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unless further extended, varied or withdrawn by the Company.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.
SOURCE Aimia Inc.
