DOCUMENT AND ENTITY INFORMATION
DOCUMENT AND ENTITY INFORMATION - shares | 9 Months Ended | |
Apr. 25, 2020 | Jun. 04, 2020 | |
Entity Registrant Name | VILLAGE SUPER MARKET INC | |
Entity Central Index Key | 0000103595 | |
Current Fiscal Year End Date | --07-25 | |
Entity Filer Category | Accelerated Filer | |
Document Type | 10-Q | |
Document Period End Date | Apr. 25, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus (Q1,Q2,Q3,FY) | Q3 | |
Amendment Flag | false | |
Entity Emerging Growth Company | false | |
Entity Small Business | true | |
Entity Shell Company | false | |
Common Class A [Member] | ||
Entity Common Stock, Shares Outstanding | 10,243,990 | |
Common Class B [Member] | ||
Entity Common Stock, Shares Outstanding | 4,293,748 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Apr. 25, 2020 | Jul. 27, 2019 |
Current assets | ||
Cash and cash equivalents | $ 89,602 | $ 101,121 |
Merchandise inventories | 32,613 | 38,503 |
Patronage dividend receivable | 7,500 | 11,908 |
Income Taxes Receivable, Current | 19 | 43 |
Other current assets | 15,853 | 17,206 |
Total current assets | 145,587 | 168,781 |
Property, equipment and fixtures, net | 230,886 | 224,890 |
Operating lease assets | 94,838 | |
Notes receivable from Wakefern | 52,451 | 50,208 |
Investment in Wakefern | 28,783 | 28,644 |
Goodwill | 12,586 | 12,650 |
Other assets | 24,965 | 17,116 |
Total assets | 590,096 | 502,289 |
Current liabilities | ||
Operating lease obligations | 11,765 | |
Capital and financing lease obligations | 452 | 1,022 |
Notes payable to Wakefern | 141 | 43 |
Accounts payable to Wakefern | 71,211 | 66,130 |
Accounts payable and accrued expenses | 19,350 | 23,950 |
Accrued wages and benefits | 19,277 | 20,259 |
Income taxes payable | 2,324 | 1,070 |
Total current liabilities | 124,520 | 112,474 |
Long-term debt | ||
Operating lease obligations | 95,418 | |
Capital and financing lease obligations | 23,243 | |
Finance lease obligations | 40,753 | |
Notes payable to Wakefern | 766 | 803 |
Notes Payable, Noncurrent | 5,983 | 6,169 |
Total long-term debt | 125,410 | 47,725 |
Pension liabilities | 5,080 | 4,759 |
Other liabilities | 8,078 | 18,659 |
Shareholders' equity | ||
Preferred stock, no par value: Authorized 10,000 shares, none issued | 0 | 0 |
Retained earnings | 280,294 | 270,753 |
Accumulated other comprehensive loss | (7,466) | (8,342) |
Total shareholders’ equity | 327,008 | 318,672 |
Total liabilities and shareholders’ equity | 590,096 | 502,289 |
Common Class A [Member] | ||
Shareholders' equity | ||
Common Stock | 67,422 | 65,114 |
Less treasury stock, Class A, at cost: 496 shares at July 28, 2018 and 477 shares at July 29, 2017 | (13,939) | (9,550) |
Common Class B [Member] | ||
Shareholders' equity | ||
Common Stock | $ 697 | $ 697 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - shares | Apr. 25, 2020 | Jul. 27, 2019 |
Preferred stock shares authorized (in shares) | 10,000,000 | 10,000,000 |
Preferred stock shares issued (in shares) | 0 | 0 |
Common Class A [Member] | ||
Common stock shares authorized (in shares) | 20,000,000 | 20,000,000 |
Common stock shares issued (in shares) | 10,970,000 | 10,593,000 |
Treasury shares | 726,000 | 502,000 |
Common Class B [Member] | ||
Common stock shares authorized (in shares) | 20,000,000 | 20,000,000 |
Common stock shares issued (in shares) | 4,294,000 | 4,294,000 |
CONSOLIDATED STATMENTS OF OPERA
CONSOLIDATED STATMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 25, 2020 | Apr. 27, 2019 | Apr. 25, 2020 | Apr. 27, 2019 | |
Sales | $ 458,292 | $ 395,458 | $ 1,303,116 | $ 1,225,137 |
Cost of sales | 328,391 | 284,847 | 941,722 | 884,678 |
Gross profit | 129,901 | 110,611 | 361,394 | 340,459 |
Operating and administrative expense | 106,987 | 97,351 | 317,861 | 293,679 |
Depreciation and amortization | 7,678 | 6,566 | 22,914 | 20,481 |
Operating income | 15,236 | 6,694 | 20,619 | 26,299 |
Interest expense | (563) | (1,106) | (1,698) | (3,334) |
Interest income | 910 | 1,402 | 3,199 | 3,886 |
Income before income taxes | 15,583 | 6,990 | 22,120 | 26,851 |
Income taxes | 4,431 | 2,020 | 6,396 | 8,041 |
Net income | $ 11,152 | $ 4,970 | $ 15,724 | $ 18,810 |
Common Class A [Member] | ||||
Net income per share: | ||||
Basic (in dollars per share) | $ 0.86 | $ 0.39 | $ 1.22 | $ 1.46 |
Diluted (in dollars per share) | 0.77 | 0.34 | 1.09 | 1.31 |
Common Class B [Member] | ||||
Net income per share: | ||||
Basic (in dollars per share) | 0.56 | 0.25 | 0.79 | 0.95 |
Diluted (in dollars per share) | $ 0.56 | $ 0.25 | $ 0.79 | $ 0.95 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 25, 2020 | Apr. 27, 2019 | Apr. 25, 2020 | Apr. 27, 2019 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | ||||
Net income | $ 11,152 | $ 4,970 | $ 15,724 | $ 18,810 |
Other comprehensive income: | ||||
Amortization of pension actuarial loss, net of tax | 100 | 102 | 303 | 306 |
Pension settlement loss, net of tax | 83 | 302 | 954 | 302 |
Pension remeasurement, net of tax | 323 | 0 | (381) | 0 |
Comprehensive income | $ 11,658 | $ 5,374 | $ 16,600 | $ 19,418 |
CONSOLIDATED STATEMENTS OF CO_2
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 25, 2020 | Apr. 27, 2019 | Apr. 25, 2020 | Apr. 27, 2019 | |
Comprehensive Income (Loss), Net of Tax, Attributable to Parent [Abstract] | ||||
Tax of amortization of pension actuarial loss | $ 44 | $ 43 | $ 132 | $ 131 |
Tax on pension settlement loss | (33) | $ (129) | 408 | $ 129 |
Tax on pension remeasurement | $ (139) | $ 164 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock [Member]Common Class A [Member] | Common Stock [Member]Common Class B [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Treasury Stock [Member] |
Balance (in shares) at Jul. 28, 2018 | 10,575 | 4,304 | 496 | |||
Balance at Jul. 28, 2018 | $ 303,145 | $ 61,678 | $ 699 | $ 258,104 | $ (8,185) | $ (9,151) |
Net income | 18,810 | 18,810 | ||||
Other comprehensive income, net of tax | 608 | 608 | ||||
Dividends | (9,658) | (9,658) | ||||
Exercise of stock options (in shares) | (36) | |||||
Exercise of stock options | 1,008 | $ 337 | $ 671 | |||
Treasury stock purchases (in shares) | 28 | |||||
Restricted shares forfeited | (729) | $ (729) | ||||
Restricted shares forfeited (in shares) | (9) | |||||
Restricted shares forfeited | (127) | $ (127) | ||||
Share-based compensation expense (in shares) | 20 | |||||
Share-based compensation expense | 2,514 | $ 2,514 | ||||
Conversion of Class B shares to Class A shares (in shares) | 10 | (10) | ||||
Conversion of Class B shares to Class A shares | 0 | $ 2 | $ (2) | |||
Balance (in shares) at Apr. 27, 2019 | 10,596 | 4,294 | 488 | |||
Balance at Apr. 27, 2019 | 315,571 | $ 64,404 | $ 697 | 267,256 | (7,577) | $ (9,209) |
Balance (in shares) at Jan. 26, 2019 | 10,574 | 4,304 | 524 | |||
Balance at Jan. 26, 2019 | 311,540 | $ 63,194 | $ 699 | 265,508 | (7,981) | $ (9,880) |
Net income | 4,970 | 4,970 | ||||
Other comprehensive income, net of tax | 404 | 404 | ||||
Dividends | (3,222) | (3,222) | ||||
Exercise of stock options (in shares) | (36) | |||||
Exercise of stock options | 1,008 | $ 337 | $ 671 | |||
Share-based compensation expense (in shares) | 12 | |||||
Share-based compensation expense | 871 | $ 871 | ||||
Conversion of Class B shares to Class A shares (in shares) | 10 | (10) | ||||
Conversion of Class B shares to Class A shares | 0 | $ 2 | $ (2) | |||
Balance (in shares) at Apr. 27, 2019 | 10,596 | 4,294 | 488 | |||
Balance at Apr. 27, 2019 | 315,571 | $ 64,404 | $ 697 | 267,256 | (7,577) | $ (9,209) |
Balance (in shares) at Jul. 27, 2019 | 10,593 | 4,294 | 502 | |||
Balance at Jul. 27, 2019 | 318,672 | $ 65,114 | $ 697 | 270,753 | (8,342) | $ (9,550) |
Net income | 15,724 | 15,724 | ||||
Other comprehensive income, net of tax | 876 | 876 | ||||
Dividends | (9,697) | (9,697) | ||||
Treasury stock purchases (in shares) | 224 | |||||
Restricted shares forfeited | (4,389) | $ (4,389) | ||||
Restricted shares forfeited (in shares) | (10) | |||||
Restricted shares forfeited | (199) | $ (199) | ||||
Share-based compensation expense (in shares) | 387 | |||||
Share-based compensation expense | 2,507 | $ 2,507 | ||||
Balance (in shares) at Apr. 25, 2020 | 10,970 | 4,294 | 726 | |||
Balance at Apr. 25, 2020 | 327,008 | $ 67,422 | $ 697 | 280,294 | (7,466) | $ (13,939) |
Balance (in shares) at Jan. 25, 2020 | 10,586 | 4,294 | 513 | |||
Balance at Jan. 25, 2020 | 321,982 | $ 66,655 | $ 697 | 272,401 | (7,972) | $ (9,799) |
Net income | 11,152 | 11,152 | ||||
Other comprehensive income, net of tax | 506 | 506 | ||||
Dividends | (3,259) | (3,259) | ||||
Treasury stock purchases (in shares) | 213 | |||||
Restricted shares forfeited | (4,140) | $ (4,140) | ||||
Restricted shares forfeited (in shares) | (1) | |||||
Restricted shares forfeited | (19) | $ (19) | ||||
Share-based compensation expense (in shares) | 385 | |||||
Share-based compensation expense | 786 | $ 786 | ||||
Balance (in shares) at Apr. 25, 2020 | 10,970 | 4,294 | 726 | |||
Balance at Apr. 25, 2020 | $ 327,008 | $ 67,422 | $ 697 | $ 280,294 | $ (7,466) | $ (13,939) |
CONSOLIDATED STATEMENTS OF SH_2
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 25, 2020 | Apr. 27, 2019 | Apr. 25, 2020 | Apr. 27, 2019 | |
Tax of amortization of pension actuarial loss | $ (44) | $ (43) | $ (132) | $ (131) |
Tax expense (benefit) associated with other comprehensive loss and income | 216 | 172 | 160 | 260 |
Tax on pension remeasurement | (139) | 164 | ||
Tax related to adoption of ASU 2016-02 | $ 4,431 | $ 2,020 | 6,396 | $ 8,041 |
Accounting Standards Update 2016-02 [Member] | ||||
Tax related to adoption of ASU 2016-02 | $ 1,385 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Apr. 25, 2020 | Apr. 27, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES | ||
Net income | $ 15,724 | $ 18,810 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 22,914 | 20,481 |
Non-cash share-based compensation | 2,308 | 2,387 |
Loss on pension settlements | 1,362 | 431 |
Deferred taxes | 983 | (392) |
Provision to value inventories at LIFO | 400 | 303 |
Gain on sale of property, equipment and fixtures | (1,252) | (102) |
Changes in assets and liabilities: | ||
Merchandise inventories | 5,490 | 188 |
Patronage dividend receivable | 4,408 | 3,575 |
Accounts payable to Wakefern | 9,962 | (2,132) |
Accounts payable and accrued expenses | (3,153) | 1,069 |
Accrued wages and benefits | (982) | 495 |
Income taxes receivable / payable | 1,278 | (2,394) |
Other assets and liabilities | (38) | (2,950) |
Net cash provided by operating activities | 59,404 | 39,769 |
CASH FLOWS FROM INVESTING ACTIVITIES | ||
Capital expenditures | (47,812) | (18,815) |
Proceeds from the sale of assets | 1,261 | 102 |
Investment in notes receivable from Wakefern | (2,243) | (27,263) |
Maturity of notes receivable from Wakefern | 0 | 24,937 |
Acquisition deposit in escrow | (7,600) | 0 |
Payment for acquisition, net of cash acquired | (64) | 0 |
Net Cash Provided by (Used in) Investing Activities | (56,330) | (21,039) |
CASH FLOWS FROM FINANCING ACTIVITIES | ||
Proceeds from exercise of stock options | 0 | 1,008 |
Excess tax benefit related to share-based compensation | 0 | 26 |
Principal payments of long-term debt | (507) | (1,354) |
Dividends | (9,697) | (9,658) |
Payments for Repurchase of Common Stock | (4,389) | (729) |
Net cash used in financing activities | (14,593) | (10,707) |
NET DECREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (11,519) | 8,023 |
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD | 101,121 | 96,108 |
CASH AND CASH EQUIVALENTS, END OF PERIOD | 89,602 | 104,131 |
SUPPLEMENTAL DISCLOSURES OF CASH PAYMENTS MADE FOR: | ||
Interest | 1,698 | 3,334 |
Income taxes | 4,132 | 10,790 |
NONCASH SUPPLEMENTAL DISCLOSURES: | ||
Investment in Wakefern and increase in notes payable to Wakefern | $ 93 | $ 838 |
BASIS OF PRESENTATION and ACCOU
BASIS OF PRESENTATION and ACCOUNTING POLICIES | 9 Months Ended |
Apr. 25, 2020 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION and ACCOUNTING POLICIES | BASIS OF PRESENTATION and ACCOUNTING POLICIES In the opinion of management, the accompanying unaudited consolidated financial statements contain all adjustments (consisting of normal and recurring accruals) necessary to present fairly the consolidated financial position as of April 25, 2020 and the consolidated statements of operations, comprehensive income and cash flows for the 13 and 39 weeks ended April 25, 2020 and April 27, 2019 of Village Super Market, Inc. (“Village” or the “Company”). The significant accounting policies followed by the Company, except as updated for the adoption of new lease guidance, are set forth in Note 1 to the Company's consolidated financial statements in the July 27, 2019 Village Super Market, Inc. Annual Report on Form 10-K, which should be read in conjunction with these financial statements. The results of operations for the periods ended April 25, 2020 are not necessarily indicative of the results to be expected for the full year. Recently adopted accounting standards On July 28, 2019, the Company adopted ASU 2016-02, “Leases.” This guidance requires lessees to recognize lease liabilities and a right-of-use asset for all leases with terms of more than 12 months on the balance sheet. The Company adopted the standard using the modified retrospective approach under which the cumulative effect of initially applying the standard was recognized as an adjustment to opening fiscal 2020 retained earnings, with no restatement of prior year amounts. In addition, the Company applied the transition package of practical expedients permitted within the standard, which allowed the carryforward of historical lease classification, and applied the transition option which does not require application of the guidance to comparative periods in the year of adoption. The adoption of the standard resulted in the recognition of operating lease assets and operating lease liabilities of $ 99,415 and $ 111,139 , respectively, as of the date of adoption. Included in the initial measurement of the new lease assets is the reclassification of certain prepaid and deferred rent balances. Additionally, the Company recorded an adjustment to reduce its opening retained earnings balance by $ 3,514 , net of income taxes, as the Company derecognized the remaining financing obligations of $ 17,442 and related net assets of $ 12,543 for leases in which the Company was previously deemed to be the owner of the project for accounting purposes but did not qualify for sale-leaseback treatment. As such designation ended for these leases with adoption of the ASU, operating lease right-of-use asset and liability balances were established for these leases based on the Company's remaining fixed payment obligations under the leases and are included in the amounts described above. Accordingly, the fixed lease payments related to these leases will be recognized as an operating lease cost on a straight-line basis over the lease term, and eliminated depreciation and interest expense in the fiscal 2020 consolidated statement of operations. The Company recognized expense related to these leases in fiscal 2020 and 2019 as follows: 13 Weeks Ended 39 Weeks Ended Consolidated Statement of Operations Classification April 25, April 27, April 25, April 27, Operating and administrative expense $ 677 $ — $ 2,031 $ — Depreciation and amortization — 91 — 305 Interest expense — 535 — 1,612 $ 677 $ 626 $ 2,031 $ 1,917 The adoption of this standard also resulted in a change in naming convention for leases classified historically as capital leases to finance leases. The adoption of the new standard did not have a material impact on the consolidated statement of cash flows. |
MERCHANDISE INVENTORIES
MERCHANDISE INVENTORIES | 9 Months Ended |
Apr. 25, 2020 | |
Inventory Disclosure [Abstract] | |
MERCHANDISE INVENTORIES | MERCHANDISE INVENTORIES At both April 25, 2020 and July 27, 2019 , approximately 64% of merchandise inventories are valued by the LIFO method while the balance is valued by FIFO. If the FIFO method had been used for the entire inventory, inventories would have been $14,912 and $14,512 higher than reported at April 25, 2020 and July 27, 2019 , respectively. |
NET INCOME (LOSS) PER SHARE
NET INCOME (LOSS) PER SHARE | 9 Months Ended |
Apr. 25, 2020 | |
Earnings Per Share [Abstract] | |
NET INCOME (LOSS) PER SHARE | NET INCOME PER SHARE The Company has two classes of common stock. Class A common stock is entitled to cash dividends as declared 54% greater than those paid on Class B common stock. Shares of Class B common stock are convertible on a share-for-share basis for Class A common stock at any time. The Company utilizes the two-class method of computing and presenting net income per share. The two-class method is an earnings allocation formula that calculates basic and diluted net income per share for each class of common stock separately based on dividends declared and participation rights in undistributed earnings. Under the two-class method, Class A common stock is assumed to receive a 54% greater participation in undistributed earnings than Class B common stock, in accordance with the classes' respective dividend rights. Unvested share-based payment awards that contain nonforfeitable rights to dividends are treated as participating securities and therefore included in computing net income per share using the two-class method. Diluted net income per share for Class A common stock is calculated utilizing the if-converted method, which assumes the conversion of all shares of Class B common stock to Class A common stock on a share-for-share basis, as this method is more dilutive than the two-class method. Diluted net income per share for Class B common stock does not assume conversion of Class B common stock to shares of Class A common stock. The tables below reconcile the numerators and denominators of basic and diluted net income per share for all periods presented. 13 Weeks Ended 39 Weeks Ended April 25, 2020 April 25, 2020 Class A Class B Class A Class B Numerator: Net income allocated, basic $ 8,431 $ 2,398 $ 11,892 $ 3,390 Conversion of Class B to Class A shares 2,398 — 3,390 — Effect of share-based compensation on allocated net income — — — — Net income allocated, diluted $ 10,829 $ 2,398 $ 15,282 $ 3,390 Denominator: Weighted average shares outstanding, basic 9,789 4,294 9,775 4,294 Conversion of Class B to Class A shares 4,294 — 4,294 — Weighted average shares outstanding, diluted 14,083 4,294 14,069 4,294 13 Weeks Ended 39 Weeks Ended April 27, 2019 April 27, 2019 Class A Class B Class A Class B Numerator: Net income allocated, basic $ 3,770 $ 1,076 $ 14,237 $ 4,083 Conversion of Class B to Class A shares 1,076 — 4,083 — Effect of share-based compensation on allocated net income 5 (1 ) — (1 ) Net income allocated, diluted $ 4,851 $ 1,075 $ 18,320 $ 4,082 Denominator: Weighted average shares outstanding, basic 9,756 4,294 9,737 4,300 Conversion of Class B to Class A shares 4,294 — 4,300 — Dilutive effect of share-based compensation 17 — — — Weighted average shares outstanding, diluted 14,067 4,294 14,037 4,300 Outstanding stock options to purchase Class A shares of 159 and 163 were excluded from the calculation of diluted net income per share at April 25, 2020 and April 27, 2019 , respectively, as a result of their anti-dilutive effect. In addition, 397 and 314 non-vested restricted Class A shares, which are considered participating securities, and their allocated net income were excluded from the diluted net income per share calculation at April 25, 2020 and April 27, 2019 , respectively, due to their anti-dilutive effect. |
PENSION PLANS
PENSION PLANS | 9 Months Ended |
Apr. 25, 2020 | |
Defined Benefit Plan [Abstract] | |
PENSION PLANS | PENSION PLANS The Company sponsored four defined benefit pension plans in fiscal 2020 and 2019. Net periodic pension cost for the four plans includes the following components: 13 Weeks Ended 39 Weeks Ended April 25, April 27, April 25, April 27, Service cost $ 51 $ 53 $ 152 $ 160 Interest cost on projected benefit obligations 512 655 1,643 1,964 Expected return on plan assets (733 ) (721 ) (2,061 ) (2,162 ) Loss on settlement 116 431 1,362 431 Amortization of net losses 144 145 435 437 Net periodic pension cost $ 90 $ 563 $ 1,531 $ 830 As of April 25, 2020 , the Company has no t made any contributions to its pension plans in fiscal 2020 . The Company expects contributions to its defined benefit pension plans to be immaterial in fiscal 2020 . On December 23, 2019, the Company terminated the Village Super Market, Inc. Retail Clerks Employees’ Retirement Plan. All participants of the plan were former employees of a store previously closed in 1994. An annuity contract totaling $1,302 was purchased with an insurance company for all participants who did not elect a lump sum distribution. Additionally, lump sum distributions related to the termination totaled $ 451 . The plan had sufficient assets to satisfy all termination transaction obligations, and no benefit obligation or plan assets related to the Village Super Market, Inc. Retail Clerks Employees’ Retirement Plan remain as of April 25, 2020 . As a result of this termination, the Company recognized a non-cash pre-tax settlement charge totaling $ 669 during the 13 weeks ended January 25, 2020. This settlement charge represents the plan’s remaining unrecognized losses within accumulated other comprehensive loss as of the termination date. Additionally, the Company recognized a settlement loss of $ 116 and $693 in the 13 and 39 weeks ended April 25, 2020 and $431 in both the 13 and 39 weeks ended April 27, 2019 for a plan where benefits paid exceeded the sum of the service cost and interest cost components of net periodic pension cost. Assumptions used in the related remeasurement include a discount rate of 2.85% and long term expected rate of return on plan assets of 5.00% . |
RELATED PARTY INFORMATION - WAK
RELATED PARTY INFORMATION - WAKEFERN | 9 Months Ended |
Apr. 25, 2020 | |
Related Party Transactions [Abstract] | |
RELATED PARTY INFORMATION - WAKEFERN | RELATED PARTY INFORMATION A description of the Company’s transactions with Wakefern, its principal supplier, and with other related parties is included in the Company’s Annual Report on Form 10-K for the year ended July 27, 2019 . Included in cash and cash equivalents at April 25, 2020 and July 27, 2019 are $60,770 and $73,879 , respectively, of demand deposits invested at Wakefern at overnight money market rates. There have been no other significant changes in the Company’s relationships or nature of transactions with related parties during the 39 weeks ended April 25, 2020 . |
COMMITMENTS and CONTINGENCIES
COMMITMENTS and CONTINGENCIES | 9 Months Ended |
Apr. 25, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS and CONTINGENCIES | COMMITMENTS and CONTINGENCIES The Company is involved in other litigation incidental to the normal course of business. Company management is of the opinion that the ultimate resolution of these legal proceedings should not have a material adverse effect on the consolidated financial position, results of operations or liquidity of the Company. COVID-19 The Company operates in and around one of the epicenters of the COVID-19 health crisis with much of our trade area under stay-at-home orders since mid-March 2020. The Company is classified as an essential business and has remained open to serve our customers and the communities in which we operate. The continuing impact on our business, including the length and impact of stay-at-home orders and/or regional quarantines, labor shortages and employment trends, disruptions to supply chains, including our ability to obtain products from our suppliers, higher operating costs, the form and impact of economic stimulus and general overall economic instability, is uncertain at this time and could have a material adverse effect on our business, results of operations, financial condition and cash flows. |
LEASES
LEASES | 9 Months Ended |
Apr. 25, 2020 | |
Leases [Abstract] | |
LEASES | LEASES The Company leases 27 retail stores, as well as the corporate headquarters and equipment at April 25, 2020 . The majority of initial lease terms range from 20 to 30 years. Most of the Company’s leases contain renewal options at increased rents of five to ten years each at the Company’s sole discretion. These options enable Village to retain the use of facilities in desirable operating areas. Each renewal option is evaluated when recognizing the lease right-of-use assets and liabilities, and the Company utilizes the lease term for which it is reasonably certain to use the underlying asset. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company is obligated under all leases to pay for real estate taxes, utilities and liability insurance, and under certain leases to pay additional amounts based on maintenance and a percentage of sales in excess of stipulated amounts. The Company accounts for rent holidays, escalating rent provisions, and construction allowances on a straight-line basis over the term of the lease. The composition of total lease cost is as follows: 13 Weeks Ended 39 Weeks Ended Consolidated Statement of Operations Classification April 25, April 25, Operating lease cost Operating and administrative expense $ 4,393 $ 13,597 Finance lease cost Amortization of leased assets Depreciation and amortization 237 710 Interest on lease liabilities Interest expense 512 1,544 Variable lease cost Operating and administrative expense 3,724 11,387 Total lease cost $ 8,866 $ 27,238 As of April 25, 2020 , finance lease right-of-use assets of $13,990 are included in Property, equipment and fixtures, net in the Company's Consolidated Balance Sheet. Maturities of operating and finance lease liabilities, including options to extend lease terms that are reasonably certain of being exercised, are as follows as of April 25, 2020 : Operating leases Finance leases Total Remainder of 2020 $ 4,946 $ 672 $ 5,618 2021 16,621 2,689 19,310 2022 15,739 2,689 18,428 2023 15,412 2,689 18,101 2024 13,276 2,689 15,965 Thereafter 79,385 24,428 103,813 Total lease payments 145,379 35,856 181,235 Less amount representing interest 38,196 12,161 50,357 Present value of lease liabilities $ 107,183 $ 23,695 $ 130,878 The Company has approximately $ 16,671 of future payment obligations related to lease agreements that have not yet commenced but have been executed as of April 25, 2020 . For purposes of measuring the present value of its fixed payment obligations for a given lease, the Company uses its incremental borrowing rate as the discount rate implicit within its leases is generally not determinable. The Company's incremental borrowing rate reflects the rate it would pay to borrow on a secured basis, and incorporates the term and economic environment of the lease. As of April 25, 2020 , the Company's lease terms and discount rates are as follows: April 25, Weighted-average remaining lease term (years) Operating leases 11.7 Finance leases 15.9 Weighted-average discount rate Operating leases 5.3 % Finance leases 8.5 % Supplemental cash flow information related to leases is as follows: 39 Weeks Ended April 25, Cash paid for amounts in the measurement of lease liabilities Operating cash flows from operating leases $ 13,167 Operating cash flows from finance leases 1,544 Financing cash flows from finance leases 414 In the first quarter of fiscal 2020, the Company adopted ASU 2016-02, and as required, the following disclosure is provided for periods prior to adoption. Future minimum lease payments by year and in the aggregate for all non-cancelable leases with initial terms of one year or more consisted of the following at July 27, 2019: Capital and financing leases Operating leases 2020 $ 5,173 $ 13,573 2021 5,240 12,972 2022 5,240 10,348 2023 5,305 9,747 2024 5,342 7,457 Thereafter 43,708 61,043 Minimum lease payments 70,008 $ 115,140 Less amount representing interest 28,233 Present value of minimum lease payments 41,775 Less current portion 1,022 $ 40,753 |
LEASES | LEASES The Company leases 27 retail stores, as well as the corporate headquarters and equipment at April 25, 2020 . The majority of initial lease terms range from 20 to 30 years. Most of the Company’s leases contain renewal options at increased rents of five to ten years each at the Company’s sole discretion. These options enable Village to retain the use of facilities in desirable operating areas. Each renewal option is evaluated when recognizing the lease right-of-use assets and liabilities, and the Company utilizes the lease term for which it is reasonably certain to use the underlying asset. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company is obligated under all leases to pay for real estate taxes, utilities and liability insurance, and under certain leases to pay additional amounts based on maintenance and a percentage of sales in excess of stipulated amounts. The Company accounts for rent holidays, escalating rent provisions, and construction allowances on a straight-line basis over the term of the lease. The composition of total lease cost is as follows: 13 Weeks Ended 39 Weeks Ended Consolidated Statement of Operations Classification April 25, April 25, Operating lease cost Operating and administrative expense $ 4,393 $ 13,597 Finance lease cost Amortization of leased assets Depreciation and amortization 237 710 Interest on lease liabilities Interest expense 512 1,544 Variable lease cost Operating and administrative expense 3,724 11,387 Total lease cost $ 8,866 $ 27,238 As of April 25, 2020 , finance lease right-of-use assets of $13,990 are included in Property, equipment and fixtures, net in the Company's Consolidated Balance Sheet. Maturities of operating and finance lease liabilities, including options to extend lease terms that are reasonably certain of being exercised, are as follows as of April 25, 2020 : Operating leases Finance leases Total Remainder of 2020 $ 4,946 $ 672 $ 5,618 2021 16,621 2,689 19,310 2022 15,739 2,689 18,428 2023 15,412 2,689 18,101 2024 13,276 2,689 15,965 Thereafter 79,385 24,428 103,813 Total lease payments 145,379 35,856 181,235 Less amount representing interest 38,196 12,161 50,357 Present value of lease liabilities $ 107,183 $ 23,695 $ 130,878 The Company has approximately $ 16,671 of future payment obligations related to lease agreements that have not yet commenced but have been executed as of April 25, 2020 . For purposes of measuring the present value of its fixed payment obligations for a given lease, the Company uses its incremental borrowing rate as the discount rate implicit within its leases is generally not determinable. The Company's incremental borrowing rate reflects the rate it would pay to borrow on a secured basis, and incorporates the term and economic environment of the lease. As of April 25, 2020 , the Company's lease terms and discount rates are as follows: April 25, Weighted-average remaining lease term (years) Operating leases 11.7 Finance leases 15.9 Weighted-average discount rate Operating leases 5.3 % Finance leases 8.5 % Supplemental cash flow information related to leases is as follows: 39 Weeks Ended April 25, Cash paid for amounts in the measurement of lease liabilities Operating cash flows from operating leases $ 13,167 Operating cash flows from finance leases 1,544 Financing cash flows from finance leases 414 In the first quarter of fiscal 2020, the Company adopted ASU 2016-02, and as required, the following disclosure is provided for periods prior to adoption. Future minimum lease payments by year and in the aggregate for all non-cancelable leases with initial terms of one year or more consisted of the following at July 27, 2019: Capital and financing leases Operating leases 2020 $ 5,173 $ 13,573 2021 5,240 12,972 2022 5,240 10,348 2023 5,305 9,747 2024 5,342 7,457 Thereafter 43,708 61,043 Minimum lease payments 70,008 $ 115,140 Less amount representing interest 28,233 Present value of minimum lease payments 41,775 Less current portion 1,022 $ 40,753 |
BUSINESS ACQUISITION (Notes)
BUSINESS ACQUISITION (Notes) | 9 Months Ended |
Apr. 25, 2020 | |
Business Combinations [Abstract] | |
BUSINESS ACQUISITION | BUSINESS ACQUISITION On June 24, 2019, the Company purchased three Gourmet Garage specialty markets in Manhattan, New York City. Village acquired the store fixtures, leases, inventory, other working capital and other assets for $ 5,203 , net of cash and cash equivalents. Village has accounted for this transaction as a business combination in accordance with the acquisition method of accounting, which requires, among other things, that assets acquired and liabilities assumed be recognized at their estimated fair values as of the acquisition date. In connection with this acquisition, the Company recorded $ 529 of goodwill attributable to the assembled workforce of Gourmet Garage and cost synergies and a $ 1,485 indefinite-lived intangible asset related to the trade name. Transaction costs were expensed as incurred. The final allocation of the purchase price consideration to the assets acquired and the liabilities assumed has been completed. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Apr. 25, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTS Credit Facility On May 6, 2020, Village entered into a credit agreement (the “Credit Facility”) with Wells Fargo National Bank, National Association (“Wells Fargo”) that supersedes in its entirety the prior credit agreement with Wells Fargo dated November 9, 2017. The principal purpose of the Credit Facility is to finance general corporate and working capital requirements and Village’s acquisition of certain Fairway assets. Among other things, the Credit Facility provides for a maximum loan amount of $ 150,500 , as further set forth below: • An unsecured revolving line of credit providing a maximum amount available for borrowing of $125,000 . Indebtedness under this agreement bears interest at the applicable LIBOR rate plus 1.10% and expires on May 6, 2025. • An unsecured term loan with a maximum loan amount of $25,500 . On May 12, 2020, Village executed a $25,500 term note, repayable in equal monthly installments based on a seven -year amortization schedule through May 4, 2027 and bearing interest at the applicable LIBOR rate plus 1.35% . Additionally, Village executed an interest rate swap for a notional amount equal to the term loan amount that fixes the base LIBOR rate at .41% per annum through May 4, 2027, resulting in a fixed effective interest rate of 1.76% on the term note. • The ability to convert up to $50,000 of the revolving line of credit to a secured converted term loan, which shall reduce the maximum amount available for borrowing under the revolving line of credit. Village expects to reduce the capacity of the revolving line of credit by converting approximately $50,000 to a converted term loan that will bear interest at the applicable LIBOR rate plus 1.50% and will be repayable in equal monthly installments based on a fifteen -year amortization schedule beginning on the conversion date. The converted term loan is subject to completion of closing conditions, including title searches and environmental studies for properties to be mortgaged. Additionally, Village executed a forward interest rate swap, effective August 3, 2020, for a notional amount of $50,000 that fixes the base LIBOR rate at .69% per annum for fifteen years , resulting in a fixed effective interest rate of 2.19% on the converted term loan. The Credit Facility also provides for up to $25,000 of letters of credit, and contains covenants that, among other conditions, require a minimum tangible net worth, a minimum fixed charge coverage ratio and a maximum adjusted debt to EBITDAR ratio. Fairway Markets On May 14, 2020, Village completed its acquisition of certain assets, including five supermarkets, a production distribution center (the “PDC”) and the intellectual property of Fairway Group Holdings Corp. and certain of its subsidiaries (“Fairway”), including the names “Fairway” and “Fairway Markets.” Four of the supermarkets are in Manhattan, specifically the Upper West Side, Upper East Side, Kips Bay and Chelsea locations, and a fifth store is located in Pelham, NY. The acquisition was effectuated pursuant to the Asset Purchase Agreement (the "APA"), entered into on January 20, 2020, revised on March 25, 2020 and approved by the United States Bankruptcy Court for the Southern District of New York through a Sale Order entered on April 20, 2020. Village paid $73,200 for the Fairway assets, net of adjustments set forth in the APA, and assumed certain liabilities, consisting primarily of those arising from acquired leases. Additionally, Village’s cash purchase price was reduced by a $2,000 credit arising from the breakup of Village’s initial “stalking horse” bid under the January 20, 2020 Asset Purchase Agreement. The purchase price for the acquisition was funded by borrowing against the Company’s unsecured revolving line of credit and the $25,500 unsecured term loan pursuant to the Company's Credit Facility. Additionally, as required by the APA, Village made a $ 7,600 deposit into escrow which is included in Other assets in the Company's Consolidated Balance Sheet as of April 25, 2020 . Superstorm Sandy Recovery Superstorm Sandy devastated Village's trade area on October 29, 2012 and resulted in the closure of almost all of our stores for periods of time ranging from a few hours to eight days. Village disposed of substantial amounts of perishable product and also incurred repair, labor and other costs as a result of the storm. Wakefern, as the policy holder, has pursued recovery of uncollected insurance claims on behalf of all Wakefern members through litigation against the insurance carrier and others since October 2013. Litigation over this matter has ended and the Company received an additional $ 2,266 in May 2020 which will be recognized as a reduction in Operating and administrative expense in the fourth quarter of fiscal 2020. Village previously recognized $415 as a reduction in Operating and administrative expense in the first quarter of fiscal 2019, and has received a total of $ 6,264 related to losses incurred as a result of Superstorm Sandy. |
BASIS OF PRESENTATION and ACC_2
BASIS OF PRESENTATION and ACCOUNTING POLICIES (Tables) | 9 Months Ended |
Apr. 25, 2020 | |
Accounting Policies [Abstract] | |
Schedule of Expenses Related to Leases | The Company recognized expense related to these leases in fiscal 2020 and 2019 as follows: 13 Weeks Ended 39 Weeks Ended Consolidated Statement of Operations Classification April 25, April 27, April 25, April 27, Operating and administrative expense $ 677 $ — $ 2,031 $ — Depreciation and amortization — 91 — 305 Interest expense — 535 — 1,612 $ 677 $ 626 $ 2,031 $ 1,917 Supplemental cash flow information related to leases is as follows: 39 Weeks Ended April 25, Cash paid for amounts in the measurement of lease liabilities Operating cash flows from operating leases $ 13,167 Operating cash flows from finance leases 1,544 Financing cash flows from finance leases 414 The composition of total lease cost is as follows: 13 Weeks Ended 39 Weeks Ended Consolidated Statement of Operations Classification April 25, April 25, Operating lease cost Operating and administrative expense $ 4,393 $ 13,597 Finance lease cost Amortization of leased assets Depreciation and amortization 237 710 Interest on lease liabilities Interest expense 512 1,544 Variable lease cost Operating and administrative expense 3,724 11,387 Total lease cost $ 8,866 $ 27,238 |
NET INCOME (LOSS) PER SHARE - S
NET INCOME (LOSS) PER SHARE - Schedule of Earnings Per Share, Basic and Diluted (Tables) | 9 Months Ended |
Apr. 25, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | 13 Weeks Ended 39 Weeks Ended April 25, 2020 April 25, 2020 Class A Class B Class A Class B Numerator: Net income allocated, basic $ 8,431 $ 2,398 $ 11,892 $ 3,390 Conversion of Class B to Class A shares 2,398 — 3,390 — Effect of share-based compensation on allocated net income — — — — Net income allocated, diluted $ 10,829 $ 2,398 $ 15,282 $ 3,390 Denominator: Weighted average shares outstanding, basic 9,789 4,294 9,775 4,294 Conversion of Class B to Class A shares 4,294 — 4,294 — Weighted average shares outstanding, diluted 14,083 4,294 14,069 4,294 13 Weeks Ended 39 Weeks Ended April 27, 2019 April 27, 2019 Class A Class B Class A Class B Numerator: Net income allocated, basic $ 3,770 $ 1,076 $ 14,237 $ 4,083 Conversion of Class B to Class A shares 1,076 — 4,083 — Effect of share-based compensation on allocated net income 5 (1 ) — (1 ) Net income allocated, diluted $ 4,851 $ 1,075 $ 18,320 $ 4,082 Denominator: Weighted average shares outstanding, basic 9,756 4,294 9,737 4,300 Conversion of Class B to Class A shares 4,294 — 4,300 — Dilutive effect of share-based compensation 17 — — — Weighted average shares outstanding, diluted 14,067 4,294 14,037 4,300 |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Apr. 25, 2020 | |
Leases [Abstract] | |
Total Lease Cost | The Company recognized expense related to these leases in fiscal 2020 and 2019 as follows: 13 Weeks Ended 39 Weeks Ended Consolidated Statement of Operations Classification April 25, April 27, April 25, April 27, Operating and administrative expense $ 677 $ — $ 2,031 $ — Depreciation and amortization — 91 — 305 Interest expense — 535 — 1,612 $ 677 $ 626 $ 2,031 $ 1,917 Supplemental cash flow information related to leases is as follows: 39 Weeks Ended April 25, Cash paid for amounts in the measurement of lease liabilities Operating cash flows from operating leases $ 13,167 Operating cash flows from finance leases 1,544 Financing cash flows from finance leases 414 The composition of total lease cost is as follows: 13 Weeks Ended 39 Weeks Ended Consolidated Statement of Operations Classification April 25, April 25, Operating lease cost Operating and administrative expense $ 4,393 $ 13,597 Finance lease cost Amortization of leased assets Depreciation and amortization 237 710 Interest on lease liabilities Interest expense 512 1,544 Variable lease cost Operating and administrative expense 3,724 11,387 Total lease cost $ 8,866 $ 27,238 |
Operating Lease Maturity | Maturities of operating and finance lease liabilities, including options to extend lease terms that are reasonably certain of being exercised, are as follows as of April 25, 2020 : Operating leases Finance leases Total Remainder of 2020 $ 4,946 $ 672 $ 5,618 2021 16,621 2,689 19,310 2022 15,739 2,689 18,428 2023 15,412 2,689 18,101 2024 13,276 2,689 15,965 Thereafter 79,385 24,428 103,813 Total lease payments 145,379 35,856 181,235 Less amount representing interest 38,196 12,161 50,357 Present value of lease liabilities $ 107,183 $ 23,695 $ 130,878 |
Finance Lease Maturity | Maturities of operating and finance lease liabilities, including options to extend lease terms that are reasonably certain of being exercised, are as follows as of April 25, 2020 : Operating leases Finance leases Total Remainder of 2020 $ 4,946 $ 672 $ 5,618 2021 16,621 2,689 19,310 2022 15,739 2,689 18,428 2023 15,412 2,689 18,101 2024 13,276 2,689 15,965 Thereafter 79,385 24,428 103,813 Total lease payments 145,379 35,856 181,235 Less amount representing interest 38,196 12,161 50,357 Present value of lease liabilities $ 107,183 $ 23,695 $ 130,878 |
Lease Terms and Discount Rates | As of April 25, 2020 , the Company's lease terms and discount rates are as follows: April 25, Weighted-average remaining lease term (years) Operating leases 11.7 Finance leases 15.9 Weighted-average discount rate Operating leases 5.3 % Finance leases 8.5 % |
Future Minimum Lease Payments for all Non-Cancelable Leases Before Adoption of ASU 2016-02 | Future minimum lease payments by year and in the aggregate for all non-cancelable leases with initial terms of one year or more consisted of the following at July 27, 2019: Capital and financing leases Operating leases 2020 $ 5,173 $ 13,573 2021 5,240 12,972 2022 5,240 10,348 2023 5,305 9,747 2024 5,342 7,457 Thereafter 43,708 61,043 Minimum lease payments 70,008 $ 115,140 Less amount representing interest 28,233 Present value of minimum lease payments 41,775 Less current portion 1,022 $ 40,753 |
BASIS OF PRESENTATION and ACC_3
BASIS OF PRESENTATION and ACCOUNTING POLICIES (Details) $ in Thousands | Jun. 24, 2019USD ($)store | Apr. 25, 2020USD ($) | Apr. 27, 2019USD ($) | Apr. 25, 2020USD ($) | Apr. 27, 2019USD ($) | Jul. 28, 2019USD ($) | Jul. 27, 2019USD ($) |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Payment for acquisition, net of cash acquired | $ (64) | $ 0 | |||||
Goodwill | $ 12,586 | 12,586 | $ 12,650 | ||||
Operating lease assets | 94,838 | 94,838 | |||||
Operating lease liability | 107,183 | 107,183 | |||||
Cumulative adjustment | $ 3,514 | ||||||
Financing obligations | (23,695) | (23,695) | |||||
Net assets for leases | (230,886) | (230,886) | $ (224,890) | ||||
Rent expense | $ 677 | $ 2,031 | |||||
Depreciation expense related to leases | $ 91 | 305 | |||||
Interest expense related to leases | $ 535 | $ 1,612 | |||||
Accounting Standards Update 2016-02 [Member] | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Operating lease assets | 99,415 | ||||||
Operating lease liability | 111,139 | ||||||
Cumulative adjustment | 3,514 | ||||||
Financing obligations | 17,442 | ||||||
Net assets for leases | $ 12,543 | ||||||
Gourmet Garage Specialty Markets [Member] | |||||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||||||
Number of stores | store | 3 | ||||||
Payment for acquisition, net of cash acquired | $ 5,203 | ||||||
Goodwill | 529 | ||||||
Trade name intangible asset | $ 1,485 |
BASIS OF PRESENTATION and ACC_4
BASIS OF PRESENTATION and ACCOUNTING POLICIES - Schedule of Expenses Related to Leases (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 25, 2020 | Apr. 27, 2019 | Apr. 25, 2020 | Apr. 27, 2019 | |
Accounting Policies [Abstract] | ||||
Operating and administrative expense | $ 677 | $ 2,031 | ||
Depreciation and amortization | $ 91 | $ 305 | ||
Interest expense | 535 | 1,612 | ||
Depreciation, amortization and interest expense | $ 626 | $ 1,917 |
MERCHANDISE INVENTORIES (Detail
MERCHANDISE INVENTORIES (Details) - USD ($) $ in Thousands | Apr. 25, 2020 | Jul. 27, 2019 |
Inventory Disclosure [Abstract] | ||
Percentage of LIFO Inventory | 64.00% | 64.00% |
Inventory, LIFO Reserve | $ 14,912 | $ 14,512 |
NET INCOME (LOSS) PER SHARE - A
NET INCOME (LOSS) PER SHARE - Additional Information (Details) shares in Thousands | 9 Months Ended | |
Apr. 25, 2020class_common_stockshares | Apr. 27, 2019shares | |
Earnings Per Share [Abstract] | ||
Number of common stock classes | class_common_stock | 2 | |
Common stock cash dividends, percent Class A is entitled greater than Class B | 54.00% | |
Restricted Stock Units (RSUs) [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Class A shares excluded from computation of earnings per share | 397 | 314 |
Common Class A [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Class A shares excluded from computation of earnings per share | 159 | 163 |
NET INCOME (LOSS) PER SHARE -_2
NET INCOME (LOSS) PER SHARE - Schedule of Earnings Per Share, Basic and Diluted (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 25, 2020 | Apr. 27, 2019 | Apr. 25, 2020 | Apr. 27, 2019 | |
Common Class A [Member] | ||||
Numerator: | ||||
Net income allocated, basic | $ 8,431 | $ 3,770 | $ 11,892 | $ 14,237 |
Conversion of Class B to Class A shares | 2,398 | 1,076 | 3,390 | 4,083 |
Effect of share-based compensation on allocated net income | 0 | 5 | 0 | 0 |
Net income allocated, diluted | $ 10,829 | $ 4,851 | $ 15,282 | $ 18,320 |
Denominator: | ||||
Weighted average shares outstanding, basic (in shares) | 9,789 | 9,756 | 9,775 | 9,737 |
Conversion of Class B to Class A shares (in shares) | 4,294 | 4,294 | 4,294 | 4,300 |
Dilutive effect of share-based compensation (in shares) | 17 | 0 | ||
Weighted average shares outstanding, diluted (in shares) | 14,083 | 14,067 | 14,069 | 14,037 |
Common Class B [Member] | ||||
Numerator: | ||||
Net income allocated, basic | $ 2,398 | $ 1,076 | $ 3,390 | $ 4,083 |
Conversion of Class B to Class A shares | 0 | 0 | 0 | 0 |
Effect of share-based compensation on allocated net income | 0 | (1) | 0 | (1) |
Net income allocated, diluted | $ 2,398 | $ 1,075 | $ 3,390 | $ 4,082 |
Denominator: | ||||
Weighted average shares outstanding, basic (in shares) | 4,294 | 4,294 | 4,294 | 4,300 |
Conversion of Class B to Class A shares (in shares) | 0 | 0 | 0 | 0 |
Dilutive effect of share-based compensation (in shares) | 0 | 0 | ||
Weighted average shares outstanding, diluted (in shares) | 4,294 | 4,294 | 4,294 | 4,300 |
PENSION PLANS - Schedule of Net
PENSION PLANS - Schedule of Net Benefit Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Apr. 25, 2020 | Apr. 27, 2019 | Apr. 25, 2020 | Apr. 27, 2019 | |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit) [Abstract] | ||||
Service cost | $ 51 | $ 53 | $ 152 | $ 160 |
Interest cost on projected benefit obligations | 512 | 655 | 1,643 | 1,964 |
Expected return on plan assets | (733) | (721) | (2,061) | (2,162) |
Loss on settlement | 116 | 431 | 1,362 | 431 |
Amortization of net losses | 144 | 145 | 435 | 437 |
Net periodic pension cost | $ 90 | $ 563 | $ 1,531 | $ 830 |
PENSION PLANS - Additional Info
PENSION PLANS - Additional Information (Details) | Dec. 23, 2019USD ($) | Apr. 25, 2020USD ($) | Jan. 25, 2020USD ($) | Apr. 27, 2019USD ($) | Apr. 25, 2020USD ($)pension_plan | Apr. 27, 2019USD ($) |
Defined Benefit Plan Disclosure [Line Items] | ||||||
Number of defined benefit pension plans | pension_plan | 4 | |||||
Employer contributions in current fiscal year | $ 0 | |||||
Loss on settlement | $ 116,000 | $ 431,000 | 1,362,000 | $ 431,000 | ||
Pension Plan [Member] | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Loss on settlement | $ 116,000 | $ 431,000 | 693,000 | $ 430,000 | ||
Discount rate | 2.85% | |||||
Long term expected rate of return on plan assets | 5.00% | |||||
Village Super Market, Inc. Retail Clerks Employees’ Retirement Plan [Member] | Supplemental Employee Retirement Plan [Member] | ||||||
Defined Benefit Plan Disclosure [Line Items] | ||||||
Annuity contract | $ 1,302,000 | |||||
Lump sum distributions related to the termination of retirement plan | $ 451,000 | |||||
Benefit obligation | $ 0 | 0 | ||||
Plan assets | $ 0 | $ 0 | ||||
Non-cash pre-tax settlement charge | $ 669,000 |
RELATED PARTY INFORMATION - W_2
RELATED PARTY INFORMATION - WAKEFERN (Details) - USD ($) $ in Thousands | Apr. 25, 2020 | Jul. 27, 2019 |
Investee [Member] | ||
Related Party Transaction [Line Items] | ||
Demand deposits at Wakefern | $ 60,770 | $ 73,879 |
COMMITMENTS and CONTINGENCIES (
COMMITMENTS and CONTINGENCIES (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 87 Months Ended |
Nov. 30, 2018 | Oct. 27, 2018 | Jan. 25, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Insurance Recoveries | $ 415 | $ 415 | $ 3,998 |
LEASES - Additional Information
LEASES - Additional Information (Details) $ in Thousands | 9 Months Ended |
Apr. 25, 2020USD ($)contract | |
Lessee, Lease, Description [Line Items] | |
Number of retail stores leased | contract | 27 |
Finance lease, right-of-use asset | $ 13,990 |
Future lease payment obligations that have not yet commenced but have been executed | $ 16,671 |
Minimum [Member] | |
Lessee, Lease, Description [Line Items] | |
Initial lease terms | 20 years |
Lease renewal terms | 5 years |
Maximum [Member] | |
Lessee, Lease, Description [Line Items] | |
Initial lease terms | 30 years |
Lease renewal terms | 10 years |
LEASES - Total Lease Cost (Deta
LEASES - Total Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Apr. 25, 2020 | Apr. 25, 2020 | |
Leases [Abstract] | ||
Operating lease cost | $ 4,393 | $ 13,597 |
Finance lease cost | ||
Amortization of leased assets | 237 | 710 |
Interest on lease liabilities | 512 | 1,544 |
Variable lease cost | 3,724 | 11,387 |
Total lease cost | $ 8,866 | $ 27,238 |
LEASES - Lease Maturity (Detail
LEASES - Lease Maturity (Details) $ in Thousands | Apr. 25, 2020USD ($) |
Operating leases | |
Remainder of 2020 | $ 4,946 |
2021 | 16,621 |
2022 | 15,739 |
2023 | 15,412 |
2024 | 13,276 |
Thereafter | 79,385 |
Total lease payments | 145,379 |
Less amount representing interest | 38,196 |
Present value of lease liabilities | 107,183 |
Finance leases | |
Remainder of 2020 | 672 |
2021 | 2,689 |
2022 | 2,689 |
2023 | 2,689 |
2024 | 2,689 |
Thereafter | 24,428 |
Total lease payments | 12,161 |
Less amount representing interest | 35,856 |
Present value of lease liabilities | 23,695 |
Total | |
Remainder of 2020 | 5,618 |
2021 | 19,310 |
2022 | 18,428 |
2023 | 18,101 |
2024 | 15,965 |
Thereafter | 103,813 |
Total lease payments | 181,235 |
Less amount representing interest | 50,357 |
Present value of lease liabilities | $ 130,878 |
LEASES - Lease Terms and Discou
LEASES - Lease Terms and Discount Rates (Details) | Apr. 25, 2020 |
Weighted-average remaining lease term (years) | |
Operating leases | 11 years 8 months 12 days |
Finance leases | 15 years 10 months 24 days |
Weighted-average discount rate | |
Operating leases | 5.30% |
Finance leases | 8.50% |
LEASES - Supplemental Cash Flow
LEASES - Supplemental Cash Flow Information (Details) $ in Thousands | 9 Months Ended |
Apr. 25, 2020USD ($) | |
Cash paid for amounts in the measurement of lease liabilities | |
Operating cash flows from operating leases | $ 13,167 |
Operating cash flows from finance leases | 1,544 |
Financing cash flows from finance leases | $ 414 |
LEASES - Future Minimum Lease P
LEASES - Future Minimum Lease Payments for all Non-Cancelable Leases Before Adoption of ASU 2016-02 (Details) - USD ($) $ in Thousands | Apr. 25, 2020 | Jul. 27, 2019 |
Capital and financing leases | ||
2020 | $ 5,173 | |
2021 | 5,240 | |
2022 | 5,240 | |
2023 | 5,305 | |
2024 | 5,342 | |
Thereafter | 43,708 | |
Minimum lease payments | 70,008 | |
Less amount representing interest | 28,233 | |
Present value of minimum lease payments | 41,775 | |
Less current portion | $ 452 | 1,022 |
Capital and financing lease obligations | 40,753 | |
Operating leases | ||
2020 | 13,573 | |
2021 | 12,972 | |
2022 | 10,348 | |
2023 | 9,747 | |
2024 | 7,457 | |
Thereafter | 61,043 | |
Minimum lease payments | $ 115,140 |
BUSINESS ACQUISITION (Details)
BUSINESS ACQUISITION (Details) $ in Thousands | Jun. 24, 2019USD ($)store | Apr. 25, 2020USD ($) | Apr. 27, 2019USD ($) | Jul. 27, 2019USD ($) |
Business Acquisition [Line Items] | ||||
Payment for acquisition, net of cash acquired | $ (64) | $ 0 | ||
Goodwill acquired in acquisition | $ 12,586 | $ 12,650 | ||
Gourmet Garage Specialty Markets [Member] | ||||
Business Acquisition [Line Items] | ||||
Number of stores acquired | store | 3 | |||
Payment for acquisition, net of cash acquired | $ 5,203 | |||
Goodwill acquired in acquisition | 529 | |||
Trade name intangible asset | $ 1,485 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | Aug. 03, 2020USD ($) | May 14, 2020USD ($)store | May 12, 2020USD ($) | May 06, 2020USD ($) | May 31, 2020USD ($) | Nov. 30, 2018USD ($) | Oct. 27, 2018USD ($) | Apr. 25, 2020USD ($) | Apr. 27, 2019USD ($) | Jan. 25, 2020USD ($) | May 31, 2020USD ($) |
Subsequent Event [Line Items] | |||||||||||
Payment for acquisition, net of cash acquired | $ (64,000) | $ 0 | |||||||||
Insurance recoveries | $ 415,000 | $ 415,000 | $ 3,998,000 | ||||||||
Subsequent Event [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Insurance recoveries | $ 2,266,000 | $ 6,264,000 | |||||||||
Credit Agreement with Wells Fargo National Bank, National Association [Member] | Subsequent Event [Member] | Line of Credit [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Maximum borrowing capacity | $ 150,500,000 | ||||||||||
Credit Agreement with Wells Fargo National Bank, National Association [Member] | Subsequent Event [Member] | Line of Credit [Member] | Revolving Credit Facility [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Maximum borrowing capacity | 125,000,000 | ||||||||||
Allowable convertible debt | 50,000,000 | ||||||||||
Credit Agreement with Wells Fargo National Bank, National Association [Member] | Subsequent Event [Member] | Line of Credit [Member] | Medium-term Notes [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Maximum borrowing capacity | 25,500,000 | ||||||||||
Proceeds from debt | $ 25,500,000 | ||||||||||
Debt term | 7 years | ||||||||||
Effective interest rate | 1.76% | ||||||||||
Credit Agreement with Wells Fargo National Bank, National Association [Member] | Subsequent Event [Member] | Line of Credit [Member] | Letter of Credit [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Maximum borrowing capacity | $ 25,000,000 | ||||||||||
Credit Agreement with Wells Fargo National Bank, National Association [Member] | Subsequent Event [Member] | Convertible Debt [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Debt term | 15 years | ||||||||||
London Interbank Offered Rate (LIBOR) [Member] | Credit Agreement with Wells Fargo National Bank, National Association [Member] | Subsequent Event [Member] | Line of Credit [Member] | Revolving Credit Facility [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Debt, basis spread on variable rate | 1.10% | ||||||||||
London Interbank Offered Rate (LIBOR) [Member] | Credit Agreement with Wells Fargo National Bank, National Association [Member] | Subsequent Event [Member] | Line of Credit [Member] | Medium-term Notes [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Debt, basis spread on variable rate | 1.35% | ||||||||||
Derivative, fixed rate | 0.41% | ||||||||||
London Interbank Offered Rate (LIBOR) [Member] | Credit Agreement with Wells Fargo National Bank, National Association [Member] | Subsequent Event [Member] | Convertible Debt [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Debt, basis spread on variable rate | 1.50% | ||||||||||
Fairway Markets [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Escrow deposit | $ 7,600,000 | ||||||||||
Fairway Markets [Member] | Subsequent Event [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Number of stores acquired | store | 5 | ||||||||||
Payment for acquisition, net of cash acquired | $ 73,200,000 | ||||||||||
Acquisition credit | $ 2,000,000 | ||||||||||
Scenario, Forecast [Member] | Credit Agreement with Wells Fargo National Bank, National Association [Member] | Subsequent Event [Member] | Convertible Debt [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Effective interest rate | 2.19% | ||||||||||
Interest Rate Swap [Member] | Credit Agreement with Wells Fargo National Bank, National Association [Member] | Subsequent Event [Member] | Convertible Debt [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Derivative term | 15 years | ||||||||||
Interest Rate Swap [Member] | Scenario, Forecast [Member] | Credit Agreement with Wells Fargo National Bank, National Association [Member] | Subsequent Event [Member] | Convertible Debt [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Derivative, notional amount | $ 50,000,000 | ||||||||||
Interest Rate Swap [Member] | Scenario, Forecast [Member] | London Interbank Offered Rate (LIBOR) [Member] | Credit Agreement with Wells Fargo National Bank, National Association [Member] | Subsequent Event [Member] | Convertible Debt [Member] | |||||||||||
Subsequent Event [Line Items] | |||||||||||
Derivative, fixed rate | 0.69% |
Uncategorized Items - vlgea-202
Label | Element | Value |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 3,514,000 |