As filed with the Securities and Exchange Commission on January 14, 2021

Registration No. 333-234695

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

POST-EFFECTIVE AMENDMENT NO. 1

TO

FORM S-3

REGISTRATION STATEMENT

UNDER

THE SECURITIES ACT OF 1933

 

 

AMC Networks Inc.

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Delaware   27-5403694

(State or Other Jurisdiction of

Incorporation or Organization)

 

(IRS Employer

Identification No.)

11 Penn Plaza

New York, NY 10001

(212) 324-8500

(Address, Including Zip Code, and Telephone Number, Including Area Code, of Registrant’s Principal Executive Offices)

 

 

(FOR CO-REGISTRANTS, PLEASE SEE “TABLE OF CO-REGISTRANTS” ON THE FOLLOWING PAGE)

 

 

James G. Gallagher, Esq.

Executive Vice President and General Counsel

AMC Networks Inc.

11 Penn Plaza

New York, NY 10001

(212) 324-8500

(Name, Address, Including Zip Code, and Telephone Number, Including Area Code, of Agent for Service)

 

 

Copies to:

Robert W. Downes

Sullivan & Cromwell LLP

125 Broad Street

New York, New York 10004

(212) 558-4000

 

 

Approximate date of commencement of proposed sale to the public: From time to time after the effective date of this registration statement.

 

 

If the only securities being registered on this Form are being offered pursuant to dividend or interest reinvestment plans, please check the following box.  ☐

If any of the securities being registered on this Form are to be offered on a delayed or continuous basis pursuant to Rule 415 under the Securities Act of 1933, other than securities offered only in connection with dividend or interest reinvestment plans, check the following box.  ☒

If this Form is filed to register additional securities for an offering pursuant to Rule 462(b) under the Securities Act, please check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ☐

If this Form is a post-effective amendment filed pursuant to Rule 462(c) under the Securities Act, check the following box and list the Securities Act registration statement number of the earlier effective registration statement for the same offering.  ☐

If this Form is a registration statement pursuant to General Instruction I.D. or a post-effective amendment thereto that shall become effective upon filing with the Commission pursuant to Rule 462(e) under the Securities Act, check the following box.  ☒

If this Form is a post-effective amendment to a registration statement filed pursuant to General Instruction I.D. filed to register additional securities or additional classes of securities pursuant to Rule 413(b) under the Securities Act, check the following box.  ☒

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer      Accelerated filer  
Non-accelerated filer      Smaller reporting company  
     Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 7(a)(2)(B) of the Securities Act.   ☐

 

 

CALCULATION OF REGISTRATION FEE

 

 

Title of each Class of

Securities to be Registered

 

Amount

to be

Registered

 

Proposed

Maximum

Offering Price

Per Unit

 

Proposed

Maximum

Aggregate

Offering Price

 

Amount of

Registration Fee

Debt Securities

  (1)   (1)   (1)   (1)

Guarantees of Debt Securities(2)

  (1)   (1)   (1)   (1)

 

 

(1)

An indeterminate aggregate initial offering price or number of the debt securities is being registered as may from time to time be offered, reoffered or resold, at indeterminate prices. Separate consideration may or may not be received for securities that are issuable on exercise, conversion or exchange of the debt securities. In accordance with Rules 456(b) and 457(r) under the Securities Act, the registrants are deferring payment of all of the related registration fees.

(2)

See the Table of Co-Registrants on the following page. Pursuant to Rule 457(n) under the Securities Act, no additional fee is being paid in respect of the guarantees. The guarantees are not traded separately.

This registration statement contains a prospectus relating to both the offering of newly issued debt securities and related guarantees and remarketing or other resale transactions that occur on an ongoing basis in debt securities and related guarantees that have been previously or will be issued under this registration statement.

 

 

 


TABLE OF CO-REGISTRANTS

 

Exact Name of Co-Registrant as
Specified in its Charter

  

State

  

I.R.S. Employer
Identification No.

  

State or Other
Jurisdiction of
Incorporation or
Organization

2ND PARTY LLC

   Delaware    35-2533767    DE

61ST STREET PRODUCTIONS I LLC

   Delaware    84-3281347    DE

AMC FILM HOLDINGS LLC

   Delaware    04-3734671    DE

AMC NETWORK ENTERTAINMENT LLC

   New York    11-2840178    NY

AMC NETWORKS BROADCASTING & TECHNOLOGY

   New York    11-2542002    NY

AMC NETWORKS INTERNATIONAL LLC

   Delaware    90-1026635    DE

AMC NETWORKS INTERNATIONAL ASIA-PACIFIC LLC
(f/k/a SUNDANCE CHANNEL ASIA LLC)

   Delaware    27-0841492    DE

AMC NETWORKS PRODUCTIONS LLC

   Delaware    84-4558562    DE

AMC PREMIERE LLC

   Delaware    83-1520791    DE

AMC TV STUDIOS LLC

   Delaware    27-2310716    DE

AMC/SUNDANCE CHANNEL GLOBAL NETWORKS LLC

   Delaware    27-0813860    DE

AMCN PROPERTIES LLC

   Delaware    01-0689406    DE

AMERICAN MOVIE CLASSICS IV HOLDING CORPORATION

   Delaware    65-1189249    DE

ANIMAL CONTROL PRODUCTIONS I LLC

   Delaware    85-2425934    DE

ANTHEM PRODUCTIONS I LLC

   Delaware    85-1419779    DE

BADLANDS PRODUCTIONS I LLC

   Louisiana    47-1388257    LA

BADLANDS PRODUCTIONS II LLC

   Delaware    81-2120257    DE

BENDERS PRODUCTIONS I LLC

   Delaware    38-3958227    DE

BROCKMIRE PRODUCTIONS I LLC

   Delaware    32-0491073    DE

COBALT PRODUCTIONS LLC

   Delaware    47-1817115    DE

COMIC SCRIBE LLC

   Delaware    46-3634213    DE

CROSSED PENS DEVELOPMENT LLC

   Delaware    45-3576275    DE

DIGITAL STORE LLC

   Delaware    27-0933987    DE

DISPATCHES PRODUCTIONS I LLC

   Delaware    83-2503233    DE

EXPEDITION PRODUCTIONS I LLC

   Delaware    81-1528430    DE

FIVE FAMILIES PRODUCTIONS I LLC

   Delaware    46-4590197    DE

FIVE MOONS PRODUCTIONS I LLC

   Delaware    45-3576409    DE

GEESE PRODUCTIONS LLC

   Delaware    46-5362761    DE

GROUND WORK PRODUCTIONS LLC

   Delaware    47-4126885    DE

HALT AND CATCH FIRE PRODUCTIONS LLC

   Delaware    80-0945740    DE

HALT AND CATCH FIRE PRODUCTIONS I LLC

   Delaware    90-0912902    DE

HALT AND CATCH FIRE PRODUCTIONS II LLC

   Delaware    47-1255128    DE

HALT AND CATCH FIRE PRODUCTIONS III LLC

   Delaware    47-5289227    DE

HALT AND CATCH FIRE PRODUCTIONS IV LLC

   Delaware    81-4191147    DE

HAP AND LEONARD PRODUCTIONS I LLC

   Louisiana    30-0847032    LA

HAP AND LEONARD PRODUCTIONS II LLC
(f/k/a DIPLOMAT PRODUCTIONS LLC)

   Delaware    47-1481179    DE

HAP AND LEONARD PRODUCTIONS III LLC
(f/k/a TWD PRODUCTIONS II LLC)

   Delaware    27-4826915    DE

IFC ENTERTAINMENT HOLDINGS LLC

   Delaware    27-0934047    DE

IFC ENTERTAINMENT LLC

   Delaware    11-3616018    DE

IFC FILMS LLC

   Delaware    11-3561503    DE

IFC IN THEATERS LLC

   Delaware    20-4459072    DE

IFC PRODUCTIONS I L.L.C.

   Delaware    11-3369804    DE

IFC TELEVISION HOLDINGS LLC

   Delaware    46-3491268    DE

IFC THEATRES CONCESSIONS LLC

   Delaware    20-8774978    DE


Exact Name of Co-Registrant as
Specified in its Charter

  

State

  

I.R.S. Employer
Identification No.

  

State or Other
Jurisdiction of
Incorporation or
Organization

IFC THEATRES, LLC

   Delaware    11-3554063    DE

IFC TV LLC

   Delaware    11-3569217    DE

IFC TV STUDIOS HOLDINGS LLC

   Delaware    46-3495486    DE

IFC TV STUDIOS LLC

   Delaware    30-0796677    DE

IPTV LLC

   Delaware    61-1678090    DE

KINDRED SPIRIT PRODUCTIONS LLC (f/k/a KNIFEMAN PRODUCTIONS LLC)

   Delaware    46-4401381    DE

KOPUS PRODUCTIONS LLC

   Delaware    36-4758422    DE

KOPUS PRODUCTIONS II LLC

   Delaware    32-0440326    DE

LIVING WITH YOURSELF PRODUCTIONS I LLC

   Delaware    36-4867665    DE

LODGE PRODUCTIONS I LLC (f/k/a TWD PRODUCTIONS LLC)

   Delaware    27-1833132    DE

LODGE PRODUCTIONS II LLC (f/k/a PHILLY PRODUCTIONS LLC)

   Delaware    36-4744101    DE

MAKING WAVES STUDIO PRODUCTIONS LLC

   Delaware    45-3576566    DE

MECHANICAL PRODUCTIONS I LLC

   Delaware    85-4032839    DE

MONUMENT PRODUCTIONS I LLC (f/k/a/ TURN PRODUCTIONS I LLC)

   Delaware    61-1698740    DE

NEWFOUND LAKE PRODUCTIONS I LLC

   Delaware    84-4022508    DE

NOS4A2 PRODUCTIONS I LLC

   Rhode Island    83-1443378    RI

PEACH PIT PROPERTIES LLC

   Delaware    90-0875642    DE

PENS DOWN LLC

   Delaware    80-0947451    DE

PREMIER QUILLS LLC

   Delaware    90-1016199    DE

RAINBOW FILM HOLDINGS LLC

   Delaware    11-3587524    DE

RAINBOW MEDIA ENTERPRISES, INC.

   Delaware    20-1092081    DE

RAINBOW MEDIA HOLDINGS LLC

   Delaware    11-3342870    DE

RAINBOW PROGRAMMING HOLDINGS LLC

   Delaware    20-1361503    DE

RECTIFY PRODUCTIONS LLC

   Delaware    45-3989305    DE

RECTIFY PRODUCTIONS II LLC

   Delaware    30-0751966    DE

RECTIFY PRODUCTIONS III LLC

   Delaware    36-4793390    DE

RECTIFY PRODUCTIONS IV LLC

   Delaware    61-1766214    DE

RED MONDAY PROGRAMMING LLC

   Delaware    45-3576699    DE

RNC HOLDING CORPORATION

   Delaware    11-3361228    DE

RNC II HOLDING CORPORATION

   Delaware    11-3527223    DE

ROUGHHOUSE PRODUCTIONS I LLC

   Delaware    47-1241690    DE

SELECTS VOD LLC

   Delaware    27-0933903    DE

SHUDDER LLC (f/k/a SHUDDER HOLDINGS LLC)

   Delaware    32-0481180    DE

SLEUTH SECRETS PRODUCTIONS LLC

   Delaware    45-3576807    DE

STALWART PRODUCTIONS LLC

   Delaware    27-5380496    DE

STAN PRODUCTIONS I LLC

   Delaware    37-1820335    DE

STAN PRODUCTIONS II LLC

   Delaware    37-1847047    DE

SUNDANCE CHANNEL ORIGINALS LLC

   Delaware    46-3623454    DE

SUNDANCE FILM HOLDINGS LLC

   Delaware    45-4952641    DE

SUNDANCETV LLC

   Delaware    13-3838288    DE

THE SON PRODUCTIONS I LLC

   Delaware    81-1082050    DE

TURN PRODUCTIONS LLC

   Delaware    80-0945824    DE

TURN PRODUCTIONS II LLC

   Delaware    47-1264474    DE

TURN PRODUCTIONS III LLC

   Delaware    47-4582750    DE

TURN PRODUCTIONS IV LLC

   Delaware    81-3492377    DE

TWD PRODUCTIONS IV LLC

   Delaware    32-0390371    DE

TWD PRODUCTIONS V LLC

   Delaware    38-3911483    DE


Exact Name of Co-Registrant as
Specified in its Charter

  

State

  

I.R.S. Employer
Identification No.

  

State or Other
Jurisdiction of
Incorporation or
Organization

TWD PRODUCTIONS VI LLC

   Delaware    47-1243974    DE

TWD PRODUCTIONS VII LLC

   Delaware    47-4570471    DE

TWD PRODUCTIONS VIII LLC

   Delaware    81-3477928    DE

TWD PRODUCTIONS IX LLC (f/k/a TWD PRODUCTIONS III LLC)

   Delaware    45-4318830    DE

TWD PRODUCTIONS X LLC (f/k/a GALYNTINE PRODUCTIONS LLC)

   Delaware    46-4392626    DE

TWD PRODUCTIONS XI LLC

   Delaware    84-3294039    DE

UNIVERSE PRODUCTIONS LLC

   Delaware    83-0904751    DE

VOOM HD HOLDINGS LLC

   Delaware    57-1177144    DE

WE TV ASIA LLC

   Delaware    27-2037277    DE

WE TV HOLDINGS LLC

   Delaware    46-3491062    DE

WE TV LLC

   Delaware    11-3496672    DE

WE TV STUDIOS LLC

   Delaware    46-3491188    DE

WOODBURY STUDIOS LLC

   Delaware    82-2181854    DE

Address, including Zip Code, and Telephone Number, including Area Code, of each Co-Registrant’s Principal Executive Offices: 11 Penn Plaza, New York, NY 10001, (212) 324-8500.


EXPLANATORY NOTE

This Post-Effective Amendment No. 1 to the Registration Statement on Form S-3 (Registration No. 333-234695) of AMC Networks Inc. (the “Company”) and its subsidiary guarantor co-registrants (the “Registration Statement”) is being filed for the purposes of adding AMC Networks Productions LLC, Animal Control Productions I LLC, Anthem Productions I LLC, Mechanical Productions I, LLC and Newfound Lake Productions I LLC, all subsidiaries of the Company, as co-registrants that are, or may potentially be, guarantors of some or all of the debt securities with respect to which offers and sales are registered under the Registration Statement. No changes or additions are being made hereby to the base prospectus that already forms a part of the Registration Statement. Accordingly, such base prospectus is being omitted from this filing.


PART II

 

  1.

Information Not Required in Prospectus

 

Item 14.

Other Expenses of Issuance and Distribution

The following is a statement of the expenses (all of which, except for the SEC registration fee, are estimated) to be incurred by the Company in connection with the issuance and distribution of an assumed amount of $1,000,000,000 of debt securities registered under this registration statement:

 

     Amount to
be paid
 

SEC registration fee

   $ 0

Legal fees and expenses

     400,000  

Accounting fees and expenses

     250,000  

Printing fees

     100,000  

Rating agency fees

     1,260,000  

Trustee’s fees and expenses

     25,000  

Miscellaneous

     65,000  
  

 

 

 

Total

   $ 2,100,000  
  

 

 

 

 

*

Deferred in accordance with Rule 456(b) and Rule 457(r).

 

Item 15.

Indemnification of Directors and Officers

Delaware Registrants

Section 145 of the Delaware General Corporation Law provides that a corporation may indemnify any current or former director, officer or employee or other individual against expenses, judgments, fines and amounts paid in settlement in connection with civil, criminal, administrative or investigative actions or proceedings, other than a derivative action by or in the right of the corporation, if the director, officer, employee or other individual acted in good faith and in a manner he or she reasonably believed to be in or not opposed to the best interests of the corporation, and, with respect to any criminal action or proceeding, if he or she had no reasonable cause to believe his or her conduct was unlawful. A similar standard is applicable in the case of derivative actions, except that indemnification only extends to expenses incurred in connection with the defense or settlement of such actions, and the statute requires court approval before there can be any indemnification where the person seeking indemnification has been found liable to the corporation. The statute provides that it is not exclusive of other indemnification that may be granted by a corporation’s by-laws, disinterested director vote, stockholder vote, agreement or otherwise.

The certificate of incorporation of AMC Networks Inc. and each Co-Registrant that is a Delaware corporation provides that each person who was or is made or is threatened to be made a party to any action or proceeding by reason of the fact that such person, or a person of whom such person is the legal representative, is or was a director or officer of the Company or is or was serving at our request as a director, officer, employee or agent of another corporation or of a partnership, joint venture, trust or other enterprise, including service with respect to employee benefit plans, will be indemnified and held harmless by us to the fullest extent authorized by the Delaware General Corporation Law, as the same exists or may hereafter be amended. Such rights are not exclusive of any other right which any such person may have or thereafter acquire under any statute, provision of the certificate of incorporation, by-law, agreement, vote of stockholders or disinterested directors or otherwise. Our certificate of incorporation also specifically authorizes us to maintain insurance and to grant similar indemnification rights to our employees or agents.

 

II-1


Section 18-108 of the Delaware Limited Liability Company Act (“DE LLC Act”) provides that, subject to such standards and restrictions, if any, as are set forth in its limited liability company agreement, a limited liability company may, and shall have the power to, indemnify and hold harmless any member or manager or other person from and against any and all claims and demands whatsoever. However, to the extent that the limited liability company agreement seeks to restrict or limit the liabilities of such person, Section 18-1101 of the DE LLC Act prohibits it from eliminating liability for any act or omission that constitutes a bad faith violation of the implied contractual covenant of good faith and fair dealing.

Pursuant to the applicable provisions of the DE LLC Act and the Co-Registrants’ limited liability company agreements, the debts, obligations and liabilities of each Co-Registrant that is a Delaware limited liability company, whether arising in contract, tort or otherwise, shall be solely the debts, obligations and liabilities of the company, and neither the members, nor any employee or agent of the company is obligated personally for any such debt, obligation or liability of the company, or for any debt, obligation or liability of any other member, employee or agent of the company, solely by reason of being a member or acting as a manager, employee or agent of the company.

New York Co-Registrants

Section 420 of the New York Limited Liability Company Law provides that, subject to such standards and restrictions, if any, as are set forth in its operating agreement, a limited liability company may, and shall have the power to, indemnify and hold harmless, and advance expenses to, any member or manager or other person from and against any and all claims and demands whatsoever. However, no indemnification may be made to or on behalf of any member, manager or other person if a judgment or other final adjudication adverse to such member, manager or other person establishes that (i) such person’s acts were committed in bad faith or were the result of active and deliberate dishonesty and were material to the cause of action so adjudicated, or (ii) such person personally gained in fact a financial profit or other advantage to which such person was not legally entitled.

Consistent with these provisions of the New York Limited Liability Company Law, the limited liability company agreement of AMC Network Entertainment LLC, our Co-Registrant New York limited liability company, provides that the debts, obligations and liabilities of the company, whether arising in contract, tort or otherwise, shall be solely the debts, obligations and liabilities of the company, and neither the members, nor any employee or agent of the company is obligated personally for any such debt, obligation or liability of the company, or for any debt, obligation or liability of any other member, employee or agent of the company, solely by reason of being a member or acting as a manager, employee or agent of the company provided that such indemnification shall not apply to any such person if such claim resulted from the fraud and or willful misconduct of such person.

Section 40 of the New York Partnership Law provides that, subject to any agreement between the partners, a partnership must indemnify every partner in respect of payments made and personal liabilities reasonably incurred by him in the ordinary and proper conduct of the partnership’s business, or for the preservation of the partnership’s business or property.

Consistent with these provisions of the New York Partnership Law, the partnership agreement of AMC Networks Broadcasting & Technology, our Co-Registrant New York general partnership, provides that the partnership will indemnify and hold harmless the partners and officers of the partnership, as well as the agents of the partners or officers, from any losses and liabilities resulting from acts or omissions taken by them on behalf of the partnership or in furtherance of the partnership’s interests, other than those constituting fraud or willful misconduct.

 

II-2


Louisiana Co-Registrants

Section 12:1315(2) of the Louisiana Limited Liability Company Law provides for indemnification of a member or members, or a manager or managers, for judgments, settlements, penalties, fines, or expenses incurred because he is or was a member or manager.

Consistent with these provisions of the Louisiana Limited Liability Company Law, the operating agreement of each of Badlands Productions I LLC and Hap and Leonard Productions I LLC, our Co-Registrant Louisiana limited liability companies, provides that the debts, obligations and liabilities of the company, whether arising in contract, tort or otherwise, shall be solely the debts, obligations and liabilities of the company, and no member of the company is obligated personally for any such debt, obligation or liability of the company, or for any debt, obligation or liability of any other member, employee or agent of the company, solely by reason of being a member or acting as a manager, employee or agent of the company.

Rhode Island Co-Registrant

Section 7-16-4 of the Rhode Island Limited Liability Company Act (the “RI LLC Act”) provides that, subject to any standards and restrictions, if any, that are set forth in its articles of organization or operating agreement, a limited liability company has the power to indemnify and advance expenses to any member, manager, agent or employee, past or present, to the same extent that a corporation formed under the Rhode Island Business Corporation Act (the “RIBCA”) may indemnify any of its directors, officers, employees or agents. A corporation formed under the RIBCA has the power, under specified circumstances, to indemnify any individual made a party to any threatened, pending or completed action, suit or proceeding, whether civil, criminal, administrative or investigative, by reason of the fact that he or she is or was an officer or director if: (a) he or she acted in good faith; (b) he or she reasonably believed, in the case of conduct in his or her official capacity with the corporation, that his or her actions were in the corporation’s best interests, and in all other cases, that his or her conduct was at least not opposed to the corporation’s best interests; (c) in criminal proceedings, he or she had no reasonable cause to believe that his or her conduct was unlawful; or (d) he or she engaged in conduct for which broader indemnification has been made permissible or obligatory under a provision in the corporation’s articles of incorporation.

Section 7-16-4 of the RI LLC Act also provides that a limited liability company has the power to purchase and maintain insurance on behalf of any member, manager, agent or employee against any liability asserted against him or her and incurred by the member, manager, agent or employee in that capacity or arising out of the member’s, manager’s, agent’s or employee’s status, whether or not the limited liability company would have the power to indemnify such person under the RI LLC Act, the articles of organization or the operating agreement.

Consistent with these provisions of the RI LLC Act, the operating agreement of NOS4A2 PRODUCTIONS I, LLC, our Co-Registrant Rhode Island limited liability company, provides that the members of the company shall not have any liability for the obligations or liabilities of the company except to the extent provided in the RI LLC Act.

Directors’ and Officers’ Liability Insurance

AMC Networks Inc. has obtained directors’ and officers’ liability insurance with customary terms and subject to customary exclusions, for the benefit of its directors and officers, and directors and officers of its subsidiaries.

 

II-3


Item 16.

Exhibits

 

Exhibit
No.
  

Description

   Incorporated by Reference to
Filings Indicated
  1.1    Form of Underwriting Agreement for debt securities.    *
  4.1    Indenture, dated as of March  30, 2016, by and among AMC Networks Inc., as issuer, each of the guarantors party thereto and U.S. Bank National Association, as trustee. The form or forms of Senior Debt Securities with respect to each particular series of Senior Debt Securities will be filed as an exhibit to a Current Report on Form 8-K of AMC Networks Inc. or other filing by AMC Networks Inc. and incorporated herein by reference.    **
  5.1    Opinion of Sullivan & Cromwell LLP, dated November 14, 2019.    **
  5.2    Opinion of Jones Walker LLP, dated November 14, 2019.    **
  5.3    Opinion of Locke Lord LLP, dated November 14, 2019.    **
  5.4    Opinion of Sullivan & Cromwell LLP, dated January 14, 2021.    ***
22.1    Subsidiary Guarantors.    ***
23.1    Consent of KPMG LLP, dated January 14, 2021.    ***
23.2    Consent of Sullivan & Cromwell LLP, dated November 14, 2019.    **
23.3    Consent of Jones Walker LLP, dated November 14, 2019.    **
23.4    Consent of Locke Lord LLP, dated November 14, 2019.    **
23.5    Consent of Sullivan & Cromwell LLP, dated January 14, 2021.    Included in Exhibit 5.4
24.1    Power of Attorney (included in signature page to the Registration Statement on Form S-3, Registration No. 333-234695, filed November 14, 2019).    **
24.2    Power of Attorney for additional Co-Registrants.    Included on signature pages
hereto
25.1    Statement of Eligibility of Trustee on Form T-1 under the Trust Indenture Act of 1939, as amended, of U.S. Bank National Association to act as trustee for the Senior Debt Securities.    **

 

*

To be filed as an exhibit to a Current Report on Form 8-K in connection with a specific offering and incorporated herein by reference.

**

Previously filed.

***

Filed herewith.

 

Item 17.

Undertakings

The undersigned Registrants hereby undertake:

(1) To file, during any period in which offers or sales are being made, a post-effective amendment to this registration statement:

(i) to include any prospectus required by Section 10(a)(3) of the Securities Act of 1933, as amended (the “Securities Act”);

 

II-4


(ii) to reflect in the prospectus any facts or events arising after the effective date of the registration statement (or the most recent post-effective amendment thereof) which, individually or in the aggregate, represent a fundamental change in the information set forth in the registration statement. Notwithstanding the foregoing, any increase or decrease in volume of securities offered (if the total dollar value of securities offered would not exceed that which was registered) and any deviation from the low or high end of the estimated maximum offering range may be reflected in the form of prospectus filed with the Commission pursuant to Rule 424(b) if, in the aggregate, the changes in volume and price represent no more than 20 percent change in the maximum aggregate offering price set forth in the “Calculation of Registration Fee” table in the effective registration statement; and

(iii) To include any material information with respect to the plan of distribution not previously disclosed in the registration statement or any material change to such information in the registration statement;

provided, however, that paragraphs (1)(i), (1)(ii) and (1)(iii) do not apply if the information required to be included in a post-effective amendment by those paragraphs is contained in reports filed with or furnished to the Commission by the Registrant pursuant to Section 13 or Section 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), that are incorporated by reference in the registration statement, or is contained in a form of prospectus filed pursuant to Rule 424(b) that is part of the registration statement.

(2) That, for the purpose of determining any liability under the Securities Act, each such post-effective amendment shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

(3) To remove from registration by means of a post-effective amendment any of the securities being registered which remain unsold at the termination of the offering.

(4) That, for the purpose of determining liability under the Securities Act, to any purchaser:

(i) Each prospectus filed by a Registrant pursuant to Rule 424(b)(3) shall be deemed to be part of the registration statement as of the date the filed prospectus was deemed part of and included in the registration statement; and

(ii) Each prospectus required to be filed pursuant to Rule 424(b)(2), (b)(5) or (b)(7) as part of a registration statement in reliance on Rule 430B relating to an offering made pursuant to Rule 415(a)(1)(i), (vii) or (x) for the purpose of providing the information required by Section 10(a) of the Securities Act, shall be deemed to be part of and included in the registration statement as of the earlier of the date such form of prospectus is first used after effectiveness or the date of the first contract of sale of securities in the offering described in the prospectus. As provided in Rule 430B, for liability purposes of the issuer and any person that is at that date an underwriter, such date shall be deemed to be a new effective date of the registration statement relating to the securities in the registration statement to which the prospectus relates, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof. Provided, however, that no statement made in a registration statement or prospectus that is part of the registration statement or made in a document incorporated or deemed incorporated by reference into the registration statement or prospectus that is part of the registration statement will, as to a purchaser with a time of contract of sale prior to such effective date, supersede or modify any statement that was made in the registration statement or prospectus that was part of the registration statement or made in any such document immediately prior to such effective date.

(5) That, for the purpose of determining liability of a Registrant under the Securities Act, to any purchaser in the initial distribution of the securities, each undersigned Registrant undertakes that in a primary offering of securities of an undersigned Registrant pursuant to this registration statement, regardless of the underwriting method used to sell the securities to the purchaser, if the securities are offered or sold to such purchaser by means of any of the following communications, each undersigned Registrant will be a seller to the purchaser and will be considered to offer or sell such securities to such purchaser:

(i) Any preliminary prospectus or prospectus of an undersigned Registrant relating to the offering required to be filed pursuant to Rule 424;

 

II-5


(ii) Any free writing prospectus relating to the offering prepared by or on behalf of an undersigned Registrant or used or referred to by an undersigned Registrant;

(iii) The portion of any other free writing prospectus relating to the offering containing material information about an undersigned Registrant or its securities provided by or on behalf of an undersigned Registrant; and

(iv) Any other communication that is an offer in the offering made by an undersigned Registrant to the purchaser.

(6) That, for purposes of determining any liability under the Securities Act, each filing of a Registrant’s annual report pursuant to Section 13(a) or 15(d) of the Exchange Act (and, where applicable, each filing of an employee benefit plan’s annual report pursuant to Section 15(d) of the Exchange Act) that is incorporated by reference in the registration statement shall be deemed to be a new registration statement relating to the securities offered therein, and the offering of such securities at that time shall be deemed to be the initial bona fide offering thereof.

Insofar as indemnification for liabilities arising under the Securities Act of 1933 may be permitted to directors, officers and controlling persons of each Registrant pursuant to the foregoing provisions, or otherwise, each Registrant has been advised that in the opinion of the Securities and Exchange Commission such indemnification is against public policy as expressed in the Securities Act of 1933, as amended, and is, therefore, unenforceable. In the event that a claim for indemnification against such liabilities (other than the payment by a Registrant of expenses incurred or paid by a director, officer or controlling person of a Registrant in the successful defense of any action, suit or proceeding) is asserted by such director, officer or controlling person in connection with the securities being registered, that each Registrant will, unless in the opinion of its counsel has been settled by controlling precedent, submit to a court of appropriate jurisdiction the question whether such indemnification by it is against public policy as expressed in the Securities Act, and will be governed by the final adjudication of such issue.

 

II-6


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No. 1 to the Registration Statement on Form S-3 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on January 14, 2021.

 

AMC Networks Inc.
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   President and Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933 this Post-Effective Amendment No. 1 to the Registration Statement on Form S-3 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

Joshua W. Sapan

  

President and Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer)

 

*

Christian B. Wymbs

  

Executive Vice President and Chief Accounting Officer (Principal Accounting Officer)

 

*

James L. Dolan

  

Chairman of the Board of Directors

 

*

William J. Bell

  

Director

 

*

Charles F. Dolan

  

Director

 

*

Kristin A. Dolan

  

Director

 

*

Marianne Dolan Weber

  

Director

 

*

Patrick F. Dolan

  

Director

 

*

Thomas C. Dolan

  

Director

 

 

II-7


Name

  

Title

   

*

Brian G. Sweeney

  

Director

 

*

Vincent Tese

  

Director

 

*

Leonard Tow

  

Director

 

*

David E. Van Zandt

  

Director

 

*

Carl E. Vogel

  

Director

 

 

* By:   /s/ Joshua W. Sapan
  Joshua W. Sapan
  Attorney-in-fact

 

II-8


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

2nd Party LLC
By:   /s/ Joshua W. Sapan
Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

Rainbow Programming Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: President and Chief Executive Officer

  

Sole Member

 

/s/ Joshua W. Sapan

Joshua W. Sapan

  

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-9


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

61st Street Productions I LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-10


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

AMC Film Holdings LLC
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

AMC Network Entertainment LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

  

Sole Member

 

/s/ Joshua W. Sapan

Joshua W. Sapan

  

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-11


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

AMC Network Entertainment LLC
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

Joshua W. Sapan

  

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

/s/ Ed Carroll

Ed Carroll

  

Manager

 

*

James Gallagher

  

Manager

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-12


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

AMC Networks Broadcasting & Technology
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

RNC Holding Corporation

As General Partner

By: Joshua W. Sapan

Title: President and Chief Executive Officer

  

General Partner

 

/s/ Joshua W. Sapan

RNC II Holding Corporation

As General Partner

By: Joshua W. Sapan

Title: President and Chief Executive Officer

  

General Partner

 

/s/ Joshua W. Sapan

Joshua W. Sapan

  

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-13


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

AMC Networks International LLC
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

AMC Networks Inc.

As Sole Member

By: Joshua W. Sapan

Title: President and Chief Executive Officer

  

Sole Member

 

/s/ Joshua W. Sapan

Joshua W. Sapan

  

President and Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-14


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

AMC Networks International Asia-Pacific LLC

(f/k/a Sundance Channel Asia LLC)

By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

AMC/Sundance Channel Global Networks LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

  

Sole Member

 

/s/ Joshua W. Sapan

Joshua W. Sapan

  

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-15


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

AMC Networks Productions LLC
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Joshua W. Sapan and John Hsu, and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him in his name, place and stead, in any and all capacities, to sign this Post-Effective Amendment to the Registration Statement on Form S-3, and all amendments thereto, and file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them may lawfully do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933 this Post-Effective Amendment No. 1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

Rainbow Programming Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: President and Chief Executive Officer

  

Sole Member

 

/s/ Joshua W. Sapan

Joshua W. Sapan

  

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-16


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

AMC Premiere LLC
By:   /s/ Joshua W. Sapan
Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

AMC Network Entertainment LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

  

Sole Member

 

/s/ Joshua W. Sapan

Joshua W. Sapan

  

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-17


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

AMC TV Studios LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

American Movie Classics IV Holding Corporation

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

  

Sole Member

 

*

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

 

 

* By:   /s/ Joshua W. Sapan
  Joshua W. Sapan
  Attorney-in-fact

 

II-18


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

AMC/Sundance Channel Global Networks LLC
By:   /s/ Joshua W. Sapan
Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

AMC Networks International LLC

As Sole Member

By: Joshua W. Sapan

Title: President and Chief Executive Officer

  

Sole Member

 

/s/ Joshua W. Sapan

Joshua W. Sapan

  

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-19


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

AMCN Properties LLC
By:   /s/ Joshua W. Sapan
Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

Joshua W. Sapan

  

President and Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

*

James Gallagher

  

Manager

 

*

Dom Atteritano

  

Manager

 

*

Thomas King

  

Manager

 

/s/ Christian B. Wymbs

Christian B. Wymbs

  

Manager

 

 

* By:   /s/ Joshua W. Sapan
  Joshua W. Sapan
  Attorney-in-fact

 

II-20


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

American Movie Classics IV Holding Corporation
By:   /s/ Joshua W. Sapan
Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

  

Chief Executive Officer (Principal Executive Officer)

 
Joshua W. Sapan  

/s/ Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

Donna Coleman

 

 

*

   Director  

James Gallagher

 

/s/ Ed Carroll

   Director  

Ed Carroll

 

 

* By:   /s/ Joshua W. Sapan
  Joshua W. Sapan
  Attorney-in-fact

 

II-21


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Animal Control Productions I LLC
By:  

/s/ Kevin Drozdowski

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Joshua W. Sapan and John Hsu, and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him in his name, place and stead, in any and all capacities, to sign this Post-Effective Amendment to the Registration Statement on Form S-3, and all amendments thereto, and file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them may lawfully do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933 this Post-Effective Amendment No. 1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Kevin Drozdowski

  

Sole Member

 

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

 

/s/ Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

 

Kevin Drozdowski

 

 

 

 

 

II-22


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Anthem Productions I LLC
By:  

/s/ Kevin Drozdowski

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Joshua W. Sapan and John Hsu, and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him in his name, place and stead, in any and all capacities, to sign this Post-Effective Amendment to the Registration Statement on Form S-3, and all amendments thereto, and file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them may lawfully do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933 this Post-Effective Amendment No. 1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Kevin Drozdowski

  

Sole Member

 

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

 

/s/ Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

 

Kevin Drozdowski

 

 

 

 

II-23


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Badlands Productions I LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

  

Sole Member

 

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

 

*

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

 

Kevin Drozdowski

 

 

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-24


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Badlands Productions II LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

  

Sole Member

 

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

 

*

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

Kevin Drozdowski

 

 

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-25


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Benders Productions I LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

  

Sole Member

 

IFC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

 

*

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

Kevin Drozdowski

 

 

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-26


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Brockmire Productions I LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

  

Sole Member

 

IFC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

 

*

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

Kevin Drozdowski

 

 

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-27


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Cobalt Productions LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

  

Sole Member

 

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

 

*

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

 

Kevin Drozdowski

 

 

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-28


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Comic Scribe LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

  

Sole Member

 

IFC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

 

*

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

Kevin Drozdowski

 

 

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-29


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Crossed Pens Development LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

  

Sole Member

 

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

 

*

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

Kevin Drozdowski

 

 

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-30


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Digital Store LLC
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

IFC Entertainment Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

   Sole Member  

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

President and Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-31


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Dispatches Productions I LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-32


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Expedition Productions I LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-33


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Five Families Productions I LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

Making Waves Studio Productions LLC

As Sole Member

By: Anne Kelly

Title: Senior Vice President

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:   /s/ Joshua W. Sapan
  Joshua W. Sapan
  Attorney-in-fact

 

II-34


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Five Moons Productions I LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

Making Waves Studio Productions LLC

As Sole Member

By: Anne Kelly

Title: Senior Vice President

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:   /s/ Joshua W. Sapan
  Joshua W. Sapan
  Attorney-in-fact

 

II-35


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Geese Productions LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:   /s/ Joshua W. Sapan
  Joshua W. Sapan
  Attorney-in-fact

 

II-36


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Ground Work Productions LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-37


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Halt and Catch Fire Productions LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-38


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Halt and Catch Fire Productions I LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-39


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Halt and Catch Fire Productions II LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-40


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Halt and Catch Fire Productions III LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-41


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Halt and Catch Fire Productions IV LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-42


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Hap and Leonard Productions I LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

Sundance Channel Originals LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-43


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Hap and Leonard Productions II LLC

(f/k/a Diplomat Productions LLC)

By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-44


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Hap and Leonard Productions III LLC

(f/k/a TWD Productions II LLC)

By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-45


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

IFC Entertainment Holdings LLC
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

Rainbow Programming Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: President and Chief Executive Officer

   Sole Member  

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-46


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

IFC Entertainment LLC
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

IFC Entertainment Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

   Sole Member  

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-47


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

IFC Films LLC
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

IFC Entertainment Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

   Sole Member  

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

President and Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-48


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

IFC In Theaters LLC
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

IFC Entertainment Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

   Sole Member  

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-49


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

IFC Productions I L.L.C.
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

IFC Entertainment Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

   Sole Member  

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-50


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

IFC Television Holdings LLC
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

IFC TV LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

   Sole Member  

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Office

 

 

II-51


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

IFC Theatres Concessions LLC
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

IFC Entertainment Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

   Sole Member  

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-52


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

IFC Theatres, LLC
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

IFC Entertainment Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

   Sole Member  

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-53


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

IFC TV LLC
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

Rainbow Programming Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: President and Chief Executive Officer

   Sole Member  

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-54


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

IFC TV Studios Holdings LLC
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

IFC TV LLC

As Member

By: Joshua W. Sapan

Title: Chief Executive Officer

   Member  

/s/ Joshua W. Sapan

    

IFC Productions I L.L.C.

As Member

By: Joshua W. Sapan

Title: Chief Executive Officer

  

Member

 

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-55


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

IFC TV Studios LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

IFC TV Studios Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-56


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

IPTV LLC
By:  

/s/ Joshua W. Sapan

Name:
  Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

Rainbow Programming Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: President and Chief Executive Officer

  

Sole Member

 

/s/ Joshua W. Sapan

    

Joshua W. Sapan

  

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    

Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-57


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Kindred Spirit Productions LLC (f/k/a Knifeman Productions LLC)
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-58


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Kopus Productions LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-59


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Kopus Productions II LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

Sundance Channel Originals LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-60


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Living With Yourself Productions I LLC
By:  

*

Name:
  Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

IFC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-61


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Lodge Productions I LLC (f/k/a TWD Productions LLC)
By:  

*

Name:
  Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-62


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Lodge Productions II LLC (f/k/a Philly Productions LLC)
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:   /s/ Joshua W. Sapan
  Joshua W. Sapan
  Attorney-in-fact

 

II-63


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Making Waves Studio Productions LLC
By:   *
Name:   Anne Kelly
Title:   Senior Vice President

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

American Movie Classics IV Holding Corporation

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

  

Sole Member

 

*

    

Anne Kelly

  

Senior Vice President (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:   /s/ Joshua W. Sapan
  Joshua W. Sapan
  Attorney-in-fact

 

II-64


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Mechanical Productions I LLC
By:  

/s/ Kevin Drozdowski

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Joshua W. Sapan and John Hsu, and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him in his name, place and stead, in any and all capacities, to sign this Post-Effective Amendment to the Registration Statement on Form S-3, and all amendments thereto, and file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them may lawfully do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933 this Post-Effective Amendment No. 1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Kevin Drozdowski

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

/s/ Kevin Drozdowski

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

II-65


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Monument Productions I LLC (f/k/a Turn Productions I LLC)
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:   /s/ Joshua W. Sapan
  Joshua W. Sapan
  Attorney-in-fact

 

II-66


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Newfound Lake Productions I LLC
By:  

/s/ Kevin Drozdowski

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

POWER OF ATTORNEY

KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears below constitutes and appoints Joshua W. Sapan and John Hsu, and each of them, his true and lawful attorneys-in-fact and agents, with full power of substitution and resubstitution, for him in his name, place and stead, in any and all capacities, to sign this Post-Effective Amendment to the Registration Statement on Form S-3, and all amendments thereto, and file the same, with all exhibits thereto, and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in-fact and agents, full power and authority to do and perform each and every act and thing requisite and necessary to be done as fully to all intents and purposes as he might or could do in person, hereby ratifying and confirming all that said attorneys-in-fact and agents or any of them may lawfully do or cause to be done by virtue hereof. Pursuant to the requirements of the Securities Act of 1933 this Post-Effective Amendment No. 1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Kevin Drozdowski

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

/s/ Kevin Drozdowski

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

II-67


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

NOS4A2 Productions I LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-68


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Peach Pit Properties LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-69


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Pens Down LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

WE TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-70


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Premier Quills LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

Sundance Channel Originals LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-71


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Rainbow Film Holdings LLC
By:   /s/ Joshua W. Sapan
Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

Rainbow Programming Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: President and Chief Executive Officer

   Sole Member  

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-72


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Rainbow Media Enterprises, Inc.
By:   /s/ Joshua W. Sapan
Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

President and Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

*

    
James Gallagher   

Director

 

/s/ Ed Carroll

    
Ed Carroll   

Director

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-73


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Rainbow Media Holdings LLC
By:   /s/ Joshua W. Sapan
Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

AMC Networks Inc.

As Sole Member

By: Joshua W. Sapan

Title: President and Chief Executive Officer

  

Sole Member

 

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

President and Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-74


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Rainbow Programming Holdings LLC
By:   /s/ Joshua W. Sapan
Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

Rainbow Media Enterprises, Inc.

As Sole Member

By: Joshua W. Sapan

Title: Director, President and Chief Executive Officer

  

Sole Member

 

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

President and Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-75


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Rectify Productions LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-76


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Rectify Productions II LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-77


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Rectify Productions III LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

Sundance Channel Originals LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-78


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Rectify Productions IV LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

Sundance Channel Originals LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-79


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Red Monday Programming LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

Making Waves Studio Productions LLC

As Sole Member

By: Anne Kelly

Title: Senior Vice President

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-80


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

RNC Holding Corporation
By:   /s/ Joshua W. Sapan
Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

President and Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

*

    
James Gallagher   

Director

 

/s/ Christian B. Wymbs

    
Christian B. Wymbs   

Director

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-81


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

RNC II Holding Corporation
By:   /s/ Joshua W. Sapan
Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

President and Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

*

    
James Gallagher   

Director

 

/s/ Christian B. Wymbs

    
Christian B. Wymbs   

Director

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-82


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Roughhouse Productions I LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

Making Waves Studio Productions LLC

As Sole Member

By: Anne Kelly

Title: Senior Vice President

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-83


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Selects VOD LLC
By:   /s/ Joshua W. Sapan
Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

IFC Entertainment Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

   Sole Member  

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-84


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Shudder LLC (f/k/a Shudder Holdings LLC)
By:   *
Name:   John Hsu
Title:   Executive Vice President, Corporate Development and Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

Digital Store LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

   Sole Member  

*

    
John Hsu   

Executive Vice President, Corporate Development and Treasurer

 

/s/ Joshua W. Sapan

    
Joshua W. Sapan   

President and Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    
Donna Coleman   

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-85


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Sleuth Secrets Productions LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

Making Waves Studio Productions LLC

As Sole Member

By: Anne Kelly

Title: Senior Vice President

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-86


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Stalwart Productions LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:       /s/ Joshua W. Sapan
  Joshua W. Sapan
  Attorney-in-fact

 

II-87


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Stan Productions I LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

IFC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:       /s/ Joshua W. Sapan
  Joshua W. Sapan
  Attorney-in-fact

 

II-88


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Stan Productions II LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

IFC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:       /s/ Joshua W. Sapan
  Joshua W. Sapan
  Attorney-in-fact

 

II-89


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Sundance Channel Originals LLC
By:   *
Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

Rainbow Programming Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: President and Chief Executive Officer

  

Sole Member

 

*

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:       /s/ Joshua W. Sapan
  Joshua W. Sapan
  Attorney-in-fact

 

II-90


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Sundance Film Holdings LLC
By:   /s/ Joshua W. Sapan
Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

SundanceTV LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

  

Sole Member

 

/s/ Joshua W. Sapan

Joshua W. Sapan

  

President and Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-91


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

SundanceTV LLC
By:  

/s/ Joshua W. Sapan

Name:   Joshua W. Sapan
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

    

Rainbow Programming Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: President and Chief Executive Officer

  

Sole Member

 

/s/ Joshua W. Sapan

    

Joshua W. Sapan

  

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

    

Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-92


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

The Son Productions I LLC
By:  

*

Name:   Kevin Drozdowski

Title:

  Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-93


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Turn Productions LLC
By:  

*

Name:   Kevin Drozdowski

Title:

  Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-94


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Turn Productions II LLC
By:  

*

Name:   Kevin Drozdowski

Title:

  Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-95


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Turn Productions III LLC
By:  

*

Name:   Kevin Drozdowski

Title:

  Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-96


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Turn Productions IV LLC
By:  

*

Name:   Kevin Drozdowski

Title:

  Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-97


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

TWD Productions IV LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-98


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

TWD Productions V LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-99


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

TWD Productions VI LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-100


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

TWD Productions VII LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

   Sole Member  

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-101


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

TWD Productions VIII LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-102


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

TWD Productions IX LLC (f/k/a TWD Productions III LLC)
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-103


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

TWD Productions X LLC (f/k/a Galyntine Productions LLC)
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-104


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

TWD Productions XI LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-105


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Universe Productions LLC
By:  

*

Name:   Kevin Drozdowski
Title:   Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

    

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

    

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

 

Joshua W. Sapan

Attorney-in-fact

 

II-106


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

VOOM HD Holdings LLC
By:   /s/ Joshua W. Sapan

Name:

Title:

 

Joshua W. Sapan

Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

Rainbow Programming Holdings LLC

As Sole Member

By: Joshua W. Sapan

Title: President and Chief Executive Officer

  

Sole Member

 

/s/ Joshua W. Sapan

Joshua W. Sapan

  

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-107


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

WE TV Asia LLC
By:   /s/ Joshua W. Sapan
Name:
Title:
 

Joshua W. Sapan

Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

AMC/Sundance Channel Global Networks

LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

  

Sole Member

 

/s/ Joshua W. Sapan

Joshua W. Sapan

  

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

Donna Coleman

   Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)  

 

II-108


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

WE TV Holdings LLC
By:   /s/ Joshua W. Sapan
Name:
Title:
 

Joshua W. Sapan

Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

WE tv LLC

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

  

Sole Member

 

/s/ Joshua W. Sapan

  

Chief Executive Officer (Principal Executive Officer)

 
Joshua W. Sapan  

/s/ Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

Donna Coleman

 

 

 

 

II-109


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

WE TV Studios LLC
By:   *
Name:
Title:
 

Kevin Drozdowski

Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

   Sole Member  

American Movie Classics IV Holding Corporation

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

 

*

    
Kevin Drozdowski   

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-110


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

WE tv LLC
By:   /s/ Joshua W. Sapan
Name:
Title:
 

Joshua W. Sapan

Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

/s/ Joshua W. Sapan

Rainbow Programming Holdings LLC

As Member

By: Joshua W. Sapan

Title: President and Chief Executive Officer

  

Member

 

/s/ Joshua W. Sapan

American Movie Classics IV Holding Corporation

As Sole Member

By: Joshua W. Sapan

Title: Chief Executive Officer

  

Member

 

/s/ Joshua W. Sapan

Joshua W. Sapan

  

Chief Executive Officer (Principal Executive Officer)

 

/s/ Donna Coleman

Donna Coleman

  

Interim Chief Financial Officer (Principal Financial Officer and Principal Accounting Officer)

 

 

II-111


SIGNATURES

Pursuant to the requirements of the Securities Act of 1933, the Registrant certifies that it has reasonable grounds to believe that it meets all of the requirements for filing on Form S-3 and has duly caused this Post-Effective Amendment No.1 to be signed on its behalf by the undersigned, thereunto duly authorized, in New York, NY, on the 14th day of January, 2021.

 

Woodbury Studios LLC
By:   *
Name:
Title:
 

Kevin Drozdowski

Vice President and Assistant Treasurer

Pursuant to the requirements of the Securities Act of 1933, this Post-Effective Amendment No.1 has been signed by the following persons in the capacities indicated on the 14th day of January, 2021.

 

Name

  

Title

   

*

AMC TV Studios LLC

As Sole Member

By: Kevin Drozdowski

Title: Vice President and Assistant Treasurer

  

Sole Member

 

*

Kevin Drozdowski

  

Vice President and Assistant Treasurer (Principal Executive Officer, Principal Financial Officer, and Principal Accounting Officer)

 

 

* By:  

/s/ Joshua W. Sapan

   

Joshua W. Sapan

Attorney-in-fact

 

II-112