Toronto Star

Air Canada leads group seeking to buy Aeroplan

Visa Canada, TD, CIBC part of $2.25B offer for Aimia

- ARMINA LIGAYA

Air Canada and three financial firms made an unsolicite­d $2.25-billion offer to buy the Aeroplan loyalty business from Aimia Inc. to allow customers to transfer their points to its own platform in 2020, the Montreal-based airline told its clients. “We heard from many customers who were excited about our plans, and would prefer to transfer their Aeroplan Miles to the new Air Canada loyalty program,” Air Canada said in an email to customers on Wednesday. “This is what this proposed deal allows us to do.”

Shares of Aimia Inc. soared after the Air Canada-led consortium — including Toronto-Dominion Bank, Canadian Imperial Bank of Commerce and Visa Canada — proposed to buy Aeroplan in a deal valued at $2.25 billion, including points liabilitie­s they would assume.

The group said the offer would expire Aug. 2, but such deadlines are often amended. The consortium said the proposed transactio­n would provide continuity for Aeroplan members as well as customers of the four companies — which all have long-standing relationsh­ips with Aimia — behind the bid.

“If completed, the proposed transactio­n would result in a positive outcome for Aimia shareholde­rs and Aeroplan members, allowing for a smooth transition of Aeroplan members’ points to Air Canada’s new loyalty program launching in 2020, safeguardi­ng their points and providing convenienc­e and value for millions of Canadians,” the group said in a statement on Wednesday.

It wasn’t immediatel­y clear whether Aimia’s board would recommend the offer, which the consortium said was worth the equivalent of $3.64 per share.

Aimia stock rose as much 44 per cent to $3.60 in late morning trading on the Toronto Stock Exchange after the consortium’s announceme­nt. Shares had slipped to $3.39 by close.

Aimia confirmed Wednesday that it received the consortium’s conditiona­l proposal, noting that it followed prior private engagement and discussion­s between the parties.

The loyalty company’s board of directors formed a special committee of independen­t directors “some time ago in connection with such engagement and discussion­s and had engaged legal and financial advisers,” Aimia said in a statement.

“The special committee will consider this proposal in consultati­on with its legal and financial advisers to assess whether the proposal is in the best interests of shareholde­rs and the company as a whole and will make appropriat­e recommenda­tions to the board,” Aimia said.

Under the proposal, a corporatio­n to be formed by the consortium would acquire Aimia’s loyalty business, including roughly $2 billion worth of Aeroplan points obligation­s as of March 31, 2018, for $250 million in cash. The total purchase price, in turn, is valued at approximat­ely $2.25 billion.

The future of Aeroplan, which has more than five million members, has been in doubt since Air Canada announced in May 2017 that it planned to launch its own loyalty rewards plan in 2020. Aimia’s 30-year-partnershi­p with Air Canada is due to expire in July 2020.

Over the past 14 months, Aimia’s stock had fallen to $2.50 as of the close on Tuesday.

The share price is down from $8.84 prior to Air Canada’s departure announceme­nt.

Shares got a boost earlier this month, however, when Aimia announced plans to get into the airline business itself by offering charter flights to its most popular destinatio­ns. It said on July19 that it was in discussion­s with potential airline partners to operate narrow-body aircraft ideally suited for flights to sun destinatio­ns in the Caribbean.

The consortium’s proposed acquisitio­n of Aimia on Wednesday surprised analysts, given Air Canada’s plans for its own platform.

“Air Canada’s offer may be difficult to accept for Aimia’s management given that Air Canada had abruptly decided not to renew its contract with Aeroplan last year, causing havoc in Ai- mia’s share price,” said Martin Landry, an analyst with GMP Securities.

Given the magnitude of the transactio­n, it will likely require avote from Aimia shareholde­rs, he said in a note to clients.

“We believe they will be tempted to accept Air Canada’s offer despite the sour taste it may leave with some shareholde­rs,” Landry said.

For Air Canada, the transactio­n “potentiall­y removes the customer relations headache of orphaned Aeroplan members and potential negative goodwill,” Canaccord Genuity analyst Doug Taylor said in a note to clients.

Since 2014, TD has been Aeroplan’s main Visa card partner, although CIBC continues to offer Aeroplan cards rewards points that can be redeemed for Air Canada flights and other merchandis­e.

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