What the changes say
- Vertical integration by distributors threatens distribution terms and competitive advantages.
- Class B Common Stock holders hold 66 2/3% voting power over charter amendments and share issuances.
- Intangible assets decreased to approximately $0.4 billion as of December 31, 2025.
What changed since the prior 10-K
New
- NewRisks Relating to Our Business
affiliated programming network on a more desirable tier, thereby giving their affiliated programming network a competitive advantage over our own
Vertically integrated competitors that create or acquire their own content may gain competitive advantages and worsen our distribution terms.
- NewRisks Relating to Our Controlled Ownership
include the amendment of some provisions of our certificate of incorporation and the approval of fundamental corporate transactions
Holders of at least 66 2/3% of Class B Common Stock must approve share issuances and charter amendments.
Dropped
- DroppedRisks Relating to Our Business
meaningful manner or challenges to related contractual rights could result in erosion of our brand and limit our ability to control marketing of our networks, which could have a materially adverse effect on our business, financial condition and results of operations
- DroppedRisks Relating to Our Business
client, vendor, service provider, counterparty or other third party could result in legal liability, regulatory action and reputational harm
- DroppedRisks Relating to Our Controlled Ownership
We are controlled by the Dolan family and trusts for their benefit, which may create certain conflicts of interest. In addition, as a result of their control, the Dolan family has the ability to prevent or cause a change in control or approve, prevent or influence certain actions by the Company
Reworded
- 67% rewrittenRisks Relating to Our Business
We derive substantial revenues from advertisers, and these expenditures are sensitive to general economic conditions and consumer buying patterns. Adverse economic conditions have in the past adversely affected advertising rates and volume, which has resulted in a decrease in our advertising revenues
- 45% rewrittenRisks Relating to Our Business
We may not be able to adapt to new technological developments, including new content distribution platforms and the growing use of AI, or to changes in consumer behavior resulting from these new technologies, which may adversely affect our business
Was: We may not be able to adapt to new technological developments, including new content distribution platforms and the growing use of AI and to changes in consumer behavior resulting from these new technologies, which may adversely affect our business
- 39% rewrittenRisks Relating to Our Debt
Some of our outstanding debt is based on variable rates of interest, which has resulted and could in the future result in higher interest expenses in the event of an increase in the interest rates
Removed mention of historical interest rate swap contracts outstanding as of December 31, 2024.
- 31% rewrittenRisks Relating to Our Business
A significant amount of our book value consists of intangible assets that may not generate cash in the event of a voluntary or involuntary sale
Updated total assets to approximately $3.9 billion and intangible assets to approximately $0.4 billion as of December 31, 2025.
- 31% rewrittenRisks Relating to Our Business
Our operations and business have in the past been, and could in the future be, materially adversely impacted by a pandemic or other health emergency
- 29% rewrittenRisks Relating to Our Business
We are subject to intense competition, which may have a negative effect on our profitability or on our ability to expand our business
- 27% rewrittenRisks Relating to Our Business
Theft of our content, including digital copyright theft and other unauthorized exhibitions of our content, may decrease revenue received from our programming and adversely affect our businesses and profitability
Updated phrasing on copyright, data protection, and privacy laws from remain in flux to continue to evolve.
- 26% rewrittenRisks Relating to Our Business
We may have exposure to additional tax liabilities
- 25% rewrittenRisks Relating to Our Business
Our business depends on the appeal of our programming to our U.S. and international viewers and our distributors, which is often unpredictable and volatile
- 24% rewrittenRisks Relating to Our Business
We face continually evolving cybersecurity and other technology-related risks, which could result in the disclosure, theft, destruction or misappropriation of, or access to, confidential information, disruption of our programming, damage to our brands and reputation, legal exposure and financial losses
- 24% rewrittenRisks Relating to Our Business
Changes in the operating environment of multichannel distributors, including declines in the number of subscribers, could have a material negative effect on our business and results of operations
- 24% rewrittenRisks Related to Our Business
Economic and Operational Risks
- 24% rewrittenRisks Relating to Our Business
Advertising market conditions in specific markets have caused and are expected to continue to cause our revenues and operating results to decline significantly in any given period
- 23% rewrittenRisks Relating to Our Business
Economic and financial problems in the United States or in other parts of the world have in the past adversely affected and could in the future adversely affect our results of operations
- 23% rewrittenRisks Relating to Our Business
We have recognized, and could in the future recognize, impairment charges related to goodwill and other intangible assets
- 21% rewrittenRisks Relating to Our Debt
Our substantial long-term debt and high leverage could adversely affect our business
All 47 risk factors
Headings as the filing states them, in filing order.
Risks Related to Our Business
- 01Economic and Operational Risks24% rewritten
Risks Relating to Our Business
- 02Our business depends on the appeal of our programming to our U.S. and international viewers and our distributors, which is often unpredictable and volatile25% rewritten
- 03Our programming services' success depends upon the availability of programming that is adequate in quantity and quality, and we may be unable to secure or maintain such programming
- 04Increased programming costs have adversely affected and may continue to adversely affect our profits
- 05Changes in the operating environment of multichannel distributors, including declines in the number of subscribers, could have a material negative effect on our business and results of operations24% rewritten
- 06Our programming networks depend upon agreements with a limited number of cable television system operators and other MVPDs. The loss of any significant distributor could have a material adverse effect on our results of operations
- 07Our efforts to attract and retain streaming subscribers may not be successful, which may adversely affect our business
- 08Advertising market conditions in specific markets have caused and are expected to continue to cause our revenues and operating results to decline significantly in any given period24% rewritten
- 09We are subject to intense competition, which may have a negative effect on our profitability or on our ability to expand our business29% rewritten
- 10affiliated programming network on a more desirable tier, thereby giving their affiliated programming network a competitive advantage over our ownNew
- 11Our ongoing changes in business strategy, including decisions to make investments in new businesses, products, services, technologies and other strategic activities, could have an adverse effect on our business, financial condition or results of operations
- 12We may not be able to adapt to new technological developments, including new content distribution platforms and the growing use of AI, or to changes in consumer behavior resulting from these new technologies, which may adversely affect our business45% rewritten
- 13Consolidation among cable, satellite and telecommunications service providers has had, and could continue to have, an adverse effect on our revenue and profitability
- 14Theft of our content, including digital copyright theft and other unauthorized exhibitions of our content, may decrease revenue received from our programming and adversely affect our businesses and profitability27% rewritten
- 15We are, and may in the future become, subject to litigation and other legal proceedings, which could negatively impact our business, financial condition and results of operations
- 16We have recognized, and could in the future recognize, impairment charges related to goodwill and other intangible assets23% rewritten
- 17We face risks from doing business internationally
- 18We face continually evolving cybersecurity and other technology-related risks, which could result in the disclosure, theft, destruction or misappropriation of, or access to, confidential information, disruption of our programming, damage to our brands and reputation, legal exposure and financial losses24% rewritten
- 19The interruption or unavailability of third-party facilities, systems and/or software upon which we rely may have a material negative effect on our business, financial condition and results of operations
- 20If our technology facilities fail or their operations are disrupted, or if we lose access to third party satellites, our performance could be hindered
- 21The loss of any of our key personnel or artistic talent could adversely affect our business
- 22Our business is limited by United States regulatory constraints which may adversely impact our operations
- 23Our businesses are subject to risks of adverse regulation by foreign governments
- 24Economic and financial problems in the United States or in other parts of the world have in the past adversely affected and could in the future adversely affect our results of operations23% rewritten
- 25We derive substantial revenues from advertisers, and these expenditures are sensitive to general economic conditions and consumer buying patterns. Adverse economic conditions have in the past adversely affected advertising rates and volume, which has resulted in a decrease in our advertising revenues67% rewritten
- 26Fluctuations in foreign exchange rates have had and could have in the future an adverse effect on our results of operations
- 27We rely upon cloud computing services to operate certain aspects of our business and any disruption of or interference with our use of these services would impact our operations and our business would be adversely impacted
- 28Our operations and business have in the past been, and could in the future be, materially adversely impacted by a pandemic or other health emergency31% rewritten
- 29We may not be successful in achieving sustaining or improving operating expense reductions and might experience business disruptions associated with restructuring and cost reduction activities
- 30Our inability to successfully make investments in, and/or acquire and integrate, other businesses, assets, products or technologies could harm our business, financial condition or operating results
- 31We may have exposure to additional tax liabilities26% rewritten
- 32A significant amount of our book value consists of intangible assets that may not generate cash in the event of a voluntary or involuntary sale31% rewritten
Risks Relating to Our Debt
- 33Our substantial long-term debt and high leverage could adversely affect our business21% rewritten
- 34We may not be able to generate sufficient cash to service all of our indebtedness and may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful
- 35We may not be able to refinance our indebtedness on favorable terms, or at all. Our inability to refinance our indebtedness could materially and adversely affect our liquidity and our ongoing results of operations
- 36Some of our outstanding debt is based on variable rates of interest, which has resulted and could in the future result in higher interest expenses in the event of an increase in the interest rates39% rewritten
- 37The agreements governing our debt contain various covenants that impose restrictions on us that may affect our ability to operate our business
- 38Despite our current levels of debt, we may still be able to incur substantially more debt. This could further exacerbate the risks associated with our substantial debt
- 39A lowering or withdrawal of the ratings assigned to our debt securities by rating agencies may increase our future debt issuance costs and reduce our access to capital
- 40We may not have the ability to raise the funds necessary to settle conversions of our 4.25% convertible senior notes due 2029 (the “Convertible Notes”) or to repurchase the Convertible Notes upon a fundamental change
- 41The conditional conversion feature of the Convertible Notes, if triggered, may adversely affect our financial condition and operating results
- 42The fundamental change repurchase feature of the Convertible Notes may delay or prevent an otherwise beneficial attempt to effect a change of control of the Company
Risks Relating to Our Controlled Ownership
- 43include the amendment of some provisions of our certificate of incorporation and the approval of fundamental corporate transactionsNew
- 44As a result, the Dolan Family Group, which includes the Excluded Trusts, also has the power to prevent such issuance or amendment
- 45We are a "controlled company" for the purposes of The NASDAQ Stock Market LLC ("NASDAQ"), which allows us not to comply with certain of the corporate governance rules of NASDAQ
- 46Future stock sales, including as a result of the exercise of registration rights by certain of our stockholders, could adversely affect the trading price of our Class A Common Stock
- 47Our overlapping directors and executives with the Other Entities may result in the diversion of corporate opportunities to and other conflicts with the Other Entities and provisions in our governance documents may provide us no remedy in that circumstance
Other AMC Global Media 10-Ks
- FY2024 10-K risk factors48 risks
The risk section is dominated by high leverage with $2.4 billion in debt and $2.0 billion maturing in 2029. Declining traditional TV subscribers and a 5% drop in advertising revenues to $677 million threaten results. Reliance on a limited number of cable distributors creates significant renewal and pricing vulnerability.
Filed Feb 14, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.