JPMorgan Chase Bank, National Association New York Branch New York, NY 10179Call Option Transaction • March 19th, 2021 • Imax Corp • Photographic equipment & supplies
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between JPMorgan Chase Bank, National Association (“Dealer”) and IMAX Corporation (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
To: IMAX Corporation Mississauga, Ontario, Canada L5K 1B1 Attention: Natasha Fernandes, Vice-President, Finance & Corporate Treasurer Telephone No.: (905) 403-6457 Email: NFernandes@imax.com; KWeissman@imax.com Re: Base Call Option TransactionBase Call Option Transaction • March 19th, 2021 • Imax Corp • Photographic equipment & supplies
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between HSBC Bank USA, National Association (“Dealer”) and IMAX Corporation (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
IMAX CORPORATION and U.S. BANK NATIONAL ASSOCIATION as Trustee INDENTURE Dated as of March 19, 2021 0.500% Convertible Senior Notes due 2026Indenture • March 19th, 2021 • Imax Corp • Photographic equipment & supplies • New York
INDENTURE, dated as of March 19, 2021, between IMAX Corporation, a corporation amalgamated under the laws of Canada, as issuer (the “Company”), and U.S. Bank National Association, as trustee (the “Trustee”).
SECOND AMENDMENT TO FIFTH AMENDED AND RESTATED CREDIT AGREEMENTCredit Agreement • March 19th, 2021 • Imax Corp • Photographic equipment & supplies • New York
This Fifth Amended and Restated Credit Agreement dated June 28, 2018 (as amended, restated, supplemented, extended or otherwise modified, this “Agreement”) is entered into by and between IMAX Corporation, a corporation incorporated pursuant to the laws of Canada, as Borrower, the guarantors who are a party to this Agreement and who may become a party hereto pursuant to the terms hereof, as Guarantors, the lenders who are a party to this Agreement and who may become a party hereto pursuant to the terms hereof, as Lenders, and Wells Fargo Bank, National Association, a national banking association, as Agent (as defined below) for the Secured Parties.
March 18, 2021Additional Call Option Transaction • March 19th, 2021 • Imax Corp • Photographic equipment & supplies
The purpose of this letter agreement (this “Confirmation”) is to confirm the terms and conditions of the call option transaction entered into between HSBC Bank USA, National Association (“Dealer”) and IMAX Corporation (“Counterparty”) as of the Trade Date specified below (the “Transaction”). This letter agreement constitutes a “Confirmation” as referred to in the ISDA Master Agreement specified below. Each party further agrees that this Confirmation together with the Agreement evidence a complete binding agreement between Counterparty and Dealer as to the subject matter and terms of the Transaction to which this Confirmation relates, and shall supersede all prior or contemporaneous written or oral communications with respect thereto.
