TIDMCINE
RNS Number : 9187Q
Cineworld Group plc
24 February 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
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION
CINEWORLD GROUP PLC
("Cineworld" or the "Company")
Update on Chapter 11 cases
Chapter 11 cases
On 7 September 2022, Cineworld (together with its subsidiaries,
the "Group") announced that it and certain of its subsidiaries had
commenced Chapter 11 cases in the United States. In that
announcement, Cineworld stated its expectation that any transaction
implemented through the Chapter 11 cases would result in very
significant dilution of existing equity interests in the Group and
that there was no guarantee of any recovery for holders of existing
equity interests.
Since then, Cineworld has been in discussions with its key
stakeholders with a view to developing as expeditiously as possible
a plan of reorganisation (a "Plan") that maximises value for the
benefit of moviegoers, the Group and all other stakeholders, taken
as a whole, in the long term. As announced on 3 January 2023, in
parallel with the discussions regarding a potential Plan, Cineworld
has also been running a marketing process in pursuit of a value
maximising transaction for the Group's assets (the "Marketing
Process").
Further, in connection with the Marketing Process, the Company
has now received non-binding proposals from a number of potential
transaction counterparties for some or all of the Group's business.
None of these proposals involves an all-cash bid for the entire
business. The Company is reviewing such proposals in conjunction
with its advisers and key stakeholders and, whilst no decision has
been made as to whether to pursue a sale transaction, and the terms
of any such transaction remain uncertain, based on the proposals
received to date, it is not expected that any sale transaction will
provide any recovery for the holders of the Company's equity
interests. Any sale transaction for the Group as a whole would not
include the sale of the equity interests in Cineworld itself and
would therefore not be subject to the rules of the Takeover
Code.
Discussions between the Company and certain of its stakeholders
regarding a potential Plan are progressing. Whilst the discussions
suggest that there is a route to the Company emerging from the
Chapter 11 cases, in light of the level of existing debt that is
expected to be released under any Plan, the Company does not
believe that there will be sufficient creditor support for a Plan
that contemplates any recovery for equity interests, and it is
therefore not expected at this time that any Plan will provide any
recovery for holders of Cineworld's existing equity interests.
Based on the current status of these discussions, Cineworld now
expects to emerge from the Chapter 11 cases during the first half
of 2023. Although any sale transaction resulting from the Marketing
Process, among other things, may delay emergence beyond the first
half of 2023, the Company remains committed to emerging from the
Chapter 11 cases as expeditiously as possible.
Business as usual
As announced on 7 September 2022, during the restructuring
process, Cineworld continues to operate its global business and
cinemas as usual without interruption. Cineworld and its brands
around the world - including Regal, Cinema City, Picture House 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
The person responsible for arranging the release of this
announcement is Scott Brooker, Company Secretary.
For further information, please contact:
Cineworld Group plc
Israel Greidinger
Nisan Cohen
Manuela Van Dessel
investors@cineworld.co.uk
+44 (0) 20 8987 5000
FGS Global (UK)
James Leviton / James Thompson
Cineworld-LON@fgsglobal.com
+44 (0) 20 7251 3801
FGS Global (US)
Kal Goldberg / Lizzie Hyland / Michael Mittelman
+1 (646) 970-4727
CineworldMedia@fgsglobal.com
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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