NEW YORK, June 26, 2020 /PRNewswire/ -- IMAX Corporation
(NYSE: IMAX) today announced the approval by the Company's Board of
Directors of a 12-month extension to its share-repurchase program
through June 30, 2021. The current
share-repurchase program authorized the Company to repurchase up to
$200 million of its common shares, of
which approximately $89.4 million
remains available, and was set to conclude on June 30, 2020.
The Company has repurchased a total of approximately 6 million
of its common shares for an aggregate purchase price of
approximately $110.6 million pursuant
to the current share-repurchase program since it commenced on
July 1, 2017. With this extension
effective July 1, 2020, the Company
remains authorized to repurchase up to approximately $89.4 million worth of common shares through
June 30, 2021. In light of the
current operating environment, the Company does not currently
intend to repurchase shares.
Repurchases to date by the Company pursuant to the
share-repurchase program have resulted in an approximately 9% net
reduction in shares outstanding since the program began on
July 1, 2017. This includes
repurchases of 2,484,123 common shares in the first quarter of
2020.
Repurchases under the Company's share-repurchase program may be
made either in the open market or through private transactions,
subject to market conditions and applicable legal requirements.
IMAX has no obligation to repurchase shares, and the
share-repurchase program may be suspended or discontinued by the
Company at any time. In addition, the $200
million authorization does not include shares repurchased in
connection with the administration of employee share-based
compensation plans.
Canadian Securities Law Update
The Company has received an exemption decision issued by the
Ontario Securities Commission dated May 21,
2020 for relief from the formal issuer bid requirements
under Canadian securities laws. The exemption decision permits the
Company to repurchase up to 15% of its outstanding common shares in
any 12-month period through the facilities of the New York Stock
Exchange ("NYSE") under repurchase programs that the Company may
implement from time to time. Canadian securities laws regulate an
issuer's ability to make repurchases of its own securities.
The Company was previously exempted from the formal issuer bid
requirements under Canadian securities laws pursuant to a decision
of the Ontario Securities Commission dated March 25, 2019, which allowed the Company to
repurchase up to 10% of its outstanding common shares in any
12-month period. The new decision provides the Company with more
flexibility to continue to make repurchases under its repurchase
programs from time to time in excess of the maximum allowable in
reliance on the existing "other published markets" exemption from
the formal issuer bid requirements available under Canadian
securities laws. The "other published markets" exemption caps the
Company's ability to repurchase its securities through the
facilities of the NYSE at 5% of the issuer's outstanding securities
during any 12-month period.
The conditions of the exemption decision are as follows: (i) any
repurchases made in reliance on the exemption decision must be
permitted under, and part of, repurchase programs established and
conducted in accordance with United
States securities laws and NYSE rules, (ii) the aggregate
number of common shares acquired in reliance on the exemption
decision by the Company and any person acting jointly or in concert
with the Company within any period of 12 months does not exceed 15%
of the outstanding common shares at the beginning of the 12-month
period, (iii) the common shares are not listed and posted for
trading on an exchange in Canada,
(iv) the exemption decision applies only to the acquisition of
common shares by the Company within 36 months of the date of the
original decision, being March 25,
2022, and (v) prior to purchasing common shares in reliance
on the exemption decision, the Company discloses the terms of the
exemption decision and the conditions applicable thereto in a press
release that is issued and filed on the System for Electronic
Document Analysis and Retrieval and includes such information as
part of the news release required to be issued in accordance with
the "other published markets exemption" in respect of any
repurchase program that may be implemented by the Company, which
this press releases satisfies.
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.
IMAX is headquartered in New
York, Toronto, and
Los Angeles, with additional
offices in London, Dublin, Tokyo, and Shanghai. As of March
31, 2020, there were 1,616 IMAX theater systems (1,526
commercial multiplexes, 14 commercial destinations, 76
institutional) operating in 81 countries and territories. Shares of
IMAX China Holding, Inc., a subsidiary of IMAX Corp., trade on the
Hong Kong Stock Exchange under the stock code "HK.1970."
IMAX®, IMAX® 3D, IMAX DMR®, Experience It In IMAX®, An IMAX 3D
Experience®, The IMAX Experience®, and IMAX nXos® are trademarks of
IMAX Corporation. 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).
Forward-Looking Statements
This press release contains forward looking statements that are
based on IMAX 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, but are not limited to,
references to future capital expenditures (including the amount and
nature thereof), business and technology strategies and measures to
implement strategies, competitive strengths, goals, expansion and
growth of business, operations and technology, plans and references
to the future success of IMAX Corporation together with its
consolidated subsidiaries (the "Company") and expectations
regarding the Company's future operating, financial and
technological 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,
whether actual results and developments will conform with the
expectations and predictions of the Company is subject to a number
of risks and uncertainties, including, but not limited to, 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; risks
related to the Company's growth and operations in China, including the adverse impact of the
coronavirus outbreak in China; the
performance of IMAX DMR® films; the signing of theater system
agreements; conditions, changes and developments in the commercial
exhibition industry; risks related to currency fluctuations; the
potential impact of increased competition in the markets within
which the Company operates; competitive actions by other companies;
the failure to respond to change and advancements in digital
technology; risks relating to recent consolidation among commercial
exhibitors and studios; risks related to new business initiatives;
conditions in the in-home and out-of-home entertainment industries;
the opportunities (or lack thereof) that may be presented to and
pursued by the Company; risks related to cyber-security and data
privacy; risks related to the Company's inability to protect the
Company's intellectual property; general economic, market or
business conditions; the failure to convert theater system backlog
into revenue; changes in laws or regulations; the failure to fully
realize the projected cost savings and benefits from any of the
Company's restructuring initiatives; the impact of COVID-19 on our
financial condition and results of operations and on the businesses
of our customers and exhibitor partners; and other factors, many of
which are beyond the control of the Company. These factors, other
risks and uncertainties and financial details are discussed in
IMAX's most recent Annual Report on Form 10-K and Quarterly Reports
on Form 10-Q. The Company undertakes no obligation to update
publicly or otherwise revise any forward-looking statements,
whether as a result of new information, future events or
otherwise.
For additional information please contact:
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Investors:
IMAX Corporation, New
York
Brett
Harriss
212-821-0187
bharriss@IMAX.com
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Media:
IMAX Corporation, New
York
Mark Jafar
212-821-0102
mjafar@imax.com
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SOURCE IMAX Corporation