TORONTO, Feb. 4, 2025
/CNW/ - Aimia Inc. (TSX: AIM) ("Aimia" or the
"Company") today announced the final 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").
Based on the count provided by TMX Trust, the depository for the
Offers, a total of 7,889,931 Preferred Shares were validly
tendered. The total is comprised of:
- Series 1: 4,528,157 shares, representing 89.1% of the issued
and outstanding shares of this series.
- Series 3: 660,174 shares, representing 40.0% of the issued and
outstanding shares of this series.
- Series 4: 2,701,600 shares, representing 99.8% of the issued
and outstanding shares of this series.
Preferred Shares validly deposited by preferred shareholders as
of January 30, 2025 have been taken
up and paid for by the Company and Aimia issued $142,603,700 principal amount of 2030 Notes in
consideration.
Based on the number of preferred shares validly tendered and
2030 Notes issued in consideration, Aimia will generate
approximately $6.4 million in annual
cash savings when comparing the annual preferred dividends and
Part VI.1 tax to the annual cash coupon interest payments.
Under IFRS, Aimia expects to record a $53.7
million gain on the transaction, based on the exchange value
of the 2030 Notes and the carrying value of the Preferred Shares
exchanged.
Aimia considers this transaction as accretive to holders of
common shares as it (i) reduces cash outflows on an annual basis,
(ii) increases the net asset value for holders of common shares by
approximately $0.53 per share,
inclusive of all transaction costs, based on the number of shares
issued and outstanding at December 31,
2024 of 95,413,317.
The 2030 Notes will bear interest at an annual rate of 9.75%
payable semi-annually in arrears on June
30 and December 31 in each
year (or following Business Day) commencing on June 30, 2025. The 2030 Notes will mature on
January 14, 2030. The 2030 Notes will
not be listed on a securities exchange or quotation system and
consequentially, there will be no market through which the 2030
Notes may be sold and depositing Preferred Shareholders may not be
able to resell the 2030 Notes acquired under the Offers.
Preferred Shares not tendered through the Offers will continue
to be listed on the Toronto Stock Exchange and holders may expect
to receive their quarterly distributions as customary.
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).
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.
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 cash savings, the
generation of a gain on the gain on the transaction, the accretive
nature of the transaction, the quarterly distribution on the
Preferred Shares not tendered through the Offers, the ability of
depositing Preferred Shareholders to resell the 2030
Notes, the Compulsory Acquisition mechanism and the effect 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.
