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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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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.
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2000
