SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
[ X ] ANNUAL REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934 [FEE REQUIRED]
For the fiscal year ended February 28, 1994
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED]
For the transition period from to
Commission File Number
1-6699
Stock Purchase Plan of Robin Hood Multifoods Inc.
60 Columbia Way
Markham, Ontario L3R 0C9
(Full title and address of plan)
International Multifoods Corporation
33 South Sixth Street
Minneapolis, Minnesota 55402
(Name of issuer and address of principal executive offices of issuer)
INDEPENDENT AUDITORS' REPORT
The Savings Committee Stock Purchase
Plan of Robin Hood Multifoods Inc.:
We have audited the accompanying statements of financial condition of
the Stock Purchase Plan of Robin Hood Multifoods Inc., as of February
28, 1994 and February 28, 1993, and the related statements of income and
changes in plan equity for each of the years in the three-year period
ended February 28, 1994. These financial statements are the
responsibility of the Plan's management. Our responsibility is to
express an opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audit
to obtain reasonable assurance about whether the financial statements
are free of material misstatement. An audit includes examining, on a
test basis, evidence supporting the amounts and disclosures in the
financial statements. An audit also includes assessing the accounting
principles used and significant estimates made by management, as well as
evaluating the overall financial statement presentation. We believe
that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present
fairly, in all material respects, the financial position of the Plan as
of February 28, 1994 and February 28, 1993, and the income and changes
in plan equity for each of the years in the three-year period ended
February 28, 1994 in conformity with generally accepted accounting
principles.
/s/KPMG Peat Marwick
Minneapolis, Minnesota
April 20, 1994
STOCK PURCHASE PLAN OF
ROBIN HOOD MULTIFOODS INC.
Statements of Financial Condition
February 28, 1994 and February 28, 1993
(Expressed in Canadian dollars)
Assets
1994 1993
Cash $ - 94,956
Contributions Receivable:
Employee 55,190 -
Employer 28,853 -
84,043 94,956
Investment in shares of common stock of
International Multifoods Corporation,
at fair value - 1994 - 7,064 shares;
cost $184,012; 1993 - 7,059 shares;
cost $227,226 165,940 227,157
$249,983 322,113
Plan Equity
Plan equity $249,983 322,113
See accompanying notes to financial statements.
STOCK PURCHASE PLAN OF
ROBIN HOOD MULTIFOODS INC.
Statements of Income and Changes in Plan Equity
Three years ended February 28, 1994
(Expressed in Canadian dollars)
1994 1993 1992
Investment income:
Cash dividends $ 22,125 20,433 19,168
Interest income 262 999 1,416
22,387 21,432 20,584
Increase in unrealized
depreciation of investment (21,672) (5,819) (17,321)
Realized gain (loss) on
withdrawals of common stock (239,213) 7,006 (24,131)
Net investment gain (loss) (238,498) 22,619 (20,868)
Contributions and deposits:
Deposits by Members 687,694 706,173 728,932
Contributions by
participating Employer,
net of forfeitures on
terminations 341,169 351,838 357,961
Total contributions
and deposits 1,028,863 1,058,011 1,086,893
Total increase
in plan equity 790,365 1,080,630 1,066,025
Withdrawals:
Cash 7,164 10,850 10,438
Distributions in stock 855,331 1,039,124 1,042,813
Total withdrawals 862,495 1,049,974 1,053,251
Net increase (decrease)
in plan equity (72,130) 30,656 12,774
Balance of plan equity at
beginning of year 322,113 291,457 278,683
Balance of plan equity at
end of year $ 249,983 322,113 291,457
See accompanying notes to financial statements.
STOCK PURCHASE PLAN OF
ROBIN HOOD MULTIFOODS INC.
Notes to Financial Statements
1. Summary of Significant Accounting Policies:
The accompanying financial statements are prepared in accordance
with generally accepted accounting principles in the United States.
Transactions in securities are recorded on the transaction date. The
investment in common stock of International Multifoods Corporation is
stated at fair market value based on published market value.
Robin Hood Multifoods Inc. and its participating subsidiary
corporations (the "Employer") pay all administrative costs of the Stock
Purchase Plan of Robin Hood Multifoods Inc., (the "Plan").
On or about February 15 of each year, the unit value of the vested
units or portions thereof of the Trust Fund credited to each
participating employee's ("Member's") account on the date of
distribution are distributed in full shares of Common Stock of
International Multifoods Corporation ("Multifoods") to the extent
possible and the balance, if any, is paid in cash.
Realized gains or losses reflect the difference between fair values
of stock withdrawals by Members and historical cost of the shares on a
first-in, first-out basis.
2. Summary Description of Plan:
The Plan is a voluntary investment plan intended to provide an
opportunity for salaried employees of the Employer to become
stockholders of Multifoods and to encourage them to invest on a regular
basis. A Member may contribute monthly from 2% to 5% of regular salary
to the Plan. The Employer contributes an amount equal to 50% of the
Member's contribution.
Contributions of a Member, and of the Employer on behalf of the
Member, are calculated and maintained in terms of units rather than
shares of stock. The number of employees participating in the Plan
together with the units and the unit values of the participations under
the Plan at February 28, 1994 and February 28, 1993 were as follows:
1994 1993
Number of employees 260 288
Number of units 10,337.835 8,889.669
Net asset value per unit:
At cost $25.930 36.242
At market 24.181 36.235
Employees' contributions are fully vested. Employer contributions
become fully vested after the employee has been a Member of the Plan for
three years, or upon retirement, preretirement death or disability, and
certain other occurrences. The amounts forfeited by employees who
withdraw prior to becoming fully vested are used to reduce subsequent
Employer contributions.
Robin Hood Multifoods Inc. may at any time, by action of its Board
of Directors, terminate the Plan or discontinue contributions with
respect to any one or more participating Employers. Upon termination or
discontinuance of contributions, Employer contribution amounts in Member
accounts will be distributable to the Member or his or her beneficiary.
The corporations represented by the Employer are all Canadian
corporations and all Members are Canadian residents. The Plan is not
subject to the provisions of the United States Employee Retirement
Income Security Act of 1974.
3. Realized Gains or Losses:
Realized gains or losses resulting from withdrawals and
distributions to Members of Multifoods common stock are as follows:
Multifoods
Common Stock
1994:
Aggregate market value/proceeds $ 855,331
Aggregate FIFO cost 1,094,544
Realized loss $ (239,213)
1993:
Aggregate market value/proceeds $1,039,124
Aggregate FIFO cost 1,032,118
Realized gain $ 7,006
1992:
Aggregate market value/proceeds $1,042,813
Aggregate FIFO cost 1,066,944
Realized loss $ (24,131)
4. Income Taxes:
The Plan is not subject to U.S. or Canadian income taxes. Members
are subject to Canadian income tax each year on the amount of Employer
contributions to the Plan and income (including a portion of capital
gains less capital losses arising and realized after December 31, 1971)
from the Trust Fund allocated for the year by the trustee to their
accounts, even though Employer contributions are on a contingent basis.
Distributions from the Plan will be received by Members free of any
further Canadian tax. If amounts are forfeited under the Plan, the
Members affected will be entitled to a refund of 15 percent of the
amounts contingently allocated to their accounts and previously included
in their income for tax purposes.
5. Contributions and Deposits:
Contributions and deposits for the three years ended February 28,
1994 were as follows:
Members 1994 1993 1992
Robin Hood Multifoods Inc. $588,091 604,893 592,904
Multifoods Inc. 92,702 101,280 136,028
Gourmet Baker Inc. 6,901 - -
$687,694 706,173 728,932
Employer
Robin Hood Multifoods Inc. $292,358 301,197 290,563
Multifoods Inc. 45,360 50,641 67,398
Gourmet Baker Inc. 3,451 - -
$341,169 351,838 357,961
Signature
Pursuant to the requirements of the Securities Exchange Act of
1934, the trustees (or other persons who administer the employee benefit
plan) have duly caused this annual report to be signed on its behalf by
the undersigned hereunto duly authorized.
STOCK PURCHASE PLAN OF
ROBIN HOOD MULTIFOODS INC.
May 27, 1994 By /s/ Bernard P. Sarrazin
Bernard P. Sarrazin
Member of the Savings Committee
INDEPENDENT AUDITORS' CONSENT
The Savings Committee of the Stock Purchase Plan
of Robin Hood Multifoods Inc.:
We consent to incorporation by reference in Registration Statement
No. 2-99818 on Form S-8 of International Multifoods Corporation of our
report dated April 20, 1994, relating to the statements of financial
condition of the Stock Purchase Plan of Robin Hood Multifoods Inc. as of
February 28, 1994 and February 28, 1993, and the related statements of
income and changes in plan equity for each of the years in the three-
year period ended February 28, 1994, which report appears in the
February 28, 1994 Annual Report on Form 11-K of International Multifoods
Corporation.
/s/ KPMG Peat Marwick
KPMG Peat Marwick
Minneapolis, Minnesota
May 25, 1994
