-----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, J4u44L1gH1nQjcPC3jfKx2CHyArBm0qRpgpznhvDAARIBwmS6aN7MSW7Zc4+Syrj A6KMspnpkGOTYfv/8CShsg== 0001045969-02-001454.txt : 20020814 0001045969-02-001454.hdr.sgml : 20020814 20020814153958 ACCESSION NUMBER: 0001045969-02-001454 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 10 CONFORMED PERIOD OF REPORT: 20020814 ITEM INFORMATION: FILED AS OF DATE: 20020814 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SUPERVALU INC CENTRAL INDEX KEY: 0000095521 STANDARD INDUSTRIAL CLASSIFICATION: WHOLESALE-GROCERIES & RELATED PRODUCTS [5140] IRS NUMBER: 410617000 STATE OF INCORPORATION: DE FISCAL YEAR END: 0222 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-05418 FILM NUMBER: 02736032 BUSINESS ADDRESS: STREET 1: 11840 VALLEY VIEW RD CITY: EDEN PRAIRIE STATE: MN ZIP: 55344 BUSINESS PHONE: 9528284000 MAIL ADDRESS: STREET 1: 11840 VALLEY VIEW ROAD CITY: EDEN PRAIRIE STATE: MN ZIP: 55344 FORMER COMPANY: FORMER CONFORMED NAME: SUPER VALU STORES INC DATE OF NAME CHANGE: 19920703 8-K 1 d8k.txt FORM 8-K SECURITIES AND EXCHANGE COMMISSION 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): August 14, 2002 SUPERVALU INC. (Exact name of registrant as specified in its charter) Delaware 1-5418 41-0617000 - ------------------------------------------------------------------------------ (State or other jurisdiction (Commission (I.R.S. Employer of incorporation) File Number) Identification No.) 11840 Valley View Road Eden Prairie, Minnesota 55344 - ------------------------------------------------------------------------------ (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (952) 828-4000 -------------- (Former name or former address, if changed since last report) Item 9. Regulation FD Disclosure. - ------ ------------------------ A. On August 14, 2002, the Registrant submitted to the Securities and Exchange Commission the certifications by its chief executive officer and chief financial officer pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 relating to the following reports of the Registrant, which are intended to accompany such reports: i. Quarterly Report on Form 10-Q for the fiscal period ended June 15, 2002, ii. Annual Report on Form 10-K for the fiscal year ended February 23, 2002, as amended by Form 10-K/A (Amendment No. 1) thereto, iii. Quarterly Report on Form 10-Q for the fiscal period ended June 16, 2001, as amended by Form 10-Q/A (Amendment No. 1) thereto, iv. Quarterly Report on Form 10-Q for the fiscal period ended September 8, 2001, as amended by Form 10-Q/A (Amendment No. 1) thereto, v. Quarterly Report on Form 10-Q for the fiscal period ended December 1, 2001, as amended by Form 10-Q/A (Amendment No. 1) thereto, vi. Annual Report on Form 10-K for the fiscal year ended February 24, 2001, as amended by Form 10-K/A (Amendment No. 1) thereto, and vii. Annual Report on Form 10-K for the fiscal year ended February 26, 2000, as amended by Form 10-K/A (Amendment No. 1) thereto. The certifications for each of the foregoing reports are included as Exhibits 99.1 through 99.7 hereto. B. On August 14, 2002, the Registrant submitted to the Securities and Exchange Commission the sworn statements of its chief executive officer and chief financial officer required pursuant to Securities and Exchange Commission Order 4-460. Such statements are included as Exhibits 99.8 and 99.9 hereto. -2- 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. Dated: August 14, 2002 SUPERVALU INC. By: /s/ Pamela K. Knous ---------------------------------- Pamela K. Knous Executive Vice President, Chief Financial Officer (Authorized Officer of Registrant) -3- EXHIBIT INDEX Exhibit Description of Exhibit - ------- ---------------------- 99.1 Sarbanes-Oxley Act of 2002 Certification dated August 14, 2002, relating to the Quarterly Report on Form 10-Q for the fiscal period ended June 15, 2002 99.2 Sarbanes-Oxley Act of 2002 Certification dated August 14, 2002, relating to the Annual Report on Form 10-K for the fiscal year ended February 23, 2002, as amended by Form 10-K/A (Amendment No. 1) thereto 99.3 Sarbanes-Oxley Act of 2002 Certification dated August 14, 2002, relating to the Quarterly Report on Form 10-Q for the fiscal period ended June 16, 2001, as amended by Form 10-Q/A (Amendment No. 1) thereto 99.4 Sarbanes-Oxley Act of 2002 Certification dated August 14, 2002, relating to the Quarterly Report on Form 10-Q for the fiscal period ended September 8, 2001, as amended by Form 10-Q/A (Amendment No. 1) thereto 99.5 Sarbanes-Oxley Act of 2002 Certification dated August 14, 2002, relating to the Quarterly Report on Form 10-Q for the fiscal period ended December 1, 2001, as amended by Form 10-Q/A (Amendment No. 1) thereto 99.6 Sarbanes-Oxley Act of 2002 Certification dated August 14, 2002, relating to the Annual Report on Form 10-K for the fiscal year ended February 24, 2001, as amended by Form 10-K/A (Amendment No. 1) thereto 99.7 Sarbanes-Oxley Act of 2002 Certification dated August 14, 2002, relating to the Annual Report on Form 10-K for the fiscal year ended February 26, 2000, as amended by Form 10-K/A (Amendment No. 1) thereto 99.8 SEC Order 4-460 Principal Executive Officer Statement dated August 14, 2002 99.9 SEC Order 4-460 Principal Financial Officer Statement dated August 14, 2002 -4- EX-99.1 3 dex991.txt CERTIFICATION FOR QUARTER ENDED JUNE 15, 2002 Exhibit 99.1 Sarbanes-Oxley Act of 2002 Certification of Periodic Financial Report Pursuant to 18 U.S.C. Section 1350 Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of SUPERVALU INC. (the "Company") certifies that the Quarterly Report on Form 10-Q of the Company for the period ended June 15, 2002, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and the information contained in that Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company for the period and as of the dates covered thereby. Dated: August 14, 2002 /s/ Jeffrey Noddle ------------------------------------------ Jeffrey Noddle Chief Executive Officer Dated: August 14, 2002 /s/ Pamela K. Knous ------------------------------------------ Pamela K. Knous Chief Financial Officer EX-99.2 4 dex992.txt CERTIFICATION FOR YEAR ENDED FEBRUARY 23, 2002 Exhibit 99.2 Sarbanes-Oxley Act of 2002 Certification of Periodic Financial Report Pursuant to 18 U.S.C. Section 1350 Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of SUPERVALU INC. (the "Company") certifies that the Annual Report on Form 10-K for the fiscal year ended February 23, 2002, as amended by Form 10-K/A (Amendment No. 1) thereto, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and the information contained in that Form 10-K, as amended, fairly presents, in all material respects, the financial condition and results of operations of the Company for the period and as of the dates covered thereby. Dated: August 14, 2002 /s/ Jeffrey Noddle ------------------------------------------ Jeffrey Noddle Chief Executive Officer Dated: August 14, 2002 /s/ Pamela K. Knous ------------------------------------------ Pamela K. Knous Chief Financial Officer EX-99.3 5 dex993.txt CERTIFICATION FOR QUARTER ENDED JUNE 16, 2001 Exhibit 99.3 Sarbanes-Oxley Act of 2002 Certification of Periodic Financial Report Pursuant to 18 U.S.C. Section 1350 Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of SUPERVALU INC. (the "Company") certifies that the Quarterly Report on Form 10-Q of the Company for the period ended June 16, 2001, as amended by Form 10-Q/A (Amendment No. 1) thereto, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and the information contained in that Form 10-Q, as amended, fairly presents, in all material respects, the financial condition and results of operations of the Company for the period and as of the dates covered thereby. Dated: August 14, 2002 /s/ Jeffrey Noddle ------------------------------------------ Jeffrey Noddle Chief Executive Officer Dated: August 14, 2002 /s/ Pamela K. Knous ------------------------------------------ Pamela K. Knous Chief Financial Officer EX-99.4 6 dex994.txt CERTIFICATION FOR QUARTER ENDED SEPTEMBER 8, 2001 Exhibit 99.4 Sarbanes-Oxley Act of 2002 Certification of Periodic Financial Report Pursuant to 18 U.S.C. Section 1350 Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of SUPERVALU INC. (the "Company") certifies that the Quarterly Report on Form 10-Q of the Company for the period ended September 8, 2001, as amended by Form 10-Q/A (Amendment No. 1) thereto, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and the information contained in that Form 10-Q, as amended, fairly presents, in all material respects, the financial condition and results of operations of the Company for the period and as of the dates covered thereby. Dated: August 14, 2002 /s/ Jeffrey Noddle ------------------------------------------ Jeffrey Noddle Chief Executive Officer Dated: August 14, 2002 /s/ Pamela K. Knous ------------------------------------------ Pamela K. Knous Chief Financial Officer EX-99.5 7 dex995.txt CERTIFICATION FOR QUARTER ENDED DECEMBER 1, 2001 Exhibit 99.5 Sarbanes-Oxley Act of 2002 Certification of Periodic Financial Report Pursuant to 18 U.S.C. Section 1350 Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of SUPERVALU INC. (the "Company") certifies that the Quarterly Report on Form 10-Q of the Company for the period ended December 1, 2001, as amended by Form 10-Q/A (Amendment No. 1) thereto, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and the information contained in that Form 10-Q, as amended, fairly presents, in all material respects, the financial condition and results of operations of the Company for the period and as of the dates covered thereby. Dated: August 14, 2002 /s/ Jeffrey Noddle ------------------------------------------ Jeffrey Noddle Chief Executive Officer Dated: August 14, 2002 /s/ Pamela K. Knous ------------------------------------------ Pamela K. Knous Chief Financial Officer EX-99.6 8 dex996.txt CERTIFICATION FOR YEAR ENDED FEBRUARY 24, 2001 Exhibit 99.6 Sarbanes-Oxley Act of 2002 Certification of Periodic Financial Report Pursuant to 18 U.S.C. Section 1350 Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of SUPERVALU INC. (the "Company") certifies that the Annual Report on Form 10-K for the fiscal year ended February 24, 2001, as amended by Form 10-K/A (Amendment No. 1) thereto, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and the information contained in that Form 10-K, as amended, fairly presents, in all material respects, the financial condition and results of operations of the Company for the period and as of the dates covered thereby. Dated: August 14, 2002 /s/ Jeffrey Noddle ------------------------------------------ Jeffrey Noddle Chief Executive Officer Dated: August 14, 2002 /s/ Pamela K. Knous ------------------------------------------ Pamela K. Knous Chief Financial Officer EX-99.7 9 dex997.txt CERTIFICATION FOR YEAR ENDED FEBRUARY 26, 2000 Exhibit 99.7 Sarbanes-Oxley Act of 2002 Certification of Periodic Financial Report Pursuant to 18 U.S.C. Section 1350 Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, each of the undersigned officers of SUPERVALU INC. (the "Company") certifies that the Annual Report on Form 10-K for the fiscal year ended February 26, 2000, as amended by Form 10-K/A (Amendment No. 1) thereto, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and the information contained in that Form 10-K, as amended, fairly presents, in all material respects, the financial condition and results of operations of the Company for the period and as of the dates covered thereby. Dated: August 14, 2002 /s/ Jeffrey Noddle ------------------------------------------ Jeffrey Noddle Chief Executive Officer Dated: August 14, 2002 /s/ Pamela K. Knous ------------------------------------------ Pamela K. Knous Chief Financial Officer EX-99.8 10 dex998.txt CERTIFICATION OF PRINCIPAL EXECUTIVE OFFICER Exhibit 99.8 STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, Jeffrey Noddle, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of SUPERVALU INC., and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": o Annual Report on Form 10-K for the fiscal year ended February 23, 2002, of SUPERVALU INC.; o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of SUPERVALU INC. filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ Jeffrey Noddle Subscribed and sworn to before me - ----------------------------- this 14th day of August 2002. Jeffrey Noddle August 14, 2002 /s/ Ann M. Illikainen ------------------------------------- Notary Public My Commission Expires: January 31, 2005 ------------------------------------- EX-99.9 11 dex999.txt CERTIFICATION OF PRINCIPAL FINANCIAL OFFICER Exhibit 99.9 STATEMENT UNDER OATH OF PRINCIPAL EXECUTIVE OFFICER AND PRINCIPAL FINANCIAL OFFICER REGARDING FACTS AND CIRCUMSTANCES RELATING TO EXCHANGE ACT FILINGS I, Pamela K. Knous, state and attest that: (1) To the best of my knowledge, based upon a review of the covered reports of SUPERVALU INC., and, except as corrected or supplemented in a subsequent covered report: o no covered report contained an untrue statement of a material fact as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed); and o no covered report omitted to state a material fact necessary to make the statements in the covered report, in light of the circumstances under which they were made, not misleading as of the end of the period covered by such report (or in the case of a report on Form 8-K or definitive proxy materials, as of the date on which it was filed). (2) I have reviewed the contents of this statement with the Company's audit committee. (3) In this statement under oath, each of the following, if filed on or before the date of this statement, is a "covered report": o Annual Report on Form 10-K for the fiscal year ended February 23, 2002, of SUPERVALU INC.; o all reports on Form 10-Q, all reports on Form 8-K and all definitive proxy materials of SUPERVALU INC. filed with the Commission subsequent to the filing of the Form 10-K identified above; and o any amendments to any of the foregoing. /s/ Pamela K. Knous Subscribed and sworn to before me - ----------------------------- this 14th day of August 2002. Pamela K. Knous August 14, 2002 /s/ Ann M. Illikainen ------------------------------------- Notary Public My Commission Expires: January 31, 2005 ------------------------------------- -----END PRIVACY-ENHANCED MESSAGE-----