NOTE 3—LEASES The Company adopted ASC 842 on January 1, 2019 using the modified retrospective transition method; and therefore, the comparative information has not been adjusted for the year ended December 31, 2018. The Company leases theatres and equipment under operating and finance leases. The Company typically does not believe that exercise of the renewal options is reasonably certain at the lease commencement and, therefore, considers the initial base term as the lease term. Lease terms vary but generally the leases provide for fixed and escalating rentals, contingent escalating rentals based on the Consumer Price Index and other indexes not to exceed certain specified amounts and variable rentals based on a percentage of revenues. The Company often receives contributions from landlords for renovations at existing locations. The Company records the amounts received from landlords as an adjustment to the right-of-use asset and amortizes the balance as a reduction to rent expense over the base term of the lease agreement. Equipment leases primarily consist of digital projectors and food and beverage equipment. The following is the impact of the adoption of ASC 842 on the Company’s consolidated statement of operations for the year ended December 31, 2019: | | | | | | | | | | | | | | | Year Ended December 31, 2019 | | | Without Adoption of | | U.S. Markets | | International Markets | | | (In millions) | | ASC 842 | | Adjustments | | Adjustments | | As Reported | Operating costs and expenses | | | | | | | | | | | | | Rent (1)(2)(4) | | $ | 851.3 | | $ | 69.5 | | $ | 47.0 | | $ | 967.8 | Depreciation and amortization (2)(3) | | | 546.0 | | | (53.6) | | | (42.4) | | | 450.0 | Operating costs and expenses | | | 5,314.5 | | | 15.9 | | | 4.6 | | | 5,335.0 | Operating income | | | 156.5 | | | (15.9) | | | (4.6) | | | 136.0 | | | | | | | | | | | | | | Other expense (income) | | | | | | | | | | | | | Interest expense: | | | | | | | | | | | | | Capital and financing lease obligations (1) | | | 35.2 | | | (13.2) | | | (14.4) | | | 7.6 | Net loss | | | (156.2) | | | (2.7) | | | 9.8 | | | (149.1) |
| (1) | Cash rent payments for build-to-suit failed sale leasebacks of $44.0 million and $39.6 million for U.S. markets and International markets, respectively, are accounted for as operating leases under ASC 842 that were previously accounted for as financing leases under ASC 840. |
| (2) | Non-cash amortization expense for favorable lease terms of $18.3 million and $7.4 million for U.S. markets and International markets, respectively, reclassified to rent expense and amortized over the shorter base lease term under ASC 842. |
| (3) | Depreciation on build-to-suit failed sale leaseback buildings that are eliminated upon adoption of ASC 842. |
| (4) | Amortization of deferred gains on sale leaseback transactions of $7.2 million for U.S. markets is eliminated upon adoption of ASC 842. |
The Company received, or is in process of negotiating, rent concessions provided by the lessors that aided, or will aid, in mitigating the economic effects of COVID-19. These concessions primarily consist of rent abatements and the deferral of rent payments. In instances where there were no substantive changes to the lease terms, i.e., modifications that resulted in total payments of the modified lease being substantially the same or less than the total payments of the existing lease, the Company elected the relief as provided by the FASB staff related to the accounting for certain lease concessions. The Company elected not to account for these concessions as a lease modification, and therefore the Company has remeasured the related lease liability and right of use asset but did not reassess the lease classification or change the discount rate to the current rate in effect upon the remeasurement. The deferred payment amounts have been recorded in the Company’s lease liabilities to reflect the change in the timing of payments. The deferred payment amounts included in current maturities of operating lease liabilities and long-term operating lease liabilities are reflected in the consolidated statements of cash flows as part of the change in accrued expenses and other liabilities. Those leases that did not meet the criteria for treatment under the FASB relief were evaluated as lease modifications. The deferred payment amounts included in accounts payable for contractual rent amounts due and not paid are reflected in the consolidated statements of cash flows as part of the change in accounts payable. In addition, the Company included deferred lease payments in operating lease right-of-use assets as a result of lease remeasurements. A summary of deferred payment amounts related to rent obligations for which payments have been deferred to 2021 and future years are provided below: | | | | | | | December 31, | (In millions) | | | 2020 | Fixed operating lease deferred amounts included in: | | | | Right-of-use assets as a result of lease remeasurements | | $ | 120.9 | Accounts payables-contractual rent payments due and not paid | | | 138.5 | Current maturities of operating lease liabilities | | | 67.5 | Long-term operating lease liabilities | | | 57.0 | Finance lease deferred amounts included in: | | | | Property, net, as a result of lease remeasurements | | | 2.1 | Accounts payables-contractual rent payments due and not paid | | | 0.5 | Current maturities of finance lease liabilities-other | | | 3.0 | Long-term finance lease liabilities-other | | | 4.6 | Long-term finance lease liabilities | | | 2.6 | Variable lease deferred amounts included in: | | | | Accounts payables-contractual rent payments due and not paid | | | 15.8 | Current maturities of operating lease liabilities-resolution of contingencies | | | 9.1 | Long-term operating lease liabilities-resolution of contingencies | | | 28.4 | Total deferred lease amounts | | $ | 450.0 |
The following table reflects the lease costs for the year ended December 31, 2020 and December 31, 2019: | | | | | | | | | | | | | Year Ended | | | Consolidated Statement | | December 31, | | December 31, | (In millions) | | of Operations | | 2020 | | 2019 | Operating lease cost | | | | | | | | Theatre properties | | Rent | | $ | 813.7 | | $ | 876.0 | Theatre properties | | Operating expense | | | 2.8 | | | 9.1 | Equipment | | Operating expense | | | 14.6 | | | 14.4 | Office and other | | General and administrative: other | | | 5.4 | | | 5.5 | Finance lease cost | | | | | | | | | Amortization of finance lease assets | | Depreciation and amortization | | | 6.7 | | | 9.2 | Interest expense on lease liabilities | | Finance lease obligations | | | 5.9 | | | 7.6 | Variable lease cost | | | | | | | | | Theatre properties | | Rent | | | 70.4 | | | 91.8 | Equipment | | Operating expense | | | 6.4 | | | 56.3 | Total lease cost | | | | $ | 925.9 | | $ | 1,069.9 |
The following table represents the weighted-average remaining lease term and discount rate as of December 31, 2020: | | | | | | | | | As of December 31, 2020 | | | Weighted Average | | Weighted Average | | | Remaining | | Discount | Lease Term and Discount Rate | | Lease Term (years) | | Rate | Operating leases | | | 10.4 | | | 9.8% | Finance leases | | | 12.9 | | | 6.9% |
Cash flow and supplemental information is presented below: | | | | | | | | | Year Ended | | | December 31, | | December 31, | (In millions) | | 2020 | | 2019 | Cash paid for amounts included in the measurement of lease liabilities: | | | | | | | Operating cash flows used in finance leases | | $ | (3.2) | | $ | (7.6) | Operating cash flows used in operating leases | | | (446.5) | | | (941.6) | Financing cash flows used in finance leases | | | (6.2) | | | (10.9) | | | | | | | | Landlord contributions: | | | | | | | Operating cashflows provided by operating leases | | | 43.6 | | | 106.5 | Supplemental disclosure of noncash leasing activities: | | | | | | | Right-of-use assets obtained in exchange for new operating lease liabilities (1) | | | 201.5 | | | 463.2 |
| (1) | Includes lease extensions and an option exercises. |
Minimum annual payments required under existing operating and finance leases and the net present value thereof as of December 31, 2020 are as follows: | | | | | | | | | Operating Lease | | Financing Lease | (In millions) | | Payments | | Payments | 2021 (1) | | $ | 1,044.7 | | $ | 18.6 | 2022 | | | 971.8 | | | 16.3 | 2023 | | | 862.6 | | | 12.1 | 2024 | | | 785.2 | | | 10.0 | 2025 | | | 752.9 | | | 9.4 | Thereafter | | | 4,371.1 | | | 76.3 | Total lease payments | | | 8,788.3 | | | 142.7 | Less imputed interest | | | (3,246.9) | | | (46.7) | Total | | $ | 5,541.4 | | $ | 96.0 |
| (1) | Does not include amounts recorded in accounts payable for deferred rent. |
As of December 31, 2020, the Company had signed additional operating lease agreements for 6 theatres that have not yet commenced of approximately $155.2 million, which are expected to commence between 2021 and 2024, and carry lease terms of approximately 5 to 20 years. The timing of lease commencement is dependent on the landlord providing the Company with control and access to the related facility.
|