e8vk
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
May 12, 2008
Date of report (Date of earliest event reported)
IMAX Corporation
(Exact Name of Registrant as Specified in Its Charter)
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Canada
(State or Other Jurisdiction of Incorporation)
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0-24216
(Commission File Number)
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98-0140269
(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):
o Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
o Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
Item 2.02 Results of Operations and Financial Condition
On May 12, 2008, IMAX Corporation (the Company) issued a press release announcing the
Companys financial and operating results for the quarter ended March 31, 2008, a copy of which is
attached as Exhibit 99.1.
The information in this current report on Form 8-K, including the Exhibit attached hereto,
shall not be deemed filed for purposes of Section 18 of the Securities Exchange Act of 1934 or
otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by
reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by
specific reference in such filing.
Page 2
Item 9.01 Financial Statements and Exhibits
(d) 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 May 12, 2008 |
Page 3
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: May 12, 2008 |
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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Page 4
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 CORPORATION REPORTS FIRST QUARTER FINANCIAL RESULTS
HIGHLIGHTS
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Company completes 66 signings in the first quarter, including 35-theatre lease deal with RACIMEC International Group and
31-theatre joint venture deal with Regal Cinemas. |
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Company on track to launch highly-anticipated digital projection system in June. |
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Recent financing agreements leave Company well positioned for digital joint venture rollout. |
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Addition of DreamWorks Animations Madagascar 2 to 2008 film slate further endorsement of digital transition. |
TORONTO May 12, 2008 IMAX Corporation (NASDAQ: IMAX; TSX: IMX) today reported that it
recorded a net loss per diluted share of ($0.25) for the first quarter of fiscal 2008, compared to
a net loss per diluted share of ($0.12) for the first quarter of fiscal 2007. At the same time,
the Company announced that its pending digital roll-out was on schedule and that it had added
DreamWorks Animations Magadascar 2 to the 2008 film slate.
IMAX Co-Chief Executive Officers Richard L. Gelfond and Bradley J. Wechsler stated, As
anticipated, our first quarter results reflect the transitional nature of 2008 from a financial
perspective as we continue implementing our key joint venture revenue sharing and digital
initiatives. From a strategic standpoint, however, we are very encouraged by our accomplishments
to date and believe that the Company is well positioned to benefit both financially and
operationally from the steps we are taking. We continue to expect improved results in the fourth
quarter of 2008 and profitability in 2009.
The Company signed agreements for 66 IMAXÒ theatre systems in the first quarter of
fiscal 2008, compared to 13 in the first quarter of 2007. To date, IMAX has signed joint revenue
sharing agreements with prominent exhibitors for 146 theatres. To assist in funding its digital
joint venture roll-out, the Company entered into two significant financing transactions last week,
one with Wachovia Capital Finance Corporation to increase future availability and modify other
terms under the Companys existing credit facility, and one with the Douglas family, IMAXs largest
shareholder, for the sale of 2,726,447 million common shares in a private placement at market
prices, for an aggregate purchase price of $18.0 million.
Our transition from a film to a digital platform is on track, and we are fast approaching the
launch of our highly anticipated digital product. Importantly, we believe we are well positioned
to fund our digital and joint venture roll-outs thanks to our two recently-announced financing
agreements, which we expect will ultimately leave us with approximately $55-60 million in funding.
The implementation of our joint venture agreements should significantly transform IMAX, and we are
pleased to have the resources to roll out our
Page 1
100-theatre JV deal with AMC Entertainment, Inc., our 31-system JV deal with Regal Cinemas, Inc.,
and to pursue other joint venture revenue sharing opportunities in the future. We are encouraged
by the level of interest we continue to see in IMAX, and believe this will ultimately translate
into strong network growth and recurring revenues, said Messrs. Gelfond and Wechsler.
On the film side, on May 9 the Company released Warner Bros. Speed Racer: The IMAX Experience.
This family adventure from The Wachowski Brothers, the creators of The Matrix trilogy, is based
on the hit animated series created by Tatsuo Yoshida and grossed $1.9 million on 84 screens over
its opening weekend.
Regarding film performance in the first quarter of fiscal 2008, the Company noted that the
seasonally weak quarter faced an especially difficult year-over-year comparison given the strong
IMAX DMR® release of 300: The IMAX Experience in the first quarter of last year. The
Spiderwick Chronicles: The IMAX Experience opened on February 15 and grossed $6.8 million in IMAX
theatres. Shine A Light, the Rolling Stones concert film directed by Academy Award®-winning
filmmaker Martin Scorsese, opened April 4 and the IMAX release has grossed approximately $3.9
million to date.
While we were disappointed that Spiderwick and Shine a Light did not perform as well as we
had hoped, we remain very optimistic about the films on our slate for the balance of the year and
beyond, stated Messrs. Gelfond and Wechsler. We have already announced three films for 2009 and
2010 as part of our deal with DreamWorks Animation, and have several great prospects to fill out
future film slates.
Speed Racer will be followed on June 8 by the release of the DreamWorks Animation film Kung Fu
Panda: The IMAX Experience. The next installment in the Batman series, The Dark Knight: An IMAX
Experience, will follow in July. The Company will again partner with DreamWorks Animation to
release Madagascar 2: The IMAX Experience for a two-week run beginning November 7. Finally, Harry
Potter and the Half Blood Prince: An IMAX 3D Experience is scheduled for November.
Novembers two-week Madagascar 2 run is a further endorsement of the Companys pending transition
to digital technology. Digitals virtual elimination of film prints, allowing studios to recoup a
higher return on their pictures over shorter periods of time, was a significant factor in the deal
with DreamWorks. The Company expects 35 digital theatres to be up and running in time to exhibit
this film.
For the three months ended March 31, 2008, the Companys total revenues were $23.5 million, as
compared to $26.8 million reported for the prior year period. Systems revenue was $12.5 million
versus $13.1 million in the prior year period. The Company recognized revenue on four theatre
systems which qualified as either sales or sales-type leases in the first quarter of 2008, as
compared to five in 2007.
For the first quarter of 2008, film revenues were $7.4 million, as compared to $9.1 million in the
first quarter of 2007. This included Production and IMAX DMR revenues of $2.9 million compared to
$4.6 million a year ago. Film distribution revenue was $2.8 million for the quarter, as compared
to $3.4 million in the first quarter of 2007. Post production revenue was $1.7 million for the
quarter, as compared to $1.1 million in the first quarter of 2007. Theatre operations revenue was
$2.8 million in the first quarter of 2008, as compared to $4.1 million in the first quarter of
2007.
Selling, general and administrative expenses were $12.4 million in the first quarter, up from $10.3
million a year ago. Research and development costs increased to $2.5 million in the first quarter
of 2008 as compared to $1.5 million in the first quarter of 2007, largely related to investments in
digital technology. Legal and professional fees (included in selling, general and administrative
expenses) increased to $3.1 million compared to $2.4 million in the first quarter of the prior
year.
At the end of the first quarter, the Companys cash position was $18.1 million, which represents an
increase from the cash position at the end of the fourth quarter of fiscal 2007.
Page 2
The Company will host a conference call on Monday, May 12, 2008 at 8:30 AM ET. To access the call,
interested parties should call (866) 321-8231 approximately 10 minutes before it begins.
International callers should dial (416) 642-5213. A recording of the call will be available by
dialing (888) 203-1112 or (647) 436-0148. The code for both the live call and the replay is
6854871. IMAX will also host a webcast of the conference call, which can be accessed on
www.imax.com by clicking on Company Info and then Investor Relations.
About IMAX Corporation
IMAX Corporation is one of the worlds leading digital entertainment and technology companies. 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 and new digital systems display crystal-clear
images on the worlds biggest screens. The IMAX brand is recognized throughout the world for
extraordinary and immersive entertainment experiences for consumers. As of March 31, 2008, there
were 298 IMAX theatres operating in 40 countries.
IMAX®, IMAX® 3D, IMAX DMRÒ, IMAXÒ
MPXÒ, 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 managements 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 ongoing discussions with
the SEC and OSC relating to their ongoing inquiries and the Companys accounting, 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, risks arising from potential material weaknesses in
internal control over financial reporting and fluctuations in foreign currency and in the large
format and general commercial exhibition market. These factors and other risks and uncertainties
are discussed in the Companys Annual Report on Form 10-K/A for the year ended December 31, 2007,
as well as the Companys Quarterly Reports on Form 10-Q/A and 10-Q.
For additional information please contact:
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Media:
IMAX Corporation, New York
Sarah Gormley
212-821-0155
sgormley@imax.com
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Investors:
ICR
Amanda Mullin
203-682-8243 |
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Entertainment Media:
Newman & Company, Los Angeles
Al Newman
310-278-1560
asn@newman-co.com
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Business Media:
Sloane & Company, New York
Whit Clay
212-446-1864
wclay@sloanepr.com |
Page 3
IMAX CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
In accordance with United States Generally Accepted Accounting Principles
(in thousands of U.S. dollars, except per share amounts)
(unaudited)
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Three Months Ended |
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March 31, |
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2008 |
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2007 |
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Revenues |
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Equipment and product sales |
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$ |
6,698 |
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$ |
7,074 |
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Services |
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14,207 |
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17,301 |
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Rentals |
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1,544 |
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1,286 |
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Finance income |
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1,071 |
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1,186 |
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23,520 |
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26,847 |
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Cost of goods sold, services and rentals |
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Equipment and product sales |
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2,965 |
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3,943 |
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Services |
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9,689 |
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10,803 |
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Rentals |
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730 |
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560 |
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13,384 |
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15,306 |
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Gross margin |
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10,136 |
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11,541 |
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Selling, general and administrative expenses |
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12,387 |
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10,321 |
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Research and development |
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2,488 |
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1,495 |
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Amortization of intangibles |
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133 |
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136 |
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Receivable provisions net of (recoveries) |
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748 |
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6 |
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Loss from operations |
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(5,620 |
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(417 |
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Interest income |
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126 |
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226 |
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Interest expense |
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(4,496 |
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(4,249 |
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Loss from continuing operations before income taxes |
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(9,990 |
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(4,440 |
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Provision for income taxes |
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(269 |
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(167 |
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Loss from continuing operations |
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(10,259 |
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(4,607 |
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Net loss from discontinued operations |
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(133 |
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Net loss |
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$ |
(10,259 |
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$ |
(4,740 |
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Loss per share |
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Loss per share basic & diluted: |
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Net loss from continuing operations |
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$ |
(0.25 |
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$ |
(0.11 |
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Net loss from discontinued operations |
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$ |
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$ |
(0.01 |
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Net loss |
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$ |
(0.25 |
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$ |
(0.12 |
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Other comprehensive income consists of: |
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Amortization of prior service credits (net of tax
provision of $17 and $76 for the three months
ended March 31, 2008 and 2007, respectively) |
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45 |
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161 |
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$ |
45 |
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$ |
161 |
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Weighted average number of shares outstanding (000s): |
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Basic |
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40,444 |
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40,286 |
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Fully diluted |
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40,444 |
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40,286 |
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Additional disclosure: |
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Depreciation and amortization 1 |
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$ |
4,203 |
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$ |
3,014 |
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(1) |
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Includes $0.4 million of amortization of deferred financing costs charged to interest expense
for the quarter ended March 31, 2008 (March 31, 2007 $0.2 million) |
Page 4
IMAX CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
In accordance with United States Generally Accepted Accounting Principles
(in thousands of U.S. dollars)
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March 31, |
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December 31, |
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2008 |
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2007 |
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(unaudited) |
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Assets |
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Cash and cash equivalents |
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$ |
18,061 |
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$ |
16,901 |
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Accounts receivable, net of allowance for doubtful accounts of $3,354 (2007 $3,045) |
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20,632 |
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25,505 |
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Financing receivables |
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58,050 |
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59,092 |
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Inventories |
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21,640 |
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22,050 |
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Prepaid expenses |
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3,722 |
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2,187 |
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Film assets |
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2,177 |
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2,042 |
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Property, plant and equipment |
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23,949 |
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23,708 |
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Other assets |
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14,107 |
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15,093 |
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Goodwill |
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39,027 |
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39,027 |
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Other intangible assets |
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2,338 |
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2,377 |
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Total assets |
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$ |
203,703 |
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$ |
207,982 |
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Liabilities |
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Accounts payable |
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$ |
8,775 |
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$ |
12,300 |
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Accrued liabilities |
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63,088 |
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61,967 |
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Deferred revenue |
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67,054 |
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59,085 |
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Senior Notes due 2010 |
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160,000 |
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160,000 |
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Total liabilities |
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298,917 |
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293,352 |
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Shareholders deficiency |
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Capital stock common shares no par value. Authorized unlimited number.
Issued and outstanding 40,510,407 (2007 40,423,074) |
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122,721 |
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122,455 |
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Other equity |
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4,282 |
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|
4,088 |
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Deficit |
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(223,666 |
) |
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|
(213,407 |
) |
Accumulated other comprehensive income |
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1,449 |
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|
1,494 |
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Total shareholders deficiency |
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(95,214 |
) |
|
|
(85,370 |
) |
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Total liabilities and shareholders deficiency |
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$ |
203,703 |
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$ |
207,982 |
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