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.