TORONTO, Jan. 14, 2025 /CNW/ - Aimia Inc. (TSX: AIM) ("Aimia" or the "Company") today announced the preliminary results of its substantial issuer bid (the "Offers") to purchase for cancellation all of its preferred shares (the "Preferred Shares") in consideration for 9.75% senior unsecured notes (the "2030 Notes"). The Offers are set to expire at 5:00 pm (Eastern time) on January 30, 2025, unless further extended, varied or withdrawn by the Company.
Based on the preliminary count provided by TMX Trust, the depository for the Offers, a total of 7,811,097 Preferred Shares were validly tendered as of January 10, 2025 (being the initial expiry date before having been extended to January 30, 2025). The total is comprised of:
Series 1: 4,476,482 shares, representing 88% of the issued and outstanding shares of this series.
Series 3: 635,515 shares, representing 38.5% of the issued and outstanding shares of this series.
Series 4: 2,699,100 shares, representing 99.7% of the issued and outstanding shares of this series.
As specified in its issuer bid circular dated November 21, 2024 (the "Circular"), Aimia has the option to acquire the remainder of the Preferred Shares by way of a compulsory acquisition ("Compulsory Acquisition") if the Company takes up and pays for 90% or more of the Preferred Shares within 120 days of the date of the Offers. The Compulsory Acquisition option can be exercised by the Company by sending an offeror's notice to preferred shareholders who did not accept the Offers within 60 days after the expiry date (but in any event within 180 days after the date of the Offers).
Preferred Shares validly deposited by preferred shareholders using the letter of transmittal and, if applicable, a notice of guaranteed delivery, as of January 10, 2025 have been taken up and paid for by the Company and the Company issued $141,207,600 principal amount of 2030 Notes as of the date hereof.
Details of the Offers, including instructions for tendering the Preferred Shares, are included in the formal Offers to purchase and issuer bid circular dated November 21, 2024.
Preferred shareholders wishing to tender their shares are encouraged to make use of the Notice of Variation ("Notice of Variation") and extension dated January 10, 2025 and the letter of transmittal. The Notice of Variation has been mailed to preferred shareholders, filed with applicable Canadian securities authorities and made available without charge on SEDAR+ at www.sedarplus.ca. Preferred shareholders should carefully read the Offer Documents prior to making a decision with respect to the Offers.
The Substantial Issuer Bid marks the first initiative introduced as a result of Aimia's strategic review process designed to unlock the Company's value. The Offers provide preferred shareholders with an opportunity to realize all or a portion of their investment in the Company based on (i) the limited liquidity and perpetual nature of the Preferred Shares, (ii) the higher annual yield the 2030 Notes will provide relative to the current dividend (annualized) of each series of Preferred Shares, (iii) the fixed maturity date of the 2030 Notes, and (iv) the accelerated liquidity available to holders of 2030 Notes in certain events. The Strategic Review Committee and the Board of Directors believe that the exchange of Preferred Shares for the 2030 Notes under the Offers for the purchase price (as detailed in the Offer Documents) represents an effective recapitalization of the Company and is in the best interests of the Company and its security holders.
Shareholders with questions about the Offers or how to tender can contact Aimia's information agent, Shorecrest Group at 1-888-637-5789 (North American Toll-Free Number) or +1 647-931-7454 (outside North America) or email: contact@shorecrestgroup.com for assistance.
This news release is for informational purposes only and does not constitute an offer to buy or the solicitation of offers to sell Preferred Shares. The formal offers to purchase the Preferred Shares in consideration for 2030 Notes are detailed in the Offer Documents.
About Aimia
Aimia Inc. (TSX: AIM) is a diversified company focused on unlocking the growth potential of its two global businesses, Bozzetto, a sustainable specialty chemicals company, and Cortland International, a rope and netting solutions company. Headquartered in Toronto, Aimia's priorities include monetizing its non-core investments, enhancing the value of our core holdings, and returning capital to its shareholders. For more information about Aimia, visit www.aimia.com.
Forward-Looking Statements
This press release contains statements that constitute "forward-looking information" within the meaning of Canadian securities laws ("forward-looking statements"), which are based upon Aimia's current expectations, estimates, projections, assumptions and beliefs. All information that is not clearly historical in nature may constitute forward-looking statements. Forward-looking statements in this release include, without limitation, statements regarding the Company's intentions and expectations with respect to the Offers, the expected expiry time and closing date of the Offers and the effects and benefits of the Offers. Forward-looking statements are typically identified by the use of terms such as "anticipate", "believe", "could", "estimate", "expect", "intend", "may", "plan", "predict", "project", "will", "would" and "should", and similar terms and phrases, including references to assumptions.
Forward-looking statements, by their nature, are based on assumptions and are subject to known and unknown risks and uncertainties, both general and specific, that contribute to the possibility that the forward-looking statement will not occur. The forward-looking statements in this press release speak only as of the date hereof and reflect several material factors, expectations and assumptions. Undue reliance should not be placed on any predictions or forward-looking statements as these may be affected by, among other things, changing external events and general uncertainties of the business. A discussion of the material risks applicable to the Company can be found in Aimia's current Management's Discussion and Analysis and Annual Information Form, each of which have been or will be filed on SEDAR+ and can be accessed at www.sedarplus.ca. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Aimia disclaims any intention and assumes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.
