REG - Cineworld Group plc - Suspension of Cineworld’s Listing

CineworldAnnouncement

28/07/2023 07:00

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RNS Number : 4806H  Cineworld Group plc  28 July 2023

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CINEWORLD GROUP PLC

("Cineworld" or the "Company")

Suspension of Cineworld's Listing

Further to its announcement on 26 June 2023 regarding the steps to be taken to
implement the restructuring (the "Restructuring") of Cineworld (together with
its subsidiaries the "Group") and certain of its subsidiaries (together, the
"Group Chapter 11 Companies"), Cineworld today announces that, as part of
those implementation steps, the board of directors of Cineworld Group plc has
approved the decision to appoint administrators in relation to Cineworld Group
plc and has subsequently applied to the High Court in London for an
administration order under the Insolvency Act 1986.

It is currently expected that Cineworld Group plc will enter administration
and the Group Chapter 11 Companies will emerge from their Chapter 11 cases on
31 July 2023.

The administration application applies only 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. Any administration order
would not affect the status or rights of any of the Group's employees.

The Restructuring, when implemented by way of an administration process, will
transform the Group's balance sheet and provide it with significant additional
liquidity to fund its long-term strategy.  In particular, the 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 $1.71 billion in new debt financing (which
includes a new revolving credit facility of $250 million that has been secured
since the Company's previous announcements).  Given the level of existing
debt that is expected to be released under the Plan, the Restructuring does
not provide for any recovery for holders of Cineworld's existing equity
interests.

In light of the above and following an application by Cineworld to the
Financial Conduct Authority (the "FCA"), Cineworld Group plc confirms that the
listing of its 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 with effect from
8.00 a.m. (London time) this morning.

As previously announced, the Listing and the Admission to Trading are expected
to be cancelled at 8.00 a.m. on the business day following the appointment of
administrators in respect of Cineworld Group plc - assuming this occurs on 31
July 2023 as expected, the Listing and Admission to Trading will be cancelled
at 8.00 a.m. on 1 August 2023.

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 or the suspension and cancellation of
the Listing and the Admission to Trading.  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 United Kingdom.

Additional information

Information regarding the Group Chapter 11 Companies' 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:
Scott Brooker

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. 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.

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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