- Annual and special meetings to be held on May 11, 2022
- IPG shareholders receive a CDN $ 40.50 per share in cash
- Trading provides immediate liquidity and value certainty to IPG shareholders with a substantial premium of approximately 66% of the volume-weighted average trading price for the 30 days prior to the trading announcement date.
- Board unanimously recommends shareholder voting for A special resolution approving the arrangement prior to the May 9, 2022 proxy deadline
Shareholders with questions should contact Kingsdale Advisors at 1-855-682-9437 (toll-free in North America) or 416-867-2272 (for collect calls outside of North America) or email contactus @ kingsdale advisors. can. com com
Montreal, April 1, 2022 (GLOBE NEWSWIRE) — Intertape Polymer Group Inc. (TSX: ITP) (“IPG” or “society“), Our company circulated management information (“Circular“) Annual and special meetings (“meeting“) Our shareholders (“Shareholders”) Held Wednesday, May 11, 2022 at 9 am (EDT), in particular approving the previously announced acquisition of IPG by 1351693 BC Ltd.buyer“) Clearlake Capital Group, LP affiliated company by arrangement plan (“)Placement“).
Based on the terms of the arrangement, the purchaser will acquire all of our issued common stock (“stock”) Cash per share of CDN $ 40.50 (“”Consideration”), All, more specifically, are listed in the circulation.
Satisfaction of remaining termination conditions, including final approval of the arrangement by the court and receipt of approval by a particular regulatory agency, subject to shareholder approval. Canadian competition law The clearance will be fulfilled on March 28, 2022, so the arrangement will end at the beginning of the third quarter of 2022.
IPG Board Recommendations
IPG Board of Directors (“board”) Unanimously determined that the arrangement is in the best interests of IPG and fair to shareholders.The board unanimously recommends shareholder voting for A special resolution to approve the arrangement. The reasons for the Board’s recommendations and some important factors that the Board considered in making decisions are explained in detail in the circulation.
Circular & Meeting
March 29, 2022, Quebec Superior Court (court“) Granted a provisional order regarding arrangements (“Temporary order“). The interim order authorizes the IPG to consider and vote on a variety of arrangement-related matters, including holding a shareholders’ meeting.
The company is physically located at Fairmont Royal York at 100 Front Street West, Toronto, Ontario, Canada, and has a hybrid conference that can be virtually attended via a live webcast at https://web.lumiagm. It will be held. com / 488452910. The audio webcast allows shareholders to listen to the meeting live, and registered shareholders and officially appointed agents can submit questions and vote at the meeting.
Notifications, powers of attorney or voting instructions (if applicable) and cover pages (“Meeting materialsThe meeting will be mailed to registered shareholders on Thursday, April 7, 2022. The meeting materials include important information about the arrangement and how useful registered shareholders can ask questions and vote at the meeting. Shareholders should carefully review all meeting materials.
Circular and related materials are also available on the IPG website. www.itape.com Under SEDAR’s IPG profile www.sedar.com And with EDGAR www.sec.gov.. Only registered shareholders (and officially nominated by an agent) at the end of business (EDT) on March 25, 2022 have voting rights. The deadline for completed proxies received by our forwarding agents is Monday, May 9, 2022, 12:00 pm (EDT).
Shareholder Questions and Support
Shareholders who have questions about arrangements or need voting assistance should call 1-855-682-9437 (free in North America) or 416-867 to contact our Strategic Shareholder Advisors and Recruiting Agent Kingsdale Advisors. can. -2272 (for collect calls outside of North America) or by email firstname.lastname@example.org..
About Intertape Polymer Group Inc.
Intertape Polymer Group Inc. is recognized as a leader in the development, manufacture and sale of various paper and film based pressure sensitive and water rejuvenating tapes, shrink and stretch films, protective packaging, woven and non-woven products, packaging machines. increase. For industrial and retail use. Headquartered in Montreal, Quebec and Sarasota, Florida, the company employs approximately 4,100 people in 34 locations, including 22 manufacturing facilities in North America, 5 in Asia and 2 in Europe. I am hiring.
Information about future prospects
This press release contains “Forecast Information” in the sense of the applicable Canadian Securities Act and “Future” in the sense of Section 27A of the revised Securities Act of 1933 and Section 21E of the Securities Act of 1933. A statement about the outlook “is included. Revised in 1934 (collectively, “Description of Future Outlook”). It relies on the protection provided by such law for forward-looking statements. All statements other than the historical facts contained in this press release. Includes a statement about our position for continued growth after 2022. Expanding our existing shrink film production capacity in North America. Potential future impact of COVID-19 on our business. A tailwind that supports the growth of the company. The strong demand we see in the core end market. The headwinds the company is facing in 2022, including supply chain constraints and raw material prices. Our expected organic demand. Expected performance and benefits of SyfanUSA transactions. The expected closing timing of the purchaser’s acquisition of the company, including the expected consideration, timing, and closing conditions, may constitute a forward-looking statement. These forward-looking statements are based on current beliefs, assumptions, expectations, estimates, forecasts, and forecasts by our management. “May”, “Do”, “Should”, “Expect”, “Continue”, “Intention”, “Estimate”, “Expect”, “Plan”, “Predict” , “Believe,” “Seek,” or any negative or variation of these terms or similar terms are intended to identify such forward-looking statements. We believe that the expectations reflected in these forward-looking statements are reasonable, but these statements, by their nature, carry risks and uncertainties and guarantee future performance. Not. Such statements are subject to, among other things, the expected satisfaction, business conditions, and growth or decline of our industry, our customers’ industry and general economy of the terms of completion of our acquisition by the buyer. .. Includes the consequences of the effects of COVID-19. Expected benefits from our greenfield development and other restructuring efforts. Expected benefits from expanding the capacity of our manufacturing facilities. Impact of raw material price and freight fluctuations, including availability and pricing due to supply chain disruptions. Selling prices, including maintaining dollar spreads due to rising raw material costs and freight rates. Impact of new accounting standards, including the impact of new accounting guidance on leasing. Expected benefits from our acquisitions and partnerships. Expected profits from our capital spending. The quality of our products and their acceptance in the market. Our expected business strategy. The risks and costs inherent in the proceedings. Development of legislation, including those related to COVID-19. The company’s ability to maintain and improve quality and customer service. Expected trends in our business. The strategic and financial benefits expected from our ongoing capital investment and merger and acquisition programs. Expected cash flow from our business. Availability of funds under our 2021 line of credit. Our flexibility to allocate capital as a result of the provision of senior unsecured bonds. The ability of the company to keep control of costs. We cannot guarantee that these estimates and expectations are correct. Actual results and results may differ from those expressed, implied, or predicted in such forward-looking statements, and in many cases may differ, and such differences may be significant. There is a sex. Readers should be careful not to place excessive reliance on forward-looking statements. For important factors that may cause actual results to differ materially from those expressed in forward-looking statements and other risks and uncertainties, and additional information on the assumptions underlying the forward-looking statements. Is “Important Information in Item 3-Risk Factors”, “Sales and Finance Review and Outlook for Item 5 (Management Discussions and Analysis)”, and Form 20-for the year ended December 31, 2021. Statements and other statements and factors elsewhere in our Annual Report on F. Documents submitted by us to the Canadian Securities Regulators Authority and the US Securities and Exchange Commission. Each of these forward-looking statements is provided only as of the date of this press release. We will not update these statements unless required by applicable securities law.
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Intertape Polymer Group Inc. submits a circulation of special shareholders’ meetings to approve acquisitions by affiliates of Clearlake Capital Group, LP and The Canadian Business Journal.
Source link Intertape Polymer Group Inc. submits a circulation of special shareholders’ meetings to approve acquisitions by affiliates of Clearlake Capital Group, LP and The Canadian Business Journal.