- Mithaq and its joint actors seek to control Aimia out of
self interest
- Aimia refused suggested strategy to purchase public
securities of which Mithaq and joint actors are owners, which have
since suffered significant declines in value
- Mithaq's aggressive behavior comes after Aimia discovered
undisclosed conduct involving Mithaq and other shareholders that it
considers to be in breach of securities laws
TORONTO, April 11,
2023 /CNW/ - Aimia Inc. (TSX: AIM) ("Aimia") today
cautioned shareholders not to rely upon recent statements made by
Mithaq Capital SPC ("Mithaq"), which are false and
misleading. Aimia believes that these statements were made in
furtherance of a self-interested attempt by Mithaq and its joint
actors to acquire control of Aimia's cash for the purpose of
investing in the securities of poorly performing public companies
held by Mithaq.
Aimia welcomes constructive dialogue with all of its
stakeholders. Aimia had previously attempted to engage with
Mithaq in relation to Aimia's investment strategy, including
explaining why certain investments that Mithaq was proposing that
Aimia make were either unsound or not in the interests of Aimia,
and inconsistent with that strategy. The investments proposed by
Mithaq have since significantly declined in value while Aimia has
continued to execute on its strategy of making investments in
companies with long track records of EBITDA growth and free cash
flow generation, including two recently announced acquisitions
which generated over $72 million in
adjusted EBITDA in their most recent fiscal years.
Notwithstanding Aimia's repeated efforts, Mithaq refused to
constructively engage with Aimia. Instead, it has circulated
misleading communications to other shareholders without consulting
Aimia, including a misleading presentation circulated to certain
shareholders regarding one of Aimia's recent investments which was
based on incorrect assumptions and contained material factual
errors. When Aimia's management identified these errors and
provided Mithaq with corrected information, Mithaq refused to amend
or retract its presentation and further declined an invitation to
meet with Aimia's board.
Mithaq's recent aggressive behavior began after Aimia conducted
an investigation and discovered that a number of documents
containing confidential information belonging to Aimia and one of
its affiliates were improperly disclosed to Mithaq. Aimia's
investigation also uncovered what it believes to be undisclosed
joint actor conduct relating to the acquisition and voting of Aimia
securities in breach of securities laws. Despite its efforts to
engage with Mithaq, Mithaq refused and Aimia raised its concerns
with the proper regulatory authority.
Aimia assures shareholders that it will exercise all legal
options available to it to protect its shareholders, and will
provide further updates in due course.
Aimia cautions shareholders from engaging with Mithaq and any of
its joint actors at this time.
Advisors
Kingsdale Advisors is acting as strategic shareholder advisor
and communications advisor to Aimia. Norton Rose Fulbright
Canada LLP and Kramer Levin Naftalis
& Frankel LLP are acting as legal counsel to Aimia.
About Aimia
Aimia Inc. (TSX: AIM) is a holding company with a focus on
making long-term investments in public and private companies, on a
global basis, through controlling or minority stakes. Aimia owns a
portfolio of investments which include: 100% ownership of Tufropes,
a global leader in the manufacturing of high-performance synthetic
fiber ropes and netting solutions for global aquaculture, maritime,
and other various industrial customers, a 10.85% stake in Clear
Media Limited, one of the largest outdoor advertising firms in
China, a 48.8% equity stake in
Kognitiv, a B2B company enabling global brands to redefine loyalty
with solutions for multi-enterprise collaboration, a 11.8% equity
stake in TRADE X, a global B2B cross-border automotive trading
platform. Subject to transaction closing, Aimia's investment
portfolio will also include Bozzetto Group, one of the world's
largest ESG-focused providers of specialty sustainable
chemicals.
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 our current expectations, estimates, projections, assumptions
and beliefs. All information that is not clearly historical in
nature may constitute forward-looking statements. Forward-looking
statements are typically identified by the use of terms such
phrases 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 in this press release include, but
are not limited to, statements with respect to Aimia's
investigation of and response to Mithaq's conduct. 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 us can
be found in our 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.sedar.com. Except as required
by applicable securities laws, forward-looking statements speak
only as of the date on which they are made and we disclaim any
intention and assume no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information,
future events or otherwise.
SOURCE Aimia Inc.