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(c) Indenture among H. J. Heinz Company and Union Bank of California, N.A. dated as of July 15, 2008 relating to the Company’s $500,000,000 5.35% Notes due 2013 is incorporated herein by reference to Exhibit 4(d) of the Company’s Annual Report on Form 10-K for the fiscal year ended April 29, 2009. 10(a) Management contracts and compensatory plans: (i) 1986 Deferred Compensation Program for H. J. Heinz Company and affiliated companies, as amended and restated in its entirety effective January 1, 2005, is incorporated herein by reference to Exhibit 10(a)(xi) to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2008. (ii) H. J. Heinz Company 1994 Stock Option Plan, as amended and restated effective August 13, 2008, is incorporated herein by reference to Exhibit 10(a)(vi) to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2008. (iii) H. J. Heinz Company Supplemental Executive Retirement Plan, as amended and restated effective November 12, 2008, is incorporated herein by reference to Exhibit 10(a)(ii) to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended October 29, 2008. (iv) H. J. Heinz Company Executive Deferred Compensation Plan, as amended and restated effective January 1, 2005, is incorporated herein by reference to Exhibit 10(a)(xii) of the Company’s Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2008. (v) H. J. Heinz Company Stock Compensation Plan for Non-Employee Directors is incorporated herein by reference to Appendix A to the Company’s Proxy Statement dated August 3, 1995. (vi) H. J. Heinz Company 1996 Stock Option Plan, as amended and restated effective August 13, 2008, is incorporated herein by reference to Exhibit 10(a)(vii) to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2008. (vii) H. J. Heinz Company Deferred Compensation Plan for Directors is incorporated herein by reference to Exhibit 10(a)(xiii) to the Company’s Annual Report on Form 10-K for the fiscal year ended April 29, 1998. (viii) H. J. Heinz Company 2000 Stock Option Plan, as amended and restated effective August 13, 2008, is incorporated herein by reference to Exhibit 10(a)(viii) to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2008. (ix) H. J. Heinz Company Executive Estate Life Insurance Program is incorporated herein by reference to Exhibit 10(a)(xv) to the Company’s Annual Report on Form 10-K for the fiscal year ended May 1, 2002. (x) H. J. Heinz Company Senior Executive Incentive Compensation Plan, as amended and restated effective January 1, 2008, is incorporated herein by reference to Exhibit 10(a)(xiii) to the Company’s Quarterly Report on Form 10-Q for the quarterly period ending July 30, 2008. (xi) Deferred Compensation Plan for Non-Employee Directors of H. J. Heinz Company, as amended and restated effective January 1, 2005, is incorporated herein by reference to Exhibit 10(a)(x) to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2008. 93
(xii) (xiii) (xiv) (xv) (xvi) (xvii) (xviii) (xix) (xx) (xxi) (xxii) (xxiii) (xxiv) (xxv) (xxvi) Form of Stock Option Award and Agreement for U.S. Employees is incorporated herein by reference to Exhibit 10(a) to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended January 26, 2005. Named Executive Officer and Director Compensation Form of Revised Severance Protection Agreement is incorporated herein by reference to Exhibit 10(a)(i) to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended October 29, 2008. Form of Fiscal Year 2007 Restricted Stock Unit Award and Agreement is incorporated herein by reference to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended November 1, 2006. Form of Fiscal Year 2008 Stock Option Award and Agreement (U.S. Employees) is incorporated herein by reference to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended August 1, 2007. Form of Stock Option Award and Agreement is incorporated herein by reference to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended August 1, 2007. Form of Restricted Stock Unit Award and Agreement is incorporated herein by reference to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended August 1, 2007. Form of Revised Fiscal Year 2008 Restricted Stock Unit Award and Agreement is incorporated herein by reference to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended August 1, 2007. Form of Restricted Stock Award and Agreement (U.S. Employees Retention) is incorporated herein by reference to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended August 1, 2007. Third Amended and Restated Fiscal Year 2003 Stock Incentive Plan is incorporated herein by reference to Exhibit 10(a)(ix) to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2008. Third Amended and Restated Global Stock Purchase Plan is incorporated herein by reference to Exhibit 10(a)(xiv) to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2008. Time Sharing Agreement dated as of September 14, 2007, between H. J. Heinz Company and William R. Johnson is incorporated herein by reference to Exhibit 10.1 of the Company’s Form 8-K dated September 14, 2007. H. J. Heinz Company Annual Incentive Plan, as amended and restated effective January 1, 2008, is incorporated herein by reference to Exhibit 10(a)(xv) to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2008. Form of Stock Option Award and Agreement for U.K. Employees on International Assignment is incorporated herein by reference to Exhibit 10(a)(xvii) to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended July 30, 2008. Form of Fiscal Year 2008 Restricted Stock Unit Award and Agreement (U.S. Employees—Retention) is incorporated herein by reference to Exhibit 10(a)(xxx) to the Company’s Annual Report on Form 10-K for the fiscal year ended April 29, 2009. 94
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Financial Highlights* EPS (1) CAGR
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Emerging Markets % of Company Sales
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technology. The PlantBottle packagi
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[THIS PAGE INTENTIONALLY LEFT BLANK
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The Company also owns or leases off
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Name Age (as of August 30, 2011) Po
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Disruption of our supply chain coul
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The Company could incur more debt,
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obligation to publicly update or re
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Item 6. Selected Financial Data. Th
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In order to continue to drive susta
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Selling, general and administrative
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The volume reflects ongoing weaknes
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educed S&D, partially offset by inc
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$85 million for the fiscal year end
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At April 27, 2011, the Company had
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As of April 27, 2011, the Company w
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interest rate contracts and cross-c
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In December 2010, the FASB issued a
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Most of these assumptions vary sign
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Sensitivity of Assumptions If we as
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Item 8. Financial Statements and Su
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Report of Independent Registered Pu
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H. J. Heinz Company and Subsidiarie
Page 50 and 51: H. J. Heinz Company and Subsidiarie
Page 54 and 55: Inventories: Inventories are stated
Page 92 and 93: (e) H. J. Heinz Company and Subsidi
Page 96 and 97: Item 9. Changes in and Disagreement
Page 98 and 99: (1) The Executive Deferred Compensa
Page 102 and 103: (xxvii) Form of Fiscal Year 2009 Re
Page 104 and 105: SIGNATURES Pursuant to the requirem
Page 106 and 107: Exhibit 31(b) I, Arthur B. Winklebl
Page 108 and 109: Exhibit 32(b) Certification by the
Page 110 and 111: PERFORMANCE GRAPH The following gra
Page 114 and 115: CORPORATE DATA Heinz: H. J. Heinz C
Page 116: H.J. Heinz Company P.O. Box 57 Pitt
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