国家影院媒体公司2025年季度报告

FORM10-Q Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the SecuritiesExchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submittedpursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smallerreporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller Large accelerated filerNon-accelerated filer If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period forcomplying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.☐ Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).Yes☐No☒ As of May 1, 2025,94,304,388shares of the registrant’s common stock (including unvested restricted shares), par value of $0.01per share, were outstanding. PART I Item 1.Unaudited Financial Statements Unaudited Condensed Consolidated Balance Sheets Unaudited Condensed Consolidated Statements of Operations Unaudited Condensed Consolidated Statements of Cash Flows PART II Item 1.Legal ProceedingsItem 1A.Risk FactorsItem 2.Unregistered Sales of Equity Securities and Use of ProceedsItem 3.Defaults Upon Senior SecuritiesItem 4.Mine Safety DisclosuresItem 5.Other InformationItem 6.ExhibitsSignatures NATIONAL CINEMEDIA, INC. AND SUBSIDIARIESCONDENSED CONSOLIDATED BALANCE SHEETS 1. THE COMPANY Description of Business National CineMedia, Inc., a Delaware corporation (“NCM, Inc.”), is a holding company with the sole purpose of becominga member and sole manager of National CineMedia, LLC (“NCM LLC”), a Delaware limited liability company. NCM, Inc.currently owns approximately100.0% of NCM LLC. The terms “NCM”, “the Company” or “we” shall, unless the context National CineMedia is the largest cinema advertising platform in the US. With unparalleled reach and scale, NCM connectsbrands to sought-after young, diverse audiences through the power of movies and pop culture. A premium video, full-funnelmarketing solution for advertisers, NCM enhances advertisers’ ability to measure and drive results. NCM’sNoovie® Show ispresented exclusively in42leading national and regional theater circuits including the only three national chains, AMC, Cinemarkand Regal. NCM’s cinema advertising platform consists of more than17,500screens in over1,350theaters in184Designated The Company has long-term exhibitor service agreements (“ESAs”) with Cinemark USA, Inc., a wholly owned subsidiaryof Cinemark Holdings, Inc. (“Cinemark”), and American Multi-Cinema, Inc., a wholly owned subsidiary of AMC Entertainment,Inc. (“AMC”) and with certain network affiliates under long-term network affiliates agreements, including Regal Cinemas, Inc., awholly owned subsidiary of Cineworld Group plc and Regal Entertainment Group (“Regal”), which grant the Company with theexclusive rights in their respective theaters to sell advertising, subject to limited exceptions. As of March 27, 2025, the weighted Bankruptcy Filing, Deconsolidation and Reconsolidation of NCM LLC On April 11, 2023, NCM LLC filed a voluntary petition for reorganization (the “Chapter 11 Case”) with a prearrangedChapter 11 plan under Chapter 11 of Title 11 of the United States Code (the “Bankruptcy Code”) in the U.S. Bankruptcy Court forthe Southern District of Texas (“Bankruptcy Court”). During the Chapter 11 Case, the Company was deemed to no longer controlNCM LLC for accounting purposes and NCM LLC was deconsolidated from the Company’s financial statements prospectively as On June 27, 2023, the Bankruptcy Court entered an order (the “Confirmation Order”) confirming NCM LLC’s ModifiedFirst Amended Plan of Reorganization of National CineMedia, LLC Pursuant to Chapter 11 of the Bankruptcy Code [Docket No.428] (as may be amended, modified, or supplemented form time to time, the “Plan”) and approving the Amended DisclosureStatement for First Amended Chapter 11 Plan of Reorganization of National CineMedia, LLC [Docket No. 250] (the “DisclosureStatement”) on a final basis. Following confirmation of the Plan on August 7, 2023 (the “Effective Date”), all the conditions toeffectiveness of the Plan were satisfied or waived, the Restructuring Transactions (as defined in the “Plan”) were substantiallyconsummated and NCM LLC emerged from bankruptcy. Among other things, on the Effective Date, in accordance with the Plan,all common units under the NCM LLC’s Third Amended and Restated Limited Liability Company