NEW JERSEY
|
22-1576170
|
(State of other jurisdiction of incorporation or organization)
|
(I. R. S. Employer 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)
|
Large accelerated filer □
|
Accelerated filer S
|
Non-accelerated filer □ (Do not check if a smaller reporting company)
|
Smaller reporting company □
|
|
March 5, 2013
|
Class A Common Stock, No Par Value
|
8,712,866 Shares
|
Class B Common Stock, No Par Value
|
5,079,790 Shares
|
PART I
|
PAGE NO.
|
|
FINANCIAL INFORMATION
|
||
Item 1.
|
Financial Statements (Unaudited)
|
|
Consolidated Condensed Balance Sheets
|
3
|
|
Consolidated Condensed Statements of Operations
|
4
|
|
Consolidated Condensed Statements of Comprehensive Income
|
5
|
|
Consolidated Condensed Statements of Cash Flows.
|
6
|
|
Notes to Consolidated Condensed Financial Statements
|
7-9 | |
Item 2.
|
Management's Discussion and Analysis of Financial Condition and Results of Operations
|
10-16 |
Item 3.
|
Quantitative & Qualitative Disclosures about Market Risk
|
17
|
Item 4.
|
Controls and Procedures
|
17
|
PART II
|
||
OTHER INFORMATION
|
||
Item 6. | Exhibits | 18 |
Signatures | 19 |
Item 1. Financial Statements
|
||||||||
VILLAGE SUPER MARKET, INC.
|
||||||||
CONSOLIDATED CONDENSED BALANCE SHEETS
|
||||||||
(in Thousands) (Unaudited)
|
||||||||
January 26, 2013
|
July 28, 2012
|
|||||||
ASSETS
|
||||||||
Current assets
|
||||||||
Cash and cash equivalents
|
$ | 106,575 | $ | 103,103 | ||||
Merchandise inventories
|
42,059 | 40,599 | ||||||
Patronage dividend receivable
|
4,824 | 10,774 | ||||||
Other current assets
|
22,341 | 17,102 | ||||||
Total current assets
|
175,799 | 171,578 | ||||||
Note receivable from Wakefern
|
21,663 | 20,918 | ||||||
Property, equipment and fixtures, net
|
172,771 | 172,420 | ||||||
Investment in Wakefern
|
24,355 | 23,406 | ||||||
Goodwill
|
12,057 | 12,057 | ||||||
Other assets
|
11,541 | 9,159 | ||||||
|
$ | 418,186 | $ | 409,538 | ||||
LIABILITIES AND SHAREHOLDERS' EQUITY
|
||||||||
Current liabilities
|
||||||||
Current portion of capital and financing lease obligations
|
$ | - | $ | - | ||||
Current portion of notes payable to Wakefern
|
538 | 473 | ||||||
Accounts payable to Wakefern
|
58,179 | 55,441 | ||||||
Accounts payable and accrued expenses
|
26,962 | 28,858 | ||||||
Income taxes payable
|
21,253 | 15,134 | ||||||
Total current liabilities
|
106,932 | 99,906 | ||||||
Capital and financing lease obligations
|
40,909 | 40,792 | ||||||
Notes payable to Wakefern
|
2,042 | 2,357 | ||||||
Other liabilities
|
37,954 | 36,172 | ||||||
Commitments and contingencies
|
||||||||
Shareholder's Equity
|
||||||||
Class A common stock - no par value, issued 9,140 shares at January 26, 2013 and 7,883 shares at July 28, 2012
|
41,918 | 39,570 | ||||||
Class B common stock - no par value, issued and outstanding 5,080 shares at January 26, 2013 and 6,335 shares at July 28, 2012
|
825 | 1,028 | ||||||
Retained earnings
|
206,332 | 209,373 | ||||||
Accumulated other comprehensive loss
|
(14,847 | ) | (15,474 | ) | ||||
Less cost of Class A treasury shares 427 at January 26, 2013 and 461 at July 28, 2012)
|
(3,879 | ) | (4,186 | ) | ||||
Total shareholders’ equity
|
230,349 | 230,311 | ||||||
$ | 418,186 | $ | 409,538 |
VILLAGE SUPER MARKET, INC.
|
||||||||||||||||
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
|
||||||||||||||||
(in Thousands except Per Share Amounts) (Unaudited)
|
||||||||||||||||
13 Weeks Ended
|
13 Weeks Ended
|
26 Weeks Ended
|
26 Weeks Ended
|
|||||||||||||
January 26, 2013
|
January 28, 2012
|
January 26, 2013
|
January 28, 2012
|
|||||||||||||
|
||||||||||||||||
Sales
|
$ | 382,175 | $ | 362,638 | $ | 740,326 | $ | 705,375 | ||||||||
Cost of sales
|
279,255 | 263,134 | 541,768 | 512,995 | ||||||||||||
Gross profit
|
102,920 | 99,504 | 198,558 | 192,380 | ||||||||||||
Operating and administrative expense
|
83,440 | 78,375 | 163,696 | 154,276 | ||||||||||||
Depreciation and amortization
|
5,033 | 4,859 | 9,942 | 9,632 | ||||||||||||
Operating income
|
14,447 | 16,270 | 24,920 | 28,472 | ||||||||||||
Income from partnerships
|
1,450 | - | 1,450 | - | ||||||||||||
Interest expense
|
(868 | ) | (1,075 | ) | (1,942 | ) | (2,260 | ) | ||||||||
Interest income
|
683 | 626 | 1,364 | 1,252 | ||||||||||||
Income before income taxes
|
15,712 | 15,821 | 25,792 | 27,464 | ||||||||||||
Income taxes
|
6,608 | 6,674 | 10,833 | 11,581 | ||||||||||||
Net income
|
$ | 9,104 | $ | 9,147 | $ | 14,959 | $ | 15,883 | ||||||||
Net income per share:
|
||||||||||||||||
Class A common stock:
|
||||||||||||||||
Basic
|
$ | 0.76 | $ | 0.80 | $ | 1.31 | $ | 1.39 | ||||||||
Diluted
|
$ | 0.65 | $ | 0.66 | $ | 1.07 | $ | 1.15 | ||||||||
|
||||||||||||||||
Class B common stock:
|
||||||||||||||||
Basic
|
$ | 0.49 | $ | 0.52 | $ | 0.75 | $ | 0.90 | ||||||||
Diluted
|
$ | 0.49 | $ | 0.52 | $ | 0.75 | $ | 0.90 |
VILLAGE SUPER MARKET, INC.
|
||||||||||||||||
CONSOLIDATED CONDENSED STATEMENTS OF COMPREHENSIVE INCOME
|
||||||||||||||||
(in Thousands) (Unaudited)
|
||||||||||||||||
13 Weeks Ended
|
13 Weeks Ended
|
26 Weeks Ended
|
26 Weeks Ended
|
|||||||||||||
January 26, 2013
|
January 28, 2012
|
January 26, 2013
|
January 28, 2012
|
|||||||||||||
Net income
|
$ | 9,104 | $ | 9,147 | $ | 14,959 | $ | 15,883 | ||||||||
Other comprehensive income:
|
||||||||||||||||
Amortization of pension actuarial loss, net of tax (1)
|
314 | 199 | 627 | 398 | ||||||||||||
Comprehensive income
|
$ | 9,418 | $ | 9,346 | $ | 15,586 | $ | 16,281 | ||||||||
(1) Amounts are net of tax of $217 and $133 for the 13 weeks ended January 26, 2013 and January 28, 2012, respectively. Amounts are net of tax of $435 and $266 for the 26 weeks ended January 26, 2013 and January 28, 2012, respectively.
|
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS
|
||||||||
(in Thousands) (Unaudited)
|
||||||||
|
26 Wks. Ended
|
26 Wks. Ended
|
||||||
January 26, 2013
|
January 28, 2012
|
|||||||
CASH FLOWS FROM OPERATING ACTIVITIES
|
||||||||
Net income
|
$ | 14,959 | $ | 15,883 | ||||
Adjustments to reconcile net income to net cash provided by operating activities:
|
||||||||
Depreciation and amortization
|
9,942 | 9,632 | ||||||
Deferred taxes
|
(3,310 | ) | (700 | ) | ||||
Provision to value inventories at LIFO
|
300 | 560 | ||||||
Non-cash share-based compensation
|
1,613 | 1,576 | ||||||
Income from partnerships
|
(1,450 | ) | - | |||||
|
||||||||
Changes in assets and liabilities:
|
||||||||
Merchandise inventories
|
(1,760 | ) | (3,862 | ) | ||||
Patronage dividend receivable
|
5,950 | 4,787 | ||||||
Accounts payable to Wakefern
|
2,738 | 195 | ||||||
Accounts payable and accrued expenses
|
(1,854 | ) | (6,019 | ) | ||||
Income taxes payable
|
6,119 | 764 | ||||||
Other assets and liabilities
|
(2,491 | ) | (211 | ) | ||||
Net cash provided by operating activities
|
30,756 | 22,605 | ||||||
CASH FLOWS FROM INVESTING ACTIVITIES
|
||||||||
Capital expenditures
|
(10,077 | ) | (10,059 | ) | ||||
Investment in notes receivable from Wakefern
|
(745 | ) | (694 | ) | ||||
Proceeds from partnerships
|
1,980 | - | ||||||
Net cash used in investing activities
|
(8,842 | ) | (10,753 | ) | ||||
CASH FLOWS FROM FINANCING ACTIVITIES
|
||||||||
Proceeds from exercise of stock options
|
598 | 305 | ||||||
Excess tax benefit related to share-based compensation
|
241 | 41 | ||||||
Principal payments of long-term debt
|
(1,281 | ) | (782 | ) | ||||
Dividends
|
(18,000 | ) | (4,011 | ) | ||||
Net cash used in financing activities
|
(18,442 | ) | (4,447 | ) | ||||
NET INCREASE IN CASH AND CASH EQUIVALENTS
|
3,472 | 7,405 | ||||||
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD
|
103,103 | 91,362 | ||||||
CASH AND CASH EQUIVALENTS, END OF PERIOD
|
$ | 106,575 | $ | 98,767 | ||||
SUPPLEMENTAL DISCLOSURES OF CASH PAYMENTS MADE FOR:
|
||||||||
Interest
|
$ | 2,004 | $ | 2,114 | ||||
Income taxes
|
$ | 7,785 | $ | 11,477 | ||||
NONCASH SUPPLEMENTAL DISCLOSURES:
|
||||||||
Investment in Wakefern
|
$ | 949 | $ | 269 |
13 Weeks Ended
|
26 Weeks Ended
|
|||||||||||||||
January 26, 2013
|
||||||||||||||||
Class A
|
Class B
|
Class A
|
Class B
|
|||||||||||||
Numerator:
|
||||||||||||||||
Net income allocated, basic
|
$ | 6,373 | $ | 2,503 | $ | 10,463 | $ | 4,123 | ||||||||
Conversion of Class B to Class A shares
|
2,503 | - | 4,123 | - | ||||||||||||
Effect of share-based compensation on allocated net income
|
- | - | - | - | ||||||||||||
Net income allocated, diluted
|
$ | 8,876 | $ | 2,503 | $ | 14,586 | $ | 4,123 | ||||||||
Denominator:
|
||||||||||||||||
Weighted average shares outstanding, basic
|
8,396 | 5,086 | 7,972 | 5,500 | ||||||||||||
Conversion of Class B to Class A shares
|
5,086 | - | 5,500 | - | ||||||||||||
Dilutive effect of share-based compensation
|
108 | - | 118 | - | ||||||||||||
Weighted average shares outstanding, diluted
|
13,590 | 5,086 | 13,590 | 5,500 | ||||||||||||
13 Weeks Ended
|
26 Weeks Ended
|
|||||||||||||||
January 28, 2012
|
||||||||||||||||
Class A
|
Class B
|
Class A
|
Class B
|
|||||||||||||
Numerator:
|
||||||||||||||||
Net income allocated, basic
|
$ | 5,613 | $ | 3,299 | $ | 9,741 | $ | 5,734 | ||||||||
Conversion of Class B to Class A shares
|
3,299 | - | 5,734 | - | ||||||||||||
Effect of share-based compensation on allocated net income
|
27 | (18 | ) | 51 | (28 | ) | ||||||||||
Net income allocated, diluted
|
$ | 8,939 | $ | 3,281 | $ | 15,526 | $ | 5,706 | ||||||||
Denominator:
|
||||||||||||||||
Weighted average shares outstanding, basic
|
7,030 | 6,362 | 7,023 | 6,367 | ||||||||||||
Conversion of Class B to Class A shares
|
6,362 | - | 6,367 | - | ||||||||||||
Dilutive effect of share-based compensation
|
90 | - | 75 | - | ||||||||||||
Weighted average shares outstanding, diluted
|
13,482 | 6,362 | 13,465 | 6,367 |
13 Weeks Ended
|
13 Weeks Ended
|
26 Weeks Ended
|
26 Weeks Ended
|
|||||||||||||
January 26, 2013
|
January 28, 2012
|
January 26, 2013
|
January 28, 2012
|
|||||||||||||
Service cost
|
$ | 818 | $ | 664 | $ | 1,636 | $ | 1,328 | ||||||||
Interest cost on projected benefit obligations
|
618 | 678 | 1,236 | 1,356 | ||||||||||||
Expected return on plan assets
|
(694 | ) | (631 | ) | (1,388 | ) | (1,262 | ) | ||||||||
Amortization of gains and losses
|
529 | 330 | 1,058 | 660 | ||||||||||||
Amortization of prior service costs
|
2 | 2 | 4 | 4 | ||||||||||||
Net periodic pension cost
|
$ | 1,273 | $ | 1,043 | $ | 2,546 | $ | 2,086 |
13 Weeks Ended
|
26 Weeks Ended
|
|||||||||||||||
January 26, 2013
|
January 28, 2012
|
January 26, 2013
|
January 28, 2012
|
|||||||||||||
Sales
|
100.00 | % | 100.00 | % | 100.00 | % | 100.00 | % | ||||||||
Cost of sales
|
73.07 | 72.56 | 73.18 | 72.73 | ||||||||||||
Gross profit
|
26.93 | 27.44 | 26.82 | 27.27 | ||||||||||||
Operating and administrative expense
|
21.83 | 21.61 | 22.12 | 21.87 | ||||||||||||
Depreciation and amortization
|
1.32 | 1.34 | 1.34 | 1.37 | ||||||||||||
Operating income
|
3.78 | 4.49 | 3.36 | 4.03 | ||||||||||||
Income from Partnerships
|
0.38 | - | 0.20 | - | ||||||||||||
Interest expense
|
(0.23 | ) | (0.30 | ) | (0.26 | ) | (0.32 | ) | ||||||||
Interest income
|
0.18 | 0.17 | 0.18 | 0.18 | ||||||||||||
Income before taxes
|
4.11 | 4.36 | 3.48 | 3.89 | ||||||||||||
Income taxes
|
1.73 | 1.84 | 1.46 | 1.64 | ||||||||||||
Net income
|
2.38 | % | 2.52 | % | 2.02 | % | 2.25 | % |
·
|
We expect same store sales to increase from 2.0% to 3.5% in fiscal 2013, including the positive impact from the inclusion of the Maryland stores in same stores sales.
|
·
|
During the last few years, the supermarket industry has been impacted by changing consumer behavior due to the weak economy and high unemployment. Consumers continue to spend cautiously by trading down to lower priced items, including private label, and concentrating their buying on sale items. Management expects these trends to continue in fiscal 2013.
|
·
|
We expect modest retail price inflation in fiscal 2013.
|
·
|
We have budgeted $20,000 for capital expenditures in fiscal 2013. This amount includes the beginning of construction of a replacement store and three major remodels.
|
·
|
On November 29, 2012, the Board of Directors declared a special dividend of $1.00 per Class A common share and $.65 per Class B common share. In addition the Board declared regular quarterly dividends of $.25 per Class A common share and $.1625 per Class B common share. These dividends were paid on December 27, 2012. The Board declared these $15 million of dividends in order to provide a return to our shareholders in 2012 while tax rates on dividends remained low. The Board’s current intention is to continue to pay quarterly dividends in 2013 at the most recent rate of $.25 per Class A and $.1625 per Class B share.
|
·
|
We believe cash flow from operations and other sources of liquidity will be adequate to meet anticipated requirements for working capital, capital expenditures and debt payments for the foreseeable future.
|
·
|
We expect our effective income tax rate in fiscal 2013 to be 41.5% - 42.5%.
|
·
|
We expect operating expenses will be affected by increased costs in certain areas, such as medical and pension costs.
|
·
|
The supermarket business is highly competitive and characterized by narrow profit margins. Results of operations may be materially adversely impacted by competitive pricing and promotional programs, industry consolidation and competitor store openings. Village competes with national and regional supermarkets, local supermarkets, warehouse club stores, supercenters, drug stores, convenience stores, dollar stores, discount merchandisers, restaurants and other local retailers. Some of these competitors have greater financial resources, lower merchandise acquisition costs and lower operating expenses than we do.
|
·
|
The Company’s stores are concentrated in New Jersey, with one store in northeastern Pennsylvania and two in Maryland. We are vulnerable to economic downturns in New Jersey in addition to those that may affect the country as a whole. Economic conditions such as inflation, deflation, interest rates, energy costs and unemployment rates may adversely affect our sales and profits.
|
·
|
Village acquired two stores in July 2011 in Maryland, a new market for Village where the ShopRite name is less known than in New Jersey. As the Company begins operating in this new market, marketing and other costs are higher than in established markets as Village attempts to build market share and brand awareness. In addition, sales for these two stores are initially expected to be lower than the typical Company store. Potentially higher costs and sales results lower than the Company’s expectations could have a material adverse effect on Village’s results of operations.
|
·
|
Village purchases substantially all of its merchandise from Wakefern. In addition, Wakefern provides the Company with support services in numerous areas including supplies, advertising, liability and property insurance, technology support and other store services. Further, Village receives patronage dividends and other product incentives from Wakefern. Any material change in Wakefern’s method of operation or a termination or material modification of Village’s relationship with Wakefern could have an adverse impact on the conduct of the Company’s business and could involve additional expense for Village. The failure of any Wakefern member to fulfill its obligations to Wakefern or a member’s insolvency or withdrawal from Wakefern could result in increased costs to the Company. Additionally, an adverse change in Wakefern’s results of operations could have an adverse effect on Village’s results of operations.
|
·
|
Approximately 93% of our employees are covered by collective bargaining agreements. Any work stoppages could have an adverse impact on our financial results. If we are unable to control health care and pension costs provided for in the collective bargaining agreements, we may experience increased operating costs.
|
·
|
Village could be adversely affected if consumers lose confidence in the safety and quality of the food supply chain. The real or perceived sale of contaminated food products by us could result in a loss of consumer confidence and product liability claims, which could have a material adverse effect on our sales and operations.
|
·
|
On April 15, 2011, Village, along with all of the other individual employers trading as ShopRite, permanently withdrew from participating in the United Food and Commercial Workers Local 152 Retail Meat Pension Fund (“the Fund”), effective the end of April 2011. The Fund is a multi-employer defined benefit plan that includes other supermarket operators. Village, along with the other affiliated ShopRite operators, determined to withdraw from the Fund due to exposures to market risks associated with all defined benefit plans and the inability to partition ShopRite’s liabilities from those of the other participating supermarket operators. Village now provides affected associates with a defined contribution plan for future service, which eliminates market risks and the exposure to shared liabilities of other operators, and is estimated to be less costly than the defined benefit plan in the future, while ensuring that our associates are provided a secure benefit. The Company recorded a pre-tax charge of $7,028 in fiscal 2011 for this withdrawal liability, which represented our estimate of the liability based on calculations provided by the Fund actuary. The Company settled this obligation in January 2012, resulting in a pre-tax benefit of $646 in fiscal 2012. Village remains liable for potential additional withdrawal liabilities to the Fund in the event a mass withdrawal, as defined by statute, occurs within two plan years after the plan year of Village’s withdrawal. Such liabilities could be material to the Company’s consolidated financial statements.
|
·
|
Certain of the multi-employer plans to which we contribute are underfunded. As a result, we expect that contributions to these plans may increase. Additionally, the benefit levels and related items will be issues in the negotiation of our collective bargaining agreements. Under current law, an employer that withdraws or partially withdraws from a multi-employer pension plan may incur a withdrawal liability to the plan, which represents the portion of the plan’s underfunding that is allocable to the withdrawing employer under very complex actuarial and allocation rules. The failure of a withdrawing employer to fund these obligations can impact remaining employers. The amount of any increase or decrease in our required contributions to these multi-employer pension plans will depend upon the outcome of collective bargaining, actions taken by trustees who manage the plans, government regulations and the actual return on assets held in the plans, among other factors.
|
·
|
Our effective tax rate may be impacted by the results of tax examinations and changes in tax laws, including the disputes with the state of New Jersey described in note 5 of the Company’s Annual Report on Form 10-K for the year ended July 28, 2012.
|
|
Exhibit 31.1
|
Certification
|
Exhibit 31.2
|
Certification
|
|
Exhibit 32.1
|
Certification (furnished, not filed)
|
|
|
||
Exhibit 32.2
|
Certification (furnished, not filed)
|
|
|
||
|
Exhibit 99.1
|
Press Release dated March 6, 2013.
|
101 INS
|
XBRL Instance Document*
|
|
101 SCH
|
XBRL Schema Document*
|
|
101 CAL
|
XBRL Calculation Linkbase Document*
|
|
101 DEF
|
XBRL Definition Linkbase Document*
|
|
101 LAB
|
XBRL Labels Linkbase Document*
|
|
101 PRE
|
XBRL Presentation Linkbase Document*
|
Village Super Market, Inc.
|
|
|
Registrant
|
Date: March 6, 2013
|
/s/ James Sumas
|
|
James Sumas
|
|
(Chief Executive Officer)
|
Date: March 6, 2013
|
/s/ Kevin R. Begley |
|
Kevin R. Begley
|
|
(Chief Financial Officer)
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Village Super Market, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):
|
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: March 6, 2013
|
/s/ James Sumas
|
James Sumas
|
|
Chief Executive Officer
|
1.
|
I have reviewed this quarterly report on Form 10-Q of Village Super Market, Inc.;
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.
|
4.
|
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
|
a)
|
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries is made known to us by others within those entities, particularly during the period in which this report is being prepared;
|
|
b)
|
designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
|
|
c)
|
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
|
|
d)
|
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrants fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
|
5.
|
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):
|
|
a)
|
all significant deficiencies and material weaknesses in the design or operation of internal controls over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
|
|
b)
|
any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
|
Date: March 6, 2013
|
|
/s/ Kevin Begley
|
|
|
Kevin Begley
|
|
Chief Financial Officer
|
/s/ James Sumas
|
|
James Sumas
|
|
Chief Executive Officer
|
|
March 6, 2013
|
/s/ Kevin Begley
|
|
|
Kevin Begley
|
Chief Financial Officer &
|
|
Principal Accounting Officer
|
|
|
March 6, 2013
|
Contact:
|
Kevin Begley, CFO
|
|
(973) 467-2200 – Ext. 220
|
Kevin.Begley@wakefern.com
|
VILLAGE SUPER MARKET, INC.
|
||||||||||||||||
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS
|
||||||||||||||||
(in Thousands except Per Share Amounts) (Unaudited)
|
||||||||||||||||
13 Weeks Ended
|
13 Weeks Ended
|
26 Weeks Ended
|
26 Weeks Ended
|
|||||||||||||
January 26, 2013
|
January 28, 2012
|
January 26, 2013
|
January 28, 2012
|
|||||||||||||
|
|
|||||||||||||||
Sales
|
$ | 382,175 | $ | 362,638 | $ | 740,326 | $ | 705,375 | ||||||||
Cost of sales
|
279,255 | 263,134 | 541,768 | 512,995 | ||||||||||||
Gross profit
|
102,920 | 99,504 | 198,558 | 192,380 | ||||||||||||
Operating and administrative expense
|
83,440 | 78,375 | 163,696 | 154,276 | ||||||||||||
Depreciation and amortization
|
5,033 | 4,859 | 9,942 | 9,632 | ||||||||||||
Operating income
|
14,447 | 16,270 | 24,920 | 28,472 | ||||||||||||
Income from partnerships
|
1,450 | - | 1,450 | - | ||||||||||||
Interest expense
|
(868 | ) | (1,075 | ) | (1,942 | ) | (2,260 | ) | ||||||||
Interest income
|
683 | 626 | 1,364 | 1,252 | ||||||||||||
Income before income taxes
|
15,712 | 15,821 | 25,792 | 27,464 | ||||||||||||
Income taxes
|
6,608 | 6,674 | 10,833 | 11,581 | ||||||||||||
Net income
|
$ | 9,104 | $ | 9,147 | $ | 14,959 | $ | 15,883 | ||||||||
Net income per share:
|
||||||||||||||||
Class A common stock:
|
||||||||||||||||
Basic
|
$ | 0.76 | $ | 0.80 | $ | 1.31 | $ | 1.39 | ||||||||
Diluted
|
$ | 0.65 | $ | 0.66 | $ | 1.07 | $ | 1.15 | ||||||||
|
||||||||||||||||
Class B common stock:
|
||||||||||||||||
Basic
|
$ | 0.49 | $ | 0.52 | $ | 0.75 | $ | 0.90 | ||||||||
Diluted
|
$ | 0.49 | $ | 0.52 | $ | 0.75 | $ | 0.90 | ||||||||
Gross profit as a % of sales
|
26.9 | % | 27.4 | % | 26.8 | % | 27.3 | % | ||||||||
Operating and administrative expense as a % of sales
|
21.8 | % | 21.6 | % | 22.1 | % | 21.9 | % |
Inventory Disclosure
|
6 Months Ended |
---|---|
Jan. 26, 2013
|
|
Notes | |
Inventory Disclosure | 2. At both January 26, 2013 and July 28, 2012, approximately 65% 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 $15,142 and $14,842 higher than reported at January 26, 2013 and July 28, 2012, respectively. |