October 16, 2023 By The Canadian Press
TORONTO — Aimia Inc. has signed a deal to raise up to $32.5 million in a private placement of shares and warrants that will be used to fund operations and support its strategic investment plans.
The deal comes as the company faces an unsolicited takeover offer by its largest shareholder. Mithaq Canada Inc., a wholly-owned subsidiary of Mithaq Capital SPC, has offered $3.66 per share in a bid to take Aimia private.
Under the private placement announced before markets opened Friday, Aimia says it will issue up to 10,475,000 shares together with up to 10,475,000 share purchase warrants. Each share and accompanying warrant will be issued at $3.10 and each warrant will be exercisable at $3.70 per share.
In a statement, Mithaq called the deal a “dilutive, unnecessary private placement by a company that has no need for additional cash.”
It says the move “is nothing more than an attempt by the Aimia board and management to further entrench themselves and preserve their jobs, rather than face the reality that the best option for shareholders is to tender to Mithaq’s premium, all-cash takeover bid.”
Shares in Aimia, which sold its flagship Aeroplan loyalty program to Air Canada in 2019 and reinvented itself as an investment holding company, closed lower by seven cents at $3.45 on the Toronto Stock Exchange on Friday.
The company says that assuming the private placement is fully subscribed and all the warrants are exercised, the maximum number of shares issuable under the private placement represents 24.89 per cent of its currently issued and outstanding shares on an undiluted basis.
In connection with and subject to the closing of the private placement, Aimia says it will appoint Thomas Finke and Yannis Skoufalos as independent directors. Finke will also be named chair of its board.