25 May 2023 07:00
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")
Chapter 11 update
Cineworld (together with its subsidiaries, the "Group") is today providing an update on its Chapter 11 cases. Further to its announcement on 3 April 2023, Cineworld is pleased to announce that additional lenders under the Group's term loans due 2025 and 2026 and revolving credit facility due 2023 (together, the "Legacy Facilities") acceded to amended and restated versions of the restructuring support agreement (the "RSA") and the backstop commitment agreement (the "BCA"), each of which was originally filed with the United States Bankruptcy Court for the Southern District of Texas, Houston Division (the "Bankruptcy Court") on 2 April 2023.
As a result of this, the proposed restructuring of the Group (the "Proposed Restructuring") now has the support of lenders holding and controlling approximately 99% of the Legacy Facilities and at least 69% of the outstanding indebtedness under the debtor-in-possession facility of Cineworld and certain of its subsidiaries (the "Group Chapter 11 Companies").
In addition, following a hearing on 2 May 2023, the Bankruptcy Court approved the terms of the BCA and authorised the relevant Group Chapter 11 Companies to implement those terms, including raising the exit facility contemplated by the BCA and the payment of relevant fees and expenses in connection therewith. This order marked another positive step taken by the Group Chapter 11 Companies towards implementation of the Proposed Restructuring.
As previously announced, in light of the level of existing debt that is proposed to be released under the Group Chapter 11 Companies' plan of reorganisation, the Proposed Restructuring does not provide for any recovery for holders of Cineworld's existing equity interests.
Timing of emergence
The Group Chapter 11 Companies now expect to emerge from the Chapter 11 cases in July 2023. The Group Chapter 11 Companies remain committed to emerging from the Chapter 11 cases as expeditiously as possible.
Business as usual
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, 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 UK.
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: Israel GreidingerNisan CohenManuela Van Desselinvestors@cineworld.co.uk +44 (0)20 8987 5000FGS Global (UK) (Corporate PR Adviser): James Leviton / James ThompsonCineworld-LON@fgsglobal.com +44 (0)20 7251 3801
FGS Global (US) (Corporate PR Adviser): Kal Goldberg / Lizzie Hyland / Monique SidhomCineworldMedia@fgsglobal.com +1 (646) 970-4727
PJT Partners LP (Financial Adviser): Simon Lyons / Kush Nanjee+44 (0)20 3650 1100Steven 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. 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 of reorganisation 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.