UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported):
September 14, 2004
------------------
FOODARAMA SUPERMARKETS, INC.
--------------------------------------------------------------------------------
(Exact name of registrant as specified in charter)
New Jersey 1-5745-1 21-0717108
--------------------------------------------------------------------------------
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Building 6, Suite 1, 922 Highway 33, Freehold, New Jersey 07728
--------------------------------------------------------------------------------
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code:(732)462-4700
Not Applicable
--------------------------------------------------------------------------------
(Former name or former address, if changed since last report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant under any of the
following provisions (see General Instruction A.2. below):
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Section 2-Financial Information
-------------------------------
Item 2.02. Results of Operations and Financial Condition.
---------------------------------------------------------
On September 14, 2004, Foodarama Supermarkets, Inc. issued a press
release announcing its consolidated financial results for its third quarter
ended July 31, 2004. A copy of the press release is furnished as Exhibit 99.1 to
this current report.
The information furnished under Item 2.02 of this current report,
including Exhibit 99.1 hereto, shall not be deemed "filed" for purposes of
Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange
Act"), or otherwise subject to the liabilities of that section, nor shall it be
deemed incorporated by reference in any document filed under the Securities Act
of 1933, as amended, or the Exchange Act, except as shall be expressly set forth
by specific reference in such filing.
Section 9-Financial Statements and Exhibits
-------------------------------------------
Item 9.01. Financial Statements and Exhibits.
---------
(c)Exhibits:
Exhibit No. Description
----------- -----------
99.1 Press Release, dated September 14,
2004, of Foodarama Supermarkets, Inc.
Re: Consolidated Financial Results
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
FOODARAMA SUPERMARKETS, INC.
----------------------------
(REGISTRANT)
By: /S/ Michael Shapiro
-------------------
Michael Shapiro
Senior Vice President
Chief Financial Officer
Date: September 14, 2004
EXHIBIT INDEX
Exhibit No. Description
----------- -----------
99.1 Press Release, dated September 14, 2004, of
Foodarama Supermarkets, Inc. Re: Consolidated
Financial Results
EXHIBIT 99.1
Foodarama Supermarkets, Inc.
Building 6, Suite 1
922 Highway 33
Freehold, N.J. 07728
CONTACT: Michael Shapiro
Senior Vice President
Chief Financial Officer
(732) 294-2270
FOR IMMEDIATE RELEASE
FOODARAMA SUPERMARKETS, INC. REPORTS
THIRD QUARTER AND NINE MONTHS RESULTS
Freehold, N.J., September 14, 2004 -- Foodarama Supermarkets, Inc.
(ASE-FSM) today announced that sales for the 13 weeks ended July 31, 2004
totaled $302,799,000, compared to $271,333,000 in the prior year period. Same
store sales from the twenty one stores operated in both periods increased 1.0%
period to period. Sales for the current quarter included the operations of new
locations in North Brunswick, Hamilton, Lawrenceville and Aberdeen, New Jersey
opened in May 2003, October 2003, April 2004 and May 2004, respectively, as well
as the location in Bordentown, New Jersey purchased from Wakefern Food
Corporation in June 2004. The location in Aberdeen replaced an older, smaller
store in the same location and the location in North Brunswick replaced an
older, smaller store in Franklin Township, New Jersey.
In the current quarter net income was $496,000 or $.48 per diluted share.
The Company's earnings before interest taxes, depreciation and amortization
("EBITDA") for the third quarter ended July 31, 2004 were $10,756,000.
For the thirteen weeks ended August 2, 2003 net income was $576,000 or
$.57 per diluted share. The Company's EBITDA for the third quarter ended August
2, 2003 were $8,947,000.
Sales for the 39 weeks ended July 31, 2004 were $876,557,000 compared to
$783,002,000 in the prior year period. Same store sales from the nineteen stores
operated in both periods increased 2.5% period to period. Sales for the current
39 week period included the operations of the new Woodbridge, Ewing, North
Brunswick, Hamilton, Lawrenceville and Aberdeen, New Jersey locations as well as
the location in Bordentown, New Jersey. The Woodbridge and Ewing stores opened
in December 2002 and January 2003, respectively. The location in Woodbridge
replaced an older, smaller store in the same location.
For the 39 weeks ended July 31, 2004 the Company reported net income of
$2,692,000 or $2.62 per diluted share. The Company's EBITDA for the nine months
ended July 31, 2004 were $31,666,000.
For the 39 weeks ended August 2, 2003 net income was $1,053,000 or $1.04
per diluted share. The Company's EBITDA for the nine months ended August 2, 2003
were $23,303,000.
EBITDA is presented because management believes that EBITDA is a useful
supplement to net income and other measurements under accounting principles
generally accepted in the United States since it is a meaningful measure of a
company's performance and ability to meet its future debt service requirements,
fund capital expenditures and meet working capital requirements. EBITDA is not a
measure of financial performance under accounting principles generally accepted
in the United States and should not be considered as an alternative to (i) net
income (or any other measure of performance under generally accepted accounting
principles) as a measure of performance or (ii) cash flows from operating,
investing or financing activities as an indicator of cash flows or as a measure
of liquidity. The following table reconciles reported net income to EBITDA:
Thirteen Weeks Ended Thirty Nine Weeks Ended
-------------------- -----------------------
July 31,2004 August 2, 2003 July 31, 2004 August 2, 2003
------------ -------------- ------------- --------------
Net income $ 496,000 $ 576,000 $ 2,692,000 $ 1,053,000
Add:
Interest expense,
net 4,224,000 3,376,000 11,798,000 8,630,000
Income tax
provision 304,000 384,000 1,651,000 702,000
Depreciation 5,580,000 4,492,000 15,146,000 12,613,000
Amortization 152,000 119,000 379,000 305,000
--------- --------- ---------- ----------
EBITDA $10,756,000 $ 8,947,000 $31,666,000 $23,303,000
=========== =========== =========== ===========
FOODARAMA SUPERMARKETS, INC. AND SUBSIDIARIES
Consolidated Operating Highlights (Unaudited)
For the 13 Weeks Ended July 31, 2004 August 2, 2003
---------------------- ------------- --------------
Sales................................... $ 302,799,000 $ 271,333,000
Net income ............................. 496,000 576,000
Net income per diluted share............ $.48 $.57
Average shares outstanding.............. 1,038,041 1,010,586
EBITDA.................................. $ 10,756,000 $ 8,947,000
For the 39 Weeks Ended July 31, 2004 August 2, 2003
---------------------- ------------- --------------
Sales................................... $ 876,557,000 $ 783,002,000
Net income.............................. 2,692,000 1,053,000
Net income per diluted share............ $2.62 $1.04
Average shares outstanding.............. 1,027,760 1,013,751
EBITDA.................................. $ 31,666,000 $ 23,303,000