Crown UK Holdco Limited Registered

Crown UK Holdco Limited Registered number 11088548 Annual report and financial statements For the year ended 31 December 2019 Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Contents

Page Company information 3 Strategic Report 4 Directors’ Report 6 Statement of Directors’ responsibilities in respect of the Directors’ Report and the financial statements 8 Independent Auditors’ report to the members of Crown UK Holdco Limited 9 Statement of comprehensive income 12 Statement of Financial Position 13 Statement of Changes in Equity 14 Notes to the financial statements 15

2 Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

COMPANY INFORMATION

DIRECTORS R Bell C Catling (resigned 26 June 2020) L Murphy (appointed 26 June 2020) N Cohen

COMPANY SECRETARY F Smith

REGISTERED NUMBER 11088548

REGISTERED OFFICE 8th Floor Vantage London Great West Road Brentford England TW8 9AG

INDEPENDENT AUDITORS PricewaterhouseCoopers LLP 1 Embankment Place London WC2N 6RH

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Strategic report The Directors present their Strategic Report on the Company for the year ended 31 December 2019.

Principal activities and future developments The Company acts as an investment holding and financing company. The Directors do not expect any change in the principal activity during the next financial year.

Business review During the year the Company continued to act as a holding and financing company. This generated income from investments of £353,876,000 (2018: £233,466,000). The profit on ordinary activities after taxation for the year ended 31 December 2019 was £238,720,000 (2018 (period ended): £212,829,000). The profit during the year represents dividend income from investments and a one-off charge to recognise an expected credit loss against intercompany balances. No expected credit loss provision was recognised against intercompany receivable balances in the prior period.

At 31 December 2019 net assets were £2,851,083,000 (2018: £3,143,813,000).

Key Performance Indicators The Directors of the Group manage the Group’s operations based on three reporting segments: US, UK and Ireland and Rest of the World (“ROW”). For this reason, the Directors believe that analysis using KPIs for the Company is not necessary or appropriate for an understanding of the development, performance or position of the business of the Company. The development, performance and position of the UK and Ireland reporting operating segment of Cineworld Group plc, which includes the Company, are discussed on pages 6 to 9 and 14 to 17 of the Cineworld Group plc 2019 Annual Report and Accounts, which does not form part of this document. The Cineworld Group plc Annual Report and Accounts are available on the Group’s website at www.cineworldplc.com. Principal risks and uncertainties The principal risks and uncertainties of the Company are summarised as follows: Principal risks and uncertainties Mitigation activity 1. Regulatory A major statutory, regulatory or contractual − Management operates an ongoing cinema Breach compliance breach compliance programme, supplemented by independent compliance assurance reviews by external advisers where appropriate. − Company support functions use a combination of ongoing staff development as well as updates from professional advisers to ensure management are aware of the latest regulations in key areas.

2. Governance A critical internal control and/ or governance failing The Company uses various mechanisms to support and Internal occurs the implementation and effectiveness of controls. Control These include: − implementation of the Group Risk Management Framework; − regular consultation and advice from external advisers; and − the delivery of targeted risk-based internal audit reviews. 3. Treasury Ineffective treasury management slows down our − On-going review of financial instruments being Management ability to service our debt obligations and deliver used. against our planned strategic initiatives (e.g. refurbishment programmes) The principal risks and uncertainties of the Group, which include those of the Company outlined above, are discussed in further detail on pages 24 to 29 of the Cineworld Group plc 2019 Annual Report and Accounts. The Cineworld

4 Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Strategic report (Continued) Group plc 2019 Annual Report and Accounts also includes details of the controls and mitigation activity in place. The Cineworld Group plc Annual Report and Accounts are available on the Group’s website at www.cineworldplc.com.

Section 172(1) Statement In discharging their duty to act, in good faith, in a way that they consider would be most likely to promote the success of the Company for the benefit of its members as a whole in accordance with section 172(1) of the Companies Act 2006, the Directors have had regard to a number of different factors and stakeholder interests and in particular to the matters set out in section 172(1)(a – f) of the Companies Act 2006.

However, whilst the Group considers its shareholders and investors to be key stakeholders, as a wholly-owned subsidiary the Company largely engages with its own immediate shareholder and Cineworld, as ultimate shareholder. Due to the nature of the Company as a wholly-owned subsidiary, limited decisions were taken by the Board during the 2019 financial year which required them to have particular regard to the factors set out in section 172(1)(a –f) of the Companies Act 2006. When making decisions, the Board reviews the necessary financial and operational information at Board meetings, enabling the directors to comply with their duties under section 172(1) of the Companies Act 2006.

Principal decisions taken by the directors during the year were in relation to financial matters, including intragroup dividend payments and financing arrangements as detailed in the financial statements. The relevant factors taken into account during the decision making processes were the likely long term consequences of the decision (including whether it would be likely to promote the success of the Company for the benefit of its members) and the need to act fairly between members of the Company.

Employees, Suppliers and Stakeholders Information on how the Directors have supported the Company’s employees is included in the Directors’ Report on page 7.

The Directors have considered all the Company’s stakeholders and the long-term consequences of decisions taken. Information on stakeholder engagement can be found in the Directors’ report on page 7.

Future developments The COVID-19 pandemic has had a significant impact on the Company’s investments operations during 2020 and beyond. The Directors have discussed the impact of this on the Company’s activities within note 19, post balance sheet events. Other than the above, the Directors do not expect any change in the principal activity during the next financial period as a result of the COVID-19 pandemic.

The Strategic Report was approved by the Board on 22 December 2020 and signed on its behalf by

N Cohen Director

5 Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Directors’ Report for the year ended 31 December 2019 The Directors present the financial statements and Directors’ report for the year ended 31 December 2019. Principal activities, business review and future developments The Company acts as an investment holding and financing Company. The Directors do not expect any change in the principal activity during the next financial year. Results and dividends The profit for the year / period, after taxation, amounted to $238,720,000 (2018: $212,829,000).

The net assets of the Company at 31 December 2019 were $2,851,083,000 (2018: $3,143,813,000).

During the financial year the Company drew down $95,000,000 on its revolving credit facility (2018: $nil). During 2019 the Company entered into three Euro:US dollar cross currency interest rate swaps. At 31 December 2019 the fair value of these contracts was a liability of $9,777,000.

On 16 December 2019 Cineworld Group PLC announced the proposed transaction of Cineplex by means of acquisition of its share capital. On 12 June 2020 Cineworld announced that it terminated the Arrangement Agreement with immediate effect and the acquisition was no longer proceeding.

As part of this, the Company entered into a contingent forward contract to hedge against the Company parent company Cineworld Group Plc (“Group’s”) foreign currency exposure arising from the purchase price of acquisition of Cineplex. The fair value of this contract at 31 December 2019 was an asset of $10,400,000. The Company also entered into a contingent cross currency interest rate swap, to hedge the repayment of the Cineplex existing debt. The fair value of this interest rate swap at 31 December 2019 was a liability of $4,500,000.

Directors The Directors who served during the year and up to the date of this report were as follows:

R Bell C Catling (resigned 26 June 2020) L Murphy (appointed 26 June 2020) N Cohen

Directors’ and Officers’ Insurance and Indemnity The Company maintains insurance cover for all Directors and Officers of Group companies against liabilities which may be incurred by them while acting as Directors and Officers. As at the date of this report, indemnities are in force under which the Company has agreed to indemnify the Directors as permitted by law and by the Articles against liabilities they may incur in the execution of their duties as Directors of the Company. These indemnities are qualifying third party indemnities. These policies were in force during the financial year and up to the date of signing this report.

Political and charitable donations The Company made no political contributions and no charitable donations in the year.

6 Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Directors’ Report for the year ended 31 December 2019 (Continued) Employees, Suppliers and Stakeholders The Company is not an operating company and does not have any employees or suppliers. The Company may sometimes engage directly with certain stakeholders on specific issues, but the size and distribution of our stakeholders and the Group means that stakeholder engagement often takes place at an operational level by other companies within the Group.

Payment of dividends The Directors approved and paid a dividend of $531,450,000 during the year ended 31 December 2019 (2018: $578,699,994). No other dividend has been approved or paid during the financial year ended 31 December 2019 or up to the date of signing these Annual report and financial statements.

Independent Auditors On 18th December 2019 KPMG LLP resigned as auditors of the Company, with PricewaterhouseCoopers LLP appointed on 13th May 2020. Pursuant to section 487 of the Companies Act 2006, the auditors will be deemed to be reappointed and PricewaterhouseCoopers LLP will therefore continue in office.

Events affecting the Company since the year end The global Coronavirus pandemic has had a significant impact on the Company’s investment’s operations subsequent to year end. Further details on this and the impact on the Company have been outlined within note 19.

Going concern Details of the Directors’ assessment of Going Concern are set out in Note 1.

Disclosure of information to independent auditors The Directors who held office at the date of approval of this Directors’ report confirm that, so far as they are each aware, there is no relevant audit information of which the Company’s auditor are unaware; and each Director has taken all the steps that he/she ought to have taken as a Director to make himself/herself aware of any relevant audit information and to establish that the Company’s auditor are aware of that information.

This report was approved by the board on 21 December 2020 and signed on its behalf.

On behalf of the Board 8th Floor Vantage London Great West Road Brentford England TW8 9AG N Cohen Director 22 December 2020

7 Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Independent auditors’ report to the members of Crown UK Holdco Limited

Report on the audit of the financial statements

Disclaimer of opinion Because of the significance of the going concern matter described in the Basis for disclaimer of opinion paragraph below, we have not been able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion. Accordingly we do not express an opinion on Crown UK Holdco Limited’s financial statements. We were engaged to audit the financial statements, included within the Annual Report and financial statements (the “Annual Report”), which comprise: the Statement of financial position as at 31 December 2019; the Statement of comprehensive income and the Statement of changes in equity for the year then ended; and the notes to the financial statements, which include a description of the significant accounting policies. The financial reporting framework that has been applied in their preparation is United Kingdom Generally Accepted Accounting Practice (United Kingdom Accounting Standards, comprising FRS 101 “Reduced Disclosure Framework”, and applicable law).

Basis for disclaimer of opinion We have been unable to form an opinion on the appropriateness of the going concern basis of preparation of the financial statements due to the existence of a number of material uncertainties. The Company requires access to parental support in order to meet its obligations, and the Company has received written confirmation from Cineworld Group plc providing this support. In its published results for the six-month period ended 30 June 2020, Cineworld Group plc included material uncertainties with respect to its going concern assessment, including whether sufficient liquidity existed for both the base case and severe but plausible downside case. In light of the ongoing Covid-19 situation there remains significant uncertainty over the short and medium term in respect of the impact that this will continue to have on the Company and the wider cinema industry. Refer to management’s basis of preparation in note 1 to the financial statements which sets out the key assumptions in respect of both the base case and severe but plausible downside forecasts. Although Cineworld Group plc has secured additional facilities to enhance liquidity since the release of its published results, the directors have not updated their assessment of going concern to reflect these matters and accordingly, there can be no certainty that the support required by the Company from Cineworld Group plc will be made available. These conditions, along with the other matters explained in the basis of preparation section included in note 1 to the financial statements, indicate the existence of material uncertainties which may cast significant doubt about the Company’s ability to continue as a going concern. We have not been able to obtain sufficient appropriate evidence as to whether the going concern models used by management in their going concern assessment allow for Cineworld Group plc to provide ongoing support for the Company to be a going concern. The absence of this evidence and the uncertainty over the short and medium term as a result of the ongoing Covid-19 situation and wider impact on the cinema industry represent material uncertainties which are too severe for us to express an opinion on the financial statements. The financial statements do not include the adjustments that would result if the Company was unable to continue as a going concern.

8 Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Independence We remained independent of the company in accordance with the ethical requirements that are relevant to our audit of the financial statements in the UK, which includes the FRC’s Ethical Standard, and we have fulfilled our other ethical responsibilities in accordance with these requirements.

Our audit approach Overview

• Overall materiality: $67 million, based on approximately 1% of total assets. • We performed a full scope audit of Crown UK Holdco Limited which is a standalone entity. • As we have issued a disclaimer of opinion, no key audit matters have been described in this report.

The scope of our audit As part of designing our audit, we determined materiality and assessed the risks of material misstatement in the financial statements. In particular, we looked at where the directors made subjective judgements, for example in respect of significant accounting estimates that involved making assumptions and considering future events that are inherently uncertain. As in all of our audits we also addressed the risk of management override of internal controls, including evaluating whether there was evidence of bias by the directors that represented a risk of material misstatement due to fraud.

How we tailored the audit scope We tailored the scope of our audit to ensure that we performed enough work to be able to give an opinion on the financial statements as a whole, taking into account the structure of the company, the accounting processes and controls, and the industry in which it operates. We performed a full scope audit over the company, which is a standalone entity operating in the UK. Materiality The scope of our audit was influenced by our application of materiality. We set certain quantitative thresholds for materiality. These, together with qualitative considerations, helped us to determine the scope of our audit and the nature, timing and extent of our audit procedures on the individual financial statement line items and disclosures and in evaluating the effect of misstatements, both individually and in aggregate on the financial statements as a whole.

9 Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Based on our professional judgement, we determined materiality for the financial statements as a whole as follows:

Overall materiality $67 million. How we determined it Based on approximately 1% of total assets. Rationale for benchmark As a holding and financing company, we believe that total assets is the applied primary measure used by the shareholders in assessing the performance of the entity, and is a generally accepted auditing benchmark.

We agreed with the directors that we would report to them misstatements identified during our audit above $3.3 million as well as misstatements below that amount that, in our view, warranted reporting for qualitative reasons.

Reporting on the Strategic Report and Directors’ Report Notwithstanding our disclaimer of an opinion on the financial statements, based on the work undertaken in the course of the audit, the information given in the Strategic Report and Directors’ Report for the year ended 31 December 2019 is consistent with the financial statements. Because of the significance of the matter described in the Basis of disclaimer paragraph above we have been unable to form an opinion whether, based on the work undertaken in the course of the audit, the information given in the Strategic Report and Directors’ Report for the year ended 31 December 2019 has been prepared in accordance with applicable legal requirements. Notwithstanding our disclaimer of an opinion on the financial statements, in light of the knowledge and understanding of the company and its environment obtained in the course of the audit, we did not identify any material misstatements in the Strategic Report and Directors’ Report.

Responsibilities for the financial statements and the audit Responsibilities of the directors for the financial statements As explained more fully in the Statement of Directors’ responsibilities in respect of the Directors’ Report and the financial statements, the directors are responsible for the preparation of the financial statements in accordance with the applicable framework and for being satisfied that they give a true and fair view. The directors are also responsible for such internal control as they determine is necessary to enable the preparation of financial statements that are free from material misstatement, whether due to fraud or error. In preparing the financial statements, the directors are responsible for assessing the company’s ability to continue as a going concern, disclosing, as applicable, matters related to going concern and using the going concern basis of accounting unless the directors either intend to liquidate the company or to cease operations, or have no realistic alternative but to do so. Auditors’ responsibilities for the audit of the financial statements Our responsibility is to conduct an audit of the financial statements in accordance with ISAs (UK) and to issue an auditors’ report. However, because of the matters described in the Basis for disclaimer of opinion section of our report, we were not able to obtain sufficient appropriate audit evidence to provide a basis for an audit opinion on these financial statements. Use of this report This report, including the opinions, has been prepared for and only for the company’s members as a body in accordance with Chapter 3 of Part 16 of the Companies Act 2006 and for no other purpose. We do not, in giving these opinions, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come save where expressly agreed by our prior consent in writing.

10 Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Other required reporting

Companies Act 2006 exception reporting Under the Companies Act 2006 we are required to report to you if, in our opinion: • we have not received all the information and explanations we require for our audit; or • adequate accounting records have not been kept by the company, or returns adequate for our audit have not been received from branches not visited by us; or • certain disclosures of directors’ remuneration specified by law are not made; or • the financial statements are not in agreement with the accounting records and returns. We have no exceptions to report arising from this responsibility.

Christopher Richmond (Senior Statutory Auditor) for and on behalf of PricewaterhouseCoopers LLP Chartered Accountants and Statutory Auditors London 22 December 2020

11 Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Statement of comprehensive income for the year ended 31 December 2019

13 Month Year ended period ended 31 December 31 December 2019 2018 Note $’000 $’000

Revenue - - - Cost of sales -

Gross profit - -

Impairment 3 (34,906) - Administrative expenses 3 (18,562) (958)

Operating loss (53,468) (958)

Income received from Investments in subsidiaries 2 353,876 233,466

Profit before interest and taxation 300,408 232,508

Finance income 4 169,499 157,973

Finance costs 4 (229,244) (177,652)

Net finance costs 4 (59,745) (19,679) Profit before taxation 240,663 212,829

Tax on profit 5 (1,943) -

Profit and total comprehensive income for the financial year / period 238,720 212,829

All results are derived from continuing operations.

The notes on pages 15 to 38 form part of these financial statements.

12 Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Statement of financial position at 31 December 2019 Note 31 December 31 December 2019 2018 $’000 $’000 Fixed assets Investments in subsidiaries 8 4,100,636 4,674,847

4,100,636 4,674,847 Current assets Trade and other debtors 9 2,551,531 2,390,413 Fair value of financial derivatives 10,400 - Cash and cash equivalents - 1,012

2,561,931 2,391,425 Current liabilities Creditors: amounts falling due within one year 10 (217,833) (34,175) Fair value of financial derivatives 12 (4,500) -

(222,333) (34,175)

Net current assets 2,339,598 2,357,250

Total assets less current liabilities 6,440,234 7,032,097

Non-current liabilities Creditors: amounts falling due greater than one year 10 (3,489,211) (3,888,284) Fair value of financial derivatives 12 (9,777) - Loans and borrowings 11 (90,163) -

Net assets 2,851,083 3,143,813

Capital and reserves Ordinary shares 13 - - Share premium account 13 1,239,684 1,239,684 Retained earnings 1,611,399 1,904,129

Total shareholders’ funds 2,851,083 3,143,813

Notes on pages 15 to 38 form part of these financial statements. The financial statements on pages 12 to 38 were approved by the board of Directors on 22 December 2020 and were signed on its behalf by:

N Cohen Director

Registered number: 11088548 13 Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Statement of changes in equity for the year ended 31 December 2019

Note Ordinary Share Retained Total

shares Premium earnings equity $’000 $’000 $’000 $’000

Balance at 29 November - - - - 2017

Profit for the year - - 212,829 212,829

Issue of shares 1 3 - 3,509,684 - 3,509,684 Capital transfer 13 - (2,270,000) 2,270,000 - Dividends 13 - - (578,700) (578,700)

Balance at 31 December 2018 - 1,239,684 1,904,129 3,143,813

Profit for the year - - 238,720 238,720

Total comprehensive profit for the year - - 238,720 238,720

Dividends 13 - - (531,450) (531,450)

Balance at 31 December 2019 - 1,239,684 1,611,399 2,851,083

The notes on pages 15 to 38 form part of these financial statements.

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements

1 Accounting Policies

General Information Crown UK Holdco Limited is a private limited company limited by shares incorporated and domiciled in the UK. The Company’s registered address is 8th Floor Vantage London, Great West Road, Brentford, England, TW8 9AG. Basis of preparation The Company is exempt by virtue of s400 of the Companies Act 2006 from the requirement to prepare group financial statements. These financial statements present information about the Company as an individual undertaking and not about its group. These financial statements were prepared in accordance with Financial Reporting Standard 101 Reduced Disclosure Framework (“FRS 101”). These financial statements have been prepared under the historic cost convention modified by revaluation of financial assets and financial liabilities held at fair value. In preparing these financial statements, the Company applies the recognition, measurement and disclosure requirements of International Financial Reporting Standards as adopted by the EU (“Adopted IFRSs”), but makes amendments where necessary in order to comply with Companies Act 2006 and has set out below where advantage of the FRS 101 disclosure exemptions has been taken. The Company’s ultimate parent undertaking, Cineworld Group plc includes the Company in its consolidated financial statements. The consolidated financial statements of Cineworld Group plc are prepared in accordance with International Financial Reporting Standards and are available to the public and may be obtained from 8th Floor Vantage London, Great West Road, Brentford, England, TW8 9AG. In these financial statements, the Company has applied the exemptions available under FRS 101 in respect of the following: • Paragraphs 45(b) and 46 to 52 of IFRS 2, ‘Share-based payment’ (details of the number and weighted average exercise prices of share options, and how the fair value of goods or services received was determined). • Paragraph 38 of IAS 1, ‘Presentation of financial statements’ – comparative information requirements in respect of: - i. Paragraph 79(a)(iv) of IAS 1; • IFRS 7, ‘Financial instruments: Disclosures’. • Paragraphs 91 to 99 of IFRS 13, ‘Fair value measurement’ (disclosure of valuation techniques and inputs used for fair value measurement of assets and liabilities). • The following paragraphs of IAS 1, ‘Presentation of financial statements’: - 10(d) (statement of cash flows); 16 (statement of compliance with all IFRS); - 38A (requirement for minimum of two primary statements, including cash flow statements); - 38B–D (additional comparative information); - 111 (statement of cash flows information); and - 134–136 (capital management disclosures). • IAS 7, ‘Statement of cash flows’. • Paragraphs 30 and 31 of IAS 8, ‘Accounting policies, changes in accounting estimates and errors’ (requirement for the disclosure of information when an entity has not applied a new IFRS that has been issued but is not yet effective). • Paragraph 17 of IAS 24, ‘Related party disclosures’ (key management compensation). The requirements in IAS 24 Related Party Disclosures to disclose related party transactions entered into between two or more members of a group, provided that any subsidiary which is a party to the transaction is wholly owned by such a member. 15

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 1 Accounting policies (continued) Presentational and functional currency The financial results of the Company are presented in US Dollars rounded to the nearest $’000. The functional currency of the Company is US Dollars. As the primary purpose of the entity is to hold Cineworld Group plc investments in subsidiaries, the largest of which is within the US and US Dollar denominated debt was issued to purchase this in 2018, the currency of the primary economic environment deemed to be the functional currency is US Dollars. Going concern The Directors of the Company have prepared the financial statements on a going concern basis which assumes the Company will be able to meet its future obligations as they fall due and the Company will settle all payments within the agreed terms.

The Company is a subsidiary of, and is controlled by, Cineworld Group Plc. It is reliant on financial and other support from Cineworld Group Plc in order to meet its financial and operational obligations which are principally financed through income from investments in operating entities, as these investments are also currently reliant upon the support of Cineworld Group Plc due to the impact of Covid-19. The Directors have received written confirmation from Cineworld Group Plc, of its intention to support the Company with financial and other resources as necessary such that the Company can meet its financial and other obligations as they fall due. Furthermore, the parent undertaking has confirmed that it will not seek the repayment of amounts advanced to the Company by the parent undertaking and/or other members of the parent undertaking's group unless adequate financing has been secured by the Company. This written support is available for at least the next twelve months from the date of approval of these financial statements.

The directors of Cineworld Group Plc, the ultimate parent company of Crown UK Holdco Limited and the ultimate parent undertaking to consolidate the Company's financial statements, in the published results for the six-month period ended 30 June 2020 recognised the uncertainty around the recovery of the cinema industry following the impact of COVID-19, and the potential risks that remain, which represent uncertainties with respect to the Group’s ability to continue as a going concern, and as such any support from the ultimate parent may not be forthcoming in the event it is required and for the company to continue to operate as part of the Cineworld group.

Further details of the base case and severe but plausible scenarios are included in Note 1 to the Interim Financial Statements which are publicly available (www.cineworldplc.com).

Subsequent to the approval of the Interim Financial Statements of Cineworld Group Plc, in response to an increasingly challenging theatrical landscape and sustained key market closures due to the Covid-19 pandemic, the Group temporarily suspended operations at all US and UK cinemas. In order to secure additional liquidity, the Group agreed the terms of an extended maturity to its incremental revolving credit facility of $110.8m, a new secured debt facility of $450.0m and waivers in respect of existing financial covenants for the coming 18 months. The Group also took steps to bring forward an expected one off tax cash receipt under the US CARES act. These steps are considered to provide sufficient additional liquidity for the Group to continue to operate until lockdown restrictions are eased and a full pipeline of major film releases is available.

The Directors have not updated their assessment of going concern to reflect these additional matters. However, having considered the basis of preparation of the Cineworld Group Plc Interim Financial Statements, the Directors are satisfied that it remains appropriate to prepare the Company financial statements on a going concern basis. However, the inherent uncertainties outlined in the above represent material uncertainties that may cast significant doubt on the parent’s and the Company's ability to continue as a going concern and, therefore, to continue realising their assets and discharging their liabilities in the normal course of business.

These financial statements do not contain any adjustments that would arise if the financial statements were not drawn up on a going concern basis.

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 1 Accounting policies (continued) Significant accounting policies The following accounting policies have been applied consistently in dealing with items which are considered material in relation to the Company’s financial statements.

The accounting policies set out below have, unless otherwise stated, been applied consistently to all periods presented in these financial statements.

Investments Investments in subsidiary undertakings are stated at cost less provision for any impairment in value. Impairment The carrying amounts of the Company’s assets are reviewed at each Statement of Financial Position date to determine whether there is any indication of impairment. If any such indication exists, the assets recoverable amount is estimated. An impairment loss is recognised whenever the carrying amount of an asset or its cash-generating-unit (‘CGU’) exceeds its recoverable amount. Impairment losses are recognised in the Statement of Profit or Loss. The Company evaluates its investments for financial impairment where events or circumstances indicate that the carrying amount of such assets may not be fully recoverable. When such evaluations indicate that the carrying value of an asset exceeds its recoverable value, an impairment in value is recorded.

Calculation of recoverable amount The recoverable amount is the greater of the asset’s fair value less costs to sell and value in use. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. For an asset that does not generate largely independent cash inflows, the recoverable amount is determined for the CGU to which the asset belongs.

Reversals of impairment An impairment loss is reversed when there is an indication that the impairment loss may no longer exist as a result of a change in the estimates used to determine the recoverable amount, including a change in fair value less costs to sell. An impairment loss is reversed only to the extent that the asset’s carrying amount does not exceed the carrying amount that would have been determined, if no impairment loss had been recognised.

Cash and Cash Equivalents Cash and cash equivalents comprise cash balances and call deposits which are settled within 7 days from the date of the reporting period.

Financial instruments Financial assets and financial liabilities are recognised when the Company becomes a party to the contractual provisions of the financial instrument. Financial assets are de-recognised when the rights to receive cash flows from the financial assets have expired or have been transferred and the Company has transferred substantially all risks and rewards of ownership.

Financial liabilities are de-recognised when the contractual obligations are discharged, cancelled or expire.

Financial assets and financial liabilities are offset and the net amount is reported in the Statement of Financial Position, when there is a legally enforceable right to offset the recognised amounts and there is an intention to settle on a net basis, or realise the financial asset and settle the financial liability simultaneously.

IFRS 9 contains three classification categories for financial assets and two for liabilities: measured at amortised cost, fair value through profit or loss (“FVPL”) and fair value through other comprehensive income (‘FVOCI’) (financial assets). At initial recognition, the Company classifies its financial instruments in the following categories depending on the purpose for which the financial instruments were acquired:

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 1 Accounting policies (continued) i. Financial assets and financial liabilities at FVPL: Financial instruments in this category are recognised initially and subsequently at fair value. Transaction costs are expensed in the Income Statement. Gains and losses arising from changes in fair value are presented in the Income Statement. Financial assets and financial liabilities at fair value through profit or loss are classified as current, except for the portion expected to be realised or paid beyond 12 months of the Statement of Financial Position date, which is classified as non-current. ii. Financial assets and liabilities at amortised cost: The Company’s financial assets comprise intercompany receivables. These financial assets are initially recognised at the amount expected to be received, less, when material, a discount to reduce the financial assets to fair value. Subsequently, financial assets are measured at amortised cost using the effective interest method, less a loss allowance.

Financial liabilities at amortised cost include intercompany payables, bank indebtedness and long-term debt. Intercompany payables, bank indebtedness and long-term debt, are recognised initially at fair value, net of any transaction costs incurred and, subsequently, at amortised cost using the effective interest method.

Financial liabilities are classified as current liabilities if payment is due within 12 months. Otherwise, they are presented as non-current liabilities. iii. Financial instruments at FVOCI – Financial assets: At initial recognition, the Company can make an irrevocable election to classify equity instruments at FVOCI, with all subsequent changes in fair value being recognised in OCI. The Company currently does not have any financial instruments recognised within this category.

Impairment of financial assets The Company measures expected credit losses using a three stage approach for all amounts receivable from Group undertakings.

Expected credit loss allowances on amounts receivable from group undertakings are measured by initially estimating the expected credit loss over the subsequent 12 months. If it is expected that there will be a subsequent deterioration of the receivables, then a lifetime loss allowance is calculated.

Hedge accounting The Company designates certain hedging instruments, which include non-derivatives in respect of foreign currency risk, as a fair value hedges. At the inception of the hedge relationship, the Company documents the relationship between the hedging instrument and the hedged item, along with its risk management objectives and its strategy for undertaking various hedge transactions. Furthermore, at the inception of the hedge and on an ongoing basis, the Company documents whether the hedging instrument is highly effective in offsetting changes in fair values or cash flows of the hedged item.

Changes in the fair value of non-derivatives that are designated and qualify as fair value hedges are recognised in Statement of Comprehensive Income immediately, together with any changes in the fair value of the hedged asset or liability that are attributable to the hedged risk. The effective portion of the change in the fair value of the hedging instrument and the change in the hedged item attributable to the hedged risk are recognised net within finance income. The ineffective portion of the change in the fair value of the hedging instrument and hedged risk recognised in finance income and finance cost respectively. Hedge accounting is discontinued when the Company revokes the hedging relationship, the hedging instrument expires or is sold, terminated, or exercised, or no longer qualifies for hedge accounting. The fair value adjustment to the carrying amount of the hedged item arising from the hedged risk will remain as a static basis adjustment from that date. When the hedged item is sold or extinguished the basis adjustment will be derecognised.

This policy was adopted for the first time in the current financial year.

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 1 Accounting policies (continued) Foreign Currency Transactions in foreign currencies are translated at the foreign exchange rate prevailing at the date of the transaction. Monetary assets and liabilities denominated in foreign currencies at the Statement of Financial Position date are translated at the foreign exchange rate prevailing at that date. Foreign exchange differences arising on translation are recognised in the Statement of Profit or Loss.

Non-monetary assets and liabilities that are measured in terms of historical cost in a foreign currency are translated using the exchange rate at the date of the transaction. Non-monetary assets and liabilities denominated in foreign currencies that are stated at fair value are translated at foreign exchange rates ruling at the dates the fair value was determined.

Taxation Tax on the profit or loss for the year comprises current tax. Tax is recognised in the Income Statement except to the extent that it relates to items recognised directly in equity or other comprehensive income, in which case it is recognised directly in equity or other comprehensive income. Current tax is the expected tax payable or receivable on the taxable income or loss for the year, using tax rates enacted or substantively enacted at the Statement of Financial Position date, and any adjustments to tax payable in respect of previous years.

New standards, amendments and IFRIC interpretations IFRS 16 “Leases”, IFRIC 23 “Uncertainty over Income Tax Treatments” and Amendment to IFRS 9: “Prepayment features with negative compensation” are new accounting standards that are effective for the year ended 31 December 2019. They do not have a material impact on the Company.

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 1 Accounting policies (continued)

Significant accounting judgements and estimates The preparation of financial statements requires management to make judgements, estimates and assumptions that affect the application of accounting policies and the reported amounts of assets, liabilities, income and expenses. Actual results may differ from these estimates.

Judgements and estimates made by the Directors in the application of these accounting policies that have significant effect on the Financial Statements and estimates with a significant risk of material adjustment in the next financial year are set out below.

Judgements The Company has no significant accounting judgements

Estimates Estimates and underlying assumptions are reviewed on an ongoing basis. Revisions to accounting estimates are recognised in the year in which the estimate is revised and in any future years affected.

In applying the Company’s accounting policies described above the Directors have identified that the following areas are the key estimates that could have a significant impact on the amounts recognised in the Financial Statements in the next financial year.

Impairment of investment in subsidiaries The Company determines whether its investment in subsidiary companies are impaired when indicators of impairments exist or based on the annual impairment assessment. The annual assessment requires an estimate of the value in use of the CGUs to which the investment carrying value is allocated, which is all CGU's under that investments control.

Estimating the value in use requires the Company to make an estimate of the expected future cash flows from each investment and discount these to their net present value.

The resulting calculation is sensitive to the assumptions in respect of future cash flows and the discount rate applied.

The Directors consider that the assumptions made represent their best estimate of the future cash flows generated by the investment in subsidiaries and that the discount rates used are appropriate given the risks associated with the specific cash flows.

Forecasting expected cash flows and selecting an appropriate discount rate inherently requires estimation. The resulting calculation is sensitive to the assumptions in respect of future cash flows and the discount rate applied.

The Directors consider that the assumptions made represent their best estimate of the future cash flows generated by the CGUs, and that the discount rate used is appropriate given the risks associated with the specific cash flows. Based on the sensitivity analysis performed no additional impairment would be recognised.

Therefore, it is considered appropriate to disclose this as an area of significant estimation due to the size of the balance and the fact that it could change as a result of future events.

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued)

2 Income received from Investments in subsidiaries Year ended 13 Month period ended 31 December 31 December 2019 2018 $’000 $’000 Income received from Investments in subsidiaries 896,131 334,640 Provisions against Investment in subsidiaries (542,255) (101,174)

Net income received from investment in subsidiaries 353,876 233,466

During the year ended 31 December 2019 Cineworld Hunco KFT (a wholly owned subsidiary undertaking of the Company) performed a capital reduction and declared and paid total dividends of $373,384,000, resulting in the net assets of Cineworld Hunco KFT decreasing significantly. As a consequence, an impairment of $364,950,000 was charged to provision against subsidiary undertaking, in respect of the Company’s investment in Cineworld Hunco KFT.

During the year ended 31 December 2019 Cinema Finco 1 Limited, Cinema Finco 3 Limited, Cinema Finco 4 Limited, Cinema Finco 5 Limited and Cinema Finco 6 Limited (“Cinema Finco’s”) (wholly owned subsidiary undertakings of the Company) performed capital reductions and declared and paid total dividends of $208,027,000, resulting in the net assets of the Cinema Finco’s decreasing significantly. As a consequence, an impairment of $177,305,000 was charged to provision against subsidiary undertaking, in respect of the Company’s investment in the Cinema Finco’s

3 Profit on ordinary activities before taxation Year ended 31 13 Month period ended December 31 December 2019 2018 $’000 $’000 Profit on ordinary activities before taxation is stated after charging: Impairment of intercompany balances 34,907 - Expected credit loss provision 23,397 - Forgiveness of amounts due to Group undertakings (4,835) - An impairment charge of $34,907,000 was recognised in relation to intercompany balances due from the Company’s Finco investments of $34,907,000, as a result of these entities performing a capital reduction. An expected credit provision was recognised during the current financial year of $23,397,000 (2018 $nil) against the Company’s amounts receivable from Group undertakings. During the current year the company wrote-off total amounts due to Group undertakings of $4,835,000 due to forgiveness of these balances from the counterparty. Auditors’ remuneration for 2019 and 2018 was borne by fellow Group companies. Crown UK Holdco Limited allocation of the Group audit fee was $44,883 (2018: $10,325). There were no fees paid to the Company’s auditors, PricewaterhouseCoopers LLP for 2019 and KPMG LLP for 2018, and their associates for services other than the statutory audit of the Company. This is on the basis that such non-audit fees are disclosed in the consolidated financial statements of the Company’s ultimate parent company Cineworld Group plc.

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 4 Net finance costs Year ended 13 Month period ended 31 December 31 December 2019 2018 $’000 $’000 Interest income 5,140 - Finance income from intercompany loans 152,225 104,111 Fair value gain on financial derivatives 10,400 - Fair value movement on investments designated as a fair value (31,956) - hedge Foreign exchange gain on loans designated as a fair value hedge 31,956 - Foreign exchange Gain 1,734 53,862

Finance income 169,499 157,973

Interest expense 11,981 - Interest expense on intercompany loans 159,643 144,340 Amortisation of capitalised borrowing costs 27,326 10,632 Fair value loss on financial derivatives 14,277 - Foreign exchange loss 16,017 22,680

Finance costs 229,244 177,652

Net finance costs 59,745 19,679

As outlined in note 14 certain investments denominated in Euro have been designated as a fair value hedge to mitigate the foreign currency risk from the Company’s exposure to revaluation of Euro denominated loans. As both the hedged item and the hedging instrument are in a 100% effective hedge both fair value and foreign exchange movements on the hedged item and hedging instrument have been presented within finance income.

5 Taxation a) Analysis of tax charge in year / period Year ended 13 Month period ended 31 December 31 December 2019 2018

$’000 $’000 Tax on ordinary activities comprises: Adjustments in respect of prior years 1,943 -

Current tax on income in the year 1,943 -

Tax charge on profit for the year 1,943 -

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 5 Taxation (Continued) b) Reconciliation of effective tax rate The effective tax rate for the year is equal than the standard rate of corporation tax in the UK of 19.0% (2018: equal). The differences are reconciled below:

Year ended 13 Month period 31 December ended 2019 31 December 2018 $’000 $’000 Profit on ordinary activities before tax 240,663 212,829

Profit on ordinary activities multiplied by standard rate 45,726 40,438 of corporation tax in the UK of 19.0% (2018: 19.0%) Effects of: Group relief 5,335 23,143 Expenses non deductible 5,098 - Adjustments in respect of prior years 1,943 - Income non taxable (56,159) (63,581)

Tax credit on profit 1,943 -

Factors that may affect future tax charges A reduction in the UK corporation tax rate from 19.0% to 17.0% (effective from April 2020) was substantively enacted on 6 September 2016.

A reversal of this reduction, to retain the UK corporation tax rate at 19% from 1 April 2020, was substantively enacted after the Statement of Financial Position date on 17 March 2020 and accordingly has not been reflected in these financial statements. If this were to be reflected, it would not have a material impact.

6 Directors’ emoluments Directors received remuneration from other Group companies, none of which is considered to be in respect of services rendered to this Company. No apportionment to determine the amount attributable to individual entities is performed.

Information on emoluments of Directors of this Company borne by Group entities is disclosed in the consolidated financial statements of the Company’s ultimate holding parent company Cineworld Group plc. Two directors of the Company are not Directors of Cineworld Group plc, but employees of Cineworld Cinemas Limited. Their total remuneration for the year ended 31 December 2019 was £210,879 (2018: £292,081).

As part of the Directors remuneration their employer Cineworld Group plc or Cineworld Cinemas Limited will provide contributions into a defined contribution pension scheme. Certain Directors are awarded shares under Cineworld Group plc long term incentive plan. Information on the number of shares which were granted and exercised during the year under the long term incentive plans are disclosed within the consolidated financial statements of the Company's ultimate holding parent company Cineworld Group plc. Directors who resigned during the current financial year were not awarded any additional remuneration for loss of office.

7 Staff numbers and costs There were no employees at any time in the current year or prior period.

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 8 Investments in subsidiaries 31 December 31 December 2019 2018 $’000 $’000 Opening cost 4,776,021 - Additions - 4,776,021 Closing cost 4,776,021 4,776,021

Opening provisions (101,174) - Provided (542,255) (101,174) Closing provisions (643,429) (101,174)

Opening cumulative gain / (loss) of fair value hedged - - investments Fair value movement during the year (31,956) - Closing cumulative gain / (loss) of fair value hedged (31,956) - investments

Net value of investments in subsidiaries 4,100,636 4,674,847

The investments are held at cost, less where appropriate, provisions for impairment in value.

In the opinion of the directors, the investment in the Company’s subsidiary undertakings are worth at least the amounts at which they are stated in the financial statements.

During the year ended 31 December 2019 Cinema Finco 1 Limited, Cinema Finco 3 Limited, Cinema Finco 4 Limited, Cinema Finco 5 Limited and Cinema Finco 6 Limited (“Cinema Finco’s”) (wholly owned subsidiary undertakings of the Company) performed capital reductions and declared and paid total dividends of $208,027,000, resulting in the net assets of the Cinema Finco’s decreasing significantly. As a consequence, an impairment of $181,761,000 was charged to provision against subsidiary undertaking, in respect of the Company’s investment in the Cinema Finco’s

On 1 January 2019 the Company designated certain Euro denominated investments with a value of $603,086,000 as a fair value hedge to mitigate the Company’s exposure to fluctuations in the Euro – US Dollar exchange rate risk on these investments. The amount of investment designated within the fair-value swap is up to the maximum carrying value of the hedging instrument (a Euro denominated loan) and does not exceed the hedging instrument’s principal amount. A potential source of ineffectiveness is the carrying amount of investments falling below the value of the designated loan.

On 30 September 2019 the hedging instrument was repaid as part of Cineworld Group Plc restructure of borrowing facilities and as this date the hedge relationship ceased.

During the period 1 January 2019 to 30 September 2019 a fair value movement on the designated investments was a decrease to investment of $31,956,000. The effective portion of the fair value movement was recognised net within finance income offset by the effective portion the fair value movement on hedging instrument (refer to note 4).

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 8 Investments in subsidiaries (Continued) Investments in Group Undertakings and Joint Ventures at 31 December 2019 comprise the following Subsidiaries, Associates and Joint Ventures: Subsidiary undertakings Directly held Legal entity Registered Address Nature of company Shares held % of shares held Cinema City Holding B.V. PO Box 1370 NL-3000 BJ Rotterdam Holding Company Ordinary 100 The Netherlands Augustus 1 Limited 8th Floor, Vantage London, Holding Company Ordinary 100 Great West Road, Brentford, TW8 9AG Cinema Finco 1 Limited 8th Floor, Block E, Iveagh Court, Financing Company Ordinary 100 Harcourt Road, Dublin 2, Ireland

Cinema Finco 3 Limited 8th Floor, Block E, Iveagh Court, Financing Company Ordinary 100 Harcourt Road, Dublin 2, Ireland Cinema Finco 4 Limited 8th Floor, Block E, Iveagh Court, Financing Company Ordinary 100 Harcourt Road, Dublin 2, Ireland Cinema Finco 5 Limited 8th Floor, Block E, Iveagh Court, Financing Company Ordinary 100 Harcourt Road, Dublin 2, Ireland Cinema Finco 6 Limited 8th Floor, Block E, Iveagh Court, Financing Company Ordinary 100 Harcourt Road, Dublin 2, Ireland Cinema City Holdco 1132 Budapest, Váci út 22-44 Financing Company Ordinary 100 (Hungary) K.F.T Crown Intermediate 101 E. Blount Avenue, Knoxville, Holding Company Ordinary 100 Holdco. Inc TN 37920, United States Cineworld Hunco. Kft 1132 Budapest, Váci út 22-44 Holding Company Ordinary 100

Crown Finance US. Inc 101 E. Blount Avenue, Knoxville, Holding Company Ordinary 100 TN 37920, United States

Indirectly Held Augustus 2 Limited 8th Floor, Vantage London, Holding Company Ordinary 100 Great West Road, Brentford, TW8 9AG Cinema Finco 2 Limited 8th Floor, Block E, Iveagh Court, Holding Company Ordinary 100 Harcourt Road, Dublin 2, Ireland Cineworld Holdings Limited 8th Floor, Vantage London, Holding Company Ordinary 100 Great West Road, Brentford, TW8 9AG Cine-UK Limited 8th Floor, Vantage London, Cinema operations Ordinary 100 Great West Road, Brentford, TW8 9AG Cineworld Cinemas 8th Floor, Vantage London, Holding Company Ordinary 100 Holdings Limited Great West Road, Brentford, TW8 9AG Picturehouse Cinemas 8th Floor, Vantage London, Cinema operations Ordinary 100 Limited Great West Road, Brentford, TW8 9AG Cineworld Cinemas Limited 8th Floor, Vantage London, Holding company Ordinary 100 Great West Road, Brentford, TW8 9AG and Cinema operations Classic Cinemas Limited 8th Floor, Vantage London, Retail services Ordinary 100 Great West Road, Brentford, TW8 9AG company Gallery Holdings Limited 8th Floor, Vantage London, Holding Company Ordinary 100 Great West Road, Brentford, TW8 9AG Cineworld Estates Limited 8th Floor, Vantage London, Cinema property Ordinary 100 Great West Road, Brentford, TW8 9AG leasing Adelphi Carlton Limited 8th Floor, Block E, Iveagh Court, Cinema operations Ordinary 100 Harcourt Road, Dublin 2, Ireland

25 Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 8 Investments in subsidiaries (Continued)

Basildon Cinema 2 Limited 2nd Floor, The Le Gallais Building, 54 Bath Cinema property Ordinary 100 Street, St Helier, Channel Islands, JE2 1FW leasing Basildon Cinema 2nd Floor, The Le Gallais Building, 54 Bath Cinema operations Ordinary and 100 Number Two 2 Limited Street, St Helier, Channel Islands, JE2 1FW preference Bromley Cinema 2 Limited 2nd Floor, The Le Gallais Building, 54 Bath Cinema operations Ordinary and 100 Street, St Helier, Channel Islands, JE2 1FW preference Empire Cinema 2 Limited 2nd Floor, The Le Gallais Building, 54 Bath Cinema operations Ordinary and 100 Street, St Helier, Channel Islands, JE2 1FW preference Hemel Hempstead 2nd Floor, The Le Gallais Building, 54 Bath Cinema operations Ordinary 100 Two Cinema 2 Limited Street, St Helier, Channel Islands, JE2 1FW Poole Cinema 2 Limited 2nd Floor, The Le Gallais Building, 54 Bath Cinema operations Ordinary and 100 Street, St Helier, Channel Islands, JE2 1FW preference Newcastle Cinema 2 Limited 2nd Floor, The Le Gallais Building, 54 Bath Cinema operations Ordinary 100 Street, St Helier, Channel Islands, JE2 1FW Cineworld South East 8th Floor, Vantage London, Holding Company Ordinary 100 Cinemas Limited Great West Road, Brentford, TW8 9AG Cineworld Elite Picture 8th Floor, Vantage London, Dormant Ordinary 100 Theatre (Nottingham) Great West Road, Brentford, TW8 9AG Limited Gallery Cinemas Limited 8th Floor, Vantage London, Dormant Ordinary 100 Great West Road, Brentford, TW8 9AG Cineworld Cinema 8th Floor, Vantage London, Property company Ordinary 100 Properties Limited Great West Road, Brentford, TW8 9AG

Newman Online Limited 8th Floor, Vantage London, Software Ordinary 100 Great West Road, Brentford, TW8 9AG development and provider Picturehouse Bookings 8th Floor, Vantage London, Ticket booking Ordinary 100 Limited Great West Road, Brentford, TW8 9AG operations Picturehouse Entertainment 8th Floor, Vantage London, Film distribution Ordinary 100 Limited Great West Road, Brentford, TW8 9AG City Screen (SOA) Limited 8th Floor, Vantage London, Cinema operations Ordinary 100 Great West Road, Brentford, TW8 9AG CS (Exeter) Limited 8th Floor, Vantage London, Cinema operations Ordinary 100 Great West Road, Brentford, TW8 9AG City Screen (Stratford) 8th Floor, Vantage London, Cinema operations Ordinary 100 Limited Great West Road, Brentford, TW8 9AG City Screen (York) Limited 8th Floor, Vantage London, Cinema operations Ordinary 100 Great West Road, Brentford, TW8 9AG City Screen (Liverpool) 8th Floor, Vantage London, Cinema operations Ordinary 100 Limited Great West Road, Brentford, TW8 9AG CS (Brixton) Limited 8th Floor, Vantage London, Cinema operations Ordinary 100 Great West Road, Brentford, TW8 9AG CS (Norwich) Limited 8th Floor, Vantage London, Cinema operations Ordinary 100 Great West Road, Brentford, TW8 9AG City Screen (Brighton) 8th Floor, Vantage London, Cinema operations Ordinary 100 Limited Great West Road, Brentford, TW8 9AG Cinema City Finance (2017) PO Box 1370 NL-3000 BJ Rotterdam Financing Company Ordinary 100 B.V The Netherlands Seracus Limited 75 Prodromou Avenue, 1st Floor, Office 101 Holding company Ordinary 100 Strovolos, Nicosia 2063 Cyprus I.T. Planet Advertising Ltd 91 Medinat Hayehudim, Herzelia, Israel Dormant Ordinary 100 Norma Film Limited 91 Medinat Hayehudim, Herzelia, Israel Cinema operations Ordinary 100

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued)) 8 Investments in subsidiaries (Continued) Cinema Theatres Limited 91 Medinat Hayehudim, Herzelia, Israel Cinema operations Ordinary 100 Cinema-Phone Limited 18 Haneviim, Haifa, Israel Cinema operations Ordinary 100 Forum Film Limited 91 Medinat Hayehudim, Herzelia, Israel Cinema operations Ordinary 100 IT Magyar Cinema 1132 Budapest, Váci út 22-24 Cinema operations Ordinary 100 Moziüzemeltető és Filmforgalmazó K.F.T. Palace Cinemas Hungary 1132 Budapest, Váci út 22-24 Cinema operations Ordinary 100 K.F.T. Forum Hungary K.F.T. 1132 Budapest, Váci út 22-24 Cinema operations Ordinary 100 New Age Cinema K.F.T. 1132 Budapest, Váci út 22-24 Advertising Ordinary 100 Cinema City Romania SRL 13 Ana Davila street, Sector 5, Cinema operations Ordinary 90 Bucharest 050491, Romania Forum Film Romania SRL 13 Ana Davila street, Sector 5, Film distribution Ordinary 99.75 Bucharest 050491, Romania New Age Media Romania 13 Ana Davila street, sector 5, Cinema operations Ordinary 99.75 SRL Bucharest 050491, Romania Cinema City Bulgaria EOOD 45 Bregalnitza Str, 5 floor Cinema operations Ordinary 100 Vazrajdane Region Sofia 1303, Bulgaria Forum Film Bulgaria EOOD 45 Bregalnitza Str, 4 floor Film distribution Ordinary 100 Vazrajdane Region Sofia 1303, Bulgaria Cinema City Czech s.r.o. Arkalycká 951/3, 149 00 Praha 4, Cinema operations Ordinary 99 Czech Republic Forum Film Czech s.r.o. Arkalycká 951/3, 149 00 Praha 4, Film distribution Ordinary 99 Czech Republic Cinema City Cinemas sp.Zoo UL. Fosa 37 02-768 Warszawa Poland Group services Ordinary 100 All Job Poland sp.Zoo Woloska 12 02-675 Warszawa, Poland Cinema operations Ordinary 100 I.T. Poland Development UL.Fosa 37 02-768 Warszawa Poland Cinema operations Ordinary 100 2003 sp. Zoo New Age Media sp. Zoo UL. Powsińska 31 02-903 Advertising Ordinary 100 Warszawa Poland Cinema City Poland sp. Zoo UL. Fosa 37 02-768 Warszawa Poland Cinema operations Ordinary 100 CC spolka komandytowa. Northfleet sp. Zoo UL. Fosa 37 02-768 Warszawa Poland General partner Ordinary 100 Cinema City Poland CC sp. UL. Fosa 37 02-768 Warszawa Poland Cinema operations Ordinary 100 Zoo Forum Film Poland CC Sp. Woloska 12 02-675 Warszawa, Poland Film distribution Ordinary 100 Zoo Job & Services sp. Zoo UL. Fosa 37 02-768 Warszawa Poland Cinema operations Ordinary 100 New Cinemas Sp. Zoo UL. Fosa 37 02-768 Warszawa Poland Cinema operations Ordinary 100 Cinema City Slovakia s.r.o. Einsteinova 20, 851 01 Bratislava, Slovakia Cinema operations Ordinary 99.98 Forum Film Slovakia s.r.o. Einsteinova 20, 851 01 Bratislava, Slovakia Film distribution Ordinary 85 A 3 Theatres of San Antonio, 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 Ltd TN 37920, United States A 3 Theatres of Texas, Inc. 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Digital Cinema 100 Enterprise Drive, Suite 505 Rockaway, New Projector Leasing Ordinary 48.7 Implementation Partners, Jersey 07866 LLC. Cinebarre, LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Consolidated Theatres 101 E. Blount Avenue, Knoxville, Dormant Ordinary 100 Management, L.L.C. TN 37920, United States Crown Theatre Corporation 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued)) 8 Investments in subsidiaries (Continued) Eastgate Theatre, Inc. 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Edwards Theatres, Inc. 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Frederick Plaza Cinemas, Inc. 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Great Escape LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Great Escape of Nitro, LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Great Escape of O’Fallon, 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 LLC TN 37920, United States Great Escape Theatres, LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Great Escape Theatres of 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 Bowling Green, LLC TN 37920, United States Great Escape Theatres of 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 Harrisburg, LLC TN 37920, United States Great Escape LaGrange LLC 101 E. Blount Avenue, Knoxville, Dormant Ordinary 100 TN 37920, United States Great Escape Theatres of 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 Lebanon, LLC TN 37920, United States Great Escape Theatres of 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 New Albany, LLC TN 37920, United States Hollywood Theatres, Inc. 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Hollywood Theatres III, Inc. 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Hoyts Cinemas Corporation 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Interstate Theatres 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 Corporation TN 37920, United States Lois Business Development 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 Corporation TN 37920, United States McIntosh Properties LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Next Generation Network, 101 E. Blount Avenue, Knoxville, Dormant Ordinary 100 Inc. TN 37920, United States Pacific Rim Business 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 Development Corporation TN 37920, United States Palace Suite, Inc. 101 E. Blount Avenue, Knoxville, Dormant Ordinary 100 TN 37920, United States R and S Theatres, Inc. 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 51 TN 37920, United States Ragains Enterprises LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States RAM/UA-KOP, LLC 101 E. Blount Avenue, Knoxville, Dormant Ordinary 50 TN 37920, United States R.C.Cobb, Inc. 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States R.C.Cobb II, LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States RCI/FSSC, LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 8 Investments in subsidiaries (Continued) RCI/RMS, LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Regal/Cinebarre Holdings, 101 E. Blount Avenue, Knoxville, Holding company Ordinary 100 LLC TN 37920, United States Regal Cinemas Corporation 101 E. Blount Avenue, Knoxville, Holding company Ordinary 100 TN 37920, United States Regal Cinemas Holdings, Inc 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Regal Cinemas, Inc. 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Regal Cinemas II, LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Regal CineMedia 101 E. Blount Avenue, Knoxville, Gift promotions Ordinary 100 Corporation TN 37920, United States Regal CineMedia Holdings, 101 E. Blount Avenue, Knoxville, Holding company Ordinary 100 LLC TN 37920, United States Regal/DCIP Holdings, LLC 101 E. Blount Avenue, Knoxville, Holding company Ordinary 100 TN 37920, United States Regal Distribution, LLC 101 E. Blount Avenue, Knoxville, Film Distribution Ordinary 100 TN 37920, United States Regal Distribution Holdings, 101 E. Blount Avenue, Knoxville, Holding company Ordinary 100 LLC TN 37920, United States Regal Entertainment Group 101 E. Blount Avenue, Knoxville, Holding company Ordinary 100 TN 37920, United States Regal Entertainment 101 E. Blount Avenue, Knoxville, Holding company Ordinary 100 Holdings, Inc. TN 37920, United States Regal Entertainment 101 E. Blount Avenue, Knoxville, Holding company Ordinary 100 Holdings II, LLC TN 37920, United States Regal Gallery Place, LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Regal Investment Company 101 E. Blount Avenue, Knoxville, Holding company Ordinary 100 TN 37920, United States Regal Licensing, LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Regal Paramus Park, LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 99 TN 37920, United States Regal Stratford, Inc. 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Richmond I Cinema, L.L.C. 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States San Francisco Theatres, Inc. 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 80 TN 37920, United States Siam UATC Company Limited 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 10 TN 37920, United States United Artists Theatre 101 E. Blount Avenue, Knoxville, Holding company Ordinary 100 Company TN 37920, United States United Artists Theatre 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 Circuit, Inc. TN 37920, United States United Artists Theatre 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 Circuit II, Inc. TN 37920, United States United Artists Realty 101 E. Blount Avenue, Knoxville, Cinema property Ordinary 100 Company TN 37920, United States leasing United Artists Properties I 101 E. Blount Avenue, Knoxville, Cinema property Ordinary 100 Corp. TN 37920, United States leasing

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 8 Investments in subsidiaries (Continued) Vogue Realty Company 101 E. Blount Avenue, Knoxville, Cinema property Ordinary 50 TN 37920, United States leasing United Stonestown 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 Corporation TN 37920, United States UA Shore LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States UA Swansea. LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Valeene Cinemas LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Wallace Theatre Holdings, 101 E. Blount Avenue, Knoxville, Holding company Ordinary 100 Inc. TN 37920, United States Wallace Theatres – Guam. 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Wallace Theatres – Saipan, 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 Inc. TN 37920, United States 13th Avenue Partners, LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Cinemas Associates, LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Oklahoma Warren Theatres 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 II, LLC TN 37920, United States Oklahoma Warren Theatres, 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 LLC TN 37920, United States Regal/Atom Holdings, LLC 101 E. Blount Avenue, Knoxville, Holding company Ordinary 100 TN 37920, United States The Movie Machine, LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Warren Oklahoma Theatres, 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 Inc. TN 37920, United States Restaurant Row Business 101 E. Blount Avenue, Knoxville, Dormant Ordinary 100 Development Corp TN 37920, United States Regal – 18 LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States Regal Realty 17 LLC 101 E. Blount Avenue, Knoxville, Cinema Operation Ordinary 100 TN 37920, United States 1232743 B.C.LTD. Suite 2400, 745 Thurlow Street, Vancouver BC Holding company Ordinary 100 V6E 0C5, Canada Indirectly held jointly controlled entities Digital Cinema Distribution 840 Century Park East Suite 550 Los Angeles, Film distribution Ordinary 14.6 Coalition, LLC CA 90067, United States Digital Cinema 100 Enterprise Drive, Suite 505 Leasing company Ordinary 33.3 Implementation Partners, Rockaway, New Jersey 07866 LLC Digital Cinema Media Limited 350 Euston Road, London, NW1 3AX Screen Advertising Ordinary 50 Siam UATC Company 101 E. Blount Avenue, Knoxville, TN 37920, Cinema Operation Ordinary 10 Limited United States United Artist Singapore 101 E. Blount Avenue, Knoxville, TN 37920, Cinema Operation Ordinary 10 Theaters Pte. Ltd United States United Stonestown 101 E. Blount Avenue, Knoxville, TN 37920, Cinema Operation Ordinary 80 Corporation United States AC JV, LLC 5990 Greenwood Plaza Blvd, Greenwood Events organisation Ordinary 32 Village, CO, United States

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 8 Investments in subsidiaries (Continued) National CineMedia, LLC 6300 South Syracuse Way, Suite 300, Screen Advertising Ordinary 26.1 Centennial, CO 80111, United States

9 Trade and other receivables

31 December 31 December 2019 2018 $’000 $’000 Amounts owed by Group undertakings 2,390,413 2,574,928 Expected credit loss provision - (23,397) 2,390,413 2,551,531

Loans owed by Group undertakings are non-interest bearing and repayable at any point at the request of the borrower.

An expected credit loss of £23,397,000 (2018: $nil) has been recognised against amounts owed from Group undertakings.

10 Creditors:

31 December 31 December 2019 2018 $’000 $’000 Amounts falling due within one year

Accrued interest 1,887 - Amounts owed to Group undertakings net of debt issue 37,354 26,240 costs to be amortised Amounts owed to Group undertakings repayable on 178,566 7,935 demand Other creditors 26 -

217,833 34,175

Amounts falling due greater than one year Amounts owed to Group undertakings net of debt issue 3,489,211 3,888,284 costs to be amortised

The intercompany loan payable to Crown Finance US, Inc. is interest bearing and repayable over a term of 7 years.

The intercompany loan payable represents a back to back loan with Crown Finance, US Inc. This intercompany loan is on the same terms as the external borrowings held within Crown Finance, US Inc. including the interest paid. Refer to Note 20 of the Cineworld Group PLC 31 December 2019 Annual report for further information on the terms of these external borrowings.

These borrowings are listed on the “The International Stock Exchange” with ticker’s CROWNUSD, CROWNUUSD and CROWNEUR.

All other amounts owed by Group undertakings are non-interest bearing and are repayable at any point at the request of the borrower.

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued)

11 Loans and borrowings

31 December 31 December 2019 2018 $’000 $’000

Revolving credit facility 90,163 -

The Company has access to a revolving credit facility of $300,000,000 of which $95,000,000 was drawn down at 31 December 2019. Included within the carrying value of the revolving credit facility was capitalised borrowing costs of $4,837,000.

The revolving credit facility attracts interest at the Euro currency Base Rate plus an applicable margin. The margin applicable to the Revolving Credit Facility is calculated according to the first lien net leverage ratio of Crown UK Holdco Limited and its subsidiaries. The applicable margin would therefore be 3.00% per annum where the first lien net leverage ratio is greater than or equal to 3.50:1.00, 2.50%. per annum where the first lien net leverage ratio is less than 3.00:1.00 and otherwise 2.75 per cent. per annum.

If the drawn down amount on the revolving credit facility is greater than 35% of the total facility then the Company is subject to specific covenants. The revolving credit facility was 20.5% utilised as at 31 December 2019 and therefore there were no covenants applicable.

32 Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued)

12 Fair value of financial derivatives

31 December 31 December 2019 2018 $’000 $’000 Current asset Fair value of financial derivatives 10,400 -

Liability Fair value of financial derivatives (Current) (4,500) - Fair value of financial derivatives (Non-current) (9,777) -

On 30 September 2019 the Company entered into three Euro:US dollar cross currency interest rate swaps. At 31 December 2019 the total fair value of these swaps was a liability of $9,777,000. The current year fair value movement of $9,777,000 was recognised within Finance costs (refer note 4).

On 16 December 2019, Cineworld Group Plc announced the proposed transaction of Cineplex by means of an acquisition of the entire issued, and to be issued share capital of Cineplex. The acquisition was based on an implied enterprise value of $2.1bn.

The consideration for the acquisition of $2.3bn was to be fully settled in cash which would be raised through a $2.0bn extension to the Group’s existing term loans and a $0.3bn unsecured bridge loan.

Crown UK Holdco Limited entered into a US Dollar: Canadian Dollar contingent forward contract to hedge against the Group’s foreign currency exposure arising from the purchase price acquisition of Cineplex. This forward is contingent on the completion of the Cineplex acquisition. The fair value of this forward at 31 December 2019 was an asset of $10,400,000

The fair value movement of these two derivatives has been recognised within Finance income and Finance costs (refer note 4).

The fair value of derivatives has been determined by level 2 inputs and calculated by discounting the expected future cash flows at prevailing interest rates.

The Company uses market interest rates and yield curves that are observable at commonly quoted intervals in the valuation of its interest rate swap agreements. The derivative positions are valued using models developed internally by the respective counterparty that uses as its basis readily observable market parameters (such as forward yield curves). The Group considers its own credit risk as well as the credit risk of its counterparties when evaluating the fair value of its derivatives. Any adjustments resulting from credit risk are recorded as a change in fair value of the derivatives and reflected in the Statement of Comprehensive Income.

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued)

13 Capital and reserves 31 December 31 December 2019 2018 $ $ Allotted, called up and fully paid 18 ordinary share of £1 each 24 24 (2018: 18 shares) On 1 August 2018 the Company issued 18 ordinary shares of £1 each. This was translated into USD, the functional currency of the Company at date of issue at a US dollar to Sterling exchange rate of 1.3125. On 28 February 2018 Cineworld Group plc subscribed to 1 ordinary share in Crown UK Holdco Limited in exchange for consideration of $2.4bn. On the same date in exchange for 17 ordinary shares, Crown UK Holdco acquired Cineworld Group plc fixed assets investments at cost of $1.2bn. A capital transfer occurred on 26 June 2018, resulting in the transfer of $2,270,000 from share capital and share premium to retained earnings. Other than the £531,450,000 dividend declared and paid during the year, the Directors have not proposed or declared any other dividend payment for the financial year ended 31 December 2019 or up to date of signing these Annual report and financial statements. 14 Fair value hedge On 1 January 2019 the Company designated a hedge relationship between the intercompany Euro loan in place with the investment in the subsidiaries denominated in Euro. On 30 September 2019 this loan was substantially repaid with the hedging relationship ceasing.

A foreign exchange gain on the revaluation of the Euro loan of $31,956,000 was recognised within finance income, with a corresponding foreign exchange loss on the revaluation of the Euro denominated investments of $31,956,000 was recognised within finance income to offset each other. 15 Financial instruments Overview The Company has exposure to the following risks from its use of financial instruments: − Credit risk − Liquidity risk − Market risk This note presents information about the Company’s exposure to each of the above risks, the Company’s objectives, policies and processes for measuring and managing risk, and the Company’s management of capital. The Board of Directors has overall responsibility for the establishment and oversight of the Company’s Risk Management Framework. The Company has in place a risk management programme and regular reports are made to the Audit Committee, which is tasked with general oversight. The Company’s risk management policies are established to identify and analyse the risks faced by the Company, to set appropriate risk limits and controls, and to monitor risks and adherence to limits. Risk management policies

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 15 Financial instruments (Continued) and systems are reviewed regularly to reflect changes in market conditions and the Company’s activities. The Company, through its training and management standards and procedures, aims to develop a disciplined and constructive control environment in which all employees understand their roles and obligations. The Group’s Audit Committee oversees how management monitors compliance with the Group’s risk management policies and procedures and reviews the adequacy of the Risk Management Framework in relation to the risks by the Group, including the Company’s compliance with the Group’s risk management policies. The Group’s Audit Committee is assisted in its oversight role by internal audit. Internal audit undertakes both regular and ad hoc reviews of certain risk management controls and procedures, the results of which are reported to the Audit Committee. Credit risk Credit risk is the risk of financial loss to the Group if a customer or counterparty to a financial instrument fails to meet its contractual obligation. Management believe the credit risk on cash and cash equivalents is low because the counterparties are banks with high credit ratings.

Liquidity risk Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company’s approach to managing liquidity is to ensure, as far as possible, that it will always have sufficient liquidity to meet its liabilities when due, under both normal and stressed conditions, without incurring unacceptable losses or risking damage to the Company’s reputation.

The following are the contractual maturities of financial liabilities, including interest payments and excluding the impact of netting agreements. The amounts disclosed in the table are contractual undiscounted cash flows, including interest payments calculated using interest rates in force at each reporting date, so will not always reconcile with the amounts disclosed on the Statement of Financial Position:

31 December 2019 Carrying Contractual 6 months 6-12 1-2 2-5 More than amount cash flows or less months years years 5 years $’000 $’000 $’000 $’000 $’000 $’000 $’000 Non-derivative financial liabilities Amounts owed to group 3,526,565 3,580,598 23,283 23,283 46,566 146,197 3,341,270 undertakings Revolving credit facility 90,163 95,000 - - - 95,000 - Total non-derivative 3,616,728 3,675,598 23,282 23,283 46,577 241,197 3,341,270 financial liabilities

Derivative financial liabilities Cross currency swaps (Inflow) 9,777 582,200 9,600 9,600 19,200 76,700 467,100 Outflow - (509,300) (3,700) (3,700) (7,400) (29,700) (464,800) Total derivative financial 9,777 72,900 5,900 5,900 11,800 47,000 2,300 liabilities

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 15 Financial instruments (Continued)

31 December 2018 Carrying Contractual 6 months 6-12 1-2 2-5 years More than amount cash flows or less months years $’000 5 years $’000 $’000 $’000 $’000 $’000 $’000 Non-derivative financial liabilities Amounts owed to group 3,914,524 3,990,600 20,100 20,100 40,200 3,910,200 - undertakings Total non-derivative 3,914,524 3,990,600 20,100 20,100 40,200 3,910,200 - financial liabilities

Refer to note 10 and note 11 for details on the Company’s borrowing facilities, including covenants attached to these.

Market risk Market risk is the risk that changes in market prices, such as foreign exchange rates, interest rates and equity prices will affect the Company’s income or the value of its holdings of financial instruments. The objective of market risk management is to manage and control market risk exposures within acceptable parameters, while optimising the return on risk.

Foreign currency risk The Company has an intercompany loan payable denominated in Euro which creates a Euro: US Dollar exposure. To mitigate this exposure the Company has designated certain Euro denominated investments as a fair value hedge against the foreign exchange movements on the loan. The investment value has been designated up to the principle of the intercompany loan payable (refer to note 14).

The Company entered into a US Dollar : Canadian Dollar contingent forward contract to hedge against the Group’s foreign currency exposure arising from the purchase price acquisition of Cineplex. This forward is contingent on the completion of the Cineplex acquisition. Refer to Note 12 for further information on this contingent forward.

Interest rate risk Interest rate risk arises from the Company’s external and internal borrowing facilities in which a variable rate of interest is charged. The Company has historically managed this risk by securing fixed interest rates on a portion of its intercompany loans.

Whilst fixed-rate interest-bearing debt is not exposed to cash flow interest rate risk, there is no opportunity for the Company to enjoy a reduction in borrowing costs in markets where rates are falling. In addition, the fair value risk inherent in fixed-rate borrowing means that the Company is exposed to unplanned costs should debt be restructured or repaid early as part of the liquidity management process.

Exposure to interest rate risk is monitored through several measures including sensitivity and scenario testing and a cost benefit analysis of entering into interest rate swaps to mitigate this risk.

The Company believes it is more cost effective for the US intercompany loan to remain unhedged. The Company however uses interest rate swaps agreed with other parties to hedge a portion of the interest charged on the Euro intercompany loan. Interest rate swaps are measured at fair value, which have been calculated by discounting the expected future cash flows at prevailing interest rates.

At 31 December 2019 the Company had three (2018: two) cross currency interest rate swaps and one (2018: none) contingent cross current interest rate swap. An incremental USD intercompany loan was issued for $650.0m and this was used in part to enter three Euro to USD cross currency interest rate swaps. Under the arrangements of these Swaps the Company received €408.7m.

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 15 Financial instruments (Continued) These proceeds were used to settle €408.0m of the Company’s outstanding intercompany Euro term loan and the Company now pays a Euro coupon on the notional outstanding balance of the Euro legs of the swaps and receives a coupon on the notional outstanding balance of the USD legs of the swaps.

The USD coupon is then used to pay the coupon on the $650.0m new USD intercompany loan. On maturity of the swaps and the incremental USD intercompany loan, the Company will receive $450.0m on the US dollar legs of the swaps and pay €408.7m on the Euro leg.

A contingent cross currency interest rate swap was entered into to hedge the repayment of the Cineplex existing debt as part of the proposed acquisition announced on 16 December 2019. This cross currency interest rate swap is contingent on the acquisition taking place. Refer to Note 12 for further information on these swaps. 16 Commitments, pension commitments, guarantees and contingencies The Company had no contractual commitments, pension commitments, guarantees and contingencies at 31 December 2019 (2018: £nil). 17 Related party transactions As the Company is a wholly owned subsidiary of Cineworld Group plc, the Company has taken advantage of the exemption contained in FRS 101 (8K) and has therefore not disclosed transactions or balances with entities which form part of the Group (or investees of the Group qualifying as related parties) in-line with IAS 24. The consolidated financial statements of Cineworld Group plc, within which this Company is included, can be obtained from the address given in note 18. 18 Controlling party The Company is a subsidiary of Cineworld Group plc. The Company's ultimate parent undertaking and controlling party is Cineworld Group plc. The smallest and largest group in which the results of the Company are consolidated is that headed by Cineworld Group plc. Copies of the accounts are available from 8th Floor, Vantage London, Great West Road, Brentford, England, TW8 9AG. 19 Post balance sheet events On 18 March 2020 as a result of the global Coronavirus pandemic, the Company’s investments were ordered to close all cinema operations. The cinema operations re-opened on 31 July 2020, however, a limited schedule of film content was available. As a result of continued limitations to content and further changes to the expected film release schedule for 2020, the Company’s investments temporary closed their cinema operations on 8 October 2020.

Whilst Coronavirus has had a significant negative impact on the short term operations of the Company’s investments during 2020, the Directors believe the Company and its investments can continue as a going concern as outlined within note 1.

To provide additional liquidity to the Group, on the 28 May 2020 the Company agreed terms for an extension of $110,800,000 on the revolving credit facility with a maturity of December 2020. The revolving credit facility leverage covenant is triggered above 35% utilisation, and is subject to testing twice a year at 30 June and 31 December.

In addition, the RCF extension of $110,800,000 requires a minimum liquidity of $50,000,000. The lenders waived the covenant test at 30 June 2020. At 31 December 2020, the leverage covenant requires Net Debt to Adjusted EBITDA (on the trailing twelve months results) of below 9.0x on a pre-IFRS 16 basis. At 30 June 2021, the leverage covenant requires Net Debt to Adjusted EBITDA of below 5.5x and reduces to 5.0x from 31 December 2021 onwards.

Crown UK Holdco Limited Annual report and financial statements For the year ended 31 December 2019

Notes to the financial statements (continued) 19 Post balance sheet events (Continued) On 12 June 2020, Cineworld Group plc (“Cineworld”) terminated the arrangement agreement with Cineplex Inc. (“Cineplex”) due to breaches by Cineplex of the arrangement agreement and this transaction will no longer proceed. Cineplex denies that it breached the arrangement agreement and has initiated proceedings against Cineworld to seek damages for the termination and what it describes as Cineworld breaches of the arrangement agreement.

Cineworld denies that it breached the arrangement agreement and has submitted a defence to the Cineplex claim. Cineworld has itself filed a counterclaim against Cineplex for Cineworld’s damages and losses suffered as a result of Cineplex’s breaches and the termination of the arrangement agreement, including Cineworld’s lost financing costs, advisory fees and other costs incurred.

As outlined in note 12 the Company entered into a contingent forward contract and a contingent swap contracts in order to hedge certain cash flows expected to take place on completion of the proposed Cineplex combination. Due to the termination of the deal, the contingent elements of the derivatives were not met. The Company terminated the swap resulting in a gain of $4,500,000 and a loss of $10,400,000 on the deal contingent forward in line with the fair values reported at 31 December 2019.

In addition, the forward contract was modified on termination, resulting in an additional loss of $10,200,000 and $16,800,000 which has been assessed to be in respect of debt issuance costs which have been capitalised and are being amortised over the remainder of the year. On 23 November 2020 the Company’s parent company Cineworld Group plc announced it had secured additional liquidity which included securing a new debt facility of $450,000,000 and issue of equity warrants. Agreed bank covenant waivers including those on the Company’s borrowings until June 2022 and accelerated the maturity of the Company’s $110,800,000 revolving credit facility from December 2020 to May 2024.