<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 11-K
(Mark One)
[X] ANNUAL REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended February 27, 1999
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from ________ to ________
Commission file number: 1-5418
A. Full title of the plan and the address of the plan, if different from
that of the issuer named below:
SUPERVALU PRE-TAX SAVINGS AND
PROFIT SHARING PLAN
B. Name of issuer of the securities held pursuant to the plan and the
address of its principal executive office:
SUPERVALU INC.
11840 Valley View Road
Eden Prairie, Minnesota 55344
<PAGE>
FINANCIAL STATEMENTS AND EXHIBITS
The following financial statements of SUPERVALU Pre-Tax Savings and Profit
Sharing Plan are included herein:
1. Independent Auditors' Report of KPMG LLP dated September 3, 1999.
2. Statement of Net Assets Available for Benefits February 27,1999 and
February 28,1998.
3. Statement of Changes in Net Assets Available for Benefits Year Ended
February 27, 1999.
4. Notes to Financial Statements Years Ended February 27 1999 and February 28
1998.
5. Independent Auditors' Consent of KPMG LLP.
2
<PAGE>
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
plan administrator of the SUPERVALU Pre-Tax Savings and Profit Sharing Plan has
duly caused this annual report to be signed on its behalf by the undersigned
thereunto duly authorized.
SUPERVALU PRE-TAX SAVINGS AND
PROFIT SHARING PLAN
DATE: September 14, 1999 By: SUPERVALU INC., the plan administrator
By: /s/ Pamela Knous
---------------------------------
Pamela K. Knous
Executive Vice President and
Chief Financial Officer
3
<PAGE>
SUPERVALU PRE-TAX SAVINGS AND
PROFIT SHARING PLAN
Financial Statements
February 27, 1999 and February 28, 1998
<PAGE>
SUPERVALU PRE-TAX SAVINGS AND PROFIT SHARING PLAN
Table of Contents
<TABLE>
<CAPTION>
Page
<S> <C>
Independent Auditors' Report 1
Statement of Net Assets Available for Plan Benefits,
February 27, 1999 2
Statement of Net Assets Available for Plan Benefits,
February 28, 1998 3
Statement of Changes in Net Assets Available for Plan Benefits
Fiscal year ended February 27, 1999 4
Statement of Changes in Net Assets Available for Plan Benefits
Fiscal year ended February 28, 1998 5
Notes to Financial Statements 6
</TABLE>
<PAGE>
Independent Auditors' Report
Administrative Committee
SUPERVALU INC.
Eden Prairie, Minnesota:
We have audited the accompanying statements of net assets available for plan
benefits of the SUPERVALU Pre-tax Savings and Profit Sharing Plan (the Plan) as
of February 27, 1999 and February 28, 1998, and the related statements of
changes in net assets available for plan benefits for the fiscal years ended
February 27, 1999 and February 28, 1998. These financial statements are the
responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.
We conducted our audits in accordance with generally accepted auditing
standards. Those standards require that we plan and perform the audits to obtain
reasonable assurance about whether the financial statements are free of material
misstatement. An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements. An audit also includes
assessing the accounting principles used and significant estimates made by
management, as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.
In our opinion, the financial statements referred to above present fairly, in
all material respects, the net assets available for plan benefits of the Plan as
of February 27, 1999 and February 28, 1998, and the changes in net assets
available for plan benefits for the fiscal years ended February 27, 1999 and
February 28, 1998, in conformity with generally accepted accounting principles.
Our audits were performed for the purpose of forming an opinion on the basic
financial statements taken as a whole. The fund information in the statements of
net assets available for plan benefits and the statements of changes in net
assets available for plan benefits is presented for purposes of additional
analysis rather than to present the net assets available for plan benefits and
changes in net assets available for plan benefits of each fund. The fund
information has been subjected to the auditing procedures applied in the audits
of the basic financial statements and, in our opinion, are fairly stated in all
material respects in relation to the basic financial statements taken as a
whole.
September 3, 1999
<PAGE>
SUPERVALU PRE-TAX SAVINGS AND PROFIT SHARING PLAN
Statement of Net Assets Available for Plan Benefits
February 27, 1999
<TABLE>
<CAPTION>
Participant Directed
---------------------------------------------------------------------------------------------
Brinson
SUPERVALU Equity Global Wedge SUPERVALU
INC. Index Equity Small Cap Common Stock Loan
Fixed Fund Fund Fund Fund Fund Fund
-------------- -------------- ----------- ---------- -------------- ----------
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments in
SUPERVALU
401(k) Master
Trust, at fair
value $ 118,126,150 188,570,373 14,500,813 23,984,762 24,818,539 11,926,112
Contributions
receivable
from employees -- -- -- -- -- --
Contributions
receivable
from employer -- -- -- -- -- --
Net interfund transfers 93,438 38,177 (42) (35,855) (172,544) (197,004)
Liabilities:
Expenses payable (101,698) (162,593) (12,525) (20,691) (21,202) --
------------- -------------- ----------- ---------- -------------- ----------
Net assets
available for
plan benefits $ 118,117,890 188,445,957 14,488,246 23,928,216 24,624,793 11,729,108
============= ============== =========== ========== ============== ==========
<CAPTION>
Non-participant Directed
-----------------------------------------------
Short-term
Investment Contribution
Fund Receivable Total
------------ -------------- -----------
<S> <C> <C> <C>
Assets:
Investments in
SUPERVALU
401(k) Master
Trust, at fair
value -- -- 381,926,749
Contributions
receivable
from employees -- 795,955 795,955
Contributions
receivable
from employer -- 5,546,263 5,546,263
Net interfund transfers 273,830 -- --
Liabilities:
Expenses payable -- -- (318,709)
------------- ------------- -----------
Net assets
available for
plan benefits 273,830 6,342,218 387,950,258
============= ============= ===========
</TABLE>
See accompanying notes to financial statements.
2
<PAGE>
SUPERVALU PRE-TAX SAVINGS AND PROFIT SHARING PLAN
Statement of Net Assets Available for Plan Benefits
February 28, 1998
<TABLE>
<CAPTION>
Participant Directed
----------------------------------------------------------------------------------------------------
Brinson
SUPERVALU Equity Global Wedge SUPERVALU
INC. Index Equity Small Cap Common Stock Loan
Fixed Fund Fund Fund Fund Fund Fund
-------------- --------------- --------------- --------------- --------------- ---------------
<S> <C> <C> <C> <C> <C> <C>
Assets:
Investments in
SUPERVALU
401(k) Master
Trust, at fair
value $ 103,331,825 154,275,602 14,719,519 33,741,598 14,497,609 $ 10,191,058
Contributions
receivable
from employees -- -- -- -- -- --
Contributions
receivable
from employer -- -- -- -- -- --
Net interfund transfers 95,091 (109,687) (21,170) (60,996) 53,469 34,325
Liabilities:
Expenses payable (23,927) (25,620) (2,738) -- (2,044) --
--------------- ------------- ------------- ------------- -------------- -------------
Net assets
available for
plan benefits $ 103,402,989 154,140,295 14,695,611 33,680,602 14,549,034 10,225,383
============== ============= ============= ============= ============== =============
<CAPTION>
Non-participant Directed
-------------------------------
Short-term
Investment Contribution
Fund Receivable Total
-------------- --------------- ---------------
<S> <C> <C> <C>
Assets:
Investments in
SUPERVALU
401(k) Master
Trust, at fair
value 23,047 -- 330,780,258
Contributions
receivable
from employees -- 511,051 511,051
Contributions
receivable
from employer -- 6,329,486 6,329,486
Net interfund transfers 8,968 -- --
Liabilities:
Expenses payable -- -- (54,329)
---------- --------------- ---------------
Net assets
available for
plan benefits 32,015 6,840,537 337,566,466
========== =============== ===============
</TABLE>
See accompanying notes to financial statements.
3
<PAGE>
SUPERVALU PRE-TAX SAVINGS AND PROFIT SHARING PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Fiscal year ended February 27, 1999
<TABLE>
<CAPTION>
Participant Directed
-------------------------------------------------------------------------------
Brinson
SUPERVALU Equity Global Wedge SUPERVALU
INC. Index Equity Small Cap Common Stock
Fixed Fund Fund Fund Fund Fund
-------------- -------------- -------------- --------------- --------------
<S> <C> <C> <C> <C> <C>
Additions:
Investment income:
Interest and dividends $ -- 2,636 1,526,586 588,759 540,932
Net appreciation (depreciation) in fair
market value of investments 7,205,962 28,638,728 (1,456,876) (7,793,094) 827,904
-------------- -------------- -------------- --------------- --------------
7,205,962 28,641,364 69,710 (7,204,335) 1,368,836
-------------- -------------- -------------- --------------- --------------
Contributions:
Employer's 1,136,653 1,373,811 213,012 476,204 102,446
Participants' 8,197,386 11,356,224 1,751,342 4,119,527 842,830
-------------- -------------- -------------- --------------- --------------
9,334,039 12,730,035 1,964,354 4,595,731 945,276
-------------- -------------- -------------- --------------- --------------
Total additions 16,540,001 41,371,399 2,034,064 (2,608,604) 2,314,112
Deductions:
Distributions to participants (10,883,730) (8,183,220) (808,531) (1,484,275) (1,257,492)
Administrative expenses (485,493) (594,178) (56,510) (214,724) (69,519)
-------------- -------------- -------------- --------------- --------------
Total deductions (11,369,223) (8,777,398) (865,041) (1,698,999) (1,327,011)
Transfers between funds 8,513,760 (4,193,543) (1,825,504) (6,346,023) 9,088,658
Transfers from other plans 1,030,363 5,905,204 449,116 901,240 --
-------------- -------------- -------------- --------------- --------------
Net increase (decrease) 14,714,901 34,305,662 (207,365) (9,752,386) 10,075,759
Net assets available for plan benefits:
Beginning of year 103,402,989 154,140,295 14,695,611 33,680,602 14,549,034
-------------- -------------- -------------- --------------- --------------
End of year $ 118,117,890 188,445,957 14,488,246 23,928,216 24,624,793
============== ============== ============== =============== ==============
<CAPTION>
Non-participant
Directed
-------------- ------------------------------
Short Term
Loan Investment Contribution
Fund Account Receivable Total
-------------- -------------- -------------- ---------------
<S> <C> <C> <C> <C>
Additions:
Investment income:
Interest and dividends 1,012,246 23,811 -- 3,694,970
Net appreciation (depreciation) in fair
market value of investments -- -- -- 27,422,624
-------------- ------------- ------------ ---------------
1,012,246 23,811 -- 31,117,594
-------------- ------------- ------------ ---------------
Contributions:
Employer's -- -- 5,546,263 8,848,389
Participants' -- -- 795,955 27,063,264
-------------- ------------- ------------ ---------------
-- -- 6,342,218 35,911,653
-------------- ------------- ------------ ---------------
Total additions 1,012,246 23,811 6,342,218 67,029,247
Deductions:
Distributions to participants (904,273) -- -- (23,521,521)
Administrative expenses -- -- -- (1,420,424)
-------------- ------------- ------------ ---------------
Total deductions (904,273) -- -- (24,941,945)
Transfers between funds 1,385,185 218,004 (6,840,537) --
Transfers from other plans 10,567 -- -- 8,296,490
-------------- ------------- ------------ ---------------
Net increase (decrease) 1,503,725 241,815 (498,319) 50,383,792
Net assets available for plan benefits:
Beginning of year 10,225,383 32,015 6,840,537 337,566,466
-------------- ------------- ------------ ---------------
End of year 11,729,108 273,830 6,342,218 387,950,258
============== ============= ============ ===============
</TABLE>
See accompanying notes to financial statements.
4
<PAGE>
SUPERVALU PRE-TAX SAVINGS AND PROFIT SHARING PLAN
Statement of Changes in Net Assets Available for Plan Benefits
Fiscal year ended February 28, 1998
<TABLE>
<CAPTION>
Participant Directed
--------------------------------------------------------------------------------
Brinson
SUPERVALU Equity Global Wedge SUPERVALU
INC. Index Equity Small Cap Common Stock
Fixed Fund Fund Fund Fund Fund
--------------- -------------- -------------- -------------- --------------
<S> <C> <C> <C> <C> <C>
Additions:
Investment income:
Interest and dividends $ -- -- 1,389,636 449,104 280,932
Net appreciation in fair market
value of investments 6,577,672 38,787,749 521,472 6,864,228 4,154,053
--------------- -------------- -------------- -------------- --------------
6,577,672 38,787,749 1,911,108 7,313,332 4,434,985
--------------- -------------- -------------- -------------- --------------
Contributions:
Employer's 1,287,505 1,300,190 220,134 395,667 38,739
Participants' 9,238,029 10,595,983 1,861,372 3,491,062 292,805
--------------- -------------- -------------- -------------- --------------
10,525,534 11,896,173 2,081,506 3,886,729 331,544
--------------- -------------- -------------- -------------- --------------
Total additions 17,103,206 50,683,922 3,992,614 11,200,061 4,766,529
Deductions:
Distributions to participants (10,697,800) (8,099,824) (798,984) (1,391,006) (461,934)
Administrative expenses (591,251) (587,779) (60,222) (168,388) (49,032)
--------------- -------------- -------------- -------------- --------------
Total deductions (11,289,051) (8,687,603) (859,206) (1,559,394) (510,966)
Transfers between funds (7,889,138) 539,468 (1,392,522) 5,123,649 9,802,482
Transfers from other plans 3,955,004 6,965,084 -- -- --
--------------- -------------- -------------- -------------- --------------
Net increase (decrease) 1,880,021 49,500,871 1,740,886 14,764,316 14,058,045
Net assets available for plan benefits
Beginning of year 101,522,968 104,639,424 12,954,725 18,916,286 490,989
--------------- -------------- -------------- -------------- --------------
End of year $ 103,402,989 154,140,295 14,695,611 33,680,602 14,549,034
=============== ============== ============== ============== ==============
<CAPTION>
Non-participant
Directed
--------------- ----------------------------------
Short Term
Loan Investment Contribution
Fund Account Receivable Total
--------------- -------------- -------------- -------------
<S> <C> <C> <C> <C>
Additions:
Investment income:
Interest and dividends 838,751 36,810 -- 2,995,233
Net appreciation in fair market
value of investments -- -- -- 56,905,174
--------------- -------------- -------------- -------------
838,751 36,810 -- 59,900,407
--------------- -------------- -------------- -------------
Contributions:
Employer's -- -- 6,329,486 9,571,721
Participants' -- -- 511,051 25,990,302
--------------- -------------- -------------- -------------
-- -- 6,840,537 35,562,023
--------------- -------------- -------------- -------------
Total additions 838,751 36,810 6,840,537 95,462,430
Deductions:
Distributions to participants (576,127 -- -- (22,025,675)
Administrative expenses -- -- -- (1,456,672)
--------------- -------------- -------------- -------------
Total deductions (576,127 -- -- (23,482,347)
Transfers between funds 2,362,869 (1,098,228) ( 7,448,580) --
Transfers from other plans -- -- -- 10,920,088
--------------- -------------- -------------- -------------
Net increase (decrease) 2,625,493 (1,061,418) (608,043) 82,900,171
Net assets available for plan benefits:
Beginning of year 7,599,890 1,093,433 7,448,580 254,666,295
--------------- -------------- -------------- -------------
End of year 10,225,383 32,015 6,840,537 337,566,466
=============== ============== ============== =============
</TABLE>
See accompanying notes to financial statements.
5
<PAGE>
SUPERVALU PRE-TAX SAVINGS AND
PROFIT SHARING PLAN
Financial Statements
February 27, 1999 and February 28, 1998
(1) The Plan
The Plan is a defined contribution profit sharing plan and is subject to
the provisions of Title I of the Employee Retirement Income Security Act of
1974 (ERISA).
The Plan was established for employees of SUPERVALU INC. and certain
subsidiaries (SUPERVALU). All nonunion employees, unless such union
agreement specifically provides for their inclusion in the Plan, age 21 or
older who have completed one year of service with SUPERVALU with at least
1,000 hours in each year may participate. Eligible employees can enroll in
the Plan on the next enrollment date.
The Plan allows for employee contributions under Section 401(k) of the
Internal Revenue Code, under which participants may contribute from 2% to
15% of their recognized compensation to the Plan. Participant contributions
up to 5% of their recognized compensation are matched at a rate of 20% by
SUPERVALU. An additional discretionary matching contribution of up to 5% of
a participant's contribution may be made by SUPERVALU depending upon the
performance of each profit center. Except in the case of death, disability
or retirement after the age of 62, the additional matching is earned by any
participant having worked 1,000 hours during the plan year and employed on
the last day of the plan year.
All amounts contributed by employees are 100% vested at all times. Employer
contributions are vested 20% after two years, 40% after three years, 60%
after four years, and 100% at five years. Forfeitures of nonvested amounts
shall be used to pay Plan expenses or restore forfeited accounts of rehired
participants. Any remaining amounts are used to reduce the employer
contributions. Participant and employer matching contributions may be
directed into one or more of the five funds within the SUPERVALU INC.
401(k) Master Trust (the 401(k) Master Trust): (a) the SUPERVALU INC. Fixed
Fund, (b) the Equity Index Fund, (c) the Brinson Global Equity Fund, (d)
the Wedge Small Cap Fund and (e) the SUPERVALU Common Stock Fund.
The following investments represent 5% or more of the net assets available
for plan benefits as of February 27, 1999 and February 28, 1998:
<TABLE>
<CAPTION>
February 27, February 28,
1999 1998
---------------- ----------------
<S> <C> <C>
Investment in SUPERVALU INC. 401(k)
Master Trust:
SUPERVALU INC. Fixed Fund $ 118,126,150 103,331,825
Equity Index Fund 188,570,373 154,275,602
Wedge Small Cap Fund 23,984,762 33,741,598
SUPERVALU Common Stock Fund 24,818,539 N/A less than 5%
</TABLE>
Effective November 1, 1997, the net assets of the Ryans Division Profit
Sharing Plan merged into the Plan.
(Continued)
6
<PAGE>
SUPERVALU PRE-TAX SAVINGS AND
PROFIT SHARING PLAN
Financial Statements
February 27, 1999 and February 28, 1998
Effective December 1, 1998, the Plan accounts of participants who had
previously transferred among plans within the 401(k) Master Trust were
consolidated, resulting in each participant having only one account within
the Master Trust. Transfers from other plans of $8,296,490 in 1999 reflect
the net result of this activity in the Plan.
Although SUPERVALU has not expressed any intent to terminate the Plan, it
may do so at any time. Each participant's vested account balance would be
distributed to the participant in full upon termination.
Benefits under the Plan are payable in lump sum.
Participants currently employed by SUPERVALU can withdraw their employee
contributions and rollover contributions at any time. Participants may
receive an in-service hardship distribution from the vested portion of
their accounts after completing the appropriate application forms and
receiving approval from the Administrative Committee. Loans are available
to all participants of the Plan and may not exceed the lesser of 50% of the
vested amount of the borrower's total account or $50,000. The interest rate
on any loan shall be equal to the prime rate as published by the Wall
Street Journal for the last business day of the calendar month in which the
loan was granted, plus 1%. Principal and interest are repaid monthly
through payroll deductions, and the maximum term of any loan is five years.
(2) Summary of Significant Accounting Policies
(a) Basis of Presentation
The financial statements of the SUPERVALU Pre-tax Savings and Profit
Sharing Plan (the Plan) are presented on the accrual basis of
accounting.
(b) Investments
Investment assets of the Plan are stated at current fair value.
Investments in various funds represent the Plan's pro rata share of
the quoted market value of the funds' net assets as reported by the
Trustee.
Purchases and sales of securities are recorded on a trade-date basis.
(c) Use of Estimates
The preparation of financial statements in conformity with generally
accepted accounting principles requires management to make estimates
and assumptions that affect the reported amounts of net assets
available for plan benefits and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported
amounts of changes in net assets available for plan benefits during
the reporting period. Actual results could differ from those
estimates.
(Continued)
7
<PAGE>
SUPERVALU PRE-TAX SAVINGS AND
PROFIT SHARING PLAN
Financial Statements
February 27, 1999 and February 28, 1998
(d) Expenses
The reasonable expenses of administering the Plan shall be payable out
of the Plan's funds except to the extent that SUPERVALU, in its
discretion, directly pays the expenses.
(3) Trustee
Bankers Trust Company (the Trustee) has been appointed as Trustee and
custodian of the Plan's assets. The trust agreement stipulates that the
Trustee may resign at any time by giving 30 days' written notice to the
Administrative Committee. The Committee may remove the Trustee at any time
by giving 30 days' written notice of such action to the Trustee.
(4) Investments
Under the terms of the trust agreement, the Trustee manages investments on
behalf of the plans. In accordance with the trust agreement, certain assets
of the Plan are held together with assets of other plans sponsored by
SUPERVALU in the 401(k) Master Trust. The Trustee has been granted
discretionary authority concerning the purchases and sales of the
investments.
The 401(k) Master Trust also administers the Cub Foods Retail Clerks Pretax
and Profit Sharing Plan, the SUPERVALU Retail Operation 401(k) Plan, the
Wetterau Union 401(k) Plan, the Pittsburgh Union 401(k) Plan and the
SUPERVALU Pittsburgh Division Profit Sharing Plan. The Trustee allocates
interest and investment income and net realized gains and losses to each of
the funds in the 401(k) Master Trust based on the actual performance of
each fund. The plans' assets are invested in the SUPERVALU INC. Fixed Fund,
the Equity Index Fund, the Brinson Global Equity Fund, the Wedge Small Cap
Fund, and the SUPERVALU Common Stock Fund. Financial information related to
the 401(k) Master Trust is prepared and filed in accordance with Department
of Labor regulations.
The Plan record keeper (Hewitt Associates LLC) allocates interest and
investment income, net realized gains and losses, and administrative
expenses to each of the plans in the 401(k) Master Trust based upon the
ratio of net assets of the Plan to the total net assets of the 401(k)
Master Trust. The Loan Fund, however, is based on the actual participant
loan activity for each plan. Separate accounts are maintained by the record
keeper for participants in each plan, and funds may be distributed to or
withdrawn by participants in accordance with the appropriate plan's terms.
(Continued)
8
<PAGE>
SUPERVALU PRE-TAX SAVINGS AND
PROFIT SHARING PLAN
Financial Statements
February 27, 1999 and February 28, 1998
Fair values of investments in the 401(k) Master Trust are as follows:
<TABLE>
<CAPTION>
February 27, February 28,
1999 1998
---------------- -----------------
<S> <C> <C>
Investments at fair value:
Collective investment fund: $ 151,850,543 106,699,295
SUPERVALU INC. Fixed Fund 220,402,391 166,713,165
Equity Index Fund (BT Pyramid Equity Index Fund) 15,578,580 16,054,456
Brinson Global Equity Fund 481,962 2,366,275
Wedge Small Cap Fund (BT Pyramid Russell 2000 Fund) 827,811 --
SUPERVALU Common Stock Fund
Common stock held by: 25,510,678 31,900,625
Wedge Small Cap Fund 23,961,328 13,936,885
SUPERVALU Common Stock Fund
330,965 3,205,014
Cash and cash equivalents 1,918,371 --
Accrued income (2,188,734) 8,815
Due from (to) broker 12,247,152 10,264,218
Loans receivable from participants ---------------- ----------------
$ 450,921,047 351,148,748
================ ================
</TABLE>
Investment income for the 401(k) Master Trust for the fiscal years ended
February 27, 1999 and February 28, 1998, is as follows:
<TABLE>
<CAPTION>
February 27, February 28,
1999 1998
----------------- -----------------
<S> <C> <C>
Net realized and unrealized appreciation (depreciation)
in fair value of investments:
Collective investment funds $ 36,507,740 49,702,147
Common stock (7,351,854) 11,115,057
----------------- -----------------
29,155,886 60,817,204
Interest 995,478 2,524,159
Dividends 2,833,827 690,588
----------------- -----------------
$ 32,985,191 64,031,951
================= =================
</TABLE>
At February 27, 1999 and February 28, 1998, the Plan held 84.7% and 94.2%,
respectively, of the total 401(k) Master Trust assets.
(Continued)
9
<PAGE>
SUPERVALU PRE-TAX SAVINGS AND
PROFIT SHARING PLAN
Financial Statements
February 27, 1999 and February 28, 1998
(5) Federal Income Tax Status
The Plan has received a favorable determination letter from the Internal
Revenue Service dated June 9, 1998, indicating that the Plan meets the
requirements of Section 401(a) of the Internal Revenue Code (the Code) and
that the trust established in connection therewith is exempt from federal
income tax under Section 501(a) of the Code. SUPERVALU believes the Plan
continues to meet the requirements of Section 401(a) of the Code and that
the related trust is exempt from income tax under Section 501(a) of the
Code. Therefore, no provisions for income taxes have been made.
(6) Party-in-interest Transactions
The Plan engages in transactions involving the acquisition and disposition
of investment funds with Bankers Trust Company, the Trustee, and the 401(k)
Master Trust, who are parties-in-interest with respect to the Plan. These
transactions are covered by an exemption from the "prohibited transactions"
provision of ERISA and the Internal Revenue Code.
(7) Reconciliation of Financial Statements to Form 5500
The following is a reconciliation of net assets available for benefits per
the financial statements to Form 5500:
<TABLE>
<CAPTION>
February 27, February 28,
1999 1998
----------------- -----------------
<S> <C> <C>
Net assets available for benefits per the financial statements $ 387,950,258 337,566,466
Amounts allocated to withdrawing participants (616,771) (533,179)
----------------- -----------------
Net assets available for benefits per Form 5500 $ 387,333,487 337,033,287
================= =================
</TABLE>
The following is a reconciliation of benefits paid to participants per the
financial statements to Form 5500:
<TABLE>
<CAPTION>
Year ended
February 27,
1999
-----------------
<S> <C>
Benefits paid to participants per the financial statements $ 23,521,521
Add: Amounts allocated to withdrawing participants at February 27, 1999 616,771
Less: Amounts allocated to withdrawing participants at February 28, 1998 (533,179)
-----------------
Benefits paid to participants per Form 5500 $ 23,605,113
=================
</TABLE>
Amounts allocated to withdrawing participants are recorded on Form 5500 for
benefit claims that have been processed and approved for payment prior to
February 27, 1999 and February 28, 1998, respectively, but not paid as of
that date.
10
<PAGE>
Exhibit 23.1
Independent Auditors' Consent
The Administrative Committee of SUPERVALU INC., and
SUPERVALU INC.:
We consent to incorporation by reference in the Registration Statement (No. 333-
10151) on Form S-8 of SUPERVALU INC., of our report dated September 3, 1999,
relating to the statements of net assets available for plan benefits of the
SUPERVALU Pre-tax Savings and Profit Sharing Plan as of February 27, 1999 and
February 28, 1998, and the related statements of changes in net assets available
for plan benefits with fund information for the fiscal years ended February 27,
1999 and February 28, 1998, which report appears in the annual report on Form
11-K of the SUPERVALU Pre-tax Savings and Profit Sharing Plan for the fiscal
year ended February 27, 1999.
Minneapolis, Minnesota
September 10, 1999
