Britain’s largest cinema chain is facing a shareholder backlash over a scheme that could result in top bosses being allocated up to £208m in share awards while thousands of staff remaining on furlough as all its 127 UK sites remain closed.
Cineworld’s shareholders are due to vote on a new pay policy and long-term incentive plan (LTIP) at a special meeting next week. However, the shareholder advisory groups Glass Lewis and ISS have recommended that investors vote against the plans.
Glass Lewis said the structure of the proposed LTIP, which would deliver a block of shares covering three years, meant executives appeared “eligible to receive virtually unlimited remuneration”.
Cineworld’s 5,500 UK staff have been out of work since October, when the company closed all of its sites indefinitely after the announcement that the release of the next James Bond film would be postponed until April. Cineworld staff have been on furlough since November, although there has also been a significant round of voluntary and compulsory redundancies at various managerial levels, from supervisors to cinema management.
The proposed LTIP will award the company’s top executives if Cineworld’s share price bounces back to £1.90p within three years. If this level, which is close to its pre-pandemic level of £1.97p, is reached, bosses will share £104m, with the chief executive, Mooky Greidinger, and his brother and deputy, Israel, in line for an award of £33m each.
However, if the share price reaches the upper cap of £3.80, executive directors would between them be awarded shares worth a total of £208m, with the two Greidinger brothers receiving £65m each.
“On an annualised basis the maximum payout under the plan reflects about 3,400% of the chief executive’s base salary,” Glass Lewis told investors in a note. “This potential payout is excessive, far outpacing the maximum opportunity available to UK peers.”
Cineworld shares are trading at 70p and have never reached a price of £3.80.
ISS noted that, given the Greidinger family control 20% of Cineworld, there was a question over whether there was “a genuine need to further incentivise” the owners.
The proposed scheme, which will require the support of 50% of Cineworld’s investors to be implemented, pays out in full if there is a change in ownership at the company.
In the ISS note, which was first reported by Sky News, the shareholder advisory group added that it was also a “matter of exceptionally poor practice in the UK market that awards would automatically vest upon a change of control”.
In November, Cineworld secured financial lifelines from lenders worth $750m (£560m) to weather the coronavirus pandemic as long as it can reopen its cinemas by May.
During the pandemic itsexecutive directors voluntarily agreed to defer payment of their salaries and bonuses. “The fact that salaries have been cut and bonuses are not paying out is unlikely to be viewed as a compelling reason for a large block award of this type,” ISS noted.
Cineworld declined to comment.