================================================================================ 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 9, 2005 Date of report (Date of earliest event reported) IMAX CORPORATION (Exact Name of Registrant as Specified in Its Charter) CANADA 0-24216 98-0140269 (State or Other Jurisdiction (Commission (I.R.S. Employer of Incorporation) File Number) Identification Number) 2525 SPEAKMAN DRIVE, MISSISSAUGA, ONTARIO, CANADA, L5K 1B1 (Address of Principal Executive Offices) (Postal Code) (905) 403-6500 (Registrant's 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): [ ] Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communication pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communication pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ================================================================================ Page 1
ITEM 2.02 RESULTS OF OPERATIONS AND FINANCIAL CONDITION On March 9, 2006, IMAX Corporation (the "Company") issued a press release announcing the Company's financial and operating results for the year ended December 31, 2005, 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 8.01 OTHER On March 9, 2006, IMAX Corporation (the "Company") issued a press release announcing that its Board of Directors has decided to begin a process to explore strategic alternatives to enhance shareholder value, including, but not limited to, the sale or merger of the business with another entity offering strategic opportunities for growth, a copy of which is attached as Exhibit 99.2. ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS (c) EXHIBITS
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. IMAX CORPORATION (Registrant) Date: March 9, 2006 By: "Richard L. Gelfond" --------------------- ---------------------------------------- Name: Richard L. Gelfond Title: Co-Chairman and Co-Chief Executive Officer Page 3
IMAX CORPORATION Exhibit 99.1 [IMAX LOGO] 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 2005 FINANCIAL RESULTS HIGHLIGHTS - - Company exceeds guidance and expectations for 2005, reporting net earnings of $0.40 per share, versus guidance of $0.35-$0.38 per share. - - Company signs contracts for eight IMAX(R) theatre systems in the fourth quarter, bringing the total for the year to 45, at the high end of its guidance of 40-45. - - Company completes record number of theatre installations in the fourth quarter with 14, and a total of 34 theatre installations for the full year. - - Company and Sony Pictures Entertainment agree to simultaneous release of Open Season in IMAX(R) 3D in September. Film is the sixth IMAX DMR(R) title and fourth new IMAX 3D film for 2006; Company 2006 film slate is the strongest ever. - - Company's Board of Directors announces intention to explore strategic alternatives, including the possible sale or merger of the business, to expand scale, accelerate growth and enhance shareholder value. TORONTO -- March 9, 2006 -- IMAX Corporation (NASDAQ: IMAX; TSX: IMX) today reported net earnings of $0.40 per diluted share for the year ended December 31, 2005. This compares to net earnings of $0.26 per diluted share reported for the year ended December 31, 2004, an increase of 62%. For the three months ended December 31, 2005, the Company reported net earnings of $0.29 per diluted share, compared to net earnings of $0.19 per diluted share reported for the three months ended December 31, 2004, an increase of 54%. Page 4
"Our 2005 results clearly reflect that IMAX's commercial strategy is working and that the momentum in our business is continuing to grow," said IMAX Co-Chief Executive Officers Richard L. Gelfond and Bradley J. Wechsler. "We set aggressive goals for the year, and we believe our performance in 2005 demonstrates the increasing acceptance of IMAX as a commercial destination for mainstream entertainment. We believe our steadily improving financial performance shows that our strategy and The IMAX Experience(R) have been embraced by consumers, major studios and leading film exhibitors around the world." Separately, the Company announced its Board of Directors has decided to begin a process to explore strategic alternatives to enhance shareholder value, including, but not limited to, the sale or merger of the business. The Company has retained Allen & Company and UBS Investment Bank as financial advisors in this process. "We believe we are exceptionally well-positioned to take the next step forward in our evolution as a brand and as a company. We believe we can accelerate our growth and realize the full potential of IMAX more quickly and effectively with a strategic partner or acquirer," stated Messrs. Gelfond and Wechsler. During the fourth quarter, the Company signed agreements for eight IMAX(R) theatre systems, bringing total signings for the year to 45 theatre systems, including one subject to a condition. By comparison, the Company signed deals for 36 theatre systems in 2004, and 25 in 2003. Five of the fourth quarter's signings were for IMAX MPX(R) theatre systems, bringing the total number of MPX deals to 31 in 2005, up from 22 in 2004. The Company installed a record 14 theatre systems in the fourth quarter. The Company's strong holiday film season reflected audiences' appetite for The IMAX Experience as demonstrated by the box office performance of Warner Bros. Pictures' Harry Potter and the Goblet of Fire: The IMAX Experience and the re-release of Warner Bros. Pictures' The Polar Express: An IMAX 3D Experience. Harry Potter and the Goblet of Fire: The IMAX Experience has grossed nearly $20 million to date, which represents a 43% increase from the preceding film in the series, Harry Potter and the Prisoner of Azkaban: The IMAX Experience, which recorded $14 million at the box office. The Polar Express: An IMAX 3D Experience grossed approximately $15 million in its second release, which came concurrently with the film's DVD release. To date, The Polar Express has grossed more than $60 million worldwide, making it the first IMAX DMR(R) film to reach this milestone. "The overwhelming success of The Polar Express -- especially in its second season -- further validates the IMAX theatre network as a valuable distribution platform," continued Messrs. Gelfond and Wechsler. "We believe the 2005 box office success is a testament to the compelling experience we offers moviegoers, and we are enthusiastic about the opportunities we see for continued growth in 2006." Yesterday, the Company announced that Sony Pictures Animation's Open Season: An IMAX 3D Experience will be released in September, marking the third Hollywood title slated for presentation in IMAX(R) 3D this year. The addition of this film enhances IMAX's 2006 film slate, the Company's strongest ever, with seven new films now confirmed for the year. In addition to Open Season, the slate consists of six titles from Warner Bros. Pictures. The studio's lineup includes five IMAX DMR releases and one original IMAX 3D production, Deep Sea 3D, which opened to positive reviews and strong box office returns on March 3. IMAX DMR titles include: V for Vendetta, an action-adventure movie from the creators of The Matrix trilogy, which opens next Friday, March 17; Poseidon, an action-filled remake of the 1972 disaster classic, which opens May 12; and the highly-anticipated Superman Returns, which opens June 30 and is expected to be one of the biggest event films of 2006; The Ant Bully: An IMAX 3D Experience, a CGI animated film based on the beloved children's book of the same name opens August 4; and Happy Feet: An IMAX 3D Experience, a CGI animated musical-comedy about a special Emperor penguin that is destined to be one of the great family films of the year and opens November 17. Page 5
"The caliber and flow of content we are providing exhibitors is unlike any in the Company's history, and we're already in discussions with several studios about the 2007 film slate. Our ability to attract studios and deliver outstanding films to the IMAX theatre network will continue to help drive IMAX's success," concluded Messrs. Gelfond and Wechsler. For the year ended December 31, 2005, the Company's total revenues were $144.9 million, as compared to $136.0 million reported for the prior year. Systems revenue was $97.8. million versus $86.6 million in the prior year. The Company recognized revenue on 38 theatre systems which qualified as either sales or sales-type leases in the fiscal 2005, versus 22 in 2004. For fiscal 2005, film revenues were $26.5 million, as compared to $27.9 million in fiscal 2004. This included IMAX DMR revenues of $8.8 million, an increase of 18% from 2004. Theatre operations revenue increased marginally to $17.5 million in the 2005 from $17.4 million in 2004. Other revenue was $3.2 million in fiscal 2005, compared to $4.1 million in fiscal 2004. The Company increased its cash and short term investments position to $32.5 million as of December 31, 2005, compared to $29.0 million as of December 31, 2004. For the three months ended December 31, 2005, the Company's total revenues were $49.3 million, as compared to $47.5 million reported for the prior year period. Systems revenue was $35.1 million versus $28.8 million in the prior year period. The Company recognized revenue on 18 theatre systems which qualified as either sales or sales-type leases in the fourth quarter of 2005, compared to nine in 2004. For the fourth quarter of 2005, film revenues were $8.2 million, as compared to $10.7 million in the fourth quarter of 2004. This included IMAX DMR revenues of $3.0 million. Theatre operations revenue decreased to $5.2 million in the fourth quarter of 2005 from $6.2 million in the fourth quarter of 2004. Other revenue was $0.9 million in the fourth quarter of 2005 compared to $1.8 million in the fourth quarter of 2004. The Company will host a conference call to discuss these results at 8:30 AM ET. To access the call interested parties should call (719) 457-2653 approximately 10 minutes before it begins. A recording of the call will be available by dialing (719) 457-0820. The code for both calls is 5818214. ABOUT IMAX CORPORATION Founded in 1967, IMAX Corporation is one of the world's leading entertainment technology companies and the newest distribution window for Hollywood films. IMAX delivers the world's best cinematic presentations using proprietary IMAX, IMAX 3D, and IMAX DMR technology. IMAX DMR (Digital Re-mastering) makes it possible for virtually any 35mm film to be transformed into the unparalleled image and sound quality of The IMAX Experience. The IMAX brand is recognized throughout the world for extraordinary and immersive entertainment experiences. As of December 31, 2005, there were 266 IMAX theatres operating in 38 countries. IMAX(R), IMAX(R) 3D, IMAX DMR(R), IMAX(R) MPX(R), and The IMAX Experience(R) are trademarks of IMAX Corporation. More information on the Company can be found at www.imax.com. This press release contains forward looking statements that are based on management's 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 timing of theatre system deliveries, the mix of theatre systems shipped, the timing of the recognition of revenues and expenses on film production and distribution agreements, the performance of films, the viability of new businesses and products, and fluctuations in foreign currency and in the large format and general commercial exhibition market. These factors and other risks and uncertainties are discussed in the Company's Annual Report on Form 10-K for the year ended December 31, 2004 and in the subsequent reports filed by the Company with the Securities and Exchange Commission including the Company's 10-K for the year ended December 31, 2005, scheduled to be filed on March 9, 2006. ### Page 6
For additional information please contact: MEDIA: INVESTORS: IMAX CORPORATION, New York Integrated Corporate Relations Sarah Gormley Amanda Mullin 212-821-0155 203-682-8243 sgormley@imax.com ENTERTAINMENT MEDIA: BUSINESS MEDIA: Newman & Company, Los Angeles Sloane & Company, New York Al Newman Elliot Sloane 310-278-1560 212-446-1860 asn@newman-co.com esloane@sloanepr.com Page 7
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)
IMAX CORPORATION CONSOLIDATED BALANCE SHEETS IN ACCORDANCE WITH UNITED STATES GENERALLY ACCEPTED ACCOUNTING PRINCIPLES (In thousands of U.S. dollars) (UNAUDITED)
IMAX CORPORATION Exhibit 99.2 [IMAX LOGO] IMAX CORPORATION 2525 Speakman Drive Mississauga, Ontario, Canada L5K 1B1 Tel: (905) 403-6500 Fax: (905) 403-6450 www.imax.com IMAX TO EXPLORE STRATEGIC ALTERNATIVES TORONTO - March 9, 2006 - IMAX Corporation today announced that its Board of Directors has decided to begin a process to explore strategic alternatives to enhance shareholder value, including, but not limited to, the sale or merger of the business with another entity offering strategic opportunities for growth. The company has retained Allen & Company and UBS Investment Bank as financial advisors in this process. "In order to fully realize the growth potential inherent in both the IMAX(R) brand and the business we have built to date, we are evaluating strategic alternatives in order to expand our scale and maximize value for our shareholders. We have recently received several unsolicited inquiries, and believe this preliminary interest shows that there is awareness of the strength and attractive qualities of our business. We think this interest, coupled with our solid fiscal 2005 results and compelling growth opportunities, makes this an ideal time to explore our options," said IMAX Co-Chairmen and Co-Chief Executive Officers Richard L. Gelfond and Bradley J. Wechsler. In making the announcement, IMAX stated that there can be no assurance that the exploration of strategic alternatives will result in a transaction. The Company does not currently intend to disclose developments with respect to the exploration of strategic alternatives unless and until its Board of Directors has approved a specific transaction. ABOUT IMAX CORPORATION Founded in 1967, IMAX Corporation is one of the world's leading entertainment technology companies and the newest distribution window for Hollywood films. IMAX delivers the world's best cinematic presentations using proprietary IMAX, IMAX(R) 3D, and IMAX DMR(R) technology. IMAX DMR (Digital Re-mastering) makes it possible for virtually any 35mm film to be transformed into the unparalleled image and sound quality of The IMAX Experience(R). The IMAX brand is recognized throughout the world for extraordinary and immersive entertainment experiences. As of December 31, 2005, there were 266 IMAX theatres operating in 38 countries. IMAX(R), IMAX(R) 3D, IMAX DMR(R), IMAX(R) MPX(R), and The IMAX Experience(R) are trademarks of IMAX Corporation. More information on the Company can be found at www.imax.com. Page 10
This press release contains forward looking statements that are based on management's 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 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, fluctuations in foreign currency and conditions, changes and other developments in the large format and general commercial exhibition markets and broader entertainment industry. These factors and other risks and uncertainties are discussed in the Company's Annual Report on Form 10-K for the year ended December 31, 2004 and in the subsequent reports filed by the Company with the Securities and Exchange Commission including the Company's 10-K for the year ended December 31, 2005, scheduled to be filed on March 9, 2006. ### For additional information please contact: MEDIA: INVESTORS: IMAX CORPORATION, New York Integrated Corporate Relations Sarah Gormley Amanda Mullin 212-821-0155 203-682-8243 sgormley@imax.com ENTERTAINMENT MEDIA: BUSINESS MEDIA: Newman & Company, Los Angeles Sloane & Company, New York Al Newman Whit Clay 310-278-1560 212-446-1864 asn@newman-co.com wclay@sloanepr.com Page 11