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Armanino Foods of Distinction, Inc. to Maintain Its Record High Regular Quarterly Dividend at $.0363; Announces $7 Million Stock Buyback Program

Armanino Foods of Distinction, Inc. (OTC Pink: AMNF) announced today that its Board of Directors has declared a regular quarterly cash dividend of $0.0363 per share. The dividend will be payable to shareholders of record on July 5, 2024 and will be disbursed on or about July 26, 2024. This is the Company’s 96th consecutive quarterly dividend. In addition, the Company has had eleven special dividends.

Additionally, the Board authorized an increase in the Company’s existing, but dormant, stock buyback program to purchase up to $7 million of additional shares of common stock in the open market, through block trades, and/or private transactions as permitted by applicable legal requirements. The stock buyback program does not obligate the Company to acquire any particular amount of common stock, and it may be modified, extended or terminated by the Board of Directors at any time. Between the inception of the buyback program in 2010 and the last purchases under the program in 2013, the Company purchased and retired 3,102,135 shares of its common stock at an aggregate purchase price of $2,394,294.

Douglas R. Nichols, Chairman of the Board stated, “We remain focused on investor value so we are pleased to announce that we will maintain our quarterly dividend which represents the highest payout in the Company’s history on a per share basis. This dividend as well as the increase in our stock buyback program represents the Board’s continued confidence in management’s ability to continue to operate at high levels and deliver strong results for the long-term.”

Tim Anderson, President, and CEO commented, “We continue to make strong progress towards strategically strengthening our core business, improving margins, penetrating new markets, all while meeting and exceeding the evolving needs of our customers. Our financial position remains strong, affording us the opportunity to continually invest in diversified channels through organic growth initiatives and to pursue financially accretive opportunities in adjacent markets with a continual eye towards strategic acquisition opportunities to strengthen our existing capabilities and grow in new categories.”

Anderson concluded, “Our strong working capital position continues to provide us the ability to provide added value to our investors as well as financial flexibility to continue to support customers and ultimately end consumers.”

Although not legally required, open market repurchases will be conducted to the extent possible in accordance with the guidelines set forth in Rule 10b-18 under the Securities Exchange Act of 1934 (the Exchange Act). The timing, volume and nature of such purchases will be determined at the sole discretion of the Company's management at prices the Company considers attractive and in the best interests of the Company, subject to the availability of stock, general market conditions, trading price, alternate uses for capital, the Company's financial performance, and applicable securities laws. No assurance can be given that any particular amount of common stock will be repurchased.

Armanino Foods of Distinction, Inc. is an international food company that manufactures and markets frozen Italian specialty food items to the foodservice, retail, and industrial markets. In addition to a classic Basil Pesto, Armanino offers other flavors and sauces including as Cilantro, Dried Tomato & Garlic, Roasted Red Bell Pepper, Southwest Chipotle, Artichoke, Roasted Garlic, Light Basil Pesto, Chimichurri, Harissa, Bolognese, and Alfredo. Armanino’s organic line includes classic Basil Pesto. Finally, Armanino Foods also offers cheese shakers, frozen pastas, meatballs, and prepared meals.

Cautionary Statements Regarding Forward-Looking Information

The declaration of cash dividends in the future, pursuant to the Company’s dividend policy, is subject to final determination each quarter by the Board of Directors based on a number of factors, including the Company’s financial performance and its available cash resources. For this reason, as well as others, there can be no assurance that dividends in the future will be equal or similar to the amount described in this press release or that the Board of Directors will not decide to suspend or discontinue the payment of cash dividends in the future.

The actual timing, number and value of Company shares repurchased under the buyback program will depend on a number of factors, including market conditions, general business conditions and applicable legal requirements. The Company is not obligated to carry out either of the share buyback programs, and, if commenced, either share buyback program may be suspended and discontinued at any time, for any reason and without previous notice, in accordance with applicable laws and regulations.

The Company will announce details of any share purchases effected pursuant to the share buy-back program, as required by applicable laws and regulations. The costs that the Company may incur in connection with the purchase of the shares pursuant to the buybacks will depend on the price and the terms on which actual purchases are made.

Statements in this news release regarding our expectations and beliefs about our future financial performance and trends in our markets are “forward- looking statements” as defined in the Private Securities Litigations Reform Act of 1995. Forward-looking statements often include the words “believe,” “expect,” “anticipate,” “intend,” “plan,” “estimate,” “project,” or words of similar meaning, or future or conditional verbs such as “will,” “would,” “should,” “could,” or “may.”

The forward-looking statements in this news release regarding our future financial performance are based on current information and because our business is subject to several risks and uncertainties, actual operating results in the future may differ significantly from the future financial performance expected at the current time. Those risks and uncertainties may include, among others: economic factors affecting consumer confidence and discretionary spending and reducing the consumption of food prepared away from home;; cost inflation/deflation and commodity volatility; competition; reliance on third party suppliers and interruption of product supply or increases in product costs; changes in the Company’s relationships with customers and group purchasing organizations; the Company’s ability to increase or maintain the highest margin portions of the Company’s business; achievement of expected benefits from cost savings initiatives; increases in fuel costs; changes in consumer eating habits; cost and pricing structures and other governmental regulation; product recalls and product liability claims; and our reputation in the industry. The forward-looking statements contained in this press release speak only as of the date of this press release and are based on information and estimates available to the Company at this time. We undertake no obligation to update or revise any forward-looking statements, except as may be required by law.

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