Form 8-K - Current report

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)

December 27, 2024

 

 

INGLES MARKETS, INCORPORATED

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(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, NC	28816
(Address of principal executive offices)	(Zip Code)

      

Registrant’s telephone number, including area code

[phone]

 

N/A

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(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.	☐

 

 

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Item 2.02 Results of Operations and Financial Condition.

 

On December 27, 2024, Ingles Markets, Incorporated ("IMKTA") issued a press release announcing financial information for its fourth quarter ended September 28, 2024. 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 December 27, 2024
	104	Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

 

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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: December 27, 2024
	By:	/s/ Patricia E. Jackson
		Patricia E. Jackson
		Chief Financial Officer

 

 

 

 

 

Exhibit 99.1

 

PRESS RELEASE

 

 

Ingles Markets, Inc. Contact: Pat Jackson, Chief Financial Officer [e-mail] [phone] (Ext. 223)

December 27, 2024 For Immediate Release

 

 

Ingles Markets, Incorporated Reports

Results for Fourth Quarter and Fiscal Year 2024

 

ASHEVILLE, N.C. - Ingles Markets, Incorporated (NASDAQ: IMKTA) today reported results for the three and twelve months ended September 28, 2024.

 

Robert P. Ingle II, Chairman of the Board, stated, “After Hurricane Helene impacted our communities, I am proud of how not only our associates came together, but our entire region. We are truly thankful for all the volunteers and the outpouring of support for our region.”

 

Impact of Hurricane Helene

 

On September 27, 2024, Hurricane Helene severely impacted western North Carolina, including the area where the Company’s headquarters are located, resulting in catastrophic flooding which caused power, communication and water outages, and major road closures. For the quarter and year ended September 28, 2024, the Company recognized an impairment loss of $30.4 million related to inventory damaged or destroyed by Hurricane Helene. Additionally, the Company also recognized a property and equipment impairment loss of $4.5 million for the quarter and year ended September 28, 2024.

 

Fourth Quarter Results

 

Net sales totaled $1.40 billion for the quarter ended September 28, 2024, compared with $1.58 billion for the quarter ended September 30, 2023. Fourth quarter results of fiscal 2024 had 13 weeks compared to 14 weeks for the fourth quarter of fiscal 2023.

 

Gross profit for the fourth quarter of fiscal 2024 totaled $299.4 million, or 21.4% of sales. Gross profit for the fourth quarter of fiscal 2023 was $369.7 million, or 23.3% of sales.

 

Operating and administrative expenses for the fourth quarter of fiscal 2024 totaled $301.0 million compared with $299.4 million for the fourth quarter of fiscal 2023.

 

Interest expense totaled $5.2 million for the fourth quarter of fiscal 2024 compared with $5.9 million for the fourth quarter of fiscal 2023. Total debt at the end of fiscal 2024 was $532.6 million compared with $550.2 million at the end of fiscal 2023.

 

Net loss totaled $1.5 million for the fourth quarter of fiscal 2024 quarter compared with net income of $52.6 million for the fourth quarter of fiscal 2023. Basic and diluted losses per share for Class A Common Stock were $0.08, for the quarter ended September 28, 2024, compared with basic and diluted earnings per share of $2.83 and $2.77, respectively, for the quarter ended September 30, 2023. Basic and diluted losses per share for Class B Common Stock were each $0.07 for the quarter ended September 28, 2024, compared with basic and diluted income per share of $2.57 for the quarter ended September 30, 2023.

 

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PRESS RELEASE

 

Annual Results

 

Net sales totaled $5.64 billion for the fiscal year ended September 28, 2024, compared with $5.89 billion for the fiscal year ended September 30, 2023. The fiscal year ended September 28, 2024, had 52 weeks, and the fiscal year ended September 30, 2023, had 53 weeks.

 

Gross profit for the fiscal year ended September 28, 2024, totaled $1.3 billion, or 23.1% of sales. Gross profit for the fiscal year ended September 30, 2023, totaled $1.4 billion, or 23.8% of sales.

 

Operating and administrative expenses totaled $1.2 billion for the fiscal year ended September 28, 2024, and $1.1 billion for the fiscal year ended September 30, 2023.

 

Interest expense was $21.9 million for the fiscal year ended September 28, 2024, compared with $22.1 million for the fiscal year ended September 30, 2023.

 

Net income totaled $105.5 million for the fiscal year ended September 28, 2024, compared with $210.8 million for the fiscal year ended September 30, 2023. Basic and diluted earnings per share for Class A Common Stock were $5.68 and $5.56, respectively, for the fiscal year ended September 28, 2024, compared with $11.35 and $11.10, respectively, for the fiscal year ended September 30, 2023. Basic and diluted earnings per share for Class B Common Stock were each $5.16 for the fiscal year ended September 28, 2024, compared with basic and diluted earnings per share of $10.32 for the fiscal year ended September 30, 2023.

 

Capital expenditures for the 2024 fiscal year totaled $210.9 million compared with $173.6 million for the 2023 fiscal year.

 

The Company currently has the full amount available under its $150.0 million line of credit. The Company believes its financial resources, including the line of credit and other internal and anticipated 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; 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.

 

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PRESS RELEASE

 

INGLES MARKETS, INCORPORATED

(Amounts in thousands except per share data)

Unaudited Financial Highlights

Consolidated Statements of Income

 

		Quarter Ended								Year Ended
		Sept. 28,				Sept. 30,				Sept. 28,				Sept. 30,
		2024				2023				2024				2023
Net sales		$	1,397,529			$	1,584,995			$	5,639,609			$	5,892,782
Gross profit			299,391				369,720				1,299,835				1,404,915
Operating and administrative expenses			300,958				299,400				1,161,797				1,115,381
Gain from sale or disposal of assets			124				1,276				9,106				2,770
(Loss) income from operations			(1,443	)			71,596				147,144				292,304
Other income, net			3,675				2,978				14,217				8,269
Interest expense			5,207				5,935				21,860				22,068
Income tax (benefit) expense			(1,502	)			15,998				33,960				67,693
Net (loss) income		$	(1,473	)		$	52,641			$	105,541			$	210,812
Basic (loss) earnings per common share – Class A		$	(0.08	)		$	2.83			$	5.68			$	11.35
Diluted (loss) earnings per common share – Class A		$	(0.08	)		$	2.77			$	5.56			$	11.10
Basic (loss) earnings per common share – Class B		$	(0.07	)		$	2.57			$	5.16			$	10.32
Diluted (loss) earnings per common share – Class B		$	(0.07	)		$	2.57			$	5.16			$	10.32
Additional selected information:
Depreciation and amortization expense		$	34,091			$	29,162			$	121,623			$	115,979
Rent expense		$	2,111			$	2,731			$	9,703			$	10,592

 

Consolidated Balance Sheets

 

		Sept. 28,				Sept. 30,
		2024				2023
ASSETS
Cash and cash equivalents		$	353,688			$	328,540
Receivables-net			78,266				107,571
Inventories			462,085				493,860
Other current assets			31,509				22,586
Property and equipment-net			1,526,708				1,431,872
Other assets			75,627				89,417
TOTAL ASSETS		$	2,527,883			$	2,473,846
LIABILITIES AND STOCKHOLDERS' EQUITY
Current maturities of long-term debt		$	17,521			$	17,527
Accounts payable, accrued expenses and current portion of other long-term liabilities			303,101				313,007
Deferred income taxes			63,767				67,187
Long-term debt			515,102				532,632
Other long-term liabilities			82,643				84,521
Total Liabilities			982,134				1,014,874
Stockholders' equity			1,545,749				1,458,972
TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY		$	2,527,883			$	2,473,846

 

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Document And Entity Information	Dec. 27, 2024
Document Information [Line Items]
Entity, Registrant Name	INGLES MARKETS, INCORPORATED
Document, Type	8-K
Document, Period End Date	Dec. 27, 2024
Entity, Incorporation, State or Country Code	NC
Entity, File Number	0-14706
Entity, Tax Identification Number	56-0846267
Entity, Address, Address Line One	P.O. Box 6676
Entity, Address, City or Town	Asheville
Entity, Address, State or Province	NC
Entity, Address, Postal Zip Code	28816
City Area Code	828
Local Phone Number	669-2941
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Class A Common Stock
Trading Symbol	IMKTA
Security Exchange Name	NASDAQ
Entity, Emerging Growth Company	false
Amendment Flag	false
Entity, Central Index Key	0000050493

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