8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)
May 4, 2023

INGLES MARKETS, INCORPORATED

(Exact name of registrant as specified in its charter)

North Carolina	0-14706	56-0846267
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

P.O. Box 6676, Asheville, North Carolina	28816
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code
(828) 669-2941

N/A

(Former name or former address, if changed since last report.)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock, $0.05 par value per share	IMKTA	The NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company	☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.	☐

Item 2.02  Results of Operations and Financial Condition.

On May 4, 2023, Ingles Markets, Incorporated ("IMKTA") issued a press release announcing financial information for its second quarter ended March 25, 2023.  The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference in this Item 2.02.

Item 7.01  Regulation FD Disclosure.

The disclosure contained in Item 2.02 of this Current Report on Form 8-K is incorporated into this Item 7.01 by reference.

The information contained in this Current Report on Form 8-K, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, nor shall it be deemed incorporated by reference into any registration statement or other documents pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Exchange Act, except as shall be expressly set forth by specific reference in such filing.

Item 9.01  Financial Statements and Exhibits.

(d)	Exhibits.
	Exhibit Number	Description of Exhibit
	99.1	Press release issued May 4, 2023
	104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

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 hereunto duly authorized.

		INGLES MARKETS, INCORPORATED
		(Registrant)
Date:  May 4, 2023
	By:	/s/ Patricia E. Jackson
		Patricia E. Jackson
		Chief Financial Officer

EX-99.1

Exhibit 99.1

Ingles Markets, Incorporated Reports Results for Second Quarter and First Six Months of Fiscal 2023

ASHEVILLE, N.C.--(BUSINESS WIRE)--May 4, 2023--Ingles Markets, Incorporated (NASDAQ: IMKTA) today reported increased sales for the three and six months ended March 25, 2023.

Robert P. Ingle II, Chairman of the Board, stated, “We are pleased with our results and appreciate the hard work and dedication of our customer-driven associates, who helped us provide affordable, high-quality products in an inflationary environment.”

Second Quarter 2023 Results

Net sales totaled $1.381 billion for the quarter ended March 25, 2023, an increase of 0.25% compared with $1.377 billion for the quarter ended March 26, 2022.

Gross profit for the second quarter of fiscal 2023 totaled $325.9 million, or 23.6% of sales. Gross profit for the second quarter of fiscal 2022 was $348.6 million, or 25.3% of sales.

Operating and administrative expenses for the second quarter of fiscal 2023 totaled $268.9 million, as compared with $254.7 million for the second quarter of fiscal 2022.

Interest expense totaled $5.3 million for the second quarter of fiscal 2023, as compared with $5.4 million for the second quarter of fiscal 2022.

Net income totaled $40.5 million for the second quarter of fiscal 2023, as compared with $68.6 million for the second quarter of fiscal 2022. Basic and diluted earnings per share for Class A Common Stock were $2.18 and $2.13, respectively, for the quarter ended March 25, 2023, as compared with $3.70 and $3.61, respectively, for the quarter ended March 26, 2022.

First Half Fiscal 2023 Results

First half fiscal 2023 net sales totaled $2.87 billion, an increase of 3.8% compared with $2.77 billion in the first half of fiscal 2022.

Gross profit for the six months ended March 25, 2023, totaled $697.1 million, as compared with $699.1 million for the first six months of last fiscal year. Gross profit, as a percentage of sales, was 24.3% for the first half of fiscal 2023, compared with 25.3% for the first half of fiscal 2022.

Operating and administrative expenses totaled $545.1 million for the six months ended March 25, 2023, as compared to $514.8 million for the six months ended March 26, 2022.

Interest expense decreased to $10.7 million for the six-month period ended March 25, 2023, as compared with $10.8 million for the six-month period ended March 26, 2022. Total debt as of March 25, 2023 was $556.7 million compared with $578.5 million as of March 26, 2022.

Net income totaled $109.9 million for the six-month period ended March 25, 2023, as compared with $134.8 million for the six-month period ended March 26, 2022. Basic and diluted earnings per share for Class A Common Stock were $5.92 and $5.79, respectively, for the six months ended March 25, 2023, as compared to $7.26 and $7.10, respectively, for the six months ended March 26, 2022.

Capital expenditures for the first half of fiscal 2023 totaled $91.4 million compared with $34.1 million for the first half of fiscal 2022.

The Company currently has no outstanding borrowings under its $150.0 million line of credit. The Company believes its financial resources, including its line of credit and other internal and external sources of funds, will be sufficient to meet planned capital expenditures, debt service and working capital requirements for the foreseeable future.

About Ingles Markets, Incorporated

Ingles Markets, Incorporated is a leading grocer with operations in six southeastern states. Headquartered in Asheville, North Carolina, the Company operates 198 supermarkets. In conjunction with its supermarket operations, the Company operates neighborhood shopping centers, most of which contain an Ingles supermarket. The Company also owns a fluid dairy facility that supplies Ingles supermarkets and unaffiliated customers. To learn more about Ingles Markets visit ingles-markets.com.

Cautionary Note Regarding Forward-Looking Statements

This press release includes certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may address, among other things, our expected financial and operational results and the related assumptions underlying our expected results. These forward-looking statements are distinguished by use of words such as “anticipate,” “aim,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “will,” “would” and the negative of these terms, and similar references to future periods. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from these expectations due to, among other things: business and economic conditions generally in the Company’s operating area, including inflation or deflation; shortages of labor, distribution capacity, and some product shortages as the economy recovers from the COVID-19 pandemic; inflation in food, labor and gasoline prices; the Company’s ability to successfully implement our expansion and operating strategies; pricing pressures and other competitive factors, including online-based procurement of products the Company sells; sudden or significant changes in the availability of gasoline and retail gasoline prices; the maturation of new and expanded stores; general concerns about food safety; the Company’s ability to manage technology and data security; the availability and terms of financing; and increases in costs, including food, utilities, labor and other goods and services significant to the Company’s operations. Detailed information about these factors and additional important factors can be found in the documents that the Company files with the Securities and Exchange Commission, such as Form 10-K, Form 10-Q and Form 8-K. Forward-looking statements speak only as of the date the statements were made. The Company does not undertake an obligation to update forward-looking information, except to the extent required by applicable law.

INGLES MARKETS, INCORPORATED
(Amounts in thousands except per share data)
Unaudited Financial Highlights
Condensed Consolidated Statements of Income (Unaudited)
	Three Months Ended				Six Months Ended
	March 25,		March 26,		March 25,		March 26,
	2023		2022		2023		2022
Net sales	$	1,380,604	$	1,377,119	$	2,873,918	$	2,768,648
Gross profit		325,940		348,563		697,095		699,107
Operating and administrative expenses		268,890		254,739		545,069		514,825
Gain from sale or disposal of assets		597		1,265		1,377		1,209
Income from operations		57,647		95,089		153,403		185,491
Other income, net		1,734		1,344		3,176		2,936
Interest expense		5,344		5,426		10,692		10,839
Income tax expense		13,497		22,366		35,976		42,758
Net income	$	40,540	$	68,641	$	109,911	$	134,830
Basic earnings per common share – Class A	$	2.18	$	3.70	$	5.92	$	7.26
Diluted earnings per common share – Class A	$	2.13	$	3.61	$	5.79	$	7.10
Basic earnings per common share – Class B	$	1.98	$	3.36	$	5.38	$	6.60
Diluted earnings per common share – Class B	$	1.98	$	3.36	$	5.38	$	6.60
Additional selected information:
Depreciation and amortization expense	$	28,864	$	29,968	$	57,970	$	59,265
Rent expense	$	2,740	$	2,956	$	5,329	$	5,588
Condensed Consolidated Balance Sheets (Unaudited)
	March 25,				Sept. 24,
	2023				2022
ASSETS
Cash and cash equivalents	$	250,304			$	267,199
Receivables-net		96,845				97,157
Inventories		474,248				457,946
Other current assets		32,273				15,830
Property and equipment-net		1,403,989				1,374,031
Other assets		83,406				83,348
TOTAL ASSETS	$	2,341,065			$	2,295,511
LIABILITIES AND STOCKHOLDERS' EQUITY
Current maturities of long-term debt	$	17,529			$	17,621
Accounts payable, accrued expenses and
current portion of other long-term liabilities		274,970				316,157
Deferred income taxes		69,712				73,578
Long-term debt		539,161				554,287
Other long-term liabilities		79,487				74,274
Total Liabilities		980,859				1,035,917
Stockholders' equity		1,360,206				1,259,594
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY	$	2,341,065			$	2,295,511

Contacts

Pat Jackson, Chief Financial Officer
pjackson@ingles-markets.com
(828) 669-2941 (Ext. 223)

XML

Document and Entity Information	May 04, 2023
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	May 04, 2023
Entity Registrant Name	INGLES MARKETS, INC
Entity Incorporation, State or Country Code	NC
Entity File Number	0-14706
Entity Tax Identification Number	56-0846267
Entity Address, Address Line One	P.O. Box 6676
Entity Address, City or Town	Asheville
Entity Address, State or Province	NC
Entity Address, Postal Zip Code	28816
City Area Code	828
Local Phone Number	669-2941
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Entity Emerging Growth Company	false
Entity Central Index Key	0000050493
Title of 12(b) Security	Class A Common Stock, $0.05 par value per share
Trading Symbol	IMKTA
Security Exchange Name	NASDAQ