# National CineMedia, Inc. (NCMI) — merger/definitive [completed]
Source: SEC API (secapi.ai) · situation sit_0b5807ba14950311cca7 · retrieved 2026-08-14T01:41:50.901Z

## Overview
National CineMedia, Inc. is the largest cinema advertising platform in the U.S., operating approximately 22,000 total theater and lobby screens in over 1,750 theaters across 183 Designated Market Areas, and presenting the Noovie Show exclusively in 44 leading national and regional theater circuits.

On August 10, 2026, National CineMedia, Inc. (NCM) entered into a definitive agreement to acquire Captivate Holdings, LLC, the leading operator of digital video elevator and lobby advertising in North America, at an enterprise value of $275.0 million. The transaction will be funded with $275.0 million of new committed term debt, with available cash used to refinance the Company's existing revolving credit facility and fund transaction expenses. NCM expects to generate more than $3.5 million of annual run-rate cost synergies within the first year following close. The transaction is expected to close during the second half of 2026, subject to customary closing conditions and regulatory approvals. In connection with the proposed acquisition and expected leverage at closing, NCM has paused its quarterly dividend program.

## Terms
- Counterparty: Captivate Holdings, LLC · Deal value: $275.0M · Consideration: cash · Stake: 100%

## Key dates
- Announced 2026-08-11 · Expected close 2026-12-31 · Completed 2026-08-11

## Timeline
- 2026-08-11 · 8-K (0001193125-26-344631): 8-K - National CineMedia, Inc. — *National CineMedia, Inc. is an advertising services company that operates digital video networks in cinema and other venues.* On August 10, 2026, NCM Holdings, LLC, a wholly-owned subsidiary of National CineMedia, Inc., entered into a Securities Purchase Agreement and Plan of Merger to acquire 100% of the issued and outstanding equity interests of Captivate Holdings, LLC and three Blocker entities for an enterprise value of $275.0 million in cash, subject to customary net working capital and other purchase price adjustments. Captivate is the leading operator of digital video elevator and lobby advertising in North America. The transaction is anticipated to close in the second half of 2026, subject to customary closing conditions, including expiration or termination of the Hart-Scott-Rodino Antitrust Improvements Act waiting period, with no financing condition for the Acquisition.
  https://www.sec.gov/Archives/edgar/data/1377630/0001193125-26-344631.txt
- 2026-08-11 · 8-K (0001193125-26-344665): 8-K - National CineMedia, Inc. — *National CineMedia, Inc. is the largest cinema advertising platform in the U.S., operating approximately 22,000 total theater and lobby screens in over 1,750 theaters across 183 Designated Market Areas, and presenting the Noovie Show exclusively in 44 leading national and regional theater circuits.* On August 10, 2026, National CineMedia, Inc. (NCM) entered into a definitive agreement to acquire Captivate Holdings, LLC, the leading operator of digital video elevator and lobby advertising in North America, at an enterprise value of $275.0 million. The transaction will be funded with $275.0 million of new committed term debt, with available cash used to refinance the Company's existing revolving credit facility and fund transaction expenses. NCM expects to generate more than $3.5 million of annual run-rate cost synergies within the first year following close. The transaction is expected to close during the second half of 2026, subject to customary closing conditions and regulatory approvals. In connection with the proposed acquisition and expected leverage at closing, NCM has paused its quarterly dividend program.
  https://www.sec.gov/Archives/edgar/data/1377630/0001193125-26-344665.txt

## Citations
- 0001193125-26-344631 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526344631
- 0001193125-26-344665 — https://www.sec.gov/cgi-bin/browse-edgar?action=getcompany&type=&dateb=&owner=include&count=40&search_text=000119312526344665