Filed Pursuant to Rule 433
Registration No. 333-176707
H. J. Heinz Company
$300,000,000 2.000% Notes due 2016
$400,000,000 3.125% Notes due 2021
Pricing Term Sheet
$300,000,000 2.000% Notes due 2016
| Issuer: | H. J. Heinz Company | |
| Principal Amount: | $300,000,000 | |
| Security Type: | Senior Notes | |
| Maturity: | September 12, 2016 | |
| Coupon: | 2.000% | |
| Issue Price: | 99.967% of principal amount | |
| Yield to Maturity: | 2.007% | |
| Spread to Benchmark Treasury: | +110 bps | |
| Benchmark Treasury: | 1.000% due August 31, 2016 | |
| Benchmark Treasury Spot and Yield: | 100-14+ and 0.907% | |
| Interest Payment Dates: | September 12 and March 12, commencing March 12, 2012 | |
| Make-Whole Call: | Treasury Rate plus 20 basis points | |
| Trade Date: | September 7, 2011 | |
| Settlement Date: | September 12, 2011 (T+3) | |
| Denominations: | $2,000 and integral multiples of $1,000 in excess thereof | |
| Expected Ratings*: | Baa2 (Moody’s) / BBB+ (S&P) / BBB (Fitch) | |
| CUSIP: | 423074AL7 | |
| ISIN: | US423074AL75 | |
| Joint Book-running Managers: | J.P. Morgan Securities LLC BNP Paribas Securities Corp. HSBC Securities (USA) Inc. | |
| Senior Co-Managers | Merrill Lynch, Pierce, Fenner & Smith | |
Incorporated | ||
| Deutsche Bank Securities Inc. | ||
| Morgan Stanley & Co. LLC | ||
| Rabo Securities USA, Inc. | ||
| UBS Securities LLC | ||
| Co-Managers | Barclays Capital Inc. | |
| BNY Mellon Capital Markets, LLC | ||
| Mitsubishi UFJ Securities (USA) Inc. | ||
| Banca IMI S.p.A. | ||
| PNC Capital Markets LLC | ||
| RBS Securities Inc. | ||
| SG Americas Securities, LLC | ||
| SunTrust Robinson Humphrey , Inc. | ||
| TD Securities (USA) LLC | ||
| Wells Fargo Securities, LLC | ||
Filed Pursuant to Rule 433
Registration No. 333-176707
Pricing Term Sheet
$400,000,000 3.125% Notes due 2021
| Issuer: | H. J. Heinz Company | |
| Principal Amount: | $400,000,000 | |
| Security Type: | Senior Notes | |
| Maturity: | September 12, 2021 | |
| Coupon: | 3.125% | |
| Issue Price: | 98.738% of principal amount | |
| Yield to Maturity: | 3.274% | |
| Spread to Benchmark Treasury: | +125 bps | |
| Benchmark Treasury: | 2.125% due 8/15/2021 | |
| Benchmark Treasury Spot and Yield: | 100-29 and 2.024% | |
| Interest Payment Dates: | September 12 and March 12, commencing March 12, 2012 | |
| Make-Whole Call: | Treasury Rate plus 20 basis points | |
| Par Call: | On or after three months prior to the maturity date | |
| Trade Date: | September 7, 2011 | |
| Settlement Date: | September 12, 2011 (T+3) | |
| Denominations: | $2,000 and integral multiples of $1,000 in excess thereof | |
| Expected Ratings*: | Baa2 (Moody’s) / BBB+ (S&P) / BBB (Fitch) | |
| CUSIP: | 423074AM5 | |
| ISIN: | US423074AM58 | |
| Joint Book-running Managers: | J.P. Morgan Securities LLC BNP Paribas Securities Corp. HSBC Securities (USA) Inc. | |
| Senior Co-Managers | Merrill Lynch, Pierce, Fenner & Smith | |
Incorporated | ||
| Deutsche Bank Securities Inc. | ||
| Morgan Stanley & Co. LLC | ||
| Rabo Securities USA, Inc. | ||
| UBS Securities LLC | ||
| Co-Managers | Barclays Capital Inc. | |
| BNY Mellon Capital Markets, LLC | ||
| Mitsubishi UFJ Securities (USA) Inc. | ||
| Banca IMI S.p.A. | ||
| PNC Capital Markets LLC | ||
| RBS Securities Inc. | ||
| SG Americas Securities, LLC | ||
| SunTrust Robinson Humphrey , Inc. | ||
| TD Securities (USA) LLC | ||
| Wells Fargo Securities, LLC | ||
The issuer has filed a registration statement (including a prospectus) with the SEC for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC Web site at www.sec.gov.
Filed Pursuant to Rule 433
Registration No. 333-176707
Alternatively, the issuer, any underwriter or any dealer participating in the offering will arrange to send you the prospectus if you request it by calling J.P. Morgan Securities LLC collect at 212-834-4533 or HSBC Securities (USA) Inc. toll-free at 866-811-8049.
Any disclaimer or other notice that may appear below is not applicable to this communication and should be disregarded. Such disclaimer or notice was automatically generated as a result of this communication being sent by Bloomberg or another email system.
| * | The security ratings above are not a recommendation to buy, sell or hold the securities offered hereby. The ratings may be subject to revision or withdrawal at any time by the assigning rating organization. Each of the security ratings above should be evaluated independently of any other security rating. |
