Mathieu Giguere – AIMIA

Mathieu Giguere is the chief legal officer and corporate secretary at AIMIA, where he is crucial in steering the company through legal intricacies and corporate governance matters that were highly publicized in 2023 and in 2024. His tenure started amidst a turbulent period, as AIMIA was entangled in a high-stakes shareholder dispute with its biggest shareholder investor. “The fallout from this dispute saw AIMIA’s chairman ousted and other directors elected by a very small margin, setting the stage for a challenging landscape upon my arrival in May 2023,” Giguere tells Vanguard magazine.

Mathieu Giguere / AIMIA / Chief Legal Officer & Corporate Secretary

Founded in 1984, Montreal-based AIMIA is an investment holding company focusing on its two global businesses, Bozzetto, a sustainable specialty chemicals company, and Cortland International, a rope and netting solutions company.  Apart from these two major holdings, AIMIA has other non-core investments in public and private companies worldwide.

As CLO and Corporate Secretary, Giguere’s responsibilities encompass various tasks essential to the company’s legal and governance framework, as he is also part of the management team. Among his responsibilities, he oversees the formulation and implementation of legal strategies, which includes M&A opportunities, financing of the portfolio companies or managing the litigations instituted in front of Court in New York and Toronto or in front of the Ontario Capital Markets Tribunal. His hybrid experience in corporate and commercial law, combined with his litigation experience, helped him navigate through the various legal challenges. AIMIA adopted a poison pill in June 2023, faced a hostile takeover bid, then proceeded with a private placement (that was ultimately contested in front of the Tribunal of Capital Markets while proceeding with two acquisitions in the United States and Honduras. Beyond his legal acumen, Giguere’s role extends to managing corporate governance affairs, including overseeing board meetings and facilitating communication between stakeholders. The governance function was also challenging for AIMIA this year as 6 out of 8 directors joined AIMIA after the 2023 AGM in a period of uncertainties and tension between AIMIA and its biggest shareholder.

“My dual responsibilities as CLO and Corporate Secretary underscore the importance of my position at the intersection of management, legal and corporate governance functions within AIMIA,” he says.

Strategic ventures

In March 2023, AIMIA acquired Tufropes for $235.1 million, signaling its commitment to strategic growth through acquisitions. In May 2023, AIMIA announced the closing of the Bozzetto transaction for $257.766 million, further expanding its portfolio and market presence.

The legal challenges continued into June 2023, as AIMIA adopted a poison pill strategy to protect itself against hostile takeover attempts. This defensive measure required meticulous legal planning and execution to safeguard the company’s interests while navigating regulatory requirements.

July 2023 saw AIMIA announce the acquisition of Cortland for $26.6 million through one of its subsidiaries, demonstrating its strategic focus on growth and diversification. However, this multi-jurisdictional expansion also brought legal complexities related to due diligence, regulatory compliance, tax, financing and integration planning.

In October 2023, Mithaq Capital S.P.C. (through its Canadian subsidiary) commenced a hostile takeover bid, triggering a flurry of legal activity and strategic maneuvering.  AIMIA responded by forming a special committee and announcing a private placement, measures aimed at protecting shareholder value and preserving the company’s independence.

Throughout November and December 2023, AIMIA continued its expansion efforts, with its Italian subsidiary acquiring Starchem for $25 million in Honduras. These transactions required careful legal oversight to ensure compliance with regulatory requirements and alignment with AIMIA’s strategic objectives.

In January 2024, AIMIA faced a leadership transition as its CEO and President resigned, adding another layer of complexity to its ongoing legal and strategic challenges. Despite these changes, AIMIA remained focused on executing its vision and delivering value to shareholders.

Looking ahead to the rest of 2024 and beyond, AIMIA’s management and Board of Directors have outlined a strategic roadmap to unlock shareholder value. This includes plans to monetize non-core investments while growing its operating companies acquired in 2023. In order to do that, and for a second year in a row, AIMIA will go through a contested AGM. Both Mithaq and AIMIA presented a competing slate of directors in order to control the destiny of AIMIA. A proxy fight is ongoing at AIMIA that will culminate on June 26, 2024.

Leading through legal challenges

Giguere leads a team facing significant challenges involving complex legal issues, corporate governance intricacies and multiple lawsuits. Recruiting and retaining talent has become a formidable task, with the company embroiled in activist campaigns, hostile takeover bids, and leadership transitions. The chaotic external environment necessitated Giguere’s reliance on external law firms to provide crucial support across various legal domains.

Despite these challenges, Giguere remains committed to navigating AIMIA through turbulent waters. The most challenging aspect of his role lies in managing many high-profile files with limited prior experience in certain areas. Giguere’s resilience and dedication to upholding AIMIA’s legal integrity drive him to confront these challenges head-on, leveraging external expertise when necessary to ensure effective legal representation and strategic decision-making.

Amidst the complexity and intensity of his role, Giguere finds fulfillment in being an integral part of AIMIA’s management team. Directly contributing to business growth initiatives and participating in strategic decision-making processes fuels his passion for the work. Despite the formidable hurdles throughout his career, Giguere views the challenges of 2023 and 2024 as defining moments that have shaped his professional journey. Giguere’s leadership during this tumultuous period underscores his resilience and adaptability in adversity.

As AIMIA continues to navigate the evolving business landscape, Giguere’s commitment to legal excellence and strategic acumen remains a cornerstone of the company’s success. Through collaboration with internal teams and external partners, he continues to uphold AIMIA’s legal integrity while driving forward its growth agenda. Giguere guides AIMIA through challenges with diligence, expertise, and unwavering resolve in the dynamic world of corporate governance and legal affairs.

From private practice to corporate leadership

Giguere’s journey is a testament to following one’s instincts and seizing opportunities. His interest in law wasn’t initially apparent; he contemplated various paths, including attempting to become a professional tennis player, economics, political science, history, and even firefighting. However, a scholarship offer from the University of Ottawa for law school steered him in a new direction. Despite not having any connections in the legal field, Giguere trusted his instincts and embarked on a journey that would shape his future.

After earning his law degree, Giguere delved into private practice, gaining valuable experience and honing his legal skills. This period laid the groundwork for his transition to the financial sector, where he spent nearly 11 years at National Bank Financial. His roles within the financial markets exposed him to diverse challenges with investment brokers, equity capital markets, and private equity groups. These opportunities broadened his expertise and prepared him for leadership positions.

In May 2023, Giguere joined AIMIA, bringing his extensive legal knowledge and financial industry experience to this investment company, which wanted to grow its market capitalization substantially. His journey from private practice to managing an investment company reflects his adaptability and ability to excel in different environments. Outside of his professional endeavors, Giguere has also found success in competitive tennis, showcasing his dedication and competitive spirit. Giguere represented Canada on three occasions at the World Championships in Croatia, South Africa and in Miami. Giguere even reached World #2 in doubles and #11 in singles in the Men’s over 35 in 2017.

His achievements in law and tennis exemplify his commitment to excellence and his willingness to pursue opportunities wherever they may lead. As he continues to navigate his role at AIMIA, Giguere’s diverse background and experiences position him as a dynamic and influential leader in the legal and corporate sectors.

“This year was definitely challenging for AIMIA, its team, and its stakeholders. Hopefully, 2024 will be a turning point where we will execute our business plan and unlock value for our shareholders,” he says.