-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, UWtnLVvlgwIfYk0bSLiKM1r5sYKCvnnREGQPzBW4XDreLlR6xT0DtUujhaOP654W txupXJVQQUxIujR0WWHGLw== 0000103595-95-000006.txt : 19951027 0000103595-95-000006.hdr.sgml : 19951027 ACCESSION NUMBER: 0000103595-95-000006 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 5 CONFORMED PERIOD OF REPORT: 19950729 FILED AS OF DATE: 19951026 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-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-02633 FILM NUMBER: 95584535 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-K 1 VILLAGE SUPER MARKET,INC. FORM 10-K SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 [x] Annual Report Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 [Fee Required]. For the fiscal year ended July 29, 1995. [ ] Transition Report Pursuant to Section 13 or 15(d) of the Securities and Exchange Act of 1934 [Fee Required] for the transition period from ____________ to _____________. Commission file Number 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 No.) 733 Mountain Avenue, Springfield, New Jersey 07081 (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (201)-467-2200 Securities registered pursuant of Section 12 (b) of the Act: Title of Each Class Name of Each Exchange on Which Registered None None Securities registered pursuant to Section 12(g) of the Act: CLASS A COMMON STOCK, NO PAR VALUE (Title of Class) 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 by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. [x] The aggregate market value of the Class A common stock of Village Super Market, Inc. held by non-affiliates was approximately $7,086,254 and the aggregate market value of the Class B common stock held by non-affiliates was approximately $1,061,781 (based upon the closing price of the Class A shares on the Over the Counter Market on October 6, 1995). Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of latest practicable date.
Outstanding at Class October 24, 1995 Class A common stock, no par value 1,315,800 Shares Class B common stock, no par value 1,594,076 Shares
DOCUMENTS INCORPORATED BY REFERENCE Information contained in the 1995 Annual Report to Shareholders and the 1995 definitive Proxy Statement to be filed with the Commission and delivered to security holders in connection with the Annual Meeting scheduled to be held on December 8, 1995 are incorporated by reference into this Form 10-K at Part II, Items 5, 6, 7 and 8 and Part III. Part I ITEM I. BUSINESS GENERAL The Company operates a chain of 21 ShopRite supermarkets, 15 of which are located in northern New Jersey, 1 of which is in north-eastern Pennsylvania and 5 of which are in the southern shore area of New Jersey. In addition, the Company operates two former ShopRite stores under a "Village Market" format as described below. The Company's membership in Wakefern Food Corporation ("Wakefern"), the nation's largest retailer owned food cooperative and owner of the ShopRite name, provides the Company many of the economies of scale in purchasing, distribution and advertising associated with chains of greater size and geographic reach. The Company believes that the regional nature of its business and the continuity of its management under the leadership of its founding family have permitted the Company to operate with greater flexibility and responsiveness to the demographic characteristics of the communities served by its stores. The Company seeks to generate high sales volume by offering a wide variety of high quality products at consistently low prices. The Company attempts to efficiently utilize its selling space, gives continuing attention to the decor and format of its stores and tailors each store's product mix to the preferences of the local community. The Company concentrates on development of superstores, which, in addition to their larger size (an average of 50,000 total square feet, including office and storage space, compared with an average of 30,000 total square feet for conventional supermarkets), feature such higher margin specialty service departments as an on-site bakery, an expanded delicatessen, a fresh seafood section and, in most cases, a prescription pharmacy. Superstores also offer an expanded selection of higher margin non-food items such as cut flowers, health and beauty aids, greeting cards, videocassette rentals and small appliances. Two recent superstores also include a warehouse section featuring products in giant sizes. The following table shows the percentage of the Company's sales allocable to various product categories during each of the periods indicated as well as the number of the Company's superstores and percentage of selling square feet allocable to these stores during each of these periods:
Product Categories Fiscal Year Ended In July 1993 1994 1995 Groceries 44.2% 44.0% 44.1% Dairy and Frozen 15.8 15.7 15.6 Meats 11.1 11.1 10.6 Non-Foods 9.2 9.2 9.5 Produce 9.4 9.3 9.6 Delicatessen 4.1 4.1 4.1 Seafood 2.0 1.9 1.9 Pharmacy 2.5 2.8 2.9 Bakery 1.6 1.6 1.6 Other .1 .3 .1 100.0% 100.0% 100.0% Number of superstores 19 18 19 Selling square feet represented by superstores 82% 82% 88%
Because of its increased size and broader product mix, a superstore can satisfy a greater percentage of a customer's weekly shopping needs and, as a result, the typical superstore generally has a higher volume of sales per square foot and sales per customer than a conventional supermarket. In addition, because of their greater total sales volume and increased percentage of their sales allocable to higher margin items, superstores generally operate more profitably than conventional supermarkets. A variety of factors affect the profitability of each of the Company's stores including local competitors, size, access and parking, lease terms, management supervision, and the strength of the ShopRite trademark in the local community. The Company continually evaluates individual stores to decide whether they should be closed. Accordingly, the Orange, Maplewood, Kingston, Morristown and Easton stores have been closed since December 1991. In addition, two stores were converted to a "Village Market" format designed to reduce costs and increase margins in lower volume locations. The Company operates a separate liquor store adjacent to one Company supermarket. DEVELOPMENT AND EXPANSION The Company is engaged in a continuing program to upgrade and expand its supermarket chain. This program has included major store remodelings as well as the opening or acquisition of additional stores. When remodeling, the Company has sought, whenever possible, to increase the amount of selling space in its stores and, where feasible within existing site limitations, to convert conventional supermarkets to superstores. The Company completed one major expansion and remodel in fiscal 1995. The Company has budgeted $8,000,000 for capital expenditures in fiscal 1996. The major planned expenditures are the expansion and remodel of the Absecon store and the beginning of the expansion of the Livingston store. In the last five years, the Company has added one new store and completed five remodels. The Company's goal has been to open an average of one new superstore and conduct a major remodel of one store each year. However, because of delays associated with increased governmental regulations, including sewage moratoriums and environmental cleanup regulations effecting sites and the lack of recent activity by real estate developers, the Company has been unable to open the desired number of new stores. Additional store remodelings and sites for new stores are in various stages of development. The Company will also consider additional acquisitions should appropriate opportunities arise. WAKEFERN The Company is the second largest member of Wakefern (owning 16.8% of Wakefern's outstanding stock) and two of the Company's principal shareholders were founders of Wakefern. Wakefern, which was organized in 1946, is the nation's largest retailer-owned food cooperative. There are presently 32 individual member companies and 183 supermarkets which comprise the Wakefern cooperative. Only Wakefern and member companies are entitled to use the ShopRite name and trademark, purchase their product requirements and participate in ShopRite advertising and promotional programs and its computerized purchasing, warehousing and distribution services. The principal benefits to the Company from its relationship with Wakefern are the use of the ShopRite name and trademark, volume purchasing, ShopRite private label products, distribution and warehousing on a cooperative basis, and ShopRite advertising and promotional programs. The Company believes that the ShopRite name is widely recognized by its customers and is a factor in those customers' decisions about where to shop. In addition, Wakefern can purchase large quantities and varieties of products at favorable prices which it can then pass on to its members. These benefits are important to the Company's success. Wakefern distributes as a "patronage dividend" to each of its stockholders a share of the earnings of Wakefern in proportion to the dollar volume of business done by the stockholder with Wakefern during each fiscal year. While Wakefern has a substantial professional staff, it operates as a member cooperative. Executives of most members make contributions of time to the business of Wakefern. Senior executives of the Company spend a significant amount of their time working on various Wakefern committees which oversee and direct Wakefern purchases and other programs. Most of the Company's advertising is developed and placed by Wakefern's professional advertising staff. Wakefern is responsible for all television, radio and major newspaper advertisements. Wakefern bills its members by various formulas which distribute advertising costs in accordance with the estimated proportional benefits to each member from such advertising. The Company also places Wakefern developed materials with local newspapers. Wakefern operates warehouses and distribution facilities in Elizabeth, New Jersey; Dayton, New Jersey; Wallkill, New York; and South Brunswick, New Jersey. Each member is obligated to purchase from Wakefern a minimum of 85% of its requirements for products offered by Wakefern until ten years from the date that stockholders representing 75% of Wakefern sales notify Wakefern that those stockholders request the Wakefern Stockholder Agreement be terminated. If this purchase obligation is not met, the member is required to pay Wakefern's profit contribution shortfall attributable to this failure. This agreement also makes unapproved changes in control of the Company and sale of the Company or of individual Company stores, except to a qualified successor, financially prohibitive by requiring the Company in such cases to pay Wakefern the profit contribution shortfall attributable to the sale of store or change in control. Such payments were waived by Wakefern in connection with the sale of the Orange, Maplewood, Kingston and Morristown stores. A "qualified successor" must be or agree to become a member of Wakefern and may not own or operate any supermarkets other than ShopRite supermarkets, in the states of New York, New Jersey, Pennsylvania, Delaware, Maryland, Virginia, Connecticut, Massachusetts, Rhode Island, Vermont, New Hampshire, Maine or the District of Columbia or own or operate more than 25 non-ShopRite supermarkets in any other locations in the United States. Wakefern, under circumstances specified in its bylaws, may refuse to sell merchandise to, and may repurchase the Wakefern stock of, any member. Such circumstances include certain unapproved transfers by a member of its supermarket business or its capital stock in Wakefern, unapproved acquisition by a member of certain supermarket or grocery wholesale supply businesses, the material breach by a member of any provision of the bylaws of Wakefern or any agreement with Wakefern or a determination by Wakefern that the continued supplying of merchandise or services to such member would adversely affect Wakefern. Any material change in Wakefern's method of operation or a termination or material modification of the Company's relationship with Wakefern following expiration of the above agreements or otherwise (none of which are contemplated or considered likely) might have an adverse impact on the conduct of the Company's business and could involve additional expense for the Company. The failure of any Wakefern member to fulfill its obligations under these agreements or a member's insolvency or withdrawal from Wakefern could result in increased costs to remaining members. Wakefern owns and operates 22 supermarkets. The Company believes that Wakefern may consider purchasing additional stores in the future from non- members and from existing members who may desire to sell their stores for financial, estate planning or other reasons. The Company also understands that Wakefern may consider opening and operating new ShopRite supermarkets as well. Wakefern does not prescribe geographical franchise areas to its members. The specific locations at which the Company, other members of Wakefern or Wakefern itself may open new units under the ShopRite name are, however, subject to the approval of Wakefern's Site Development Committee. This committee is composed of persons who are not employees or members of Wakefern and from whose decision to deny a site application may be appealed to the Wakefern Board of Directors. Wakefern assists its members in their site selection by providing appropriate demographic data, volume projections and projections of the impact of the proposed market on existing member supermarkets in the area. Each member's Wakefern stock (including the Company's) is pledged to Wakefern to secure all of that member's obligations to Wakefern. Moreover, every owner of 5% or more of the voting stock of a member (including five members of the Sumas family) must personally guarantee prompt payment of all amounts due Wakefern from that member. Wakefern does not own any securities of the Company or its subsidiaries. Each of Wakefern's members is required to make capital contributions to Wakefern based on the number of stores operated by that member (and to a limited extent the sales volume generated by those stores). As additional stores are opened or acquired by a member (including the Company), additional capital must be contributed by it to Wakefern. On occasion, as its business needs have required, Wakefern has increased the per-store capital contributions required of its members. Wakefern has in the past permitted these increases in required capital to be paid in installments over a period of time. The Company is required to invest approximately $820,000 over approximately the next three years. TECHNOLOGY The Company considers automation and computerization important to its operations and competitive position. All stores have scanning checkout systems that improve pricing accuracy, enhance productivity and reduce checkout time for customers. Over the last several years, the company installed IBM RS/6000 computers and satellite communications in each store. Using the RS/6000 system, the Company offers customers debit and credit card payment options in all stores. In addition, the Company is utilizing a computer generated ordering system in twenty stores, which is designed to reduce inventory levels and out of stock conditions, enhance shelf space utilization, and reduce labor costs. The Company's commitment to advanced scanning systems has enabled it to participate in Price Plus, ShopRite's preferred customer program. Customers receive electronic discounts by presenting a scannable Price Plus card. In addition, the Company began using Clip Less coupons in 1994. Customers need only present their Price Plus card to receive the value of our in-ad coupons. Also, target marketing programs using this technology are presently being developed. The Company has converted our customers separate Price Plus and check cashing cards to a single universal card. In addition to customer convenience, the new card provides the Company with improved ability to limit the acceptance of bad checks. The Company utilizes a direct store delivery system, consisting of personal computers and hand held scanners, for most items not purchased through Wakefern in order to provide equivalent cost and retail price control over these products. In addition, certain in-store department records are computerized, including the records of all pharmacy departments. In certain stores, meat, seafood and delicatessen prices are maintained on computer for automatic weighing and pricing. Furthermore, all stores have computerized time and attendance systems and most also have computerized energy management systems. The Company seeks to design its stores to use energy efficiently, including recycling waste heat generated by refrigeration equipment for heating and other purposes. COMPETITION The supermarket business is highly competitive. Industry profit margins are narrow, consequently earnings are dependent on high sales volume and operating efficiency. The Company is in direct competition with national, regional and local chains as well as independent supermarkets, warehouse clubs, drug stores, discount department stores and convenience stores. The principal methods of competition utilized by the Company are low pricing, courteous, quick service to the customer, quality products and consistent availability of a wide variety of merchandise including the ShopRite private label. The Company believes its regional focus and the continuity of its management by the Sumas family permit it to operate with greater flexibility in tailoring the products offered in each store to the demographics of the communities they serve as compared to national and larger regional chains. The Company's principal competitors are Pathmark, A & P, Foodtown, King's, Grand Union and Acme. Many of the Company's competitors have financial resources substantially greater than those of the Company. LABOR As of October 6, 1995, the Company employed approximately 3,750 persons, of whom approximately 2,400 worked part-time. Approximately 86% of the Company's employees are covered by collective bargaining agreements. The Company was affected by a labor dispute with its largest union in fiscal 1993 which was settled with a new four year contract. A contract with one union expires in fiscal 1996. Most of the Company's competitors in New Jersey are similarly unionized. REGULATORY ENVIRONMENT While the Company must secure a variety of health and food distribution permits for the conduct of its business, it does not believe that such regulation is material to its operations. The Company's pharmacy departments are subject to state regulation and licensed pharmacists must be on duty at all times. The Company's liquor operation is also subject to regulation by state and municipal administrative authorities. The Company does not presently anticipate expanding its liquor operations. Compliance with statutes regulating the discharge of materials into the environment is not expected to have a material effect on capital expenditures, earnings and competitive position in fiscal 1996 and 1997. ITEM 2. PROPERTIES The Company owns the sites of five of its supermarkets (containing 304,000 square feet of total space), all of which are free-standing stores, except the Egg Harbor store, which is part of a shopping center. The Company also owns the site of the former Easton and Maplewood stores. The Maplewood property is under contract for sale to the current tenant and the Easton store is currently being marketed. The remaining eighteen supermarkets (containing 800,000 square feet of total space) are leased, with initial lease terms generally ranging from 20 to 30 years, usually with renewal options. Eleven of these leased stores are located in strip shopping centers and the remaining seven are free-standing stores. Except with respect to one lease between the Company and certain related parties, none of the Company's leases expire before 1997. The annual rent, including capitalized leases, for all of the Company's leased facilities for the year ended July 29, 1995 was approximately $5,700,000. The Company is a limited partner in two partnerships, each of which owns a shopping center in which one of the Company's leased supermarkets is located. The Company also is a general partner in a general partnership that is a lessor of one of the Company's free-standing supermarkets. ITEM 3. LEGAL PROCEEDINGS No material legal proceedings. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS No matters submitted to shareholders in the fourth quarter. ITEM X. EXECUTIVE OFFICERS OF THE REGISTRANT In addition to the information regarding directors incorporated by reference to the Company's definitive Proxy Statement in Part III, Item 10, the following is provided with respect to executive officers who are directors:
NAME AGE POSITION WITH THE COMPANY Carol Lawton 52 Vice President and Assistant Secretary since 1983; responsible for administration of headquarters staff. Frank Sauro 37 General Counsel since April 1988. Mr. Sauro is a member of the New Jersey Bar. Kevin Begley 37 Chief Financial Officer since December 1988. Mr. Begley is a Certified Public Accountant.
PART II ITEM 5. MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED SECURITY HOLDER MATTERS The information required by this Item is incorporated by reference from Information appearing on Page 16 in the Company's Annual Report to Shareholders for the fiscal year ended July 29, 1995. ITEM 6. SELECTED FINANCIAL DATA The information required by this Item is incorporated by reference from Information appearing on Page 1 in the Company's Annual Report to Shareholders for the fiscal year ended July 29, 1995. ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS The information required by this Item is incorporated by reference from Information appearing on Pages 4 and 5 in the Company's Annual Report to Shareholders for the fiscal year ended July 29, 1995. ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA The information required by this Item is incorporated by reference from Information appearing on Page 1 and Pages 6 to 16 in the Company's Annual Report to Shareholders for the fiscal year ended July 29, 1995. ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE None. PART III ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT The information required by this Item 10 is incorporated by reference from the Company's definitive Proxy Statement to be filed on or before November 3, 1995, in connection with its Annual Meeting scheduled to be held on December 8, 1995. ITEM 11. EXECUTIVE COMPENSATION The information required by this Item 11 is incorporated by reference from the Company's definitive Proxy Statement to be filed on or before November 3, 1995, in connection with its Annual Meeting scheduled to be held on December 8, 1995. ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT The information required by this Item 12 is incorporated by reference from the Company's definitive Proxy Statement to be filed on or before November 3, 1995, in connection with its annual meeting scheduled to be held on December 8, 1995. ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS The information required by this Item 13 is incorporated by reference from the Company's definitive Proxy Statement to be filed on or before November 3, 1995, in connection with its annual meeting scheduled to be held on December 8, 1995. PART IV ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K (a) 1. Financial Statements Consolidated Balance Sheets - July 29, 1995 and July 30, 1994 Consolidated Statements of Operations - years ended July 29, 1995; July 30, 1994 and July 31, 1993 Consolidated Statements of Shareholders' Equity - years ended July 29, 1995; July 30, 1994 and July 31, 1993 Consolidated Statements of Cash Flows - years ended July 29, 1995; July 30, 1994 and July 31, 1993 Notes to consolidated financial statements The financial statements above and Independent Auditors' Report have been incorporated by reference from the Company's Annual Report to Shareholders for the fiscal year ended July 29, 1995. 2. Financial Statement Schedules Independent Auditors' Report on Schedules Schedule V - Property, Equipment and Fixtures Schedule VI - Accumulated depreciation and amortization of property, equipment and fixtures All other schedules are omitted because they are not applicable, or not required, or because the required information is included in the consolidated financial statements or notes thereto. 3. Exhibits EXHIBIT INDEX Exhibit No. 3 - Certificate of Incorporation and By-Laws * Exhibit No. 4 - Instruments defining the rights of security holders; 4.1 Note Purchase Agreement dated August 20, 1987 * 4.2 Loan Agreement dated March 29, 1994* 4.3 Amendment No. 1 to Loan Agreement* Exhibit No. 10 - Material Contracts: 10.1 Wakefern By-Laws * 10.2 Stockholders Agreement dated February 20, 1992 between the Company and Wakefern Food Corp. * 10.3 Voting Agreement dated March 4, 1987 * 10.4 1987 Incentive and Nonstatutory Stock Option Plan* Exhibit No. 13 - Annual Report to Security Holders Exhibit No. 22 - Subsidiaries of Registrant Exhibit No. 23 - Consent of KPMG Peat Marwick LLP Exhibit No. 27 - Article 5 Financial Data Schedule Exhibit No. 28 a - Press release dated October 3, 1995 Exhibit No. 28 b - Third Quarter Report to Shareholders * The following exhibits are incorporated by reference from the following previous filings: Form 10-K for 1994: 4.3 Form 10-K for 1993: 3, 4.1, 10.1, 10.2, 10.3 and 10.4 Form 10-Q for April 23, 1994: 4.2 (b) No reports on Form 8-K were filed during the fourth quarter of fiscal 1995. Independent Auditors' Report on Financial Statement Schedules The Board of Directors Village Super Market, Inc.: Under date of September 29, 1995, we reported on the consolidated balance sheets of Village Super Market, Inc. as of July 29, 1995 and July 30, 1994, and the related consolidated statements of operations, shareholders' equity, and cash flows for each of the years in the three-year period ended July 29, 1995 as contained in the 1995 annual report to shareholders. These consolidated financial statements and our report thereon are incorporated by reference in the annual report on Form 10-K for the year 1995. In connection with our audits of the aforementioned consolidated financial statements, we also have audited the related financial statement schedules as listed in the accompanying index. These financial statement schedules are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statement schedules based on our audits. In our opinion, such financial statement schedules, when considered in relation to the basic consolidated financial statements taken as a whole, present fairly, in all material respects, the information set forth therein. KPMG Peat Marwick LLP Short Hills, New Jersey September 29, 1995 VILLAGE SUPER MARKET, INC. AND SUBSIDARIES SCHEDULE V - PROPERTY, EQUIPMENT AND FIXTURES
Col. A Col. B Col C. Col. D Col. E Balance at Balance Beginning Additions at end Classification of Period at Cost Retirements of Period Fifty-two weeks ended July 29, 1995 Land $ 8,028,028 $ -- $ -- $ 8,028,028 Buildings 34,337,623 578,142 38,128 34,877,637 Store fixtures & equipment 56,895,598 2,503,258 2,228,480 57,170,376 Leasehold improvements 13,185,705 2,443,054 -- 15,628,759 Leased property under capital leases 13,700,599 -- -- 13,700,599 Vehicles 852,096 109,333 180,504 780,925 Construction in progress 730,496 954,569 -- 1,685,065 $127,730,145 $6,588,356 $2,447,112 $131,871,389 Fifty-two weeks ended July 30, 1994 Land $ 7,928,028 $ 100,000 $ -- $ 8,028,028 Buildings 34,000,548 337,075 -- 34,337,623 Store fixtures & equipment 55,024,926 2,978,566 1,107,894 56,895,598 Leasehold improvements 11,246,225 1,956,927 17,447 13,185,705 Leased property under capital leases 15,182,532 -- 1,481,933 13,700,599 Vehicles 883,644 101,910 133,458 852,096 Construction in progress 231,160 499,336 -- 730,496 $124,497,063 $5,973,814 $2,740,732 $127,730,145 Fifty-three weeks ended July 31, 1993 Land $ 7,878,028 $ 50,000 $ -- $ 7,928,028 Buildings 33,899,911 100,637 -- 34,000,548 Store fixtures & equipment 56,248,734 1,323,522 2,547,330 55,024,926 Leasehold improvements 11,355,257 146,436 255,468 11,246,225 Leased property under capital leases 15,182,532 -- -- 15,182,532 Vehicles 905,669 125,003 147,028 883,644 Construction in progress -- 231,160 -- 231,160 $125,470,131 $1,976,758 $2,949,826 $124,497,063
SCHEDULE VI - ACCUMULATED DEPRECIATION AND AMORTIZATION OF PROPERTY, EQUIPMENT AND FIXTURES
Col. A Col. B Col. C Col. D Col. E Balance at Balance Beginning at end Classification of Period Additions Retirements of Period Fifty-two weeks ended July 29, 1995 Buildings $ 6,904,784 $1,174,734 $ 38,128 $ 8,041,390 Store fixtures & equipment 34,520,815 5,163,170 2,228,480 37,455,505 Leasehold improvements 7,454,626 1,104,048 -- 8,558,674 Leased property under capital leases 6,778,475 526,612 -- 7,305,087 Vehicles 657,527 112,831 175,753 594,605 $56,316,227 $8,081,395 $2,442,361 $61,955,261 Fifty-two weeks ended July 30, 1994 Buildings $ 5,733,858 $1,170,926 $ -- $ 6,904,784 Store fixtures & equipment 30,136,690 5,354,389 970,264 34,520,815 Leasehold improvements 6,404,256 1,062,824 12,454 7,454,626 Leased property under capital leases 7,419,259 544,758 1,185,542 6,778,475 Vehicles 672,133 116,041 130,647 657,527 $50,366,196 $8,248,938 $2,298,907 $56,316,227 Fifty-three weeks ended July 31, 1993 Buildings $ 4,558,724 $1,175,134 $ -- $ 5,733,858 Store fixtures & equipment 26,876,142 5,277,908 2,017,360 30,136,690 Leasehold improvements 5,682,811 975,136 253,691 6,404,256 Leased property under capital leases 6,820,063 599,196 -- 7,419,259 Vehicles 658,907 153,866 140,640 672,133 $44,596,647 $8,181,240 $2,411,691 $50,366,196
SIGNATURES Pursuant to the requirements of Section 13 or 15 (d) 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. By: /S/ Kevin Begley By: /S/ Perry Sumas Kevin Begley Perry Sumas (Chief Financial & (Chief Executive Officer) Principal Accounting Officer) Date: October 25, 1995 Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on dates indicated: /S/ Perry Sumas /S/ James Sumas Perry Sumas, October 25, 1995 James Sumas, October 25, 1995 (Director) (Director) /S/ Robert Sumas /S/ William Sumas Robert Sumas, October 25, 1995 William Sumas, October, 25, 1995 (Director) (Director) /S/ John P. Sumas /S/ John J. McDermott John P. Sumas, October 25, 1995 John McDermott, October 25, 1995 (Director) (Director) /S/ George Andresakes /S/ Norman Crystal George Andresakes, October 25, 1995 Norman Crystal, October 25, 1995 (Director) (Director) SUBSIDIARIES OF REGISTRANT The Company currently has one wholly-owned subsidiary, Village Liquor, Inc. This corporation is organized under the laws of the State of New Jersey. The Financial statements of this subsidiary are included in the Company's consolidated financial statements. Independent Auditors' Consent The Board of Directors Village Super Market, Inc.: We consent to incorporation by reference in the Registration Statement (No. 2-86320) on Form S-8 of Village Super Market, Inc. of our reports dated September 29, 1995, relating to the consolidated balance sheets of Village Super Market, Inc. and subsidiaries as of July 29, 1995 and July 30, 1994, and the related consolidated statements of operations, shareholders' equity, and cash flows and related schedules for each of the years in the three year period ended July 29, 1995, which reports appear in or are incorporated by reference in the July 29, 1995 annual report on Form 10-K of Village Super Market, Inc. Our report refers to a change in the method of accounting for income taxes. KPMG Peat Marwick LLP Short Hills, New Jersey October 27, 1995 EX-28.A 2 PRESS RELEASE DATED OCTOBER 3, 1995 VILLAGE SUPER MARKET, INC. REPORTS RESULTS FOR THE FOURTH QUARTER AND YEAR ENDED JULY 29, 1995 Springfield, N.J. - October 3, 1995 - Village Super Market, Inc. reported sales and net income for the fourth quarter and year ended July 29, 1995, Perry Sumas, President announced today. Net income was $352,000 in the fourth quarter of fiscal 1995 compared to a net loss of $249,000 in the prior year. Fourth quarter sales were $173,699,000, a decline of 7.5% from the prior year. Sales decreased due to the current years fourth quarter containing 13 weeks compared to 14 weeks one year ago and a store closing one year ago. In reviewing the quarter, Mr. Sumas attributed the improved results compared to a year ago to higher gross margins. Operating expenses as a percentage of sales were the same as a year ago as decreases in payroll costs were offset by increased supply and coupon costs. Same store sales increased by .7% in the quarter. Net income for the full fiscal year was $578,000 compared to a net loss before the impact of an accounting change of $1,207,000 in the prior year. Sales for the year were $677,322,000 a decline of 2.6% from the prior year. Sales declined due to a store closed in August 1994 and a same store sales decrease of .7%. Same store sales declined due to the impact of new competitive entries, continued sluggishness in the economy and comparison to a prior year period that included higher promotional spending. The improvement in net income in fiscal 1995, despite lower same store sales is due to higher gross margins, and lower payroll and coupon costs, partially offset by higher supply costs. 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 year ended July 29, 1995.
July 29, 1995 July 30, 1994 Quarter Ended Sales $173,699,000 $187,842,000 Net Income (Loss) $ 352,000 $ (249,000) Net Income (Loss) Per Share $ .12 $ (.09) Year Ended Sales $677,322,000 $695,070,000 Net Income (Loss) $ 578,000 $ (807,000) Net Income (Loss) Per Share $ .20 $ (.28)
EX-28.B 3 THIRD QUARTER REPORT TO SHAREHOLDERS To Our Shareholders: The Company had a net loss of $293,000 in the third quarter ended April 29, 1995, a major improvement from the loss of $1,131,000 in the prior year third quarter. For the nine month period, net income was $227,000 compared to a $958,000 loss before the cumulative effect of an accounting change in the prior year. The results for both the quarter and nine month periods are substantially improved from a year ago, despite lower sales, due to more efficient use of labor and reduced promotional costs. Sales in the third quarter decreased 4.3% from the prior year to $164,453,000. Sales were lower due to the closing of the Easton store in August 1994. Also, same store sales decreased 1.3% in the third quarter. Same store sales declined due to the impact of new competitive entries, continued sluggishness in the economy and comparison to a prior year period that included higher promotional spending. Sales for the nine month period were $503,624,000, a decrease of .7% from the prior year. Sales decreased due to the store closed and lower same store sales of 1.1%. This decrease was partially offset by the current year containing 39 weeks compared to 38 weeks in the prior year. Gross margins as a percentage of sales for the quarter and nine month period were 24.6% and 24.4%, respectively, compared with 24.4% in both of the corresponding prior year periods. The improvement in gross margin percentage in the third quarter was due to the increased mix of sales in high margin perishable departments. Price competition in the marketplace and continued high levels of sale item penetration have prevented further increases in gross margins throughout fiscal 1995. Operating and administrative expenses as a percentage of sales for the quarter and nine periods decreased to 23.0% and 22.4%, respectively, compared with 23.5% and 22.8%, respectively, in the 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 supply costs. The Company completed expansions and remodels of the Stirling, Hillsborough and Chester stores this year. An expansion of the Absecon store has begun. The following table summarizes Village's results for the quarter and nine month periods ended April 29, 1995. Respectfully, Perry Sumas, President James Sumas, Chairman of the Board June 9, 1995 INCOME STATEMENT DATA
April 29, 1995 April 23, 1994 13 Weeks Ended Sales $164,453,000 $171,776,000 Net Income (Loss) $ ( 293,000) $ (1,131,000) Net Income (Loss) Per Share $ (.10) $ (.39) 39 Weeks Ended 38 Weeks Ended Sales $503,624,000 $507,228,000 Income (Loss) Before Accounting Change $ 227,000 $ (958,000) Cumulative Effect of Accounting Change $ --- $ 400,000 Net Income (Loss) $ 227,000 $ (558,000) Net Income (Loss) Per Share: Income (Loss) Before Accounting Change $ .08 $ (.33) Cumulative Effect of Accounting Change $ --- $ .14 Net Income (Loss) $ .08 $ (.19)
BALANCE SHEET COMPARISONS
April 29, 1995 July 30, 1994 Current Assets $ 38,940,000 $ 38,141,000 Current Liabilities 40,402,000 42,241,000 Net Working Capital (Deficit) (1,462,000) (4,100,000) Long Term Debt 39,033,000 36,933,000 Stockholders' Equity 52,650,000 52,423,000
EX-13 4 ANNUAL REPORT Village Super Market, Inc. and Subsidiaries The Company Village Super Market, Inc. operates a chain of 23 ShopRite supermarkets, 17 of which are located in northern New Jersey, 1 in northeastern Pennsylvania and 5 in the southern shore area of New Jersey. Village is a member of Wakefern Food Corporation, the largest retailer owned food cooperative in the United States. Village's business was founded in 1937 by Nicholas and Perry Sumas and has continued to be principally owned and operated under the active management of the Sumas family. Contents Letter to Shareholders................................................2 Management's Discussion and Analysis of Financial Condition and Results of Operations........................4 Financial Statements..................................................6 Independent Auditors' Report.........................................16 Stock Price and Dividend Information.................................16 Corporate Directory...................................INSIDE BACK COVER Village Super Market, Inc. and Subsidiaries Selected Financial Data (Dollars in thousands except per share and per sq. ft. data)
JULY 29, JULY 30, JULY 31, JULY 25, JULY 27, 1995 1994 1993 1992 1991 FOR YEAR Sales $677,322 $695,070 $713,856 $715,059 $686,002 Net income (loss) 578 (807) 1,437 487 1,908 Net income (loss) per share .20 (.28) .49 .17 .64 Cash dividends per share Class A -- -- -- .075 .15 Class B -- -- -- .05 .10 AT YEAR END Total assets 135,575 134,793 141,387 145,668 141,847 Long term obligations including capital leases 34,853 36,933 39,470 45,699 40,328 Working capital (deficit) (3,755) (4,100) (2,303) (3,617) (2,651) Shareholders' equity 53,001 52,423 53,230 51,793 51,485 Book value per share 18.21 18.01 18.29 17.80 17.69 OTHER DATA Selling sq ft 842,000 845,000 874,000 930,000 881,000 Number of stores 23 24 25 27 27 Sales per average number of stores 29,449 28,370 27,456 26,484 25,407 Sales per average sq ft of selling space 803 809 791 790 814 Capital expenditures 6,588 5,974 1,977 14,494 18,963
Unaudited Quarterly Financial Data (Dollars in thousands except per share amounts)
FIRST SECOND THIRD FOURTH FISCAL QUARTER QUARTER QUARTER QUARTER YEAR 1995 SALES $167,366 $171,804 $164,453 $173,699 $677,322 GROSS MARGIN 40,626 41,840 40,494 42,911 165,871 NET INCOME (LOSS) 83 436 (293) 352 578 NET INCOME (LOSS) PER SHARE $ .03 $ .15 $ (.10) $ .12 $ .20 1994 Sales $158,745 $176,707 $171,776 $187,842 $695,070 Gross margin 38,940 42,897 41,846 45,404 169,087 Income (loss) before cumulative effect of accounting change 16 157 (1,131) (249) (1,207) Income (loss) per share before cumulative effect of accounting change -- $ .06 $ (.39) $ (.09) $ (.42) Net income (loss) 416 157 (1,131) (249) (807) Net income (loss) per share $ .14 $ .06 $ (.39) $ (.09) $ (.28)
Village Super Market, Inc. and Subsidiaries Dear Fellow Shareholders We are pleased to report net income of $578,000, or $.20 per share, in fiscal 1995. This compares with a net loss before an accounting change of $1,207,000 in 1994. Sales decreased 2.6% to $677,322,000 due to the closing of the Easton store and a same store sales decline of .7%. A year ago we expressed how disappointed we were with the 1994 results and explained the corrective actions we were taking. Happily, we achieved the expense reductions we expected. Payroll costs declined due to more efficient use of hours worked and promotional costs were also reduced. These improvements and an increase in gross margins resulted in the turnaround in 1995, despite lower same store sales. Our marketing areas continue to experience increased competition. During 1995 four competitors opened stores in markets we serve. We expect this trend to continue, resulting in limited improvement in same store sales. Our focus will remain on updating our store base, reducing our cost structure and satisfying our customers' needs. We completed an expansion of the Chester store this year. The Chester store and the three stores remodeled in 1994 are meeting our performance expectations. We recently began a major expansion of the Absecon store. The Livingston store is scheduled for a major remodel next spring. We also continue to pursue approval of a new store in Garwood/Westfield. As part of ShopRite's continuing commitment to customer satisfaction, comprehensive consumer marketing surveys were performed this year by a consultant. The information obtained from these surveys has been used to improve training programs and to enhance employees' and management's understanding of customer needs and priorities. Customer needs and thus the supermarket have continued to change over the years. With the prevalence of two-income families and the struggle to find enough time in the day, we have responded by increasing our offerings of foods to go and packaged salads. We expect these and similar responses to changing customer needs to be growth areas. We thank our employees for their hard work in restoring profitability after a difficult year and our shareholders for their patience and support. James Sumas, Perry Sumas, Chairman of the Board President Village Super Market, Inc. and Subsidiaries Nicholas J. Sumas 1903 - 1995 Village Supermarket lost its co-founder, Nicholas Sumas, this year. Mr. Nick, as he was known to members of the Village family, served as Chairman of the Board from its incorporation until 1989. He also served as President and CEO until 1973. Nick emigrated to the United States in 1920 from Vithos, Greece. In 1937, with his brother Perry, he opened a small produce market that later became the first Village Super Market in South Orange, New Jersey. A decade later they joined several other small food markets to form the ShopRite food cooperative, Wakefern Food Corporation. Nick served as President of Wakefern in 1954 and 1955. Throughout his life Nick supported his church and community with the same dedication and enthusiasm that he devoted to the company he founded. He served as President of St. Constantine and Helen Church in Orange from 1956 to 1966. Nick created the Sumas Foundation, which funded a library for the children of St. Basils Academy in Garrison, NY. His leadership and guidance will be sorely missed by all of us at Village. Village Super Market, Inc. and Subsidiaries Management's Discussion and Analysis of Financial Condition and Results of Operations RESULTS OF OPERATIONS The following table sets forth the major components of the Consolidated Statements of Operations of the Company as a percentage of sales:
JULY 29, July 30, July 31, 1995 1994 1993 Sales 100.00% 100.00% 100.00% Cost of sales 75.51 75.67 75.80 Gross margin 24.49 24.33 24.20 Operating and administrative expense 22.44 22.73 22.27 Depreciation and amortization 1.28 1.26 1.22 Operating income .77 .34 .71 Interest (net) .60 .57 .62 Gain (loss) on disposal of assets (.04) (.05) .24 Income (loss) before taxes and cumulative effect of accounting change .13% (.28)% .33%
Sales decreased $17,748,000 in fiscal 1995. The closing of the Easton store in August 1994 decreased sales by $11,600,000. In addition, same store sales decreased by .7% due to the effects of new competitive entries, continued sluggishness in the economy and comparison to a prior year period that included higher promotional spending. Sales decreased $18,786,000 in fiscal 1994. Sales decreased $13,100,000 as a result of the prior year containing 53 weeks. The sale of the Morristown and Kingston stores caused decreased sales of $13,900,000. Offsetting these declines was a same store sales increase of 1.3%. Although same store sales increased in the middle part of the fiscal year due to increased promotional spending, the sluggish economy and new competitive entries held same store sales flat in the fourth quarter. Gross margin as a percentage of sales increased in fiscal 1995 and 1994 as a result of aggressive buying practices. High levels of sale item penetration and price competition in the marketplace prevented further increases in gross margins. Operating and administrative expenses in fiscal 1995 declined by .3 as a percentage of sales. This improvement was due to lower payroll and coupon costs, partially offset by increased supply costs. Payroll costs declined, despite an increase in pay rate per hour, due to a reduction in same store hours worked. Operating and administrative expenses in fiscal 1994 were slightly lower due to store closings and one less week of operations but increased .46 as a percentage of sales. Approximately half of this increase was due to higher levels of promotional spending, chiefly coupons, in the middle part of the year. Although this additional promotional spending was partially responsible for the increase in same store sales, a larger sales increase was expected in order to offset the cost of these coupons. In addition, workers' compensation, health care and payroll costs increased. Interest expense increased in 1995 due to higher variable interest rates. Interest expense decreased in 1994 due to declining debt levels and lower interest rates. Net income was $578,000 in fiscal 1995 compared to a net loss before the cumulative effect of accounting change of $1,207,000 in fiscal 1994. This improvement is primarily attributable to reductions in payroll and coupon costs and improved gross margins. The Easton store was closed on August 30, 1994. The Company is pursuing selling or leasing this company owned property. A charge to operations in the amount of $200,000 is included in the 1995 results from the closing of the store. The equipment and leasehold of the Morristown store was sold on October 6, 1993 for $87,000 plus the cost of inventory. A loss of $354,000 was recorded in fiscal 1994 and an additional loss of $300,000 was recorded in fiscal 1995 for additional rent and disposal costs that were incurred as a result of the sublessee's failure to make rent payments. Village Super Market, Inc. and Subsidiaries Management's Discussion and Analysis of Financial Condition and Results of Operations (Continued) Sales were not materially affected by inflation in 1995 and 1994. The Company has historically been able to pass along inflationary increases in its direct product costs through increased selling prices. However, operating and administrative costs have increased in some recent years despite the lack of inflation in food prices. The competitive climate has at times prevented the Company from increasing gross margins to compensate for increased operating costs. As a result, the Company had experienced declining profitability prior to 1995. A continuation of the recent trend of increased price competition, higher wage and benefit costs and a sluggish economy could prevent the Company from increasing its operating margins and profitability. LIQUIDITY AND CAPITAL RESOURCES Current liabilities exceeded current assets by $3,755,000, $4,100,000 and $2,303,000 at the end of fiscal 1995, 1994, and 1993, respectively. Working capital ratios at the same dates were .91, .90 and .95 to one, respectively. The Company's working capital needs are reduced by its high rate of inventory turnover (twenty-one times in fiscal 1995) and because the warehousing and distribution arrangements accorded to the Company as a member of Wakefern permit it to minimize inventory levels and sell most merchandise before payment is required. The Starn's stores generate greater sales during the summer months due to their location in the southern shore region of New Jersey. This seasonality serves to offset the slight decline in sales experienced during the summer months by the majority of the Company's other stores, resulting in a more level distribution of working capital require- ments throughout the year. Capital expenditures in 1995 were $6,588,000. The major expenditure was the expansion and remodeling of the Chester store. The remainder of capital expenditures included the start of the expansion of the Absecon store and amounts expended in an effort to obtain approvals for a new store. The Company has budgeted approximately $8,000,000 for capital expenditures in fiscal 1996. The major planned expenditures are the expansion and remodeling of the Absecon store and the beginning of the expansion of the Livingston store. The Company expects to finance these expenditures through internally generated funds and borrowing under its credit facility. The Company has historically financed capital expenditures through cash provided by operations supplemented by bank borrowings. Aggregate capital expenditures for the three years ended July 29, 1995 were $14,539,000. During the same period of time, net long-term borrowings decreased by $10,075,000. The ability to finance expansion through operational cash flow is reflected in the ratio of long-term debt to total capitalization, which is currently 39.7% compared with 46.8% three years ago. In addition to operating cash flow, the Company's primary source of liquidity during 1996 is expected to be borrowings under the $12,000,000 revolving loan credit facility. At July 29, 1995, the Company had borrowed $7,000,000 under this facility. The Company was in full compliance with all terms and restrictive covenants of this debt agreement, as amended, during fiscal 1995 and expects to be in compliance for the remaining term of the agreement. At July 29, 1995, the Company did not meet a cash flow-to-fixed charge coverage ratio contained in two other debt agreements with one 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. Village Super Market, Inc. and Subsidiaries Consolidated Balance Sheets
JULY 29, JULY 30, 1995 1994 ASSETS CURRENT ASSETS Cash and cash equivalents $ 9,655,284 $ 7,246,164 Merchandise inventories 24,179,034 25,273,150 Patronage dividend receivable 2,682,880 2,782,470 Miscellaneous receivables 2,677,519 1,902,370 Income taxes receivable 459,873 356,814 Prepaid expenses 629,639 580,124 Total current assets 40,284,229 38,141,092 PROPERTY, EQUIPMENT AND FIXTURES, at cost less accumulated depreciation and amortization 69,916,128 71,413,918 OTHER ASSETS Investment in related party, at cost 9,819,818 9,415,874 Goodwill, net 10,871,452 11,137,730 Other intangibles, net 2,791,250 3,045,001 Receivables and other assets 1,891,680 1,639,152 Total other assets 25,374,200 25,237,757 $135,574,557 $134,792,767
LIABILITIES AND SHAREHOLDERS' EQUITY
CURRENT LIABILITIES Current portion of long-term debt: Mortgages and notes payable $ 4,711,734 $ 4,764,650 Capitalized lease obligations 368,675 383,926 Accounts payable to related party 25,583,821 23,947,383 Accounts payable and accrued expenses 12,602,904 12,330,181 Deferred income taxes 771,948 814,737 Total current liabilities 44,039,082 42,240,877 LONG-TERM DEBT, less current portion: Mortgages and notes payable 24,608,961 26,320,696 Capitalized lease obligations 10,243,557 10,612,232 Total long-term debt 34,852,518 36,932,928 DEFERRED INCOME TAXES 3,681,883 3,195,595 COMMITMENTS AND CONTINGENCIES SHAREHOLDERS' EQUITY Preferred stock, no par value: Authorized 10,000,000 shares, none issued -- -- Class A common stock, no par value: Authorized 10,000,000 shares, issued 1,762,800 shares 18,129,472 18,129,472 Class B common stock, no par value: Authorized 10,000,000 shares, issued and outstanding 1,594,076 shares 1,034,679 1,034,679 Retained earnings 40,021,926 39,444,219 Less treasury stock, Class A, at cost (447,000 shares) (6,185,003) (6,185,003) Total shareholders' equity 53,001,074 52,423,367 $135,574,557 $134,792,767
See notes to consolidated financial statements. Village Super Market, Inc. and Subsidiaries Consolidated Statements of Operations
YEARS ENDED JULY 29, JULY 30, JULY 31, 1995 1994 1993 SALES $677,321,821 $695,070,272 $713,856,206 COST OF SALES 511,451,057 525,983,044 541,120,690 GROSS MARGIN 165,870,764 169,087,228 172,735,516 Operating and administrative expense 152,008,710 157,983,230 158,943,214 Depreciation and amortization expense 8,618,374 8,785,917 8,718,220 Operating Income 5,243,680 2,318,081 5,074,082 Interest expense, net of interest income of $58,488, $103,126 and $27,459 4,030,535 3,900,248 4,404,606 Gain (loss) on disposal of assets (300,438) (354,523) 1,696,174 INCOME (Loss) BEFORE INCOME TAXES AND CUMULATIVE EFFECT OF ACCOUNTING CHANGE 912,707 (1,936,690) 2,365,650 PROVISION (BENEFIT) FOR INCOME TAXES 335,000 (730,000) 929,000 INCOME (LOSS) BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGE 577,707 (1,206,690) 1,436,650 CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING FOR INCOME TAXES -- 400,000 -- NET INCOME (LOSS) $ 577,707 $ (806,690) $ 1,436,650 NET INCOME (LOSS) PER SHARE: INCOME (LOSS) BEFORE CUMULATIVE EFFECT OF ACCOUNTING CHANGE $ .20 $ (.42) $ .49 CUMULATIVE EFFECT OF ACCOUNTING CHANGE -- .14 -- NET INCOME (LOSS) $ .20 $ (.28) $ .49
See notes to consolidated financial statements. Village Super Market, Inc. and Subsidiaries Consolidated Statements of Shareholders' Equity
YEARS ENDED JULY 29, 1995 JULY 30, 1994 AND JULY 31, 1993 NO PAR VALUE NO PAR VALUE CLASS A, CLASS B, COMMON STOCK COMMON STOCK RETAINED TREASURY SHARES AMOUNT SHARES AMOUNT EARNINGS STOCK Balance, July 25, 1992 1,758,800 $18,126,876 1,598,076 $1,037,275 $38,814,259 $(6,185,003) Net Income -- -- -- -- 1,436,650 -- Balance, July 31, 1993 1,758,800 $18,126,876 1,598,076 $1,037,275 $40,250,909 $(6,185,003) Net Loss -- -- -- -- (806,690) -- Conversion of shares 4,000 2,596 (4,000) (2,596) -- -- Balance, July 30, 1994 1,762,800 $18,129,472 1,594,076 $1,034,679 $39,444,219 $(6,185,003) NET INCOME -- -- -- -- 577,707 -- BALANCE, JULY 29, 1995 1,762,800 $18,129,472 1,594,076 $1,034,679 $40,021,926 $(6,185,003)
See notes to consolidated financial statements. Village Super Market, Inc. and Subsidiaries Consolidated Statements of Cash Flows
YEARS ENDED JULY 29, 1995 JULY 30, 1994 JULY 31, 1993 CASH FLOWS FROM OPERATING ACTIVITIES Net income (loss) $ 577,707 $(806,690) $1,436,650 Adjustments to reconcile net income (loss) to net cash provided by operating activities: Cumulative effect of accounting change -- (400,000) -- Depreciation and amortization 8,618,374 8,785,917 8,718,220 Deferred taxes (71,000) (911,000) (138,000) Provision to value inventories at LIFO 344,878 656,346 212,380 (Gain) loss on disposal of assets 300,438 354,523 (1,696,174) Changes in assets and liabilities: Decrease in merchandise inventories 749,238 316,394 252,033 (Increase) decrease in patronage dividend receivable 99,590 167,793 (29,710) (Increase) decrease in miscellaneous receivables (775,149) 2,339,377 (601,755) (Increase) in prepaid expenses (49,515) (11,109) (118,037) (Increase) decrease in income taxes receivable 411,440 253,458 (610,272) (Increase) decrease in other assets (269,478) 606,376 (265,924) Increase (decrease) in accounts payable to related party 1,636,438 546,851 (288,519) Increase (decrease) in accounts payable and accrued expenses 272,723 (2,191,982) 308,445 (Decrease) in income taxes payable -- (264,394) (239,920) Net cash provided by operating activities 11,845,684 9,441,860 6,939,417 CASH FLOWS FROM INVESTING ACTIVITIES Capital expenditures (6,588,356) (5,973,814) (1,976,758) Investment in related party (403,944) (361,328) (542,403) Proceeds (expenditures) from disposal of assets (295,687) 87,303 2,234,309 Net cash used in investing activities (7,287,987) (6,247,839) (284,852) CASH FLOWS FROM FINANCING ACTIVITIES Proceeds from issuance of long-term debt 3,000,000 14,000,000 -- Principal payments of long-term debt (5,148,577) (16,567,312) (5,359,109) Net cash used in financing activities (2,148,577) (2,567,312) (5,359,109) NET INCREASE IN CASH AND CASH EQUIVALENTS 2,409,120 626,709 1,295,456 CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR 7,246,164 6,619,455 5,323,999 CASH AND CASH EQUIVALENTS, END OF YEAR $9,655,284 $7,246,164 $6,619,455
See notes to consolidated financial statements. Village Super Market, Inc. and Subsidiaries Notes to Consolidated Financial Statements NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES PRINCIPLES OF CONSOLIDATION The consolidated financial statements include the accounts of Village Super Market, Inc. and its subsidiary, which is wholly owned. Intercompany balances and transactions have been eliminated. FISCAL YEAR The Company and its subsidiaries utilize a 52-53 week fiscal year ending on the last Saturday in the month of July. Fiscal 1995 and 1994 contain 52 weeks. Fiscal 1993 contained 53 weeks. INDUSTRY SEGMENT The Company consists of one operating segment, the retail sale of food and non-food products. RECLASSIFICATIONS Certain amounts have been reclassified in the 1994 and 1993 financial statements to conform to the 1995 financial statement presentation. CASH AND CASH EQUIVALENTS Cash and cash equivalents includes interest bearing, overnight deposits with Wakefern in the amount of $6,900,000 and $5,200,000 at July 29, 1995 and July 30, 1994, respectively. MERCHANDISE INVENTORIES Merchandise inventories are carried at cost, which is not in excess of market. Cost is determined as follows: Grocery and non-foods - last-in, first-out (LIFO) (retail less departmental gross profit mark-up). Meat and all other perishables - first-in, first-out (FIFO). Dairy, frozen foods and liquor - FIFO (retail less departmental gross profit mark-up). PROPERTY, EQUIPMENT AND FIXTURES Property, equipment and fixtures are recorded at cost. Interest cost incurred to finance construction is capitalized as part of such cost. Renewals and betterments are capitalized. Maintenance and repairs are expensed as incurred. Depreciation is provided on a straight-line basis over estimated useful lives of thirty years for buildings, ten years for store fixtures and equipment, and three years for vehicles. Leasehold improvements are amortized over ten to twenty years. Capital leases are amortized on a straight-line basis over the shorter of the related lease term or the economic lives of the related assets. When assets are sold or retired, their cost and accumulated depreciation are removed from the accounts, and any gain or loss is reflected in the financial statements. STORE OPENING AND CLOSING COSTS All store opening costs are expensed as incurred. Provisions are made for losses resulting from store closings at the time of closing. LEASES Leases which meet certain criteria are classified as capital leases, and assets and liabilities are recorded at amounts equal to the lesser of the present value of the minimum lease payments or the fair value of the leased properties at the inception of the respective leases. Such assets are amortized on a straight-line basis over the shorter of the related lease terms or the economic lives of the related assets. Amounts representing interest expense relating to the lease obligations are recorded to affect constant rates of interest over the terms of the leases. Leases which do not qualify as capital leases are classified as operating leases, and related rentals are charged to expense as incurred. GOODWILL Goodwill arising after October 31, 1970 is being amortized over forty years. The Company does not amortize goodwill amounting to approximately $2,900,000 acquired prior to October 31, 1970 since, in management's opinion, the value of such intangibles has not diminished. Accumulated amortization of goodwill amounted to $2,540,530 and $2,274,250 at July 29, 1995 and July 30, 1994, respectively. The Company regularly assesses the recoverability of unamortized amounts of goodwill utilizing relevant cash flow and profitability information. OTHER INTANGIBLES Other intangibles include the fair value of a favorable lease and trademarks acquired in a business acquisition. Other intangibles are being amortized over 20 years. Accumulated amortization of other intangibles amounted to $2,283,749 and $2,029,999 at July 29, 1995 and July 30, 1994, respectively. INCOME TAXES Effective August 1, 1993, the Company adopted Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes" (SFAS 109), which requires an asset and liability approach for 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 tax rates in effect. As permitted by SFAS 109, the Company has elected not to restate the financial statements of any prior periods. Village Super Market, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Continued) NOTE 1 - SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (continued) NET INCOME (LOSS) PER SHARE Net income (loss) per share is computed by dividing net income (loss) by the weighted average number of all common shares outstanding during the periods presented which was 2,909,876 in 1995, 1994 and 1993. Stock options are not included in the calculation as their inclusion would be anti-dilutive or would not result in a material dilution of net income (loss) per share. NOTE 2 - INVENTORIES Merchandise inventories are comprised as follows:
JULY 29, JULY 30, 1995 1994 Last-in, first-out (LIFO) $15,947,436 $17,084,096 First-in, first-out (FIFO) 8,231,598 8,189,054 $24,179,034 $25,273,150
If the FIFO method of inventory accounting had been used rather than LIFO, inventories would have been $6,812,530 and $6,467,653 higher than reported in 1995 and 1994, respectively. NOTE 3 - PROPERTY, EQUIPMENT AND FIXTURES Property, equipment and fixtures are comprised as follows:
JULY 29, JULY 30, 1995 1994 Land and buildings $42,905,665 $42,365,651 Store fixtures and equipment 57,170,376 56,895,598 Leasehold improvements 15,628,759 13,185,705 Leased property under capital leases 13,700,599 13,700,599 Vehicles 780,925 852,096 Construction in progress 1,685,065 730,496 131,871,389 127,730,145 Less accumulated depreciation and amortization 61,955,261 56,316,227 Property, equipment and fixtures - net $69,916,128 $71,413,918
NOTE 4 - RELATED PARTY INFORMATION The Company's investment in its principal supplier, Wakefern Food Corp. ("Wakefern"), which is operated on a cooperative basis for its stockholder members, is less than 20% of the outstanding shares of Wakefern. The investment is pledged as collateral for any obligations to Wakefern. In addition, this obligation is personally guaranteed by the principal shareholders of the Company. The Company is obligated to purchase 85% of its primary merchandise requirements from Wakefern until ten years from the date that stockholders representing 75% of Wakefern sales notify Wakefern that those stockholders request the Wakefern Stockholder Agreement be terminated. The Company's merchandise purchases from Wakefern approximated $484,491,000, $490,447,000 and $489,658,000 during fiscal years 1995, 1994 and 1993, respectively. Wakefern distributes as a "patronage dividend" to each member a share of earnings of Wakefern in proportion to the dollar volume of business done by the member with Wakefern during the year. Patronage dividends, which are recorded as a reduction of cost of sales, amounted to $8,223,000, $7,702,000 and $6,897,000 in 1995, 1994 and 1993, respectively. Village Super Market, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Continued) NOTE 4 - RELATED PARTY INFORMATION (continued) Wakefern has increased from time to time the required investment in its common stock for each supermarket owned by a member, with the exact amount per store computed in accordance with a formula based on the volume of each store's purchases from Wakefern. As a result, the Company is required to invest approximately $820,000 over approximately the next three years. The Company will receive additional shares of common stock to the extent paid for at the end of each fiscal year (September 30) of Wakefern calculated at the then book value of such shares. The payments together with any stock issued thereunder, at the option of Wakefern, may be null and void and all payments on this subscription shall become the property of Wakefern in the event the Company does not complete the payment of this subscription in a timely manner. NOTE 5 - MORTGAGES AND NOTES PAYABLE
JULY 29, JULY 30, 1995 1994 Term loans, interest at 8.49% payable monthly, principal payable in monthly installments of $55,555 with a final principal payment of $5,555,556 due April 1, 2001 $9,333,333 $10,000,000 Revolving credit note 7,000,000 4,000,000 Senior unsecured notes, interest at 9.91% payable quarterly, due in annual installments through August 15, 1997 5,600,000 8,100,000 Mortgage note, interest at 10.19% payable semi-annually, due in three equal annual installments beginning December 1, 1997, collateralized by certain land and building 4,000,000 4,000,000 Notes payable, interest at prime minus 1.5%, payable in monthly installments through January 1998, collateralized by certain equipment 3,387,362 4,932,430 Other notes payable -- 52,916 29,320,695 31,085,346 Less current portion 4,711,734 4,764,650 Noncurrent maturities $24,608,961 $26,320,696
Aggregate principal maturities of mortgages and notes as of July 29, 1995 are as follows:
Year ending July: 1996 $ 4,711,734 1997 11,670,067 1998 2,938,894 1999 2,000,000 2000 2,000,000
On March 29, 1994 the Company entered into a new loan agreement with two banks. The agreement consists of a $10,000,000 term loan and a $12,000,000 revolving loan. The $12,000,000 revolving loan, which can be used for any purpose except new store construction, matures March 31, 1997 and carries interest at prime plus .5 %. At July 29, 1995 the Company was in compliance with all terms and restrictive covenants of this debt agreement, as amended. This agreement contains restrictive covenants which, among other matters, specify total debt levels, maintenance of net worth, interest coverage ratios, cash flow coverage ratios, limitation on payment of dividends and limitation of capital expenditures. At July 29, 1995 the Company did not meet a cash flow-to-fixed charge coverage ratio contained in two other debt agreements with one 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 under the Company's revolving loan), declaring dividends and executing new leases. Interest paid amounted to $4,073,646, $4,095,616 and $4,496,835 in 1995, 1994 and 1993, respectively. Village Super Market, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Continued) NOTE 6 - INCOME TAXES The components of the provision (benefit) for income taxes are:
1995 1994 1993 Federal: Current $175,000 $ 181,000 $733,000 Deferred 69,000 (787,000) (89,000) State: Current 231,000 -- 334,000 Deferred (140,000) (124,000) (49,000) $335,000 $(730,000) $929,000
Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company's deferred tax liabilities and assets are as follows:
JULY 29, JULY 30, 1995 1994 Deferred tax liabilities: Tax over book depreciation $5,794,712 $5,978,030 Patronage dividend receivable 1,071,542 1,118,205 Other 573,616 365,064 Total deferred tax liabilties 7,439,870 7,461,299 Deferred tax assets: Amoritization of capital leases 1,684,158 1,637,252 Tax credits and loss carry forwards 858,503 1,381,647 Other 443,378 432,068 Total deferred tax assets 2,986,039 3,450,967 Net deferred tax liability $4,453,831 $4,010,332
A valuation allowance is provided when it is more likely than not that some portion of the deferred tax assets will not be realized. In management's opinion, in view of the Company's previous, current and projected taxable income, such tax assets will more likely than not be fully realized. Accordingly, no valuation allowance was deemed to be required at July 29, 1995 and July 30, 1994. The effective income tax rate differs from the statutory federal income tax rate as follows:
1995 1994 1993 Statutory federal income tax rate 34.0% (34.0%) 34.0% Targeted jobs tax credit (14.5) (4.2) (7.0) Amortization of intangibles 10.6 4.7 4.4 State income taxes, net of federal tax benefit 6.6 (4.2) 7.9 Effective income tax rate 36.7% (37.7%) 39.3%
During 1993 deferred income taxes were provided for significant timing differences in the recognition of expenses for tax and financial statement purposes. The principal components of deferred tax expense (benefit) in 1993 are depreciation - $(354,000) and accrued liabilities - $128,000. The Company has approximately $500,000 of alternative minimum tax credits that may be carried forward indefinitely. The Company has approximately $400,000 of targeted jobs tax credits that can be carried forward fifteen years. No income taxes were paid in 1995. Income taxes paid amounted to approximately $192,000 and $1,917,000 in 1994 and 1993, respectively. Village Super Market, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Continued) NOTE 7 - LONG-TERM LEASES DESCRIPTION OF LEASING ARRANGEMENTS The Company conducts a major part of its operations from leased facilities, with the majority of initial lease terms ranging from 20 to 30 years. All of the Company's leases expire through fiscal 2059. Most of the Company's leases contain renewal options of five years each. These options enable the Company to retain the use of facilities in desirable operating areas. Management expects that in the normal course of business, leases will be renewed or replaced by other leases. The Company is obligated under all leases to pay for utilities and liability insurance, and under certain leases to pay additional amounts based on real estate taxes, maintenance, insurance and a percentage of sales in excess of stipulated amounts. Future minimum lease payments by year and in the aggregate for all non-cancelable leases with initial terms of one year or more consisted of the following at July 29, 1995:
CAPITAL OPERATING LEASES LEASES 1996 $ 1,953,229 $ 3,073,879 1997 1,918,476 3,053,808 1998 1,924,186 2,923,158 1999 1,932,180 2,925,246 2000 1,943,595 2,927,352 Thereafter 18,317,048 17,095,055 Minimum lease payments 27,988,714 $31,998,498 Less amount representing interest 17,376,482 Present value of minimum lease payments $10,612,232
The following schedule shows the composition of total rental expense under operating leases for the following periods:
1995 1994 1993 Minimum rents $3,138,751 $3,353,487 $3,149,108 Contingent rentals 533,774 750,728 892,112 Less sub-lease rentals -- -- (80,880) $3,672,525 $4,104,215 $3,960,340
RELATED PARTY LEASES The Company currently leases three supermarkets and its office facility from realty firms partly or wholly-owned by officers of the Company. The Company paid aggregate rentals under these leases, including minimum rent and contingent rent, of approximately $1,128,000, $1,215,000 and $1,039,000 for fiscal years 1995, 1994 and 1993, respectively. In addition, three supermarkets are leased from partnerships in which the Company is a partner. NOTE 8 - COMMON STOCK Class A common stock has one vote per share and is entitled to cash dividends as declared 54% greater than those paid on the Class B common stock. Class B common stock has ten votes per share. Class B common stock is not transferrable except to another holder of Class B common stock or by will or under the laws of intestacy or pursuant to a resolution of the Board of Directors of the Company approving the transfer. Shares of Class B common stock are convertible on a share-for-share basis for Class A common stock. The Company has an Incentive and Nonstatutory Stock Option Plan under which both incentive and nonstatutory options to purchase up to 150,000 shares of the Company's Class A common stock may be granted to officers and employees of the Company as designated by the Board of Directors. The plan requires incentive stock options to be granted at an exercise price equalling the fair market value of the Company's stock at the date of grant (110% if the optionee holds more than 10% of the voting stock of the Company), while nonstatutory options may be granted at an exercise price less than market value. All options granted to date are at an exercise price equal to the fair value at the date of grant. All options outstanding at July 29, 1995 expire on December 6, 1997. There were no transactions in fiscal 1995, 1994 and 1993. There are 130,000 options outstanding and exercisable at an average price of $8.00 at July 29, 1995. Village Super Market, Inc. and Subsidiaries Notes to Consolidated Financial Statements (Continued) NOTE 9 - PENSION PLANS The Company sponsors three defined benefit pension plans covering administrative personnel and members of two unions. Employees covered under the administrative pension benefit plan earn benefits based upon percentages of annual compensation. Employees covered under the union pension benefit plans earn benefits based on a fixed amount for each year of service. The Company's funding policy is to pay at least the minimum contribution required by the Employee Retirement Income Security Act of 1974. Net periodic pension cost for the three plans included the following components:
1995 1994 1993 Service cost $486,332 $365,414 $384,307 Interest cost on projected benefit obligation 402,909 380,587 329,340 Return on plan assets (444,026) (152,604) (124,179) Amortization of unrecognized net assets at transition 7,836 (232,055) (223,508) Net periodic pension cost $453,051 $361,342 $365,960
The funded status of the three pension plans is reconciled to prepaid (accrued) pension cost as follows:
JULY 29, JULY 30, 1995 1994 Plan assets at fair value $5,303,778 $4,768,284 Actuarial present value of benefit obligations: Vested benefits 4,301,071 4,220,550 Non-vested benefits 421,911 99,212 Accumulated benefit obligations 4,722,982 4,319,762 Effect of future increases in compensation levels 827,812 908,207 Projected benefit obligation 5,550,794 5,227,969 Projected benefit obligation in excess of plan assets (247,016) (459,685) Unamortized prior service cost 390,987 529,845 Unrecognized net loss 307,465 298,317 Remaining unrecognized net asset at July 25, 1987 (amortized over 15 years) (435,869) (498,314) Additional liability -- (168,523) Prepaid (accrued) pension cost $ 15,567 $(298,360)
Plan assets are invested principally in government securities, common stocks and mutual funds. Assumptions used in determining the net fiscal 1995, 1994 and 1993 periodic pension cost were:
Assumed discount rate 8 to 8.5% Assumed rate of increase in compensation levels 4% Expected rate of return on plan assets 8 to 8.5%
The Company also participates in several multiemployer pension plans for which the 1995, 1994 and 1993 contributions were $1,785,000, $1,814,000 and $1,822,000, respectively. NOTE 10 - COMMITMENTS AND CONTINGENCIES The Company is under contract to purchase a tract of land, contingent upon receiving all approvals, on which it plans to construct a superstore. Costs incurred related to this project are included in construction in progress as the Company believes such costs will be recoverable from the development of the property. The Company's general liability insurer can make premium calls for premiums paid for the years ended December 1, 1992 through December 1, 1994. Based on advice from the insurer, the Company has recorded liabilities for the estimated premium calls. The Company is involved in litigation incidental to the normal course of business. Company management is of the opinion that insurance coverage is adequate and final disposition should not materially affect the consolidated financial position of the Company. Village Super Market, Inc. and Subsidiaries Independent Auditors' Report The Board of Directors and Shareholders Village Super Market, Inc.: We have audited the accompanying consolidated balance sheets of Village Super Market, Inc. and subsidiaries as of July 29, 1995 and July 30, 1994, and the related consolidated statements of operations, shareholders' equity and cash flows for each of the years in the three-year period ended July 29, 1995. These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these consolidated 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 audit 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 consolidated financial statements referred to above present fairly, in all material respects, the financial position of Village Super Market, Inc. and subsidiaries at July 29, 1995 and July 30, 1994, and the results of their operations and their cash flows for each of the years in the three-year period ended July 29, 1995 in conformity with generally accepted accounting principles. As discussed in Note 1 to the consolidated financial statements, the Company adopted the provisions of Financial Accounting Standards Board Statement of Financial Accounting Standards No. 109, "Accounting for Income Taxes," as of August 1, 1993. KPMG PEAT MARWICK LLP Short Hills, New Jersey September 29, 1995 Stock Price and Dividend Information The Class A common stock of Village Super Market, Inc. is traded on the NASDAQ Stock Market under the symbol "VLGEA." The table below sets forth the high and low last reported sales price for the fiscal year indicated.
CLASS A STOCK High Low 1995 4th Quarter 8 6-3/4 3rd Quarter 7- 3/4 6-3/4 2nd Quarter 8 6-3/4 1st Quarter 8-1/2 7 1994 4th Quarter 9 7-1/2 3rd Quarter 9 7-1/2 2nd Quarter 9-3/4 7-1/2 1st Quarter 9-3/4 8-1/4
As of September 30, 1995, there were 521 holders of record of the Company's Class A common stock. No dividends were paid during fiscal 1995 and 1994. Village Super Market, Inc. and Subsidiaries Village Super Market Inc. CORPORATE DIRECTORY OFFICERS AND DIRECTORS PERRY SUMAS CHIEF EXECUTIVE OFFICER AND PRESIDENT; DIRECTOR JAMES SUMAS CHAIRMAN OF THE BOARD; CHIEF OPERATING OFFICER AND TREASURER; DIRECTOR ROBERT SUMAS EXECUTIVE VICE PRESIDENT AND SECRETARY; DIRECTOR WILLIAM SUMAS EXECUTIVE VICE PRESIDENT; DIRECTOR JOHN SUMAS EXECUTIVE VICE PRESIDENT; DIRECTOR CAROL LAWTON VICE PRESIDENT AND ASSISTANT SECRETARY FRANK SAURO GENERAL COUNSEL KEVIN BEGLEY CHIEF FINANCIAL OFFICER GEORGE J. ANDRESAKES DIRECTOR JOHN J. McDERMOTT DIRECTOR NORMAN CRYSTAL DIRECTOR EXECUTIVE OFFICES 733 Mountain Avenue Springfield, New Jersey 07081 REGISTRAR AND TRANSFER AGENT Midlantic National Bank Edison, New Jersey AUDITORS KPMG Peat Marwick LLP 150 John F. Kennedy Parkway Short Hills, New Jersey FORM 10-K Copies of the Company's Form 10-K as filed with the Securities and Exchange Commission are available without charge upon written request to: Mr. Robert Sumas, Secretary Village Super Market, Inc. 733 Mountain Avenue Springfield, New Jersey 07081 EX-27 5
5 1,000 YEAR JUL-29-1995 JUL-29-1995 9655 0 2678 0 24179 40284 131871 61955 135575 44039 34853 19164 0 0 33837 135575 677322 677322 511451 511451 160927 0 4031 913 335 578 0 0 0 578 .20 .20
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