National CineMedia, Inc. Announces Reverse Stock Split
03 Agosto 2023 - 1:30PM
Business Wire
Effective Open of Business on August 4,
2023
Reverse Stock Split Fulfills Obligations Under
Restructuring Support Agreement and NCMI 9019 Settlement
National CineMedia, Inc. (Nasdaq: NCMI) (“the Company”), the
managing member and owner of National CineMedia, LLC (“NCM LLC”),
the operator of the largest cinema advertising platform in the
U.S., today announced it has effectuated a 1-for-10 Reverse Stock
Split of its Common Stock. The Company’s Common Stock will
automatically begin trading on a split-adjusted basis at the
opening of the market on August 4, 2023, under the existing trading
symbol “NCMI.”
At the Special Meeting of Stockholders held on August 2, 2023,
the Company’s stockholders approved a Reverse Stock Split at a
ratio range between 1-for-10 and 1-for-100. Following the Special
Meeting of Stockholders, on August 2, 2023, the Company’s Board of
Directors voted to approve the Reverse Stock Split and established
a 1-for-10 ratio. The Reverse Stock Split will impact all shares of
Common Stock and reduce the number of public shares from
174,191,498 to approximately 17,419,150.
The Reverse Stock Split will enable the Company to fulfill its
obligations under the Restructuring Support Agreement between the
Company, NCM LLC and certain of NCM LLC’s secured lenders, and
moves NCM LLC one step closer to achieving its Chapter 11 Plan of
Reorganization. The Reverse Stock Split is also expected to allow
the Company to regain compliance with the $1.00 minimum average
closing price requirement of Nasdaq.
The Company did not issue fractional shares in connection with
the Reverse Stock Split. Instead, any stockholders’ Common Stock
who would have been entitled to receive fractional shares as a
result of the Reverse Stock Split will have their shares rounded in
accordance with the approved Reverse Stock Split. On August 2,
2023, the Company filed a Certificate of Amendment with the
Securities and Exchange Commission (the "SEC") to effectuate the
approved 1-for-10 Reverse Stock Split.
Information for National CineMedia, Inc. Stockholders
Additional information about the Reverse Stock Split can be
found in the Company's Special Proxy Statement filed with the SEC
on July 5, 2023, which is available free of charge at the SEC's
website here, and on the Company's website here.
About the Company
National CineMedia (NCM) is America’s Movie Network. As the
largest cinema advertising platform in the U.S., we unite brands
with young, diverse audiences through the power of movies and
popular culture. NCM’s Noovie® show is presented exclusively in 47
leading national and regional theater circuits including AMC
Entertainment Inc. (NYSE:AMC), Cinemark Holdings, Inc. (NYSE:CNK)
and Regal Entertainment Group (a subsidiary of Cineworld Group PLC,
LON: CINE). NCM’s cinema advertising platform offers broad reach
and unparalleled audience engagement with more than 19,400 screens
in over 1,550 theaters in 195 Designated Market Areas® (all of the
top 50). NCM Digital and Digital-Out-Of-Home (DOOH) go beyond the
big screen, extending in-theater campaigns into online, mobile, and
place-based marketing programs to reach entertainment audiences.
National CineMedia, Inc. (NASDAQ:NCMI) indirectly owns a 100%
interest in, and is the managing member of, National CineMedia,
LLC. For more information, visit www.ncm.com and
www.noovie.com.
FORWARD LOOKING STATEMENTS
This press release contains various forward-looking statements
that reflect management’s current expectations or beliefs regarding
future events and results of operations, including the Company’s
emergence from Chapter 11, statements concerning the ultimate
impact of the restructuring on the Company and NCM Inc.’s business,
the Company’s listing with Nasdaq, and ongoing business prospects,
among others. Investors are cautioned that reliance on these
forward-looking statements involves risks and uncertainties.
Although the Company believes that the assumptions used in the
forward-looking statements are reasonable, any of these assumptions
could prove to be inaccurate and, as a result, actual results could
differ materially from those expressed or implied in the
forward-looking statements. These factors and risks include, but
are not limited to, unanticipated developments that prevent, delay
or negatively impact a resolution of discussions with lenders and
other financial, operational and legal risks and uncertainties
detailed from time to time in cautionary statements contained in
the filings of the Company with the Securities and Exchange
Commission. Please refer to the Company’s Securities and Exchange
Commission filings, including the “Risk Factor” section of the
Company’s Annual Report on Form 10-K for the year ended December
29, 2022, and subsequent Quarterly Reports on Form 10-Q, for
further information about these and other risks. Investors are
cautioned not to place undue reliance on any such forward-looking
statements, which are presented only as of the date they are made.
The Company undertakes no obligation to update any forward-looking
statement, whether as a result, of new information, future events
or otherwise, except as required by law.
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version on businesswire.com: https://www.businesswire.com/news/home/20230803328095/en/
INVESTOR CONTACT: investors@ncm.com MEDIA CONTACT:
Pam Workman pam.workman@ncm.com press@ncm.com
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