Fill in this information to identify your case:

United States Bankruptcy Court for the:

SOUTHERN DISTRICT OF FLORIDA

Case number (if known) Chapter 11

Check if this an

amended filing

Official Form 201

Voluntary Petition for Non-Individuals Filing for Bankruptcy 04/20

If more space is needed, attach a separate sheet to this form. On the top of any additional pages, write the debtor's name and the case number (if

known). For more information, a separate document, Instructions for Bankruptcy Forms for Non-Individuals, is available.

1. Debtor's name Cinemex USA Real Estate Holdings, Inc.

2. All other names debtor

used in the last 8 years

Include any assumed

names, trade names and

doing business as names

3. Debtor's federal

Employer Identification

Number (EIN)

35-2512194

4. Debtor's address Principal place of business Mailing address, if different from principal place of

business

175 South West 7th St., Suite 1108

Miami, FL 33130

Number, Street, City, State & ZIP Code P.O. Box, Number, Street, City, State & ZIP Code

Miami-Dade Location of principal assets, if different from principal

County place of business

Number, Street, City, State & ZIP Code

5. Debtor's website (URL) www.cmxcinemas.com

6. Type of debtor Corporation (including Limited Liability Company (LLC) and Limited Liability Partnership (LLP))

 Partnership (excluding LLP)

 Other. Specify:

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 1

Case 20-14695-LMI Doc 1 Filed 04/25/20 Page 1 of 6
Debtor Cinemex USA Real Estate Holdings, Inc. Case number (if known)

Name

7. Describe debtor's business A. Check one:

 Health Care Business (as defined in 11 U.S.C. § 101(27A))

 Single Asset Real Estate (as defined in 11 U.S.C. § 101(51B))

 Railroad (as defined in 11 U.S.C. § 101(44))

 Stockbroker (as defined in 11 U.S.C. § 101(53A))

 Commodity Broker (as defined in 11 U.S.C. § 101(6))

 Clearing Bank (as defined in 11 U.S.C. § 781(3))

 None of the above

B. Check all that apply

 Tax-exempt entity (as described in 26 U.S.C. §501)

 Investment company, including hedge fund or pooled investment vehicle (as defined in 15 U.S.C. §80a-3)

 Investment advisor (as defined in 15 U.S.C. §80b-2(a)(11))

C. NAICS (North American Industry Classification System) 4-digit code that best describes debtor.

 See http://www.uscourts.gov/four-digit-national-association-naics-codes.

 7139 

8. Under which chapter of the

Bankruptcy Code is the

debtor filing?

A debtor who is a “small

business debtor” must check

the first sub-box. A debtor as

defined in § 1182(1) who

elects to proceed under

subchapter V of chapter 11

(whether or not the debtor is a

“small business debtor”) must

check the second sub-box.

Check one:

 Chapter 7

 Chapter 9

 Chapter 11. Check all that apply:

The debtor is a small business debtor as defined in 11 U.S.C. § 101(51D), and its aggregate

noncontingent liquidated debts (excluding debts owed to insiders or affiliates) are less than

$2,725,625. If this sub-box is selected, attach the most recent balance sheet, statement of

operations, cash-flow statement, and federal income tax return or if any of these documents do not

exist, follow the procedure in 11 U.S.C. § 1116(1)(B).

The debtor is a debtor as defined in 11 U.S.C. § 1182(1), its aggregate noncontingent liquidated

debts (excluding debts owed to insiders or affiliates) are less than $7,500,000, and it chooses to

proceed under Subchapter V of Chapter 11. If this sub-box is selected, attach the most recent

balance sheet, statement of operations, cash-flow statement, and federal income tax return, or if

any of these documents do not exist, follow the procedure in 11 U.S.C. § 1116(1)(B).

A plan is being filed with this petition.

Acceptances of the plan were solicited prepetition from one or more classes of creditors, in

accordance with 11 U.S.C. § 1126(b).

The debtor is required to file periodic reports (for example, 10K and 10Q) with the Securities and

Exchange Commission according to § 13 or 15(d) of the Securities Exchange Act of 1934. File the

Attachment to Voluntary Petition for Non-Individuals Filing for Bankruptcy under Chapter 11

(Official Form 201A) with this form.

The debtor is a shell company as defined in the Securities Exchange Act of 1934 Rule 12b-2.

 Chapter 12

9. Were prior bankruptcy

cases filed by or against

the debtor within the last 8

years?

 No.

 Yes.

If more than 2 cases, attach a

separate list. District When Case number

District When Case number

10. Are any bankruptcy cases

pending or being filed by a

business partner or an

affiliate of the debtor?

 No

 Yes.

List all cases. If more than 1,

attach a separate list Debtor Cinemex Holdings USA, Inc. Relationship Affiliate

District

Southern District of

Florida When 4/25/20 Case number, if known

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 2

Case 20-14695-LMI Doc 1 Filed 04/25/20 Page 2 of 6
Debtor Cinemex USA Real Estate Holdings, Inc. Case number (if known)

Name

11. Why is the case filed in

this district?

Check all that apply:

Debtor has had its domicile, principal place of business, or principal assets in this district for 180 days immediately

preceding the date of this petition or for a longer part of such 180 days than in any other district.

A bankruptcy case concerning debtor's affiliate, general partner, or partnership is pending in this district.

12. Does the debtor own or

have possession of any

real property or personal

property that needs

immediate attention?

 No

 Yes. Answer below for each property that needs immediate attention. Attach additional sheets if needed.

Why does the property need immediate attention? (Check all that apply.)

 It poses or is alleged to pose a threat of imminent and identifiable hazard to public health or safety.

What is the hazard?

 It needs to be physically secured or protected from the weather.

 It includes perishable goods or assets that could quickly deteriorate or lose value without attention (for example,

livestock, seasonal goods, meat, dairy, produce, or securities-related assets or other options).

 Other

Where is the property?

Number, Street, City, State & ZIP Code

Is the property insured?

 No

 Yes. Insurance agency

Contact name

Phone

Statistical and administrative information

13. Debtor's estimation of

available funds

. Check one:

 Funds will be available for distribution to unsecured creditors.

 After any administrative expenses are paid, no funds will be available to unsecured creditors.

14. Estimated number of

creditors

 1-49

 50-99

 100-199

 200-999

 1,000-5,000

 5001-10,000

 10,001-25,000

 25,001-50,000

 50,001-100,000

 More than100,000

15. Estimated Assets $0 - $50,000

 $50,001 - $100,000

 $100,001 - $500,000

 $500,001 - $1 million

 $1,000,001 - $10 million

 $10,000,001 - $50 million

 $50,000,001 - $100 million

 $100,000,001 - $500 million

 $500,000,001 - $1 billion

 $1,000,000,001 - $10 billion

 $10,000,000,001 - $50 billion

 More than $50 billion

16. Estimated liabilities $0 - $50,000

$50,001 - $100,000

 $100,001 - $500,000

 $500,001 - $1 million

 $1,000,001 - $10 million

 $10,000,001 - $50 million

 $50,000,001 - $100 million

 $100,000,001 - $500 million

 $500,000,001 - $1 billion

 $1,000,000,001 - $10 billion

 $10,000,000,001 - $50 billion

 More than $50 billion

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 3

Case 20-14695-LMI Doc 1 Filed 04/25/20 Page 3 of 6
Debtor Cinemex USA Real Estate Holdings, Inc. Case number (if known)

Name

Request for Relief, Declaration, and Signatures

WARNING -- Bankruptcy fraud is a serious crime. Making a false statement in connection with a bankruptcy case can result in fines up to $500,000 or

imprisonment for up to 20 years, or both. 18 U.S.C. §§ 152, 1341, 1519, and 3571.

17. Declaration and signature

of authorized

representative of debtor

The debtor requests relief in accordance with the chapter of title 11, United States Code, specified in this petition.

I have been authorized to file this petition on behalf of the debtor.

I have examined the information in this petition and have a reasonable belief that the information is true and correct.

I declare under penalty of perjury that the foregoing is true and correct.

Executed on April 25, 2020

MM / DD / YYYY

X /s/ Jose Leonardo Marti Jose Leonardo Marti

Signature of authorized representative of debtor Printed name

Title President

18. Signature of attorney X /s/ Jeffrey Bast, Esq. Date April 25, 2020

Signature of attorney for debtor MM / DD / YYYY

Jeffrey Bast, Esq. 996343

Printed name

BAST AMRON LLP

Firm name

One Southeast Third Avenue

Suite 1400

Miami, FL 33131

Number, Street, City, State & ZIP Code

Contact phone 305.379.7904 Email address jbast@bastamron.com

996343 FL

Bar number and State

Official Form 201 Voluntary Petition for Non-Individuals Filing for Bankruptcy page 4

Case 20-14695-LMI Doc 1 Filed 04/25/20 Page 4 of 6
09923-00001/12101901.2 

CERTIFICATION OF RESOLUTIONS OF THE BOARD OF DIRECTORS 

OF CINEMEX USA REAL ESTATE HOLDINGS, INC.

1. I am the duly elected and acting Secretary of CINEMEX USA REAL ESTATE 

HOLDINGS, INC., a Delaware Corporation (the “Corporation”). 

2. I hereby certify that the resolutions set forth below were duly adopted by the Board of 

Directors of the Corporation (the “Board”) at a special meeting of the Board held on April 24, 

2020, and that such resolutions remain in full force and effect. 

Chapter 11 Filing; Retention of Bankruptcy Professionals; 

Actions in Furtherance of Chapter 11 

 RESOLVED, that in the judgment of the Board it is desirable and in the best interests of 

the Corporation, its creditors, shareholders and other interested parties that a petition be filed by 

the Corporation seeking relief under the provisions of chapter 11 of title 11, United States Code, 

(the “Bankruptcy Code”) in which the authority to operate as a debtor-in-possession will be sought, 

and the filing of such petition is authorized hereby, and the Corporation shall initiate a bankruptcy 

case and proceedings; and be it further 

 RESOLVED, that the proper officers of the Corporation (each, an “Authorized Officer,”

and together, the “Authorized Officers”), be and each hereby is, authorized and directed, for and 

on behalf of the Corporation, to execute and verify a petition in the name of the Corporation under 

chapter 11 of the Bankruptcy Code and cause the same to be filed in the United States Bankruptcy 

Court for the Southern District of Florida; and be it further 

 RESOLVED, that the Authorized Officers of the Corporation be, and each of them hereby 

is, authorized and directed, for and on behalf of the Corporation to take or cause to be taken any 

and all actions, in compliance with applicable law, which the Authorized Officer taking such 

action(s) may deem necessary or appropriate to communicate the position of this Board, as set 

forth in the foregoing resolutions, to the Corporation’s stockholders; and be it further 

 RESOLVED, that the Authorized Officers of the Corporation, or any of them, be and they 

hereby are, authorized to execute, verify and/or file or cause to be filed (or direct others to do so 

on their behalf), all documents, including, without limitation, petitions, schedules, lists, affidavits, 

motions, pleadings and other papers and to take any and all action which they may deem necessary 

or proper in connection with such proceedings under chapter 11 of the Bankruptcy Code, and in 

that connection to retain and employ Quinn Emanuel Urquhart & Sullivan, LLP (“Quinn 

Emanuel”), as principal bankruptcy counsel, and Bast Amron LLP as co-counsel (together with 

Quinn Emanuel, the “Restructuring Professionals”); and be it further

Case 20-14695-LMI Doc 1 Filed 04/25/20 Page 5 of 6
09923-00001/12101901.2 2 

 RESOLVED, that the Authorized Officers of the Corporation are hereby authorized and 

directed to execute retention agreements, pay retainers prior to and after the filing of the 

bankruptcy case, and cause to be filed an application for authority to retain the services of the 

Restructuring Professionals; and be it further 

 RESOLVED, that the Authorized Officers be, and each of them hereby is, authorized and 

empowered for and in the name and on behalf of the Corporation to amend, supplement or 

otherwise modify from time to time the terms of any documents, certificates, instruments, 

agreements or other writings referred to in the foregoing resolutions; and be it further 

 RESOLVED, that the Authorized Officers be, and each of them hereby is, authorized, in 

the name and on behalf of the Corporation to take or cause to be executed or delivered all such 

further agreements, documents, certificates and undertakings, and to incur all such fees and 

expenses as in their judgment shall be necessary, appropriate or advisable to effectuate the purpose 

and intent of any and all of the foregoing resolutions; and be it further 

 RESOLVED that all acts lawfully done or actions lawfully taken by any Authorized Officer 

to seek relief on behalf of the Corporation under chapter 11 of the Bankruptcy Code, or in 

connection with the chapter 11 case, or any matter related thereto, be and hereby are, adopted, 

ratified, confirmed and approved in all respects as the acts and deeds of the Corporation. 

Dated: April 24, 2020 

 ______________________________ 

 Name: Jose Leonardo Martí 

 Title: President 

______________________________ 

 Name: Luis Castelazo 

 Title: Secretary 

onfirmed and approved in all respects as the acts and deeds of the C

pril 24, 2020

______________________________

Name: Jose Leonardo Martí

Case 20-14695-LMI Doc 1 Filed 04/25/20 Page 6 of 6