TIDMCINE
RNS Number : 8110D
Cineworld Group plc
26 June 2023
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (DIRECTLY OR
INDIRECTLY) IN WHOLE OR IN PART IN, INTO OR FROM THE UNITED STATES
OF AMERICA OR ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A
VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION
CINEWORLD GROUP PLC
("Cineworld" or the "Company")
Chapter 11 Update
Further to its announcement on 11 April 2023, Cineworld
(together with its subsidiaries, the "Group") today announces that
it and certain of its subsidiaries (together, the "Group Chapter 11
Companies") filed an updated supplement to their second amended
joint Chapter 11 plan of reorganisation (each as may be amended,
supplemented or otherwise modified from time to time, the "Plan
Supplement" and the "Plan", respectively) on 25 June 2023 with the
United States Bankruptcy Court for the Southern District of Texas,
Houston Division (the "Bankruptcy Court"). This follows the filing
of an initial Plan Supplement on 6 June 2023.
The Plan was filed with the Bankruptcy Court on 26 April 2023
and contemplates a proposed restructuring of the Group (the
"Proposed Restructuring"). The Plan Supplement includes documents
that, among other things, set out the various steps to be
undertaken by the Group in order to effect the Proposed
Restructuring.
The Proposed Restructuring, when implemented, will transform the
Group's balance sheet and provide it with significant additional
liquidity to fund its long-term strategy. In particular, the
Proposed Restructuring will involve the release of approximately
$4.53 billion of the Group's funded indebtedness, the execution of
a rights offering to raise gross proceeds of $800 million and the
provision of $1.46 billion in new debt financing. Given the level
of existing debt that is expected to be released under the Plan,
the Proposed Restructuring does not provide for any recovery for
holders of Cineworld's existing equity interests.
As set out in the Plan Supplement, it is expected that, as part
of the completion steps for the Proposed Restructuring and shortly
prior to the Group Chapter 11 Companies' emergence from their
Chapter 11 cases, the board of directors of Cineworld Group plc
(the "Board") will apply to the court in England for an
administration order in respect of Cineworld Group plc. The
administration application would only apply to Cineworld Group plc
itself (as the listed parent company of the Group) and not to any
of the operating companies or subsidiaries in the rest of the
Group, which would continue to operate as usual without
interruption. Any administration order would not affect the status
or rights of any of the Group's employees.
It is envisaged that, once administrators have been appointed,
they will take steps through which substantially all of Cineworld
Group plc's assets will be transferred to its wholly owned
subsidiary, Crown UK Holdco Limited ("Crown"), and a newly
incorporated company to be controlled by the Group's lenders will
become the sole owner of Crown, with Cineworld Group plc ceasing to
have any interest in Crown or the rest of the Group. As such,
although the Plan is intended to allow the business of the Group to
emerge from the Chapter 11 cases as a continued going concern, it
will not achieve a rescue of Cineworld Group plc itself.
As a consequence of this and following an application by
Cineworld to the Financial Conduct Authority (the "FCA"), it is
expected that the listing of Cineworld Group plc's ordinary shares
(the "Shares") on the premium listing segment of the Official List
of the FCA (the "Listing") and the admission to trading of the
Shares on the London Stock Exchange plc's main market for listed
securities (the "Admission to Trading") will be suspended shortly
following any decision by the Board to make an application to
appoint administrators in respect of Cineworld Group plc, currently
expected to take place in July 2023. Cineworld further confirms
that the Listing and the Admission to Trading are expected to be
cancelled at 8.00 a.m. on the business day following the actual
appointment of administrators in respect of Cineworld Group
plc.
Timing of emergence
Cineworld continues to expect to emerge from the Chapter 11
cases in July 2023. The Group Chapter 11 Companies are seeking to
confirm the Plan on an expeditious timeline. Certain creditor
approvals, among other requirements, will need to be obtained in
order for the Bankruptcy Court to confirm the Plan.
Business as usual
Cineworld continues to operate its global business and cinemas
as usual without interruption and this will not be affected by the
entry of Cineworld Group plc into administration. The Group and its
brands around the world - including Regal, Cinema City,
Picturehouse and Planet - are continuing to welcome customers to
cinemas as usual. The Group continues to honour the terms of all
existing customer membership programmes, including Regal Unlimited
and Regal Crown Club in the United States and Cineworld Unlimited
in the UK.
Additional information
A copy of the Plan Supplement, as well as other information
regarding the Chapter 11 cases, is available at the following
website: https://cases.ra.kroll.com/cineworld.
Contacts:
Cineworld Group plc:
Israel Greidinger
Nisan Cohen
Manuela Van Dessel
investors@cineworld.co.uk
+44 (0)20 8987 5000
FGS Global (UK) (Corporate PR Adviser):
James Leviton / James Thompson
Cineworld-LON@fgsglobal.com
+44 (0)20 7251 3801
FGS Global (US) (Corporate PR Adviser):
Kal Goldberg / Lizzie Hyland / Monique Sidhom
CineworldMedia@fgsglobal.com
+1 (646) 970-4727
PJT Partners LP (Financial Adviser):
Simon Lyons / Kush Nanjee
+44 (0)20 3650 1100
Steven Zelin / Michael Schlappig
+1 212 364 7800
About Cineworld
Cineworld was founded in 1995 and is now one of the leading
cinema groups in Europe. Originally a private company, it
re-registered as a public company in May 2006 and listed on the
London Stock Exchange plc in May 2007. Cineworld's acquisition of
Regal Entertainment Group has created the second largest cinema
business in the world (by number of screens). Cineworld currently
operates in the United Kingdom, Ireland, Poland, the Czech
Republic, Slovakia, Hungary, Bulgaria, Romania, Israel and the
United States.
Forward looking statements
This announcement is not intended to and does not constitute and
should not be construed as, considered a part of, or relied on in
connection with any information or offering memorandum, security
purchase agreement, or offer, invitation or recommendation to
underwrite, buy, subscribe for, otherwise acquire, or sell any
securities or other financial instruments or interests or any other
transaction.
This announcement contains certain forward-looking statements
with respect to the financial condition, results of operations and
business of the Group and certain plans and objectives with respect
thereto, including with respect to the Group's ordinary shares.
These forward-looking statements can be identified by the fact that
they do not relate only to historical or current facts.
Forward-looking statements often use words such as "anticipate",
"target", "expect", "estimate", "intend", "plan", "goal",
"believe", "hope", "aims", "continue", "will", "may", "should",
"would", "could", or other words of similar meaning. These
statements are based on assumptions and assessments made by the
Group in light of their experience and their perception of
historical trends, current conditions, future developments and
other factors the Group believes appropriate. By their nature,
forward-looking statements involve risk and uncertainty, because
they relate to events and depend on circumstances that will occur
in the future and the factors described in the context of such
forward-looking statements in this document could cause actual
results and developments to differ materially from those expressed
in or implied by such forward-looking statements. Although it is
believed that the expectations reflected in such forward-looking
statements are reasonable, no assurance can be given that such
expectations will prove to have been correct and you are therefore
cautioned not to place undue reliance on these forward-looking
statements which speak only as at the date of this document. The
Group does not assume any obligation to update or correct the
information contained in this document (whether as a result of new
information, future events or otherwise), except as required by
applicable law.
There are several factors which could cause actual results to
differ materially from those expressed or implied in
forward-looking statements. Among the factors that could cause
actual results to differ materially from those described in the
forward-looking statements are changes in the global, political,
economic, business, competitive, market and regulatory forces,
future exchange and interest rates, changes in tax rates and future
business combinations or dispositions (including any potential sale
by the Group) and the risks, uncertainties and costs related to the
Chapter 11 cases, including, among others, the timing of any
emergence from the Chapter 11 cases and the risk that any Plan may
not be confirmed or implemented at all.
Nothing in this announcement is intended as a profit forecast or
estimate for any period and no statement in this announcement
should be interpreted to mean that earnings, profit or earnings or
profit per share or dividend per share for the Group for the
current or future financial years would necessarily match or exceed
the historical published earnings, profit or earnings or profit per
share or dividend per share for the Group.
PJT Partners LP, Alix Partners LLP, Kirkland & Ellis LLP and
Slaughter and May (collectively, the "Advisers") are providing
advice to Cineworld (and other members of the Group) and no one
else in connection with the matters referred to in this
announcement. The Advisers will not regard any other person as
their client in connection with such matters, nor will they be
responsible to any other person for providing the protections
afforded to their clients or for providing advice in relation to
such matters.
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END
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