Regal Entertainment Group (NYSE:RGC) Files An 8-K Entry into a Material Definitive Agreement

Item 1.01Entry Into a Material Definitive Agreement.

On June6, 2017, Regal Cinemas Corporation (Regal
Cinemas), a wholly owned subsidiary of Regal
Entertainment Group (REG), entered into a
permitted secured refinancing and incremental joinder agreement
(the Refinancing Agreement) with Regal
Entertainment Holdings,Inc., the guarantors party thereto, Credit
Suisse AG, as Administrative Agent (Credit
Suisse) and the Lenders (as defined below) party
thereto.

The Refinancing Agreement further amends the terms of that
seventh amended and restated credit agreement, dated April2,
2015, by and among Regal Cinemas, Credit Suisse and the lenders
party thereto from time to time (the Lenders),
which was amended by that certain Permitted Secured Refinancing
Agreement, dated as of June1, 2016, and that certain Permitted
Secured Refinancing Agreement, dated as of December2, 2016 (as so
amended, the Amended Senior Credit Facility).
Prior to the Refinancing Agreement, the Amended Senior Credit
Facility included a term loan facility with a final maturity date
in April2022 (the Existing Term Facility).

to the Refinancing Agreement, Regal Cinemas consummated a
permitted secured refinancing of the Existing Term Facility,
which had an aggregate principal balance of approximately $953.7
million, and in accordance therewith, the Lenders advanced term
loans in an aggregate principal amount of approximately $953.7
million with a final maturity date in April2022 (the
Refinanced Term Loans). Together with other
amounts provided by Regal Cinemas, proceeds of the Refinanced
Term Loans were applied to repay all of the outstanding principal
and accrued and unpaid interest on the Existing Term Facility
under the Amended Senior Credit Facility in effect immediately
prior to the making of the Refinanced Term Loans.

to the Refinancing Agreement, Regal Cinemas also exercised the
accordion feature under the Amended Senior Credit Facility to
increase the aggregate amount of term loans thereunder by $150.0
million (the 2017 Accordion). The accordion
feature provides Regal Cinemas with the option to borrow
additional term loans under the Amended Senior Credit Facility in
an amount of up to $200.0 million, plus additional amounts as
would not cause the consolidated total leverage ratio to exceed
3.00:1.00, in each case, subject to lenders providing additional
commitments for such amounts and the satisfaction of certain
other customary conditions. The entire $150.0 million under the
2017 Accordion was fully drawn on June6, 2017 on the same terms
as the Refinanced Term Loans (such amounts drawn, the
Incremental Term Loans, and together with the
Refinanced Term Loans, the New Term Loans). A
portion of the proceeds of the Incremental Term Loans were used
by Regal Cinemas to pay fees and expenses related to the
Refinancing Agreement, with the remainder to be used for general
corporate purposes of Regal Cinemas and its subsidiaries.

The New Term Loans amortize in equal quarterly installments in an
aggregate annual amount equal to 1.0% of the original principal
amount of the New Term Loans, with the balance payable on the
maturity date of the New Term Loans.

The Refinancing Agreement also amends the Amended Senior Credit
Facility by reducing the interest rate on the New Term Loans, by
providing, at Regal Cinemas option, either a base rate or an
adjusted LIBOR rate plus, in each case, an applicable margin.
Such applicable margin will be either 1.00% in the case of base
rate loans or 2.00% in the case of LIBOR rate loans. The
Refinancing Agreement also provides for a 1% prepayment premium
applicable in the event that Regal Cinemas enters into a
refinancing or amendment of the New Term Loans on or prior to the
six-month anniversary of the closing of the Refinancing Agreement
that, in either case, has the effect of reducing the interest
rate on the New Term Loans.

Except as amended by the Refinancing Agreement, the remaining
terms of the Amended Senior Credit Facility remain in full force
and effect.

The Refinancing Agreement is filed as Exhibit4.1 to this Current
Report on Form8-K and is incorporated herein by reference. The
foregoing summary of the Refinancing Agreement is qualified in
its entirety by reference to such Exhibitto this Current Report
on Form8-K.

About Regal Entertainment Group (NYSE:RGC)

Regal Entertainment Group (Regal) operates a theatre circuit in the United States. The Company operates in the segment of theatre exhibition operations. It develops, acquires and operates multi-screen theatres in mid-sized metropolitan markets and suburban growth areas of metropolitan markets throughout the United States. It operates its theatre circuit using its Regal Cinemas, United Artists, Edwards, Great Escape Theatres and Hollywood Theaters brands through its subsidiaries. Its multi-screen theatre complexes contain 10 to 18 screens, each with auditoriums ranging from 100 to 500 seats. In addition, its theatres feature amenities, such as wall-to-wall and floor-to-ceiling screens, Sony Digital Cinema 4K projection systems; three-dimensional (3D) digital projection systems, IMAX, and screen format, RPX. Its theatre circuit consists of over 7,360 screens in approximately 570 theatres in over 40 states. It operates multi-screen theatres and has over 12.9 screens per location.