Discover TDR Explorer, a Website Talking About Tokyo Disney Resort

Editor's Note: I'm pleased to announce that i have added a new website to Disney News Central! It's named TDR Explorer, you'll find in it all kind of infos or precious tips ( like: "Tips for Dealing With Massive Crowds at Tokyo Disney Resort" or "When Should You Visit Tokyo Disney Resort" ) or great pictorial reports like TDL under snow. And it's one of the rare websites IN ENGLISH talking daily or so about Tokyo Disneyland or Tokyo Disney Sea. You'll find it on Disney News Central HERE by scrolling down on the right column, after the Dejiki website or by doing the jump directly HERE.

Thanks to Richard for letting me know about TDR Explorer!

Euro Disney S.C.A. Announces a Proposal for a €1 Billion Recapitalization - Now Edited With Explanations and Analysis

That's it, folks, the awaited announcement of this morning has been done and DLP announced a proposal for a €1 billion recapitalization of the company. NO new rides or attractions, shows, etc... were announced and this will be done probably later this year as the purpose of this morning meeting was strictly financial. I will come back soon on D&M on what all of this means but for now, find below the official statement as well as video in which Mark Stead, DLP CFO explain what was announced this morning. As a DLP fan, if you don't understand well what all of this mean, in two words, DLP will have plenty of money up to 2024 to build new rides and do the awaited platemakings that we're all waiting for.

Edited: A bit more about all this: "The plan aims at improving the cash position of the first tourist site in Europe of approximately 250 million and significantly reduce its debt, bringing it under one billion euros (1.7 billion against present). "Disneyland Paris is the number one tourist destination in Europe, but the deterioration of the economic environment and the debt burden of the group have strongly impacted revenues and liquidity," said Tom Wolber, the new president of Euro Disney who took office in mid-September. "This proposal to recapitalize Euro Disney is essential to strengthen its financial position and allow the group to continue to invest in the park to improve visitor experience," said he said.

In detail, the recapitalization provides a cash contribution of approximately € 420 million, "made ​​or guaranteed by Disney through capital increase of Euro Disney SCA and its principal operating subsidiary," according to a statement . It also provides for "the conversion, for an amount of € 600 million, a portion of the debt held by Disney as part of capital increase of Euro Disney SCA and its principal operating subsidiary."

The plan will also result in the postponement of the repayment of loans made by Disney, and the consolidation of existing lines of credit with Disney in a unique revolving credit facility of an amount of € 350 million coming maturity in 2023.

The company said that due to regulations, Disney would ultimately "obliged" to launch a public tender offer (OPA) on Euro Disney shares, which could lead to a withdrawal of business of the Paris Stock Market."

After the official statement below, more explanations about all this so keep scrolling down!

Euro Disney S.C.A. announces a proposal for a €1 billion recapitalization

Overall rationale
The proposal is designed to improve the financial position of Euro Disney and enable it to continue investing in the guest experience.

Context of the operation
Challenging economic conditions in Europe coupled with Euro Disney’s debt burden have negatively impacted its financial performance.  Due to these factors, Euro Disney has been constrained in its ability to make investments in Disneyland Paris

Details of the proposal
Cash infusion of approximately 420 million euros, made or guaranteed by Disney through capital increases of Euro Disney S.C.A. and of its principal operating subsidiary;
Conversion of 600 million euros of part of the debt owed to Disney into equity of Euro Disney S.C.A. and of its principal operating subsidiary;
Deferral of all amortization payments of loans granted by Disney until revised maturity in 2024 (currently 2028); and
Consolidation of the existing lines of credit granted by Disney maturing in 2014 (which has been already extended by Disney to 2015), 2017 and 2018 into a single 350 million euros revolving credit facility maturing in 2023

Objectives of the proposal
Improve the cash position of the Euro Disney Group by approximately 250 million euros;
Reduce the Euro Disney Group’s indebtedness, currently exclusively owed to Disney, from 1,748 million euros to 998 million euros, reducing its net leverage ratio from approximately 15x to 6x;
Improve the Euro Disney Group’s liquidity through interest savings and deferral of amortization of loans until final repayment in 2024.

Parties involved
Euro Disney S.C.A. shareholders would have an opportunity to participate in the capital increases of Euro Disney S.C.A. alongside with Disney, at the same price.
As a result of the contemplated capital increases of Euro Disney S.C.A. and in accordance with applicable regulations, Disney would be required to launch a tender offer on Euro Disney S.C.A. shares.
Euro Disney S.C.A.’s Supervisory Board has expressed unanimous support for this proposal.

Indicative Timing of the operation and milestones
After the information and consultation of the Workers’ Council and the Shareholders’ approval during the general meeting of ED S.C.A.’s shareholders early 2015, the transactions contemplated by the proposal are expected to be completed in the first semester of calendar 2015.

Now, a bit more of explanations coming from ED92. I remind you that ED92 is the one who announced months ago what is happening today and one of my previous post on April 22 HERE told you all about what they said at that time. ED92 was attacked by many saying that it was all wrong, but not on D&M where i had from the start the feeling that it sounds right. So, let's pay a well deserved tribute to them with this translation of their explanation of todays announcement as they do it better than i could do it myself. And they do it with humor, presenting the plan as if it was a Gusteau menu!

"The Extraordinary Works Council of Euro Disney SCA has met. Once everybody installed chief Remy comes in and presents the Menu of the Day which is a variant of its new Premium Menu served recently at the Chez Remy Bistrot at the Walt Disney Studios: "The Gusteau Menu":

- Appetizer: Deferral of Debt to 2024 and renewal of the credit line
- Entremet
- Main Dish: Converting almost 50% of the debt for shares (or approximately 600 million Euros)
- Dessert: Direct Capital Increase of 420 million.

Appetizer: "Report of the debt repayment until 2024"
TWDC has become September 27, 2012 the only Euro Disney SCA creditor. Debt at September 30, 2014 was: 1 748 million with an interest rate of 4%.
Eurodisney SCA will only pay the interest on the loan and will not repay the debt in itself, its full refund will have to be done in December 2024
The credit line of 100 million granted by TWDC, due in 2014 (the latter having been extended to 2015 ) is converted into a single revolving line of credit of an amount of EUR 350 million ending in 2023 .

Entremet: Introduction
Why an ExtraordinaryWorks Session?
Any modification, reduction or increase of the Share Capital of Euro Disney SCA is subject in France to strict regulatory conditions. In the case of Euro Disney SCA it is be subject to the formal approval of the representatives of the Works Council, met in a special session.
A change in the share capital is also subject to conditions of time and information to shareholders.

Increase in Share Capital of a company?
The increase in the social capital of a company is to increase the social capital of the latter, by creating new shares purchased by shareholders, old and new, if necessary through the use of financial markets, or by incorporating into the Social capital portion of the profits that had been set aside. This has never been the case for Eurodisney SAS.

Main Dish: Conversion of a part of the debt in shares (~ 600 M €)
This is an operation affecting the rights of capital providers, here TWDC, which converts Euro Disney SCA debt in shares.
In two words, TWDC converts 600 million Euros of Euro Disney SCA debt in share.
Result: Euro Disney SCA has now a debt of "only" 998 million euros, and TWDC gets for 600 million Euros in Shares of Euro Disney SCA.

Dessert: Direct Capital Increase of € 420 million
Euro Disney SCA wants to raise 420 million Euros to bring extra cash in its account immediately.
So it applies the principle of preferential priority called 'Preferential Subscription Right' for a maximum amount of € 351 million.
Each shareholder of Euro Disney SCA has the right to purchase a number of shares determined in proportion of the number of shares he had before the transaction date.
This right cannot be reduced: so it's called 'subscription rights to irreducible title". It allows the shareholder to maintain its proportion of capital held in Eurodisney SAS, and it will be of 9 new shares for one old share held.

You must also know that the subscription right is not attached to shares already held, and can be sold to a new investor wishing to acquire shares. Shareholders are not required to subscribe for new shares to which they are entitled. They can also simply abandon their right.
In our case, according to the release, the Capital increase of Euro Disney SCA will be at a preferential rate set at 1.25 euro per share. More details remain to be be clarified in the coming days, we expect the release of Euro Disney SCA about it in a few days.

Once the 351 million Euros together, new shareholders will be asked to buy at the minimum reserve price of 1.25 euros per share, until we arrive to the wanted 420 million Euros. The final share price will only be known when Euro Disney SCA will file its offer on the stock markets.

The meal is finished, Rémy advances feverishly and presents the bill to the member works extraordinary committee.The impact on DLP treasury will be to provide 1 billion euros by 2024.

The ghost of Gusteau approaches Remy and asked, "But what will we do with all that money?" Remy answered, "I reserve this for a next surprise feast".

And now, here is my take about all this: First, it's good news for all DLP fans, as it mean that DLP will have the funds to create new rides in the coming years, including the awaited WDS placemaking you're all waiting for. The announcement has yet to be done, but it will come, and if you want to know what will be on the menu i suggest that you go back and read my April 22 post in which was related what ED92 was announcing for DLP future. So far, they've been right in what they announced so i think we can give them the benefit of the doubt on the rest of their announcement. And since their April post, ED92 also posted a sequel last month in which they announce the latest development projects that DLP has currently in mind. You can read it on the ED92 forum HERE, please note that you'll need to register and that the text is written in french and like a "fairy tale", although the infos are very clear. But before you do the jump, here is one more thing and an important one as there is something else probably hidden behind this announcement.

As you may know the WDC although having almost 40% of Eurodisney SCA shares is still a minority shareholder ( Prince Al Waleed owns 10% and the others 50% are own by small shareholders ). Euro Disney said this morning that due to regulations, the WDC would ultimately "be obliged to initiate a takeover bid" ( an OPA in french ) on Euro Disney shares, leading the WDC to become most probably a stockholder which will have the majority of the shares, in other words, to have legally the total control of Euro Disney.

Think about it, since years the WDC had to came to DLP rescue and to give huge amount of money - billions, in fact - and all this without being "legally" in control of the company. Due to the current financial situation DLP needed help once again from the WDC, hundred of millions of euros, and the WDC probably thought that enough was enough and what was asked could only happen if their status of minority shareholder would change. But, probably for legal reasons and due to the original structure of Euro Disney SCA it was not possible to change it directly. Unless this kind of recapitalization allows them to launch a takeover bid... and to become legally the majority shareholder and owner of Euro Disney SCA.

That's probably the hidden goal, and this plan could also eventually lead to a withdrawal of Euro Disney from Paris stock market. "It's a possibility but it is not no intention nor the purpose of the operation. It is in the hands of shareholders, "said Mark Stead DLP CFO, adding that shareholders will be able to participate in the capital increase. Sure, Mark, each shareholder will be able to participate in the capital increase, and specially those from the other side of the Atlantic.

Picture: copyright Disney

DLP Announced an Emergency Meeting For Tomorrow Monday at 7 am - What's Happening, and How It All Began

Bad news from Disneyland Paris as the management announced an emergency meeting of the works council for tomorrow Monday at 7 am. Park attendance continues to erode and the management said that the financial situation is "catastrophic" and as said one sources to the AFP "This meeting does not feel good". This unusual very 7 am morning schedule is also another indication that something important will be announced as it's probably also linked to the opening at 9:00 of the Paris stock exchange. Financial communications taking place in principle outside the operating hours of the stock exchange where a company is listed, to don't create too much disruption for the stock price. Now, what's happening, how we arrive to this situation, and why the problem is probably deeper than we think, that's what i'll try to explain to you now. But, first, don't count on me to speculate on what DLP will announce tomorrow, the meeting will take place in a few hours from now and you'll have the answer by Monday early afternoon, Paris time. 

So, even with the opening of the Ratatouille ride - which WDS guests like a lot - the financial situation is considered being catastrophic by DLP management, and although Ratatouille has bring more guests inside the WDS, the same effect might have not happen for the Disneyland park attendance, which would mean that DLP would be back to square one. Let's go back in time now  to see how all this financial mess began.

As we know, the first big mistake was to have built too many hotels at the start, in 1992. Now the hotels attendance is very good at DLP but back in 1992, to open 7 hotels ( counting the Davy Crockett ranch ) with around 6000 rooms at 45 minutes from Paris in a concept - a theme park - which was new for french was considered as pure madness. But Michael Eisner has always been a "wannabe architect" and to hire some of the world's best architect to built all these hotels was apparently a way for him to make his own dream come true through real architects. Unfortunately all these had a maintenance cost who started to put in red the DLP financial results. Then arrived as DLP CEO Philippe Bourguignon and the opening of Space Mountain as well as three others attractions the year before, and Space Mountain boosted park's attendance, which was fine.... but not enough some years later. 

Then it was decided to build and open in 2002 DLP second gate, the Walt Disney Studios, and here came the second big mistake, with the opening of a park so small and so disappointing for guests coming from such a wonder that is Disneyland Paris park next door that even someone blind would have seen the difference. Here, too, we have to thanks again - ironically - Michael Eisner who, always WDC CEO at that time, decided to don't put the necessary amount of money to make the WDS a decent park from day one. Instead, we had the biggest mistake in Disney theme parks history, even if all WDI Imagineers did their very best with the ( small ) budget they had at their disposal.

The situation got a bit better with DLP 15th anniversary and in 2008 the WDS Tower of Terror opened with the hope it'll have the same attendance effect that Space Mountain did for the first park in 2005. It did quite well, but a third fatal mistake was also done by building the TOT where it is now, instead to built it at the end of a kind of "Sunset Blvd" like they did in Florida, as a master plan from WDI Imagineers suggested it. Why was it a mistake? Not only because the building is so big that you have it "on the nose" when you exit Studio 1, but also because putting the TOT there - officially because the water table was low enough at this location - ruined the possibility to have a decent master plan for the WDS. Now, it's screwed forever, meaning that the possibility to have a park as nice and well thought as DLP first gate will never happen. Sure, they can do a big placemaking and create a Marvel land in Backlot but this won't change the global bad design of the park.

The WDS Tower of Terror Grand Opening in 2008.

By that time, in 2008, the financial situation of DLP was always chaotic and we had to wait five more years to see the WDC finally doing what should have been done since a long time, i.e to give to DLP the money to end its insane debt to the banks. In the meantime Bob Iger did the right thing for Disney's California Adventure - okay, there was no other choice than to do the huge DCA platemaking but he did it - and for Hong Kong Disneyland - where also there was no other choice as there was no way to have a successful park in Shanghaî if the Disney Parks image was not restored previously in Hong Kong - in addition to the fact that HKLD really needed the new additions. As we know, DCA, HKDL and WDS mistakes happened at the end of Michael Eisner reign and Iger had to pay a phenomenal price to resolve them. But, even with the 1.332 billion euros that the WDC gave to DLP to refinance the bank debt  ( now DLP owes the money to the WDC instead to the banks ) and all the WDC "credit lines" to finance Ratatouille, the financial problem remains critical. The WDC is now in this situation where they've spent probably the same amount of money than they did to make DCA the beautiful park it is now, but without changing or adding nothing in DLP parks. In two words, the 1.332 Billion euros surely helped to stop the insane cost of DLP banks debt but they must spend now probably the same amount of money to finally really start to resolve the problems in the two parks, do a huge WDS pacemaking, add new rides and attractions in both parks, etc... 

Because DCA and HKDL placemakings were a priority DLP "had to wait", then came Shanghaî Disneyland - Bob Iger legacy - which is a priority and also have a huge cost, and i don't mention others costs that the WDC had to pay recently like the crazy My Magic + at WDW. You'll tell me: "Good, now may be able they'll finally do for DLP what they did for DCA or HKDL". Yes, but the task now is going to be even harder, as something else happened at DLP, and it won't be because of the global economy crisis even if Europe economy is not going well. 

What happened is something that even money can't buy to make it better, and it's all about Disneyland Paris brand mental image. While DLP had to wait that the time will come to have the WDC helping the park, they still had the financial situation to resolve. And what they did is to raise prices - i was stunned last year when i heard the hotel prices - in the hope to have a class of guests that will spend more in parks and hotels. But at the same time, restaurants were closed regularly in the park, the food quality although not bad is the shadow of what it was years ago, shows at Videopolis or Chaparral Stage are now closed and even rides and attractions were opening late or closing early to save money on cast-members costs. 

The park finally launched a welcome seasonal events which bring back entertainment life in the park and although philippe Gas was not perfect - who is? - two E-Ticket opened when he was there, Ratatouille recently and the great E-Ticket show Disney Dreams for the 20th Anniversary. But all the other savings had an effect on the guests, DLP wasn't anymore as magical as it was, and even the most hardcore fans will tell you how they are disappointed by all this and the park condition. The result is something devastating for any brand, i.e the mental image that people have of it is collapsing. And once it's down, you need not only a huge amount of money but literally years to change it again in the mind of people. A good friend of mine, Disney theme parks fan since decades decided months ago to don't renew his AP membership, so outraged he was by all what i just explained. And he's not the only one, i'm afraid. Add to this that DLP is 35 km from Paris, certainly one of the most beautiful city in the world, but also a city where parisians, as defined by foreign correspondants, can be incredibly posh, and you'll understand why i heard recently people in Paris saying that Disneyland Paris was now like something "out of the ark". When you remember the hype and how excited people were to go at DLP, it hurts to hear that, and you know that something deeper has changed in the minds. Before, when DLP was opening a new ride it was "let's go next week-end to ride it!". Now it's "who cares?". Not for DLP fans, of course, but real DLP fans are not more than 100.000 probably, and although they spend money in the parks it's not them who counts for DLP management, it's the regular guests who decide to spend their week-ends here or there. And with high prices and no new rides each year, the mental image they have of the park finally changed.

And here is why this question of brand mental image is so important: If someone asked you what is "ruling" the world, some might answer: "money", may be others would say "the U.S",  but the right answer is neither this one or the other. What is REALLY ruling the world - of human beings, of course - is something that should be learned at school from age 5, and it is: mental images. Or, if you prefer, human beings created and are ruling money, and mental images are ruling human beings. Some of you may think that a human beings are creating themselves these mental images, but i'm sorry to say that it's more complicated than that and i could explain you why in details, but it'll be too long. 

Now, think about it: why are you waking up in the morning to go working? Well, because it's time to go to work, you say. Sure, but how does it happen? What is in fact happening, after a long night of sleep and dream is that each of us wake up slowly, and suddenly, during this time when we are in between being awake and asleep, an image pop-up in your mind and you silently think "damn', got to wake up and go working". And it's the same for any project you'll have which always start with a mental image in your mind. Or for your next trip in a country where you've never been before - simply because you have a good mental image of the country - often romantic - and what we secretly hope is that the reality of the country where we've always dream to go will match the mental image that we have in mind. And the list could go on and on for anything we're doing or what's happening in our lives. Even when you're jealous of someone, when in fact it's a storm of mental images that took the control of your mind and drive you crazy. Mental images are ruling our lives and are at the start of anything that we do and that's why being conscious of the ones who are driving you is so important, because of the consequences they will have - remember how Michael Eisner and is "wannabe" architect dream started all this mess. 

And also because, as the Hindus are always saying, because "everything is illusion". The best way probably to define reality is that everything is at the same time real AND an illusion. But this is something which can't be understood "intellectually", you need to understand it physically, to have an insight for a perfectly clear vision of it. And by the way, Disneyland is a good example. Why do we love so much Disney theme parks? Because they give us the illusion that what we are living is true - whether you're travelling through space in Space Mountain or explore a lost temple in Indiana Jones Adventure, or travel through galaxies in Star Tours, etc... when it's just a fantastic illusion created wonderfully by WDI Imagineers. Disneyland is at the same time real and an illusion. But for a few hours you believe that reality is different than what it is until ,of course, you come back to the parking lot and drive back to your home.

Let's come back now to Disneyland Paris as you probably understood now why this question of mental image that people have of DLP is so important. Whatever is announced tomorrow it will take not only time and money but also some brilliant minds to change this, as for sure the task will be harder than for DCA or HKDL. 

Pictures: copyright DLPWelcome, Disney and more

Walt Disney World Hotels and Resorts Posters

Disney Parks and Resorts also have created these"WDW hotels posters", a bit like the famous attraction posters but less sophisticated. They're cool anyway, so have a look to this posters series!

 

 

 

 

 

 

 

And for those who prefer a more classic style, i add this beautiful one, also about Fort Wilderness.

Pictures: copyright Disney

Timon and Pumbaa Teach Safety to WDW guests

Something different and fun for the week-end: Disney Parks and Resorts has created these fun visuals with Lion King characters Timon and Pumbaa to teach a bit of safety to WDW guests!

 

Pictures: copyright Disney

Stunning Star Wars Concept Art

Joshua Viers is a senior illustrator and art director at Industrial Light and Magic and he sent to  /Film these beautiful Star Wars concept art! The illustrations were not done for Star Wars Episode 7 but for fun, so don't expect these scenes come to life in any future Star Wars films.

The above first concept-art is called "Empire Bargains," and the scene was inspired by the one below, a famous scene from Sergio Leone's western Once Upon A Time in the West. Joshua Viers said that “Lucas was inspired by Leone’s work for the original films, and I wanted to recapture that."

Below, more concept-art from Joshua Viers, make sure to click on each to see them in big size.

Artwork: copyright Joshua Viers

First Teaser Trailer for Pixar Inside Out !

Pixar released a first teaser trailer for the awaited Pete Docter's animated Inside Out as well as the first poster above.





And i also did for you giant screen captures "wallpaper" size which will be great for your computer screen up to 27" !

Pictures and video: copyright Disney