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Exhibit 10.16
AMENDED EMPLOYMENT AGREEMENT
This agreement amends the employment agreement (the "Agreement")
between ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ (the "Executive") and Imax Corporation (the "Company")
dated July 1, 1998, as amended, on the same terms and conditions except as set
out below:
1. TERM. The term of the Agreement is extended for one additional year,
until June 30, 2002.
2. CASH COMPENSATION. The Executive shall be entitled to be paid base
salary at the rate of $500,000 per year, plus a bonus of up to two
times salary. Such bonus shall be at the discretion of the Board of
Directors and shall be based upon the success of the Company in
achieving the goals and objectives set forth in Schedule A attached
hereto. The Executive shall be considered for a bonus payable in 2002
based upon performance to December 31, 2001 and for a further bonus
payable on a pro rata basis for the period from December 31, 2001 to
June 30, 2002, unless the Agreement is further extended.
3. RESTRICTED STOCK. The Executive shall be entitled to a grant of
restricted stock in the amount of 175,000 shares of the Company. Such
grant shall be effective April 3, 2001 and shall vest immediately.
4. EXCHANGE. Executive agrees to surrender options to purchase 1.3 million
common shares of the Company in exchange for a grant of restricted
stock in the amount of 325,000 shares of the Company, effective April
3, 2001. The options surrendered shall be at the discretion of the
Executive.
5. REGULATORY APPROVAL. The Company agrees to seek regulatory approval
with respect to the grants of restricted stock contemplated herein. It
is acknowledged that such regulatory approval may be contingent upon
shareholder approval. In the event that regulatory or shareholder
approvals cannot be obtained in respect of the issue of restricted
stock to the Executive, the Company shall be obligated to put the
Executive in substantially the same economic position as if the grants
had received regulatory and shareholder approval, and the Executive
shall be obligated to surrender options to purchase 1.3 million shares.
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6. The entering into this agreement shall not prejudice any rights or
waive any obligation under any other agreement between the Executive
and the Company.
DATED as of April 3, 2001.
"▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇"
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▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇
IMAX CORPORATION
Per: "▇▇▇▇▇ ▇. ▇▇▇▇▇▇"
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Name: ▇▇▇▇▇ ▇. ▇▇▇▇▇▇
Title: Director
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SCHEDULE "A"
DIGITAL
1. Develop the capability to take, on an economically viable basis, 35mm
negatives and digitally blow them up to full IMAX width and at least
2/3 of IMAX height. (Nb. Initially these images will be recorded --
back to 1570 films and projected non-digitally.)
2. Implement the marketing and sale of an IMAX Digital Product, i.e., this
is a smaller digital projection ----- system that maintains the IMAX
geometry and offers better than 35mm film presentation quality.
3. Have a clear, articulated business plan and model with respect to the
introduction of digital cinema (conventional), which, subject to
overall industry conditions, has a degree of validation by the studio
and/or exhibition community.
4. Advance the development of Super Digital Cinema (the best digital
systems in the best stadium seat auditoriums for high quality events).
FILM
Have deal for at least two specific feature film products that will be
re-purposed to IMAX for release in 2002.
PARTNERSHIPS
Establish at least one strategic joint-venture where someone not only
brings us strategic benefits but also purchases a security in IMAX (equity,
convertible debt, etc.)
FINANCIAL PERFORMANCE
Exceed fiscal 2001 budgeted key financial targets, including budgeted
end of year cash, currently projected to be approximately $45-50MM, (please
note, final budgets have not yet been submitted and there is specific weakness
in most recent DPI numbers) other than for strategic expenditures (i.e.,
repurchase of debt) or other actions endorsed by the Board.
MANAGEMENT
5. Enhance the strength of second tier of management at IMAX through
internal development and external hires.
6. Have a new CFO who successfully revamps IMAX's financial and reporting
systems and other procedures.
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OTHER
Present (and then implement) a clear plan with respect to DPI's
historical business of staging and rental which is a capital user and
non-strategic.