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
April 3, 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
(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):
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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)) |
Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.
On April 3, 2007, IMAX Corporation (the Company) received a NASDAQ Staff Determination
letter on April 3, 2007 indicating that the Company was not in compliance with Marketplace Rule
4310(c)(14), which requires timely filing of periodic reports with the Securities and Exchange
Commission for continued listing of the Companys common shares, and that Companys common shares
are subject to delisting from The NASDAQ Global Market. The Company understands that the letter
was issued in accordance with NASDAQs standard procedures as a result of the delay in filing of
the Companys annual report on Form 10-K for fiscal 2006.
The Company has requested a hearing before a NASDAQ Listing Qualifications Panel to appeal the
Staff Determination. The hearing request has stayed the delisting of the Companys common shares
pending the Panels decision, although there can be no assurance that the Panel will ultimately
grant the Companys request for continued listing.
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 April 9, 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: April 9, 2007 |
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/s/ Robert D. Lister
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Name: |
Robert D. Lister |
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Title: |
General Counsel |
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By: |
/s/ G. Mary Ruby
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Name: |
G. Mary Ruby |
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Title: |
Corporate Secretary |
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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 RECEIVES ANTICIPATED NASDAQ STAFF DETERMINATION LETTER IN
CONNECTION WITH DELAYED FILING
Toronto, Canada April 9, 2007 IMAX Corporation (NASDAQ:IMAX; TSX:IMX) announced today that,
as expected, it received a NASDAQ Staff Determination letter on April 3, 2007 indicating that the
Company was not in compliance with Marketplace Rule 4310(c)(14), which requires timely filing
of periodic reports with the Securities and Exchange Commission for continued listing of the
Companys common shares, and that Companys common shares are subject to delisting from The NASDAQ
Global Market. The Company understands that the letter was issued in accordance with NASDAQs
standard procedures as a result of the delay in filing of the Companys annual report on Form 10-K
for fiscal 2006.
The Company has requested a hearing before a NASDAQ Listing Qualifications Panel to appeal the
Staff Determination. The hearing request has stayed the delisting of the Companys common shares
pending the Panels decision, although there can be no assurance that the Panel will ultimately
grant the Companys request for continued listing.
The Company previously announced that it would delay the filing of its annual report on Form
10-K for fiscal 2006 due to the discovery of certain accounting errors and has since broadened its
accounting review to include certain other accounting matters based on comments received by
the Company from the SEC and Ontario Securities Commission. The Company is currently working
diligently and devoting necessary resources to complete the report and filing as soon as
practicable.
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.
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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 the outcome of the
accounting review and related matters discussed in this press release, 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, the extent and impact of the restatement of our financial statements, the
outcome of the appeal of the NASDAQ Staff Determination letter 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 for the year ended December
31, 2005.
For additional information please contact:
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Media:
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Business Media:
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Investors: |
IMAX Corporation, New York
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Sloane & Company, New York
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Integrated Corporate Relations |
Sarah Gormley
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Whit Clay
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Amanda Mullin |
212-821-0155
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212-446-1864
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203-682-8243 |
sgormley@imax.com
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wclay@sloanepr.com
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Amanda.Mullin@icrinc.com |
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