Air Canada expects to take up and pay for 26,595,744 Shares at a price of $18.80 per Share under the Offer, representing an aggregate purchase price of about $500,000,000 and about 8.24% of the total number of Air Canada's issued and outstanding Shares as of June 20, 2025 and before giving effect to the Offer.
In response to the Offer, 26,823,988 Shares were validly deposited and not withdrawn pursuant to auction tenders at or below the purchase price and purchase price tenders. Since the Offer was oversubscribed, shareholders who made auction tenders at or below the purchase price and purchase price tenders will have the number of Shares purchased prorated following the determination of the final results of the Offer (other than “odd lot” tenders, which are not subject to proration). Air Canada currently expects that shareholders who made auction tenders at or below the purchase price and purchase price tenders will have about 99.14% of their validly deposited Shares purchased by Air Canada.
After giving effect to the Offer and based on the number of issued and outstanding Shares on June 20, 2025, Air Canada expects to have 296,131,236 Shares issued and outstanding.
Further information
The number of Shares validly deposited and not withdrawn, the number of Shares to be purchased, the proration factor and the purchase price referred to above are preliminary and remain subject to verification by TSX Trust Company (the “Depositary”), as depositary for the Offer. Upon take up and payment of the Shares purchased, Air Canada will release the final results, including the estimated paid-up capital per Share and “specified amount” (each for purposes of the Income Tax Act(Canada)) and the final proration factor.
The full details of the Offer are described in the offer to purchase and issuer bid circular dated May 16, 2025, as well as the related letter of transmittal and notice of guaranteed delivery, copies of which were filed and are available under Air Canada’s profile on SEDAR+ at www.sedarplus.ca.
Tags: Air Canada
