CONDENSED FINANCIAL INFORMATION OF REGISTRANT

12 Months Ended

Dec. 31, 2021

Condensed Financial Information Disclosure [Abstract]

CONDENSED FINANCIAL INFORMATION OF REGISTRANT

SCHEDULE 1 - CONDENSED FINANCIAL INFORMATION OF REGISTRANT

CINEMARK HOLDINGS, INC.

PARENT COMPANY BALANCE SHEETS

(in thousands, except share data)

	December 31,			December 31,
	2020			2021
Assets
Cash and cash equivalents	$	394,800		$	264,663
Prepaid assets and other		8			7
Investment in subsidiaries		773,999			524,598
Total assets	$	1,168,807		$	789,268
Liabilities and equity
Liabilities
Accrued other current liabilities, including accounts payable to subsidiaries	$	38,338		$	43,951
Long-term debt		352,206			447,558
Other long-term liabilities		(9,710	)		(25,145	)
Total liabilities		380,834			466,364
Commitments and contingencies (see Note 6)
Equity
Common stock, $0.001 par value: 300,000,000 shares authorized, 123,627,080 shares issued and 118,576,099 shares outstanding at December 31, 2020 and 125,100,993 shares issued and 119,750,882 shares outstanding at December 31, 2021		124			125
Additional paid-in-capital		1,245,569			1,197,801
Treasury stock, 5,050,981 and 5,350,111 shares, at cost, at December 31, 2020 and December 31, 2021, respectively		(87,004	)		(91,106	)
Retained earnings		27,937			(389,402	)
Accumulated other comprehensive loss		(398,653	)		(394,514	)
Total equity		787,973			322,904
Total liabilities and equity	$	1,168,807		$	789,268

The accompanying notes are an integral part of the condensed financial information of the registrant.

CINEMARK HOLDINGS, INC.

PARENT COMPANY STATEMENTS OF INCOME (LOSS)

(in thousands)

	Year Ended December 31,
	2019			2020			2021
Revenues	$	—		$	—		$	—
Cost of operations		2,556			2,236			2,586
Operating loss		(2,556	)		(2,236	)		(2,586	)
Interest expense		—			(14,220	)		(24,133	)
Other income		20			56			80
Loss before income taxes and equity in income of subsidiaries		(2,536	)		(16,400	)		(26,639	)
Income taxes		609			5,740			5,743
Equity in income (loss) of subsidiaries, net of taxes		193,313			(606,168	)		(401,887	)
Net income (loss)	$	191,386		$	(616,828	)	$	(422,783	)

The accompanying notes are an integral part of the condensed financial information of the registrant.

CINEMARK HOLDINGS, INC.

PARENT COMPANY STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(in thousands)

	Year Ended December 31,
	2019			2020			2021
Net income (loss)	$	191,386		$	(616,828	)	$	(422,783	)
Other comprehensive income (loss), net of tax
Unrealized gain (loss) due to fair value adjustments on interest rate swap agreements, net of taxes of $2,692, $3,532 and $(741), net of settlements		(8,210	)		(14,320	)		18,481
Other comprehensive income (loss) in equity method investments		(142	)		-			—
Foreign currency translation adjustments		(12,753	)		(47,592	)		(18,837	)
Total other comprehensive loss, net of tax		(21,105	)		(61,912	)		(356	)
Comprehensive income (loss) attributable to Cinemark Holdings, Inc.	$	170,281		$	(678,740	)	$	(423,139	)

The accompanying notes are an integral part of the condensed financial information of the registrant.

CINEMARK HOLDINGS, INC.

PARENT COMPANY STATEMENTS OF CASH FLOWS

(in thousands)

	Year Ended December 31,
	2019			2020			2021
Operating Activities
Net income (loss)	$	191,386		$	(616,828	)	$	(422,783	)
Adjustments to reconcile net income (loss) to cash provided by operating activities:
Share based awards compensation expense		920			919			922
Amortization of debt issuance costs		—			973			3,432
Equity in (income) loss of subsidiaries		(193,313	)		606,168			401,887
Changes in other assets and liabilities		4,237			19,011			10,507
Net cash provided by (used for) operating activities		3,230			10,243			(6,035	)
Investing Activities
Dividends received from subsidiaries		158,450			42,000			—
Contributions to subsidiaries		—			—			(120,000	)
Net cash provided by (used for) investing activities		158,450			42,000			(120,000	)
Financing Activities
Dividends paid to stockholders		(159,281	)		(42,311	)		—
Proceeds from convertible notes issued		—			460,000			—
Payment of debt issuance costs		—			(17,122	)		—
Purchase of convertible note hedges		—			(142,094	)		—
Proceeds from warrants issued		—			89,424			—
Payroll taxes paid as a result of noncash stock option exercises		(2,308	)		(5,437	)		(4,102	)
Net cash provided by (used for) financing activities		(161,589	)		342,460			(4,102	)
Increase (decrease) in cash and cash equivalents		91			394,703			(130,137	)
Cash and cash equivalents:
Beginning of period		6			97			394,800
End of period	$	97		$	394,800		$	264,663

The accompanying notes are an integral part of the condensed financial information of the registrant.

1.BASIS OF PRESENTATION

Cinemark Holdings, Inc. conducts substantially all of its operations through its subsidiaries. These statements should be read in conjunction with the Company’s consolidated financial statements and notes included elsewhere in this annual report on Form 10-K. There are significant restrictions over Cinemark Holdings, Inc.’s ability to obtain funds from its subsidiaries through dividends, loans or advances as contained in Cinemark USA, Inc.’s senior secured credit facility and the indentures to each of the 5.250% Senior Notes, the 5.875% Senior Notes and the 8.750% Secured Notes (collectively referred to herein as the “Notes”). These condensed parent company financial statements have been prepared in accordance with Rule 12-04, Schedule I of Regulation S-X, as the restricted net assets of Cinemark Holdings, Inc.’s subsidiaries under each of the debt agreements previously noted exceeds 25 percent of the consolidated net assets of Cinemark Holdings, Inc. As of December 31, 2021, the restricted net assets totaled approximately $478,640 and $354,888 under the senior secured credit facility and the Notes, respectively. See Note 13 to the Company’s consolidated financial statements included elsewhere in this annual report on Form 10-K.

2.DIVIDEND PAYMENTS

Below is a summary of dividends declared for the fiscal periods indicated.

			Amount per Share of		Total
Declaration Date	Record Date	Payable Date	Common Stock		Dividends (1)
2/23/2019	3/8/2019	3/22/2019	$	0.34	$	39,905
5/24/2019	6/10/2019	6/24/2019	$	0.34		40,012
8/16/2019	9/4/2019	9/18/2019	$	0.34		40,020
11/22/2019	12/4/2019	12/18/2019	$	0.34		40,014
Total for year ended December 31, 2019			$	1.36	$	159,951
2/21/2020	3/6/2020	3/20/2020	$	0.36	$	42,567
Total for year ended December 31, 2020			$	0.36	$	42,567

(1)Of the dividends recorded during 2019 and 2020, $670 and $256, respectively, were related to outstanding restricted stock units and are not paid until such units vest.

3.DIVIDENDS AND DISTRIBUTIONS WITH SUBSIDIARIES

During the years ended December 31, 2019 and 2020, Cinemark Holdings, Inc. received cash dividends of $158,450 and $42,000, respectively, from its subsidiary, Cinemark USA, Inc. During the year ended December 31, 2021, Cinemark Holdings, Inc. paid a distribution of $120,000 to its subsidiary, Cinemark USA, Inc.

4.LONG-TERM DEBT

On August 21, 2020, Cinemark Holdings, Inc. issued $460,000 aggregate principal amount of 4.500% Convertible Senior Notes, which will mature on August 15, 2025. Additionally, certain of Cinemark Holdings, Inc.’s subsidiaries have direct outstanding debt obligations. For a discussion of the debt obligations of Cinemark Holdings, Inc.’ and its subsidiaries, see Note 13 to the Company’s consolidated financial statements included elsewhere in this annual report on Form 10-K.

5.CAPITAL STOCK

Cinemark Holdings, Inc.’s capital stock along with its long-term incentive plan and related activity are discussed in Note 17 of the Company’s consolidated financial statements included elsewhere in this annual report on Form 10-K.

6.COMMITMENTS AND CONTINGENCIES

Cinemark Holdings, Inc. has no direct commitments and contingencies, but its subsidiaries do. See Note 20 of the Company’s consolidated financial statements included elsewhere in this annual report on Form 10-K