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): November 12, 2009

Nash-Finch Company

(Exact name of registrant as specified in its charter)

Delaware	0-785	41-0431960
(State or other jurisdiction of incorporation)	(Commission File Number)	(IRS Employer Identification No.)

7600 France Avenue South, Minneapolis, Minnesota	55435
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (952) 832-0534

(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:

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

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

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

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

Item 2.02. Results of Operations and Financial Condition.

On November 12, 2009, Nash-Finch Company (“Nash Finch”) issued a press release announcing its results for the sixteen weeks ended October 10, 2009. The press release by which these results were announced is furnished herewith as Exhibit 99.1.

The press release (including the schedules attached thereto) includes four financial measures that are considered “non-GAAP” financial measures for purposes of the SEC’s Regulation G — Consolidated EBITDA, leverage ratio, senior secured leverage ratio and interest coverage ratio. Each of these financial measures is defined in the press release and, as required by Regulation G, Nash Finch has disclosed in the press release information regarding the GAAP financial measures which are most directly comparable to each of these non-GAAP financial measures, and reconciling information between the GAAP and non-GAAP financial measures. Relevant reconciling information is also provided on the “Investor Relations” portion of our website, under the caption “Presentations — Supplemental Financial Information.”

These non-GAAP financial measures are included in the press release because Nash Finch management believes that these measures provide useful information to investors because of their importance to the measurement of operating performance and is a metric used to determine payout of performance units pursuant to our Short-Term and Long-Term Incentive Plans.

Item 9.01. Financial Statements and Exhibits.

(c) Exhibits. The following exhibit is furnished as part of this Current Report on Form 8-K:

Exhibit No.	Description
99.1	Press Release issued by the registrant, dated November 12, 2009.

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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.

	NASH-FINCH COMPANY
Date: November 12, 2009	By:	/s/ Robert B. Dimond
		Name:	Robert B. Dimond
		Title:	Executive Vice President and Chief Financial Officer

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NASH-FINCH COMPANY
EXHIBIT INDEX TO CURRENT REPORT ON FORM 8-K
DATED NOVEMBER 12, 2009

Exhibit No.	Description	Method of Filing
99.1	Press Release, issued by the Registrant, dated November 12, 2009	Furnished herewith

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EX-99.1

Exhibit 99.1

Nash Finch Reports Third Quarter 2009 Results
Sales Increased 15.3% Driven by Military Segment Acquisition; Consolidated EBITDA¹ up 4.6%

MINNEAPOLIS (November 12, 2009) — Nash Finch Company (NASDAQ: NAFC), one of the leading food distribution companies in the United States, today announced financial results for the sixteen weeks (third quarter) ended October 10, 2009.

Financial Results

Total company sales for the third quarter 2009 were $1.633 billion compared to $1.416 billion in the prior-year quarter, an increase of 15.3%. Excluding the impact of the sales increase of $229.2 million attributable to the acquisition of three military distribution centers on January 31, 2009, sales decreased by 0.9% versus last year primarily due to price deflation. Sales for the first forty weeks of 2009 were $3.990 billion compared to $3.445 billion in the prior-year period, an increase of 15.8%. Excluding the impact of the sales increase of $508.4 million attributable to the acquisition of the three military distribution centers on January 31, 2009, total company sales increased 1.1% year-to-date.

Net earnings for the third quarter 2009 were $21.9 million, or $1.64 per diluted share, as compared to net earnings of $7.7 million, or $0.58 per diluted share, in the prior year quarter. Net earnings for the first forty weeks of 2009 were $45.9 million, or $3.44 per diluted share, as compared to net earnings of $27.7 million, or $2.10 per diluted share, in the same prior-year period.

Net earnings for both years were affected by several significant items which are presented in the table below. Net earnings for the third quarter and year-to-date 2009 benefited from significant items totaling $6.3 million and $10.9 million, or $0.47 and $0.82 per diluted share, respectively, which primarily resulted from the non-cash settlement agreement with Roundy’s Supermarkets, Inc. announced on September 14, 2009. Net earnings for the third quarter and year-to-date 2008 were negatively affected by significant items totaling, $5.9 million and $5.1 million, or $0.45 and $0.39 per diluted share, respectively, primarily due to high inflation in 2008 resulting in significant non-cash LIFO charges. In contrast, price deflation has resulted in modest LIFO credits to be realized in 2009.

¹ Consolidated EBITDA, and segment EBITDA is calculated as earnings before interest, income tax, depreciation and amortization, adjusted to exclude extraordinary gains or losses, gains or losses from sales of assets other than inventory in the ordinary course of business, and non-cash charges (such as LIFO, asset impairments, closed store lease costs and share-based compensation), less cash payments made during the current period on non-cash charges recorded in prior periods. Consolidated EBITDA should not be considered an alternative measure of our net income, operating performance, cash flows or liquidity. Consolidated EBITDA is provided as additional information as a key metric used to determine payout pursuant to our Short-Term and Long-Term Incentive Plans.

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Consolidated EBITDA for the third quarter 2009 increased 4.6% to $46.0 million, or 2.8% of sales, as compared to $44.0 million, or 3.1% of sales, for the prior year quarter. The decrease in Consolidated EBITDA as a percent of sales was largely attributable to growth in our military segment which operates at a lower rate than the Company’s historical average Consolidated EBITDA margin and partially due to having higher than normal inflationary gains in our inventories last year. These impacts were partially offset by overhead expense reductions. For the first forty weeks of 2009, Consolidated EBITDA was $108.9 million, or 2.7% of sales, compared to $108.2 million, or 3.1% of sales, in the prior-year period. Consolidated EBITDA is a non-GAAP financial measure that is reconciled to the most directly comparable GAAP financial results in the attached financial statements.

The following table identifies the significant net credits (charges) affecting our Consolidated EBITDA, net earnings and diluted earnings per share for the third quarter and year-to-date 2009 and prior year results:

	3rd Quarter			3rd Quarter			YTD			YTD
(dollars in millions except per share amounts)	2009			2008			2009			2008
Significant credits (charges)
Reduction in customer bad debt reserves	$	—			—			—			1.8
Gain on sale of intangible		—			0.4			—			0.6
Lease buyout payment		—			—			—			(1.4	)
Acquisition and integration costs		(0.9	)		—			(2.3	)		—
Pre-opening and start-up costs of new and remodeled stores		—			—			(0.7	)		—
Other		—			(0.1	)		(0.5	)		(0.8	)
Significant net credits (charges) impacting Consolidated EBITDA		(0.9	)		0.3			(3.5	)		0.2
Gain on acquisition of a business		—			—			6.7			—
Gain on litigation settlement		7.6			—			7.6			—
Prior year LIFO above current year rate		—			(8.8	)		—			(12.6	)
Increase in share based compensation expense		—			—			(1.4	)		—
Net reduction (increase) in lease reserves		(0.4	)		(0.5	)		(1.7	)		2.1
Asset impairments and lease costs on closed retail stores		(0.8	)		(0.7	)		(1.7	)		(1.0	)
Write-off of deferred financing charges		—			—			—			(1.0	)
Other		—			—			—			0.2
Total significant net credits (charges) impacting earnings before tax		5.5			(9.7	)		6.0			(12.1	)
Income tax on significant net credits (charges)		0.8			3.8			0.6			4.7
Income tax effect on gain on acquisition of a business		—			—			2.7			—
Reversal of previously recorded income tax reserves and refunds		—			—			1.6			2.3
Total significant net credits (charges) impacting net earnings	$	6.3			(5.9	)	$	10.9			(5.1	)
Diluted earnings per share impact	$	0.47			(0.45	)	$	0.82			(0.39	)

“In light of having to maneuver through a very challenging economic environment, I am pleased with our third quarter performance”, said Alec Covington, President and CEO of Nash Finch Company. “After excluding the litigation settlement gain and the other significant items identified, our results were generally in line with our expectations with both Consolidated EBITDA and EPS coming in ahead of last year. Our food distribution segment experienced a decrease in year-over-year sales primarily due to significant price deflation in our inventories which was passed in the form of lower prices to our independent customers. In contrast, our military and retail segments posted very solid results. We were also successful in controlling and reducing SG&A expenses.”

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Food Distribution Results

	3rd Quarter			3rd Quarter			%			YTD			YTD			%
(dollars in millions)	2009			2008			Change			2009			2008			Change
Sales	$	818.2			839.9			(2.6	%)		2,040.0			2,034.1			0.3	%
Segment EBITDA1	$	30.0			32.8			(8.7	%)		74.3			83.1			(10.6	%)
Percentage of Sales		3.7	%		3.9	%					3.6	%		4.1	%

The decrease in the third quarter 2009 food distribution segment sales versus the comparable 2008 period was primarily attributable to a decrease in comparable sales to existing customers, partially offset by new account gains. The increase in the year-to-date 2009 food distribution segment sales versus the comparable 2008 period was primarily attributable to new account gains.

The unfavorable variance in the food distribution segment EBITDA as compared to last year was largely due to high inflation in our inventories in 2008 which resulted in a higher than normal prior year gross margin performance. In addition, deflationary pressures caused by declines in commodity prices in the current year have negatively impacted gross margin performance.

Military Distribution Results

	3rd Quarter			3rd Quarter			%			YTD			YTD			%
(dollars in millions)	2009			2008			Change			2009			2008			Change
Sales	$	637.1			390.2			63.3	%		1,508.3			956.6			57.7	%
Segment EBITDA1	$	17.0			15.7			8.6	%		42.6			38.5			10.6	%
Percentage of Sales		2.7	%		4.0	%					2.8	%		4.0	%

The military segment sales increase in the third quarter is reflective of the impact of the acquisition of three military distribution centers on January 31, 2009, and the continued positive organic growth of the pre-existing business. Adjusting for the sales impact of these three distribution centers of $229.2 million, military sales increased 4.5% in the third quarter due to strong sales to commissaries, both domestically and overseas. The military segment sales increased in year-to-date 2009 is reflective of the impact of the acquisition of three military distribution centers on January 31, 2009. Adjusting for the sales impact of these three distribution centers of $508.4 million, military sales increased 4.5% year-to-date.

The military segment EBITDA increased by 8.6% and 10.6% in the third quarter and year-to-date 2009, respectively, compared to the prior year. The military EBITDA margin as a percentage of sales was 2.7% and 2.8% in the third quarter and year-to-date 2009, respectively, as compared to 4.0% in the prior year periods and includes acquisition and integration costs of approximately $0.9 million and $2.3 million, or 0.1% and 0.2% of sales, respectively. The military segment EBITDA margin was also negatively impacted by approximately 1.0% of sales in the third quarter and year-to-date 2009, respectively, as compared to 2008 due to the three newly acquired distribution centers which operate at a lower EBITDA margin than the rest of our military business.

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“We continue to make progress on converting these three facilities onto our standard suite of military systems and processes, which will improve efficiencies and productivity,” said Mr. Covington. “The final GSC warehouse is scheduled to be fully integrated in the first quarter of 2010.”

Retail Results

	3rd Quarter			3rd Quarter			%			YTD			YTD			%
(dollars in millions)	2009			2008			Change			2009			2008			Change
Sales	$	178.0			186.2			(4.4	%)		441.9			454.3			(2.7	%)
Segment EBITDA1	$	9.3			9.4			(2.0	%)		21.8			23.1			(5.8	%)
Percentage of Sales		5.2	%		5.0	%					4.9	%		5.1	%

The retail segment sales decline in third quarter and year-to-date 2009 is primarily attributable to same store sales declines of 3.3% and 2.3% during the third quarter and year-to-date 2009, respectively. In addition, sales were also impacted by the closure of four retail stores and the opening of one store since the end of the second quarter 2008.

The retail segment EBITDA in the third quarter 2009 was relatively flat to last year and the decrease in the retail segment EBITDA for year-to-date 2009 as compared to the prior year was primarily due to pre-opening and start-up costs that were incurred relating to one new and one remodeled store totaling $0.7 million in 2009 and gains on sales of assets of $0.6 million in 2008.

Summary

“We are committed to maintaining a strong balance sheet and are focused on improving working capital, debt reduction and prudent cost containment in this challenging economy”, said Mr. Covington. “As we look towards the rest of the year and into 2010, we remain committed to our strategic initiatives which are centered on adding new food distribution customers, improving the efficiency of our food distribution and military supply chain networks and making our warehouse operations more productive.”

Liquidity

Total debt decreased by $5.4 million during the third quarter 2009 to $333.4 million. Total debt to capital was 46% at the end of the quarter. The Company continues to focus on effectively managing its balance sheet and is currently in compliance with all of its debt covenants. The debt leverage ratio as of the end of the third quarter 2009 was 2.31x and availability on the Company’s revolving credit facility at the end of the quarter was $153.1 million.

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Share Repurchase Program

On November 10, 2009, our Board of Directors approved a share repurchase program authorizing the Company to spend up to $25.0 million dollars to purchase shares of the Company’s common stock. The program will take effect as soon as administratively practicable, but no earlier than November 16, 2009, and will continue until December 31, 2010.

Financial Target Progress

Substantial improvement on most financial targets has been achieved since the targets were announced as part of the Company’s strategic plan in November 2006. In particular, from Fiscal 2006 to the third quarter 2009, Consolidated EBITDA margin improved from 2.2% to 2.7% of sales and the debt leverage ratio has improved from 3.11x to 2.31x. The ratio of free cash flow to net assets metric is still one of the strongest in the industry, currently at 8.6% after excluding the impact of strategic projects. The organic revenue growth metric has benefited from the initiatives associated with our strategic plan. The following table charts the Company’s progress towards its long-term financial targets that are anticipated to be attained through successful execution of our strategic plan.

	Long-term			YTD Fiscal			Fiscal			Fiscal			Fiscal
Financial Targets	Target			2009			2008			2007			2006
Organic Revenue Growth		2.0	%		0.8	%		3.1	%		(2.1	%)		(2.9	%)
Consolidated EBITDA Margin		4.0	%		2.7	%		3.1	%		2.8	%		2.2	%
Trailing Four Quarter Free Cash Flow2 / Net Assets					7.6	%		12.0	%		9.2	%		8.7	%
Trailing Four Quarter Free Cash Flow2 / Net Assets Excluding Impact of Strategic Projects		10.0	%		8.6	%		14.0	%		9.7	%		8.7	%
Total Leverage Ratio (Total Debt / Trailing Four Quarter Consolidated EBITDA)		2.5 - 3.0 x			2.31x			1.75x			2.20x			3.11x

² Defined as cash provided from operations less capital expenditures for property, plant & equipment during the trailing four quarters.

*********************************************************

A conference call to review the third quarter 2009 results is scheduled for 10:00 a.m. CDT (11:00 a.m. EDT) on November 12, 2009. Interested participants can listen to the conference call over the Internet by logging onto the “Investor Relations” portion of Nash Finch’s website at http://www.nashfinch.com. A replay of the webcast will be available and the transcript of the call will be archived on the “Investor Relations” portion of Nash Finch’s website under the heading “Audio Archives.” A copy of this press release and the other financial and statistical information about the periods to be discussed in the conference call will be available at the time of the call on the “Investor Relations” portion of the Nash Finch website under the caption “Press Releases.”

Nash Finch Company is a Fortune 500 company and one of the leading food distribution companies in the United States. Nash Finch’s core business, food distribution, serves independent retailers and military commissaries in 36 states, the District of Columbia, Europe, Cuba, Puerto Rico, the Azores and Egypt. The Company also owns and operates a base of retail stores, primarily supermarkets under the Econofoods®, Family Thrift Center®, AVANZA®, Family Fresh Market® and Sun Mart® trade names. Further information is available on the Company’s website at www.nashfinch.com.

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This release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Such statements relate to trends and events that may affect our future financial position and operating results. Any statement contained in this release that is not statements of historical fact may be deemed forward-looking statements. For example, words such as “may,” “will,” “should,” “likely,” “expect,” “anticipate,” “estimate,” “believe,” “intend, “ “potential” or “plan,” or comparable terminology, are intended to identify forward-looking statements. Such statements are based upon current expectations, estimates and assumptions, and entail various risks and uncertainties that could cause actual results to differ materially from those expressed in such forward-looking statements. Important factors known to us that could cause or contribute to material differences include, but are not limited to, the following:

• the effect of competition on our food distribution, military and retail businesses;

• general sensitivity to economic conditions, including the uncertainty related to the current state of the economy in the U.S. and worldwide economic slowdown; recent disruptions to the credit and financial markets in the U.S. and worldwide; changes in market interest rates; continued volatility in energy prices and food commodities;

• macroeconomic and geopolitical events affecting commerce generally;

• changes in consumer buying and spending patterns;

• our ability to identify and execute plans to expand our food distribution, military and retail operations;

• possible changes in the military commissary system, including those stemming from the redeployment of forces, congressional action and funding levels;

• our ability to identify and execute plans to improve the competitive position of our retail operations;

• the success or failure of strategic plans, new business ventures or initiatives;

• our ability to successfully integrate and manage current or future businesses we acquire, including the ability to manage credit risks and retain the customers of those operations;

• changes in credit risk from financial accommodations extended to new or existing customers;

• significant changes in the nature of vendor promotional programs and the allocation of funds among the programs;

• limitations on financial and operating flexibility due to debt levels and debt instrument covenants;

• legal, governmental, legislative or administrative proceedings, disputes, or actions that result in adverse outcomes;

• failure of our internal control over financial reporting;

• changes in accounting standards;

• technology failures that may have a material adverse effect on our business;

• severe weather and natural disasters that may impact our supply chain;

• unionization of a significant portion of our workforce;

• changes in health care, pension and wage costs and labor relations issues;

• costs related to multi-employer pension plan;

• product liability claims, including claims concerning food and prepared food products;

• threats or potential threats to security; and

• unanticipated problems with product procurement.

A more detailed discussion of many of these factors, as well as other factors that could affect the Company’s results, is contained in the Company’s periodic reports filed with the SEC. You should carefully consider each of these factors and all of the other information in this release. We believe that all forward-looking statements are based upon reasonable assumptions when made. However, we caution that it is impossible to predict actual results or outcomes and that accordingly you should not place undue reliance on these statements. Forward-looking statements speak only as of the date when made and we undertake no obligation to revise or update these statements in light of subsequent events or developments. Actual results and outcomes may differ materially from anticipated results or outcomes discussed in forward-looking statements. You are advised, however, to consult any future disclosures we make on related subjects in future reports to the Securities and Exchange Commission (SEC).

.

Contact: Bob Dimond, 952-844-1060

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NASH FINCH COMPANY AND SUBSIDIARIES
Consolidated Statements of Income
(In thousands, except per share amounts)

	Sixteen					Forty
	Weeks Ended					Weeks Ended
	October 10			October 4		October 10			October 4
	2009			2008		2009			2008
Sales	$	1,633,304			1,416,308		3,990,218			3,445,052
Cost of sales		1,504,350			1,294,143		3,667,116			3,135,985
Gross profit		128,954			122,165		323,102			309,067
Other costs and expenses:
Selling, general and administrative		84,716			89,937		222,055			216,109
Gain on acquisition of a business		—			—		(6,682	)		—
Gain on litigation settlement		(7,630	)		—		(7,630	)		—
Depreciation and amortization		12,592			11,643		31,299			29,378
Interest expense		7,621			7,556		18,765			20,432
Total other costs and expenses		97,299			109,136		257,807			265,919
Earnings before income taxes		31,655			13,029		65,295			43,148
Income tax expense		9,728			5,344		19,410			15,415
Net earnings	$	21,927			7,685		45,885			27,733
Net earnings per share:
Basic	$	1.68			0.60		3.53			2.15
Diluted	$	1.64			0.58		3.44			2.10
Declared dividends per common share	$	0.18			0.18		0.54			0.54
Weighted average number of common shares outstanding and common equivalent shares outstanding:
Basic		13,021			12,839		12,998			12,893
Diluted		13,377			13,174		13,344			13,176

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NASH FINCH COMPANY AND SUBSIDIARIES
Consolidated Balance Sheets
(In thousands, except per share amounts)

	10/10/2009			01/03/2009
Assets
Current assets:
Cash and cash equivalents	$	860			824
Accounts and notes receivable, net		284,746			185,943
Inventories		337,122			261,491
Prepaid expenses and other		12,349			13,909
Deferred tax assets		6,785			5,784
Total current assets		641,862			467,951
Notes receivable, net		24,524			28,353
Property, plant and equipment:		627,275			590,894
Less accumulated depreciation and amortization		(415,566	)		(392,807	)
Net property, plant and equipment		211,709			198,087
Goodwill		217,516			218,414
Customer contracts and relationships, net		22,101			24,762
Investment in direct financing leases		3,232			3,388
Other assets		13,453			11,591
Total assets	$	1,134,397			952,546
Liabilities and Stockholders’ Equity
Current liabilities:
Current maturities of long-term debt and capitalized lease obligations	$	4,375			4,032
Accounts payable		279,836			220,610
Accrued expenses		59,131			73,087
Total current liabilities		343,342			297,729
Long-term debt		306,763			222,774
Capitalized lease obligations		22,275			25,252
Deferred tax liability, net		26,268			22,232
Other liabilities		40,071			35,539
Commitments and contingencies		—			—
Stockholders’ equity:
Preferred stock — no par value.
Authorized 500 shares; none issued		—			—
Common stock of $1.66 2/3 par value
Authorized 50,000 shares, issued 13,673 and 13,665 shares respectively		22,790			22,776
Additional paid-in capital		105,143			98,048
Common stock held in trust		(2,317	)		(2,243	)
Deferred compensation obligations		2,317			2,243
Accumulated other comprehensive income		(10,575	)		(10,876	)
Retained earnings		307,306			268,562
Treasury stock at cost, 832 and 848 shares, respectively		(28,986	)		(29,490	)
Total stockholders’ equity		395,678			349,020
Total liabilities and stockholders’ equity	$	1,134,397			952,546

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NASH FINCH COMPANY AND SUBSIDIARIES
Consolidated Statements of Cash Flows
(In thousands)

	Forty
	Weeks Ended
	October 10			October 4
	2009			2008
Operating activities:
Net earnings	$	45,885			27,733
Adjustments to reconcile net earnings to net cash provided by operating activities:
Gain on acquisition of a business		(6,682	)		—
Gain on litigaiton settlement		(7,630	)		—
Depreciation and amortization		31,299			29,378
Amortization of deferred financing costs		1,357			1,867
Non-cash convertible debt interest		3,753			3,458
Amortization of rebateable loans		3,133			2,154
Provision for bad debts		1,070			(525	)
Provision for lease reserves		1,492			(1,515	)
Deferred income tax expense		(1,237	)		9,702
LIFO charge		(732	)		11,892
Asset impairments		1,738			1,490
Share-based compensation		7,421			6,978
Deferred compensation		990			222
Other		(130	)		(995	)
Changes in operating assets and liabilities:
Accounts and notes receivable		(38,921	)		(7,031	)
Inventories		(32,838	)		(73,369	)
Prepaid expenses		824			2,757
Accounts payable		23,294			37,992
Accrued expenses		(14,529	)		(6,161	)
Income taxes payable		946			7,447
Other assets and liabilities		1,795			(2,305	)
Net cash provided by operating activities		22,298			51,169
Investing activities:
Disposal of property, plant and equipment		507			361
Additions to property, plant and equipment		(12,563	)		(17,716	)
Business acquired, net of cash		(78,056	)		(6,566	)
Loans to customers		(2,225	)		(17,579	)
Payments from customers on loans		3,411			1,059
Other		(154	)		(202	)
Net cash used in investing activities		(89,080	)		(40,643	)
Financing activities:
Proceeds of revolving debt		80,500			128,800
Dividends paid		(6,929	)		(6,922	)
Proceeds from exercise of stock options		196			329
Proceeds from employee stock purchase plan		—			238
Purchase of Common Stock		—			(14,348	)
Payments of long-term debt		(248	)		(118,940	)
Payments of capitalized lease obligations		(2,649	)		(2,903	)
Increase (decrease) in book overdraft		(1,346	)		6,742
Payments of deferred financing costs		(2,706	)		(3,573	)
Net cash provided (used) by financing activities		66,818			(10,577	)
Net increase (decrease) in cash and cash equivalents		36			(51	)
Cash and cash equivalents:
Beginning of year		824			862
End of period	$	860			811

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NASH FINCH COMPANY AND SUBSIDIARIES
Supplemental Data (Unaudited)

	October 10			October 4
Other Data (In thousands)	2009			2008
Total debt	$	333,413			293,415
Stockholders’ equity	$	395,678			349,047
Capitalization	$	729,091			642,462
Debt to total capitalization		45.7	%		45.7	%
Non-GAAP Data
Consolidated EBITDA — rolling 4 quarters (a)	$	144,372			138,448
Leverage ratio — rolling 4 quarters. (debt to consolidated EBITDA) (b)		2.31			2.12
Comparable GAAP Data
Debt to earnings before income taxes (b)		4.39			5.38

(a)

Consolidated EBITDA is calculated as earnings before interest, income tax, depreciation and amortization, adjusted to exclude extraordinary gains or losses, gains or losses from sales of assets other than inventory in the ordinary course of business, and non-cash charges (such as LIFO, asset impairments, closed store lease costs and share-based compensation), less cash payments made during the current period on non-cash charges recorded in prior periods. Consolidated EBITDA should not be considered an alternative measure of our net income, operating performance, cash flows or liquidity. Consolidated EBITDA is provided as additional information as a key metric used to determine payout pursuant to our Short-Term and Long-Term Incentive Plans.

(b)

Leverage ratio is defined as the Company’s total debt at October 10, 2009 and October 4, 2008, divided by Consolidated EBITDA for the respective rolling four quarters. The most comparable GAAP ratio is debt at the same date divided by earnings from continuing operations before income taxes for the respective four quarters.

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Derivation of Consolidated EBITDA; Segment Consolidated EBITDA; and Segment Profit (in thousands)

FY 2009

	2008			2009			2009			2009			Rolling
	Qtr 4			Qtr 1			Qtr 2			Qtr 3			4 Qtrs
Earnings from continuing operations before income taxes	$	10,643			17,526			16,114			31,655			75,938
Add/(deduct)
LIFO		7,849			—			(287	)		(445	)		7,117
Depreciation and amortization		9,051			9,335			9,372			12,592			40,350
Interest expense		6,034			5,304			5,840			7,621			24,799
Gain on litigation settlement		—			—			—			(7,630	)		(7,630	)
Gains on sale of real estate		—			—			—			(54	)		(54	)
Closed store lease costs		(317	)		1,066			—			425			1,174
Asset Impairment		1,065			—			898			840			2,803
Stock Compensation		1,814			3,307			2,408			1,706			9,235
Gain on acquisition of a business		—			(6,682	)		—			—			(6,682	)
Subsequent cash payments on non-cash charges		(635	)		(617	)		(714	)		(712	)		(2,678	)
Total Consolidated EBITDA	$	35,504			29,239			33,631			45,998			144,372

	2008			2009			2009			2009			Rolling
	Qtr 4			Qtr 1			Qtr 2			Qtr 3			4 Qtrs
Segment Consolidated EBITDA
Food Distribution	$	26,568			20,930			23,432			29,964			100,894
Military		12,698			13,099			12,432			17,027			55,256
Retail		8,291			5,734			6,775			9,252			30,052
Unallocated Corporate Overhead		(12,053	)		(10,524	)		(9,008	)		(10,245	)		(41,830	)
	$	35,504			29,239			33,631			45,998			144,372

	2008			2009			2009			2009			Rolling
	Qtr 4			Qtr 1			Qtr 2			Qtr 3			4 Qtrs
Segment profit
Food Distribution	$	24,422			18,832			21,371			27,302			91,927
Military		12,200			12,036			11,098			15,183			50,517
Retail		5,692			3,328			4,297			5,882			19,199
Unallocated Corporate Overhead		(31,671	)		(16,670	)		(20,652	)		(16,712	)		(85,705	)
	$	10,643			17,526			16,114			31,655			75,938

FY 2008

	2007			2008			2008			2008			Rolling
	Qtr 4			Qtr 1			Qtr 2			Qtr 3			4 Qtrs
Earnings from continuing operations before income taxes	$	11,416			16,281			13,838			13,029			54,564
Add/(deduct) LIFO		2,399			1,134			2,397			8,360			14,290
Depreciation and amortization		8,997			9,032			8,703			11,643			38,375
Interest expense		6,447			6,117			6,759			7,556			26,879
Closed store lease costs		—			(2,094	)		99			480			(1,515	)
Asset Impairment		87			395			401			694			1,577
Stock Compensation		3,614			1,943			2,022			3,013			10,592
Gains on sale of real estate		(1,720	)		—			—			—			(1,720	)
Subsequent cash payments on non-cash charges		(1,011	)		(2,184	)		(612	)		(787	)		(4,594	)
Total Consolidated EBITDA	$	30,229			30,624			33,607			43,988			138,448

	2007			2008			2008			2008			Rolling
	Qtr 4			Qtr 1			Qtr 2			Qtr 3			4 Qtrs
Segment Consolidated EBITDA
Food Distribution	$	26,143			25,270			24,975			32,814			109,202
Military		10,545			11,234			11,554			15,678			49,011
Retail		4,000			6,645			7,003			9,443			27,091
Unallocated Corporate Overhead		(10,459	)		(12,525	)		(9,925	)		(13,947	)		(46,856	)
	$	30,229			30,624			33,607			43,988			138,448

	2007			2008			2008			2008			Rolling
	Qtr 4			Qtr 1			Qtr 2			Qtr 3			4 Qtrs
Segment profit
Food Distribution	$	23,796			22,940			22,885			30,028			99,649
Military		10,067			10,762			11,091			15,072			46,992
Retail		1,902			4,543			4,774			6,326			17,545
Unallocated Corporate Overhead		(24,349	)		(21,964	)		(24,912	)		(38,397	)		(109,622	)
	$	11,416			16,281			13,838			13,029			54,564

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