<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D
UNDER THE SECURITIES EXCHANGE ACT OF 1934
(AMENDMENT NO. __)*
AMC ENTERTAINMENT INC.
(Name of Issuer)
COMMON STOCK, 66 2/3 CENTS PAR VALUE
(Title of Class of Securities)
001669 10 0
(CUSIP Number)
JOHN L. EISEL
WILDMAN, HARROLD, ALLEN & DIXON
225 WEST WACKER DRIVE, SUITE 2800
CHICAGO, ILLINOIS 60606-1229
(312) 201-2000
(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)
DECEMBER 6, 2000
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition that is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b) (3) or (4), check the following box [ ].
NOTE: Schedules filed in paper format shall include a signed original
and five copies of the schedule, including all exhibits. See Section
240.13d-7(b) for other parties to whom copies are to be sent.
* The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information
which would alter disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
<PAGE>
PAGE 1 OF 10 PAGES
CUSIP NO. 001669 10 0
SCHEDULE 13D
<TABLE>
<S> <C>
1. NAMES OF REPORTING PERSONS/ I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS Ronald B. Ferrin
(ENTITIES ONLY)
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) [ ]
(b) [X]
3. SEC USE ONLY
4. SOURCE OF FUNDS (SEE INSTRUCTIONS) PF
5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D) OR 2(E)
[ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION USA
NUMBER OF 7. SOLE VOTING POWER 130,700
SHARES BENEFICIALLY
8. SHARED VOTING POWER 502,500
OWNED BY EACH
9. SOLE DISPOSITIVE POWER 130,700
REPORTING PERSON WITH:
10. SHARED DISPOSITIVE POWER 502,500
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 633,200
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE [ ]
INSTRUCTIONS)
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.3%
14. TYPE OF REPORTING PERSON* IN
</TABLE>
<PAGE>
PAGE 2 OF 10 PAGES
CUSIP NO. 001669 10 0
<TABLE>
<S> <C>
1. NAMES OF REPORTING PERSONS/ I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS Janet Madori-Ferrin
(ENTITIES ONLY)
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) [ ]
(b) [X]
3. SEC USE ONLY
4. SOURCE OF FUNDS (SEE INSTRUCTIONS) PF
5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D) OR 2(E)
[ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION USA
NUMBER OF 7. SOLE VOTING POWER 431,000
SHARES BENEFICIALLY
8. SHARED VOTING POWER 0
OWNED BY EACH
9. SOLE DISPOSITIVE POWER 431,000
REPORTING PERSON WITH:
10. SHARED DISPOSITIVE POWER 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 431,000
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE [ ]
INSTRUCTIONS)
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.2%
14. TYPE OF REPORTING PERSON* IN
</TABLE>
<PAGE>
PAGE 3 OF 10 PAGES
CUSIP NO. 001669 10 0
<TABLE>
<S> <C>
1. NAMES OF REPORTING PERSONS/ I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS John E. Gorman
(ENTITIES ONLY)
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) [ ]
(b) [X]
3. SEC USE ONLY
4. SOURCE OF FUNDS (SEE INSTRUCTIONS) PF
5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D) OR 2(E)
[ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION USA
NUMBER OF 7. SOLE VOTING POWER 109,500
SHARES BENEFICIALLY
8. SHARED VOTING POWER 502,500
OWNED BY EACH
9. SOLE DISPOSITIVE POWER 109,500
REPORTING PERSON WITH:
10. SHARED DISPOSITIVE POWER 502,500
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 612,000
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE [ ]
INSTRUCTIONS)
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.2%
14. TYPE OF REPORTING PERSON* IN
</TABLE>
<PAGE>
PAGE 4 OF 10 PAGES
CUSIP NO. 001669 10 0
<TABLE>
<S> <C>
1. NAMES OF REPORTING PERSONS/ I.R.S. IDENTIFICATION NO. OF ABOVE PERSONS Fairmac Realty Corporation
(ENTITIES ONLY) 54-0944952
2. CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS) (a) [ ]
(b) [X]
3. SEC USE ONLY
4. SOURCE OF FUNDS (SEE INSTRUCTIONS) WC
5. CHECK IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS
2(D) OR 2(E)
[ ]
6. CITIZENSHIP OR PLACE OF ORGANIZATION Delaware
NUMBER OF 7. SOLE VOTING POWER 502,500
SHARES BENEFICIALLY
8. SHARED VOTING POWER 0
OWNED BY EACH
9. SOLE DISPOSITIVE POWER 502,500
REPORTING PERSON WITH:
10. SHARED DISPOSITIVE POWER 0
11. AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 502,500
12. CHECK IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES (SEE [ ]
INSTRUCTIONS)
13. PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.6%
14. TYPE OF REPORTING PERSON* CO
</TABLE>
<PAGE>
PAGE 5 OF 10 PAGES
SCHEDULE 13D
ITEM 1. SECURITY AND ISSUER.
This Schedule 13D relates to the shares of Common Stock, par value 66
2/3 cents per share (the "Common Stock"), of AMC Entertainment Inc., a Delaware
corporation (the "Company") whose principal executive office is located at 106
W. 14th Street, Kansas City, Missouri 64141.
ITEM 2. IDENTITY AND BACKGROUND.
This Schedule 13D is filed by the following reporting persons
(collectively, the "Reporting Persons" and individually, a "Reporting Person"):
1. RONALD B. FERRIN. Mr. Ferrin is Vice President and
Treasurer of Fairmac Realty Corporation. Mr. Ferrin is also President of
Landonomics Corp., an Illinois corporation. Landonomics is engaged primarily in
the business of real estate development and management. Mr. Ferrin's business
address is 2215 York Road, Suite 209, Oak Brook, IL 60523. Mr. Ferrin is a U.S.
citizen. Mr. Ferrin is the husband of Janet Madori-Ferrin.
2. JANET MADORI-FERRIN. Ms. Madori-Ferrin is President of
Personal Preference, Inc., an Illinois corporation engaged primarily in home art
distribution. Ms. Madori-Ferrin's address is 1 Oak Court, Oak Brook, IL 60521.
Ms. Madori-Ferrin is a U.S. citizen and is the wife of Ronald B. Ferrin.
3. JOHN E. GORMAN. Mr. Gorman is the President of Fairmac
Realty Corporation. Mr. Gorman's business address is 2215 York Road, Suite 302,
Oak Brook, IL 60523. Mr. Gorman is a U.S. citizen.
4. FAIRMAC REALTY CORPORATION. Fairmac Realty Corporation, a
Delaware corporation, is primarily engaged in the business of real estate
investment. The principal place of business and principal office of Fairmac is
located at 2215 York Road, Suite 302, Oak Brook, IL 60523. Following is a list
of each of the directors and officers of Fairmac:
<TABLE>
<CAPTION>
NAME AND TITLE BUSINESS ADDRESS CITIZENSHIP
-------------------------- -------------------------------- ---------------
<S> <C> <C>
EXECUTIVE OFFICERS:
John E. Gorman 2215 York Road, Suite 302, U.S.A.
President Oak Brook, IL 60523
Ronald B. Ferrin 2215 York Road, Suite 209, U.S.A.
Vice President, Treasurer Oak Brook, IL 60523
Stuart Babendir 2215 York Road, Suite 302, U.S.A.
Secretary Oak Brook, IL 60523
</TABLE>
<PAGE>
PAGE 6 OF 10 PAGES
<TABLE>
<S> <C> <C>
DIRECTORS:
John E. Gorman 2215 York Road, Suite 302, U.S.A.
Oak Brook, IL 60523
Ronald B. Ferrin 2215 York Road, Suite 209, U.S.A.
Oak Brook, IL 60523
</TABLE>
During the last five years, none of the Reporting Persons nor Stuart
Babendir (i) has been convicted in any criminal proceedings (excluding traffic
violations or similar misdemeanors); or (ii) was a party to a civil proceeding
of any judicial or administrative body of competent jurisdiction as a result of
which it was or is subject to a judgment, decree or final order enjoining future
violations of, or prohibiting or mandating activities subject to, federal or
state securities laws or a finding of any violation with respect to such laws.
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
The aggregate purchase price of the 130,700 shares of Common Stock
purchased by Mr. Ferrin was $172,639.80. The source of funding for such purchase
was the personal funds of Mr. Ferrin.
The aggregate purchase price of the 431,000 shares of Common Stock
purchased by Ms. Madori-Ferrin was $1,060,910.13. The source of funding for such
purchase was the personal funds of Ms. Madori-Ferrin.
The aggregate purchase price of the 109,500 shares of Common Stock
purchased by Mr. Gorman was $211,316. The source of funding for such purchase
was the personal funds of Mr. Gorman.
The aggregate purchase price of the 502,500 shares of Common Stock
purchased by Fairmac Realty Corporation was $1,143,998. The source of funding
for such purchase was the general working capital of Fairmac.
ITEM 4. PURPOSE OF TRANSACTION.
The purchases of the shares reported in this Schedule 13D were made for
the purpose of making an investment in the Company. Consistent with such
purpose, the Reporting Persons have had and expects to continue to have
discussions with management of the Company concerning the Company and its
investment in the Company. The Reporting Persons may also engage in such
discussions with other shareholders of the Company.
The Reporting Persons may, in the future, purchase additional shares of
the Common Stock or other securities of the Company depending on the price of
the shares and circumstances at the time such acquisitions, if any, are made.
Alternatively, one or more of the Reporting
<PAGE>
PAGE 7 OF 10 PAGES
Persons may at any time determine to realize on its investment in the shares of
Common Stock through the sale of all or some of the shares.
Except as set forth herein, the Reporting Persons have no present plans
or proposals that would result in or relate to (a) an extraordinary corporate
transaction involving the Company or any or its subsidiaries; (b) a sale or
transfer of a material amount of assets of the Company or any of its
subsidiaries; (c) a change in the present board of directors or management of
the Company; (d) a material change in present capitalization or dividend policy
of the Company; (e) any other material change in the Company's business or
corporate structure; (f) changes in the Company's charter, bylaws or instruments
corresponding thereto or other actions which might impede the acquisition or
control of the Company by any person; (g) causing securities of the Company to
be delisted from a national security exchange or to cease to be authorized to be
quoted in an interdealer quotation system of a registered national securities
association; (h) causing securities of the Company to be eligible for
termination of registration pursuant to Section 12(g)(4) of the Exchange Act or
(f) any other similar action.
ITEM 5. INTEREST IN SECURITIES OF THE ISSUER.
The Company's Form 10-Q for the quarter ended September 28, 2000,
disclosed that 19,427,098 shares of the Common Stock were outstanding as of
September 28, 2000.
Ronald B. Ferrin is the beneficial owner of 633,200 shares of Common
Stock, representing approximately 3.3% of the outstanding shares of Common stock
and has sole voting and dispositive power over 130,700 of these shares and has
shared voting and dispositive power over 502,500 of these shares.
Janet Madori-Ferrin is the beneficial owner of 431,000 shares of Common
Stock, representing approximately 2.2% of the outstanding shares of Common stock
and has sole voting and dispositive power over these shares.
John E. Gorman is the beneficial owner of 612,000 shares of Common
Stock, representing approximately 3.2% of the outstanding shares of Common stock
and has sole voting and dispositive power over 109,500 of these shares and has
shared voting and dispositive power over 502,500 of these shares.
Fairmac Realty Corporation is the beneficial owner of 502,500 shares of
Common Stock, representing approximately 2.6% of the outstanding shares of
Common stock and has sole voting and dispositive power over these shares.
The filing of this statement shall not be construed as an admission
that the persons filing are beneficial owners of the shares covered by this
Statement for any purpose, including purposes of Sections 13, 14 or 16 of the
Securities Exchange or 1934, as amended.
<PAGE>
PAGE 8 OF 10 PAGES
All transactions in the Common Stock effected by the Reporting Persons
in the last sixty days were effected in open market transactions and are set
forth below:
SCHEDULE OF TRANSACTIONS
RONALD B. FERRIN
<TABLE>
<CAPTION>
NUMBER OF PRICE PER SHARE
DATE SHARES (EXCLUDING COMMISSIONS)
-------------------------- ------------------- --------------------------
<S> <C> <C>
10/23/00 10,000 $1.135
10/24/00 25,000 1.198
10/25/00 69,200 1.139
10/26/00 6,500 1.323
11/28/00 20,000 2.198
</TABLE>
JANET MADORI-FERRIN
<TABLE>
<CAPTION>
NUMBER OF PRICE PER SHARE
DATE SHARES (EXCLUDING COMMISSIONS)
-------------------------- ------------------- --------------------------
<S> <C> <C>
11/15/00 20,600 $3.214
11/15/00 9,400 3.010
11/14/00 27,400 3.062
11/17/00 32,600 3.010
11/16/00 10,000 3.010
11/30/00 40,000 2.198
12/01/00 9,000 2.135
12/06/00 200,000 2.197
12/08/00 20,500 2.493
12/11/00 28,000 2.510
12/12/00 15,000 2.510
12/14/00 18,500 2.633
</TABLE>
<PAGE>
PAGE 9 OF 10 PAGES
JOHN E. GORMAN
<TABLE>
<CAPTION>
NUMBER OF PRICE PER SHARE
DATE SHARES (EXCLUDING COMMISSIONS)
-------------------------- ------------------- --------------------------
<S> <C> <C>
11/01/00 80,000 $1.855
12/01/00 29,500 2.134
</TABLE>
FAIRMAC REALTY CORPORATION
<TABLE>
<CAPTION>
NUMBER OF PRICE PER SHARE
DATE SHARES (EXCLUDING COMMISSIONS)
-------------------------- ------------------- --------------------------
<S> <C> <C>
12/04/00 400,000 $2.197
12/12/00 10,500 2.257
12/15/00 92,000 2.625
</TABLE>
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE ISSUER.
The Reporting Persons are not a party to any contract, arrangement,
understanding or relationship with respect to any securities of the Company,
including but not limited to transfer or voting of any of the securities,
finder's fees, joint ventures, loan or option arrangements, puts or calls,
guarantees of profits, division of profits or loss, the giving or withholding of
proxies or pledge or otherwise subject to a contingency the occurrence of which
would give another person voting or investment power over such securities.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
<TABLE>
<S> <C>
Exhibit 1 Joint Filing Agreement dated December 18, 2000, among the
Reporting Persons.
</TABLE>
<PAGE>
PAGE 10 OF 10 PAGES
SIGNATURES
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: December 18, 2000
/s/ Ronald B. Ferrin
----------------------------------------
Ronald B. Ferrin
/s/ Janet Madori-Ferrin
----------------------------------------
Janet Madori-Ferrin
/s/ John E. Gorman
----------------------------------------
John E. Gorman
FAIRMAC REALTY CORPORATION
/s/ Ronald B. Ferrin
----------------------------------------
Ronald B. Ferrin,
Vice President and Treasurer
