-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, F0GR9COxo4Q/j5jZwKGfaWbzDglvCPsx5uGrwRwHfuzgS02D0Q0wyRtUiikL4Ln1 fdGoezOOzZHFaXKBqZAocQ== 0001104659-10-006374.txt : 20100211 0001104659-10-006374.hdr.sgml : 20100211 20100211120313 ACCESSION NUMBER: 0001104659-10-006374 CONFORMED SUBMISSION TYPE: SC 13G PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20100211 DATE AS OF CHANGE: 20100211 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: TEAM INC CENTRAL INDEX KEY: 0000318833 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-MISCELLANEOUS REPAIR SERVICES [7600] IRS NUMBER: 741765729 STATE OF INCORPORATION: TX FISCAL YEAR END: 0531 FILING VALUES: FORM TYPE: SC 13G SEC ACT: 1934 Act SEC FILE NUMBER: 005-33448 FILM NUMBER: 10590323 BUSINESS ADDRESS: STREET 1: 200 HERMANN DRIVE CITY: ALVIN STATE: TX ZIP: 77056 BUSINESS PHONE: 2813316154 MAIL ADDRESS: STREET 1: 1019 SOUTH HOOD STREET CITY: ALVIN STATE: TX ZIP: 77551 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: EdgePoint Investment Management Inc CENTRAL INDEX KEY: 0001481669 IRS NUMBER: 000000000 FISCAL YEAR END: 0331 FILING VALUES: FORM TYPE: SC 13G BUSINESS ADDRESS: STREET 1: 1000 YONGE STREET SUITE 200 CITY: TORONTO STATE: A6 ZIP: M6W 2K2 BUSINESS PHONE: 416-963-9353 MAIL ADDRESS: STREET 1: 1000 YONGE STREET SUITE 200 CITY: TORONTO STATE: A6 ZIP: M6W 2K2 SC 13G 1 a10-3557_2sc13g.htm SC 13G

 

 

 

 

UNITED STATES

 

 

SECURITIES AND EXCHANGE COMMISSION

 

 

Washington, D.C. 20549

 

 

 

 

SCHEDULE 13G

(Rule 13d-102)

 

INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT

TO RULES 13d-1(b), (c), AND (d) AND AMENDMENTS THERETO FILED

PURSUANT TO RULE 13d-2

 

Under the Securities Exchange Act of 1934

Team, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

878155100

(CUSIP Number)

December 31, 2009

(Date of Event Which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

x

Rule 13d-1(b)

o

Rule 13d-1(c)

o

Rule 13d-1(d)

 

*The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

 

The information required in the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

 


 

CUSIP No. 878155100

 

 

1

Name of Reporting Persons
EdgePoint Investment Management Inc.

 

 

2

Check the Appropriate Box if a Member of a Group (See Instructions)

 

 

(a)

o

 

 

(b)

o

 

 

3

SEC Use Only

 

 

4

Citizenship or Place of Organization
Ontario

 

 

 

Number of
Shares
Beneficially
Owned by
Each
Reporting
Person With:

5

Sole Voting Power
1,038,100

 

6

Shared Voting Power
0

 

7

Sole Dispositive Power
1,038,100

 

8

Shared Dispositive Power
0

 

 

9

Aggregate Amount Beneficially Owned by Each Reporting Person
1,038,100 Common Shares are held within one or more mutual fund trusts and/or pooled investment vehicles by EdgePoint Investment Management Inc., none of which own more than 5% of the outstanding shares.

 

 

10

Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)  o

 

 

11

Percent of Class Represented by Amount in Row (9)
5.5%(1)

 

 

12

Type of Reporting Person (See Instructions)
FI

 

(1) The calculation of percentage of beneficial ownership was derived from the Issuer’s Form 10-Q filed with the Securities and Exchange Commission on January 8, 2010 in which the Issuer stated that the number of shares of its common stock outstanding at December 30, 2009 was 18,947,275 shares.

 

2


 

CUSIP No. 878155100

 

Item 1.

 

(a)

Name of Issuer:
Team, Inc.

 

(b)

Address of Issuer’s Principal Executive Offices:
200 Hermann Drive, Alvin, Texas, 77511

 

Item 2.

 

(a)

Name of Person Filing:
EdgePoint Investment Management Inc. (“EIM”)

 

(b)

Address of Principal Business Office or, if none, Residence:
1000 Yonge Street, Suite 200, Toronto, Ontario M4W 2K2, Canada

 

(c)

Citizenship:
EdgePoint Investment Management Inc. is a corporation organized under the laws of Ontario

 

(d)

Title of Class of Securities:
Common Stock

 

(e)

CUSIP Number:
878155100

 

Item 3.

If this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the person filing is a:

 

(a)

o

Broker or dealer registered under Section 15 of the Exchange Act;

 

(b)

o

Bank as defined in Section 3(a)(6) of the Exchange Act;

 

(c)

o

Insurance company as defined in Section 3(a)(19) of the Exchange Act;

 

(d)

o

Investment company registered under Section 8 of the Investment Company Act;

 

(e)

o

An investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E);

 

(f)

o

An employee benefit plan or endowment fund in accordance with Rule 13d-1(b)(1)(ii)(F);

 

(g)

o

A parent holding company or control person in accordance with Rule 13d-1(b)(1)(ii)(G);

 

(h)

o

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act;

 

(i)

o

A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act;

 

(j)

x

A non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J);

 

(k)

o

Group, in accordance with Rule 13d-1(b)(1)(ii)(K). If filing as a non-U.S. institution in accordance with Rule 13d-1(b)(1)(ii)(J), please specify the type of institution: IA

 

3


 

CUSIP No. 878155100

 

Item 4.

Ownership.

Reference is hereby made to Items 5-9 and 11 of this Schedule 13G, which Items are incorporated by reference herein. EIM is filing this Schedule 13G because it acts as the investment adviser of one or more mutual fund trusts and/or pooled investment that beneficially hold common stock that equal the aggregate amount set forth on page 2 of this Schedule 13G (the “Securities”). As investment adviser, EIM has been granted the authority to dispose of and vote the Securities. The mutual fund trusts and/or pooled investment vehicles have the right to receive (or the power to direct the receipt of) dividends received in connection with ownership of the Securities, and the proceeds from the sale of the Securities.

 

Under the definition of “beneficial ownership” in Rule 13d-3 under the Securities Exchange Act of 1934, it is also possible that one or more members, executive officers or employees of EIM might be deemed a “beneficial owner” of some or all of the securities to which this Schedule relates in that they might be deemed to share the power to direct the voting or disposition of such securities. Neither the filing of this Schedule nor any of its contents shall be deemed to constitute an admission that any of such individuals is, for any purpose, the beneficial owner of any of the securities to which this Schedule relates, and such beneficial ownership is expressly disclaimed. Further, any such person and/or other persons associated with the Reporting Person or its affiliates may beneficially own additional securities of the Issuer, which securities are not reflected in this Statement and Reporting Person, its affiliates and such persons expressly disclaim any “group” status or shared investment control with respect to such securities.

 

(a)

Amount beneficially owned:   

1,038,100

 

(b)

Percent of class:   

5.5%

 

(c)

Number of shares as to which the person has:

 

 

 

(i)

Sole power to vote or to direct the vote   

1,038,100

 

 

(ii)

Shared power to vote or to direct the vote:    

0

 

 

(iii)

Sole power to dispose or to direct the disposition of:

1,038,100

 

 

(iv)

Shared power to dispose or to direct the disposition of:   

0

 

Item 5.

Ownership of Five Percent or Less of a Class

Not Applicable

 

Item 6

Ownership of More than Five Percent on Behalf of Another Person.

EIM is filing this Schedule 13G because, as the investment adviser of one or more mutual fund trusts and/or pooled investment vehicles that beneficially hold the Securities, EIM  has been granted the authority to dispose of and vote such Securities. The investment partnerships have the right to receive (or the power to direct the receipt of) dividends received in connection with ownership of the Securities, and the proceeds from the sale of the Securities.

 

Item 7.

Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company or Control Person.

Not Applicable

 

Item 8.

Identification and Classification of Members of the Group

Not Applicable

 

Item 9.

Notice of Dissolution of Group

Not Applicable

 

4


 

CUSIP No. 878155100

 

Item 10

Certification

By signing below I certify that, to the best of my knowledge and belief, the securities referred to above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having that purpose or effect.

 

By signing below I also certify that, to the best of my knowledge and belief, the foreign regulatory scheme applicable to investment advisers is substantially comparable to the regulatory scheme applicable to the functionally equivalent U.S. institution(s). I also undertake to furnish to the Commission staff, upon request, information that would otherwise be disclosed in a Schedule 13D.

 

Signature

 

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

 

 

February 11, 2010

 

Date

 

 

 

/s/ Patrick Farmer

 

Patrick Farmer/Chief Compliance Officer

 

5

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