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==Business & Financial Metrics== ==Business & Financial Metrics==
 +===2010 Quarter Four Earnings===
 +[[Image:2010_Q4_Financial_Summary.png‎]]<ref name=CKEC_2010_Q4>[http://www.carmikeinvestors.com/pdf/CKEC%20-%20Q4%2010%20Earnings%20Release.pdf Carmike Cinemas 2010 Q4 Earnings Release]</ref>
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===Dividends=== ===Dividends===
Carmike Cinemas does not currently pay a quarterly dividend on its common stock. In September of 2008, the Company's Board of Directors suspended dividend payments in light of challenging conditions in the credit markets and the overall economy. Going forward Carmike plans to allocate its capital primarily to reducing its overall debt levels.<ref name=investor_FAQs>[http://www.carmikeinvestors.com/InvestorFAQ.aspx Carmike Investor Relations - Investor FAQs]</ref> Carmike Cinemas does not currently pay a quarterly dividend on its common stock. In September of 2008, the Company's Board of Directors suspended dividend payments in light of challenging conditions in the credit markets and the overall economy. Going forward Carmike plans to allocate its capital primarily to reducing its overall debt levels.<ref name=investor_FAQs>[http://www.carmikeinvestors.com/InvestorFAQ.aspx Carmike Investor Relations - Investor FAQs]</ref>

Revision as of 07:40, April 18, 2011

Carmike Cinemas, Inc. (NASDAQ: CKEC) is a U.S. leader in digital cinema and 3D cinema deployments and one of the nation’s largest motion picture exhibitors. As of December 31, 2010, Carmike had 239 theatres and 2,236 screens in 36 states. Carmike’s digital cinema footprint reaches 2,103 screens, of which 596 are also equipped with 3D capability.

Carmike’s focus for its theatre locations is small to mid-sized communities with populations of fewer than 100,000. They target these markets with the belief that they provide a number of operating benefits, including lower operating costs and fewer alternative forms of entertainment.

From time to time, Carmike converts weaker performing theatres to discount theatres for the exhibition of films that have previously been shown on a first-run basis. At December 31, 2010, they operated 18 theatres with 128 screens as discount theatres.[1][2]

Company Overview

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Theaters by State[3]


Executive Officers

Image:Executive_Officers.png

S. David Passman III, 58, has served as President and Chief Executive Officer of Carmike since June 2009 and director since June 2003. Previously, Mr. Passman served as President and CEO of IBS-STL, Inc., a book publishing and distribution company, from June 2005 until January 2009. He served as the President of the Harland Printed Products and Harland Checks divisions of John H. Harland Company, a provider of printed products and software and related services to the financial institution market, from 1999 to 2003, and also served as its CFO from 1996 to 1999. Mr. Passman is a former partner of Deloitte & Touche LLP, a public accounting firm, where he served as the Managing Partner of the Atlanta office from 1993 to 1996.

Fred W. Van Noy, 53, has served as a director since December 2004. Mr. Van Noy joined Carmike in 1975. He served as a District Manager from 1984 to 1985 and as Western Division Manager from 1985 to 1988, when he became Vice President—General Manager. In December 1997, he was elected to the position of Senior Vice President—Operations. In November 2000, he became Senior Vice President—Chief Operating Officer.

Richard B. Hare, 44, joined Carmike Cinemas as Senior Vice President—Finance, Treasurer and Chief Financial Officer in March 2006. Mr. Hare served as Chief Accounting Officer and Controller for Greenfuels Holding Company, LLC, an energy development and management services company, and its affiliates from August 2002 to March 2006. From October 2000 until June 2002, Mr. Hare served as Assistant Treasurer for Sanmina-SCI Corporation, a manufacturer of electronic components. From 1997 until October 2000, Mr. Hare served as Treasurer of Wolverine Tube, Inc., a manufacturer of copper and copper alloy products. Mr. Hare, a Certified Public Accountant, began his career in 1989 at Coopers & Lybrand, a public accounting firm.

Lee Champion, 60, rejoined Carmike Cinemas as Senior Vice President, General Counsel and Secretary in September 2005. Mr. Champion had previously served in the same capacity from January 1998 to December 2001. From January 2002 until his return to Carmike, he was a partner at Page, Scrantom, Sprouse, Tucker and Ford in Columbus, Georgia. From 1975 until 1998, he was a partner in the law firm of Champion & Champion, Columbus, Georgia.

H. Madison Shirley, 59, joined Carmike in 1977 as a theatre manager. He served as a District Manager from 1983 to 1987 and as Director of Concessions from 1987 until 1990. He became Vice President—Concessions in 1990 and Senior Vice President—Concessions and Assistant Secretary in December 1997.

Gary F. Krannacker, 48, joined Carmike in May 1994 as City Manager, Pittsburgh, Pennsylvania. He served as Regional Manager from October 1995 until February 1998, and as Mid-Western Division Manager from 1998 until April 2003. He became General Manager of Theatre Operations in April 2003 and Vice President and General Manager of Theatre Operations in July 2004.

John Lundin, 61, joined Carmike in January 2010 as Vice President – Film. Prior to joining the company, Mr. Lundin served as the District Manager for Sony Pictures Distribution, a motion picture distributor, from July 2009 to January 2010. Prior to joining Sony Pictures, he served as VP-Film for Cinemark USA Inc., a motion picture exhibitor, since 1995.

Jeffrey A. Cole, 51, joined Carmike in December 2005 as Assistant Vice President-Controller. Prior to joining, Mr. Cole served as the Executive Vice President and Chief Financial Officer of George Kerasotes Corporation (GKC Theatres) from July 1995 until May 2005. Prior to joining George Kerasotes Corporation, he served as the Chief Financial Officer—Controller of a bank holding company in Springfield, Illinois.[1]

Board of Directors

Image:Board_of_Directors.png‎

James A. Fleming, 51, has served as one of our directors since March 2009 and currently serves as a member of the Audit Committee and Compensation and Nominating Committee. Mr. Fleming has served as Executive Vice President and Chief Financial Officer of Cousins Properties Incorporated, a leading diversified real estate company, based in Atlanta and listed on the New York Stock Exchange, since August 2004. From July 2001 to August 2004, Mr. Fleming was Senior Vice President, General Counsel and Secretary of Cousins Properties. Prior to joining Cousins Properties, Mr. Fleming was a partner in the Atlanta law firm of Fleming & Ray from October 1994 until July 2001.

Alan J. Hirschfield, 74, has been one of our directors since April 2002 and currently serves as Chairman of the Audit Committee and a member of the Executive Committee. Mr. Hirschfield is a private investor and consultant. From 1992 to 2000, he was Co-Chief Executive Officer of Data Broadcasting Corporation, a global provider of financial and business information, which merged with Financial Times/Pearsons, Inc. From 1986 to 1990, Mr. Hirschfield served as a consultant/investor in the entertainment/media industry. From 1982 to 1986, he was the Chairman and Chief Executive Officer of Twentieth Century Fox Film Corporation. Mr. Hirschfield was President and Chief Executive Officer of Columbia Pictures, Inc. from 1973 to 1978. He currently serves on the Boards of Directors of Cantel Medical Corp. and Leucadia National Corporation, a diversified holding company.

Roland C. Smith, 55, has been one of our directors since April 2002 and currently serves as the Board of Directors’ lead independent director, non-executive Chairman of the Board of Directors, Chairman of the Compensation and Nominating Committee, and as a member of the Executive Committee. Mr. Smith has served as the Chief Executive Officer of Triarc Companies, Inc. since June 2006 and the Chief Executive Officer of Arby’s Restaurant Group, Inc., a restaurant owner operator and franchiser, since April 2006. Mr. Smith served as President and Chief Executive Officer of American Golf Corporation and National Golf Properties, an owner and operator of golf courses, from February 2003 to November 2005. He was President and Chief Executive Officer of AMF Bowling Worldwide, Inc., an owner and operator of bowling centers, from April 1999 until January 2003. Mr. Smith previously served as President and Chief Executive Officer of the Triarc Restaurant Group (the predecessor to Arby’s Restaurant Group, Inc.) from February 1997 to April 1999.

S. David Passman III, 57, has been our President and Chief Executive Officer since June 2009 and one of our directors since June 2003 and a member of the Audit Committee and Executive Committee. Mr. Passman has served as the President and Chief Executive Officer of IBS-STL, Inc., or its predecessor STL, Inc., a book publishing and distribution company, since June 1, 2005 and is a member of its Board of Directors. Mr. Passman served as the President of the Harland Printed Products and Harland Checks divisions of John H. Harland Co., a provider of printed products and software and related services to the financial institution market, from 1999 to 2003 and as Chief Financial Officer from 1996 to 1999. From 1981 to 1996, Mr. Passman was a partner in the tax division of Deloitte & Touche LLP, a public accounting firm. Mr. Passman served as the Managing Partner of the Atlanta, Georgia office of Deloitte & Touche LLP from 1993 to 1996. Mr. Passman is a Certified Public Accountant.

Fred W. Van Noy, 52, has served as one of our directors since December 2004. Mr. Van Noy joined us in 1975. He served as a District Manager from 1984 to 1985 and as Western Division Manager from 1985 to 1988, when he became Vice President — General Manager. In December 1997, he was elected to the position of Senior Vice President — Operations. In November 2000, he became Senior Vice President — Chief Operating Officer.

Patricia A. Wilson, 59, has served as one of our directors since April 2004 and currently serves as a member of the Audit Committee and Compensation and Nominating Committee, and Chair of the Corporate Governance Committee. Ms. Wilson has been practicing as a private attorney since October 2002, advising both private and public companies in corporate and securities law. Ms. Wilson served as the General Counsel to NDCHealth Corporation, a provider of information systems and services to the healthcare market, from October 2000 to October 2002. Prior to joining NDCHealth Corporation, she was a partner with the law firm of Troutman Sanders LLP from 1988 to September 2000 practicing in the fields of corporate finance and securities law.

Jeffrey W. Berkman, 46, has been one of Carmike’s directors since November, 2009. Mr. Berkman serves as Senior Vice President and General Counsel of Bigfoot Ventures Ltd., a venture capital firm, and several affiliates, including a movie and television production company, a real estate investment and development company and various Internet businesses since 2000. He is also founding Partner of The Berkman Law Firm, PLLC. Bigfoot Ventures owns approximately 1.85 million shares of our common stock. Prior to 2000, Mr. Berkman was a Senior Associate at the law firms of Davis, Scott, Weber & Edwards (now Hogan & Hartson); Arent Fox; and Whitman Breed Abbot & Morgan (now Winston & Strawn).[4]

Committee Composition

Image:Committee_Composition.png‎[4]

Business & Financial Metrics

2010 Quarter Four Earnings

Image:2010_Q4_Financial_Summary.png‎[5]

Dividends

Carmike Cinemas does not currently pay a quarterly dividend on its common stock. In September of 2008, the Company's Board of Directors suspended dividend payments in light of challenging conditions in the credit markets and the overall economy. Going forward Carmike plans to allocate its capital primarily to reducing its overall debt levels.[6]

Refinancing Senior Secured Debt Facilities

On January 7, 2010 Carmike Cinemas announced that that it was pursuing a refinancing of its senior secured term loan facility that matures in May 2012. The existing term loan facility had a balance of $250.8 million outstanding at December 31, 2009. The term loan facility is being launched with an interest rate of LIBOR plus 400 basis points, with a LIBOR floor of 2.0%. The potential refinancing is being led by J.P. Morgan Securities Inc., Citigroup Global Markets and Macquarie Capital (USA) as joint lead arrangers and joint bookrunners.

Carmike also announced plans to replace its $50 million revolving credit facility maturing in May 2010 with a new, $30 million revolving credit facility expected to bear interest at a rate of LIBOR plus 400 basis points, with a LIBOR floor of 2.0%, and to mature in January 2013. The existing revolving credit facility was undrawn as of December 31, 2009. Expected participants in the new revolving credit facility include JPMorgan Chase Bank, N.A., Citibank, N.A., and Macquarie Capital.

Carmike Cinemas Chief Financial Officer, Richard B. Hare, stated, "With the nearing expiration of our revolving line of credit and the potential for rising interest rates over the next two years, it made sense to address the revolver and term loan at this time. We believe the refinancing would provide Carmike with flexibility to fund our long-term growth and success.”[7]

Annual Financial Trends

Image:Annual Financial Data.png‎[1]

Competition

The motion picture exhibition industry is fragmented and highly competitive. In markets where Carmike Cinemas is not the sole exhibitor, they compete against regional and independent operators as well as the larger theatre circuit operators.

Their operations are subject to varying degrees of competition with respect to film licensing, attracting customers, obtaining new theatre sites or acquiring theatre circuits. In those areas where real estate is readily available, there are few barriers preventing competing companies from opening theatres near one of Carmike's existing theatres. Competitors have built or are planning to build theatres in certain areas in which Carmike operates, which has resulted and may continue to result in excess capacity in such areas which adversely affects attendance and pricing at their theatres in such areas. In 2010 competitors opened, announced plans or started construction on new theatres in markets where Carmike has 11 theatres with 125 screens, representing 6.4% of their total attendance for the year ended December 31, 2010.

The opening of large multiplexes and theatres with stadium seating by Carmike Cinemas and certain of their competitors has tended to, and is expected to continue to, draw audiences away from certain older and smaller theatres, including theatres operated by Carmike. Demographic changes and competitive pressures can also lead to a theatre location becoming impaired.

In addition to competition with other motion picture exhibitors, Carmike's theatres face competition from a number of alternative motion picture exhibition delivery systems, such as cable television, satellite and pay-per-view services and home video systems. The expansion of such delivery systems could have a material adverse effect upon their business and results of operations. The company must also compete for the public’s leisure time and disposable income with all forms of entertainment, including sporting events, concerts, live theatre and restaurants.[1]

SWOT Analysis

Differentiation, strategic advantages, vs. Competitors!!!!!!!!!!!!!!!!!!!!!!!!!!!!!

Risk Factors

Decline in Motion Pictures Available

Carmike Cinema's business depends to a substantial degree on the availability of suitable motion pictures for screening in their theatres and the appeal of such motion pictures to patrons in their specific theatre markets. Their results of operations will vary from period to period based upon the number and popularity of the motion pictures they show in their theatres. A disruption in the production of motion pictures by, or a reduction in the marketing efforts of, the major studios and/or independent producers, a lack of motion pictures, the poor performance of motion pictures in general or the failure of motion pictures to attract the patrons in their theatre markets will likely adversely affect their business and results of operations.[1]

Substantial Lease & Debt Obligations

Carmike Cinema's has significant debt obligations. Their long-term debt obligations currently include:

  • a term loan in the aggregate amount of $237.5 million outstanding as of December 31, 2010;
  • a revolving credit facility providing for borrowings of up to $30.0 million, of which no amounts were outstanding as of December 31, 2010; and
  • financing obligations of $175.1 million as of December 31, 2010 inclusive of interest but net of $62.8 million which is expected to be settled through non-cash consideration consisting of property subject to financing obligations.

The Company also has significant lease obligations totaling $642.5 million for terms over one year as of December 31, 2010.

These obligations have important consequences for Carmike Cinemas, including:

  • limiting their ability to obtain necessary financing in the future and making it more difficult for them to satisfy their lease and debt obligations;
  • requiring them to dedicate a substantial portion of their cash flow to payments on their lease and debt obligations, thereby reducing the availability of their cash flow to fund working capital, capital expenditures and other corporate requirements;
  • making them more vulnerable to a downturn in their business and limiting their flexibility to plan for, or react to, changes in their business; and
  • placing them at a competitive disadvantage compared to competitors that might have stronger balance sheets or better access to capital by, for example, limiting their ability to enter into new markets or renovate their theatres.

If they are unable to meet their lease and debt obligations, they could be forced to restructure or refinance their obligations, to seek additional equity financing or to sell assets, which they may not be able to do on satisfactory terms or at all. In particular, the current global financial crisis affecting the banking system and financial markets and the possibility that financial institutions may consolidate or go out of business have resulted in a tightening in the credit markets, a low level of liquidity in many financial markets, and extreme volatility in credit and equity markets, which could affect Carmike's ability to refinance their existing obligations, obtain additional financing, or raise additional capital. As a result, they could default on their lease or debt obligations.[1]

Inability to Generate Sufficient Cash Flow

Carmike Cinema's ability to service their indebtedness and to fund potential acquisitions and capital expenditures for theatre construction, expansion or renovation requires a significant amount of cash, which depends on many factors beyond their control. Their ability to make scheduled payments of principal, to pay the interest on or to refinance their indebtedness is subject to general industry economic, financial, competitive, legislative, regulatory and other factors that are beyond their control, and may be limited because of their current leverage.

In addition, they may have difficulty obtaining financing for new development on terms that they find attractive. Traditional sources of financing new theatres through landlords may be unavailable.

The opening of large multiplexes by their competitors and the opening of newer theatres with stadium seating in certain of their markets have led them to reassess a number of their theatre locations to determine whether to renovate or to dispose of underperforming locations. Further advances in theatre design may also require them to make substantial capital expenditures in the future or to close older theatres that cannot be economically renovated in order to compete with new developments in theatre design.

Because of these obstacles, there is no guarantee that their business will generate sufficient cash flow from operations, that currently anticipated revenue growth will be realized or that future capital will be available for them to fund their capital expenditure needs.[1]

Significant Competitive Pressures

Competition from New Theatres

Large multiplex theatres, which Carmike and some of their competitors built, have tended to and are expected to continue to draw audiences away from certain older theatres, including some of the Company's theatres. In addition, demographic changes and competitive pressures can lead to the impairment of a theatre. Over the last several years, Carmike and many of their competitors have closed a number of theatres. Carmike's competitors or smaller entrepreneurial developers may purchase or lease these abandoned buildings and reopen them as theatres in competition with the Company.

Direct Competitors

They face varying degrees of competition from other motion picture exhibitors with respect to licensing films, attracting customers, obtaining new theatre sites and acquiring theatre circuits. In those areas where real estate is readily available, there are few barriers preventing competing companies from opening theatres near one of their existing theatres. Competitors have built and are planning to build theatres in certain areas in which Carmike operates. In the past, these developments have resulted and may continue to result in excess capacity in those areas, adversely affecting attendance and pricing at their theatres in those areas. Even where they are the only exhibitor in a film licensing zone (and therefore do not compete for films), they still may experience competition for patrons from theatres in neighboring zones. There have also been a number of consolidations in the film exhibition industry, and the impact of these consolidations could have an adverse effect on their business if greater size would give larger operators an advantage in negotiating licensing terms.

Competition from Other Delivery Systems

Carmike's theatres also compete with a number of other motion picture delivery systems including network, cable and satellite television, DVD’s, as well as video-on-demand, pay-per-view services and downloads via the Internet. While the impact of these alternative types of motion picture delivery systems on the motion picture exhibition industry is difficult to determine precisely, there is a risk that they could adversely affect attendance at motion pictures shown in theatres.

Release Windows

Their ability to attract patrons is also affected by (1) the DVD release window, which is the time between the release of a film for play in theatres and when the film is available on DVD for general public sale or rental and (2) the video-on-demand release window, which is the time between the release of a film for play in theatres and when the film is available on video-on-demand services for public viewing. Each of these release windows has been narrowing over the past several years. For example, the DVD and video-on-demand release windows currently average approximately four months. It is also possible that these release windows could shorten in the near future. If these release windows continue to shorten, it might impact Carmike's ability to attract patrons to their theatres. Future release windows may also shorten with the introduction of premium video-on-demand (―premium VOD‖). Premium VOD would allow movie studios to make movies available to customers at an increased price as soon as 30-60 days after release to the theatres. To date, few titles have been released through premium VOD. However, if movie studios increase the number of titles released with premium VOD, it might decrease Carmike's ability to draw patrons to their theatres.

Competition from Substitute Entertainment

Theatres also face competition from a variety of other forms of entertainment competing for the public’s leisure time and disposable income, including sporting events, concerts, live theatre and restaurants.[1]

Seasonal Revenue

Carmike's revenues depend highly upon the timing of the motion picture releases by distributors. As a result, their business is seasonal, with a disproportionate amount of revenues generated during the summer months and year-end holiday season. While motion picture distributors have begun to release major motion pictures more evenly throughout the year, the most marketable motion pictures are usually released during the summer months and the year-end holiday season, and Carmike usually generates more revenue and cash flows during those periods than in other periods during the year. As a result, the timing of motion picture releases affects their results of operations, which may vary significantly from quarter to quarter and year to year. If they do not adequately manage their theatre costs of operations, it could significantly affect their cash flow and potential for future growth.[1]

Limited Window to Maintain 3-D Competitive Edge

Carmike Cinemas has invested a significant amount of resources into becoming a leading motion picture exhibitor in 3-D. Other exhibitors, which have experienced delays in upgrading their screens to digital and 3-D capability, continue to upgrade their screens with digital and 3-D capability. Therefore, Carmike has a limited window to maintain their position as a leader in digital and 3-D screen count. This may adversely affect their ability to generate additional revenue from the digital and 3-D movie experience in the future.[1]

Negative Economic Conditions

Carmike's business depends on consumers voluntarily spending discretionary funds on leisure activities. Movie theatre attendance and concessions sales may be affected by prolonged negative trends in the general economy that adversely affect consumer spending. Their customers may have less money for discretionary purchases because of negative economic conditions such as job losses, foreclosures, bankruptcies, sharply falling home prices, reduced availability of credit and other matters, resulting in a decrease in consumer spending or causing consumers to shift their spending to alternative forms of entertainment. This may affect the demand for movies or severely impact the motion picture production industry such that the Company's business and operations could be adversely affected.[1]

Relations with Primary Concession Suppliers

Carmike purchases a substantial amount of their concession supplies, except for beverage supplies, as well as janitorial supplies from Showtime Concession, and Carmike is by far its largest customer. In return for their concession supplies, Carmike pays Showtime Concession at contractual prices that are based on the type of concession supplied. Their current agreement with Showtime Concession will expire on December 31, 2012. If this relationship were disrupted, Carmike could be forced to negotiate a number of substitute arrangements with alternative vendors which are likely to be, in the aggregate, less favorable to them than the current arrangement.

They purchase most of their beverage supplies from The Coca-Cola Company. Their current agreement with The Coca-Cola Company expires on December 31, 2013. Under the agreement, The Coca-Cola Company may raise beverage supply costs up to 10% annually through the term of the agreement. Carmike's margins on concessions revenue may decline to the extent that they are unable to pass on increases in their concession costs to their customers in a rate at or near the rate of cost increases.[1]

Development of New Theatres

Carmike plans to continue to expand their operations through the development of new theatres and the expansion of existing theatres. However, they anticipate their development activities in 2011 will be limited to two theatres. Developing new theatres requires a significant amount of time and resources and poses a number of risks. Construction of new theatres may result in cost overruns, delays or unanticipated expenses related to zoning or tax laws. Contractors may have difficulty in obtaining financing for construction. Desirable sites for new theatres may be unavailable or expensive, and the markets in which new theatres are located may deteriorate over time. Additionally, the market potential of new theatre sites cannot be precisely determined, and their theatres may face competition in new markets from unexpected sources. Newly constructed theatres may not perform up to their expectations.

They face significant competition for potential theatre locations and for opportunities to acquire existing theatres and theatre circuits. Consequently, they may be unable to add to their theatre circuit on terms they consider acceptable.[1]

References

  1. 1.00 1.01 1.02 1.03 1.04 1.05 1.06 1.07 1.08 1.09 1.10 1.11 1.12 Carmike Cinemas 2010 10-K
  2. Carmike Investor Relations - Corporate Information
  3. Carmike Fact Sheet
  4. 4.0 4.1 Carmike Investor Relations - Corporate Governance
  5. Carmike Cinemas 2010 Q4 Earnings Release
  6. Carmike Investor Relations - Investor FAQs
  7. Carmike Cinemas Pursues Debt Refinancing
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