Legal Proceedings
−Removed: On September 7, 2022, Cineworld Group plc and certain of its subsidiaries, including Regal, Regal Cinemas, Inc., a party to the ESA, and Regal CineMedia Holdings, LLC, a party to other agreements with NCM LLC and NCM, Inc., filed petitions for reorganization under Chapter 11 of the United States Bankruptcy Code in the Southern District of Texas.
−Removed: On October 21, 2022, Regal Cinemas, Inc.
−Removed: filed a motion to reject the ESA without specifying an effective date for the rejection and indicated that Regal Cinemas, Inc.
−Removed: planned on negotiating with NCM LLC.
−Removed: NCM LLC has also filed an adversary proceeding against Regal Cinemas, Inc.
−Removed: seeking declaratory relief and an injunction prohibiting Regal Cinemas, Inc.
−Removed: from breaching certain exclusivity, non-compete, non-negotiate and confidentiality provisions in the ESA by entering into a new agreement with a third-party or bringing any of the services performed by NCM LLC in-house.
−Removed: On February 1, 2023, Cineworld filed a motion for summary judgment on NCM LLC’s adversary proceeding with a hearing scheduled during the second quarter of 2023.
−Removed: On April 11, 2023, NCM LLC filed a voluntary petition for reorganization with a prearranged Chapter 11 plan under Chapter 11 of title 11 of the United States Code in the U.S.
−Removed: Bankruptcy Court for the Southern District of Texas.
−Removed: The Chapter 11 Case is being administered under the caption In re:
−Removed: National CineMedia, LLC , Case No.
−Removed: The Company will continue to act as the manager of NCM LLC, the “debtor in possession” under the jurisdiction of the Bankruptcy Court, and in accordance with the applicable provisions of the Bankruptcy Code and orders of the Bankruptcy Court.
−Removed: In general, as debtor in possession under the Bankruptcy Code, NCM LLC is authorized to continue to operate as an ongoing business but may not engage in transactions outside the ordinary course of business without the prior approval of the Bankruptcy Court.
−Removed: Pursuant to “first day” motions filed with the Bankruptcy Court, the Bankruptcy Court authorized NCM LLC to conduct NCM LLC’s business activities in the ordinary course, including, among other things and subject to the terms and conditions of such orders, authorizing NCM LLC to consensually use cash collateral, pay employee wages and benefits and pay vendors and suppliers in the ordinary course for all go forward goods and services.
−Removed: NCM LLC will continue to pursue approval of a proposed plan of reorganization, which will incorporate the terms of the Restructuring Support Agreement.
+Added: On June 26, 2023, the Bankruptcy Court entered an order authorizing NCM LLC’s entry into the Regal Advertising Agreement and the Regal Termination Agreement (the “Regal Order”).
+Added: On June 27, 2023, the Bankruptcy Court entered the Confirmation Order approving the Disclosure Statement on a final basis and confirming the Company’s Plan.
+Added: On August 7, 2023, the conditions precedent to the Plan were satisfied and NCM LLC emerged from bankruptcy.
+Added: On June 29, 2023, AMC and Cinemark filed a notice of appeal of the Confirmation Order, and a week later appealed the Regal Order.
+Added: Subsequently, AMC and Cinemark sought a stay of the Confirmation Order and Regal Order in the Bankruptcy Court, the District Court for the Southern District of Texas, and the Fifth Circuit Court of Appeals, all of which denied the request.
+Added: The consolidated appeals of the Confirmation Order and the Regal Order on the merits are pending in the District Court for the Southern District of Texas.
We are sometimes involved in legal proceedings arising in the ordinary course of business.
−Removed: We are not aware of any other litigation currently pending that would have a material adverse effect on our operating results or financial condition.
+Added: We are not aware of any litigation currently pending that would have a material adverse effect on our operating results or financial condition.
Mine Safety Disclosures
12 unchanged sentences
Lesinski served as the Non-Employee Chairman of the Board of Directors of NCM, Inc.
−Removed: since August 2018 and as a member of the Board of Directors of NCM, Inc.
+Added: 2018 and as a member of the Board of Directors of NCM, Inc.
In addition to his roles on the Board of Directors of NCM, Inc., Mr.
8 unchanged sentences
Ng was appointed Chief Financial Officer in September 2021.
−Removed: Ng previously served as the Chief Financial Officer and Head of Corporate Development of Allen Media Group from October 2018 until September 2021 where
−Removed: he led the company's finance organization and oversaw multiple large scale acquisitions and the refinancing of the company's capital structure.
+Added: Ng previously served as the Chief Financial Officer and Head of Corporate Development of Allen Media Group from October 2018 until September 2021 where he led the company's finance organization and oversaw multiple large scale acquisitions and the refinancing of the company's capital structure.
Before joining Allen Media Group, Mr.
25 unchanged sentences
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.