ITEM 2. PROPERTIES
The Company owns the sites of five of its supermarkets (containing 330,000 square feet of total space), all of which are free-standing stores, except the Egg Harbor store, which is part of a shopping center. The Company also owns the site of the former Easton store which is currently being marketed. The remaining eighteen supermarkets (containing 800,000 square feet of total space) are leased, with initial lease terms generally ranging from 20 to 30 years, usually with renewal options. Eleven of these leased stores are located in strip shopping centers and the remaining seven are free- standing stores. Except with respect to one lease between the Company and certain related parties, none of the Company's leases expire before 2001. The annual rent, including capitalized leases, for all of the Company's leased facilities for the year ended July 27, 1996 was approximately $5,920,000. The Company is a limited partner in two partnerships, each of which owns a shopping center in which one of the Company's leased supermarkets is located. The Company also is a general partner in a general partnership that is a lessor of one of the Company's free-standing supermarkets.
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS
No material legal proceedings.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters submitted to shareholders in the fourth quarter.
ITEM X. EXECUTIVE OFFICERS OF THE REGISTRANT
In addition to the information regarding directors incorporated by reference to the Company's definitive Proxy Statement in Part III, Item 10, the following is provided with respect to executive officers who are not directors:
NAME AGE POSITION WITH THE COMPANY
Carol Lawton 53 Vice President and Assistant Secretary since 1983; responsible for administration of headquarters staff.
Frank Sauro 38 General Counsel since April 1988. Mr. Sauro is a member of the New Jersey Bar.
Kevin Begley 38 Chief Financial Officer since December 1988. Mr. Begley is a Certified Public Accountant.
PART II
ITEM 5.
ITEM 5. MARKET FOR THE REGISTRANT'S COMMON STOCK AND RELATED SECURITY HOLDER MATTERS
The information required by this Item is incorporated by reference from Information appearing on Page 16 in the Company's Annual Report to Shareholders for the fiscal year ended July 27, 1996.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA
The information required by this Item is incorporated by reference from Information appearing on Page 3 in the Company's Annual Report to Shareholders for the fiscal year ended July 27, 1996.
ITEM 7.
ITEM 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The information required by this Item is incorporated by reference from Information appearing on Pages 4 and 5 in the Company's Annual Report to Shareholders for the fiscal year ended July 27, 1996.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The information required by this Item is incorporated by reference from Information appearing on Page 3 and Pages 6 to 16 in the Company's Annual Report to Shareholders for the fiscal year ended July 27, 1996.
ITEM 9.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
None.
PART III
ITEM 10.
ITEM 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT
The information required by this Item 10 is incorporated by reference from the Company's definitive Proxy Statement to be filed on or before November 5, 1996, in connection with its Annual Meeting scheduled to be held on December 6, 1996.
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION
The information required by this Item 11 is incorporated by reference from the Company's definitive Proxy Statement to be filed on or before November 5, 1996, in connection with its Annual Meeting scheduled to be held on December 6, 1996.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT
The information required by this Item 12 is incorporated by reference from the Company's definitive Proxy Statement to be filed on or before November 5, 1996, in connection with its annual meeting scheduled to be held on December 6, 1996.
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS
The information required by this Item 13 is incorporated by reference from the Company's definitive Proxy Statement to be filed on or before November 5, 1996, in connection with its annual meeting scheduled to be held on December 6, 1996.
PART IV
ITEM 14.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(a) 1. Financial Statements:
Consolidated Balance Sheets - July 27, 1996 and July 29, 1995;
Consolidated Statements of Operations - years ended July 27, 1996; July 29, 1995 and July 30, 1994;
Consolidated Statements of Shareholders' Equity - years ended July 27, 1996; July 29, 1995 and July 30, 1994;
Consolidated Statements of Cash Flows - years ended July 27, 1996; July 29, 1995 and July 30, 1994;
Notes to consolidated financial statements.
The financial statements above and Independent Auditors' Report have been incorporated by reference from the Company's Annual Report to Shareholders for the fiscal year ended July 27, 1996.
2. Financial Statement Schedules:
All schedules are omitted because they are not applicable, or not required, or because the required information is included in the consolidated financial statements or notes thereto.
3. Exhibits
EXHIBIT INDEX
Exhibit No. 3 - Certificate of Incorporation and By-Laws*
Exhibit No. 4 - Instruments defining the rights of security holders;
4.1 Note Purchase Agreement dated August 20, 1987* 4.2 Loan Agreement dated March 29, 1994* 4.3 Amendment No. 1 to Loan Agreement*
Exhibit No. 10 - Material Contracts:
10.1 Wakefern By-Laws* 10.2 Stockholders Agreement dated February 20, 1992 between the Company and Wakefern Food Corp.* 10.3 Voting Agreement dated March 4, 1987* 10.4 1987 Incentive and Non-statutory Stock Option Plan*
Exhibit No. 13 - Annual Report to Security Holders
Exhibit No. 21 - Subsidiaries of Registrant
Exhibit No. 23 - Consent of KPMG Peat Marwick LLP
Exhibit No. 27 - Financial Data Schedule
Exhibit No. 99 - Press release dated October 1, 1996
* The following exhibits are incorporated by reference from the following previous filings:
Form 10-K for 1994: 4.3
Form 10-K for 1993: 3, 4.1, 10.1, 10.2, 10.3 and 10.4
Form 10-Q for April 23, 1994: 4.2
(b) No reports on Form 8-K were filed during the fourth quarter of fiscal 1996.
SIGNATURES
Pursuant to the requirements of Section 13 or 15 (d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Village Super Market, Inc.
By: /s/ Kevin Begley By: /s/ Perry Sumas Kevin Begley Perry Sumas (Chief Financial & (Chief Executive Officer) Principal Accounting Officer)
Date: October 23, 1996
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities and on dates indicated:
Village Super Market, Inc.
/s/ Perry Sumas /s/ James Sumas Perry Sumas, October 23, 1996 James Sumas, October 23, 1996 (Director) (Director)
/s/ Robert Sumas /s/ William Sumas Robert Sumas, October 23, 1996 William Sumas, October, 23, 1996 (Director) (Director)
/s/ John P. Sumas /s/ John J. McDermott John P. Sumas, October 23, 1996 John McDermott, October 23, 1996 (Director) (Director)
/s/ George Andresakes /s/ Norman Crystal George Andresakes, October 23, 1996 Norman Crystal, October 23, 1996 (Director) (Director)
SUBSIDIARIES OF REGISTRANT
The Company currently has one wholly-owned subsidiary, Village Liquor, Inc. This corporation is organized under the laws of the State of New Jersey. The Financial statements of this subsidiary are included in the Company's consolidated financial statements.
Independent Auditors' Consent
The Board of Directors Village Super Market, Inc.:
We consent to incorporation by reference in the Registration Statement (No. 2-86320) on Form S-8 of Village Super Market, Inc. of our report dated September 30, 1996, relating to the consolidated balance sheets of Village Super Market, Inc. and subsidiary as of July 27, 1996 and July 29, 1995, and the related consolidated statements of operations, shareholders' equity, and cash flows for each of the years in the three year period ended July 27, 1996, which report is incorporated by reference in the July 27, 1996 annual report on Form 10-K of Village Super Market, Inc.
Our report refers to a change in the method of accounting for income taxes.
KPMG Peat Marwick LLP
Short Hills, New Jersey October 23, 1996
VILLAGE SUPER MARKET, INC. REPORTS RESULTS FOR THE FOURTH QUARTER & YEAR ENDED JULY 27, 1996
Springfield, New Jersey - October 1, 1996. Village Super Market, Inc. reported sales and net income for the fourth quarter and year ended July 27, 1996, Perry Sumas, President announced today.
Net income was $617,000 ($.21 per share) in the fourth quarter of fiscal 1996, an increase of 75% from net income of $352,000 ($.12 per share) in the prior year. Fourth quarter sales were $174,829,000, an increase of .7% from the prior year. The increase in fourth quarter net income was primarily the result of improved gross margin percentages and lower coupon costs.
Net income for the full fiscal year was $2,006,000 ($.69 per share), an increase of 247% from net income of $578,000 ($.20 per share) in the prior year. Sales for the year were $688,632,000 an increase of 1.7% from the prior year. Fiscal 1996 results include a gain on the sale of real estate in the amount of $571,000 ($.20 per share). Excluding this gain, net income increased 148% from the prior year primarily due to improved gross margins and 1.7% higher same store sales.
Village Super Market operates a chain of 23 supermarkets under the ShopRite name in New Jersey and eastern Pennsylvania. The following table summarizes Village's results for the quarter and year ended July 27, 1996.