Memorex 2010 Annual Report Download

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STORING,
PROTECTING, AND
CONNECTING
A DIGITAL WORLD
Investing In Our Future
Annual Report and Form 10-K
2010

Table of contents

  • Page 1
    STORING, PROTECTING, AND CONNECTING A DIGITAL WORLD Investing In Our Future 2010 Annual Report and Form 10-K

  • Page 2
    ... with TDK to jointly develop and manufacture advanced tape products is just one example of improving return on assets in this category. In Emerging Storage, including flash and removable hard disk drives, we intend to grow through focused investment in our Defenderâ„¢ data security and protection...

  • Page 3
    ... is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes n No ¥ Aggregate market value of voting and non-voting stock of the registrant held by non-affiliates of the registrant, based on the closing price of $9.19 as reported on the New York Stock Exchange on June 30, 2010, was $348...

  • Page 4
    ... DATA ITEM 9 CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE ITEM 9A CONTROLS AND PROCEDURES ITEM 9B OTHER INFORMATION ITEM 10 ITEM 11 ITEM 12 ITEM 13 ITEM 14 ITEM 15 PART III DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE EXECUTIVE COMPENSATION SECURITY...

  • Page 5
    ... megabyte CD-R (recordable) and CD-RW (rewritable) optical discs to 9.4 gigabyte (GB) double-sided DVD optical discs and Blu-ray discs with 25GB to 100GB of capacity. Our optical media is sold throughout the world under brands we own or control, including Imation, Memorex and TDK Life on Record, and...

  • Page 6
    ...hard disk drives. Imation brand products are sold throughout the world and target the commercial user and individual consumer. The Memorex brand was acquired by Imation in 2006. Memorex brand products include recordable CDs, DVDs and Blu-ray discs, CD players, alarm clocks, portable boom boxes, iPod...

  • Page 7
    ... Segments Our business is organized, managed and internally and externally reported as segments differentiated by the regional markets we serve: Americas, Europe, North Asia and South Asia. Each of these geographic segments has responsibility for selling all of our product lines. The Americas...

  • Page 8
    ... and Maxell brands. Our primary competitors in external and removable hard drives are Western Digital and Seagate. While the parent companies that own these brands compete in the removable data storage media market, most generally do not report financial results for these business lines on a stand...

  • Page 9
    ... us to purchase a limited number of LTO Tape media and Blu-ray removable recording media products and accessory products for resale under the TDK Life on Record brand name. TDK agreed to supply such products on competitive terms, and TDK agreed not to sell any such products to third parties for...

  • Page 10
    ... through subsidiaries, sales offices, distributors and relationships with OEMs throughout Europe, Asia, Latin America and Canada. The removable data storage market is at different levels of development and penetration in different geographic regions. As a result, growth rates will typically vary...

  • Page 11
    ... and Chief Executive Officer of Altec Lansing Technologies, a manufacturer of consumer audio equipment from June 2001 to August 2005. Mr. Lucas was a member of the Board of Directors of Imation from April 2007 to February 2009 and served as a member of the Company's Audit and Finance Committee and...

  • Page 12
    ... of our business depends in part on the development and performance of our new products. Historically, magnetic and optical products have provided the majority of our revenues. Demand for optical media products is decreasing due to a shift in demand to the use of other media for storing data. While...

  • Page 13
    ... costs and expenditures, changing relationships with customers, suppliers and strategic partners, or contractual, intellectual property or employment issues. In addition, key personnel of an acquired company may decide not to work for us. The acquisition of another company or its products...

  • Page 14
    ... increase our operating costs and adversely impact the competitive positions of our products. Our reliance on suppliers, third-party contract manufacturing and commodity markets to secure raw materials, parts and components used in our products exposes us to volatility in the prices and availability...

  • Page 15
    ...business would be negatively impacted if key customers were to significantly reduce the range or inventory level of our products. Our success depends in part on our ability to obtain and protect our intellectual property rights, including the Imation, TDK Life on Record, Memorex and XtremeMac brands...

  • Page 16
    ... patents or proprietary rights; • conditions and trends in the consumer electronics and data storage industries; • contraction in our operating results or growth rates; • changes in financial estimates by securities analysts relating specifically to us or the industries in which we participate...

  • Page 17
    ...). PART II Item 5. Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities. (a) - (b) As of February 24, 2011, there were 38,819,639 shares of our common stock, $0.01 par value (common stock), outstanding and held by 21,785 shareholders of record...

  • Page 18
    The following table sets forth, for the periods indicated, the high and low sales prices of common stock as reported on the New York Stock Exchange. 2010 Sales Prices High Low 2009 Sales Prices High Low First quarter ...Second quarter Third quarter . . Fourth quarter . ... ... ... ... ... ... ... ...

  • Page 19
    ... and Results of Operations, for additional information regarding the financial information presented in this table. The acquisitions of Xtreme Accessories, LLC on June 30, 2008, TDK Recording Media on July 31, 2007, Memcorp, Inc. on July 9, 2007, and Memorex International Inc. on April 28, 2006 may...

  • Page 20
    ... related notes that appear elsewhere in this Annual Report on Form 10-K. Overview We are a leading global technology company dedicated to helping people and organizations store, protect and connect their digital world. Our portfolio of data storage and security products, electronics and accessories...

  • Page 21
    ... storage products and the continuing soft economy. • Gross margin of 15.5 percent in 2010 was down from 16.0 percent in 2009, due to inventory write-offs of $14.2 million which were part of our 2011 manufacturing redesign restructuring plan announced January 18, 2011. • Selling, general...

  • Page 22
    ..., including $118.7 million from optical products and $58.2 million from magnetic products, as well as $38.9 million from electronics and accessories driven in part by planned rationalization of our video products, offset partially by increases in emerging storage products of $42.1 million. Our...

  • Page 23
    ... we plan to invest in additional R&D activities in four core product technology areas: secure storage, scalable storage, wireless/connectivity and magnetic tape. These investments will result in an increase of more than 30 percent in R&D annually. Litigation Settlement Years Ended December 31, 2010...

  • Page 24
    ... information about the goodwill impairment. During the fourth quarter of 2008, in connection with our annual goodwill impairment test, impairments were identified and recorded in an aggregate amount of $32.4 million related to the Americas-Commercial, Asia Pacific and Electronic Products reporting...

  • Page 25
    ..., we recorded $0.9 million of lease termination costs related to our 2008 cost reduction restructuring program. This program began in the third quarter of 2008 when our Board of Directors approved the Camarillo, California restructuring plan as further implementation of our manufacturing strategy...

  • Page 26
    ...rates year-over-year. Our interest expense increased in 2010, compared with 2009, due to increased amortization of capitalized fees related to securing... from one of our commercial partners recorded in 2009, offset partially by a recovery of $2.0 million in 2010. Our interest income decreased...

  • Page 27
    ...quarter of 2010, we realigned our corporate segments and reporting structure with how the business is managed. As part of this reorganization, we combined our Electronic Products segment with our Americas segment, and we separated our Asia Pacific segment into North Asia and South Asia regions. Each...

  • Page 28
    ... storage products of $10.6 million and electronics and accessories of $3.3 million, offset partially by decreases in traditional storage products of $5.5 million. Operating income declined in 2010, compared with 2009, driven by slightly lower margins in traditional storage products. The North Asia...

  • Page 29
    ... and electronics and accessories of $4.9 million, offset partially by decreases in traditional storage products of $14.2 million. Operating income increased in 2010, compared with 2009, driven by higher gross margin percentages across all product categories, offset partially by increased SG&A costs...

  • Page 30
    ... decreases in pension accruals of $9.4 million and litigation settlement accruals of $6.7 million. In some countries, primarily Europe and Canada, the sale of recordable optical media is subject to a private copying levy, which is an extra charge on purchases of these products. Imation collects the...

  • Page 31
    ... headquarters. Proceeds from the sale of assets in 2009 included the sale of our Anaheim, California real estate which netted $12.2 million of cash during the fourth quarter. In 2008, acquisition related activities included payment for the acquisition of the minority interest in Imation Corporation...

  • Page 32
    ... Cash used in financing activities of $1.0 million and $3.2 million during 2010 and 2009, respectively, were due to cash payments made to amend and extend our line of credit. These issuance costs were capitalized in our Consolidated Balance Sheets. On January 28, 2008, the Board of Directors...

  • Page 33
    .... In most cases, we provide suppliers with a three to six month rolling forecast of our demand. The forecasted amounts are generally not binding on us. However, it may take up to 60 days from the purchase order issuance to receipt, depending on supplier and inbound lead time. (2) Timing of payments...

  • Page 34
    ..., we cannot make reliable estimates of the amount or timing of cash payments that may be required to settle these liabilities. The acquisition agreements related to the TDK Recording Media, Memcorp and XtremeMac business acquisitions contained certain earn out provisions. For the year ended...

  • Page 35
    .... Intangibles. We record all assets and liabilities acquired in purchase acquisitions, including intangibles, at fair value. Intangible assets with a definite life are amortized based on a pattern in which the economic benefits of the assets are consumed, typically with useful lives ranging from one...

  • Page 36
    ... our corporate segments and reporting structure with how the business will be managed going forward. As part of this reorganization, we combined our Electronic Products segment with our Americas segment, and we separated our Asia Pacific segment into North Asia and South Asia regions. Our reporting...

  • Page 37
    ...-term assumption, it generally does not change each year. We use historic return trends of the asset portfolio combined with recent market conditions to estimate the future rate of return. The rate of return used in calculating the U.S. pension plan expense for 2010, 2009 and 2008 was 8.0 percent...

  • Page 38
    ... for magnetic data storage products and the related restructuring; the volatility of the markets in which we operate; foreign currency fluctuations; our ability to source and deliver products to our customers at acceptable quality, volume and cost levels; significant changes in discount rates and...

  • Page 39
    ... we attempt to utilize hedging to manage the impact of changes in currency exchange rates, our revenue or costs are adversely impacted when the U.S. dollar sustains a strengthening position against currencies in which we sell products or a weakening exchange rate against currencies in which we incur...

  • Page 40
    ... and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company's assets that could have a material effect on the financial statements. Because of its inherent limitations, internal control...

  • Page 41
    IMATION CORP. CONSOLIDATED STATEMENTS OF OPERATIONS Years Ended December 31, 2010 2009 2008 (In millions, except per share amounts) Net revenue ...$1,460.9 Cost of goods sold...1,234.5 Gross profit ...Selling......Discontinued operations: (Loss) income from operations of discontinued businesses,...

  • Page 42
    IMATION CORP. CONSOLIDATED BALANCE SHEETS As of December 31, 2010 2009 (In millions, except per share amounts...stock, $.01 par value, authorized 25 million shares, none issued and outstanding . Common stock, $.01 par value, authorized 100 million shares, 42.9 million issued...part of these statements. 39

  • Page 43
    ......Balance as of December 31, 2008 ...Restricted stock grants and other ...401(k) matching contribution ...Stock-based compensation related to options...Comprehensive loss: Net loss ...Net change in cumulative translation adjustment ...Pension adjustments (net of income tax provision of $5.1)...Cash...

  • Page 44
    ... acquired ...Acquisition of minority interest ...Proceeds from sale of assets ...Net cash (used in) provided by investing activities . Cash Flows from Financing Activities: Purchase of treasury stock ...Exercise of stock options ...Dividend payments ...Debt repayment ...Debt issuance costs ...151...

  • Page 45
    ... Background Imation Corp., a Delaware corporation, was formed in 1996 as a result of the spin-off of substantially all of the businesses which comprised the data storage and imaging systems groups of 3M Company. As used herein, the terms "Imation," "Company," ''we," "us," or "our" mean Imation Corp...

  • Page 46
    ... costs include only (1) external direct costs of materials and services consumed in developing or obtaining internal-use software, (2) payroll and payroll-related costs for employees who are directly associated with and who devote time to the internal-use software project and (3) interest costs...

  • Page 47
    ... remaining economic useful life. Revenue Recognition. We sell a wide range of removable data storage media products as well as certain consumer electronic products. Net revenue consists primarily of magnetic, optical, flash media, consumer electronics and accessories sales. We recognize revenue in...

  • Page 48
    ... of our cost of goods sold in the period in which the purchased inventory is sold, allocated using a systematic and rational method. Restructuring Reserves. Employee-related severance charges are largely based upon distributed employment policies and substantive severance plans. Generally, these...

  • Page 49
    ...our stock-based compensation plans using the "treasury stock" method. See Note 3 herein for further information regarding the calculation of weighted average basic and diluted shares outstanding. Recent Accounting Pronouncements In January 2010, the Financial Accounting Standards Board (FASB) issued...

  • Page 50
    ... assets of Xtreme Accessories, LLC (XtremeMac), a Floridabased product design and marketing firm focused on consumer electronic products and accessories. The purchase price was $7.3 million, consisting of a cash payment of $7.0 million and $0.3 million of direct acquisition costs. No additional cash...

  • Page 51
    ... interest in Imation Corporation Japan (ICJ). The purchase price for the acquisition was $8.0 million, which was paid in cash. The transaction was accounted for using the step acquisition method which requires the allocation of the excess purchase price to the fair value of net assets acquired. The...

  • Page 52
    ... Operations Discontinued operations are related to the wind down of the GDM joint venture. GDM was a joint venture created to market optical media products with Moser Baer India Ltd. (MBI). Since the inception of the joint venture in 2003, we held a 51 percent ownership in the business. As...

  • Page 53
    ...Information As of December 31, 2010 2009 (In millions) Inventories Finished goods ...$ 175.0 Work in process ...10.6 Raw materials and supplies... Rebates ...Levies ...Accrued payroll ...Litigation settlement - current . Employee separation costs ...Value added tax ...Other ...$ 53.4 .. 23.6 .. 15.6 ...

  • Page 54
    ... translation adjustment ...$ (47.4) Pension liability adjustments, net of income...2010... $ 28.3 53.9 (45.6) $ 36.6 40.1 (48.1) $ 28.6 9.0 (17.0) $ 20.6 * Accounts receivable reserves and allowances include estimated amounts for customer returns, terms discounts and the inability of certain customers...

  • Page 55
    ... 337.3 In February 2010, we entered into an amendment to our license agreement with ProStor Systems. Under the terms of the agreement, we paid $5.0 million and will have a semi-exclusive license to manufacture, market and sell RDX removable hard disk systems through 2020. We recorded the payment as...

  • Page 56
    ... our corporate segments and reporting structure with how the business will be managed going forward. As part of this reorganization, we combined our Electronic Products segment with our Americas segment, and we separated our Asia Pacific segment into North Asia and South Asia regions. Our reporting...

  • Page 57
    ...tape formats in both companies' research centers in the U.S. and Japan, while consolidating tape coating operations to the TDK Group Yamanashi manufacturing facility. This program was anticipated to include approximately $50 million in restructuring and other charges, consisting of severance related...

  • Page 58
    ...goods sold in our Consolidated Statements of Operations. 2011 Corporate Strategy Restructuring Program On January 31, 2011, the Board of Directors approved the 2011 corporate strategy restructuring program to rationalize certain product lines and increase efficiency and gain greater focus in support...

  • Page 59
    ... cost. We recorded $0.3 million of income through the reversal of lease termination accruals related to previously announced programs. During 2008, we committed to a plan to sell our Camarillo, California manufacturing facility. We initiated an active program to locate a buyer, actively marketed...

  • Page 60
    ... acquisition-related working capital amounts as negotiated with TDK. See Note 4 herein for further information. 2010 Activity The following table summarizes 2010 restructuring and other activity by restructuring program: 2011 Manufacturing Redesign Program 2008 2011 Corporate Corporate Redesign...

  • Page 61
    ... and other activity by restructuring program: 2008 Corporate Redesign Program TDK 2008 Recording Cost Media Reduction Program Program (In millions) Other Total Restructuring Severance and severance related ...Lease termination costs...Total restructuring ...Other Pension settlement/curtailment...

  • Page 62
    ..., subject to the employees continuing service to the Company. For directors, the options generally become exercisable and restricted stock vests in full on the first anniversary of the grant date. Exercise prices for stock options are equal to the fair market value of our common stock on the date of...

  • Page 63
    ... granted based on the Company's performance against operating income targets for 2010. Operating income (as defined under the 2010 Annual Bonus Plan) exceeded specified levels; therefore, the full grant will vest 25 percent per year over four years from the date of grant. Our stock price of $10.31...

  • Page 64
    ..., we announced the retirement of our former Vice Chairman and Chief Executive Officer, Frank Russomanno, effective May 5, 2010. In connection with his retirement from the Company, the Board of Directors also determined to accelerate the vesting of Mr. Russomanno's outstanding unvested options and...

  • Page 65
    ... on the Company's performance against operating income targets for 2010. Operating income (as defined under the 2010 Annual Bonus Plan) exceeded specified levels; therefore, the full grant will vest 25 percent per year over four years from the date of grant. The total fair value of shares vested...

  • Page 66
    ... the timing of this plan amendment we remeasured the funded status of our U.S. pension plan in conjunction with the annual remeasurement as of December 31, 2010. In connection with actions taken under our previously announced restructuring programs, we fully terminated a defined benefit pension plan...

  • Page 67
    ... and plan assets, and the funded status of the defined benefit plan were as follows: United States International As of December 31, As of December 31, 2010 2009 2010 2009 (In millions) Change in benefit obligation Benefit obligation, beginning of year ...Service cost ...Interest cost ...Actuarial...

  • Page 68
    ... States International As of December 31, As of December 31, 2010 2009 2010 2009 (In millions) Net actuarial loss ...$21.6 Prior service cost (credit) ...- Transition asset obligation...- Total ...$21.6 $27.0 0.4 - $27.4 $ 7.3 (6.7) 2.1 $ 2.7 $ 8.0 (3.7) 1.9 $ 6.2 Information for pension plans...

  • Page 69
    ... assumptions used to determine net periodic benefit costs for the years ended December 31, 2010, 2009 and 2008, were as follows: United States As of December 31, 2010 2009 2008 International As of December 31, 2010 2009 2008 Discount rate ...5.30% Expected return on plan assets ...8.00% Rate of...

  • Page 70
    ... contracts. Certain mutual funds and absolute return strategy funds are valued using net asset value (NAV) of shares held as of December 31, 2010. The NAV is a quoted transactional price for participants in the fund which do not represent an active market. In relation to these investments, there...

  • Page 71
    ...31, 2010 Quoted Prices in Significant Other Active Markets for Observable Inputs Identical Assets (Level 2) (Level 1) (In millions) Unobservable Inputs (Level 3) Short-term investments: Money markets ...Commingled trust funds ...Mutual funds ...Other short-term investments . Fixed income securities...

  • Page 72
    ... made under the variable compensation program for the years ended 2010, 2009 or 2008. We used shares of treasury stock to match employee 401(k) contributions for 2010, 2009 and 2008. Total expense related to the use of shares of treasury stock to match employee 401(k) contributions was $1.7 million...

  • Page 73
    ... activity in 2009. Other items that had an impact on the 2009 tax benefit included an increase in the state tax effective rate, additional reserves for uncertain tax positions and the change in proportion of income by jurisdiction. In 2010 and 2009, the net cash received for income taxes, relating...

  • Page 74
    ... our U.S. deferred tax assets would be fully realized. Therefore, during 2010, we recorded a charge to establish a valuation allowance of $105.6 million related to our U.S. deferred tax assets, of which $53.3 million related to beginning of the year U.S. deferred tax assets. The valuation allowance...

  • Page 75
    ...operations. Our income tax returns are subject to review by various U.S. and foreign taxing authorities. As such, we record accruals for items that we believe may be challenged by these taxing authorities. The threshold for recognizing the benefit of a tax return position in the financial statements...

  • Page 76
    ... subsidiaries of Imation Corp. (the Guarantors) and are secured by a first priority lien (subject to customary exceptions) on the real property comprising Imation Corp.'s corporate headquarters and all of the personal property of Imation Corp., its subsidiary Imation Enterprises Corp., which is...

  • Page 77
    ... held for sale and certain fixed assets are recorded at fair value as discussed below. Fair value measurements are categorized into one of three levels based on the lowest level of significant input used: Level 1 (unadjusted quoted prices in active markets for identical assets); Level 2 (significant...

  • Page 78
    ... an impairment charge of $14.7 million. The fair value of the equipment was assessed based upon sales proceeds from similar equipment sold as part of the closing of our Camarillo, California facility. As these data points are primarily unobservable in the market, these assets are classified as Level...

  • Page 79
    ... limits and by using major international banks and financial institutions as counter-parties. Cash Flow Hedges We attempt to substantially mitigate the risk that forecasted cash flows denominated in foreign currencies may be adversely affected by changes in currency exchange rates through the use...

  • Page 80
    ... that are measured at fair value on a recurring basis at December 31, 2010 were as follows: Quoted Prices in Significant Active Markets Other for Identical Observable Assets Inputs (Level 1) (Level 2) (In millions) Unobservable Inputs (Level 3) December 31, 2010 Derivative assets Foreign currency...

  • Page 81
    ... the time, if any, that TDK and its affiliates cease to own at least 75 percent of the shares issued related to the acquisition of the TDK Recording Media business or cease to be holders of record of at least 10 percent of the common stock as a result of Imation issuing additional shares. TDK cannot...

  • Page 82
    ...summary of treasury share activity: Treasury Shares Balance as of December 31, 2007 ...Purchases ...Exercise of stock options...Restricted stock grants and other...: December 31, December 31, 2010 2009 (In millions) Cumulative currency translation adjustment ...Pension adjustments, net of income tax ...

  • Page 83
    ...storage, and electronics and accessories. Traditional storage products include optical products, magnetic products and other traditional storage media products. Optical products include primarily DVDs, CDs and Blu-ray disc recordable media. Magnetic products include primarily data storage tape media...

  • Page 84
    ... including USB flash drives, external hard disk drives, removable hard disk drives and solid state drives. Electronics and accessories products include primarily audio electronics such as portable CD players and iPod clock radios, video electronics, and accessories such as CD and DVD jewel cases and...

  • Page 85
    ...Research Corp. (ARC) sued Imation for breach of contract relating to a supply agreement under which we purchase our requirements for magnetic heads to write servo patterns on magnetic tape prior to sale of the finished cartridges, requesting the court to order that Imation pay damages and return the...

  • Page 86
    ...shares as of December 31, 2010 and 2009. In connection with the acquisition we entered into a Supply Agreement and a Transition Services Agreement with TDK. Under the Transition Services Agreement, TDK provided certain services to assist in the transfer of the TDK Recording Media business to Imation...

  • Page 87
    ... STATEMENTS - (Continued) Note 17 - Quarterly Data (Unaudited) First Second Third Fourth Total(1) (In millions, except per share amounts) 2009 Net revenue ...Gross profit ...Operating (loss) income...(Loss) income from continuing operations ...Discontinued operations ...Net (loss) income ...(Loss...

  • Page 88
    ... because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate. Imation management assessed the effectiveness of Imation's internal control over financial reporting as of December 31, 2010. In making this assessment, we used the criteria set forth...

  • Page 89
    ... Executive Officer, Imation. See Executive Officers of the Registrant in Item 1. Business herein for further information. L. White Matthews, III, retired Executive Vice President and Chief Financial Officer, Ecolab Inc. (a developer and marketer of cleaning and sanitizing products and services) and...

  • Page 90
    ... and Analysis," "Compensation Committee Report," "Compensation of Executive Officers" and "Board of Directors - Compensation of Directors" are incorporated by reference into this Form 10-K. Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters. The...

  • Page 91
    ...among Hanny Holding Limited, Hanny Magnetics (B.V.I.) Limited, Investor Capital Management Asia Limited, Investor Capital Partners - Asia Fund L.P, Global Media Limited, Memorex Holdings Limited and Imation Corp. (incorporated by reference to Exhibit 2.2 to Imation's Form 8-K Current Report filed on...

  • Page 92
    ..., by and between IMN Data Storage Holdings C.V. and TDK Corporation (incorporated by reference to Exhibit 10.3 to Imation's Form 8-K Current Report filed on August 3, 2007) Supply Agreement, dated July 31, 2007, by and between Imation Corp. and TDK Corporation (incorporated by reference to Exhibit...

  • Page 93
    Number Description of Exhibit 10.26* 10.27* 10.28* 10...Stock Option Agreement for Executive Officers under the Imation Corp. 2005 Stock Incentive Plan (incorporated by reference to Exhibit 10.2 to Imation's Form 8-K Current Report filed on May 12, 2008) Form of Non-Employee Director Restricted Stock...

  • Page 94
    ...Annual Bonus Plan Target Approval (incorporated by reference to Imation's Form 8-K Current Report filed on November 9, 2009) Description of 2011 Annual Bonus Plan Target Approval (incorporated by reference to Imation's Form 8-K Current Report filed on November 10, 2010) Director Compensation Program...

  • Page 95
    ... of Section 13 or 15(d) 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. IMATION CORP. By: /s/ MARK E. LUCAS Mark E. Lucas President and Chief Executive Officer Date: March 2, 2011 92

  • Page 96
    ... of the Securities Exchange Act of 1934, this report has been ...Officer and Director (Principal Executive Officer) Senior Vice President and Chief Financial Officer (Principal Financial Officer) Vice President, Corporate Controller and Chief Accounting Officer (Principal Accounting Officer) Director...

  • Page 97
    EXHIBIT INDEX Exhibit Number Description of Exhibit 10.59 21.1 23.1 24.1 31.1 31.2 32.1 32.2 Director Compensation Program Effective May 4, 2005 (As amended on February 10, 2011) Subsidiaries of Imation Corp. Consent of Independent Registered Public Accounting Firm Power of Attorney Certification ...

  • Page 98
    ... Marketing S.A...Imation Mercosur Trading S.A...Imation Funding Corp ...Imation Government LLC...Memorex Products Inc...Imation Online Services Corporation ...IMN Data Storage LLC ...Imation Data Storage Holdings CV ...Imation Europe BV ...TME GmbH...Imation Deutschland GmbH ...Imation U.K. Limited...

  • Page 99
    ..., 333-38196, 333-66030, 333-124634 and 333-150693), of Imation Corp. of our report dated March 2, 2011, relating to the financial statements and the effectiveness of internal control over financial reporting, which appears in this Form 10-K. /s/ PRICEWATERHOUSECOOPERS LLP Minneapolis, Minnesota...

  • Page 100
    ..., in any and all capacities, to sign the 2010 Annual Report on Form 10-K of Imation Corp., and any and all amendments thereto, and to file the same, with all exhibits thereto and other documents in connection therewith, with the Securities and Exchange Commission, granting unto said attorneys-in...

  • Page 101
    ... (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer and I have disclosed, based on our most...

  • Page 102
    ... (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and 5. The registrant's other certifying officer and I have disclosed, based on our most...

  • Page 103
    ... Act of 2002 In connection with the Annual Report of Imation Corp. (the "Company") on Form 10-K for the period ended December 31, 2010, as filed with the Securities and Exchange Commission (the "Report"), I, Mark E. Lucas, President and Chief Executive Officer of the Company, certify, pursuant to 18...

  • Page 104
    ... 2002 In connection with the Annual Report of Imation Corp. (the "Company") on Form 10-K for the period ended December 31, 2010, as filed with the Securities and Exchange Commission (the "Report"), I, Paul R. Zeller, Senior Vice President and Chief Financial Officer of the Company, certify, pursuant...

  • Page 105
    ... ASIA HEADQUARTERS Singapore Global Headquarters Regional Headquarters Area Offices Manufacturing Traditional Storage (Optical & Magnetic) Emerging Storage (Flash & HDD) Electronics & Accessories Imation's product categories address applications spanning storage, protection, and connectivity...

  • Page 106
    ... our annual report and proxy materials electronically in the future, go to our website imation.com: click on Investor Relations; click on Financial & Investor Information click on Shareholder Services/Information, and follow the prompts to submit your electronic consent Imation Coup. 1 Imation Way...