National CineMedia Inc
For the period ended Dec 28, 2023. Filed Mar 18, 2024.
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A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.
FY2023 · Filed Mar 18, 2024
NCMI$1.62-2.4%Stored close · as of Nov 10, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
See the whole filing, with its images and exhibitsContents
Item 15. Exhibits, Financial Statement Schedules
| Item 15. | Exhibits, Financial Statement Schedules |
|---|
(a) (1) and (a) (2) Financial statements and financial statement schedules
Refer to Index to Financial Statements on page 64.
(b) Exhibits
Refer to Exhibit Index, beginning on page 125.
(c) Financial Statement Schedules
Financial Statement Schedules not included herein have been omitted because they are either not required, not applicable, or the information is otherwise included herein.
INDEX TO EXHIBITS
| Incorporation by Reference | ||||||
|---|---|---|---|---|---|---|
| Exhibit | Ref. | Description | Form | SEC File No. | Exhibit | FilingDate |
| 2.1 | Confirmation Order, dated July 27, 2023 | 8-K | 001-33296 | 2.1 | 6/27/2023 | |
| 3.1 | * | The Bylaws, as amended February 2, 2024 | ||||
| 3.2 | Second Amended and Restated Certificate of Incorporation as amended. | 10-Q | 001-33296 | 3.1 | 11/7/2023 | |
| 3.3 | Certificate of Designation Series B Preferred Stock, dated August 7, 2023. | 8-K | 001-33296 | 3.1 | 8/7/2023 | |
| 4.1 | * | Description of the Registrant’s Securities | ||||
| . | ||||||
| 10.1 | * | National CineMedia, LLC Third Amended and Restated Limited Liability Company Operating Agreement dated as of February 13, 2007, by and among American Multi-Cinema, Inc., Cinemark Media, Inc., Regal CineMedia Holdings, LLC and National CineMedia, Inc., as amended through August 7, 2023. | ||||
| 10.2 | Amended and Restated Exhibitor Services Agreement dated as of December 26, 2013, by and between National CineMedia, LLC and American Multi-Cinema, Inc. (Portions omitted pursuant to request for confidential treatment and filed separately with the Commission.) | 10-K | 001-33296 | 10.2.4 | 2/21/2014 | |
| 10.2.1 | First Amendment to Amended and Restated Exhibitor Services Agreement dated as of March 9, 2017, by and between National CineMedia, LLC and American Multi-Cinema, Inc. | 8-K | 001-33296 | 10.1 | 3/15/2017 | |
| 10.3 | Amended and Restated Exhibitor Services Agreement dated as of December 26, 2013, by and between National CineMedia, LLC and Cinemark USA, Inc. (Portions omitted pursuant to request for confidential treatment and filed separately with the Commission.) | 10-K | 001-33296 | 10.3.4 | 2/21/2014 | |
| 10.3.1 | First Amendment to Amended and Restated Exhibitor Services Agreement dated as of September 17, 2019, by and between National CineMedia, LLC and Cinemark USA, Inc. | 8-K | 001-33296 | 10.1 | 9/17/2019 | |
| 10.3.2 | Second Amendment to Amended and Restated Exhibitor Services Agreement dated as of July 29, 2022, by and between National CineMedia, LLC and Cinemark USA, Inc. | 10-Q | 001-33296 | 10.4 | 8/8/2022 | |
| 10.4 | Common Unit Adjustment Agreement dated as of February 13, 2007, by and among National CineMedia, Inc., National CineMedia, LLC, Regal CineMedia Holdings, LLC, American Multi-Cinema, Inc., Cinemark Media, Inc., Regal Cinemas, Inc. and Cinemark USA, Inc. (Confidential treatment granted as to certain portions, which portions were omitted and filed separately with the Commission.) | 8-K | 001-33296 | 10.6 | 2/16/2007 | |
| 10.5 | Tax Receivable Agreement dated as of February 13, 2007, by and among National CineMedia, Inc., National CineMedia, LLC, Regal CineMedia Holdings, LLC, Cinemark Media, Inc., Regal Cinemas, Inc., American Multi-Cinema, Inc. and Cinemark USA, Inc. | 8-K | 001-33296 | 10.7 | 2/16/2007 | |
| Incorporation by Reference | ||||||
|---|---|---|---|---|---|---|
| Exhibit | Ref. | Description | Form | SEC File No. | Exhibit | FilingDate |
| 10.5.1 | Second Amendment to Tax Receivable Agreement effective as of April 29, 2008, by and by and among NCM, Inc. and National CineMedia, LLC and the Founding Members and the ESA Parties, amending the Tax Receivable Agreement dated as of February 13, 2007 and as first amended by the First Amendment to the Tax Receivable Agreement effective as of August 7, 2007. | 8-K | 001-33296 | 10.1 | 5/5/2008 | |
| 10.6 | Second Amended and Restated Software License Agreement dated as of February 13, 2007, by and among American Multi-Cinema, Inc., Regal CineMedia Corporation, Cinemark USA, Inc., Digital Cinema Implementation Partners, LLC and National CineMedia, LLC. | 8-K | 001-33296 | 10.9 | 2/16/2007 | |
| 10.7 | Director Designation Agreement dated as of February 13, 2007, by and among National CineMedia, Inc., American Multi-Cinema, Inc., Cinemark Media, Inc. and Regal CineMedia Holdings, LLC. | 8-K | 001-33296 | 10.10 | 2/16/2007 | |
| 10.8 | Registration Rights Agreement dated as of February 13, 2007, by and among National CineMedia, Inc., American Multi-Cinema, Inc., Regal CineMedia Holdings, LLC and Cinemark Media, Inc. | 8-K | 001-33296 | 10.11 | 2/16/2007 | |
| 10.9 | Management Services Agreement dated as of February 13, 2007, by and among National CineMedia, Inc. and National CineMedia, LLC. | 8-K | 001-33296 | 10.12 | 2/16/2007 | |
| 10.10 | Restructuring Support Agreement, dated as of April 11, 2023, among the Company, NCM LLC and Consenting Secured Creditors. | 8-K | 001-33296 | 10.1 | 4/12/2023 | |
| 10.11 | Director Designation Agreement, dated as of August 7, 2023, among National CineMedia, Inc., the Consenting Creditor Designation Committee, and Blantyre Capital Limited. | 8-K | 001-33296 | 10.3 | 8/7/2023 | |
| 10.12 | Loan, Security and Guarantee Agreement dated as of August 7, 2023, by and among National CineMedia, LLC, the certain financial institution party thereto as Lenders, and CIT Northbridge Credit LLC as Agent, Sole Lead Arranger and Sole Bookrunner. | 8-K | 001-33296 | 10.1 | 8/7/2023 | |
| 10.13 | Joint Venture Termination and Settlement Agreement, dated June 3, 2023. | 10-Q | 001-33296 | 10.6 | 8/1/2023 | |
| 10.14 | Network Affiliate Transaction Agreement by and between National CineMedia, LLC and Regal Cinemas, Inc, dated June 3, 2023. | 10-Q | 001-33296 | 10.5 | 8/1/2023 | |
| 10.15 | Employment Agreement dated as of August 1, 2022, by and between National CineMedia, Inc. and Thomas F. Lesinski. + | 10-Q | 001-33296 | 10.3 | 8/8/2022 | |
| 10.16 | Amended and Restated Employment Agreement, dated June 9, 2021, by and between National CineMedia, Inc. and Scott Felenstein. | 8-K | 001-33296 | 10.3 | 6/10/2021 | |
| 10.17 | Employment Agreement dated August 25, 2021 between National CineMedia, Inc. and Ronnie Y. Ng. | 8-K | 001-33296 | 10.1 | 9/27/2021 | |
| 10.17.1 | * | First, Second, and Third Amendment to Employment Agreement between National CineMedia, Inc. and Ronnie Y. Ng | ||||
| Incorporation by Reference | ||||||
|---|---|---|---|---|---|---|
| Exhibit | Ref. | Description | Form | SEC File No. | Exhibit | FilingDate |
| 10.18 | Form of Indemnification Agreement. + | 8-K | 001-33296 | 10.1 | 2/13/2007 | |
| 10.19 | Form of Indemnification Agreement (August 2018)+ | 10-Q | 001-33296 | 10.3 | 8/7/2018 | |
| 10.20 | National CineMedia, Inc. 2007 Equity Incentive Plan. + | 8-K | 001-33296 | 10.2 | 5/2/2013 | |
| 10.21 | National CineMedia, Inc. 2016 Equity Incentive Plan. + | S-8 | 001-33296 | 4.1 | 4/29/2016 | |
| 10.22 | National CineMedia, Inc. 2020 Omnibus Incentive Plan.+ | 8-K | 001-33296 | 10.2 | 5/1/2020 | |
| 10.23 | First Amendment to the National CineMedia, Inc. 2020 Omnibus Incentive Plan effective as of May 4, 2022. + | 8-K | 001-33296 | 10.1 | 5/9/2022 | |
| 10.24 | Second Amendment to the National CineMedia, Inc. 2020 Omnibus Incentive Plan effective as of November 2, 2023. | 8-K | 001-33296 | 10.1 | 11/7/2023 | |
| 10.25 | Form of 2012 Stock Option Agreement. + | 10-K | 001-33296 | 10.22.4 | 2/24/2012 | |
| 10.25.1 | Form of 2019 Stock Option Agreement. + | 10-Q | 001-33296 | 10.4 | 11/4/2019 | |
| 10.25.2 | Form of 2020 Stock Option Agreement. + | 10-Q | 001-33296 | 10.5 | 8/3/2020 | |
| 10.26 | Form of Restricted Stock Unit Agreement. + | 10-K | 001-33296 | 10.34 | 3/6/2009 | |
| 10.26.1 | Form of Restricted Stock Unit Agreement under the National CineMedia, Inc. 2016 Equity Plan.+ | S-8 | 001-33296 | 4.4 | 4/29/2016 | |
| 10.26.2 | Form of Restricted Stock Unit Agreement under the National CineMedia, Inc. 2016 Equity Plan, amended.+ | 10-K | 001-33296 | 10.27.2 | 2/24/2017 | |
| 10.26.3 | Form of Restricted Stock Unit Agreement under the National CineMedia, Inc. 2020 Omnibus Incentive Plan - Director.+ | 10-Q | 001-33296 | 10.7 | 8/3/2020 | |
| 10.27 | Form of Retention Agreement.+ | 8-K | 001-33296 | 10.1 | 3/8/2023 | |
| 21.1 | * | List of Subsidiaries. | ||||
| 23.1 | * | Consent of Deloitte & Touche LLP. | ||||
| 24.1 | * | Powers of Attorney of National CineMedia, Inc. | ||||
| 31.1 | * | Rule 13a-14(a) Certification of Chief Executive Officer. | ||||
| 31.2 | * | Rule 13a-14(a) Certification of Chief Financial Officer. | ||||
| 32.1 | ** | Certification of Chief Executive Officer and Pursuant to 18 U.S.C. Section 1350. | ||||
| 32.2 | ** | Certification of Chief Financial Officer Pursuant to 18 U.S.C. Section 1350. | ||||
| 97.1 | * | Incentive Compensation Recoupment Policy | ||||
| 99.1 | Modified First Amended Plan of Reorganization Under Chapter 11 of the Bankruptcy Code, dated June 25, 2023. | 8-K | 001-33296 | 99.1 | 6/27/2023 | |
| 101.SCH | * | Inline XBRL Taxonomy Extension Schema Document. | ||||
| Incorporation by Reference | ||||||
| Exhibit | Ref. | Description | Form | SEC File No. | Exhibit | FilingDate |
| 101.CAL | * | Inline XBRL Taxonomy Extension Calculation Linkbase Document. | ||||
| 101.DEF | * | Inline XBRL Taxonomy Extension Definition Linkbase Document. | ||||
| 101.LAB | * | Inline XBRL Taxonomy Extension Label Linkbase Document. | ||||
| 101.PRE | * | Inline XBRL Taxonomy Extension Presentation Linkbase Document. | ||||
| 104 | * | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | ||||
- Filed herewith.
** Furnished herewith.
- Management contract.
The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.