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
March 14, 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
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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):
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 March 14, 2008, IMAX Corporation (the Company) issued a press release announcing the
Companys financial and operating results for the year ended December 31, 2007, 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.
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 14, 2008 |
Page 2
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 14, 2008 |
By: |
/s/ 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 3
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 FOURTH QUARTER
AND FISCAL 2007 FINANCIAL RESULTS
HIGHLIGHTS
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Company sees important strategic successes in 2007 as setting stage
for financial turnaround. |
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Company announces 107 signings in the fourth quarter, including the
largest agreement in IMAXs history for 100 joint revenue sharing
theatres with AMC Theatres. |
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IMAXs share of DMR box office up 81% year-over-year. |
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Thirty-five-theatre lease deal with RACIMEC International Group
increases IMAXs presence in South American and Central American
markets and reflects appeal of digital product. |
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Planned launch of digital projection system late in the second quarter
of fiscal 2008 remains on track, and continues to spur signings and
help position the Company for growth. |
TORONTO March 14, 2008 IMAX Corporation (NASDAQ: IMAX; TSX: IMX) today reported that it
recorded a net loss per diluted share of ($0.25) for the fourth quarter of fiscal 2007, compared to
a restated net loss of ($0.23) per diluted share for the fourth quarter of fiscal 2006. During the
fourth quarter of fiscal 2007, the Company recorded a write-down of film-related inventories,
reflected in cost of goods, totaling $4.0 million because of the obsolescence of film based
equipment associated with the Companys transition to digital projection from film projection
systems. In addition, the Company recorded a $2.5 million gain from discontinued operations related
to the sale of a theatre in Providence, Rhode Island. Excluding the impact of the write-down on
film related inventory and the gain from the sale of the Providence Theatre, the Company would have
reported a net loss per diluted share of ($0.21) for the fourth quarter of fiscal 2007. At the end
of the fourth quarter, the Companys cash and short term investments position was $16.9 million,
down only slightly when compared to the cash position at the end of the third quarter of fiscal
2007.
IMAX Co-Chief Executive Officers Richard L. Gelfond and Bradley J. Wechsler stated, 2007 was a
year of extraordinary progress from a strategic standpoint. While we are extremely pleased with our
accomplishments with respect to our signings, digital, film and joint revenue sharing initiatives,
these accomplishments have yet to manifest in our reported financial results. Over the course of
the past fiscal year, installations slowed as exhibitors elected to
wait for our digital product, and we had higher R&D costs related to this initiative and
Page 4
wrote-down obsolete inventory.
We are looking forward to emerging from this transitional period and believe our rollout of digital
systems in the back half of 2008 will lay the foundation for financial improvement later this
fiscal year.
Messrs. Gelfond and Wechsler continued, We are very pleased to have concluded fiscal 2007 well on
our way to launching our new digital projection system and with a new business model that we
believe supports our future growth. With the imminent launch of our digital product, the IMAX
story has moved from one of development to one of execution and implementation. We are optimistic
that as our digital initiative continues to drive signings and results begin to flow through our
new business model, we are well positioned for improved financial and operational performance.
The Company signed agreements for 107 IMAXÒ theatre systems in the fourth quarter
of fiscal 2007, compared to nine in the fourth quarter of 2006. To date, IMAX has signed joint
revenue sharing agreements with prominent exhibitors for 115 theatres.
Exhibitors continue to respond positively to our digital projection prototype, and the level of
interest in IMAXs digital system is spurring signings like never before. On the heels of our
100-theatre AMC deal, we signed a 35-theatre lease deal with RACIMEC after year-end and are
currently in active discussions with a number of exhibitors for well over 50 joint revenue sharing
arrangements. We believe this reflects a new level of momentum for the Company, with significant
interest being generated with a scope that is unprecedented for the Company. We are very happy
with the performance of the joint revenue sharing theaters we have opened to date, and believe
interest in JVs will not only enhance the growth of the network, but will also result in strong
recurring revenues for IMAX, said Messrs. Gelfond and Wechsler.
On the film side, the Company reported that the fourth quarter was positively impacted by Beowulf:
An IMAX 3D Experience, which opened November 16 and grossed to date approximately $24.4 million on
135 IMAX screens. I Am Legend: The IMAX Experience was released on December 14 and also performed
well, grossing approximately $16.5 million to date.
We were happy to close out the year with such a solid film performance, stated Messrs. Gelfond
and Wechsler. In 2007 we generated $145 million in box office for Hollywood releases, which is
56% higher than the $93 million that the IMAX theater network grossed during 2006. On a
same-store basis, which tracks only those theaters showing IMAX DMR® films open a year ago and
therefore strips out the growth of the network, our gross box office increased 48%. We are
particularly pleased to note that IMAXs share of the DMR box office increased 81% year over year.
On April 4, the Company will release the IMAX DMR version of Shine A Light, the Rolling Stones
concert film directed by Academy Award®-winning filmmaker Martin Scorsese. Then, as announced last
week, on May 9 the Company will partner with Warner Bros. Pictures to release Speed Racer: The IMAX
Experience. This action-packed adventure from The Wachowski Brothers, the creators of The Matrix
trilogy, is based on the hit animated series created by Tatsuo Yoshida and is expected to perform
well heading into the summer movie season. This will be followed on June 8 by the release of the
first film in the recently announced four-film deal with DreamWorks Animation, Kung Fu Panda: The
IMAX Experience. The next installment in the Batman series, The Dark Knight: An IMAX Experience,
will follow in July and again stars Christian Bale as Batman and Bruce Wayne. Finally, Harry
Potter and the Half Blood Prince: An IMAX 3D Experience is scheduled for November.
Messrs. Gelfond and Wechsler commented, A compelling film slate helped drive our key business
initiatives in fiscal 2007, and we are optimistic that this year will
demonstrate similar strength on the film side. We are actively negotiating for one remaining slot for 2008,
Page 5
and
believe the year features a host of films that are perfectly suited to the immersive IMAX
Experience®. We have already announced three films for 2009 and 2010 as part of our four-picture
deal with DreamWorks Animation, and have several great prospects to fill out future film slates,
concluded Messrs. Gelfond and Wechsler.
For the three months ended December 31, 2007, the Companys total revenues were $32.3 million, as
compared to $36.5 million reported for the prior year period. Systems revenue was $17.1 million
versus $20.7 million in the prior year period. The Company recognized revenue on five theatre
systems which qualified as either sales or sales-type leases in the fourth quarter of 2007,
compared to nine in 2006, and installed two systems under a joint revenue sharing arrangement.
For the fourth quarter of 2007, film revenues were $10.0 million, as compared to $10.9 million in
the fourth quarter of 2006. The Companys share of IMAX DMR gross box office increased to $5.2
million in 2007 from $5.1 million in 2006. This is included in Production and IMAX DMR revenues of
$5.2 million compared to $6.0 million in 2006. Film distribution revenue was $2.4 million for the
quarter, as compared to $3.5 million in the fourth quarter of 2006. Theatre operations revenue was
$4.1 million in the fourth quarter of 2007 compared to $4.0 million in the fourth quarter of 2006.
Selling, general and administrative expenses were $13.0 million in the fourth quarter, up from
$12.6 million a year ago. Research and development costs increased to $1.6 million as compared to
$1.2 million in 2006, largely related to investments in digital technology. Legal and professional
fees decreased to $3.7 million compared to $5.2 million in the fourth quarter of the prior year.
For the year ended December 31, 2007, the Companys total revenues were $115.8 million, as compared
to $127.7 million reported for the prior year. Systems revenue was $59.1 million versus $72.2
million in the prior year, a decrease due principally to a slowdown in installations as exhibitors
waited to see the Companys digital product. The Company recognized revenue on 19 theatre systems
which qualified as either sales or sales-type leases in fiscal 2007, versus 30 in 2006.
For fiscal 2007, film revenues were $36.6 million, as compared to $36.3 million in fiscal 2006. The
Companys share of IMAX DMR gross box office increased 81% to $19.9 million in 2007 from $11.0
million in 2006. This is included in Production and IMAX DMR revenues of $19.9 million, compared to
$14.6 million in 2006, an increase of 36.4%. Theatre operations revenue increased to $16.6 million
in 2007 from $15.2 million in 2006. Other revenue was $3.6 million in fiscal 2007, compared to $4.0
million in fiscal 2006.
Selling, general and administrative expenses were $44.7 million in fiscal 2007, up from $42.5
million a year ago. Research and development costs increased to $5.8 million as compared to $3.6
million in 2006, largely related to investments in digital technology. Legal and professional fees
increased to $13.7 million compared to $12.4 million in the prior year.
The Company will host a conference call on Friday, March 14, 2008 at 8:30 AM ET. To access the
call, interested parties should call (866) 321-6651 approximately 10 minutes before it begins.
International callers should dial (416) 642-5212. A recording of the call will be available by
dialing (647) 436-0148. The code for both the live call and the replay is 2141913. IMAX will also
host a webcast of the conference call with an accompanying PowerPoint presentation. These can both
be accessed on www.imax.com by clicking on Company Info and then Investor Relations.
Page 6
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 December 31, 2007, there were 299 IMAX theatres operating in 39 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, 2006
and in the subsequent reports filed by the Company with the Securities and Exchange Commission
including the Companys 10-K for the year ended December 31, 2007, scheduled to be filed on March
14, 2008.
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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Entertainment Media:
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Business Media: |
Newman & Company, Los Angeles
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Sloane & Company, New York |
Al Newman
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Whit Clay |
310-278-1560
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212-446-1864 |
asn@newman-co.com
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wclay@sloanepr.com |
Page 7
IMAX CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
In accordance with United States Generally Accepted Accounting Principles
(in thousands of U.S. dollars, except per share amounts)
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Three months ended |
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Years ended |
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December 31, |
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December 31, |
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2007 |
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2006 |
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2007 |
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2006 |
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Revenues |
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Equipment and product sales |
|
$ |
10,773 |
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$ |
14,441 |
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$ |
32,500 |
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$ |
49,322 |
|
Services |
|
|
18,171 |
|
|
|
18,932 |
|
|
|
69,149 |
|
|
|
67,222 |
|
Rentals |
|
|
2,147 |
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|
1,543 |
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|
7,107 |
|
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|
5,622 |
|
Finance income |
|
|
1,074 |
|
|
|
1,251 |
|
|
|
4,649 |
|
|
|
5,242 |
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Other |
|
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138 |
|
|
|
300 |
|
|
|
2,427 |
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300 |
|
|
|
|
|
|
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|
|
|
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|
|
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32,303 |
|
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|
36,467 |
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|
115,832 |
|
|
|
127,708 |
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Cost of goods sold, services and rentals |
|
|
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|
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Equipment and product sales |
|
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8,433 |
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|
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7,137 |
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21,546 |
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|
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26,008 |
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Services |
|
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15,331 |
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|
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12,235 |
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50,090 |
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47,183 |
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Rentals |
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1,083 |
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|
|
446 |
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2,987 |
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|
1,859 |
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Other |
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50 |
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24,847 |
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19,818 |
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74,673 |
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75,050 |
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Gross margin |
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7,456 |
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16,649 |
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41,159 |
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52,658 |
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Selling, general and administrative expenses |
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12,983 |
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12,617 |
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44,705 |
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42,527 |
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Research and development |
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1,609 |
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1,158 |
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5,789 |
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3,615 |
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Amortization of intangibles |
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141 |
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146 |
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547 |
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602 |
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Receivable provisions net of (recoveries) |
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1,101 |
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816 |
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1,795 |
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|
1,066 |
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Asset impairments |
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562 |
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1,029 |
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562 |
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1,029 |
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(Loss) earnings from operations |
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(8,940 |
) |
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883 |
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(12,239 |
) |
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3,819 |
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Interest income |
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215 |
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276 |
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862 |
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1,036 |
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Interest expense |
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(4,128 |
) |
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(4,179 |
) |
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(17,093 |
) |
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(16,759 |
) |
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Loss from continuing operations before income taxes |
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(12,853 |
) |
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(3,020 |
) |
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(28,470 |
) |
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(11,904 |
) |
Recovery (provision) for income taxes |
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|
338 |
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(6,128 |
) |
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(472 |
) |
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(6,218 |
) |
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|
|
|
|
|
|
|
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Loss from continuing operations |
|
|
(12,515 |
) |
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|
(9,148 |
) |
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|
(28,942 |
) |
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|
(18,122 |
) |
Net earnings (loss) from discontinued operations |
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|
2,370 |
|
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|
(61 |
) |
|
|
2,002 |
|
|
|
1,273 |
|
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|
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|
|
|
|
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Net loss |
|
$ |
(10,145 |
) |
|
$ |
(9,209 |
) |
|
$ |
(26,940 |
) |
|
$ |
(16,849 |
) |
|
|
|
|
|
|
|
|
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Loss per share |
|
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Loss per share basic & diluted: |
|
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|
|
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|
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|
|
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Net loss from continuing operations |
|
$ |
(0.31 |
) |
|
$ |
(0.23 |
) |
|
$ |
(0.72 |
) |
|
$ |
(0.45 |
) |
Net earnings from discontinued operations |
|
$ |
0.06 |
|
|
$ |
|
|
|
$ |
0.05 |
|
|
$ |
0.03 |
|
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|
|
|
|
|
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|
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|
|
|
Net loss |
|
$ |
(0.25 |
) |
|
$ |
(0.23 |
) |
|
$ |
(0.67 |
) |
|
$ |
(0.42 |
) |
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|
|
|
|
|
|
|
|
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|
|
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|
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Weighted average number of shares outstanding (000s): |
|
|
|
|
|
|
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|
|
|
|
|
|
|
|
|
Basic |
|
|
40,352 |
|
|
|
40,285 |
|
|
|
40,309 |
|
|
|
40,270 |
|
|
|
|
|
|
|
|
|
|
|
|
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|
Diluted |
|
|
40,352 |
|
|
|
42,285 |
|
|
|
40,309 |
|
|
|
40,270 |
|
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Additional disclosure: |
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|
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|
|
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|
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|
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Depreciation and amortization (1) |
|
$ |
4,944 |
|
|
$ |
4,005 |
|
|
$ |
17,738 |
|
|
$ |
16,872 |
|
|
|
|
|
|
|
|
|
|
|
|
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(1) |
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Includes $0.4 million and $1.3 million in amortization of deferred financing costs charged to interest expense for the three and twelve months ended
December 31, 2007 (2006 $0.3 million, $1.1 million) |
Page 8
IMAX CORPORATION
CONSOLIDATED BALANCE SHEETS
In accordance with United States Generally Accepted Accounting Principles
(in thousands of U.S. dollars)
|
|
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|
|
|
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|
|
December 31, |
|
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December 31, |
|
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|
2007 |
|
|
2006 |
|
|
|
|
|
|
|
|
|
|
Assets |
|
|
|
|
|
|
|
|
Cash and cash equivalents |
|
$ |
16,901 |
|
|
$ |
25,123 |
|
Short-term investments |
|
|
|
|
|
|
2,115 |
|
Accounts receivable, net of allowance for doubtful accounts of $3,045
(2006 - $3,253) |
|
|
25,505 |
|
|
|
26,017 |
|
Financing receivables |
|
|
59,092 |
|
|
|
65,878 |
|
Inventories |
|
|
22,050 |
|
|
|
26,913 |
|
Prepaid expenses |
|
|
2,187 |
|
|
|
3,432 |
|
Film assets |
|
|
2,042 |
|
|
|
1,235 |
|
Property, plant and equipment |
|
|
23,708 |
|
|
|
24,639 |
|
Other assets |
|
|
15,093 |
|
|
|
10,365 |
|
Goodwill |
|
|
39,027 |
|
|
|
39,027 |
|
Other intangible assets |
|
|
2,377 |
|
|
|
2,547 |
|
|
|
|
|
|
|
|
Total assets |
|
$ |
207,982 |
|
|
$ |
227,291 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities |
|
|
|
|
|
|
|
|
Accounts payable |
|
$ |
12,300 |
|
|
$ |
11,426 |
|
Accrued liabilities |
|
|
61,967 |
|
|
|
58,294 |
|
Deferred revenue |
|
|
59,085 |
|
|
|
55,803 |
|
Senior Notes due 2010 |
|
|
160,000 |
|
|
|
160,000 |
|
|
|
|
|
|
|
|
Total liabilities |
|
|
293,352 |
|
|
|
285,523 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders deficiency |
|
|
|
|
|
|
|
|
Capital stock common shares no par value. Authorized
unlimited number. Issued and outstanding 40,423,074 (2006
40,285,574) |
|
|
122,455 |
|
|
|
122,024 |
|
Other equity |
|
|
4,088 |
|
|
|
2,937 |
|
Deficit |
|
|
(213,407 |
) |
|
|
(184,375 |
) |
Accumulated other comprehensive income |
|
|
1,494 |
|
|
|
1,182 |
|
|
|
|
|
|
|
|
Total shareholders deficiency |
|
|
(85,370 |
) |
|
|
(58,232 |
) |
|
|
|
|
|
|
|
Total liabilities and shareholders deficiency |
|
$ |
207,982 |
|
|
$ |
227,291 |
|
|
|
|
|
|
|
|
Page 9