Delaware Chancery Court Dismisses Lawsuit Against Regal Entertainment Group.KNOXVILLE, Tenn. -- Regal Entertainment Group (NYSE NYSE See: New York Stock Exchange :RGC RGC Royal Government of Cambodia RGC Retinal Ganglion Cell RGC Responsible Gambling Council RGC Rio Grande City (Texas) RGC Routing Group Connector (Microsoft) ) today announced that the Delaware Chancery Court The Chancery Court of York is an ecclesiastical court for the Province of York of the Church of England. The presiding officer, the Official Principal and Auditor, has been the same person as the Dean of the Arches since the nineteenth century . has dismissed the lawsuit brought by Teachers' Retirement System of Louisiana CODE, OF LOUISIANA. In 1822, Peter Derbigny, Edward Livingston, and Moreau Lislet, were selected by the legislature to revise and amend the civil code, and to add to it such laws still in force as were not included therein. ("TRSL TRSL Teachers' Retirement System of Louisiana TRSL Test Requirements Specification Language TRSL Teachers' Retirement System of Los Angeles ") to prevent payment of a special $5.00 per share dividend to stockholders. TRSL claimed that Regal's Board of Directors had breached their fiduciary duties by paying stockholders the special dividend. Earlier this month, the Chancery Court denied TRSL's emergency motion to halt the dividend payment when it found that TRSL had presented "absolutely no evidence, not a shred of evidence, that Mr. Anschutz or his affiliates have received anything from Regal to the exclusion of or detriment to the minority stockholders" and that TRSL had "not come close" to demonstrating a reasonable likelihood of success on the merits on the merits adj. referring to a judgment, decision or ruling of a court based upon the facts presented in evidence and the law applied to that evidence. A judge decides a case "on the merits" when he/she bases the decision on the fundamental issues and considers of its fiduciary breach claims. The Court also questioned TRSL's motivation in bringing the lawsuit and expressed its concern as to whether TRSL had studied the claims they were asserting. Following this legal defeat, on June 11, 2004, TRSL agreed to release Regal's Board members from all equitable and monetary claims related to the special dividend. In turn, Regal agreed not to bring a countersuit coun·ter·sue tr.v. coun·ter·sued, coun·ter·su·ing, coun·ter·sues Law To bring proceedings against (a plaintiff) in direct opposition to a suit brought against onself. against TRSL or its counsel, and no payment or other consideration was made by Regal or any member of its Board. Mike Campbell For other persons named Mike Campbell, see Mike Campbell (disambiguation). Michael (Mike) Wayne Campbell (born February 1 1950 in Panama City, Florida in the U.S.) is a guitarist and record producer, best known for his work with Tom Petty. , Co-Chief Executive Officer of Regal and CEO (1) (Chief Executive Officer) The highest individual in command of an organization. Typically the president of the company, the CEO reports to the Chairman of the Board. of its theatre operations, stated that "Regal is pleased that the suit has been dismissed and appreciates the Chancery Court's swift action." However, he added, "We are not at all pleased that such a reckless and meritless suit could even have been brought against Regal and its directors in the first place. With no facts to support its claims, TRSL was able to file suit, generate negative headlines for Regal and cost our stockholders hundreds of thousands of dollars in legal and other expenses." "Enhancing shareholder value through the payment of dividends is one of the Company's core strategies," Campbell continued. "We believe that using our balance sheet to support dividends is a smart business tactic because our theatre operations generate large free cash flows and we operate in a stable and mature industry." Amy Miles, the Company's Chief Financial Officer, stated "After paying all stockholders the extraordinary dividend, and using some amount of debt financing Debt Financing When a firm raises money for working capital or capital expenditures by selling bonds, bills, or notes to individual and/or institutional investors. In return for lending the money, the individuals or institutions become creditors and receive a promise to repay to do so, Regal's debt load remains conservative and is in-line with our exhibition industry peers." 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. All statements included herein, other than statements of historical fact, may constitute forward-looking statements. Although the Company believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that such expectations will prove to be correct. Important factors that could cause actual results to differ materially from the Company's expectations are disclosed in the risk factors contained in the Company's 2003 Annual Report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. filed with the Securities and Exchange Commission on March 16, 2004. All forward-looking statements are expressly qualified in their entirety by such factors. About Regal Entertainment Group Regal Entertainment Group (NYSE:RGC) is the largest motion picture exhibitor in the world. The Company's theatre circuit, comprising Regal Cinemas, United Artists Theatres and Edwards Theatres, operates 6,020 screens in 545 locations in 39 states. Regal operates approximately 17% of all screens in the United States including theatres in 46 of the top 50 U.S. markets and growing suburban areas. We believe that the size, reach and quality of the Company's theatre circuit not only provide its patrons with a convenient and enjoyable movie-going experience, but is also an exceptional platform to realize economies of scale in theatre operations and, through Regal CineMedia, develop new sources of revenue and cash flow by utilizing Regal's existing asset base. Regal CineMedia is a wholly owned subsidiary Wholly Owned Subsidiary A subsidiary whose parent company owns 100% of its common stock. Notes: In other words, the parent company owns the company outright and there are no minority owners. of Regal Entertainment Group focusing on the expansion and development of advertising and new uses for Regal's theatre assets, while at the same time enhancing the movie-going experience. Regal CineMedia operates other divisions that focus on meetings and special productions in a theatre environment, including the presentation of live sports and entertainment events, as well as the sale of group tickets and gift certificates. Additional information is available on the Company's Web site at www.REGmovies.com or www.regalcinemedia.com. |
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