Air Canada-led consortium signs deal to buy Aeroplan program from Aimia

MONTREAL – An Air Canada-led consortium has reached a $450-million deal to acquire the Aeroplan loyalty program from Aimia Inc., earning plaudits from analysts but leaving questions about Aimia’s future.

The group, which includes TD Bank, CIBC and Visa Canada Corp., has agreed to pay $450 million in cash and assume the approximately $1.9-billion liability associated with Aeroplan miles customers have accumulated.

“We are pleased to see that an agreement in principle has been reached as Aeroplan members can continue to earn and redeem with confidence,” Air Canada chief executive Calin Rovinescu said in a statement on behalf of the consortium Tuesday.

“This transaction, if completed, should produce the best outcome for all stakeholders, including Aeroplan members, as it would allow for a smooth transition to Air Canada’s new loyalty program launching in 2020, safeguarding their miles and providing convenience and value for millions of Canadians.”

The agreement comes weeks after Aimia rejected an earlier offer from the consortium as too low and outlined that it believed $450 million would be a fair price, saying that a number of shareholders were upset with the low offer.

The price is up from an initial offer in July of $250 million in cash and the assumption of the reward point liability that was rejected by Aimia.

Aimia shares were up 9.4 per cent at $4.20 in afternoon trading after hitting a 52-week high of $4.60 earlier in the session. Air Canada shares jumped nearly eight per cent to $26.69.

Any deal between the consortium and Aimia, which had been seeking out new partners to offset the loss of Air Canada when a current agreement was set to end in 2020, would be a fruitful outcome for all stakeholders, said GMP Securities analyst Martin Landry.

National Bank Financial analyst Adam Shine, however, said he was “left wondering how Aimia could trumpet its Plan B strategy with such optimism and yet set a seemingly low Aeroplan value.”

The Aeroplan deal is expected to close this fall.

The agreement, which is supported by Aimia’s board and Mittleman Brothers, Aimia’s largest shareholder that had previously opposed the lower offer, is subject to shareholder approval and other closing conditions.

Mittleman Brothers, which holds a 17.6-per-cent stake in Aimia, defended its acceptance of the deal and suggested a price tag of $1 billion — which it demanded earlier this month — now seemed unfeasible.

“We believe that our acquiescence in agreeing to sell Aeroplan for $450M in cash was the best available outcome for all Aimia stakeholders,” the investment firm said in a statement Tuesday.

The bid would leave Aimia with more than $1 billion in cash to invest elsewhere, Mittleman Brothers said.

Christopher Mittleman, chief investment officer of the New York-based company, bristled earlier this month at a $325-million offer from the consortium, calling it “coercive” and “blatantly inadequate” in an open letter to Aimia’s board.

Mittleman recommended on Aug. 6 that Aimia accept no less than $1 billion, “especially not with a gun held to its head by its key commercial partners.”

Aimia’s recent Aeroplan partnership agreements with three Canadian airlines — Air Transat, Flair Airlines and Porter Airlines — are now up in the air.

“Those were perhaps part of the negotiations and trying to build the pressure on getting a transaction,” said AltaCorp Capital analyst Chris Murray.

Aimia had also been in discussions with the Oneworld airline alliance, whose members include British Airways, American Airlines and Cathay Pacific.

Gabor Forgacs, associate professor at the Ted Rogers School of Management at Ryerson University, said the key incentive for Canada’s largest airline is customer data that can be used to encourage more member spending.

“Every time a member of the loyalty program goes to make a purchase and taps or swipes that card, he or she would earn points — however, they will agree to give away the information,” Forgacs said. “They will know where I was, what I bought, how much I spent.”

Earlier this month, Aimia management said in a conference call it has considered further asset sales and a wind-up of the company. One analyst noted that Aimia could soon resemble a “holding company with limited assets.”

Analysts predicted about 1,000 Aeroplan employees — roughly 60 per cent of Aimia’s workforce — would transfer to Air Canada if the deal goes ahead.

Aimia’s other assets include a 48-per-cent stake in Aeromexico’s loyalty program, PLM, and a 20-per-cent share of Air Asia’s loyalty program, Think Big.

“With the sale of Aeroplan, the focus for Aimia investors will shift to actual net proceeds received from the sale and the company’s subsequent capital redeployment strategy,” RBC Capital Markets analyst Drew McReynolds wrote in a report.

The future of the program has faced questions since Air Canada announced last year that it planned to launch its own loyalty rewards plan in July, 2020 when its partnership with Aimia expires.

The May 2017 announcement caused Aimia shares to nosedive 63 per cent in one day.

Air Canada created Aeroplan as an in-house loyalty program, but it was spun off in 2005 as an independent business under a court-supervised restructuring of the airline. At the time, CIBC was Aeroplan’s main bank partner.

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

Companies in this story: (TSX:AC, TSX:AIM, TSX:TD, TSX:CM)

Note to readers: This is a corrected story. A previous version misattributed a quote from Air Canada’s CEO to an analyst.