v3.25.4

Long-term Debt | 12 Months Ended
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Dec. 31, 2025
Debt Disclosure [Abstract] |
Long-term Debt | Long-term Debt The Company's long-term debt consists of:
(In thousands) | December 31, 2025 |  | December 31, 2024
Senior Secured Credit Facility: (a) |  |  |
Term Loan A Facility | $ | 82,795 |  |  | $ | 365,625 |
Senior Notes: |  |  |
10.25% Senior Secured Notes due January 2029 | 875,000 |  |  | 875,000 |
4.25% Senior Notes due February 2029 | 276,706 |  |  | 985,010 |
4.25% Convertible Senior Notes due February 2029 | 143,750 |  |  | 143,750 |
10.50% Senior Secured Notes due July 2032 | 400,000 |  |  | — |
Total long-term debt | 1,778,251 |  |  | 2,369,385 |
Unamortized discount | (18,883) |  |  | (25,014) |
Unamortized deferred financing costs | (7,075) |  |  | (8,152) |
Long-term debt, net | 1,752,293 |  |  | 2,336,219 |
Current portion of long-term debt | 11,068 |  |  | 7,500 |
Noncurrent portion of long-term debt | $ | 1,741,225 |  |  | $ | 2,328,719 |
(a) Represents the aggregate principal amount of the debt, with maturities of the Term Loan A Facility of $82.8 million due April 2028. The Company also had commitments under its undrawn $175.0 million Revolving Credit Facility. Total undrawn revolver commitments are available to be drawn for general corporate purposes of the Company. Senior Secured Credit Facility Amendment No. 1 - 2021 In February 2021, AMC Networks entered into Amendment No. 1 (“Amendment No. 1”) to the Second Amended and Restated Credit Agreement, dated as of July 28, 2017 (as amended, the "Credit Agreement"), among AMC Networks and its subsidiary, AMC Network Entertainment LLC ("AMC Network Entertainment"), as the initial borrowers (the "Initial Borrowers"), certain of AMC Networks' subsidiaries, as restricted subsidiaries, JPMorgan Chase Bank, N.A., as Administrative Agent, Collateral Agent and L/C Issuer, Bank of America, as an L/C Issuer, and the lenders party thereto. Amendment No. 1 extended the maturity dates of the $675 million Term Loan A Facility and $500 million Revolving Credit Facility (each as defined below) under the Credit Agreement to February 8, 2026, and made certain other amendments to the covenants and other provisions of the Credit Agreement. Amendment No. 2 - 2023 In April 2023, AMC Networks entered into Amendment No. 2 ("Amendment No. 2") to the Credit Agreement. Amendment No. 2 (i) reduced the aggregate principal amount of the revolving loan commitments under the Credit Agreement (the "Revolving Credit Facility") from $500 million to $400 million, (ii) replaced the interest rate based on London Interbank Offered Rate with an interest rate based on the Secured Overnight Financing Rate ("SOFR"), (iii) increased the Company's ability to incur additional debt in the future to provide additional flexibility for future financings, including increasing the amount of the incremental debt basket to the greater of $1.2 billion and the amount that would not cause the senior secured leverage ratio to exceed 3.00 to 1.00 on a pro forma basis and (iv) made certain other modifications to the Credit Agreement. In connection with the modification of the revolving loan commitments, the Company recorded $0.6 million to write-off a portion of the unamortized deferred financing costs, which is included in interest expense within the consolidated statements of income (loss) for the year ended December 31, 2023. Amendment No. 3 - 2024 On April 9, 2024, AMC Networks entered into Amendment No. 3 ("Amendment No. 3") to the Credit Agreement. In connection with Amendment No. 3, AMC Networks made a $165.6 million partial prepayment of the Term Loan A facility under the Credit Agreement (the “Term Loan A Facility”), bringing the total principal amount outstanding under the Term Loan A Facility to $425 million, and reduced the Revolving Credit Facility to $175 million. In addition, pursuant to Amendment No. 3, the maturity date of $325 million principal amount of loans under the Term Loan A Facility as well as all of the commitments under the Revolving Credit Facility was extended to April 9, 2028 (referred to as "Term Loan A (Extended)"). The maturity date of the remaining $100 million principal amount of loans under the Term Loan A Facility continues to be February 8, 2026 (referred to as "Term Loan A (Non-Extended)"). Amendment No. 3 also includes certain other modifications to covenants and other provisions of the Credit Agreement. In connection with the $165.6 million partial prepayment of the Term Loan A Facility and the modification of the revolving loan commitments, the Company recorded a charge of $1.3 million to write off a portion of the unamortized discount and deferred financing costs associated with the Credit Agreement, which is included in Gain (loss) on extinguishment of debt, net within the consolidated statements of income (loss). Amendment No. 4 - 2024 On September 26, 2024, the Company entered into Amendment No. 4 to the Credit Agreement, pursuant to which certain modifications were made to the schedules listing the Company’s restricted and unrestricted subsidiaries to reflect recent changes to the Company’s corporate structure. Amendment No. 5 - 2025 On October 29, 2025, the Company entered into Amendment No. 5 (“Amendment No. 5”) to the Credit Agreement. The Company continues to maintain $175.0 million of commitments under the Revolving Credit Facility. Pursuant to Amendment No. 5, the maturity date of $111.8 million of such commitments was extended to the earlier of (i) October 29, 2030 and (ii) the date that is 90 days prior to the maturity date of any capital markets indebtedness of AMC Networks Inc. with an aggregate outstanding principal amount exceeding $50.0 million. The remaining $63.2 million of commitments under the Revolving Credit Facility retained their existing maturity date of April 9, 2028. Additionally, the Company repurchased and permanently retired term loans held by certain lenders that consented to the maturity extension noted above, in an aggregate principal amount equal to $165.7 million, at a price equal to the principal amount thereof plus accrued and unpaid interest. The remaining $85.6 million principal amount, $2.8 million of which was subsequently repaid during the fourth quarter of 2025 in accordance with the revised contractual payment schedule, retained their existing maturity date of April 9, 2028. In connection with the $165.7 million partial prepayment of the Term Loan A Facility and the modification of the revolving loan commitments, the Company recorded a charge of $1.3 million to write off a portion of the unamortized discount and deferred financing costs associated with the Credit Agreement, which is included in Gain (loss) on extinguishment of debt, net within the consolidated statements of income (loss). Amendment No. 5 also includes certain other modifications to covenants and other provisions of the Credit Agreement, including a reduction in the minimum interest coverage ratio from 2.00:1.00 to 1.50:1.00, with a step-up to 1.75:1.00 for fiscal quarters ending on or after December 31, 2028. During the year ended December 31, 2025, and prior to the execution of Amendment No. 5, the Company voluntarily prepaid the remaining $90.0 million of borrowings under the Term Loan A Facility consisting of the non-extended portion originally due in February 2026, $20.0 million of which was paid in May 2025 and the remaining $70.0 million of which was paid in July 2025. In connection with the voluntary prepayments, the Company recorded a charge of $0.4 million to write-off a portion of the unamortized discount and deferred financing costs associated with the Term Loan A Facility consisting of the non-extended portion originally due in February 2026, which is included in Gain (loss) on extinguishment of debt, net in the consolidated statements of income (loss). Additionally, during the year ended December 31, 2025, the Company continued to make quarterly payments of the principal amount in accordance with the contractual payment schedule totaling $27.1 million. Borrowings for the amounts due April 2028 bear interest at (a) a base rate plus an additional rate ranging from 1.75% to 2.50% per annum (determined based on a cash flow ratio) (the "Base Rate"), or (b) a SOFR rate plus an additional rate ranging from 2.75% to 3.50% per annum (determined based on a cash flow ratio) (the "SOFR Rate"). The Credit Agreement requires the Initial Borrowers to pay a commitment fee of between 0.25% and 0.375% (determined based on a cash flow ratio) in respect of the average daily unused commitments under the Revolving Credit Facility. The Initial Borrowers also are required to pay customary letter of credit fees, as well as fronting fees, to banks that issue letters of credit pursuant to the Credit Agreement. All obligations under the Credit Agreement are guaranteed by certain of the Initial Borrowers' existing and future domestic restricted subsidiaries in accordance with the Credit Agreement. All obligations under the Credit Agreement, including the guarantees of those obligations, are secured by certain assets of the Initial Borrowers and certain of their subsidiaries (collectively, the "Loan Parties"). The Credit Agreement contains certain affirmative and negative covenants applicable to AMC Networks and its restricted subsidiaries. These include restrictions on AMC Networks and its restricted subsidiaries' ability to incur indebtedness, make investments, place liens on assets, dispose of assets, enter into certain affiliate transactions and make certain restricted payments, including restrictions on AMC Networks' ability to pay dividends on and to repurchase its common stock. The Credit Agreement also requires AMC Networks and its restricted subsidiaries, on a consolidated basis to comply with the following financial covenants: (i) a maximum ratio of Net Debt to Annual Adjusted Operating Income (each defined in the Credit Agreement) ("Net Leverage Ratio") of 5.25:1.00 from January 1, 2021 through December 31, 2021 and decreasing to 5.00:1.00 on and after January 1, 2022 to but excluding the Amendment No. 3 effective date. From the Amendment No.3 effective date through March 31, 2026, the maximum Net Leverage Ratio is 5.75:1.00, decreasing thereafter to 5.50:1.00, subject to increase (not to exceed 6.00:1.00) if AMC Networks consummates any leveraging acquisition; and (ii) a minimum ratio of Annual Adjusted Operating Income to Annual Total Interest Expense (each defined in the Credit Agreement) ("Interest Coverage Ratio") of 2.50:1.00 through the quarter ending June 30, 2024, 2.00:1.00 for each quarter ending September 30, 2024 through September 30, 2025, and beginning with the Amendment No. 5 effective date, 1.50:1.00 for each quarter ending December 31, 2025 through September 30, 2028, with a step-up to 1.75:1.00 for fiscal quarters ending on or after December 31, 2028. AMC Networks was in compliance with all of its financial covenants under the Credit Facility as of December 31, 2025 and 2024. The Revolving Credit Facility was not drawn upon at December 31, 2025 or December 31, 2024. The total undrawn revolver commitment is available to be drawn for our general corporate purposes. 10.50% Senior Secured Notes due 2032 On July 3, 2025, AMC Networks completed an offering of $400.0 million aggregate principal amount of its 10.500% Senior Secured Notes due 2032 (the “2032 Secured Notes”). AMC Networks received net proceeds of $394.5 million, after deducting initial purchaser discounts. The 2032 Secured Notes are guaranteed by AMC Network Entertainment and AMC Networks' subsidiaries that guarantee the Credit Agreement (the "Guarantors"). The 2032 Secured Notes were issued pursuant to an Indenture, dated as of July 3, 2025 (the “2032 Secured Notes Indenture”), among AMC Networks, the Guarantors and U.S. Bank Trust Company, National Association, as Trustee. The 2032 Secured Notes accrue interest at a rate of 10.500% per annum and mature on July 15, 2032. Interest is payable semiannually on January 15 and July 15 of each year, commencing on January 15, 2026. The 2032 Secured Notes are AMC Networks’ general senior secured obligations, secured on a first-priority basis by substantially all of AMC Networks’ and the Guarantors’ assets and property (the “Collateral”), subject to certain liens permitted under the 2032 Secured Notes Indenture, and will rank equally with all of AMC Networks’ existing and future senior indebtedness, senior in right of payment to AMC Networks’ future subordinated indebtedness and effectively senior to any of AMC Networks’ existing and future unsecured indebtedness or indebtedness that is secured by a lien ranking junior to the lien securing the 2032 Secured Notes, in each case, to the extent of the value of the Collateral. On or after July 15, 2028, AMC Networks may redeem the 2032 Secured Notes, at its option, in whole or in part, at any time and from time to time, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest thereon, to the applicable redemption date, if redeemed during the twelve month period beginning on July 15 of the years indicated below:
Year |  | Percentage
2028 |  | 105.250%
2029 |  | 102.625%
2030 and thereafter |  | 100.000%
In addition to the optional redemption of the 2032 Secured Notes described above, at any time prior to July 15, 2028, AMC Networks may redeem up to 40% of the aggregate principal amount of the 2032 Secured Notes at a redemption price equal to 110.500% of the principal amount thereof, plus accrued and unpaid interest and additional interest, if any, using the net proceeds of certain equity offerings. At any time prior to July 15, 2028, AMC Networks may also redeem up to 10% of the aggregate principal amount of the 2032 Secured Notes during any twelve month period at a redemption price equal to 103.000% of the aggregate principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the redemption date. Finally, at any time prior to July 15, 2028, AMC Networks may redeem the 2032 Secured Notes, at its option in whole or in part, at any time and from time to time, at a redemption price equal to 100% of the principal amount thereof to be redeemed plus the “Applicable Premium” calculated as described in the 2032 Secured Notes Indenture at the Treasury rate + 50 basis points, and accrued and unpaid interest thereon, if any, to, but excluding, the redemption date. 10.25% Senior Secured Notes due 2029 On April 9, 2024, AMC Networks issued $875 million aggregate principal amount of 10.25% Senior Secured Notes due 2029 (the “Secured Notes”). AMC Networks received net proceeds of $863 million, after deducting initial purchasers' discounts. The Secured Notes are guaranteed by AMC Network Entertainment and AMC Networks' subsidiaries that guarantee the Credit Agreement. The Secured Notes were issued pursuant to an indenture, dated as of April 9, 2024 (the “Secured Notes Indenture”), among AMC Networks, the Guarantors and U.S. Bank Trust Company, National Association, as Trustee. The Secured Notes accrue interest at a rate of 10.25% per annum and mature on January 15, 2029. Interest is payable semiannually on January 15 and July 15 of each year, commencing on July 15, 2024. The Secured Notes are AMC Networks’ general senior secured obligations, secured on a first-priority basis by substantially all of AMC Networks’ and the Guarantors’ assets and property, subject to certain liens permitted under the Secured Notes Indenture, and rank equally with all of AMC Networks’ existing and future senior indebtedness, senior in right of payment to AMC Networks’ future subordinated indebtedness and effectively senior to any of AMC Networks’ existing and future unsecured indebtedness or indebtedness that is secured by a lien ranking junior to the lien securing the Secured Notes, in each case, to the extent of the value of the collateral. On or after January 15, 2026, AMC Networks may redeem the Secured Notes, at its option, in whole or in part, at any time and from time to time, at the redemption prices (expressed as percentages of principal amount) set forth below, plus accrued and unpaid interest thereon, to the applicable redemption date, if redeemed during the twelve month period beginning on January 15 of the years indicated below:
Year |  | Percentage
2026 |  | 105.125%
2027 |  | 102.563%
2028 and thereafter |  | 100.000%
In addition to the optional redemption of the Secured Notes described above, at any time prior to January 15, 2026, AMC Networks may redeem up to 40% of the aggregate principal amount of the Secured Notes at a redemption price equal to 110.250% of the principal amount thereof, plus accrued and unpaid interest and additional interest, if any, using the net proceeds of certain equity offerings. At any time prior to January 15, 2026, AMC Networks may also redeem up to 10% of the aggregate principal amount of the Secured Notes during any twelve month period at a redemption price equal to 103.000% of the aggregate principal amount thereof, plus accrued and unpaid interest thereon to, but excluding, the redemption date. Finally, at any time prior to January 15, 2026, AMC Networks may redeem the Secured Notes, at its option in whole or in part, at any time, at a redemption price equal to 100% of the principal amount thereof to be redeemed plus the “Applicable Premium” calculated as described in the Secured Notes Indenture at the Treasury rate + 50 basis points, and accrued and unpaid interest thereon, if any, to, but excluding, the redemption date. Senior Notes General terms The senior notes are guaranteed on a senior unsecured basis by the guarantors, in accordance with the related indenture. The guarantees are full and unconditional and joint and several. The indentures governing each of the senior notes contain certain affirmative and negative covenants applicable to AMC Networks and its restricted subsidiaries including restrictions on their ability to incur additional indebtedness, consummate certain assets sales, make investments in entities that are not restricted subsidiaries, create liens on their assets, enter into certain affiliate transactions and make certain restricted payments, including restrictions on AMC Networks' ability to pay dividends on, or repurchase, its common stock. 4.25% Convertible Senior Notes due 2029 On June 21, 2024, the Company completed a private unregistered offering of $143.8 million aggregate principal amount of its Convertible Notes, which amount includes the full exercise of the initial purchasers’ option to purchase additional Convertible Notes. The Company received net proceeds of $139.4 million, after deducting initial purchasers' discounts. The Convertible Notes are guaranteed by each of the Company’s existing and future domestic subsidiaries that guarantee the Company’s credit facilities and the Company’s 4.25% Senior Notes due 2029 and the Secured Notes (the “Guarantors”), subject to certain exceptions, on a senior, unsecured basis. The Convertible Notes were issued pursuant to an indenture, dated as of June 21, 2024 (the “Convertible Notes Indenture”), among the Company, the Guarantors and U.S. Bank Trust Company, National Association, as trustee (“Trustee”). The Convertible Notes bear interest at a rate of 4.25% per year, payable semi-annually in arrears on February 15 and August 15 of each year, beginning on February 15, 2025. The Convertible Notes will mature on February 15, 2029, unless earlier redeemed, repurchased or converted. Subject to the terms of the Convertible Notes Indenture, the Convertible Notes may be converted at an initial conversion rate of 78.5083 shares of Class A common stock, par value $0.01 per share, of the Company (“Class A Common Stock”) per $1,000 principal amount of Convertible Notes (equivalent to an initial conversion price of approximately $12.74 per share of Class A Common Stock). Upon conversion of the Convertible Notes, the Company will pay or deliver, as the case may be, cash, shares of Class A Common Stock or a combination of cash and shares of Class A Common Stock, at the Company’s election, as described in the Convertible Notes Indenture. Holders of the Convertible Notes may convert their Convertible Notes at their option at any time on or after November 15, 2028 until the close of business on the second scheduled trading day immediately preceding the maturity date. Holders of the Convertible Notes will also have the right to convert the Convertible Notes prior to November 15, 2028, but only upon the occurrence of specified events described in the Convertible Notes Indenture. The conversion rate is subject to antidilution adjustments if certain events occur. Prior to August 20, 2027, the Convertible Notes will not be redeemable. On or after August 20, 2027, the Company may redeem for cash all or part of the Convertible Notes (subject to certain exceptions), at its option, if the last reported sale price of the Class A Common Stock has been at least 130% of the conversion price then in effect for at least 20 trading days (whether or not consecutive) during any period of 30 consecutive trading days (including the last trading day of such period) ending on, and including, the trading day immediately preceding the date on which the Company provides notice of redemption at a redemption price equal to 100% of the principal amount of the Convertible Notes to be redeemed, plus accrued and unpaid interest to, but not including, the redemption date. No sinking fund is provided for the Convertible Notes. If certain corporate events (each defined in the Convertible Notes Indenture as a “Make-Whole Fundamental Change”) occur prior to the maturity date of the Convertible Notes, and a holder elects to convert its Convertible Notes in connection with such corporate event, the Company will, under certain circumstances, increase the conversion rate for the Convertible Notes so surrendered for conversion by a number of additional shares of Class A Common Stock as specified in the Convertible Notes Indenture. No adjustment to the conversion rate will be made if the price paid or deemed to be paid per share of Class A Common Stock in such corporate event is either less than $10.19 per share or exceeds $130.00 per share. If a specified “Fundamental Change” (as defined in the Convertible Notes Indenture) occurs prior to the maturity date of the Convertible Notes, under certain circumstances each holder may require the Company to repurchase all or part of its Convertible Notes at a repurchase price equal to 100% of the principal amount, plus accrued and unpaid interest to, but not including, the repurchase date. Under the Convertible Notes Indenture, the Convertible Notes may be accelerated upon the occurrence of certain events of default. In the case of an event of default with respect to the Convertible Notes arising from specified events of bankruptcy or insolvency of the Company or the Company’s Significant Subsidiaries (as defined in the Convertible Notes Indenture), 100% of the principal of and accrued and unpaid interest on the Convertible Notes will automatically become due and payable. If any other event of default with respect to the Convertible Notes under the Convertible Notes Indenture occurs or is continuing, the Trustee or holders of at least 25% in aggregate principal amount of the then outstanding Convertible Notes may declare the principal amount of and accrued and unpaid interest, if any, on the Convertible Notes to be immediately due and payable. 4.25% Senior Notes due 2029 On February 8, 2021, AMC Networks issued and certain of AMC Networks’ subsidiaries (hereinafter, the “Guarantors”) guaranteed $1.0 billion aggregate principal amount of 4.25% senior notes due February 15, 2029 (the “Senior Notes”) in a registered public offering and received net proceeds of $982.3 million, after deducting underwriting discounts and commissions and expenses. The Company used such proceeds to redeem (i) the remaining $400 million principal amount of the Company’s 4.75% senior notes due 2022 and (ii) $600 million principal amount of the Company’s 5.00% senior notes due 2024 on February 26, 2021 (the "Redemption Date"). The 4.75% senior notes due 2022 were redeemed at a redemption price of 100.000% of the principal amount of such notes and the 5.00% senior notes due 2024 were redeemed at a redemption price of 102.500% of the principal amount of such notes, in each case, plus accrued and unpaid interest to, but excluding, the Redemption Date. The Senior Notes may be redeemed, at AMC Networks' option, in whole or in part, at any time on or after February 15, 2024, at a redemption price equal to 102.125% of the principal amount thereof (plus accrued and unpaid interest thereon, if any, to the date of such redemption), declining annually to 100% of the principal amount thereof (plus accrued and unpaid interest thereon, if any, to the date of such redemption) beginning on February 15, 2026. In June 2024, the Company repurchased $15.0 million of its outstanding Senior Notes through open market repurchases, at a discount of $4.9 million, and retired the repurchased notes. The Company recorded a $4.7 million gain which reflects the discount, net of $0.2 million to write off a portion of the unamortized discount and deferred financing costs associated with the notes. The $4.7 million gain is included in Gain (loss) on extinguishment of debt, net within the consolidated statements of income (loss). Utilizing proceeds from the July 3, 2025 offering of 2032 Secured Notes described above and cash-on-hand, the Company completed a cash tender offer on July 17, 2025 to purchase $600.0 million of its Senior Notes at a discount of $111.0 million, and retired the notes tendered. The Company recorded a $105.8 million gain which reflects the discount, net of $5.2 million to write-off a portion of the unamortized discount and deferred financing costs associated with the Senior Notes, as well as $1.7 million in additional expenses associated with the tender offer, both of which are included in Gain (loss) on extinguishment of debt, net in the consolidated statements of income (loss). Additionally, during 2025, the Company repurchased $108.3 million principal amount of its Senior Notes through open market repurchases, at discounts of $28.2 million and retired the repurchased Senior Notes. The Company recorded gains of $27.2 million, which reflects the discounts, net of $1.0 million to write off a portion of the unamortized discount and deferred financing costs associated with the Senior Notes, and is included in Gain (loss) on extinguishment of debt, net in the consolidated statements of income (loss). Summary of Debt Maturities Total amounts payable by the Company under its various debt obligations outstanding as of December 31, 2025 are as follows:
(In thousands) |
Years Ending December 31, |
2026 | $ | 11,068 |
2027 | 11,068 |
2028 | 60,659 |
2029 | 1,295,456 |
2030 | — |
Thereafter | 400,000 |
| $ | 1,778,251 |

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- Definition The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Topic 815 -SubTopic 10 -Name Accounting Standards Codification -Section 50 -Paragraph 8A -Publisher FASB -URI https://asc.fasb.org/1943274/2147480434/815-10-50-8A Reference 2: http://www.xbrl.org/2003/role/disclosureRef 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