TIDMCINE
RNS Number : 4806H
Cineworld Group plc
28 July 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")
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.
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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END
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July 28, 2023 02:00 ET (06:00 GMT)
Cineworld (LSE:CINE)
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