Aimia to sell specialty chemicals business Bozzetto

Executive Summary

• Aimia Inc. has entered a definitive agreement to sell its 100% interest in specialty chemicals business Giovanni Bozzetto S.p.A. to private equity firm One Equity Partners (OEP).
• The transaction is projected to yield net proceeds of $265 million to $271 million, which will be deployed to strengthen the balance sheet and fund strategic acquisitions under Aimia's three-step shareholder value strategy.
• The sale triggers a mandatory repurchase offer for Aimia's $142.6 million in 9.75% senior unsecured notes, with closing expected within three months pending regulatory approvals.

Key Details

• Transaction Structure: Definitive agreement to sell 100% interest in Giovanni Bozzetto S.p.A. (specialty chemicals business) to One Equity Partners (OEP)
• Net Proceeds: $265 million to $271 million (after debt repayment, minority interests, and transaction costs; subject to closing net debt and working capital adjustments)
• Closing Timeline: Expected within three months, subject to customary conditions including regulatory approvals
• Shareholder Approval: Not required under the Canada Business Corporations Act
• Use of Proceeds: Strengthen balance sheet and acquire controlling interests in operating companies consistent with the three-step strategy launched in Q1 2025
• Tax Position: Aimia expects zero tax liability on the transaction due to capital tax loss carryforwards; plans to utilize $1.1 billion of tax losses
• Debt Note Repurchase Obligation: Mandatory offer to purchase all outstanding 9.75% senior unsecured notes at par plus accrued/unpaid interest, triggered by the sale of >50% of assets; principal value as of Dec 31, 2025 was $142.6 million; offer to be made post-closing
• Advisors: Jefferies (exclusive financial adviser to Aimia), White & Case LLP (legal adviser)
• Target Background: Acquired by Aimia in May 2023; 100-year history; 1,500 global customers; provides sustainable textile, dispersion, and water solutions
• Conference Call: Hosted earlier today; dial-in numbers provided for interested parties

Notable Quotes

• Rhys Summerton, Executive Chair: "The sale of Bozzetto is further progress in our three-step strategy to drive shareholder value creation, which we launched in March, 2025... We look forward to allocating the net proceeds of this transaction towards value accretive investments with the ultimate goal of utilizing of $1.1-billion of tax losses."
• Rhys Summerton, Executive Chair: "On behalf of Aimia's board of directors, I would like to thank Bozzetto's executive leadership team, CEO Roberto Curreri and CFO Stefano Risso, and all employees for their contributions to our results over the past two years, and extend to them our best wishes for continued success."