8-K
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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 19, 2022

Date of report (Date of earliest event reported)

 

 

IMAX Corporation

(Exact Name of Registrant as Specified in Its Charter)

 

 

 

Canada   001-35066   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

(905403-6500

 

902 Broadway, Floor 20

New York, New York, USA 10010

(212) 821-0100

(Address of principal executive offices, zip code, telephone numbers)

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:

 

Written communications 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 communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Shares, no par value   IMAX   The New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter):

Emerging growth company  

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 


Item 5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers

On April 30, 2022, Joseph Sparacio will conclude his role as Interim Chief Financial Officer and Principal Financial Officer of IMAX Corporation (the “Company”). The Board of Directors of the Company appointed Natasha Fernandes as the Company’s Chief Financial Officer, effective May 1, 2022.

Since December 2021, Ms. Fernandes, age 41, has served as the Company’s Deputy Chief Financial Officer and Senior Vice President. In this role, Ms. Fernandes has overseen the accounting, treasury, forecasting, budgeting, and long-range planning of the Company’s worldwide operations. Prior to her current role, Ms. Fernandes served as the Company’s Vice President, Finance & Corporate Treasurer from May 2018 to December 2021. Ms. Fernandes has held various other positions within the Company, including Vice President, Finance & Assistant Controller; Senior Director, Finance; and Director, Financial Reporting. She joined the Company in September 2007 as Manager, Financial Reporting. Ms. Fernandes is a member of Chartered Professional Accountants Canada and holds a Bachelor of Business Administration, Honours with Co-Operative Option from the School of Business and Economics of Wilfrid Laurier University.

The Company expects to enter into an employment agreement with Ms. Fernandes in connection with her appointment as Chief Financial Officer. The material terms of the employment agreement will be disclosed upon its finalization.

There are no arrangements or understandings between Ms. Fernandes and any other persons pursuant to which she was selected as Chief Financial Officer. There are no family relationships between Ms. Fernandes and any director or executive officer of the Company, and there are no related party transactions between the Company and Ms. Fernandes that would require disclosure under Item 404(a) of Regulation S-K under the Securities Exchange Act of 1934, as amended.

On April 19, 2022, the Company issued a press release announcing the appointment of Ms. Fernandes as the Company’s Chief Financial Officer, a copy of which is attached hereto as Exhibit 99.1.

 

Item 9.01

Financial Statements and Exhibits

(d) Exhibits

 

Exhibit
No.

  

Description

99.1    Press Release, dated April 19, 2022.
104    Cover Page Interactive Data File (formatted as inline XBRL).


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: April 19, 2022     By:  

/s/ Robert D. Lister

    Name:   Robert D. Lister
    Title:   Chief Legal Officer and Senior Executive Vice President
    By:  

/s/ Jacki Bassani

    Name:   Jacki Bassani
    Title:   Chief People Officer and Executive Vice President
EX-99.1

Exhibit 99.1

 

LOGO

IMAX Promotes Natasha Fernandes to Chief Financial Officer

Longtime Company Executive to Oversee Finance across Global Operations

NEW YORK, NY — April 19, 2022 — IMAX Corporation (NYSE: IMAX) today announced it is promoting Natasha Fernandes to the role of Chief Financial Officer (CFO), effective May 1. A 15-year veteran of the Company’s Finance team, Fernandes most recently served as Deputy Chief Financial Officer for IMAX. She succeeds Joseph Sparacio, who served as the Company’s CFO from 2007 to 2016, and rejoined IMAX last year as the Company’s interim Chief Financial Officer. Fernandes will report directly to Rich Gelfond, CEO of IMAX Corporation.

“Natasha is a phenomenal homegrown talent who has risen through the ranks at IMAX thanks to her strategic thinking, financial acumen, and determination — most recently on display with her successful management as Treasurer of our strong balance sheet throughout the pandemic,” said Gelfond. “As IMAX grows its business around the world and expands into new experiences and technologies, Natasha’s leadership will be crucial in building on the Company’s strong financial position.”

Fernandes’ promotion to Chief Financial Officer of IMAX is the culmination of a 15-year career with the Company, during which she has held numerous leadership roles in Finance. Prior to assuming the role of Deputy Financial Officer in 2021, Fernandes served as Corporate Treasurer since 2018. Most recently, she led the Company’s successful $200 million convertible debt offering in 2021 and new credit agreement earlier this year. Earlier, she held other financial positions including Assistant Controller, as well as Director, Financial Reporting for IMAX.

Prior to joining IMAX, Fernandes was an Audit Manager of Manufacturing & Service Industries at Deloitte. She is a member of Chartered Professional Accountants Canada and holds a Bachelor of Business Administration with Honours from Wilfrid Laurier University.

“I am very excited to step into this role and work alongside Rich and the team to foster a new era of growth at IMAX — a company that has expanded and evolved dramatically in my time here,” said Fernandes. “As we take the IMAX Experience in new, promising directions across experiences and platforms, I look forward to supporting the company’s growth and maximizing its value around the world.”

“I would also like to thank Joe for his service to IMAX, and for offering strategic leadership during this transition,” added Gelfond.

About IMAX Corporation

IMAX, an innovator in entertainment technology, combines proprietary software, architecture and equipment to create experiences that take you beyond the edge of your seat to a world you’ve never imagined. Top filmmakers and studios are utilizing IMAX theaters to connect with audiences in extraordinary ways, and, as such, IMAX’s network is among the most important and successful theatrical distribution platforms for major event films around the globe.

 

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LOGO

 

IMAX is headquartered in New York, Toronto, and Los Angeles, with additional offices in London, Dublin, Tokyo, and Shanghai. As of December 31, 2021, there were 1,683 IMAX theater systems (1,599 commercial multiplexes, 12 commercial destinations, 72 institutional) operating in 87 countries and territories. Shares of IMAX China Holding, Inc., a subsidiary of IMAX Corporation, trade on the Hong Kong Stock Exchange under the stock code “1970.”

IMAX®, IMAX® Dome, IMAX® 3D, IMAX® 3D Dome, Experience It In IMAX®, The IMAX Experience®, An IMAX Experience®, An IMAX 3D Experience®, IMAX DMR®, DMR®, IMAX nXos® and Films to the Fullest®, are trademarks and trade names of the Company or its subsidiaries that are registered or otherwise protected under laws of various jurisdictions. More information about the Company can be found at www.imax.com. You may also connect with IMAX on Instagram (https://www.instagram.com/imax), Facebook (www.facebook.com/imax), Twitter (www.twitter.com/imax) and YouTube (www.youtube.com/imaxmovies).

For additional information please contact:

Investors:

Heather Anthony

hanthony@imax.xom

212.821.0121

Media:

Mark Jafar

mjafar@imax.com

212.821.0102

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