EX-99.1 3 j1515_ex99d1.htm EX-99.1

Exhibit 99.1

 

NASH FINCH REPORTS FIRST QUARTER 2003 RESULTS

Company Has Met Nasdaq Filing Deadlines

 

MINNEAPOLIS (May 22, 2003) — Nash Finch Company (Nasdaq: NAFCE), a leading national food retailer and distributor, today announced that its net earnings for the first quarter of fiscal 2003 were $3.3 million, or $0.27 per diluted share, as compared to a net loss of $0.2 million, or $0.01 per diluted share for the first quarter last year.  Results for the 2003 quarter were adversely affected by $2.3 million net of tax, or $0.20 per diluted share, paid to our bondholders and bank lenders as consideration for waivers.  Results for the 2002 quarter included the cumulative effect of a change in accounting principle related to the adoption of EITF No. 02-16 that reduced earnings by $7.0 million net of tax, or $0.57 per diluted share.  Excluding the impact of the 2003 waiver fees and the 2002 cumulative effect of a change in accounting principle, earnings for the 2003 period would have been $5.6 million, or $0.47 per diluted share, as compared to $6.8 million, or $0.56 per diluted share in the 2002 period.  In the foregoing comparison, these amounts were excluded from the 2003 and 2002 earnings figures to enhance comparability between the periods.  Earnings were affected not only by the cost of obtaining necessary waivers, but by continued poor economic conditions and an intensely competitive environment.  Total sales for the first quarter of 2003 were $856.7 million versus $894.6 million in the prior-year period.

 

“Our associates throughout the organization were able to manage through difficult economic conditions by continuing a relentless focus on cost reduction efforts,” said Ron Marshall, Nash Finch Chief Executive Officer.  “We realize that we face continued challenges – as well as opportunities – and we have the right team in place to meet them.”

 

Food Distribution Results

 

Food distribution segment sales for the first quarter were $388.4 million versus $425.9 million in the year-ago period.  This decline reflects continued difficult economic conditions, the loss of marginal accounts we chose to no longer service, and soft sales and store closings experienced by independent retailers because of heavy competition in certain markets.  First quarter 2003 food distribution segment profits were $11.2 million versus $13.3 million in the first quarter of 2002.

 

“Despite our decrease in sales compared to the first quarter of last year,” noted Jerry Nelson,

 



 

President and COO, “we are optimistic about business development opportunities that exist today.  We believe that our competitive cost structure and our industry-leading performance metrics will position us well in the weeks and months to come.”

 

Military segment sales for the first quarter of 2003 increased to $246.8 million compared to $230.8 million for the year-ago period.  Profits declined to $6.7 million versus $7.2 million in the first quarter of 2002.  Military profit margins were adversely affected as a result of the continuation of the process to consolidate two warehouses into one located in Norfolk, Virginia.  This consolidation is scheduled to be completed by June 2003.

 

Retail Results

 

Corporate retail sales were $221.5 million in the first quarter of 2003 versus $237.8 million in the prior year period.  Same-store sales decreased 11.0 percent for the first quarter of 2003 relative to the first quarter of 2002.  These declines reflect the continued growth of supercenter competition in our retail territories and continuing difficult economic conditions.  Retail segment profits declined to $7.2 million, from $9.0 million in the prior-year period.  The store count at the end of the first quarter of 2003 and the end of the first quarter of 2002 both stood at 111.

 

Outlook

 

“As previously stated, we continue to anticipate 2003 earnings to range between $2.29 and $2.35 per diluted share as compared to $2.52 per diluted share in fiscal 2002 before the effect of the accounting change,” said Bob Dimond, Executive Vice President and Chief Financial Officer.  “This reflects the impact of the $2.3 million in after tax amounts, or 20 cents per diluted share, paid in the first quarter for the bond indenture and bank credit facility waivers.  Excluding those payments, we expect 2003 earnings to range between $2.49 and $2.55 per diluted share.  We expect that earnings in the second half of 2003 will compare favorably with the second half of 2002 after a difficult first half comparison, reflecting in large measure the Company’s strong operating performance in the first half of 2002 as compared to the second half of that year.”

 

A conference call to review fiscal 2002 results is scheduled for 10 a.m. (CT) on May 23, 2003.  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

 

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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 retail and distribution companies in the United States with approximately $4 billion in annual revenues. Nash Finch currently owns and operates more than 100 stores in the Upper Midwest, principally supermarkets under the AVANZAä, Buy· n· Saveâ, Econofoodsâ, Family Thrift Centerä and Sun Martâ trade names.  In addition to its retail operations, Nash Finch’s food distribution business serves independent retailers and military commissaries in 28 states, the District of Columbia and Europe.  Further information is available on the company’s website at www.nashfinch.com.

 

The statements in this release that refer to anticipated financial results, plans and expectations are forward-looking statements based on current expectations and assumptions, and entail risks and uncertainties that could cause actual results to differ materially from those expressed in such forward-looking statements.  Important factors that could cause material differences include the effect of competition on the Company’s distribution and retail businesses; general economic conditions; credit risk from financial accommodations extended to customers; changes in consumer spending and buying patterns; risks entailed by expansion, affiliations and acquisitions; changes in vendor promotions or allowances; limitations on financial and operating flexibility due to debt levels and debt instrument covenants; the ability to execute plans to improve retail operations and to enhance wholesale operations; exposure to litigation, investigations, and other contingent losses; and other cautionary factors discussed in the Company’s periodic reports filed with the SEC, including the Form 10-K for the year ended December 28, 2002.  The Company does not undertake to update forward-looking statements to reflect future events or circumstances, but investors are advised to consult future disclosures involving these topics in our periodic reports filed with the SEC.

 

#    #    #

 

Contact: Bob Dimond, 952-897-8148 or LeAnne Stewart, 952-844-1060

 

3



 

NASH FINCH COMPANY AND SUBSIDIARIES

Consolidated Statements of Income (unaudited)

(In thousands, except per share amounts)

 

 

 

Twelve Weeks Ended

 

 

 

March 22,
2003

 

March 23,
2002

 

 

 

 

 

 

 

Sales

 

$

856,664

 

$

894,575

 

 

 

 

 

 

 

Cost and expenses:

 

 

 

 

 

Cost of sales

 

756,640

 

788,639

 

Selling, general and administrative

 

74,447

 

78,691

 

Depreciation and amortization

 

9,440

 

9,307

 

Interest expense

 

10,791

 

6,647

 

Total costs and expenses

 

851,318

 

883,284

 

 

 

 

 

 

 

Earnings before income taxes and cumulative effect of change in accounting principle

 

5,346

 

11,291

 

 

 

 

 

 

 

Income tax expense

 

2,085

 

4,505

 

 

 

 

 

 

 

Earnings before cumulative effect of change in accounting principle

 

3,261

 

6,786

 

 

 

 

 

 

 

Cumulative effect of change in accounting principle, net of income tax benefits of $4,450

 

 

 

(6,960

)

Net earnings (loss)

 

$

3,261

 

$

(174

)

 

 

 

 

 

 

Basic earnings per share:

 

 

 

 

 

Earnings before cumulative effect of change in accounting principle

 

$

0.27

 

$

0.58

 

 

 

 

 

 

 

Cumulative effect of change in accounting principle, net of income tax benefits

 

 

(0.59

)

Net earnings (loss) per share

 

$

0.27

 

$

(0.01

)

 

 

 

 

 

 

Diluted earnings per share:

 

 

 

 

 

Earnings before cumulative effect of change in accounting principle

 

$

0.27

 

$

0.56

 

 

 

 

 

 

 

Cumulative effect of change in accounting principle, net of income tax benefits

 

 

(0.57

)

Net earnings (loss) per share

 

$

0.27

 

$

(0.01

)

 

 

 

 

 

 

Cash dividends per common share:

 

$

 

$

0.09

 

 

 

 

 

 

 

Weighted average number of common shares outstanding and common equivalent shares outstanding:

 

 

 

 

 

Basic

 

11,903

 

11,708

 

Diluted

 

11,963

 

12,112

 

 

4



 

NASH FINCH COMPANY AND SUBSIDIARIES

Consolidated Balance Sheets

(In thousands, except per share amounts)

 

 

 

March 22,
2003

 

December 28,
2002

 

March 23,
2002

 

 

 

(unaudited)

 

 

 

(unaudited)

 

Assets

 

 

 

 

 

 

 

Current assets:

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

14,538

 

$

31,419

 

$

1,539

 

Accounts and notes receivable, net

 

148,197

 

165,527

 

161,987

 

Inventories

 

250,447

 

245,477

 

260,193

 

Prepaid expenses

 

14,322

 

12,335

 

13,460

 

Deferred tax assets

 

11,292

 

13,523

 

12,403

 

Total current assets

 

438,796

 

468,281

 

449,582

 

 

 

 

 

 

 

 

 

Investments in affiliates

 

180

 

556

 

556

 

Notes receivable, net

 

33,616

 

32,596

 

41,528

 

 

 

 

 

 

 

 

 

Property, plant and equipment:

 

 

 

 

 

 

 

Land

 

25,477

 

25,500

 

26,829

 

Buildings and improvements

 

155,579

 

155,865

 

157,854

 

Furniture, fixtures and equipment

 

324,958

 

323,201

 

319,771

 

Leasehold improvements

 

76,226

 

75,360

 

69,183

 

Construction in progress

 

4,313

 

7,169

 

7,204

 

Assets under capitalized leases

 

42,040

 

42,040

 

42,040

 

 

 

628,593

 

629,135

 

622,881

 

Less accumulated depreciation and amortization

 

(366,076

)

(360,615

)

(349,553

)

Net property, plant and equipment

 

262,517

 

268,520

 

273,328

 

 

 

 

 

 

 

 

 

Goodwill, net

 

150,053

 

148,028

 

139,217

 

Investment in direct financing leases

 

14,214

 

14,463

 

13,257

 

Deferred tax asset, net

 

 

467

 

7,536

 

Other assets

 

15,062

 

15,011

 

17,184

 

Total assets

 

$

914,438

 

$

947,922

 

$

942,188

 

 

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

 

Outstanding checks

 

$

10,595

 

$

27,076

 

$

16,469

 

Current maturities of long-term debt and capitalized lease obligations

 

7,035

 

7,497

 

6,482

 

Accounts payable

 

185,287

 

170,542

 

223,687

 

Accrued expenses

 

100,977

 

94,068

 

91,149

 

Income taxes

 

9,410

 

10,073

 

9,703

 

Total current liabilities

 

313,304

 

309,256

 

347,490

 

 

 

 

 

 

 

 

 

Long-term debt

 

317,836

 

357,592

 

328,364

 

Capitalized lease obligations

 

46,582

 

47,784

 

47,607

 

Other liabilities

 

11,715

 

11,811

 

13,933

 

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 12,012, 12,012 and 11,966 shares, respectively

 

20,021

 

20,021

 

19,944

 

Additional paid-in capital

 

26,344

 

26,275

 

25,408

 

Restricted stock

 

(762

)

(894

)

(1,405

)

Accumulated other comprehensive income

 

(7,447

)

(7,507

)

(2,232

)

Retained earnings

 

187,906

 

184,645

 

164,073

 

 

 

226,062

 

222,540

 

205,788

 

Less cost of 70, 70 and 71 shares of common stock in treasury, respectively

 

(1,061

)

(1,061

)

(994

)

Total stockholders’ equity

 

225,001

 

221,479

 

204,794

 

 

 

 

 

 

 

 

 

Total liabilities and stockholders’ equity

 

$

914,438

 

$

947,922

 

$

942,188

 

 

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NASH FINCH COMPANY AND SUBSIDIARIES

Consolidated Statements of Cash Flows (Unaudited)

(In thousands)

 

 

 

Twelve Weeks Ended

 

 

 

March 22,
2003

 

March 23,
2002

 

Operating activities:

 

 

 

 

 

Net earnings (loss)

 

$

3,261

 

$

(174

)

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

 

Depreciation and amortization

 

9,440

 

9,307

 

Amortization of deferred financing costs

 

260

 

263

 

Amortization of rebatable loans

 

68

 

15

 

Provision for bad debts

 

1,437

 

940

 

Cumulative effect of change in accounting principle

 

 

6,960

 

Deferred income tax expense

 

2,769

 

2,371

 

LIFO charge

 

400

 

923

 

Impairments

 

390

 

 

Loss / (gain) on sale of assets

 

(173

)

(23

)

Other

 

(95

)

317

 

Changes in operating assets and liabilities, net of effects of acquisitions

 

 

 

 

 

Accounts and notes receivable

 

17,784

 

5,948

 

Inventories

 

(2,533

)

6,839

 

Prepaid expenses

 

(1,714

)

1,550

 

Accounts payable

 

13,391

 

7,195

 

Accrued expenses

 

6,052

 

(5,298

)

Income taxes

 

(663

)

(1,679

)

Other assets and liabilities

 

(523

)

(452

)

Net cash provided by operating activities

 

49,551

 

35,002

 

 

 

 

 

 

 

Investing activities:

 

 

 

 

 

Proceeds from the sale of property, plant and equipment

 

751

 

208

 

Additions to property, plant and equipment

 

(3,664

)

(7,468

)

Business acquired, net of cash

 

(2,054

)

(3,356

)

Loans to customers

 

(3,264

)

(1,394

)

Payments from customers on loans

 

1,584

 

1,259

 

Other

 

2

 

2,000

 

Net cash used in investing activities

 

(6,645

)

(8,751

)

 

 

 

 

 

 

Financing activities:

 

 

 

 

 

(Payment) proceeds of revolving debt

 

(39,400

)

8,000

 

Dividends paid

 

 

(1,070

)

Payments of long-term debt

 

(3,375

)

(410

)

Payments of capitalized lease obligations

 

(531

)

(489

)

Decrease in outstanding checks

 

(16,481

)

(41,281

)

Other

 

 

71

 

 

 

 

 

 

 

Net cash used in financing activities

 

(59,787

)

(35,179

)

Net decrease in cash

 

(16,881

)

(8,928

)

Cash and cash equivalents at beginning of period

 

31,419

 

10,467

 

Cash and cash equivalents at end of period

 

$

14,538

 

$

1,539

 

 

 

 

 

 

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

Non cash investing and financing activities

 

 

 

 

 

Purchase of real estate under capital leases

 

$

 

$

1,180

 

 

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NASH FINCH COMPANY AND SUBSIDIARIES

Supplemental Data

(In thousands)

 

 

 

Twelve Weeks Ended

 

Other Data (In thousands)

 

March 22,
2003

 

March 23,
2002

 

 

 

 

 

 

 

Cash from operations - 1st qtr.

 

$

49,551

 

$

35,002

 

Debt to total capitalization

 

62

%

65

%

Total debt

 

$

371,453

 

$

382,453

 

Capital spending - 1st qtr.

 

$

3,664

 

$

7,468

 

Capitalization

 

$

596,454

 

$

587,247

 

Stockholders’ Equity

 

$

225,001

 

$

204,794

 

 

 

 

 

 

 

Non-GAAP Data

 

 

 

 

 

Adjusted EBITDA(a)

 

$

26,655

 

$

28,161

 

Debt to Adjusted EBITDA - trailing 4 qtrs.(b)

 

3.1

 

3.1

 

Debt to Adjusted EBITDA on a pro forma basis - trailing 4 qtrs.(c)

 

3.1

 

3.1

 

Interest coverage - trailing 4 qtrs.(d)

 

3.5

 

3.8

 

Interest coverage on a pro forma basis - trailing 4 qtrs.(e)

 

3.5

 

3.7

 

 


(a)   Adjusted EBITDA, as defined in our credit agreement, is 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 LIFO, impairment and closed store lease cost charges.  Adjusted EBITDA should not be considered an alternative measure of our net income, operating performance, cash flow or liquidity.  The amount of Adjusted EBITDA is provided as additional information relative to compliance with our debt covenants at notes (b) through (e).  Adjusted EBITDA is derived from the Company’s earnings before income taxes and cumulative effect of change in accounting principle as follows:

 

 

 

Twelve Weeks Ended

 

Adjusted EBITDA Reconciliation (In thousands)

 

March 22,
2003

 

March 23,
2002

 

 

 

 

 

 

 

Earnings before income taxes and cumulative effect of change in accounting principle

 

$

5,346

 

$

11,291

 

Add/(deduct)

 

 

 

 

 

LIFO

 

400

 

923

 

Depreciation and amortization

 

9,440

 

9,307

 

Interest expense

 

10,791

 

6,647

 

Impairments

 

390

 

 

Closed store lease costs

 

354

 

 

Gains on sale of real estate

 

(66

)

(7

)

Total Adjusted EBITDA

 

$

26,655

 

$

28,161

 

 

 

 

 

 

 

Adjusted EBITDA by Segment

 

 

 

 

 

Food Distribution

 

$

13,254

 

$

15,855

 

Retail

 

10,886

 

12,572

 

Military

 

7,043

 

7,469

 

Unallocated Corporate Overhead

 

(4,528

)

(7,735

)

 

 

$

26,655

 

$

28,161

 

 

(b)   End of period debt at March 22, 2003 and March 23, 2002, divided by Adjusted EBITDA for the respective four trailing quarters.

(c)   Pro forma presentation of Adjusted EBITDA included in this calculation includes the results of certain acquisitions that occurred during each year as if the acquisition had occurred at the beginning of the respective year.

(d)   Ratio of Adjusted EBITDA for the period covered to interest expense for such period.

(e)   Pro forma presentation of Adjusted EBITDA calculated as described in note  (c).

 

 

 

Twelve Weeks Ended

 

Earnings (Loss) Excluding the Cumulative Effect of Change in Accounting Principle and
Debt Waiver Fees (In Thousands)

 

March 22,
2003

 

March 23,
2002

 

 

 

 

 

 

 

Net Earnings (Loss) as reported

 

$

3,261

 

$

(174

)

Cumulative effect of change in accounting principle, net of tax

 

 

6,960

 

Debt waiver fees, net of income tax

 

2,339

 

 

 

Earnings excluding change in accounting principle and debt waiver fees(a)

 

$

5,600

 

$

6,786

 

 

 

 

 

 

 

EPS excluding cumulative effect of change in accounting principle and debt waiver fees(a)

 

 

 

 

 

Basic

 

$

0.47

 

$

0.58

 

Diluted

 

$

0.47

 

$

0.56

 

 


(a)   Earnings and EPS excluding debt waiver fees in the 2003 period are non-GAAP financial measures provided to enhance the comparability of operating results between the periods.

 

7