Cinemark USA, Inc. Announces Launch of $765 Million Senior Notes Offering
June 01 2021 - 8:00AM
Business Wire
Cinemark Holdings, Inc. (NYSE:CNK) announced today that its
wholly-owned subsidiary, Cinemark USA, Inc. (“Cinemark USA”), plans
to commence a private offering (the “Offering”) that is exempt from
the registration requirements of the Securities Act of 1933, as
amended (the “Securities Act”), to eligible purchasers of $765
million aggregate principal amount of senior notes due 2028 (the
“Notes”).
The Notes will be guaranteed by certain of Cinemark USA’s
subsidiaries that guarantee, assume or in any other manner become
liable with respect to any of Cinemark USA’s or any guarantor’s
other debt. The Notes and the guarantees will be Cinemark USA’s and
the guarantors’ senior unsecured obligations and will rank equally
in right of payment with Cinemark USA’s and the guarantors’
existing and future senior debt. Cinemark USA intends to use the
net proceeds of the proposed Offering, together with cash on hand,
to redeem all of Cinemark USA’s outstanding 4.875% Senior Notes due
2023 and to pay fees and expenses related to the Offering and the
redemption. This press release does not constitute a redemption
notice for any securities.
The Notes and the related guarantees will be offered and sold
only to persons reasonably believed to be qualified institutional
buyers in reliance on Rule 144A under the Securities Act and to
certain non-U.S. persons in transactions outside the United States
in reliance on Regulation S under the Securities Act. The Notes and
the related guarantees have not been and will not be registered
under the Securities Act or the securities laws of any state or
other jurisdiction, and the Notes may not be offered or sold in the
United States without registration or an applicable exemption from
the registration requirements of the Securities Act and applicable
state securities or blue sky laws and foreign securities laws.
This press release shall not constitute an offer to sell, or the
solicitation of an offer to buy any securities, nor shall there be
any sales of securities in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such jurisdiction.
This notice is being issued pursuant to and in accordance with Rule
135c under the Securities Act.
About Cinemark:
Headquartered in Plano, TX, Cinemark (NYSE: CNK) is one of the
largest and most influential movie theatre companies in the world.
Cinemark’s circuit, comprised of various brands that also include
Century, Tinseltown and Rave, operates 523 theatres (325 U.S., 198
South and Central America) with 5,872 screens (4,436 U.S., 1,436
South and Central America) in 42 states domestically and 15
countries throughout South and Central America. Cinemark
consistently provides an extraordinary guest experience from the
initial ticket purchase to the closing credits, including Movie
Club, the first U.S. exhibitor-launched subscription program; the
highest Luxury Lounger recliner seat penetration among the major
players; XD - the No. 1 exhibitor-brand premium large format; and
expansive food and beverage options to further enhance the
movie-going experience.
Forward-looking Statements
This press release includes “forward-looking statements” within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended and speak only as of the date hereof. The “forward-looking
statements” include our current expectations, assumptions,
estimates and projections about our business and our industry. They
include statements relating to the proposed offering, the
anticipated use of proceeds, future revenues, expenses and
profitability, the future development and expected growth of our
business, projected capital expenditures, attendance at movies
generally or in any of the markets in which we operate, the number
or diversity of popular movies released and our ability to
successfully license and exhibit popular films, national and
international growth in our industry, competition from other
exhibitors and alternative forms of entertainment, and
determinations in lawsuits in which we are defendants. You can
identify forward-looking statements by the use of words such as
“may,” “should,” “could,” “estimates,” “predicts,” “potential,”
“continue,” “anticipates,” “believes,” “plans,” “expects,” “future”
and “intends” and similar expressions which are intended to
identify forward-looking statements. These statements are not
guarantees of future performance and are subject to risks and
uncertainties, some of which are beyond our control and difficult
to predict, including, among others, the impacts of COVID-19. Such
risks and uncertainties could cause actual results to differ
materially from those expressed or forecasted in the
forward-looking statements. In evaluating forward-looking
statements, you should carefully consider the risks and
uncertainties described in the “Risk Factors” section or other
sections in, or incorporated by reference to, Cinemark Holdings’s
Annual Report on Form 10-K filed February 26, 2021, as updated or
supplemented by the information included in our subsequent filings.
All forward-looking statements attributable to us or persons acting
on our behalf are expressly qualified in their entirety by these
cautionary statements and risk factors. These forward-looking
statements speak only as of the date hereof and we undertake no
obligation, other than as required by law, to update or revise any
forward-looking statements, whether as a result of new information,
future events or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20210601005579/en/
Chanda Brashears SVP Investor Relations (972) 665-1671
cbrashears@cinemark.com
Cinemark (NYSE:CNK)
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