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Dalian Wanda‘s AMC Entertainment (NYSE: AMC), agreed to acquire London-based Odeon & UCI Cinemas Group, the largest theatre exhibitor in Europe, from private equity firm Terra Firma, in a deal valued at £921 million, comprising £500 million in cash (75%) and stock (25%), and the assumption of £407 million of debt. Wanda’s chairman Wang Jianlin, with a fortune worth $32.7 billion, is the first mainland Chinese billionaire ranked within the Top 20 of Forbes Billionaires List. Wang, who hails from a poor background in inland Sichuan Province, is also said to be Asia’s richest man. With 242 theatres and 2,236 screens, Odeon & UCI is currently the #1 theatre operator in Europe. With 90 million tickets sold annually, it is also the #1 theatre operator in the UK & Ireland, Italy and Spain; the #2 theatre operator in Austria and Portugal; and the #4 theatre operator in Germany. Odeon & UCI had approximately $1,156 million of revenue for the last twelve months ending March 31, 2016. The combination of AMC and Odeon & UCI will result in AMC’s operation of 627 theatres and more than 7,600 screens in eight countries. Odeon & UCI will continue to be based in London and will operate as a subsidiary of AMC. AMC also is currently in a process to acquire US-based theatre exhibitor Carmike Cinemas for $1.1 billion. AMC remains interested in, and committed to, closing the Carmike transaction. The Odeon & UCI transaction does not impact AMC’s ability to complete the Carmike transaction as AMC has the financing commitments and flexibility to do both transactions. Even without taking into account the potential Carmike transaction, the combination of AMC and Odeon & UCI will make AMC the largest movie theatre operator in the world. “This is a once-in-a-generation opportunity to acquire Europe’s leading cinema chain and create the world’s biggest and best theatre operator,” said AMC CEO and President Adam Aron. “With our shared vision for creating a world class cinema experience, we are delighted to be joining the AMC family,” said Paul Donovan, Odeon & UCI CEO. “We are delighted to realize our investment in Odeon & UCI after 12 years of ownership. In that time, over £600 million was invested in growing the business and delivering our long-term transformational strategy. Under Terra Firma, the number of Odeon & UCI screens increased from 1,453 in 2004 to 2,236 today,” said Guy Hands, Chairman and Chief Investment Officer of Terra Firma. The transaction has been approved by both the board of directors of AMC and the shareholder of Odeon & UCI. The deal is expected to be completed in the fourth quarter of 2016 subject to antitrust clearance by the European Commission and the European Works Council. Citi is serving as exclusive financial advisor to AMC and Pinsent Masons LLP, Husch Blackwell LLP and Weil, Gotshal & Manges LLP are serving as AMC’s lead legal advisors. Goldman Sachs International is serving as exclusive financial advisor to Terra Firma and Odeon & UCI and Gibson, Dunn & Crutcher LLP are serving as lead legal advisors to Terra Firma and Odeon & UCI. Dalian Wanda Group was founded in 1988 and is engaged in three key business activities – commercial properties, culture, and finance. In 2015, its assets amounted to 634 billion yuan with revenue of 290.16 billion yuan. Wanda Commercial Properties is the world’s largest real estate enterprise and the biggest five-star hotel owner in the world. Wanda Cultural Industry Group, meanwhile, is the largest cultural enterprise in China, and the world’s largest cinema operator. It is also the world’s biggest sports company. Elsewhere, Wanda Financial Group is the largest internet finance enterprise in China. By 2020, Wanda Group aims to become a world class multinational corporation with assets of $200 billion, market capitalization of $200 billion, revenue of $100 billion and net profits of $10 billion. AMC is the guest experience leader with 385 locations and 5,380 screens located primarily in the United States. AMC has propelled innovation in the theatrical exhibition industry and continues today by delivering more comfort and convenience, enhanced food & beverage, greater engagement and loyalty, premium sight & sound, and targeted programming. AMC operates the most productive theatres in the United States’ top markets, including No. 1 market share in New York City, Los Angeles and Chicago, the top three US markets. Terra Firma, founded by Guy Hands in 1994, is one of Europe’s leading private equity firms. The firm specializes in the acquisition and fundamental transformation of asset-backed businesses in essential industries, focusing on investments in transformational private equity, operational real estate and infrastructure. Since inception, Terra Firma has invested over €16 billion of equity and completed transactions with an aggregate enterprise value of €48 billion.]]>