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IMAX Imax

Filed: 29 Jul 21, 4:20pm

 

 

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

July 28, 2021

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 902 Broadway, Floor 20
Mississauga, Ontario, Canada L5K 1B1 New York, New York, USA 10010
(905) 403-6500 (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 1.01

Entry into a Material Definitive Agreement.

On July 28, 2021, IMAX Corporation (the “Company”) entered into the Third Amendment (the “Amendment”) to the Fifth Amended and Restated Credit Agreement (as amended by the First Amendment to the Fifth Amended and Restated Credit Agreement, dated as of June 10, 2020, and the Second Amendment to the Fifth Amended and Restated Credit Agreement, dated as of March 15, 2021, the “Credit Agreement”) with Wells Fargo Bank, National Association, as administrative agent, and a syndicate of lenders party thereto. The Amendment amended the Credit Agreement to, among other things, (i) add $30 million in permitted share repurchases at the Company, subject to a $300 million pro forma minimum liquidity covenant and (ii) increase permitted share repurchases at IMAX China Holding, Inc. from $5 million to $20 million, subject to pro forma compliance with the existing financial covenants set forth in the Credit Agreement. The modifications pursuant to the Amendment are effective until the earlier of the delivery of the compliance certificate for the fourth quarter of 2022 or the date on which the Company, in its sole discretion, elects to calculate its compliance with the Senior Secured Net Leverage Ratio (as defined in the Credit Agreement) by using either its actual EBITDA or annualized EBITDA.

The foregoing description of the Amendment is qualified in its entirety by reference to the full text of the Amendment, which is attached as Exhibit 10.1 to this Current Report on Form 8-K and incorporated herein by reference.

 

Item 9.01

Financial Statements and Exhibits.

(d) Exhibits.

 

Exhibit
No.
  

Description

10.1  Third Amendment to the Fifth Amended and Restated Credit Agreement, dated as of July 28, 2021.
104  Cover Page Interactive Data File (formatted as inline XBRL)

 

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SIGNATURE

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: July 29, 2021  
  By: 

/s/ Robert D. Lister

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

/s/ Kenneth I. Weissman

  Name: Kenneth I. Weissman
  Title: Senior Vice President, Legal Affairs and Corporate Secretary

 

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