-----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, B0mAgdmsK0/tSvw3z7zcB9Z0PhN4eQjpVM2q9U1ytewsyFZ4ea8o0JZUUcy3YLyt 6Sw79x6+v3J08aYCYFzq6g== 0000103595-98-000002.txt : 19980302 0000103595-98-000002.hdr.sgml : 19980302 ACCESSION NUMBER: 0000103595-98-000002 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19980124 FILED AS OF DATE: 19980227 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: SEC FILE NUMBER: 000-02633 FILM NUMBER: 98552279 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 SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 FORM 10-Q (Mark One) [x] QUARTERLY REPORT UNDER SECTION 13 or 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934. For the quarterly period ended: January 24, 1998 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 of 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) (973) 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:
February 25, 1998 Class A Common Stock, No Par Value 1,375,800 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. VILLAGE SUPER MARKET, INC. INDEX PART I PAGE NO. FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Condensed Balance Sheets 3 Consolidated Condensed Statement 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 PART I - FINANCIAL INFORMATION Item 1. Financial Statements
VILLAGE SUPER MARKET, INC. CONSOLIDATED CONDENSED BALANCE SHEETS (Dollars in Thousands) January 24, July 26, 1998 1997 ASSETS Current assets Cash and cash equivalents $ 5,637 $ 4,270 Merchandise inventories 25,356 24,836 Patronage dividend receivable 537 2,048 Miscellaneous receivables 4,144 3,269 Other current assets 859 850 Total current assets 36,533 35,273 Property, equipment and fixtures, net 73,412 72,294 Investment in related party 10,409 10,351 Goodwill, net 10,222 10,339 Other intangibles, net 2,157 2,284 Other assets 2,251 2,223 TOTAL ASSETS $134,984 $132,764
LIABILITIES AND SHAREHOLDERS' EQUITY Current liabilities Current portion of long-term debt $ 2,660 $ 3,260 Accounts payable to related party 29,471 27,141 Accounts payable and accrued expenses 17,936 17,017 Income taxes payable 244 462 Total current liabilities 50,311 47,880 Long-term debt, less current portion 22,044 24,027 Deferred income taxes 3,476 3,776 Shareholders' equity Class A common stock - no par value, issued 1,762,800 shares 18,129 18,129 Class B common stock - no par value, 1,594,076 shares issued & outstanding 1,035 1,035 Retained earnings 45,694 44,102 Less cost of Class A treasury shares (387,000 shares at January 24, 1998 and 447,000 shares at July 26, 1997) (5,705) (6,185) Total shareholders' equity 59,153 57,081 TOTAL LIABILITIES & SHAREHOLDERS' EQUITY $134,984 $132,764
See accompanying Notes to Consolidated Condensed Financial Statements.
VILLAGE SUPER MARKET, INC. CONSOLIDATED CONDENSED STATEMENTS OF INCOME (Dollars in Thousands Except Per Share Amounts) 13 Wks. Ended 13 Wks. Ended 26 Wks. Ended 26 Wks. Ended Jan. 24, 1998 Jan. 25, 1997 Jan. 24, 1998 Jan. 25, 1997 Sales $ 182,700 $ 177,598 $ 352,588 $ 346,797 Cost of sales 137,623 133,678 265,399 261,018 Gross margin 45,077 43,920 87,189 85,779 Operating and admin. expenses 40,500 40,131 79,222 78,799 Depreciation and amortization expense 1,791 1,865 3,556 3,688 Operating income 2,786 1,924 4,411 3,292 Interest expense, net 808 824 1,617 1,719 Income before income taxes 1,978 1,100 2,794 1,573 Provision for income tax expense 851 440 1,202 629 Net Income $ 1,127 $ 660 $ 1,592 $ 944 Net income per share, basic and diluted $ .38 $ .23 $ .54 $ .32
See accompanying Notes to Consolidated Condensed Financial Statements.
VILLAGE SUPER MARKET, INC. CONSOLIDATED CONDENSED STATEMENT OF CASH FLOWS (Dollars in Thousands) 26 Weeks Ended 26 Weeks Ended January 24, 1998 January 25, 1997 CASH FLOWS FROM OPERATING ACTIVITIES: Net income $ 1,592 $ 944 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 3,556 3,688 Deferred taxes (300) --- Provision to value inventories at LIFO 225 300 Changes in assets and liabilities: (Increase) decrease in inventory (745) 844 Decrease in patronage dividend receivable 1,511 1,969 (Increase) in misc. receivables ( 875) ( 914) (Increase) decrease in other current assets ( 9) 10 (Increase) in other assets ( 28) ( 7) Increase in accounts payable to related party 2,330 3,485 Increase in accounts payable and accrued expenses 919 741 (Decrease) in income taxes payable (218) --- Net cash provided by operating activities 7,958 11,060 CASH FLOW FROM INVESTING ACTIVITIES: Capital expenditures (4,430) (3,797) Investment in related party ( 58) ( 115) Net cash used by investing activities (4,488) (3,912) CASH FLOW FROM FINANCING ACTIVITIES: Proceeds from issuance of long-term debt 1,000 2,500 Proceeds from exercise of 60,000 stock options 480 --- Principal payments of long-term debt (3,583) (7,865) Net cash used by financing activities (2,103) (5,365) NET INCREASE IN CASH AND CASH EQUIVALENTS 1,367 1,783 CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD 4,270 3,244 CASH AND CASH EQUIVALENTS, END OF PERIOD $ 5,637 $ 5,027
See accompanying Notes to Consolidated Financial Statements. 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 24, 1998 and July 26, 1997 and the results of operations and cash flows for the periods ended January 24, 1998 and January 25, 1997. The significant accounting policies followed by the Company are set forth in Note 1 to the Company's financial statements in the July 26, 1997 Village Super Market, Inc. Annual Report. 2. The results of operations for the period ended January 24, 1998 are not necessarily indicative of the results to be expected for the full year. 3. In accordance with Statement of Financial Accounting Standards No. 128, "Earnings Per Share," the consolidated statement of income includes the presentation of both basic and diluted net income per share. Basic net income per share was computed by dividing net income by the weighted-average number of common shares outstanding, which was 2,949,810 and 2,929,843 for the quarter and six month periods ended January 24, 1998, respectively. Diluted net income per share was calculated by increasing the denominator from the basic calculations to reflect the dilutive impact of stock options outstanding. The number of shares added to the denominator was 9,040 and 11,854 for the quarter and six month periods ended January 24, 1998, respectively. The options outstanding were not dilutive in the fiscal 1997 periods presented. The diluted net income per share calculations include the effect of 219,000 options granted on December 5, 1997 under the 1997 Incentive & Non-Statutory Stock Option Plan. All options were granted at an exercise price equal to fair market value. 4. At both January 24, 1998 and July 26, 1997 approximately 66% of 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 $7,804,000 and $7,579,000 higher than reported at January 24, 1998 and July 26, 1997, respectively. ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS RESULTS OF OPERATIONS Sales in the second quarter of fiscal 1998 increased 2.9% to $182,700,000. This same store increase reflects improved sales in remodeled stores and increased Thanksgiving promotional activities, partially offset by sales declines in stores effected by competitive openings. Sales for the six month period increased 1.7% to $352,588,000. Same store sales increased 2.2% in the six month period. Gross margin as a percentage of sales was 24.7% in the quarter and six month periods ended January 24, 1998 and January 25, 1997. A slight improvement due to an improved mix of sales in higher margin departments was offset by lower gross margins in the produce department due to lower retail prices. Operating and administrative expenses as a percentage of sales for the quarter and six months declined to 22.2% and 22.5%, respectively, compared with 22.6% and 22.7%, respectively, in the corresponding prior year periods. The improvement in operating expenses as a percentage of sales for the quarter was a result of lower payroll costs, lower workers' compensation claims and the effect of spreading fixed costs over a much improved sales base. These improvements were partially offset by higher coupon costs associated with Thanksgiving turkey promotions. The increase in net income of 71% in the quarter was due to the 2.9% improvement in same stores sales, lower operating costs due to lower payrolls and workers' compensation claims, and flat gross margins. LIQUIDITY AND FINANCIAL RESOURCES Current liabilities exceeded current assets by $13,778,000 at January 24, 1998 compared to $12,607,000 at July 26, 1997. The current ratio decreased to .73 at January 24, 1998 from .74 at July 26, 1997. The Company's working capital needs are reduced by its high rate of inventory turnover 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. During the six month period, cash provided by operating activities of $7,958,000, additional long-term borrowings of $1,000,000 and proceeds from the exercise of stock options of $480,000 were used to make principal payments on long-term debt of $3,583,000 and to fund capital expenditures of $4,430,000. Capital expenditures in the six month period related primarily to the expansion and remodel of the Livingston store, a minor remodel of the Watchung store and an upgrade to the point of sale software. At January 24, 1998, $4,000,000 was outstanding of the Company's total available credit facility of $24,000,000. The Company was in full compliance with all terms and restrictive covenants of all debt agreements at January 24, 1998. PART II - OTHER INFORMATION Item 6. Exhibits and Reports on Form 8-K 6(a) Exhibits Exhibit 28(a) - Press Release dated February 27, 1998. Exhibit 28(b) - First Quarter Report to Shareholders dated December 9, 1997. 6(b) Reports on Form 8-K. None 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: February 26, 1998 /s/ Perry Sumas Perry Sumas (President) Date: February 26, 1998 /s/ Kevin R. Begley Kevin R. Begley (Chief Financial Officer) Exhibit 28(a) VILLAGE SUPER MARKET, INC. REPORTS RESULTS FOR THE QUARTER AND SIX MONTHS ENDED JANUARY 24, 1998 Springfield, New Jersey - February 27, 1998 - Village Super Market, Inc. reported sales and net income for the second quarter ended January 24, 1998, Perry Sumas, President announced today. Net income was $1,127,000 (.38 per share) in the second quarter of fiscal 1998, an increase of 71% from the prior year. Sales for the quarter were $182,700,000, which represents a same store sales increase of 2.9%. The significant increase in net income in the quarter was due to the improvement in same store sales and lower operating costs. Same store sales increased due to the positive impact of remodeled stores and increased Thanksgiving promotional activities. Operating costs decreased due to lower payroll costs, lower workers' compensation claims and the spreading of fixed costs over a higher sales base. This was partially offset by increased coupon costs associated with the Thanksgiving turkey promotions. For the six month period, sales were $352,588,000, an increase of 1.7% from the prior year. Same stores sales increased 2.2% in the six month period. Net income for the six month period was $1,592,000, an increase of 69% from the prior year. Village Super Market operates a chain of 22 supermarkets under the ShopRite name in New Jersey and eastern Pennsylvania. The following table summarizes results for the quarter and six months ended January 24, 1998:
January 24, 1998 January 25, 1997 13 Weeks Ended Sales $182,700,000 $177,598,000 Net Income $ 1,127,000 $ 660,000 Net Income Per Share, basic and diluted $ .38 $ .23 26 Weeks Ended Sales $352,588,000 $346,797,000 Net Income $ 1,592,000 $ 944,000 Net Income Per Share, basic and diluted $ .54 $ .32
Exhibit 28(b) F * To Our Shareholders: I * The Company had net income of $465,000 in the first quarter ended October 25, 1997, an increase of 64% from the prior year. R * Sales in the first quarter were $169,888,000 compared with S * $169,200,000 in the first quarter of the prior year. Same store sales increased 1.5% in the quarter, reflecting improved sales in T * remodeled stores, which was partially offset by sales declines in stores affected by competitive openings. One store * was closed since one year ago. Q * Gross margin as a percentage of sales increased to 24.8% from 24.7% in the prior year. This improvement in gross margin is due to a U * slightly improved mix of sales in higher margin departments. A * Operating and administrative expenses as a percentage of sales were 22.8% in both years. Savings from lower workers' compensation claims R * this year were partially offset by accruals for estimated liability insurance premium calls. T * Depreciation expense declined in the current quarter due to certain E * assets becoming fully depreciated. Interest expense declined in the current quarter due to lower average debt levels. R * The increase in net income was due to the improvement in same store * sales, higher gross margins, lower workers' compensation claims, lower depreciation and lower interest expense. These improvements * were partially offset by a higher tax rate in the quarter. R * Capital expenditures in the quarter were $1,696,000. The majority of capital expenditures related to the early stages of the expansion and E * remodel of the Livingston store and a minor remodel of the Watchung store. P * The table accompanying this report summarizes Village Super Market's O * results for the quarter ended October 25, 1997. R * Respectfully, T * Perry Sumas James Sumas * President Chairman of the Board * * December 9, 1997
INCOME STATEMENT DATA 13 Weeks Ended 13 Weeks Ended October 25, 1997 October 26, 1996 Sales $169,888,000 $169,200,000 Net Income $ 465,000 $ 284,000 Net Income Per Share $ .16 $ .10
BALANCE SHEET COMPARISONS October 25, 1997 July 26, 1997 Current Assets $ 37,760,000 $ 35,273,000 Current Liabilities $ 45,350,000 $ 47,880,000 Net Working Capital (Deficit) $ ( 7,590,000) $ (12,607,000) Long-Term Debt $ 28,704,000 $ 24,027,000 Stockholders' Equity $ 57,546,000 $ 57,081,000
EX-27 2
5 1,000 6-MOS JUL-26-1997 JAN-24-1998 5637 0 4144 0 25356 36533 144365 70953 134984 50311 22044 0 0 19164 43465 134984 352588 352588 265399 265399 82778 0 1617 2794 1202 1592 0 0 0 1592 .54 .54
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