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)
February 8, 2024

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 February 8, 2024, Ingles Markets, Incorporated ("IMKTA") issued a press release announcing financial information for its first quarter ended December 30, 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 February 8, 2024
	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:  February 8, 2024
	By:	/s/ Patricia E. Jackson
		Patricia E. Jackson
		Chief Financial Officer

EX-99.1

Exhibit 99.1

Ingles Markets, Incorporated Reports Results for First Quarter Fiscal 2024

ASHEVILLE, N.C.--(BUSINESS WIRE)--February 8, 2024--Ingles Markets, Incorporated (NASDAQ: IMKTA) today reported results for the three months ended December 30, 2023.

Robert P. Ingle II, Chairman of the Board, stated, “During the quarter, we remained focused on providing service and value to our customers. We are grateful to our associates for their continued dedication and service.”

First Quarter 2024 Results

Net sales totaled $1.48 billion for the quarter ended December 30, 2023, a decrease of 0.8% compared with $1.49 billion for the quarter ended December 24, 2022.

Gross profit for the first quarter of fiscal 2024 totaled $348.8 million, or 23.6% of sales. Gross profit for the first quarter of fiscal 2023 was $371.2 million, or 24.9% of sales.

Operating and administrative expenses for the first quarter of fiscal 2024 totaled $289.8 million compared with $276.2 million for the first quarter of fiscal 2023.

Interest expense totaled $5.7 million for the first quarter of fiscal 2024 compared with $5.3 million for the first quarter of fiscal 2023. Total debt at the end of the first quarter of fiscal 2024 was $546.9 million compared with $564.5 million at the end of the first quarter of fiscal 2023.

Net income totaled $43.4 million for the first quarter of fiscal 2024 compared with $69.4 million for the first quarter of fiscal 2023. Basic and diluted earnings per share for Class A Common Stock were $2.33 and $2.28, respectively, for the quarter ended December 30, 2023, compared with $3.73 and $3.65, respectively, for the quarter ended December 24, 2022.

Capital expenditures for the first quarter of fiscal 2024 totaled $63.2 million compared with $59.3 million for the first quarter of fiscal 2023.

The Company has no outstanding borrowings under its $150.0 million line of credit. The Company believes its financial resources, including the line of credit and other internal and anticipated 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; 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)
	Quarter Ended
	December 30,		December 24,
	2023		2022
Net sales	$	1,481,062	$	1,493,314
Gross profit		348,801		371,155
Operating and administrative expenses		289,827		276,179
Gain (loss) from sale or disposal of assets		653		780
Income from operations		59,627		95,756
Other income, net		3,607		1,441
Interest expense		5,706		5,347
Pretax income		57,528		91,850
Income tax expense		14,134		22,479
Net income	$	43,394	$	69,371
Basic earnings per common share – Class A	$	2.33	$	3.73
Diluted earnings per common share – Class A	$	2.28	$	3.65
Basic earnings per common share – Class B	$	2.12	$	3.40
Diluted earnings per common share – Class B	$	2.12	$	3.40
Additional selected information:
Depreciation and amortization expense	$	28,774	$	29,106
Rent expense	$	2,393	$	2,589
Condensed Consolidated Balance Sheets (Unaudited)
	December 30,		September 30,
	2023		2023
ASSETS
Cash and cash equivalents	$	275,034	$	328,540
Receivables-net		116,748		107,571
Inventories		501,047		493,860
Other current assets		18,163		22,586
Property and equipment-net		1,462,362		1,431,872
Other assets		85,503		89,417
TOTAL ASSETS	$	2,458,857	$	2,473,846
LIABILITIES AND STOCKHOLDERS' EQUITY
Current maturities of long-term debt	$	17,521	$	17,527
Accounts payable, accrued expenses and current portion of other long-term liabilities		265,471		313,007
Deferred income taxes		64,570		67,187
Long-term debt		529,375		532,632
Other long-term liabilities		86,450		84,521
Total Liabilities		963,387		1,014,874
Stockholders' equity		1,495,470		1,458,972
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$	2,458,857	$	2,473,846

Contacts

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

XML

Document and Entity Information	Feb. 08, 2024
Cover [Abstract]
Document Type	8-K
Amendment Flag	false
Document Period End Date	Feb. 08, 2024
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