subject to market and other conditions, $230 million in aggregate
principal amount of Senior Secured Notes due 2023 to "qualified
institutional buyers," as defined in Rule 144A under the Securities Act
of 1933, as amended, and non-U.S. persons outsidethe United
Statesunder Regulation S under the Securities Act of 1933, as amended.
Carmike also expects to refinance its existing credit facility with a
new $50 million senior secured credit facility. Carmike expects the new
credit facility to remain undrawn at closing.
Carmike intends to use the proceeds of the offering and cash on hand to
redeem all$210 millionin aggregate principal amount of its 7.375%
Senior Secured Notes due 2019, and to pay related fees and expenses.
The senior notes will not be registered under the Securities Act of 1933
or the securities laws of any state and may not be offered or sold in
the United States absent registration or an applicable exemption from
the registration requirements under the Securities Act of 1933 and any
applicable state securities laws.
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the notes, nor shall it constitute an
offer, solicitation or sale in any jurisdiction in which such offer,
solicitation or sale is unlawful.
About Carmike Cinemas
Carmike Cinemas, Inc. is a U.S. leader in digital cinema, 3-D cinema
deployments and one of the nation's largest motion picture exhibitors.
Carmike has 272 theatres with 2,894 screens in 41 states. The circuit
includes 46 premium large format (PLF) auditoriums featuring
state-of-the-art technology and luxurious seating, including 28 "BigDs,"
16 IMAX auditoriums and two MuviXL screens. As "America's Hometown
Theatre Chain" Carmike's primary focus is mid-sized communities. Visit www.carmike.com
for exact show-times and to purchase tickets.
Disclosure Regarding Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of the federal securities laws. Statements that are not
historical facts, including statements about our beliefs, expectations
and future performance, are forward-looking statements. Forward-looking
statements include statements preceded by, followed by or that include
the words, "believes," "expects," "anticipates," "plans," "estimates,"
"seeks" or similar expressions. Examples of forward-looking statements
in this press release include the Company's expectations regarding
results from our operating strategies, box office performance, food and
beverage strategies, circuit expansion and additional acquisition
opportunities. Forward-looking statements are only predictions and are
not guarantees of performance. These statements are based on beliefs and
assumptions of management, which in turn are based on currently
available information. The forward-looking statements also involve risks
and uncertainties, which could cause actual results to differ materially
from those contained in any forward-looking statement. Many of these
factors are beyond our ability to control or predict. Important factors
that could cause actual results to differ materially from those
contained in any forward-looking statement include, but are not limited
to: our ability to achieve expected results from our strategic
acquisitions, general economic conditions in our regional and national
markets; our ability to comply with covenants contained in our senior
secured credit agreement and the indenture governing our 7.375% Senior
Secured Notes due 2019; our ability to operate at expected levels of
cash flow; financial market conditions including, but not limited to,
changes in interest rates and the availability and cost of capital; our
ability to meet our contractual obligations, including all outstanding
financing commitments; the availability of suitable motion pictures for
exhibition in our markets; competition in our markets; competition with
other forms of entertainment; and other factors, including the risk
factors disclosed in our Annual Report on Form 10-K for the year ended
December 31, 2014, under the caption "Risk Factors." We believe these
forward-looking statements are reasonable; however, undue reliance
should not be placed on any forward-looking statements, which are based
on current expectations. Further, forward-looking statements speak only
as of the date they are made, and we undertake no obligation to update
publicly any of them in light of new information or future events.