-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: keymaster@town.hall.org Originator-Key-Asymmetric: MFkwCgYEVQgBAQICAgADSwAwSAJBALeWW4xDV4i7+b6+UyPn5RtObb1cJ7VkACDq pKb9/DClgTKIm08lCfoilvi9Wl4SODbR1+1waHhiGmeZO8OdgLUCAwEAAQ== MIC-Info: RSA-MD5,RSA, eZ+rRMoUQBcyeHKrwpgtqSh9OdFV0Yl526zyAQ/C9cJ0YhJU5MK4dhut2OjV3dsH hmr/lV0aLrGJXdI2D6pkCg== 0000103595-95-000002.txt : 19950609 0000103595-95-000002.hdr.sgml : 19950609 ACCESSION NUMBER: 0000103595-95-000002 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 4 CONFORMED PERIOD OF REPORT: 19950128 FILED AS OF DATE: 19950306 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: VILLAGE SUPER MARKET INC CENTRAL INDEX KEY: 0000103595 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-GROCERY STORES [5411] IRS NUMBER: 221576170 STATE OF INCORPORATION: NJ FISCAL YEAR END: 0731 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-02633 FILM NUMBER: 95518770 BUSINESS ADDRESS: STREET 1: 733 MOUNTAIN AVE CITY: SPRINGFIELD STATE: NJ ZIP: 07081 BUSINESS PHONE: 2014672200 MAIL ADDRESS: STREET 1: 733 MOUNTAIN AVE CITY: SPRINGFIELD STATE: NJ ZIP: 07081 10-Q 1 VILLAGE SUPER MARKET, INC. 1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 (Mark One) [x] QUARTERLY REPORT UNDER SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended January 28, 1995 OR [ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 Commission File No. 0-2633 VILLAGE SUPER MARKET, INC. - ---------------------------------------------------------------------- (Exact name of registrant as specified in its charter) NEW JERSEY 22-1576170 (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification Number) 733 Mountain Avenue, Springfield, New Jersey 07081 (Address of principal executive offices) (Zip code) (201) 467-2200 Registrant's telephone number, including area code Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No__. Indicate the number of shares outstanding of the issuer's classes of common stock as of the latest practicable date.
March 3, 1995 Class A, Common Stock, No Par Value 1,315,800 Shares Class B, Common Stock, No Par Value 1,594,076 Shares
The Registrant was not involved in bankruptcy proceedings during the preceding five years or any time prior thereto. 2 VILLAGE SUPER MARKET, INC. INDEX
Part I Page No. Financial Information Item 1. Financial Statements Consolidated Condensed Balance Sheets . . . . . . . . . 3 Consolidated Condensed Statements of Income. . . . . . . 4 Consolidated Condensed Statements of Cash Flows. . . . . 5 Notes to Consolidated Condensed Financial Statements . . . . . . . . . . . . . . . . . . . . . . 6 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations . . . . . . . . . . . . . . . . . . . . . . 7-8 Part II Other Information Item 6. Exhibits and Reports on Form 8-K . . . . . . . . 9 Signatures . . . . . . . . . . . . . . . . . . . . . . . 10 Exhibit 28 (a) . . . . . . . . . . . . . . . . . . . . . 11 Exhibit 28 (b) . . . . . . . . . . . . . . . . . . . . . 12
3 PART 1. FINANCIAL INFORMATION ITEM 1. FINANCIAL STATEMENTS VILLAGE SUPER MARKET,INC. CONSOLIDATED CONDENSED BALANCE SHEETS (Dollars in Thousands)
January 28, 1995 July 30, 1994 ASSETS Current assets Cash and cash equivalents $ 11,117 $ 7,246 Merchandise inventories 24,736 25,273 Patronage dividend receivable 1,118 2,783 Miscellaneous receivables 3,009 2,259 Prepaid expenses 540 580 Total current assets 40,520 38,141 Property, equipment and fixtures, net 70,965 71,414 Investment in related party 9,655 9,416 Goodwill, net 11,021 11,138 Other intangibles, net 2,918 3,045 Other assets 1,964 1,639 Total assets $ 137,043 $ 134,793
LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities Current portion of long-term debt $ 5,096 $ 5,149 Accounts payable to related party 27,862 23,947 Accounts payable & accrued expenses 11,044 12,330 Deferred income taxes 815 815 Total current liabilities 44,817 42,241 Long-term debt, less current portion 36,088 36,933 Deferred income taxes 3,196 3,196 Shareholders' equity Class A common stock - no par value, issued 1,762,800 shares (including 447,000 in treasury) 18,129 18,129 Class B common stock - no par value 1,594,076 shares issued & outstanding 1,035 1,035 Retained earnings 39,963 39,444 Less cost of treasury shares (6,185) (6,185) Total shareholders' equity 52,942 52,423 Total liabilities and shareholders' equity $ 137,043 $ 134,793
See accompanying notes to consolidated condensed financial statements. 4 VILLAGE SUPER MARKET, INC. CONSOLIDATED CONDENSED STATEMENTS OF INCOME (Dollars in Thousands Except Per Share Amounts)
13 Weeks End 13 Weeks End 26 Weeks End 25 Weeks End Jan 28, 1995 Jan 22, 1994 Jan 28, 1995 Jan 22, 1994 Sales $ 171,804 $ 176,707 $ 339,170 $ 335,452 Cost of sales 129,964 133,810 256,704 253,615 Gross margin 41,840 42,897 82,466 81,837 Operating and administrative expenses 37,739 39,547 75,102 75,261 Depreciation and amortization expense 2,133 2,134 4,242 4,322 Operating income 1,968 1,216 3,122 2,254 Interest expense, net 1,048 954 2,069 1,884 Loss on disposal of assets 190 --- 190 81 Income before provision for income taxes and cumulative effect of accounting change 730 262 863 289 Provision for income tax expense 294 105 344 116 Income before cumulative effect of accounting change 436 157 519 173 Cumulative effect of change in accounting for income taxes --- --- --- 400 Net income $ 436 $ 157 $ 519 $ 573 Net income per share: Weighted average number of common shares outstanding 2,909,876 2,909,876 2,909,876 2,909,876 Income before cumulative effect of accounting change $ .15 $ .06 $ .18 $ .06 Cumulative effect of accounting change --- --- --- .14 Net income $ .15 $ .06 $ .18 $ .20
See accompanying notes to consolidated condensed financial statements. 5 VILLAGE SUPER MARKET, INC. CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS (Dollars in Thousands)
26 Weeks Ended 25 Weeks Ended January 28, 1995 January 22, 1994 CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 519 $ 573 Adjustments to reconcile net income to net cash provided by operating activities: Cumulative effect of accounting change --- (400) Depreciation and amortization 4,242 4,322 Deferred taxes --- (124) Provision to value inventories at LIFO 300 300 Loss on disposal of assets --- 81 Changes in assets and liabilities: (Increase) decrease in inventory 237 (188) Decrease patronage dividend receivable 1,665 1,878 (Increase) decrease misc. receivables (750) 2,085 Decrease in prepaid expenses 40 17 (Increase) decrease in other assets (325) 672 Increase in accounts payable to related party 3,915 775 (Decrease) in accounts payable and accrued expenses (1,286) (2,233) (Decrease) in income taxes payable --- ( 265) Net cash provided by operating activities 8,557 7,493 CASH FLOWS FROM INVESTING ACTIVITIES: Capital expenditures (3,549) (2,433) Investment in related party ( 239) ( 322) Proceeds from sale of assets, net --- 358 Net cash used in investing activities (3,788) (2,397) CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from issuance of long-term debt 3,000 3,000 Principal payments of long-term debt ( 3,898) (6,094) Net cash used by financing activities ( 898) (3,094) NET INCREASE IN CASH AND CASH EQUIVALENTS 3,871 2,002 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 7,246 6,619 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 11,117 $ 8,621
See accompanying notes to consolidated condensed financial statements. 6 VILLAGE SUPER MARKET, INC. NOTES TO CONSOLIDATED CONDENSED FINANCIAL STATEMENTS 1. In the opinion of the Company, the accompanying unaudited consolidated condensed financial statements contain all adjustments (consisting of normal and recurring accruals) necessary to present fairly the financial position as of January 28, 1995 and July 30, 1994 and the results of operations and cash flows for the periods ended January 28, 1995 and January 22, 1994. The significant accounting policies followed by the Company are set forth in Note 1 to the Company's financial statements in the July 30, 1994 Village Super Market, Inc. Annual Report. Effective August 1, 1993, the Company adopted FASB Statement No. 109, "Accounting for Income Taxes." Under Statement 109, the liability method is used in accounting for income taxes. Under this method, deferred tax assets and liabilities are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates in effect. As permitted by Statement 109, the Company elected not to restate the financial statements of any prior years. There was no effect from the change in accounting on pretax income for the periods presented. The cumulative effect of the change increased net income by $400,000 ($.14 per share) in the quarter ended October 23, 1993. 2. The results of operations for the period ended January 28, 1995 are not necessarily indicative of the results to be expected for the full year. 3. At both January 28, 1995 and July 30, 1994 approximately 68% of the merchandise inventories are valued by the LIFO method while the balance is valued by FIFO. If the FIFO method had been used for the entire inventory, inventories would have been $6,768,000 and $6,468,000 higher than reported at January 28, 1995 and July 30, 1994, respectively. 7 ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS - ------------------------------------------------------------------------ RESULTS OF OPERATIONS Sales for the second quarter of fiscal 1995 were $171,804,000, a decrease of 2.8% from the second quarter of the prior year. Same store sales decreased 1.7% in the quarter. Sales were also lower due to the closing of the Easton store in August 1994. Same store sales declined due to the effects of new competitive entries, comparison to a prior year number that was inflated by high promotional spending, and continued sluggishness in the economy. Sales for the twenty-six weeks ended January 28, 1995 were $339,170,000, an increase of 1.1% from the prior year. Sales increased for the six month period due to the current year containing an additional week compared to the prior year. This increase was partially offset by lower sales due to stores closed since one year ago and lower same store sales of .9%. Gross margins as a percentage of sales for the quarter and six months ended January 28, 1995 were 24.4% and 24.3%, respectively, compared with 24.3% and 24.4%, respectively, in the corresponding prior year periods. Price competition in the marketplace and continued high levels of sale item penetration have prevented increases in gross margin percentages. Operating and administrative expenses as a percentage of sales for the quarter and six months decreased to 22.0% and 22.1%, respectively, compared with 22.4% in both corresponding prior year periods. These improvements were due to lower promotional costs and lower store payroll costs than one year ago, partially offset by higher fringe benefit and supply costs. Promotional costs, particularly coupons, declined from the unusually high levels in the second quarter one year ago, which in part contributed to the lower same store sales. Interest expense increased in fiscal 1995 due to higher interest rates. 8 LIQUIDITY AND FINANCIAL RESOURCES Current liabilities exceeded current assets by $4,297,000 at January 28, 1995 as compared to $4,100,000 at July 30, 1994. The current ratio remained at .90. During the six month period, net cash provided by operating activities of $8,557,000 and increased borrowings under the revolving line of credit of $3,000,000 resulted in a net increase of cash of $3,871,000 after payments of long term debt of $3,898,000 and capital expenditures of $3,549,000. The amount outstanding on the line of credit is $7,000,000 at January 28, 1995. The majority of capital expenditures in the current fiscal year relate to the completed expansion and remodel of the Stirling and Hillsborough stores and the ongoing expansion and remodel of the Chester store. The Company has budgeted approximately $8,000,000 for capital expenditures this fiscal year. The Company expects to finance these expenditures through internally generated funds and borrowing under its credit facility. On January 28, 1995, the Company was in compliance with all provisions of its revolving/term loan agreement. The Company did not meet a cash flow to fixed charge coverage ratio contained in two other debt agreements with a different lender. This does not constitute an event of default. However, until this ratio is met or unless a waiver is obtained, the agreements prevent the Company from borrowing additional funds (other than the Company's revolving credit line), declaring dividends and executing new leases. The Company is currently negotiating with this lender for relief under certain provisions of the debt agreement. 9 PART II OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 6(a) Exhibits: Exhibit 28(a) Press Release dated March 3, 1995. Exhibit 28(b) First Quarter Report to Shareholders dated December 14, 1994. 6(b) Reports on form 8-K. None. 10 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. Village Super Market, Inc. Registrant Date: March 8, 1995 /s/ Perry Sumas Perry Sumas (President) Date: March 8, 1995 /s/ Kevin R. Begley Kevin R. Begley (Chief Financial Officer) EX-28.A 2 PRESS RELEASE DATED 3/3/95 Exhibit 28 (a) VILLAGE SUPER MARKET, INC. REPORTS RESULTS FOR THE QUARTER AND SIX MONTHS ENDED JANUARY 28, 1995 Springfield, N.J. - March 3, 1995 - Village Super Market, Inc. reported sales and net income for the second quarter and six months ended January 28, 1995, Perry Sumas, President announced today. Net income was $436,000 in the second quarter of fiscal 1995 compared to $157,000 in the prior year. Sales for the second quarter were $171,804,000, a decrease of 2.8% from the prior year. Sales decreased as a result of stores closed since one year ago and a same store sales decrease of 1.7%. Same store sales decreased due to competitive openings, a sluggish economy and a comparison to a year ago period that was inflated by heavy promotional spending. Mr. Sumas commented that net income increased, despite lower sales, due to more efficient use of labor and reduced promotional costs, particularly coupons. For the six month period, sales were $339,170,000, an increase of 1.1% from the prior year. Sales increased due to the current year containing twenty-six weeks, one more than the prior year. This increase was partially offset by the impact of stores closed since one year ago and lower same store sales of .9%. Net income for the six month period was $519,000 compared to income before the cumulative effect of an accounting change of $173,000 a year ago. Village Super Market, Inc. operates a chain of twenty-three supermarkets under the ShopRite name in New Jersey and Eastern Pennsylvania. The following table summarizes Village's results for the quarter and six months ended January 28, 1995.
January 28, 1995 January 22, 1994 13 Weeks Ended Sales $171,804,000 $176,707,000 Net Income $ 436,000 $ 157,000 Net Income Per Share $ .15 $ .06 26 Weeks Ended 25 Weeks Ended Sales $339,170,000 $335,452,000 Income before accounting change $ 519,000 $ 173,000 Cumulative effect of accounting change $ --- $ 400,000 Net Income $ 519,000 $ 573,000 Net Income per share: Income before accounting change $ .18 $ .06 Cumulative effect of accounting change $ --- $ .14 Net Income $ .18 $ .20
EX-28.B 3 FIRST QUARTER REPORT 12-14-94 To Our Shareholders: The Company had net income of $83,000 in the first quarter ended October 29, 1994, compared to income before an accounting change of $16,000 in the prior year first quarter. Sales in the first quarter increased 5.4% to $167,366,000. Sales increased due to the current quarter containing thirteen weeks compared to the prior year's twelve weeks. This increase was partially offset by stores closed since one year ago, including the closing of the Easton, Pennsylvania store in August 1994. Same store sales were flat in the quarter due to the continued sluggishness in the economy and the effects of new competitive entries. Gross margins as a percentage of sales decreased to 24.3% in the current quarter compared with 24.5% in the corresponding quarter one year ago. Gross margins declined due to high levels of sale item penetration and price competition in the marketplace. Operating and administrative expenses as a percentage of sales decreased to 22.3% from 22.5% in the prior year. This was due to decreased labor and promotional costs as part of the Company's effort to make its operations more efficient. On October 29, 1994, the Company was in compliance with all provisions of its revolving/term loan agreement as amended on October 21, 1994. At October 29, 1994, the Company did not meet a cash flow to fixed charge coverage ratio contained in two other debt agreements with a different lender. This does not constitute an event of default. However, until this ratio is met or unless a waiver is obtained, the agreements prevent the Company from borrowing additional funds (other than the Company's revolving loan), declaring dividends and executing new leases. The Company recently completed remodels of its Stirling and Hillsborough stores. In addition, a remodel and expansion of the Chester store is currently underway. The following table summarizes Village's results for the quarter ended October 29, 1994 Respectfully, Perry Sumas, James Sumas, President Chairman of the Board December 14, 1994 2
INCOME STATEMENT DATA 13 Weeks Ended 12 Weeks Ended October 29, 1994 October 23, 1993 Sales $167,366,000 $158,745,000 Income before cumulative effect of accounting change $ 83,000 $ 16,000 Cumulative effect of accounting change $ --- $ 400,000 Net Income $ 83,000 $ 416,000 Net Income per Share: Income before cumulative effect of accounting change $ .03 $ --- Cumulative effect of accounting change $ --- $ .14 Net Income $ .03 $ .14 BALANCE SHEET COMPARISONS October 29, 1994 July 30, 1994 Current Assets $ 39,189,000 $ 38,141,000 Current Liabilities 42,089,000 42,241,000 Net Working Capital (Deficit) (2,900,000) (4,100,000) Long Term Debt 37,889,000 36,933,000 Stockholders' Equity 52,506,000 52,423,000
EX-27 4 ARTICLE 5 FIN. DATA SCHEDULE FOR 2ND QTR 10-Q
5 1,000 6-MOS JUL-30-1994 JAN-28-1995 11117 0 3009 0 24736 40520 131271 60306 137043 44817 36088 19164 0 0 33778 137043 339170 339170 256704 256704 79534 0 2069 863 344 519 0 0 0 519 .18 .18
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