Exhibit 99.1
COOLBRANDS INTERNATIONAL INC.
8300 Woodbine Avenue, 5th Floor Contact: David J. Stein
Markham, Ontario, Canada, L3R 9Y7 Telephone: (631) 737-9700 (x216)
FOR IMMEDIATE RELEASE: March 21, 2006
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COOLBRANDS INTERNATIONAL INC. REPORTS RESULTS OF ITS SHAREHOLDER MEETING
CoolBrands International Inc. (TSX: COB.SV.A) announces that, further
to its press release dated December 13, 2005 in which the Company announced its
intention to seek shareholder approval for the approval of the continuance of
the Company under the Canada Business Corporations Act and the collapse of the
Company's dual class share structure, shareholders at yesterday's confirmatory
shareholder meeting approved both items of special business.
Special resolutions in respect of each of these matters were passed on
February 27, 2006 at the Company's annual meeting and, in accordance with the
requirements of the Nova Scotia Companies Act, were confirmed by shareholders at
yesterday's confirmatory shareholders meeting.
The continuance of the Corporation under the Canada Business
Corporations Act is expected to be completed prior to the end of March 2006.
Articles of amendment to effect the collapse of the Companys' dual class
structure will be filed on May 31, 2007 or earlier with the unanimous consent of
the independent directors of CoolBrands. The change to the Company's capital
structure will not result in any conversion premium being paid to the holders of
the multiple voting shares.
In addition, at the recent annual shareholders meeting of the Company,
William R. McManaman was elected to the board of directors of the Corporation.
Following his election, Mr. McManaman has been appointed chair of the Company's
audit committee. Mr. McManaman has also been appointed to the Company's
compensation committee.
About CoolBrands International: CoolBrands International is a leading marketer
of dairy based snacks in the refrigerated and frozen snack foods categories. In
the frozen snack foods category, CoolBrands manufactures and distributes such
well known brands as Godiva Ice Cream, Whole Fruit Sorbet, Eskimo Pie frozen
snacks, Tropicana Fruit Bars, Chipwich Ice Cream Cookie Sandwiches and many
others. In the refrigerated dairy category, CoolBrands manufactures and
distributes Breyer's Yogurt and Creme Savers Yogurt. CoolBrands operates a
"direct store delivery" (DSD) ice cream distribution system in selected markets
in the U.S., serving CoolBrands products and a growing family of Partner Brands
to supermarkets, convenience stores and other retail customers. CoolBrands'
50.1% owned subsidiary, Americana Foods, is a leading U.S. manufacturer and
supplier of soft serve mixes, packaged ice cream, frozen yogurt and sorbet
products, frozen snacks and other food products to well known national
retailers, food companies and restaurant chains. CoolBrands' Foodservice
Division manufactures and sells premium soft serve ice cream and frozen yogurt
to the foodservice industry. CoolBrands' Dairy Components Division manufactures
and sells a full line of quality flavours, chocolate coatings, fudge sauces,
powders for chocolate milk, egg nog bases and other ingredients and flexible
packaging products for use in private label dairy products in addition to the
Company's brands.
For more information about CoolBrands, visit www.coolbrandsinc.com.
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Forward Looking Statements
This press release includes certain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995 regarding, among
other things, statements relating to goals, plans and projections regarding the
Company's financial position and business strategy. These statements may be
identified by the fact that they use such words as "anticipate," "estimate,"
"expect," "intend," "plan," "believe," and other words and terms of similar
meaning in connection with any discussion of future operating or financial
performance. Such forward-looking statements are based on current expectations
and involve inherent risks and uncertainties, including factors that could
delay, divert or change any of them, and could cause actual outcomes and results
to differ materially from current expectations. These factors include, among
other things, market factors, competitive product development and promotional
activity, the level of consumer interest in the Company's products, product
costing, the weather, the performance of management, including management's
ability to implement its plans as contemplated, the Company's relationship with
its customers, franchisees, licensees and licensors, governmental regulations
and legislation and litigation. The Company undertakes no obligation to publicly
update any forward-looking statement, whether as a result of new information,
future events or otherwise.