REG - Cineworld Group plc - Confirmation of Plan of Reorganisation

CineworldAnnouncement

29/06/2023 07:00

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RNS Number : 3056E  Cineworld Group plc  29 June 2023

 

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CINEWORLD GROUP PLC

("Cineworld" or the "Company")

Cineworld Announces Confirmation of Plan of Reorganisation

Cineworld (together with its subsidiaries, the "Group") and certain of its
subsidiaries (together, the "Group Chapter 11 Companies") today announce that
the United States Bankruptcy Court for the Southern District of Texas, Houston
Division (the "Bankruptcy Court") has confirmed their third amended joint
chapter 11 plan of reorganisation (the "Plan") at a hearing on 28 June 2023.
This milestone paves the way for the Group Chapter 11 Companies to implement
the restructuring transactions contemplated by the Plan and to successfully
emerge from their Chapter 11 cases, after they have satisfied certain
conditions to the effectiveness of the Plan. Cineworld continues to expect to
emerge from the Chapter 11 cases in July 2023.

Among other things, the Plan involves the release of approximately $4.53
billion of the Group's funded indebtedness, the execution of a fully
backstopped rights offering to raise gross proceeds of $800 million and the
provision of $1.46 billion in new debt financing.  As announced on 26 June
2023, it is envisaged that Cineworld Group plc (and not any of the operating
companies or subsidiaries in the rest of the Group) would, subject to an order
of the court in England, enter into administration shortly prior to the
emergence of the Group Chapter 11 Companies from their Chapter 11 cases.

As previously announced, given the level of existing debt that is proposed to
be released under the Plan, there will not be any recovery for holders of
Cineworld's existing equity interests.

"The confirmation of our plan of reorganisation is a significant milestone as
Cineworld moves towards emerging from this process in a strong financial
position and with a more resilient capital structure," said Mooky Greidinger,
Chief Executive Officer of Cineworld. "I want to thank our incredible
employees as well as our customers, vendors, lenders and other stakeholders
who supported us throughout this process.  Cineworld remains focused on
refining and growing our global business and cinemas for our guests around the
world and delivering the most immersive and cutting-edge cinema experiences
that make us the 'Best Place to Watch a Movie.'"

The Plan contemplates that a newly incorporated company ("NewCo") will become
the sole owner of the Group upon emergence from the Chapter 11 cases. In
accordance with the terms of the Plan, a new board of directors for NewCo (the
"NewCo Board") will be appointed as of the effective date of the Plan.

On 28 June 2023, the Group Chapter 11 Companies filed an updated supplement to
the Plan (the "Plan Supplement") with the Bankruptcy Court which, among other
things, set out that the Group Chapter 11 Companies expect the NewCo Board to
include Eric Foss as Chairman.

Mr. Foss has served as Chairman and CEO of two Fortune 200 companies and has
extensive global business experience in the food, beverage and service
industries. Mr. Foss served as CEO of Aramark from 2012 and as Chairman and
CEO from 2015 until his retirement in 2019. Prior to Aramark he was Chief
Executive Officer of Pepsi Beverages Company and Chairman and CEO of The Pepsi
Bottling Group. Mr. Foss currently serves on the Board of Directors at Cigna,
Diversey Holdings Ltd, Primo Water Company and Selina Hospitality PLC.

The Company understands that the selection of additional NewCo Board members
is ongoing.

A copy of the Plan Supplement, including additional information regarding the
NewCo Board, is available at the website set out below.

Business as usual

The Group continues to operate its global business and cinemas as usual
without interruption and this will not be affected by the Group Chapter 11
Companies' emergence from their Chapter 11 cases, including 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, as well as other information regarding the Chapter 11
cases, is available at the following website:
https://cases.ra.kroll.com/cineworld (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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