- Mithaq's premium, all-cash takeover bid for Aimia of
$3.66 per common share remains the
best option for shareholders
- Shareholders should continue to visit
www.cashpremiumforaimia.com for the latest updates
TORONTO, Dec. 14,
2023 /CNW/ - Mithaq Capital SPC ("Mithaq"),
the largest shareholder of Aimia Inc. (TSX: AIM) ("Aimia"),
today confirmed that, further to its previous disclosure, it
intends to acquire additional common shares of Aimia (the
"Common Shares") following Aimia's undertaking to the
Ontario Securities Commission's Capital Markets Tribunal to repeal
its Shareholder Rights Plan filed on December 7, 2023.
"By acquiring additional Common Shares in this way, we will
bring ourselves closer to our goal of taking Aimia private in a
transaction that will benefit all Aimia shareholders," said Mr.
Turki Saleh A. AlRajhi, Chairman and
Chief Executive Officer of Mithaq Canada Inc. (the
"Offeror"), a wholly owned subsidiary of Mithaq. "The best
way forward for Aimia and its long-suffering investors remains for
shareholders to tender their shares to Mithaq's premium, all-cash
takeover Offer of $3.66 per Common
Share."
In light of Aimia's undertaking and in connection with the offer
made by the Offeror to purchase for $3.66 per Common Share all of the issued and
outstanding Common Shares not already owned by the Offeror and its
affiliates (the "Offer"), Mithaq confirms that in advance of
expiry of the Offer it intends to purchase up to 4,208,230
additional Common Shares, representing 5% of the outstanding Common
Shares as of October 5, 2023, the
date that the Offer was commenced.
Any purchases will be made in compliance with the requirements
under Section 2.2(3) of National Instrument 62-104 – Take-Over
Bids and Issuer Bids, with details of any such purchases being
announced on the day they are completed. Assuming all 4,208,230
additional Common Shares are purchased and the number of issued and
outstanding Common Shares remains the same as today, Mithaq's
interest in Aimia would increase to 31.98%.
THE PREMIUM, ALL-CASH TAKEOVER
OFFER
The Offeror commenced the premium, all-cash Offer and filed a
take-over bid circular (the "Mithaq Circular") and related
documents with the securities regulatory authorities in
Canada on October 5, 2023.
Shareholders are urged to read the Mithaq Circular and the
Notice of Variation filed thereto on November 28, 2023 (the "First Notice of
Variation") as they contain important information, including
the terms and conditions of the Offer and the procedures for
depositing Common Shares. Additional information about the Offer or
copies of the Mithaq Circular and the First Notice of Variation and
related documents may be obtained without charge on request from
Carson Proxy Advisors at the contact information below. The Mithaq
Circular and related documents filed by the Offeror are also
available on SEDAR+ at www.sedarplus.com.
This press release does not constitute an offer to buy or the
solicitation of an offer to sell any securities of the Offeror,
Mithaq or Aimia.
HOW TO TENDER
Shareholders are encouraged to tender their Common Shares and
realize immediate liquidity for their investment. If Common Shares
are held by a broker or other financial intermediary, shareholders
should contact that intermediary and instruct it to tender their
Common Shares. If Common Shares are held in registered form,
shareholders should complete the Letter of Transmittal included in
the documents mailed to them by the Offeror.
For shareholders whose certificate(s) or direct registration
system statement(s) ("DRS Statements") are not immediately
available or who cannot deliver the certificate(s) or DRS
Statement(s) and all other required documents to Olympia Trust
Company prior to the expiry time, they may accept the Offer by
properly completing and duly executing a Notice of Guaranteed
Delivery and returning it to Olympia Trust Company as specified in
the Notice of Guaranteed Delivery.
Shareholders with questions or in need of assistance accepting
the Offer can contact Carson Proxy Advisors by telephone at
1-800-530-5189 (North American Toll-Free Number) or 416-751-2066
(outside North America) or by
email at info@carsonproxy.com.
ABOUT MITHAQ
Mithaq is the largest shareholder of Aimia, holding 26,059,000
Common Shares representing approximately 27.53% of the issued and
outstanding Common Shares. Mithaq is a segregated portfolio company
and affiliate of Mithaq Holding Company, a family office based in
Saudi Arabia with investments in
public equities, real estate, private equity and income-producing
assets in local and international markets.
CAUTIONARY STATEMENT REGARDING
FORWARD-LOOKING INFORMATION
This document contains "forward-looking statements" (as
defined under applicable securities laws). These statements relate
to future events or future performance and reflect the Offeror and
Mithaq's expectations, beliefs, plans, estimates, intentions, and
similar statements concerning anticipated future events, results,
circumstances, performance or expectations that are not historical
facts. Forward-looking statements include, but are not limited to,
statements regarding the Offer and Mithaq's intentions to make
additional purchases of Common Shares. Such forward-looking
statements reflect the Offeror and Mithaq's current beliefs and are
based on information currently available. In some cases,
forward-looking statements can be identified by terminology such as
"may", "will", "should", "expect", "plan", "anticipate", "believe",
"estimate", "predict", "potential", "continue", "target", "intend",
"could" or the negative of these terms or other comparable
terminology.
By their very nature, forward-looking statements involve
inherent risks and uncertainties, both general and specific, and a
number of factors could cause actual events or results to differ
materially from the results discussed in the forward-looking
statements. In evaluating these statements, readers should
specifically consider various factors that may cause actual results
to differ materially from any forward-looking statement. These
factors include, but are not limited to, market and general
economic conditions (including slowing economic growth, inflation
and rising interest rates) and the dynamic nature of the industry
in which Aimia operates.
Although the forward-looking information contained in this
document is based upon what the Offeror and Mithaq believe are
reasonable assumptions, there can be no assurance that actual
results will be consistent with these forward-looking statements.
The forward-looking statements contained in this document are made
as of the date of this document and should not be relied upon as
representing views as of any date subsequent to the date of this
document. Except as may be required by applicable law, the Offeror
and Mithaq do not undertake, and specifically disclaim, any
obligation to update or revise any forward-looking information,
whether as a result of new information, further developments or
otherwise.
Neither the Offeror, Mithaq, nor or any of their
subsidiaries, affiliates, associates, officers, partners,
employees, representatives and advisers, make any representation or
warranty, express or implied, as to the fairness, truth, fullness,
accuracy or completeness of the information contained in this
document or otherwise made available, nor as to the reasonableness
of any assumption contained herein, and any liability therefore
(including in respect of direct, indirect, consequential loss or
damage) is expressly disclaimed. Nothing contained herein is, or
shall be relied upon as, a promise or representation, whether as to
the past or the future and no reliance, in whole or in part, should
be placed on the fairness, accuracy, completeness or correctness of
the information contained herein.
SOURCE Mithaq Capital SPC