Regal Entertainment Group Reports Operating Results (10-Q)

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May 12, 2009
Regal Entertainment Group (RGC, Financial) filed Quarterly Report for the period ended 2009-04-02.

Regal Entertainment Group is a leading motion picture exhibitor operating the largest theatre circuit in the United States. The Company's nationwide theatre circuit is comprised of Regal Cinemas Corporation United Artists Theatre Company and Edwards Theatres Inc. Regal Entertainment Group has a market cap of $2.04 billion; its shares were traded at around $13.24 with a P/E ratio of 19.2 and P/S ratio of 0.7. The dividend yield of Regal Entertainment Group stocks is 5.4%.

Highlight of Business Operations:

On March 10, 2008, Regal issued $200.0 million aggregate principal amount of 61/4% Convertible Senior Notes. Concurrent with the issuance of the 61/4% Convertible Senior Notes, we entered into simultaneous convertible note hedge and warrant transactions with respect to our Class A common stock in order to reduce the potential dilution from conversion of the 61/4% Convertible Senior Notes into shares of our Class A common stock. The net cost of the convertible note hedge and warrant transactions was approximately $6.6 million and is included as a component of equity in the accompanying unaudited condensed consolidated balance sheets. See Note 4Debt Obligations for further description of the 61/4% Convertible Senior Notes and the related convertible note hedge and warrant transactions. The Company used cash on hand and a portion of the net proceeds from the issuance of the 61/4% Convertible Senior Notes to redeem approximately $90.0 million principal amount of Regals 33/4% Convertible Senior Notes due May 15, 2008, in a series of privately negotiated transactions. As a result of the early redemption, the Company recorded a $3.0 million loss on debt extinguishment (as retrospectively adjusted for the adoption of FSP 14-1 described in Note 4Debt Obligations) during the quarter ended March 27, 2008. In connection with the early redemption, the Company received net proceeds of approximately $13.7 million from Credit Suisse attributable to the convertible note hedge and warrant transactions associated with the 33/4% Convertible Senior Notes described further in Note 4Debt Obligations. Such proceeds were recorded as an increase to additional paid-in capital. In connection with the final maturity of the 33/4% Convertible Senior Notes on May 15, 2008, holders of the remaining $33.7 million in principal amount exercised their conversion rights. The Company elected to settle these conversions entirely in cash for approximately $51.4 million using the remaining proceeds from the issuance of the 61/4% Convertible Senior Notes. In connection with these conversions, the Company received net proceeds of approximately $5.2 million from Credit Suisse attributable to the convertible note hedge and warrant transactions associated with the 33/4% Convertible Senior Notes. Such proceeds were also recorded as an increase to additional paid-in capital. See Note 4Debt Obligations for further discussion of this transaction.

Our total revenues for the quarter ended April 2, 2009 (Q1 2009 Period) were $665.6 million and consisted of $459.5 million of admissions revenues, $179.4 million of concessions revenues and $26.7 million of other operating revenues, and increased 6.2% from total revenues of $626.8 million for the quarter ended March 27, 2008 (Q1 2008 Period).

Income from operations totaled $62.5 million during the Q1 2009 Period, which represents a decrease of $10.1 million, or 13.9%, from $72.6 million in the Q1 2008 Period. On a comparable screen basis, during the Q1 2009 Period, income from operations decreased $11.7 million, or 16.1%, from the Q1 2008 Period. The decrease in income from operations on a comparable screen basis during the Q1 2009 Period was primarily attributable to the shift in our fiscal calendar. In addition, we experienced increases in film and advertising expense, rent expense, other operating expenses and net loss on disposal and impairment of operating assets, partially offset by slight reductions in depreciation and amortization and cost of concessions. The Company reported net income of $21.3 million in the Q1 2009 Period compared to net income of $27.5 million in the Q1 2008 Period. Diluted earnings per share of Class A and Class B common stock was $0.14 in the Q1 2009 Period compared to $0.17 during the Q1 2008 Period. The

During the Q1 2009 Period, total concessions revenues increased $13.3 million, or 8.0%, to $179.4 million, from $166.1 million for the Q1 2008 Period. Average concessions revenues during the Q1 2009 Period increased 5.5%, to $3.08, from $2.92 for the Q1 2008 Period. On a comparable screen basis, total concessions revenues for the Q1 2009 Period increased by approximately $2.5 million, or 1.5% from the Q1 2008 Period. The increases in comparable screen total concessions revenues and average concessions revenues per patron were primarily a result of price increases and the concession friendly mix of film product exhibited during the Q1 2009 Period.

During the Q1 2009 Period, rent expense increased $9.6 million, or 11.5%, to $92.9 million, from $83.3 million in the Q1 2008 Period. Such increase was primarily due to the inclusion of Consolidated Theatres during the Q1 2009 Period. On a comparable screen basis, rent expense increased $1.8 million, or 2.2% during the Q1 2009 Period as compared to the Q1 2008 Period. The Q1 2009 Period increase in rent expense on a comparable screen basis was primarily attributable to general inflationary increases.

During the Q1 2009 Period, net interest expense increased $6.4 million, or 20.8%, to $37.2 million, from $30.8 million in the Q1 2008 Period. The increase in net interest expense during the Q1 2009 Period was principally due to less interest income ($0.3 million and $3.0 million, respectively, for the Q1 2009 Period and Q1 2008 Period) from a lower average cash balance outstanding as a result of the $209.3 million acquisition of Consolidated Theatres during the second fiscal quarter of 2008, incremental interest expense from the Q1 2008 Period issuance of the $200.0 million 61/4% Convertible Senior Notes and a higher effective interest rate on our term facility as a result of the Amendment to the Amended Senior Credit Facility during the Q1 2009 Period.

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