Toronto, Ontario--(Newsfile Corp. - May 14, 2020) - Mittleman Investment Management, LLC ("Mittleman") will be filing an early warning report pursuant to National Instrument 62-103 - The Early Warning System and Related Take-Over Bid and Insider Reporting Issues ("NI 62-103") in respect of the common shares ("Common Shares") of Aimia Inc. (the "Issuer").
On May 12, 2020, Mittleman ceased to have direction or control over 4,100,000 Common Shares due to the termination of Mittleman's discretionary investment authority with respect to one or more managed accounts ("Accounts"). During the period between April 30, 2020 (such date being the date Mittleman filed a report on Form 62-103F2 - Required Disclosure by an Eligible Institutional Investor under Section 4.3 of NI 62-103) (the "Last Reporting Date") and May 12, 2020, the number of Common Shares over which Mittleman has control or direction decreased by 4,292,000 Common Shares held by Accounts.
As of the date of this press release, Mittleman owned or exercised control or direction over 19,571,552 Common Shares on behalf of the Accounts (including 12,500 Common Shares beneficially owned by Mittleman Brothers, LLC ("MB"), an affiliate of Mittleman and therefore deemed beneficially owned by Mittleman), representing a security holding percentage of approximately 20.86% of the 93,838,329 outstanding Common Shares of the Issuer, as set out in the Issuer's condensed interim consolidated financial statements dated May 12, 2020 (the "Interim Financials"). This represents a decrease of 4.57% of the outstanding Common Shares of the Issuer from the Last Reporting Date. As at the Last Reporting Date, Mittleman owned or exercised control or direction over 23,863,552 Common Shares on behalf of the Accounts, representing a security holding percentage of approximately 25.43% of the 93,838,329 outstanding Common Shares of the Issuer, as set out in the Interim Financials.
Mittleman may be deemed to exercise control or direction over the Common Shares beneficially owned by its officers and employees in accounts over which Mittleman does not exercise control or direction (the "Designated Persons") (and Mittleman disclaims any beneficial ownership thereof). During the period between the Last Reporting Date and May 12, 2020, the number of Common Shares over which Mittleman may be deemed to exercise control or direction beneficially owned by the Designated Persons did not change. If Mittleman is deemed to exercise control or direction over the 394,757 Common Shares beneficially owned by the Designated Persons (and Mittleman disclaims any beneficial ownership thereof), Mittleman would be deemed to exercise control or direction over 19,966,309 Common Shares representing a security holding percentage of approximately 21.28% of the Common Shares as set out in the Interim Financials.
As noted above, a report on Form 62-103F1 - Required Disclosure under the Early Warning Requirements will be filed by Mittleman in accordance with applicable securities laws and will be available on the Issuer's profile on the SEDAR website ().
This news release is issued under the early warning provisions of the Canadian securities legislation. The head office of the Issuer is 525, avenue Viger West, suite 1000, Montreal, Québec, H2Z 0B2. The address of Mittleman is 105 Maxess Road, Suite 207, Melville, NY 11747.
TRANSACTION WITH THE ISSUER
On April 29, the Issuer announced that Mittleman and MB have entered into a definitive agreement to be acquired by the Issuer (the "Transaction"). On closing of the Transaction, it is anticipated that certain Designated Persons will acquire up to 3,396,553 Common Shares. Further details with respect to the Transaction can be found in the press release issued by Mittleman on April 30, 2020 and report on Form 62-103F2 - Required Disclosure by an Eligible Institutional Investor under Section 4.3 of NI 62-103 filed by Mittleman on that date and available on the Issuer's profile on the SEDAR website ().
SETTLEMENT AGREEMENT
On November 15, 2019, Mittleman and MB entered into a settlement agreement (the "Settlement Agreement") with the Issuer and Charles Frischer (the "Parties"), pursuant to which the Parties agreed to a governance process that was materially implemented before and at the annual meeting of the shareholders of the Issuer held on April 30, 2020. Further details with respect to the Settlement Agreement can be found in the most recent alternative monthly report of Mittleman filed on January 10, 2020 and available on the Issuer's profile on the SEDAR website ().
FOR MORE INFORMATION:
For further information or to receive a copy of the early warning report filed in connection with this press release, please see the Issuer's profile on the SEDAR website () or contact Philip C. Mittleman, Chief Executive Officer of Mittleman at 212-217-2340.
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