-----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, JFOK0LoLC9kDY1ebupkkvAZKVlBBT7iHdn+MY253+N+RoAOPSqZr8cXl0izdg/Fa x0bDDOvaunJnECSGymI4hg== 0000950128-03-000782.txt : 20030627 0000950128-03-000782.hdr.sgml : 20030627 20030627172229 ACCESSION NUMBER: 0000950128-03-000782 CONFORMED SUBMISSION TYPE: 11-K PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 20021231 FILED AS OF DATE: 20030627 FILER: COMPANY DATA: COMPANY CONFORMED NAME: HEINZ H J CO CENTRAL INDEX KEY: 0000046640 STANDARD INDUSTRIAL CLASSIFICATION: CANNED, FROZEN & PRESERVED FRUIT, VEG & FOOD SPECIALTIES [2030] IRS NUMBER: 250542520 STATE OF INCORPORATION: PA FISCAL YEAR END: 0430 FILING VALUES: FORM TYPE: 11-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03385 FILM NUMBER: 03762219 BUSINESS ADDRESS: STREET 1: 600 GRANT ST CITY: PITTSBURGH STATE: PA ZIP: 15219 BUSINESS PHONE: 4124565700 MAIL ADDRESS: STREET 1: P O BOX 57 STREET 2: P O BOX 57 CITY: PITTSBURGH STATE: PA ZIP: 15230 11-K 1 j0157201e11vk.txt H. J. HEINZ COMPANY SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D. C. 20549 FORM 11-K ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 [NO FEE REQUIRED] FOR THE FISCAL YEAR ENDED DECEMBER 31, 2002 [ ] 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 1-3385 H. J. HEINZ COMPANY SAVER PLAN (Title of Plan) H. J. HEINZ COMPANY (Name of Issuer of securities held pursuant to the Plan) 600 GRANT STREET PITTSBURGH, PA 15219 (Address of Plan and of principal executive office of Issuer) FINANCIAL STATEMENTS AND EXHIBITS The following Plan financial statements are attached hereto: 1. Report of Independent Auditors dated June 20, 2003 of PricewaterhouseCoopers LLP for the Financial Statements of the Plan 2. Statements of Net Assets Available for Benefits as of December 31, 2002 and 2001 3. Statement of Changes in Net Assets Available for Benefits for the Year Ended December 31, 2002 4. Notes to Financial Statements 5. Supplemental Schedule of Assets (Held at End of Year) Exhibits required to be filed by Item 601 of Regulation S-K are listed below and are filed as a part hereof. Documents not designated as being incorporated herein by reference are filed herewith. The paragraph number corresponds to the exhibit number designated in Item 601 of Regulation S-K. 23. The consent of Independent Auditors dated June 27, 2003 is filed herein. The following certifications are being furnished to the Securities and Exchange Commission as exhibits to this report and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Registrant for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended. 99(a). Certification of the Senior Vice President and Chief Administrative Officer Relating to the Annual Report Containing Financial Statements. 99(b). Certification of the Vice President - Finance Relating to the Annual Report Containing Financial Statements. 1 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Employee Benefits Administration Board has duly caused this Form 11-K Annual Report to be signed on its behalf by the undersigned, thereunto duly authorized, in the City of Pittsburgh, Commonwealth of Pennsylvania. H. J. HEINZ COMPANY SAVER PLAN (Name of Plan) EMPLOYEE BENEFITS ADMINISTRATION BOARD By: /s/ D. EDWARD I. SMYTH ................................... D. Edward I. Smyth Senior Vice President and Chief Administrative Officer June 25, 2003 2 REPORT OF INDEPENDENT AUDITORS H. J. HEINZ COMPANY EMPLOYEE BENEFITS ADMINISTRATION BOARD: In our opinion, the accompanying statements of net assets available for benefits and the related statement of changes in net assets available for benefits present fairly, in all material respects, the net assets available for benefits of the H. J. Heinz Company SAVER Plan (the "Plan") at December 31, 2002 and 2001, and the changes in net assets available for benefits for the year ended December 31, 2002 in conformity with accounting principles generally accepted in the United States of America. 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 of these statements in accordance with auditing standards generally accepted in the United States of America which 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, assessing the accounting principles used and significant estimates made by management, and evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion. Our audits were conducted for the purpose of forming an opinion on the basic financial statements taken as a whole. The supplemental schedule of assets (held at end of year) is presented for the purpose of additional analysis and is not a required part of the basic financial statements but is supplementary information required by the Department of Labor's Rules and Regulations for Reporting and Disclosure under the Employee Retirement Income Security Act of 1974. These supplemental schedules are the responsibility of the Employee Benefits Administration Board. The supplemental schedules have been subjected to the auditing procedures applied in the audits of the basic financial statements and, in our opinion, are fairly stated in all material respects in relation to the basic financial statements taken as a whole. /s/ PricewaterhouseCoopers LLP Pittsburgh, Pennsylvania June 20, 2003 3 H. J. HEINZ COMPANY SAVER PLAN STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
December 31, -------------------------------- 2002 2001 ----------- ----------- Assets: Investment in Master Trust (Notes 4, 7, 8) $65,090,096 $64,328,855 Participant Loans (Notes 1, 8) 82,213 78,188 Contributions receivable: Employee 576,100 533,877 Employer 341,003 327,355 ----------- ----------- Total contributions receivable 917,103 861,232 ----------- ----------- Total Assets 66,089,412 65,268,275 ----------- ----------- Net Assets Available for Benefits $66,089,412 $65,268,275 =========== ===========
The accompanying notes are an integral part of the financial statements. 4 H. J. HEINZ COMPANY SAVER PLAN STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS for the Year Ended December 31, 2002 Net change in Investment in Master Trust (Note 7) $(4,784,576) Loan Repayments (57,789) Additions: Transfers from Acquisitions (Note 8) 752,864 Participant contributions 6,621,258 Employer contributions, net 4,390,216 ----------- Total additions 11,764,338 ----------- Deductions: Withdrawals 5,950,836 Administrative expenses 150,000 ----------- Total deductions 6,100,836 ----------- Net increase in net assets available for benefits for the year 821,137 Net assets available for benefits at the beginning of the year 65,268,275 Net assets available for benefits at ----------- the end of the year $66,089,412 ===========
The accompanying notes are an integral part of the financial statements. 5 H. J. HEINZ COMPANY SAVER PLAN Notes to Financial Statements (1) PLAN DESCRIPTION: The following description of the H. J. Heinz Company ("Company") SAVER Plan ("Plan") provides only general information. Participants should refer to the Plan document for a more complete description of the Plan's provisions. General The Plan is a defined contribution plan covering eligible hourly employees actively employed by the Company or any of the affiliated companies, and who are in a division, or plant of a division, of the Company authorized to participate in the Plan. It is subject to the provisions of the Employee Retirement Income Security Act of 1974 ("ERISA"). The administration of the Plan and the responsibility for interpreting and carrying out its provisions is vested in the Employee Benefits Administration Board ("Committee"). The Committee consists of members appointed by the Board of Directors of the Company ("The Board of Directors") upon the recommendation of the Investment Committee of the Board of Directors. The members of the Committee are not compensated for serving on the Committee. The Board of Directors has designated Fidelity Management Trust Company to act as trustee ("Trustee") under the Plan. The preparation of financial statements in conformity with generally accepted accounting principles requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. The Plan provides for various investment options as described in Note 4. Any investment is exposed to various risks, such as interest rate, market and credit. These risks could result in a material effect on participants' account balances and the amounts reported in the statement of net assets available for benefits and the statement of changes in net assets available for benefits. Contributions Participant contributions to the Plan may be either tax deferred or after tax. The total of a participant's tax deferred plus after tax contributions may not exceed 20% of their earnings. A participant may make contributions into one or more of the investment funds stated in Note 4, in whole percentages, of not less than 1% of their earnings. Tax deferred contributions made by certain highly compensated participants may be limited under Internal Revenue Code rules. Tax deferred contributions by any participant under the Plan and any other qualified cash or deferred arrangement were limited to $11,000 ($12,000 if over age 50) in 2002 and $10,500 in 2001. A participant affected by these limitations will be given timely notification by the Committee. At the discretion of the Board of Directors, the Company or any participating affiliated company, may contribute, in the form of company stock, on a monthly basis (or as otherwise indicated by the Committee), on behalf of each participating employee an amount not less than 15 cents and not more than one dollar for each tax deferred dollar contributed by a participant. The Company reserves the right to limit the maximum amount of matching contributions that may be contributed on behalf of any participant. 6 H. J. HEINZ COMPANY SAVER PLAN Notes to Financial Statements (Continued) Contributions (continued) The Board of Directors of the Company makes the determination of the amount of such contribution after considering recommendations made by appropriate officers of participating affiliated companies or divisions. The amount of such contribution may be different for any specified group of participants. For the years ended December 31, 2002 and 2001, the matching contribution amounts at various divisions or plants of divisions ranged from 15 cents per each tax deferred dollar (up to 5% of participants' earnings) to $1.00 for each tax deferred dollar (up to 3% of participants' earnings). Additionally, the Company may, but is not required to, contribute for each Plan year an additional supplemental amount determined by the Committee. The supplemental contribution is allocated to the supplemental contribution accounts of all eligible participants on a pro rata basis according to the ratio of each participant's earnings for the plan year to the total earnings of all participants for the plan year. Supplemental contributions are reflected in the Plan financial statements in the year in which the Committee approves them. The supplemental contributions were $621,698 for the year ended December 31, 2002 and $590,256 for the year ended December 31, 2001. A Company Contribution Account ("CCA") was added to the Plan effective January 1, 1993. The Company will make monthly, age-related contributions to the accounts of eligible employees who direct the investment of such contributions into one or more of the investment funds stated in Note 4. The age-related contributions are based on percentages of participants' eligible earnings and range from a rate of 1% for participants that are less than 30 years old to a rate of 8.5% for participants that are 65 years old and over. A participant may transfer amounts received from other retirement plans to the Plan. Amounts that are rolled over from other retirement plans are held in a separate rollover account. Participant Accounts Each participant's account is credited with the participant's contribution(s) and allocation of (a) the Company's matching, supplemental, and age-related contribution(s), as defined, and (b) Plan earnings. Allocations are based on participant earnings or account balances, as defined. The benefit to which a participant is entitled is the benefit that can be provided from the participant's vested account. Vesting The value of a participant's tax deferred account, after tax account, and rollover account is fully vested at all times. A participant's matching account (which will be maintained for the Company's matching contributions), will be fully vested upon the completion of three years of service, attainment of age 65, disability, or death. Participants will be vested in the value of their CCA contributions and supplemental contributions upon the occurrence of any of the following events: completion of five years of service, attainment of age 65, disability, or death. 7 H. J. HEINZ COMPANY SAVER PLAN Notes to Financial Statements (Continued) Withdrawals A participant may elect to withdraw from their after tax or rollover account up to 100% of their account balance. A participant's tax deferred contributions will be available for withdrawal if: (a) The participant is eligible for a "hardship" withdrawal in accordance with the rules established by the Internal Revenue Service ("IRS"), or (b) The participant has attained age 59 1/2. A participant may not make withdrawals from the Company matching, supplemental, or CCA accounts during active employment. A participant who qualifies for a hardship withdrawal is suspended from making contributions to the Plan for six months. Under present IRS rules, a "hardship" means an immediate and heavy need to draw on financial resources to meet obligations related to health, education or housing. A participant, upon termination of services, shall receive a lump sum amount equal to the value of their vested account. A terminated participant may also elect to choose a direct transfer of their account balance to the trustee or custodian of another eligible retirement plan. Loans The granting of participant loans is prohibited by the Plan, however, the Plan accepted the existing participant loans from acquisitions as described in Note 8. The interest rates for all outstanding loans for the year ended December 31, 2002 ranged from 5.5% to 11.0% and in 2001 ranged from 6.75% to 9.5%. Payment of principal and interest is by payroll deduction, subject to rules permitting prepayment. Repayments of the principal of a loan will be allocated first to the participant's after tax account, and then to the participant's tax-deferred account. Payments of interest on a loan are allocated to the participant's after-tax account and tax-deferred account, respectively, in the same proportion that the outstanding principal of the loan was attributable to such accounts at the end of the month preceding the payment. Payments of principal and interest are reinvested in the investment fund(s) in accordance with the participant's investment elections in effect at the time such interest or principal repayment is received by the Trustee. Termination The term of the Plan is indefinite, subject to termination at any time by the Board of Directors of the Company. In the event the Plan is terminated or the Company contributions are permanently discontinued, participants will be fully vested in the Company contributions. The Company has no intention to terminate the Plan at this time. Administration Expenses Effective May 1, 1998, the first $150,000 of annual administrative expenses is paid from Plan assets; amounts in excess of $150,000 are paid by the Company. 8 H. J. HEINZ COMPANY SAVER PLAN Notes to Financial Statements (Continued) (2) SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES: Investment Valuation Investments in the Master Trust are valued as follows: The value of the shares in a mutual fund is based on the market value of the underlying securities in the fund. Investments in securities traded on a national exchange are valued at the last reported sales price on the last business day of the year. Temporary investments in short-term investment funds are valued at cost which approximates market value. Other The Plan presents in the statement of changes in net assets available for benefits the appreciation (depreciation) in the fair value of its investments which consists of the realized gains or losses and the unrealized appreciation (depreciation) on those investments. Such change as it related to those investments held in the Master Trust is included as a component of the Net Change in Investment in Master Trust on the Statement of Changes in Net Assets. Also included in the Net Change in Investment in Master Trust are dividends and interest earned for the year and participant loan repayments. Purchases and sales of securities are reflected on a trade-date basis. Gains or losses on sales of securities are based on average cost. Dividend income is recorded on the ex-dividend date. Interest is recorded as earned. (3) FEDERAL INCOME TAXES: The IRS has made a determination that the Plan is a qualified plan under Section 401(a) of the Internal Revenue Code of 1986, as amended ("Code"). Therefore, the Trust established under the Plan is exempt from Federal income taxes under Section 501(a) of the Code. The IRS has determined and informed the Company by letter dated August 26, 2002 that the Plan is designed in accordance with applicable sections of the Code. The Plan has been amended since it was submitted for consideration. However, tax and ERISA counsel to the Company is of the opinion that the Plan continues to be a "qualified" plan under Section 401(a) of the Code, and that the Plan contains a qualified cash or deferred arrangement within the meaning of Section 401(k) of the Code. Under present Federal income tax laws and regulations, and as long as the Plan is approved as a qualified plan, participants are not subject to Federal income taxes as a result of their participation in the Plan until their accounts are withdrawn or distributed to them. (4) INVESTMENT PROGRAMS: Fidelity Management Trust Company is Trustee for all of the investment funds. Participants may direct the investment of their accounts in multiples of 1%, in any one or more of the Investment funds selected by the Committee. Currently, eight Fidelity funds and seven Vanguard funds are offered in addition to the Company stock fund and the Del Monte stock fund. The Del Monte stock fund was established to hold the Del Monte Foods Company shares that were received when Heinz spun off SKF Foods, a wholly-owned subsidiary of the Company. For each share of Heinz stock that a participant held on December 20, 2002, they received .4466 share of Del Monte Foods stock. (5) FORFEITURES: Company contributions which have been credited to participants' accounts and which have not vested are forfeited upon termination of employment. These forfeitures are credited against subsequent Company contributions. Forfeitures were $283,143 for the year ended December 31, 2002 and $272,844 for the year ended December 31, 2001. 9 H. J. HEINZ COMPANY SAVER PLAN Notes to Financial Statements (Continued) (6) NONPARTICIPANT-DIRECTED INVESTMENTS: Information about the net assets and the significant components of the changes in net assets relating to the nonparticipant-directed investments is as follows:
December 31, December 31, 2002 2001 ------------ ------------ Net Assets: H.J. Heinz Company common stock $ 437,525 $10,454,260*
Year Ended December 31, 2002 ----------------- Employer Contributions $ 43,531 Net Depreciation (74,023) Transfers to participant-directed investments** (9,985,527) Administrative fees (716) ----------- Change in Net Assets ($10,016,735) ===========
* Exceeds 5% of net assets available for benefits. ** The decrease in nonparticipant-directed assets is due to the 2002 plan amendment which permits participants to reallocate their employer match monies after three years of service (Note 8). 10 H. J. HEINZ COMPANY SAVER PLAN Notes to Financial Statements (Continued) (7) MASTER TRUST: The Company has a Master Trust arrangement with the Trustee. The Trustee maintains accounts to record the pro rata share of each participating Plan, reflecting contributions received on behalf of the Plan, benefit payments or other expense allocable to the Plan and its pro rata share of collected or accrued income, gain or loss, general expenses and other transactions allocable to the Investment Funds or the Trust as a whole. The following tables present the Master Trust information for the Plan.
December 31, 2002 ----------------------------------------------------------------------------------------------- Investment Income Net SAVER Plan Fair Value of Change in Percentage of Investment of The Fair Interest in the Master Trust Dividends Interest Value* Master Trust ------------ ----------- ---------- ------------ --------------- H.J. Heinz Co. Stock Fund $ 17,803,232 $ 817,905 $ 7,165 $ (6,050,774) 98.90% Managed Income Portfolio 22,211,865 -- 1,014,169 9,654,755 2.35% Magellan Fund 42,209,953 345,625 -- (20,253,717) 11.44% Retirement Gov't Money Market 87,701,660 -- 1,236,520 3,652,081 30.80% Overseas Fund 7,551,788 31,267 -- (1,931,508) 5.65% Equity-Income Fund 23,489,507 484,173 -- (5,192,824) 8.70% Puritan Fund 22,578,888 741,586 -- (2,913,358) 9.64% Intermediate Bond Fund 21,290,402 828,912 -- 5,555,907 7.91% OTC Portfolio 11,514,508 -- -- (6,764,827) 9.40% Fixed Income Securities Fund 21,294,967 789,851 -- 11,892,028 8.10% Wellington Fund 10,150,186 348,058 -- 1,677,490 6.37% Windsor II Fund 11,889,477 311,363 -- (3,753,068) 7.45% Institutional Index Fund 17,204,871 308,743 -- (7,372,700) 6.62% U.S. Growth Fund 8,113,755 40,197 -- (6,302,494) 10.32% Explorer Fund 9,552,896 9,790 -- (3,340,699) 5.23% International Growth Fund 3,607,149 59,272 611 (780,242) 3.21% Del Monte Stock Fund 15,938,589 -- 51 15,938,589 11.60% ------------ ----------- ---------- ------------ Total Master Trust $354,103,693 $ 5,116,742 $2,258,516 $(16,285,361) 18.38% ============ =========== ========== ============
* Includes transfers between funds. 11 H. J. HEINZ COMPANY SAVER PLAN Notes to Financial Statements (Continued) (7) MASTER TRUST (CONTINUED):
December 31, 2001 ----------------------------------------------------------------------------------------------- Investment Income Net SAVER Plan Fair Value of Change in Percentage of Investment of The Fair Interest in the Master Trust Dividends Interest Value* Master Trust ------------ ----------- ---------- ------------ --------------- H.J. Heinz Co. Stock Fund $ 20,783,648 $ 4,606,114 $ 66,226 ($157,273,466)** 98.95% Managed Income Portfolio 15,663,900 -- 743,592 4,870,565 1.14% Magellan Fund 61,244,670 762,658 -- (13,016,745) 10.94% Retirement Gov't Money Market 77,049,083 -- 2,857,816 3,468,443 30.52% Overseas Fund 9,246,477 -- -- (3,376,208) 5.69% Equity-Income Fund 28,273,450 1,110,821 -- (2,913,497) 9.09% Puritan Fund 26,151,557 1,383,435 -- (1,314,997) 9.37% Intermediate Bond Fund 15,425,711 698,618 -- 7,516,572 6.83% OTC Portfolio 17,483,995 384,701 -- (9,678,467) 8.09% Fixed Income Securities Fund 9,237,409 544,456 -- 6,380,451 5.71% Wellington Fund 8,017,347 392,809 -- 4,069,638 6.10% Windsor II Fund 15,212,514 310,807 -- 2,660,519 6.61% Institutional Index Fund 23,728,474 25,294 -- (3,295,703) 5.89% U.S. Growth Fund 13,144,764 21,016 -- (9,341,213) 9.01% Explorer Fund 12,218,495 75,817 -- (157,009) 5.17% International Growth Fund 4,150,375 -- -- (998,498) 2.96% ------------ ----------- ---------- ------------- Total Master Trust $357,031,869 $10,316,546 $3,667,634 ($172,399,615) 18.02% ============ =========== ========== ============
* Includes transfers between funds. ** Reflects the transfer of the Retirement and Savings Plan's Heinz Stock Fund to the ESOP. 12 H. J. HEINZ COMPANY SAVER PLAN Notes to Financial Statements (Continued) (8) PLAN AMENDMENTS AND ACQUISITIONS: In September 2002, $684,451 was transferred into the Plan from the Delimex Retirement and Savings Plan. In addition, the Plan also accepted the transfer of $68,413 in outstanding Delimex participant loans. Effective April 1, 2002, the age-related contributions made to the company contribution account became ineligible for allocation to the Heinz Stock fund. Also, effective April 1, 2002, the company match may be reallocated by participants to any of the other investment options after three years of service. On October 5, 2001, the Management Committee approved a resolution, effective January 1, 2002 to incorporate a change mandated by the Economic Growth and Tax Relief Reconciliation Act ("EGTRRA"), which reduces the participation suspension for employees taking hardship withdrawals from one year to six months. In addition, the Management Committee also approved the following discretionary changes permitted by EGTRRA: - Increasing the maximum participant contribution rate from 12% to 20% - Permitting rollovers of after-tax contributions - Accepting catch-up contributions in accordance with IRS limits In July 2001, employees of certain businesses acquired from the Borden Foods Corporation became participants in the Plan, and in October 2001, the Plan accepted a transfer of $1,497,204 in assets from the Borden Foods Corporation Associate Savings Plan. The Plan also accepted the transfer of Borden participant loans in the amount of $78,692. On March 12, 2001, the Executive Committee of the Board of Directors, upon the recommendation of the EBAB, adopted a resolution to (a) authorize certain modifications to the Plan required by law; (b) restate the document in its entirety to incorporate all of the previously adopted amendments; (c) transfer participant account balances from Thermo Pac and Quality Chef plans into the Plan and include these participants in the Plan effective January 1, 2001; and (d) assume the participant loans of the Thermo Pac Plan. As a result, $492,360 from Thermo Pac and $464,519 from Quality Chef was transferred into the Plan. In addition, the Plan assumed $14,501 in employee loans transferred in from the Thermo Pac plan. 13 H. J. HEINZ COMPANY EMPLOYEES SAVER PLAN EIN: 25 - 0542520 PLAN 011 SCHEDULE H, LINE 4i ---- SCHEDULE OF ASSETS (HELD AT END OF YEAR)
(c) Description of investment including (b) Identity of issue, borrower, maturity date, rate of interest, (e) Current (a) lessor, or similar party collateral, par or maturity value (d) Cost Value --- -------------------------------- ---------------------------------------- -------- ----------- * Participant Loans Participant Loans -- 82,213 Interest Rates, 5.5% - 11.0%
14 EXHIBIT INDEX Exhibits required to be filed by Item 601 of Regulation S-K are listed below and are filed as part hereof. Documents not designated as being incorporated herein by reference are filed herewith. The paragraph number corresponds to the exhibit number designated in Item 601 of Regulation S-K. 23. The consent of Independent Auditors dated June 27, 2003 is filed herein. The following certifications are being furnished to the Securities and Exchange Commission as exhibits to this report and shall not, except to the extent required by the Sarbanes-Oxley Act of 2002, be deemed filed by the Registrant for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended. 99(a). Certification of the Senior Vice President and Chief Administrative Officer Relating to the Annual Report Containing Financial Statements. 99(b). Certification of the Vice President - Finance Relating to the Annual Report Containing Financial Statements. 15 EX-23 3 j0157201exv23.txt EX-23 ACCOUNTANTS' CONSENT EXHIBIT 23 ACCOUNTANTS' CONSENT We hereby consent to the incorporation by reference in the Registration Statement on Form S-8 (File No. 33-32563) of the H. J. Heinz Company SAVER Plan of our report dated June 20, 2003 relating to the financial statements of the H. J. Heinz Company SAVER Plan which appears in this Form 11-K. /s/ PricewaterhouseCoopers LLP Pittsburgh, Pennsylvania June 27, 2003 16 EX-99.1 4 j0157201exv99w1.txt EXHIBIT 99.1 EXHIBIT 99(A) CERTIFICATION BY THE SENIOR VICE PRESIDENT AND CHIEF ADMINISTRATIVE OFFICER RELATING TO THE ANNUAL REPORT CONTAINING FINANCIAL STATEMENTS I, D. Edward I. Smyth, Senior Vice President and Chief Administrative Officer of H. J. Heinz Company, a Pennsylvania corporation (the "Company"), hereby certify that: 1. The SAVER Plan (the "Plan") annual report on Form 11-K for the fiscal year ended December 31, 2002 (the "Form 11-K") fully complies with the requirements of Section 15(d) of the Securities Exchange Act of 1934, as amended; and 2. The information contained in the Form 11-K fairly presents, in all material respects, the financial condition and results of operations of the Plan. Date: June 25, 2003 /s/ D. EDWARD I. SMYTH ------------------------------------------ Name: D. Edward I. Smyth Title: Senior Vice President and Chief Administrative Officer EX-99.2 5 j0157201exv99w2.txt EXHIBIT 99.2 EXHIBIT 99(B) CERTIFICATION BY THE VICE PRESIDENT - FINANCE RELATING TO THE ANNUAL REPORT CONTAINING FINANCIAL STATEMENTS I, Edward J. McMenamin, Vice President, Finance of H. J. Heinz Company, a Pennsylvania corporation (the "Company"), hereby certify that: 1. The SAVER Plan (the "Plan") annual report on Form 11-K for the fiscal year ended December 31, 2002 (the "Form 11-K") fully complies with the requirements of Section 15(d) of the Securities Exchange Act of 1934, as amended; and 2. The information contained in the Form 11-K fairly presents, in all material respects, the financial condition and results of operations of the Plan. Date: June 25, 2003 /s/ EDWARD J. McMENAMIN ------------------------------------- Name: Edward J. McMenamin Title: Vice President, Finance -----END PRIVACY-ENHANCED MESSAGE-----