Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 16, 2017 | Jun. 25, 2016 | |
Document and Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2016 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,016 | ||
Entity Registrant Name | WEIS MARKETS INC | ||
Trading Symbol | wmk | ||
Entity Central Index Key | 105,418 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Common Stock, Shares Outstanding | 26,898,443 | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 462,000,000 | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 26, 2015 |
Assets | ||
Cash and cash equivalents | $ 14,653 | $ 17,596 |
Marketable securities | 67,171 | 91,629 |
SERP investment | 11,154 | 9,079 |
Accounts receivable, net | 96,170 | 88,083 |
Inventories | 276,783 | 229,399 |
Prepaid expenses and other current assets | 16,310 | 17,198 |
Income taxes recoverable | 1,625 | 1,666 |
Total current assets | 483,866 | 454,650 |
Property and equipment, net | 878,195 | 738,985 |
Goodwill | 52,330 | 35,162 |
Intangible and other assets, net | 16,913 | 7,162 |
Total assets | 1,431,304 | 1,235,959 |
Liabilities | ||
Accounts payable | 199,159 | 160,441 |
Accrued expenses | 50,947 | 37,819 |
Accrued self-insurance | 19,330 | 16,770 |
Deferred revenue, net | 6,730 | 6,898 |
Total current liabilities | 276,166 | 221,928 |
Postretirement benefit obligations | 15,277 | 14,368 |
Accrued self-insurance | 21,353 | 22,761 |
Deferred income taxes | 119,445 | 97,020 |
Long-term debt | 64,476 | 0 |
Other | 7,865 | 8,135 |
Total liabilities | 504,582 | 364,212 |
Shareholders' Equity | ||
Common stock, no par value, 100,800,000 shares authorized, 33,047,807 shares issued, 26,898,443 shares outstanding | 9,949 | 9,949 |
Retained earnings | 1,062,778 | 1,007,894 |
Accumulated other comprehensive income, net | 4,852 | 4,761 |
Shareholders' equity before treasury stock | 1,077,579 | 1,022,604 |
Treasury stock at cost, 6,149,364 shares | (150,857) | (150,857) |
Total shareholders' equity | 926,722 | 871,747 |
Total liabilities and shareholders' equity | $ 1,431,304 | $ 1,235,959 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Dec. 31, 2016 | Dec. 26, 2015 |
Consolidated Balance Sheets [Abstract] | ||
Common stock, par value | $ 0 | $ 0 |
Common stock, shares authorized | 100,800,000 | 100,800,000 |
Common stock, shares issued | 33,047,807 | 33,047,807 |
Common stock, shares outstanding | 26,898,443 | 26,898,443 |
Treasury stock, shares | 6,149,364 | 6,149,364 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 26, 2015 | Dec. 27, 2014 | |
Consolidated Statements of Income [Abstract] | |||
Net sales | $ 3,136,720 | $ 2,876,748 | $ 2,776,683 |
Cost of sales, including warehousing and distribution expenses | 2,264,565 | 2,090,016 | 2,023,721 |
Gross profit on sales | 872,155 | 786,732 | 752,962 |
Operating, general and administrative expenses | 773,830 | 695,953 | 671,587 |
Income from operations | 98,325 | 90,779 | 81,375 |
Investment income and interest expense | 2,457 | 1,552 | 2,287 |
Gain on bargain purchase | 23,879 | 0 | 0 |
Income before provision for income taxes | 124,661 | 92,331 | 83,662 |
Provision for income taxes | 37,499 | 33,001 | 29,281 |
Net income | $ 87,162 | $ 59,330 | $ 54,381 |
Weighted-average shares outstanding, basic and diluted | 26,898,443 | 26,898,443 | 26,898,443 |
Cash dividends per share | $ 1.20 | $ 1.20 | $ 1.20 |
Basic and diluted earnings per share | $ 3.24 | $ 2.21 | $ 2.02 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 26, 2015 | Dec. 27, 2014 | |
Consolidated Statements of Comprehensive Income [Abstract] | |||
Net income | $ 87,162 | $ 59,330 | $ 54,381 |
Other comprehensive income (loss) by component, net of tax: | |||
Available-for-sale marketable securities Unrealized holding gains (losses) arising during period (Net of deferred taxes of $239, $37 and $644, respectively) | 348 | (52) | 927 |
Reclassification adjustment for gains included in net income (Net of deferred taxes of $180, $11 and $26, respectively) | (257) | (16) | (37) |
Other comprehensive income (loss), net of tax | 91 | (68) | 890 |
Comprehensive income, net of tax | $ 87,253 | $ 59,262 | $ 55,271 |
Consolidated Statements of Com6
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 26, 2015 | Dec. 27, 2014 | |
Consolidated Statements of Comprehensive Income [Abstract] | |||
Unrealized holding gains (losses) arising during period, deferred taxes | $ 239 | $ 37 | $ 644 |
Reclassification adjustment for gains included in net income, deferred taxes | $ 180 | $ 11 | $ 26 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) Attributable to Parent [Member] | Treasury Stock [Member] | Total |
Balance, at Dec. 28, 2013 | $ 9,949 | $ 958,739 | $ 3,939 | $ (150,857) | $ 821,770 |
Balance, shares at Dec. 28, 2013 | 33,047,807 | 6,149,364 | |||
Net income | $ 0 | 54,381 | 0 | $ 0 | 54,381 |
Other comprehensive income (loss), net of reclassification adjustments and tax | 0 | 0 | 890 | 0 | 890 |
Dividends paid | 0 | (32,278) | 0 | 0 | (32,278) |
Balance, at Dec. 27, 2014 | $ 9,949 | 980,842 | 4,829 | $ (150,857) | 844,763 |
Balance, shares at Dec. 27, 2014 | 33,047,807 | 6,149,364 | |||
Net income | $ 0 | 59,330 | 0 | $ 0 | 59,330 |
Other comprehensive income (loss), net of reclassification adjustments and tax | 0 | 0 | (68) | 0 | (68) |
Dividends paid | 0 | (32,278) | 0 | 0 | (32,278) |
Balance, at Dec. 26, 2015 | $ 9,949 | 1,007,894 | 4,761 | $ (150,857) | 871,747 |
Balance, shares at Dec. 26, 2015 | 33,047,807 | 6,149,364 | |||
Net income | $ 0 | 87,162 | 0 | $ 0 | 87,162 |
Other comprehensive income (loss), net of reclassification adjustments and tax | 0 | 0 | 91 | 0 | 91 |
Dividends paid | 0 | (32,278) | 0 | 0 | (32,278) |
Balance, at Dec. 31, 2016 | $ 9,949 | $ 1,062,778 | $ 4,852 | $ (150,857) | $ 926,722 |
Balance, shares at Dec. 31, 2016 | 33,047,807 | 6,149,364 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 26, 2015 | Dec. 27, 2014 | |
Cash flows from operating activities: | |||
Net income | $ 87,162 | $ 59,330 | $ 54,381 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation | 66,496 | 61,834 | 59,004 |
Amortization | 10,366 | 8,280 | 7,865 |
Loss (gain) on disposition of fixed assets | 1,353 | (54) | (2,630) |
Impairment of fixed assets | 894 | 0 | 0 |
Gain on sale of marketable securities | (437) | (27) | (63) |
Gain on sale of intangible assets | (200) | 0 | 0 |
Gain on acquisition of business | (23,879) | 0 | 0 |
Deferred income taxes | 5,703 | (212) | 3,235 |
Changes in operating assets and liabilities: | |||
Inventories | (38,102) | 10,242 | 811 |
Accounts receivable and prepaid expenses | (5,096) | (17,127) | (13,588) |
Income taxes recoverable | 41 | (1,054) | (612) |
Accounts payable and other liabilities | 46,131 | 14,403 | 17,230 |
Income taxes payable | 0 | 0 | (1,628) |
Other | 1,161 | 1,118 | (895) |
Net cash provided by operating activities | 151,593 | 136,733 | 123,110 |
Cash flows from investing activities: | |||
Purchase of property and equipment | (142,144) | (90,210) | (79,177) |
Proceeds from the sale of property and equipment | 442 | 1,929 | 3,614 |
Purchase of marketable securities | (40,858) | (31,329) | (20,118) |
Proceeds from maturities of marketable securities | 1,335 | 3,201 | 4,050 |
Proceeds from the sale of marketable securities | 62,566 | 9,171 | 7,668 |
Acquisition of business | (63,632) | 0 | 0 |
Purchase of intangible assets | (2,568) | (2,649) | (1,479) |
Proceeds from sale of intangible assets | 200 | 0 | 0 |
Change in SERP investment | (2,075) | 42 | (369) |
Net cash used in investing activities | (186,734) | (109,845) | (85,811) |
Cash flows from financing activities: | |||
Proceeds from long-term debt | 64,476 | 0 | 0 |
Dividends paid | (32,278) | (32,278) | (32,278) |
Net cash provided by (used in) financing activities | 32,198 | (32,278) | (32,278) |
Net (decrease) increase in cash and cash equivalents | (2,943) | (5,390) | 5,021 |
Cash and cash equivalents at beginning of year | 17,596 | 22,986 | 17,965 |
Cash and cash equivalents at end of year | $ 14,653 | $ 17,596 | $ 22,986 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Significant Accounting Policies [Abstract] | |
Significant Accounting Policies | Note 1 Summary of Significant Accounting Policies The following is a summary of the significant accounting policies utilized in preparing the Company’s Consolidated Financial Statements: (a) Description of Business Weis Markets, Inc. is a Pennsylvania business corporation formed in 1924. The Company is engaged principally in the retail sale of food in Pennsylvania and surrounding states. The Company’s operations are reported as a single reportable segment. There was no material change in the nature of the Company's business during fiscal 2016. (b) Definition of Fiscal Year The Company’s fiscal year ends on the last Saturday in December. Fiscal 2016 was comprised of 53 weeks, ending on December 31, 2016. Fiscal 2015 was comprised of 52 weeks, ending on December 26, 2015. Fiscal 2014 was comprised of 52 weeks, ending on December 27, 2014. References to years in this Annual Report relate to fiscal years. (c) Principles of Consolidation The Consolidated Financial Statements include the accounts of the Company and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. (d) Use of Estimates 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 to prepare these Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States of America. Actual results could differ from those estimates. (e) Cash and Cash Equivalents The Company maintains its cash balances in the form of core checking accounts and money market accounts. The Company maintains cash deposits with banks that at times exceed applicable insurance limits. The Company reduces its exposure to credit risk by maintaining such deposits with high quality financial institutions that management believes are creditworthy. The Company considers investments with an original maturity of three months or less to be cash equivalents. Investment amounts classified as cash equivalents as of December 31, 2016 and December 26, 2015 totaled $714,000 and $7.7 million , respectively. (f) Marketable Securities Marketable securities consist of municipal bonds and equity securities. The Company invests primarily in high-grade marketable debt securities. The Company classifies all of its marketable securities as available-for-sale. Available-for-sale securities are recorded at fair value as determined by quoted market price based on national markets. Unrealized holding gains and losses, net of the related tax effect, are excluded from earnings and are reported as a separate component of shareholders’ equity until realized. A decline in the fair value below cost that is deemed other than temporary results in a charge to earnings and the establishment of a new cost basis for the security. Dividend and interest income is recognized when earned. Realized gains and losses are included in earnings and are derived using the specific identification method for determining the cost of securities. (g) Accounts Receivable Accounts receivable are stated net of an allowance for uncollectible accounts of $1,455,000 and $1,967,000 as of December 31, 2016 and December 26, 2015, respectively. The reserve balance relates to amounts due from pharmacy third party providers, retail customer returned checks, manufacturing customers, vendors and tenants. The Company maintains an allowance for the amount of receivables deemed to be uncollectible and calculates this amount based upon historical collection activity adjusted for current conditions. Customer electronic payments accepted at the point of sale are classified as accounts receivable until collected. Note 1 Summary of Significant Accounting Policies (continued) (h) Inventories Inventories are valued at the lower of cost or market, using both the last-in, first-out (LIFO) and average cost methods. The Company’s center store and pharmacy inventories are valued using LIFO. Under this method, inventory is stated a t cost, which is determined by applying a cost-to-retail to each similar merchandise category’s ending retail value. The Company’s fresh inventories are valued using average cost. The Company evaluates inventory shortages throughout the year based on actual physical counts in its facilities. Allowances for inventory shortages are recorded based on the results of these counts and to provide for estimated shortages from the last physical count to the financial statement date. (i) Property and Equipment Property and equipment are recorded at cost. Depreciation is provided on the cost of buildings and improvements and equipment using the straight-line method. Leasehold improvements are amortized using the straight-line method over the terms of the leases or the useful lives of the assets, whichever is shorter. Maintenance and repairs are expensed and renewals and betterments are capitalized. When assets are retired or otherwise disposed of, the assets and accumulated depreciation are removed from the respective accounts and any profit or loss on the disposition is credited or charged to “Operating, general and administrative expenses.” (j) Goodwill and Intangible Assets Goodwill is not amortized but tested for impairment on an annual basis and between annual tests when indicators of impairment are identified. Intangible assets with an indefinite useful life are not amortized until their useful life is determined to be no longer indefinite and are tested for impairment annually or more frequently if events or changes in circumstances indicate that the asset might be impaired. The Company’s intangible assets and related accumulated amortization at December 31, 2016 and December 26, 2015 consisted of the following: December 31, 2016 December 26, 2015 Accumulated Accumulated (dollars in thousands) Gross Amortization Net Gross Amortization Net Liquor Licenses $ 8,423 $ - $ 8,423 $ 5,965 $ - $ 5,965 Lease Acquisitions 10,960 2,984 7,976 3,654 2,604 1,050 Customer Lists 295 21 274 162 15 147 Total $ 19,678 $ 3,005 $ 16,673 $ 9,781 $ 2,619 $ 7,162 Intangible assets with a definite useful life are generally amortized on a straight-line basis over periods up to 30 years. Estimated amortization expense for the next five fiscal years is approximately $928,000 in 2017, $928,000 in 2018, $928,000 in 2019, $925,000 in 2020 and $869,000 in 2021. As of December 31, 2016, the Company’s intangible assets with indefinite lives consisted of goodwill and Pennsylvania liquor licenses. Note 1 Summary of Significant Accounting Policies (continued) (k) Impairment of Long-Lived Assets The Company periodically evaluates the period of depreciation or amortization for long-lived assets to determine whether current circumstances warrant revised estimates of useful lives. The Company completes an impairment test annually. The Company also reviews its property and equipment for impairment whenever events or changes in circumstances indicate the carrying value of an asset may not be recoverable. Recoverability is measured by a comparison of the carrying amount to the net undiscounted cash flows expected to be generated by the asset. An impairment loss would be recorded for the excess of net book value over the fair value of the asset impaired. The fair value is estimated based on current market values or expected discounted future cash flows. With respect to owned property and equipment associated with closed stores, the value of the property and equipment would be adjusted to reflect recoverable values if current economic conditions and estimated fair values of the property was less than the net book value. In accordance with Accounting Standards Codification No. 360, Property, Plant and Equipment , the Company recorded a pre-tax charge of $894,000 in the fourth quarter of 2016 for the impairment of long-lived assets, including equipment and leasehold improvements. The charge was a result of management determining that the net book value of a property was less than the recoverable value. This charge was included as a component of "Operating, general and administrative expenses." The results of impairment tests are subject to management’s estimates and assumptions of projected cash flows and operating results. The Company believes that, based on current conditions, materially different reported results are not likely to result from long-lived asset impairments. However, a change in assumptions or market conditions could result in a change in estimated future cash flows and the likelihood of materially different reported results. (l) Store Closing Costs The Company provides for closed store liabilities relating to the estimated post-closing lease liabilities and related other exit costs associated with the store closing commitments. As of December 31, 2016, the remaining closed store has a lease term of approximately two years, and the liabilities associated with the closed store lease are paid over the term of the lease. Closed store lease liabilities totaled $105,000 and $212,000 as of December 31, 2016 and December 26, 2015, respectively. The Company estimates the lease liabilities, net of estimated sublease income, using the undiscounted rent payments of closed stores. Other exit costs include estimated real estate taxes, common area maintenance, insurance and utility costs to be incurred after the store closes over the remaining lease term. Store closings are generally completed within one year after the decision to close. Adjustments to closed store liabilities and other exit costs primarily relate to changes in sublease income and actual exit costs differing from original estimates. Adjustments are made for changes in estimates in the period in which the changes become known. Any excess store closing liability remaining upon settlement of the obligation is reversed to income in the period that such settlement is determined. Store closing liabilities are reviewed quarterly to ensure that any accrued amount that is not a sufficient estimate of future costs, or that is no longer needed for its originally intended purpose, is adjusted to income in the proper period. Inventory write-downs, if any, in connection with store closings are classified in cost of sales. Costs to transfer inventory and equipment from closed stores are expensed as incurred. The following table summarizes accrual activity for future lease obligations of stores that were closed in the normal course of business: Closed Store (dollars in thousands) Obligations Balance at December 27, 2014 $ 955 Additions 0 Payments (578) Adjustments (165) Balance at December 26, 2015 212 Additions 0 Payments (33) Adjustments (74) Balance at December 31, 2016 $ 105 Note 1 Summary of Significant Accounting Policies (continued) (m) Self-Insurance The Company is self-insured for a majority of its workers’ compensation, general liability, vehicle accident and associate medical benefit claims. The self-insurance liability for most of the medical benefit claims is determined based on historical data and an estimate of claims incurred but not reported. The other self-insurance liabilities including workers’ compensation are determined actuarially, based on claims filed and an estimate of claims incurred but not yet reported. The Company was liable for associate health claims up to an annual maximum of $2,000,000 per member prior to March 1, 2014 and an unlimited amount per member as of and after March 1, 2014. As of March 1, 2014, the Company purchased stop loss insurance which carries a $500,000 specific deductible with a $250,000 aggregating deductible. The Company is liable for workers' compensation claims up to $2,000,000 per claim . Property and casualty insurance coverage is maintained with outside carriers at deductible or retention levels ranging from $100,000 to $1,000,000 . Significant assumptions used in the development of the actuarial estimates include reliance on the Company’s historical claims data including average monthly claims and average lag time between incurrence and reporting of the claim. (n) Income Taxes The Company recognizes deferred tax assets and liabilities 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 Company reviews the tax positions taken or expected to be taken on tax returns to determine whether and to what extent a benefit can be recognized in our Consolidated Financial Statements. Refer to Note 8 to the Consolidated Financial Statements for the amount of unrecognized tax benefits and other disclosures related to uncertain tax positions. To the extent interest and penalties would be assessed by taxing authorities on any underpayment of income tax, such amounts are accrued and classified as a component of income tax expense. (o) Earnings Per Share Earnings per share are based on the weighted-average number of common shares outstanding. (p) Revenue Recognition Revenue from the sale of products to the Company’s customers is recognized at the point of sale. Discounts provided to customers at the point of sale through the Weis Club Preferred Shopper loyalty program are recognized as a reduction in sales as products are sold. Periodically, the Company will run a point based sales incentive program that rewards customers with future sales discounts. The Company makes reasonable and reliable estimates of the amount of future discounts based upon historical experience and its customer data tracking software. Sales are reduced by these estimates over the life of the program. Discounts to customers at the point of sale provided by vendors, usually in the form of paper coupons, are not recognized as a reduction in sales provided the discounts are redeemable at any retailer that accepts those discounts. The Company records “Deferred revenue” for the sale of gift cards and revenue is recognized in “Net sales” at the time of customer redemption for products. Gift card breakage income is recognized in “Operating, general and administrative expenses” based upon historical redemption patterns and represents the balance of gift cards for which the Company believes the likelihood of redemption by the customer is remote. Sales tax is excluded from “Net sales.” The Company charges sales tax on all taxable customer purchases and remits these taxes monthly to the appropriate taxing jurisdiction. Merchandise return activity is immaterial to revenues due to products being returned quickly and the relatively low unit cost. (q) Cost of Sales, Including Warehousing and Distribution Expenses “Cost of sales, including warehousing and distribution expenses” consists of direct product costs (net of discounts and allowances), distribution center and transportation costs, as well as manufacturing facility operations. (r) Vendor Allowances Vendor allowances related to the Company's buying and merchandising activities are recorded as a reduction of cost of sales as they are earned, in accordance with the underlying agreement. Off-invoice and bill-back allowances are used to reduce direct product costs upon the receipt of goods. Promotional rebates and credits are accounted for as a reduction in the cost of inventory and recognized when the related inventory is sold. Volume incentive discounts are realized as a reduction of cost of sales at the time it is deemed probable and reasonably estimable that the incentive target will be reached. Long-term contract incentives, which require an exclusive vendor relationship, are allocated over the life of the contract. Promotional allowance funds for specific vendor-sponsored programs are recognized as a reduction of cost of sales as the program occurs and the funds are earned per the agreement. Cash discounts for prompt payment of invoices are realized in cost of sales as invoices are paid. Warehouse and back-haul allowances provided by suppliers for distributing their product through the Company’s distribution system are recorded in cost of sales offsetting costs incurred. Warehouse rack and slotting allowances are recorded in cost of sales when new items are initially set up in the Company's distribution system, which is when the related expenses are incurred and performance under the agreement is complete. Swell allowances for damaged goods are realized in cost of sales as provided by the supplier, helping to offset product shrink losses also recorded in cost of sales. Note 1 Summary of Significant Accounting Policies (continued) (r) Vendor Allowances (continued) Vendor allowances recorded as credits in cost of sales totaled $123.9 million in 2016, $ 97.0 million in 2015 and $89.5 million in 2014. Vendor paid cooperative advertising credits totaled $19.1 million in 2016, $ 17.1 million in 2015 and $16.0 million in 2014. These credits were netted against advertising costs within “Operating, general and administrative expenses.” The Company had accounts receivable due from vendors of $852,000 and $842,000 for earned advertising credits and $10.7 million and $8.1 million for earned promotional discounts as of December 31, 2016 and December 26, 2015, respectively. The Company had $4.0 million and $823,000 in unearned income included in accrued liabilities for unearned vendor programs under long-term contracts for display and shelf space allocation as of December 31, 2016 and December 26, 2015, respectively. (s) Operating, General and Administrative Expenses Business operating costs including expenses generated from administration and purchasing functions, are recorded in “Operating, general and administrative expenses” in the Consolidated Statements of Income. Business operating costs include items such as wages, benefits, utilities, repairs and maintenance, advertising costs and credits, rent, insurance, depreciation, leasehold amortization and costs for outside provided services. (t) Advertising Costs The Company expenses advertising costs as incurred. The Company recorded advertising expense, before vendor paid cooperative advertising credits, of $26.3 million in 2016, $ 23.1 million in 2015 and $24.6 million in 2014 in “Operating, general and administrative expenses.” (u) Rental Income The Company leases or subleases space to tenants in owned, vacated and open store facilities. Rental income is recorded when earned as a component of “Operating, general and administrative expenses.” All leases are operating leases, as disclosed in Note 5. (v) Current Relevant Accounting Standards In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers (Topic 606) , which amended the existing accounting standards for revenue recognition. ASU 2014-09 establishes principles for recognizing revenue upon the transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. The standard was initially effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. In August 2015, the FASB issued a one-year deferral of the effective date of this new guidance resulting in it now being effective for the Company beginning in fiscal year 2018. In March, April, May and December of 2016 the FASB issued ASU 2016-08, ASU 2016-10, ASU 2016-12 and ASU 2016-20, respectively, Revenue from Contracts with Customers (Topic 606) which amends the guidance in ASU 2014-09. Early adoption is not permitted. The amendments may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of initial application. The Company is currently in the process of evaluating the impact of adoption of the ASU. The Company expects that the adoption of the ASU will not have a significant impact on the Company’s point of sale product sales. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40)(Topic 718): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. ASU 2014-15 provides guidance related to management’s responsibility to evaluate whether there is substantial doubt about the entity’s ability to continue as a going concern and to provide related note disclosures. The new requirements are effective for the annual periods ending after December 15, 2016, and for interim periods and annual periods thereafter. Early adoption is permitted. Adoption of the ASU did not have an impact on the Company’s 2016 Consolidated Financial Statements. In July 2015, the FASB issued ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory . ASU 2015-11 amends guidance on the measurement of inventory from lower of cost or market to net realizable value. The amendment applies to all inventory other than those measured by Last-In-First-Out (LIFO) and the Retail Inventory Method (RIM). The amendment is effective for fiscal years beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is permitted. Adoption of the new ASU will not have a material impact on the Company’s Consolidated Financial Statements. Note 1 Summary of Significant Accounting Policies (continued) (v) Current Relevant Accounting Standards (continued) In January 2016, the FASB issued ASU 2016-01 Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities . ASU 2016-01 generally requires that equity investments (excluding equity method investments) be measured at fair value with changes in fair value recognized in net income. ASU 2016-01 also modifies certain disclosure requirements related to financial assets and liabilities. Under existing GAAP, changes in fair value of available-for-sale equity investments are recorded in other comprehensive income. The Company expects that the adoption of ASU 2016-01 will likely have an impact on the net income reported in the Company’s Consolidated Statements of Income but it is not expected to significantly impact the Company’s comprehensive income or shareholders’ equity. The amendment is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, with the cumulative effect of the adoption made to the balance sheet as of the date of adoption. Adoption will result in a reclassification of the related accumulated unrealized appreciation, net of applicable deferred income taxes, currently included in accumulated other comprehensive income to retained earnings, resulting in no impact on the Company’s shareholders’ equity. In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842). ASU 2016-02 requires lessees to recognize assets and liabilities for the rights and obligations created by their leases with lease terms more than 12 months. Current guidance only requires capital leases to be recognized on the balance sheet. However, the ASU 2016-02 now requires that both capital and operating leases be recognized on the balance sheet. The effect on cash flows will strictly depend on whether the lease is classified as an operating lease or capital lease. The ASU 2016-02 will require disclosures to aid investors and other financial statement users to better understand the amount, timing and uncertainty of the cash flows arising from leases. These disclosures are to include qualitative and quantitative information about the amounts recorded in the financial statements. This ASU will have a limited impact on the accounting for leases by lessors. However, new guidance contains targeted improvements to align, where necessary, the lessor’s accounting with the lessee’s accounting standards. ASU 2016-02 will become effective for annual periods beginning after December 15, 2018 and for interim periods within those fiscal years. Although the Company has not completed its assessment, the Company expects that the adoption of ASU 2016-02 will have a significant impact on the Company’s Consolidated Balance Sheets. In March 2016, the FASB issued ASU 2016-04, Liabilities – Extinguishments of Liabilities (Suptopic 405-20) Recognition of Breakage for Certain Prepaid Stored-Value Products . ASU 2016-04 requires the debtor to derecognize a liability, such as a prepaid stored-value product, if and only if it has been extinguished by paying the creditor in cash, other financial assets, goods or services or if the debtor is relieved of its obligation legally, either judicially or by the creditor. ASU 2016-04 also requires that an entity must disclose the methodology and specific judgements made in applying the breakage recognized. ASU 2016-04 will become effective for the financial statements issued for the fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. Early application is permitted including adoption in an interim period. The Company is currently in the process of evaluating the impact of adoption of the ASU. The Company expects that the adoption of the ASU will not have a significant impact on the Company’s Consolidated Financial Statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business . The ASU attempts to clarify the definition of a business by better defining the term output and requiring that to be considered a business the entity must (1) include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create an output and (2) remove the evaluation whether a market participant could replace missing elements. The amendments in ASU 2017-01 are effective for fiscal years beginning after December 15, 2017, including interim periods within those periods. The amendments should be applied prospectively on or after the effective date. No disclosures are required at the time of transition. The Company expects that the adoption of the ASU will not have a significant impact on the Company’s Consolidated Financial Statements . In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment . The ASU eliminates Step 2 from the goodwill impairment test which had an entity perform procedures to determine the fair value of its assets and liabilities at the impairment testing date. The entity is now required, under ASU 2017-04, to perform the goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognizing an impairment charge when the carrying amount exceeds the reporting unit’s fair value. The loss should not exceed the total amount of goodwill allocated to the reporting unit. The ASU also eliminates requirements for reporting units with a zero or negative carrying amount to perform a qualitative assessment. Therefore, the same impairment assessment applies to all reporting units. ASU 2017-04 should be applied prospectively and requires the disclosure of the nature and reason for the change in accounting principle upon transition, in the first interim and annual period the ASU is initially adopted. The amendments in ASU 2017-04 are effective for the annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted. The Company expects that the adoption of the ASU will not have a significant impact on the Company’s Consolidated Financial Statements. |
Marketable Securities
Marketable Securities | 12 Months Ended |
Dec. 31, 2016 | |
Marketable Securities [Abstract] | |
Marketable Securities | Note 2 Marketable Securities The Company’s marketable securities are all classified as available-for-sale within “Current Assets” in the Company’s Consolidated Balance Sheets. FASB has established three levels of inputs that may be used to measure fair value: Level 1 Observable inputs such as quoted prices in active markets for identical assets or liabilities; Level 2 Observable inputs, other than Level 1 inputs in active markets, that are observable either directly or indirectly; and Level 3 Unobservable inputs for which there is little or no market data, which require the reporting entity to develop its own assumptions. The Company’s marketable securities valued using Level 1 inputs include highly liquid equity securities, for which quoted market prices are available . The Company’s bond portfolio is valued using Level 2 inputs . The Company’s municipal bonds are valued using a combination of pricing for similar securities, recently executed transactions, cash flow models with yield curves and other pricing models utilizing observable inputs, which are considered Level 2 inputs. For Level 2 investment valuation, the Company utilizes standard pricing procedures of its investment advisory firm(s), which include various third party pricing services. These procedures also require specific price monitoring practices as well as pricing review reports, valuation oversight and pricing challenge procedures to maintain the most accurate representation of investment fair market value. The Company accrues interest on its bond portfolio throughout the life of each bond held. Dividends from the equity securities are recognized as received. Both interest and dividends are recognized in “Investment income and interest expense” on the Company’s Consolidated Statements of Income. Note 2 Marketable Securities (continued) Marketable securities, as of December 31, 2016 and December 26, 2015, consisted of: Gross Gross (dollars in thousands) Amortized Unrealized Unrealized Fair December 31, 2016 Cost Holding Gains Holding Losses Value Available-for-sale: Level 1 Equity securities $ 1,198 $ 8,162 $ - $ 9,360 Level 2 Municipal bonds 57,739 531 (459) 57,811 $ 58,937 $ 8,693 $ (459) $ 67,171 Gross Gross (dollars in thousands) Amortized Unrealized Unrealized Fair December 26, 2015 Cost Holding Gains Holding Losses Value Available-for-sale: Level 1 Equity securities $ 1,198 $ 6,682 $ - $ 7,880 Level 2 Municipal bonds 82,347 1,468 (66) 83,749 $ 83,545 $ 8,150 $ (66) $ 91,629 Maturities of marketable securities classified as available-for-sale at December 31, 2016, were as follows: Amortized Fair (dollars in thousands) Cost Value Available-for-sale: Due within one year $ 6,144 $ 6,179 Due after one year through five years 27,780 27,972 Due after five years through ten years 20,317 20,162 Due after ten years 3,498 3,498 Equity securities 1,198 9,360 $ 58,937 $ 67,171 The Company also maintains a non-qualified supplemental executive retirement plan and a non-qualified pharmacist deferred compensation plan for certain of its associates which allows them to defer income to future periods. Participants in the plans earn a return on their deferrals based on mutual fund investments. The Company chooses to invest in the underlying mutual fund investments to offset the liability associated with the non-qualified deferred compensation plans. Such investments are reported on the Company’s Consolidated Balance Sheets as “SERP investment,” are classified as trading securities and are measured at fair value using Level 1 inputs with gains and losses included in “Investment income and interest expense” on the Company’s Consolidated Statements of Income. The changes in the underlying liability to the associates are recorded in “Operating, general and administrative expenses .” |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2016 | |
Inventories [Abstract] | |
Inventories | Note 3 Inventories Merchandise inventories, as of December 31, 2016 and December 26, 2015, were valued as follows: (dollars in thousands) 2016 2015 LIFO $ 223,294 $ 181,321 Average cost 53,489 48,078 $ 276,783 $ 229,399 Management believes the use of the LIFO method for valuing certain inventories represents the most appropriate matching of costs and revenues in the Company’s circumstances. If all inventories were valued on the average cost method, which approximates current cost, total inventories would have been $79,128,000 and $81,347,000 higher than as reported on the above methods as of December 31, 2016 and December 26, 2015, respectively. During 2015, the Company had certain decrements in its LIFO pools, which had an insignificant impact on the cost of sales. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2016 | |
Property and Equipment [Abstract] | |
Property and Equipment | Note 4 Property and Equipment Property and equipment, as of December 31, 2016 and December 26, 2015, consisted of: Useful Life (dollars in thousands) ( in years) 2016 2015 Land $ 134,813 $ 106,125 Buildings and improvements 10 -60 655,487 586,903 Equipment 3 -12 1,033,967 949,975 Leasehold improvements 5 -20 205,506 190,249 Total, at cost 2,029,773 1,833,252 Less accumulated depreciation and amortization 1,151,578 1,094,267 $ 878,195 $ 738,985 |
Lease Commitments
Lease Commitments | 12 Months Ended |
Dec. 31, 2016 | |
Lease Commitments [Abstract] | |
Lease Commitments | Note 5 Lease Commitments At December 31, 2016, the Company leased approximately 54% of its open store facilities under operating leases that expire at various dates through 2033 . These leases generally provide for fixed annual rentals; however, several provide for minimum annual rentals plus contingent rentals as a percentage of annual sales and a number of leases require the Company to pay for all or a portion of insurance, real estate taxes, water and sewer rentals, and repairs, the cost of which is charged to the related expense category rather than being accounted for as rent expense. Most of the leases contain multiple renewal options, under which the Company may extend the lease terms from 5 to 20 years. Rents on operating leases, including agreements with step rents, are charged to expense on a straight-line basis over the minimum lease term. Additionally, the Company has operating leases for certain transportation and other equipment. Rent expense and income on all leases consisted of: (dollars in thousands) 2016 2015 2014 Minimum annual rentals $ 38,632 $ 34,794 $ 35,183 Contingent rentals 431 452 409 Lease or sublease income (7,212) (7,069) (6,881) $ 31,851 $ 28,177 $ 28,711 The following is a schedule by years of future minimum rental payments required under operating leases and total minimum sublease and lease rental income to be received that have initial or remaining non-cancelable lease terms in excess of one year as of December 31, 2016. (dollars in thousands) Leases Subleases 2017 $ 43,512 $ (4,087) 2018 42,603 (3,716) 2019 35,710 (2,712) 2020 28,229 (2,461) 2021 22,031 (2,106) Thereafter 80,060 (9,850) $ 252,145 $ (24,932) The Company did not have a liability accrued as of December 31, 2016 but had $32,000 accrued as of December 26, 2015, for future minimum rental payments due on previously closed stores, reduced by the estimated sublease income to be received. The future minimum rental payments required under operating leases and estimated sublease income for these locations are included in the above schedule. |
Retirement Plans
Retirement Plans | 12 Months Ended |
Dec. 31, 2016 | |
Retirement Plans [Abstract] | |
Retirement Plans | Note 6 Retirement Plans The Company has a qualified retirement savings plan, the Weis Markets, Inc. Retirement Savings Plan, covering substantially all full-time associates. The plan has a contributory component as well as a noncontributory profit-sharing component for certain associates. The noncontributory component covers eligible associates which included certain salaried associates, store management and administrative support personnel. The Company also has three non-qualified supplemental retirement plans covering highly compensated employees of the Company. The Company’s policy is to fund retirement plan costs as accrued, with the exception of the deferred compensation plan. Employer contributions to the qualified retirement plan are made at the sole discretion of the Company. Retirement plan costs: (dollars in thousands) 2016 2015 2014 Retirement savings plan 3,593 3,161 3,010 Deferred compensation plan 788 (318) 1,328 Supplemental executive retirement plan 909 484 1,061 Deferred compensation plan for pharmacists 284 (165) (228) $ 5,574 $ 3,162 $ 5,171 The Company maintains a non-qualified deferred compensation plan for the payment of specific amounts of annual retirement benefits to certain officers or their beneficiaries over an actuarially computed normal life expectancy. Currently, there are no active officers in the plan. The expected payments under the plan provisions were determined through actuarial calculations dependent on the age of the recipient, using an assumed discount rate. The plan is unfunded and accounted for on an accrual basis. The recorded liability at December 31, 2016 is $6,077,000 , which is based on expected payments to be made over the remaining lives of the beneficiaries. This amount is included in “Accrued expenses” and “Postretirement benefit obligations” in the Consolidated Balance Sheets. The expected payment amounts are approximately $1,976,000 for 2017 and approximately $1,013,000 for the years thereafter dependent on the lives of the beneficiaries. The Company also maintains a non-qualified supplemental executive retirement plan and a non-qualified pharmacist deferred compensation plan for certain of its associates. These plans are designed to provide retirement benefits and salary deferral opportunities because of limitations imposed by the Internal Revenue Code and the Regulations implemented by the Internal Revenue Service. These plans are unfunded and accounted for on an accrual basis. Participants in these plans are excluded from participation in the profit sharing portion of the Weis Markets, Inc. Retirement Savings Plan once their yearly earnings exceed the IRS highly compensated threshold. The Board of Directors annually determines the amount of the allocation to the plans at its sole discretion. The allocation among the various plan participants is made in both flat dollar amounts and in relationship to their compensation. Plan participants are 100% vested in their accounts after six years of service with the Company. Benefits are distributed among participants upon reaching the applicable retirement age. Substantial risk of benefit forfeiture does exist for participants in these plans. The present value of accumulated benefits amounted to $11,176,000 and $9,079,000 at December 31, 2016 and December 26, 2015, respectively, and is included in “Postretirement benefit obligations” in the Consolidated Balance Sheets. The Company has no other postretirement benefit plans. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income | 12 Months Ended |
Dec. 31, 2016 | |
Accumulated Other Comprehensive Income [Abstract] | |
Accumulated Other Comprehensive Income | Note 7 Accumulated Other Comprehensive Income All balances in accumulated other comprehensive income are related to available-for-sale marketable securities. The following table sets forth the balance of the Company’s accumulated other comprehensive income, net of tax. Unrealized Gains on Available-for-Sale (dollars in thousands) Marketable Securities Accumulated other comprehensive income balance as of December 27, 2014 $ 4,829 Other comprehensive loss before reclassifications (52) Amounts reclassified from accumulated other comprehensive income (16) Net current period other comprehensive loss (68) Accumulated other comprehensive income balance as of December 26, 2015 $ 4,761 Other comprehensive income before reclassifications 348 Amounts reclassified from accumulated other comprehensive income (257) Net current period other comprehensive income 91 Accumulated other comprehensive income balance as of December 31, 2016 $ 4,852 The following table sets forth the effects on net income of the amounts reclassified out of accumulated other comprehensive income for the periods ended December 31, 2016, December 26, 2015 and December 27, 2014. Gains Reclassified from Accumulated Other Comprehensive Income to the Consolidated Statements of Income (dollars in thousands) Location 2016 2015 2014 Unrealized gains on available-for-sale marketable securities Investment income $ 437 $ 27 $ 63 Provision for income taxes (180) (11) (26) Total amount reclassified, net of tax $ 257 $ 16 $ 37 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes [Abstract] | |
Income Taxes | Note 8 Income Taxes The provision (benefit) for income taxes consists of: (dollars in thousands) 2016 2015 2014 Current: Federal $ 25,908 $ 29,888 $ 24,809 State 5,888 3,325 1,237 Deferred: Federal 6,020 (188) 2,559 State (317) (24) 676 $ 37,499 $ 33,001 $ 29,281 The reconciliation of income taxes computed at the federal statutory rate (35% in 2016, 2015 and 2014) to the provision for income taxes is: (dollars in thousands) 2016 2015 2014 Income taxes at federal statutory rate $ 43,631 $ 32,316 $ 29,282 State income taxes, net of federal income tax benefit 2,413 1,112 1,436 Deferred tax on gain on bargain purchase (8,358) - - Other (187) (427) (1,437) Provision for income taxes (effective tax rate 30.1% , 35.7% and 35.0% , respectively) $ 37,499 $ 33,001 $ 29,281 Cash paid for federal income taxes was $27.3 million , $28.0 million and $25.0 million in 2016, 2015 and 2014 respectively. Cash paid for state income taxes was $3.7 million, $2.2 million and $1.8 million in 2016, 2015 and 2014 respectively. The tax effects of temporary differences that give rise to deferred tax assets and deferred tax liabilities at December 31, 2016 and December 26, 2015, are: (dollars in thousands) 2016 2015 Deferred tax assets: Accounts receivable $ 586 $ 813 Compensated absences 1,076 983 Employment incentives 9,826 3,143 Employee benefit plans 9,243 10,485 General liability insurance 4,359 4,048 Postretirement benefit obligations 6,484 5,906 Net operating loss carryforwards 5,600 5,926 Other 2,224 2,173 Total deferred tax assets 39,398 33,477 Deferred tax liabilities: Inventories (7,619) (6,808) Unrealized gains on marketable securities (3,382) (3,323) Nondeductible accruals and other (7,517) (9,240) Depreciation (140,325) (111,126) Total deferred tax liabilities (158,843) (130,497) Net deferred tax liability $ (119,445) $ (97,020) Note 8 Income Taxes (continued) The following table summarizes the activity related to the Company’s unrecognized tax benefits: (dollars in thousands) 2016 2015 Unrecognized tax benefits at beginning of year $ 1,264 $ - Increases based on tax positions related to the current year 1,563 1,264 Additions for tax positions of prior year 297 - Reductions for tax positions of prior years - - Settlements - - Expiration of the statute of limitations for assessment of taxes - - Unrecognized tax benefits at end of year $ 3,124 $ 1,264 The total amount of unrecognized tax benefits that, if recognized, would affect the effective tax rate was $1,860,000 in 2016 and $1,264,000 in 2015. The Company’s U.S. Federal income tax filings have been examined by the Internal Revenue Service through 2008 . The Company or one of its subsidiaries files tax returns in various states. The tax years subject to examination in Pennsylvania, where the majority of the Company's revenues are generated, are 2012 to 2016 . The Company has net operating loss carryforwards of $86.2 million available for state income tax purposes. The net operating losses will begin to expire starting in 2027 . The Company expects to fully utilize these net operating loss carryforwards. |
Acquisition of Business
Acquisition of Business | 12 Months Ended |
Dec. 31, 2016 | |
Acquisition of Business [Abstract] | |
Acquisition of Business | Note 9 Acquisition of Business Fiscal 2016 Acquisitions On August 1, 2016, the Company purchased five Mars Super Market stores located in Maryland. Weis Markets, Inc. acquired these locations and their operations in an effort to expand its presence in the Baltimore County region. The results of operations of the former Mars Super Market acquisition are included in the accompanying Consolidated Financial Statements from the date of acquisition. The five former Mars Super Market stores contributed $38.0 million to sales in 2016. The cash purchase price paid was $24.6 million for the property, equipment, inventories, prepaid expenses and goodwill related to this purchase. The Company accounted for this transaction as a business combination in accordance with the acquisition method. The fair value of intangibles was determined based on the discounted cash flow model and property and equipment were determined based on external appraisals. Weis Markets, Inc. assumed two lease obligations in the acquisition of the former Mars Super Market stores and entered into two new lease agreements. Goodwill of $ 13.3 million has been recorded, based upon the expected benefits to be derived from new management business strategy and cost synergies. The $13.3 million of goodwill is deductible for tax purposes. The purchase price has been allocated to the acquired assets as follows. The following table summarizes the fair values of the assets acquired and liabilities assumed at the date of acquisition. The fair values of the acquired assets and assumed liabilities are reported below. 5 Mars Super Market Stores (dollars in thousands) August 1, 2016 Inventories $ 1,267 Accounts receivable and prepaid expenses 248 Property and equipment 7,305 Goodwill 13,255 Intangibles - favorable leasehold interest, net 2,495 Total fair value of assets acquired $ 24,570 Note 9 Acquisition of Business (continued) Fiscal 2016 Acquisitions (continued) In September 2016, the Company began its acquisition of 38 former Food Lion, LLC stores. Within eight weeks, ending in October 2016, Weis Markets acquired 21 Maryland, 13 Virginia and 4 Delaware former Food Lion, LLC stores. The results of operations of the 38 former Food Lion, LLC stores are included in the accompanying Consolidated Financial Statements from the date of acquisition. The Company accounted for this transaction as a business combination in accordance with the acquisition method. The fair value of intangibles was determined based on the discounted cash flow model and property and equipment were determined based on external appraisals. The acquired locations were part of a FTC forced diversiture in the approval process of the merger of Ahold and Delhaize Group, which resulted in a below fair value purchase price consideration. The cash purchase price paid was $29.4 million for the property, equipment, inventories, prepaid expenses and liabilities. Weis Markets, Inc. assumed thirty lease obligations and ownership of eight locations. The Company recognized a gain of $ 23.9 million on the purchase of the 38 former Food Lion, LLC stores. The 38 acquired Food Lion, LLC locations contributed $92.5 million to sales in 2016. The following table summarizes the fair values of the assets acquired and liabilities assumed at the date of acquisition. The fair values of the acquired assets and assumed liabilities are reported below. 38 Food Lion, LLC Stores (dollars in thousands) Sept. 11 - Oct. 30, 2016 Assets $ Current: Accounts receivable, net 146 Inventories 7,614 Prepaid expenses and other current assets 1,044 Total current assets 8,804 Property and equipment, net 60,735 Intangibles - favorable leasehold interest 4,583 Total assets 74,122 Liabilities Current: Accrued expenses (428) Total current liabilities (428) Other - unfavorable leasehold interest (3,738) Deferred tax liability (16,663) Total liabilities (20,829) Total fair value of assets acquired and liabilities assumed $ 53,293 Gain on bargain purchase $ 23,879 Note 9 Acquisition of Business (continued) Fiscal 2016 Acquisitions (continued) On October 30, 2016, Weis Markets acquired a former Nell’s Family Market store located in East Berlin, PA from C&S Wholesale Grocers. The results of operations of the former Nell’s Family Market acquisition are included in the accompanying Consolidated Financial Statements from the date of acquisition. The purchase price was $13.0 million , of which $3.4 million is payable over a 4 year term for the property, equipment, inventory, prepaid expenses and liabilities. The Company accounted for this transaction as a business combination in accordance with the acquisition method. The fair value of intangibles was determined based on the discounted cash flow model and property and equipment were determined based on external appraisals. The former Nell’s Family Market contributed $3.0 million worth of sales in 2016. Goodwill of $3.9 million has been recorded, based upon the expected benefits to be derived from new management business strategy and cost synergies. The $3.9 million of goodwill is deductible for tax purposes. The following table summarizes the fair values of the assets acquired and liabilities assumed at the date of acquisition. The fair values of the acquired assets and assumed liabilities are reported below. Nell's Family Market Store (dollars in thousands) October 30, 2016 Assets $ Current: Inventories 401 Prepaid expenses and other current assets 39 Total current assets 440 Property and equipment, net 8,625 Goodwill 3,913 Intangible and other assets, net 23 Total assets 13,001 Liabilities Current: Accrued expenses (3) Total current liabilities (3) Total fair value of assets acquired and liabilities assumed $ 12,998 The pro forma information includes historical results of operations of the 38 former Food Lion Supermarket and 5 former Mars Super Market stores but does not include efficiencies, cost reductions, synergies or investments in lower prices for the Company’s customers expected to result from the acquisitions. The unaudited pro forma financial information is not necessarily indicative of the results that actually would have occurred had the 38 former Food Lion Supermarket and the 5 former Mars Super Market stores been acquired at the beginning of 2014. Pro forma results of sales, assuming the acquisitions had taken place at the beginning of 2014, are included in the following table. The Company does not have reliable information to provide additional pro forma disclosures. (dollars in thousands) For the Fiscal Years Ended December 31, 2016, 2016 2015 2014 December 26, 2015 and December 27, 2014 (53 weeks) (52 weeks) (52 weeks) Sales $ 3,563,145 $ 3,424,414 $ 3,317,174 Fiscal 2015 Acquisitions The Company paid $7.9 million for the property and equipment related to the purchase of a store in Hanover, Pennsylvania on August 31, 2015 from C&S Wholesale Grocers to expand current market share. The purchase price was allocated between land, building and equipment of $1.9 million, $5.9 million and $112,000 , respectively, in accordance with our accounting policies for business combinations. No Goodwill was recognized. Fiscal 2014 Acquisitions There were no acquisitions for fiscal 2014. |
Summary of Quarterly Results
Summary of Quarterly Results | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Quarterly Results [Abstract] | |
Summary of Quarterly Results | Note 10 Summary of Quarterly Results (Unaudited) Quarterly financial data for 2016 and 2015 are as follows: (dollars in thousands, except per share amounts) Thirteen Weeks Ended Fourteen Weeks Ended March 26, 2016 June 25, 2016 September 24, 2016 December 31, 2016 Net sales $ 738,204 $ 730,433 $ 742,986 $ 925,097 Gross profit on sales 207,112 201,938 204,864 258,241 Gain on bargain purchase - - - 23,879 Net income 20,129 15,265 10,628 41,140 Basic and diluted earnings per share $ .75 $ .57 $ .40 $ 1.52 (dollars in thousands, except per share amounts) Thirteen Weeks Ended March 28, 2015 June 27, 2015 September 26, 2015 December 26, 2015 Net sales $ 712,426 $ 718,380 $ 711,879 $ 734,063 Gross profit on sales 195,115 198,919 194,147 198,551 Net income 13,323 16,644 12,788 16,575 Basic and diluted earnings per share $ .50 $ .62 $ .48 $ .61 |
Fair Value Information
Fair Value Information | 12 Months Ended |
Dec. 31, 2016 | |
Fair Value Information [Abstract] | |
Fair Value Information | Note 11 Fair Value Information The carrying amounts for cash, accounts receivable and accounts payable approximate fair value because of the short maturities of these instruments. The fair values of the Company’s marketable securities, as disclosed in Note 2, are based on quoted market prices and institutional pricing guidelines for those securities not classified as Level 1 securities. The Company’s SERP investments are classified as trading securities and are carried at fair value using Level 1 inputs. The carrying amount of long-term debt approximates fair value as interest rates on this debt agreement approximates current market rates. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2016 | |
Commitments and Contingencies [Abstract] | |
Commitments and Contingencies | Note 12 Commitments and Contingencies The Company is involved in various legal actions arising out of the normal course of business. The Company also accrues for tax contingencies when it is probable that a liability to a taxing authority has been incurred and the amount of the contingency can be reasonably estimated, based on experience. In the opinion of management, the ultimate disposition of these matters will not have a material adverse effect on the Company's consolidated financial position, results of operations or liquidity. |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2016 | |
Long-Term Debt [Abstract] | |
Long-Term Debt | Note 13 Long-Term Debt On September 1 , 2016 Weis Markets entered into a revolving credit agreement with Wells Fargo Bank, National Association (the Credit Agreement). The Credit Agreement provides for an unsecured revolving credit facility with an aggregate principal amount not to exceed $100.0 million with an additional discretionary amount available of $50.0 million. As of December 31, 2016, $64.5 million of the available $100.0 million was borrowed from the credit facility. On March 13, 2017, the unsecured revolving credit facility was increased to $120.0 million. The loan will bear interest on the outstanding principal amount at the one month LIBOR rate plus the applicable margin rate of 0.65% until its Maturity on September 1, 2019 . The loan was used to fund the recent acquisitions and the Company’s working Capital requirements. The only financial covenant in the credit facility requires the Company’s minimum EBITDA to be at least $75.0 million. The Credit Agreement is also being utilized by the Company for letters of credit. As of December 31, 2016, the Company had $16.7 million, of the then available $100.0 million from the credit facility, committed to outstanding letters of credit. The letters of credit are maintained primarily to support performance, payment, deposit or surety obligations of the Company. The Company does not anticipate drawing on any of them. Interest expense related to long-term debt was $242,000 for 2016. |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2016 | |
Valuation and Qualifying Accounts [Abstract] | |
Schedule of Valuation and Qualifying Accounts Disclosure [Text Block] | Schedule II - Valuation and Qualifying Accounts: SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS WEIS MARKETS, INC. (dollars in thousands) Col. A Col. B Col. C Col. D Col. E Additions Balance at Charged to Charged to Balance at Beginning Costs and Accounts Deductions End of Description of Period Expenses Describe Describe (1) Period Fiscal Year ended December 31, 2016: Deducted from asset accounts: Allowance for uncollectible accounts $ 1,967 $ 1,145 $ --- $ 1,657 $ 1,455 Fiscal Year ended December 26, 2015: Deducted from asset accounts: Allowance for uncollectible accounts $ 1,578 $ 1,438 $ --- $ 1,049 $ 1,967 Fiscal Year ended December 27, 2014: Deducted from asset accounts: Allowance for uncollectible accounts $ 1,882 $ 577 $ --- $ 881 $ 1,578 (1) Deductions are uncollectible accounts written off, net of recoveries. |
Summary of Significant Accoun23
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Significant Accounting Policies [Abstract] | |
Description of Business [Policy Text Block] | (a) Description of Business Weis Markets, Inc. is a Pennsylvania business corporation formed in 1924. The Company is engaged principally in the retail sale of food in Pennsylvania and surrounding states. The Company’s operations are reported as a single reportable segment. There was no material change in the nature of the Company's business during fiscal 2016. |
Definition of Fiscal Year [Policy Text Block] | (b) Definition of Fiscal Year The Company’s fiscal year ends on the last Saturday in December. Fiscal 2016 was comprised of 53 weeks, ending on December 31, 2016. Fiscal 2015 was comprised of 52 weeks, ending on December 26, 2015. Fiscal 2014 was comprised of 52 weeks, ending on December 27, 2014. References to years in this Annual Report relate to fiscal years. |
Principles of Consolidation [Policy Text Block] | (c) Principles of Consolidation The Consolidated Financial Statements include the accounts of the Company and its subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates [Policy Text Block] | (d) Use of Estimates 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 to prepare these Consolidated Financial Statements in conformity with accounting principles generally accepted in the United States of America. Actual results could differ from those estimates. |
Cash and Cash Equivalents [Policy Text Block] | (e) Cash and Cash Equivalents The Company maintains its cash balances in the form of core checking accounts and money market accounts. The Company maintains cash deposits with banks that at times exceed applicable insurance limits. The Company reduces its exposure to credit risk by maintaining such deposits with high quality financial institutions that management believes are creditworthy. The Company considers investments with an original maturity of three months or less to be cash equivalents. Investment amounts classified as cash equivalents as of December 31, 2016 and December 26, 2015 totaled $714,000 and $7.7 million , respectively. |
Marketable Securities [Policy Text Block] | (f) Marketable Securities Marketable securities consist of municipal bonds and equity securities. The Company invests primarily in high-grade marketable debt securities. The Company classifies all of its marketable securities as available-for-sale. Available-for-sale securities are recorded at fair value as determined by quoted market price based on national markets. Unrealized holding gains and losses, net of the related tax effect, are excluded from earnings and are reported as a separate component of shareholders’ equity until realized. A decline in the fair value below cost that is deemed other than temporary results in a charge to earnings and the establishment of a new cost basis for the security. Dividend and interest income is recognized when earned. Realized gains and losses are included in earnings and are derived using the specific identification method for determining the cost of securities. |
Accounts Receivable [Policy Text Block] | (g) Accounts Receivable Accounts receivable are stated net of an allowance for uncollectible accounts of $1,455,000 and $1,967,000 as of December 31, 2016 and December 26, 2015, respectively. The reserve balance relates to amounts due from pharmacy third party providers, retail customer returned checks, manufacturing customers, vendors and tenants. The Company maintains an allowance for the amount of receivables deemed to be uncollectible and calculates this amount based upon historical collection activity adjusted for current conditions. Customer electronic payments accepted at the point of sale are classified as accounts receivable until collected. |
Inventories [Policy Text Block] | (h) Inventories Inventories are valued at the lower of cost or market, using both the last-in, first-out (LIFO) and average cost methods. The Company’s center store and pharmacy inventories are valued using LIFO. Under this method, inventory is stated a t cost, which is determined by applying a cost-to-retail to each similar merchandise category’s ending retail value. The Company’s fresh inventories are valued using average cost. The Company evaluates inventory shortages throughout the year based on actual physical counts in its facilities. Allowances for inventory shortages are recorded based on the results of these counts and to provide for estimated shortages from the last physical count to the financial statement date. |
Property and Equipment [Policy Text Block] | (i) Property and Equipment Property and equipment are recorded at cost. Depreciation is provided on the cost of buildings and improvements and equipment using the straight-line method. Leasehold improvements are amortized using the straight-line method over the terms of the leases or the useful lives of the assets, whichever is shorter. Maintenance and repairs are expensed and renewals and betterments are capitalized. When assets are retired or otherwise disposed of, the assets and accumulated depreciation are removed from the respective accounts and any profit or loss on the disposition is credited or charged to “Operating, general and administrative expenses.” |
Goodwill and Intangible Assets [Policy Text Block] | (j) Goodwill and Intangible Assets Goodwill is not amortized but tested for impairment on an annual basis and between annual tests when indicators of impairment are identified. Intangible assets with an indefinite useful life are not amortized until their useful life is determined to be no longer indefinite and are tested for impairment annually or more frequently if events or changes in circumstances indicate that the asset might be impaired. The Company’s intangible assets and related accumulated amortization at December 31, 2016 and December 26, 2015 consisted of the following: December 31, 2016 December 26, 2015 Accumulated Accumulated (dollars in thousands) Gross Amortization Net Gross Amortization Net Liquor Licenses $ 8,423 $ - $ 8,423 $ 5,965 $ - $ 5,965 Lease Acquisitions 10,960 2,984 7,976 3,654 2,604 1,050 Customer Lists 295 21 274 162 15 147 Total $ 19,678 $ 3,005 $ 16,673 $ 9,781 $ 2,619 $ 7,162 Intangible assets with a definite useful life are generally amortized on a straight-line basis over periods up to 30 years. Estimated amortization expense for the next five fiscal years is approximately $928,000 in 2017, $928,000 in 2018, $928,000 in 2019, $925,000 in 2020 and $869,000 in 2021. As of December 31, 2016, the Company’s intangible assets with indefinite lives consisted of goodwill and Pennsylvania liquor licenses. |
Impairment of Long-Lived Assets [Policy Text Block] | (k) Impairment of Long-Lived Assets The Company periodically evaluates the period of depreciation or amortization for long-lived assets to determine whether current circumstances warrant revised estimates of useful lives. The Company completes an impairment test annually. The Company also reviews its property and equipment for impairment whenever events or changes in circumstances indicate the carrying value of an asset may not be recoverable. Recoverability is measured by a comparison of the carrying amount to the net undiscounted cash flows expected to be generated by the asset. An impairment loss would be recorded for the excess of net book value over the fair value of the asset impaired. The fair value is estimated based on current market values or expected discounted future cash flows. With respect to owned property and equipment associated with closed stores, the value of the property and equipment would be adjusted to reflect recoverable values if current economic conditions and estimated fair values of the property was less than the net book value. In accordance with Accounting Standards Codification No. 360, Property, Plant and Equipment , the Company recorded a pre-tax charge of $894,000 in the fourth quarter of 2016 for the impairment of long-lived assets, including equipment and leasehold improvements. The charge was a result of management determining that the net book value of a property was less than the recoverable value. This charge was included as a component of "Operating, general and administrative expenses." The results of impairment tests are subject to management’s estimates and assumptions of projected cash flows and operating results. The Company believes that, based on current conditions, materially different reported results are not likely to result from long-lived asset impairments. However, a change in assumptions or market conditions could result in a change in estimated future cash flows and the likelihood of materially different reported results. |
Store Closing Costs [Policy Text Block] | (l) Store Closing Costs The Company provides for closed store liabilities relating to the estimated post-closing lease liabilities and related other exit costs associated with the store closing commitments. As of December 31, 2016, the remaining closed store has a lease term of approximately two years, and the liabilities associated with the closed store lease are paid over the term of the lease. Closed store lease liabilities totaled $105,000 and $212,000 as of December 31, 2016 and December 26, 2015, respectively. The Company estimates the lease liabilities, net of estimated sublease income, using the undiscounted rent payments of closed stores. Other exit costs include estimated real estate taxes, common area maintenance, insurance and utility costs to be incurred after the store closes over the remaining lease term. Store closings are generally completed within one year after the decision to close. Adjustments to closed store liabilities and other exit costs primarily relate to changes in sublease income and actual exit costs differing from original estimates. Adjustments are made for changes in estimates in the period in which the changes become known. Any excess store closing liability remaining upon settlement of the obligation is reversed to income in the period that such settlement is determined. Store closing liabilities are reviewed quarterly to ensure that any accrued amount that is not a sufficient estimate of future costs, or that is no longer needed for its originally intended purpose, is adjusted to income in the proper period. Inventory write-downs, if any, in connection with store closings are classified in cost of sales. Costs to transfer inventory and equipment from closed stores are expensed as incurred. The following table summarizes accrual activity for future lease obligations of stores that were closed in the normal course of business: Closed Store (dollars in thousands) Obligations Balance at December 27, 2014 $ 955 Additions 0 Payments (578) Adjustments (165) Balance at December 26, 2015 212 Additions 0 Payments (33) Adjustments (74) Balance at December 31, 2016 $ 105 |
Self-Insurance [Policy Text Block] | (m) Self-Insurance The Company is self-insured for a majority of its workers’ compensation, general liability, vehicle accident and associate medical benefit claims. The self-insurance liability for most of the medical benefit claims is determined based on historical data and an estimate of claims incurred but not reported. The other self-insurance liabilities including workers’ compensation are determined actuarially, based on claims filed and an estimate of claims incurred but not yet reported. The Company was liable for associate health claims up to an annual maximum of $2,000,000 per member prior to March 1, 2014 and an unlimited amount per member as of and after March 1, 2014. As of March 1, 2014, the Company purchased stop loss insurance which carries a $500,000 specific deductible with a $250,000 aggregating deductible. The Company is liable for workers' compensation claims up to $2,000,000 per claim . Property and casualty insurance coverage is maintained with outside carriers at deductible or retention levels ranging from $100,000 to $1,000,000 . Significant assumptions used in the development of the actuarial estimates include reliance on the Company’s historical claims data including average monthly claims and average lag time between incurrence and reporting of the claim. |
Income Taxes [Policy Text Block] | (n) Income Taxes The Company recognizes deferred tax assets and liabilities 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 Company reviews the tax positions taken or expected to be taken on tax returns to determine whether and to what extent a benefit can be recognized in our Consolidated Financial Statements. Refer to Note 8 to the Consolidated Financial Statements for the amount of unrecognized tax benefits and other disclosures related to uncertain tax positions. To the extent interest and penalties would be assessed by taxing authorities on any underpayment of income tax, such amounts are accrued and classified as a component of income tax expense. |
Earnings Per Share [Policy Text Block] | (o) Earnings Per Share Earnings per share are based on the weighted-average number of common shares outstanding. |
Revenue Recognition [Policy Text Block] | (p) Revenue Recognition Revenue from the sale of products to the Company’s customers is recognized at the point of sale. Discounts provided to customers at the point of sale through the Weis Club Preferred Shopper loyalty program are recognized as a reduction in sales as products are sold. Periodically, the Company will run a point based sales incentive program that rewards customers with future sales discounts. The Company makes reasonable and reliable estimates of the amount of future discounts based upon historical experience and its customer data tracking software. Sales are reduced by these estimates over the life of the program. Discounts to customers at the point of sale provided by vendors, usually in the form of paper coupons, are not recognized as a reduction in sales provided the discounts are redeemable at any retailer that accepts those discounts. The Company records “Deferred revenue” for the sale of gift cards and revenue is recognized in “Net sales” at the time of customer redemption for products. Gift card breakage income is recognized in “Operating, general and administrative expenses” based upon historical redemption patterns and represents the balance of gift cards for which the Company believes the likelihood of redemption by the customer is remote. Sales tax is excluded from “Net sales.” The Company charges sales tax on all taxable customer purchases and remits these taxes monthly to the appropriate taxing jurisdiction. Merchandise return activity is immaterial to revenues due to products being returned quickly and the relatively low unit cost. |
Cost of Sales, Including Warehousing and Distribution Expenses [Policy Text Block] | (q) Cost of Sales, Including Warehousing and Distribution Expenses “Cost of sales, including warehousing and distribution expenses” consists of direct product costs (net of discounts and allowances), distribution center and transportation costs, as well as manufacturing facility operations. |
Vendor Allowances [Policy Text Block] | (r) Vendor Allowances Vendor allowances related to the Company's buying and merchandising activities are recorded as a reduction of cost of sales as they are earned, in accordance with the underlying agreement. Off-invoice and bill-back allowances are used to reduce direct product costs upon the receipt of goods. Promotional rebates and credits are accounted for as a reduction in the cost of inventory and recognized when the related inventory is sold. Volume incentive discounts are realized as a reduction of cost of sales at the time it is deemed probable and reasonably estimable that the incentive target will be reached. Long-term contract incentives, which require an exclusive vendor relationship, are allocated over the life of the contract. Promotional allowance funds for specific vendor-sponsored programs are recognized as a reduction of cost of sales as the program occurs and the funds are earned per the agreement. Cash discounts for prompt payment of invoices are realized in cost of sales as invoices are paid. Warehouse and back-haul allowances provided by suppliers for distributing their product through the Company’s distribution system are recorded in cost of sales offsetting costs incurred. Warehouse rack and slotting allowances are recorded in cost of sales when new items are initially set up in the Company's distribution system, which is when the related expenses are incurred and performance under the agreement is complete. Swell allowances for damaged goods are realized in cost of sales as provided by the supplier, helping to offset product shrink losses also recorded in cost of sales. Note 1 Summary of Significant Accounting Policies (continued) (r) Vendor Allowances (continued) Vendor allowances recorded as credits in cost of sales totaled $123.9 million in 2016, $ 97.0 million in 2015 and $89.5 million in 2014. Vendor paid cooperative advertising credits totaled $19.1 million in 2016, $ 17.1 million in 2015 and $16.0 million in 2014. These credits were netted against advertising costs within “Operating, general and administrative expenses.” The Company had accounts receivable due from vendors of $852,000 and $842,000 for earned advertising credits and $10.7 million and $8.1 million for earned promotional discounts as of December 31, 2016 and December 26, 2015, respectively. The Company had $4.0 million and $823,000 in unearned income included in accrued liabilities for unearned vendor programs under long-term contracts for display and shelf space allocation as of December 31, 2016 and December 26, 2015, respectively. |
Operating, General and Administrative Expenses [Policy Text Block] | (s) Operating, General and Administrative Expenses Business operating costs including expenses generated from administration and purchasing functions, are recorded in “Operating, general and administrative expenses” in the Consolidated Statements of Income. Business operating costs include items such as wages, benefits, utilities, repairs and maintenance, advertising costs and credits, rent, insurance, depreciation, leasehold amortization and costs for outside provided services. |
Advertising Costs [Policy Text Block] | (t) Advertising Costs The Company expenses advertising costs as incurred. The Company recorded advertising expense, before vendor paid cooperative advertising credits, of $26.3 million in 2016, $ 23.1 million in 2015 and $24.6 million in 2014 in “Operating, general and administrative expenses.” |
Rental Income [Policy Text Block] | (u) Rental Income The Company leases or subleases space to tenants in owned, vacated and open store facilities. Rental income is recorded when earned as a component of “Operating, general and administrative expenses.” All leases are operating leases, as disclosed in Note 5. |
New Accounting Pronouncements, Policy [Policy Text Block] | (v) Current Relevant Accounting Standards In May 2014, the Financial Accounting Standards Board (FASB) issued Accounting Standards Update (ASU) 2014-09, Revenue from Contracts with Customers (Topic 606) , which amended the existing accounting standards for revenue recognition. ASU 2014-09 establishes principles for recognizing revenue upon the transfer of promised goods or services to customers, in an amount that reflects the expected consideration received in exchange for those goods or services. The standard was initially effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. In August 2015, the FASB issued a one-year deferral of the effective date of this new guidance resulting in it now being effective for the Company beginning in fiscal year 2018. In March, April, May and December of 2016 the FASB issued ASU 2016-08, ASU 2016-10, ASU 2016-12 and ASU 2016-20, respectively, Revenue from Contracts with Customers (Topic 606) which amends the guidance in ASU 2014-09. Early adoption is not permitted. The amendments may be applied retrospectively to each prior period presented or retrospectively with the cumulative effect recognized as of the date of initial application. The Company is currently in the process of evaluating the impact of adoption of the ASU. The Company expects that the adoption of the ASU will not have a significant impact on the Company’s point of sale product sales. In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements – Going Concern (Subtopic 205-40)(Topic 718): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern. ASU 2014-15 provides guidance related to management’s responsibility to evaluate whether there is substantial doubt about the entity’s ability to continue as a going concern and to provide related note disclosures. The new requirements are effective for the annual periods ending after December 15, 2016, and for interim periods and annual periods thereafter. Early adoption is permitted. Adoption of the ASU did not have an impact on the Company’s 2016 Consolidated Financial Statements. In July 2015, the FASB issued ASU 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory . ASU 2015-11 amends guidance on the measurement of inventory from lower of cost or market to net realizable value. The amendment applies to all inventory other than those measured by Last-In-First-Out (LIFO) and the Retail Inventory Method (RIM). The amendment is effective for fiscal years beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is permitted. Adoption of the new ASU will not have a material impact on the Company’s Consolidated Financial Statements. Note 1 Summary of Significant Accounting Policies (continued) (v) Current Relevant Accounting Standards (continued) In January 2016, the FASB issued ASU 2016-01 Financial Instruments – Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities . ASU 2016-01 generally requires that equity investments (excluding equity method investments) be measured at fair value with changes in fair value recognized in net income. ASU 2016-01 also modifies certain disclosure requirements related to financial assets and liabilities. Under existing GAAP, changes in fair value of available-for-sale equity investments are recorded in other comprehensive income. The Company expects that the adoption of ASU 2016-01 will likely have an impact on the net income reported in the Company’s Consolidated Statements of Income but it is not expected to significantly impact the Company’s comprehensive income or shareholders’ equity. The amendment is effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years, with the cumulative effect of the adoption made to the balance sheet as of the date of adoption. Adoption will result in a reclassification of the related accumulated unrealized appreciation, net of applicable deferred income taxes, currently included in accumulated other comprehensive income to retained earnings, resulting in no impact on the Company’s shareholders’ equity. In February 2016, the FASB issued ASU 2016-02 Leases (Topic 842). ASU 2016-02 requires lessees to recognize assets and liabilities for the rights and obligations created by their leases with lease terms more than 12 months. Current guidance only requires capital leases to be recognized on the balance sheet. However, the ASU 2016-02 now requires that both capital and operating leases be recognized on the balance sheet. The effect on cash flows will strictly depend on whether the lease is classified as an operating lease or capital lease. The ASU 2016-02 will require disclosures to aid investors and other financial statement users to better understand the amount, timing and uncertainty of the cash flows arising from leases. These disclosures are to include qualitative and quantitative information about the amounts recorded in the financial statements. This ASU will have a limited impact on the accounting for leases by lessors. However, new guidance contains targeted improvements to align, where necessary, the lessor’s accounting with the lessee’s accounting standards. ASU 2016-02 will become effective for annual periods beginning after December 15, 2018 and for interim periods within those fiscal years. Although the Company has not completed its assessment, the Company expects that the adoption of ASU 2016-02 will have a significant impact on the Company’s Consolidated Balance Sheets. In March 2016, the FASB issued ASU 2016-04, Liabilities – Extinguishments of Liabilities (Suptopic 405-20) Recognition of Breakage for Certain Prepaid Stored-Value Products . ASU 2016-04 requires the debtor to derecognize a liability, such as a prepaid stored-value product, if and only if it has been extinguished by paying the creditor in cash, other financial assets, goods or services or if the debtor is relieved of its obligation legally, either judicially or by the creditor. ASU 2016-04 also requires that an entity must disclose the methodology and specific judgements made in applying the breakage recognized. ASU 2016-04 will become effective for the financial statements issued for the fiscal years beginning after December 15, 2017 and interim periods within those fiscal years. Early application is permitted including adoption in an interim period. The Company is currently in the process of evaluating the impact of adoption of the ASU. The Company expects that the adoption of the ASU will not have a significant impact on the Company’s Consolidated Financial Statements. In January 2017, the FASB issued ASU 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business . The ASU attempts to clarify the definition of a business by better defining the term output and requiring that to be considered a business the entity must (1) include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create an output and (2) remove the evaluation whether a market participant could replace missing elements. The amendments in ASU 2017-01 are effective for fiscal years beginning after December 15, 2017, including interim periods within those periods. The amendments should be applied prospectively on or after the effective date. No disclosures are required at the time of transition. The Company expects that the adoption of the ASU will not have a significant impact on the Company’s Consolidated Financial Statements . In January 2017, the FASB issued ASU 2017-04, Intangibles – Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment . The ASU eliminates Step 2 from the goodwill impairment test which had an entity perform procedures to determine the fair value of its assets and liabilities at the impairment testing date. The entity is now required, under ASU 2017-04, to perform the goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount and recognizing an impairment charge when the carrying amount exceeds the reporting unit’s fair value. The loss should not exceed the total amount of goodwill allocated to the reporting unit. The ASU also eliminates requirements for reporting units with a zero or negative carrying amount to perform a qualitative assessment. Therefore, the same impairment assessment applies to all reporting units. ASU 2017-04 should be applied prospectively and requires the disclosure of the nature and reason for the change in accounting principle upon transition, in the first interim and annual period the ASU is initially adopted. The amendments in ASU 2017-04 are effective for the annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted. The Company expects that the adoption of the ASU will not have a significant impact on the Company’s Consolidated Financial Statements. |
Summary of Significant Accoun24
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Significant Accounting Policies [Abstract] | |
Schedule of Finite-Lived and Indefinite-Lived Intangible Assets [Table Text Block] | The Company’s intangible assets and related accumulated amortization at December 31, 2016 and December 26, 2015 consisted of the following: December 31, 2016 December 26, 2015 Accumulated Accumulated (dollars in thousands) Gross Amortization Net Gross Amortization Net Liquor Licenses $ 8,423 $ - $ 8,423 $ 5,965 $ - $ 5,965 Lease Acquisitions 10,960 2,984 7,976 3,654 2,604 1,050 Customer Lists 295 21 274 162 15 147 Total $ 19,678 $ 3,005 $ 16,673 $ 9,781 $ 2,619 $ 7,162 |
Restructuring and Related Costs [Table Text Block] | The following table summarizes accrual activity for future lease obligations of stores that were closed in the normal course of business: Closed Store (dollars in thousands) Obligations Balance at December 27, 2014 $ 955 Additions 0 Payments (578) Adjustments (165) Balance at December 26, 2015 212 Additions 0 Payments (33) Adjustments (74) Balance at December 31, 2016 $ 105 |
Marketable Securities (Tables)
Marketable Securities (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Marketable Securities [Abstract] | |
Marketable securities [Table Text Block] | Marketable securities, as of December 31, 2016 and December 26, 2015, consisted of: Gross Gross (dollars in thousands) Amortized Unrealized Unrealized Fair December 31, 2016 Cost Holding Gains Holding Losses Value Available-for-sale: Level 1 Equity securities $ 1,198 $ 8,162 $ - $ 9,360 Level 2 Municipal bonds 57,739 531 (459) 57,811 $ 58,937 $ 8,693 $ (459) $ 67,171 Gross Gross (dollars in thousands) Amortized Unrealized Unrealized Fair December 26, 2015 Cost Holding Gains Holding Losses Value Available-for-sale: Level 1 Equity securities $ 1,198 $ 6,682 $ - $ 7,880 Level 2 Municipal bonds 82,347 1,468 (66) 83,749 $ 83,545 $ 8,150 $ (66) $ 91,629 |
Maturities of marketable securities classified as available-for-sale [Table Text Block] | Maturities of marketable securities classified as available-for-sale at December 31, 2016, were as follows: Amortized Fair (dollars in thousands) Cost Value Available-for-sale: Due within one year $ 6,144 $ 6,179 Due after one year through five years 27,780 27,972 Due after five years through ten years 20,317 20,162 Due after ten years 3,498 3,498 Equity securities 1,198 9,360 $ 58,937 $ 67,171 |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Inventories [Abstract] | |
Merchandise Inventories [Table Text Block] | Merchandise inventories, as of December 31, 2016 and December 26, 2015, were valued as follows: (dollars in thousands) 2016 2015 LIFO $ 223,294 $ 181,321 Average cost 53,489 48,078 $ 276,783 $ 229,399 |
Property and Equipment (Table)
Property and Equipment (Table) | 12 Months Ended |
Dec. 31, 2016 | |
Property and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Property and equipment, as of December 31, 2016 and December 26, 2015, consisted of: Useful Life (dollars in thousands) ( in years) 2016 2015 Land $ 134,813 $ 106,125 Buildings and improvements 10 -60 655,487 586,903 Equipment 3 -12 1,033,967 949,975 Leasehold improvements 5 -20 205,506 190,249 Total, at cost 2,029,773 1,833,252 Less accumulated depreciation and amortization 1,151,578 1,094,267 $ 878,195 $ 738,985 |
Lease Commitments (Tables)
Lease Commitments (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Lease Commitments [Abstract] | |
Schedule of Rent Expense [Table Text Block] | (dollars in thousands) 2016 2015 2014 Minimum annual rentals $ 38,632 $ 34,794 $ 35,183 Contingent rentals 431 452 409 Lease or sublease income (7,212) (7,069) (6,881) $ 31,851 $ 28,177 $ 28,711 |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | (dollars in thousands) Leases Subleases 2017 $ 43,512 $ (4,087) 2018 42,603 (3,716) 2019 35,710 (2,712) 2020 28,229 (2,461) 2021 22,031 (2,106) Thereafter 80,060 (9,850) $ 252,145 $ (24,932) |
Retirement Plans (Tables)
Retirement Plans (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Retirement Plans [Abstract] | |
Schedule of Costs of Retirement Plans [Table Text Block] | (dollars in thousands) 2016 2015 2014 Retirement savings plan 3,593 3,161 3,010 Deferred compensation plan 788 (318) 1,328 Supplemental executive retirement plan 909 484 1,061 Deferred compensation plan for pharmacists 284 (165) (228) $ 5,574 $ 3,162 $ 5,171 |
Accumulated Other Comprehensi30
Accumulated Other Comprehensive Income (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Accumulated Other Comprehensive Income [Abstract] | |
Schedule of Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Unrealized Gains on Available-for-Sale (dollars in thousands) Marketable Securities Accumulated other comprehensive income balance as of December 27, 2014 $ 4,829 Other comprehensive loss before reclassifications (52) Amounts reclassified from accumulated other comprehensive income (16) Net current period other comprehensive loss (68) Accumulated other comprehensive income balance as of December 26, 2015 $ 4,761 Other comprehensive income before reclassifications 348 Amounts reclassified from accumulated other comprehensive income (257) Net current period other comprehensive income 91 Accumulated other comprehensive income balance as of December 31, 2016 $ 4,852 |
Reclassification out of Accumulated Other Comprehensive Income [Table Text Block] | Gains Reclassified from Accumulated Other Comprehensive Income to the Consolidated Statements of Income (dollars in thousands) Location 2016 2015 2014 Unrealized gains on available-for-sale marketable securities Investment income $ 437 $ 27 $ 63 Provision for income taxes (180) (11) (26) Total amount reclassified, net of tax $ 257 $ 16 $ 37 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Income Taxes [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) [Table Text Block] | (dollars in thousands) 2016 2015 2014 Current: Federal $ 25,908 $ 29,888 $ 24,809 State 5,888 3,325 1,237 Deferred: Federal 6,020 (188) 2,559 State (317) (24) 676 $ 37,499 $ 33,001 $ 29,281 |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | (dollars in thousands) 2016 2015 2014 Income taxes at federal statutory rate $ 43,631 $ 32,316 $ 29,282 State income taxes, net of federal income tax benefit 2,413 1,112 1,436 Deferred tax on gain on bargain purchase (8,358) - - Other (187) (427) (1,437) Provision for income taxes (effective tax rate 30.1% , 35.7% and 35.0% , respectively) $ 37,499 $ 33,001 $ 29,281 |
Schedule of Deferred Tax Assets and Liabilities [Table Text Block] | (dollars in thousands) 2016 2015 Deferred tax assets: Accounts receivable $ 586 $ 813 Compensated absences 1,076 983 Employment incentives 9,826 3,143 Employee benefit plans 9,243 10,485 General liability insurance 4,359 4,048 Postretirement benefit obligations 6,484 5,906 Net operating loss carryforwards 5,600 5,926 Other 2,224 2,173 Total deferred tax assets 39,398 33,477 Deferred tax liabilities: Inventories (7,619) (6,808) Unrealized gains on marketable securities (3,382) (3,323) Nondeductible accruals and other (7,517) (9,240) Depreciation (140,325) (111,126) Total deferred tax liabilities (158,843) (130,497) Net deferred tax liability $ (119,445) $ (97,020) |
Schedule of Unrecognized Tax Benefits Roll Forward [Table Text Block] | (dollars in thousands) 2016 2015 Unrecognized tax benefits at beginning of year $ 1,264 $ - Increases based on tax positions related to the current year 1,563 1,264 Additions for tax positions of prior year 297 - Reductions for tax positions of prior years - - Settlements - - Expiration of the statute of limitations for assessment of taxes - - Unrecognized tax benefits at end of year $ 3,124 $ 1,264 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Business Acquisition [Line Items] | |
Business Acquisition, Pro Forma Information [Table Text Block] | (dollars in thousands) For the Fiscal Years Ended December 31, 2016, 2016 2015 2014 December 26, 2015 and December 27, 2014 (53 weeks) (52 weeks) (52 weeks) Sales $ 3,563,145 $ 3,424,414 $ 3,317,174 |
Mars Super Market [Member] | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | 5 Mars Super Market Stores (dollars in thousands) August 1, 2016 Inventories $ 1,267 Accounts receivable and prepaid expenses 248 Property and equipment 7,305 Goodwill 13,255 Intangibles - favorable leasehold interest, net 2,495 Total fair value of assets acquired $ 24,570 |
Food Lion, LLC [Member] | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | 38 Food Lion, LLC Stores (dollars in thousands) Sept. 11 - Oct. 30, 2016 Assets $ Current: Accounts receivable, net 146 Inventories 7,614 Prepaid expenses and other current assets 1,044 Total current assets 8,804 Property and equipment, net 60,735 Intangibles - favorable leasehold interest 4,583 Total assets 74,122 Liabilities Current: Accrued expenses (428) Total current liabilities (428) Other - unfavorable leasehold interest (3,738) Deferred tax liability (16,663) Total liabilities (20,829) Total fair value of assets acquired and liabilities assumed $ 53,293 Gain on bargain purchase $ 23,879 |
Nell's Family Market [Member] | |
Business Acquisition [Line Items] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Nell's Family Market Store (dollars in thousands) October 30, 2016 Assets $ Current: Inventories 401 Prepaid expenses and other current assets 39 Total current assets 440 Property and equipment, net 8,625 Goodwill 3,913 Intangible and other assets, net 23 Total assets 13,001 Liabilities Current: Accrued expenses (3) Total current liabilities (3) Total fair value of assets acquired and liabilities assumed $ 12,998 |
Summary of Quarterly Results (T
Summary of Quarterly Results (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Summary of Quarterly Results [Abstract] | |
Quarterly Financial Information [Table Text Block] | (dollars in thousands, except per share amounts) Thirteen Weeks Ended Fourteen Weeks Ended March 26, 2016 June 25, 2016 September 24, 2016 December 31, 2016 Net sales $ 738,204 $ 730,433 $ 742,986 $ 925,097 Gross profit on sales 207,112 201,938 204,864 258,241 Gain on bargain purchase - - - 23,879 Net income 20,129 15,265 10,628 41,140 Basic and diluted earnings per share $ .75 $ .57 $ .40 $ 1.52 (dollars in thousands, except per share amounts) Thirteen Weeks Ended March 28, 2015 June 27, 2015 September 26, 2015 December 26, 2015 Net sales $ 712,426 $ 718,380 $ 711,879 $ 734,063 Gross profit on sales 195,115 198,919 194,147 198,551 Net income 13,323 16,644 12,788 16,575 Basic and diluted earnings per share $ .50 $ .62 $ .48 $ .61 |
Summary of Significant Accoun34
Summary of Significant Accounting Policies (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2016 | Dec. 31, 2016 | Dec. 26, 2015 | Dec. 27, 2014 | Mar. 01, 2014 | |
Fiscal Period Duration | 371 days | 364 days | 364 days | ||
Cash Equivalents, at Carrying Value | $ 714 | $ 714 | $ 7,700 | ||
Allowance for Doubtful Accounts Receivable | 1,455 | 1,455 | 1,967 | ||
Impairment of Long-Lived Assets Held-for-use | 894 | 894 | 0 | $ 0 | |
Self Insurance, Maximum of Workers Compensation Claims Liability per Associate per Claim | 2,000 | ||||
Stop loss insurance specific deductible | $ 500 | ||||
Stop loss insurance aggregating deductible | $ 250 | ||||
Cost of Goods Sold, Vendor Allowances | 123,900 | 97,000 | 89,500 | ||
Vendor Paid Cooperative Advertising Credits | 19,100 | 17,100 | 16,000 | ||
Accounts Receivable, Earned Advertising Credits | 852 | 852 | 842 | ||
Accounts Receivable, Earned Promotional Discounts | 10,700 | 10,700 | 8,100 | ||
Unearned Income for Vendor Programs | $ 4,000 | 4,000 | 823 | ||
Advertising Expense | 26,300 | $ 23,100 | $ 24,600 | ||
Between March 1, 2013 to March 1, 2014 [Member] | |||||
Self Insurance, Annual Maximum of Health Claims Liability per Associate | 2,000 | ||||
Maximum [Member] | |||||
Property and Casualty Insurance, Deductible | 1,000 | ||||
Minimum [Member] | |||||
Property and Casualty Insurance, Deductible | $ 100 |
Summary of Significant Accoun35
Summary of Significant Accounting Policies (Intangible Assets) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 26, 2015 | |
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Accumulated Amortization | $ 3,005 | $ 2,619 |
Intangible Assets, Gross (Excluding Goodwill) | 19,678 | 9,781 |
Intangible Assets, Net (Excluding Goodwill) | 16,673 | 7,162 |
Finite-Lived Intangible Assets, Amortization Expense, Next Twelve Months | 928 | |
Finite-Lived Intangible Assets, Amortization Expense, Year Two | 928 | |
Finite-Lived Intangible Assets, Amortization Expense, Year Three | 928 | |
Finite-Lived Intangible Assets, Amortization Expense, Year Four | 925 | |
Finite-Lived Intangible Assets, Amortization Expense, Year Five | 869 | |
Liquor Licenses [Member] | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Indefinite-Lived Intangible Assets (Excluding Goodwill) | 8,423 | 5,965 |
Lease Acquisitions [Member] | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 10,960 | 3,654 |
Finite-Lived Intangible Assets, Accumulated Amortization | 2,984 | 2,604 |
Finite-Lived Intangible Assets, Net | 7,976 | 1,050 |
Customer Lists [Member] | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 295 | 162 |
Finite-Lived Intangible Assets, Accumulated Amortization | 21 | 15 |
Finite-Lived Intangible Assets, Net | $ 274 | $ 147 |
Maximum [Member] | ||
Finite-Lived and Indefinite-Lived Intangible Assets [Line Items] | ||
Finite-Lived Intangible Asset, Useful Life | 30 years |
Summary of Significant Accoun36
Summary of Significant Accounting Policies (Changes in Future Closed Store Lease Obligations) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 26, 2015 | |
Restructuring Cost and Reserve [Line Items] | ||
Closed store lease liabilities, Beginning Balance | $ 212 | |
Closed store lease liabilities, Ending Balance | $ 105 | $ 212 |
Maximum [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Remaining lease term of closed stores | 2 years | |
Facility Closing [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Closed store lease liabilities, Beginning Balance | $ 212 | 955 |
Additions | 0 | 0 |
Payments | (33) | (578) |
Adjustments | (74) | (165) |
Closed store lease liabilities, Ending Balance | $ 105 | $ 212 |
Marketable Securities (Availabl
Marketable Securities (Available For Sale Securities) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 26, 2015 |
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale Securities, Amortized Cost, Total | $ 58,937 | $ 83,545 |
Gross Unrealized Holding Gains | 8,693 | 8,150 |
Gross Unrealized Holding Losses | (459) | (66) |
Fair Value | 67,171 | 91,629 |
Equity Securities [Member] | Fair Value, Inputs, Level 1 [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale Securities, Amortized Cost, Total | 1,198 | 1,198 |
Gross Unrealized Holding Gains | 8,162 | 6,682 |
Fair Value | 9,360 | 7,880 |
Municipal Bonds [Member] | Fair Value, Inputs, Level 2 [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Available-for-sale Securities, Amortized Cost, Total | 57,739 | 82,347 |
Gross Unrealized Holding Gains | 531 | 1,468 |
Gross Unrealized Holding Losses | (459) | (66) |
Fair Value | $ 57,811 | $ 83,749 |
Marketable Securities (Maturiti
Marketable Securities (Maturities of Marketable Securities) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 26, 2015 |
Marketable Securities [Abstract] | ||
Amortized Cost, Due within one year | $ 6,144 | |
Fair Value, Due within one year | 6,179 | |
Amortized Cost, Due after one year through five years | 27,780 | |
Fair Value, Due after one year through five years | 27,972 | |
Amortized Cost, Due after five years through ten years | 20,317 | |
Fair Value, Due after five years through ten years | 20,162 | |
Amortized Cost, Due after ten years | 3,498 | |
Fair Value, Due after ten years | 3,498 | |
Amortized Cost, Equity securities | 1,198 | |
Fair Value, Equity securities | 9,360 | |
Available-for-sale Securities, Amortized Cost, Total | 58,937 | $ 83,545 |
Available-for-sale Securities, Fair Value, Total | $ 67,171 | $ 91,629 |
Inventories (Merchandise Invent
Inventories (Merchandise Inventories) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 26, 2015 |
Inventories [Abstract] | ||
LIFO | $ 223,294 | $ 181,321 |
Average Cost | 53,489 | 48,078 |
Inventories | 276,783 | 229,399 |
Excess of Replacement or Current Costs over Stated LIFO Value | $ 79,128 | $ 81,347 |
Property and Equipment (Schedul
Property and Equipment (Schedule of Property and Equipment) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 26, 2015 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | $ 2,029,773 | $ 1,833,252 |
Less accumulated depreciation and amortization | 1,151,578 | 1,094,267 |
Property and equipment, net | 878,195 | 738,985 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 134,813 | 106,125 |
Buildings and improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 655,487 | 586,903 |
Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | 1,033,967 | 949,975 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, at cost | $ 205,506 | $ 190,249 |
Minimum [Member] | Buildings and improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 10 years | |
Minimum [Member] | Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 3 years | |
Minimum [Member] | Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 5 years | |
Maximum [Member] | Buildings and improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 60 years | |
Maximum [Member] | Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 12 years | |
Maximum [Member] | Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, useful life | 20 years |
Lease Commitments (Narrative) (
Lease Commitments (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 26, 2015 | |
Operating Leased Assets [Line Items] | ||
Percentage of facilities under operating lease | 54.00% | |
Lease Expiration Date | Dec. 31, 2033 | |
Accrued Rent | $ 0 | $ 32 |
Maximum [Member] | ||
Operating Leased Assets [Line Items] | ||
Lessee Leasing Arrangements, Operating Leases, Renewal Term | 20 years | |
Minimum [Member] | ||
Operating Leased Assets [Line Items] | ||
Lessee Leasing Arrangements, Operating Leases, Renewal Term | 5 years |
Lease Commitments (Rent Expense
Lease Commitments (Rent Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 26, 2015 | Dec. 27, 2014 | |
Lease Commitments [Abstract] | |||
Minimum annual rentals | $ 38,632 | $ 34,794 | $ 35,183 |
Contingent rentals | 431 | 452 | 409 |
Lease or sublease income | (7,212) | (7,069) | (6,881) |
Operating Leases, Rent Expense, Net, Total | $ 31,851 | $ 28,177 | $ 28,711 |
Lease Commitments (Future Minim
Lease Commitments (Future Minimum Payments) (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Lease Commitments [Abstract] | |
Operating Leases, Future Minimum Payments Due, Next Twelve Months | $ 43,512 |
Operating Leases, Future Minimum Payments, Due in Two Years | 42,603 |
Operating Leases, Future Minimum Payments, Due in Three Years | 35,710 |
Operating Leases, Future Minimum Payments, Due in Four Years | 28,229 |
Operating Leases, Future Minimum Payments, Due in Five Years | 22,031 |
Operating Leases, Future Minimum Payments, Due Thereafter | 80,060 |
Operating Leases, Future Minimum Payments Due, Total | 252,145 |
Operating Leases, Future Minimum Payments Receivable, Current | (4,087) |
Operating Leases, Future Minimum Payments Receivable, in Two Years | (3,716) |
Operating Leases, Future Minimum Payments Receivable, in Three Years | (2,712) |
Operating Leases, Future Minimum Payments Receivable, in Four Years | (2,461) |
Operating Leases, Future Minimum Payments Receivable, in Five Years | (2,106) |
Operating Leases, Future Minimum Payments Receivable, Thereafter | (9,850) |
Operating Leases, Future Minimum Payments Receivable, Total | $ (24,932) |
Retirement Plans (Narrative) (D
Retirement Plans (Narrative) (Details) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016USD ($) | Dec. 26, 2015USD ($) | |
Retirement Plans [Abstract] | ||
Number of supplemental retirement plans | 3 | |
Defined Benefit Plan, Benefit Obligation | $ 6,077 | |
Retirement Plans, Accumulated Benefit Obligation | $ 11,176 | $ 9,079 |
Deferred Compensation Arrangement with Individual, Requisite Service Period | 6 years |
Retirement Plans (Retirement Pl
Retirement Plans (Retirement Plan Costs) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 26, 2015 | Dec. 27, 2014 | |
Defined Benefit Plan Disclosure [Line Items] | |||
Pension Expense | $ 5,574 | $ 3,162 | $ 5,171 |
Retirement savings plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Pension Expense | 3,593 | 3,161 | 3,010 |
Deferred compensation plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Pension Expense | 788 | (318) | 1,328 |
Supplemental executive retirement plan [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Pension Expense | 909 | 484 | 1,061 |
Deferred compensation plan for pharmacists [Member] | |||
Defined Benefit Plan Disclosure [Line Items] | |||
Pension Expense | $ 284 | $ (165) | $ (228) |
Retirement Plans (Estimated fut
Retirement Plans (Estimated future benefit payments) (Details) $ in Thousands | Dec. 31, 2016USD ($) |
Retirement Plans [Abstract] | |
2,017 | $ 1,976 |
Thereafter | $ 1,013 |
Accumulated Other Comprehensi47
Accumulated Other Comprehensive Income (Schedule of Accumulated Other Comprehensive Income) (Details) - Accumulated Net Investment Gain (Loss) Attributable to Parent [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 26, 2015 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Accumulated other comprehensive income balance, beginning balance | $ 4,761 | $ 4,829 |
Other comprehensive income (loss) before reclassifications | 348 | (52) |
Amounts reclassified from accumulated other comprehensive income | (257) | (16) |
Other comprehensive income (loss), net of tax | 91 | (68) |
Accumulated other comprehensive income balance, ending balance | $ 4,852 | $ 4,761 |
Accumulated Other Comprehensi48
Accumulated Other Comprehensive Income (Reclassifications out of Accumulated Other Comprehensive Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 24, 2016 | Jun. 25, 2016 | Mar. 26, 2016 | Dec. 26, 2015 | Sep. 26, 2015 | Jun. 27, 2015 | Mar. 28, 2015 | Dec. 31, 2016 | Dec. 26, 2015 | Dec. 27, 2014 | |
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||
Investment income and interest expense | $ 2,457 | $ 1,552 | $ 2,287 | ||||||||
Provision for income taxes | (37,499) | (33,001) | (29,281) | ||||||||
Net income | $ 41,140 | $ 10,628 | $ 15,265 | $ 20,129 | $ 16,575 | $ 12,788 | $ 16,644 | $ 13,323 | 87,162 | 59,330 | 54,381 |
Accumulated Net Investment Gain (Loss) Attributable to Parent [Member] | Reclassification out of Accumulated Other Comprehensive Income [Member] | |||||||||||
Reclassification Adjustment out of Accumulated Other Comprehensive Income [Line Items] | |||||||||||
Investment income and interest expense | 437 | 27 | 63 | ||||||||
Provision for income taxes | (180) | (11) | (26) | ||||||||
Net income | $ 257 | $ 16 | $ 37 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 26, 2015 | Dec. 27, 2014 | |
Operating Loss Carryforwards | $ 86.2 | ||
Earliest Tax Year [Member] | |||
Operating Loss Carryforwards, Expiration Date | Dec. 31, 2027 | ||
Latest Tax Year [Member] | |||
Internal Revenue Service income tax examination, year | 2,008 | ||
Federal [Member] | |||
Income Taxes Paid | $ 27.3 | $ 28 | $ 25 |
State [Member] | |||
Income Taxes Paid | $ 3.7 | $ 2.2 | $ 1.8 |
Pennsylvania [Member] | Earliest Tax Year [Member] | |||
Open Tax Year | 2,012 | ||
Pennsylvania [Member] | Latest Tax Year [Member] | |||
Open Tax Year | 2,016 |
Income Taxes (Provision for Inc
Income Taxes (Provision for Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 26, 2015 | Dec. 27, 2014 | |
Income Taxes [Abstract] | |||
Current Federal Income Tax Expense (Benefit) | $ 25,908 | $ 29,888 | $ 24,809 |
Current State Income Tax Expense (Benefit) | 5,888 | 3,325 | 1,237 |
Deferred Federal Income Tax Expense (Benefit) | 6,020 | (188) | 2,559 |
Deferred State Income Tax Expense (Benefit) | (317) | (24) | 676 |
Provision for income taxes | $ 37,499 | $ 33,001 | $ 29,281 |
Income Taxes (Reconciliation of
Income Taxes (Reconciliation of Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 26, 2015 | Dec. 27, 2014 | |
Income Taxes [Abstract] | |||
Income taxes at federal statutory rate | $ 43,631 | $ 32,316 | $ 29,282 |
State income taxes, net of federal income tax benefit | 2,413 | 1,112 | 1,436 |
Deferred tax on gain on bargain purchase | (8,358) | 0 | 0 |
Other | (187) | (427) | (1,437) |
Provision for income taxes | $ 37,499 | $ 33,001 | $ 29,281 |
Effective Income Tax Rate Reconciliation, at Federal Statutory Income Tax Rate, Percent | 35.00% | 35.00% | 35.00% |
Effective Income Tax Rate Reconciliation, Percent | 30.10% | 35.70% | 35.00% |
Income Taxes (Schedule of Defer
Income Taxes (Schedule of Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Dec. 26, 2015 |
Income Taxes [Abstract] | ||
Accounts receivable | $ 586 | $ 813 |
Compensated absences | 1,076 | 983 |
Employment incentives | 9,826 | 3,143 |
Employee benefit plans | 9,243 | 10,485 |
General liability insurance | 4,359 | 4,048 |
Postretirement benefit obligations | 6,484 | 5,906 |
Net operating loss carryforwards | 5,600 | 5,926 |
Other | 2,224 | 2,173 |
Total deferred tax assets | 39,398 | 33,477 |
Inventories | (7,619) | (6,808) |
Unrealized gains on marketable securities | (3,382) | (3,323) |
Nondeductible accruals and other | (7,517) | (9,240) |
Depreciation | (140,325) | (111,126) |
Total deferred tax liabilities | (158,843) | (130,497) |
Net deferred tax liability | $ (119,445) | $ (97,020) |
Income Taxes (Schedule of Unrec
Income Taxes (Schedule of Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 26, 2015 | |
Income Taxes [Abstract] | ||
Unrecognized tax benefits at beginning of year | $ 1,264 | $ 0 |
Increases based on tax positions related to the current year | 1,563 | 1,264 |
Additions for tax positions of prior year | 297 | 0 |
Reductions for tax positions of prior years | 0 | 0 |
Settlements | 0 | 0 |
Expiration of the statute of limitations for assessment of taxes | 0 | 0 |
Unrecognized tax benefits at end of year | 3,124 | 1,264 |
Unrecognized tax benefits that would impact effective tax rate | $ 1,860 | $ 1,264 |
Acquisition of Business (Narrat
Acquisition of Business (Narrative) (Details) $ in Thousands | Oct. 30, 2016USD ($)store | Aug. 01, 2016USD ($)store | Aug. 31, 2015USD ($) | Dec. 31, 2016USD ($) | Oct. 30, 2016USD ($)storesite | Dec. 31, 2016USD ($) | Sep. 24, 2016USD ($) | Jun. 25, 2016USD ($) | Mar. 26, 2016USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2016USD ($) | Dec. 26, 2015USD ($) | Dec. 27, 2014USD ($) |
Acquisitions [Line Items] | ||||||||||||||
Purchase price | $ 63,632 | $ 0 | $ 0 | |||||||||||
Gain on bargain purchase | $ 23,879 | $ 0 | $ 0 | $ 0 | 23,879 | 0 | $ 0 | |||||||
Goodwill | $ 52,330 | $ 52,330 | $ 52,330 | $ 52,330 | $ 52,330 | $ 35,162 | ||||||||
Mars Super Market [Member] | ||||||||||||||
Acquisitions [Line Items] | ||||||||||||||
Sales | $ 38,000 | |||||||||||||
Number of stores acquired | store | 5 | |||||||||||||
Purchase price | $ 24,600 | |||||||||||||
Goodwill | $ 13,255 | |||||||||||||
Number of lease obligations assumed | 2 | |||||||||||||
Number of new lease agreements due to acquisition | 2 | |||||||||||||
Goodwill deductible for tax purposes | $ 13,300 | |||||||||||||
Food Lion, LLC [Member] | ||||||||||||||
Acquisitions [Line Items] | ||||||||||||||
Sales | $ 92,500 | |||||||||||||
Number of stores acquired | store | 38 | |||||||||||||
Number of owned stores acquired | site | 8 | |||||||||||||
Purchase price | $ 29,400 | |||||||||||||
Gain on bargain purchase | $ 23,879 | |||||||||||||
Number of lease obligations assumed | 30 | |||||||||||||
Food Lion, LLC [Member] | MARYLAND | ||||||||||||||
Acquisitions [Line Items] | ||||||||||||||
Number of stores acquired | store | 21 | |||||||||||||
Food Lion, LLC [Member] | VIRGINIA | ||||||||||||||
Acquisitions [Line Items] | ||||||||||||||
Number of stores acquired | store | 13 | |||||||||||||
Food Lion, LLC [Member] | DELAWARE | ||||||||||||||
Acquisitions [Line Items] | ||||||||||||||
Number of stores acquired | store | 4 | |||||||||||||
Nell's Family Market [Member] | ||||||||||||||
Acquisitions [Line Items] | ||||||||||||||
Sales | $ 3,000 | |||||||||||||
Number of stores acquired | store | 1 | |||||||||||||
Purchase price | $ 13,000 | |||||||||||||
Purchase price payable | 3,400 | |||||||||||||
Purchase price payable, term | 4 years | |||||||||||||
Goodwill | 3,913 | $ 3,913 | ||||||||||||
Goodwill deductible for tax purposes | $ 3,900 | $ 3,900 | ||||||||||||
C&S Wholesale Grocers [Member] | ||||||||||||||
Acquisitions [Line Items] | ||||||||||||||
Purchase price | $ 7,900 | |||||||||||||
Goodwill | 0 | |||||||||||||
Land | 1,900 | |||||||||||||
Buildings | 5,900 | |||||||||||||
Equipment | $ 112 |
Acquisition of Business (Summar
Acquisition of Business (Summary of Fair Value of Assets Acquired and Liabilities Assumed - Mars Super Market Stores) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Aug. 01, 2016 | Dec. 26, 2015 |
Business Acquisition [Line Items] | |||
Goodwill | $ 52,330 | $ 35,162 | |
Mars Super Market [Member] | |||
Business Acquisition [Line Items] | |||
Inventories | $ 1,267 | ||
Accounts receivable and prepaid expenses | 248 | ||
Property and equipment | 7,305 | ||
Goodwill | 13,255 | ||
Intangibles - favorable leasehold interest, net | 2,495 | ||
Total fair value of assets acquired | $ 24,570 |
Acquisition of Business (Summ56
Acquisition of Business (Summary of Fair Value of Assets Acquired and Liabilities Assumed - Food Lion) (Details) - USD ($) $ in Thousands | Oct. 30, 2016 | Dec. 31, 2016 | Sep. 24, 2016 | Jun. 25, 2016 | Mar. 26, 2016 | Dec. 31, 2016 | Dec. 26, 2015 | Dec. 27, 2014 |
Business Acquisition [Line Items] | ||||||||
Gain on bargain purchase | $ 23,879 | $ 0 | $ 0 | $ 0 | $ 23,879 | $ 0 | $ 0 | |
Food Lion, LLC [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Accounts receivable, net | $ 146 | |||||||
Inventories | 7,614 | |||||||
Prepaid expenses and other current assets | 1,044 | |||||||
Total current assets | 8,804 | |||||||
Property and equipment, net | 60,735 | |||||||
Intangibles - favorable leasehold interest | 4,583 | |||||||
Total fair value of assets acquired | 74,122 | |||||||
Accrued expenses | (428) | |||||||
Total current liabilities | (428) | |||||||
Other - unfavorable leasehold interest | (3,738) | |||||||
Deferred tax liability | (16,663) | |||||||
Total liabilities | (20,829) | |||||||
Total fair value of assets acquired and liabilities assumed | 53,293 | |||||||
Gain on bargain purchase | $ 23,879 |
Acquisition of Business (Summ57
Acquisition of Business (Summary of Fair Value of Assets Acquired and Liabilities Assumed - Nell's Family Market Store) (Details) - USD ($) $ in Thousands | Dec. 31, 2016 | Oct. 30, 2016 | Dec. 26, 2015 |
Business Acquisition [Line Items] | |||
Goodwill | $ 52,330 | $ 35,162 | |
Nell's Family Market [Member] | |||
Business Acquisition [Line Items] | |||
Inventories | $ 401 | ||
Prepaid expenses and other current assets | 39 | ||
Total current assets | 440 | ||
Property and equipment, net | 8,625 | ||
Goodwill | 3,913 | ||
Intangible and other assets, net | 23 | ||
Total fair value of assets acquired | 13,001 | ||
Accrued expenses | (3) | ||
Total current liabilities | (3) | ||
Total fair value of assets acquired and liabilties assumed | $ 12,998 |
Acquisition of Business (Pro Fo
Acquisition of Business (Pro Forma Information) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 26, 2015 | Dec. 27, 2014 | |
Acquisition of Business [Abstract] | |||
Sales | $ 3,563,145 | $ 3,424,414 | $ 3,317,174 |
Summary of Quarterly Financial
Summary of Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2016 | Sep. 24, 2016 | Jun. 25, 2016 | Mar. 26, 2016 | Dec. 26, 2015 | Sep. 26, 2015 | Jun. 27, 2015 | Mar. 28, 2015 | Dec. 31, 2016 | Dec. 26, 2015 | Dec. 27, 2014 | |
Summary of Quarterly Results [Abstract] | |||||||||||
Net sales | $ 925,097 | $ 742,986 | $ 730,433 | $ 738,204 | $ 734,063 | $ 711,879 | $ 718,380 | $ 712,426 | $ 3,136,720 | $ 2,876,748 | $ 2,776,683 |
Gross profit on sales | 258,241 | 204,864 | 201,938 | 207,112 | 198,551 | 194,147 | 198,919 | 195,115 | 872,155 | 786,732 | 752,962 |
Gain on bargain purchase | 23,879 | 0 | 0 | 0 | 23,879 | 0 | 0 | ||||
Net income | $ 41,140 | $ 10,628 | $ 15,265 | $ 20,129 | $ 16,575 | $ 12,788 | $ 16,644 | $ 13,323 | $ 87,162 | $ 59,330 | $ 54,381 |
Basic and diluted earnings per share | $ 1.52 | $ 0.40 | $ 0.57 | $ 0.75 | $ 0.61 | $ 0.48 | $ 0.62 | $ 0.50 | $ 3.24 | $ 2.21 | $ 2.02 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Mar. 13, 2017 | Sep. 01, 2016 | |
Line of Credit Facility [Line Items] | |||
Interest Expense, Debt | $ 242 | ||
Revolving Credit Facility [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Line of Credit Facility [Line Items] | |||
Debt Instrument, Basis Spread on Variable Rate | 0.65% | ||
Revolving Credit Facility [Member] | Wells Fargo Bank, N.A. [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 100,000 | ||
Line of Credit Facility, Fair Value of Amount Outstanding | $ 64,500 | ||
Debt Instrument, Maturity Date | Sep. 1, 2019 | ||
Debt Instrument, Covenant, Minimum EBITDA | $ 75,000 | ||
Letters of Credit Outstanding, Amount | $ 16,700 | ||
Debt Instrument, Covenant Description | The only financial covenant in the credit facility requires the Company's minimum EBITDA to be at least $75.0 million. | ||
Revolving Credit Facility [Member] | Wells Fargo Bank, N.A. [Member] | Subsequent Event [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 120,000 | ||
Line of Credit [Member] | Wells Fargo Bank, N.A. [Member] | |||
Line of Credit Facility [Line Items] | |||
Line of Credit Facility, Maximum Borrowing Capacity | $ 50,000 |
Valuation and Qualifying Acco61
Valuation and Qualifying Accounts (Details) - Allowance For Uncollectible Accounts [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 26, 2015 | Dec. 27, 2014 | |
Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Balance at Beginning of Period | $ 1,967 | $ 1,578 | $ 1,882 |
Charged to Costs and Expenses | 1,145 | 1,438 | 577 |
Deductions | 1,657 | 1,049 | 881 |
Balance at End of Period | $ 1,455 | $ 1,967 | $ 1,578 |