Member Info for WolfofWarks

Warden - the company isn’t going out of business. In fact there’s a decent chance it will recover if the the latest projections come into fruition . The problem is the price has to be paid to erase the debt before that happens.

So they the time you have got your set of accounts and are analysing what’s been happening this company will be tucked away in some offshore island as an LLC out of public view.

They’ll be wiped out like everyone else. If this ends up as a private company they’ll unlikely to be a share related incentive plan as it wouldn’t work with no easy market for their stake. Most likely a cash bonus instead.

‘Reorganized Cineworld - will hold all the assets except 'share capital in cineworld parent'’

This is because everything will be transferred to Newco and the Plc shares will eventually be delisted as the company will become dormant.

It makes sense that ROW is wrapped up in its own holding company as that easily facilitates its sale.

ROW is clearly going to the lenders given they have named the holding coming after the Lenders Newco project name Busby.

‘Surely secured lenders can’t just delist running company shares for own benefit’

The clue is the word ‘secured’.

‘They are not after your uk shares. They specified that the newco(busby?) Will not take cineworld parent capital equity.’

Tegop - the parent capital is your UK shares in Cineworld Plc which is the ultimate parent in which everything sits underneath.

That this was always the cemented outcome from the start.

Hi tego - Interestingly enough the cashflow forecast posted for the investing lenders is called 'Project Busby'.

‘ Wolf - I am afraid that i disagree. I am not a serious investor however I am a business man. Shareholders are owners that appoint a board of directors. The idea a board of directors with a shareholding manage to negotiate a deal where they retain their shareholding yet eliminate all other shareholders isn’t in the keeping with their role- or the law.’

They haven’t maintained there holding - they have lost the lot. The BOD hasn’t even been appointed yet. But if it is it’s a new holding in a new company. Plus if they are being retained it’s not by virtue of their shareholding but their executive experience and knowledge of the company’s operations. As Quiggers has already said (he is a lawyer by the way) the coin flips once you enter bankruptcy proceedings. The responsibility moves from shareholders to creditors. Don’t believe me simple google it, read about the process the outcomes and how they are reached.

‘I would also like to point out that silencing shareholders is a huge huge benefit for Mooky and creditors…. Therefore we can sadly imagine that people detracting from taking legal advice are not what they seem.

You seem quite intelligent and certainly better than this,

Btw I haven’t called anyone any names.

‘ No one should ever deter someone from taking legal advice. Ever’’

That’s dependant on the circumstances let’s be honest.

I’ve recommended your post :)

‘ It was the Cineworld BoD who failed to do their due diligence when they entered the Arrangement Agreement with Cineplex, by-passing a termination clause for Cineworld.

It was the Cineworld BoD who repeatedly calmed investors that they had a good relationship with creditors, studios and landlords.

It was the Cineworld BoD who failed to capital raise/rights issue when the share price recovered to 120p.

It was the Cineworld BoD who took full advantage of government grants and furlough schemes.’

RI - These are everyday business decisions and processes. Doing or not doing them does not mean any laws have been broken or give rise to legal action.

The meeting is a procedural box ticking exercise. A complete formality.

It will be interesting to see which lamb they throw to the slaughter to deal with the disgruntlement at the meeting.

‘ also I would imagine they have duties to the shareholders and creditors during an insolvency too’

That’s the thing Kevin - they don’t. The aim of the proceedings is to maximise the recovery for the parties that are owed money and in the case of a c11 to try and strike a deal (like the one that has been done) to continue the business as a going concern, preserve jobs, taxes, etc.

I had a flick through the RSA last night and the unsecured creditors are into getting something daft like $20m dollars to share between them. Bear in mind that group includes Cineplex and BNY Melon who have $1bn owed between them.

The problem is the debt is so vast and the pool of realisable assets is so small that the company had to advise SH from the outset that there was unlikely to be any recovery.

RI - Listen I’m just telling you how it is. You won’t get anywhere, nothing illegal or shady has been done here. It’s a complete waste of time and effort and also cost. This is what happens in bankruptcies a queue is formed and shareholders sit at the back. It’s about risk/reward.

I was actually doing you guys a favour as in yesterday’s letter there is a suggestion that the BOD have misrepresented to shareholders. That’s quite a big accusation to point towards a BOD via a judge, especially with no sound legal basis other than having made a bad bargain.

That’s the problem with patience. He’s lived in the ignorance of an echo chamber. Now he’s all of a sudden outraged and looking for recompense.

You couldn’t make this sh it up.

‘ However it seems borderline criminal that the BoD can retain shareholding in NewCo in a deal that cuts out the other shareholders’

You don’t even know that this has happened yet.

Lawyers will always take your money, that’s for sure.

How much they costing? Patience have a cup of coffee and take 20 mins to do the research that you have failed to do for the last six months. Actually look into what happens when companies run out of cash. Have a look at the process and outcomes. Then ask yourself what skullduggery has actually been done here by the BOD.

The answer will most likely be nothing. Sometimes business just reach the end and there is no realistic way out for this particular holding.

The worse part of this is you are dragging others down with your delusion.

Class action isn’t really a think in the UK. You’d better dig deep for those lawyers folks.

Quiggers - that would be because said shareholders were Saudi royalty by any chance. Good old Swiss bankers!

They are not tangible realisable assets though. For example goodwill is a paper exercise to take account of the amount paid for an acquisition over book value.

CW has very few assets, therefore nothing for them to realise or cash in on other than the individual regions themselves.

Once you move into bankruptcy proceedings the shareholders effective lose all power and move to the back of the queue.

You are then in a ranking system depending on what security you have or where your particular class sits in the rank.

The carcuss then gets torn apart.

Antlev - you were ramping the shi t out of this at the start of c11.