Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Jul. 27, 2019 | Oct. 08, 2019 | Jan. 26, 2019 | |
Entity Registrant Name | VILLAGE SUPER MARKET INC | ||
Entity Central Index Key | 0000103595 | ||
Current Fiscal Year End Date | --07-27 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Document Type | 10-K | ||
Document Period End Date | Jul. 27, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Class A Common Stock | |||
Entity Common Stock, Shares Outstanding (in shares) | 10,090,410 | ||
Entity Public Float | $ 216.8 | ||
Class B Common Stock | |||
Entity Common Stock, Shares Outstanding (in shares) | 4,293,748 | ||
Entity Public Float | $ 0.4 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jul. 27, 2019 | Jul. 28, 2018 |
Current Assets | ||
Cash and cash equivalents | $ 101,121 | $ 96,108 |
Merchandise inventories | 38,503 | 39,413 |
Patronage dividend receivable | 11,908 | 11,937 |
Notes receivable from Wakefern | 0 | 23,952 |
Income taxes receivable | 43 | 87 |
Other current assets | 17,206 | 19,401 |
Total current assets | 168,781 | 190,898 |
Notes receivable from Wakefern | 50,208 | 23,129 |
Property, equipment and fixtures, net | 224,890 | 214,566 |
Investment in Wakefern | 28,644 | 27,093 |
Goodwill | 12,650 | 12,057 |
Other assets | 17,116 | 13,847 |
Total assets | 502,289 | 481,590 |
Current Liabilities | ||
Capital and financing lease obligations | 1,022 | 764 |
Notes payable to Wakefern | 43 | 114 |
Accounts payable to Wakefern | 66,130 | 61,798 |
Accounts payable and accrued expenses | 23,950 | 19,080 |
Accrued wages and benefits | 20,259 | 18,620 |
Income taxes payable | 1,070 | 1,321 |
Total current liabilities | 112,474 | 101,697 |
Long-term debt | ||
Capital and financing lease obligations | 40,753 | 41,768 |
Notes payable to Wakefern | 803 | 0 |
Notes payable related to New Markets Tax Credit | 6,169 | 6,418 |
Total long-term debt | 47,725 | 48,186 |
Pension liabilities | 4,759 | 8,482 |
Other liabilities | 18,659 | 20,080 |
Commitments and Contingencies (Notes 3, 4, 5, 6, 8 and 9) | ||
Shareholders' Equity | ||
Preferred stock, no par value: Authorized 10,000 shares, none issued | 0 | 0 |
Retained earnings | 270,753 | 258,104 |
Accumulated other comprehensive loss | (8,342) | (8,185) |
Total shareholders’ equity | 318,672 | 303,145 |
Total liabilities and shareholders' equity | 502,289 | 481,590 |
Class A Common Stock | ||
Shareholders' Equity | ||
Common stock | 65,114 | 61,678 |
Less treasury stock, Class A, at cost: 502 shares at July 27, 2019 and 496 shares at July 28, 2018 | (9,550) | (9,151) |
Class B Common Stock | ||
Shareholders' Equity | ||
Common stock | $ 697 | $ 699 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares | Jul. 27, 2019 | Jul. 28, 2018 |
Preferred stock shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock shares issued (in shares) | 0 | 0 |
Class A Common Stock | ||
Common stock shares authorized (in shares) | 20,000,000 | 20,000,000 |
Common stock shares issued (in shares) | 10,593,000 | 10,575,000 |
Treasury stock shares (in shares) | 502,000 | 496,000 |
Class B Common Stock | ||
Common stock shares authorized (in shares) | 20,000,000 | 20,000,000 |
Common stock shares issued (in shares) | 4,294,000 | 4,304,000 |
Common stock shares outstanding (in shares) | 4,294,000 | 4,304,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Sales | $ 1,643,502 | $ 1,615,045 |
Cost of sales | 1,186,786 | 1,172,016 |
Gross profit | 456,716 | 443,029 |
Operating and administrative expense | 394,750 | 384,577 |
Depreciation and amortization | 27,290 | 24,999 |
Operating income | 34,676 | 33,453 |
Interest expense | (4,436) | (4,460) |
Interest income | 5,283 | 3,845 |
Income before income taxes | 35,523 | 32,838 |
Income taxes | 9,984 | 7,758 |
Net income | $ 25,539 | $ 25,080 |
Class A Common Stock | ||
Net income per share: | ||
Basic (in dollars per share) | $ 1.98 | $ 1.95 |
Diluted (in dollars per share) | 1.77 | 1.74 |
Class B Common Stock | ||
Net income per share: | ||
Basic (in dollars per share) | 1.29 | 1.27 |
Diluted (in dollars per share) | $ 1.29 | $ 1.27 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 27, 2019 | Jul. 28, 2018 | ||
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 25,539 | $ 25,080 | |
Other comprehensive income (loss): | |||
Amortization of pension actuarial loss, net of tax | [1] | 423 | 409 |
Pension remeasurement, net of tax | [2] | (888) | (218) |
Pension settlement loss, net of tax | [3] | 308 | 624 |
Reclassification due to the adoption of ASU 2018-02 | 0 | (1,594) | |
Total other comprehensive loss | (157) | (779) | |
Comprehensive income | $ 25,382 | $ 24,301 | |
[1] | Amounts are net of tax of $182 and $160 for 2019 and 2018, respectively. All amounts are reclassified from accumulated other comprehensive loss to operating and administrative expense. | ||
[2] | Amounts are net of tax of $384 and $86 for 2019 and 2018, respectively. | ||
[3] | Amounts are net of tax of $133 and $242 for 2019 and 2018, respectively. All amounts are reclassified from accumulated other comprehensive loss to operating and administrative expense. |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parentheticals) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Statement of Comprehensive Income [Abstract] | ||
Tax of amortization of pension actuarial loss | $ 182 | $ 160 |
Tax (expense) benefit of pension adjustment to funded status | 384 | 86 |
Tax on pension settlement loss | $ 133 | $ 242 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common StockClass A Common Stock | Common StockClass B Common Stock | Retained Earnings | Accumulated Other Comprehensive Income (Loss) | Treasury Stock |
Balance (in shares) at Jul. 29, 2017 | 10,562 | 4,304 | 477 | |||
Balance at Jul. 29, 2017 | $ 286,820 | $ 57,852 | $ 699 | $ 244,308 | $ (7,406) | $ (8,633) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 25,080 | 25,080 | ||||
Other comprehensive income, net of tax | 815 | 1,594 | (779) | |||
Dividends | $ (12,878) | (12,878) | ||||
Exercise of stock options (in shares) | (8) | (8) | ||||
Exercise of stock options | $ 225 | $ 111 | $ 114 | |||
Treasury stock purchases (in shares) | 27 | |||||
Treasury stock purchases | (632) | $ (632) | ||||
Restricted shares forfeited (in shares) | (8) | |||||
Restricted shares forfeited | (59) | $ (59) | ||||
Share-based compensation expense (in shares) | 21 | |||||
Share-based compensation expense | 3,774 | $ 3,774 | ||||
Balance (in shares) at Jul. 28, 2018 | 10,575 | 4,304 | 496 | |||
Balance at Jul. 28, 2018 | 303,145 | $ 61,678 | $ 699 | 258,104 | (8,185) | $ (9,151) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 25,539 | 25,539 | ||||
Other comprehensive income, net of tax | (157) | (157) | ||||
Dividends | $ (12,890) | (12,890) | ||||
Exercise of stock options (in shares) | (36) | (36) | ||||
Exercise of stock options | $ 1,007 | $ 336 | $ 671 | |||
Treasury stock purchases (in shares) | 42 | |||||
Treasury stock purchases | (1,070) | $ (1,070) | ||||
Restricted shares forfeited (in shares) | (15) | |||||
Restricted shares forfeited | (247) | $ (247) | ||||
Share-based compensation expense (in shares) | 23 | |||||
Share-based compensation expense | 3,345 | $ 3,345 | ||||
Conversion of Class B shares to Class A shares (in shares) | 10 | (10) | ||||
Conversion of Class B shares to Class A shares | 0 | $ 2 | $ (2) | |||
Balance (in shares) at Jul. 27, 2019 | 10,593 | 4,294 | 502 | |||
Balance at Jul. 27, 2019 | $ 318,672 | $ 65,114 | $ 697 | $ 270,753 | $ (8,342) | $ (9,550) |
CONSOLIDATED STATEMENTS OF SH_2
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Statement of Stockholders' Equity [Abstract] | ||
Tax expense (benefit) associated with other comprehensive loss and income | $ (69) | $ 316 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 25,539 | $ 25,080 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 27,290 | 24,999 |
Non-cash share-based compensation | 3,098 | 3,715 |
Deferred taxes | (1,883) | (1,050) |
Provision to value inventories at LIFO | 278 | (176) |
Gain on sale of property, equipment and fixtures | (102) | (150) |
Changes in assets and liabilities: | ||
Merchandise inventories | 1,196 | 2,615 |
Patronage dividend receivable | 29 | 718 |
Accounts payable to Wakefern | 4,332 | 2,242 |
Accounts payable and accrued expenses | (2,430) | 2,139 |
Accrued wages and benefits | 1,639 | 810 |
Income taxes receivable / payable | (241) | 2,377 |
Other assets and liabilities | (2,957) | (4,435) |
Net cash provided by operating activities | 55,788 | 58,884 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Capital expenditures | (27,988) | (35,464) |
Proceeds from the sale of assets | 102 | 150 |
Investment in notes receivable from Wakefern | (28,064) | (24,573) |
Maturity of notes receivable from Wakefern | 24,937 | 22,172 |
Investment in notes receivable related to New Markets Tax Credit financing | 0 | (4,835) |
Acquisition of Gourmet Garage, net of cash acquired | (5,267) | 0 |
Net cash used in investing activities | (36,280) | (42,550) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from exercise of stock options | 1,007 | 225 |
Excess tax benefit related to share-based compensation | 34 | 5 |
Proceeds from New Markets Tax Credit financing | 0 | 6,860 |
Debt issuance costs | 0 | (297) |
Principal payments of long-term debt | (1,576) | (944) |
Dividends | (12,890) | (12,878) |
Treasury stock purchases, including shares surrendered for withholding taxes | (1,070) | (632) |
Net cash used in financing activities | (14,495) | (7,661) |
NET INCREASE IN CASH AND CASH EQUIVALENTS | 5,013 | 8,673 |
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 96,108 | 87,435 |
CASH AND CASH EQUIVALENTS, END OF YEAR | 101,121 | 96,108 |
SUPPLEMENTAL DISCLOSURES OF CASH PAYMENTS MADE FOR: | ||
Interest | 4,436 | 4,460 |
Income taxes | 12,074 | 6,420 |
Investment in Wakefern and increase in notes payable to Wakefern | 891 | 0 |
Capital expenditures included in accounts payable and accrued expenses | $ 7,372 | $ 1,233 |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Jul. 27, 2019 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Nature of operations Village Super Market, Inc. (the “Company” or “Village”) operates a chain of 30 ShopRite supermarkets in New Jersey, eastern Pennsylvania, Maryland and New York City and three Gourmet Garage specialty markets in Manhattan, New York City. The Company is a member of Wakefern Food Corporation ("Wakefern"), the nation's largest retailer-owned food cooperative and owner of the ShopRite and Gourmet Garage names. This relationship provides Village many of the economies of scale in purchasing, distribution, private label products, advanced retail technology, marketing and advertising associated with chains of greater size and geographic coverage. Principles of consolidation The consolidated financial statements include the accounts of Village Super Market, Inc. and its subsidiaries, which are wholly owned. Intercompany balances and transactions have been eliminated. Fiscal year The Company and its subsidiaries utilize a 52-53 week fiscal year ending on the last Saturday in the month of July. Fiscal 2019 and 2018 contain 52 weeks. Use of estimates In conformity with U.S. generally accepted accounting principles, management of the Company has made a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Some of the more significant estimates are patronage dividends, pension accounting assumptions, accounting for contingencies and the impairment of long-lived assets and goodwill. Actual results could differ from those estimates. Industry segment The Company consists of one operating segment, the retail sale of food and nonfood products. Revenue recognition Revenue is recognized at the point of sale to the customer, including Pharmacy sales. ShopRite From Home sales are recognized either upon pickup in-store or upon delivery to the customer, including any related service fees. Sales tax is excluded from revenue. Discounts provided to customers through ShopRite coupons and loyalty programs are recognized as a reduction of sales as products are sold. Discounts provided by vendors are not recognized as a reduction in sales. Rather, the Company records a receivable from the vendor for the difference in sales price and payment received from the customer. The Company does not recognize revenue when it sells ShopRite gift cards. Payment collected from customers for gift card sales is passed on to Wakefern as they can be redeemed at any ShopRite location, including those operated by Wakefern or other Wakefern members. Revenue is recognized and a receivable from Wakefern is recorded when a customer redeems a ShopRite gift card to purchase products or services. The Company adopted ASU No. 2014-09, “Revenue from Contracts with Customers (Topic 606),” using the full retrospective approach in fiscal 2019. As a result of the adoption of the standard, $ 4,027 of certain other income streams, including commissions for gift card and lottery sales and service fees for ShopRite From Home, that were previously presented as a reduction in Operating expenses were reclassified to sales for 52 weeks ended July 28, 2018 . Additionally, $ 997 of pharmacy fees previously recorded as Cost of sales were reclassified as a reduction of sales for the 52 weeks ended July 28, 2018 . Disaggregated Revenues The following table presents the Company's sales by product categories during each of the periods indicated: Years Ended July 27, 2019 July 28, 2018 Amount % Amount % Center Store (1) $ 1,011,232 61.5 % $ 1,000,316 62.0 % Fresh (2) 558,245 34.0 % 541,102 33.5 % Pharmacy 69,404 4.2 % 69,917 4.3 % Other (3) 4,621 0.3 % 3,710 0.2 % Total Sales $ 1,643,502 100.0 % $ 1,615,045 100.0 % (1) Consists primarily of grocery, dairy, frozen, health and beauty care, general merchandise and liquor. (2) Consists primarily of produce, meat, deli, seafood, bakery, prepared foods and floral. (3) Consists primarily of sales related to other income streams, including ShopRite from Home service fees and gift card and lottery commissions. Cash and cash equivalents The Company considers all highly liquid investments purchased with a maturity of three months or less to be cash equivalents. Included in cash and cash equivalents are proceeds due from credit and debit card transactions, which typically settle within five business days, of $8,061 and $8,227 at July 27, 2019 and July 28, 2018 , respectively. Included in cash and cash equivalents at July 27, 2019 and July 28, 2018 are $73,879 and $63,413 , respectively, of demand deposits invested at Wakefern at overnight money market rates. Merchandise inventories Approximately 64% of merchandise inventories are stated at the lower of LIFO (last-in, first-out) cost or market. If the FIFO (first-in, first-out) method had been used, inventories would have been $14,512 and $14,234 higher than reported in fiscal 2019 and 2018 , respectively. All other inventories are stated at the lower of FIFO cost or market. Vendor allowances and rebates The Company receives vendor allowances and rebates, including the patronage dividend and amounts received as a pass through from Wakefern, related to the Company’s buying and merchandising activities. Vendor allowances and rebates are recognized as a reduction in cost of sales when the related merchandise is sold or when the required contractual terms are completed. Property, equipment and fixtures Property, equipment and fixtures are recorded at cost. Interest cost incurred to finance construction is capitalized as part of the cost of the asset. Maintenance and repairs are expensed as incurred. Depreciation is provided on a straight-line basis over estimated useful lives of thirty years for buildings, ten years for store fixtures and equipment, and three years for computer equipment, shopping carts and vehicles. Leasehold improvements are amortized over the shorter of the related lease terms or the estimated useful lives of the related assets. When assets are sold or retired, their cost and accumulated depreciation are removed from the accounts, and any gain or loss is reflected in the consolidated financial statements. Investments The Company’s investments in its principal supplier, Wakefern, and a Wakefern affiliate, Insure-Rite, Ltd., are stated at cost (see Note 3). Village evaluates its investments in Wakefern and Insure-Rite, Ltd. for impairment through consideration of previous, current and projected levels of profit of those entities. The Company’s 20%-50% investments in certain real estate partnerships are accounted for under the equity method. One of these partnerships is a variable interest entity which does not require consolidation as Village is not the primary beneficiary (see Note 6). Store opening and closing costs All store opening costs are expensed as incurred. The Company records a liability for the future minimum lease payments and related costs for closed stores from the date of closure to the end of the remaining lease term, net of estimated cost recoveries that may be achieved through subletting, discounted using a risk-adjusted interest rate. Leases Leases that meet certain criteria are classified as capital leases, and assets and liabilities are recorded at amounts equal to the lesser of the present value of the minimum lease payments or the fair value of the leased properties at the inception of the respective leases. Such assets are amortized on a straight-line basis over the shorter of the related lease terms or the estimated useful lives of the related assets. Amounts representing interest expense relating to the lease obligations are recorded to effect constant rates of interest over the terms of the leases. Leases that do not qualify as capital leases are classified as operating leases. The Company accounts for rent holidays, escalating rent provisions, and construction allowances on a straight-line basis over the term of the lease. Deferred rent obligations of $ 13,102 and $ 13,259 at July 27, 2019 and July 28, 2018 , respectively, were classified within Other liabilities in the consolidated balance sheets. For leases in which the Company is involved with the construction of the store, if Village concludes that it has substantially all of the risks of ownership during construction of the leased property and therefore is deemed the owner of the project for accounting purposes, an asset and related financing obligation are recorded for the costs paid by the landlord. Once construction is complete, the Company considers the requirements for sale-leaseback treatment. If the arrangement does not qualify for sale-leaseback treatment, the Company amortizes the financing obligation and depreciates the building over the lease term. Advertising Advertising costs are expensed as incurred. Advertising expense was $11,705 and $11,514 in fiscal 2019 and 2018 , respectively. Income taxes Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. The Company recognizes a tax benefit for uncertain tax positions if it is “more likely than not” that the position is sustainable, based on its technical merits. The tax benefit of a qualifying position is the largest amount of tax benefit that is greater than 50% likely of being realized upon effective settlement with a taxing authority having full knowledge of all relevant information. Fair value Fair value is defined as the exit price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Fair value is a market-based measurement that should be determined using assumptions that market participants would use in pricing an asset or liability. The fair value guidance establishes a three-level hierarchy to prioritize the inputs used in measuring fair value. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2 inputs are inputs other than quoted prices within Level 1 that are observable for the asset or liability, either directly or indirectly, such as quoted prices for similar assets or liabilities in active markets observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability. Cash and cash equivalents, patronage dividend receivable, income taxes receivable/payable, accounts payable and accrued expenses are reflected in the consolidated financial statements at carrying value, which approximates fair value because of the short-term maturity of these instruments. The carrying values of the Company’s notes receivable from Wakefern approximate their fair value as interest is earned at variable market rates. As the Company’s investment in Wakefern can only be sold to Wakefern at amounts that approximate the Company’s cost, it is not practicable to estimate the fair value of such investment. Long-lived assets The Company reviews long-lived assets, such as property, equipment and fixtures on an individual store basis for impairment when circumstances indicate the carrying amount of an asset group may not be recoverable. Such review analyzes the undiscounted estimated future cash flows from such assets to determine if the carrying value of such assets are recoverable from their respective cash flows. If impairment is indicated, it is measured by comparing the fair value of the long-lived assets to their carrying value. Goodwill and indefinite-lived intangible assets Goodwill and indefinite-lived intangible assets are tested at the end of each fiscal year, or more frequently if circumstances dictate, for impairment. An impairment loss is recognized to the extent that the carrying amount of goodwill and indefinite-lived intangible assets exceeds its implied fair value. Village considers earnings multiples and other valuation techniques to measure fair value at the reporting unit level, in addition to the value of the Company’s stock. Net income per share The Company has two classes of common stock. Class A common stock is entitled to cash dividends as declared 54% greater than those paid on Class B common stock. Shares of Class B common stock are convertible on a share-for-share basis for Class A common stock at any time. The Company utilizes the two-class method of computing and presenting net income per share. The two-class method is an earnings allocation formula that calculates basic and diluted net income per share for each class of common stock separately based on dividends declared and participation rights in undistributed earnings. Under the two-class method, Class A common stock is assumed to receive a 54% greater participation in undistributed earnings than Class B common stock, in accordance with the classes' respective dividend rights. Unvested share-based payment awards that contain nonforfeitable rights to dividends are treated as participating securities and therefore included in computing net income per share using the two-class method. Diluted net income per share for Class A common stock is calculated utilizing the if-converted method, which assumes the conversion of all shares of Class B common stock to Class A common stock on a share-for-share basis, as this method is more dilutive than the two-class method. Diluted net income per share for Class B common stock does not assume conversion of Class B common stock to shares of Class A common stock. The tables below reconcile the numerators and denominators of basic and diluted net income per share for all periods presented. 2019 2018 Class A Class B Class A Class B Numerator: Net income allocated, basic $ 19,341 $ 5,538 $ 18,925 $ 5,447 Conversion of Class B to Class A shares 5,538 — 5,447 — Effect of share-based compensation on allocated net income — (1 ) — — Net income allocated, diluted $ 24,879 $ 5,537 $ 24,372 $ 5,447 Denominator: Weighted average shares outstanding, basic 9,747 4,296 9,717 4,304 Conversion of Class B to Class A shares 4,296 — 4,304 — Dilutive effect of share-based compensation — — — — Weighted average shares outstanding, diluted 14,043 4,296 14,021 4,304 Net income per share is as follows: 2019 2018 Class A Class B Class A Class B Basic $ 1.98 $ 1.29 $ 1.95 $ 1.27 Diluted $ 1.77 $ 1.29 $ 1.74 $ 1.27 Outstanding stock options to purchase Class A shares of 241 and 9 were excluded from the calculation of diluted net income per share at July 27, 2019 and July 28, 2018 , respectively, as a result of their anti-dilutive effect. In addition, 323 and 356 non-vested restricted Class A shares, which are considered participating securities, and their allocated net income were excluded from the diluted net income per share calculation at July 27, 2019 and July 28, 2018 , respectively, due to their anti-dilutive effect. Share-based compensation All share-based payments to employees are recognized in the financial statements as compensation costs based on the fair market value on the date of the grant. Benefit plans The Company recognizes the funded status of its Company sponsored retirement plans on the consolidated balance sheet. Actuarial gains or losses, curtailments, prior service costs or credits, and transition obligations not previously recognized are recorded as a component of Accumulated Other Comprehensive Loss. The Company uses July 31 as the measurement date for these plans. The Company also contributes to several multi-employer pension plans under the terms of collective bargaining agreements that cover certain union-represented employees. Pension expense for these plans is recognized as contributions are made. Recently issued accounting standards In February 2016, the FASB issued ASU 2016-02, "Leases." This guidance requires lessees to recognize lease liabilities and a right-of-use asset for all leases with terms of more than 12 months on the balance sheet. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, with earlier adoption permitted. The Company will adopt the new standard in the first quarter of its fiscal year ending July 25, 2020. ASU 2016-02 requires a modified retrospective approach for all leases existing at the date of initial adoption under which the cumulative effect of initially applying the standard will be recognized as an adjustment to its opening fiscal 2020 retained earnings, with no restatement of prior year amounts. The Company will apply the transition package of practical expedients permitted within the standard, which allows the carryforward of historical lease classification, and will apply the transition option which does not require application of the guidance to comparative periods in the year of adoption. The Company estimates adoption of the standard will result in an increase in assets and lease liabilities of approximately $ 75,222 and $ 70,322 , respectively, as of the date of adoption. The Company does not expect adoption to have a material impact on the consolidated statement of operations or cash flows. In August 2018, the FASB issued ASU 2018-14, "Compensation-Retirement Benefits-Defined Benefit Plans-General (Subtopic 715-20): Disclosure Framework-Changes to the Disclosure Requirements for Defined Benefit Plans." The guidance modifies disclosure requirements for defined benefit plans. This guidance is effective for fiscal years ending after December 15, 2020, and early adoption is permitted. The Company is currently assessing the potential impact of ASU 2018-14 on its consolidated financial statement disclosures. |
PROPERTY, EQUIPMENT and FIXTURE
PROPERTY, EQUIPMENT and FIXTURES | 12 Months Ended |
Jul. 27, 2019 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY, EQUIPMENT and FIXTURES | PROPERTY, EQUIPMENT and FIXTURES Property, equipment and fixtures are comprised as follows: July 27, July 28, Land and buildings $ 109,707 $ 106,614 Store fixtures and equipment 290,916 273,345 Leasehold improvements 124,812 116,699 Leased property under capital leases 25,211 25,211 Construction in progress 10,453 2,641 Vehicles 4,395 4,138 Total property, equipment and fixtures 565,494 528,648 Accumulated depreciation (330,094 ) (304,593 ) Accumulated amortization of property under capital and financing leases (10,510 ) (9,489 ) Property, equipment and fixtures, net $ 224,890 $ 214,566 Amortization of leased property under capital and financing leases is included in depreciation and amortization expense. |
RELATED PARTY INFORMATION - WAK
RELATED PARTY INFORMATION - WAKEFERN | 12 Months Ended |
Jul. 27, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTY INFORMATION - WAKEFERN | RELATED PARTY INFORMATION - WAKEFERN The Company’s ownership interest in its principal supplier, Wakefern, which is operated on a cooperative basis for its stockholder members, is 12.5% of the outstanding shares of Wakefern at July 27, 2019 . The investment is stated at cost and is pledged as collateral for any obligations to Wakefern. In addition, all obligations to Wakefern are personally guaranteed by certain shareholders of Village. The Company is obligated to purchase 85% of its primary merchandise requirements from Wakefern until ten years from the date that stockholders representing 75% of Wakefern sales notify Wakefern that those stockholders request that the Wakefern Stockholder Agreement be terminated. If this purchase obligation is not met, Village is required to pay Wakefern’s profit contribution shortfall attributable to this failure. Similar payments are due if Wakefern loses volume by reason of the sale of Company stores or a merger with another entity. Village fulfilled the above obligation in fiscal 2019 and 2018 . The Company also has an investment of approximately 7.7% in Insure-Rite, Ltd., a Wakefern affiliated company, which provides Village with liability and property insurance coverage. Wakefern has increased from time to time the required investment in its common stock for each supermarket owned by a member, with the exact amount per store computed based on the amount of each store’s purchases from Wakefern. At July 27, 2019 , the Company’s indebtedness to Wakefern for the outstanding amount of these stock subscriptions was $846 . Installment payments are due as follows: 2020 - $43 ; 2021 - $130 ; 2022 - $171 ; 2023 - $161 ; 2024 - $154 ; and $187 thereafter. The maximum per store investment, which is currently $950 , increased by $25 in fiscal 2019 , resulting in an additional investment of $625 . Village receives additional shares of common stock to the extent paid for at the end of each fiscal year (which ends on or about September 30) of Wakefern calculated at the then book value per share. The payments, together with any stock issued thereunder, at the option of Wakefern, may be null and void and all payments on this subscription shall become the property of Wakefern in the event the Company does not complete the payment of this subscription in a timely manner. Village purchases substantially all of its merchandise from Wakefern. As a stockholder of Wakefern, Village earns a share of Wakefern’s earnings, which are distributed as a “patronage dividend.” This dividend is based on a distribution of substantially all of Wakefern’s operating profits for its fiscal year in proportion to the dollar volume of purchases by each member from Wakefern during that fiscal year. Patronage dividends are recorded as a reduction of cost of sales as merchandise is sold. Village accrues estimated patronage dividends due from Wakefern quarterly based on an estimate of the annual Wakefern patronage dividend and an estimate of Village’s share of this annual dividend based on Village’s estimated proportional share of the dollar volume of business transacted with Wakefern that year. Patronage dividends and other vendor allowances and rebates amounted to $31,412 and $28,536 in fiscal 2019 and 2018 , respectively. Wakefern provides the Company with support services in numerous areas including advertising, liability and property insurance, supplies, certain equipment purchasing, coupon processing, certain financial accounting applications, retail technology support, and other store services. Village incurred charges of $33,581 and $33,037 from Wakefern in fiscal 2019 and 2018 , respectively, for these services, which are reflected in operating and administrative expense in the consolidated statements of operations. Additionally, the Company has certain related party leases (see Note 6) with Wakefern. At July 27, 2019 , the Company held variable rate notes receivable due from Wakefern of $24,687 that earn interest at the prime rate plus 1.25% and mature on August 15, 2022 and $25,521 that earn interest at the prime rate plus .75% and mature on February 15, 2024 . The Company invested $24,937 of the proceeds received from the notes that matured on February 15, 2019 in variable rate notes receivable from Wakefern that earn interest at the prime rate plus .75% and mature on February 15, 2024 . Wakefern has the right to prepay these notes at any time. Under certain conditions, the Company can require Wakefern to prepay the notes, although interest earned since inception would be reduced as if it was earned based on overnight money market rates as paid by Wakefern on demand deposits. At July 27, 2019 , the Company had demand deposits invested at Wakefern in the amount of $73,879 . These deposits earn overnight money market rates. Interest income earned on investments with Wakefern was $5,215 and $3,806 in fiscal 2019 and 2018 , respectively. |
DEBT
DEBT | 12 Months Ended |
Jul. 27, 2019 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT Village has an unsecured revolving credit agreement providing a maximum amount available for borrowing of $25,000 . The revolving credit line can be used for general corporate purposes and expires on December 21, 2020. Indebtedness under this agreement bears interest at the applicable LIBOR rate plus 1.25% . The credit agreement provides for up to $3,000 of letters of credit ( $129 outstanding at July 27, 2019 ), which secure obligations for construction performance guarantees to municipalities. The credit agreement contains covenants that, among other conditions, require a maximum liabilities to tangible net worth ratio, a minimum fixed charge coverage ratio and a positive net income. The Company was in compliance with all covenants of the credit agreement at July 27, 2019 . There were no amounts outstanding at July 27, 2019 or July 28, 2018 under the facility. New Markets Tax Credit On December 29, 2017, the Company entered into a financing transaction with Wells Fargo Community Investment Holdings, LLC (“Wells Fargo”) under a qualified New Markets Tax Credit (“NMTC”) program related to the construction of a new store in the Bronx, New York. The NMTC program was provided for in the Community Renewal Tax Relief Act of 2000 (the “Act”) and is intended to induce capital investment in qualified lower income communities. The Act permits taxpayers to claim credits against their Federal income taxes for up to 39% of qualified investments in the equity of community development entities (“CDEs”). CDEs are privately managed investment institutions that are certified to make qualified low-income community investments. In connection with the financing, the Company loaned $ 4,835 to VSM Investment Fund, LLC (the "Investment Fund") at an interest rate of 1.403% per year and with a maturity date of December 31, 2044. Repayments on the loan commence in March 2025. Wells Fargo contributed $ 2,375 to the Investment Fund and, by virtue of such contribution, is entitled to substantially all of the tax benefits derived from the NMTC. The Investment Fund is a wholly owned subsidiary of Wells Fargo. The loan to the Investment Fund is recorded in Other assets in the consolidated balance sheets. The Investment Fund then contributed the proceeds to a CDE, which, in turn, loaned combined funds of $ 6,563 , net of debt issuance costs, to Village Super Market of NY, LLC, a wholly-owned subsidiary of the Company, at an interest rate of 1.000% per year with a maturity date of December 31, 2051. These loans are secured by the leasehold improvements and equipment related to the construction of the Bronx store. Repayment of the loans commences in March 2025. The proceeds of the loans from the CDE were used to partially fund the construction of the Bronx store. The Notes payable related to New Markets Tax Credit, net of debt issuance costs, are recorded in Long-term debt in the consolidated balance sheets. The NMTC is subject to 100% recapture for a period of seven years. The Company is required to be in compliance with various regulations and contractual provisions that apply to the New Markets Tax Credit arrangement. Noncompliance could result in Wells Fargo's projected tax benefits not being realized and, therefore, require the Company to indemnify Wells Fargo for any loss or recapture of NMTCs. The Company does not anticipate any credit recapture will be required in connection with this financing arrangement. The transaction includes a put/call provision whereby the Company may be obligated or entitled to repurchase Wells Fargo's interest in the Investment Fund. The value attributed to the put/call is de minimis. We believe that Wells Fargo will exercise the put option in December 2024, at the end of the recapture period, that will result in a net benefit to the Company of $ 1,728 . The Company is recognizing the net benefit over the seven-year compliance period in Operating and administrative expense. |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Jul. 27, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES On December 22, 2017 the Tax Cuts and Jobs Act (the “Tax Act”) was enacted by the U.S. Government. The Tax Act made significant changes to the U.S. tax code that affected the Company's fiscal year ending July 28, 2018, including, but not limited to, reducing the U.S. federal corporate statutory income tax rate from 35.0% to 21.0% effective January 1, 2018, and introducing bonus depreciation that allows for full expensing of qualified property. As the Company’s fiscal year ended on July 28, 2018, the Company’s U.S. federal corporate statutory income tax rate was subject to a full year blended tax rate of 26.9% for fiscal 2018, and 21.0% for fiscal 2019 and subsequent fiscal years. As a result of the decrease in the U.S. federal corporate statutory rate, deferred tax balances were remeasured based on the rates at which they are expected to reverse in the future. In fiscal 2018, a benefit of $ 3,300 was recognized related to the remeasurement of the Company’s deferred tax balances, which is included in Income taxes on the consolidated statements of operations. The components of the provision for income taxes are: 2019 2018 Federal: Current $ 7,669 $ 5,546 Deferred (1,149 ) (915 ) State: Current 4,198 3,262 Deferred (734 ) (135 ) $ 9,984 $ 7,758 Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities are as follows: July 27, July 28, Deferred tax assets: Leasing activities $ 7,816 $ 7,396 Federal benefit of uncertain tax positions — 182 Compensation related costs 4,750 2,795 Pension costs 1,474 1,673 Other 406 456 Total deferred tax assets 14,446 12,502 Deferred tax liabilities: Tax over book depreciation 13,481 13,557 Patronage dividend receivable 3,270 3,281 Investment in partnerships 1,034 1,030 Other 123 47 Total deferred tax liabilities 17,908 17,915 Net deferred tax liability $ (3,462 ) $ (5,413 ) Deferred income tax assets (liabilities) are included in the following captions on the consolidated balance sheets at July 27, 2019 and July 28, 2018 : 2019 2018 Other assets 1,406 646 Other liabilities (4,868 ) (6,059 ) A valuation allowance is provided when it is more likely than not that some portion of the deferred tax assets will not be realized. In management’s opinion, in view of the Company’s previous, current and projected taxable income and reversal of deferred tax liabilities, such tax assets will more likely than not be fully realized. Accordingly, no valuation allowance was deemed to be required at July 27, 2019 and July 28, 2018 . The effective income tax rate differs from the statutory federal income tax rate as follows: 2019 2018 Statutory federal income tax rate 21.0 % 26.9 % State income taxes, net of federal tax benefit 9.8 % 7.0 % Settlement of tax audits (2.2 )% — % Deferred tax revaluation due to Tax Act — % (10.0 )% Other (0.5 )% (0.3 )% Effective income tax rate 28.1 % 23.6 % In June 2019, the Company reached an agreement with the New Jersey Division of Taxation to settle an audit of fiscal years 2011 through 2015 for all applicable entities and fiscal years 2000 through 2014 related to a settlement agreement reached in February 2015 regarding nexus of certain subsidiaries. The Company recorded an income tax benefit of $ 777 , net of federal taxes, in fiscal 2019 related to the settlement and to reverse remaining unrecognized tax benefits and related interest and penalties in excess of the settlement. The New York Department of Taxation and Finance is currently auditing the fiscal 2018 tax year for all applicable entities. The Company is open to examination by the remaining relevant tax authorities with varying statutes of limitations, generally ranging from three to four years. A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows: 2019 2018 Balance at beginning of year $ 648 $ 648 Reductions based on settlement of tax audits (648 ) — Balance at end of year $ — $ 648 The Company recognizes interest and penalties on income taxes in income tax expense. The Company recognized a benefit of $242 in fiscal 2019 related to interest and penalties on income taxes. |
LEASES
LEASES | 12 Months Ended |
Jul. 27, 2019 | |
Leases [Abstract] | |
LEASES | LEASES Description of leasing arrangements The Company leased 27 stores at July 27, 2019 , including five that are capitalized for financial reporting purposes. The majority of initial lease terms range from 20 to 30 years . Most of the Company’s leases contain renewal options at increased rents of five years each. These options enable Village to retain the use of facilities in desirable operating areas. Management expects that in the normal course of business, most leases will be renewed or replaced by other leases. The Company is obligated under all leases to pay for real estate taxes, utilities and liability insurance, and under certain leases to pay additional amounts based on maintenance and a percentage of sales in excess of stipulated amounts. Future minimum lease payments by year and in the aggregate for all non-cancelable leases with initial terms of one year or more consist of the following at July 27, 2019 : Capital and financing leases Operating leases 2020 $ 5,173 $ 13,573 2021 5,240 12,972 2022 5,240 10,348 2023 5,305 9,747 2024 5,342 7,457 Thereafter 43,708 61,043 Minimum lease payments 70,008 $ 115,140 Less amount representing interest 28,233 Present value of minimum lease payments 41,775 Less current portion 1,022 $ 40,753 The following schedule shows the composition of total rental expense for the following years: 2019 2018 Minimum rentals $ 12,718 $ 11,985 Contingent rentals 712 726 $ 13,430 $ 12,711 Related party leases The Company leases a supermarket from a realty firm 30% owned by certain officers of Village. The Company paid rent to related parties under this lease of $688 in both fiscal 2019 and 2018 . This lease expires in fiscal 2021 with options to extend at increasing annual rent. The Company has ownership interests in three real estate partnerships. Village paid aggregate rents to two of these partnerships for leased stores of $1,455 in both fiscal 2019 and 2018 . One of these partnerships is a variable interest entity, which is not consolidated as Village is not the primary beneficiary. This partnership owns one property, a stand-alone supermarket leased to the Company since 1974. Village is a general partner entitled to 33% of the partnership's profits and losses. The Company subleases the Galloway and Vineland stores from Wakefern under sublease agreements which provided for combined annual rents of $1,355 and $1,322 in fiscal 2019 and 2018 , respectively. Both leases contain normal periodic rent increases and options to extend the lease. |
SHAREHOLDERS_ EQUITY
SHAREHOLDERS’ EQUITY | 12 Months Ended |
Jul. 27, 2019 | |
Equity [Abstract] | |
SHAREHOLDERS’ EQUITY | SHAREHOLDERS’ EQUITY The Company has two classes of common stock. Class A common stock is entitled to one vote per share and to cash dividends as declared 54% greater than those paid on Class B common stock. Class B common stock is entitled to 10 votes per share. Class A and Class B common stock share equally on a per share basis in any distributions in liquidation. Shares of Class B common stock are convertible on a share-for-share basis for Class A common stock at any time. Class B common stock is not transferable except to another holder of Class B common stock or by will or under the laws of intestacy or pursuant to a resolution of the Board of Directors of the Company approving the transfer. As a result of this voting structure, the holders of the Class B common stock control greater than 50% of the total voting power of the shareholders of the Company and control the election of the Board of Directors. The Company has authorized 10,000 shares of preferred stock. No shares have been issued. The Board of Directors is authorized to designate series, preferences, powers and participations of any preferred stock issued. The Company maintains share repurchase programs that comply with Rule 10b5-1 under the Securities Exchange Act of 1934. Repurchases of Village Class A common stock may be made from time to time through a variety of methods, including open market purchases and other negotiated transactions. In September 2019, the Company's Board of Directors has authorized an incremental $5,000 share repurchase program, supplementing the current authorization, which had $685 remaining as of July 27, 2019. The Company made open market purchases totaling $ 846 and $ 632 under this repurchase program in fiscal 2019 and 2018 , respectively, and an additional $ 224 in shares of Class A Common Stock were surrendered in satisfaction of withholding taxes in connection with the vesting of restricted shares in fiscal 2019. Village has three share-based compensation plans, which are described below. The compensation cost charged against income for these plans was $3,098 and $3,715 in fiscal 2019 and 2018 , respectively. Total income tax benefit recognized in the consolidated statements of operations for share-based compensation arrangements was $729 and $1,005 in fiscal 2019 and 2018 , respectively. The Village Super Market, Inc. 2004 Stock Plan (the “2004 Plan”) provides for awards of incentive and nonqualified stock options and restricted stock. There are 1,200 shares of Class A common stock authorized for issuance to employees and directors under the 2004 Plan. Terms and conditions of awards are determined by the Board of Directors. Option awards are primarily granted at the fair value of the Company’s stock at the date of grant, cliff vest three years from the grant date and are exercisable up to ten years from the date of grant. Restricted stock awards primarily cliff vest three years from the grant date. There are no shares remaining for future grants under the 2004 Plan. On December 17, 2010, the shareholders of the Company approved the Village Super Market, Inc. 2010 Stock Plan (the “2010 Plan”) under which awards of incentive and non-qualified stock options and restricted stock may be made. There are 1,200 shares of Class A common stock authorized for issuance to employees and directors under the 2010 Plan. Terms and conditions of awards are determined by the Board of Directors. Option awards granted to date were granted at the fair value of the Company's stock on the date of grant, primarily cliff vest three years from the grant date and are exercisable up to ten years from the grant date. Restricted stock awards primarily cliff vest three years from the date of grant. There are 120 shares remaining for future grants under the 2010 Plan. On December 16, 2016, the shareholders of the Company approved the Village Super Market, Inc. 2016 Stock Plan (the “2016 Plan”) under which awards of incentive and non-qualified stock options and restricted stock may be made. There are 1,200 shares of Class A common stock authorized for issuance to employees and directors under the 2016 Plan. Terms and conditions of awards are determined by the Board of Directors. There have been no awards granted to date under the 2016 Plan. The following table summarizes option activity under all plans for the following years: 2019 2018 Shares Weighted-average exercise price Shares Weighted-average exercise price Outstanding at beginning of year 289 $ 28.38 384 $ 27.91 Granted — — — — Exercised (36 ) 28.30 (8 ) 28.17 Forfeited — — (30 ) 28.13 Expired (8 ) $ 27.44 (57 ) $ 25.38 Outstanding at end of year 245 $ 28.43 289 $ 28.38 Options exercisable at end of year 245 $ 28.43 289 $ 28.38 As of July 27, 2019 , the weighted-average remaining contractual term of options outstanding and options exercisable was 3.7 years . As of July 27, 2019 , the aggregate intrinsic value was $1 for both options outstanding and options exercisable. The total intrinsic value of options exercised was $87 and $17 in fiscal 2019 and 2018 , respectively. The fair value of each option award is estimated on the date of grant using the Black-Scholes Option Pricing Model. The Company uses historical data for similar groups of employees in order to estimate the expected life of options granted. Expected volatility is based on the historical volatility of the Company’s stock for a period of years corresponding to the expected life of the option. The risk free interest rate is based on the U.S. Treasury yield curve at the time of grant for securities with a maturity period similar to the expected life of the option. The following table summarizes restricted stock activity under all plans for the following years: 2019 2018 Shares Weighted-average grant date fair value Shares Weighted-average grant date fair value Nonvested at beginning of year 356 $ 27.08 361 $ 27.22 Granted 23 26.57 21 24.61 Vested (41 ) 27.22 (18 ) 27.22 Forfeited (15 ) 27.09 (8 ) 26.73 Nonvested at end of year 323 $ 27.02 356 $ 27.08 The total fair value of restricted shares vested during fiscal 2019 and 2018 was $1,161 and $458 , respectively. As of July 27, 2019 , there was $2,297 of total unrecognized compensation costs related to nonvested stock options and restricted stock granted under the above plans. That cost is expected to be recognized over a weighted-average period of 0.7 years . Cash received from option exercises under all share-based compensation arrangements was $1,007 and $225 in fiscal 2019 and 2018 , respectively. The actual tax benefit realized for tax deductions from option exercises under share-based compensation arrangements was $34 and $5 in fiscal 2019 and 2018 , respectively. The Company declared and paid cash dividends on common stock as follows: 2019 2018 Per share: Class A common stock $ 1.00 $ 1.00 Class B common stock 0.65 0.65 Aggregate: Class A common stock $ 10,096 $ 10,080 Class B common stock 2,794 2,798 $ 12,890 $ 12,878 |
PENSION PLANS
PENSION PLANS | 12 Months Ended |
Jul. 27, 2019 | |
Compensation Related Costs [Abstract] | |
PENSION PLANS | PENSION PLANS Company-Sponsored Pension Plans The Company sponsors four defined benefit pension plans. Three of the plans are frozen and participants no longer earn service credit. Two are tax-qualified plans covering members of unions. Benefits under these two plans are based on a fixed amount for each year of service. One is a tax-qualified plan covering nonunion associates. Benefits under this plan are based upon percentages of annual compensation. Funding for these plans is based on an analysis of the specific requirements and an evaluation of the assets and liabilities of each plan. The fourth plan is an unfunded, nonqualified plan providing supplemental pension benefits to certain executives. Net periodic pension cost for the four plans include the following components: 2019 2018 Service cost $ 213 $ 259 Interest cost on projected benefit obligation 2,674 2,515 Expected return on plan assets (2,873 ) (3,280 ) Loss on settlement 441 866 Amortization of gains and losses 605 569 Net periodic pension cost $ 1,060 $ 929 The Company recognized a settlement loss of $ 441 and $ 866 in fiscal 2019 and 2018 , respectively, for plans where benefits paid exceeded the sum of the service cost and interest cost components of net periodic pension cost during the year. The changes in benefit obligations and the reconciliation of the funded status of the Company’s plans to the consolidated balance sheets were as follows: 2019 2018 Changes in Benefit Obligation: Benefit obligation at beginning of year $ 69,553 $ 71,701 Service cost 213 259 Interest cost 2,674 2,515 Benefits paid (779 ) (643 ) Settlement (6,331 ) (4,317 ) Actuarial loss 4,602 38 Benefit obligation at end of year $ 69,932 $ 69,553 Changes in Plan Assets: Fair value of plan assets at beginning of year $ 61,071 $ 56,507 Actual return on plan assets 6,203 3,014 Employer contributions 5,009 6,510 Benefits paid (779 ) (643 ) Settlements paid (6,331 ) (4,317 ) Fair value of plan assets at end of year 65,173 61,071 Funded status at end of year $ 4,759 $ 8,482 Amounts recognized in the consolidated balance sheets: Pension liabilities 4,759 8,482 Accumulated other comprehensive loss, net of income taxes 8,342 8,185 Amounts included in Accumulated other comprehensive loss (pre-tax): Net actuarial loss $ 11,615 $ 11,388 The Company expects approximately $1,900 of the net actuarial loss to be recognized as a component of net periodic benefit costs in fiscal 2020 . The accumulated benefit obligations of the four plans were $69,932 and $69,553 at July 27, 2019 and July 28, 2018 , respectively. The following information is presented for those plans with an accumulated benefit obligation in excess of plan assets: 2019 2018 Projected benefit obligation $ 10,203 $ 67,861 Accumulated benefit obligation 10,203 67,861 Fair value of plan assets 3,783 59,283 Weighted average assumptions used to determine benefit obligations and net periodic pension cost for the Company’s defined benefit plans were as follows: 2019 2018 Assumed discount rate — net periodic pension cost 3.99 % 3.60 % Assumed discount rate — benefit obligation 3.41 % 3.99 % Assumed rate of increase in compensation levels 4.5 % 4.5 % Expected rate of return on plan assets 5.50 % 6.50 % Investments in the pension trusts are overseen by the trustees of the plans, who are officers of Village. In fiscal 2018, the Company transitioned to a liability-driven investment ("LDI") strategy. A LDI strategy focuses on maintaining a close to fully-funded status over the long-term with minimal funded status risk. This is achieved by investing more of the plan assets in fixed income instruments to more closely match the duration of the plan liability. The investment allocation to fixed income instruments will increase as each plans funded status increases. The target allocations for plan assets are 5 - 15% equity securities, 85 - 95% fixed income securities and 0 - 10% cash. Asset allocations are reviewed periodically and appropriate rebalancing is performed. Equity securities include investments in large-cap, small-cap and mid-cap companies located both in and outside the United States. Fixed income securities include U.S. treasuries, mortgage-backed securities and corporate bonds of companies from diversified industries. Investments in securities are made through mutual funds. In addition, one plan held Class A common stock of Village in the amount of $568 and $611 at July 27, 2019 and July 28, 2018 , respectively. Risk management is accomplished through diversification across asset classes and fund strategies, multiple investment portfolios and investment guidelines. The plans do not allow for investments in derivative instruments. The fair value of the pension assets were as follows: July 27, 2019 July 28, 2018 Asset Category Level 1 Assets Measured at NAV Total Level 1 Assets Measured at NAV Total Cash $ 37 $ — $ 37 $ 17 $ — $ 17 Equity securities: Company stock 568 — 568 611 — 611 Mutual/Collective Trust Funds - U.S. (1) — 4,401 4,401 — 10,213 10,213 Mutual/Collective Trust Funds - International (1) — 2,613 2,613 — 8,337 8,337 Fixed income securities: Mutual/Collective Trust Funds - Fixed Income (1) — 57,554 57,554 — 41,893 41,893 Total $ 605 $ 64,568 $ 65,173 $ 628 $ 60,443 $ 61,071 (1) Includes pools of investments that are measured at fair value using the Net Asset Value (NAV) per share (or its equivalent) practical expedient. The NAV is based on the underlying net assets owned by the fund and the relative interest of each participating investor in the fair value of the underlying assets. The underlying investments are classified as either level 1 or 2 of the fair value hierarchy. Based on actuarial assumptions, estimated future defined benefit payments, which may be significantly impacted by participant elections related to retirement dates and forms of payment, are as follows: Fiscal Year 2020 $ 5,205 2021 2,780 2022 2,910 2023 3,000 2024 11,060 2025 - 2029 17,020 The Company expects contributions to its defined benefit pension plans to be immaterial in fiscal 2020 . Multi-Employer Plans The Company contributes to three multi-employer pension plans under collective bargaining agreements covering union-represented employees. These plans provide benefits to participants that are generally based on a fixed amount for each year of service. Based on the most recent information available, certain of these multi-employer plans are underfunded. The amount of any increase or decrease in Village’s required contributions to these multi-employer pension plans will depend upon the outcome of collective bargaining, actions taken by trustees who manage the plans, government regulations and the actual return on assets held in the plans, among other factors. The risks of participating in multi-employer pension plans are different from the risks of participating in single-employer pension plans in the following respects: • Assets contributed to a multi-employer plan by one employer may be used to provide benefits to employees of other participating employers. • If a participating employer stops contributing to the plan, the unfunded obligations of the plan allocable to such withdrawing employer may be borne by the remaining participating employers. • If the Company stops participating in some of its multi-employer pension plans, the Company may be required to pay those plans an amount based on its allocable share of the underfunded status of the plan, referred to as a withdrawal liability. The Company’s participation in these plans is outlined in the following tables. The “EIN / Pension Plan Number” column provides the Employer Identification Number (“EIN”) and the three-digit pension plan number. The most recent “Pension Protection Act Zone Status” available in 2018 and 2017 is for the plan’s year-end at December 31, 2018 and December 31, 2017 , respectively, unless otherwise noted. Among other factors, generally, plans in the red zone are less than 65 percent funded, plans in the yellow zone are between 65 and 80 percent funded and plans in the green zone are at least 80 percent funded. The “FIP/RP Status Pending / Implemented” column indicates plans for which a funding improvement plan (“FIP”) or a rehabilitation plan (“RP”) is either pending or has been implemented. Pension Protection Act Zone Status FIP/RP Status Pending / Implemented Contributions for the year ended (5) Expiration date of Collective- Bargaining Agreement Pension Fund EIN / Pension Plan Number 2018 2017 July 27, July 28, Surcharge Imposed (6) Pension Plan of Local 464A (1) 22-6051600-001 Green Green N/A $ 894 $ 779 N/A October 2020 UFCW Local 1262 & Employers Pension Fund (2), (4) 22-6074414-001 Red Red Implemented 3,502 3,481 No October 2023 UFCW Regional Pension Plan (3), (4) 16-6062287-074 Red Red Implemented $ 1,439 $ 1,373 No June 2020 Total Contributions $ 5,835 $ 5,633 (1) The information for this fund was obtained from the Form 5500 filed for the plan’s year-end at December 31, 2018 and December 31, 2017 . (2) The information for this fund was obtained from the Form 5500 filed for the plan’s year-end at December 31, 2017 and December 31, 2016 . (3) The information for this fund was obtained from the Form 5500 filed for the plan’s year-end at September 30, 2018 and September 30, 2017 . (4) This plan has elected to utilize special amortization provisions provided under the Preservation of Access to Care for Medicare Beneficiaries and Pension Relief Act of 2010. There were no changes to the plan’s zone status as a result of this election. (5) The Company’s contributions represent more than 5% of the total contributions received by each applicable pension fund for all periods presented. (6) Under the Pension Protection Act, a surcharge may be imposed when employers make contributions under a collective bargaining agreement that is not in compliance with a rehabilitation plan. As of July 27, 2019 , the collective bargaining agreements under which the Company was making contributions were in compliance with rehabilitation plans adopted by each applicable pension fund. Other Multi-Employer Benefit Plans The Company also contributes to various other multi-employer benefit plans that provide health and welfare benefits to active and retired participants. Total contributions made by the Company to these other multi-employer benefit plans were $28,325 and $27,713 in fiscal 2019 and 2018 , respectively. Defined Contribution Plans The Company sponsors a 401(k) savings plan for certain eligible associates. Company contributions under that plan, which are based on specified percentages of associate contributions, were $1,390 and $1,260 in fiscal 2019 and 2018 , respectively. The Company also contributes to union sponsored defined contribution plans for certain eligible associates. Company contributions under these plans were $755 and $820 in fiscal 2019 and 2018 , respectively. |
BUSINESS ACQUISITION (Notes)
BUSINESS ACQUISITION (Notes) | 12 Months Ended |
Jul. 27, 2019 | |
Business Combinations [Abstract] | |
BUSINESS ACQUISITION | BUSINESS ACQUISITION On June 24, 2019, the Company purchased three Gourmet Garage specialty markets in Manhattan, New York City. Village acquired the store fixtures, leases, inventory, other working capital and other assets for $ 5,267 , net of cash and cash equivalents. Village has accounted for this transaction as a business combination in accordance with the acquisition method of accounting, which requires, among other things, that assets acquired and liabilities assumed be recognized at their estimated fair values as of the acquisition date. In connection with this acquisition, the Company recorded $ 593 of goodwill attributable to the assembled workforce of Gourmet Garage and cost synergies and a $ 1,485 indefinite-lived intangible asset related to the trade name. Transaction costs were expensed as incurred. The allocation of the purchase price consideration to the assets acquired and the liabilities assumed will be completed upon the finalization of working capital adjustments. The following table summarizes how the purchase price has been allocated to the assets acquired and liabilities assumed at the date of acquisition. June 24, ASSETS Current Assets Cash and cash equivalents $ 24 Merchandise inventories 564 Other current assets 49 Total current assets 637 Property, equipment and fixtures, net 3,475 Trade name intangible asset 1,485 Other assets 255 Total assets $ 5,852 LIABILITIES Total current liabilities $ 1,154 Total Net Assets Acquired 4,698 Goodwill 593 Total Purchase Price $ 5,291 |
COMMITMENTS and CONTINGENCIES
COMMITMENTS and CONTINGENCIES | 12 Months Ended |
Jul. 27, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS and CONTINGENCIES | COMMITMENTS and CONTINGENCIES Superstorm Sandy devastated Village's trade area on October 29, 2012 and resulted in the closure of almost all of our stores for periods of time ranging from a few hours to eight days. Village disposed of substantial amounts of perishable product and also incurred repair, labor and other costs as a result of the storm. Wakefern, as the policy holder, has pursued recovery of uncollected insurance claims on behalf of all Wakefern members through litigation against the insurance carrier and others since October 2013. This litigation is ongoing and the Company received an additional $415 in November 2018 which was recognized as a reduction in Operating and administrative expense in the first quarter of fiscal 2019. Including the November 2018 recoveries, Village has received $3,998 related to losses incurred as a result of Superstorm Sandy. Any further proceeds recovered will be recognized as they are received. Approximately 88% of our employees are covered by collective bargaining agreements. Contracts with the Company’s seven unions expire between March 2020 and October 2023 . Approximately 1% of our associates are represented by unions whose contracts have already expired or expire within one year . Any work stoppages could have an adverse impact on our financial results. The Company is involved in other litigation incidental to the normal course of business. Company management is of the opinion that the ultimate resolution of these legal proceedings should not have a material adverse effect on the consolidated financial position, results of operations or liquidity of the Company. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Jul. 27, 2019 | |
Accounting Policies [Abstract] | |
Nature of operations | Village Super Market, Inc. (the “Company” or “Village”) operates a chain of 30 ShopRite supermarkets in New Jersey, eastern Pennsylvania, Maryland and New York City and three Gourmet Garage specialty markets in Manhattan, New York City. The Company is a member of Wakefern Food Corporation ("Wakefern"), the nation's largest retailer-owned food cooperative and owner of the ShopRite and Gourmet Garage names. This relationship provides Village many of the economies of scale in purchasing, distribution, private label products, advanced retail technology, marketing and advertising associated with chains of greater size and geographic coverage. |
Principles of consolidation | The consolidated financial statements include the accounts of Village Super Market, Inc. and its subsidiaries, which are wholly owned. Intercompany balances and transactions have been eliminated. |
Fiscal year | The Company and its subsidiaries utilize a 52-53 week fiscal year ending on the last Saturday in the month of July. Fiscal 2019 and 2018 contain 52 weeks. |
Use of estimates | In conformity with U.S. generally accepted accounting principles, management of the Company has made a number of estimates and assumptions relating to the reporting of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Some of the more significant estimates are patronage dividends, pension accounting assumptions, accounting for contingencies and the impairment of long-lived assets and goodwill. Actual results could differ from those estimates. |
Industry segment | The Company consists of one operating segment, the retail sale of food and nonfood products. |
Revenue recognition | Revenue is recognized at the point of sale to the customer, including Pharmacy sales. ShopRite From Home sales are recognized either upon pickup in-store or upon delivery to the customer, including any related service fees. Sales tax is excluded from revenue. Discounts provided to customers through ShopRite coupons and loyalty programs are recognized as a reduction of sales as products are sold. Discounts provided by vendors are not recognized as a reduction in sales. Rather, the Company records a receivable from the vendor for the difference in sales price and payment received from the customer. The Company does not recognize revenue when it sells ShopRite gift cards. Payment collected from customers for gift card sales is passed on to Wakefern as they can be redeemed at any ShopRite location, including those operated by Wakefern or other Wakefern members. Revenue is recognized and a receivable from Wakefern is recorded when a customer redeems a ShopRite gift card to purchase products or services. |
Cash and cash equivalents | The Company considers all highly liquid investments purchased with a maturity of three months or less to be cash equivalents. Included in cash and cash equivalents are proceeds due from credit and debit card transactions, which typically settle within five business days, of $8,061 and $8,227 at July 27, 2019 and July 28, 2018 , respectively. Included in cash and cash equivalents at July 27, 2019 and July 28, 2018 are $73,879 and $63,413 , respectively, of demand deposits invested at Wakefern at overnight money market rates. |
Merchandise inventories | Approximately 64% of merchandise inventories are stated at the lower of LIFO (last-in, first-out) cost or market. If the FIFO (first-in, first-out) method had been used, inventories would have been $14,512 and $14,234 higher than reported in fiscal 2019 and 2018 , respectively. All other inventories are stated at the lower of FIFO cost or market. |
Vendor allowances and rebates | The Company receives vendor allowances and rebates, including the patronage dividend and amounts received as a pass through from Wakefern, related to the Company’s buying and merchandising activities. Vendor allowances and rebates are recognized as a reduction in cost of sales when the related merchandise is sold or when the required contractual terms are completed. |
Property, equipment and fixtures | Property, equipment and fixtures are recorded at cost. Interest cost incurred to finance construction is capitalized as part of the cost of the asset. Maintenance and repairs are expensed as incurred. Depreciation is provided on a straight-line basis over estimated useful lives of thirty years for buildings, ten years for store fixtures and equipment, and three years for computer equipment, shopping carts and vehicles. Leasehold improvements are amortized over the shorter of the related lease terms or the estimated useful lives of the related assets. When assets are sold or retired, their cost and accumulated depreciation are removed from the accounts, and any gain or loss is reflected in the consolidated financial statements. |
Investments | The Company’s investments in its principal supplier, Wakefern, and a Wakefern affiliate, Insure-Rite, Ltd., are stated at cost (see Note 3). Village evaluates its investments in Wakefern and Insure-Rite, Ltd. for impairment through consideration of previous, current and projected levels of profit of those entities. The Company’s 20%-50% investments in certain real estate partnerships are accounted for under the equity method. One of these partnerships is a variable interest entity which does not require consolidation as Village is not the primary beneficiary (see Note 6). |
Store opening and closing costs | All store opening costs are expensed as incurred. The Company records a liability for the future minimum lease payments and related costs for closed stores from the date of closure to the end of the remaining lease term, net of estimated cost recoveries that may be achieved through subletting, discounted using a risk-adjusted interest rate. |
Leases | Leases that meet certain criteria are classified as capital leases, and assets and liabilities are recorded at amounts equal to the lesser of the present value of the minimum lease payments or the fair value of the leased properties at the inception of the respective leases. Such assets are amortized on a straight-line basis over the shorter of the related lease terms or the estimated useful lives of the related assets. Amounts representing interest expense relating to the lease obligations are recorded to effect constant rates of interest over the terms of the leases. Leases that do not qualify as capital leases are classified as operating leases. The Company accounts for rent holidays, escalating rent provisions, and construction allowances on a straight-line basis over the term of the lease. Deferred rent obligations of $ 13,102 and $ 13,259 at July 27, 2019 and July 28, 2018 , respectively, were classified within Other liabilities in the consolidated balance sheets. For leases in which the Company is involved with the construction of the store, if Village concludes that it has substantially all of the risks of ownership during construction of the leased property and therefore is deemed the owner of the project for accounting purposes, an asset and related financing obligation are recorded for the costs paid by the landlord. Once construction is complete, the Company considers the requirements for sale-leaseback treatment. If the arrangement does not qualify for sale-leaseback treatment, the Company amortizes the financing obligation and depreciates the building over the lease term. |
Advertising | Advertising costs are expensed as incurred. Advertising expense was $11,705 and $11,514 in fiscal 2019 and 2018 , respectively. |
Income taxes | Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in operations in the period that includes the enactment date. The Company recognizes a tax benefit for uncertain tax positions if it is “more likely than not” that the position is sustainable, based on its technical merits. The tax benefit of a qualifying position is the largest amount of tax benefit that is greater than 50% likely of being realized upon effective settlement with a taxing authority having full knowledge of all relevant information. |
Fair value | Fair value is defined as the exit price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. Fair value is a market-based measurement that should be determined using assumptions that market participants would use in pricing an asset or liability. The fair value guidance establishes a three-level hierarchy to prioritize the inputs used in measuring fair value. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date. Level 2 inputs are inputs other than quoted prices within Level 1 that are observable for the asset or liability, either directly or indirectly, such as quoted prices for similar assets or liabilities in active markets observable at commonly quoted intervals. Level 3 inputs are unobservable inputs for the asset or liability. Cash and cash equivalents, patronage dividend receivable, income taxes receivable/payable, accounts payable and accrued expenses are reflected in the consolidated financial statements at carrying value, which approximates fair value because of the short-term maturity of these instruments. The carrying values of the Company’s notes receivable from Wakefern approximate their fair value as interest is earned at variable market rates. As the Company’s investment in Wakefern can only be sold to Wakefern at amounts that approximate the Company’s cost, it is not practicable to estimate the fair value of such investment. |
Long-lived assets | The Company reviews long-lived assets, such as property, equipment and fixtures on an individual store basis for impairment when circumstances indicate the carrying amount of an asset group may not be recoverable. Such review analyzes the undiscounted estimated future cash flows from such assets to determine if the carrying value of such assets are recoverable from their respective cash flows. If impairment is indicated, it is measured by comparing the fair value of the long-lived assets to their carrying value. |
Goodwill and indefinite-lived intangible assets | Goodwill and indefinite-lived intangible assets are tested at the end of each fiscal year, or more frequently if circumstances dictate, for impairment. An impairment loss is recognized to the extent that the carrying amount of goodwill and indefinite-lived intangible assets exceeds its implied fair value. Village considers earnings multiples and other valuation techniques to measure fair value at the reporting unit level, in addition to the value of the Company’s stock. |
Net income per share | The Company has two classes of common stock. Class A common stock is entitled to cash dividends as declared 54% greater than those paid on Class B common stock. Shares of Class B common stock are convertible on a share-for-share basis for Class A common stock at any time. The Company utilizes the two-class method of computing and presenting net income per share. The two-class method is an earnings allocation formula that calculates basic and diluted net income per share for each class of common stock separately based on dividends declared and participation rights in undistributed earnings. Under the two-class method, Class A common stock is assumed to receive a 54% greater participation in undistributed earnings than Class B common stock, in accordance with the classes' respective dividend rights. Unvested share-based payment awards that contain nonforfeitable rights to dividends are treated as participating securities and therefore included in computing net income per share using the two-class method. Diluted net income per share for Class A common stock is calculated utilizing the if-converted method, which assumes the conversion of all shares of Class B common stock to Class A common stock on a share-for-share basis, as this method is more dilutive than the two-class method. Diluted net income per share for Class B common stock does not assume conversion of Class B common stock to shares of Class A common stock. |
Share-based compensation | All share-based payments to employees are recognized in the financial statements as compensation costs based on the fair market value on the date of the grant. |
Benefit plans | The Company recognizes the funded status of its Company sponsored retirement plans on the consolidated balance sheet. Actuarial gains or losses, curtailments, prior service costs or credits, and transition obligations not previously recognized are recorded as a component of Accumulated Other Comprehensive Loss. The Company uses July 31 as the measurement date for these plans. The Company also contributes to several multi-employer pension plans under the terms of collective bargaining agreements that cover certain union-represented employees. Pension expense for these plans is recognized as contributions are made. |
Recently issued accounting standards | In February 2016, the FASB issued ASU 2016-02, "Leases." This guidance requires lessees to recognize lease liabilities and a right-of-use asset for all leases with terms of more than 12 months on the balance sheet. This guidance is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018, with earlier adoption permitted. The Company will adopt the new standard in the first quarter of its fiscal year ending July 25, 2020. ASU 2016-02 requires a modified retrospective approach for all leases existing at the date of initial adoption under which the cumulative effect of initially applying the standard will be recognized as an adjustment to its opening fiscal 2020 retained earnings, with no restatement of prior year amounts. The Company will apply the transition package of practical expedients permitted within the standard, which allows the carryforward of historical lease classification, and will apply the transition option which does not require application of the guidance to comparative periods in the year of adoption. The Company estimates adoption of the standard will result in an increase in assets and lease liabilities of approximately $ 75,222 and $ 70,322 , respectively, as of the date of adoption. The Company does not expect adoption to have a material impact on the consolidated statement of operations or cash flows. In August 2018, the FASB issued ASU 2018-14, "Compensation-Retirement Benefits-Defined Benefit Plans-General (Subtopic 715-20): Disclosure Framework-Changes to the Disclosure Requirements for Defined Benefit Plans." The guidance modifies disclosure requirements for defined benefit plans. This guidance is effective for fiscal years ending after December 15, 2020, and early adoption is permitted. The Company is currently assessing the potential impact of ASU 2018-14 on its consolidated financial statement disclosures. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Jul. 27, 2019 | |
Accounting Policies [Abstract] | |
Disaggregation of Revenue | The following table presents the Company's sales by product categories during each of the periods indicated: Years Ended July 27, 2019 July 28, 2018 Amount % Amount % Center Store (1) $ 1,011,232 61.5 % $ 1,000,316 62.0 % Fresh (2) 558,245 34.0 % 541,102 33.5 % Pharmacy 69,404 4.2 % 69,917 4.3 % Other (3) 4,621 0.3 % 3,710 0.2 % Total Sales $ 1,643,502 100.0 % $ 1,615,045 100.0 % (1) Consists primarily of grocery, dairy, frozen, health and beauty care, general merchandise and liquor. (2) Consists primarily of produce, meat, deli, seafood, bakery, prepared foods and floral. (3) Consists primarily of sales related to other income streams, including ShopRite from Home service fees and gift card and lottery commissions. |
Schedule of Earnings Per Share, Basic and Diluted | The tables below reconcile the numerators and denominators of basic and diluted net income per share for all periods presented. 2019 2018 Class A Class B Class A Class B Numerator: Net income allocated, basic $ 19,341 $ 5,538 $ 18,925 $ 5,447 Conversion of Class B to Class A shares 5,538 — 5,447 — Effect of share-based compensation on allocated net income — (1 ) — — Net income allocated, diluted $ 24,879 $ 5,537 $ 24,372 $ 5,447 Denominator: Weighted average shares outstanding, basic 9,747 4,296 9,717 4,304 Conversion of Class B to Class A shares 4,296 — 4,304 — Dilutive effect of share-based compensation — — — — Weighted average shares outstanding, diluted 14,043 4,296 14,021 4,304 Net income per share is as follows: 2019 2018 Class A Class B Class A Class B Basic $ 1.98 $ 1.29 $ 1.95 $ 1.27 Diluted $ 1.77 $ 1.29 $ 1.74 $ 1.27 |
PROPERTY, EQUIPMENT and FIXTU_2
PROPERTY, EQUIPMENT and FIXTURES (Tables) | 12 Months Ended |
Jul. 27, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment | Property, equipment and fixtures are comprised as follows: July 27, July 28, Land and buildings $ 109,707 $ 106,614 Store fixtures and equipment 290,916 273,345 Leasehold improvements 124,812 116,699 Leased property under capital leases 25,211 25,211 Construction in progress 10,453 2,641 Vehicles 4,395 4,138 Total property, equipment and fixtures 565,494 528,648 Accumulated depreciation (330,094 ) (304,593 ) Accumulated amortization of property under capital and financing leases (10,510 ) (9,489 ) Property, equipment and fixtures, net $ 224,890 $ 214,566 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Jul. 27, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The components of the provision for income taxes are: 2019 2018 Federal: Current $ 7,669 $ 5,546 Deferred (1,149 ) (915 ) State: Current 4,198 3,262 Deferred (734 ) (135 ) $ 9,984 $ 7,758 |
Schedule of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities are as follows: July 27, July 28, Deferred tax assets: Leasing activities $ 7,816 $ 7,396 Federal benefit of uncertain tax positions — 182 Compensation related costs 4,750 2,795 Pension costs 1,474 1,673 Other 406 456 Total deferred tax assets 14,446 12,502 Deferred tax liabilities: Tax over book depreciation 13,481 13,557 Patronage dividend receivable 3,270 3,281 Investment in partnerships 1,034 1,030 Other 123 47 Total deferred tax liabilities 17,908 17,915 Net deferred tax liability $ (3,462 ) $ (5,413 ) Deferred income tax assets (liabilities) are included in the following captions on the consolidated balance sheets at July 27, 2019 and July 28, 2018 : 2019 2018 Other assets 1,406 646 Other liabilities (4,868 ) (6,059 ) |
Schedule of Effective Income Tax Rate Reconciliation | The effective income tax rate differs from the statutory federal income tax rate as follows: 2019 2018 Statutory federal income tax rate 21.0 % 26.9 % State income taxes, net of federal tax benefit 9.8 % 7.0 % Settlement of tax audits (2.2 )% — % Deferred tax revaluation due to Tax Act — % (10.0 )% Other (0.5 )% (0.3 )% Effective income tax rate 28.1 % 23.6 % |
Schedule of Unrecognized Tax Benefits Roll Forward | A reconciliation of the beginning and ending amount of gross unrecognized tax benefits is as follows: 2019 2018 Balance at beginning of year $ 648 $ 648 Reductions based on settlement of tax audits (648 ) — Balance at end of year $ — $ 648 |
LEASES (Tables)
LEASES (Tables) | 12 Months Ended |
Jul. 27, 2019 | |
Leases [Abstract] | |
Schedule of Future Minimum Lease Payments for Capital Leases | Future minimum lease payments by year and in the aggregate for all non-cancelable leases with initial terms of one year or more consist of the following at July 27, 2019 : Capital and financing leases Operating leases 2020 $ 5,173 $ 13,573 2021 5,240 12,972 2022 5,240 10,348 2023 5,305 9,747 2024 5,342 7,457 Thereafter 43,708 61,043 Minimum lease payments 70,008 $ 115,140 Less amount representing interest 28,233 Present value of minimum lease payments 41,775 Less current portion 1,022 $ 40,753 |
Schedule of Rent Expense | The following schedule shows the composition of total rental expense for the following years: 2019 2018 Minimum rentals $ 12,718 $ 11,985 Contingent rentals 712 726 $ 13,430 $ 12,711 |
SHAREHOLDERS_ EQUITY (Tables)
SHAREHOLDERS’ EQUITY (Tables) | 12 Months Ended |
Jul. 27, 2019 | |
Equity [Abstract] | |
Schedule of Share-based Compensation, Stock Options and Stock Appreciation Rights Award Activity | The following table summarizes option activity under all plans for the following years: 2019 2018 Shares Weighted-average exercise price Shares Weighted-average exercise price Outstanding at beginning of year 289 $ 28.38 384 $ 27.91 Granted — — — — Exercised (36 ) 28.30 (8 ) 28.17 Forfeited — — (30 ) 28.13 Expired (8 ) $ 27.44 (57 ) $ 25.38 Outstanding at end of year 245 $ 28.43 289 $ 28.38 Options exercisable at end of year 245 $ 28.43 289 $ 28.38 |
Schedule of Share-based Compensation, Restricted Stock Units Award Activity | The following table summarizes restricted stock activity under all plans for the following years: 2019 2018 Shares Weighted-average grant date fair value Shares Weighted-average grant date fair value Nonvested at beginning of year 356 $ 27.08 361 $ 27.22 Granted 23 26.57 21 24.61 Vested (41 ) 27.22 (18 ) 27.22 Forfeited (15 ) 27.09 (8 ) 26.73 Nonvested at end of year 323 $ 27.02 356 $ 27.08 |
Schedule of Dividends Declared and Paid | The Company declared and paid cash dividends on common stock as follows: 2019 2018 Per share: Class A common stock $ 1.00 $ 1.00 Class B common stock 0.65 0.65 Aggregate: Class A common stock $ 10,096 $ 10,080 Class B common stock 2,794 2,798 $ 12,890 $ 12,878 |
PENSION PLANS (Tables)
PENSION PLANS (Tables) | 12 Months Ended |
Jul. 27, 2019 | |
Compensation Related Costs [Abstract] | |
Schedule of Net Benefit Costs Recognized | Net periodic pension cost for the four plans include the following components: 2019 2018 Service cost $ 213 $ 259 Interest cost on projected benefit obligation 2,674 2,515 Expected return on plan assets (2,873 ) (3,280 ) Loss on settlement 441 866 Amortization of gains and losses 605 569 Net periodic pension cost $ 1,060 $ 929 |
Schedule of Amounts Recognized In Plan Assets and Benefit Obligations Recognized | The changes in benefit obligations and the reconciliation of the funded status of the Company’s plans to the consolidated balance sheets were as follows: 2019 2018 Changes in Benefit Obligation: Benefit obligation at beginning of year $ 69,553 $ 71,701 Service cost 213 259 Interest cost 2,674 2,515 Benefits paid (779 ) (643 ) Settlement (6,331 ) (4,317 ) Actuarial loss 4,602 38 Benefit obligation at end of year $ 69,932 $ 69,553 Changes in Plan Assets: Fair value of plan assets at beginning of year $ 61,071 $ 56,507 Actual return on plan assets 6,203 3,014 Employer contributions 5,009 6,510 Benefits paid (779 ) (643 ) Settlements paid (6,331 ) (4,317 ) Fair value of plan assets at end of year 65,173 61,071 Funded status at end of year $ 4,759 $ 8,482 Amounts recognized in the consolidated balance sheets: Pension liabilities 4,759 8,482 Accumulated other comprehensive loss, net of income taxes 8,342 8,185 Amounts included in Accumulated other comprehensive loss (pre-tax): Net actuarial loss $ 11,615 $ 11,388 |
Schedule of Accumulated Benefit Obligations in Excess of Fair Value of Plan Assets | The following information is presented for those plans with an accumulated benefit obligation in excess of plan assets: 2019 2018 Projected benefit obligation $ 10,203 $ 67,861 Accumulated benefit obligation 10,203 67,861 Fair value of plan assets 3,783 59,283 |
Schedule of Assumptions Used | Weighted average assumptions used to determine benefit obligations and net periodic pension cost for the Company’s defined benefit plans were as follows: 2019 2018 Assumed discount rate — net periodic pension cost 3.99 % 3.60 % Assumed discount rate — benefit obligation 3.41 % 3.99 % Assumed rate of increase in compensation levels 4.5 % 4.5 % Expected rate of return on plan assets 5.50 % 6.50 % |
Schedule of Allocation of Plan Assets | The fair value of the pension assets were as follows: July 27, 2019 July 28, 2018 Asset Category Level 1 Assets Measured at NAV Total Level 1 Assets Measured at NAV Total Cash $ 37 $ — $ 37 $ 17 $ — $ 17 Equity securities: Company stock 568 — 568 611 — 611 Mutual/Collective Trust Funds - U.S. (1) — 4,401 4,401 — 10,213 10,213 Mutual/Collective Trust Funds - International (1) — 2,613 2,613 — 8,337 8,337 Fixed income securities: Mutual/Collective Trust Funds - Fixed Income (1) — 57,554 57,554 — 41,893 41,893 Total $ 605 $ 64,568 $ 65,173 $ 628 $ 60,443 $ 61,071 (1) Includes pools of investments that are measured at fair value using the Net Asset Value (NAV) per share (or its equivalent) practical expedient. The NAV is based on the underlying net assets owned by the fund and the relative interest of each participating investor in the fair value of the underlying assets. The underlying investments are classified as either level 1 or 2 of the fair value hierarchy. |
Schedule of Expected Benefit Payments | Based on actuarial assumptions, estimated future defined benefit payments, which may be significantly impacted by participant elections related to retirement dates and forms of payment, are as follows: Fiscal Year 2020 $ 5,205 2021 2,780 2022 2,910 2023 3,000 2024 11,060 2025 - 2029 17,020 |
Schedule of Multiemployer Plans | The Company’s participation in these plans is outlined in the following tables. The “EIN / Pension Plan Number” column provides the Employer Identification Number (“EIN”) and the three-digit pension plan number. The most recent “Pension Protection Act Zone Status” available in 2018 and 2017 is for the plan’s year-end at December 31, 2018 and December 31, 2017 , respectively, unless otherwise noted. Among other factors, generally, plans in the red zone are less than 65 percent funded, plans in the yellow zone are between 65 and 80 percent funded and plans in the green zone are at least 80 percent funded. The “FIP/RP Status Pending / Implemented” column indicates plans for which a funding improvement plan (“FIP”) or a rehabilitation plan (“RP”) is either pending or has been implemented. Pension Protection Act Zone Status FIP/RP Status Pending / Implemented Contributions for the year ended (5) Expiration date of Collective- Bargaining Agreement Pension Fund EIN / Pension Plan Number 2018 2017 July 27, July 28, Surcharge Imposed (6) Pension Plan of Local 464A (1) 22-6051600-001 Green Green N/A $ 894 $ 779 N/A October 2020 UFCW Local 1262 & Employers Pension Fund (2), (4) 22-6074414-001 Red Red Implemented 3,502 3,481 No October 2023 UFCW Regional Pension Plan (3), (4) 16-6062287-074 Red Red Implemented $ 1,439 $ 1,373 No June 2020 Total Contributions $ 5,835 $ 5,633 (1) The information for this fund was obtained from the Form 5500 filed for the plan’s year-end at December 31, 2018 and December 31, 2017 . (2) The information for this fund was obtained from the Form 5500 filed for the plan’s year-end at December 31, 2017 and December 31, 2016 . (3) The information for this fund was obtained from the Form 5500 filed for the plan’s year-end at September 30, 2018 and September 30, 2017 . (4) This plan has elected to utilize special amortization provisions provided under the Preservation of Access to Care for Medicare Beneficiaries and Pension Relief Act of 2010. There were no changes to the plan’s zone status as a result of this election. (5) The Company’s contributions represent more than 5% of the total contributions received by each applicable pension fund for all periods presented. (6) Under the Pension Protection Act, a surcharge may be imposed when employers make contributions under a collective bargaining agreement that is not in compliance with a rehabilitation plan. As of July 27, 2019 , the collective bargaining agreements under which the Company was making contributions were in compliance with rehabilitation plans adopted by each applicable pension fund. |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Additional Information (Details) $ in Thousands | 12 Months Ended | ||
Jul. 27, 2019USD ($)storesegment | Jul. 28, 2018USD ($) | Jun. 24, 2019store | |
Accounting Policies [Abstract] | |||
Number of operating segments | segment | 1 | ||
Business Acquisition [Line Items] | |||
Number of stores | store | 30 | ||
Cash and Cash Equivalents [Abstract] | |||
Credit and debit card receivables | $ 8,061 | $ 8,227 | |
Inventory Disclosure [Abstract] | |||
Percentage of LIFO inventory | 64.00% | ||
LIFO reserve inventory | $ 14,512 | 14,234 | |
Leases [Abstract] | |||
Deferred rent obligation | 13,102 | 13,259 | |
Marketing and Advertising Expense [Abstract] | |||
Advertising expense | 11,705 | 11,514 | |
Gourmet Garage Specialty Markets | |||
Business Acquisition [Line Items] | |||
Number of stores | store | 3 | ||
Wakefern | |||
Related Party Transaction [Line Items] | |||
Demand deposits invested at related party Wakefern | $ 73,879 | 63,413 | |
Buildings | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 30 years | ||
Store fixtures and equipment | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 10 years | ||
Vehicles | |||
Property, Plant and Equipment [Line Items] | |||
Useful life | 3 years | ||
Operating Expense | |||
Business Acquisition [Line Items] | |||
Prior period reclassification adjustment | 4,027 | ||
Cost of Sales | |||
Business Acquisition [Line Items] | |||
Prior period reclassification adjustment | $ 997 |
SUMMARY OF SIGNIFICANT ACCOUN_5
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Disaggregated Revenues (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Revenue from External Customer [Line Items] | ||
Sales | $ 1,643,502 | $ 1,615,045 |
Percentage of total sales | 100.00% | 100.00% |
Center Store | ||
Revenue from External Customer [Line Items] | ||
Sales | $ 1,011,232 | $ 1,000,316 |
Percentage of total sales | 61.50% | 62.00% |
Fresh | ||
Revenue from External Customer [Line Items] | ||
Sales | $ 558,245 | $ 541,102 |
Percentage of total sales | 34.00% | 33.50% |
Pharmacy | ||
Revenue from External Customer [Line Items] | ||
Sales | $ 69,404 | $ 69,917 |
Percentage of total sales | 4.20% | 4.30% |
Other Product | ||
Revenue from External Customer [Line Items] | ||
Sales | $ 4,621 | $ 3,710 |
Percentage of total sales | 0.30% | 0.20% |
SUMMARY OF SIGNIFICANT ACCOUN_6
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Net Income Per Share, Additional Information (Details) shares in Thousands | 12 Months Ended | |
Jul. 27, 2019class_common_stockshares | Jul. 28, 2018shares | |
Accounting Policies [Abstract] | ||
Number of common stock classes | class_common_stock | 2 | |
Common stock cash dividends, percent Class A is entitled greater than Class B | 54.00% | |
Class A Common Stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Class A shares excluded from computation of earnings per share (in shares) | 241 | 9 |
Restricted Stock Units (RSUs) | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Class A shares excluded from computation of earnings per share (in shares) | 323 | 356 |
SUMMARY OF SIGNIFICANT ACCOUN_7
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Net Income Per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Class A Common Stock | ||
Numerator: | ||
Net income allocated, basic | $ 19,341 | $ 18,925 |
Conversion of Class B to Class A shares | 5,538 | 5,447 |
Effect of share-based compensation on allocated net income | 0 | 0 |
Net income allocated, diluted | $ 24,879 | $ 24,372 |
Denominator: | ||
Weighted average shares outstanding, basic (in shares) | 9,747 | 9,717 |
Conversion of Class B to Class A shares (in shares) | 4,296 | 4,304 |
Dilutive effect of share-based compensation (in shares) | 0 | 0 |
Weighted average shares outstanding, diluted (in shares) | 14,043 | 14,021 |
Net income per share | ||
Basic (in dollars per share) | $ 1.98 | $ 1.95 |
Diluted (in dollars per share) | $ 1.77 | $ 1.74 |
Class B Common Stock | ||
Numerator: | ||
Net income allocated, basic | $ 5,538 | $ 5,447 |
Conversion of Class B to Class A shares | 0 | 0 |
Effect of share-based compensation on allocated net income | (1) | 0 |
Net income allocated, diluted | $ 5,537 | $ 5,447 |
Denominator: | ||
Weighted average shares outstanding, basic (in shares) | 4,296 | 4,304 |
Conversion of Class B to Class A shares (in shares) | 0 | 0 |
Dilutive effect of share-based compensation (in shares) | 0 | 0 |
Weighted average shares outstanding, diluted (in shares) | 4,296 | 4,304 |
Net income per share | ||
Basic (in dollars per share) | $ 1.29 | $ 1.27 |
Diluted (in dollars per share) | $ 1.29 | $ 1.27 |
SUMMARY OF SIGNIFICANT ACCOUN_8
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Recently Issued Accounting Standards (Details) - Scenario, Forecast - Subsequent Event - Accounting Standards Update 2016-02 $ in Thousands | Oct. 26, 2019USD ($) |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
Lease, right-of-use asset | $ 75,222 |
Lease, liability | $ 70,322 |
PROPERTY, EQUIPMENT and FIXTU_3
PROPERTY, EQUIPMENT and FIXTURES (Details) - USD ($) $ in Thousands | Jul. 27, 2019 | Jul. 28, 2018 |
Property, Plant and Equipment [Line Items] | ||
Total property, equipment and fixtures | $ 565,494 | $ 528,648 |
Accumulated depreciation | (330,094) | (304,593) |
Accumulated amortization of property under capital and financing leases | (10,510) | (9,489) |
Property, equipment and fixtures, net | 224,890 | 214,566 |
Land and buildings | ||
Property, Plant and Equipment [Line Items] | ||
Total property, equipment and fixtures | 109,707 | 106,614 |
Store fixtures and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property, equipment and fixtures | 290,916 | 273,345 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property, equipment and fixtures | 124,812 | 116,699 |
Leased property under capital leases | ||
Property, Plant and Equipment [Line Items] | ||
Total property, equipment and fixtures | 25,211 | 25,211 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Total property, equipment and fixtures | 10,453 | 2,641 |
Vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Total property, equipment and fixtures | $ 4,395 | $ 4,138 |
RELATED PARTY INFORMATION - W_2
RELATED PARTY INFORMATION - WAKEFERN (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Related Party Transaction [Line Items] | ||
Related party transaction amount | $ 43 | $ 114 |
Maturity of notes receivable from Wakefern | $ 24,937 | 22,172 |
Wakefern | ||
Related Party Transaction [Line Items] | ||
Ownership interest in Wakefern | 12.50% | |
Purchase obligation, as a percentage of merchandise requirements | 85.00% | |
Purchase obligation period | 10 years | |
Percentage of stockholders to request termination | 75.00% | |
Indebtedness to Wakefern | $ 846 | |
Vendor allowances and rebates | 31,412 | 28,536 |
Support services incurred charges | 33,581 | 33,037 |
Demand deposits invested at related party Wakefern | 73,879 | 63,413 |
Interest income earned on investments related entity | 5,215 | $ 3,806 |
Wakefern | Related Party Note Receivable Maturing August 2022 | ||
Related Party Transaction [Line Items] | ||
Notes receivable from Wakefern | $ 24,687 | |
Basis spread on variable rate (as a percent) | 1.25% | |
Wakefern | Related Party Note Receivable Maturing February 2024 | ||
Related Party Transaction [Line Items] | ||
Notes receivable from Wakefern | $ 25,521 | |
Basis spread on variable rate (as a percent) | 0.75% | |
Wakefern | Insure-Rite Ltd. | ||
Related Party Transaction [Line Items] | ||
Investment in Insure-Rite, Ltd | 7.70% | |
Stock Subscriptions Outstanding, Payments Due In 2021 | ||
Related Party Transaction [Line Items] | ||
Related party transaction amount | $ 130 | |
Stock Subscriptions Outstanding, Payments Due In 2022 | ||
Related Party Transaction [Line Items] | ||
Related party transaction amount | 171 | |
Stock Subscriptions Outstanding, Payments Due In 2023 | ||
Related Party Transaction [Line Items] | ||
Related party transaction amount | 161 | |
Stock Subscriptions Outstanding, Payments Due In 2024 | ||
Related Party Transaction [Line Items] | ||
Related party transaction amount | 154 | |
Stock Subscriptions Outstanding, Payments Due After 2024 | ||
Related Party Transaction [Line Items] | ||
Related party transaction amount | 187 | |
Per Store Investment, Maximum | Wakefern | ||
Related Party Transaction [Line Items] | ||
Related party transaction amount | 950 | |
Per Store Investment, Increase | Wakefern | ||
Related Party Transaction [Line Items] | ||
Related party transaction amount | 25 | |
Per Store Investment, Additions | Wakefern | ||
Related Party Transaction [Line Items] | ||
Related party transaction amount | $ 625 |
DEBT (Details)
DEBT (Details) - USD ($) | Dec. 29, 2017 | Jul. 27, 2019 | Dec. 29, 2024 | Jul. 28, 2018 |
Debt Instrument [Line Items] | ||||
Loans receivable | $ 4,835,000 | |||
Interest on unrelated party note receivable percentage | 1.403% | |||
Third party contribution to investment fund | $ 2,375,000 | |||
Notes payable related to New Markets Tax Credit | $ 6,563,000 | $ 6,169,000 | $ 6,418,000 | |
Interest rate, stated percentage | 1.00% | |||
Line of Credit | Revolving Credit Facility | ||||
Debt Instrument [Line Items] | ||||
Maximum amount available for borrowing | 25,000,000 | |||
Line of credit outstanding | $ 0 | $ 0 | ||
Line of Credit | Revolving Credit Facility | LIBOR | ||||
Debt Instrument [Line Items] | ||||
Basis spread on variable rate | 1.25% | |||
Line of Credit | Letter of Credit | ||||
Debt Instrument [Line Items] | ||||
Maximum amount available for borrowing | $ 3,000,000 | |||
Line of credit outstanding | $ 129,000 | |||
Scenario, Forecast | ||||
Debt Instrument [Line Items] | ||||
Benefit over recapture period | $ 1,728,000 |
INCOME TAXES - Additional Infor
INCOME TAXES - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Income Tax Disclosure [Abstract] | ||
Blended tax rate | 21.00% | 26.90% |
Income tax benefit related to remeasurement of deferred tax balances | $ 3,300 | |
Income tax benefit related to settlement aggreement with the New Jersey Division of Taxation | $ 777 | |
Tax benefit related to interest and penalties | $ 242 |
INCOME TAXES - Components of In
INCOME TAXES - Components of Income Tax Provision (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Federal: | ||
Current | $ 7,669 | $ 5,546 |
Deferred | (1,149) | (915) |
State: | ||
Current | 4,198 | 3,262 |
Deferred | (734) | (135) |
Income taxes | $ 9,984 | $ 7,758 |
INCOME TAXES - Components of De
INCOME TAXES - Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Jul. 27, 2019 | Jul. 28, 2018 |
Deferred tax assets: | ||
Leasing activities | $ 7,816 | $ 7,396 |
Federal benefit of uncertain tax positions | 0 | 182 |
Compensation related costs | 4,750 | 2,795 |
Pension costs | 1,474 | 1,673 |
Other | 406 | 456 |
Total deferred tax assets | 14,446 | 12,502 |
Deferred tax liabilities: | ||
Tax over book depreciation | 13,481 | 13,557 |
Patronage dividend receivable | 3,270 | 3,281 |
Investment in partnerships | 1,034 | 1,030 |
Other | 123 | 47 |
Total deferred tax liabilities | 17,908 | 17,915 |
Net deferred tax liability | $ (3,462) | $ (5,413) |
INCOME TAXES - Deferred Income
INCOME TAXES - Deferred Income Tax Assets And Liabilities Included on Consolidated Balance Sheet (Details) - USD ($) $ in Thousands | Jul. 27, 2019 | Jul. 28, 2018 |
Income Tax Disclosure [Abstract] | ||
Other assets | $ 1,406 | $ 646 |
Other liabilities | $ (4,868) | $ (6,059) |
INCOME TAXES - Effective Income
INCOME TAXES - Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Income Tax Disclosure [Abstract] | ||
Statutory federal income tax rate | 21.00% | 26.90% |
State income taxes, net of federal tax benefit | 9.80% | 7.00% |
Settlement of tax audits | (2.20%) | 0.00% |
Deferred tax revaluation due to Tax Act | 0.00% | (10.00%) |
Other | (0.50%) | (0.30%) |
Effective income tax rate | 28.10% | 23.60% |
INCOME TAXES - Unrecognized Tax
INCOME TAXES - Unrecognized Tax Benefits Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Balance at beginning of year | $ 648 | $ 648 |
Reductions based on settlement of tax audits | (648) | 0 |
Balance at end of year | $ 0 | $ 648 |
LEASES - Additional Information
LEASES - Additional Information (Details) $ in Thousands | 12 Months Ended | |
Jul. 27, 2019USD ($)real_estate_partnershipstoreproperty | Jul. 28, 2018USD ($) | |
Leased Assets [Line Items] | ||
Number of stores leased | store | 27 | |
Number of leased stores capitalized | store | 5 | |
Renewal term | 5 years | |
Number of real estate partnerships with company ownership interests | real_estate_partnership | 3 | |
Number of partnerships to which rent was paid for leased stores | real_estate_partnership | 2 | |
Rent paid to related partnership | $ | $ 1,455 | $ 1,455 |
Rent paid to Wakefern under sublease agreement | $ | $ 1,355 | 1,322 |
Minimum | ||
Leased Assets [Line Items] | ||
Lease terms | 20 years | |
Term of non-cancelable leases | 1 year | |
Maximum | ||
Leased Assets [Line Items] | ||
Lease terms | 30 years | |
Variable Interest Entity, Not Primary Beneficiary | ||
Leased Assets [Line Items] | ||
Number of variable interest entity real estate partnerships | real_estate_partnership | 1 | |
Number of properties owned by VIE partnership | property | 1 | |
Percentage of profits and losses entitled to Company | 33.00% | |
Officer | ||
Leased Assets [Line Items] | ||
Officer ownership percentage in leasing property realty firm | 30.00% | |
Rent paid to related parties | $ | $ 688 | $ 688 |
LEASES - Future Minimum Lease P
LEASES - Future Minimum Lease Payments (Details) - USD ($) $ in Thousands | Jul. 27, 2019 | Jul. 28, 2018 |
Capital and financing leases | ||
2019 | $ 5,173 | |
2020 | 5,240 | |
2021 | 5,240 | |
2022 | 5,305 | |
2023 | 5,342 | |
Thereafter | 43,708 | |
Minimum lease payments | 70,008 | |
Less amount representing interest | 28,233 | |
Present value of minimum lease payments | 41,775 | |
Less current portion | 1,022 | $ 764 |
Capital and financing lease obligations | 40,753 | $ 41,768 |
Operating leases | ||
2019 | 13,573 | |
2020 | 12,972 | |
2021 | 10,348 | |
2022 | 9,747 | |
2023 | 7,457 | |
Thereafter | 61,043 | |
Operating Leases, Future Minimum Payments Due | $ 115,140 |
LEASES - Rent Expense (Details)
LEASES - Rent Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Leases [Abstract] | ||
Minimum rentals | $ 12,718 | $ 11,985 |
Contingent rentals | 712 | 726 |
Total rental expense | $ 13,430 | $ 12,711 |
SHAREHOLDERS_ EQUITY - Addition
SHAREHOLDERS’ EQUITY - Additional Information (Details) | 12 Months Ended | ||
Jul. 27, 2019USD ($)class_common_stockplanvoteshares | Jul. 28, 2018USD ($)shares | Sep. 30, 2019USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of common stock classes | class_common_stock | 2 | ||
Common stock cash dividends, percent Class A is entitled greater than Class B | 54.00% | ||
Preferred stock shares authorized (in shares) | shares | 10,000,000 | 10,000,000 | |
Preferred stock shares issued (in shares) | shares | 0 | 0 | |
Number of share-based compensation plans | plan | 3 | ||
Non-cash share-based compensation | $ 3,098,000 | $ 3,715,000 | |
Income tax benefit recognized | $ 729,000 | 1,005,000 | |
Weighted-average remaining contractual term of options outstanding | 3 years 8 months 12 days | ||
Aggregate intrinsic value of options outstanding | 1,000 | ||
Aggregate intrinsic value of options exercisable | $ 1,000 | ||
Intrinsic value of options exercised | 87,000 | 17,000 | |
Fair value of restricted shares vested | $ 1,161,000 | 458,000 | |
Unrecognized compensation costs related to nonvested stock options and restricted stock granted | 2,297,000 | ||
Weighted-average period of compensation cost expected to be recognized | 8 months 12 days | ||
Proceeds from exercise of stock options | $ 1,007,000 | 225,000 | |
Actual tax benefit realized | $ 34,000 | 5,000 | |
Class A Common Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of votes entitled per share | vote | 1 | ||
Authorized amount remaining in share repurchase program | $ 685,000 | ||
Number of shares repurchased | $ 846,000 | $ 632,000 | |
Class A Common Stock | 2004 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares authorized | shares | 1,200,000 | ||
Vesting period | 3 years | ||
Expiration period | 10 years | ||
Shares remaining for future grants (in shares) | shares | 0 | ||
Class A Common Stock | 2004 Plan | Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Class A Common Stock | 2010 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares authorized | shares | 1,200,000 | ||
Vesting period | 3 years | ||
Expiration period | 10 years | ||
Class A Common Stock | 2010 Plan | Restricted Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Vesting period | 3 years | ||
Shares remaining for future grants (in shares) | shares | 120,000 | ||
Class B Common Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of votes entitled per share | vote | 10 | ||
Percentage of voting power (greater than) | 50.00% | ||
Withholding In Satisfaction Of Taxes On Vested Equity Award [Member] | Class A Common Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares repurchased | $ 224,000 | ||
Subsequent Event | Class A Common Stock | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Authorized amount of share repurchase program | $ 5,000,000 |
SHAREHOLDERS_ EQUITY - Summary
SHAREHOLDERS’ EQUITY - Summary of Option Activity (Details) - $ / shares shares in Thousands | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Shares | ||
Outstanding at beginning of year (in shares) | 289 | 384 |
Granted (in shares) | 0 | 0 |
Exercised (in shares) | (36) | (8) |
Forfeited (in shares) | 0 | (30) |
Expired (in shares) | (8) | (57) |
Outstanding at end of year (in shares) | 245 | 289 |
Weighted-average exercise price | ||
Outstanding at beginning of year (in dollars per share) | $ 28.38 | $ 27.91 |
Granted (in dollars per share) | 0 | 0 |
Exercised (in dollars per share) | 28.30 | 28.17 |
Forfeited (in dollars per share) | 0 | 28.13 |
Expired (in dollars per share) | 27.44 | 25.38 |
Outstanding at end of year (in dollars per share) | $ 28.43 | $ 28.38 |
Options exercisable at end of year (in shares) | 245 | 289 |
Options exercisable at end of year (in dollars per share) | $ 28.43 | $ 28.38 |
SHAREHOLDERS_ EQUITY - Restric
SHAREHOLDERS’ EQUITY - Restricted Stock Activity (Details) - $ / shares shares in Thousands | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Shares | ||
Nonvested at beginning of year (in shares) | 356 | 361 |
Granted (in shares) | 23 | 21 |
Vested (in shares) | (41) | (18) |
Forfeited (in shares) | (15) | (8) |
Nonvested at end of year (in shares) | 323 | 356 |
Weighted-average grant date fair value | ||
Nonvested at beginning of year (in dollars per share) | $ 27.08 | $ 27.22 |
Granted (in dollars per share) | 26.57 | 24.61 |
Vested (in dollars per share) | 27.22 | 27.22 |
Forfeited (in dollars per share) | 27.09 | 26.73 |
Nonvested at end of year (in dollars per share) | $ 27.02 | $ 27.08 |
SHAREHOLDERS_ EQUITY - Dividend
SHAREHOLDERS’ EQUITY - Dividends declared and paid (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Aggregate: | ||
Total common stock dividends paid | $ 12,890 | $ 12,878 |
Class A Common Stock | ||
Per share: | ||
Common stock dividends paid (in dollars per share) | $ 1 | $ 1 |
Aggregate: | ||
Common stock dividends paid | $ 10,096 | $ 10,080 |
Class B Common Stock | ||
Per share: | ||
Common stock dividends paid (in dollars per share) | $ 0.650 | $ 0.650 |
Aggregate: | ||
Common stock dividends paid | $ 2,794 | $ 2,798 |
PENSION PLANS - Additional Info
PENSION PLANS - Additional Information (Details) $ in Thousands | 12 Months Ended | |
Jul. 27, 2019USD ($)pension_plan | Jul. 28, 2018USD ($)pension_plan | |
Compensation Related Costs [Abstract] | ||
Number of defined benefit plans | pension_plan | 4 | 4,000 |
Number of defined benefit plans frozen | pension_plan | 3 | |
Number of defined benefit plans covering union members | pension_plan | 2 | |
Number of defined benefit plans covering non-union members | pension_plan | 1 | |
Loss on settlement | $ 441 | $ 866 |
Expected net actuarial loss to be recognized | 1,900 | |
Accumulated benefit obligations | $ 69,932 | 69,553 |
Number of multi-employer pension plans | pension_plan | 3 | |
Company contributions to other multi-employer benefit plans | $ 28,325 | 27,713 |
401(k) company contributions | 1,390 | 1,260 |
Company contributions to union sponsored plans | 755 | 820 |
Defined Benefit Plan Disclosure [Line Items] | ||
Class A common stock held in plan | 568 | 611 |
Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Class A common stock held in plan | $ 568 | $ 611 |
Minimum | Equity Securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation percentage | 5.00% | |
Minimum | Fixed Income Funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation percentage | 85.00% | |
Minimum | Cash and Cash Equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation percentage | 0.00% | |
Maximum | Equity Securities | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation percentage | 15.00% | |
Maximum | Fixed Income Funds | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation percentage | 95.00% | |
Maximum | Cash and Cash Equivalents | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Target allocation percentage | 10.00% |
PENSION PLANS - Net Periodic Pe
PENSION PLANS - Net Periodic Pension Costs (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Compensation Related Costs [Abstract] | ||
Service cost | $ 213 | $ 259 |
Interest cost on projected benefit obligation | 2,674 | 2,515 |
Expected return on plan assets | (2,873) | (3,280) |
Loss on settlement | 441 | 866 |
Amortization of gains and losses | 605 | 569 |
Net periodic pension cost | $ 1,060 | $ 929 |
PENSION PLANS - Changes in Bene
PENSION PLANS - Changes in Benefit Obligations and Reconciliation of Funded Status (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Changes in Benefit Obligation: | ||
Benefit obligation at beginning of year | $ 69,553 | $ 71,701 |
Service cost | 213 | 259 |
Interest cost | 2,674 | 2,515 |
Benefits paid | (779) | (643) |
Settlement | (6,331) | (4,317) |
Actuarial loss | 4,602 | 38 |
Benefit obligation at end of year | 69,932 | 69,553 |
Changes in Plan Assets: | ||
Fair value of plan assets at beginning of year | 61,071 | 56,507 |
Actual return on plan assets | 6,203 | 3,014 |
Employer contributions | 5,009 | 6,510 |
Benefits paid | (779) | (643) |
Settlements paid | (6,331) | (4,317) |
Fair value of plan assets at end of year | 65,173 | 61,071 |
Funded status at end of year | 4,759 | 8,482 |
Amounts recognized in the consolidated balance sheets: | ||
Pension liabilities | 4,759 | 8,482 |
Accumulated other comprehensive loss, net of income taxes | 8,342 | 8,185 |
Amounts included in Accumulated other comprehensive loss (pre-tax): | ||
Net actuarial loss | $ 11,615 | $ 11,388 |
PENSION PLANS - Accumulated Ben
PENSION PLANS - Accumulated Benefit Obligations (Details) - USD ($) $ in Thousands | Jul. 27, 2019 | Jul. 28, 2018 |
Compensation Related Costs [Abstract] | ||
Projected benefit obligation | $ 10,203 | $ 67,861 |
Accumulated benefit obligation | 10,203 | 67,861 |
Fair value of plan assets | $ 3,783 | $ 59,283 |
PENSION PLANS - Assumptions Use
PENSION PLANS - Assumptions Used (Details) | 12 Months Ended | |
Jul. 27, 2019 | Jul. 28, 2018 | |
Compensation Related Costs [Abstract] | ||
Assumed discount rate — net periodic pension cost | 3.99% | 3.60% |
Assumed discount rate — benefit obligation | 3.41% | 3.99% |
Assumed rate of increase in compensation levels | 4.50% | 4.50% |
Expected rate of return on plan assets | 5.50% | 6.50% |
PENSION PLANS - Fair Value of P
PENSION PLANS - Fair Value of Pension Assets (Details) - USD ($) $ in Thousands | Jul. 27, 2019 | Jul. 28, 2018 |
Defined Benefit Plan Disclosure [Line Items] | ||
Cash | $ 37 | $ 17 |
Equity Securities [Abstract] | ||
Company stock | 568 | 611 |
Mutual/Collective Trust Funds - U.S. | 4,401 | 10,213 |
Mutual/Collective Trust Funds - International | 2,613 | 8,337 |
Fixed Income Securities [Abstract] | ||
Mutual/Collective Trust Funds - Fixed Income | 57,554 | 41,893 |
Total | 65,173 | 61,071 |
Level 1 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Cash | 37 | 17 |
Equity Securities [Abstract] | ||
Company stock | 568 | 611 |
Mutual/Collective Trust Funds - U.S. | 0 | 0 |
Mutual/Collective Trust Funds - International | 0 | 0 |
Fixed Income Securities [Abstract] | ||
Mutual/Collective Trust Funds - Fixed Income | 0 | 0 |
Total | 605 | 628 |
FairValueMeasuredAtNetAssetValuePerShareMember [Domain] | ||
Equity Securities [Abstract] | ||
Mutual/Collective Trust Funds - U.S. | 4,401 | |
Mutual/Collective Trust Funds - International | 2,613 | |
Fixed Income Securities [Abstract] | ||
Mutual/Collective Trust Funds - Fixed Income | 57,554 | |
Total | 64,568 | |
Assets Measured at NAV/Level 2 | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Cash | 0 | 0 |
Equity Securities [Abstract] | ||
Company stock | $ 0 | 0 |
Mutual/Collective Trust Funds - U.S. | 10,213 | |
Mutual/Collective Trust Funds - International | 8,337 | |
Fixed Income Securities [Abstract] | ||
Mutual/Collective Trust Funds - Fixed Income | 41,893 | |
Total | $ 60,443 |
PENSION PLANS - Estimated Futur
PENSION PLANS - Estimated Future Benefit Payments (Details) $ in Thousands | Jul. 27, 2019USD ($) |
Fiscal Year | |
2020 | $ 5,205 |
2021 | 2,780 |
2022 | 2,910 |
2023 | 3,000 |
2024 | 11,060 |
2025 - 2029 | $ 17,020 |
PENSION PLANS - Schedule of Mul
PENSION PLANS - Schedule of Multiemployer Plans (Details) - Multiemployer Plans, Pension - USD ($) $ in Thousands | 12 Months Ended | ||
Jul. 27, 2019 | Jul. 28, 2018 | Jul. 29, 2017 | |
Multiemployer Plans [Line Items] | |||
Total Contributions | $ 5,835 | $ 5,633 | |
Pension Plan of Local 464A | |||
Multiemployer Plans [Line Items] | |||
EIN / Pension Plan Number | 226051600 | ||
Multiemployer Plan Number | 001 | ||
Pension Protection Act Zone Status | Green | Green | |
UFCW Local 1262 & Employers Pension Fund | |||
Multiemployer Plans [Line Items] | |||
EIN / Pension Plan Number | 226074414 | ||
Multiemployer Plan Number | 001 | ||
Pension Protection Act Zone Status | Red | Red | |
FIP/RP Status Pending / Implemented | Implemented | ||
Surcharge Imposed | No | ||
UFCW Regional Pension Plan | |||
Multiemployer Plans [Line Items] | |||
EIN / Pension Plan Number | 166062287 | ||
Multiemployer Plan Number | 074 | ||
Pension Protection Act Zone Status | Red | Red | |
FIP/RP Status Pending / Implemented | Implemented | ||
Surcharge Imposed | No | ||
Employer contribution, percentage of pension fund contributions (more than) | 5.00% |
BUSINESS ACQUISITION (Details)
BUSINESS ACQUISITION (Details) $ in Thousands | Jun. 24, 2019USD ($)store | Jul. 27, 2019USD ($)store | Jul. 28, 2018USD ($) |
Business Acquisition [Line Items] | |||
Number of stores | store | 30 | ||
Payment for acquisition, net of cash acquired | $ 5,267 | $ 0 | |
Goodwill acquired in acquisition | $ 12,650 | $ 12,057 | |
Gourmet Garage Specialty Markets | |||
Business Acquisition [Line Items] | |||
Number of stores | store | 3 | ||
Payment for acquisition, net of cash acquired | $ 5,267 | ||
Goodwill acquired in acquisition | 593 | ||
Intangibles assets acquired in acquisition | $ 1,485 |
BUSINESS ACQUISITION - Addition
BUSINESS ACQUISITION - Additional Information (Details) - USD ($) $ in Thousands | Jul. 27, 2019 | Jun. 24, 2019 | Jul. 28, 2018 |
LIABILITIES | |||
Goodwill | $ 12,650 | $ 12,057 | |
Gourmet Garage Specialty Markets | |||
Current Assets | |||
Cash and cash equivalents | $ 24 | ||
Merchandise inventories | 564 | ||
Other current assets | 49 | ||
Total current assets | 637 | ||
Property, equipment and fixtures, net | 3,475 | ||
Trade name intangible asset | 1,485 | ||
Other assets | 255 | ||
Total assets | 5,852 | ||
LIABILITIES | |||
Total current liabilities | 1,154 | ||
Total Net Assets Acquired | 4,698 | ||
Goodwill | 593 | ||
Total Purchase Price | $ 5,291 |
COMMITMENTS and CONTINGENCIES (
COMMITMENTS and CONTINGENCIES (Details) $ in Thousands | 1 Months Ended | 12 Months Ended | 81 Months Ended | |
Nov. 30, 2018USD ($) | Jul. 27, 2019union | Jul. 27, 2019USD ($) | Jul. 28, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | ||||
Insurance recoveries | $ | $ 415 | $ 3,998 | ||
Concentration Risk [Line Items] | ||||
Number of unions | union | 7 | |||
Expiration period of union contracts | 1 year | |||
Labor Force Concentration Risk | Workforce Subject to Collective Bargaining Arrangements | ||||
Concentration Risk [Line Items] | ||||
Percentage of employees covered by collective bargaining agreements | 88.00% | |||
Unionized Employees Concentration Risk | Workforce Subject to Collective Bargaining Arrangements Expired or Expiring within One Year | ||||
Concentration Risk [Line Items] | ||||
Percentage of employees covered by collective bargaining agreements | 1.00% |