International Multifoods Corp – ‘8-K’ for 9/15/00 – EX-99.1

On:  Friday, 9/22/00, at 1:34pm ET   ·   For:  9/15/00   ·   Accession #:  912057-0-42265   ·   File #:  1-06699

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Current Report   —   Form 8-K
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: 8-K         Current Report                                         6     22K 
 2: EX-99.1     Miscellaneous Exhibit                                  2      9K 

EX-99.1   —   Miscellaneous Exhibit

EX-99.1
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                                                                    EXHIBIT 99.1

                                                                    NEWS RELEASE

FOR IMMEDIATE RELEASE                           Contact:    Jill Schmidt        
                                                      (952) 594-3385

INTERNATIONAL MULTIFOODS ANNOUNCES QUARTERLY DIVIDEND,
 REPLACES EXPIRING SHARE RIGHTS PLAN

      MINNETONKA, Minn., Sept. 15 -- International Multifoods Corp. (NYSE:
IMC) today announced a regular quarterly dividend of 20 cents per common share  
payable Oct. 16, 2000, to shareholders of record Sept. 28, 2000.                

        The company also said that the board of directors has approved a share
rights plan that will replace an existing plan adopted in 1990 and expiring Oct.
4, 2000. Like the existing plan, the purpose of the replacement share rights    
plan is to increase the likelihood that International Multifoods shareholders   
will obtain maximum value for their investment and receive fair and equal       
treatment in the event of an attempted takeover of the company. The replacement 
share rights plan was not adopted in response to any specific effort, of which  
the board is aware, to acquire control of the company.                          

     The plan contains most of the same provisions of the expiring plan.
Changes to the plan include an increase in the stock ownership threshold from 10
percent to 15 percent that would trigger exercise of the rights granted under   
the agreement and an amendment of the exercise price.                           

    Under the plan, the board has declared a dividend of one preferred
share purchase right on each outstanding common share held by shareholders of   
record on Oct. 4, 2000. The rights will expire on Oct. 4, 2010. Each right will 
entitle International Multifoods shareholders to buy one one-hundredth of a     
share of a series of preferred stock at an exercise price of $70, subject to    
adjustment. The rights will generally become exercisable only after a person or 
group acquires beneficial ownership of 15 percent or more of International      
Multifoods common stock or announces a tender or exchange offer that would      
result in that person or group beneficially owning 15 percent or more of        
International Multifoods common stock. If any person or group becomes an owner  
of 15 percent or more of International Multifoods common stock, each right will 
entitle its holder -- other than the 15-percent shareholder -- to purchase, at  
the right's then-current exercise price, shares of International Multifoods     
common stock having a value of twice the right's exercise price.                

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EX-99.1
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INTERNATIONAL MULTIFOODS ANNOUNCES QUARTERLY DIVIDEND.../2

     In addition, if International Multifoods is acquired in a merger or
other business-combination transaction or sells 50 percent or more of its assets
or earnings power, each right will generally entitle its holder to purchase, at 
the right's then-current exercise price, common shares of the acquiring company 
having a market value of twice the right's exercise price.                      

     In certain circumstances, International Multifoods may exchange the
rights for shares of its common stock, delay or temporarily suspend             
exercisability of the rights, or reduce the stock ownership threshold of 15     
percent to not less than 10 percent. International Multifoods may redeem the    
rights at $.001 per right, subject to adjustment, at any time before a person or
group becomes the beneficial owner of at least 15 percent of International      
Multifoods common stock.                                                        

       International Multifoods will send a letter outlining further details
of the replacement share rights plan to all shareholders of record as of Oct. 4.

       International Multifoods is a manufacturer for and distributor to the
foodservice industry in North America. The company also is a leading            
manufacturer and marketer of consumer foods in Canada.                          

 # # #

2000                                                                            

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘8-K’ Filing		Date		First		Last			Other Filings
		10/4/10		1
		10/16/00		1
		10/4/00		1					10-Q
		9/28/00		1
Filed on:		9/22/00							8-A12B
For Period End:		9/15/00
									List all Filings