ANYTIMEkANYPLACEkANYWHERE - Heinz

company completed the acquisition of Quality Chef Foods, a leading manufacturer of frozen
heat-and-serve soups, entrées and sauces; Yoshida, a line of Asian sauces marketed in the
U.S.; Thermo Pac, Inc., a U.S. leader in single-serve condiments; and obtained a 51% share of
Remedia Limited, Israel’s leading company in infant nutrition. The company also made other
smaller acquisitions during the year.
Fiscal 1999: The company acquired businesses for a total of $317.3 million, including obligations
to sellers of $48.4 million. The allocations of the purchase price resulted in goodwill of
$99.7 million and trademarks and other intangible assets of $215.0 million, which are being
amortized on a straight-line basis over periods not exceeding 40 years.
Acquisitions made during Fiscal 1999 include: the College Inn brand of canned broths and
ABC Sauces in Indonesia, a leading provider of ketchup, sauces and condiments. The company
also made other smaller acquisitions during the year.
Fiscal 1998: The company acquired businesses for a total of $142.1 million. The allocations of
the purchase price resulted in goodwill of $65.1 million and trademarks and other intangible
assets of $27.2 million, which are being amortized on a straight-line basis over periods not
exceeding 40 years.
On June 30, 1997, the company acquired John West Foods Limited, the leading brand of
canned tuna and fish in the U.K. Based in Liverpool, John West Foods Limited sells its canned
fish products throughout Continental Europe and in a number of other international markets.
(John West operations in Australia, New Zealand and South Africa were not included in the
transaction.) During Fiscal 1998, the company also made other acquisitions, primarily in the
Asia/Pacific region, Europe and South Africa.
3. DIVESTITURES On September 29, 1999, the company completed the sale of the Weight Watchers classroom
business for $735 million, which included $25 million of preferred stock. The transaction
resulted in a pretax gain of $464.6 million ($0.72 per share). The company used a portion
of the proceeds to retain a 6% equity interest in Weight Watchers International, Inc. The sale
did not include WeightWatchersSmartOnesfrozen meals, desserts and breakfast items,
Weight Watchers from Heinz intheU.K.andabroadrangeofotherWeight Watchers branded
foods in Heinz’s global core product categories. The Weight Watchers classroom business
contributed approximately $400 million in sales for Fiscal 1999. During Fiscal 2000, the
company also made other smaller divestitures.
On October 2, 1998, the company completed the sale of its bakery products unit for
$178.0 million. The transaction resulted in a pretax gain of $5.7 million, which was recorded
in SG&A. The bakery products unit contributed approximately $200 million in sales for
Fiscal 1998.
On June 30, 1997, the company completed the sale of its Ore-Ida frozen foodservice
business. The transaction resulted in a pretax gain of approximately $96.6 million ($0.14 per
share), and was recorded in SG&A. The transaction included the sale of the company’s
Ore-Ida appetizer, pasta and potato foodservice business and five of the Ore-Ida plants that
manufacture the products. The Ore-Ida frozen foodservice business contributed approximately
$525 million in net sales for Fiscal 1997.
Pro forma results of the company, assuming all of the above divestitures had been
made at the beginning of each period presented, would not be materially different from
the results reported.
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