Transat warns of ‘highly abusive’ bid by Group Mach, files complaint

MONTREAL — Transat A.T. Inc. is warning shareholders against an “abusive, coercive, misleading” move by Montreal real estate developer Group Mach to block the tour operator’s sale to Air Canada.

Transat filed a complaint Tuesday with Quebec’s securities tribunal concerning Group Mach’s effort last week to scoop up 19.5 per cent of Transat shares at $14 per share in a bid to derail the pending acquisition.

“The board, the special committee and their advisers categorically reject Mach’s scheme as highly abusive, coercive, misleading and conditional,” Transat said in a release, claiming the plan puts shareholders “at significant risk by unfairly disregarding their interests and subverting applicable securities rules.”

“Mach has made no commitment to acquire and pay for any of the shares deposited under its scheme [which] disenfranchises shareholders without guarantee of compensation,” the company said.

The offer from Group Mach chief executive Vincent Chiara last Friday represents an eight per cent premium over Air Canada’s $13 per share offer, which Transat’s board approved in June.

Group Mach hopes to secure “at least” 6.9 million Class B shares at a cost of about $97 million.

Chiara said he aims to then vote against Air Canada’s offer, which needs at least two-thirds support from shareholders.

Transat filed its complaint with the Tribunal administratif des marchés financiers, which adjudicates complaints on alleged breaches of securities rules.

Shareholders are slated to vote on the Air Canada offer on Aug. 23. It faces resistance from major Transat shareholders who feel the price is too low. It also needs to secure approval from regulators, including Transport Canada and the Competition Bureau.