Item 2. Unregistered Sales of Equity Securities
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Issuer Purchases of Equity Securities
In 2017, the Company’s Board of Directors approved a new $200.0 million share repurchase program for shares of the Company’s common shares, that would have expired on, June 30, 2020. In June 2020, the Board of Directors approved a 12-month extension of this program which will now expire on June 30, 2021. The repurchases may be made either in the open market or through private transactions, subject to market conditions, applicable legal requirements and other relevant factors. The Company has no obligation to repurchase shares and the share repurchase program may be suspended or discontinued by the Company at any time. During the three months ended June 30, 2020, the Company did not repurchase any shares under this program. As at June 30, 2020, the Company has $89.4 million available under its approved repurchase program.
In 2019, IMAX China announced that its shareholders granted its Board of Directors a general mandate authorizing the Board, subject to applicable laws, to repurchase shares of IMAX China in an amount not to exceed 10% of the total number of issued shares of IMAX China as at June 6, 2019 (35,605,560 shares). This program expired on the date of the 2020 Annual General Meeting of IMAX China on June 11, 2020. During the 2020 Annual General Meeting, shareholders approved the repurchase of shares of IMAX China not to exceed 10% of the total number of issued shares as of June 11, 2020 (34,848,398 shares). This program will be valid until the 2021 Annual General Meeting of IMAX China. The repurchases may be made in the open market or through other means permitted by applicable laws. IMAX China has no obligation to repurchase its shares and the share repurchase program may be suspended or discontinued by IMAX China at any time. In the three and six months ended June 30, 2020, IMAX China repurchased 425,800 and 906,400 common shares, respectively at an average price of HKD 11.63 per share and HKD 13.13 per share, respectively ($1.50 and $1.69 per share, respectively).
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The total number of shares purchased during the three and six months ended June 30, 2020 , under both the Company and IMAX China’s repurchase plans, does not include any shares purchased in the administration of employee share-based compensation plans.
Item 6. Exhibits
Exhibit
No.
Description
10.48
Employment Agreement, dated October 18, 2018, between IMAX Corporation and Megan Colligan.
10.49
Summary of Employment Arrangement, effective October 3, 2011 between IMAX Corporation and Mark Welton. Incorporated by reference to Exhibit 10.38 to IMAX Corporation’s Form 10-Q for the quarter ended September 30, 2011 (File No. 001-35066).
10.50
First Amendment to Fifth Amended and Restated Credit Agreement entered into on June 10, 2020. Incorporated by reference to Exhibit 10.1 to IMAX Corporation’s Form 8-K dated as of June 11, 2020 (File No. 001-35066).
10.51
Second Amended and Restated Long-Term Incentive Plan. Incorporated by reference to Exhibit 10.1 to IMAX Corporation’s Form 8-K dated as of June 5, 2020 (File No. 001-35066).
31.1
Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, dated July 28, 2020, by Richard L. Gelfond.
31.2
Certification Pursuant to Section 302 of the Sarbanes-Oxley Act of 2002, dated July 28, 2020, by Patrick McClymont.
32.1
Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, dated July 28, 2020, by Richard L. Gelfond.
32.2
Certification Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, dated July 28, 2020, by Patrick McClymont.
101.INS
XBRL Instance Document – The instance document does not appear in the interactive data file because its XBRL tags are embedded within the Inline XBRL document.
101.SCH
XBRL Taxonomy Extension Schema Document
101.CAL
XBRL Taxonomy Extension Calculation Linkbase Document
101.DEF
XBRL Taxonomy Extension Definition Linkbase Document
101.LAB
XBRL Taxonomy Extension Label Linkbase Document
101.PRE
XBRL Taxonomy Extension Presentation Linkbase Document
104
Cover Page Interactive Data File (formatted as inline XBRL and contained in Exhibit 101)
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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, thereunto duly authorized.
IMAX CORPORATION
Date: July 28, 2020
By:
/s/ PATRICK MCCLYMONT
Patrick McClymont
Executive Vice-President & Chief Financial Officer
(Principal Financial Officer)
Date: July 28, 2020
By:
/s/ KEVIN M. DELANEY
Kevin M. Delaney
Senior Vice-President, Finance & Controller
(Principal Accounting Officer)
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.