Mr. Tom Finke reports
AIMIA ANNOUNCES TERMINATION OF PALADIN AGREEMENTS
As part of Aimia Inc.'s efforts to continue unlocking shareholder value, the company and Paladin Private Equity LLC have agreed to terminate existing agreements related to various rights and obligations in favour of Paladin (and/or its affiliates and related parties) in Aimia's subsidiaries, Bozzetto Group and Cortland International.
"Our decision to terminate our existing agreements with Paladin was driven by our commitment to unlocking value for our shareholders," said Tom Finke, Aimia's executive chairman. "Among the benefits our decision will deliver include retaining our current ownership interests in Bozzetto and Cortland, eliminating all future carried-interest payments upon the exercise of put options or monetization of our anchor investments, removal of minority governance rights, and ending all related advisory service payments."
Under the terms of the existing Paladin agreements, members of the Paladin group were entitled to, among other things, carried interests in certain entities in Bozzetto and Cortland, which represented non-cash expenses of $12.6-million and $7.4-million in Aimia's audited consolidated financial statements for the year ended Dec. 31, 2023, minority governance rights, including director representation rights and registration rights in certain entities in Bozzetto and Cortland, and the payment of certain advisory service fees.
Pursuant to the agreements between members of the Paladin group and Aimia, Paladin and Aimia have agreed to terminate the existing Paladin agreements, and terminate such rights and settle all amounts due thereunder. In exchange for Paladin's carried interest in Bozzetto, Aimia issued 5.04 million common shares of Aimia valued at $12.6-million at a price per share equal to $2.50. The exchange price per share was based on a five-day volume-weighted average price to May 6, 2024, of $2.35, which represents a premium of 6.4 per cent. In addition, Aimia made a total cash payment of $10.3-million as consideration for the Cortland carried interest and for the termination of the advisory agreements with Paladin. The total consideration is $22.9-million. Shares issued as part of the settlement will be under customary lock-up provisions for a six-month period through Nov. 17, 2024.
"We have enjoyed working with Aimia and helping it find two undervalued assets with tremendous growth potential," said Tariq Osman, Paladin's founder and managing partner. "The structure of our settlement ensures that we are able to retain an upside in the potential growth in Aimia's value as it executes on its vision and strategy. We are delighted to become Aimia shareholders."
Mr. Finke added, "I want to thank Tariq and the Paladin team for their partnership over the last year and a half, and for helping Aimia secure with the acquisitions of Bozzetto and Cortland."
Aimia and Paladin first entered into the existing Paladin agreements in March, 2023, with Aimia's acquisition of Tufropes, a global leader in the manufacturing of high-performance synthetic fibre ropes and netting solutions for maritime and other industrial customers, for $238.2-million for 100 per cent of Tufropes.
Aimia's agreements with Paladin were expanded in May, 2023, with Aimia's acquisition of Bozzetto, a sustainable specialty chemicals company, for $257.8-million for a 93.94-per-cent equity stake in Bozzetto. Aimia subsequently purchased a 0.16-per-cent equity interest from a Bozzetto management team member, increasing its total equity stake to 94.1 per cent.
About Aimia Inc.
Aimia 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; returning capital to its shareholders; and efficiently utilizing its loss carry-forwards to create shareholder value.
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