Possible offer for Regal Entertainment Group

RNS Number : 7861X

Cineworld Group plc

29 November 2017

 

THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014.  UPON THE PUBLICATION OF THIS ANNOUNCEMENT, THIS INSIDE INFORMATION IS NOW CONSIDERED TO BE IN THE PUBLIC DOMAIN.

THIS ANNOUNCEMENT IS FOR INFORMATIONAL PURPOSES ONLY AND DOES NOT CONSTITUTE AN OFFER FOR SALE OF ANY SECURITIES OR AN OFFER OR INVITATION TO PURCHASE ANY SECURITIES IN ANY JURISDICTION OR A SOLICITATION OF ANY VOTE OR APPROVAL.

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (DIRECTLY OR INDIRECTLY) IN WHOLE OR IN PART IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OR REGULATIONS OF THAT JURISDICTION. 

Cineworld Group plc ("Cineworld" or "the Company")

Statement regarding possible offer for Regal Entertainment Group ("Regal")

The Board of Cineworld notes the press speculation regarding a potential acquisition of Regal and confirms that it is in advanced discussions with Regal, the second largest cinema chain in the United States, and is finalising due diligence in relation to a possible all-cash offer to acquire 100% of Regal at a price of US$23.00 per share (the "Potential Transaction"). 

It is currently intended that Cineworld would fund a potential acquisition of Regal through a mixture of incremental debt and a material equity raise by way of a rights issue, including a commitment to full subscription from Cineworld's 28% shareholder, Global City Holdings N.V. The proposed financing of the Potential Transaction will allow the enlarged group to continue its current strategy of investment in the business, as well as to maintain its policy of progressive dividends. 

Cineworld would only proceed with the potential transaction in circumstances and on terms which it believes would be accretive to shareholder value.

Cineworld's present strategy is to evaluate all opportunities to complement its organic growth. In keeping with this approach, it has continued to monitor possible selective acquisitions that have the potential to enhance its existing operations, and which allow it to expand into new markets. The potential acquisition of Regal would provide Cineworld with a highly attractive platform in the world's largest cinema market.

Shareholders are advised that there can be no certainty that the discussions between Cineworld and Regal will lead to any agreement or as to the timing or terms of any such transaction.

If it takes place, the transaction would be classified as a reverse takeover for the purposes of the Listing Rules of the Financial Conduct Authority and completion of any transaction would be conditional on Cineworld shareholder approval. 

In accordance with section 5.6.12G of the Listing Rules, Cineworld believes that Regal has complied with the applicable US disclosure requirements in relation to inside information and financial information. Disclosures made pursuant to these requirements can be obtained on www.sec.gov. Further, Cineworld believes there are no material differences between those disclosure requirements and the disclosure requirements under EU Regulation 596/2014 and the Disclosure Guidance and Transparency Rules Sourcebook. 

A further announcement will be made in due course, if appropriate. 

This announcement may include statements that are, or may be deemed to be, "forward-looking statements". These forward-looking statements may be identified by the use of forward-looking terminology, including the terms "believes", "estimates", "plans", "projects", "anticipates", "expects", "intends", "may", "will" or "should" or, in each case, their negative or other variations or comparable terminology, or by discussions of strategy, plans, objectives, goals, future events or intentions. These forward-looking statements include all matters that are not historical facts and involve predictions. 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. Forward-looking statements may and often do differ materially from actual results expressed or implied in these forward looking statements. Any forward-looking statements reflect Cineworld's current view with respect to future events and are subject to risks relating to future events and other risks, uncertainties and assumptions relating to the business, results of operations, financial position, liquidity, prospects, growth or strategies of Cineworld or Regal, and the industry in which Cineworld and Regal operate, as well as Cineworld's ability to integrate the two organizations and achieve synergies as a result thereof. Forward-looking statements speak only as of the date they are made and cannot be relied upon as a guide to future performance. Save as required by law or regulation, Cineworld disclaims any obligation or undertaking to release publicly any updates or revisions to any forward-looking statements in this announcement that may occur due to any change in its expectations or to reflect events or circumstances after the date of this announcement. 

The person responsible for or arranging for the release of this announcement on behalf of Cineworld is Fiona Smith. 

For Further Information:

Cineworld Group plc:
Israel Greidinger	020 8987 5000
Nisan Cohen	020 8987 5000
Powerscourt:	[phone]
Nick Dibden / Rob Greening / Lisa Kavanagh	[e-mail]

Notes to editors

About Cineworld Group plc

Cineworld Group plc was founded in 1995 and listed its shares on the London Stock Exchange in May 2007.

The company has grown through expansion and by acquisition to become one of the leading cinema groups in Europe with the number one or number two position by number of screens in each of its regions. Cineworld currently operates 2,217 screens across 232 sites in the UK, Ireland, Poland, the Czech Republic, Slovakia, Hungary, Bulgaria, Romania and Israel.

 

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