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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934
March 15, 2007
Date of report (Date of earliest event reported)
IMAX Corporation
(Exact Name of Registrant as Specified in Its Charter)
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Canada
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0-24216
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98-0140269 |
(State or Other Jurisdiction of Incorporation)
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(Commission File Number)
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(I.R.S. Employer Identification Number) |
2525 Speakman Drive, Mississauga, Ontario, Canada, L5K 1B1
(Address of Principal Executive Offices) (Postal Code)
(905) 403-6500
(Registrants Telephone Number, Including Area Code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions (see General
Instruction A.2. below):
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Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
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Item 2.02 Results of Operations and Financial Condition.
On March 16, 2007, IMAX Corporation (the Company) issued the press release attached hereto
as Exhibit 99.1 announcing information regarding the Companys operations and financial condition
regarding certain prior periods between 2001 - 2006, which press release is incorporated by
reference herein and furnished pursuant to Item 2.02 of Form 8-K.
The information in this Current Report on Form 8-K under this item 2.02, including the
information set forth in Exhibit 99.1, shall not be deemed to be filed for the purposes of
Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the
liabilities of that Section.
Item 4.02 Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or
Completed Interim Review.
The Companys management and the Audit Committee of the Board of Directors are evaluating
certain identified accounting errors with a currently expected impact of approximately $2.5 million
over six years (2001-2006). The estimated $2.5 million in errors that occurred during 2001-2006
relate to the accounting treatment of certain costs previously capitalized that should have been
expensed as incurred and unrecorded branch-level interest taxes, as well as certain adjustments for
errors determined to have been immaterial and previously identified in the related periods. As a
result, the Company intends to file restated financial statements for certain periods during those
years. On March 15, 2007, the Companys management and the Audit Committee concluded that, until
the filing of the Companys Annual Report on Form 10-K for the year ended December 31, 2006, the
Companys prior-filed financial statements for those years and periods should not be relied upon.
The Company is also evaluating the effect of these matters on its internal controls over financial
reporting and expects to report material weaknesses with respect to certain of these matters. The
Companys management and the Audit Committee have discussed these matters with the Companys
independent auditors.
Item 9.01 Financial Statements and Exhibits
(c) Exhibits
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Exhibit No. |
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Description |
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99.1
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Press Release dated March 16, 2007 |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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IMAX Corporation
(Registrant)
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Date: March 19, 2007 |
By: |
Richard L. Gelfond
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Name: |
Richard L. Gelfond |
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Title: |
Co-Chairman and
Co-Chief Executive Officer |
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exv99w1
IMAX CORPORATION
Exhibit 99.1
IMAX CORPORATION
2525 Speakman Drive
Mississauga, Ontario, Canada L5K 1B1
Tel: (905) 403-6500 Fax: (905) 403-6450
www.imax.com
IMAX TO DELAY FILING OF 2006 10-K
Company is evaluating an estimated $2.5 million of identified accounting errors that occurred between 2001-2006
Company also announces 7 installs and 9 signings for fourth quarter
Toronto, Canada March 16, 2007 IMAX Corporation (NASDAQ:IMAX; TSX:IMX) announced today that
it will delay the filing of its Form 10-K for fiscal 2006 beyond the filing deadline of March 16,
2007. Management and the Audit Committee of the Board of Directors are evaluating certain
identified accounting errors with a currently expected impact of approximately $2.5 million over
six years. As a result, the Company intends to file restated financial statements for certain
periods during those years.
Separately, the Company announced that it had installed 7 theater systems in the fourth quarter of
2006, signed deals for 9 theater systems in the period and finished 2006 with approximately $27
million in cash and short-term investments.
The timing of these accounting issues is particularly unfortunate because it masks significant
business developments which have affected our business in a very positive way, said Richard L.
Gelfond and Bradley J. Wechsler, IMAXs co-CEOs and co-Chairmen. Specifically, the
record-breaking performance of the recent film 300, along with our recent joint venture agreement
with Regal Cinemas, the worlds largest exhibitor, and five-system deal with Dickinson Theaters,
our largest theatre sale or lease deal since 2004, have increased our confidence in the business.
The Company intends to file its 2006 Form 10-K on or before March 30, 2007, and will therefore file
with the Securities and Exchange Commission a Form 12b-25 Notification of Late Filing, and indicate
that its 10-K filing is expected to be made within the 15-day grace period. Until then, management
and the Audit Committee have stated that the Companys prior-filed financial statements for the
years and periods involved should not be relied upon.
The Company and its auditors, PricewaterhouseCoopers LLP, remain in the process of analyzing the
errors and the Company will make a subsequent announcement when it concludes this analysis. The
estimated $2.5 million in errors that occurred during 2001-2006 relate to the accounting treatment
of certain costs previously capitalized that should have been expensed as incurred and unrecorded
branch-level interest taxes, as well as certain adjustments for errors determined to have been
immaterial and previously identified in the related periods. The Company is also evaluating the
effect of these matters on its internal control over financial reporting and expects to report
material weaknesses with respect to certain of these matters.
We recognize that the delay in filing the 10-K and the underlying causes are unacceptable, and we
are committed to rebuilding our financial staff, said Messrs. Gelfond and Wechsler. All of the
identified errors relating to the current situation arise from prior quarters and prior years. In
August 2006, our Chief Financial Officer resigned and, since then, we have been ably led by our
Acting Chief Financial Officer, Edward MacNeil. We have been engaged in the process of hiring a
permanent CFO, have interviewed several strong candidates to date, and can assure our
constituencies that we have no higher priority than the smooth functioning of our finance area.
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The results set forth in this press release, including estimated restatement impacts, are
preliminary and reflect known adjustments. These results are subject to change as a result of any
adjustment arising from the restatement process, subsequent events and the completion of the audit
of the financial statements by the Companys independent auditors, PricewaterhouseCoopers, LLP. In
addition, the Companys intention to file its Form 10-K on or before March 30, 2007 is based on
management assumptions and existing information and involves certain risks and uncertainties, and
the Company makes no assurances that it will ultimately do so.
The Company will host its previously-scheduled conference call to discuss its business performance
as well as the issues above at 8:30 AM ET on Friday, March 16, 2007. To access the call interested
parties should call (913) 981-5542 approximately 10 minutes before it begins. A recording of the
call will be available by dialing (719) 457-0820. The code for both calls is 4938307. The Company
will also host a web-cast of the conference call, which can be accessed on www.imax.com by
clicking on Company Info and then Investor Relations.
In addition, the Company is scheduled to host its fourth quarter earnings conference call at 8:30
AM ET on Friday, March 30, 2007. Dial-in information will be included in the press release issued
that morning.
About IMAX Corporation
IMAX Corporation is one of the worlds leading entertainment technology companies, specializing in
digital and film-based motion picture technologies. The worldwide IMAX® network is among
the most important and successful theatrical distribution platforms for major event Hollywood films
around the globe, with IMAX theatres delivering the worlds best cinematic presentations using
proprietary IMAX, IMAX® 3D, and IMAX DMR® technology. IMAX DMR is the
Companys groundbreaking digital remastering technology that allows it to digitally transform
virtually any conventional motion picture into the unparalleled image and sound quality of The IMAX
Experience®. IMAXs renowned projectors display crystal-clear images on the worlds
biggest screens, and the IMAX brand is recognized throughout the world for extraordinary and
immersive entertainment experiences for consumers. As of September 30, 2006, there were 280 IMAX
theatres operating in 40 countries.
IMAX®, IMAX® 3D, IMAX DMR®, IMAX MPX® and The IMAX Experience® are trademarks of IMAX Corporation.
More information on the Company can be found at www.imax.com.
This press release contains forward looking statements that are based on management assumptions and
existing information and involve certain risks and uncertainties which could cause actual results
to differ materially from future results expressed or implied by such forward looking statements.
Important factors that could affect these statements include, but are not limited to, the timing of
theatre system deliveries, the mix of theatre systems shipped, the timing of the recognition of
revenues and expenses on film production and distribution agreements, the performance of films, the
viability of new businesses and products, and fluctuations in foreign currency and in the large
format and general commercial exhibition market.
For additional information please contact:
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Media:
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Investors: |
IMAX Corporation, New York
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Integrated Corporate Relations |
Sarah Gormley
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Amanda Mullin |
212-821-0155
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203-682-8243 |
sgormley@imax.com
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Amanda.Mullin@icrinc.com |
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Business Media: |
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Sloane & Company, New York |
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Whit Clay |
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212-446-1864 |
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wclay@sloanepr.com |
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