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 8, 2006
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 of Incorporation)
  (Commission File Number)   (I.R.S. Employer 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):
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))
 
 

Page 1


 

Special Note Regarding Forward-Looking Information
     This current report including the exhibits attached hereto may contain “forward-looking statements” including, but not limited to, references to future capital expenditures, business and technology strategies and measures to implement strategies, competitive strengths, goals, expansion and growth of business and operations, plans and references to the future success of the Company and expectations regarding the Company’s future operating results. These forward-looking statements are based on certain assumptions and analyses made by the Company in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors it believes are appropriate in the circumstances. However, actual results and developments are subject to a number of risks and uncertainties, including, but not limited to, general economic, market or business conditions; the opportunities (or lack thereof) that may be presented to and pursued by the Company; competitive actions by other companies; conditions in the in-home and out-of-home entertainment industries; changes in laws or regulations; conditions and developments in the commercial exhibition industry; the acceptance of the Company’s new technologies; risks associated with investments and operations in foreign jurisdictions and any future international expansion, including those related to economic, political and regulatory policies of local governments and laws and policies of the United States and Canada; the potential impact of increased competition in the markets the Company operates within; and other factors, many of which are beyond the control of the Company. All of the forward-looking statements made in this current report are qualified by these cautionary statements, and actual results or anticipated developments by the Company may not be realized, and even if substantially realized, may not have the expected consequences to, or effects on, the Company. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise. These and other risk factors are discussed in the Company’s Annual Report on Form 10-K for the year ended December 31, 2005, and in the subsequent reports filed by the Company with the Securities and Exchange Commission.
Item 2.02   Results of Operations and Financial Condition
     On November 8, 2006, IMAX Corporation (the “Company”) issued a press release announcing the Company’s financial and operating results for the quarter ended September 30, 2006, a copy of which is attached as Exhibit 99.1.
Item 7.01   Regulation FD Disclosure
     Pursuant to Regulation FD, information is being attached as exhibits to this Current Report with respect to a presentation to be made by Richard L. Gelfond and Bradley J. Wechsler, the Company’s Co-Chief Executive Officers on the Q3 2006 IMAX Corporation Earnings Conference Call and Live Webcast, on November 9, 2006. This presentation will include an overview of the Company’s transition to a digital IMAX system and the acceleration of the Company’s joint venture investment strategy. The slides that will be presented during the Webcast are attached as Exhibit 99.2. The slides can also be viewed, until December 9, 2006, on www.imax.com by clicking on ‘Company Info’ and then ‘Investor Relations’.
     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.

Page 2


 

Item 9.01   Financial Statements and Exhibits
(c)   Exhibits
     
Exhibit No.   Description
99.1
  Press Release, dated November 8, 2006
 
   
99.2
  Investor Presentation regarding Transition to Digital/Joint Ventures, dated November 9, 2006

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.
         
   
IMAX Corporation
(Registrant)
 
 
 
Date:       November 9, 2006                           By:   "Richard L. Gelfond"    
    Name:   Richard L. Gelfond   
    Title:   Co-Chairman and
Co-Chief Executive Officer 
 
 

Page 4

exv99w1
 

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
2525 Speakman Drive
Mississauga, Ontario, Canada L5K 1B1
Tel: (905) 403-6500 Fax: (905) 403-6450
www.imax.com
IMAX CORPORATION REPORTS THIRD QUARTER FINANCIAL RESULTS
— Pursuing Key Initiatives
Designed to Grow Business and Shareholder Value over Long Term —
TORONTO — November 8, 2006 — IMAX Corporation (NASDAQ: IMAX; TSX: IMX) today reported that primarily because it did not install any theatre systems in the third quarter ended September 30, 2006, it incurred a net loss of $0.30 per diluted share for the three month period. The Company emphasized, however, that it has during the recently completed quarter signed five theatre deals, bringing the year-to-date total to 25, including four of which remain subject to conditions. For the 2005 third quarter, the Company had net earnings of $0.05 per diluted share.
IMAX Co-Chief Executive Officers Richard L. Gelfond and Bradley J. Wechsler emphasized, “While the third quarter results are disappointing, we are making progress with what we are confident are the appropriate strategic initiatives to grow the business profitably and build shareholder value over the long term. Specifically, we have begun the important transition to a digital IMAX system and are accelerating our joint venture investment strategy, the objectives both being to help substantially expand the worldwide IMAX network and achieve attractive economics for the Company.”

1


 

In addition to the slipping of installations, the Company’s 2006 third quarter performance was affected by the disappointing box office performance of Ant Bully, and higher than anticipated SG&A due to increased legal expenses and costs related to the Company’s previously reported process of exploring strategic alternatives.
Messrs. Gelfond and Wechsler stated, “We strongly view the introduction of a digital IMAX system in 2008 as being potentially very beneficial to the Company. Although we face challenges in managing the transition to digital, we expect it to enable us to virtually eliminate IMAX print costs and allow operators and studios enhanced flexibility in their programming options. Moreover, by accelerating the Company’s involvement in box office sharing arrangements with exhibitors in which we contribute the projection systems (“joint ventures”), IMAX should be in a position to generate greater recurring revenues. Through a greater emphasis on joint ventures, the Company should realize benefits from deployment of capital, the expansion of its network, and in the incremental revenues and profitability that IMAX drives both for studios and the exhibitors.”
For the three months ended September 30, 2006, the Company’s total revenues were $20.7 million. Systems revenue was $7.3 million, as the Company recognized revenue on the sale of one theatre system in the third quarter of 2006. For the same 2005 period, IMAX had total revenues of $33.4 million and systems revenue of $20.2 million, as the Company recognized revenue on six theatre systems which qualified as either sales or sales-type leases in the prior year period. There were no revenues associated with consensual buyouts, terminations by default and MPX conversion agreements in the third quarter of 2006. This compares to $2.4 million in such settlement revenues in the third quarter of fiscal 2005.
For the third quarter of 2006, film revenues were $7.7 million, including IMAX DMR revenues of $3.4 million, theatre operations revenue was $4.7 million and other revenue was $1.0 million. For the 2005 third quarter, film revenues were $8.0 million, including IMAX DMR revenues of $3.0 million, theatre operations revenue was $4.3 million and other revenue was $0.8 million.
The Company ended the third quarter of fiscal 2006 with $26.2 million in cash, cash equivalents and short term investments.
The Company stated that it expects to install between five and eight theatre systems during the fourth quarter of fiscal 2006. This expectation reflects the impact of an unusually high number of installation slippages. Six systems currently in backlog were originally expected to be installed in the fourth quarter of fiscal 2006 but are now likely to be installed in fiscal 2007 instead. At the present time the Company has 24 systems in backlog scheduled for installation in 2007 and an additional eight systems that could be installed as early as December of that year. The Company went on to caution that slippages remain a recurring and unpredictable part of its business.
“Our clients are currently being impacted by slower than expected theatre construction and permit approval process delays. Unfortunately slippages remain a very unpredictable component of our business, but we note that as these installations ultimately occur they should benefit our 2007 results,” stated Messrs. Gelfond and Wechsler.
Separately, the Company provided an update regarding its exploration of strategic alternatives, including the possible sale or merger of the company. While the Company did not find a buyer willing to acquire IMAX at terms initially sought by the Board of Directors, the Special Committee of the Board has since authorized the investment banks Allen & Company and UBS to explore interest existing at a lower valuation than originally sought. As part of this ongoing process, the Company remains committed to exploring additional interest as appropriate.

2


 

On the film side, Superman Returns: An IMAX 3D Experience has grossed approximately $30.8 million to date. The Ant Bully: An IMAX 3D Experience, which opened in late July, grossed $7.1 million. The Company released Open Season: An IMAX 3D Experience on September 29, which so far has grossed $7.8 million.
The remainder of IMAX’s 2006 film slate includes Happy Feet: The IMAX Experience, a CGI animated musical-comedy to be released on November 17th, and Twentieth Century Fox’s Night at the Museum: The IMAX Experience, an adventure comedy starring Ben Stiller and Robin Williams, which premieres December 22nd. The Company’s 2007 film slate includes Spider-Man 3: The IMAX Experience scheduled for release in May, and Harry Potter and the Order of the Phoenix: The IMAX Experience, which will be released in July.
“To date, 16 Hollywood titles have been digitally re-mastered with DMR technology and released to IMAX® theatres, and we are optimistic about the strong prospects of the films scheduled for the remainder of the year as well as our 2007 film slate. In 2006 we have partnered with three major studios, and we look forward to continuing to expand our studio relationships in 2007 and beyond. IMAX’s significance to the Hollywood release platform continues to increase, and we think that our ability to deliver a unique out-of-home entertainment experience via the expanding network of IMAX theatres remains a key component of our future growth,” concluded Messrs. Gelfond and Wechsler.
The Company stated that it is still responding to informal inquiries from the U.S. Securities and Exchange Commission and the Ontario Securities Commission regarding the Company’s timing of revenue recognition, including its application of multiple element arrangement accounting in its revenue recognition for theatre systems. The Company continues to cooperate in this inquiry. The Company believes its application of this accounting policy is, and has historically been, in accordance with GAAP, and the Company’s position continues to be supported by its auditors, PricewaterhouseCoopers LLP.
The Company will host a conference call on Thursday, November 9, 2006 at 8:00 AM ET. To access the call interested parties should call (719) 457-2692 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 2262074. The Company 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.’
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 September 30, 2006, there were 280 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 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 installations, 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, including the transition to digital systems, 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, 2005 and in the subsequent reports filed by the Company with the Securities and Exchange Commission including the Company’s Quarterly Report on Form 10-Q for the quarter ended September 30, 2006, scheduled to be filed on November 9, 2006.

3


 

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

4


 

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)
                                 
    Three months ended     Nine months ended  
    September 30,     September 30,  
    2006     2005     2006     2005  
Revenue
                               
IMAX systems
  $ 7,319     $ 20,236     $ 40,669     $ 62,657  
Films
    7,671       8,047       26,363       18,295  
Theater operations
    4,726       4,311       12,434       12,325  
Other
    1,010       780       3,076       2,343  
 
                       
 
    20,726       33,374       82,542       95,620  
Costs of goods and services
    14,537       17,600       52,468       47,832  
 
                       
Gross margin
    6,189       15,774       30,074       47,788  
 
                               
Selling, general and administrative expenses
    9,998       8,966       29,954       29,021  
Research and development
    878       890       2,457       2,429  
Amortization of intangibles
    132       164       456       481  
Receivable provisions, net of (recoveries)
    359       (310 )     250       (468 )
 
                       
Earnings (loss) from operations
    (5,178 )     6,064       (3,043 )     16,325  
 
                               
Interest income
    227       243       760       741  
Interest expense
    (4,379 )     (4,185 )     (12,784 )     (12,584 )
 
                       
Net earnings (loss) from continuing operations before income taxes
    (9,330 )     2,122       (15,067 )     4,482  
Provision for income taxes
    (1,784 )     (202 )     (634 )     (681 )
 
                       
Net earnings (loss) from continuing operations
    (11,114 )     1,920       (15,701 )     3,801  
Net earnings (loss) from discontinued operations
    (875 )     360       1,425       786  
 
                       
Net earnings (loss)
  $ (11,989 )   $ 2,280     $ (14,276 )   $ 4,587  
 
                       
 
                               
Earnings (loss) per share:
                               
Earnings (loss) per share — basic:
                               
Net earnings (loss) from continuing operations
  $ (0.28 )   $ 0.05     $ (0.39 )   $ 0.10  
Net earnings (loss) from discontinued operations
  $ (0.02 )   $ 0.01     $ 0.04     $ 0.02  
 
                       
Net earnings (loss)
  $ (0.30 )   $ 0.06     $ (0.35 )   $ 0.12  
 
                       
 
                               
Earnings (loss) per share — diluted:
                               
Net earnings (loss) from continuing operations
  $ (0.28 )   $ 0.04     $ (0.39 )   $ 0.09  
Net earnings (loss) from discontinued operations
  $ (0.02 )   $ 0.01     $ 0.04     $ 0.02  
 
                       
Net earnings (loss)
  $ (0.30 )   $ 0.05     $ (0.35 )   $ 0.11  
 
                       
 
                               
Weighted average number of shares outstanding (000’s):
                               
 
                               
Basic
    40,286       40,025       40,265       39,800  
 
                               
Diluted
    40,286       42,218       40,265       42,026  
 
                               
Additional disclosure:
                               
Depreciation and amortization 1
    5,127       4,241       13,888       11,490  
 
(1)   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, 2006 (2005 — $0.3 million, $0.9 million)

5


 

CONDENSED CONSOLIDATED BALANCE SHEETS
In accordance with United States Generally Accepted Accounting Principles
(in thousands of U.S. dollars)
                 
    September 30,     December 31,  
    2006     2005  
    (unaudited)          
 
               
Assets
               
Cash and cash equivalents
  $ 22,001     $ 24,324  
Short-term investments
    4,219       8,171  
Accounts receivable, net of allowance for doubtful accounts of $7,201 (2005 — $5,892)
    32,092       26,165  
Financing receivables
    62,529       63,006  
Inventories
    33,110       28,294  
Prepaid expenses
    4,389       3,825  
Film assets
    2,946       3,329  
Fixed assets
    25,619       26,780  
Other assets
    8,023       11,618  
Deferred income taxes
    6,171       6,171  
Goodwill
    39,027       39,027  
Other intangible assets
    2,619       2,701  
 
           
Total assets
  $ 242,745     $ 243,411  
 
           
 
               
Liabilities
               
Accounts payable
  $ 9,469     $ 6,935  
Accrued liabilities
    54,808       55,122  
Deferred revenue
    51,258       44,397  
Senior Notes due 2010
    160,000       160,000  
 
           
Total liabilities
    275,535       266,454  
 
           
 
               
Shareholders’ equity (deficit)
               
Capital stock Common shares — no par value. Authorized — unlimited number. Issued and outstanding — 40,285,574 (2005 — 40,213,542)
    121,960       121,674  
Other equity
    3,249       1,758  
Deficit
    (158,623 )     (144,347 )
Accumulated other comprehensive income (loss)
    624       (2,128 )
 
           
Total shareholders’ deficit
    (32,790 )     (23,043 )
 
           
Total liabilities and shareholders’ equity (deficit)
  $ 242,745     $ 243,411  
 
           

6

exv99w2
 

IMAX CORPORATION
Exhibit 99.2

 

 


 

This presentation may contain "forward-looking statements" including, but are not limited to, references to future capital expenditures, business and technology strategies and measures to implement strategies, competitive strengths, goals, expansion and growth of business and operations, plans and references to the future success of the Company and expectations regarding the Company's future operating results. These forward-looking statements are based on certain assumptions and analyses made by the Company in light of its experience and its perception of historical trends, current conditions and expected future developments, as well as other factors it believes are appropriate in the circumstances. However, actual results and developments are subject to a number of risks and uncertainties, including, but not limited to, general economic, market or business conditions; the opportunities (or lack thereof) that may be presented to and pursued by the Company; competitive actions by other companies; conditions in the in-home and out-of-home entertainment industries; changes in laws or regulations; conditions and developments in the commercial exhibition industry; the acceptance of the Company's new technologies; risks associated with investments and operations in foreign jurisdictions and any future international expansion, including those related to economic, political and regulatory policies of local governments and laws and policies of the United States and Canada; the potential impact of increased competition in the markets the Company operates within; and other factors, many of which are beyond the control of the Company. All of the forward-looking statements made in this presentation are qualified by these cautionary statements, and actual results or anticipated developments by the Company may not be realized, and even if substantially realized, may not have the expected consequences to, or effects on, the Company. The Company undertakes no obligation to update publicly or otherwise revise any forward-looking information, whether as a result of new information, future events or otherwise. These and other risk factors are discussed in the Company's Annual Report on Form 10-K for the year ended December 31, 2005, and in the subsequent reports filed by the Company with the Securities and Exchange Commission.


 

Transition to Digital


 

Items to be Covered Why now Why digital should be a good thing for IMAX What technology we intend to use Timeline How much it should cost and how it gets paid for Summary


 

Why Now We believe it will soon be possible for IMAX Corporation to put a digital image on an IMAX screen that is consistent with our corporate mission of delivering the best out-of-home entertainment experiences in movie theatres. We believe we will be able to do this by using a combination of existing technologies such as the existing Sony 4K light engine in combination with IMAX IP that has been developed over the past several years. We are targeting the launch of the Digital IMAX product in the second half of '08.


 

Why is Going to Digital a Good Thing for IMAX? In the IMAX Business Model the single largest expense in releasing an IMAX film is not the conversion cost (DMR) or the marketing expense, but the print cost which ranges from $22.5K per 2D film to $45K per 3D film Lower Print Costs More profitability for the studios More film supplied to theatres Higher aggregate revenue and profitability to our theatre customers Should benefit IMAX through more system sales, greater participation in theatre success through JV's and greater participation in studio revenues (DMR fees).


 

Studio Economics Studio Economics (2D Film @ 100 Theatres) (Digital @ 100 theatres) Box Office $16.0MM $16.0MM Retention 8.8MM $ 8.8MM Marketing Expense (0.5MM) (0.5MM) Print Expense (2.2MM) (0.1MM) IMAX Participation (2.0MM) (2.0MM) ======= ======= Profit $ 4.1MM $ 6.2MM Reducing print costs increases studio gross margins by almost 50% Why is Going to Digital a Good Thing for IMAX? INDICATIVE EXAMPLE


 

Technical Attributes of IMAX Digital Two 4K Sony Projectors High bandwidth (~ 3X) - virtually lossless Custom large field of view lens design IMAX Image Enhancement Engine (IP) Contrast Brightness/ Color saturation Screen management system Interfaces with central theatre management systems Ability to light-up an IMAX-sized screen with IMAX's unique geometry without image breakdown (to visible pixels).


 

Typical 35mm 2K Digital Cinema Typical 35mm 2K Digital Cinema IMAX 4K Digital IMAX 4K Digital Viewing compromised for seats to the left of each red line for varying projection technologies in an IMAX configured auditorium Resolution Parameters


 

Activity 2006 2007 2007 2007 2007 2008 2008 2008 2008 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 IMAX Lens Development ( 3 models) Projector IMAX Server (high bandwidth) IMAX Screen Management System (SMS) IMAX DCI Security Enclosure IMAX Image Enhancement Engine IMAX Digital Sound System Regulatory/Safety Approvals Field Pilot Testing (5 sites) DCI Certification Product Launch IMAX Anticipated Digital Timeline


 

Platform Transition Upgrade path / Swap-outs Virtual Print Fees Why they should appeal to the studios Accounting implications


 

Summary Two 4K light engines combined with IMAX IP Mid-2008 launch Expected R&D costs of $12MM Studios should have lower costs Theatres should benefit from more films and more programming flexibility IMAX should sell more systems and benefit from higher DMR fees


 

Joint Ventures


 

Faster growth of network Lower capital cost to exhibitors Greater recurring revenues Higher DMR revenues Very good return on capital Why Accelerate JV's We expect:


 

Deal Structure (Indicative) IMAX contributes the system Exhibitor funds retrofit costs Recoupment corridor to breakeven 50/50 profit split Cannibalization issues


 

Existing Exhibitor Model Investment IMAX Exhibitor Venture System Costs $700K Retrofit Costs $275K Total $975K Revenues Revenue Recoupment % 75% 25% Recoupment % Post Breakeven 50% 50% Incremental Revenues $380K Incremental Costs $75K Cash-on-Cash Returns to venture 32%


 

Pro Forma MPX JV Based on Historical Actual Film Results Assumptions Investment of $950K; $700K IMAX $250K Exhibitor Deal Structure 75/25 to recoupment 50/50 thereafter Cannibalization @ 15% Number of Films 3 2D @ $92K per Run 3 3D @ $150K per Run MPX Theatre IRR's (to Venture) 33% 3 2D @ $132K per Run 3 3D @ $270K per Run All Theatre IRR's (to Venture) 58%


 

DMR Revenue per Theatre Three 2D and three 3D films per year Based on actual DMR performance Assumed $90K per theatre per year in film revenue to IMAX based on historical averages


 

Rollout Plan 07 08 09 2010 JV Signings 20 30 40 50 JV Installations 10 18 42 48 Cumulative JV's 15 33 75 123 TBD


 

Financing Alternatives IMAX $25M cash plus assumed continued $26M undrawn Senior Line Special purpose facility After established track record, many financing alternatives