Mach waives financing condition for its acquisition of Transat

Groupe Mach Inc. has announced its non-binding agreement with the Government of Quebec, in connection with Mach’s formal proposal to acquire all issued and outstanding voting shares of Transat A.T. Inc. at a price of $14.00 cash per share, to the attention of the board of directors of Transat as announced in Mach’s press release of June 14, 2019.

One of the conditions of the amended proposal is that Transat terminates its current purchase proposal process with Air Canada. Galen Burrows Photo
One of the conditions of the amended proposal is that Transat terminates its current purchase proposal process with Air Canada. Galen Burrows Photo
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As such, Mach has deposited an amended version of its proposal with the board of directors of Transat by, in particular, removing conditions related to financing from the Government of Quebec and the execution of support and voting agreements with the Fonds de solidarité FTQ and the Caisse de dépôt et placement du Quebec. The amended proposal only contains the following conditions:

• Transat terminating its current process with Air Canada prior to entering into any definitive acquisition agreement with Air Canada;

• The execution of a confidentiality agreement between Transat and Mach which includes a period of 30 days to complete due diligence and execute a definitive acquisition agreement between Mach and Transat during said period; and

• The receipt of customary regulatory approvals, namely the review of the amended proposal by federal competition and transportation authorities.

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Of note in regards to key regulatory approvals, Mach, TM Grupo Inmobiliario and their subsidiaries do not carry on any activities in Canada in any of the segments of current activities of Transat. In particular, neither Mach nor TM or any of their subsidiaries operate an airline anywhere in the world. Mach shall preserve all existing operational activities of Transat post-closing of its proposed acquisition of Transat.

Considering the confidential nature of the above-mentioned agreement between Mach and the Government of Quebec, Mach will not comment any further in this regard. For greater certainty, the amended proposal is not contingent in any respect upon such agreement.

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