LEAWOOD,
Kan., May 8, 2023 /PRNewswire/ --
IN THE COURT OF CHANCERY OF THE STATE
OF DELAWARE
In re AMC Entertainment Holdings, Inc. Stockholder
Litigation, Consolidated C.A. No. 2023-0215-MTZ
TO: All holders of AMC Entertainment Holdings, Inc.
("AMC") Class A common stock (NYSE: "AMC") ("Common Stock") between
August 3, 2022, through and including
the record time, expected to be set as of the close of business in
accordance with any New York Stock Exchange and/or Depository Trust
Company requirements or policies, on the business day prior to the
full conversion of all outstanding AMC Preferred Equity Unit (NYSE:
"APE") into shares of Common Stock on which the 1-for-10 reverse
stock split of AMC equity is effective (the "Class Period"),
whether beneficial or of record, including the legal
representatives, heirs, successors-in-interest, transferees, and
assignees of all such foregoing holders, but excluding Defendants
(defined below) (the "Settlement Class").
Any capitalized terms used in this Summary Notice that are not
otherwise defined in this Summary Notice shall have the meanings
given to them in the Stipulation and Agreement of Compromise,
Settlement, and Release dated April 27,
2023 (the "Stipulation"), which is available at the
"Investor Relations" section of AMC's website,
investor.amctheatres.com/newsroom/default.aspx, and Lead Counsel's
websites, blbglaw.com, gelaw.com and fksfirm.com.
PLEASE READ THIS SUMMARY NOTICE CAREFULLY. YOUR RIGHTS
WILL BE AFFECTED BY A CLASS ACTION LAWSUIT PENDING IN THIS COURT,
AND YOU MAY BE ENTITLED TO RECEIVE A PAYMENT FROM THE
SETTLEMENT.
YOU ARE HEREBY NOTIFIED, pursuant to an Order of the Court of
Chancery of the State of
Delaware (the "Court"), that the above-captioned stockholder
class action (the "Action") has been preliminarily certified as a
class action on behalf of the Settlement Class defined
above.
YOU ARE ALSO NOTIFIED that Lead Plaintiffs Allegheny County
Employees' Retirement System, Usbaldo
Munoz, and Anthony Franchi
(collectively, "Plaintiffs"), individually and on behalf of the
Settlement Class, and Defendants Adam M.
Aron, Denise Clark,
Howard W. Koch, Jr., Philip Lader, Gary F.
Locke, Kathleen M. Pawlus,
Keri Putnam, Anthony J. Saich, Adam
J. Sussman, Lee Wittlinger,
and AMC (collectively, "Defendants") have reached a proposed
settlement consisting of a payment to the record holders of Common
Stock as of the Settlement Class Time of one share of Common Stock
for every 7.5 shares of Common Stock owned by such record holders
as of the Settlement Class Time (after giving effect to the Reverse
Stock Split) (the "Settlement Payment"), as set forth in the
Stipulation (the "Settlement"). No fractional shares of
Common Stock will be issued as part of the Settlement
Payment. Record holders of Common Stock who would otherwise
be entitled to receive a fractional share of the Settlement Payment
will receive a cash payment in lieu thereof in the same manner as
will be provided in connection with the Reverse Stock Split.
The Settlement, if approved, will resolve all claims in the
Action.
A hearing (the "Settlement Hearing") will be held before Vice
Chancellor Morgan T. Zurn on
June 29-30, 2023, at the Leonard
L. Williams Justice Center, 500 N. King
Street, Wilmington,
Delaware, to, among other things:
(i) determine whether the proposed Settlement is fair,
reasonable, and adequate to the Settlement Class;
(ii) determine whether a Judgment, substantially in the form
attached as Exhibit D to the Stipulation, should be entered
dismissing the Action with prejudice as against Defendants and
lifting the Status Quo Order; (iii) determine whether the
application by Lead Counsel for an award of attorneys' fees and
expenses and incentive awards should be approved; (iv) hear and
rule on any objections to the proposed Settlement, Lead Counsel's
application for an award of attorneys' fees and expenses, and/or
Lead Counsel's application for incentive awards to Plaintiffs; and
(v) consider any other matters that may properly be brought before
the Court in connection with the proposed Settlement.
The date and time of the Settlement Hearing may change.
Such changes may occur without written notice to Settlement Class
Members. If such a change occurs, the Parties will do their
best to alert the Settlement Class Members of the change, but you
are encouraged to monitor the Court's docket, the "Investor
Relations" section of AMC's website,
investor.amctheatres.com/newsroom/default.aspx, and Lead Counsel's
websites, blbglaw.com, gelaw.com and fksfirm.com. You may
also confirm the date and time of the Settlement Hearing by
contacting Lead Counsel as indicated below.
Any Settlement Member may object to or support the Settlement,
Lead Counsel's application for an award of attorneys' fees and
expenses, and/or Lead Counsel's application for incentive awards to
Plaintiffs. In so doing, however, any Objector or Supporter
must, on or before May 31,
2023, follow the instructions set forth in the
Notice.
Please do not contact the Court or the Office of the Register
in Chancery regarding this Summary Notice. All questions
about this Summary Notice or proposed Settlement should be directed
to Lead Counsel:
By electronic mail to:
AMCSettlementObjections@blbglaw.com
By mail to:
AMC Investor Submissions
c/o John Mills, Esq.
Bernstein Litowitz Berger & Grossmann LLP
1251 Avenue of the Americas
New York, NY 10020
BY ORDER OF THE COURT OF CHANCERY OF THE STATE OF DELAWARE
Dated: May 8, 2023
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SOURCE AMC Entertainment Holdings, Inc.