Good day, and thank you for standing by. Welcome to the IMAX Third Quarter 2022 Earnings Conference Call. At this time all participants are in a listen-only mode. After the speakers’ presentation, there will be a question and answer session. [Operator Instructions] Please be advised that today’s conference is being recorded. I would now like to hand the conference over to Jennifer Horsley, IMAX’s Senior Vice President of Investor Relations. Please go ahead.

Thank you, for the introduction, and good afternoon everybody. Thank you for joining us on today's third quarter earnings conference call. On the call today to review our future results are Rich Gelfond, Chief Executive Officer; and Natasha Fernandes, our Chief Financial Officer. Megan Colligan, President, IMAX Entertainment and Rob Lister, Chief Legal Officer, are also joining us today. Today's conference call is being webcast in its entirety on our website. A replay of the webcast will be made available shortly after the call. In addition, our third quarter earnings press release and the slide presentation have been posted on the Investor Relations section of our website. At the conclusion of this call, our historical Excel model will also be posted to the website, as well. I would like to remind everyone of the following information regarding forward-looking statement. Today's call, as well as the accompanying slide deck may include statements that are forward-looking and that pertains to future results or outcomes. These forward-looking statements are subject to risks and uncertainties that could cause our actual future results or occurrences to differ. Please refer to our SEC filings for a more detailed discussion of some of the factors that could affect our future results and outcomes. Any forward-looking statements that we make on this call are based on assumptions as of today, and we undertake no obligation to update these statements as a result of new information, future events or otherwise. During today's call, references may be made to certain non-GAAP financial measures. Discussion of management's use of these measures and the definition of these measures, as well as a reconciliation to non-GAAP financial measures, including adjusted net loss, adjusted EPS and adjusted EBITDA as defined by our credit facility, are contained in this morning’s press release and our earnings materials, which are available on the Investor Relations page of our website at imax.com. With that, let me now turn the call over to Mr. Richard Gelfond. Rich?

Thanks, Jennifer, and good afternoon, everyone. Thank you for joining us. As we enter the stretch round of the year, IMAX stands on the verge of a very promising period marked by significant potential tailwind. The blockbuster slate is reigniting with two of the most highly anticipated releases in year, Black Panther: Wakanda Forever and Avatar The Way of Water, leading us with strong blockbuster slate in 2023. IMAX system installations are ramping up in the fourth quarter and we remain on track to deliver between 80 to 100 in 2022 up from 75 in 2021. We continue to drive momentum in technology, sales and licensing with recent agreements across key markets including China, and the Middle East and we are accelerating the diversification of our global content portfolio, particularly with local language films, which comprise 30% of our global box office in the third quarter and buoyed in otherwise saw film slate. We are targeting 30 to 40 local language releases worldwide in 2023. We are leveraging these trends to unlock significant value for IMAX and its shareholders. Even as we capitalize on near-term opportunities, we continue to advance our long-term IMAX 3.0 strategy to grow beyond blockbuster and deliver unique events and experiences globally. We took a big step forward in the quarter with our acquisition of streaming technology company, SSIMWAVE. The move immediately strengthens our ability to deliver the best images on any screen anytime, anywhere, while further diversifying our revenue and growth potential. Overall, IMAX continues to demonstrate its differentiation, the strength of our model and create opportunities for future growth in any environment. We drive results through our asset light operating model and recurring technology licensing and maintenance revenues and we delivered a differentiated premium experience that is in high demand among our fans and…

Thanks, Rich, and good afternoon, everyone. As Rich discussed, we made good progress in the quarter with results that showcase the strength of our differentiated business model. As a reminder, we are a global asset-light technology licensing business with a low cost base and high incremental margin. Third quarter 2022 revenues increased 21% to $69 million from $57 million in 2021, primarily driven by our technology network and technology sales businesses. Adjusted EBITDA of $16.5 million was up 26% from the year ago period and adjusted EPS was a loss of $0.05 versus a loss of $0.08 in the year ago period. A few unique items to call out, first, the strengthening of the U.S. dollar had an approximate $11 million negative impact on gross box office, which resulted in an approximate $2 million or 8% impact on technology network revenue and gross margins. In SG&A, we incurred $1 million in transaction costs associated with the SSIMWAVE acquisition. These costs have been added back in adjusted EBITDA and adjusted EPS. And lastly, a $4.3 million or $0.08 per share non-cash tax reserve against our deferred tax assets. IMAX Technology Network revenue increased 27% to $32 million in the third quarter from $26 million in Q3 2021. Total gross box office was $177 million, an increase of 25% over last year's third quarter box office of $142 million. These strong results in a light Hollywood ten-fold box office period reflects our ability to curate the IMAX slate with local language films rereleases such as Avatar 1 and live events. Gross margins for this business were $18 million or 54%, up from $11 million or 43% in 2021. Contributing to this performance was higher box office that gave – that given the licensing nature of this business and relatively flat cost structure…

[Operator Instructions] I show our first question comes from the line of Eric Handler from MKM Partners. Please go ahead.

Thank you, and good afternoon. Rich, in terms of the things you can control, you're doing a very good job. China a lot – there is a lot of unknowns with what the government will or will not do. I am just curious are you getting any insights from your theater partners in terms of possibly intentions with lockdown or expectations for how long lockdowns may go on? Are movies actually getting approved right now? And how you're viewing the rest of the year in China? And I've got a follow-up.

So Eric, I wouldn't say the insights are coming from other – from our exhibition partners. But I think there are more coming from our team in China, which is obviously part of the expertise they have is understanding what's going on in the government. You and I know each other a long time and you know one of my favorite things, it's never as good as it looks or as bad as it seems. And what we're hearing from the government is that the COVID restrictions are starting to up a bit. We heard that in mid to late November, they're allowing some foreign dignitaries and groups into the country without quarantines. As you know, in Hong Kong, they've started to lift some of the quarantines now for three day short-term kinds of visits. So, I think one of the things going on as the Party Congress came out with a fairly strong affirmation of President Xi's policies. But our own view, which I've talked to you about a lot is that the life blood of the system depends on the economy ultimately and the economy hasn't done well under the current policy situation. So I think one reason we spoke in our script to what's going on in China is to the extent of our network and the extent of our business. We are embedded in the Chinese entertainment system in a way that no Western company is, and that's why we went through all the numbers. So I can't tell you in the fourth quarter is the number they're going to go here or is it going to be the first quarter. But I can tell you that there have been breaks in the COVID seriousness for months and quarters at a time, and we performed extremely well. And I think when those breaks occur, we'll perform extremely well again. I think the one thing to really watch is Avatar in the fourth quarter, because I think if Avatar performs according to our expectations and also gets in as we think is more likely than not, very quickly, that will change the narrative around China and the narrative around the introduction of non-Chinese films into China. So, it's a long way of saying is, I don't know exactly, but again, we've been there for over 20 years and we’ve built a unique platform that I have no doubt will endure for a long time and be very profitable, but I can't narrow it down to a specific part of the quarter.

That's helpful. And then, with regards to buybacks, it's good to see you've been active in the market in the first several weeks of October. Were you blacked out at all in the third quarter with regards to buybacks? And as part of that too, historically, for a number of years, you have been a bit debt averse. Are you – given where your stock price is, are you willing to use some of your credit line to buy back stock?

So, you made a good observation, Eric. We were blacked out for a large part of the third quarter, which is why we didn't buy any stock and we did buy stock as soon as the blackout was lift and I'll go further was when SSIMWAVE was announced. That's when we started buying stock again. It's a complicated question about using debt to buy back shares. I think you've got to look at how much below what you consider fair value it is. Now debt actually has a cost to it, which it used to be free, as you know, until this year. And I think our Board – and we have a sub-committee of our Board that could act very quickly, we'll decide what to do based on the stock price and based on the film slate and based on performance and make decisions.

All right and then one last thing along those lines. I mean, you do have a lot of your cash in China. What are the costs these days if you want to repatriate that cash?

Well, I mean, the biggest cost, Eric, is that we have 30% non-IMAX shareholders, as you know. So if we distributed that cash, there'd be 30% leakage to not directly to IMAX. But that hasn't been an issue for us. We've gotten – we paid dividends in China, as you know, of which we get 70% of them and we have consistently high intercompany payables and receivables because we do all the manufacturing for China here. So getting money out of China has not really been an issue for us.

Fair point. Thanks, Rich. Appreciated.

Thank you. One moment for our next question. And I show our next question comes from the line of Eric Wold from B. Riley Securities. Please go ahead.

Thank you. Good afternoon. Just a question on the kind of the install guidance and backlog, you obviously maintained the 80 to 100 installed guidance. I know you mentioned that a lot of that is getting to the high end is based on what's going on in China. And I assume with two months left, there's got to be a fair amount of visibility more than that wider range. So I guess, is it – I guess, how many are really kind of – would you consider more line that may leak out of this year? And if they do leak, is it – would those be Q1 or first half installs? Or is there a chance these could get delayed to the back half of next year?

I mean, Eric, we kept the guidance because that's where we think it is. We have a lot of visibility into it. But you probably saw today, Wuhan shut down. So I think we're comfortable with the range, but we don't know what we don't know. So, I mean we could tighten it, but we want to be right, we don't want to be wrong. So that's why we kept it at that parameters. But if you ask me, is there a way we could get to the high end of that range? Absolutely. If you ask me, could we fall below the low end to that range? I think that's highly unlikely. So we take these calls in our guidance really seriously, and we do have status report where all this stands. So it's hard to do better when you don't have complete visibility and you don't have predictive ability of what's happening halfway around the world. And yes, I would think if they – if some of them drift it and by virtue of the range and we have confidence in a lot of them, given where we are today. If some of them drift it I would expect, it would be into next year the early part of next year. I mean, these are people who have confirmed that they're going to do installs. So we're not going out of our way to hedge it, but we just don't want it as a public company represent that we know everything there is going on in those markets. We don't. But that's a very educated guess.

No, that's fair, Rich. I appreciate that. I guess the follow-up is, as you start thinking about next year and presumably as you get on the Q4 call or give guidance for 2023 installs, is China really the only variable in the drivers of that range? Or are there other things you think about in other parts of the world or economy or whatnot that could really impact that number? Is it really just China is the one you're really focused on is really drive the high end whatever next year's range maybe?

So I don't want to sound defensive, but our PSAs in Japan are $1.9 million a screen. We have lots of discussions going on now in Japan about signings and installs for next year in addition to whatever is in our backlog. So I think when we get to the fourth quarter of next year, we'll see how many of those we've signed and we'll see where they stand and no, it's not all China. There is a lot of other things going on in our company and in our backlog and even for the rest of the year, a lot of the installs we have marked are outside of China. We know exactly where those stand and those aren't at risk by the same kind of factors that I discussed earlier. So I think we are in the process of doing our budget right now. And by the way, I really mentioned this on the call, but I'll add to it. The tone of our signings business seems stronger now than it did in the last quarter. There is a fair amount of activity going on, but we're not yet ready to quantify that since it's not signed. But I will say our business is feeling better now than it did a couple of months ago. So, when we get to this time next year, we'll give you our best guess.

Perfect. That’s helpful. Thanks, Rich.

Thank you. And I show our next question comes from the line of Steven Cahall from Wells Fargo. Please go ahead.

Thank you. Maybe first, Natasha, I was wondering if you could help us unpack the gross margin performance in the third quarter. I think the sales and maintenance gross margins were down about 700 basis points. You mentioned there was – I think I heard a $700,000 hit from the kind of Russian sphere theaters as well as some install prep and so since you've got a lot of installs ahead and the Russia drag is still there, I was wondering how we should think about the sales and maintenance gross margins for the fourth quarter? And then I've got a follow-up.

Sure. So as you look to the fourth quarter, I mean, we generally have a 40% margin on our maintenance business and I mean, our box office is all incremental as you look to Avatar and Black Panther. Gross margin percentage was at 47% this year versus 54% prior year. I mean, two factors impacted that. That was the last high margin finance income and higher maintenance costs as we prepare for Avatar in 3D, which has been a long time since we've had 3D and particularly for Avatar, it's super important for us as we look for that. So, the other part of it is your sale in STL and maintenance business and I think we've given the guidance of that that we will have the split of 40% STLs and 60% JVs for the remaining 40 to 60 installs in Q4 and that's sort of how I would look at Q4's gross margin.

Great. And then, just one on SSIMWAVE. I mean I think the history of the company has really been a supplier of technology to filmmakers and to exhibitors and I guess, audience kind of by design, it seems like you're really looking to expand the pool of businesses and technology that you want to provide. Should we think of SSIMWAVE as the beginning of kind of more to come in terms of technology that you own or acquire being used by a broader field of businesses or consumers, kind of a broadening of your technology portfolio? Or would you describe this as more opportunistic where you saw something that you thought fit nicely into some other things you're doing and that's why SSIMWAVE made sense?

We very much think of ourselves, Steve, as a technology platform and as you know, we don't own virtually any theaters in the world and that virtually all of our income comes from licensing our technology and maintaining our technology and ancillary businesses. So we've always been looking around for ways to expand the kinds of technology we could do. And we're incredibly excited about SSIMWAVE. That company has grown 25% compounded for a number of years. And by the way, they're not even outside the United States and Canada and we think we could do a lot there. But we think we could expand SSIMWAVE in non-linear ways because of the technology they have and the engineering team, they could help us solve much bigger problems in the entertainment industry. So again, somebody like Disney decided to bet on a streaming service, which was a specific bet. We bet on the growth of streaming revenues, because that's how we get paid. So virtually whatever streaming service it is, we plan on expanding the basket of services that we can provide from what SSIMWAVE does now, which was kind of optimize streaming technology, which in English, that means we could save a lot of money for the streamers by analyzing the kinds of content and the kind of devices and how to sort of blend that to help them save money, which is a very, very big deal. But we think there are products we can develop that we haven't talked about at all that could potentially be game-changing in a very material way. And whether they're in-house develop or other acquisitions, I think it's too soon to say. We're not going to bet the company on a big acquisition. We never have and we never going to do that. But I think we are super intrigued by what we've got here. And it's only been a little more than a month, but we've made a lot of progress in integrating the teams and the kinds of problems that they are looking at.

Great. Thank you.

Thank you. And I show our next question comes from the line of Mike Ng from Goldman Sachs. Please go ahead.

Hey, good afternoon. Thank you very much for the question. It is encouraging to hear the installation guidance reiterated for the year. I was just wondering if you could talk a little bit about whether or not you still see the same mix of sales types versus – sorry, same mix versus of upgrades versus new installs and sales types versus your PSAs. And then, separately, I was wondering if you could talk a little bit about the relocation product. When is that – when does that usually happen and what's usually the business case for it? Thank you very much.

What do you mean by the relocation project?

It was mentioned in the press release that eight IMAX theater systems were relocated from original locations year-to-date. I just don't really understand what that was.

What that means, Mike, is, if for whatever reason, and there's a variety of reasons, one, it's not working at a specific location or – meaning from a financial point of view. But the most common kind of thing is an exhibitor will stop – will terminate its lease in a multiplex, which is based in one place, but they still owe us the revenue stream under that theater. So we'll accommodate them and try to move it somewhere else. So, it doesn't shrink the network. They put it in another theater and Natasha, do you want to talk about the mix?

Sure. So Mike, our mix for new installs versus upgrades is 35% new installs and 65% upgrades for Q4. And so, we're fairly in line historically on an annual basis and our upgrades skew more to JVs. And in Q4, we expect approximately as I said, 55%. And that's just driven by the fact that we like to have a mix between the benefit of having a JV that has the recurring revenue stream and then you have the sales in STL types that have an upfront revenue stream. And then overall, we commented in our deck that our mix is 40% for sales – sales-type lease and 60% for JVs for Q4.

Excellent. Thank you, Rich. Thank you, Natasha.

Thank you. And I show our next question comes from the line of Chad Beynon from Macquarie. Please go ahead.

Hi, good afternoon. Thanks for taking my question. I wanted to ask about the local language initiatives and really just kind of the multi-year opportunities. You talked about the content for 2023 and in your slide deck, you show the growth just in terms of local language titles. Can you just kind of help us understand the broader studio stability for these non-majors that are producing these? Should we think about 2023 as potentially an anomaly or do they have the vision, the balance sheet and really the demand that can keep this product going and partnering with you guys beyond 2023? Thanks.

No, these are major studios in other countries in the world. So, we've done – I don’t know, between five and ten movies in Japan with Toho, which is the largest studio in Japan. And actually, I was over there, I don't know, couple of months ago and those movies are doing really well. And they want to do a lot more of them and they are also not only doing well in IMAX, but like in the U.S., where the studios have discovered that they create more positive conversation around the movie, they are helping the movie so back to Japan because on the top of my mind, but two of the movies Demon Slayer and Shinji Evangelion became two of the biggest movies of all time in Japan and they were filmed in IMAX. And in India, I think, this year, four of the biggest 10 movies in India were IMAX-related movies and our box office in India with IMAX movies is, I think, 33% of the total box office now. So, no, this is a real business, an exciting business. Again, it allows us to diversify away from Hollywood not to belabor the point, the $1.9 million PSA in Japan I'm looking, so I don't misspeak. But I think a majority of that has been Japanese films or at least a very large portion of it. So there has been a migration from where consumers used to think of IMAX as a place to see Hollywood films on a global basis. Now I think people around the world think of it as a place to see blockbuster films, whether they are local ones or Hollywood ones. So that's a real business that will stick around and if I had to speculate growth.

Okay. Thanks, Rich. And then, my follow-up just in terms of – any indication of kind of preorders for Black Panther, probably a little far out for Avatar. But I guess, when can we start getting a good sense of how demand is kind of ahead of some of these massive releases?

Well, Avatar tickets still go on sale until November 21st. So, we have no idea about that although our exhibitors around the world are all extremely optimistic about it and have expressed this. Black Panther, I think it opens in about a week or two. Do we have any sense making about presales now?

Yes. Presales are very solid for Black Panther. It's a highly anticipated, it’s going to be as we were discussing earlier in the day the premier just happened last week and the reviews for the movie are extremely solid with this much time before release. I think it bodes very well for both presales and the opening weekend.

Perfect. Thank you very much. Appreciated.

Thank you. And I show our next question comes from the line of David Karnovsky from JPMorgan. Please go ahead.

Hi, thank you. Just one for Rich. Just following up on China with the Party Congress behind us, I wanted to see if you have any update on the pipeline for Hollywood films into China. I know you mentioned some optimism around Avatar. Not sure if you see anything get around Black Adam. I think there was some different new stories around that. I just wanted to get your updated view. Thanks.

You know, I heard a rumor today, I hesitate to repeat if it's someone from my Chinese office told me this morning that he thought out Black Adam was going to play in kind of mid-November. Again, I can't confirm that, but that's what I was told. Other than that, I think we're waiting to hear the official word on Avatar. And I mean, there are a couple of things going on in China. One was the Party Congress and cut it out bureaucracy was at a standstill, waiting for certainty. So, I think you'll start to see that break in the next month or two and announcements come out about it. I know there have been a number of films submitted, so there's a queue there. So again, I don't know when, but I would expect over the next few months, we'll hear.

Okay. And then, for Natasha, apologies if you entered this in your commentary around Q4 margins. But any outsized or unique marketing expense we should be aware of as it relates to Avatar in the quarter?

Yes, I would say, yes, this is Rich. We think Avatar is going to be a very big movie and we are going to spend some money to support it and we think it has a very good ROI on it. And we wish we could find other opportunities to invest that we think are going to be as good as Avatar. Do you want to add anything, Natasha?

And also, as you look to Black Panther, as well, that's a film for IMAX movie and so usually, those types of movies we put a little more behind it, as well because of our unique DNA in it.

Thank you.

Thank you. We have time for one last question. Our last question will come from the line of Michael Hickey from The Benchmark Company. Please go ahead.

Hey Rich, Natasha. Happy Halloween, guys. Thanks for taking my questions. On the installations, I realize you still have a fairly wide range here for this year, which I expect. Obviously, a lot we still don't know. I think probably most of your valuation consideration now though is on 2023, which you haven't provided guidance on installations, Natasha, which I understand why. But when you think about sort of midpoint or low end of your range this year, are you comfortable qualitatively that you would think you could drive installation growth in 2023? And I have a follow-up.

So the answer is, we don't know. I answered that question a few times. There are territories like the Middle East and Japan and other places in Asia that are absolutely killing it. They're places like China that are still in COVID lockdown. You answered the question for me about how that – those can be dealt with. I could fill it in. But I said earlier, the pace of our business and inquiries is on a better trajectory than it was several months ago. So if that trajectory continues, given how difficult the last few years have been, I would hope that, that would turn into increases in the number of installations, but it's premature to predict that right now without having more data.

All right. So now to the last question, which, obviously, a lot of companies reported sort of consistent narrative to your economies impacting consumer or vice versa, but we are seeing broad areas of weakness. I am curious when you look across all your geos, which obviously have their own economic profile. Are you seeing consumer weakness that's impacting your ticket sales or the broader box office? And then, when you think about where maybe we have a real recession, I guess, if not in one now and I realize that the box office has been resistant historically to recessions. But obviously, we've never had OTT competition in home like we do now. What are sort of the pluses and minuses of growing in that environment to you?

So, my 2008 was one of the best years we had when those - '08 to '09 when it was broad-based recession. As you said our business generally recession resistant. IMAX is an affordable luxury. You might cancel a vacation or a restaurant, but it's really a getaway experience. You right in-home trends have changed, but we continue to pick up market share this year, early in the year. I mean, I know this seems like ancient history, but Top Gun and Jurassic World and Doctor Strange were only a few months ago and are indexing and our market share are really good. So, I don't think that's going to be an issue.

Thanks, Rich. Good luck.

Thanks, a lot and happy Halloween.

Thank you. This concludes our Q&A session. At this time, I'd like to turn the conference back over to Rich Gelfond, CEO for closing remarks.

So I have a unique advantage over some of you, not all of you. But I've been here for close to 30 years. And I've come to understand, as I said to Eric earlier that it's never as good as it looks and bad as it seems and when Xi Jinping made a speech, I don't think it changes the long-term value of IMAX in China. We are a huge consumer proposition and we've done very well. On the other hand, I don't think when we have one movie, it changes the narrative in a material way with one possible exception, which is Avatar because that's not one movie, there is four of them coming. And second of all, I think when you look what that did to our business not only when the movie came out, but over the rereleases in the last couple of years and the preparation that we're doing and the coordination we have with Disney doing it. So, I scratch my head. I know CEOs aren't supposed to talk about this stuff. But when I see where I stock has been going with the release of Black Panther 2 and Avatar, I really scratch my head because as you know, the theme of this call was of really turning it around in a super positive way. And I guess we'll find out, but from my point of view and listening to us about our buybacks recently, we certainly think we are headed in the right direction. So thank you all for your support.

This concludes today's conference call. Thank you all for participating. You may now disconnect.