S-8 POS

Registration No. 333-165400

 

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

POST-EFFECTIVE AMENDMENT NO. 1 TO FORM S-8

REGISTRATION STATEMENT

UNDER THE SECURITIES ACT OF 1933

 

 

IMAX CORPORATION

(Exact name of Registrant as specified in its charter)

 

 

 

Canada   98-0140269

(State or other jurisdiction of

incorporation or organization)

  (I.R.S. Employer
Identification Number)

 

2525 Speakman Drive,

Mississauga, Ontario, Canada L5K 1B1

(905) 403-6500

 

110 E. 59th Street, Suite 2100

New York, New York, USA 10022

(212) 821-0100

(Address and telephone number of Registrant’s principal executive offices)

IMAX CORPORATION AMENDED & RESTATED STOCK OPTION PLAN

(Full title of the plans)

IMAX U.S.A. Inc.

110 E. 59th Street, Suite 2100

New York, NY 10022

(212) 821-0100

(Name, address and telephone number of agent for service)

Copies to:

Doreen E. Lilienfeld, Esq.

Shearman & Sterling LLP

599 Lexington Avenue

New York, New York 10022

(212) 848 7171

 

 

Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer or a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer”, “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer   x    Accelerated filer   ¨
Non-accelerated filer   ¨    Smaller reporting company   ¨


Part I

EXPLANATORY NOTE

IMAX Corporation (the “Registrant”) is hereby filing this Post-Effective Amendment No.1 to Registration Statement on Form S-8 filed on March 11, 2010 (File No. 333-165400) (the “Registration Statement”) to deregister certain shares of the Registrant’s common stock relating to shares that were registered for issuance under the Imax Corporation Amended and Restated Stock Option Plan (the “Plan”).

The Registration Statement registered 5,444,180 shares under the Plan.

The Registrant is filing this Post-Effective Amendment in order to remove from registration 1,546,537 unused shares under the Plan. The Registration Statement will remain in effect, however, to cover the potential issuance of shares pursuant to outstanding awards granted under the Plan.


Part II

SIGNATURES

Pursuant to the requirements of the U.S. Securities Act of 1933, as amended, the Registrant has duly caused this Post-Effective Amendment No. 1 to the Registration Statement to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of New York, on June 12, 2013.

IMAX CORPORATION
By:   /s/ Richard L. Gelfond
Name:   Richard L. Gelfond
Title:   Chief Executive Officer

Pursuant to the requirements of the Securities Act of 1933, this Registration Statement has been signed below by the following persons in the capacities and on the dates indicated.

 

Signature

  

Title

 

Date

/s/ Richard L. Gelfond

Name: Richard L. Gelfond

  

Chief Executive Officer and Director

(Principal Executive Officer)

  June 12, 2013

/s/ Joseph Sparacio

Name: Joseph Sparacio

  

Executive Vice President & Chief Financial Officer

(Principal Financial Officer)

  June 12, 2013

/s/ Jeffrey Vance

Name: Jeffrey Vance

  

Senior Vice-President,

Finance & Controller

(Principal Accounting Officer)

  June 12, 2013

 

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*

Name: Bradley J. Wechsler

   Chairman of the Board and Director

*

Name: David W. Leebron

   Director

*

Name: Garth M. Girvan

   Director

*

Name: Marc A. Utay

   Director
By   * /s/ Richard L. Gelfond
  Richard L. Gelfond
  (as attorney-in-fact)

 

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AUTHORIZED REPRESENTATIVE

Pursuant to the requirements of Section 6(a) of the Securities Act, this Registration Statement has been signed on behalf of the Registrant by the undersigned, solely in their capacity as the duly authorized representatives of IMAX Corporation in the United States, in the City of New York, State of New York, on June 12, 2013.

 

IMAX U.S.A. INC.

By:

  /s/ G. Mary Ruby
 

 

 
  Name: G. Mary Ruby  
  Title: President  

By:

  /s/ Robert D. Lister  
 

 

 
  Name: Robert D. Lister  
  Title: Vice President  

 

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