Delaware |
41-0617000 | |
(State of Incorporation) |
(I.R.S. Employer Identification No.) | |
11840 Valley View Road Eden Prairie, Minnesota 55344 (Address of Principal Executive Offices) |
55344 (Zip Code) |
Title of securities to be
registered |
Amount to be Registered
(1) |
Proposed maximum offering price per share (2) |
Proposed maximum aggregate offering price (2) |
Amount of registration fee | ||||
| ||||||||
Common Stock ($1.00 par value) |
316,000 shares |
$16.775 |
$5,300,900 |
$488 |
(1) |
The number of shares being registered for each plan is as follows: 209,000 shares for the Pittsburgh Division Profit Sharing Plan; 70,000 shares for the
SUPERVALU Retail Employees 401(k) Plan; and 37,000 shares for the SUPERVALU Wholesale Employees 401(k) Plan. In addition, pursuant to Rule 416(c) under the Securities Act of 1933, this registration statement also covers an indeterminate
amount of interests to be offered or sold pursuant to the employee benefit plans named herein. |
(2) |
Estimated solely for the purpose of calculating the registration fee in accordance with Rule 457(h)(1) and (c), based upon the average of the high and low
prices of the registrants Common Stock as reported on the Consolidated Transaction Reporting System of the New York Stock Exchange on October 25, 2002. |
SUPERVALU INC. (Registrant) | ||||||||
By |
/s/ JEFFREY NODDLE | |||||||
Jeffrey Noddle President and Chief Executive Officer |
Signature |
Title |
Date | ||
/s/ JEFFREY NODDLE Jeffrey Noddle |
Chairman, President and Chief Executive Officer (principal executive officer); Director |
October 31, 2002 | ||
/s/ PAMELA K. KNOUS Pamela K. Knous |
Executive Vice President, Chief Financial Officer (principal financial and accounting officer) |
October 31, 2002 | ||
/s/ LAWRENCE A. DEL SANTO* Lawrence A. Del Santo |
Director |
|||
/s/ SUSAN E. ENGEL* Susan E. Engel |
Director |
|||
/s/ EDWIN C. GAGE* Edwin C. Gage* |
Director |
|||
/s/ WILLIAM A. HODDER* William A. Hodder |
Director |
|||
/s/ GARNETT L. KEITH, JR.* Garnett L. Keith, Jr. |
Director |
Signature |
Title |
Date | ||
/s/ RICHARD L. KNOWLTON* Richard L. Knowlton |
Director |
|||
/s/ CHARLES M. LILLIS* Charles M. Lillis |
Director |
|||
/s/ HARRIET PERLMUTTER* Harriet Perlmutter |
Director |
|||
/s/ STEVEN S. ROGERS* Steven S. Rogers* |
Director |
* |
Executed this 31st day of October, 2002, on behalf of the indicated Directors by Warren E. Simpson, duly appointed Attorney-in-Fact
|
By: |
/s/ WARREN E. SIMPSON | |
Warren E. Simpson Attorney-in-Fact |
PITTSBURGH DIVISION PROFIT SHARING PLAN, AS AMENDED | ||||||||
By: |
SUPERVALU INC., the Plan Administrator | |||||||
By: |
/s/ RONALD C. TORTELLI |
|||||||
Ronald C. Tortelli Senior Vice President, Human Resources
|
SUPERVALU RETAIL EMPLOYEES 401(K) PLAN, AS AMENDED | ||||||||
By: |
SUPERVALU INC., the Plan Administrator | |||||||
By: |
/s/ RONALD C. TORTELLI |
|||||||
Ronald C. Tortelli Senior Vice President, Human Resources
|
SUPERVALU WHOLESALE EMPLOYEES 401(K) PLAN, AS AMENDED | ||||||||
By: |
SUPERVALU INC., the Plan Administrator | |||||||
By: |
/s/ RONALD C. TORTELLI |
|||||||
Ronald C. Tortelli Senior Vice President, Human Resources
|
Exhibit No. |
Page No. | |||
4.1 |
Restated Certificate of Incorporation of SUPERVALU INC. (Incorporated by reference to Exhibit (3)(1) to SUPERVALUs Quarterly Report on Form 10-Q for
the period ended June 15, 2002) |
|||
4.2 |
Restated Bylaws of SUPERVALU INC. (Incorporated by reference to Exhibit (3) to SUPERVALUs Quarterly Report for the quarterly period (12 weeks) ended
September 12, 1998) |
|||
5 |
Opinion and consent of Warren E. Simpson, Esq. |
i | ||
23.1 |
Consent of KPMG LLP |
ii | ||
23.2 |
Consent of Warren E. Simpson, Esq. (Included in Exhibit 5) |
|||
24 |
Powers of Attorney |
iii-iv |