ITEM 2. PROPERTIES
The Company owns the sites of five of its supermarkets (containing 304,000 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 and Maplewood stores. The Maplewood property is under contract for sale to the current tenant and the Easton store 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 1997. The annual rent, including capitalized leases, for all of the Company's leased facilities for the year ended July 29, 1995 was approximately $5,700,000. 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 directors:
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 29, 1995.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA
The information required by this Item is incorporated by reference from Information appearing on Page 1 in the Company's Annual Report to Shareholders for the fiscal year ended July 29, 1995.
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 29, 1995.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The information required by this Item is incorporated by reference from Information appearing on Page 1 and Pages 6 to 16 in the Company's Annual Report to Shareholders for the fiscal year ended July 29, 1995.
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 3, 1995, in connection with its Annual Meeting scheduled to be held on December 8, 1995.
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 3, 1995, in connection with its Annual Meeting scheduled to be held on December 8, 1995.
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 3, 1995, in connection with its annual meeting scheduled to be held on December 8, 1995.
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 3, 1995, in connection with its annual meeting scheduled to be held on December 8, 1995.
PART IV
ITEM 14.
ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K
(a) 1. Financial Statements
Consolidated Balance Sheets - July 29, 1995 and July 30, 1994 Consolidated Statements of Operations - years ended July 29, 1995; July 30, 1994 and July 31, 1993 Consolidated Statements of Shareholders' Equity - years ended July 29, 1995; July 30, 1994 and July 31, 1993 Consolidated Statements of Cash Flows - years ended July 29, 1995; July 30, 1994 and July 31, 1993 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 29, 1995.
2. Financial Statement Schedules
Independent Auditors' Report on Schedules
Schedule V - Property, Equipment and Fixtures
Schedule VI - Accumulated depreciation and amortization of property, equipment and fixtures
All other 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 Nonstatutory Stock Option Plan*
Exhibit No. 13 - Annual Report to Security Holders
Exhibit No. 22 - Subsidiaries of Registrant
Exhibit No. 23 - Consent of KPMG Peat Marwick LLP
Exhibit No. 27 - Article 5 Financial Data Schedule
Exhibit No. 28 a - Press release dated October 3, 1995
Exhibit No. 28 b - Third Quarter Report to Shareholders
* 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 1995.
Independent Auditors' Report on Financial Statement Schedules
The Board of Directors Village Super Market, Inc.:
Under date of September 29, 1995, we reported on the consolidated balance sheets of Village Super Market, Inc. as of July 29, 1995 and July 30, 1994, and the related consolidated statements of operations, shareholders' equity, and cash flows for each of the years in the three-year period ended July 29, 1995 as contained in the 1995 annual report to shareholders. These consolidated financial statements and our report thereon are incorporated by reference in the annual report on Form 10-K for the year 1995. In connection with our audits of the aforementioned consolidated financial statements, we also have audited the related financial statement schedules as listed in the accompanying index. These financial statement schedules are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statement schedules based on our audits.
In our opinion, such financial statement schedules, when considered in relation to the basic consolidated financial statements taken as a whole, present fairly, in all material respects, the information set forth therein.
KPMG Peat Marwick LLP
Short Hills, New Jersey September 29, 1995
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 25, 1995
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:
/S/ Perry Sumas /S/ James Sumas Perry Sumas, October 25, 1995 James Sumas, October 25, 1995 (Director) (Director)
/S/ Robert Sumas /S/ William Sumas Robert Sumas, October 25, 1995 William Sumas, October, 25, 1995 (Director) (Director)
/S/ John P. Sumas /S/ John J. McDermott John P. Sumas, October 25, 1995 John McDermott, October 25, 1995 (Director) (Director)
/S/ George Andresakes /S/ Norman Crystal George Andresakes, October 25, 1995 Norman Crystal, October 25, 1995 (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 reports dated September 29, 1995, relating to the consolidated balance sheets of Village Super Market, Inc. and subsidiaries as of July 29, 1995 and July 30, 1994, and the related consolidated statements of operations, shareholders' equity, and cash flows and related schedules for each of the years in the three year period ended July 29, 1995, which reports appear in or are incorporated by reference in the July 29, 1995 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 27, 1995