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
November 9, 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):
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 November 9, 2007, IMAX Corporation (the Company) issued a press release announcing the
Companys financial and operating results for the quarter ended September 30, 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
(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 November 9, 2007 |
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: |
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November 9, 2007 |
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By: |
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Richard L. Gelfond |
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Name: |
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Richard L. Gelfond |
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Title: |
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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 CORPORATION REPORTS THIRD QUARTER 2007 FINANCIAL RESULTS
HIGHLIGHTS
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Company prepares for launch of digital projection system in second
quarter of fiscal 2008, and believes the digital rollout will mark the
beginning of the end of its financial transition period. |
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Company announces 18 signings in the third quarter, including ten for
digital theaters, equal to the number signed in the first half of
fiscal 2007. |
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Company eagerly anticipates remaining 2007 films, including Beowulf:
An IMAX 3D Experience and I Am Legend: The IMAX Experience, and
remains enthusiastic about its strong 2008 film slate to date. |
TORONTO November 9, 2007 IMAX Corporation (NASDAQ: IMAX; TSX: IMX) today reported that it
recorded a net loss per diluted share from continuing operations of ($0.19) for the third quarter
of fiscal 2007, compared to a restated net loss from continuing operations of ($0.12) per diluted
share for the third quarter of fiscal 2006. The Company signed agreements for 18
IMAXÒ theatre systems in the third quarter of fiscal 2007, compared to five in the
third quarter of last year. At the end of the third quarter, the Companys cash and short term
investments position was $18.2 million, or nearly flat when compared to the cash position at the
end of the second quarter of fiscal 2007.
IMAX Co-Chief Executive Officers Richard L. Gelfond and Bradley J. Wechsler stated, We are excited
to be on the threshold of launching our digital projection system late in the second quarter of
2008, ahead of schedule. Although we have experienced both disappointments and successes over the
course of the past decade in bringing IMAX digital to the cusp of reality, the Company is now
poised to benefit from the transition from a film-based system to a digital format. We believe our
system will embody the IMAX® brand and experience and that this transition will have a very
positive impact on the Companys growth and on our financial performance over the long term.
Messrs. Gelfond and Wechsler continued, We were pleased to announce last month that we moved up
our anticipated digital launch date. We believe this helped remove uncertainty about our ability
to deliver the system, and contributed to our strong signings this past quarter. Many exhibitors
have seen and responded positively to our digital projection prototype, and we believe the level of
interest in an IMAX digital system remains strong.
On the film side, the Company reported that the third quarter was positively impacted by Warner
Bros. Pictures Harry Potter and the Order of the Phoenix: An IMAX 3D Experience, which opened July
11 and grossed approximately $37.8 million on 142 IMAX screens. Spurred by the growth of the IMAX
brand and network, as well as the appeal of converting the last 20 minutes of the film into IMAX®
3D, the films record-breaking IMAX DMR® performance far surpassed two preceding Harry Potter films
released to IMAX theatres, including Harry Potter and the Goblet of Fire: The IMAX Experience,
which grossed more
1
than $20 million on 109 screens, and Harry Potter and the Prisoner of Azkaban: The IMAX Experience,
which grossed $14 million on 90 screens.
We are extremely happy with film performance in the third quarter, and indeed throughout 2007,
stated Messrs. Gelfond and Wechsler. The strength of the slate is clearly reflected in our DMR
revenues, which increased 84% in the third quarter of fiscal 2007 compared to the fiscal third
quarter of last year, and 71% in the first nine months of 2007 compared to the same period last
year. We believe that the recent slowdown in installs as well as our inability to recognize
revenues due to digital upgrades, both of which are related to our digital transition, have made it
difficult to see the growth in recurring revenues.
The Company will release Beowulf: An IMAX 3D Experience on November 16. Robert Zemekis, the
filmmaker behind The Polar Express, once again brings his visually stunning, next-generation CGI
technology to this timeless story inspired by the ninth-century English epic poem. Beowulf will be
followed by the release of I Am Legend: The IMAX Experience on December 14. The film is an
action-packed adaptation of a science fiction novel by Richard Matheson that stars Will Smith in a
race against time to reverse the effects of a deadly virus.
Looking ahead to the 2008 film slate, the Company recently announced that it was partnering with
Paramount Pictures to release The Spiderwick Chronicles: The IMAX Experience on February 15. This
fantasy adventure is based on the best-selling series of books, and marks the fourth film agreement
between IMAX and Paramount in the past five months. The Company also announced it has set April 4
as the new release date for the IMAX DMR version of the Rolling Stones concert film Shine A Light,
which is directed by Academy Award®-winning filmmaker Martin Scorsese. The next instalment in the
Batman series, The Dark Knight: An IMAX Experience, will follow in July.
Messrs. Gelfond and Wechsler commented, Our film slate for 2008 is shaping up nicely, and we are
pleased to have already announced four films. We have identified and are actively negotiating for
the remaining slots of the year, and are excited about these prospective films.
In 2007 to date, IMAX has signed joint revenue sharing agreements for 10 theatres, including a
total of seven joint revenue sharing agreements with Regal Cinemas and a three-theatre deal with
Muvico Theaters.
We are very happy with the performances of the nine joint ventures we have opened to date, and
believe interest in JVs continues to be stimulated by our digital initiative and strong film slate.
We believe that the transition to digital not only positively impacts the Company by driving
interest in JVs and the growth of the network, but benefits the business in several other ways.
Most importantly, it should ultimately result in a business model with strong recurring revenues.
We believe that the beginning of our digital rollout represents the beginning of the end of our
transitional financial period, and that the underlying growth drivers that will generate improved
financial performance in a digital environment are all showing solid momentum. We look forward to
reporting on our continued progress, concluded Messrs. Gelfond and Wechsler.
For the three months ended September 30, 2007, the Companys total revenues were $29.8 million, as
compared to $31.0 million reported for the prior year period. Systems revenue was $14.9 million
versus $17.6 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 third quarter of 2007, compared
to seven in 2006, and installed one system under a joint revenue sharing arrangement.
For the third quarter of 2007, film revenues were $9.5 million, as compared to $7.7 million in the
third quarter of 2006. This included IMAX DMR revenues of $6.2 million compared to $3.4 million in
2006. Film dollar margin was $1.8 million for the quarter, as compared to $1.4 million in the third
quarter of 2006. Theatre operations revenue was $4.4 million in the third quarter of 2007 compared
to $4.7 million in the third quarter of 2006.
2
Selling, general and administrative expenses were $10.3 million in the third quarter, up from $9.8
million a year ago. Research and development costs increased to $1.6 as compared to $0.9 million
in 2006, largely related to investments in digital technology.
The Company will host a conference call on Friday, November 9, 2007 at 8:30 AM ET. To access the
call, interested parties should call (866) 904-6909 approximately 10 minutes before it begins.
International callers should dial (416) 915-8331. A recording of the call will be available by
dialing (647) 436-0148. The code for both the live call and the replay is 6170432. The Company
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 September 30, 2007, there were 296 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 financial
reporting and 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, as well as the Companys Quarterly Reports on Form 10-Q/A.
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 |
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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Nine months ended |
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September 30, |
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September 30, |
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2007 |
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2006 |
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2007 |
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2006 |
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As restated |
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As restated |
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Revenues |
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Equipment and product sales |
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$ |
7,871 |
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$ |
11,785 |
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$ |
21,727 |
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$ |
34,881 |
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Services |
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17,972 |
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16,331 |
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51,969 |
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49,528 |
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Rentals |
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2,003 |
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1,615 |
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4,960 |
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4,079 |
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Finance income |
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1,208 |
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1,252 |
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3,576 |
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3,991 |
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Other |
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750 |
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2,289 |
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29,804 |
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30,983 |
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84,521 |
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92,479 |
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Cost of goods sold, services and rentals |
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Equipment and product sales |
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5,356 |
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5,755 |
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13,113 |
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18,871 |
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Services |
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14,131 |
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12,532 |
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36,120 |
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36,277 |
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Rentals |
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613 |
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464 |
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1,904 |
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1,414 |
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Other |
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31 |
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50 |
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20,131 |
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18,751 |
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51,187 |
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56,562 |
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Gross margin |
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9,673 |
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12,232 |
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33,334 |
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35,917 |
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Selling, general and administrative expenses |
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10,255 |
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9,845 |
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31,725 |
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29,910 |
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Research and development |
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1,563 |
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878 |
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4,180 |
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2,457 |
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Amortization of intangibles |
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129 |
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132 |
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406 |
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456 |
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Receivable provisions net of (recoveries) |
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718 |
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359 |
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693 |
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250 |
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Earnings (loss) from operations |
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(2,992 |
) |
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1,018 |
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(3,670 |
) |
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2,844 |
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Interest income |
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194 |
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227 |
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647 |
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760 |
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Interest expense |
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(4,341 |
) |
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(4,181 |
) |
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(12,965 |
) |
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(12,580 |
) |
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Loss from continuing operations before income taxes |
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(7,139 |
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(2,936 |
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(15,988 |
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(8,976 |
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Provision for income taxes |
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(383 |
) |
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(1,784 |
) |
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(810 |
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(90 |
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Loss from continuing operations |
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(7,522 |
) |
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(4,720 |
) |
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(16,798 |
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(9,066 |
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Net earnings (loss) from discontinued operations |
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(875 |
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1,425 |
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Net loss |
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$ |
(7,522 |
) |
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$ |
(5,595 |
) |
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$ |
(16,798 |
) |
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$ |
(7,641 |
) |
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Loss per share |
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Earnings (loss) per share basic & diluted: |
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Net loss from continuing operations |
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$ |
(0.19 |
) |
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$ |
(0.12 |
) |
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$ |
(0.42 |
) |
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$ |
(0.23 |
) |
Net earnings from discontinued operations |
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$ |
|
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$ |
(0.02 |
) |
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$ |
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$ |
0.04 |
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Net loss |
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$ |
(0.19 |
) |
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$ |
(0.14 |
) |
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$ |
(0.42 |
) |
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$ |
(0.19 |
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Weighted average number of shares outstanding (000s): |
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Basic |
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40,310 |
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40,286 |
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40,294 |
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40,265 |
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Diluted |
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40,310 |
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42,286 |
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40,294 |
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|
40,265 |
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Additional disclosure: |
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Depreciation and amortization 1 |
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$ |
6,540 |
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$ |
5,229 |
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$ |
12,794 |
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$ |
12,867 |
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(1) |
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Includes $0.3 million and $0.9 million in amortization of deferred financing costs
charged to interest expense for the three and nine months ended September 30, 2007
(2006 $0.3 million, $0.9 million) |
4
IMAX CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
In accordance with United States Generally Accepted Accounting Principles
(in thousands of U.S. dollars)
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September 30, |
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|
|
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|
|
2007 |
|
|
December 31, |
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(unaudited) |
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2006 |
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As restated |
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Assets |
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Cash and cash equivalents |
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$ |
15,981 |
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$ |
25,123 |
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Short-term investments |
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|
2,192 |
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|
2,115 |
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Accounts receivable, net of allowance for
doubtful accounts of $3,747 (2006 - $3,253) |
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|
22,511 |
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|
|
26,017 |
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Financing receivables |
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|
62,214 |
|
|
|
65,878 |
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Inventories |
|
|
27,106 |
|
|
|
26,913 |
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Prepaid expenses |
|
|
3,116 |
|
|
|
3,432 |
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Film assets |
|
|
1,832 |
|
|
|
1,235 |
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Property, plant and equipment |
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|
24,000 |
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|
|
24,639 |
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Other assets |
|
|
12,230 |
|
|
|
10,365 |
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Goodwill |
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|
39,027 |
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|
39,027 |
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Other intangible assets |
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|
2,491 |
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|
|
2,547 |
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Total assets |
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$ |
212,700 |
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$ |
227,291 |
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Liabilities |
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Accounts payable |
|
$ |
8,781 |
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$ |
11,426 |
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Accrued liabilities |
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|
62,247 |
|
|
|
58,294 |
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Deferred revenue |
|
|
58,482 |
|
|
|
55,803 |
|
Senior Notes due 2010 |
|
|
160,000 |
|
|
|
160,000 |
|
|
|
|
|
|
|
|
Total liabilities |
|
|
289,510 |
|
|
|
285,523 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders equity (deficit) |
|
|
|
|
|
|
|
|
Capital stock common shares no par value. Authorized
unlimited number. Issued and outstanding 40,309,741
(2006 - 40,285,574) |
|
|
122,172 |
|
|
|
122,024 |
|
Other equity |
|
|
3,611 |
|
|
|
2,937 |
|
Deficit |
|
|
(203,265 |
) |
|
|
(184,375 |
) |
Accumulated other comprehensive income |
|
|
672 |
|
|
|
1,182 |
|
|
|
|
|
|
|
|
Total shareholders deficit |
|
|
(76,810 |
) |
|
|
(58,232 |
) |
|
|
|
|
|
|
|
Total liabilities and shareholders equity (deficit) |
|
$ |
212,700 |
|
|
$ |
227,291 |
|
|
|
|
|
|
|
|
5