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Screenvision Transaction
9 Months Ended
Sep. 30, 2011
Screenvision Transaction 
Screenvision Transaction

NOTE 9—SCREENVISION TRANSACTION

On October 14, 2010, the Company finalized the modification of its long-term exhibition agreement (the "Modified Exhibition Agreement") with Technicolor Cinema Advertising, LLC ("Screenvision"), the Company's exclusive provider of on-screen advertising services. The Modified Exhibition Agreement extends the Company's exhibition agreement with Screenvision, which was set to expire on July 1, 2012, for an additional 30 year term through July 1, 2042 ("Expiration Date").

In connection with the Modified Exhibition Agreement, the Company received a cash payment of $30,000 from Screenvision in January 2011 and, on October 14, 2010, the Company received membership units representing approximately 20% of the issued and outstanding membership units of SV Holdco, LLC ("SV Holdco"), a holding company of the Screenvision business. The units are structured as a "profits interest" and entitle the Company to receive certain pro rata distributions (such as dividends or distributions upon a liquidation of SV Holdco). The Company will also receive additional units ("bonus units"), all of which will be subject to forfeiture, or may forfeit some of its initial units, based upon changes in the Company's future theatre and screen count. Bonus units and those initial units subject to forfeiture will each become non-forfeitable on the Expiration Date, or upon the earlier occurrence of certain events, including (1) a change of control or liquidation of SV Holdco or (2) the consummation of an initial public offering of securities of SV Holdco. As a result, bonus units and forfeitable units will not be reflected in the Company's consolidated financial statements until such units become non-forfeitable. The non-forfeitable ownership interest in SV Holdco was recorded at an estimated fair value of $6,555 using the Black Scholes Model. The Company has applied the equity method of accounting for the non-forfeitable units and began recording the related percentage of the earnings or losses of SV Holdco in its consolidated statement of operations since October 14, 2010.

In September 2011, the Company made a capital contribution of $718 to SV Holdco. The capital contribution was made to retain the Company's current ownership interest following an acquisition by Screenvision and additional capital contributions by other owners of SV Holdco. As of September 30, 2011, the carrying value of the Company's ownership interest in Screenvision is $7,205 and is included in Investments in Unconsolidated Affiliates in the consolidated balance sheets.

Both the cash and non-forfeitable unit consideration ($36,555 in the aggregate) has been deferred and will be recognized as concessions and other revenue on a straight line basis over the remaining term of the Modified Exhibition Agreement. Included in concession and other revenues in the consolidated statements of operations are amounts related to Screenvision of approximately $2,800 and $7,100 for the three and nine months ended September 30, 2011, respectively. Included in accounts receivable in the consolidated balance sheets are amounts due from Screenvision of $636 and $1,901 at September 30, 2011 and December 31, 2010, respectively.