous wording
The only difference between components of operating (loss) income for Holdings, as presented above, and those of CUSA is incremental general and administrative expense recognized by Holdings. The following table sets forth, for the periods indicated, the amounts for general and administrative expense, total cost of operations and operating (loss) income of CUSA:
Current wording
The only difference between components of operating income for Holdings, as presented above, and those of CUSA is incremental general and administrative expense recognized by Holdings. The following table sets forth, for the periods indicated, the amounts for general and administrative expense, total cost of operations and operating income of CUSA:
Previous wording
Three months ended March 31, 2025 (the “2025 period”) versus the three months ended March 31, 2024 (the “2024 period”)
Current wording
Six months ended June 30, 2025 (the “2025 period”) versus the six months ended June 30, 2024 (the “2024 period”)
Previous wording
2025 Period -The North American Industry box office generated approximately $1.5 billion during the 2025 period, which included new releases Captain America: Brave New World, Dog Man, Disney’s Snow White, One of Them Days and Paddington in Peru, as well as the carryover of 2024 releases Mufasa: The Lion King, Sonic the Hedgehog 3, Moana 2, Nosferatu, and A Complete Unknown.
Current wording
2025 Period -The North American Industry box office generated approximately $4.2 billion during the 2025 period, which included new releases A Minecraft Movie, Lilo & Stitch, Sinners, How to Train Your Dragon, Captain America: Brave New World, Thunderbolts*, Mission: Impossible - The Final Reckoningand Final Destination: Bloodlines, as well as the carryover of the 2024 release Mufasa: The Lion King.
Previous wording
2024 Period -The North American Industry box office was approximately $1.7 billion during the 2024 period, which included new releases Dune: Part Two, Kung Fu Panda 4, Bob Marley: One Love, Godzilla x Kong: The New Empire, Ghostbusters: Frozen Empire, Mean Girls and The Beekeeper, as well as the carryover of 2023 releases Wonka, Migration and Anything But You.
Current wording
2024 Period -The North American Industry box office was approximately $3.7 billion during the 2024 period, which included new releases Inside Out 2, Dune: Part Two, Godzilla x Kong: The New Empire, Kung Fu Panda 4, Kingdom of the Planet of the Apes, Bad Boys: Ride or Die, Ghostbusters: Frozen Empire, IF, Bob Marley: One Love and The Fall Guy.
Previous wording
International. Attendance decreased slightly to 16.0 million patrons for the 2025 period compared with 16.1 million patrons for the 2024 period driven by fewer tentpole releases offset by the strong performance of local film content and the benefit of promotional activities. Revenues, average ticket price and concession revenue per patron for our international segment, as reported, were unfavorably impacted by exchange rate fluctuations during the 2025 period. In constant currency, the average ticket price increased 13.1% to $4.07 for the 2025 period primarily due to inflationary pricing actions, partially offset by promotional activities. Similarly, in constant currency, concession revenue per patron increased 15.2% to $3.26 for the 2025 period primarily due to inflationary pricing actions, partially offset by promotional activities. Other revenue increased 31.7% in constant currency to $24.5 million for the 2025 period primarily due to inflationary impacts, higher screen advertising and loyalty program revenue, as well as increased online sales penetration.
Current wording
International. Attendance of 37.0 million patrons for the 2025 period was flat compared with the 2024 period reflecting a film slate with a comparable level of consumer appeal in our international markets year-over-year. Revenues, average ticket price and concession revenue per patron for our international segment, as reported, were unfavorably impacted by exchange rate fluctuations during the 2025 period. In constant currency, the average ticket price increased 15.2% to $4.25 for the 2025 period primarily due to inflationary pricing actions. Similarly, in constant currency, concession revenue per patron increased 20.4% to $3.48 for the 2025 period primarily due to inflationary pricing actions and a higher mix of merchandise. Other revenue increased 35.0% in constant currency to $55.2 million for the 2025 period primarily due to inflationary impacts, higher screen advertising and loyalty program revenue, as well as increased transaction fees.
Previous wording
U.S. Film rentals and advertising costs for the 2025 period remained flat compared with the 2024 period at 54.5% of admissions revenue primarily due to the lower concentration of high-grossing films offset by the overall mix of films and higher marketing spend. Concession supplies expense for the 2025 period was 20.6% of concession revenue compared with 19.2% for the 2024 period. The concession supplies rate for the 2025 period was primarily impacted by a higher mix of merchandise, lower rebates and inflationary pressures, partially offset by strategic pricing actions.
Current wording
U.S. Film rentals and advertising costs were 57.7% of admissions revenue for the 2025 period compared with 56.0% of admissions revenue for the 2024 period primarily due to the higher concentration of high-grossing films and increased marketing spend. Concession supplies expense for the 2025 period was 19.2% of concession revenue compared with 18.9% for the 2024 period. The concession supplies rate for the 2025 period was primarily impacted by a higher mix of merchandise and inflationary pressures, partially offset by strategic pricing actions.
Previous wording
Salaries and wages increased 2.9% to $74.6 million for the 2025 period compared with $72.5 million for the 2024 period due to increased wage rates and workers’ compensation costs, partially offset by lower attendance. Salaries and wages in the 2025 period were also impacted by the lower-than expected box office performance. Facility lease expense, which is predominantly fixed in nature, decreased slightly to $60.2 million primarily due to lower percentage rent. Utilities and other costs increased 4.5% to $81.8 million, largely driven by higher property taxes, credit card fees and repairs and maintenance, partially offset by the decrease in attendance, as many of these costs are variable or semi-variable in nature.
Current wording
Salaries and wages increased 8.0% to $165.5 million for the 2025 period compared with $153.3 million for the 2024 period due to higher attendance, expanded operating hours, and wages and benefits inflation, partially offset by labor productivity initiatives. Facility lease expense, which is predominantly fixed in nature, increased 1.6% to $122.4 million primarily due to higher percentage rent. Utilities and other costs increased 13.3% to $179.5 million, largely driven by the increase in attendance, as many of these costs are variable or semi-variable in nature, primarily credit card fees and repairs and maintenance. An increase in real estate taxes and property and liability insurance also contributed to the increase.
Previous wording
Film rentals and advertising costs were 49.9% of admissions revenue as reported for the 2025 period compared with 48.3% for the 2024 period due to the overall mix of films and higher marketing spend. Concession supplies expense was 22.8% of concessions revenue as reported for the 2025 period compared with 21.3% for the 2024 period. The increase in the concession supplies rate was primarily driven by inflationary pressures and the impact of promotional activities.
Current wording
Film rentals and advertising costs were 50.9% of admissions revenue as reported for the 2025 period compared with 49.4% for the 2024 period due to the higher concentration of high-grossing films and increased marketing spend. Concession supplies expense was 22.9% of concessions revenue as reported for the 2025 period compared with 21.6% for the 2024 period. The increase in the concession supplies rate was primarily driven by inflationary pressures and a higher mix of merchandise.
Previous wording
Salaries and wages, facility lease expense and utilities and other expenses, as reported, were lower for the 2025 period as a result of favorable exchange rate fluctuations. In constant currency, salaries and wages increased to $17.9 million for the 2025 period primarily driven by wage and benefit inflation, as well as the impact of the lower-than expected box office performance. Facility lease expense increased to $20.2 million in constant currency for the 2025 period primarily due to inflationary increases and the dissipation of temporary rent abatements that benefited the 2024 period. Utilities and other costs increased to $27.3 million in constant currency for the 2025 period due to inflationary pressures and higher screen advertising related commissions, credit card fees and utility costs.
Current wording
Salaries and wages, facility lease expense and utilities and other expenses, as reported, for the 2025 period benefited from favorable exchange rate fluctuations. In constant currency, salaries and wages increased to $38.4 million for the 2025 period primarily driven by wages and benefits inflation, as well as higher labor hours. Facility lease expense increased to $42.6 million in constant currency for the 2025 period primarily due to inflationary increases and the dissipation of temporary rent abatements that benefited the 2024 period. Utilities and other costs increased to $57.2 million in constant currency for the 2025 period due to inflationary pressures, higher screen advertising related commissions and an increase in credit card fees.
Previous wording
General and Administrative Expense. General and administrative expense for Holdings increased to $54.5 million for the 2025 period compared with $48.9 million for the 2024 period. General and administrative expense for CUSA increased to $53.5 million for the 2025 period compared with $48.0 million for the 2024 period. The increase for both Holdings and CUSA is primarily due to wages and benefits inflation, higher share-based compensation and related payroll taxes, and higher professional fees, partially offset by the favorable impact of exchange rate fluctuations.
Current wording
General and Administrative Expense. General and administrative expense for Holdings increased to $108.6 million for the 2025 period compared with $104.6 million for the 2024 period. General and administrative expense for CUSA increased to $106.8 million for the 2025 period compared with $102.7 million for the 2024 period. The increase for both Holdings and CUSA is primarily due to wages and benefits inflation and higher professional fees, partially offset by the favorable impact of exchange rate fluctuations.
Previous wording
Depreciation and Amortization. Depreciation and amortization expense increased to $49.5 million for the 2025 period compared with $49.4 million for the 2024 period.
Current wording
Depreciation and Amortization. Depreciation and amortization expense decreased to $98.9 million for the 2025 period compared with $99.2 million for the 2024 period.
Previous wording
(Gain) Loss on Disposal of Assets and Other. A gain on disposal of assets and other of $4.1 million was recorded for the 2025 period compared with a loss of $0.4 million for the 2024 period. Activity for the 2025 period was primarily related to gains on the sale of a land parcel and one of our owned theater properties.
Current wording
(Gain) Loss on Disposal of Assets and Other. A gain on disposal of assets and other of $3.1 million was recorded for the 2025 period compared with a loss of $2.1 million for the 2024 period. Activity for the 2025 period was primarily related to gains on the sale of a land parcel and one of our owned theater properties, partially offset by the retirement of certain assets replaced as a result of remodels. Activity for the 2024 period was primarily related to the removal and disposal of equipment at closed theaters.
Previous wording
Interest Expense. Interest expense for Holdings, which includes amortization of debt issuance costs and original issue discount and amortization of accumulated losses for swap amendments, was $38.5 million during the 2025 period compared with $37.7 million during the 2024 period. The interest expense attributable to CUSA was $32.4 million during the 2025 period compared with $31.6 million during the 2024 period. The increase in interest expense was primarily due to the impact of the issuance of the 7.00% Senior Notes in July 2024, partially offset by the redemption of the remaining principal amount of the 8.75% Secured Notes during May 2024, the extinguishment of the 5.875% Senior Notes during July 2024, and the term loan reprice transactions that reduced our margin rate by 50 bps in each of May and November 2024. See further discussion in Liquidity and Capital Resources below.
Current wording
Interest Expense. Interest expense for Holdings, which includes amortization of debt issuance costs and original issue discount and amortization of accumulated losses for swap amendments, was $77.9 million during the 2025 period compared with $72.3 million during the 2024 period. The interest expense attributable to CUSA was $65.8 million during the 2025 period compared with $60.2 million during the 2024 period. The increase in interest expense was primarily due to the impact of the issuance of the 7.00% Senior Notes in July 2024 and the amortization of accumulated losses for amended swap agreements during the 2025 period versus the amortization of accumulated gains during the 2024 period, partially offset by the redemption of the remaining principal amount of the 8.75% Secured Notes during May 2024, the extinguishment of the 5.875% Senior Notes during July 2024, and the term loan reprice transactions that reduced our margin rate by 50 bps in each of May and November 2024. See further discussion in Liquidity and Capital Resources below.
Previous wording
Interest Income. Interest income for Holdings was $12.0 million during the 2025 period compared with $13.6 million during the 2024 period. The interest income attributable to CUSA was $9.7 million during the 2025 period compared with $10.3 million during the 2024 period. The decrease in interest income was primarily due to foreign currency fluctuations.
Current wording
Interest Income. Interest income for Holdings was $23.2 million during the 2025 period compared with $26.1 million during the 2024 period. The interest income attributable to CUSA was $20.9 million during the 2025 period compared with $19.7 million during the 2024 period. The decrease in interest income for Holdings primarily reflects interest earned on a lower average cash and cash equivalents balance at the Cinemark Holdings, Inc. holding company level as a result of cash used in the first quarter of 2025 for the repurchase of common stock through the Company’s share repurchase program. See further discussion of the Company’s share repurchase program in Liquidity and Capital Resources below.
Previous wording
Foreign currency exchange gain. We recorded a foreign currency exchange gain of $0.5 million during the 2025 period compared with $1.4 million during the 2024 period. The gain on foreign exchange is primarily related to currency exchange fluctuations related to US-denominated accounts in certain international countries, partially offset by the impact of hyper-inflationary accounting for Argentina.
Current wording
Foreign Currency Exchange Loss. We recorded a foreign currency exchange loss of $0.5 million during the 2025 period compared with $4.9 million during the 2024 period. The loss on foreign exchange is primarily driven by the impact of hyper-inflationary accounting for Argentina, partially offset by currency exchange fluctuations related to US-denominated accounts in certain international countries.
Previous wording
Equity in Income of Affiliates. Equity in income of affiliates of $0.9 million was recorded during the 2025 period compared with $3.8 million during the 2024 period primarily due to lower income from our investment in AC JV, LLC during 2025. See Note 9 to the condensed consolidated financial statements for information about our equity investments.
Current wording
Equity in Income of Affiliates. Equity in income of affiliates of $3.5 million was recorded during the 2025 period compared with $6.3 million during the 2024 period primarily due to lower income from our investment in AC JV, LLC during 2025. See Note 8 to the condensed consolidated financial statements for information about our equity investments.
Previous wording
Net (Loss) Gain on Investment in NCMI. We recorded a net loss on our investment in NCMI of $3.6 million during the 2025 period compared with a gain of $4.4 million during the 2024 period, primarily related to the mark-to-market adjustment of our investment in NCMI under the fair value basis of accounting. See Note 8 to the condensed consolidated financial statements for information about our investment in NCMI.
Current wording
Net (Loss) Gain on Investment in NCMI. We recorded a net loss on our investment in NCMI of $7.9 million during the 2025 period compared with a net gain of $1.2 million during the 2024 period, primarily related to the mark-to-market adjustment of our investment in NCMI under the fair value basis of accounting. See Note 8 to the condensed consolidated financial statements for information about our investment in NCMI.
Previous wording
Income Taxes - Holdings. An income tax benefit of $14.7 million was recorded for the 2025 period compared with an income tax benefit of $27.7 million for the 2024 period. The effective tax rate was approximately 27.6% for the 2025 period compared with 1,144.3% for the 2024 period. The effective tax rate for the 2025 period differs from the U.S. statutory rate primarily due to foreign tax rate differences, the U.S. tax impact of foreign operations, and state and local taxes. During the 2024 period, a deferred tax benefit of $33.7 million was recorded discretely related to the release of valuation allowances in certain foreign jurisdictions. The release of these valuation allowances was the result of the availability of positive evidence related to sustained taxable income in the relevant jurisdictions to support the future realizability of deferred tax assets. This discrete benefit favorably impacted the effective tax rate for the 2024 period, causing the income tax benefit to vary significantly from the tax benefit derived by applying the statutory tax rate to Holdings’ pre-tax loss for the period. Income tax provisions for interim periods are generally based on estimated annual income tax rates and are adjusted for the effects of significant, infrequent or unusual items (i.e. discrete items) occurring during the interim period. As a result, the interim rate may vary significantly from the normalized annual rate.
Current wording
Income Taxes - Holdings. An income tax expense of $27.8 million was recorded for the 2025 period compared with an income tax benefit of $28.6 million for the 2024 period. The effective tax rate was approximately 33.1% for the 2025 period compared with (66.0)% for the 2024 period. The effective tax rate for the 2025 period differs from the U.S. statutory rate primarily due to foreign tax rate differences, the U.S. tax impact of foreign operations, and state and local taxes. During the 2024 period, a deferred tax benefit of $39.5 million was recorded discretely related to the release of valuation allowances in certain foreign jurisdictions. The release of these valuation allowances was the result of the availability of positive evidence related to sustained taxable income in the relevant jurisdictions to support the future realizability of deferred tax assets. This discrete benefit favorably impacted the effective tax rate for the 2024 period, causing the income tax benefit to vary significantly from the tax expense derived by applying the statutory tax rate to the pre-tax income for the period. Income tax provisions for interim periods are generally based on estimated annual income tax rates and are adjusted for the effects of significant, infrequent or unusual items (i.e. discrete items) occurring during the interim period. As a result, the interim rate may vary significantly from the normalized annual rate.
Previous wording
Income Taxes - CUSA. An income tax benefit of $14.2 million was recorded for the 2025 period compared with income tax benefit of $26.6 million for the 2024 period. The effective tax rate was approximately 29.3% for the 2025 period compared with (2,120.5)% for the 2024 period. The effective tax rate for the 2025 period differs from the U.S. statutory rate primarily due to foreign tax rate differences, U.S. tax impact of foreign operations, and state and local taxes. During the 2024 period, a deferred tax benefit of $33.7 million was recorded discretely related to the release of valuation allowances in certain foreign jurisdictions. The release of these valuation allowances was the result of the availability of positive evidence related to sustained taxable income in the relevant jurisdictions to support the future realizability of deferred tax assets. This discrete benefit favorably impacted the effective tax rate for the 2024 period, causing the income tax benefit to vary significantly from the tax expense derived by applying the statutory tax rate to the pre-tax income for the period. Income tax provisions for interim periods are generally based on estimated annual income tax rates and are adjusted for the effects of significant, infrequent or unusual items (i.e. discrete items) occurring during the interim period. As a result, the interim rate may vary significantly from the normalized annual rate.
Current wording
Income Taxes - CUSA. An income tax expense of $29.4 million was recorded for the 2025 period compared with income tax benefit of $27.9 million for the 2024 period. The effective tax rate was approximately 30.7% for the 2025 period compared with (55.0)%% for the 2024 period. The effective tax rate for the 2025 period differs from the U.S. statutory rate primarily due to foreign tax rate differences, U.S. tax impact of foreign operations, and state and local taxes. During the 2024 period, a deferred tax benefit of $39.5 million was recorded discretely related to the release of valuation allowances in certain foreign jurisdictions. The release of these valuation allowances was the result of the availability of positive evidence related to sustained taxable income in the relevant jurisdictions to support the future realizability of deferred tax assets. This discrete benefit favorably impacted the effective tax rate for the 2024 period, causing the income tax benefit to vary significantly from the tax expense derived by applying the statutory tax rate to the pre-tax income for the period. Income tax provisions for interim periods are generally based on estimated annual income tax rates and are adjusted for the effects of significant, infrequent or unusual items (i.e. discrete items) occurring during the interim period. As a result, the interim rate may vary significantly from the normalized annual rate.
Previous wording
Cash used for operating activities was $119.1 million for Holdings and $111.1 million for CUSA for the three months ended March 31, 2025, compared with cash used for operating activities of $22.7 million for Holdings and $16.4 million for CUSA for the three months ended March 31, 2024. The increase in cash used for operating activities was primarily driven by the timing of payments to vendors for expenses and the level of revenue earned during each period.
Current wording
Cash provided by operating activities was $156.8 million for Holdings and $164.4 million for CUSA for the six months ended June 30, 2025, compared with cash provided by operating activities of $162.2 million for Holdings and $164.9 million for CUSA for the six months ended June 30, 2024. The decrease in cash provided by operating activities was primarily driven by the timing of payments to vendors for expenses partially offset by the level of revenue earned during each period.
Previous wording
Investing activities have been principally related to the development, remodel and enhancement of theaters, which historically have been financed with cash flow from operations and debt financings. Cash used for investing activities was $15.3 million and $23.3 million for the three months ended March 31, 2025 and 2024, respectively. The decrease in cash used for investing activities was primarily due to the proceeds from the sale of a land parcel and one of our owned theater properties during the three months ended March 31, 2025.
Current wording
Investing activities have been principally related to the development, remodel and enhancement of theaters, which historically have been financed with cash flow from operations and debt financings. Cash used for investing activities was $45.2 million and $46.4 million for the six months ended June 30, 2025 and 2024, respectively. The decrease in cash used for investing activities was primarily due to the sale of a land parcel and one of our owned theater properties during the six months ended June 30, 2025, partially offset by an increase in capital expenditures.
Previous wording
Below is a summary of capital expenditures, disaggregated by new and existing theaters, for the three months ended March 31, 2025 and 2024 (in millions):
Current wording
Below is a summary of capital expenditures, disaggregated by new and existing theaters, for the six months ended June 30, 2025 and 2024 (in millions):
Previous wording
We operated 497 theaters with 5,644 screens worldwide as of March 31, 2025. Theaters and screens opened and closed during the three months ended March 31, 2025 were as follows:
Current wording
We operated 497 theaters with 5,647 screens worldwide as of June 30, 2025. Theaters and screens opened and closed during the six months ended June 30, 2025 were as follows:
Previous wording
Approximately $26.7 million is expected to be paid during the remainder of 2025 and $7.6 million, $9.7 million and $2.4 million is expected to be paid during 2026, 2027 and 2028, respectively. The timing of payments is subject to change in the event of construction or other delays.
Current wording
Approximately $17.6 million is expected to be paid during the remainder of 2025 and $23.8 million, $27.6 million and $2.4 million is expected to be paid during 2026, 2027 and 2028, respectively. The timing of payments is subject to change in the event of construction or other delays.
Previous wording
Actual expenditures for continued theater development and remodels are subject to change based upon the availability of attractive opportunities. During the next twelve months and the foreseeable future, we plan to fund capital expenditures for our continued development with cash flow from operations and, if needed, borrowings under our senior secured credit facility, proceeds from debt issuances, sale leaseback transactions and/or sales of excess real estate.
Current wording
Actual expenditures for the continued development of venues and remodels can vary based on such factors as the type of venue, the amenities being built or remodeled within the venue and the timing for completion of a project. Actual expenditures are also subject to change based upon the availability of attractive opportunities and the impact of tariffs. During the next twelve months and the foreseeable future, we plan to fund capital expenditures for our continued development projects with cash flow from operations and, if needed, borrowings under our senior secured credit facility, proceeds from debt issuances, sale leaseback transactions and/or sales of excess real estate.
Previous wording
Cash used for financing activities was $230.1 million for Holdings and $20.4 million for CUSA for the three months ended March 31, 2025, compared with $10.4 million for Holdings and CUSA for the three months ended March 31, 2024. The increase in cash used for financing activities for Holdings reflects the repurchase of common stock through the Company’s share repurchase program as discussed below, the payment of a quarterly cash dividend of $0.08 per share of common stock, and an increase in restricted stock withholdings for the payment of payroll taxes on awards that vested during the period. The increase in cash used for financing activities for CUSA was driven by higher restricted stock withholdings for the payment of payroll taxes on awards that vested during the period.
Current wording
Cash used for financing activities was $246.3 million for Holdings and $27.6 million for CUSA for the six months ended June 30, 2025, compared with $168.1 million for Holdings and CUSA for the six months ended June 30, 2024. The increase in cash used for financing activities for Holdings reflects the repurchase of common stock through the Company’s share repurchase program as discussed below, the payment of quarterly cash dividends of $0.08 per share of common stock in the first and second quarters of 2025, and an increase in restricted stock withholdings for the payment of payroll taxes on equity awards that vested during the period, partially offset by the redemption of the remaining 8.75% secured notes during the six months ended June 30, 2024. The decrease in cash used for financing activities for CUSA was driven by the redemption of the remaining 8.75% secured notes during the six months ended June 30, 2024, partially offset by an increase in restricted stock withholdings for the payment of payroll taxes on equity awards that vested during the period.
Previous wording
Holdings, at the discretion of its Board of Directors and subject to applicable law, anticipates paying regularly quarterly cash dividends on its common stock. The amount of the dividends to be paid in the future, if any, will depend upon our then available cash balances, anticipated cash needs, overall financial condition, loan agreement restrictions as discussed below, and future prospects for earnings and cash flows, as well as other relevant factors. See Note 6 to the condensed consolidated financial statements for a summary of the quarterly dividend paid during three months ended March 31, 2025.
Current wording
During the first quarter of 2025, Holdings’ Board of Directors approved a reinstatement of the Company’s dividend at $0.32 per common share per annum, or $0.08 payable quarterly. Holdings, at the discretion of its Board of Directors and subject to applicable law, anticipates paying regularly quarterly cash dividends on its common stock. The amount of the dividends to be paid in the future, if any, will depend upon our then available cash balances, anticipated cash needs, overall financial condition, loan agreement restrictions as discussed below, and future prospects for earnings and cash flows, as well as other relevant factors. The following table summarizes the quarterly dividends paid during the six months ended June 30, 2025. See Note 6 to the condensed consolidated financial statements for further information about the dividends paid.
Previous wording
On August 21, 2020, Holdings issued $460.0 million of 4.50% convertible senior notes (the “4.50% Convertible Senior Notes”). The 4.50% Convertible Senior Notes will mature on August 15, 2025, unless earlier repurchased or converted. Interest on the notes is payable on February 15 and August 15 of each year.
Current wording
On August 21, 2020, Holdings issued $460.0 million of 4.50% convertible senior notes (the “4.50% Convertible Senior Notes”). The 4.50% Convertible Senior Notes will mature on August 15, 2025. Interest on the notes is payable on February 15 and August 15 of each year.
Previous wording
The initial conversion rate is 69.6767 shares of Holdings’ common stock per one thousand dollars principal amount of the 4.50% Convertible Senior Notes. On February 18, 2025, Holdings’ Board of Directors declared a cash dividend of $0.32 per common share per annum, $0.08 payable quarterly, which will result in an adjustment of the conversion rate to 69.9061 shares of Holdings’ common stock per one thousand dollars principal amount of the 4.50% Convertible Senior Notes. This adjustment will be implemented no later than June 17, 2025, which is the first day of the observation period for settlements of conversion of the 4.50% Convertible Senior Notes at maturity. The conversion rate will be subject to further adjustment upon the occurrence of certain events, including, but not limited to, the payment of dividends to stockholders. If a make-whole fundamental change as defined in the indenture governing the 4.50% Convertible Senior Notes occurs prior to the maturity date, Holdings will, in certain circumstances, increase the conversion rate for a holder who elects to convert its 4.50% Convertible Senior Notes in connection with such make-whole fundamental change.
Current wording
The initial conversion rate was 69.6767 shares of Holdings’ common stock per one thousand dollars principal amount of the 4.50% Convertible Senior Notes. On February 18, 2025, Holdings’ Board of Directors declared a cash dividend of $0.32 per common share per annum, $0.08 payable quarterly. As a result of the dividends paid to stockholders on March 19, 2025 and June 12, 2025, the conversion rate was adjusted to 70.0752 shares of Holdings’ common stock per one thousand dollars principal amount of the 4.50% Convertible Senior Notes. This adjustment was implemented effective June 17, 2025, which was the first day of the observation period for settlements of conversion of the 4.50% Convertible Senior Notes at maturity. The conversion rate may be subject to further adjustment upon the occurrence of certain events. If a make-whole fundamental change as defined in the indenture governing the 4.50% Convertible Senior Notes occurs prior to the maturity date, Holdings will, in certain circumstances, increase the conversion rate for a holder who elects to convert its 4.50% Convertible Senior Notes in connection with such make-whole fundamental change.
Previous wording
Concurrently with the issuance of the 4.50% Convertible Senior Notes, Holdings entered into privately negotiated convertible note hedge transactions (the “Hedge Transactions”), with one or more of the initial purchasers of the 4.50% Convertible Senior Notes or their respective affiliates (the “Option Counterparties”). The Hedge Transactions cover, subject to anti-dilution adjustments substantially similar to those applicable to the 4.50% Convertible Senior Notes, the number of shares of Holdings’ common stock that will underlie the aggregate amount of the 4.50% Convertible Senior Notes, which gives Holdings the option to purchase approximately 32.0 million shares of its common stock at a price of approximately $14.35 per share, which will be reduced to $14.30 per share as a result of the dividend paid to stockholders on March 19, 2025, as discussed above. The Hedge Transactions are generally expected to reduce potential dilution to Holdings’ common stock upon any conversion of the 4.50% Convertible Senior Notes and/or offset any cash payments we may be required to make in excess of the principal amount of converted 4.50% Convertible Senior Notes, as the case may be.
Current wording
Concurrently with the issuance of the 4.50% Convertible Senior Notes, Holdings entered into privately negotiated convertible note hedge transactions (the “Hedge Transactions”), with one or more of the initial purchasers of the 4.50% Convertible Senior Notes or their respective affiliates (the “Option Counterparties”). The Hedge Transactions cover, subject to anti-dilution adjustments substantially similar to those applicable to the 4.50% Convertible Senior Notes, the number of shares of Holdings’ common stock that will underlie the aggregate amount of the 4.50% Convertible Senior Notes, which gives Holdings the option to purchase approximately 32.0 million shares of its common stock at a price of $14.35 per share, which was adjusted to approximately 32.2 million shares at a price of $14.27 per share as a result of the dividends paid to stockholders on March 19, 2025 and June 12, 2025, as discussed above. The Hedge Transactions are generally expected to reduce potential dilution to Holdings’ common stock upon any conversion of the 4.50% Convertible Senior Notes and/or offset any cash payments we may be required to make in excess of the principal amount of converted 4.50% Convertible Senior Notes, as the case may be. On May 15, 2025, the Company provided notice to the Option Counterparties of its election that the counterparties are to settle the hedges by Net Share Settlement, as defined in the call option confirmations. The Company expects to receive an equal and offsetting number of shares as delivered to the convertible noteholders, or approximately 17.0 million shares based on the closing price of Holdings’ common stock on June 30, 2025, from the hedge counterparties. The settlement of the hedges will occur on August 15, 2025, concurrent with the settlement of the 4.50% Convertible Senior Notes.
Previous wording
Concurrently with entering into the Hedge Transactions, Holdings also entered into separate privately negotiated warrant transactions with Option Counterparties (the “Warrant Transactions”), whereby Holdings sold to Option Counterparties warrants to purchase (subject to the net share settlement provisions set forth therein) up to the same number of shares of Holdings’ common stock, subject to customary anti-dilution adjustments (the “Warrants”). The Warrants could separately have a dilutive effect to the extent that the market value per share of Holdings’ common stock exceeds the strike price of the Warrants on the applicable expiration dates unless, subject to the terms of the Warrants, Holdings elects to cash settle the Warrants. The Warrants give the Option Counterparties the option to purchase approximately 32.0 million shares at a price of approximately $22.08 per share, subject to adjustment for dividends paid to stockholders. The economic effect of these transactions is to effectively raise the strike price of the 4.50% Convertible Senior Notes to approximately $22.08 per share of Holdings’ common stock. The Warrants expire 1/80 th per trading day between November 15, 2025 and March 12, 2026. Holdings received $89.4 million in cash proceeds from the Warrant Transactions, which were used along with proceeds from the 4.50% Convertible Senior Notes, to pay approximately $142.1 million to enter into the Hedge Transactions. The cash proceeds from the Warrant Transactions were recorded as additional paid-in-capital in the Company’s Consolidated Statement of Equity.
Current wording
Concurrently with entering into the Hedge Transactions, Holdings also entered into separate privately negotiated warrant transactions with Option Counterparties (the “Warrant Transactions”), whereby Holdings sold to Option Counterparties warrants to purchase (subject to the net share settlement provisions set forth therein) up to the same number of shares of Holdings’ common stock, subject to customary anti-dilution adjustments (the “Warrants”). The Warrants could separately have a dilutive effect to the extent that the market value per share of Holdings’ common stock exceeds the strike price of the Warrants on the applicable expiration dates unless, subject to the terms of the Warrants, Holdings elects to cash settle the Warrants. The Warrants give the Option Counterparties the option to purchase approximately 32.0 million shares at a price of $22.08 per share, adjusted to approximately 32.2 shares at a price of $21.95 per share as a result of the dividends paid to stockholders on March 19, 2025 and June 12, 2025. The economic effect of these transactions is to effectively raise the strike price of the 4.50% Convertible Senior Notes to approximately $21.95 per share of Holdings’ common stock. Holdings received $89.4 million in cash proceeds from the Warrant Transactions, which were used, along with proceeds from the 4.50% Convertible Senior Notes, to pay approximately $142.1 million to enter into the Hedge Transactions. The cash proceeds from the Warrant Transactions were recorded as additional paid-in-capital in the Company’s Consolidated Statement of Equity. The Warrants expire 1/80 th per trading day between November 15, 2025 and March 12, 2026. The Company may settle the Warrants in cash or shares. If the Company elects to settle the Warrants by issuing shares, it would issue approximately 8.8 million shares, based on the closing price of Holdings’ common stock on June 30, 2025.
Previous wording
The 4.50% Convertible Notes are effectively subordinated to any of Holdings’, or its subsidiaries’, existing and future secured debt to the extent of the value of the assets securing such indebtedness, including obligations under the Credit Agreement. The 4.50% Convertible Notes are structurally subordinated to all existing and future debt and other liabilities of our subsidiaries, including trade payables, and including CUSA’s 5.25% Senior Notes due 2028 and its 7.00% Senior Notes due 2032, or, collectively, CUSA’s senior notes (but excluding all obligations under the Credit Agreement, as defined below, which are guaranteed by Holdings). The 4.50% Convertible Notes rank equally in right of payment with all of Holdings’ existing and future unsubordinated debt, including all obligations under the Credit Agreement, which is guaranteed by Holdings, and senior in right of payment to any future debt that is expressly subordinated in right of payment to the 4.50% Convertible Senior Notes. The 4.50% Convertible Senior Notes are not guaranteed by any of Holdings' subsidiaries.
Current wording
The 4.50% Convertible Senior Notes are effectively subordinated to any of Holdings’, or its subsidiaries’, existing and future secured debt to the extent of the value of the assets securing such indebtedness, including obligations under the Credit Agreement. The 4.50% Convertible Senior Notes are structurally subordinated to all existing and future debt and other liabilities of our subsidiaries, including trade payables, and including CUSA’s 5.25% Senior Notes due 2028 and its 7.00% Senior Notes due 2032, or, collectively, CUSA’s senior notes (but excluding all obligations under the Credit Agreement, as defined below, which are guaranteed by Holdings). The 4.50% Convertible Senior Notes rank equally in right of payment with all of Holdings’ existing and future unsubordinated debt, including all obligations under the Credit Agreement, which is guaranteed by Holdings, and senior in right of payment to any future debt that is expressly subordinated in right of payment to the 4.50% Convertible Senior Notes. The 4.50% Convertible Senior Notes are not guaranteed by any of Holdings' subsidiaries.
Previous wording
Interest on the term loan accrues, at CUSA's option, at either (i) a rate determined by reference to the secured overnight financing rate (“SOFR”) as published by CME Group Benchmark Administration Limited and identified by Barclay's Bank PLC (the Administrative Agent) as the forward-looking term rate based on SOFR for a period of 1, 3, or 6 months (depending upon the Interest Period (as defined in the Credit Agreement) chosen by CUSA) (the “Term SOFR Rate”), subject to a floor of 0.50% per annum, plus an applicable margin of 2.75% per annum, or (ii) for any day, a rate per annum equal to the greatest of (a) the Prime Rate in effect on such day, (b) the Federal Reserve Bank of New York Rate in effect on such day, plus 1/2 of 1.00% and (c) the Term SOFR Rate for a one month Interest Period, as published two U.S. Government Securities Business Days prior to such day (or if such day is not a U.S. Government Securities Business Day, the immediately preceding U.S. Government Securities Business Day), plus 1.00% (this clause (ii), the "Alternate Base Rate"), subject in the case of this clause (ii) to a floor of 1.50% per annum, plus, in the case of this clause (ii), an applicable margin of 1.75% per annum.
Current wording
Pursuant to the 2025 Amendment noted above, interest on the term loan accrues, at CUSA's option, at either (i) a rate determined by reference to the secured overnight financing rate (“SOFR”) as published by CME Group Benchmark Administration Limited and identified by Barclay's Bank PLC (the Administrative Agent) as the forward-looking term rate based on SOFR for a period of 1, 3, or 6 months (depending upon the Interest Period (as defined in the Credit Agreement) chosen by CUSA) (the “Term SOFR Rate”), subject to a floor of 0.50% per annum, plus an applicable margin of 2.25% per annum, or (ii) for any day, a rate per annum equal to the greatest of (a) the Prime Rate in effect on such day, (b) the Federal Reserve Bank of New York Rate in effect on such day, plus 1/2 of 1.00% and (c) the Term SOFR Rate for a one month Interest Period, as published two U.S. Government Securities Business Days prior to such day (or if such day is not a U.S. Government Securities Business Day, the immediately preceding U.S. Government Securities Business Day), plus 1.00% (this clause (ii), the "Alternate Base Rate"), subject in the case of this clause (ii) to a floor of 1.50% per annum, plus, in the case of this clause (ii), an applicable margin of 1.25% per annum.
Previous wording
The Restricted Payments covenant, as defined in the Credit Agreement generally does not limit the abilityof Holdings and its subsidiaries to pay dividends and make other Restricted Payments if the Consolidated Net Total Leverage Ratio (as defined in the Credit Agreement) is less than or equal to 2.75 to 1.00. If the Consolidated Net Total Leverage Ratio is greater than 2.75 to 1.00, but not greater than 5.00 to 1.00, Restricted Payments generally may be made in an aggregate amount not to exceed the Available Amount (as defined in the Credit Agreement), which is a function of CUSA’s Consolidated EBITDA minus 1.75 times its Consolidated Interest Expense (as such terms are defined in the Credit Agreement) and certain other factors as specified in the Credit Agreement. As of March 31, 2025, the Consolidated Net Total Leverage Ratio was 2.02 to 1.00 and the Available Amount was $1,031.6 million. In addition, the Credit Agreement contains other baskets that allow certain Restricted Payments in excess of the Applicable Amount.
Current wording
The Restricted Payments covenant, as defined in the Credit Agreement generally does not limit the abilityof Holdings and its subsidiaries to pay dividends and make other Restricted Payments if the Consolidated Net Total Leverage Ratio (as defined in the Credit Agreement) is less than or equal to 2.75 to 1.00. If the Consolidated Net Total Leverage Ratio is greater than 2.75 to 1.00, but not greater than 5.00 to 1.00, Restricted Payments generally may be made in an aggregate amount not to exceed the Available Amount (as defined in the Credit Agreement), which is a function of CUSA’s Consolidated EBITDA minus 1.75 times its Consolidated Interest Expense (as such terms are defined in the Credit Agreement) and certain other factors as specified in the Credit Agreement. As of June 30, 2025, the Consolidated Net Total Leverage Ratio was 1.41 to 1.00 and the Available Amount was $1,023.4 million. In addition, the Credit Agreement contains other baskets that allow certain Restricted Payments in excess of the Applicable Amount.
Previous wording
As of March 31, 2025, there was $637.1 million outstanding under the term loan and no borrowings were outstanding under the $125.0 million revolving line of credit. The average interest rate on outstanding term loan borrowings under the Credit Agreement as of March 31, 2025 was approximately 6.3% per annum, after giving effect to the interest rate swap agreements.
Current wording
As of June 30, 2025, there was $635.5 million outstanding under the term loan and no borrowings were outstanding under the $125.0 million revolving line of credit. The average interest rate on outstanding term loan borrowings under the Credit Agreement as of June 30, 2025 was approximately 5.8% per annum, after giving effect to the interest rate swap agreements.
Previous wording
The indentures governing the 5.25% Senior Notes and the 7.00% Senior Notes ("the indentures") contain covenants that limit, among other things, the ability of CUSA and certain of its subsidiaries to (1) make investments or other restricted payments, including paying dividends, making other distributions or repurchasing subordinated debt or equity, (2) incur additional indebtedness and issue preferred stock, (3) enter into transactions with affiliates, (4) enter new lines of business, (5) merge or consolidate with, or sell all or substantially all of its assets to, another person and (6) create liens. As of March 31, 2025, CUSA could have distributed up to approximately $4.0 billion to its parent company and sole stockholder, Holdings, under the terms of the indentures, subject to its available cash and other borrowing restrictions outlined in the indentures. Upon a change of control, as defined in the indentures, CUSA would be required to make an offer to repurchase the 5.25% Senior Notes and the 7.00% Senior Notes at a price equal to 101% of the aggregate principal amount outstanding plus accrued and unpaid interest, if any, through the date of repurchase. The indentures allow CUSA to incur additional indebtedness if it satisfies the coverage ratio specified in the indenture, after giving effect to the incurrence of the additional indebtedness, and in certain other circumstances. The required minimum coverage ratio is 2 to 1 and our actual ratio as of March 31, 2025 was 5.8 to 1.
Current wording
The indentures governing the 5.25% Senior Notes and the 7.00% Senior Notes ("the indentures") contain covenants that limit, among other things, the ability of CUSA and certain of its subsidiaries to (1) make investments or other restricted payments, including paying dividends, making other distributions or repurchasing subordinated debt or equity, (2) incur additional indebtedness and issue preferred stock, (3) enter into transactions with affiliates, (4) enter new lines of business, (5) merge or consolidate with, or sell all or substantially all of its assets to, another person and (6) create liens. As of June 30, 2025, CUSA could have distributed up to approximately $4.2 billion to its parent company and sole stockholder, Holdings, under the terms of the indentures, subject to its available cash and other borrowing restrictions outlined in the indentures. Upon a change of control, as defined in the indentures, CUSA would be required to make an offer to repurchase the 5.25% Senior Notes and the 7.00% Senior Notes at a price equal to 101% of the aggregate principal amount outstanding plus accrued and unpaid interest, if any, through the date of repurchase. The indentures allow CUSA to incur additional indebtedness if it satisfies the coverage ratio specified in the indenture, after giving effect to the incurrence of the additional indebtedness, and in certain other circumstances. The required minimum coverage ratio is 2 to 1 and our actual ratio as of June 30, 2025 was 6.7 to 1.
Rearranged current paragraphs (12)
Current report — wording carried from elsewhere
International. Our international operating costs, as reported, were favorably impacted by exchange rate fluctuations for the second quarter of 2025.
Current report — wording carried from elsewhere
Depreciation and Amortization. Depreciation and amortization expense was $49.4 million for the second quarter of 2025 compared with $49.8 million for the second quarter of 2024.
Current report — wording carried from elsewhere
Interest Expense. Interest expense for Holdings, which includes amortization of debt issuance costs and original issue discount and amortization of accumulated losses for swap amendments, was $39.4 million during the second quarter of 2025 compared with $34.6 million during the second quarter of 2024. The interest expense attributable to CUSA was $33.4 million during the second quarter of 2025 compared with $28.6 million during the second quarter of 2024. The increase in interest expense was primarily due to the impact of the issuance of the 7.00% Senior Notes in July 2024 and the amortization of accumulated losses for amended swap agreements during the second quarter of 2025 versus the amortization of accumulated gains during the second quarter of 2024, partially offset by the redemption of the remaining principal amount of the 8.75% Secured Notes during May 2024, the extinguishment of the 5.875% Senior Notes during July 2024, and the term loan reprice transactions that reduced our margin rate by 50 bps in each of May and November 2024. See further discussion in Liquidity and Capital Resources below.
Current report — wording carried from elsewhere
Foreign Currency Exchange Loss. We recorded a foreign currency exchange loss of $1.0 million during the second quarter of 2025 compared with $6.3 million during the second quarter of 2024. The loss on foreign exchange is primarily driven by the impact of hyper-inflationary accounting for Argentina, partially offset by currency exchange fluctuations related to US-denominated accounts in certain international countries.
Current report — wording carried from elsewhere
Equity in Income of Affiliates. Equity in income of affiliates of $2.6 million was recorded during the second quarter of 2025 compared with $2.5 million during the second quarter of 2024. See Note 8 to the condensed consolidated financial statements for information about our equity investments.
Current report — wording carried from elsewhere
Net Loss on Investment in NCMI. We recorded a net loss on our investment in NCMI of $4.3 million during the second quarter of 2025 compared with $3.2 million during the second quarter of 2025, primarily related to the mark-to-market adjustment of our investment in NCMI under the fair value basis of accounting. See Note 8 to the condensed consolidated financial statements for information about our investment in NCMI.
Current report — wording carried from elsewhere
Revenue. The table below, presented by reportable segment, summarizes our year-over-year revenue performance and certain key performance indicators that impact our revenue.
Current report — wording carried from elsewhere
U.S. reportable segment revenue includes eliminations of intercompany transactions with the international reportable segment. See Note 15 to our condensed consolidated financial statements.
Current report — wording carried from elsewhere
Average ticket price is calculated as admissions revenue divided by attendance. Concession revenue per patron is calculated as concession revenue divided by attendance.
Current report — wording carried from elsewhere
Constant currency revenue amounts, which are non-GAAP measurements, were calculated using the average exchange rate for the corresponding month for 2024. We translate the results of our international reportable segment from local currencies into U.S. dollars using currency rates in effect at different points in time in accordance with U.S. GAAP. Significant changes in foreign currency exchange rates from one period to the next can result in meaningful variations in reported results. We are providing constant currency amounts for our international reporting segment to present a period-to-period comparison of business performance that excludes the impact of foreign currency fluctuations.
Current report — wording carried from elsewhere
Cost of Operations. The table below, presented by reportable segment, summarizes our year-over-year theater operating costs.
Current report — wording carried from elsewhere
Constant currency expense amounts, which are non-GAAP measurements, were calculated using the average exchange rate for the corresponding month for 2024. We translate the results of our international reportable segment from local currencies into U.S. dollars using currency rates in effect at different points in time in accordance with U.S. GAAP. Significant changes in foreign currency exchange rates from one period to the next can result in meaningful variations in reported results. We are providing constant currency amounts for our international reportable segment to present a period-to-period comparison of business performance that excludes the impact of foreign currency fluctuations.