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
For the fiscal year ended December 31, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________
Commission File Number
1-6699
Employees' Voluntary Investment and Savings Plan
of International Multifoods Corporation
200 East Lake Street
Wayzata, Minnesota 55391
(Full title and address of plan)
International Multifoods Corporation
200 East Lake Street
Wayzata, Minnesota 55391
(Name of issuer and address of principal executive offices of issuer)
EMPLOYEES' VOLUNTARY INVESTMENT
AND SAVINGS PLAN OF
INTERNATIONAL MULTIFOODS CORPORATION
Financial Statements and Supplemental Schedules
December 31, 1997 and 1996
Independent Auditors' Report
The Board of Directors
International Multifoods Corporation:
We have audited the accompanying statements of net assets available for
plan benefits of the Employees' Voluntary Investment and Savings Plan of
International Multifoods Corporation (the "VISA Plan") as of
December 31, 1997 and 1996, and the related statements of changes in net
assets available for plan benefits for the years then ended. These
financial statements are the responsibility of the VISA 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 net assets of the VISA Plan as of
December 31, 1997 and 1996 and the changes in its net assets for the
years then ended in conformity with generally accepted accounting
principles.
Our audits were made for the purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of
Assets Held for Investment Purposes and Reportable Transactions are
presented for the purpose of additional analysis and are not a required
part of the basic financial statements but are supplementary information
required by the Department of Labor's Rules and Regulations for
Reporting and Disclosure under the Employee Retirement Income Security
Act of 1974. The supplemental schedules and fund information have been
subjected to the auditing procedures applied in the audits of the basic
financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as
a whole.
/s/ KPMG Peat Marwick
Minneapolis, Minnesota
May 22, 1998
EMPLOYEES' VOLUNTARY INVESTMENT AND SAVINGS PLAN
OF INTERNATIONAL MULTIFOODS CORPORATION
<TABLE>
Statement of Net Assets Available for Plan Benefits
December 31, 1997
<CAPTION>
Participant-Directed
--------------------------------------------------------------------------------------------
International Norwest Fidelity Vanguard Index T.Rowe Price Vanguard Asset MetWest
Multifoods Stable Return Magellan Trust-500 New Horizons Allocation Total
Stock Fund Fund Fund Portfolio Fund Fund Return Fund
---------- ---------- ----------- ----------- ------------ ------------ ----------
<S> <C> <C> <C> <C> <C> <C> <C>
Investments, at fair value:
Common stock of International
Multifoods Corp. $3,815,749 $ - $ - $ - $ - $ - $ -
Cash and common trust funds:
Norwest Bank Minnesota, N.A.:
Cash 15,774 - 19,409 - - 19,674 -
Short-term Investment Fund 71,122 - - - - - -
Stable Return Fund - 5,225,397 - - - - -
Registered funds:
Vanguard Asset Allocation Fund - - - - - 3,981,978 -
Vanguard Index Trust-500 Portfolio - - - 9,607,455 - - -
Fidelity Magellan Fund - - 11,256,113 - - - -
T.Rowe Price New Horizons Fund - - - - 2,344,558 - -
Participant loan fund - - - - - - -
---------- ----------- ----------- ---------- ---------- ---------- --------
Total investments 3,902,645 5,225,397 11,275,522 9,607,455 2,344,558 4,001,652 -
Accrued investment income 27,426 - - - - - -
Member contributions receivable - - - - - - 82,336
Employer contributions receivable - - - - - - -
---------- ---------- ----------- ---------- ---------- ---------- --------
Net assets available for
plan benefits $3,930,071 $5,225,397 $11,275,522 $9,607,455 $2,344,558 $4,001,652 $ 82,336
========== ========== =========== ========== ========== ========== ========
</TABLE>
<TABLE>
<CAPTION>
Non-
Participant-
Participant-Directed Directed
--------------------------- ------------
Janus International
Worldwide Loan Multifoods
Fund Fund Stock Fund Total
---------- ---------- ---------- ---------
<S> <C> <C> <C> <C>
Investments, at fair value:
Common stock of International
Multifoods Corp. $ - $ - $12,995,151 $16,810,900
Cash and common trust funds:
Norwest Bank Minnesota, N.A.:
Cash 53,722 108,579
Short-term Investment Fund - - 242,217 313,339
Stable Return Fund - - - 5,225,397
Registered funds:
Vanguard Asset Allocation Fund - - - 3,981,978
Vanguard Index Trust-500 Portfolio - - - 9,607,455
Fidelity Magellan Fund - - - 11,256,113
T. Rowe Price New Horizons Fund - - - 2,344,558
Participant loan fund - 700,871 - 700,871
---------- ---------- ---------- -----------
Total investments - 700,871 13,291,090 50,349,190
Accrued investment income - - 93,403 120,829
Member contributions receivable 33,504 - - 115,840
Employer contributions receivable - - - -
---------- ---------- ---------- -----------
Net assets available for $ 33,504 $ 700,871 $13,384,493 $50,585,859
plan benefits
========== ========== ========== ===========
</TABLE>
See accompanying notes to financial statements.
EMPLOYEES' VOLUNTARY INVESTMENT AND SAVINGS PLAN
OF INTERNATIONAL MULTIFOODS CORPORATION
<TABLE>
Statement of Net Assets Available for Plan Benefits
December 31, 1996
<CAPTION>
Participant-Directed
--------------------------------------------------------------------------------------------
International Norwest Fidelity Vanguard Index T. Rowe Price Vanguard Asset
Multifoods Stable Return Magellan Trust-500 New Horizons Allocation Loan
Stock Fund Fund Fund Portfolio Fund Fund Fund
---------- ---------- ----------- ----------- ------------ ---------- --------
<S> <C> <C> <C> <C> <C> <C> <C>
Investments, at fair value:
Common stock of International
Multifoods Corp. $2,935,983 $ - $ - $ - $ - $ - $ -
Cash and common trust funds:
Norwest Bank Minnesota, N.A.:
Cash 31 - 9,133 8,767 88 5,105 -
Short-term Investment Fund 3,143 - - - - - -
Stable Return Fund - 5,943,236 - - - - -
Registered funds:
Fidelity Magellan Fund - - 10,085,353 - - - -
Vanguard Index Trust-500 Portfolio - - - 5,903,477 - - -
Vanguard Asset Allocation Fund - - - - - 2,725,571 -
T. Rowe Price New Horizons Fund - - - - 1,314,757 - -
Participant loan fund - - - - - - 544,079
---------- ----------- ----------- ---------- ---------- ---------- --------
Total investments 2,939,157 5,943,236 10,094,486 5,912,244 1,314,845 2,730,676 544,079
Accrued investment income 32,435 - - - 10 - -
Member contributions receivable 13,957 27,211 60,128 38,487 10,829 20,927 -
Employer contributions receivable - - - - - - -
---------- ---------- ----------- ---------- ---------- ---------- --------
Net assets available for
plan benefits $2,985,549 $5,970,447 $10,154,614 $5,950,731 $1,325,684 $2,751,603 $544,079
========== ========== =========== ========== ========== ========== ========
</TABLE>
<TABLE>
<CAPTION>
Non-
Participant-
Directed
-------------
International
Multifoods
Stock Fund Total
---------- ----------
<S> <C> <C>
Investments, at fair value:
Common stock of International
Multifoods Corp. $8,100,270 $11,036,253
Cash and common trust funds:
Norwest Bank Minnesota, N.A.:
Cash 86 23,210
Short-term Investment Fund 8,744 11,887
Stable Return Fund - 5,943,236
Shares of registered funds:
Fidelity Magellan Fund - 10,085,353
Vanguard Index Trust-500 Portfolio - 5,903,477
Vanguard Asset Allocation Fund - 2,725,571
T. Rowe Price New Horizons Fund - 1,314,757
Participant loan fund - 544,079
---------- -----------
Total investments 8,109,100 37,587,823
Accrued investment income 90,227 122,672
Member contributions receivable - 171,539
Employer contributions receivable 70,083 70,083
---------- -----------
Net assets available for $8,269,410 $37,952,117
plan benefits ========== ===========
</TABLE>
See accompanying notes to financial statements.
EMPLOYEES' VOLUNTARY INVESTMENT AND SAVINGS PLAN
OF INTERNATIONAL MULTIFOODS CORPORATION
<TABLE>
Statement of Changes in Net Assets
Available for Plan Benefits
Year Ended December 31, 1997
<CAPTION>
Participant-Directed
-----------------------------------------------------------------------------------------
International Norwest Fidelity Vanguard Index T.Rowe Price Vanguard Asset MetWest
Multifoods Stable Return Magellan Trust-500 New Horizons Allocation Total Return
Stock Fund Fund Fund Portfolio Fund Fund Fund
---------- ---------- ----------- ---------- ----------- ---------- --------
<S> <C> <C> <C> <C> <C> <C> <C>
Investment income:
Dividends $ 113,328 $ - $ 140,091 $ 134,485 $ 82 $ 127,924 $ -
Interest 833 - 22 2 (10) 3 -
Net appreciation (depreciation)
in fair value of investments 1,496,230 340,298 2,249,374 2,156,022 147,455 676,312 -
----------- ---------- ----------- ---------- ---------- ---------- --------
Total investment income (loss) 1,610,391 340,298 2,389,487 2,290,509 145,527 804,239 -
----------- ---------- ----------- ---------- ---------- ---------- --------
Contributions:
Members 342,909 489,738 1,320,406 1,175,478 593,031 488,769 82,336
Cash contributions by Employer - - - - - - -
----------- ---------- ----------- ---------- ---------- ---------- --------
Total contributions 342,909 489,738 1,320,406 1,175,478 593,031 488,769 82,336
Distributions (834,663) (883,721) (1,575,772) (715,579) (229,453) (334,072) -
Administrative expenses (3,042) (31,148) (12,658) (8,610) (1,797) (4,220) -
Fund transfers (171,073) (660,217) (1,000,555) 914,926 509,566 295,333 -
---------- ---------- ----------- ---------- ---------- ---------- --------
Net increase (decrease)
in net assets available
for plan benefits 944,522 (745,050) 1,120,908 3,656,724 1,018,874 1,250,049 82,336
---------- ---------- ----------- ---------- ---------- ---------- --------
Net assets available for
plan benefits:
Beginning of year 2,985,549 5,970,447 10,154,614 5,950,731 1,325,684 2,751,603 -
---------- ---------- ----------- ---------- ---------- ---------- --------
End of year $3,930,071 $5,225,397 $11,275,522 $9,607,455 $2,344,558 $4,001,652 $ 82,336
========== ========== =========== ========== ========== ========== ========
</TABLE>
<TABLE>
<CAPTION>
Non-
Participant-
Participant-Directed Directed
------------------------ -------------
Janus International
Worldwide Loan Multifoods
Fund Fund Stock Fund Total
---------- ---------- -------------- -----------
<S> <C> <C> <C> <C>
Investment income:
Dividends $ - $ - $ 374,545 $ 890,455
Interest - 44,899 2,725 48,474
Net appreciation (depreciation)
in fair value of investments - - 4,696,920 11,762,611
---------- ----------- ---------- -----------
Total investment income (loss) - 44,899 5,074,190 12,701,540
---------- ----------- ---------- -----------
Contributions:
Members 33,504 - - 4,526,171
Cash contributions by Employer - - 1,843,641 1,843,641
---------- ---------- ---------- -----------
Total contributions 33,504 - 1,843,641 6,369,812
---------- ---------- ---------- -----------
Distributions - - (1,793,198) (6,366,458)
Administrative expenses - (127) (9,550) (71,152)
Fund transfers - 112,020 - -
---------- ---------- ---------- -----------
Net increase (decrease) in
net assets available for
plan benefits 33,504 156,792 5,115,083 12,633,742
Net assets available for plan benefits:
Beginning of year - 544,079 8,269,410 37,952,117
---------- ---------- ---------- -----------
End of year $33,504 $700,871 $13,384,493 $50,585,859
========== ========== ========== ===========
</TABLE>
See accompanying notes to financial statements.
EMPLOYEES' VOLUNTARY INVESTMENT AND SAVINGS PLAN
OF INTERNATIONAL MULTIFOODS CORPORATION
<TABLE>
Statement of Changes in Net Assets
Available for Plan Benefits
Year Ended December 31, 1996
<CAPTION>
Participant-Directed
-----------------------------------------------------------------------------------------
International Norwest Fidelity Vanguard Index T.Rowe Price Vanguard Asset
Multifoods Stable Return Magellan Trust-500 New Horizons Allocation Loan
Stock Fund Fund Fund Portfolio Fund Fund Fund
---------- ---------- ----------- ---------- ----------- ---------- --------
<S> <C> <C> <C> <C> <C> <C> <C>
Investment income:
Dividends $ 132,898 $ - $ 133,540 $ 114,580 $ - $ 159,336 $ -
Interest 1,011 - 6,240 137 27 23 9,518
Net appreciation (depreciation)
in fair value of investments (352,565) 375,360 953,433 869,240 15,503 56,494 -
---------- ---------- ----------- ---------- ---------- ---------- --------
Total investment income (loss) (218,656) 375,360 1,093,213 983,957 15,530 215,853 9,518
---------- ---------- ----------- ---------- ---------- ---------- --------
Contributions:
Members 479,821 807,405 2,504,631 1,127,549 140,338 629,796 -
Cash contributions by Employer - - - - - - -
---------- ---------- ----------- ---------- ---------- ---------- --------
Total contributions 479,821 807,405 2,504,631 1,127,549 140,338 629,796 -
Distributions (961,773) (1,192,229) (1,414,870) (603,389) (55) (371,433) -
Administrative expenses (2,943) (31,942) (9,638) (5,206) - (3,184) -
Fund transfers (248,928) (659,355) (1,096,109) 1,123,480 1,169,871 (394,281) 534,561
---------- ---------- ----------- ---------- ---------- ---------- --------
Net increase (decrease)
in net assets available
for plan benefits (952,479) (700,761) 1,077,227 2,626,391 1,325,684 76,751 544,079
---------- ---------- ----------- ---------- ---------- ---------- --------
Net assets available for
plan benefits:
Beginning of year 3,938,028 6,671,208 9,077,387 3,324,340 - 2,674,852 -
---------- ---------- ----------- ---------- ---------- ---------- --------
End of year $2,985,549 $5,970,447 $10,154,614 5,950,731 $1,325,684 $2,751,603 $544,079
========== ========== =========== ========== ========== ========== ========
</TABLE>
<TABLE>
<CAPTION>
Non-
Participant-
Directed
------------
International
Multifoods
Stock Fund Total
---------- -----------
<S> <C> <C>
Investment income:
Dividends $ 342,051 $ 882,405
Interest 2,452 19,408
Net appreciation (depreciation)
in fair value of investments (844,256) 1,073,209
---------- -----------
Total investment income (loss) (499,753) 1,975,022
---------- -----------
Contributions:
Members - 5,689,540
Cash contributions by Employer 1,758,303 1,758,303
---------- -----------
Total contributions 1,758,303 7,447,843
---------- -----------
Distributions (769,359) (5,313,108)
Administrative expenses (7,048) (59,961)
Fund transfers (429,239) -
---------- -----------
Net increase (decrease) in
net assets available for
plan benefits 52,904 4,049,796
Net assets available for plan benefits:
Beginning of year 8,216,506 33,902,321
---------- -----------
End of year $8,269,410 $37,952,117
========== ===========
</TABLE>
See accompanying notes to financial statements.
EMPLOYEES' VOLUNTARY INVESTMENT AND SAVINGS PLAN
OF INTERNATIONAL MULTIFOODS CORPORATION
Notes to Financial Statements
December 31, 1997 and 1996
1) Description of the VISA Plan
The following brief description of the Employees' Voluntary Investment
and Savings Plan of International Multifoods Corporation (the "VISA Plan")
is provided for general information purposes only. For more complete
information about the VISA Plan's eligibility, vesting, withdrawal and
benefit provisions, employees should refer to their copy of the Summary
VISA Plan Description.
The VISA Plan is a voluntary investment and savings plan intended to be a
long-term investment program to provide participating employees
("Members") with additional retirement income. Salaried and commissioned
employees as well as certain hourly employees of International Multifoods
Corporation (the "Company") and participating subsidiaries are eligible
for the VISA Plan after one year of qualifying service. The VISA Plan
is a salary reduction plan under Section 401(k) of the Internal Revenue
Code and qualifies as an Employee Stock Ownership Plan ("ESOP") under
Section 4975(e) of the Internal Revenue Code. The ESOP provisions allow
the Trustee (Norwest Bank Minnesota, N.A.), at the direction of the VISA
Plan Administrator, to purchase common stock of the Company with the
proceeds of one or more loans. Any loan transactions entered into must
provide that the lender shall be without recourse against the assets of
the VISA Plan, except for common stock held in a loan suspense account,
and therefore not allocated to participating Members.
The Company and its participating subsidiary corporations (the "Employer")
absorb a major portion of the administrative costs of the VISA Plan
including audit, accounting and legal fees. The operational expenses
of each investment fund (commissions or other transaction costs,
investment management fees, etc.) are paid out of that fund and reduce
its rate of return. The Trustee's fees are also paid out of the trust
and are charged against the Members' accounts pro rata based on the
account balances. The VISA Plan also allows certain other administrative
expenses (recordkeeping fees, disbursement fees, etc.) to be paid out
of the trust and charged against the Members' accounts, although the
Employer currently pays such fees and expenses.
Members enter into salary reduction agreements with the Employer and may
contribute, within limitations specified by the Internal Revenue Code,
from 2% to 15% of covered pay. The Employer's contribution is 50% of
the Member's contribution with a limit of 3.5% of the Member's covered
pay. Members' deposits are fully vested. Employer contributions are
20% vested after one year of service and continue to vest an additional
20% each year, becoming fully vested after the employee has completed
five years of service, or upon reaching age 65, retirement, pre-
retirement disability, death and certain other occurrences.
An employee, whether or not such employee has satisfied the service
requirement to become a Member, is eligible to contribute any amount
that qualifies as a rollover contribution (as defined in the VISA Plan).
Rollover contributions are not eligible for Employer matching
contributions.
2) Accounting Policies
Basis of Accounting
- -------------------
The VISA Plan's accounting policies conform to generally accepted accounting
principles ("GAAP") applied on a consistent basis. The financial
statements of the VISA Plan are prepared under the accrual method of
accounting.
Use of Estimates
- ----------------
The preparation of financial statements in conformity with GAAP requires
management to make estimates and assumptions that affect the reported
amounts of assets and liabilities and disclosure of contingent assets
and liabilities at the date of the financial statements and the reported
amounts of revenues and expenses during the reporting period. Actual
results could differ from these estimates.
Investment Valuation and Income Recognition
- -------------------------------------------
Significant policies related to investments are summarized below:
The fair value of investments in the Company's common stock is based
upon published quotations.
The fair value of investments in common trust funds and mutual funds
is determined by the trustee or custodian of those funds on the
basis of the fair values of the underlying net assets.
Net appreciation (depreciation) in fair value of investments
represents increases or decreases in value resulting from realized
and unrealized gains and losses.
The Member loans are valued at cost, which approximates fair value.
Purchases and sales of securities are recorded on a trade-date basis.
Interest income is recorded on the accrual basis, and dividends are
recorded on the ex-dividend date.
Payment of Benefits
- -------------------
Benefits are recorded when paid.
Reclassification
- -------------------
Certain reclassifications have been made to the 1996 financial statements
to conform to the current year's presentation.
3) Member Loans
Effective January 1, 1996, the VISA Plan was amended to allow Members to
borrow from their account and repay it through after-tax payroll
deductions. Members may borrow from their accounts a minimum of
$1,000 up to a maximum equal to the lesser of $50,000 or 50% of
their account balance. Loan transactions are treated as transfers
between the investment funds and the Loan Fund. Loan terms range from one
to five years. The loans are due and payable 30 days following termination
of employment, or earlier in certain circumstances. The loans are secured
by the balance in the Member's account and bear interest at the prime
rate plus 2%. Principal and interest payments are paid ratably from
each paycheck.
4) Forfeitures and Vesting
Members who terminate their employment with the Company forfeit the
nonvested portion of the Company's contributions to their accounts.
However, if terminated Members are reemployed by the Company within 5 years
of termination, such forfeited nonvested portion of the Company's
contributions is restored to their VISA Plan accounts. Forfeitures to the
VISA Plan can be used to cover future Company's contributions or reinstate
previously forfeited amounts to reemployed Members. During the current
VISA Plan year, $131,409 was forfeited to the VISA Plan. Forfeited
funds in the amount of $33,173 were used to cover Company contributions.
The company's contributions vests as shown below:
Employee's vesting service since joining the Company Vested Percentage
- ---------------------------------------------------- -----------------
1 year but less than 2 years 20%
2 years but less than 3 years 40%
3 years but less than 4 years 60%
4 years but less than 5 years 80%
5 years or more 100%
If the Member retires, dies, becomes totally and permanently disabled,
or if a Member's employment with the Company is involuntarily terminated
due to the destruction, shutdown, or closing of any plant (or such other
event as the Board of Directors of the Company deems to be sufficient
cause to allow for full vesting), or if the VISA Plan is terminated by
the Company, the Member is vested 100%, regardless of the length of
Company service.
5) Investment Funds
Members may deposit their contributions in any one of the following
investment funds: Norwest Stable Return Fund, MetWest Total Return Fund,
Vanguard Asset Allocation Fund, Vanguard Index Trust-500 Portfolio,
Fidelity Magellan Fund, T. Rowe Price New Horizon Fund, Janus
Worldwide Fund and International Multifoods Stock Fund. Contributions
can be allocated to funds in increments of 10%. Member contributions
and investment balances can be reallocated on a quarterly basis.
The Employer's contribution is invested 100% in the International
Multifoods Stock Fund. Members may reallocate Employer contributions
and investment balances only during a special "diversification election
period" that occurs as the Member approaches retirement age.
The Finance and Benefit Investment Committee of the Company's Board of
Directors selects the investment funds that will be offered under the
VISA Plan. Each of the funds may temporarily hold cash or make short-term
investments. The following schedule summarizes the type of investments,
which may be made by each of the funds:
Fund Description
- ---- -----------
International Multifoods Invests in the common stock of the Company
Stock Fund
Norwest Stable Return Fund Collective bank trust that invests in fixed
income securities such as contracts with
insurance companies and banks
Fidelity Magellan Fund Mutual fund that invests in equity securities
Vanguard Index Trust-500 Mutual fund that invests in equity securities
Portfolio of companies that make up the Standard
and Poor's 500 Composite Stock Price Index
T. Rowe Price New Mutual fund that invests in equity securities
Horizons Fund of young, emerging growth companies
Vanguard Asset Allocation Mutual fund that invests in fixed income
Fund securities and equity securities
MetWest Total Return Fund Mutual fund that invests in fixed income
securities such as U.S. government
securities, corporate debt securities and
commercial paper
Janus Worldwide Fund Mutual fund that invests in equity securities
of foreign and domestic companies
Starting in 1997, the VISA Plan's investment funds are identified by their
registered names. The following schedule lists the funds names used in 1996
and their registered names.
1997 Registered Fund Name 1996 Fund Name
- ------------------------- --------------
International Multifoods Stock Fund Company Common Stock Fund
Norwest Stable Return Fund Fixed Income Fund
Fidelity Magellan Fund Growth Equity Fund
Vanguard Index Trust-500 Portfolio Equity Index Fund
T. Rowe Price New Horizons Fund Aggressive Growth Equity Fund
Vanguard Asset Allocation Fund Balanced Fund
6) Plan Termination
Although it has not expressed any intention to do so, the Company has
the right to terminate the VISA 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 which have not vested will become vested. Thereafter, full
distribution of each fund may be made to Members, either by lump sum
payment or by annual installment payments over a period not exceeding
ten years.
7) Distributions
The VISA Plan provides for the distribution of a Member's account balance
upon retirement, death, termination of employment or certain other
occurrences. In addition, Members who meet certain qualifications as to
age and length of participation in the VISA Plan, or who have a proven
financial hardship, may elect to withdraw a portion of their account
balance. Distributions may be made either by lump sum payment or by
annual installment payments over a period not exceeding ten years at the
discretion of the VISA Plan Administrator. Distributions from the Company
Common Stock Fund of the VISA Plan are made in full shares of common stock
of the Company and cash for any fractional share equivalents, except that
members whose account balances are less than or equal to $3,500 or 100
shares may elect to receive cash distributions. The number of shares to
be distributed is determined by the market value of the common stock as
of the valuation date.
8) Income Taxes
The Company received a tax determination letter dated June 25, 1996,
from the Internal Revenue Service stating that the VISA Plan meets the
requirements of Section 401(a) of the Internal Revenue Code and that the
trust created under the Plan is therefore exempt from Federal income
taxes under provisions of Section 501(a). As of the date of this
report, the Company believes that the VISA Plan and its related trust
continue to qualify under the provisions of Sections 401(a) and 501(a)
and are exempt from Federal income taxes.
The VISA Plan qualifies as a salary reduction plan under Section 401(k)
of the Internal Revenue Code. Accordingly, Employer contributions and
allocations to Members' accounts of trust earnings are not taxable to
Members when made or when credited to the Member's account. However,
Member distributions are subject to ordinary income taxes and may be
subject to an additional 10% penalty tax.
9) Reconciliation to Form 5500
At December 31, 1997 and 1996, net assets available for plan benefits in
the accompanying financial statements differ from Form 5500, as filed
with the Internal Revenue Service as follows:
1997 1996
----------- -----------
Net assets available for plan
benefits per Form 5500 $50,585,859 $37,412,765
Adjustment for benefits payable - 539,352
----------- -----------
Net assets available for
plan benefits per accompanying
financial statements $50,585,859 $37,952,117
=========== ===========
10) Investments
The following investments represent 5% or more of the net assets
available for plan benefits at December 31, 1997:
No. of Shares Fair Value
-------------- -----------
International Multifoods
Stock Fund 593,752 $16,810,900
Norwest Stable Return Fund 213,010 5,225,397
Fidelity Magellan Fund 118,381 11,256,113
Vanguard Index Trust-500 106,689 9,607,455
Portfolio
Vanguard Asset Allocation Fund 190,155 3,981,978
The following investments represent 5% or more of the net assets
available for plan benefits at December 31, 1996:
No. of Shares Fair Value
-------------- -----------
International Multifoods
Stock Fund 608,897 $11,036,253
Norwest Stable Return Fund 252,046 5,943,236
Fidelity Magellan Fund 125,051 10,085,353
Vanguard Index Trust-500 85,360 5,903,477
Portfolio
Vanguard Asset Allocation Fund 151,927 2,725,571
11) Party-In-Interest Transactions
Transactions resulting in plan assets being transferred to or used by a
related party are prohibited under the Pension Reform Act (the Act)
unless a specific exemption applies. The Trustee of the VISA Plan,
Norwest Bank Minnesota, N.A., and International Multifoods Corporation
are defined as parties-in-interest with respect to the VISA Plan. However,
such transactions are exempt under section 408(b)(8) and are not
prohibited under the Act.
Schedule 1
EMPLOYEES' VOLUNTARY INVESTMENT AND SAVINGS PLAN
OF INTERNATIONAL MULTIFOODS CORPORATION
<TABLE>
Item 27a - Schedule of Assets Held for Investment Purposes
December 31, 1997
<CAPTION>
Description of investment,
including maturity date,
Identity of issue, borrower, lessor rate of interest, collateral,
or similar party and par or maturity value Cost Fair Value
- -------------------------------------- ----------------------------------- ----------- ----------
<S> <C> <C> <C>
Common stock:
*International Multifoods Corporation 593,752 shares common stock, $11,998,485 $16,810,900
par value $0.10 per share
- ------------------------------------------------------------------------------------------------------------------
Total common stock 11,998,485 16,810,900
- ------------------------------------------------------------------------------------------------------------------
Cash and common trust funds:
Norwest Bank Minnesota, N.A.:
*Cash Cash equivalents 108,579 108,579
*Short-term Investment Fund 313,339 units 313,339 313,339
*Stable Return Fund 213,010 units 4,459,477 5,225,397
- ------------------------------------------------------------------------------------------------------------------
Total cash and common trust funds 4,881,395 5,647,315
- ------------------------------------------------------------------------------------------------------------------
Registered funds:
Fidelity Magellan Fund 118,381 units 9,041,945 11,256,113
Vanguard Index Trust-500 Portfolio 106,689 units 7,312,711 9,607,455
Vanguard Asset Allocation Fund 190,155 units 3,598,058 3,981,978
T Rowe Price New Horizons Fund 98,123 units 2,237,480 2,344,558
- ------------------------------------------------------------------------------------------------------------------
Total shares of registered funds 22,190,194 27,190,104
- ------------------------------------------------------------------------------------------------------------------
- ------------------------------------------------------------------------------------------------------------------
Participant loan fund 726,701 units 700,871 700,871
- ------------------------------------------------------------------------------------------------------------------
Total investments $39,770,945 $50,349,190
==================================================================================================================
* Represents party-in-interest.
</TABLE>
See accompanying independent auditors' report.
EMPLOYEES' VOLUNTARY INVESTMENT AND SAVINGS PLAN Schedule 2
OF INTERNATIONAL MULTIFOODS CORPORATION
<TABLE>
Item 27d - Schedule of Reportable Transactions
Year Ended December 31, 1997
<CAPTION>
No. of No. of Purchase Selling Cost of Net Gain
Identity of Party Involved Description of Asset Purchases Sales Price Price Assets or (Loss)
- --------------------------------- --------------------- --------- ------- ---------- ---------- --------- ---------
<S> <C> <C> <C> <C> <C> <C> <C>
Series of transactions (involving
one security) which exceed 5%
of plan assets.
*International Multifoods
Corporation Common Stock 22 8 $2,739,520 $1,290,716 $ 959,444 $ 331,272
*Norwest Bank Minnesota, N.A. Short-term
Investment Fund 52 54 3,251,168 2,949,716 2,949,716 -
*Norwest Bank Minnesota, N.A. Stable Return Fund 37 35 603,315 1,538,376 1,319,356 219,020
Fidelity Magellan Fund Registered Fund 36 28 2,081,867 2,553,061 2,172,890 380,171
Vanguard Index Trust-500 Registered Fund 42 23 2,368,339 756,888 604,623 152,265
Portfolio
</TABLE>
Individual transactions (involving one security) which exceed 5% of
plan assets.
There were no reportable individual transactions that exceeded the 5% scope of
beginning net asset value of the plan.
* Represents party-in-interest
See accompanying independent auditors' report.
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.
EMPLOYEES' VOLUNTARY
INVESTMENT AND SAVINGS PLAN OF
INTERNATIONAL MULTIFOODS CORPORATION
June 5, 1998 By /s/ Joyce G. Traver
Joyce G. Traver
Director - Benefits
EXHIBIT INDEX
23 Consent of KPMG Peat Marwick LLP.
EXHIBIT 23
Independent Auditors' Consent
The Board of Directors
International Multifoods Corporation:
We consent to incorporation by reference in Registration Statement
No. 333-51399 on Form S-8 with respect to the Employees' Voluntary
Investment and Savings Plan of International Multifoods Corporation (the
Plan) of our report dated May 22, 1998, relating to the statements of
net assets available for plan benefits of the Plan as of December 31,
1997 and 1996, and the related statements of changes in net assets
available for plan benefits for the years then ended, which report
appears in the December 31, 1997 Annual Report on Form 11-K of
International Multifoods Corporation.
/s/ KPMG Peat Marwick LLP
KPMG Peat Marwick LLP
Minneapolis, Minnesota
June 5, 1998
