-----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, HaDm4nGwkLQVcjAXY9TOIttDvMicPO65Wk/SdfxK8iMQUDyw9cIPw8oEoA4fdyJc VYgWCoVmD2QweuqVJ4MN4Q== 0000950152-03-000198.txt : 20030106 0000950152-03-000198.hdr.sgml : 20030106 20030106171507 ACCESSION NUMBER: 0000950152-03-000198 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 7 CONFORMED PERIOD OF REPORT: 20021220 ITEM INFORMATION: Acquisition or disposition of assets ITEM INFORMATION: Financial statements and exhibits FILED AS OF DATE: 20030106 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: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-03385 FILM NUMBER: 03505558 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 8-K 1 j9786401e8vk.txt H.J. HEINZ COMPANY 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): December 20, 2002 H. J. HEINZ COMPANY (Exact name of registrant as specified in its charter) Pennsylvania 1-3385 25-0542520 (State of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.) 600 Grant Street, Pittsburgh, 15219 Pennsylvania (Zip Code) (Address of principal executive offices) 412-456-5700 (Registrant's telephone number, including area code) Not Applicable (Former name or former address, if changed since last report) ITEM 2. ACQUISITION OR DISPOSITION OF ASSETS On December 20, 2002, Heinz transferred to a wholly-owned subsidiary ("SKF Foods") assets and liabilities of its U.S. and Canadian pet food and pet snacks, U.S. tuna, U.S. retail private label soup and private label gravy, College Inn broth and U.S. infant feeding businesses and distributed all of the shares of SKF Foods common stock on a pro rata basis to its shareholders. Immediately thereafter, SKF Foods merged with a wholly-owned subsidiary of Del Monte Foods Company ("Del Monte") resulting in SKF Foods becoming a wholly owned subsidiary of Del Monte (the "Merger"). In connection with the Merger, each share of SKF Foods common stock was automatically converted into shares of Del Monte common stock according to an exchange rate equal to .4466 that resulted in the fully diluted Del Monte common stock being held 74.5% by Heinz shareholders and 25.5% by the Del Monte stockholders. As a result of the transaction, Heinz received approximately $1.1 billion in cash that will be used to retire debt. ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS Pursuant to paragraph (b)(1) of Item 7 of Form 8-K, Heinz is furnishing pro forma financial information in Exhibits 99.1, 99.2, 99.3, 99.4, 99.5 and 99.6. Exhibits. Exhibit Description Number 99.1 Unaudited pro forma consolidated statement of income for the H. J. Heinz Company for the six months ended October 30, 2002. 99.2 Unaudited pro forma consolidated statement of income for the H. J. Heinz Company for the six months ended October 31, 2001. 99.3 Unaudited pro forma consolidated statement of income for the H. J. Heinz Company for the fiscal year ended May 1, 2002. 99.4 Unaudited pro forma consolidated statement of income for the H. J. Heinz Company for the fiscal year ended May 2, 2001. 99.5 Unaudited pro forma consolidated statement of income for the H. J. Heinz Company for the fiscal year ended May 3, 2000. 99.6 Unaudited pro forma consolidated balance sheet for the H. J. Heinz Company as of October 30, 2002. SIGNATURES 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 thereunto duly authorized. H. J. HEINZ COMPANY Date: January 6, 2003 By /s/ Arthur Winkleblack -------------------------- Arthur Winkleblack Executive Vice President and Chief Financial Officer (Principal Financial Officer) Date: January 6, 2003 By /s/ Edward McMenamin -------------------------- Vice President-Finance (Principal Accounting Officer) EXHIBIT INDEX
Exhibit Number Description Method of Filing 99.1 Unaudited pro forma consolidated statement of income for the Filed herewith. H. J. Heinz Company for the six months ended October 30, 2002. 99.2 Unaudited pro forma consolidated statement of income for the Filed herewith. H. J. Heinz Company for the six months ended October 31, 2001. 99.3 Unaudited pro forma consolidated statement of income for the Filed herewith. H. J. Heinz Company for the fiscal year ended May 1, 2002. 99.4 Unaudited pro forma consolidated statement of income for the Filed herewith. H. J. Heinz Company for the fiscal year ended May 2, 2001. 99.5 Unaudited pro forma consolidated statement of income for the Filed herewith. H. J. Heinz Company for the fiscal year ended May 3, 2000. 99.6 Unaudited pro forma consolidated balance sheet for the Filed herewith. H. J. Heinz Company as of October 30, 2002.
EX-99.1 3 j9786401exv99w1.txt EXHIBIT 99.1 Exhibit 99.1 H. J. HEINZ COMPANY INTRODUCTION TO THE UNAUDITED PRO FORMA CONSOLIDATED FINANCIAL STATEMENTS The following unaudited pro forma consolidated financial statements of the H. J. Heinz Company ("Heinz") adjust the historical financial statements of Heinz to give pro forma effect of the following: -- The transfer of certain assets and liabilities of Heinz's U.S. tuna, U.S. and Canadian pet food and pet snacks, U.S. private label soup and private label gravy, College Inn broths and U.S. infant-feeding businesses to SKF Foods. -- The repayment of approximately $1.1 billion of debt with the cash Heinz received as a result of the merger of SKF Foods, immediately following the transfer, with a wholly-owned subsidiary of Del Monte. The unaudited pro forma consolidated balance sheet has been prepared as if the transaction occurred as of October 30, 2002. The unaudited pro forma consolidated statements of income have been prepared as if the transaction occurred as of the beginning of the periods presented. The unaudited pro forma statements for the periods presented do not purport to represent what Heinz's results of operations or financial position would actually have been had the transaction occurred on the dates noted above, or to project Heinz's results of operations for any future periods. The pro forma adjustments are based upon available information and upon certain assumptions that Heinz management believes are reasonable under the circumstances. The adjustments are directly attributable to the transaction and are expected to have a continuing impact on the financial position and results of operations of Heinz. The unaudited pro forma consolidated financial statements should be read in conjunction with the historical financial statements and related notes thereto of Heinz included in the 2002 Annual Report filed on Form 10-K and the Quarterly Report filed on Form 10-Q for the quarter ended October 30, 2002. H.J. HEINZ COMPANY Unaudited Pro Forma Consolidated Statement of Income Six months ended October 30, 2002
Adjustment for the Historical Transaction Pro Forma ---------- ----------- ---------- (in thousands) Sales $4,772,431 $ (833,947)(a) $3,938,484 Cost of products sold 3,081,132 (566,306)(b) 2,514,826 ---------- ---------- ---------- Gross profit 1,691,299 (267,641) 1,423,658 Selling, general, and administrative expenses 935,842 (139,105)(b) 796,737 ---------- ---------- ---------- Operating income 755,457 (128,536) 626,921 Interest income 13,011 (396)(c) 12,615 Interest expense 140,343 (33,888)(d) 106,455 Other expenses, net 33,160 1,822 (e) 34,982 ---------- ---------- ---------- Income before income taxes and effect of change in accounting principle 594,965 (96,866) 498,099 Provision for income taxes 205,088 (29,898)(f) 175,190 ---------- ---------- ---------- Income before effect of change in accounting principle 389,877 (66,968) 322,909 Effect of change in accounting principle (77,812) -- (77,812) ---------- ---------- ---------- Net income from continuing operations $ 312,065 $ (66,968) $ 245,097 ========== ========== ========== Diluted income before effect of change in accounting principle from continuing operations per share $ 1.10 $ 0.91 ========== ========== Diluted income from continuing operations per share $ 0.88 $ 0.69 ========== ========== Average common shares outstanding -- diluted 353,438 353,438 ========== ========== Basic income before effect of change in accounting principle from continuing operations per share $ 1.11 $ 0.92 ========== ========== Basic income from continuing operations per share $ 0.89 $ 0.70 ========== ========== Average common shares outstanding -- basic 351,121 351,121 ========== ==========
NOTE: For the six months ended October 30, 2002 there were $28.5 million pretax ($0.05 earnings per share) of special items in the historical results which all relate to continuing operations. See Heinz's Quarterly report filed on Form 10-Q for the quarter ended October 30, 2002 for further details. H. J. HEINZ COMPANY Unaudited Pro Forma Consolidated Statement of Income Six months ended October 30, 2002 (a) Represents the revenues of Heinz's U.S. tuna, U.S. and Canadian pet food and pet snacks, U.S. private label soup and private label gravy, College Inn broth and U.S. infant feeding businesses, all of which were transferred to SKF Foods as a result of the transaction. (b) Represents costs directly attributable to the businesses described in (a) above that were transferred to SKF Foods as a result of the transaction. (c) Represents the interest income directly attributable to the businesses that were transferred to SKF Foods as a result of the transaction. (d) Represents the interest expense on approximately $1.1 billion of debt that was repaid as a result of the transaction. Based on the outstanding floating rate debt, a variation in interest rates of 1/8% would cause interest expense to fluctuate by an insignificant amount annually. (e) Represents other miscellaneous expenses directly attributable to those businesses that were transferred to SKF Foods as a result of the transaction. (f) Represents the tax provision associated with the income before taxes that was transferred to SKF Foods as a result of the transaction. EX-99.2 4 j9786401exv99w2.txt EXHIBIT 99.2 Exhibit 99.2 H. J. HEINZ COMPANY Unaudited Pro Forma Consolidated Statement of Income Six months ended October 31, 2001
Adjustments for the Historical Transaction Pro Forma ---------- ----------- ----------- (in thousands) Sales $4,491,514 $ (876,391)(a) $3,615,123 Cost of products sold 2,866,619 (597,553)(b) 2,269,066 ---------- ---------- ---------- Gross profit 1,624,895 (278,838) 1,346,057 Selling, general, and administrative expenses 839,572 (137,363)(b) 702,209 ---------- ---------- ---------- Operating income 785,323 (141,475) 643,848 Interest income 9,627 (914)(c) 8,713 Interest expense 150,630 (30,838)(d) 119,792 Other expenses, net 11,743 484 (e) 12,227 ---------- ---------- ---------- Income before income taxes 632,577 (112,035) 520,542 Provision for income taxes 223,862 (37,395)(f) 186,467 ---------- ---------- ---------- Net income from continuing operations $ 408,715 $ (74,640) $ 334,075 ========== ========== ========== Diluted income from continuing operations per share $ 1.16 $ 0.95 ========== ========== Average common shares outstanding -- diluted 352,652 352,652 ========== ========== Basic income from continuing operations per share $ 1.17 $ 0.96 ========== ========== Average common shares outstanding -- basic 349,516 349,516 ========== ==========
NOTE: For the six months ended October 31, 2001 there were $16.2 million pretax ($0.04 earnings per share) of special items in the historical results of which $7.9 million pretax ($0.02 earnings per share) were related to SKF Foods and $8.3 million pretax ($0.02 earnings per share) to continuing operations. See Heinz's Quarterly report filed on Form 10-Q for the quarter ended October 30, 2002 for further details. H. J. HEINZ COMPANY Unaudited Pro Forma Consolidated Statement of Income Six months ended October 31, 2001 (a) Represents the revenues of Heinz's U.S. tuna, U.S. and Canadian pet food and pet snacks, U.S. private label soup and private label gravy, College Inn broth and U.S. infant feeding businesses, all of which were transferred to SKF Foods as a result of the transaction. (b) Represents costs directly attributable to the businesses described in (a) above that were transferred to SKF Foods as a result of the transaction. (c) Represents the interest income directly attributable to the businesses that were transferred to SKF Foods as a result of the transaction. (d) Represents the interest expense on approximately $1.1 billion of debt that was paid as a result of the transaction. Based on the outstanding floating rate debt, a variation interest rates of 1/8% would cause interest expense to fluctuate approximately $0.2 million annually. (e) Represents other miscellaneous expenses directly attributable to those businesses that were transferred to SKF Foods as a result of the transaction. (f) Represents the tax provision associated with the income taxes that were transferred to SKF Foods as a result of the transaction. EX-99.3 5 j9786401exv99w3.txt EXHIBIT 99.3 Exhibit 99.3 H. J. HEINZ COMPANY Unaudited Pro Forma Consolidated Statement of Income Fiscal Year Ended May 1, 2002
Adjustments for the Historical Transaction Pro Forma ----------- ------------- ------------ (in thousands) Sales............................................ $9,431,000 $(1,816,964)(a) $7,614,036 Cost of products sold............................ 6,093,827 (1,235,740)(b) 4,858,087 ----------- ------------ ---------- Gross profit..................................... 3,337,173 (581,224) 2,755,949 Selling, general and administrative expenses..... 1,746,702 (290,625)(b) 1,456,077 ----------- ------------ ---------- Operating income................................. 1,590,471 (290,599) 1,299,872 Interest income.................................. 27,445 (1,248)(c) 26,197 Interest expense................................. 294,269 (63,658)(d) 230,611 Other expenses, net.............................. 45,057 (119)(e) 44,938 ----------- ------------ ---------- Income before income taxes....................... 1,278,590 (228,070) 1,050,520 Provision for income taxes....................... 444,701 (69,362)(f) 375,339 ----------- ------------ ----------- Net income from continuing operations............ $ 833,889 $ (158,708) $ 675,181 =========== ============ =========== Diluted income from continuing operations per share.................................. $ 2.36 $ 1.91 ========== ========== Average common shares outstanding -- diluted........................ 352,872 352,872 ========== ========== Basic income from continuing operations per share.................................. $ 2.38 $ 1.93 ========== ========== Average common shares outstanding -- basic.......................... 349,921 349,921 ========== ==========
NOTE: For the year ended May 1, 2002, there were $17.9 million pretax ($0.03 earnings per share) of special items in the historical results of which $5.5 million pretax ($0.00 earnings per share) were related to SKF Foods and $12.4 million pretax ($0.03 earnings per share) to continuing operations. See Heinz's Annual Report filed on Form 10-K for the year ended May 1, 2002 for further details. H. J. HEINZ COMPANY Unaudited Pro Forma Consolidated Statement of Income Fiscal Year Ended May 1, 2002 (a) Represents the revenues of Heinz's U.S. tuna, U.S. and Canadian pet food and pet snacks, U.S. private label soup and private label gravy, College Inn broth and U.S. infant feeding businesses, all of which were transferred to SKF Foods as a result of the transaction. (b) Represents costs directly attributable to the businesses that were transferred to SKF Foods as a result of the transaction. (c) Represents the interest income directly attributable to the businesses that were transferred to SKF Foods as a result of the transaction. (d) Represents the interest expense on approximately $1.1 billion of debt that was repaid as a result of the transaction. Based on the outstanding floating rate debt, a variation in interest rates of 1/8% would cause interest expense to fluctuate approximately $0.1 million annually. (e) Represents other miscellaneous expenses directly attributable to those businesses that were transferred to SKF Foods as a result of the transaction. (f) Represents the tax provision associated with the income before taxes that were transferred to SKF Foods as a result of the transaction. EX-99.4 6 j9786401exv99w4.txt EXHIBIT 99.4 Exhibit 99.4 H. J. HEINZ COMPANY Unaudited Pro-Forma Consolidated Statement of Income Fiscal Year Ended May 2, 2001
Adjustments for the Historical Transaction Pro Forma ------------- ----------- --------- (in thousands) Sales..................... $8,820,884 $(1,833,186)(a) $6,987,698 Cost of products sold..... 5,883,618 (1,476,351)(b) 4,407,267 ---------- ----------- ---------- Gross profit.............. 2,937,266 (356,835) 2,580,431 Selling, general and administrative expenses.. 1,954,912 (363,440)(b) 1,591,472 ---------- ----------- ---------- Operating income.......... 982,354 6,605 988,959 Interest income........... 22,692 (95)(c) 22,597 Interest expense.......... 332,957 (70,469)(d) 262,488 Other income, net......... 969 4,389 (e) 5,358 ---------- ----------- ---------- Income before income taxes and cumulative effect of accounting changes....... 673,058 81,368 754,426 Provision for income taxes 178,140 12,355 (f) 190,495 ---------- ----------- ---------- Income before cumulative effect of accounting change................... 494,918 69,013 563,931 Cumulative effect of accounting change........ (16,906) 1,625 (g) (15,281) ---------- ----------- ---------- Net income from continuing operations............... $ 478,012 $ 70,638 $ 548,650 ========== =========== ========== Diluted income before cumulative effect of accounting change from continuing operations per share................ $ 1.41 $ 1.61 ========== ========== Diluted income from continuing operations per share............... $ 1.36 $ 1.56 ========== ========== Average common shares outstanding -- diluted... 351,041 351,041 ========== ========== Basic income before cumulative effect of accounting change from continuing operations per share $ 1.42 $ 1.62 ========== ========== Basic income from continuing operations per share............... $ 1.37 $ 1.58 ========== ========== Average common shares outstanding -- basic..... 347,758 347,758 ========== ==========
NOTE: For the year ended May 2, 2001, there were $706.0 million pretax ($1.19 earnings per share) of special items in the historical results of which $339.3 million pretax ($0.72 earnings per share) were related to SKF Foods and $366.7 million pretax ($0.47 earnings per share) to continuing operations. See Heinz's Annual report filed on Form 10-K for the year ended May 1, 2002 for further details. H. J. HEINZ COMPANY Unaudited Pro Forma Consolidated Statement of Income Fiscal Year Ended May 2, 2001 (a) Represents the revenues of Heinz's U.S. tuna, U.S. and Canadian pet food and pet snacks, U.S. private label soup and private label gravy, College Inn broth and U.S. infant feeding businesses, all of which were transferred to SKF Foods as a result of the transaction. (b) Represents costs directly attributable to the businesses described in (a) above that were transferred to SKF Foods as a result of the transaction. (c) Represents the interest income directly attributable to the businesses that were transferred to SKF Foods as a result of the transaction. (d) Represents the interest expense on approximately $1.1 billion of debt that was repaid as a result of the transaction. Based on the outstanding floating rate debt, a variation in interest rates of 1/8% would cause interest expense to fluctuate approximately $1.4 million annually. (e) Represents other miscellaneous expenses directly attributable to those businesses that were transferred to SKF Foods as a result of the transaction. (f) Represents the tax provision associated with the income before taxes that was transferred to SKF Foods as a result of the transaction. (g) Represents the cumulative effect on prior years from the adoption of Staff Accounting Bulletin No. 101, "Revenue Recognition in Financial Statements" attributable to the businesses that were transferred to SKF Foods as a result of the transaction. EX-99.5 7 j9786401exv99w5.txt EXHIBIT 99.5 Exhibit 99.5 H. J. HEINZ COMPANY Unaudited Pro Forma Consolidated Statement of Income Fiscal Year Ended May 3, 2000
Adjustments for the Historical Transaction Pro Forma ---------- ----------- ---------- (in thousands) Sales $8,939,416 $(2,046,609)(a) $6,892,807 Cost of products sold 5,788,525 (1,428,560)(b) 4,359,965 ---------- ----------- ---------- Gross profit 3,150,891 (618,049) 2,532,842 Selling, general and administrative expenses 1,882,409 (374,172)(b) 1,508,237 Gain on sale of Weight Watchers 464,617 -- 464,617 ---------- ----------- ---------- Operating income 1,733,099 (243,877) 1,489,222 Interest income 25,330 (149)(c) 25,181 Interest expense 269,748 (62,752)(d) 206,996 Other expenses, net 25,005 (6,289)(e) 18,716 ---------- ----------- ---------- Income before income taxes 1,463,676 (174,985) 1,288,691 Provision for income taxes 573,123 (64,577)(f) 508,546 ---------- ----------- ---------- Net income from continuing operations $ 890,553 $ (110,408) $ 780,145 ========== =========== ========== Diluted income from continuing operations per share $ 2.47 $ 2.17 ========== ========== Average common shares outstanding -- diluted 360,095 360,095 ========== ========== Basic income from continuing operations per share $ 2.51 $ 2.20 ========== ========== Average common shares outstanding -- basic 355,273 355,273 ========== ==========
NOTE: For the year ended May 3, 2000, there was a ($72.9) million pretax benefit, however a $0.05 earnings per share after tax charge for special items in the historical results. A charge of $128.7 million pretax ($0.27 earnings per share) was related to SKF Foods and a benefit of ($201.6) million pretax ($(0.22) earnings per share) related to continuing operations. See Heinz's Annual report filed on Form 10-K for the year ended May 1, 2002 for further details. H. J. HEINZ COMPANY Unaudited Pro Forma Consolidated Statement of Income Fiscal Year Ended May 3, 2000 (a) Represents the revenues of Heinz's U.S. tuna, U.S. and Canadian pet food and pet snacks, U.S. private label soup and private label gravy, College Inn broth and U.S. infant feeding businesses, all of which were transferred to SKF Foods as a result of the transaction. (b) Represents costs directly attributable to the businesses described in (a) above that were transferred to SKF Foods as a result of the transaction. (c) Represents the interest income directly attributable to the businesses that were transferred to SKF Foods as a result of the transaction. (d) Represents the interest expense on approximately $1.1 billion of debt that was repaid as a result of the transaction. Based on the outstanding floating rate debt, a variation in interest rates of 1/8% would cause interest expense to fluctuate approximately $1.4 million annually. (e) Represents other miscellaneous expenses directly attributable to those businesses that were transferred to SKF Foods as a result of the transaction. (f) Represents the tax provision associated with the income before taxes that were transferred to SKF Foods as a result of the transaction. EX-99.6 8 j9786401exv99w6.txt EXHIBIT 99.6 Exhibit 99.6 H. J. HEINZ COMPANY Unaudited Pro Forma Consolidated Balance Sheet October 30, 2002
Adjustments for the Historical Transaction Pro Forma ------------ ------------ ------------ (in thousands) ASSETS Current assets: Cash and cash equivalents $ 297,005 $ (5,142)(a) $ 291,863 Receivables, net 1,300,976 (187,860)(a) 1,113,116 Inventories 1,703,075 (315,148)(a) 1,387,927 Prepaid expenses and other current assets 327,391 (54,863)(a) 272,528 ------------ ------------ ------------ Total current assets 3,628,447 (563,013) 3,065,434 Property, plant and equipment 4,016,099 (652,510)(a) 3,363,589 Less accumulated depreciation 1,740,988 (327,256)(a) 1,413,732 ------------ ------------ ------------ Total property, plant and equipment, net 2,275,111 (325,254) 1,949,857 Other noncurrent assets: Goodwill, net 2,500,455 (706,794)(a) 1,793,661 Trademarks, net 843,017 (256,931)(a) 586,086 Intangible assets, net 144,078 (4,994)(a) 139,084 Other noncurrent assets 1,372,526 (43,006)(a) 1,329,520 ------------ ------------ ------------ Total other noncurrent assets 4,860,076 (1,011,725) 3,848,351 ------------ ------------ ------------ Total assets $ 10,763,634 $ (1,899,992) $ 8,863,642 ============ ============ ============ LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities: Short-term debt $ 162,571 $ -- $ 162,571 Portion of long-term debt due within one year 529,815 (450,000)(b) 79,815 Accounts payable 1,024,295 (66,533)(a) 957,762 Salaries and wages 52,553 (2,625)(a) 49,928 Accured marketing 212,920 (22,672)(a) 190,248 Other accrued liabilities 441,522 (38,978)(a) 402,544 Income taxes 243,989 (60)(a) 243,929 ------------ ------------ ------------ Total current liabilities 2,667,665 (580,868) 2,086,797 Long-term debt 4,781,933 (620,000)(b) 4,161,933 Deferred income taxes 413,588 (134,867)(a) 278,721 Non-pension postretirement benefits 211,173 (21,234)(a) 189,939 Other liabilities 806,994 (23,102)(a) 783,892 ------------ ------------ ------------ Total long-term debt and other liabilities 6,213,688 (799,203) 5,414,485 Shareholders' equity: Common stock 107,883 -- 107,883 Additional capital 379,080 -- 379,080 Retained Earnings 4,996,183 (519,125)(c) 4,477,058 Less: Treasury Stock at cost 2,882,046 -- 2,882,046 Unearned compensation 28,498 -- 28,498 Accumulated other comprehensive loss 690,321 796 (a) 691,117 ------------ ------------ ------------ Total shareholders' equity 1,882,281 (519,921) 1,362,360 ------------ ------------ ------------ Total liabilities and shareholders' equity $ 10,763,634 $ (1,899,992) $ 8,863,642 ============ ============ ============
H. J. HEINZ COMPANY Unaudited Pro Forma Consolidated Balance Sheet October 30, 2002 (a) Represents the assets and liabilities directly attributable to the businesses that were transferred to SKF Foods as a result of the transaction. (b) The repayment of approximately $1.1 billion of debt with the cash received from Del Monte as a result of the transaction. (c) Represents the adjustment to retained earnings as a result of the net assets being transferred to SKF Foods as a result of the transaction. -----END PRIVACY-ENHANCED MESSAGE-----