-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, P/X8h+yXRW4eOBkhsA7v7MRCIUzLG6kNY16L3ST5qx6nE1zWZ8LfYVgEvH3YlDSo ZZ3+jK4BictAQue7N8yShg== 0000051410-99-000009.txt : 19990607 0000051410-99-000009.hdr.sgml : 19990607 ACCESSION NUMBER: 0000051410-99-000009 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19990604 ITEM INFORMATION: ITEM INFORMATION: FILED AS OF DATE: 19990604 FILER: COMPANY DATA: COMPANY CONFORMED NAME: INTERNATIONAL MULTIFOODS CORP CENTRAL INDEX KEY: 0000051410 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-GROCERIES & RELATED PRODUCTS [5140] IRS NUMBER: 410871880 STATE OF INCORPORATION: DE FISCAL YEAR END: 0228 FILING VALUES: FORM TYPE: 8-K SEC ACT: SEC FILE NUMBER: 001-06699 FILM NUMBER: 99640693 BUSINESS ADDRESS: STREET 1: 200 EAST LAKE STREET CITY: WAYZATA STATE: MN ZIP: 55391 BUSINESS PHONE: 6123403300 MAIL ADDRESS: STREET 1: 200 EAST LAKE STREET CITY: WAYZATA STATE: MN ZIP: 55391 FORMER COMPANY: FORMER CONFORMED NAME: INTERNATIONAL MILLING CO INC DATE OF NAME CHANGE: 19700217 8-K 1 6/04/1999 8-K SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report (Date of earliest event reported): June 4, 1999 INTERNATIONAL MULTIFOODS CORPORATION (Exact name of registrant as specified in its charter) Delaware 1-6699 41-0871880 (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 200 East Lake Street, Wayzata, Minnesota 55391 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code: (612) 594-3300 Not applicable (Former name or former address, if changed since last report) Item 5. Other Events. On June 4, 1999, International Multifoods Corporation (the "Company") announced that it has sold its discontinued Venezuelan agriculture and animal feeds business, Alimentos Super-S, C.A., to La Caridad Group. See the Company's press release dated June 4, 1999, attached hereto as Exhibit 99.1, which is incorporated by reference in this Current Report on Form 8-K. Item 7. Financial Statements and Exhibits. (c) Exhibits. 99.1 Press release of International Multifoods Corporation dated June 4, 1999. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. INTERNATIONAL MULTIFOODS CORPORATION Date: June 4, 1999 By /s/ Dennis R. Johnson ---------------------------------- Dennis R. Johnson Vice President and Controller EXHIBIT INDEX 99.1 Press release of International Multifoods Corporation dated June 4, 1999. EX-99.1 2 Exhibit 99.1 News Release FOR IMMEDIATE RELEASE Contact: Jill Schmidt, (612) 594-3320, or Tony Brausen, (612) 594-3385 International Multifoods Corporation INTERNATIONAL MULTIFOODS SELLS VENEZUELAN AGRO-BUSINESS WAYZATA, Minn., June 4 - International Multifoods Corp. (NYSE: IMC) today announced that it has sold its discontinued Venezuelan agriculture and animal feeds business, Alimentos Super-S, C.A., to La Caridad Group, a privately held integrated poultry producer based in Venezuela, for $27.5 million in cash. The company will use the proceeds from the sale to reduce the Venezuelan business's debt. Alimentos Super-S, a division of MONACA, International Multifoods' discontinued Venezuelan operation, had fiscal 1999 revenue of $117 million. It is a leading producer of feeds for poultry, pigs, cattle and other animals in Venezuela. The division employs about 700 people and has seven processing facilities throughout the country. "The decision to divest the Venezuela operation was prompted by our commitment to take the necessary actions to unlock shareholder value and by our desire to sharpen the company's focus on serving the foodservice industry in North America," said Gary E. Costley, International Multifoods chairman, president and chief executive officer. "This sale will result in an annualized improvement in International Multifoods' Economic Value Added (EVA) of $2 million to $3 million." Costley added that the company is in discussions to sell the remaining Venezuelan operation. Under terms of the transaction, La Caridad Group is acquiring the shares of the agriculture and animal feeds business Alimentos Super-S, which include the assets, such as facilities, equipment, trademarks and working capital. The net book value of these assets was about $31 million. International Multifoods expects that this transaction will result in a first-quarter charge to discontinued operations of approximately $4 million. MONACA, International Multifoods' discontinued Venezuelan operation headquartered in Caracas, is now comprised of a consumer and commercial foods business. The company is a leading manufacturer and marketer of grain-based products in Venezuela, including consumer wheat flour, commercial flour and baking mixes under the Robin Hood brand, consumer corn flour under the Juana brand and oat cereal under the Lassie brand. MONACA's consumer and commercial foods business had fiscal 1999 sales of $230 million. This remaining business employs approximately 2,000 people in Venezuela and has 11 mills and other processing facilities and 11 warehouses throughout the country. International Multifoods is strategically focused on serving the foodservice industry in North America as a distributor and manufacturer. The company also is a manufacturer and marketer of consumer foods in Canada. # # # 1999 This news release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on current expectations or beliefs, including, but not limited to, statements concerning the company's operations and financial performance and condition. For this purpose, statements that are not statements of historical fact may be deemed to be forward-looking statements. The company cautions that these statements by their nature involve risks and uncertainties, and actual results may differ materially depending on a variety of important factors, including, among others, the impact of competitive products and pricing; market conditions and weather patterns that may affect the costs of grain and other raw materials; changes in laws and regulations; economic and political conditions in Venezuela, including inflation, currency volatility, possible limitations on foreign investment, exchangeability of currency, dividend repatriation and changes in existing tax laws; the company's ability to complete the sale of the Venezuela Foods business; fluctuations in foreign exchange rates; the company's ability to realize the earnings benefits from the integration of its distribution businesses; and other factors as may be discussed in the company's Report on Form 10-K for the year ended Feb. 28, 1999, and other reports filed with the Securities and Exchange Commission. -----END PRIVACY-ENHANCED MESSAGE-----