0000105418-22-000028.txt : 20220804 0000105418-22-000028.hdr.sgml : 20220804 20220804135856 ACCESSION NUMBER: 0000105418-22-000028 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 50 CONFORMED PERIOD OF REPORT: 20220625 FILED AS OF DATE: 20220804 DATE AS OF CHANGE: 20220804 FILER: COMPANY DATA: COMPANY CONFORMED NAME: WEIS MARKETS INC CENTRAL INDEX KEY: 0000105418 STANDARD INDUSTRIAL CLASSIFICATION: RETAIL-GROCERY STORES [5411] IRS NUMBER: 240755415 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 001-05039 FILM NUMBER: 221135976 BUSINESS ADDRESS: STREET 1: 1000 S SECOND ST STREET 2: PO BOX 471 CITY: SUNBURY STATE: PA ZIP: 17801 BUSINESS PHONE: 570-286-4571 MAIL ADDRESS: STREET 1: 1000 S SECOND ST STREET 2: PO BOX 471 CITY: SUNBURY STATE: PA ZIP: 17801 10-Q 1 wmk-20220625x10q.htm WEIS MARKETS, INC. 10Q 02 2022
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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

(Mark One)

[X]

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 25, 2022

or

[ ]

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from __________to_________

Commission File Number 1-5039

WEIS MARKETS, INC.

(Exact name of registrant as specified in its charter)

Pennsylvania

    

24-0755415

(State or other jurisdiction of incorporation or organization)

(I.R.S. Employer Identification No.)

1000 S. Second Street

P. O. Box 471

17801-0471

Sunbury, Pennsylvania

(Zip Code)

(Address of principal executive offices)

Registrant’s telephone number, including area code: (570) 286-4571

Registrant’s web address: www.weismarkets.com

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.   Yes [X]  No [ ]

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).   Yes [X]  No [ ]

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer [ ]

Accelerated filer [X]

Non-accelerated filer [ ]

Smaller reporting company [ ]

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. [ ]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]

Securities registered pursuant to section 12(b) of the act:

Title of each class

Trading symbol

Name of exchange on which registered

Common stock, no par value

WMK

New York Stock Exchange

As of August 4, 2022, there were issued and outstanding 26,898,443 shares of the registrant’s common stock.

WEIS MARKETS, INC.

TABLE OF CONTENTS

FORM 10-Q

    

Page

Part I. Financial Information

Item 1. Financial Statements

Consolidated Balance Sheets

1

Consolidated Statements of Income

2

Consolidated Statements of Comprehensive Income

3

Consolidated Statements of Shareholders’ Equity

4

Consolidated Statements of Cash Flows

5

Notes to Consolidated Financial Statements

6

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

10

Item 3. Quantitative and Qualitative Disclosures about Market Risk

18

Item 4. Controls and Procedures

18

Part II. Other Information

Item 6. Exhibits

19

Signatures

20

Exhibit 31.1 Rule 13a-14(a) Certification – CEO

Exhibit 31.2 Rule 13a-14(a) Certification – CFO

Exhibit 32 Certification Pursuant to 18 U.S.C. Section 1350

WEIS MARKETS, INC.

PART I – FINANCIAL INFORMATION

ITEM I – FINANCIAL STATEMENTS

CONSOLIDATED BALANCE SHEETS

(unaudited)

(amounts in thousands, except shares)

    

June 25, 2022

    

December 25, 2021

Assets

Current:

Cash and cash equivalents

$

70,678

$

86,048

Marketable securities

229,392

205,744

SERP investment

22,787

27,059

Accounts receivable, net

50,075

52,108

Inventories

303,417

269,587

Prepaid expenses and other current assets

28,932

31,112

Total current assets

705,281

671,658

Property and equipment, net

962,506

977,787

Operating lease right-to-use

188,957

191,175

Goodwill

52,330

52,330

Intangible and other assets, net

17,332

17,525

Total assets

$

1,926,406

$

1,910,475

Liabilities

Current:

Accounts payable

$

206,136

$

218,774

Accrued expenses

48,208

48,654

Operating leases

44,594

39,940

Accrued self-insurance

17,941

18,568

Deferred revenue, net

8,007

11,901

Income taxes payable

16,499

7,360

Total current liabilities

341,385

345,197

Postretirement benefit obligations

24,958

29,964

Accrued self-insurance

23,381

23,400

Operating leases

154,149

161,669

Deferred income taxes

113,977

115,087

Other

5,494

15,416

Total liabilities

663,344

690,733

Shareholders’ Equity

Common stock, no par value, 100,800,000 shares authorized, 33,047,807 shares issued, 26,898,443 shares outstanding

9,949

9,949

Retained earnings

1,409,403

1,358,963

Accumulated other comprehensive income
(Net of deferred taxes of $2,154 in 2022 and $669 in 2021)

(5,433)

1,687

1,413,919

1,370,599

Treasury stock at cost, 6,149,364 shares

(150,857)

(150,857)

Total shareholders’ equity

1,263,062

1,219,742

Total liabilities and shareholders’ equity

$

1,926,406

$

1,910,475

See accompanying notes to Consolidated Financial Statements.

1

WEIS MARKETS, INC.

CONSOLIDATED STATEMENTS OF INCOME

(unaudited)

13 Weeks Ended

26 Weeks Ended

(amounts in thousands, except shares and per share amounts)

June 25, 2022

June 26, 2021

June 25, 2022

June 26, 2021

Net sales

$

1,135,234

$

1,047,349

$

2,239,302

$

2,053,689

Cost of sales, including advertising, warehousing and distribution expenses

843,020

766,157

1,653,403

1,505,108

Gross profit on sales

292,214

281,192

585,899

548,581

Operating, general and administrative expenses

243,809

235,633

496,081

471,189

Income from operations

48,405

45,559

89,818

77,392

Investment income (loss) and interest expense

(1,030)

2,140

(1,910)

3,752

Other income (expense)

2,085

(1,831)

3,590

(2,606)

Income before provision for income taxes

49,460

45,868

91,498

78,538

Provision for income taxes

13,194

12,396

23,843

20,811

Net income

$

36,266

$

33,472

$

67,655

$

57,727

Weighted-average shares outstanding, basic and diluted

26,898,443

26,898,443

26,898,443

26,898,443

Cash dividends per share

$

0.32

$

0.31

$

0.64

$

0.62

Basic and diluted earnings per share

$

1.35

$

1.24

$

2.52

$

2.15

See accompanying notes to Consolidated Financial Statements.

2

WEIS MARKETS, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(unaudited)

13 Weeks Ended

26 Weeks Ended

(amounts in thousands)

June 25, 2022

June 26, 2021

June 25, 2022

June 26, 2021

Net income

$

36,266

$

33,472

$

67,655

$

57,727

Other comprehensive income (loss) by component, net of tax:

Available-for-sale marketable securities

Unrealized holding gains (losses) arising during period
(Net of deferred taxes of $822 and $77, respectively for the thirteen weeks ended, and $2,823 and $229, respectively for the twenty-six weeks ended)

(2,073)

195

(7,120)

(580)

Other comprehensive income gain (loss), net of tax

(2,073)

195

(7,120)

(580)

Comprehensive income, net of tax

$

34,193

$

33,667

$

60,535

$

57,147

See accompanying notes to Consolidated Financial Statements.

3

WEIS MARKETS, INC.

CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

(unaudited)

Accumulated

(amounts in thousands, except shares)

Other

Total

For the Thirteen Weeks Ended

Common Stock

Retained

Comprehensive

Treasury Stock

Shareholders’

June 25, 2022 and June 26, 2021

Shares

Amount

Earnings

Income (Loss)

Shares

Amount

Equity

Balance at March 26, 2022

    

33,047,807

$

9,949

$

1,381,745

$

(3,360)

6,149,364

$

(150,857)

$

1,237,477

Net Income

36,266

36,266

Other comprehensive income (loss), net of tax

(2,073)

(2,073)

Dividends paid

(8,608)

(8,608)

Balance at June 25, 2022

33,047,807

$

9,949

$

1,409,403

$

(5,433)

6,149,364

$

(150,857)

$

1,263,062

Balance at March 27, 2021

33,047,807

$

9,949

$

1,299,653

$

2,512

6,149,364

$

(150,857)

$

1,161,257

Net income

33,472

33,472

Other comprehensive income (loss), net of tax

195

195

Dividends paid

(8,339)

(8,339)

Balance at June 26, 2021

33,047,807

$

9,949

$

1,324,787

$

2,706

6,149,364

$

(150,857)

$

1,186,585

Accumulated

(amounts in thousands, except shares)

Other

Total

For the Twenty-Six Weeks Ended

Common Stock

Retained

Comprehensive

Treasury Stock

Shareholders’

June 25, 2022 and June 26, 2021

Shares

Amount

Earnings

Income (Loss)

Shares

Amount

Equity

Balance at December 25, 2021

    

33,047,807

$

9,949

$

1,358,963

$

1,687

6,149,364

$

(150,857)

$

1,219,742

Net Income

67,655

67,655

Other comprehensive income (loss), net of tax

(7,120)

(7,120)

Dividends paid

(17,215)

(17,215)

Balance at June 25, 2022

33,047,807

$

9,949

$

1,409,403

$

(5,433)

6,149,364

$

(150,857)

$

1,263,062

Balance at December 26, 2020

33,047,807

$

9,949

$

1,283,737

$

3,286

6,149,364

$

(150,857)

$

1,146,115

Net income

57,727

57,727

Other comprehensive income (loss), net of tax

(580)

(580)

Dividends paid

(16,677)

(16,677)

Balance at June 26, 2021

33,047,807

$

9,949

$

1,324,787

$

2,706

6,149,364

$

(150,857)

$

1,186,585

See accompanying notes to Consolidated Financial Statements.

4

WEIS MARKETS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(unaudited)

26 Weeks Ended

(amounts in thousands)

June 25, 2022

June 26, 2021

Cash flows from operating activities:

Net income

$

67,655

$

57,727

Adjustments to reconcile net income to

net cash provided by operating activities:

Depreciation and amortization

51,510

51,270

(Gain) loss on disposition of fixed assets

(2,465)

402

Unrealized (gain) loss in value of equity securities

145

82

Deferred income taxes

1,713

3,911

Unrealized (gain) loss in SERP

4,820

(1,768)

Changes in operating assets and liabilities:

Inventories

(33,830)

6,064

Accounts receivable and prepaid expenses

4,213

17,525

Accounts payable and other liabilities

(18,794)

(43,899)

Income taxes

9,140

8,225

Other

286

305

Net cash provided by operating activities

84,393

99,844

Cash flows from investing activities:

Purchase of property and equipment

(53,443)

(77,750)

Proceeds from the sale of property and equipment

5,413

5,745

Purchase of marketable securities

(170,511)

(13,385)

Proceeds from the sale and maturities of marketable securities

136,465

8,630

Purchase of intangible assets

(48)

(17)

Proceeds from sale of intangible assets

125

Change in SERP investment

(549)

(1,797)

Net cash used in investing activities

(82,548)

(78,574)

Cash flows from financing activities:

Dividends paid

(17,215)

(16,677)

Net cash used in financing activities

(17,215)

(16,677)

Net increase (decrease) in cash and cash equivalents

(15,370)

4,593

Cash and cash equivalents at beginning of year

86,048

136,612

Cash and cash equivalents at end of period

$

70,678

$

141,205

See accompanying notes to Consolidated Financial Statements. In the first twenty-six weeks of 2022, there was $13.7 million cash paid for income taxes compared to $8.7 million in 2021 for the same period. Cash paid for interest related to long-term debt was $16 thousand and $16 thousand in the first twenty-six weeks of 2022 and 2021, respectively.

5

WEIS MARKETS, INC.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

(1) Significant Accounting Policies

Basis of Presentation: The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States for interim financial information and with the instructions for Form 10-Q and Article 10 of Regulation S-X. In the opinion of management, all adjustments (consisting of normal recurring deferrals and accruals) considered necessary for a fair presentation have been included. The operating results for the periods presented are not necessarily indicative of the results to be expected for the full year. The Company has evaluated subsequent events for disclosure through the date of issuance of the accompanying unaudited consolidated interim financial statements and there were no material subsequent events which require additional disclosure. For further information, refer to the Consolidated Financial Statements and footnotes thereto included in the Company’s latest Annual Report on Form 10-K.

(2) Current Relevant Accounting Standards

The Company regularly monitors recently issued accounting standards and assesses their applicability and impact. The Company believes that there are no accounting standard updates that have or will have a material or significant impact on the Company’s accounting policies.

(3) Marketable Securities

The Company’s marketable securities are all classified as available-for-sale within “Current Assets” in the Company’s Consolidated Balance Sheets. FASB has established three levels of inputs that may be used to measure fair value:

Level 1Observable inputs such as quoted prices in active markets for identical assets or liabilities;

Level 2Observable inputs, other than Level 1 inputs in active markets, that are observable either directly or indirectly; and

Level 3Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions.

The Company’s marketable securities valued using Level 1 inputs include highly liquid equity securities, for which quoted market prices are available. The Company’s bond and commercial paper portfolio is valued using a combination of pricing for similar securities, recently executed transactions, cash flow models with yield curves and other pricing models utilizing observable inputs, which are considered Level 2 inputs.

For Level 2 investment valuation, the Company utilizes standard pricing procedures of its investment advisory firm which includes various third-party pricing services. These procedures also require specific price monitoring practices as well as pricing review reports, valuation oversight and pricing challenge procedures to maintain the most accurate representation of investment fair market value.

The Company accrues interest on its bond and commercial paper portfolio throughout the life of each bond and commercial paper held. Dividends from the equity securities are recognized as received. Interest, dividends and unrealized gains and losses on equity securities are recognized in “Investment income (loss) and interest expense” on the Company’s Consolidated Statements of Income. The Company recognized investment income of $1.1 million in the thirteen weeks ended June 25, 2022, which included an unrealized gain in equity securities of $70 thousand. In the thirteen weeks ended June 26, 2021, the Company recognized investment income of $318 thousand, which included an unrealized loss in equity securities of $320 thousand. In the twenty-six weeks ended June 25, 2022, the Company recognized investment income of $1.7 million, which included an unrealized loss in equity securities of $145 thousand. In the twenty-six weeks ended June 26, 2021, the Company recognized investment losses of $1.2 million, which included unrealized losses in equity securities of $82 thousand.

6

Table of Contents

WEIS MARKETS, INC.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

Marketable securities, as of June 25, 2022 and December 25, 2021, consisted of:

Gross

Gross

(amounts in thousands)

Amortized

Unrealized

Unrealized

Fair

June 25, 2022

    

Cost

    

Holding Gains

    

Holding Losses

    

Value

Available-for-sale:

Level 1

Equity securities

$

6,365

Level 2

Corporate and municipal bonds

$

148,793

$

1,562

$

(9,093)

141,262

Commercial Paper

81,821

12

(68)

81,765

$

230,614

$

1,574

$

(9,161)

$

229,392

Gross

Gross

(amounts in thousands)

Amortized

Unrealized

Unrealized

Fair

December 25, 2021

    

Cost

    

Holding Gains

    

Holding Losses

    

Value

Available-for-sale:

Level 1

Equity securities

$

6,509

Level 2

Corporate and municipal bonds

$

151,947

$

4,753

$

(2,384)

154,315

Commercial Paper

44,931

2

(13)

44,920

$

196,878

$

4,755

$

(2,397)

$

205,744

Maturities of marketable securities classified as available-for-sale at June 25, 2022, were as follows:

Amortized

Fair

(amounts in thousands)

    

Cost

    

Value

Available-for-sale:

Due within one year

$

103,326

$

102,778

Due after one year through five years

79,661

76,970

Due after five years through ten years

47,627

43,279

$

230,614

$

223,027

SERP Investments

The Company also maintains a non-qualified supplemental executive retirement plan for certain of its associates which allows them to defer income to future periods. Participants in the plans earn a return on their deferrals based on mutual fund investments. The Company chooses to invest in the underlying mutual fund investments to offset the liability associated with the non-qualified deferred compensation plans. Such investments are reported on the Company’s Consolidated Balance Sheets as “SERP investment,” are classified as trading securities and are measured at fair value using Level 1 inputs with gains and losses included in “Investment income (loss) and interest expense” on the Company’s Consolidated Statements of Income. The Company recognized investment loss of $2.1 million in the thirteen weeks ended June 25, 2022, and investment income of $1.8 million in the same period in 2021. The Company recognized investment loss of $3.6 million and investment income of $2.6 million in the twenty-six weeks ended June 25, 2022, and June 26, 2021, respectively. The changes in the underlying liability to the associates are recorded in “Other income (expense).”

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Table of Contents

WEIS MARKETS, INC.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

(4) Accumulated Other Comprehensive Income

All balances in accumulated other comprehensive income are related to available-for-sale marketable securities. The following table sets forth the balance of the Company’s accumulated other comprehensive income, net of tax.

Unrealized Gains (Losses)

on Available-for-Sale

(amounts in thousands)

    

Marketable Securities

Accumulated other comprehensive income balance as of December 25, 2021

$

1,687

Other comprehensive income (loss)

(7,120)

Net current period other comprehensive income (loss)

(7,120)

Accumulated other comprehensive income balance as of June 25, 2022

$

(5,433)

(5) Long-Term Debt

On September 1, 2016, Weis Markets entered into a revolving credit agreement with Wells Fargo Bank, National Association (the “Credit Agreement”), which was amended on September 29, 2021, and matures on September 1, 2024. The Credit Agreement provides for an unsecured revolving credit facility with an aggregate principal amount not to exceed $30.0 million with an additional discretionary amount available of $70.0 million. As of June 25, 2022, the availability under the revolving credit agreement was $25.3 million, net of $4.7 million letters of credit. The letters of credit are maintained primarily to support performance, payment, deposit or surety obligations of the Company.

Interest expense related to long-term debt was $8 thousand in each of the thirteen weeks ended June 25, 2022, and June 26, 2021. In each of the first twenty-six weeks of 2022 and 2021, interest expense related to long-term debt totaled $16 thousand.

(6) Revenue Recognition

The Chief Operating Officer, the Company’s chief operating decision maker, analyzes store operational revenues by geographical area but each area offers customers similar products, has similar distribution methods, and is supported by centralized management processes. The Company’s operations are reported as a single reportable segment.

The following table represents net sales by type of product for the thirteen and twenty-six weeks ended June 25, 2022, and June 26, 2021:

13 Weeks Ended

(amounts in thousands)

June 25, 2022

June 26, 2021

Grocery

    

$

952,397

83.9

%

$

900,009

85.9

%

Pharmacy

106,924

9.4

101,471

9.7

Fuel

73,014

6.4

43,826

4.2

Manufacturing

2,899

0.3

2,043

0.2

Total net sales

$

1,135,234

100.0

%  

$

1,047,349

100.0

%

26 Weeks Ended

(amounts in thousands)

June 25, 2022

June 26, 2021

Grocery

$

1,893,992

84.5

%  

$

1,774,083

86.4

%  

Pharmacy

210,198

9.4

197,068

9.6

Fuel

129,171

5.8

78,197

3.8

Manufacturing

5,941

0.3

4,341

0.2

Total net sales

$

2,239,302

100.0

%

$

2,053,689

100.0

%

8

Table of Contents

WEIS MARKETS, INC.

NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)

(7) Leases

As of June 25, 2022, the Company leased approximately 49% of its open store facilities under operating leases that expire at various dates through 2036, with the remaining store facilities being owned. These leases generally provide for fixed annual rentals; however, several provide for minimum annual rentals plus variable lease costs related to real estate taxes and insurance as well as contingent rentals based on a percentage of annual sales or increases periodically based on inflation. These variable lease costs are not included in the measurement of the operating lease right-to-use assets or lease liabilities and are charged to the related expense category included in “Operating, general and administrative expenses.” Most of the leases contain multiple renewal options, under which the Company may extend the lease terms from 5 to 20 years. Additionally, the Company has operating leases for certain transportation and other equipment.

The Company leases or subleases space to tenants in owned, vacated and open store facilities. Rental income is recorded when earned as a component of “Operating, general and administrative expenses.”

The following is a schedule of the lease costs included in “Operating, general and administrative expenses” for the thirteen and twenty-six weeks ended June 25, 2022, and June 26, 2021.

13 Weeks Ended

26 Weeks Ended

(amounts in thousands)

    

    

June 25, 2022

June 26, 2021

June 25, 2022

June 26, 2021

Operating lease cost

$

11,896

$

11,201

$

23,654

$

22,518

Variable lease cost

2,761

2,550

5,587

5,248

Lease or sublease income

(2,456)

(2,614)

(4,839)

(4,923)

Net lease cost

$

12,201

$

11,137

$

24,402

$

22,843

9

WEIS MARKETS, INC.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis of Weis Markets, Inc.’s (the “Company”) financial condition and results of operations should be read in conjunction with the unaudited Consolidated Financial Statements and related notes included in Item 1 of this Quarterly Report on Form 10-Q, the Company’s audited Consolidated Financial Statements and the related notes included in the Company’s Annual Report on Form 10-K for the year ended December 25, 2021, filed with the U.S. Securities and Exchange Commission, as well as the cautionary statement captioned "Forward-Looking Statements" immediately following this analysis.

Company Summary

Weis Markets is a conventional supermarket chain that operates 197 retail stores with approximately 24 thousand associates located in Pennsylvania and six surrounding states: Delaware, Maryland, New Jersey, New York, Virginia and West Virginia. Its products include groceries, dairy products, frozen foods, meats, seafood, fresh produce, floral, pharmacy services, deli products, prepared foods, bakery products, beer and wine, fuel and general merchandise items, such as health and beauty care and household products. The store product selection includes national, local and private brands.

The Company advertises its products and promotes its brand through digital and printed circulars; radio ads; e-mail blasts; and on-line via its web site, social media and mobile applications. The Company promotes by using Everyday Lower Price; Low Price Guarantee; Low, Low Price; 3 Day Sale; senior and military discounts; and Loyalty programs. The Loyalty program includes reward points that may be redeemed for discounts on items in store, at the Company’s fuel stations or one of its third-party fuel station partners.

Utilizing its own strategically located distribution center and transportation fleet, Weis Markets self distributes approximately 63% of product with the remaining being supplied by direct store delivery vendors. In addition, the Company has three manufacturing facilities which process milk, ice cream and fresh meat products. The corporate offices are located in Sunbury, PA where the Company was founded in 1912.

On March 11, 2020, the World Health Organization declared that the novel coronavirus (COVID-19) had become a pandemic, and on March 13, the U.S. President declared a National Emergency concerning the disease. This resulted in government mandated shutdowns, as well as multiple legislative acts to provide emergency economic assistance for individuals, families and businesses affected by the novel coronavirus pandemic. These events were accretive to our sales and gross profits compared to the time periods preceding the impact of the novel coronavirus pandemic. The Company is not able to speculate how the ensuing economy or unknown future related expenses will affect it after the governmental novel coronavirus pandemic measures have ended.

The Company continues to innovate and remain relevant to industry trends and offering customer convenience by presenting programs like “Weis 2 Go Online” ordering with curbside pickup and home delivery. As of June 25, 2022, the Company offered Weis 2 Go Online curbside pickup in 188 of its locations as well as home delivery with Shipt in 176 locations. Sales in the first twenty-six weeks of 2022 through Weis 2 Go Online have decreased 28 percent when compared to the same period last year. When compared to the first twenty-six weeks of 2020 sales through Weis 2 Go Online have increased 9.7 percent. In September 2021, the Company announced a partnership with DoorDash to offer on-demand grocery delivery, which is currently available in 189 locations.

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Table of Contents

WEIS MARKETS, INC.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(continued)

Two-Year Stacked Comparable Store Sales Analysis

Management is providing Comparable Store Sales Two-Year Stacked analysis, a non-GAAP measure, because management believes this metric is useful to investors and analysts. A Comparable Store Sales Two-Year Stacked analysis presents a comparison of results and trends over a longer period of time to demonstrate the effect of the novel coronavirus pandemic on the operating results of the Company. Information presented in the tables below is not intended for use as an alternative to any other measure of performance. It is not recommended that this table be considered a substitute for the Company’s operating results as reported in accordance with GAAP.

Year-over-year and sequential comparisons are the primary calculations used to analyze operating results, however, due to significant fluctuations caused by the novel coronavirus pandemic management believes it is necessary to provide a Two-Year Stacked Comparable Store Sales analysis. The following tables provide the two-year stacked comparable store sales, including and excluding fuel, for the periods ended June 25, 2022, and June 26, 2021, as well as periods ended June 26, 2021, and June 27, 2020, respectively. Comparable store sales increased 8.4 percent on an individual year-over-year basis and increased 2.6 percent on a two-year stacked basis for the thirteen weeks ended June 25, 2022 following the increase of 24.1 percent for the same period in 2020. Comparable store sales increased 8.9 percent on an individual year-over-year basis and increased 6.5 percent on a two-year stacked basis in the twenty-six weeks ended June 25, 2022 following the increase of 18.5 percent for the same period in 2020.

Percentage Changes

13 Weeks Ended

2022 vs. 2021

2021 vs. 2020

Comparable store sales (individual year)

8.4

%

(5.8)

%

Comparable store sales (two-year stacked)

2.6

Comparable store sales, excluding fuel (individual year)

6.0

(7.7)

%

Comparable store sales, excluding fuel (two-year stacked)

(1.7)

%

Percentage Changes

26 Weeks Ended

2022 vs. 2021

2021 vs. 2020

Comparable store sales (individual year)

8.9

%

(2.4)

%

Comparable store sales (two-year stacked)

6.5

Comparable store sales, excluding fuel (individual year)

6.8

(3.6)

%

Comparable store sales, excluding fuel (two-year stacked)

3.2

%

When calculating the percentage change in comparable store sales, the Company defines a new store to be comparable after it has been in operation for five full fiscal quarters. Relocated stores and stores with expanded square footage are included in comparable store sales since these units are located in existing markets and are open during construction. Planned store dispositions are excluded from the calculation. The Company only includes retail food stores in the calculation.

11

Table of Contents

WEIS MARKETS, INC.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS

OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
(continued)

Results of Operations

Analysis of Consolidated Statements of Income

Percentage Changes

13 Weeks Ended

26 Weeks Ended

13 Weeks Ended

26 Weeks Ended

(amounts in thousands, except per share amounts)

June 25, 2022

June 26, 2021

June 25, 2022

June 26, 2021

2022 vs. 2021

2022 vs. 2021

Net sales

$

1,135,234

$

1,047,349

$

2,239,302

$

2,053,689

8.4

%

9.0

%

Cost of sales, including advertising, warehousing and distribution expenses

843,020

766,157

1,653,403

1,505,108

10.0

9.9

Gross profit on sales

292,214

281,192

585,899

548,581

3.9

6.8

Gross profit margin

25.7

%

26.8

%

26.2

%

26.7

%

Operating, general and administrative expenses

243,809

235,633

496,081

471,189

3.5

5.3

O, G & A, percent of net sales

21.5

%

22.5

%

22.2

%

22.9

%

Income from operations

48,405

45,559

89,818

77,392

6.2

16.1

Operating margin

4.3

%

4.3

%

4.0

%

3.8

%

Investment income (loss) and interest expense

(1,030)

2,140

(1,910)

3,752

(148.1)

(150.9)

Investment income (loss) and interest expense, percent of net sales

(0.1)

%

0.2

%

(0.1)

%

0.2

%

Other income (expense)

2,085

(1,831)

3,590

(2,606)

213.9

237.8

Other income (expense), percent of net sales

0.2

%

(0.2)

%

0.2

%

(0.1)

%

Income before provision for income taxes

49,460

45,868

91,498

78,538

7.8

16.5

Income before provision for income taxes, percent of net sales

4.4

%

4.4

%

4.1

%

3.8

%

Provision for income taxes

13,194

12,396

23,843

20,811

6.4

14.6

Effective income tax rate

26.7

%

27.0

%

26.1

%

26.5

%

Net income

$

36,266

$

33,472

$

67,655

$

57,727

8.3

%

17.2

%

Net income, percent of net sales

3.2

%

3.2

%

3.0

%

2.8

%

Basic and diluted earnings per share

$

1.35

$

1.24

$

2.52

$

2.15

8.9

%

17.2

%

Net Sales

Individual Year-Over-Year Analysis of Sales