-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, Qv70AMyMPmN8vONQ6gs/WOovvx/0B14W0g6RgQVE14UsG+LxNCBHIV3O1bzXCH55 CM2vxWitdd7eSXKelVMjDA== 0000051410-94-000016.txt : 19940603 0000051410-94-000016.hdr.sgml : 19940603 ACCESSION NUMBER: 0000051410-94-000016 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 19940228 FILED AS OF DATE: 19940527 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERNATIONAL MULTIFOODS CORP CENTRAL INDEX KEY: 0000051410 STANDARD INDUSTRIAL CLASSIFICATION: 2040 IRS NUMBER: 410871880 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-06699 FILM NUMBER: 94531160 BUSINESS ADDRESS: STREET 1: 33 S SIXTH ST STREET 2: P O BOX 2942 CITY: MINNEAPOLIS STATE: MN ZIP: 55402-0942 BUSINESS PHONE: 6123403300 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL MILLING CO INC DATE OF NAME CHANGE: 19700217 11-K 1 11-K ROBIN HOOD STOCK PURCHASE PLAN 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 -----END PRIVACY-ENHANCED MESSAGE-----