Aimia to revise board in deal with dissident shareholders, plans share buyback

Aimia to revise board in deal with dissident shareholders, plans share buyback
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MONTREAL — Aimia Inc. has reached a deal with a group of dissident shareholders to revise its board of directors and buy back up to $125 million worth of its shares.

The agreement ends a dispute with the group led by Charles Frischer that had sought to overthrow half of Aimia’s eight-member board.

Aimia sold its flagship Aeroplan program to Air Canada earlier this year. The deal left Aimia with significant cash on hand, but also questions about its future.

Under the terms of the shareholder agreement, the company has agreed to a plan to reconstitute its board no later than Feb. 28, 2020, ahead of the company’s next annual meeting, to be held no later than April 30, 2020.

A request for a special meeting of shareholders has been also withdrawn by the requisitioning dissident shareholders and Aimia and Mittleman Brothers LLC, the company’s largest shareholder, have agreed to end their legal fight.

All six of the company’s current, non-management directors, excluding Philip Mittleman, have confirmed that they will not stand for election to the board at the company’s 2020 annual meeting.

“We believe that the settlement agreement provides a binding framework that is intended to protect and advance the interests of the company and its stakeholders, while allowing the company to move past the existing litigation and settle the uncertainty regarding upcoming director elections,” Aimia chairman Bill McEwan said in a statement.

“The board also unanimously approved an additional and significant voluntary share repurchase to provide liquidity and optionality to all our preferred and common shareholders in transactions designed to be accretive and value-enhancing.”

This report by The Canadian Press was first published Nov. 18, 2019.

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The Canadian Press

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