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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported)
May 4, 2023
                                                                                                                                                              

INGLES MARKETS, INCORPORATED
(Exact name of registrant as specified in its charter)


North Carolina
0-14706
56-0846267
(State or other jurisdiction
of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)

                                                                                                                   
P.O. Box 6676, Asheville, North Carolina 28816
(Address of principal executive offices)
(Zip Code)


Registrant’s telephone number, including area code
(828) 669-2941
                                                                                                                                                                                 

N/A
(Former name or former address, if changed since last report.)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
 
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Class A Common Stock, $0.05 par value per share
IMKTA
The NASDAQ Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
   
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.


Item 2.02  Results of Operations and Financial Condition.

On May 4, 2023, Ingles Markets, Incorporated ("IMKTA") issued a press release announcing financial information for its second quarter ended March 25, 2023.  The press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and incorporated by reference in this Item 2.02.


Item 7.01  Regulation FD Disclosure.

The disclosure contained in Item 2.02 of this Current Report on Form 8-K is incorporated into this Item 7.01 by reference.

The information contained in this Current Report on Form 8-K, including Exhibit 99.1 furnished herewith, is being furnished and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, nor shall it be deemed incorporated by reference into any registration statement or other documents pursuant to the Securities Act of 1933, as amended, or into any filing or other document pursuant to the Exchange Act, except as shall be expressly set forth by specific reference in such filing.


Item 9.01  Financial Statements and Exhibits.

(d)
Exhibits.
 
 
 
 
 
Exhibit Number
Description of Exhibit
 
99.1
Press release issued May 4, 2023
 
104
Cover Page Interactive Data File (embedded within the Inline XBRL document)



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 
 
INGLES MARKETS, INCORPORATED
 
 
(Registrant)
Date:  May 4, 2023
 
 
 
By:
/s/ Patricia E. Jackson
 
 
Patricia E. Jackson
 
 
Chief Financial Officer


EX-99.1 2 a53393109ex99_1.htm EXHIBIT 99.1
Exhibit 99.1

Ingles Markets, Incorporated Reports Results for Second Quarter and First Six Months of Fiscal 2023

ASHEVILLE, N.C.--(BUSINESS WIRE)--May 4, 2023--Ingles Markets, Incorporated (NASDAQ: IMKTA) today reported increased sales for the three and six months ended March 25, 2023.

Robert P. Ingle II, Chairman of the Board, stated, “We are pleased with our results and appreciate the hard work and dedication of our customer-driven associates, who helped us provide affordable, high-quality products in an inflationary environment.”

Second Quarter 2023 Results

Net sales totaled $1.381 billion for the quarter ended March 25, 2023, an increase of 0.25% compared with $1.377 billion for the quarter ended March 26, 2022.

Gross profit for the second quarter of fiscal 2023 totaled $325.9 million, or 23.6% of sales. Gross profit for the second quarter of fiscal 2022 was $348.6 million, or 25.3% of sales.

Operating and administrative expenses for the second quarter of fiscal 2023 totaled $268.9 million, as compared with $254.7 million for the second quarter of fiscal 2022.

Interest expense totaled $5.3 million for the second quarter of fiscal 2023, as compared with $5.4 million for the second quarter of fiscal 2022.

Net income totaled $40.5 million for the second quarter of fiscal 2023, as compared with $68.6 million for the second quarter of fiscal 2022. Basic and diluted earnings per share for Class A Common Stock were $2.18 and $2.13, respectively, for the quarter ended March 25, 2023, as compared with $3.70 and $3.61, respectively, for the quarter ended March 26, 2022.


First Half Fiscal 2023 Results

First half fiscal 2023 net sales totaled $2.87 billion, an increase of 3.8% compared with $2.77 billion in the first half of fiscal 2022.

Gross profit for the six months ended March 25, 2023, totaled $697.1 million, as compared with $699.1 million for the first six months of last fiscal year. Gross profit, as a percentage of sales, was 24.3% for the first half of fiscal 2023, compared with 25.3% for the first half of fiscal 2022.

Operating and administrative expenses totaled $545.1 million for the six months ended March 25, 2023, as compared to $514.8 million for the six months ended March 26, 2022.

Interest expense decreased to $10.7 million for the six-month period ended March 25, 2023, as compared with $10.8 million for the six-month period ended March 26, 2022. Total debt as of March 25, 2023 was $556.7 million compared with $578.5 million as of March 26, 2022.

Net income totaled $109.9 million for the six-month period ended March 25, 2023, as compared with $134.8 million for the six-month period ended March 26, 2022. Basic and diluted earnings per share for Class A Common Stock were $5.92 and $5.79, respectively, for the six months ended March 25, 2023, as compared to $7.26 and $7.10, respectively, for the six months ended March 26, 2022.

Capital expenditures for the first half of fiscal 2023 totaled $91.4 million compared with $34.1 million for the first half of fiscal 2022.

The Company currently has no outstanding borrowings under its $150.0 million line of credit. The Company believes its financial resources, including its line of credit and other internal and external sources of funds, will be sufficient to meet planned capital expenditures, debt service and working capital requirements for the foreseeable future.


About Ingles Markets, Incorporated

Ingles Markets, Incorporated is a leading grocer with operations in six southeastern states. Headquartered in Asheville, North Carolina, the Company operates 198 supermarkets. In conjunction with its supermarket operations, the Company operates neighborhood shopping centers, most of which contain an Ingles supermarket. The Company also owns a fluid dairy facility that supplies Ingles supermarkets and unaffiliated customers. To learn more about Ingles Markets visit ingles-markets.com.

Cautionary Note Regarding Forward-Looking Statements

This press release includes certain “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may address, among other things, our expected financial and operational results and the related assumptions underlying our expected results. These forward-looking statements are distinguished by use of words such as “anticipate,” “aim,” “believe,” “continue,” “could,” “estimate,” “expect,” “intends,” “may,” “might,” “plan,” “possible,” “potential,” “predict,” “project,” “should,” “will,” “would” and the negative of these terms, and similar references to future periods. These statements are based on management’s current expectations and are subject to uncertainty and changes in circumstances. Actual results may differ materially from these expectations due to, among other things: business and economic conditions generally in the Company’s operating area, including inflation or deflation; shortages of labor, distribution capacity, and some product shortages as the economy recovers from the COVID-19 pandemic; inflation in food, labor and gasoline prices; the Company’s ability to successfully implement our expansion and operating strategies; pricing pressures and other competitive factors, including online-based procurement of products the Company sells; sudden or significant changes in the availability of gasoline and retail gasoline prices; the maturation of new and expanded stores; general concerns about food safety; the Company’s ability to manage technology and data security; the availability and terms of financing; and increases in costs, including food, utilities, labor and other goods and services significant to the Company’s operations. Detailed information about these factors and additional important factors can be found in the documents that the Company files with the Securities and Exchange Commission, such as Form 10-K, Form 10-Q and Form 8-K. Forward-looking statements speak only as of the date the statements were made. The Company does not undertake an obligation to update forward-looking information, except to the extent required by applicable law.


INGLES MARKETS, INCORPORATED

(Amounts in thousands except per share data)

 

Unaudited Financial Highlights

Condensed Consolidated Statements of Income (Unaudited)

 

 

 

 

 

 

 

Three Months Ended

 

Six Months Ended

 

 

March 25,

 

March 26,

 

March 25,

 

March 26,

 

 

2023

 

2022

 

2023

 

2022

 

 

 

 

 

 

 

 

 

Net sales

 

$

1,380,604

 

$

1,377,119

 

$

2,873,918

 

$

2,768,648

Gross profit

 

 

325,940

 

 

348,563

 

 

697,095

 

 

699,107

Operating and administrative expenses

 

 

268,890

 

 

254,739

 

 

545,069

 

 

514,825

Gain from sale or disposal of assets

 

 

597

 

 

1,265

 

 

1,377

 

 

1,209

Income from operations

 

 

57,647

 

 

95,089

 

 

153,403

 

 

185,491

Other income, net

 

 

1,734

 

 

1,344

 

 

3,176

 

 

2,936

Interest expense

 

 

5,344

 

 

5,426

 

 

10,692

 

 

10,839

Income tax expense

 

 

13,497

 

 

22,366

 

 

35,976

 

 

42,758

Net income

 

$

40,540

 

$

68,641

 

$

109,911

 

$

134,830

 

 

 

 

 

 

 

 

 

Basic earnings per common share – Class A

 

$

2.18

 

$

3.70

 

$

5.92

 

$

7.26

Diluted earnings per common share – Class A

 

$

2.13

 

$

3.61

 

$

5.79

 

$

7.10

Basic earnings per common share – Class B

 

$

1.98

 

$

3.36

 

$

5.38

 

$

6.60

Diluted earnings per common share – Class B

 

$

1.98

 

$

3.36

 

$

5.38

 

$

6.60

 

 

 

 

 

 

 

 

 

Additional selected information:

 

 

 

 

 

 

 

 

Depreciation and amortization expense

 

$

28,864

 

$

29,968

 

$

57,970

 

$

59,265

Rent expense

 

$

2,740

 

$

2,956

 

$

5,329

 

$

5,588

 

Condensed Consolidated Balance Sheets (Unaudited)

 

 

 

 

 

 

 

 

 

 

 

March 25,

 

 

 

Sept. 24,

 

 

 

 

2023

 

 

 

2022

 

 

ASSETS

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

250,304

 

 

 

$

267,199

 

 

Receivables-net

 

 

96,845

 

 

 

 

97,157

 

 

Inventories

 

 

474,248

 

 

 

 

457,946

 

 

Other current assets

 

 

32,273

 

 

 

 

15,830

 

 

Property and equipment-net

 

 

1,403,989

 

 

 

 

1,374,031

 

 

Other assets

 

 

83,406

 

 

 

 

83,348

 

 

TOTAL ASSETS

 

$

2,341,065

 

 

 

$

2,295,511

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

Current maturities of long-term debt

 

$

17,529

 

 

 

$

17,621

 

 

Accounts payable, accrued expenses and

 

 

 

 

 

 

 

 

current portion of other long-term liabilities

 

 

274,970

 

 

 

 

316,157

 

 

Deferred income taxes

 

 

69,712

 

 

 

 

73,578

 

 

Long-term debt

 

 

539,161

 

 

 

 

554,287

 

 

Other long-term liabilities

 

 

79,487

 

 

 

 

74,274

 

 

Total Liabilities

 

 

980,859

 

 

 

 

1,035,917

 

 

Stockholders' equity

 

 

1,360,206

 

 

 

 

1,259,594

 

 

TOTAL LIABILITIES AND

 

 

 

 

 

 

 

 

STOCKHOLDERS' EQUITY

 

$

2,341,065

 

 

 

$

2,295,511

 

 

 

Contacts

Pat Jackson, Chief Financial Officer
pjackson@ingles-markets.com
(828) 669-2941 (Ext. 223)