Attached files

file filename
EX-31.4 - EXHIBIT 31.4 - CERTIFICATION OF CFO PURSUANT TO SECTION 302 - LIONS GATE ENTERTAINMENT CORP /CN/exhibit314.htm
EX-31.3 - EXHIBIT 31.3 - CERTIFICATION OF CEO PURSUANT TO SECTION 302 - LIONS GATE ENTERTAINMENT CORP /CN/exhibit313.htm
EX-10.91 - EXHIBIT 10.91 - AMENDED AND RESTATED CREDIT AGREEMENT - LIONS GATE ENTERTAINMENT CORP /CN/exhibit1091.htm



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________________________________
FORM 10‑Q
Amendment No. 1
ý
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended September 30, 2012
or
¨
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from              to             
Commission File No.: 1-14880
___________________________________________________________
Lions Gate Entertainment Corp.
(Exact name of registrant as specified in its charter)
___________________________________________________________
British Columbia, Canada
 
N/A
(State or other jurisdiction of
incorporation or organization)
 
(I.R.S. Employer
 Identification No.)
1055 West Hastings Street, Suite 2200
Vancouver, British Columbia V6E 2E9
and
2700 Colorado Avenue, Suite 200
Santa Monica, California 90404
(Address of principal executive offices)
___________________________________________________________
(877) 848-3866
(Registrant’s telephone number, including area code)
___________________________________________________________
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  ý    No  ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  ý    No  ¨
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, 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 o
 
Accelerated filer þ
 
Non accelerated filer o
 
Smaller reporting company o
 
 
 
 
(Do not check if a smaller reporting company)
 
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes  ¨  No  ý
Indicate the number of shares outstanding of each of the registrant’s classes of common stock, as of the latest practicable date
Title of Each Class
 
Outstanding at November 1, 2012
Common Shares, no par value per share
 
146,090,466 shares




EXPLANATORY NOTE
The sole purpose of this Amendment No. 1 to Lions Gate Entertainment Corp.’s Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2012 (the “Form 10-Q”) is to re-file Exhibit 10.91 to the Form 10-Q. Exhibit 10.91 is the Third Amended and Restated Credit, Security, Guaranty and Pledge Agreement dated September 27, 2012 among Lions Gate Entertainment Inc., as borrower, the Guarantors referred to therein, the Lenders referred to therein and JPMorgan Chase Bank, N.A. as administrative agent and issuing bank. This agreement was originally filed pursuant to a Confidential Treatment Application filed with the Securities and Exchange Commission. The nature of the material that has been omitted has been revised at the request of the Securities and Exchange Commission.
No other changes have been made to the Form 10-Q. This Form 10-Q/A speaks as of the original filing date of the Form 10-Q and has not been updated to reflect events occurring subsequent to the original filing date.



    



Part II - Other Information
Item 6. Exhibits.
Exhibit
 
 
Number
 
Description of Documents
3.1(1)
 
Articles
3.2(2)
 
Notice of Articles
3.3(3)
 
Vertical Short Form Amalgamation Application
3.4(3)
 
Certificate of Amalgamation
4.1(4)
 
Supplemental Indenture dated October 15, 2012 among Lions Gate Entertainment Inc., Lions Gate Entertainment Corp., the subsidiary guarantors named therein and U.S. Bank National Association, as trustee

10.91*
 
Third Amended and Restated Credit, Security, Guaranty and Pledge Agreement dated September 27, 2012 among Lions Gate Entertainment Inc., as borrower, the Guarantors referred to therein, the Lenders referred to therein and JPMorgan Chase Bank, N.A. as administrative agent and issuing bank

31.1**
 
Certification of CEO pursuant to Section 302 of Sarbanes-Oxley Act of 2002
31.2**
 
Certification of CFO pursuant to Section 302 of Sarbanes-Oxley Act of 2002
31.3
 
Certification of CEO pursuant to Section 302 of Sarbanes-Oxley Act of 2002 (abbreviated for Form 10-Q/A)
31.4
 
Certification of CFO pursuant to Section 302 of Sarbanes-Oxley Act of 2002 (abbreviated for Form 10-Q/A)
32.1**
 
Certification of CEO and CFO pursuant to Section 906 of Sarbanes-Oxley Act of 2002
101(5)
 
The following materials from the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2012 formatted in Extensible Business Reporting Language (XBRL): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Shareholder's Equity, (iv) the Consolidated Statements of Cash Flows and (v) Notes to Consolidated Financial Statements
__________________________

(1)
Incorporated by reference to the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2005 as filed on June 29, 2005.
(2)
Incorporated by reference to the Company's Quarterly Report on Form 10-Q for the quarter ended December 31, 2010 as filed on February 9, 2011.
(3)
Incorporated by reference to the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2007 as filed on May 30, 2007.
(4)
Incorporated by reference to the Company's Current Report on Form 8-K as filed on October 15, 2012
(5)
Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 of the Form 10-K filed on November 8, 2012 are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.
*
Filed herewith. Confidential treatment has been requested for portions of this exhibit. Portions of this document have been omitted and submitted separately to the Securities and Exchange Commission.
**
Previously filed on November 8, 2012 as an exhibit to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2012.
______________________________


    



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.
LIONS GATE ENTERTAINMENT CORP.
DATE: February 21, 2013
By:
/s/ James Keegan
 
 
Name: James Keegan
Title: Chief Financial Officer