Aimia (AIM) M&A announcement summary

Deal rationale and strategic fit

• Monetizing Bozzetto enables redeployment of capital into undervalued companies, reduces indebtedness, and maximizes shareholder value, aligning with a three-step strategy for long-term growth.

• Sale allows for better utilization of over CAD 1.1 billion in tax losses, which could not be efficiently used due to Bozzetto's structure.

• Inability to utilize tax losses against Bozzetto's income and limited ability to upstream cashflow influenced the sale decision.

• Market uncertainty contributed to the timing of the sale.

Financial terms and conditions

• Bozzetto is being sold for an enterprise value of CAD 411 million (EUR 255 million), with net proceeds estimated at CAD 265–271 million, subject to closing adjustments and currency fluctuations.

• The sale is based on a definitive purchase agreement in euros, with currency hedging options considered.

• No taxes are expected on the transaction due to capital tax loss carryforwards.

• Following the sale, a purchase offer for all outstanding 9.75% Senior Notes at par plus accrued interest will be made.

Synergies and expected cost savings

• Early redemption of senior notes bearing 9.75% interest will save approximately CAD 51 million in cash to maturity in 2030.

• Annual cash savings of more than CAD 5 million were previously realized through a substantial issuer bid.