Member Info for ElvisRocks

MagM Anus and Wolff, my mind is going to be in overdrive tonight thinking what single word combination fits, the word “clowns” is a good one to start … go and read the 200 page PDF that is staring you in the face then come back with the avatar that best suits.

Try again Wolff, so talking to the takeover panel, FCA etc is all pie in the sky I assume. Everyone is laughing at you Wolff, even little red riding hood, they (lawyers) make these statements as it in their DNA to be risk averse, in fact u could probably now go double down on ur £50k per hour advisory fee and they would be willing to pay £100k 4 ur services, the only problem when u go to the first meeting is they will find out that it is the “Emporer with no clothes” they are talking to.

Shut up Wolf, u have no idea what ur talking about even when the wealth of evidence has been presented to you to the contrary in last day or so … like I say go and get your £50k per hour for advisory services as u know more than everyone else. Look forward to ur advice making it to the Kroll website shortly… ??

https://www.slaughterandmay.com/people/david-johnson/

In fact I rest my case on lawyers doing the wording on RNS - it was this geezer who personally charged 54 minutes of his precious time “reviewing and commenting on RNS announcement on day 1 motions” (page 8 of PDF)

Bulls, nothing specific in terms of an exact name but investec seem to be in there somewhere on behalf of someone as it is they who want to lawyers to cross check their approach on submissions (plural) to the FCA …. word search this PDF for the words Investec or FCA

https://cases.ra.kroll.com/cineworld/Home-DownloadPDF?id1=MjMxMzUzMw==&id2=-1

Thanks cruis1, I was meaning legal fees £10m not the other £90m on restructuring fees and bankers fees on amendments which dwarf what the lawyers charge …

The horror show that is is when lawyers have “down time” waiting for someone else to respond they say to their (junior) staff have a look at this / have a look at that, do this / do that, wish I got paid £760 per hour putting numbers in a spreadsheet, the thing that made me laugh was they tried to get pwc to review the interims, where for a particular reason pwc had no requirement to, they would have just spat the lawyers out for wasting their time, but hey ho add a £20k to the bill

Herewith the latest bunch of gravy train lawyers and advisors ripping cineworld off

https://www.slaughterandmay.com/recent-work/advising-cineworld-in-connection-with-the-chapter-11-cases-for-its-us-uk-and-jersey-businesses/

Wolf, ur scaremongering… I am well versed in how lawyers, accountants and regulators interact in this situation, and in the case of the RNS the lawyers probably wrote it, they are hardly going to say “everyone is guaranteed £50 per share” are they. It’s also part of the whole series of listing rules and corporate governance eco system in place. I doubt they have spent £80m in legal fees so far (north of £10m maybe) so if u can share with us the source of the £80m that would be great.

Regarding po-poing the lawyers who charge £1500 per hour - the camera does not lie, what was released yesterday to the Kroll site - as you know so better than everyone else why don’t u go and join them, with your superior knowledge u could easily charge £30k per hour, maybe £50k? U could easily make £1m per week, double what Cristiano Ronaldo allegedly makes at Man United.

Wolf, ur scaremongering, of course they had to advise that in an RNS, the worst case, but all the work now being done - as evidenced by the lawyers costs (there will be more fees from the others in the next few days, Kroll, Kirkland and Ellis, Ernst and Young) is to find a solution. Debt holders won’t get 100% of everything.

If not, why bother in communication with FCA, Takeover Panel, why not just throw in the towel now?

Thanks Tegop for that article

I’m a bit at my limits in unpicking the finer details of this although can generally understand, however I’m clear in the view that a combination of FSA submissions, Takeover Panel references, all the requirements of the listing code (with investec there in the mix somewhere plus the point on tax benefits that need to be protected - it seems Ernst Young and Slaughter and May are the major advisers on that) this is the major play in town. If not why go to about £1m of lawyer spend?

Morning all, a solid amount of good quality posts for a Saturday

… I go back to the points in the lawyers letters about the size of the tax benefits that need to be preserved (in a new structure)comments that this equates to “shareholder financing” and to effect it, shareholders need to “compromise”

That’s on top of the work Investec are leading, submissions to the FCA, getting their ducks in a row about when / when not they will be in breach of the listing code, when to run this by the Takeover Panel, and when to do the RNS which will probably come with a prospectus, all run by the judge in tandem on C11 as final proposal

While they will be a dilution, takeover panel exists to ensure shareholders do not get shafted

Wolf, you are only partially correct in what you say about D4E and scheme of arrangement- the only people in charge at the moment is the lawyers and how it all gets done, the biggest part of the deleveragging of which is the new corporate structure and who gets what slice, but I guarantee you delisting is the only option - to do that they must pay existing shareholders something or wipe everybody out.

What is in those articles is a NOL trading motion which Investec appear to be leading in conjunction with the lawyers and FCA, ie where they effectively drive the company off the stock exchange by requesting the transaction on behalf of debt holders like this. This is the only game in town, otherwise complete wipeout for Mooky and everyone else.

https://www.lawinsider.com/dictionary/nol-motion

Nope Wolf, scheme of arrangements (under the Companies Act) were stated as on the table from Day 1 in the RNS. This is now putting more meat on the bones and why there is extensive communication taking place with the FCA. Delisting is a certainty in my view from reading those documents several times over today

Wolf when the number crunching is all done whether to equity, debt or the taxman, this share is getting delisted and they have to offer equity shareholders something to agree to that (via a scheme of arrangement), that number is well north of 4.5p,somewhere in the double digits pence

Re my previous comment and page 36 reference the tax benefits alone of shareholders not agreeing will amount to hundreds of millions of dollars and far higher than whatever the market cap is at 4.5p per share …

Forest, I’m only quoting what is in the official c11 documents on the kroll / court websites … read here if you don’t believe me …

https://cases.ra.kroll.com/cineworld/Home-DownloadPDF?id1=MjMxMzUzMw==&id2=-1

Even better they propose a share suspension to preserve corporate tax benefits, ie we get more money if shareholders compromise, page 36

22/10 Sophie Winton in Slaughter and May document, page 20 “preparing email to Investec and FCA submission relating to the delisting process” … there won’t be a listed share in a few months time, we are all about to be bought out!

Correction this section of the FCA Handbook

https://www.handbook.fca.org.uk/handbook/LR/5.pdf

Ella Fennerly when u read her LinkedIn profile is a junior solicitor probably asked by her boss could Cineworld use DTR 5.2.7 of the listing rules to “self deregister” as part of a bigger plan (not necessarily problem)

Google “DTR 5.2.7” and you catch the drift which is where takeover panel and C11 references come in