What changed in this filing

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Item 1. Business

2022-11-23 compared with 2021-11-24 · 31 added, 47 removed, 190 unchanged (29% of the section changed)

20 unchanged sentences

As of September 24, 2022, Mr.

Ingle II, our Chairman, owned beneficially (as defined by the Exchange Act) approximately 71% of the combined voting power and 23% of the total number of shares of the Company’s outstanding Class A and Class B Common Stock (in each case including stock held by the Company’s Investment/Profit Sharing Plan and Trust of which Mr.

Ingle II, our Chairman, beneficially owned approximately 71% of the combined voting power and 23% of the total number of shares of the Company’s outstanding Class A and Class B Common Stock (in each case including stock held by the Company’s Investment/Profit Sharing Plan and Trust of which Mr.

Ingle II serves as one of the trustees).

Beneficial ownership is calculated in accordance with Rule 13d-3 promulgated under the Exchange Act.

The Company became publicly traded in September 1987.

5 unchanged sentences

Information on, or accessible through, the Company’s website is not a part of and is not incorporated by reference into this Annual Report on Form 10-K.

The Company’s annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments and supplements to these reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act are available on the Company’s website as soon as reasonably practicable after they are filed with or furnished to the Securities and Exchange Commission.

The Company’s annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and amendments and supplements to these reports filed or furnished pursuant to Section 13(a) or 15(d) of the Exchange Act are available free of charge on the Company’s website as soon as reasonably practicable after they are filed with or furnished to the Securities and Exchange Commission.

Use of our Website and Social Media to Distribute Material Company Information

6 unchanged sentences

The Company operates one primary business segment, retail grocery.

Information about the Company’s operations is as follows (for information regarding the Company’s industry segments, see Note 11, “Segment Information” to the Consolidated Financial Statements of this Annual Report on Form 10-K):

Fiscal Year Ended September

13 unchanged sentences

The “Sav-Mor” store concept accommodates smaller shopping areas and carries dry groceries, dairy, fresh meat and produce, all of which are displayed in a modern, readily accessible environment.

The COVID-19 pandemic which began in March 2020 and has continued throughout fiscal year 2021, impacted supermarket operations, as the Company implemented several enhanced cleaning and social distancing protocols designed to keep our customers and our associates safe.

Since March 2020, the Company’s stores have operated at an increased level and have experienced occasional product shortages.

Since March 2020, when the COVID 19 pandemic began, the Company’s stores have operated at an increased level and have experienced occasional product shortages.

Recently, an extremely tight labor market has impacted the Company’s ability to attract and retain qualified store personnel, but these impacts have not materially affected our operations.

7 unchanged sentences

South Carolina

The Company believes that today’s supermarket customers are focused on convenience, quality and value in an attractive store environment.

The Company believes that today’s supermarket customers focus on convenience, quality and value in an attractive store environment.

As a result, the Company’s shopping experience combines a high level of customer service, convenience-oriented quality product offerings and low overall pricing.

The Company’s modern stores provide products and services such as home meal replacement items, delicatessens, bakeries, floral departments, greeting cards and broad selections of local organic, beverage and health-related items.

At September 25, 2021, the Company operated 111 pharmacies and 107 fuel stations.

The Company plans to

continue to incorporate these departments in substantially all future new and remodeled stores.

The Company trains its associates to provide friendly service and to actively address the needs of customers.

At September 24, 2022, the Company operated 112 pharmacies and 107 fuel stations, in each case at the Company’s grocery store locations.

The Company plans to continue to incorporate these departments in substantially all future new and remodeled stores.

Company trains its associates to provide friendly service and to actively address the needs of customers.

These associates reinforce the Company’s distinctive service-oriented image.

24 unchanged sentences

The Company also provides its customers with an expanded selection of frozen food items (including organics) to meet the increasing demands of its customers.

The Ingles Curbside offering allows customers to order online any product in the Company’s stores.

The Ingles Curbside service allows customers to order any product in the Company’s stores online.

The order is picked by store associates and loaded into the customer’s vehicle.

14 unchanged sentences

From time to time, the Company engages in advance purchasing on high-turnover inventory items to take advantage of special prices offered by manufacturers for limited periods, or to ensure adequate product supply during tight distribution market conditions.

The remaining 40% of the Company’s inventory requirements, primarily beverages, gasoline, bread and snack foods, are supplied directly to the Company’s supermarkets by local distributors and manufacturers.

The remaining 45% of the Company’s inventory requirements, primarily beverages, pharmacy, gasoline, bread and snack foods, are supplied directly to the Company’s supermarkets by local distributors and manufacturers.

Goods from the warehouse and distribution facilities and the milk processing and packaging plant are distributed to the Company’s stores by a fleet of 190 tractors and 754 trailers that the Company owns, operates and maintains.

2 unchanged sentences

The Company reduces its overall distribution costs by capitalizing on back-haul opportunities (contracting to transport merchandise on trucks that would otherwise be empty).

During fiscal year 2021, the pandemic has caused disruption in the receipt of some products and our distribution system encountered difficulty in getting product to our stores to meet spikes in customer demand.

During fiscal year 2022, the ongoing impact of the pandemic, tight labor market and inflation contributed to disruption in the receipt of some products and our distribution system encountered difficulty in getting product to our stores to meet spikes in customer demand.

There is currently a nationwide shortage of truck drivers and warehouse workers, which has negatively impacted the Company’s distribution operations.

We do not know how long these current conditions will persist.

At the present time, we do not know how long these current conditions will persist, but we do not anticipate that they will materially affect our overall operations.

The Company receives product recall information from various subscription, government and vendor sources.

Upon receipt of recall information, the Company immediately contacts each of its stores to have the recalled product removed from the shelves and disposes of the product as instructed.

Upon receipt of recall information, the Company immediately contacts each of its stores to have the recalled product removed from the shelves and disposed of as instructed.

The Company may also use social media to communicate product recall information to the public.

7 unchanged sentences

Recently, the Company has had a greater number of circumstances where an existing store was closed in order to build a new store building on the same site that reflects the Company’s current marketing strategies.

During fiscal year 2021, the COVID-19 pandemic resulted in shortages of some building materials, equipment, and construction labor.

As a result, the Company has slowed some of its new store and remodeling plans.

We do not know how long these current conditions will persist, but the Company has continued to build/remodel stores albeit at what management believes will be a temporarily slower pace.

During fiscal year 2022, the Company slowed some of its new store and remodeling plans due to inflation and supply chain issues in building materials and equipment, as well as due to the tight labor market conditions for construction labor.

At the present time, we do not know how long these conditions will persist, but the Company has continued to build and remodel stores albeit at what management believes will be a temporarily slower pace.

The Company renovates and remodels stores in order to increase customer traffic and sales, respond to existing customer demand, compete effectively against new stores opened by competitors and support its quality image merchandising strategy.

13 unchanged sentences

The Company’s ability to open new stores is subject to many factors, including the acquisition of satisfactory sites, as well as zoning limitations and other governmental regulation.

In addition, the Company’s expansion, remodeling and replacement plans are

continually reviewed and are subject to change.

In addition, the Company’s expansion, remodeling and replacement plans are continually reviewed and are subject to change.

See the “Liquidity and Capital Resources” section included in “Item 7.

2 unchanged sentences

The degree of competition the Company’s stores encounter varies by location, primarily based on the size of the community in which the store is located and its proximity to other communities.

The Company’s principal competitors are, in alphabetical order, Aldi, Inc., Bi-Lo, LLC., Earth Fare, Inc, Food City (K-VA-T Food Stores, Inc.), Food Lion (Koninlijke Ahold Delhaize America N.V..), The Fresh Market, Inc., Harris Teeter (owned by The Kroger Co.), The Kroger Co., Lidl (Lidl Stiftung & Co.

The Company’s principal competitors are, in alphabetical order, Aldi, Inc., Earth Fare, Inc, Food City (K-VA-T Food Stores, Inc.), Food Lion (Koninlijke Ahold Delhaize America N.V.), The Fresh Market, Inc., Harris Teeter (owned by The Kroger Co.), The Kroger Co., Lidl (Lidl Stiftung & Co.

KG), Publix Super Markets, Inc., Sprouts Farmers Market, Inc., Target Corporation, Whole Foods Market, and Wal-Mart Stores, Inc.

Increasingly over the last few years, competition for consumers’ food dollars has intensified due to the addition of, or increase in, food sections by many types of retailers (physical and online) and by restaurants.

Supermarket chains generally compete on the basis of location, quality of products, service, price, convenience, product variety, online ordering/delivery capabilities, and store condition.

Supermarket chains generally compete based on location, quality of products, service, price, convenience, product variety, online ordering/delivery capabilities, and store condition.

The Company believes its competitive advantages include convenient locations, the quality of service it provides its customers, competitive pricing, product variety, quality and a pleasant shopping environment, which is enhanced by its ongoing modernization program.

By concentrating its operations within a relatively small geographic region, the Company is also positioned to more carefully monitor its markets and the needs of its customers within those markets.

By concentrating its operations within a relatively small geographic region, the Company is also positioned to monitor its markets and the needs of its customers more carefully within those markets.

The Company’s senior executives live and work in the Company’s operating region, thereby allowing management to quickly identify changes in needs and customer preference.

Because of the Company’s size, store managers have direct access to senior corporate management and are able to receive quick decisions regarding requested changes in operations.

The Company can then move quickly to make adjustments in its business in response to changes in the market and customer needs.

The Company’s management monitors competitive activity and regularly reviews and periodically adjusts the Company’s marketing and business strategies as management deems appropriate in light of existing conditions in the Company’s region.

Because of the Company’s size, store managers have direct access to senior corporate management and can receive quick decisions regarding requested changes in operations.

The Company can then move quickly to adjust its business in response to changes in the market and customer needs.

The Company’s management monitors competitive activity and regularly reviews and periodically adjusts the Company’s marketing and business strategies as management deems appropriate considering existing conditions in the Company’s region.

The Company’s ability to remain competitive in its changing markets will depend in part on its ability to pursue its expansion and renovation programs and its response to remodeling and new store openings by its competitors.

Sales in the grocery segment of the Company’s business are subject to a slight seasonal variance due to holiday related sales and due to sales in areas where seasonal homes are located.

Sales in the grocery segment of the Company’s business are subject to slight seasonal variances due to holiday related sales and sales during portions of the year in which customers return to seasonal homes.

Sales are traditionally higher in the Company’s first fiscal quarter due to the inclusion of sales related to Thanksgiving and Christmas.

2 unchanged sentences

During fiscal years 2020, 2021 and 2022, typical seasonality was disrupted by the COVID-19 pandemic.

Beginning in March 2020, the general population began to spend more time at home working remotely and, in some cases, providing more child care and education support from home.

Restaurant traffic and non-essential travel have not yet returned to pre-pandemic levels.

These factors contributed to increased sales in the Company’s supermarkets in excess of typical seasonal factors.

Beginning in March 2020, the general population began to spend more time at home working remotely and, in some cases, providing more childcare and education support from home.

As the pandemic has eased, the tight labor market slowed the return to full capacity by certain restaurants.

These factors contributed to increased sales in the Company’s supermarkets in excess of typical seasonal patterns.

We currently expect that, as the pandemic eases over time, traditional seasonal patterns will resume.

3 unchanged sentences

At September 24, 2022, the Company had approximately 26,000 associates, of which 93% were supermarket personnel.

Approximately 58% of these associates work on a part-time basis.

Approximately 58% of supermarket personnel work on a part-time basis.

Management considers labor relations to be good.

The Company values its associates and believes that associate loyalty and enthusiasm are key elements of its operating performance.

The COVID-19 pandemic increased our need for associates to accommodate a higher level of sales, as well as to comply with more rigorous cleaning and social distancing recommendations.

The Company has responded by increasing resources devoted to associate recruitment and retention, and by expanding the ways in which it markets itself to prospective associates;

The Company has responded to the tight labor market by increasing resources devoted to associate recruitment and retention, and by expanding the ways in which it markets itself to prospective associates;

however, competition for labor has become more intense, resulting in higher costs to attract and retain associates.

1 unchanged sentence

The foregoing factors have resulted in a reduction in the number of our associates since the beginning of fiscal 2021, but we have been able to continue operations without material disruption.

Recent Occupational Health and Safety Administration (“OSHA”) guidelines require that employers with over 100 employees either, by January 2022, have all employees vaccinated or test employees weekly for COVID-19.

These guidelines are currently being

challenged in the courts.

At this time we do not know how or when this dispute will be resolved and what the impact will be on the Company’s operations.

The Company has various programs to ensure adequate store staffing levels at any given time during the week.

9 unchanged sentences

“Laura Lynn” – March 13, 2024;

“Harvest Farms” – August 5, 2024;

“Harvest Farms Organic” – August 5, 2024;

and “The Ingles Advantage” – August 30, 2025.

17 unchanged sentences

Department of Agriculture, OSHA, and other federal, state and local agencies.

The Company’s stores are also subject to local laws regarding zoning, land use and the sale of alcoholic beverages.

The Company’s stores are also subject to local laws regarding zoning, land use and the sale of alcoholic beverages and tobacco products.

The Company believes that its locations are in material compliance with such laws and regulations.

The Company is not aware of any proposed regulations that would materially affect the Company’s business, financial condition, or results of operations.

The COVID-19 pandemic resulted in a number of public safety requirements enacted at the federal, state and local levels.

These requirements included social distancing, masking, hours of operation, and vaccination recommendations.

These requirements changed as the impact of COVID-19 changed and vaccines became widely available.

The Company believes requirements will continue to change, but cannot predict the nature and timing of any changes.

The Company has complied and will continue to comply with current requirements at each of its locations.

Recent OSHA guidelines require that employers with over 100 employees either, by January 2022, have all employees vaccinated or test employees weekly for COVID-19.

These guidelines are currently being challenged in the courts.

At this time we do not know how or when this dispute will be resolved and what the impact will be on the Company’s operations.

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-K

Item 1. Business