-----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, WuECpJTuPG5XbMF09hAgjNsHhcSzQL3Jv4iWEpUzK4gX4/lWeU5FKJzsKD/vL5qy mpfZ7p7r8t9WqVwj5KdY3g== 0000880224-08-000015.txt : 20080826 0000880224-08-000015.hdr.sgml : 20080826 20080826135813 ACCESSION NUMBER: 0000880224-08-000015 CONFORMED SUBMISSION TYPE: 6-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080826 FILED AS OF DATE: 20080826 DATE AS OF CHANGE: 20080826 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERTAPE POLYMER GROUP INC CENTRAL INDEX KEY: 0000880224 STANDARD INDUSTRIAL CLASSIFICATION: CONVERTED PAPER & PAPERBOARD PRODS (NO CONTAINERS/BOXES) [2670] IRS NUMBER: 000000000 STATE OF INCORPORATION: A8 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 6-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-10928 FILM NUMBER: 081038748 BUSINESS ADDRESS: STREET 1: 9999 CAVENDISH BOULEVARD, STE. 200 CITY: VILLE ST LAURENT STATE: A8 ZIP: H4M 2X5 BUSINESS PHONE: 941-739-7500 MAIL ADDRESS: STREET 1: 9999 CAVENDISH BOULEVARD, STE. 200 CITY: VILLE ST LAURENT STATE: A8 ZIP: H4M 2X5 6-K 1 ipgncibpressrelease.htm NORMAL COURSE ISSUER BID PRESS RELEASE XP Image Normal

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C.  20549


FORM 6-K


Report of Foreign Private Issuer

Pursuant to Rule 13a-16 or 15d-16 of

the Securities Exchange Act of 1934


For the month of August, 2008


Commission File Number 1-10928


INTERTAPE POLYMER GROUP INC.


9999 Cavendish Blvd., Suite 200, Ville St. Laurent, Quebec, Canada, H4M 2X5


Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F:                                 Form 20-F                              Form 40-F          X


Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):  __________


Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):  __________


Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.           Yes                                       No           X


If “Yes” is marked, indicate below the file number assigned to the registrant in connection with

Rule 12g3-2(b):    82-______


The Information contained in this Report is incorporated by reference into Registration Statement No. 333-109944

SIGNATURES


Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


INTERTAPE POLYMER GROUP INC.


Date:  August 26, 2008

By: _/s/Burgess H. Hildreth___________________

       Burgess H. Hildreth, Vice President



NYSE SYMBOL: ITP

           TSX SYMBOL: ITP



INTERTAPE POLYMER GROUP ANNOUNCES START OF NORMAL COURSE ISSUER BID



Montreal, Quebec and Bradenton, Florida, – August 26, 2008 – Intertape Polymer Group Inc. (TSX:ITP) (NYSE:ITP) announces that the Toronto Stock Exchange has approved Intertape’s normal course issuer bid.  Under the normal course issuer bid, Intertape is entitled to repurchase for cancellation up to 2,947,817 common shares over the twelve-month period starting on August 28, 2008 and ending on August 27, 2009, representing 5% of Intertape’s issued and outstanding common shares.  The purchases by Intertape will be effected through the facilities of the Toronto Stock Exchange and New York Stock Exchange and will be made at the market price of the common shares at the time of the purchase.  As at August 13, 2008, there were 58,956,350 Intertape common shares issued and outstanding.

During the most recently completed six months, the average daily trading volume for the common shares of Intertape on the TSX was 34,115 shares.  Consequently, under the policies of the TSX, Intertape will have the right to repurchase, during any one trading day, a maximum of 8,528 common shares, representing 25% of the average daily trading volume.  In addition, Intertape may make, once per calendar week, a block purchase (as such term is defined in the TSX Company Manual) of common shares not directly or indirectly owned by insiders of Intertape, in accordance with the policies of the TSX.

The Board of Directors of Intertape considers that the repurchase of shares at certain market prices constitutes an appropriate use of financial resources and will be beneficial to Intertape and its shareholders.

Any purchases made pursuant to the normal course issuer bid will be made in accordance with the policies of the Toronto Stock Exchange.  Intertape will make no purchases of common shares other than open market purchases during the period of the normal course issuer bid.  To the knowledge of Intertape, no director or officer of Intertape intends to sell Intertape shares while the normal course issuer bid is in effect.


About Intertape Polymer Group


Intertape Polymer Group is a recognized leader in the development and manufacture of specialized polyolefin plastic and paper based packaging products and complementary packaging systems for industrial and retail use.  Headquartered in Montreal, Quebec and Sarasota/Bradenton, Florida, the Company employs approximately 2,100 employees with operations in 17 locations, including 13 manufacturing facilities in North America and one in Europe.



Safe Harbor Statement


Certain statements and information included in this press release constitute forward-looking information within the meaning of applicable Canadian securities legislation and the Federal Private Securities Litigation Reform Act of 1995.  Forward-looking statements may relate to the Company’s future outlook and anticipated events, the Company’s business, its operations, financial condition or results.  Particularly, statements about the Company’s objectives and strategies to achieve those objectives are forward-looking statements.  While these statements are based on certain factors and assumptions which management considers to be reasonable based on information currently available to it, they may prove to be incorrect.  Forward-looking information involves known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of the Compa ny to be materially different from any future results, performance or achievements expressed or implied in such forward-looking statements.  The risks include, but are not limited to, the factors contained in the Company’s filings with the Canadian securities regulators and the U.S. Securities and Exchange Commission.  While the Company may elect to, it is under no obligation (and expressly disclaims any such obligation) and does not undertake to update or alter this information at any particular time.




FOR FURTHER INFORMATION PLEASE CONTACT:


MaisonBrison

Rick Leckner

514-731-0000






EX-99 2 ipgform12ncib.htm FORM 12 NOTICE OF INTENTION TO MAKE A NCIB _

Form: 12│Issuer Name: Intertape Polymer Group Inc.

Stock Symbol: ITP



1.

Securities Sought – State the following:

a)

Class(es) of securities subject to the NCIB:

 Common shares

b)

Total number of securities:

i)

issued and outstanding: (as of August 13, 2008):

58,956,350 shares

ii)

if applicable, in the total public float : (as of August 13, 2008)

Not applicable

c)

Percentage of securities that may be purchased under the NCIB:

i)

% of issued and outstanding (maximum 5%):  5%

ii)

% of the public float, as the case may be (maximum 10%):  Not applicable

d)

Maximum number of securities that may be acquired under the NCIB:  2,947,817 shares

e)

Number of securities the issuer intends to acquire under the NCIB:  Up to 2,947,817 shares

f)

Is the issuer an investment fund:  No.

i)

If the answer is NO, the average daily trading volume for six months prior to date hereof:   34,115 shares

g)

Does the issuer have a class of restricted securities:  No

If the answer is YES:

i)

describe the voting rights of all equity securities:  ____

ii)

if the issuer does not propose to make the same NCIB for all classes of voting and equity securities, the reasons for so limiting the NCIB:            _________________________________            

h)

Whether the securities are going to be cancelled. If such securities are not cancelled, state how such securities will be dealt with:  

All common shares acquired by the Issuer in connection with the normal course issuer bid will be cancelled.

2.

Duration – State the dates on which the NCIB will commence and terminate. The NCIB may not extend for a period of more than one year from the date on which purchases may commence.  (i.e.  May 1, 2004 to April 30, 2005):  

The normal course issuer bid will commence on August 28, 2008 and end on August 27, 2009.



Form 12 – Notice of Intention to make a Normal Course Issuer Bid

© 2008, TSX Group Inc.
(as at June 16, 2008)


Form: 12│Issuer Name: Intertape Polymer Group Inc.

Stock Symbol: ITP



3.

Method of Acquisition State the following:

a)

whether purchases will be effected through the facilities of TSX and identify any other exchanges or market places on which purchases will be made:

Purchases will be effected through the facilities of TSX and the New York Stock Exchange.

b)

whether purchase and payment for the securities will be made by the issuer in accordance with the requirements of TSX:  

The purchase and payment for the securities will be made by the Issuer in accordance with the requirements of TSX.

c)

whether the price that the issuer will pay for any securities acquired by it will be the market price of the securities at the time of acquisition:  

The price that the Issuer will pay for any securities acquired by it will be the market price of the securities at the time of acquisition.

d)

whether purchases (other than by way of exempt offer) will be made other than by means of open market transactions during the period the NCIB is outstanding:  

Purchases (other than by way of exempt offer) will not be made by the Issuer other than by means of open market transactions during the period the normal course issuer bid is outstanding.

4.

Consideration Offered – State whether there are any restrictions on the price the offeror is prepared to pay and any other restrictions relating to the NCIB, such as specific funds available, method of purchasing, etc.:

There are no such restrictions.

5.

Reasons for the NCIB – State the purpose or business reasons for the NCIB:

The Issuer intends to acquire the common shares because it believes that the repurchase of common shares at certain market prices will be beneficial to the Issuer and its shareholders.

6.

Valuation – State whether there has been any appraisal or valuation of the issuer to the best knowledge of the directors or officers of the issuer, after reasonable enquiry, regarding the issuer, its material assets or securities prepared within the two years preceding the date of the notice, together with a statement of a reasonable time and place at which such appraisal or valuation, or a copy thereof, may be inspected. For this purpose, the phrase appraisal or valuation means both an independent appraisal or valuation and a material non-independent appraisal or valuation. If there has been such an appraisal or valuation, include a summary of such appraisal or valuation:

To the knowledge of the directors and officers of the Issuer, after reasonable inquiry, there have not been any appraisals or valuations of the Issuer, its material assets or securities during the last two years.



Form 12 – Notice of Intention to make a Normal Course Issuer Bid

© 2008, TSX Group Inc.
(as at June 16, 2008)


Form: 12│Issuer Name: Intertape Polymer Group Inc.

Stock Symbol: ITP



7.

Previous Purchases – Where the issuer has purchased securities under a NCIB within the past 12 months, state the following:

a)

method of acquisition:  ___________________________________

                  

b)

the number of securities purchased:  ________________________

c)

the weighted average price paid per security:  _____________________

_____

The Issuer has not purchased any of its common shares within the last twelve months.

8.

Persons Acting Jointly or In Concert with the Issuer –  Disclose the identity of any party acting jointly or in concert with the issuer:  

There are no persons acting jointly or in concert with the Issuer in connection with the normal course issuer bid.

9.

Acceptance by Insiders, Affiliates and Associates –

a)

name of every director or senior officer of the issuer who intends to sell securities of the issuer during the course of the NCIB:

None of the directors or senior officers of the Issuer currently intends to sell securities of the Issuer during the course of the normal course issuer bid.

b)

where their intention is known after reasonable enquiry, the name of every associate of a director or senior officer of the issuer, person acting jointly or in concert with the issuer, or person holding 10% or more of any class of equity securities of the issuer, who intends to sell securities:

To the knowledge of the Issuer, after reasonable enquiry, no associate of a director or senior officer of the Issuer, or person acting jointly or in concert with the Issuer, currently intends to sell securities of the Issuer during the course of the normal course issuer bid.  The Issuer is not aware of the intention of persons holding 10% or more of the Issuer’s common shares.

10.

Benefits from the NCIB – State direct or indirect benefits to any of the persons or companies named in item 9 of selling or not selling securities of the issuer during the course of the NCIB. An answer to this item is not required where the benefits to such person or company of selling or not selling securities are the same as the benefits to any other securityholder who sells or does not sell:  

The benefits to any of the persons or companies referred to in item 9 of selling or not selling securities are the same as the benefits to any other securityholder who sells or does not sell.



Form 12 – Notice of Intention to make a Normal Course Issuer Bid

© 2008, TSX Group Inc.
(as at June 16, 2008)


Form: 12│Issuer Name: Intertape Polymer Group Inc.

Stock Symbol: ITP



11.

Material Changes in the Affairs of the Issuer – Disclose any previously undisclosed material changes or plans or proposals for material changes in the affairs of the issuer:  

There are at present no undisclosed material changes or plans or proposals for material changes in the affairs of the Issuer.

12.

Participating Organization Information –

a)

Name of brokerage firm:  GMP Securities L.P.

b)

Name of registered representative:  Patrick Gagnon

c)

Address of brokerage firm:  145 King Street West, Suite #300, Toronto, ON M5H 1J8

d)

Fax number:  514-288-3699

e)

Telephone number:  514-288-7901 or 1-877-622-6256

13.

Disclose any significant information regarding the NCIB not disclosed above, including any details regarding the use of put options or forward purchase contracts in conjunction with the NCIB:  

None.

14.

Certificate – The undersigned, a director and senior officer of the Issuer duly authorized by the Issuer’s board of directors, certifies that this notice is complete and accurate and in compliance with Section 629 and 629.1 of the TSX Company Manual.  This notice contains no untrue statement of a material fact and does not omit to state a material fact that is required to be stated or that is necessary to make a statement not misleading in the light of the circumstances in which it is made.

/s/ Melbourne F. Yull

Melbourne F. Yull



Executive Director



August 25, 2008


HBdocs - 4738117v4


ORLDOCS 11277624 1



Form 12 – Notice of Intention to make a Normal Course Issuer Bid

© 2008, TSX Group Inc.
(as at June 16, 2008)


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