Company Substantially Strengthens Capital
Structure, Poised to Seize Opportunities with Financial
Flexibility
New Directors Bring Experience and Expertise in
Advertising, Finance, Digital, Media, and Technology
Leading Cinema Advertising Platform Positioned
for Growth and Success
National CineMedia, LLC (NCM, NCM LLC or the Company), the
largest cinema advertising platform in the U.S., today announced
the successful completion of its financial restructuring process
and emergence from Chapter 11 on August 7, 2023. This follows
confirmation of NCM’s Plan of Reorganization (the Plan) by the
United States Bankruptcy Court for the Southern District of Texas
(the Court) on June 27, 2023, which received the overwhelming
support of its creditor constituencies.
“This important milestone marks the beginning of a new era of
growth,” said Tom Lesinski, Chief Executive Officer of NCM. “With a
restructured balance sheet, the most advanced data and advertising
solutions in the industry, and access to the biggest moviegoing
audiences, we are now positioned to capitalize on new and exciting
opportunities. We continue to experience record-breaking box office
performance with Barbie and Oppenheimer seen by almost 60 million
consumers to date, driving maximum awareness of the power of movies
and the cultural conversation that they ignite. With these
tailwinds propelling us forward, NCM will continue to unite brands
with young, diverse audiences at movie theaters nationwide during
the biggest cultural moments of the year.”
The Company emerges under the ownership of its prepetition
secured lenders. NCM LLC will maintain its existing corporate
structure with National CineMedia, Inc. (Nasdaq: NCMI), continuing
to serve as the manager of NCM LLC, and retaining a 13.8% stake in
the reorganized Company. Through its financial restructuring, NCM
eliminated approximately $1.2 billion of debt, substantially
strengthening its capital structure. The Company has also entered
into an approximately $55 million exit financing facility, which
will be used to, among other things, fund future growth
initiatives.
Additionally, NCM emerges from its restructuring with new
members appointed to its Board of Directors, bringing extensive
advertising, financial, media, technology, and digital experience.
NCM’s existing executive team will continue to lead the business
and will partner closely with the new Board to drive growth and
engage audiences across the country. Ms. Lauren Zalaznick has been
named Chair of the Board, which is now comprised of nine members.
Joining CEO Tom Lesinski on the Board are:
- Ms. Lauren Zalaznick, Chair of the Board: Ms.
Zalaznick is a widely recognized business leader with more than 30
years’ experience creating and implementing growth strategies for
leading media companies and digital startups. As an independent
advisor, Ms. Zalaznick works with companies at every stage of
maturity focused on content, marketing, sales, and
direct-to-consumer strategies. In addition, Ms. Zalaznick is a
Senior Advisor to The Boston Consulting Group in the Global TMT
Practice. Ms. Zalaznick's most recent corporate role is as former
EVP & Chair, Entertainment & Digital Networks, Comcast
NBCUniversal. Ms. Zalaznick currently sits on the boards of The RTL
Group and The GoPro Corporation, where she chairs Nomination &
Governance. Previously, she served as a director and chair of
Nomination & Governance for The Nielsen Corporation as well as
several high growth digital companies.
- Ms. Bernadette Aulestia: Ms. Aulestia has extensive
experience as an executive in content and digital businesses. She
is the former President, Global Distribution HBO. Ms. Aulestia
serves on the Boards of Denny’s Corporation, Nexstar Media Group,
and Latino Corporate Directors Association. Named one of Fortune 50
Most Powerful Latinas in Business, Fast Company’s 100 Most Creative
People in Business, Ms. Aulestia is currently chair of the
Corporate Governance & Nominating Committee of Denny’s
Corporation (NASDAQ: DENN), and sits on the Compensation Committee
of Nexstar Media Group (NASDAQ: NXST).
- Mr. Nicholas Bell: Mr. Nicholas (Nick) Bell is a
recognized technology leader with more than two decades of
experience as a technology and media executive and active angel
investor who advises numerous founders and executives. He is the
Chief Executive Officer of Fanatics Live, former Head of Product
for Google's Search Experience, former Vice Global Head of Content
& Partnerships at Snap, and former Senior Vice-President,
Digital Products, News Corporation.
- Mr. David E. Glazek: Mr. Glazek has over 15 years of
experience investing in distressed, special situations and private
credit strategies, including as a Partner and Portfolio Manager of
Standard General L.P. from 2008. He also serves as Executive
Chairman of Turning Point Brands, Inc., a Director of Workers
Benefit Consortium, Inc., and an Adjunct Professor at Columbia
Business School. He previously worked at Lazard Frères & Co.,
where he focused on mergers and acquisitions and corporate debt
restructuring. He has also worked at the Blackstone Group.
Throughout his career he has served on numerous public and private
company boards of directors.
- Ms. Juliana Hill: Ms. Hill brings her extensive
financial, media industry, and outdoor advertising expertise to
NCM, following a long career in finance with iHeartMedia, Inc.
(formerly Clear Channel Communications, Inc.), the #1 audio company
in the United States. From 2013 to 2019, Ms. Hill served as
iHeartMedia’s Senior Vice President of Liquidity and Asset
Management, and also led a steering committee for the separation of
iHeart’s subsidiary, Clear Channel Outdoor Holdings. Ms. Hill is
currently the owner of JFH Consulting, which provides financial and
strategic advisory services.
- Mr. Tiago Lourenço: Mr. Lourenço is a Partner at
Blantyre Capital, a special situations investment firm with $2.6
billion of committed capital. Prior to this, he was a Vice
President at Oaktree Capital Management where he worked for seven
years in the distressed opportunities group. Prior to Oaktree, Mr.
Lourenço worked at Goldman Sachs and Bain & Company.
- Mr. Jean-Philippe Maheu: Mr. Maheu has extensive
digital, media, and technology experience. He is the former Global
Vice-President, Client Solutions & Advertising Sales, Twitter,
former CEO of Razorfish, former Global CEO of Publicis Modem, and
former Chief Digital Officer, North America of Ogilvy & Mather.
Mr. Maheu is an Advisor and Board member for various growth stage
companies.
- Mr. Joe Marchese: Mr. Marchese is the Chief Executive
Officer of Attention Capital, a media and technology holding
company. He is also the Co-Founder and Executive Chairman of Human
Ventures, a leading start-up studio and venture fund, and a
Partner/Co-Founder of Casa Komos Brands Group, a portfolio of
elevated hospitality brands. Previously, Mr. Marchese served as
President of Advertising Revenue for Fox Networks Group, a
television broadcasting company, a role in which he oversaw
multi-billion-dollar advertising sales, research and innovation for
FOX Broadcast, FOX Sports, FS1, FX, FXX and National
Geographic.
“On behalf of the new members of the Board, we commend the NCM
team for navigating through this important process without
disruption to its operations or customer relationships,” said
Lauren Zalaznick, Chair of the Board. “With the successful
completion of the restructuring, NCM is laser-focused on its
best-in-class, full-funnel advertising solutions and innovative
data technology, empowering advertisers to reach moviegoing
audiences with scale and measurability.”
As previously announced, NCM, Inc. held a Special Meeting of
Stockholders on August 2, 2023, at which stockholders voted to
approve a Reverse Stock Split of its common stock at a stock split
ratio of 1-for-10. The Reverse Stock Split was an obligation under
NCM LLC’s 9019 Settlement with NCM Inc. and was necessary for the
Plan to become effective and was completed on August 4, 2023.
Additional Information
Court filings and additional information related to the
Company’s Chapter 11 cases are available on a separate website
administrated by the company’s claims, noticing, and solicitation
agent, Omni, at https://omniagentsolutions.com/NCM. Stakeholders
with questions may call the Company’s restructuring hotline at
(866) 956-2144 or (747) 293-0095 if calling from outside the U.S.
or Canada or email NCMInquiries@OmniAgnt.com.
Paul, Weiss, Rifkind, Wharton & Garrison LLP is serving as
legal counsel, Lazard Frères & Co. LLC, is serving as
investment banker, and FTI Consulting is serving as financial
advisor to the Company. C Street Advisory Group serves as strategy
and communications advisor to the Company. Latham & Watkins
served as special litigation, tax and corporate counsel to National
CineMedia, LLC.
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) owns 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/20230807138686/en/
INVESTOR CONTACT: investors@ncm.com
MEDIA CONTACT: Pam Workman pam.workman@ncm.com
press@ncm.com
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