MONTREAL, Nov. 19, 2012 /CNW Telbec/ – Aimia Inc. (TSX: AIM) (“Aimia”) announced today that it has agreed to issue to a syndicate of underwriters for distribution to the public $200 million aggregate principal amount of 4.35% Senior Secured Notes Series 5 due January 22, 2018 (the “Notes”). The Notes were priced at $997.81 per $1,000 principal amount, for an effective yield of 4.399% per annum if held to maturity. The offering is expected to close on or about November 22, 2012, subject to customary closing conditions.
The syndicate of underwriters is led by CIBC World Markets Inc., RBC Dominion Securities Inc. and TD Securities Inc.
The Notes will bear interest at the rate of 4.35% per annum and the interest on the Notes will be payable semi-annually in arrears on January 22 and July 22 of each year, commencing on January 22, 2013. The Notes will be secured by certain present and future undertakings, property and assets of Aimia and certain of its subsidiaries, and will be direct secured debt obligations of Aimia ranking equally and pari passu, including with respect to security interests, with all other present and future unsubordinated indebtedness for borrowed money of Aimia or Aimia Canada Inc., as the case may be.
The Notes have been assigned provisional credit ratings of BBB with a stable trend by DBRS Limited and BBB- by Standard & Poors Ratings Services.
Aimia intends to use approximately $88 million of the net proceeds of the offering to finance the previously announced acquisition of an additional 20% equity interest in Premier Loyalty & Marketing, S.A.P.I. de C.V., owner and operator of Club Premier, Mexico’s leading coalition loyalty program, and related fees and expenses, and to use the remaining net proceeds of approximately $110 million for general corporate purposes.
The Notes will be offered by way of a prospectus supplement to the amended and restated base shelf prospectus dated April 8, 2011 filed with the securities regulatory authorities in all provinces and territories of Canada.
Aimia is a global leader in loyalty management. Aimia’s unique capabilities include proven expertise in delivering proprietary loyalty services, launching and managing coalition loyalty programs, creating value through loyalty analytics and driving innovation in the emerging digital and mobile spaces. Aimia owns and operates Aeroplan, Canada’s premier coalition loyalty program and Nectar, the United Kingdom’s largest coalition loyalty program. In addition, Aimia has majority equity positions in Air Miles Middle East and Nectar Italia as well as a minority position in Club Premier, Mexico’s leading coalition loyalty program and Cardlytics, a US-based private company operating in transaction-driven marketing for electronic banking.
Aimia is a Canadian public company listed on the Toronto Stock Exchange (TSX: AIM) and has over 3,800 employees in more than 20 countries around the world. For more information about Aimia, please visit www.aimia.com.
Caution Concerning Forward-Looking Statements
Forward-looking statements are included in this news release. These forward-looking statements are identified by the use of terms and phrases such as “anticipate”, “believe”, “could”, “estimate”, “expect”, “intend”, “may”, “plan”, “predict”, “project”, “will”, “would”, and similar terms and phrases, including references to assumptions. Such statements may involve but are not limited to comments with respect to strategies, expectations, planned operations or future actions.
Forward-looking statements, by their nature, are based on assumptions and are subject to important risks and uncertainties. Any forecasts or forward-looking predictions or statements cannot be relied upon due to, among other things, changing external events and general uncertainties of the business and its corporate structure. Results indicated in forward-looking statements may differ materially from actual results for a number of reasons, including without limitation, dependency on top accumulation partners and clients, conflicts of interest, greater than expected redemptions for rewards, regulatory matters, retail market/economic conditions, industry competition, Air Canada liquidity issues, Air Canada or travel industry disruptions, airline industry changes and increased airline costs, supply and capacity costs, unfunded future redemption costs, failure to safeguard databases and consumer privacy, changes to coalition loyalty programs, seasonal nature of the business, other factors and prior performance, foreign operations, legal proceedings, reliance on key personnel, labour relations, pension liability, technological disruptions and inability to use third party software, failure to protect intellectual property rights, interest rate and currency fluctuations, leverage and restrictive covenants in current and future indebtedness, uncertainty of dividend payments, managing growth, credit ratings, as well as the other factors identified in this news release and throughout Aimia’s public disclosure record on file with the Canadian securities regulatory authorities. The forward-looking statements contained herein represent Aimia’s expectations as of November 19, 2012, and are subject to change after such date. However, Aimia disclaims any intention or obligation to update or revise any forward-looking statements whether as a result of new information, future events or otherwise, except as required under applicable securities regulations.
The Notes have not been, nor will be, registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States or to U.S. persons absent registration or applicable exemption from the registration requirement of such Act and applicable state securities laws. This news release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to qualification under the securities laws of any such jurisdiction.